Cover Page
Cover Page - shares | 9 Months Ended | |
Dec. 30, 2022 | Jan. 27, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Dec. 30, 2022 | |
Document Transition Report | false | |
Entity File Number | 000-17781 | |
Entity Registrant Name | Gen Digital Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 77-0181864 | |
Entity Address, Address Line One | 60 E. Rio Salado Parkway, | |
Entity Address, Address Line Two | Suite 1000, | |
Entity Address, City or Town | Tempe, | |
Entity Address, State or Province | AZ | |
Entity Address, Postal Zip Code | 85281 | |
City Area Code | 650 | |
Local Phone Number | 527-8000 | |
Title of 12(b) Security | Common Stock, | |
Trading Symbol | GEN | |
Security Exchange Name | NASDAQ | |
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 Common Stock, Shares Outstanding | 639,129,470 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q3 | |
Entity Central Index Key | 0000849399 | |
Current Fiscal Year End Date | --03-31 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Dec. 30, 2022 | Apr. 01, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 812 | $ 1,887 |
Short-term investments | 0 | 4 |
Accounts receivable, net | 168 | 120 |
Other current assets | 366 | 193 |
Assets held for sale | 30 | 56 |
Total current assets | 1,376 | 2,260 |
Property and equipment, net | 104 | 60 |
Operating lease assets | 49 | 74 |
Intangible assets, net | 3,212 | 1,023 |
Goodwill | 10,124 | 2,873 |
Other long-term assets | 638 | 653 |
Total assets | 15,503 | 6,943 |
Current liabilities: | ||
Accounts payable | 75 | 63 |
Accrued compensation and benefits | 106 | 81 |
Current portion of long-term debt | 233 | 1,000 |
Contract liabilities | 1,643 | 1,264 |
Current operating lease liabilities | 26 | 18 |
Other current liabilities | 795 | 639 |
Total current liabilities | 2,878 | 3,065 |
Long-term debt | 9,831 | 2,736 |
Long-term contract liabilities | 86 | 42 |
Deferred income tax liabilities | 386 | 75 |
Long-term income taxes payable | 928 | 996 |
Long-term operating lease liabilities | 38 | 75 |
Other long-term liabilities | 46 | 47 |
Total liabilities | 14,193 | 7,036 |
Commitments and contingencies (Note 18) | ||
Stockholders’ equity (deficit): | ||
Common stock and additional paid-in capital, $0.01 par value: 3,000 shares authorized; 639 and 582 shares issued and outstanding as of December 30, 2022 and April 1, 2022, respectively | 2,838 | 1,851 |
Accumulated other comprehensive income (loss) | (28) | (4) |
Retained earnings (accumulated deficit) | (1,500) | (1,940) |
Total stockholders’ equity (deficit) | 1,310 | (93) |
Total liabilities and stockholders’ equity (deficit) | $ 15,503 | $ 6,943 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 30, 2022 | Apr. 01, 2022 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 3,000,000,000 | 3,000,000,000 |
Common stock, shares issued (in shares) | 639,000,000 | 582,000,000 |
Common stock, shares outstanding (in shares) | 639,000,000 | 582,000,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Dec. 30, 2022 | Dec. 31, 2021 | Dec. 30, 2022 | Dec. 31, 2021 | |
Income Statement [Abstract] | ||||
Net revenues | $ 936 | $ 702 | $ 2,391 | $ 2,080 |
Cost of revenues | 178 | 105 | 399 | 307 |
Gross profit | 758 | 597 | 1,992 | 1,773 |
Operating expenses: | ||||
Sales and marketing | 183 | 160 | 506 | 466 |
Research and development | 91 | 60 | 225 | 194 |
General and administrative | 11 | 42 | 225 | 150 |
Amortization of intangible assets | 61 | 21 | 111 | 63 |
Restructuring and other costs | 44 | 12 | 55 | 24 |
Total operating expenses | 390 | 295 | 1,122 | 897 |
Operating income (loss) | 368 | 302 | 870 | 876 |
Interest expense | (154) | (32) | (233) | (95) |
Other income (expense), net | 2 | (9) | 3 | 165 |
Income (loss) before income taxes | 216 | 261 | 640 | 946 |
Income tax expense (benefit) | 51 | 59 | 206 | 230 |
Net income (loss) | $ 165 | $ 202 | $ 434 | $ 716 |
Net income (loss) per share - basic (in dollars per share) | $ 0.26 | $ 0.35 | $ 0.72 | $ 1.23 |
Net income (loss) per share - diluted (in dollars per share) | $ 0.25 | $ 0.34 | $ 0.70 | $ 1.21 |
Weighted-average shares outstanding: | ||||
Basic (in shares) | 647 | 582 | 605 | 581 |
Diluted (in shares) | 651 | 591 | 617 | 591 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Dec. 30, 2022 | Dec. 31, 2021 | Dec. 30, 2022 | Dec. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 165 | $ 202 | $ 434 | $ 716 |
Other comprehensive income (loss), net of taxes: | ||||
Foreign currency translation gain (loss) | (13) | (12) | (24) | (25) |
Other comprehensive income (loss), net of taxes | (13) | (12) | (24) | (25) |
Comprehensive income (loss) | $ 152 | $ 190 | $ 410 | $ 691 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT) - USD ($) $ in Millions | Total | Cumulative Effect, Period of Adoption, Adjustment | [1] | Common Stock and Additional Paid-In Capital | Common Stock and Additional Paid-In Capital Cumulative Effect, Period of Adoption, Adjustment | [1] | Accumulated Other Comprehensive Income (Loss) | Retained Earnings (Accumulated Deficit) | Retained Earnings (Accumulated Deficit) Cumulative Effect, Period of Adoption, Adjustment | [1] |
Beginning balance (in shares) at Apr. 02, 2021 | 580,000,000 | |||||||||
Beginning balance at Apr. 02, 2021 | $ (500) | $ 2,229 | $ 47 | $ (2,776) | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income (loss) | 716 | 716 | ||||||||
Other comprehensive income (loss), net of taxes | (25) | (25) | ||||||||
Common stock issued under employee stock incentive plans (in shares) | 3,000,000 | |||||||||
Common stock issued under employee stock incentive plans | 8 | $ 8 | ||||||||
Shares withheld for taxes related to vesting of stock units (in shares) | (1,000,000) | |||||||||
Shares withheld for taxes related to vesting of stock units | (16) | $ (16) | ||||||||
Cash dividends declared and dividend equivalents accrued | (220) | (220) | ||||||||
Stock-based compensation | 51 | 51 | ||||||||
Extinguishment of convertible debt | (112) | $ (112) | ||||||||
Ending balance (in shares) at Dec. 31, 2021 | 582,000,000 | |||||||||
Ending balance at Dec. 31, 2021 | (98) | $ 1,940 | 22 | (2,060) | ||||||
Beginning balance (in shares) at Apr. 02, 2021 | 580,000,000 | |||||||||
Beginning balance at Apr. 02, 2021 | $ (500) | $ 2,229 | 47 | (2,776) | ||||||
Ending balance (in shares) at Apr. 01, 2022 | 582,000,000 | 582,000,000 | ||||||||
Ending balance at Apr. 01, 2022 | $ (93) | $ (1) | $ 1,851 | $ (7) | (4) | (1,940) | $ 6 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Accounting Standards Update [Extensible Enumeration] | Accounting Standards Update 2020-06 | |||||||||
Beginning balance (in shares) at Oct. 01, 2021 | 582,000,000 | |||||||||
Beginning balance at Oct. 01, 2021 | $ (232) | $ 1,996 | 34 | (2,262) | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income (loss) | 202 | 202 | ||||||||
Other comprehensive income (loss), net of taxes | (12) | (12) | ||||||||
Shares withheld for taxes related to vesting of stock units | (1) | (1) | ||||||||
Cash dividends declared and dividend equivalents accrued | (73) | (73) | ||||||||
Stock-based compensation | 18 | $ 18 | ||||||||
Ending balance (in shares) at Dec. 31, 2021 | 582,000,000 | |||||||||
Ending balance at Dec. 31, 2021 | $ (98) | $ 1,940 | 22 | (2,060) | ||||||
Beginning balance (in shares) at Apr. 01, 2022 | 582,000,000 | 582,000,000 | ||||||||
Beginning balance at Apr. 01, 2022 | $ (93) | $ (1) | $ 1,851 | $ (7) | (4) | (1,940) | $ 6 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income (loss) | 434 | 434 | ||||||||
Other comprehensive income (loss), net of taxes | (24) | (24) | ||||||||
Common stock issued under employee stock incentive plans (in shares) | 4,000,000 | |||||||||
Common stock issued under employee stock incentive plans | 6 | $ 6 | ||||||||
Shares withheld for taxes related to vesting of stock units (in shares) | (1,000,000) | |||||||||
Shares withheld for taxes related to vesting of stock units | $ (17) | $ (17) | ||||||||
Repurchases of common stock (in shares) | (40,000,000) | (40,000,000) | ||||||||
Repurchases of common stock | $ (904) | $ (904) | ||||||||
Cash dividends declared and dividend equivalents accrued | (227) | (227) | ||||||||
Stock-based compensation | 95 | 95 | ||||||||
Extinguishment of convertible debt | (100) | $ (100) | ||||||||
Merger consideration (in shares) | 94,000,000 | |||||||||
Merger consideration | $ 2,141 | $ 2,141 | ||||||||
Ending balance (in shares) at Dec. 30, 2022 | 639,000,000 | 639,000,000 | ||||||||
Ending balance at Dec. 30, 2022 | $ 1,310 | $ 2,838 | (28) | (1,500) | ||||||
Beginning balance (in shares) at Sep. 30, 2022 | 661,000,000 | |||||||||
Beginning balance at Sep. 30, 2022 | 1,698 | $ 3,378 | (15) | (1,665) | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income (loss) | 165 | 165 | ||||||||
Other comprehensive income (loss), net of taxes | (13) | (13) | ||||||||
Common stock issued under employee stock incentive plans (in shares) | 1,000,000 | |||||||||
Shares withheld for taxes related to vesting of stock units | $ (1) | $ (1) | ||||||||
Repurchases of common stock (in shares) | (23,000,000) | (23,000,000) | ||||||||
Repurchases of common stock | $ (500) | $ (500) | ||||||||
Cash dividends declared and dividend equivalents accrued | (81) | (81) | ||||||||
Stock-based compensation | $ 42 | $ 42 | ||||||||
Ending balance (in shares) at Dec. 30, 2022 | 639,000,000 | 639,000,000 | ||||||||
Ending balance at Dec. 30, 2022 | $ 1,310 | $ 2,838 | $ (28) | $ (1,500) | ||||||
[1]Effective on April 2, 2022, the Company adopted ASU 2020-06 ( Debt with Conversion and Other Options, ASC 470-20 ) using a modified retrospective method. See Note 2 for further information about this recently adopted guidance. |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT) (Parenthetical) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Dec. 30, 2022 | Dec. 31, 2021 | Dec. 30, 2022 | Dec. 31, 2021 | |
Statement of Stockholders' Equity [Abstract] | ||||
Cash dividends declared per common share (in dollars per share) | $ 0.125 | $ 0.125 | $ 0.375 | $ 0.375 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 9 Months Ended | |
Dec. 30, 2022 | Dec. 31, 2021 | |
OPERATING ACTIVITIES: | ||
Net income | $ 434 | $ 716 |
Adjustments: | ||
Amortization and depreciation | 203 | 108 |
Impairments and write-offs of current and long-lived assets | (5) | 8 |
Stock-based compensation expense | 95 | 51 |
Deferred income taxes | (50) | (16) |
Loss (gain) on extinguishment of debt | 9 | 5 |
Gain on sale of property | 0 | (175) |
Non-cash operating lease expense | 17 | 16 |
Other | (15) | 8 |
Changes in operating assets and liabilities, net of acquisitions: | ||
Accounts receivable, net | 8 | 2 |
Accounts payable | (10) | 29 |
Accrued compensation and benefits | 0 | (27) |
Contract liabilities | (62) | 1 |
Income taxes payable | (125) | (67) |
Other assets | 38 | 29 |
Other liabilities | (104) | (40) |
Net cash provided by (used in) operating activities | 433 | 648 |
INVESTING ACTIVITIES: | ||
Purchases of property and equipment | (5) | (4) |
Payments for acquisitions, net of cash acquired | (6,547) | (39) |
Proceeds from the maturities and sales of short-term investments | 4 | 9 |
Proceeds from the sale of property | 0 | 355 |
Other | 2 | (5) |
Net cash provided by (used in) investing activities | (6,546) | 316 |
FINANCING ACTIVITIES: | ||
Repayments of debt | (2,738) | (391) |
Proceeds from issuance of debt, net of issuance costs | 8,954 | 512 |
Net proceeds from sales of common stock under employee stock incentive plans | 6 | 8 |
Tax payments related to vesting of stock units | (20) | (15) |
Dividends and dividend equivalents paid | (234) | (230) |
Repurchases of common stock | (904) | 0 |
Net cash provided by (used in) financing activities | 5,064 | (116) |
Effect of exchange rate fluctuations on cash and cash equivalents | (26) | (10) |
Change in cash and cash equivalents | (1,075) | 838 |
Beginning cash and cash equivalents | 1,887 | 933 |
Ending cash and cash equivalents | $ 812 | $ 1,771 |
Description of Business and Sig
Description of Business and Significant Accounting Policies | 9 Months Ended |
Dec. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business and Significant Accounting Policies | Description of Business and Significant Accounting Policies Business On August 10, 2021, we announced a transaction under which we intended to acquire the entire issued and to be issued ordinary share capital of Avast plc, a public company incorporated in England and Wales and a global leader of digital security and privacy headquartered in Prague, Czech Republic (Avast and such transaction, the Merger). On September 12, 2022, we completed the Merger with Avast, and its results of operations have been included in our Condensed Consolidated Statements of Operations beginning September 12, 2022. See Note 4 for further information about this business combination. In connection with the Merger, effective November 7, 2022, we changed our corporate name from NortonLifeLock Inc. to Gen Digital Inc. (Gen). Gen is a global, leading provider of consumer Cyber Safety solutions. Our portfolio provides protection across three Cyber Security categories: security, identity protection and online privacy. We help customers protect their computer and mobile devices from online threats, safeguard their identity and personal information and strengthen online privacy capabilities and functionalities. Basis of presentation The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with generally accepted accounting principles (GAAP) in the United States of America for interim financial information. In the opinion of management, the unaudited Condensed Consolidated Financial Statements contain all adjustments, consisting only of normal recurring items, except as otherwise noted, necessary for the fair presentation of our financial position, results of operations and cash flows for the interim periods. These unaudited Condensed Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended April 1, 2022. The results of operations for the three and nine months ended December 30, 2022 are not necessarily indicative of the results expected for the entire fiscal year. Fiscal calendar We have a 52/53-week fiscal year ending on the Friday closest to March 31. Unless otherwise stated, references to three and nine month periods in this report relate to fiscal periods ended December 30, 2022 and December 31, 2021. The three and nine months ended December 30, 2022 and December 31, 2021 each consisted of 13 and 39 weeks, respectively. Our 2023 fiscal year consists of 52 weeks and ends on March 31, 2023. Use of estimates The preparation of Condensed Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the amounts reported and disclosed in the financial statements and accompanying Notes. Such estimates include, but are not limited to, valuation of business combinations including acquired intangible assets and goodwill, loss contingencies, the recognition and measurement of current and deferred income taxes, including the measurement of uncertain tax positions, and valuation of assets and liabilities. On an ongoing basis, management determines these estimates and assumptions based on historical experience and on various other assumptions that are believed to be reasonable. Third-party valuation specialists are also utilized for certain estimates. Actual results could differ from such estimates and assumptions due to risks and uncertainties, including uncertainty in the current economic environment as a result of macroeconomic factors such as inflation, fluctuations in foreign currency exchange rates relative to the U.S. dollars, our reporting currency, changes in interest rates, the COVID-19 pandemic and Russia’s invasion of Ukraine, and such differences may be material to the Condensed Consolidated Financial Statements. Significant accounting policies With the exception of those discussed in Note 2, there have been no material changes to our significant accounting policies as of and for the three and nine months ended December 30, 2022, as compared to the significant accounting policies described in our Annual Report on Form 10-K for the fiscal year ended April 1, 2022. |
Recent Accounting Standards
Recent Accounting Standards | 9 Months Ended |
Dec. 30, 2022 | |
Accounting Policies [Abstract] | |
Recent Accounting Standards | Recent Accounting Standards Recently adopted authoritative guidance Debt with Conversion and Other Options . In August 2020, the FASB issued Accounting Standards Update 2020-06 (ASU 2020-06) which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments. The new guidance removes from GAAP the separation models for convertible debt with embedded conversion features. As a result, entities will no longer separately present embedded conversion features in equity. A convertible debt instrument will be accounted for wholly as debt unless (1) a convertible instrument contains features that require bifurcation as a derivative under ASC Topic 815, Derivatives and Hedging , or (2) a convertible debt instrument was issued at a substantial premium. In addition, the debt discount, which is equal to the carry value of the embedded conversion feature upon issuance, will no longer be amortized as interest expense over the life of the instrument. The new guidance also requires the use of the if-converted method to calculate the impact of convertible instruments on diluted earnings per share and include the effect of share settlement for instruments that may be settled in cash or shares. See Note 16 for further information related to the diluted earnings per share calculation. We adopted this standard as of April 2, 2022, the first day of fiscal 2023, using a modified retrospective method of transition, under which, financial results and earnings per share amounts reported in prior periods were not adjusted or restated in the Condensed Consolidated Financial Statements. As such, the new guidance was applied to the convertible debt instruments outstanding as of the beginning of this fiscal year, with the cumulative effect of adoption recognized through an adjustment to the opening balance of retained earnings. We increased the carrying amount of the New 2.0% Convertible Notes (as defined in Note 10) by approximately $1 million and reduced additional paid-in capital by approximately $7 million, net of tax. The net effect of these adjustments was recorded as an increase to retained earnings as of April 2, 2022. Reference Rate Reform. In March 2020, the FASB issued new guidance providing temporary optional expedients and exceptions to ease the financial reporting burden of the expected market transition from the London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates, such as the Secured Overnight Financing Rate (SOFR). The standard was effective upon issuance and may generally be applied through December 31, 2024, to any new or amended contracts, hedging relationships and other transactions that reference LIBOR. As of December 30, 2022, we have fully transitioned to SOFR and no longer use LIBOR on any debt or material contractual arrangements that are outstanding. Any future contracts, hedging relationships and other transactions will be SOFR denominated. |
Assets Held for Sale
Assets Held for Sale | 9 Months Ended |
Dec. 30, 2022 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Assets Held for Sale | Assets Held for Sale Assets held for sale During fiscal 2020, we reclassified certain land and buildings previously reported as property and equipment to assets held for sale when the properties were approved for immediate sale in their present condition and the sale was expected to be completed within one year. However, the commercial real estate market was adversely affected by the COVID-19 pandemic, which delayed the expected timing of such sales. During the second quarter of fiscal 2023 , we determined certain land and buildings in Mountain View, California, which were previously reported as assets held for sale as of April 1, 2022, no longer qualify as held for sale classification. As a result, we reclassified the aggregate $26 million carrying value from assets held for sale to property and equipment, net, in our Condensed Consolidated Balance Sheets and recorded an immaterial catch-up depreciation adjustment, which is included in our Condensed Consolidated Statements of Operations. We continue to actively market the remaining property for sale. We have taken into consideration the current real estate values and demand and continue to execute plans to sell this property. As of December 30, 2022, this property remains classified as assets held for sale. During the three and nine months ended December 30, 2022 , there were no impairments because the fair value of the properties less costs to sell either equals or exceeds their carrying value. |
Business Combinations
Business Combinations | 9 Months Ended |
Dec. 30, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Combinations | Business Combinations Merger with Avast On August 10, 2021, we announced a transaction under which we intended to acquire the entire issued and to be issued share capital of Avast plc, a public company incorporated in England and Wales (Avast and such transaction, the Merger). The Merger was implemented by means of a court-sanctioned scheme of arrangement under Part 26 of the UK Companies Act 2006 (the Scheme). Under the terms of the Merger, Avast shareholders were entitled to elect to receive, for each ordinary share of Avast held, in respect of their entire holding of Avast shares, either: (i) $7.61 in cash and 0.0302 of a new share of our common stock (such option, the Majority Cash Option); or (ii) $2.37 in cash and 0.1937 of a new share of our common stock (such option, the Majority Stock Option). Each Avast Director who held Avast shares elected for the Majority Stock Option in respect to their entire beneficial holdings of Avast shares. The Merger was approved by our Board of Directors and by our shareholders, the Board of Directors and shareholders of Avast, and regulators including the Federal Trade Commission under the U.S. Hart-Scott-Rodino Antitrust Improvements Act of 1976 (the HSR Act) and in Europe, the German Federal Cartel Office, the Spanish National Markets and Competition Commission and the U.K. Competition and Markets Authority. Closing of Merger with Avast On September 12, 2022 (the Closing Date), we completed the Merger with Avast, and as a result, we have changed our corporate name to Gen Digital Inc. and have become dual headquartered in Tempe, Arizona and Prague, Czech Republic. Prior to the Merger, Avast was a global leader in consumer cybersecurity, offering a comprehensive range of digital security and privacy products and services that protected and enhanced users’ online experiences. With this Merger, we are positioned to provide a broad and complementary consumer product portfolio with greater geographic diversification and access to a larger user base. Upon completion of the Merger, we acquired all of the outstanding common stock of Avast. Based on the election of the Avast shareholders, we paid cash consideration of approximately $6,910 million and issued 94,201,223 shares o f our common stock to Avast shareholders. As a result, immediately following the closing of the Merger, Avast shareholders owned approximately 14% of our outstanding common stock. The fair value of our common stock provided on September 12, 2022 in exchange for all outstanding ordinary shares of Avast was approximately $2,141 million. Consideration transferred The total consideration for the Merger with Avast was approximately $8,688 million, net of cash acquired, and consisted of the following: (In millions) September 12, 2022 Cash and equity consideration for outstanding Avast common shares (1) $ 8,109 Repayment of outstanding Avast debt (2) 942 Total consideration 9,051 Cash acquired 363 Net consideration transferred $ 8,688 (1) Represents the total value of cash paid and our common stock issued to Avast shareholders pursuant to the Majority Cash/Stock Option in the Scheme. (2) Represents the cash consideration paid concurrent with the close of the Merger to retire certain Avast debt, including repayment of the associated principal, accrued interest, premiums and other costs. Fair value of assets acquired and liabilities assumed We accounted for the Merger as a business combination. The identifiable assets acquired and liabilities assumed of Avast were recorded at their estimated fair values as of the acquisition date and consolidated with those of our company. The allocation of purchase price requires management to make significant estimates and assumptions in determining the fair values of the assets acquired and liabilities assumed, especially with respect to intangible assets. Third-party valuation specialists were also utilized for certain estimates. Our preliminary allocation of the aggregate purchase price, based on the estimated fair values of the assets acquired and liabilities assumed, as of the acquisition date, is as follows: (In millions) September 12, 2022 Assets: Accounts receivable $ 63 Other current assets 18 Property and equipment 29 Operating lease assets 18 Intangible assets 2,383 Goodwill 7,265 Other long-term assets 10 Total assets acquired 9,786 Liabilities: Current liabilities 181 Contract liabilities 508 Operating lease liabilities 18 Long-term deferred tax liabilities 345 Other long-term obligations 46 Total liabilities assumed 1,098 Total purchase price $ 8,688 The allocation of the purchase price is based upon a preliminary valuation, and as additional information becomes available, our estimates and assumptions may be subject to refinement within the measurement period, which may be up to one year from the acquisition date. Adjustments to the purchase price may require adjustments to goodwill prospectively. The primary areas of preliminary purchase price allocation that are not yet finalized include intangible assets and certain tax and litigation matters. The preliminary goodwill of $7,265 million represents the excess of the consideration transferred over the fair values of the assets acquired and liabilities assumed. It is attributable to the expected synergies of the Merger, including future cost savings from planned integration of infrastructure, facilities, personnel and systems, and other benefits that are anticipated to be generated by combining both companies. Goodwill is allocated to our single reportable segment. Substantially all of the goodwill recognized is expected to be deductible for U.S. tax purposes. See Note 6 for further information on goodwill. Preliminary identified intangible assets and their respective useful lives, as of September 12, 2022, are as follows: (In millions, except for useful lives) Fair Value Weighted-Average Estimated Useful Life Customer relationships (1) $ 1,055 7 years Developed technology (2) 1,244 6 years Finite-lived trade names (2) 84 10 years Total identified intangible assets $ 2,383 (1) Customer relationships were valued using the multi-period excess earnings method, which is a form of the income approach that primarily considers customer retention rate. (2) Developed technology and finite-lived trade names were valued using the relief-from-royalty method, which is a form of the income approach that primarily considers technology migration and probability of use, respectively. Financing In connection with the Merger, on September 12, 2022, we entered into the Amended and Restated Credit Agreement (Credit Agreement) with certain financial institutions, in which they agreed to provide us with (i) a $1,500 million revolving credit facility (Revolving Facility), a $3,910 million term loan A facility (Term A Facility), (iii) a $3,690 million term loan B facility (Term B Facility) and (iv) a $750 million tranche A bridge loan (Bridge Loan) (collectively, the senior credit facilities). The Bridge Loan was undrawn and immediately terminated upon the Merger’s close. The proceeds were or will be used (i) to finance the cash consideration payable for the Merger, (ii) to repay in full and terminate all commitments under Avast’s credit facility, (iii) to pay expenses relating to the Merger, (iv) to add cash to the balance sheet and (v) for general corporate purposes and on-going business activities. See Note 10 for further information about these debt instruments and the related debt covenants. In connection with the financing provided by the Term B Facility, we incurred customary ticking fees with respect to the undrawn commitments that began accruing on the 61st day post-syndication. The ticking fees were payable at the per annum rate of (i) 50% of the interest rate margin for adjusted SOFR (or applicable replacement rate) loans for 61-90 days from January 28, 2022, the syndication date, and (ii) 100% of the interest rate margin for adjusted SOFR (or applicable replacement rate) loans on and after 91 days from the syndication date. Ticking fees were payable on the Closing Date of the Merger. During the nine months ended December 30, 2022, we paid $31 million in ticking fees. Impact on operating results The operating results of Avast have been included in our Condensed Consolidated Statements of Operations beginning September 12, 2022. Our results of operations for the three and nine months ended December 30, 2022 include $234 million and $282 million, respectively, of net revenues booked through the Avast enterprise resource planning system. This total post-acquisition revenue extracted from the legacy Avast system is not comparable to pre-acquisition results due to our product integration strategy, cross-selling activities and the reallocation of performance marketing spend deployed to maximize total GEN revenue and not revenue by brand. It is also impracticable to provide income before income taxes attributable to Avast subsequent to the Merger due to the integration of our operations. The Company does not consider it to be a separate operating unit or a separate reporting segment, pursuing an integrated brand, selling and marketing strategy, and is in the advanced stages of completing the full integration of Avast with our ongoing operations. We recognized transaction and integration costs of $5 million and $7 million for the three months ended December 30, 2022 and December 31, 2021, respectively, and $71 million and $28 million for the nine months ended December 30, 2022 and December 31, 2021, respectively. These costs were primarily associated with legal and professional services and other regulatory closing fees, which were expensed as incurred and included in general and administrative expenses in our Condensed Consolidated Statements of Operations. On the Closing Date of the Merger, we incurred $145 million of debt issuance costs associated with the senior credit facilities, of which $132 million was capitalized and recorded as a reduction of outstanding debt balances and $10 million was capitalized and included in Other long-term assets in our Condensed Consolidated Balance Sheets. The remaining $3 million was capitalized but immediately extinguished in conjunction with the termination of the Bridge Loan. Unaudited pro forma information The following unaudited pro forma financial information represents the combined historical results for the three and nine months ended December 30, 2022 and December 31, 2021, as if the Merger had been completed on April 3, 2021, the first day of fiscal 2022. The results presented below include adjustments to conform Avast financial information, prepared in accordance with International Financial Reporting Standards (IFRS), to U.S. GAAP as well as the impacts of material, nonrecurring pro forma adjustments, including amortization of acquired intangible assets, interest on debt issued to finance the Merger, and acquisition-related transaction costs, and the income tax effect of the other pro forma adjustments. The unaudited pro forma results do not include any anticipated synergies or other expected benefits of the Merger. The following table summarizes the unaudited pro forma financial information: Three Months Ended Nine Months Ended (In millions) December 30, 2022 December 31, 2021 December 30, 2022 December 31, 2021 Net revenues $ 936 $ 939 $ 2,857 $ 2,784 Net income (loss) $ 204 $ 113 $ 323 $ 341 The unaudited pro forma financial information is provided for informational purposes only and are not indicative of future operations or results that would have been achieved had the Merger been completed as of the beginning of fiscal 2022. Fiscal 2022 acquisition On September 15, 2021, we completed an acquisition of an online reputation management and digital privacy solutions company for total aggregate consideration of $39 million, net of $1 million cash acquired. The purchase price was primarily allocated to intangible assets and goodwill. Our estimates and assumptions were subject to refinement within the measurement period, which is up to one year from the acquisition date. Adjustments to the purchase price during the measurement period required adjustments to be made to goodwill. The measurement period ended on September 14, 2022. |
Revenues
Revenues | 9 Months Ended |
Dec. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenues | Revenues Contract liabilities During the three and nine months ended December 30, 2022, we recognized $686 million and $1,116 million from the contract liabilities balances as of September 30, 2022 and April 1, 2022, respectively. During the three and nine months ended December 31, 2021, we recognized $505 million and $1,093 million from the contract liabilities balances as of October 1, 2021 and April 2, 2021, respectively. Remaining performance obligations Remaining performance obligations represent contract revenue that has not been recognized, which include contract liabilities and amounts that will be billed and recognized as revenue in future periods. As of December 30, 2022, we had $1,179 million of remaining performance obligations, excluding customer deposit liabilities of $550 million, of which we expect to recognize approximately 93% as revenue over the next 12 months. See Note 17 for tabular disclosures of disaggregated revenue by solution and geographic region. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Dec. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill The changes in the carrying amount of goodwill were as follows: (In millions) Balance as of April 1, 2022 $ 2,873 Merger with Avast 7,265 Translation adjustments (14) Balance as of December 30, 2022 $ 10,124 Intangible assets, net December 30, 2022 April 1, 2022 (In millions) Gross Accumulated Net Gross Accumulated Net Customer relationships $ 1,639 $ (490) $ 1,149 $ 583 $ (382) $ 201 Developed technology 1,460 (222) 1,238 217 (143) 74 Other 91 (5) 86 8 (3) 5 Total finite-lived intangible assets 3,190 (717) 2,473 808 (528) 280 Indefinite-lived trade names 739 — 739 743 — 743 Total intangible assets $ 3,929 $ (717) $ 3,212 $ 1,551 $ (528) $ 1,023 As a result of the Merger with Avast, we recorded $2,383 million of acquired intangible assets during the second quarter of fiscal 2023. See Note 4 for further information about this business combination. Amortization expense for purchased intangible assets is summarized below: Three Months Ended Nine Months Ended Condensed Consolidated Statements of Operations Classification (In millions) December 30, 2022 December 31, 2021 December 30, 2022 December 31, 2021 Customer relationships and other $ 61 $ 21 $ 111 $ 63 Operating expenses Developed technology 57 11 78 32 Cost of revenues Total $ 118 $ 32 $ 189 $ 95 As of December 30, 2022, future amortization expense related to intangible assets that have finite lives is as follows by fiscal year: (In millions) Remainder of 2023 $ 118 2024 461 2025 400 2026 394 2027 381 Thereafter 719 Total $ 2,473 |
Supplementary Information
Supplementary Information | 9 Months Ended |
Dec. 30, 2022 | |
Supplementary Information [Abstract] | |
Supplementary Information | Supplementary Information Cash and cash equivalents: (In millions) December 30, 2022 April 1, 2022 Cash $ 468 $ 609 Cash equivalents 344 1,278 Total cash and cash equivalents $ 812 $ 1,887 Accounts receivable, net: (In millions) December 30, 2022 April 1, 2022 Accounts receivable $ 169 $ 121 Allowance for doubtful accounts (1) (1) Total accounts receivable, net $ 168 $ 120 Other current assets: (In millions) December 30, 2022 April 1, 2022 Prepaid expenses $ 118 $ 107 Income tax receivable and prepaid income taxes 206 35 Other tax receivable 24 27 Other 18 24 Total other current assets $ 366 $ 193 Property and equipment, net: (In millions) December 30, 2022 April 1, 2022 Land $ 14 $ 2 Computer hardware and software 496 462 Office furniture and equipment 27 27 Buildings 41 27 Leasehold improvements 63 56 Construction in progress 1 1 Total property and equipment, gross 642 575 Accumulated depreciation and amortization (538) (515) Total property and equipment, net $ 104 $ 60 During the second quarter of fiscal 2023, we reclassified $26 million of buildings and leasehold improvements, which were previously reported as held for sale as of April 1, 2022, to property and equipment, net. Adjustments associated with catch-up depreciation were immaterial. Refer to Note 3 for further information about our assets held for sale. Other long-term assets: (In millions) December 30, 2022 April 1, 2022 Non-marketable equity investments $ 182 $ 178 Long-term income tax receivable and prepaid income taxes 21 25 Deferred income tax assets 348 351 Long-term prepaid royalty 41 53 Other 46 46 Total other long-term assets $ 638 $ 653 Short-term contract liabilities: (In millions) December 30, 2022 April 1, 2022 Deferred revenue $ 1,093 $ 743 Customer deposit liabilities 550 521 Total short-term contract liabilities $ 1,643 $ 1,264 Other current liabilities: (In millions) December 30, 2022 April 1, 2022 Income taxes payable $ 243 $ 109 Other taxes payable 88 87 Accrued legal fees 273 273 Accrued royalties 43 49 Accrued interest 42 32 Other 106 89 Total other current liabilities $ 795 $ 639 Long-term income taxes payable: (In millions) December 30, 2022 April 1, 2022 Deemed repatriation tax payable $ 310 $ 437 Other long-term income taxes 4 3 Uncertain tax positions (including interest and penalties) 614 556 Total long-term income taxes payable $ 928 $ 996 Other income (expense), net: Three Months Ended Nine Months Ended (In millions) December 30, 2022 December 31, 2021 December 30, 2022 December 31, 2021 Interest income $ 5 $ — $ 10 $ — Foreign exchange gain (loss) (7) 1 (8) 3 Gain (loss) on early extinguishment of debt — — (9) (5) Gain on sale of properties — — — 175 Other 4 (10) 10 (8) Other income (expense), net $ 2 $ (9) $ 3 $ 165 Supplemental cash flow information: Nine Months Ended (In millions) December 30, 2022 December 31, 2021 Income taxes paid, net of refunds $ 378 $ 297 Interest expense paid $ 212 $ 105 Cash paid for amounts included in the measurement of operating lease liabilities $ 18 $ 19 Non-cash operating activities: Operating lease assets obtained in exchange for operating lease liabilities $ 23 $ 35 Reduction of operating lease assets as a result of lease terminations and modifications $ 29 $ 16 Non-cash investing and financing activities: Purchases of property and equipment in current liabilities $ — $ 1 Extinguishment of debt with borrowings from same creditors $ — $ 494 Non-cash consideration for the Merger with Avast $ 2,141 $ — |
Financial Instruments and Fair
Financial Instruments and Fair Value Measurements | 9 Months Ended |
Dec. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Financial Instruments and Fair Value Measurements | Financial Instruments and Fair Value Measurements For financial instruments measured at fair value, fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining fair value, we consider the principal or most advantageous market in which we would transact, and we consider assumptions that market participants would use when pricing the asset or liability. The three levels of inputs that may be used to measure fair value are: • Level 1: Quoted prices in active markets for identical assets or liabilities. • Level 2: Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in less active markets or model-derived valuations. All significant inputs used in our valuations, such as discounted cash flows, are observable or can be derived principally from or corroborated with observable market data for substantially the full term of the assets or liabilities. • Level 3: Unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of assets or liabilities. We monitor and review the inputs and results of these valuation models to help ensure the fair value measurements are reasonable and consistent with market experience in similar asset classes. Assets measured and recorded at fair value on a recurring basis The following table summarizes our financial instruments measured at fair value on a recurring basis: December 30, 2022 April 1, 2022 (In millions) Fair Value Level 1 Level 2 Fair Value Level 1 Level 2 Assets: Money market funds $ 343 $ 343 $ — $ 1,278 $ 1,278 $ — Corporate bonds — — — 4 — 4 Total $ 343 $ 343 $ — $ 1,282 $ 1,278 $ 4 Financial instruments not recorded at fair value on a recurring basis include our non-marketable equity investments and long-term debt. Non-marketable equity investments As of December 30, 2022 and April 1, 2022, the carrying value of our non-marketable equity investments was $182 million and $178 million, respectively. Current and long-term debt As of December 30, 2022 and April 1, 2022, the total fair value of our fixed rate debt was $2,552 million and $2,021 million, respectively. The fair value of our variable rate debt approximated its carrying value. The fair values of all our debt obligations were based on Level 2 inputs. |
Leases
Leases | 9 Months Ended |
Dec. 30, 2022 | |
Leases [Abstract] | |
Leases | Leases We lease certain of our facilities, equipment and data center co-locations under operating leases that expire on various dates through fiscal 2028. Our leases generally have terms that range from 1 year to 8 years for our facilities, 1 year to 3 years for equipment and 1 year to 5 years for data center co-locations. Some of our leases contain renewal options, escalation clauses, rent concessions and leasehold improvement incentives. The following summarizes our lease costs: Three Months Ended Nine Months Ended (In millions) December 30, 2022 December 31, 2021 December 30, 2022 December 31, 2021 Operating lease costs $ 5 $ 4 $ 12 $ 12 Short-term lease costs — — 1 2 Variable lease costs 2 1 5 4 Total lease costs $ 7 $ 5 $ 18 $ 18 Other information related to our operating leases was as follows: Three Months Ended December 30, 2022 December 31, 2021 Weighted-average remaining lease term 2.9 years 4.8 years Weighted-average discount rate 4.44 % 4.04 % See Note 7 for cash flow information related to our operating leases. As of December 30, 2022, the maturities of our lease liabilities by fiscal year are as follows: (In millions) Remainder of 2023 $ 8 2024 27 2025 17 2026 9 2027 6 Thereafter 1 Total lease payments 68 Less: Imputed interest (4) Present value of lease liabilities $ 64 |
Debt
Debt | 9 Months Ended |
Dec. 30, 2022 | |
Debt Disclosure [Abstract] | |
Debt | Debt The following table summarizes components of our debt: (In millions, except percentages) December 30, 2022 April 1, 2022 Effective 3.95% Senior Notes due June 15, 2022 $ — $ 400 4.05 % New 2.00% Convertible Unsecured Notes due August 15, 2022 — 525 2.62 % 5.00% Senior Notes due April 15, 2025 1,100 1,100 5.00 % Initial Term Loan due May 7, 2026 — 1,010 LIBOR plus (2) Delayed Term loan due May 7, 2026 — 703 LIBOR plus (2) Term A Facility due September 12, 2027 3,910 — SOFR + % (3) 6.75% Senior Notes due September 30, 2027 900 — 6.75 % Term B Facility due September 12, 2029 3,690 — SOFR + % (4) 1.29% Avira Mortgage due December 30, 2029 (1) 4 5 1.29 % 7.125% Senior Notes due September 30, 2030 600 — 7.13 % 0.95% Avira Mortgage due December 30, 2030 (1) 3 4 0.95 % Total principal amount 10,207 3,747 Less: unamortized discount and issuance costs (143) (11) Total debt 10,064 3,736 Less: current portion (233) (1,000) Total long-term debt $ 9,831 $ 2,736 (1) The Avira Mortgages are denominated in a foreign currency so the balances of these mortgages may fluctuate based on changes in foreign currency exchange rates. (2) The term loans bear interest at a rate equal to LIBOR plus a margin based either on the current debt rating of our non-credit-enhanced, senior unsecured long-term debt or consolidated adjusted leverage as defined in the underlying loan agreement. (3) Term A Facility due 2027 bears interest at a rate equal to Term SOFR plus a credit spread adjustment (CSA) plus a margin based either on the current debt rating of our non-credit-enhanced, senior unsecured long-term debt or consolidated adjusted leverage as defined in the underlying loan agreement. (4) Term B Facility due 2029 bears interest at a rate equal to Term SOFR plus CSA plus 2.00%. The interest rates for the outstanding term loans are as follows: December 30, 2022 April 1, 2022 Term A Facility due September 12, 2027 5.80 % N/A Term B Facility due September 12, 2029 6.15 % N/A Initial Term Loan due May 7, 2026 N/A 1.75 % Delayed Term Loan due May 7, 2026 N/A 1.75 % As of December 30, 2022, the future contractual maturities of debt by fiscal year are as follows: (In millions) Remainder of 2023 $ 58 2024 233 2025 234 2026 1,333 2027 233 Thereafter 8,116 Total future maturities of debt $ 10,207 Credit facility We have a credit agreement with financial institutions, which provides a revolving line of credit of $1 billion, a 5-year term loan of $500 million (the Initial Term Loan) and a delayed draw 5-year term loan commitment of $750 million (the Delayed Draw Term Loan). An amendment to the credit agreement (the First Amendment) also provides for an incremental increase under the Initial Term Loan of $525 million. All term loans and revolver credit facilities mature in May 2026, and the credit facilities remain senior secured. The principal amount of the Initial Term Loan and the additional borrowings under the First Amendment must be repaid in quarterly installments on the last business day of each calendar quarter in an amount equal to 1.25% of the aggregate principal amount as of the date of the First Amendment. The principal amount of the Delayed Draw Term Loan must be repaid in quarterly installments on the last business day of each calendar quarter in an amount equal to 1.25% of aggregate principal amount as of the borrowing date of the Delayed Draw Term Loan. We may voluntarily repay outstanding principal balances without penalty. Interest on borrowings under the credit agreement can be based on a base rate or the LIBOR at our election. Based on our debt ratings and our consolidated leverage ratios as determined in accordance with the credit agreement, loans borrowed bear interest, in the case of base rate loans, at a per annum rate equal to the applicable base rate plus a margin ranging from 0.125% to 0.75%, and in the case of LIBOR loans, LIBOR, as adjusted for statutory reserves, plus a margin ranging from 1.125% to 1.75%. The unused revolving line of credit is subject to a commitment fee ranging from 0.125% to 0.30% per annum. On September 12, 2022, we fully repaid the outstanding principal and accrued interest under the Initial Term Loan and Delay Draw Term Loan, which had an aggregate principal amount outstanding of $1,703 million. In addition, we paid $3 million of accrued and unpaid interest through the redemption date. The repayments resulted in a loss on extinguishment of $2 million. We also terminated our undrawn revolving line of credit of $1,000 million, resulting in a loss on extinguishment of $4 million. Senior credit facilities Upon the close of the Merger, on September 12, 2022, we entered into the Amended and Restated Credit Agreement (Credit Agreement) with certain financial institutions, in which they agreed to provide us with (i) a $1,500 million revolving credit facility (Revolving Facility), a $3,910 million term loan A facility (Term A Facility), (iii) a $3,690 million term loan B facility (Term B Facility) and (iv) a $750 million tranche A bridge loan (Bridge Loan) (collectively, the senior credit facilities). The Bridge Loan was undrawn and immediately terminated upon the Merger’s close, resulting in a loss on extinguishment of $3 million. The Credit Agreement provides that we have the right at any time, subject to customary conditions, to request incremental revolving commitments and incremental term loans up to an unlimited amount, subject to certain customary conditions precedent and other provisions. The lenders under these facilities will not be under any obligation to provide any such incremental loans or commitments. We drew down the aggregate principal amounts of the Term A Facility and Term B Facility to finance the cash consideration payable for the transaction and to fully repay the outstanding principal and accrued interest of the existing credit facilities. The Credit Agreement replaced the existing credit facilities upon the close of the transaction. The Revolving Facility and Term A Facility will mature in September 2027, and the Term Facility B will mature in September 2029; the senior credit facilities remain senior secured. The principal amounts of Term Facility A must be repaid in quarterly installments on the last business day of each calendar quarter equal to 1.25% of the aggregate principal amount as of the date of the Credit Agreement. The principal amounts of Term Facility B must be repaid in quarterly installments on the last business day of each calendar quarter equal to 0.25% of the aggregate principal amount as of the date of the Credit Agreement. Quarterly installment payments commence on March 31, 2023. We may voluntarily repay outstanding principal balances under the Revolving Facility and both Term Loan facilities without penalty. On January 19, 2023, we made a voluntary prepayment of $250 million pursuant to Section 2.05(a) of the Credit Agreement dated September 12, 2022. The prepayment amount was applied exclusively to the Term B Facility. As of December 30, 2022, there were no borrowings outstanding under our Revolving Facility. Interest on borrowings under the Credit Agreement can be based on a base rate or the SOFR at our election. Based on our debt ratings and our consolidated leverage ratios as determined in accordance with the Credit Agreement, loans borrowed bear interest, in the case of base rate loans, at a per annum rate equal to the applicable base rate plus CSA plus a margin ranging from 0.125% to 0.75%, and in the case of the SOFR loans, SOFR, as adjusted for statutory reserves, plus a margin ranging from 1.125% to 1.75%. Debt covenant compliance The Credit Agreement contains customary representations and warranties, affirmative and negative covenants. Each of the Revolving Facility and Term A Facility will be subject to a covenant that we maintain a consolidated leverage ratio less than or equal to (i) 6.0 to 1.0 from the Closing Date through the last day of the fourth full fiscal quarter following the Closing Date, (ii) 5.75 to 1.0 following the last day of the fourth fiscal quarter after the Closing Date through the last day of the eighth full fiscal quarter following the Closing Date and (iii) 5.25 to 1.0 for each fiscal quarter thereafter; provided that such maximum consolidated leverage ratio will increase to 5.75 to 1.0 for the four fiscal quarters ending immediately should we acquire property, business or assets in an aggregate amount greater than $250 million. In addition, the Credit Agreement contains customary events of default under which our payment obligations may be accelerated, including, among others, non-payment of principal, interest or other amounts when due, inaccuracy of representations and warranties, violation of certain covenants, payment and acceleration cross defaults with certain other indebtedness, certain undischarged judgments, bankruptcy, insolvency or inability to pay debts, change of control, the occurrence of certain events related to the Employee Retirement Income Security Act of 1974 (ERISA), and the Company experiencing a change of control. As of December 30, 2022 , we were in compliance with all debt covenants. Senior notes On June 1, 2022, we fully repaid the principal and accrued interest under the 3.95% Senior Notes due June 2022, which had an aggregate principal amount outstanding of $400 million. In addition, we paid $7 million of accrued and unpaid interest through the redemption date. O n September 19, 2022, we issued two series of senior notes, consisting of 6.75% Senior Notes due 2027 and 7.125% Senior Notes due 2030, for an aggregate principal of $1,500 million. They are senior unsecured obligations that rank equally in right of payment with all of our existing and future senior, unsecured, unsubordinated obligations and may be redeemed at any time, subject to the make-whole provisions contained in the applicable indenture relating to such series of notes. Interest on these series of notes is payable semi-annually in arrears on March 31 and September 30 for both the 6.75% Senior Notes and 7.125% Senior Notes, commencing on March 31, 2023. We may redeem some or all of the 6.75% Senior Notes due 2027 and 7.125% Senior Notes due 2030 at any time, subject to a prepayment penalty that expires one year prior to the maturity of each respective note. The First Call Dates of the 6.75% Senior Notes due 2027 and 7.125% Senior Notes due 2030 are September 30, 2024 and September 30, 2025, respectively. New 2.0% Convertible Notes As described in Note 2, on April 2, 2022, we adopted ASU 2020-06 W e recognized $56 million in equity, net of tax, which consisted of $9 million in debt discount, representing the difference between the fair value of the liability component and par value, and $47 million in substantial premium due to the fiscal year 2020 amendment, which was accounted for as a debt extinguishment and resulted in the recognition of the New 2.0% Convertible Notes. Upon adoption of ASU 2020-06, the cash conversion model is now eliminated. We de-recognized the remaining unamortized debt discount of $1 million on the New 2.0% Convertible Notes and therefore will no longer recognize the related amortization as interest expense. Additionally, we recorded a cumulative adjustment to retained earnings of $6 million, net of tax, for the debt discount amortization incurred from issuance through April 2, 2022. The remaining $47 million of substantial premium will remain in equity, as the new guidance did not eliminate the substantial premium model for convertible instruments. Under this new guidance, the New 2.0% Convertible Notes included in our Condensed Consolidated Balance Sheet reflect the par value of the liability On August 15, 2022, we settled the $525 million principal and conversion rights of our New 2.0% Convertible Notes in cash. The aggregate settlement amount of $630 million was based on $20.41 per underlying share into which the New 2.0% Convertible Notes were convertible. In addition, we paid $5 million of accrued and unpaid interest through the date of settlement. The repayments resulted in an adjustment to stockholders’ equity of $100 million. |
Derivatives
Derivatives | 9 Months Ended |
Dec. 30, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | Derivatives Our primary objective in holding derivatives is to reduce the volatility of earnings and cash flow associated with changes in foreign currency exchange rates and interest rates. These hedging contracts reduce, but do not entirely eliminate, the impact of adverse foreign exchange rate and interest rate movements. We do not use our derivative instruments for speculative trading purposes. By using derivative financial instruments to hedge exposures to changes in foreign exchange and interest rates, we are exposed to credit risk; however, we mitigate this risk by entering into hedging instruments with highly rated institutions that can be expected to fully perform under the terms of the applicable contracts. Foreign currency exchange forward contracts We conduct business in numerous currencies throughout our worldwide operations and our entities hold monetary assets or liabilities, earn revenues or incur costs in currencies other than the entity’s functional currency. As a result, we are exposed to foreign exchange gains or losses, which impact our operating results. As part of our foreign currency risk mitigation strategy, we have entered into monthly foreign exchange forward contracts to hedge foreign currency balance sheet exposure. These forward contracts are not designated as hedging instruments. We do not hedge our foreign currency exposure in a manner that entirely offsets the effects of the changes in foreign exchange rates. As of December 30, 2022 and April 1, 2022, the fair value of these contracts was immaterial. The related gain (loss) recognized in Other income (expense), net in our Condensed Consolidated Statements of Operations was as follows: Three Months Ended Nine Months Ended (In millions) December 30, 2022 December 31, 2021 December 30, 2022 December 31, 2021 Foreign exchange forward contracts gain (loss) $ 2 $ (1) $ (8) $ (4) The notional amount of our outstanding foreign exchange forward contracts in U.S. dollar equivalent was as follows: (In millions) December 30, 2022 April 1, 2022 Foreign exchange forward contracts purchased $ 234 $ 155 Foreign exchange forward contracts sold $ 68 $ 191 |
Restructuring and Other Costs
Restructuring and Other Costs | 9 Months Ended |
Dec. 30, 2022 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Other Costs | Restructuring and Other Costs Our restructuring costs generally consist of severance and termination benefits, contract cancellation charges, asset write-offs and impairments and other exit and disposal costs. Severance costs generally include severance payments, outplacement services, health insurance coverage and legal costs. Contract cancellation charges primarily include penalties for early termination of contracts and write-offs of related prepaid assets. Other exit and disposal costs include costs to exit and consolidate facilities in connection with restructuring events. September 2022 Plan In connection with the Merger, our Board of Directors approved a restructuring plan (the September 2022 Plan) to realize cost savings and operational synergies, which became effective upon the close of the Merger on September 12, 2022. Actions under this plan include the reduction of our workforce, contract terminations, facilities closures, and the sale of underutilized facilities as well as stock-based compensation charges for accelerated equity awards to certain terminated employees. We expect that we will incur total costs up to $280 million, with $180 million and $100 million estimated to be incurred within the first and second full years, respectively, following the completion of the Merger. These actions are expected to be completed by fiscal 2024. As of December 30, 2022, we have incurred costs of $48 million related to the September 2022 Plan. December 2020 Plan In December 2020, our Board of Directors approved a restructuring plan (the December 2020 Plan) to consolidate facilities and reduce operating costs in connection with our acquisition of Avira. These actions were completed in fiscal 2022. Any remaining costs or adjustments are immaterial. We incurred total costs of $24 million under the December 2020 Plan. Restructuring and other costs summary Our restructuring and other costs are presented in the table below: Three Months Ended Nine Months Ended (In millions) December 30, 2022 December 31, 2021 December 30, 2022 December 31, 2021 Severance and termination benefit costs $ 31 $ 1 $ 32 $ 5 Contract cancellation charges 1 1 1 2 Stock-based compensation charges 8 — 8 — Asset write-offs and impairments 2 — 2 — Other exit and disposal costs 2 10 12 17 Total restructuring and other costs $ 44 $ 12 $ 55 $ 24 Restructuring summary Our activities and liabilities related to our September 2022 Plan are presented in the table below: (in millions) Liability Balance as of April 1, 2022 Costs, Net of Adjustments Cash Payments Non-Cash Items Liability Balance as of December 30, 2022 Severance and termination benefit costs $ — $ 32 $ (17) $ — $ 15 Stock-based compensation charges — 8 — (8) — Asset write-offs and impairments — 2 — (2) — Other exit and disposal costs — 6 (4) (2) — Total $ — $ 48 $ (21) $ (12) $ 15 |
Income Taxes
Income Taxes | 9 Months Ended |
Dec. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The following table summarizes our effective tax rate for the periods presented: Three Months Ended Nine Months Ended (In millions, except percentages) December 30, 2022 December 31, 2021 December 30, 2022 December 31, 2021 Income (loss) before income taxes $ 216 $ 261 $ 640 $ 946 Income tax expense (benefit) $ 51 $ 59 $ 206 $ 230 Effective tax rate 24 % 23 % 32 % 24 % Our effective tax rate for the three and nine months ended December 30, 2022 differs from the federal statutory income tax rate primarily due to state taxes and the U.S. taxation on foreign earnings, and certain discrete items including the tax impacts of internal restructuring, deductibility of transaction costs from the Merger, and the limitations of foreign taxes due to the increase of interest expense. Our effective tax rate for the three and nine months ended December 31, 2021 differs from the federal statutory income tax rate primarily due to state taxes and U.S. taxation on foreign earnings. In connection with the Merger, we established $345 million of net deferred tax liabilities primarily related to the excess of book basis over the tax basis of acquired identified intangible assets. The net deferred tax liabilities are based upon certain assumptions underlying our preliminary purchase price allocation. Upon finalization of the purchase price allocation, additional adjustments to the amount of our net deferred taxes may be required. The timing of the resolution of income tax examinations is highly uncertain, and the amounts ultimately paid, if any, upon resolution of the issues raised by the taxing authorities may differ materially from the amounts accrued for each year. Given the potential resolution of uncertain tax positions involves multiple tax periods and jurisdictions, we are unable to accurately estimate when these unrecognized tax benefits will be realized or released. However, it is reasonably possible that there could be significant changes to our unrecognized tax benefits in the next 12 months. We continue to monitor the progress of ongoing income tax controversies and the impact, if any, of the expected expiration of the statute of limitations in various taxing jurisdictions. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Dec. 30, 2022 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | Stockholders' Equity Dividends On February 2, 2023, we announced that our Board of Directors declared a cash dividend of $0.125 per share of common stock to be paid in March 2023. All shares of common stock issued and outstanding and all restricted stock units (RSUs) and performance-based restricted stock units (PRUs) as of the record date will be entitled to the dividend and dividend equivalent rights (DERs), respectively, which will be paid out if and when the underlying shares are released. However, the 4 million unvested RSUs assumed in connection with the Merger will not be entitled to DERs. See Note 15 for further information about these equity awards. Any future dividends and DERs will be subject to the approval of our Board of Directors. Stock repurchase program Under our stock repurchase program, we may purchase shares of our outstanding common stock on the open market and through accelerated stock repurchase transactions. As of December 30, 2022, we had $870 million remaining under the authorization to be completed in future periods with no expiration date. No shares were repurchased in the prior fiscal year during the three and nine months ended December 31, 2021. The following table summarizes activity related to this program during the three and nine months ended December 30, 2022: Three Months Ended Nine Months Ended (In millions, except per share amounts) December 30, 2022 December 30, 2022 Number of shares repurchased 23 40 Average price per share $ 21.91 $ 22.63 Aggregate purchase price $ 500 $ 904 Accumulated other comprehensive income (loss) Accumulated other comprehensive income (loss), net of taxes, consisted of foreign currency translation adjustments: (In millions) Foreign Currency Balance as of April 1, 2022 $ (4) Other comprehensive income (loss), net of taxes (24) Balance as of December 30, 2022 $ (28) |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Dec. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Avast equity awards In connection with the Merger, we assumed the outstanding equity awards under two of Avast’s equity incentive plans (the Avast Holding B.V. 2014 Share Option Plan and the Rules of the Avast plc Long Term Incentive Plan (collectively, the Avast Plans)), which consisted of 4 million unvested RSUs. The assumed RSUs generally retain the terms and conditions under which they were originally granted. We intend to grant all additional shares that remain available for issuance under the Avast Plans. Upon vesting, these assumed RSUs and any additional shares granted will settle into shares of our common stock. See Note 4 for further information about this business combination. The following table sets forth the stock-based compensation expense recognized for our equity incentive plans: Three Months Ended Nine Months Ended (In millions) December 30, 2022 December 31, 2021 December 30, 2022 December 31, 2021 Cost of revenues $ 1 $ — $ 3 $ 1 Sales and marketing 9 5 24 13 Research and development 9 5 21 14 General and administrative 15 8 39 23 Restructuring and other costs 8 — 8 — Total stock-based compensation expense $ 42 $ 18 $ 95 $ 51 Income tax benefit for stock-based compensation expense $ (5) $ (4) $ (13) $ (11) As of December 30, 2022, the total unrecognized stock-based compensation expense related to our unvested stock-based awards was $259 million, which will be recognized over an estimated weighted-average amortization period of 2.1 years. The following table summarizes additional information related to our stock-based awards: Nine Months Ended (In millions, except per grant data) December 30, 2022 December 31, 2021 Restricted stock units (RSUs): Weighted-average fair value per award granted $ 22.48 $ 22.48 Awards granted 7 4 Total fair value of awards released $ 64 $ 54 Outstanding and unvested 9 6 Performance-based restricted stock units (PRUs): Weighted-average fair value per award granted $ 27.07 $ 26.01 Awards granted 2 3 Total fair value of awards released $ 4 $ — Outstanding and unvested at target payout 5 3 Dividend equivalent rights (DERs) Our RSUs and PRUs, except the 4 million unvested RSUs assumed under the Avast Plans, contain DERs that entitles the recipient of an award to receive cash dividend payments if and when the underlying shares are released. The amount of DERs equals the amount of cumulated dividends on the issued number of common stock that would have been payable since the date the associated award was granted. As of December 30, 2022 and April 1, 2022, current dividends payable related to DER was $4 million and $11 million, respectively, recorded as part of Other current liabilities in the Condensed Consolidated Balance Sheets, and long-term dividends payable related to DER was $2 million and $2 million, respectively, recorded as part of Other long-term liabilities. |
Net Income Per Share
Net Income Per Share | 9 Months Ended |
Dec. 30, 2022 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | Net Income Per ShareBasic income per share is computed by dividing net income by the weighted-average number of common shares outstanding during the period. Diluted net income per share also includes the incremental effect of dilutive potentially issuable common shares outstanding. Dilutive potentially issuable common shares include the dilutive effect of the shares underlying our employee equity awards and convertible debt until its extinguishment on August 15, 2022. The components of basic and diluted net income (loss) per share are as follows: Three Months Ended Nine Months Ended (In millions, except per share amounts) December 30, 2022 December 31, 2021 December 30, 2022 December 31, 2021 Net income (loss) $ 165 $ 202 $ 434 $ 716 Net income (loss) per share - basic $ 0.26 $ 0.35 $ 0.72 $ 1.23 Net income (loss) per share - diluted $ 0.25 $ 0.34 $ 0.70 $ 1.21 Weighted-average shares outstanding - basic 647 582 605 581 Dilutive potentially issuable shares: Convertible debt — 6 8 7 Employee equity awards 4 3 4 3 Weighted-average shares outstanding - diluted 651 591 617 591 Anti-dilutive shares excluded from diluted net income per share calculation: Employee equity awards 3 1 1 1 Total 3 1 1 1 Upon adoption of ASU 2020-06 under the modified retrospective method, we are required to apply the if-converted method to our calculation of diluted earnings per share. For the three and nine months ended December 30, 2022, we adjust for the dilutive effect of the maximum number of potential shares to be issued upon settlement of our outstanding convertible debt instruments. Prior period earnings per share amounts are not restated under the modified retrospective method. For the three and nine months ended December 31, 2021, the dilutive effect of our debt instruments is calculated using the treasury stock method, under which our convertible debt instruments generally had a dilutive impact on net income per share when our average stock price for the period exceeds the conversion prices for the convertible debt instruments. The initial adoption of ASU 2020-06 |
Segment and Geographic Informat
Segment and Geographic Information | 9 Months Ended |
Dec. 30, 2022 | |
Segment Reporting [Abstract] | |
Segment and Geographic Information | Segment and Geographic Information We operate as one reportable segment. Our Chief Operating Decision Maker reviews financial information presented on a consolidated basis to evaluate company performance and to allocate and prioritize resources. The following table summarizes net revenues for our major solutions: Three Months Ended Nine Months Ended (In millions) December 30, 2022 December 31, 2021 December 30, 2022 December 31, 2021 Consumer security revenues $ 590 $ 406 $ 1,428 $ 1,211 Identity and information protection revenues 323 284 915 835 Total Cyber Safety revenues 913 690 2,343 2,046 Legacy revenues 23 12 48 34 Total net revenues (1) $ 936 $ 702 $ 2,391 $ 2,080 (1) During the three months ended December 30, 2022, total net revenues include an unfavorable foreign exchange impact of $34 million, consisting of $33 million from our consumer security solutions and $1 million from our identity and information protection solutions. During the nine months ended December 30, 2022, total net revenues include an unfavorable foreign exchange impact of $92 million, consisting of $89 million from our consumer security solutions, $2 million from our identity and information protection solutions and $1 million from our legacy solutions. From time to time, changes in our product hierarchy cause changes to the product categories above. When changes occur, we recast historical amounts to match the current product hierarchy. The changes have been reflected for all periods presented above. Consumer security includes revenues from our Norton 360 Security offerings, Norton Security, Avast Security offerings, Norton Secure VPN, Avira Security and other consumer security and device performance solutions through our direct, partner and small business channels. Identity and information protection includes revenues from our Norton 360 with LifeLock offerings, LifeLock identity theft protection and other information protection and privacy solutions. Legacy includes revenues from products or solutions that are no longer in operations in exited markets, have been discontinued or identified to be discontinued, or remain in maintenance mode as a result of integration and product portfolio decisions. Geographic information Net revenues by geography are based on the billing addresses of our customers. The following table represents net revenues by geographic area for the periods presented: Three Months Ended Nine Months Ended (In millions) December 30, 2022 December 31, 2021 December 30, 2022 December 31, 2021 Americas $ 622 $ 493 $ 1,659 $ 1,455 EMEA 220 128 479 380 APJ 94 81 253 245 Total net revenues (1) $ 936 $ 702 $ 2,391 $ 2,080 Note: The Americas include U.S., Canada and Latin America; EMEA includes Europe, Middle East and Africa; APJ includes Asia Pacific and Japan. (1) During the three months ended December 30, 2022, total net revenues include an unfavorable foreign exchange impact of $34 million, consisting of $1 million from Americas, $21 million from EMEA and $12 million from APJ. During the nine months ended December 30, 2022, total net revenues include an unfavorable foreign exchange impact of $92 million, consisting of $1 million from Americas, $55 million from EMEA and $36 million from APJ. Revenues from customers inside the U.S. were $537 million and $1,509 million during the three and nine months ended December 30, 2022, respectively, and $467 million and $1,383 million during the three and nine months ended December 31, 2021, respectively. No other individual country accounted for more than 10% of revenues. The table below represents cash, cash equivalents and short-term investments held in the U.S. and internationally in various foreign subsidiaries. (In millions) December 30, 2022 April 1, 2022 U.S. $ 372 $ 1,220 International 440 671 Total cash, cash equivalents and short-term investments $ 812 $ 1,891 The table below represents our property and equipment, net of accumulated depreciation and amortization, by geographic area, based on the physical location of the asset, at the end of each period presented. (In millions) December 30, 2022 April 1, 2022 U.S. $ 39 $ 16 Ireland 24 27 Czech Republic 20 — Germany 13 13 Other countries (1) 8 4 Total property and equipment, net $ 104 $ 60 (1) No other individual country represented more than 10% of the respective totals. Our operating lease assets by geographic area, based on the physical location of the asset, at the end of each period presented, are as follows: (In millions) December 30, 2022 April 1, 2022 U.S. $ 28 $ 66 Czech Republic 12 — Other countries (1) 9 8 Total operating lease assets $ 49 $ 74 (1) No other individual country represented more than 10% of the respective totals. Significant customers and channel partners No individual, end-user customer accounted for 10% or more of our net revenues during the nine months ended December 30, 2022 and December 31, 2021. Distributors that accounted for over 10% of our total accounts receivable were as follows: December 30, 2022 April 1, 2022 Distributor A 16 % 23 % Distributor B 14 % N/A |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Dec. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Indemnifications In the ordinary course of business, we may provide indemnifications of varying scope and terms to customers, vendors, lessors, business partners, subsidiaries and other parties with respect to certain matters, including, but not limited to, product warranties and losses arising out of our breach of agreements or representations and warranties made by us, including claims alleging that our software infringes on the intellectual property rights of a third party. In addition, our bylaws contain indemnification obligations to our directors, officers, employees, and agents, and we have entered into indemnification agreements with our directors and certain of our officers to give such directors and officers additional contractual assurances regarding the scope of the indemnification set forth in our bylaws and to provide additional procedural protections. We maintain director and officer insurance, which may cover certain liabilities arising from our obligation to indemnify our directors and officers. It is not possible to determine the aggregate maximum potential loss under these indemnification agreements due to the limited history of prior indemnification claims and the unique facts and circumstances involved in each particular agreement. Such indemnification agreements might not be subject to maximum loss clauses. We monitor the conditions that are subject to indemnification to identify if a loss has occurred. Historically, we have not incurred material costs as a result of obligations under these agreements, and we have not accrued any material liabilities related to such indemnification obligations in our Condensed Consolidated Financial Statements. In connection with the sale of our Enterprise Security business to Broadcom, we assigned several leases to Broadcom or certain of its subsidiaries. As a condition to consenting to the assignments, certain lessors required us to agree to indemnify the lessor under the applicable lease with respect to certain matters, including, but not limited to, losses arising out of Broadcom’s or such subsidiaries’ breach of payment obligations under the terms of such lease. As with our other indemnification obligations discussed above and in general, it is not possible to determine the aggregate maximum potential loss under these indemnification agreements due to the limited history of prior indemnification claims and the unique facts and circumstances involved in each particular agreement. As with our other indemnification obligations, such indemnification agreements might not be subject to maximum loss clauses, and to date, generally under our real estate obligations, we have not incurred material costs as a result of such obligations under our leases and have not accrued any liabilities related to such indemnification obligations in our Condensed Consolidated Financial Statements. Litigation contingencies Trustees of the University of Columbia in the City of New York v. NortonLifeLock As previously disclosed in our public filings, on May 2, 2022, a jury returned its verdict in a patent infringement case filed in 2013 by the Trustees of Columbia University in the City of New York (Columbia) in the U.S. District Court for the Eastern District of Virginia. Columbia originally brought suit alleging infringement of six patents owned by the university. We won a favorable claim construction order on all six patents, and the claim construction was upheld by the Federal Circuit in 2016 on all but U.S. Patent Nos. 8,601,322 and 8,074,115. We also sought inter partes review by the Patent Trial and Appeal Board of the claims of the ‘322 and ‘115 Patents and all but two claims of the ‘322 Patent and three claims of the ‘115 Patent were invalidated. The remaining claims of the ‘322 and ‘115 Patents were the only claims that remained in suit at trial. The jury found that our Norton Security products and Symantec Endpoint Protection products (the latter of which were sold by us to Broadcom as part of an Asset Purchase Agreement dated November 4, 2019) willfully infringe the ‘322 and ‘115 Patents through the use of SONAR/BASH behavioral protection technology. The jury awarded damages in the amount of $185 million. Columbia did not seek injunctive relief against us. We intend to cease use of the technology found by the jury to infringe. The jury also found that we did not fraudulently conceal its prosecution of U.S. Patent No. 8,549,643 but did find that two Columbia professors were coinventors of this patent. No damages were awarded related to this patent. A formal judgment has not yet been entered in the case. Post-verdict motions have been filed, and we intend to file an appeal challenging the verdict. At this time, our current estimate of the low end of the range of probable estimated losses from this matter is approximately $234 million, reflecting the jury award and prejudgment interest, which we have accrued. The jury’s verdict may be enhanced and, should it be upheld on appeal, could ultimately result in the payment of somewhere between one and three times the jury’s verdict, plus interest and attorneys’ fees. There is a reasonable possibility that a loss may be incurred in excess of our accrual for this matter; however, such loss cannot be reasonably estimated. Securities Class Action and Derivative Litigation Securities class action lawsuits, which have since been consolidated, were filed in May 2018 against us and certain of our former officers, in the U.S. District Court for the Northern District of California. The lead plaintiff’s consolidated amended complaint alleged that, during a purported class period of May 11, 2017 to August 2, 2018, defendants made false and misleading statements in violation of Sections 10(b) and 20(a), and that certain individuals violated Section 20A, of the Securities Exchange Act of 1934, as amended (the Exchange Act). Defendants filed motions to dismiss, which the Court granted in an order dated June 14, 2019. Pursuant to that order, plaintiff filed a motion seeking leave to amend and a proposed first amended complaint on July 11, 2019. The Court granted the motion in part on October 2, 2019, and the first amended complaint was filed on October 11, 2019. The Court’s order dismissed certain claims against certain of our former officers. Defendants filed answers on November 7, 2019. On April 20, 2021, to resolve an alleged conflict of interest raised with respect to the lead plaintiff and its counsel, the Court ordered a second Class Notice disclosing the circumstances of the alleged conflict and providing a further period for class members to opt out, which closed on July 2, 2021. The initial class opt out period closed on August 25, 2020. On May 24, 2021, the parties reached a proposed settlement and release of all claims in the class action, for $70 million, and on June 8, 2021, the parties executed a Stipulation and Agreement of Settlement, subject to Court approval and exclusive of any claims that may be brought by shareholders who opted out of the class action. Of the $70 million, $67.1 million was covered under the applicable insurance policy with the remainder to be paid by us. The Court approved the settlement on February 12, 2022. On November 22, 2021, investment funds managed by Orbis Investment Management Ltd. which previously opted out of the securities class action, filed suit under the Exchange Act of 1934, the Arizona Securities Act, the Arizona Consumer Fraud Act and certain common law causes of action to recover alleged damages for losses incurred by the funds for their purchases or acquisitions of our common stock during the class period. In the fourth quarter of fiscal 2022, we made an immaterial settlement offer in this matter, for which we have accrued. Our Motion to Dismiss is now pending. Purported shareholder derivative lawsuits have been filed against us and certain of our former officers and current and former directors in the Delaware Court of Chancery ( In re Symantec Corp. S’holder. Deriv. Litig. ), Northern District of California ( Lee v. Clark et al., ), and the District of Delaware ( Milliken vs. Clark et al. ). These assert generally the same facts and circumstances as alleged in the securities class action and alleging claims for breach of fiduciary duty and related claims. On January 4, 2023, after reaching an agreement on the terms of the proposed settlement including a payment of $12 million by the Company’s D&O insurers to the Chancery plaintiffs, the parties to the Chancery action filed a Stipulation and Agreement of Settlement, Compromise and Release in that Court, which if approved by the Court will extinguish all claims in the Chancery, Lee , and Milliken actions. On January 10, 2023, the Court entered a scheduling order regarding the settlement notice, objection and approval process. Under the scheduling order, the Company will provide notice of the settlement to current stockholders, and stockholders will have until March 24, 2023, to lodge objections to the settlement. The Lee action has been stayed pending the settlement hearing in the Chancery Court. A fourth lawsuit filed in the Delaware Superior Court, Kukard v. Symantec , brings claims derivatively on behalf of our 2008 Employee Stock Purchase Plan. Motions to Dismiss are on file and fully briefed in the Lee , Milliken and Kukard actions. No specific amount of damages has been alleged in these lawsuits. We have also received demands from purported stockholders to inspect corporate books and records under Delaware law. At this stage, we are unable to assess whether any material loss or adverse effect is reasonably possible as a result of the derivative lawsuits or estimate the range of any potential loss. We will continue to incur legal fees in connection with these pending cases and demands, including expenses for the reimbursement of legal fees of present and former officers and directors under indemnification obligations. The expense of continuing to defend such litigation may be significant. We intend to defend these lawsuits vigorously, but there can be no assurance that we will be successful in any defense. If any of the lawsuits are decided adversely, we may be liable for significant damages directly or under our indemnification obligations, which could adversely affect our business, results of operations, and cash flows. GSA During the first quarter of fiscal 2013, we were advised by the Commercial Litigation Branch of the Department of Justice’s (DOJ) Civil Division and the Civil Division of the U.S. Attorney’s Office for the District of Columbia that the government is investigating our compliance with certain provisions of our U.S. General Services Administration (GSA) Multiple Award Schedule Contract No. GS-35F-0240T effective January 24, 2007, including provisions relating to pricing, country of origin, accessibility, and the disclosure of commercial sales practices. As reported on the GSA’s publicly-available database, our total sales under the GSA Schedule contract were approximately $222 million from the period beginning January 2007 and ending September 2012. We fully cooperated with the government throughout its investigation, and in January 2014, representatives of the government indicated that their initial analysis of our actual damages exposure from direct government sales under the GSA Schedule contract was approximately $145 million; since the initial meeting, the government’s analysis of our potential damages exposure relating to direct sales has increased. The government also indicated they would pursue claims for certain sales to California, Florida, and New York as well as sales to the federal government through reseller GSA Schedule contracts, which could significantly increase our potential damages exposure. In 2012, a sealed civil lawsuit was filed against us related to compliance with the GSA Schedule contract and contracts with California, Florida, and New York. On July 18, 2014, the Court-imposed seal expired, and the government intervened in the lawsuit. On September 16, 2014, the states of California and Florida intervened in the lawsuit, and the state of New York notified the Court that it would not intervene. On October 3, 2014, the DOJ filed an amended complaint, which did not state a specific damages amount. On October 17, 2014, California and Florida combined their claims with those of the DOJ and the relator on behalf of New York in an Omnibus Complaint, and a First Amended Omnibus Complaint was filed on October 8, 2015; the state claims also do not state specific damages amounts. On June 6, 2019, we filed a motion seeking summary judgment on all claims asserted by all plaintiffs, and the plaintiffs filed a motion for partial summary judgment on elements of liability on their claims. On October 21, 2019, the DOJ moved for a Prejudgment Writ of Sequestration for us to set aside $1,090 million to pay a judgment, should the United States prevail in this litigation, under the Federal Debt Collection Procedures Act. The Writ was sought in response to our announcement of our plans to distribute the after-tax proceeds of the sale of the Symantec enterprise business to Broadcom to our shareholders via a special dividend. The Court denied the Writ on December 12, 2019, on the basis of the government’s failure to establish the “probable validity” of the debt, the amount sought to be sequestered, and our available cash, cash equivalents and short-term investments. The Court permitted the DOJ limited discovery of facts relevant to our financial state and financial projections and the option to renew its motion if appropriate and supported by the analysis of its own financial expert. That discovery period has now closed. On March 30, 2020, the Court issued an Order granting in part and denying in part our motion for summary judgment and granting in part and denying in part the United States’ motion for partial summary judgment. On September 30, 2020, we filed a Motion for Reconsideration of certain rulings in the Court’s March 30 Summary Judgment Order. A second Motion for Reconsideration of certain rulings in the Summary Judgement Order based on significant change in the law was filed on July 23, 2021. Both Motions for Reconsideration were denied. Court ordered mediations in July 2020 and February 2021 were not successful. On March 23, 2021, Plaintiffs withdrew their demand for a jury trial and we consented to proceed with a bench trial, which concluded on March 24, 2022. On January 19, 2023, the Court issued its Findings of Facts and Conclusions of Law in which it found in favor of the United States in part and awarded damages and penalties in the amount of $1.3 million. The Court also found in favor of the State of California in part and awarded penalties in the amount of $0.4 million. The resulting Judgment was filed by the Court on January 20, 2023. At this time, we are considering whether to appeal the Court’s decision. Plaintiffs have not yet indicated if they intend to appeal. On May 13, 2021, we reached a settlement in principle with the State of Florida to resolve all claims it asserted in the litigation for $0.5 million, plus the relator’s statutory attorney’s fees with respect to the State of Florida’s claims. On February 28, 2022, we reached a settlement in principle with the State of New York and the relator to resolve all of the New York claims asserted in the litigation for $5 million. At this time, our current estimate of the low end of the range of probable estimated losses from this matter was reduced to $3 million, inclusive of the judgment and potential related awards, which we have accrued. It is possible that an appeal of the Court’s judgment by the Plaintiffs, if brought, could lead to further claims or findings of violations of the False Claims Act and could be material to our results of operations and cash flows for any period. Resolution of False Claims Act investigations can ultimately result in the payment of somewhere between one and three times the actual damages proven by the government, plus civil penalties. There is a reasonable possibility that a loss may have been incurred in excess of our accrual for this matter; however, such loss cannot be reasonably estimated. Jumpshot Matters At the end of 2019, Avast came under media scrutiny for provision of Avast customer data to its data analytics subsidiary Jumpshot Inc. Jumpshot was a subsidiary of Avast with its own management team and technical experts. Avast announced the decision to terminate its provision of data to, and wind down, Jumpshot on January 30, 2020. As Avast has previously disclosed, it has been in communication with certain regulators and authorities prior to completion of the Merger, and we will continue cooperating fully in respect of all regulatory enquiries. On December 23, 2019, the United States Federal Trade Commission (FTC) issued a Civil Investigative Demand (CID) to Avast seeking documents and information related to its privacy practices, including Jumpshot's past use of consumer information that was provided to it by Avast. Avast responded cooperatively to the CID and related follow-up requests from the FTC. On October 29, 2021, staff at the FTC sent Avast a draft complaint and proposed settlement order. We have been engaged in ongoing negotiations with the FTC staff regarding the scope and terms of the proposed settlement. Any negotiated settlement with the FTC, or absent settlement, any litigation or other legal proceeding between us and the FTC could result in material monetary remedies and/or compliance requirements that impose significant and material cost and resource burdens on us, and may impact our ability to use data in the future. There can be no assurance that we will be successful in negotiating a favorable settlement or in litigation. Any remedies or compliance requirements could adversely affect our ability to operate our business or have a materially adverse impact on our financial results. At this stage, we are unable to assess whether any material loss or adverse effect is reasonably possible as a result of this investigation or estimate the range of any potential loss. On February 27, 2020, the Czech Office for Personal Data Protection (the Czech DPA) initiated offense proceedings concerning Avast`s practices with respect to Jumpshot, which remain ongoing and we continue to evaluate our options. In addition, we received a letter and notification before action from Stichting CUIC – Privacy Foundation for Collective Redress, a Dutch foundation (the Foundation). The Foundation has asserted it represents the interests of Avast customers in the Netherlands whose data was provided to Jumpshot and that by doing so Avast violated the requirements of the GDPR and other provisions in Dutch and European Union privacy and consumer law entitling those customers to damages and other compensation, all of which we dispute. No specific amount of damages has been alleged and to date, no action has been filed. At this stage, we are unable to assess whether any material loss or adverse effect is reasonably possible as a result of this notification before action or estimate the range of any potential loss. On December 12, 2022, a putative class action, Lau v. Gen Digital Inc. and Jumpshot Inc ., was filed in the Northern District of California alleging violations of the Electronic Communications Privacy Act, California Invasion of Privacy Act, statutory larceny, unfair competition and various common law claims related to the provision of customer data to Jumpshot. At this stage, we are unable to assess whether any material loss or adverse effect is reasonably possible as a result of this action or estimate the range of any potential loss. We dispute these claims and intend to defend them vigorously. The outcome of the regulatory proceedings, government enforcement actions and litigation is difficult to predict, and the cost to defend, settle or otherwise resolve these matters may be significant. Plaintiffs or regulatory agencies or authorities in these matters may seek recovery of large or indeterminate amounts or seek to impose sanctions, including significant monetary penalties, as well as equitable relief. The monetary and other impact of these litigations, proceedings or actions may remain unknown for substantial periods of time. Further, an unfavorable resolution of litigations, proceedings or actions could have a material adverse effect on our business, financial condition, and results of operations and cash flows. The amount of time that will be required to resolve these matters is unpredictable, and these matters may divert management’s attention from the day-to-day operations of our business. Any future investigations or additional lawsuits may also adversely affect our business, financial condition, results of operations and cash flows. Other We are involved in a number of other judicial and administrative proceedings that are incidental to our business. Although adverse decisions (or settlements) may occur in one or more of the cases, it is not possible to estimate the possible loss or losses from each of these cases. The final resolution of these lawsuits, individually or in the aggregate, is not expected to have a material adverse effect on our business, results of operations, financial condition or cash flows. |
Description of Business and S_2
Description of Business and Significant Accounting Policies (Policies) | 9 Months Ended |
Dec. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of presentation | The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with generally accepted accounting principles (GAAP) in the United States of America for interim financial information. In the opinion of management, the unaudited Condensed Consolidated Financial Statements contain all adjustments, consisting only of normal recurring items, except as otherwise noted, necessary for the fair presentation of our financial position, results of operations and cash flows for the interim periods. These unaudited Condensed Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended April 1, 2022. The results of operations for the three and nine months ended December 30, 2022 are not necessarily indicative of the results expected for the entire fiscal year. |
Fiscal calendar | We have a 52/53-week fiscal year ending on the Friday closest to March 31. Unless otherwise stated, references to three and nine month periods in this report relate to fiscal periods ended December 30, 2022 and December 31, 2021. The three and nine months ended December 30, 2022 and December 31, 2021 each consisted of 13 and 39 weeks, respectively. Our 2023 fiscal year consists of 52 weeks and ends on March 31, 2023. |
Use of estimates | The preparation of Condensed Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the amounts reported and disclosed in the financial statements and accompanying Notes. Such estimates include, but are not limited to, valuation of business combinations including acquired intangible assets and goodwill, loss contingencies, the recognition and measurement of current and deferred income taxes, including the measurement of uncertain tax positions, and valuation of assets and liabilities. On an ongoing basis, management determines these estimates and assumptions based on historical experience and on various other assumptions that are believed to be reasonable. Third-party valuation specialists are also utilized for certain estimates. Actual results could differ from such estimates and assumptions due to risks and uncertainties, including uncertainty in the current economic environment as a result of macroeconomic factors such as inflation, fluctuations in foreign currency exchange rates relative to the U.S. dollars, our reporting currency, changes in interest rates, the COVID-19 pandemic and Russia’s invasion of Ukraine, and such differences may be material to the Condensed Consolidated Financial Statements. |
Recently adopted authoritative guidance | Recently adopted authoritative guidance Debt with Conversion and Other Options . In August 2020, the FASB issued Accounting Standards Update 2020-06 (ASU 2020-06) which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments. The new guidance removes from GAAP the separation models for convertible debt with embedded conversion features. As a result, entities will no longer separately present embedded conversion features in equity. A convertible debt instrument will be accounted for wholly as debt unless (1) a convertible instrument contains features that require bifurcation as a derivative under ASC Topic 815, Derivatives and Hedging , or (2) a convertible debt instrument was issued at a substantial premium. In addition, the debt discount, which is equal to the carry value of the embedded conversion feature upon issuance, will no longer be amortized as interest expense over the life of the instrument. The new guidance also requires the use of the if-converted method to calculate the impact of convertible instruments on diluted earnings per share and include the effect of share settlement for instruments that may be settled in cash or shares. See Note 16 for further information related to the diluted earnings per share calculation. We adopted this standard as of April 2, 2022, the first day of fiscal 2023, using a modified retrospective method of transition, under which, financial results and earnings per share amounts reported in prior periods were not adjusted or restated in the Condensed Consolidated Financial Statements. As such, the new guidance was applied to the convertible debt instruments outstanding as of the beginning of this fiscal year, with the cumulative effect of adoption recognized through an adjustment to the opening balance of retained earnings. We increased the carrying amount of the New 2.0% Convertible Notes (as defined in Note 10) by approximately $1 million and reduced additional paid-in capital by approximately $7 million, net of tax. The net effect of these adjustments was recorded as an increase to retained earnings as of April 2, 2022. Reference Rate Reform. In March 2020, the FASB issued new guidance providing temporary optional expedients and exceptions to ease the financial reporting burden of the expected market transition from the London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates, such as the Secured Overnight Financing Rate (SOFR). The standard was effective upon issuance and may generally be applied through December 31, 2024, to any new or amended contracts, hedging relationships and other transactions that reference LIBOR. As of December 30, 2022, we have fully transitioned to SOFR and no longer use LIBOR on any debt or material contractual arrangements that are outstanding. Any future contracts, hedging relationships and other transactions will be SOFR denominated. Although there are several other new accounting pronouncements issued or proposed by the FASB that we have adopted or will adopt, as applicable, we do not believe any of these accounting pronouncements has had, or will have, a material impact on our Condensed Consolidated Financial Statements and disclosures. |
Business Combinations (Tables)
Business Combinations (Tables) | 9 Months Ended |
Dec. 30, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Business Acquisitions by Acquisition, Contingent Consideration | The total consideration for the Merger with Avast was approximately $8,688 million, net of cash acquired, and consisted of the following: (In millions) September 12, 2022 Cash and equity consideration for outstanding Avast common shares (1) $ 8,109 Repayment of outstanding Avast debt (2) 942 Total consideration 9,051 Cash acquired 363 Net consideration transferred $ 8,688 (1) Represents the total value of cash paid and our common stock issued to Avast shareholders pursuant to the Majority Cash/Stock Option in the Scheme. |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | Our preliminary allocation of the aggregate purchase price, based on the estimated fair values of the assets acquired and liabilities assumed, as of the acquisition date, is as follows: (In millions) September 12, 2022 Assets: Accounts receivable $ 63 Other current assets 18 Property and equipment 29 Operating lease assets 18 Intangible assets 2,383 Goodwill 7,265 Other long-term assets 10 Total assets acquired 9,786 Liabilities: Current liabilities 181 Contract liabilities 508 Operating lease liabilities 18 Long-term deferred tax liabilities 345 Other long-term obligations 46 Total liabilities assumed 1,098 Total purchase price $ 8,688 |
Schedule of Acquired Finite-Lived Intangible Assets | Preliminary identified intangible assets and their respective useful lives, as of September 12, 2022, are as follows: (In millions, except for useful lives) Fair Value Weighted-Average Estimated Useful Life Customer relationships (1) $ 1,055 7 years Developed technology (2) 1,244 6 years Finite-lived trade names (2) 84 10 years Total identified intangible assets $ 2,383 (1) Customer relationships were valued using the multi-period excess earnings method, which is a form of the income approach that primarily considers customer retention rate. (2) Developed technology and finite-lived trade names were valued using the relief-from-royalty method, which is a form of the income approach that primarily considers technology migration and probability of use, respectively. |
Schedule of Acquired Indefinite-Lived Intangible Assets | Preliminary identified intangible assets and their respective useful lives, as of September 12, 2022, are as follows: (In millions, except for useful lives) Fair Value Weighted-Average Estimated Useful Life Customer relationships (1) $ 1,055 7 years Developed technology (2) 1,244 6 years Finite-lived trade names (2) 84 10 years Total identified intangible assets $ 2,383 (1) Customer relationships were valued using the multi-period excess earnings method, which is a form of the income approach that primarily considers customer retention rate. (2) Developed technology and finite-lived trade names were valued using the relief-from-royalty method, which is a form of the income approach that primarily considers technology migration and probability of use, respectively. |
Schedule of Unaudited Pro Forma Information | The following table summarizes the unaudited pro forma financial information: Three Months Ended Nine Months Ended (In millions) December 30, 2022 December 31, 2021 December 30, 2022 December 31, 2021 Net revenues $ 936 $ 939 $ 2,857 $ 2,784 Net income (loss) $ 204 $ 113 $ 323 $ 341 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Dec. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in the Carrying Amount of Goodwill | The changes in the carrying amount of goodwill were as follows: (In millions) Balance as of April 1, 2022 $ 2,873 Merger with Avast 7,265 Translation adjustments (14) Balance as of December 30, 2022 $ 10,124 |
Schedule of Intangible Assets, Net, Finite-Lived | December 30, 2022 April 1, 2022 (In millions) Gross Accumulated Net Gross Accumulated Net Customer relationships $ 1,639 $ (490) $ 1,149 $ 583 $ (382) $ 201 Developed technology 1,460 (222) 1,238 217 (143) 74 Other 91 (5) 86 8 (3) 5 Total finite-lived intangible assets 3,190 (717) 2,473 808 (528) 280 Indefinite-lived trade names 739 — 739 743 — 743 Total intangible assets $ 3,929 $ (717) $ 3,212 $ 1,551 $ (528) $ 1,023 |
Schedule of Intangible Assets, Net, Indefinite-Lived | December 30, 2022 April 1, 2022 (In millions) Gross Accumulated Net Gross Accumulated Net Customer relationships $ 1,639 $ (490) $ 1,149 $ 583 $ (382) $ 201 Developed technology 1,460 (222) 1,238 217 (143) 74 Other 91 (5) 86 8 (3) 5 Total finite-lived intangible assets 3,190 (717) 2,473 808 (528) 280 Indefinite-lived trade names 739 — 739 743 — 743 Total intangible assets $ 3,929 $ (717) $ 3,212 $ 1,551 $ (528) $ 1,023 |
Schedule of Amortization Expense | Amortization expense for purchased intangible assets is summarized below: Three Months Ended Nine Months Ended Condensed Consolidated Statements of Operations Classification (In millions) December 30, 2022 December 31, 2021 December 30, 2022 December 31, 2021 Customer relationships and other $ 61 $ 21 $ 111 $ 63 Operating expenses Developed technology 57 11 78 32 Cost of revenues Total $ 118 $ 32 $ 189 $ 95 |
Schedule of Future Intangible Asset Amortization Expense | As of December 30, 2022, future amortization expense related to intangible assets that have finite lives is as follows by fiscal year: (In millions) Remainder of 2023 $ 118 2024 461 2025 400 2026 394 2027 381 Thereafter 719 Total $ 2,473 |
Supplementary Information (Tabl
Supplementary Information (Tables) | 9 Months Ended |
Dec. 30, 2022 | |
Supplementary Information [Abstract] | |
Schedule of Cash and Cash Equivalents | Cash and cash equivalents: (In millions) December 30, 2022 April 1, 2022 Cash $ 468 $ 609 Cash equivalents 344 1,278 Total cash and cash equivalents $ 812 $ 1,887 |
Schedule of Accounts Receivable, Net | Accounts receivable, net: (In millions) December 30, 2022 April 1, 2022 Accounts receivable $ 169 $ 121 Allowance for doubtful accounts (1) (1) Total accounts receivable, net $ 168 $ 120 |
Schedule of Other Current Assets | Other current assets: (In millions) December 30, 2022 April 1, 2022 Prepaid expenses $ 118 $ 107 Income tax receivable and prepaid income taxes 206 35 Other tax receivable 24 27 Other 18 24 Total other current assets $ 366 $ 193 |
Summary of Property and Equipment, Net | Property and equipment, net: (In millions) December 30, 2022 April 1, 2022 Land $ 14 $ 2 Computer hardware and software 496 462 Office furniture and equipment 27 27 Buildings 41 27 Leasehold improvements 63 56 Construction in progress 1 1 Total property and equipment, gross 642 575 Accumulated depreciation and amortization (538) (515) Total property and equipment, net $ 104 $ 60 |
Schedule of Other Long-term Assets | Other long-term assets: (In millions) December 30, 2022 April 1, 2022 Non-marketable equity investments $ 182 $ 178 Long-term income tax receivable and prepaid income taxes 21 25 Deferred income tax assets 348 351 Long-term prepaid royalty 41 53 Other 46 46 Total other long-term assets $ 638 $ 653 |
Schedule of Short-term Contract Liabilities | Short-term contract liabilities: (In millions) December 30, 2022 April 1, 2022 Deferred revenue $ 1,093 $ 743 Customer deposit liabilities 550 521 Total short-term contract liabilities $ 1,643 $ 1,264 |
Schedule of Other Current Liabilities | Other current liabilities: (In millions) December 30, 2022 April 1, 2022 Income taxes payable $ 243 $ 109 Other taxes payable 88 87 Accrued legal fees 273 273 Accrued royalties 43 49 Accrued interest 42 32 Other 106 89 Total other current liabilities $ 795 $ 639 |
Schedule of Long-term Income Taxes Payable | Long-term income taxes payable: (In millions) December 30, 2022 April 1, 2022 Deemed repatriation tax payable $ 310 $ 437 Other long-term income taxes 4 3 Uncertain tax positions (including interest and penalties) 614 556 Total long-term income taxes payable $ 928 $ 996 |
Schedule of Other Income, Expense Net | Other income (expense), net: Three Months Ended Nine Months Ended (In millions) December 30, 2022 December 31, 2021 December 30, 2022 December 31, 2021 Interest income $ 5 $ — $ 10 $ — Foreign exchange gain (loss) (7) 1 (8) 3 Gain (loss) on early extinguishment of debt — — (9) (5) Gain on sale of properties — — — 175 Other 4 (10) 10 (8) Other income (expense), net $ 2 $ (9) $ 3 $ 165 |
Schedule of Supplemental Cash Flow Information | Supplemental cash flow information: Nine Months Ended (In millions) December 30, 2022 December 31, 2021 Income taxes paid, net of refunds $ 378 $ 297 Interest expense paid $ 212 $ 105 Cash paid for amounts included in the measurement of operating lease liabilities $ 18 $ 19 Non-cash operating activities: Operating lease assets obtained in exchange for operating lease liabilities $ 23 $ 35 Reduction of operating lease assets as a result of lease terminations and modifications $ 29 $ 16 Non-cash investing and financing activities: Purchases of property and equipment in current liabilities $ — $ 1 Extinguishment of debt with borrowings from same creditors $ — $ 494 Non-cash consideration for the Merger with Avast $ 2,141 $ — |
Financial Instruments and Fai_2
Financial Instruments and Fair Value Measurements (Tables) | 9 Months Ended |
Dec. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of the Carrying Value of Assets Measured at Fair Value on a Recurring Basis | The following table summarizes our financial instruments measured at fair value on a recurring basis: December 30, 2022 April 1, 2022 (In millions) Fair Value Level 1 Level 2 Fair Value Level 1 Level 2 Assets: Money market funds $ 343 $ 343 $ — $ 1,278 $ 1,278 $ — Corporate bonds — — — 4 — 4 Total $ 343 $ 343 $ — $ 1,282 $ 1,278 $ 4 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Dec. 30, 2022 | |
Leases [Abstract] | |
Schedule of Lease Cost and Sublease Income | The following summarizes our lease costs: Three Months Ended Nine Months Ended (In millions) December 30, 2022 December 31, 2021 December 30, 2022 December 31, 2021 Operating lease costs $ 5 $ 4 $ 12 $ 12 Short-term lease costs — — 1 2 Variable lease costs 2 1 5 4 Total lease costs $ 7 $ 5 $ 18 $ 18 Other information related to our operating leases was as follows: Three Months Ended December 30, 2022 December 31, 2021 Weighted-average remaining lease term 2.9 years 4.8 years Weighted-average discount rate 4.44 % 4.04 % |
Schedule of Lessee, Operating Lease, Liability, Maturity | As of December 30, 2022, the maturities of our lease liabilities by fiscal year are as follows: (In millions) Remainder of 2023 $ 8 2024 27 2025 17 2026 9 2027 6 Thereafter 1 Total lease payments 68 Less: Imputed interest (4) Present value of lease liabilities $ 64 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Dec. 30, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Components of Debt | The following table summarizes components of our debt: (In millions, except percentages) December 30, 2022 April 1, 2022 Effective 3.95% Senior Notes due June 15, 2022 $ — $ 400 4.05 % New 2.00% Convertible Unsecured Notes due August 15, 2022 — 525 2.62 % 5.00% Senior Notes due April 15, 2025 1,100 1,100 5.00 % Initial Term Loan due May 7, 2026 — 1,010 LIBOR plus (2) Delayed Term loan due May 7, 2026 — 703 LIBOR plus (2) Term A Facility due September 12, 2027 3,910 — SOFR + % (3) 6.75% Senior Notes due September 30, 2027 900 — 6.75 % Term B Facility due September 12, 2029 3,690 — SOFR + % (4) 1.29% Avira Mortgage due December 30, 2029 (1) 4 5 1.29 % 7.125% Senior Notes due September 30, 2030 600 — 7.13 % 0.95% Avira Mortgage due December 30, 2030 (1) 3 4 0.95 % Total principal amount 10,207 3,747 Less: unamortized discount and issuance costs (143) (11) Total debt 10,064 3,736 Less: current portion (233) (1,000) Total long-term debt $ 9,831 $ 2,736 (1) The Avira Mortgages are denominated in a foreign currency so the balances of these mortgages may fluctuate based on changes in foreign currency exchange rates. (2) The term loans bear interest at a rate equal to LIBOR plus a margin based either on the current debt rating of our non-credit-enhanced, senior unsecured long-term debt or consolidated adjusted leverage as defined in the underlying loan agreement. (3) Term A Facility due 2027 bears interest at a rate equal to Term SOFR plus a credit spread adjustment (CSA) plus a margin based either on the current debt rating of our non-credit-enhanced, senior unsecured long-term debt or consolidated adjusted leverage as defined in the underlying loan agreement. (4) Term B Facility due 2029 bears interest at a rate equal to Term SOFR plus CSA plus 2.00%. The interest rates for the outstanding term loans are as follows: December 30, 2022 April 1, 2022 Term A Facility due September 12, 2027 5.80 % N/A Term B Facility due September 12, 2029 6.15 % N/A Initial Term Loan due May 7, 2026 N/A 1.75 % Delayed Term Loan due May 7, 2026 N/A 1.75 % |
Schedule of Maturities of Long-term Debt | As of December 30, 2022, the future contractual maturities of debt by fiscal year are as follows: (In millions) Remainder of 2023 $ 58 2024 233 2025 234 2026 1,333 2027 233 Thereafter 8,116 Total future maturities of debt $ 10,207 |
Derivatives (Tables)
Derivatives (Tables) | 9 Months Ended |
Dec. 30, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments, Gain (Loss) | The related gain (loss) recognized in Other income (expense), net in our Condensed Consolidated Statements of Operations was as follows: Three Months Ended Nine Months Ended (In millions) December 30, 2022 December 31, 2021 December 30, 2022 December 31, 2021 Foreign exchange forward contracts gain (loss) $ 2 $ (1) $ (8) $ (4) |
Schedule of Foreign Exchange Contracts | The notional amount of our outstanding foreign exchange forward contracts in U.S. dollar equivalent was as follows: (In millions) December 30, 2022 April 1, 2022 Foreign exchange forward contracts purchased $ 234 $ 155 Foreign exchange forward contracts sold $ 68 $ 191 |
Restructuring and Other Costs (
Restructuring and Other Costs (Tables) | 9 Months Ended |
Dec. 30, 2022 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring and Related Costs | Our restructuring and other costs are presented in the table below: Three Months Ended Nine Months Ended (In millions) December 30, 2022 December 31, 2021 December 30, 2022 December 31, 2021 Severance and termination benefit costs $ 31 $ 1 $ 32 $ 5 Contract cancellation charges 1 1 1 2 Stock-based compensation charges 8 — 8 — Asset write-offs and impairments 2 — 2 — Other exit and disposal costs 2 10 12 17 Total restructuring and other costs $ 44 $ 12 $ 55 $ 24 |
Schedule of Restructuring Activities | Our activities and liabilities related to our September 2022 Plan are presented in the table below: (in millions) Liability Balance as of April 1, 2022 Costs, Net of Adjustments Cash Payments Non-Cash Items Liability Balance as of December 30, 2022 Severance and termination benefit costs $ — $ 32 $ (17) $ — $ 15 Stock-based compensation charges — 8 — (8) — Asset write-offs and impairments — 2 — (2) — Other exit and disposal costs — 6 (4) (2) — Total $ — $ 48 $ (21) $ (12) $ 15 |
Income Taxes (Tables)
Income Taxes (Tables) | 9 Months Ended |
Dec. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Summary of Effective Tax Rate | The following table summarizes our effective tax rate for the periods presented: Three Months Ended Nine Months Ended (In millions, except percentages) December 30, 2022 December 31, 2021 December 30, 2022 December 31, 2021 Income (loss) before income taxes $ 216 $ 261 $ 640 $ 946 Income tax expense (benefit) $ 51 $ 59 $ 206 $ 230 Effective tax rate 24 % 23 % 32 % 24 % |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Dec. 30, 2022 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Stock Repurchase Program | The following table summarizes activity related to this program during the three and nine months ended December 30, 2022: Three Months Ended Nine Months Ended (In millions, except per share amounts) December 30, 2022 December 30, 2022 Number of shares repurchased 23 40 Average price per share $ 21.91 $ 22.63 Aggregate purchase price $ 500 $ 904 |
Schedule of Accumulated Other Comprehensive Income (Loss) | Accumulated other comprehensive income (loss), net of taxes, consisted of foreign currency translation adjustments: (In millions) Foreign Currency Balance as of April 1, 2022 $ (4) Other comprehensive income (loss), net of taxes (24) Balance as of December 30, 2022 $ (28) |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Dec. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Stock-Based Compensation Expense | The following table sets forth the stock-based compensation expense recognized for our equity incentive plans: Three Months Ended Nine Months Ended (In millions) December 30, 2022 December 31, 2021 December 30, 2022 December 31, 2021 Cost of revenues $ 1 $ — $ 3 $ 1 Sales and marketing 9 5 24 13 Research and development 9 5 21 14 General and administrative 15 8 39 23 Restructuring and other costs 8 — 8 — Total stock-based compensation expense $ 42 $ 18 $ 95 $ 51 Income tax benefit for stock-based compensation expense $ (5) $ (4) $ (13) $ (11) |
Schedule of Additional Information Related to Stock-Based awards | The following table summarizes additional information related to our stock-based awards: Nine Months Ended (In millions, except per grant data) December 30, 2022 December 31, 2021 Restricted stock units (RSUs): Weighted-average fair value per award granted $ 22.48 $ 22.48 Awards granted 7 4 Total fair value of awards released $ 64 $ 54 Outstanding and unvested 9 6 Performance-based restricted stock units (PRUs): Weighted-average fair value per award granted $ 27.07 $ 26.01 Awards granted 2 3 Total fair value of awards released $ 4 $ — Outstanding and unvested at target payout 5 3 |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 9 Months Ended |
Dec. 30, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Components of Net Income (Loss) Per Share | The components of basic and diluted net income (loss) per share are as follows: Three Months Ended Nine Months Ended (In millions, except per share amounts) December 30, 2022 December 31, 2021 December 30, 2022 December 31, 2021 Net income (loss) $ 165 $ 202 $ 434 $ 716 Net income (loss) per share - basic $ 0.26 $ 0.35 $ 0.72 $ 1.23 Net income (loss) per share - diluted $ 0.25 $ 0.34 $ 0.70 $ 1.21 Weighted-average shares outstanding - basic 647 582 605 581 Dilutive potentially issuable shares: Convertible debt — 6 8 7 Employee equity awards 4 3 4 3 Weighted-average shares outstanding - diluted 651 591 617 591 Anti-dilutive shares excluded from diluted net income per share calculation: Employee equity awards 3 1 1 1 Total 3 1 1 1 |
Segment and Geographic Inform_2
Segment and Geographic Information (Tables) | 9 Months Ended |
Dec. 30, 2022 | |
Segment Reporting [Abstract] | |
Schedule of Revenue from External Customers by Products and Services | The following table summarizes net revenues for our major solutions: Three Months Ended Nine Months Ended (In millions) December 30, 2022 December 31, 2021 December 30, 2022 December 31, 2021 Consumer security revenues $ 590 $ 406 $ 1,428 $ 1,211 Identity and information protection revenues 323 284 915 835 Total Cyber Safety revenues 913 690 2,343 2,046 Legacy revenues 23 12 48 34 Total net revenues (1) $ 936 $ 702 $ 2,391 $ 2,080 |
Schedule of Revenue from External Customers Attributed to Foreign Countries by Geographic Area | Net revenues by geography are based on the billing addresses of our customers. The following table represents net revenues by geographic area for the periods presented: Three Months Ended Nine Months Ended (In millions) December 30, 2022 December 31, 2021 December 30, 2022 December 31, 2021 Americas $ 622 $ 493 $ 1,659 $ 1,455 EMEA 220 128 479 380 APJ 94 81 253 245 Total net revenues (1) $ 936 $ 702 $ 2,391 $ 2,080 Note: The Americas include U.S., Canada and Latin America; EMEA includes Europe, Middle East and Africa; APJ includes Asia Pacific and Japan. (1) During the three months ended December 30, 2022, total net revenues include an unfavorable foreign exchange impact of $34 million, consisting of $1 million from Americas, $21 million from EMEA and $12 million from APJ. During the nine months ended December 30, 2022, total net revenues include an unfavorable foreign exchange impact of $92 million, consisting of $1 million from Americas, $55 million from EMEA and $36 million from APJ. |
Schedule of Cash, Cash Equivalents and Investments | The table below represents cash, cash equivalents and short-term investments held in the U.S. and internationally in various foreign subsidiaries. (In millions) December 30, 2022 April 1, 2022 U.S. $ 372 $ 1,220 International 440 671 Total cash, cash equivalents and short-term investments $ 812 $ 1,891 |
Schedule of Disclosure on Geographic Areas, Long-Lived Assets in Individual Foreign Countries by Country | The table below represents our property and equipment, net of accumulated depreciation and amortization, by geographic area, based on the physical location of the asset, at the end of each period presented. (In millions) December 30, 2022 April 1, 2022 U.S. $ 39 $ 16 Ireland 24 27 Czech Republic 20 — Germany 13 13 Other countries (1) 8 4 Total property and equipment, net $ 104 $ 60 (1) No other individual country represented more than 10% of the respective totals. Our operating lease assets by geographic area, based on the physical location of the asset, at the end of each period presented, are as follows: (In millions) December 30, 2022 April 1, 2022 U.S. $ 28 $ 66 Czech Republic 12 — Other countries (1) 9 8 Total operating lease assets $ 49 $ 74 (1) No other individual country represented more than 10% of the respective totals. |
Schedule of Accounts Receivable by Major Customers by Reporting Segments | Distributors that accounted for over 10% of our total accounts receivable were as follows: December 30, 2022 April 1, 2022 Distributor A 16 % 23 % Distributor B 14 % N/A |
Recent Accounting Standards (De
Recent Accounting Standards (Details) $ in Millions | Apr. 02, 2022 USD ($) |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Stated interest rate | 2% |
Accounting Standards Update 2020-06 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Debt instrument, unamortized discount | $ 1 |
Reduced additional paid-in capital | $ 7 |
Assets Held for Sale (Details)
Assets Held for Sale (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |
Dec. 30, 2022 | Dec. 30, 2022 | Sep. 30, 2022 | |
Discontinued Operations and Disposal Groups [Abstract] | |||
Assets held for sale reclassified to property and equipment | $ 26,000,000 | ||
Impairment of assets to be disposed of | $ 0 | $ 0 |
Business Combinations - Narrati
Business Combinations - Narrative (Details) | 3 Months Ended | 9 Months Ended | ||||||
Sep. 12, 2022 USD ($) shares | Sep. 15, 2021 USD ($) | Aug. 10, 2021 $ / shares | Dec. 30, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 30, 2022 USD ($) | Dec. 31, 2021 USD ($) | Apr. 01, 2022 USD ($) | |
Asset Acquisition [Line Items] | ||||||||
Payments for acquisitions, net of cash acquired | $ 6,547,000,000 | $ 39,000,000 | ||||||
Goodwill | $ 10,124,000,000 | 10,124,000,000 | $ 2,873,000,000 | |||||
Net revenues | 936,000,000 | $ 702,000,000 | 2,391,000,000 | 2,080,000,000 | ||||
Avast plc | ||||||||
Asset Acquisition [Line Items] | ||||||||
Cash consideration paid | $ 6,910,000,000 | |||||||
Issuance of shares (in shares) | shares | 94,201,223 | |||||||
Business acquisition, ownership percentage | 14% | |||||||
Business combination, outstanding amount | $ 2,141,000,000 | |||||||
Payments for acquisitions, net of cash acquired | 8,688,000,000 | 8,688,000,000 | ||||||
Goodwill | 7,265,000,000 | |||||||
Ticking fees | 31,000,000 | |||||||
Net revenues | 234,000,000 | 282,000,000 | ||||||
Acquisition related costs (up to) | $ 5,000,000 | $ 7,000,000 | $ 71,000,000 | $ 28,000,000 | ||||
Cash consideration | 9,051,000,000 | |||||||
Cash acquired | $ 363,000,000 | |||||||
Fiscal Acquisition 2022 | ||||||||
Asset Acquisition [Line Items] | ||||||||
Cash consideration | $ 39,000,000 | |||||||
Cash acquired | $ 1,000,000 | |||||||
Business acquisition, period results included in combined entity | 1 year | |||||||
Secured Overnight Financing Rate (SOFR) | Avast plc | ||||||||
Asset Acquisition [Line Items] | ||||||||
Basis spread on variable rate | 100% | |||||||
Term Loan B | Secured Overnight Financing Rate (SOFR) | Avast plc | ||||||||
Asset Acquisition [Line Items] | ||||||||
Basis spread on variable rate | 50% | |||||||
Revolving Credit Facility | Amended and Restated Credit Agreement | Avast plc | ||||||||
Asset Acquisition [Line Items] | ||||||||
Principal amount | $ 1,500,000,000 | |||||||
Term Loan Interim Facility A | Amended and Restated Credit Agreement | Avast plc | ||||||||
Asset Acquisition [Line Items] | ||||||||
Principal amount | 3,910,000,000 | |||||||
Term Loan Interim Facility B | Amended and Restated Credit Agreement | Avast plc | ||||||||
Asset Acquisition [Line Items] | ||||||||
Principal amount | 3,690,000,000 | |||||||
Bridge Loan | Amended and Restated Credit Agreement | Avast plc | ||||||||
Asset Acquisition [Line Items] | ||||||||
Principal amount | 750,000,000 | |||||||
Senior Credit Facility | Avast plc | ||||||||
Asset Acquisition [Line Items] | ||||||||
Debt issuance costs | 145,000,000 | |||||||
Capitalized reduction to outstanding debt | 132,000,000 | |||||||
Write off of deferred debt issuance cost | 3,000,000 | |||||||
Senior Credit Facility | Other long-term assets | Avast plc | ||||||||
Asset Acquisition [Line Items] | ||||||||
Debt issuance costs incurred | $ 10,000,000 | |||||||
Cash Option | Avast plc | ||||||||
Asset Acquisition [Line Items] | ||||||||
Merger, share price (in dollars per share) | $ / shares | $ 7.61 | |||||||
Share of our stock | 0.0302 | |||||||
Stock Option | Avast plc | ||||||||
Asset Acquisition [Line Items] | ||||||||
Merger, share price (in dollars per share) | $ / shares | $ 2.37 | |||||||
Share of our stock | 0.1937 |
Business Combinations - Conside
Business Combinations - Consideration Transferred (Details) - USD ($) $ in Millions | 9 Months Ended | ||
Sep. 12, 2022 | Dec. 30, 2022 | Dec. 31, 2021 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Net consideration transferred | $ 6,547 | $ 39 | |
Avast plc | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Cash and equity consideration for outstanding Avast common shares | $ 8,109 | ||
Repayment of outstanding Avast debt | 942 | ||
Total consideration | 9,051 | ||
Cash acquired | 363 | ||
Net consideration transferred | $ 8,688 | $ 8,688 |
Business Combinations - Prelimi
Business Combinations - Preliminary Allocation of Aggregate Purchase Price (Details) - USD ($) $ in Millions | Dec. 30, 2022 | Sep. 30, 2022 | Sep. 12, 2022 | Apr. 01, 2022 |
Assets: | ||||
Goodwill | $ 10,124 | $ 2,873 | ||
Avast plc | ||||
Assets: | ||||
Accounts receivable | $ 63 | |||
Other current assets | 18 | |||
Property and equipment | 29 | |||
Operating lease assets | 18 | |||
Intangible assets | $ 2,383 | 2,383 | ||
Goodwill | 7,265 | |||
Other long-term assets | 10 | |||
Total assets acquired | 9,786 | |||
Liabilities: | ||||
Current liabilities | 181 | |||
Contract liabilities | 508 | |||
Operating lease liabilities | 18 | |||
Long-term deferred tax liabilities | 345 | |||
Other long-term obligations | 46 | |||
Total liabilities assumed | 1,098 | |||
Total purchase price | $ 8,688 |
Business Combinations - Identif
Business Combinations - Identified Intangible Assets (Details) - Avast plc $ in Millions | Sep. 12, 2022 USD ($) |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Fair Value | $ 2,383 |
Customer relationships | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Fair Value | $ 1,055 |
Weighted-Average Estimated Useful Life (Years) | 7 years |
Developed technology | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Fair Value | $ 1,244 |
Weighted-Average Estimated Useful Life (Years) | 6 years |
Finite-lived trade names | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Fair Value | $ 84 |
Weighted-Average Estimated Useful Life (Years) | 10 years |
Business Combinations - Unaudit
Business Combinations - Unaudited Pro Forma Financial Information (Details) - Avast plc - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Dec. 30, 2022 | Dec. 31, 2021 | Dec. 30, 2022 | Dec. 31, 2021 | |
Business Acquisition [Line Items] | ||||
Net revenues | $ 936 | $ 939 | $ 2,857 | $ 2,784 |
Net income (loss) | $ 204 | $ 113 | $ 323 | $ 341 |
Revenues - Contract Liabilities
Revenues - Contract Liabilities (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Dec. 30, 2022 | Dec. 31, 2021 | Dec. 30, 2022 | Dec. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | ||||
Revenue recognized from beginning contract liabilities | $ 686 | $ 505 | $ 1,116 | $ 1,093 |
Revenues - Remaining Performanc
Revenues - Remaining Performance Obligations (Details) - USD ($) $ in Millions | Dec. 30, 2022 | Apr. 01, 2022 |
Revenue from Contract with Customer [Abstract] | ||
Remaining performance obligations | $ 1,179 | |
Customer deposit liabilities | $ 550 | $ 521 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-12-31 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Percent expected to be recognized as revenue | 93% | |
Remaining performance obligation, expected timing of satisfaction, period | 12 months |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Schedule of Changes in the Carrying Amount of Goodwill (Details) $ in Millions | 9 Months Ended |
Dec. 30, 2022 USD ($) | |
Goodwill [Roll Forward] | |
Beginning balance | $ 2,873 |
Merger with Avast | 7,265 |
Translation adjustments | (14) |
Ending balance | $ 10,124 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Schedule of Intangible Assets, Net (Details) - USD ($) $ in Millions | Dec. 30, 2022 | Apr. 01, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 3,190 | $ 808 |
Accumulated Amortization | (717) | (528) |
Net Carrying Amount | 2,473 | 280 |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Gross Carrying Amount | 3,929 | 1,551 |
Accumulated Amortization | (717) | (528) |
Intangible assets, net | 3,212 | 1,023 |
Trade Names | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite-lived trade names | 739 | 743 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 1,639 | 583 |
Accumulated Amortization | (490) | (382) |
Net Carrying Amount | 1,149 | 201 |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Accumulated Amortization | (490) | (382) |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 1,460 | 217 |
Accumulated Amortization | (222) | (143) |
Net Carrying Amount | 1,238 | 74 |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Accumulated Amortization | (222) | (143) |
Other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 91 | 8 |
Accumulated Amortization | (5) | (3) |
Net Carrying Amount | 86 | 5 |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Accumulated Amortization | $ (5) | $ (3) |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Narrative (Details) - USD ($) $ in Millions | Sep. 30, 2022 | Sep. 12, 2022 |
Avast plc | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets | $ 2,383 | $ 2,383 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Schedule of Amortization Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Dec. 30, 2022 | Dec. 31, 2021 | Dec. 30, 2022 | Dec. 31, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | $ 61 | $ 21 | $ 111 | $ 63 |
Segment Reconciling Items | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | 118 | 32 | 189 | 95 |
Customer relationships and other | Operating expenses | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | 61 | 21 | 111 | 63 |
Developed technology | Cost of revenues | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | $ 57 | $ 11 | $ 78 | $ 32 |
Goodwill and Intangible Asset_6
Goodwill and Intangible Assets - Schedule of Future Intangible Asset Amortization Expense (Details) - USD ($) $ in Millions | Dec. 30, 2022 | Apr. 01, 2022 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Remainder of 2023 | $ 118 | |
2024 | 461 | |
2025 | 400 | |
2026 | 394 | |
2027 | 381 | |
Thereafter | 719 | |
Net Carrying Amount | $ 2,473 | $ 280 |
Supplementary Information - Cas
Supplementary Information - Cash and Cash Equivalents (Details) - USD ($) $ in Millions | Dec. 30, 2022 | Apr. 01, 2022 |
Supplementary Information [Abstract] | ||
Cash | $ 468 | $ 609 |
Cash equivalents | 344 | 1,278 |
Total cash and cash equivalents | $ 812 | $ 1,887 |
Supplementary Information - Acc
Supplementary Information - Accounts Receivable, Net (Details) - USD ($) $ in Millions | Dec. 30, 2022 | Apr. 01, 2022 |
Supplementary Information [Abstract] | ||
Accounts receivable | $ 169 | $ 121 |
Allowance for doubtful accounts | (1) | (1) |
Total accounts receivable, net | $ 168 | $ 120 |
Supplementary Information - Oth
Supplementary Information - Other Current Assets (Details) - USD ($) $ in Millions | Dec. 30, 2022 | Apr. 01, 2022 |
Supplementary Information [Abstract] | ||
Prepaid expenses | $ 118 | $ 107 |
Income tax receivable and prepaid income taxes | 206 | 35 |
Other tax receivable | 24 | 27 |
Other | 18 | 24 |
Total other current assets | $ 366 | $ 193 |
Supplementary Information - Pro
Supplementary Information - Property and Equipment (Details) - USD ($) $ in Millions | Dec. 30, 2022 | Apr. 01, 2022 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | $ 642 | $ 575 |
Accumulated depreciation and amortization | (538) | (515) |
Total property and equipment, net | 104 | 60 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | 14 | 2 |
Computer hardware and software | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | 496 | 462 |
Office furniture and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | 27 | 27 |
Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | 41 | 27 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | 63 | 56 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | $ 1 | $ 1 |
Supplementary Information - Nar
Supplementary Information - Narrative (Details) $ in Millions | Sep. 30, 2022 USD ($) |
Supplementary Information [Abstract] | |
Assets held for sale reclassified to property and equipment | $ 26 |
Supplementary Information - O_2
Supplementary Information - Other Long-term Assets (Details) - USD ($) $ in Millions | Dec. 30, 2022 | Apr. 01, 2022 |
Supplementary Information [Abstract] | ||
Non-marketable equity investments | $ 182 | $ 178 |
Long-term income tax receivable and prepaid income taxes | 21 | 25 |
Deferred income tax assets | 348 | 351 |
Long-term prepaid royalty | 41 | 53 |
Other | 46 | 46 |
Total other long-term assets | $ 638 | $ 653 |
Supplementary Information - Sho
Supplementary Information - Short-term Contract Liabilities (Details) - USD ($) $ in Millions | Dec. 30, 2022 | Apr. 01, 2022 |
Supplementary Information [Abstract] | ||
Deferred revenue | $ 1,093 | $ 743 |
Customer deposit liabilities | 550 | 521 |
Total short-term contract liabilities | $ 1,643 | $ 1,264 |
Supplementary Information - O_3
Supplementary Information - Other Current Liabilities (Details) - USD ($) $ in Millions | Dec. 30, 2022 | Apr. 01, 2022 |
Supplementary Information [Abstract] | ||
Income taxes payable | $ 243 | $ 109 |
Other taxes payable | 88 | 87 |
Accrued legal fees | 273 | 273 |
Accrued royalties | 43 | 49 |
Accrued interest | 42 | 32 |
Other | 106 | 89 |
Other current liabilities | $ 795 | $ 639 |
Supplementary Information - Lon
Supplementary Information - Long-term Income Taxes Payable (Details) - USD ($) $ in Millions | Dec. 30, 2022 | Apr. 01, 2022 |
Supplementary Information [Abstract] | ||
Deemed repatriation tax payable | $ 310 | $ 437 |
Other long-term income taxes | 4 | 3 |
Uncertain tax positions (including interest and penalties) | 614 | 556 |
Total long-term income taxes payable | $ 928 | $ 996 |
Supplementary Information - O_4
Supplementary Information - Other Income (Expense), Net (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Dec. 30, 2022 | Dec. 31, 2021 | Dec. 30, 2022 | Dec. 31, 2021 | |
Supplementary Information [Abstract] | ||||
Interest income | $ 5 | $ 0 | $ 10 | $ 0 |
Foreign exchange gain (loss) | (7) | 1 | (8) | 3 |
Gain (loss) on early extinguishment of debt | 0 | 0 | (9) | (5) |
Gain on sale of properties | 0 | 0 | 0 | 175 |
Other | 4 | (10) | 10 | (8) |
Other income (expense), net | $ 2 | $ (9) | $ 3 | $ 165 |
Supplementary Information - Sup
Supplementary Information - Supplemental Cash Flow Information (Details) - USD ($) $ in Millions | 9 Months Ended | |
Dec. 30, 2022 | Dec. 31, 2021 | |
Supplementary Information [Abstract] | ||
Income taxes paid, net of refunds | $ 378 | $ 297 |
Interest expense paid | 212 | 105 |
Cash paid for amounts included in the measurement of operating lease liabilities | 18 | 19 |
Non-cash operating activities: | ||
Operating lease assets obtained in exchange for operating lease liabilities | 23 | 35 |
Reduction of operating lease assets as a result of lease terminations and modifications | 29 | 16 |
Non-cash investing and financing activities: | ||
Purchases of property and equipment in current liabilities | 0 | 1 |
Extinguishment of debt with borrowings from same creditors | 0 | 494 |
Non-cash consideration for the Merger with Avast | $ 2,141 | $ 0 |
Financial Instruments and Fai_3
Financial Instruments and Fair Value Measurements - Schedule of the Carrying Value of Assets Measured at Fair Value on a Recurring Basis (Details) - Recurring - USD ($) $ in Millions | Dec. 30, 2022 | Apr. 01, 2022 |
Fair Value | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total | $ 343 | $ 1,282 |
Fair Value | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Corporate bonds | 0 | 4 |
Fair Value | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 343 | 1,278 |
Reported Value Measurement | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total | 343 | 1,278 |
Reported Value Measurement | Level 1 | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Corporate bonds | 0 | 0 |
Reported Value Measurement | Level 1 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 343 | 1,278 |
Reported Value Measurement | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total | 0 | 4 |
Reported Value Measurement | Level 2 | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Corporate bonds | 0 | 4 |
Reported Value Measurement | Level 2 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | $ 0 | $ 0 |
Financial Instruments and Fai_4
Financial Instruments and Fair Value Measurements - Narrative (Details) - USD ($) $ in Millions | Dec. 30, 2022 | Apr. 01, 2022 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Carrying value of non-marketable equity investments | $ 182 | $ 178 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of debt | $ 2,552 | $ 2,021 |
Leases - Narrative (Details)
Leases - Narrative (Details) | Dec. 30, 2022 |
Minimum | Facilities | |
Lessee, Lease, Description [Line Items] | |
Operating lease, term of contract (in years) | 1 year |
Minimum | Equipment | |
Lessee, Lease, Description [Line Items] | |
Operating lease, term of contract (in years) | 1 year |
Minimum | Data Center Co-locations | |
Lessee, Lease, Description [Line Items] | |
Operating lease, term of contract (in years) | 1 year |
Maximum | Facilities | |
Lessee, Lease, Description [Line Items] | |
Operating lease, term of contract (in years) | 8 years |
Maximum | Equipment | |
Lessee, Lease, Description [Line Items] | |
Operating lease, term of contract (in years) | 3 years |
Maximum | Data Center Co-locations | |
Lessee, Lease, Description [Line Items] | |
Operating lease, term of contract (in years) | 5 years |
Leases - Lease Cost (Details)
Leases - Lease Cost (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Dec. 30, 2022 | Dec. 31, 2021 | Dec. 30, 2022 | Dec. 31, 2021 | |
Leases [Abstract] | ||||
Operating lease costs | $ 5 | $ 4 | $ 12 | $ 12 |
Short-term lease costs | 0 | 0 | 1 | 2 |
Variable lease costs | 2 | 1 | 5 | 4 |
Total lease costs | $ 7 | $ 5 | $ 18 | $ 18 |
Leases - Operating Lease Inform
Leases - Operating Lease Information (Details) | Dec. 30, 2022 | Dec. 31, 2021 |
Leases [Abstract] | ||
Weighted-average remaining lease term | 2 years 10 months 24 days | 4 years 9 months 18 days |
Weighted-average discount rate | 4.44% | 4.04% |
Leases - Maturity of Lease Liab
Leases - Maturity of Lease Liabilities (Details) $ in Millions | Dec. 30, 2022 USD ($) |
Leases [Abstract] | |
Remainder of 2023 | $ 8 |
2024 | 27 |
2025 | 17 |
2026 | 9 |
2027 | 6 |
Thereafter | 1 |
Total lease payments | 68 |
Less: Imputed interest | (4) |
Present value of lease liabilities | $ 64 |
Debt - Summary of Components of
Debt - Summary of Components of Debt (Details) - USD ($) $ in Millions | 9 Months Ended | ||||
Dec. 30, 2022 | Sep. 19, 2022 | Jun. 01, 2022 | Apr. 02, 2022 | Apr. 01, 2022 | |
Debt Instrument [Line Items] | |||||
Stated interest rate | 2% | ||||
Total principal amount | $ 10,207 | $ 3,747 | |||
Less: unamortized discount and issuance costs | (143) | (11) | |||
Total debt | 10,064 | 3,736 | |||
Less: current portion | (233) | (1,000) | |||
Total long-term debt | $ 9,831 | 2,736 | |||
Term B Facility due September 12, 2029 | Secured Overnight Financing Rate (SOFR) | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 2% | ||||
Senior Notes | 3.95% Senior Notes due June 15, 2022 | |||||
Debt Instrument [Line Items] | |||||
Stated interest rate | 3.95% | 3.95% | |||
Total principal amount | $ 0 | 400 | |||
Effective Interest Rate | 4.05% | ||||
Senior Notes | 5.00% Senior Notes due April 15, 2025 | |||||
Debt Instrument [Line Items] | |||||
Stated interest rate | 5% | ||||
Total principal amount | $ 1,100 | 1,100 | |||
Effective Interest Rate | 5% | ||||
Senior Notes | 6.75% Senior Notes due September 30, 2027 | |||||
Debt Instrument [Line Items] | |||||
Stated interest rate | 6.75% | 6.75% | |||
Total principal amount | $ 900 | 0 | |||
Effective Interest Rate | 6.75% | ||||
Senior Notes | 7.125% Senior Notes due September 30, 2030 | |||||
Debt Instrument [Line Items] | |||||
Stated interest rate | 7.125% | 7.125% | |||
Total principal amount | $ 600 | 0 | |||
Effective Interest Rate | 7.13% | ||||
Convertible Debt | New 2.00% Convertible Unsecured Notes due August 15, 2022 | |||||
Debt Instrument [Line Items] | |||||
Stated interest rate | 2% | ||||
Total principal amount | $ 0 | 525 | |||
Effective Interest Rate | 2.62% | ||||
Secured Debt | Initial Term Loan due May 7, 2026 | |||||
Debt Instrument [Line Items] | |||||
Total principal amount | $ 0 | $ 1,010 | |||
Weighted average interest rate | 1.75% | ||||
Secured Debt | Delayed Term loan due May 7, 2026 | |||||
Debt Instrument [Line Items] | |||||
Total principal amount | 0 | $ 703 | |||
Weighted average interest rate | 1.75% | ||||
Secured Debt | Term A Facility due September 12, 2027 | |||||
Debt Instrument [Line Items] | |||||
Total principal amount | $ 3,910 | $ 0 | |||
Weighted average interest rate | 5.80% | ||||
Secured Debt | Term B Facility due September 12, 2029 | |||||
Debt Instrument [Line Items] | |||||
Total principal amount | $ 3,690 | 0 | |||
Weighted average interest rate | 6.15% | ||||
Mortgages | 1.29% Avira Mortgage due December 30, 2029 | |||||
Debt Instrument [Line Items] | |||||
Stated interest rate | 1.29% | ||||
Total principal amount | $ 4 | 5 | |||
Effective Interest Rate | 1.29% | ||||
Mortgages | 0.95% Avira Mortgage due December 30, 2030 | |||||
Debt Instrument [Line Items] | |||||
Stated interest rate | 0.95% | ||||
Total principal amount | $ 3 | $ 4 | |||
Effective Interest Rate | 0.95% |
Debt - Maturities of Long-term
Debt - Maturities of Long-term Debt (Details) - USD ($) $ in Millions | Dec. 30, 2022 | Apr. 01, 2022 |
Long-term Debt, Fiscal Year Maturity [Abstract] | ||
Remainder of 2023 | $ 58 | |
2024 | 233 | |
2025 | 234 | |
2026 | 1,333 | |
2027 | 233 | |
Thereafter | 8,116 | |
Total future maturities of debt | $ 10,207 | $ 3,747 |
Debt - Narrative (Details)
Debt - Narrative (Details) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||||
Sep. 19, 2022 USD ($) seniorNote | Sep. 12, 2022 USD ($) | Aug. 15, 2022 USD ($) $ / shares | Jun. 01, 2022 USD ($) | Apr. 02, 2022 USD ($) $ / shares | Apr. 01, 2022 USD ($) | May 07, 2021 USD ($) | Nov. 04, 2019 USD ($) | Dec. 30, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 30, 2022 USD ($) | Dec. 31, 2021 USD ($) | Apr. 01, 2022 USD ($) | Jan. 19, 2023 USD ($) | |
Debt Instrument [Line Items] | ||||||||||||||
Interest expense paid | $ 212,000,000 | $ 105,000,000 | ||||||||||||
Gain on extinguishment of debt | $ 0 | $ 0 | (9,000,000) | $ (5,000,000) | ||||||||||
Undrawn revolving line of credit | $ 1,000,000,000 | |||||||||||||
Debt covenant, aggregate acquisition amount benchmark | $ 250,000,000 | |||||||||||||
Stated interest rate | 2% | |||||||||||||
Accounting Standards Update [Extensible Enumeration] | Accounting Standards Update 2020-06 | Accounting Standards Update 2020-06 | ||||||||||||
Retained earnings | $ (1,940,000,000) | (1,500,000,000) | (1,500,000,000) | $ (1,940,000,000) | ||||||||||
Exchange and extinguishment of convertible notes, equity adjustment | 100,000,000 | |||||||||||||
Accounting Standards Update 2020-06 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, unamortized discount | $ 1,000,000 | |||||||||||||
Secured Overnight Financing Rate (SOFR) | Avast plc | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate | 100% | |||||||||||||
Senior Notes | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Number of debt instruments | seniorNote | 2 | |||||||||||||
Convertible Debt | Accounting Standards Update 2020-06 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 0.01 | |||||||||||||
Revolving Credit Facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Maximum borrowing capacity, revolving line of credit | $ 1,000,000,000 | |||||||||||||
Revolving Credit Facility | Line of Credit | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Line of credit, amount outstanding | $ 0 | $ 0 | ||||||||||||
Term Loan Due November 4, 2024 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument term (in years) | 5 years | |||||||||||||
Principal amount | $ 500,000,000 | |||||||||||||
Delayed Draw Term Loan Due November 4, 2024 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument term (in years) | 5 years | |||||||||||||
Principal amount | $ 1,703,000,000 | $ 750,000,000 | ||||||||||||
Quarterly installment payment (as a percent) | 1.25% | |||||||||||||
Interest expense paid | 3,000,000 | |||||||||||||
Gain on extinguishment of debt | 2,000,000 | |||||||||||||
Delayed Draw Term Loan Due November 4, 2024 | Line of Credit | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Gain on extinguishment of debt | $ 4,000,000 | |||||||||||||
First Amendment Additional Term Loan Due May 7, 2026 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount | $ 525,000,000 | |||||||||||||
Credit Agreement First Amendment | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Quarterly installment payment (as a percent) | 1.25% | |||||||||||||
2019 Credit Facility | Minimum | Base Rate | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate | 0.125% | |||||||||||||
2019 Credit Facility | Minimum | LIBOR | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate | 1.125% | |||||||||||||
2019 Credit Facility | Maximum | Base Rate | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate | 0.75% | |||||||||||||
2019 Credit Facility | Maximum | LIBOR | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate | 1.75% | |||||||||||||
2019 Credit Facility | Revolving Credit Facility | Minimum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Line of credit facility, commitment fee percentage | 0.125% | |||||||||||||
2019 Credit Facility | Revolving Credit Facility | Maximum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Line of credit facility, commitment fee percentage | 0.30% | |||||||||||||
Amended and Restated Credit Agreement | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt covenant, consolidated leverage ratio | 5.25 | |||||||||||||
Amended and Restated Credit Agreement | Minimum | Base Rate | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate | 1.125% | |||||||||||||
Amended and Restated Credit Agreement | Minimum | Secured Overnight Financing Rate (SOFR) | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate | 0.125% | |||||||||||||
Amended and Restated Credit Agreement | Maximum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt covenant, consolidated leverage ratio | 5.75 | |||||||||||||
Amended and Restated Credit Agreement | Maximum | Base Rate | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate | 1.75% | |||||||||||||
Amended and Restated Credit Agreement | Maximum | Secured Overnight Financing Rate (SOFR) | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate | 0.75% | |||||||||||||
Amended and Restated Credit Agreement | Weighted Average | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt covenant, consolidated leverage ratio | 6 | |||||||||||||
Amended and Restated Credit Agreement | Revolving Credit Facility | Avast plc | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount | $ 1,500,000,000 | |||||||||||||
Amended and Restated Credit Agreement | Term Loan Interim Facility A | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Quarterly installment payment (as a percent) | 1.25% | |||||||||||||
Amended and Restated Credit Agreement | Term Loan Interim Facility A | Avast plc | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount | $ 3,910,000,000 | |||||||||||||
Amended and Restated Credit Agreement | Term Loan Interim Facility B | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Quarterly installment payment (as a percent) | 0.25% | |||||||||||||
Amended and Restated Credit Agreement | Term Loan Interim Facility B | Subsequent Event | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Woluntary prepayment amount | $ 250,000,000 | |||||||||||||
Amended and Restated Credit Agreement | Term Loan Interim Facility B | Avast plc | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount | $ 3,690,000,000 | |||||||||||||
Amended and Restated Credit Agreement | Bridge Loan | Avast plc | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount | 750,000,000 | |||||||||||||
Gain on extinguishment of debt | $ 3,000,000 | |||||||||||||
3.95% Senior Notes due June -2022 | Senior Notes | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount | $ 400,000,000 | |||||||||||||
Interest expense paid | $ 7,000,000 | |||||||||||||
Stated interest rate | 3.95% | 3.95% | 3.95% | |||||||||||
6.75% And 7.125% Senior Notes | Senior Notes | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount | $ 1,500,000,000 | |||||||||||||
6.75% Senior Notes due September 30, 2027 | Senior Notes | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Stated interest rate | 6.75% | 6.75% | 6.75% | |||||||||||
7.125% Senior Notes due September 30, 2030 | Senior Notes | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Stated interest rate | 7.125% | 7.125% | 7.125% | |||||||||||
New 2.00% Convertible Notes | Accounting Standards Update 2020-06 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, unamortized discount | $ 1,000,000 | |||||||||||||
Substantial premium | 47,000,000 | |||||||||||||
Retained earnings | $ 6,000,000 | |||||||||||||
New 2.00% Convertible Notes | Convertible Debt | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Stated interest rate | 2% | |||||||||||||
New 2.00% Convertible Notes | Convertible Debt | Accounting Standards Update 2020-06 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Equity component net of tax | $ 56,000,000 | |||||||||||||
Debt instrument, unamortized discount | $ 9,000,000 | |||||||||||||
Substantial premium | $ 47,000,000 | |||||||||||||
New 2.00% Convertible Unsecured Notes due August 15, 2022 | Convertible Debt | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount | $ 525,000,000 | |||||||||||||
Interest expense paid | $ 5,000,000 | |||||||||||||
Stated interest rate | 2% | 2% | ||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 20.41 | |||||||||||||
New 2.0% Convertible Senior Notes due August 15, 2022 | Convertible Debt | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Stated interest rate | 2% | |||||||||||||
Payment for debt extinguishment | $ 630,000,000 | |||||||||||||
Exchange and extinguishment of convertible notes, equity adjustment | $ 100,000,000 |
Derivatives (Details)
Derivatives (Details) - Foreign Exchange Forward - Not Designated as Hedging Instrument - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Dec. 30, 2022 | Dec. 31, 2021 | Dec. 30, 2022 | Dec. 31, 2021 | Apr. 01, 2022 | |
Derivatives, Fair Value [Line Items] | |||||
Foreign exchange forward contracts gain (loss) | $ 2 | $ (1) | $ (8) | $ (4) | |
Purchased | |||||
Derivatives, Fair Value [Line Items] | |||||
Notional amount | 234 | 234 | $ 155 | ||
Sold | |||||
Derivatives, Fair Value [Line Items] | |||||
Notional amount | $ 68 | $ 68 | $ 191 |
Restructuring and Other Costs -
Restructuring and Other Costs - Narrative (Details) - USD ($) $ in Millions | Sep. 12, 2024 | Sep. 12, 2023 | Dec. 30, 2022 |
September 2022 Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Expected cost of restructuring | $ 280 | ||
Cumulative restructuring cost incurred to date | 48 | ||
September 2022 Plan | Forecast | |||
Restructuring Cost and Reserve [Line Items] | |||
Expected cost of restructuring | $ 100 | $ 180 | |
December 2020 Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Cumulative restructuring cost incurred to date | $ 24 |
Restructuring and Other Costs_2
Restructuring and Other Costs - Schedule of Restructuring and other costs (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Dec. 30, 2022 | Dec. 31, 2021 | Dec. 30, 2022 | Dec. 31, 2021 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other costs | $ 44 | $ 12 | $ 55 | $ 24 |
Severance and termination benefit costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other costs | 31 | 1 | 32 | 5 |
Contract cancellation charges | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other costs | 1 | 1 | 1 | 2 |
Stock-based compensation charges | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other costs | 8 | 0 | 8 | 0 |
Asset write-offs and impairments | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other costs | 2 | 0 | 2 | 0 |
Other exit and disposal costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other costs | $ 2 | $ 10 | $ 12 | $ 17 |
Restructuring and Other Costs_3
Restructuring and Other Costs - Restructuring Summary (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Dec. 30, 2022 | Dec. 31, 2021 | Dec. 30, 2022 | Dec. 31, 2021 | |
Restructuring Reserve [Roll Forward] | ||||
Costs, Net of Adjustments | $ 44 | $ 12 | $ 55 | $ 24 |
Severance and termination benefit costs | ||||
Restructuring Reserve [Roll Forward] | ||||
Costs, Net of Adjustments | 31 | 1 | 32 | 5 |
Stock-based compensation charges | ||||
Restructuring Reserve [Roll Forward] | ||||
Costs, Net of Adjustments | 8 | 0 | 8 | 0 |
Asset write-offs and impairments | ||||
Restructuring Reserve [Roll Forward] | ||||
Costs, Net of Adjustments | 2 | 0 | 2 | 0 |
Other exit and disposal costs | ||||
Restructuring Reserve [Roll Forward] | ||||
Costs, Net of Adjustments | 2 | $ 10 | 12 | $ 17 |
September 2022 Plan | ||||
Restructuring Reserve [Roll Forward] | ||||
Beginning balance | 0 | |||
Costs, Net of Adjustments | 48 | |||
Cash Payments | (21) | |||
Non-Cash Items | (12) | |||
Ending balance | 15 | 15 | ||
September 2022 Plan | Severance and termination benefit costs | ||||
Restructuring Reserve [Roll Forward] | ||||
Beginning balance | 0 | |||
Costs, Net of Adjustments | 32 | |||
Cash Payments | (17) | |||
Non-Cash Items | 0 | |||
Ending balance | 15 | 15 | ||
September 2022 Plan | Stock-based compensation charges | ||||
Restructuring Reserve [Roll Forward] | ||||
Beginning balance | 0 | |||
Costs, Net of Adjustments | 8 | |||
Cash Payments | 0 | |||
Non-Cash Items | (8) | |||
Ending balance | 0 | 0 | ||
September 2022 Plan | Asset write-offs and impairments | ||||
Restructuring Reserve [Roll Forward] | ||||
Beginning balance | 0 | |||
Costs, Net of Adjustments | 2 | |||
Cash Payments | 0 | |||
Non-Cash Items | (2) | |||
Ending balance | 0 | 0 | ||
September 2022 Plan | Other exit and disposal costs | ||||
Restructuring Reserve [Roll Forward] | ||||
Beginning balance | 0 | |||
Costs, Net of Adjustments | 6 | |||
Cash Payments | (4) | |||
Non-Cash Items | (2) | |||
Ending balance | $ 0 | $ 0 |
Income Taxes - Schedule of Effe
Income Taxes - Schedule of Effective Tax Rate (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Dec. 30, 2022 | Dec. 31, 2021 | Dec. 30, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | ||||
Income (loss) before income taxes | $ 216 | $ 261 | $ 640 | $ 946 |
Income tax expense (benefit) | $ 51 | $ 59 | $ 206 | $ 230 |
Effective tax rate | 24% | 23% | 32% | 24% |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | Dec. 30, 2022 | Apr. 01, 2022 |
Income Tax Contingency [Line Items] | ||
Deferred income tax liabilities | $ 386 | $ 75 |
Stockholders' Equity - Narrativ
Stockholders' Equity - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | |||
Feb. 02, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | Dec. 30, 2022 | Dec. 31, 2021 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||
Cash dividends declared per common share (in dollars per share) | $ 0.125 | $ 0.125 | $ 0.375 | $ 0.375 | |
Number of shares repurchased (in shares) | 23,000,000 | 40,000,000 | |||
Share Repurchase Program | |||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||
Remaining authorized repurchase amount | $ 870 | $ 870 | |||
Number of shares repurchased (in shares) | 0 | 0 | |||
Liability-Classified Awards | |||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||
Outstanding and unvested (in shares) | 4,000,000 | 4,000,000 | |||
Subsequent Event | |||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||
Cash dividends declared per common share (in dollars per share) | $ 0.125 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Stock Repurchase Program (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended |
Dec. 30, 2022 | Dec. 30, 2022 | |
Stockholders' Equity Note [Abstract] | ||
Number of shares repurchased (in shares) | 23 | 40 |
Average price per share (usd per share) | $ 21.91 | $ 22.63 |
Aggregate purchase price | $ 500 | $ 904 |
Stockholders' Equity - Schedu_2
Stockholders' Equity - Schedule of Accumulated Other Comprehensive Income (Loss) (Details) $ in Millions | 9 Months Ended |
Dec. 30, 2022 USD ($) | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |
Beginning balance | $ (93) |
Ending balance | 1,310 |
Foreign Currency Translation Gain (Loss) | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |
Beginning balance | (4) |
Other comprehensive income (loss), net of taxes | (24) |
Ending balance | $ (28) |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) shares in Millions, $ in Millions | 9 Months Ended | |
Dec. 30, 2022 USD ($) plan shares | Apr. 01, 2022 USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of equity incentive plans | plan | 2 | |
Current dividends payable | $ 4 | $ 11 |
Long-term dividend payable | $ 2 | $ 2 |
Liability-Classified Awards | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation arrangement by share-based payment award, equity instruments other than options, nonvested, number | shares | 4 | |
Unrecognized stock-based compensation costs related to our unvested stock-based awards | $ 259 | |
Unrecognized stock-based compensation costs, estimated weighted-average amortization period | 2 years 1 month 6 days |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Stock-Based Compensation Expense Recognized in our Condensed Consolidated Statements of Income (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Dec. 30, 2022 | Dec. 31, 2021 | Dec. 30, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | $ 42 | $ 18 | $ 95 | $ 51 |
Income tax benefit for stock-based compensation expense | (5) | (4) | (13) | (11) |
Cost of revenues | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 1 | 0 | 3 | 1 |
Sales and marketing | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 9 | 5 | 24 | 13 |
Research and development | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 9 | 5 | 21 | 14 |
General and administrative | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 15 | 8 | 39 | 23 |
Restructuring and other costs | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | $ 8 | $ 0 | $ 8 | $ 0 |
Stock-Based Compensation - Info
Stock-Based Compensation - Information Related to Stock-based Compensation (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 9 Months Ended | |
Dec. 30, 2022 | Dec. 31, 2021 | |
Restricted Stock Units (RSUs) | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Weighted-average fair value per award granted (in dollars per share) | $ 22.48 | $ 22.48 |
Awards granted (in shares) | 7 | 4 |
Total fair value of awards released | $ 64 | $ 54 |
Outstanding and unvested (in shares) | 9 | 6 |
Performance-based restricted stock units (PRUs) | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Weighted-average fair value per award granted (in dollars per share) | $ 27.07 | $ 26.01 |
Awards granted (in shares) | 2 | 3 |
Total fair value of awards released | $ 4 | $ 0 |
Outstanding and unvested (in shares) | 5 | 3 |
Net Income Per Share - Schedule
Net Income Per Share - Schedule of Components of Net Income Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Dec. 30, 2022 | Dec. 31, 2021 | Dec. 30, 2022 | Dec. 31, 2021 | |
Earnings Per Share [Abstract] | ||||
Net income (loss) | $ 165 | $ 202 | $ 434 | $ 716 |
Net income (loss) per share - basic (in dollars per share) | $ 0.26 | $ 0.35 | $ 0.72 | $ 1.23 |
Net income (loss) per share - diluted (in dollars per share) | $ 0.25 | $ 0.34 | $ 0.70 | $ 1.21 |
Weighted-average shares outstanding - basic (in shares) | 647 | 582 | 605 | 581 |
Dilutive potentially issuable shares - convertible debt (in shares) | 0 | 6 | 8 | 7 |
Dilutive potentially issuable shares - employee equity awards (in shares) | 4 | 3 | 4 | 3 |
Weighted-average shares outstanding - diluted (in shares) | 651 | 591 | 617 | 591 |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive shares excluded from diluted net income per share calculation (in shares) | 3 | 1 | 1 | 1 |
Employee equity awards | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive shares excluded from diluted net income per share calculation (in shares) | 3 | 1 | 1 | 1 |
Net Income Per Share - Narrativ
Net Income Per Share - Narrative (Details) - $ / shares shares in Millions | 12 Months Ended | |
Apr. 02, 2022 | Apr. 01, 2022 | |
Debt Instrument [Line Items] | ||
Accounting Standards Update [Extensible Enumeration] | Accounting Standards Update 2020-06 | Accounting Standards Update 2020-06 |
Convertible Debt | Accounting Standards Update 2020-06 | ||
Debt Instrument [Line Items] | ||
Dilutive earnings per share (in dollars per share) | $ 0.01 | |
Convertible Debt | Accounting Standards Update 2020-06 | Minimum | ||
Debt Instrument [Line Items] | ||
Convertible debt increasing (in shares) | 18 |
Segment and Geographic Inform_3
Segment and Geographic Information - Narrative (Details) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Dec. 30, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 30, 2022 USD ($) segment | Dec. 31, 2021 USD ($) | |
Segment Reporting Information [Line Items] | ||||
Number of reportable segment | segment | 1 | |||
Revenues | $ 936 | $ 702 | $ 2,391 | $ 2,080 |
U.S. | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | $ 537 | $ 467 | $ 1,509 | $ 1,383 |
Segment and Geographic Inform_4
Segment and Geographic Information - Schedule of Product Revenue Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Dec. 30, 2022 | Dec. 31, 2021 | Dec. 30, 2022 | Dec. 31, 2021 | |
Segment Reporting Information [Line Items] | ||||
Net revenues | $ 936 | $ 702 | $ 2,391 | $ 2,080 |
Unfavorable foreign exchange impact on revenue | (34) | (92) | ||
Consumer security revenues | ||||
Segment Reporting Information [Line Items] | ||||
Net revenues | 590 | 406 | 1,428 | 1,211 |
Unfavorable foreign exchange impact on revenue | (33) | (89) | ||
Identity and information protection revenues | ||||
Segment Reporting Information [Line Items] | ||||
Net revenues | 323 | 284 | 915 | 835 |
Unfavorable foreign exchange impact on revenue | (1) | (2) | ||
Total Cyber Safety revenues | ||||
Segment Reporting Information [Line Items] | ||||
Net revenues | 913 | 690 | 2,343 | 2,046 |
Legacy revenues | ||||
Segment Reporting Information [Line Items] | ||||
Net revenues | $ 23 | $ 12 | 48 | $ 34 |
Unfavorable foreign exchange impact on revenue | $ (1) |
Segment and Geographic Inform_5
Segment and Geographic Information - Schedule of Revenue by Geographical Location (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Dec. 30, 2022 | Dec. 31, 2021 | Dec. 30, 2022 | Dec. 31, 2021 | |
Revenue from External Customer [Line Items] | ||||
Net revenues | $ 936 | $ 702 | $ 2,391 | $ 2,080 |
Unfavorable foreign exchange impact on revenue | (34) | (92) | ||
Americas | ||||
Revenue from External Customer [Line Items] | ||||
Net revenues | 622 | 493 | 1,659 | 1,455 |
Unfavorable foreign exchange impact on revenue | (1) | (1) | ||
EMEA | ||||
Revenue from External Customer [Line Items] | ||||
Net revenues | 220 | 128 | 479 | 380 |
Unfavorable foreign exchange impact on revenue | (21) | (55) | ||
APJ | ||||
Revenue from External Customer [Line Items] | ||||
Net revenues | 94 | $ 81 | 253 | $ 245 |
Unfavorable foreign exchange impact on revenue | $ (12) | $ (36) |
Segment and Geographic Inform_6
Segment and Geographic Information - Schedule of Assets by Geographic Location (Details) - USD ($) $ in Millions | Dec. 30, 2022 | Apr. 01, 2022 |
Revenue from External Customer [Line Items] | ||
Total cash, cash equivalents and short-term investments | $ 812 | $ 1,891 |
Total property and equipment, net | 104 | 60 |
Total operating lease assets | 49 | 74 |
U.S. | ||
Revenue from External Customer [Line Items] | ||
Total cash, cash equivalents and short-term investments | 372 | 1,220 |
Total property and equipment, net | 39 | 16 |
Total operating lease assets | 28 | 66 |
International | ||
Revenue from External Customer [Line Items] | ||
Total cash, cash equivalents and short-term investments | 440 | 671 |
Ireland | ||
Revenue from External Customer [Line Items] | ||
Total property and equipment, net | 24 | 27 |
Czech Republic | ||
Revenue from External Customer [Line Items] | ||
Total property and equipment, net | 20 | 0 |
Total operating lease assets | 12 | 0 |
Germany | ||
Revenue from External Customer [Line Items] | ||
Total property and equipment, net | 13 | 13 |
Other countries | ||
Revenue from External Customer [Line Items] | ||
Total property and equipment, net | 8 | 4 |
Total operating lease assets | $ 9 | $ 8 |
Segment and Geographic Inform_7
Segment and Geographic Information - Schedule of Revenue by Major Customers (Details) - Accounts Receivable - Customer Concentration Risk | 9 Months Ended | 12 Months Ended |
Dec. 30, 2022 | Apr. 01, 2022 | |
Distributor A | ||
Revenue, Major Customer [Line Items] | ||
Concentration risk, percentage | 16% | 23% |
Distributor B | ||
Revenue, Major Customer [Line Items] | ||
Concentration risk, percentage | 14% |
Commitments and Contingencies (
Commitments and Contingencies (Details) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 69 Months Ended | ||||||||||
Jan. 19, 2023 USD ($) | Jan. 04, 2023 USD ($) | May 02, 2022 USD ($) patent numberOfClaim | Feb. 28, 2022 USD ($) | Jun. 08, 2021 USD ($) | May 24, 2021 USD ($) | May 13, 2021 USD ($) | Oct. 21, 2019 USD ($) | Jan. 31, 2014 USD ($) | Dec. 30, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 30, 2022 USD ($) | Dec. 31, 2021 USD ($) | Sep. 30, 2012 USD ($) | |
Loss Contingencies [Line Items] | ||||||||||||||
Loss contingency, number of patent, claim | patent | 6 | |||||||||||||
Litigation settlement payment | $ 70,000,000 | $ 70,000,000 | ||||||||||||
Loss contingency, insurance recoveries | $ 67,100,000 | |||||||||||||
Net revenues | $ 936,000,000 | $ 702,000,000 | $ 2,391,000,000 | $ 2,080,000,000 | ||||||||||
U.S. | ||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||
Net revenues | 537,000,000 | $ 467,000,000 | 1,509,000,000 | $ 1,383,000,000 | ||||||||||
Subsequent Event | ||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||
Litigation settlement payment | $ 12,000,000 | |||||||||||||
Subsequent Event | U.S. | ||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||
Loss contingency, damages awarded, value | $ 1,300,000 | |||||||||||||
Subsequent Event | California | ||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||
Loss contingency, damages awarded, value | $ 400,000 | |||||||||||||
322 Patents Remained in Suit | ||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||
Loss contingency, pending claims, number | numberOfClaim | 2 | |||||||||||||
115 Patents Remained in Suit | ||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||
Loss contingency, pending claims, number | numberOfClaim | 3 | |||||||||||||
Trustees of the University of Columbia in the City of New York v. NortonLifeLock | ||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||
Litigation settlement payment | $ 185,000,000 | |||||||||||||
Loss contingency, damages awarded, value | $ 0 | |||||||||||||
Estimated loss (low end) | 234,000,000 | 234,000,000 | ||||||||||||
Trustees of the University of Columbia in the City of New York v. NortonLifeLock | Minimum | ||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||
Estimated litigation payment as times of actual damages proven | 1 | |||||||||||||
Trustees of the University of Columbia in the City of New York v. NortonLifeLock | Maximum | ||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||
Estimated litigation payment as times of actual damages proven | 3 | |||||||||||||
GSA Schedule Contract | ||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||
Litigation settlement payment | $ 5,000,000 | $ 500,000 | ||||||||||||
Estimated loss (low end) | $ 3,000,000 | $ 3,000,000 | ||||||||||||
Net revenues | $ 222,000,000 | |||||||||||||
Estimated damage | $ 1,090,000,000 | $ 145,000,000 | ||||||||||||
GSA Schedule Contract | Minimum | ||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||
Estimated litigation payment as times of actual damages proven | 1 | 1 | ||||||||||||
GSA Schedule Contract | Maximum | ||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||
Estimated litigation payment as times of actual damages proven | 3 | 3 |