Document and Entity Information
Document and Entity Information - USD ($) $ in Billions | 12 Months Ended | ||
Jun. 27, 2015 | Jul. 27, 2015 | Dec. 27, 2014 | |
Document and Entity Information | |||
Entity Registrant Name | VIAVI SOLUTIONS INC. | ||
Entity Central Index Key | 912,093 | ||
Document Type | 10-K | ||
Document Period End Date | Jun. 27, 2015 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --06-27 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Public Float | $ 3.2 | ||
Entity Common Stock, Shares Outstanding | 235,325,963 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 27, 2015 | Mar. 28, 2015 | Dec. 27, 2014 | Sep. 27, 2014 | Jun. 28, 2014 | Mar. 29, 2014 | Dec. 28, 2013 | Sep. 28, 2013 | Jun. 27, 2015 | Jun. 28, 2014 | Jun. 29, 2013 | |
CONSOLIDATED STATEMENTS OF OPERATIONS | |||||||||||
Net revenue | $ 427.7 | $ 410.7 | $ 437.1 | $ 433.6 | $ 448.6 | $ 418 | $ 447.6 | $ 429 | $ 1,709.1 | $ 1,743.2 | $ 1,676.9 |
Cost of sales | 225.7 | 215.5 | 225.5 | 224.3 | 228.2 | 222.3 | 232.8 | 232.4 | 891 | 915.7 | 919 |
Amortization of acquired technologies | 7.4 | 10.9 | 11.1 | 10 | 10.9 | 11 | 9.9 | 11.4 | 39.4 | 43.2 | 63.3 |
Gross profit | 194.6 | 184.3 | 200.5 | 199.3 | 209.5 | 184.7 | 204.9 | 185.2 | 778.7 | 784.3 | 694.6 |
Operating expenses: | |||||||||||
Research and development | 80.9 | 76.7 | 79.2 | 76.4 | 80 | 74.1 | 72.3 | 69.6 | 313.2 | 296 | 258.5 |
Selling, general and administrative | 121.3 | 116.7 | 114.8 | 110.7 | 120.9 | 113.4 | 109 | 107.1 | 463.5 | 450.4 | 429.3 |
Amortization of other intangibles | 4.8 | 4.9 | 5 | 5.1 | 5.1 | 5.2 | 2.8 | 2.7 | 19.8 | 15.8 | 12.7 |
Restructuring and related charges | 13.6 | 8.3 | 9.7 | 2.9 | 20 | 3.6 | 1 | 34.5 | 23.8 | 19 | |
Restructuring recoveries | (0.8) | ||||||||||
Total operating expenses | 220.6 | 206.6 | 208.7 | 195.1 | 226 | 196.3 | 185.1 | 178.6 | 831 | 786 | 719.5 |
Loss from operations | (26) | (22.3) | (8.2) | 4.2 | (16.5) | (11.6) | 19.8 | 6.6 | (52.3) | (1.7) | (24.9) |
Interest and other income (expense), net | 2.2 | 0.3 | 0.4 | 0.5 | 0.1 | 0.6 | 0.4 | (0.6) | 3.4 | 0.5 | (4.1) |
Interest expense | (8.6) | (8.6) | (8.5) | (8.3) | (8.4) | (7.7) | (8.4) | (5.2) | (34) | (29.7) | (17.9) |
Loss from continuing operations before income taxes | (32.4) | (30.6) | (16.3) | (3.6) | (24.8) | (18.7) | 11.8 | 0.8 | (82.9) | (30.9) | (46.9) |
Provision for (benefit from) income taxes | 7.7 | (17.4) | 8.8 | 6.1 | 0.6 | (17.2) | 3 | 0.5 | 5.2 | (13.1) | (103.9) |
Net (loss) income from continuing operations, net of tax | (88.1) | (17.8) | 57 | ||||||||
Net (loss) income | $ (40.1) | $ (13.2) | $ (25.1) | $ (9.7) | $ (25.4) | $ (1.5) | $ 8.8 | $ 0.3 | $ (88.1) | $ (17.8) | $ 57 |
Basic net (loss) income per share from: | |||||||||||
Continuing operations (in dollars per share) | $ (0.38) | $ (0.08) | $ 0.24 | ||||||||
Net (loss) income (in dollars per share) | $ (0.17) | $ (0.06) | $ (0.11) | $ (0.04) | $ (0.11) | $ (0.01) | $ 0.04 | $ 0 | (0.38) | (0.08) | 0.24 |
Diluted net (loss) income per share from: | |||||||||||
Continuing operations (in dollars per share) | (0.38) | (0.08) | 0.24 | ||||||||
Net (loss) income (in dollars per share) | $ (0.17) | $ (0.06) | $ (0.11) | $ (0.04) | $ (0.11) | $ (0.01) | $ 0.04 | $ 0 | $ (0.38) | $ (0.08) | $ 0.24 |
Shares used in per share calculation: | |||||||||||
Basic | 234.6 | 233.2 | 232.1 | 230.8 | 234.3 | 234 | 233 | 235.3 | 232.7 | 234.2 | 235 |
Diluted | 234.6 | 233.2 | 232.1 | 230.8 | 234.3 | 234 | 235.8 | 239.6 | 232.7 | 234.2 | 239.3 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 27, 2015 | Jun. 28, 2014 | Jun. 29, 2013 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME | |||
Net (loss) income | $ (88.1) | $ (17.8) | $ 57 |
Other comprehensive income (loss): | |||
Net change in cumulative translation adjustment, net of tax | (55.4) | 9.8 | 5.8 |
Net change in available-for-sale investments, net of tax: | |||
Unrealized holding (losses) gains arising during period | (0.4) | 0.4 | 0.2 |
Less: reclassification adjustments included in Net (loss) income | (0.1) | (0.5) | |
Net change in defined benefit obligation, net of tax: | |||
Unrealized actuarial losses arising during period | (3.7) | (7.7) | (4.4) |
Amortization of actuarial losses | 0.4 | 0.1 | |
Net change in Accumulated other comprehensive (loss) income | (59.1) | 2.5 | 1.1 |
Comprehensive (loss) income | $ (147.2) | $ (15.3) | $ 58.1 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Jun. 27, 2015 | Jun. 28, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 347.9 | $ 297.2 |
Short-term investments | 465.3 | 552.2 |
Restricted cash | 26.2 | 31.9 |
Accounts receivable, net (Note 6) | 302.5 | 296.2 |
Inventories, net | 153.8 | 153.3 |
Prepayments and other current assets | 84.4 | 78.7 |
Total current assets | 1,380.1 | 1,409.5 |
Property, plant and equipment, net | 294.6 | 288.8 |
Goodwill | 261.1 | 267 |
Intangibles, net | 112.4 | 177.8 |
Deferred income taxes | 147.6 | 183.3 |
Other non-current assets | 22 | 25.5 |
Total assets | 2,217.8 | 2,351.9 |
Current liabilities: | ||
Accounts payable | 121.1 | 137.1 |
Accrued payroll and related expenses | 70.9 | 79.9 |
Income taxes payable | 6.8 | 21.4 |
Deferred revenue | 81.2 | 77.5 |
Accrued expenses | 41.2 | 34.8 |
Other current liabilities | 54.3 | 57.7 |
Total current liabilities | 375.5 | 408.4 |
Long-term debt | 561.6 | 536.3 |
Other non-current liabilities | $ 179.3 | $ 219.5 |
Commitments and contingencies (Note 16) | ||
Stockholders' equity: | ||
Preferred Stock, $0.001 par value; 1 million shares authorized; 1 share at June 27, 2015 and June 28, 2014, issued and outstanding | ||
Common Stock, $0.001 par value; 1 billion shares authorized; 235 million shares at June 27, 2015 and 230 million shares at June 28, 2014, issued and outstanding | $ 0.2 | $ 0.2 |
Additional paid-in capital | 70,022.7 | 69,957 |
Accumulated deficit | (68,873.5) | (68,780.6) |
Accumulated other comprehensive (loss) income | (48) | 11.1 |
Total stockholders equity | 1,101.4 | 1,187.7 |
Total liabilities and stockholders equity | $ 2,217.8 | $ 2,351.9 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 27, 2015 | Jun. 28, 2014 |
CONSOLIDATED BALANCE SHEETS | ||
Preferred Stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred Stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred Stock, shares issued | 1 | 1 |
Preferred Stock, shares outstanding | 1 | 1 |
Common Stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common Stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common Stock, shares issued | 235,000,000 | 230,000,000 |
Common Stock, shares outstanding | 235,000,000 | 230,000,000 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 27, 2015 | Jun. 28, 2014 | Jun. 29, 2013 | |
OPERATING ACTIVITIES: | |||
Net (loss) income | $ (88.1) | $ (17.8) | $ 57 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |||
Depreciation expense | 80.8 | 72.5 | 68.4 |
Amortization of acquired technologies and other intangibles | 59.2 | 59 | 76.2 |
Stock-based compensation | 66.9 | 64.1 | 56.5 |
Amortization of debt issuance costs and accretion of debt discount | 27.3 | 22.9 | 12.9 |
Amortization of discount and premium on investments, net | 3.2 | 4.2 | 4.1 |
Other | 8.1 | 4.1 | 4.3 |
Changes in operating assets and liabilities, net of impact of acquisitions of businesses: | |||
Accounts receivable | (12.5) | (9.6) | 39.2 |
Inventories | (6) | (3.2) | 27.2 |
Other current and non-current assets | (9) | 5.4 | (15.3) |
Accounts payable | (10.1) | 25.9 | (16.1) |
Income taxes payable | (21.3) | 1.3 | 0.1 |
Deferred revenue, current and non-current | 3.2 | 2.7 | 1.1 |
Deferred taxes, net | 19.8 | (33.1) | (119.5) |
Accrued payroll and related expenses | (32.4) | (19.6) | (9.4) |
Accrued expenses and other current and non-current liabilities | (6.3) | (2.2) | 1.1 |
Net cash provided by operating activities | 82.3 | 176.6 | 187.8 |
INVESTING ACTIVITIES: | |||
Purchases of available-for-sale investments | (562.7) | (1,072.9) | (466.6) |
Maturities of available-for-sale investments | 574.8 | 480.9 | 287.7 |
Sales of available-for-sale investments | 71.4 | 249.1 | 288.9 |
Changes in restricted cash | 6 | (2.3) | 1.6 |
Acquisition of businesses, net of cash acquired | (216) | (83.2) | |
Capital expenditures | (101.5) | (99.8) | (65.1) |
Proceeds from the sale of assets | 6.2 | 9.2 | 11.7 |
Net cash used in investing activities | (5.8) | (651.8) | (25) |
FINANCING ACTIVITIES: | |||
Proceeds from issuance of senior convertible debt | 650 | ||
Payment of debt issuance costs | (13.5) | (0.2) | |
Repurchase and retirement of common stock | (4.8) | (155.2) | |
Redemption of senior convertible debt | (306.8) | ||
Payment of financing obligations | (23.3) | (14.2) | (2.5) |
Proceeds from exercise of employee stock options and employee stock purchase plan | 20.8 | 22.5 | 25.7 |
Net cash (used in) provided by financing activities | (7.3) | 489.6 | (283.8) |
Effect of exchange rates on cash and cash equivalents | (18.5) | 1.8 | 0.9 |
Net increase (decrease) in cash and cash equivalents | 50.7 | 16.2 | (120.1) |
Cash and cash equivalents at beginning of period | 297.2 | 281 | 401.1 |
Cash and cash equivalents at end of period | 347.9 | 297.2 | 281 |
Supplemental disclosure of cash flow information: | |||
Cash paid for interest | 6.5 | 4.6 | 4.8 |
Cash paid for taxes | $ 23.8 | $ 18.7 | $ 14.3 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Millions, $ in Millions | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Income | Total |
Balance at Jun. 29, 2012 | $ 0.2 | $ 69,695.7 | $ (68,664.6) | $ 7.5 | $ 1,038.8 |
Balance (in shares) at Jun. 29, 2012 | 231.9 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Net (loss) income | 57 | 57 | |||
Comprehensive income (loss) | 1.1 | 1.1 | |||
Shares issued under employee stock plans, net of tax effects | 9.9 | 9.9 | |||
Shares issued under employee stock plans, net of tax effects (in shares) | 5.5 | ||||
Stock-based compensation | 56.5 | 56.5 | |||
Reacquisition of equity component related to convertible debt repurchase | (2) | (2) | |||
Balance at Jun. 29, 2013 | $ 0.2 | 69,760.1 | (68,607.6) | 8.6 | 1,161.3 |
Balance (in shares) at Jun. 29, 2013 | 237.4 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Net (loss) income | (17.8) | (17.8) | |||
Comprehensive income (loss) | 2.5 | 2.5 | |||
Shares issued under employee stock plans, net of tax effects | 1.4 | 1.4 | |||
Shares issued under employee stock plans, net of tax effects (in shares) | 5.3 | ||||
Stock-based compensation | 64 | 64 | |||
Repurchase of common stock | (155.2) | (155.2) | |||
Repurchase of common stock (in shares) | (12.3) | ||||
Equity component related to issuance of senior convertible notes, net of equity component issuance costs | 131.5 | 131.5 | |||
Balance at Jun. 28, 2014 | $ 0.2 | 69,957 | (68,780.6) | 11.1 | 1,187.7 |
Balance (in shares) at Jun. 28, 2014 | 230.4 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Net (loss) income | (88.1) | (88.1) | |||
Comprehensive income (loss) | (59.1) | (59.1) | |||
Shares issued under employee stock plans, net of tax effects | (1.2) | (1.2) | |||
Shares issued under employee stock plans, net of tax effects (in shares) | 5.3 | ||||
Stock-based compensation | 66.9 | 66.9 | |||
Repurchase of common stock | (4.8) | (4.8) | |||
Repurchase of common stock (in shares) | (0.4) | ||||
Balance at Jun. 27, 2015 | $ 0.2 | $ 70,022.7 | $ (68,873.5) | $ (48) | $ 1,101.4 |
Balance (in shares) at Jun. 27, 2015 | 235.3 |
Description of Business and Sum
Description of Business and Summary of Significant Accounting Policies | 12 Months Ended |
Jun. 27, 2015 | |
Description of Business and Summary of Significant Accounting Policies | |
Description of Business and Summary of Significant Accounting Policies | Note 1. Description of Business and Summary of Significant Accounting Policies Description of Business Viavi Solutions Inc. (“Viavi,” also referred to as “the Company,” “we,” “our,” and “us”), formerly JDS Uniphase Corporation (“JDSU”), is a leading provider of network and service enablement solutions and optical products for telecommunications service providers, wireless operators, cable operators, network-equipment manufacturers (“NEMs”) and enterprises. We are also an established leader in anti-counterfeiting solutions for currency authentication, and provide high-value optical components and instruments for security, safety, electronics, and other applications. In addition, we leverage our core networking and optical technology expertise to deliver high-powered commercial lasers for manufacturing applications and expand into emerging markets, including 3-D sensing solutions for consumer electronics. On September 10, 2014, we announced plans to separate into two publicly-traded companies: · an optical components and commercial lasers company, Lumentum Holdings Inc. (“Lumentum”), consisting of our Communications and Commercial Optical Products (“CCOP”) segment and the WaveReady product line within our Network Enablement (“NE”) segment; and · a network and service enablement and optical coatings company, renamed Viavi, consisting of our NE, Service Enablement (“SE”) and Optical Security and Performance Products (“OSP”) segments. On August 1, 2015, we completed the distribution of approximately 80.1% of the outstanding shares of Lumentum common stock to our stockholders. We were renamed Viavi and, at the time of the distribution, retained ownership of approximately 19.9% of Lumentum’s outstanding shares. The Company’s consolidated financial statements included in this Annual Report on Form 10-K include the Lumentum business which will be reported as a discontinued operation beginning in the first quarter of fiscal 2016. Fiscal Years The Company utilizes a 52-53 week fiscal year ending on the Saturday closest to June 30th. In fiscal 2015, 2014 and 2013 the Company’s fiscal years were 52-weeks ending on June 27, 2015, June 28, 2014, and June 29, 2013. Change in Reportable Segments During fiscal 2015 the Company reorganized its Network Service and Enablement (“NSE”) reportable segment into two separate reportable segments: Network Enablement (“NE”) and Service Enablement (“SE”). This change does not impact previously reported consolidated financial information. However, historical information related to the NSE reportable segment has been recast to reflect the new NE and SE reportable segment structure. Refer to “Note 17. Operating Segments and Geographic Information.” Principles of Consolidation The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the Company and its wholly-owned subsidiaries. All inter-company accounts and transactions have been eliminated. Fiscal 2013 Out-of-Period Adjustments During the year ended June 29, 2013, the Company recorded out-of-period adjustments that impacted cost of sales and other income related to prior fiscal years. The impact of the out-of-period adjustments recorded by the Company resulted in a $2.5 million increase in net income during the year ended June 29, 2013. Management and the Audit Committee have concluded these errors, both individually and in aggregate, were not material to any prior year financial statements and the impact of correcting these errors in fiscal 2013 was not material to the full year fiscal 2013 financial statements. Discontinued Operations During fiscal 2013, the Company closed the sale of its hologram business (“Hologram Business”) to OpSec Security Inc. (“OpSec Security”) for $11.5 million in cash. The Consolidated Statements of Operations have been recast to present the Hologram Business as discontinued operations as described in “Note 18. Discontinued Operations.” Unless noted otherwise, discussion in the Notes to Consolidated Financial Statements pertain to continuing operations. Use of Estimates The preparation of the Company’s consolidated financial statements in conformity with U.S. GAAP requires Company management (“Management”) to make estimates and assumptions that affect the reported amount of assets and liabilities at the date of the financial statements, the reported amount of net revenue and expenses and the disclosure of commitments and contingencies during the reporting periods. The Company bases estimates on historical experience and on various assumptions about the future believed to be reasonable based on available information. The Company’s reported financial position or results of operations may be materially different under changed conditions or when using different estimates and assumptions, particularly with respect to significant accounting policies. If estimates or assumptions differ from actual results, subsequent periods are adjusted to reflect more current information. Cash and Cash Equivalents The Company considers highly-liquid instruments such as treasury bills, commercial paper and other money market instruments with original maturities of 90 days or less at the time of purchase to be cash equivalents. Restricted Cash At June 27, 2015 and June 28, 2014, the Company’s short-term restricted cash balances were $26.2 million and $31.9 million, respectively, and the Company’s long-term restricted cash balances were $6.1 million and $6.6 million, respectively. These balances primarily include interest-bearing investments in bank certificates of deposit and money market funds which act as collateral supporting the issuance of letters of credit and performance bonds for the benefit of third parties. Investments The Company’s investments in debt securities and marketable equity securities are primarily classified as available-for-sale investments or trading securities and are recorded at fair value. The cost of securities sold is based on the specific identification method. Unrealized gains and losses on available-for-sale investments, net of tax, are reported as a separate component of stockholders’ equity. Unrealized gains or losses on trading securities resulting from changes in fair value are recognized in current earnings. The Company’s short-term investments, which are classified as current assets, include certain securities with stated maturities of longer than twelve months as they are highly liquid and available to support current operations. The Company periodically reviews these investments for impairment. If a debt security’s market value is below amortized cost and the Company either intends to sell the security or it is more likely than not that the Company will be required to sell the security before its anticipated recovery, the Company records an other-than-temporary impairment charge to investment income (loss) for the entire amount of the impairment; if a debt security’s market value is below amortized cost and the Company does not expect to recover the entire amortized cost of the security, the Company separates the other-than-temporary impairment into the portion of the loss related to credit factors, or the credit loss portion, and the portion of the loss that is not related to credit factors, or the non-credit loss portion. The credit loss portion is the difference between the amortized cost of the security and the Company’s best estimate of the present value of the cash flows expected to be collected from the debt security. The non-credit loss portion is the residual amount of the other-than-temporary impairment. The credit loss portion is recorded as a charge to income (loss), and the non-credit loss portion is recorded as a separate component of Other comprehensive income (loss). Fair Value of Financial Instruments The carrying amounts of certain of the Company’s financial instruments, including cash equivalents, accounts receivable, accounts payable, and deferred compensation liability, approximate fair value because of their short maturities. Fair value is defined as the exit price, or the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. There is an established hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring the most observable inputs be used when available. Observable inputs are inputs market participants would use in valuing the asset or liability and are developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the assumptions about the factors that market participants would use in valuing the asset or liability. Estimates of fair value of fixed-income securities are based on third party, market-based pricing sources which the Company believes to be reliable. These estimates represent the third parties’ good faith opinion as to what a buyer in the marketplace would pay for a security in a current sale. For instruments that are not actively traded, estimates may be based on current treasury yields adjusted by an estimated market credit spread for the specific instrument. The fair market value of the Company’s 0.625% Senior Convertible Notes due 2033 (the “2033 Notes”) fluctuates with interest rates and with the market price of the stock, but does not affect the carrying value of the debt on the balance sheet. Refer to the Company’s “Note 10. Debts and Letters of Credit” for more information. Inventories Inventory is valued at standard cost, which approximates actual cost computed on a first-in, first-out basis, not in excess of net realizable market value. The Company assesses the valuation on a quarterly basis and writes down the value for estimated excess and obsolete inventory based upon estimates of future demand, including warranty requirements. Our inventories include material, labor, and manufacturing overhead costs. Property, Plant and Equipment Property, plant and equipment are stated at cost. Depreciation is computed by the straight-line method over the following estimated useful lives of the assets: 10 to 50 years for building and improvements, 2 to 20 years for machinery and equipment, and 2 to 5 years for furniture, fixtures, software and office equipment. Leasehold improvements are amortized by the straight-line method over the shorter of the estimated useful lives of the assets or the term of the lease. Demonstration units, which are Company products used for demonstration purposes for customers and/or potential customers and generally not intended to be sold, have an estimated useful life of 5 years and are amortized by the straight-line method. Costs related to software acquired, developed or modified solely to meet the Company’s internal requirements and for which there are no substantive plans to market are capitalized in accordance with the authoritative guidance on accounting for the costs of computer software developed or obtained for internal use. Only costs incurred after the preliminary planning stage of the project and after management has authorized and committed funds to the project are eligible for capitalization. Costs capitalized for computer software developed or obtained for internal use are included in Property, plant and equipment, net on the Consolidated Balance Sheets. Goodwill Goodwill represents the excess of the purchase price of an acquired enterprise or assets over the fair value of the identifiable assets acquired and liabilities assumed. The Company tests for impairment of goodwill on an annual basis in the fourth quarter and at any other time when events occur or circumstances indicate that the carrying amount of goodwill may not be recoverable. Refer to “Note 8. Goodwill” for more information. Circumstances that could trigger an impairment test include, but are not limited to: a significant adverse change in the business climate or legal factors, an adverse action or assessment by a regulator, change in customer, target market and strategy, unanticipated competition, loss of key personnel, or the likelihood that a reporting unit or significant portion of a reporting unit will be sold or otherwise disposed. An assessment of qualitative factors may be performed to determine whether it is necessary to perform the two-step quantitative goodwill impairment test. If the result of the qualitative assessment is that it is more likely than not (i.e., greater than 50% likelihood) that the fair value of a reporting unit, is less than its carrying amount, then the quantitative test is required. Otherwise, no further testing is required. Under the quantitative test, if the carrying amount of the reporting unit goodwill exceeds the implied fair value of that goodwill, an impairment loss is recorded in the Consolidated Statements of Operations as “Impairment of goodwill.” Measurement of the fair value of a reporting unit is based on one or more of the following fair value measures: amounts at which the unit as a whole could be bought or sold in a current transaction between willing parties, using present value techniques of estimated future cash flows, or using valuation techniques based on multiples of earnings or revenue, or a similar performance measure. Intangible Assets Intangible assets consist primarily of purchased intangible assets through acquisitions. Purchased intangible assets primarily include acquired developed technologies (developed and core technology), customer relationships, proprietary know-how, trade secrets, and trademarks and trade names. Intangible assets are amortized using the straight-line method over the estimated economic useful lives of the assets, which is the period during which expected cash flows support the fair value of such intangible assets. Long-lived Asset Valuation (Property, Plant and Equipment and Intangible Assets Subject to Amortization) Long-lived assets held and used The Company tests long-lived assets for recoverability, at the asset group level, when events or changes in circumstances indicate that their carrying amount may not be recoverable. Circumstances which could trigger a review include, but are not limited to: significant decreases in the market price of the asset, significant adverse changes in the business climate or legal factors, accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of the asset, current period cash flow or operating losses combined with a history of losses or a forecast of continuing losses associated with the use of the asset, or current expectation that the asset will more likely than not be sold or disposed significantly before the end of its estimated useful life. Recoverability is assessed based on the difference between the carrying amount of the asset and the sum of the undiscounted cash flows expected to result from the use and the eventual disposal of the asset. An impairment loss is recognized when the carrying amount is not recoverable and exceeds fair value. Long-lived assets held for sale Long-lived assets are classified as held for sale when certain criteria are met, which include: Management’s commitment to a plan to sell the assets, the availability of the assets for immediate sale in their present condition, an active program to locate buyers and other actions to sell the assets has been initiated, whether the sale of the assets is probable and their transfer is expected to qualify for recognition as a completed sale within one year, whether the assets are being marketed at reasonable prices in relation to their fair value, and how unlikely it is that significant changes will be made to the plan to sell the assets. The Company measures long-lived assets to be disposed of by sale at the lower of carrying amount or fair value less cost to sell. Fair value is determined using quoted market prices or the anticipated cash flows discounted at a rate commensurate with the risk involved. Pension and Other Postretirement Benefits The funded status of the Company’s retirement-related benefit plans is recognized on the Consolidated Balance Sheets. The funded status is measured as the difference between the fair value of plan assets and the benefit obligation at fiscal year end, the measurement date. For defined benefit pension plans, the benefit obligation is the projected benefit obligation (“PBO”) and for the non-pension postretirement benefit plan the benefit obligation is the accumulated postretirement benefit obligation (“APBO”). The PBO represents the actuarial present value of benefits expected to be paid upon retirement. The APBO represents the actuarial present value of postretirement benefits attributed to employee services already rendered. Unfunded or partially funded plans, with the benefit obligation exceeding the fair value of plan assets, are aggregated and recorded as a retirement and non-pension postretirement benefit obligation equal to this excess. The current portion of the retirement-related benefit obligation represents the actuarial present value of benefits payable in the next 12 months in excess of the fair value of plan assets, measured on a plan-by-plan basis. This liability is recorded in Other current liabilities in the Consolidated Balance Sheets. Net periodic pension cost (income) is recorded in the Consolidated Statements of Operations and includes service cost, interest cost, expected return on plan assets, amortization of prior service cost and (gains) losses previously recognized as a component of accumulated other comprehensive income. Service cost represents the actuarial present value of participant benefits attributed to services rendered by employees in the current year. Interest cost represents the time value of money cost associated with the passage of time. (Gains) losses arise as a result of differences between actual experience and assumptions or as a result of changes in actuarial assumptions. Prior service cost (credit) represents the cost of benefit improvements attributable to prior service granted in plan amendments. (Gains) losses and prior service cost (credit) not recognized as a component of net periodic pension cost (income) in the Consolidated Statements of Operations as they arise are recognized as a component of Accumulated other comprehensive income on the Consolidated Balance Sheets, net of tax. Those (gains) losses and prior service cost (credit) are subsequently recognized as a component of net periodic pension cost (income) pursuant to the recognition and amortization provisions of the authoritative guidance. The measurement of the benefit obligation and net periodic pension cost (income) is based on the Company’s estimates and actuarial valuations provided, by third-party actuaries, which are approved by Management. These valuations reflect the terms of the plans and use participant-specific information such as compensation, age and years of service, as well as certain assumptions, including estimates of discount rates, expected return on plan assets, rate of compensation increases, and mortality rates. The Company evaluates these assumptions annually at a minimum. In estimating the expected return on plan assets, the Company considers historical returns on plan assets, adjusted for forward-looking considerations, inflation assumptions and the impact of the active management of the plan’s invested assets. Concentration of Credit and Other Risks Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, short-term investments, trade receivables and foreign currency forward contracts. The Company’s cash and cash equivalents and short-term investments are held in safekeeping by large, creditworthy financial institutions. The Company invests its excess cash primarily in U.S. government and agency bonds securities, corporate securities, money market funds, asset-backed securities, and other investment-grade securities. The Company has established guidelines relative to credit ratings, diversification and maturities that seek to maintain safety and liquidity of these investments. The Company’s foreign exchange derivative instruments expose the Company to credit risk to the extent that the counterparties may be unable to meet the terms of the agreements. The Company seeks to mitigate such risk by limiting its counterparties to major financial institutions and by spreading such risk across several major financial institutions. In addition, the potential risk of loss with any one counterparty resulting from such risk is monitored by the Company on an ongoing basis. The Company performs credit evaluations of its customers’ financial condition and generally does not require collateral from its customers. These evaluations require significant judgment and are based on a variety of factors including, but not limited to, current economic trends, historical payment, bad debt write-off experience, and financial review of the customer. The Company maintains an allowance for doubtful accounts for estimated losses resulting from the inability of its customers to make required payments. When the Company becomes aware that a specific customer is unable to meet its financial obligations, the Company records a specific allowance to reflect the level of credit risk in the customer’s outstanding receivable balance. In addition, the Company records additional allowances based on certain percentages of aged receivable balances. These percentages take into account a variety of factors including, but not limited to, current economic trends, historical payment and bad debt write-off experience. The Company classifies bad debt expenses as selling, general and administrative (“SG&A”) expense. The Company is not able to predict changes in the financial stability of its customers. Any material change in the financial status of any one or a group of customers could have a material adverse effect on the Company’s results of operations and financial condition. Although such losses have been within management’s expectations to date, there can be no assurance that such allowances will continue to be adequate. The Company has significant trade receivables concentrated in the telecommunications industry. While the Company’s allowance for doubtful accounts balance is based on historical loss experience along with anticipated economic trends, unanticipated financial instability in the telecommunications industry could lead to higher than anticipated losses. No one customer accounted for greater than 10% of accounts receivables or revenue during the periods presented. The Company relies on a limited number of suppliers for a number of key components contained in our products. The Company also relies on a limited number of significant independent contract manufacturers for the production of certain key components and subassemblies contained in our products. The Company generally uses a rolling twelve month forecast based on anticipated product orders, customer forecasts, product order history and backlog to determine its materials requirements. Lead times for the parts and components that the Company orders vary significantly and depend on factors such as the specific supplier, contract terms and demand for a component at a given time. If the forecast does not meet actual demand, the Company may have excess or shortfalls of some materials and components, as well as excess inventory purchase commitments. The Company could experience reduced or delayed product shipments or incur additional inventory write-downs and cancellation charges or penalties, which would increase costs and could have a material adverse impact on the Company’s results of operations. Foreign Currency Forward Contracts The Company conducts its business and sells its products to customers primarily in North America, Europe and Asia. In the normal course of business, the Company’s financial position is routinely subject to market risks associated with foreign currency rate fluctuations due to balance sheet positions in foreign currencies. The Company evaluates foreign exchange risks and utilizes foreign currency forward contracts to reduce such risks, hedging the gains or losses generated by the re-measurement of significant foreign currency denominated monetary assets and liabilities. The fair value of these contracts is reflected as other assets or other liabilities and the change in fair value of these foreign currency forward contracts is recorded as income or loss in the Company’s Consolidated Statements of Operations as a component of Interest and other income (expense), net to largely offset the change in fair value of the foreign currency denominated monetary assets and liabilities which is also recorded as a component of Interest and other income (expense), net. Foreign Currency Translation Assets and liabilities of non-U.S. subsidiaries that operate in a local currency environment, where that local currency is the functional currency, are translated into U.S. dollars at exchange rates in effect at the balance sheet date, with the resulting translation adjustments directly recorded as a component of Accumulated other comprehensive income, on the Consolidated Balance Sheets. Income and expense accounts are translated at the prior month balance sheet exchange rates, which are deemed to approximate average monthly rate. Gains and losses from re-measurement of monetary assets and liabilities denominated in currencies other than the respective functional currencies are included in the Consolidated Statements of Operations as a component of Interest and other income (expense), net. Revenue Recognition The Company recognizes revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when it has persuasive evidence of an arrangement, delivery has occurred, the sales price is fixed or determinable and collectability is reasonably assured. Delivery does not occur until products have been shipped or services have been provided, risk of loss has transferred and in cases where formal acceptance is required, customer acceptance has been obtained or customer acceptance provisions have lapsed. In situations where a formal acceptance is required but the acceptance only relates to whether the product meets its published specifications, revenue is recognized upon delivery provided all other revenue recognition criteria are met. The sales price is not considered to be fixed or determinable until all contingencies related to the sale have been resolved. The Company reduces revenue for rebates and other similar allowances. Revenue is recognized only if these estimates can be reliably determined. The Company’s estimates are based on its historical results taking into consideration the type of customer, the type of transaction and the specifics of each arrangement. In addition to the aforementioned general policies, the following are the specific revenue recognition policies for multiple-element arrangements and for each major category of revenue. Multiple-Element Arrangements When a sales arrangement contains multiple deliverables, such as sales of products that include services, the multiple deliverables are evaluated to determine whether there are one or more units of accounting. Where there is more than one unit of accounting, then the entire fee from the arrangement is allocated to each unit of accounting based on the relative selling price. Under this approach, the selling price of a unit of accounting is determined by using a selling price hierarchy which requires the use of vendor-specific objective evidence (“VSOE”) of fair value if available, third-party evidence (“TPE”) if VSOE is not available, or best estimate of selling price (“BESP”) if neither VSOE nor TPE is available. Revenue is recognized when the revenue recognition criteria for each unit of accounting are met. The Company establishes VSOE of selling price using the price charged for a deliverable when sold separately and, in remote circumstances, using the price established by management having the relevant authority. TPE of selling price is established by evaluating similar and interchangeable competitor goods or services in sales to similarly situated customers. When VSOE or TPE are not available the Company then uses BESP. Generally, the Company is not able to determine TPE because its product strategy differs from that of others in our markets, and the extent of customization varies among comparable products or services from its peers. The Company establishes BESP using historical selling price trends and considering multiple factors including, but not limited to geographies, market conditions, competitive landscape, internal costs, gross margin objectives, and pricing practices. When determining BESP, the Company applies significant judgment in establishing pricing strategies and evaluating market conditions and product lifecycles. To the extent a deliverable(s) in a multiple-element arrangement is subject to specific guidance (for example, software that is subject to the authoritative guidance on software revenue recognition), the Company allocates the fair value of the units of accounting using relative selling price and that unit of accounting is accounted for in accordance with the specific guidance. Some product offerings include hardware that are integrated with or sold with software that delivers the functionality of the equipment. The Company believes this equipment is not considered software-related and would therefore be excluded from the scope of the authoritative guidance on software revenue recognition. Hardware Revenue from hardware sales is recognized when the product is shipped to the customer and when there are no unfulfilled company obligations that affect the customer’s final acceptance of the arrangement. Any cost of warranties and remaining obligations that are inconsequential or perfunctory are accrued when the corresponding revenue is recognized. Services Revenue from services and system maintenance is typically recognized on a straight-line basis over the term of the contract. Revenue from professional service engagements is typically recognized once its delivery obligation is fulfilled. Revenue related to extended warranty and product maintenance contracts is deferred and recognized on a straight-line basis over the delivery period. The Company also generates service revenue from hardware repairs and calibration which is recognized as revenue upon completion of the service. Software The Company’s software arrangements generally consist of a perpetual license fee and Post-Contract Support (“PCS”). Where the Company has established VSOE of fair value for PCS contracts, this has generally been based on the renewal rate or the bell curve methodology. Revenue from maintenance, unspecified upgrades and technical support is recognized over the period such items are delivered. In multiple-element revenue arrangements that include software, software-related and non-software-related elements are accounted for in accordance with the following policies. · Non-software and software-related products are bifurcated based on a relative selling price · Software-related products are separated into units of accounting if all of the following criteria are met: · The functionality of the delivered element(s) is not dependent on the undelivered element(s). · There is VSOE of fair value of the undelivered element(s). · Delivery of the delivered element(s) represents the culmination of the earnings process for that element(s). If these criteria are not met, the software revenue is deferred until the earlier of when such criteria are met or when the last undelivered element is delivered. If there is VSOE of the undelivered item(s) but no such evidence for the delivered item(s), the residual method is used to allocate the arrangement consideration. Under the residual method, the amount of consideration allocated to the delivered item(s) equals the total arrangement consideration less the aggregate VSOE of the undelivered elements. In cases where VSOE is not established for PCS, revenue is recognized ratably over the PCS period after all software elements have been delivered and the only undelivered item is PCS. Warranty The Company provides reserves for the estimated costs of product warranties at the time revenue is recognized. It estimates the costs of it |
Recently Issued Accounting Pron
Recently Issued Accounting Pronouncements | 12 Months Ended |
Jun. 27, 2015 | |
Recently Issued Accounting Pronouncements | |
Recently Issued Accounting Pronouncements | Note 2. Recently Issued Accounting Pronouncements In July 2015, the Financial Accounting Standards Board (“FASB”) issued guidance to change the subsequent measurement of inventory from lower of cost or market to lower of cost and net realizable value. The guidance is effective for the Company in the first quarter of fiscal 2018. Earlier application is permitted as of the beginning of an interim or annual reporting period. The Company is evaluating the impact of adopting this new accounting guidance on its consolidated financial statements. In May 2015, the FASB issued guidance to remove the requirement to categorize within the fair value hierarchy all investments for which fair value is measured using net asset value per share practical expedient. The guidance is effective for the Company in the first quarter of fiscal 2017 and may apply to certain pension assets. The guidance will be applied retrospectively and earlier adoption is permitted. The Company is evaluating the impact of adopting this new accounting guidance on its consolidated financial statements. In April 2015, the FASB issued new authoritative guidance to provide a practical expedient that permits the entity to measure defined benefit plan assets and obligations using the month-end that is closest to the entity’s fiscal year-end and apply that practical expedient consistently from year to year. Prospective application is required and early adoption is permitted. This guidance is effective for the Company in the first quarter of fiscal 2017 and may apply to the qualified and the non-qualified pension plans in certain countries. The Company will not early adopt and is evaluating the impact of adopting this new accounting guidance on its consolidated financial statements. In April 2015, the FASB issued new authoritative guidance to simplify the presentation of debt issuance costs by requiring debt issuance costs to be presented as a deduction from the corresponding liability, consistent with debt discounts or premiums. This guidance is effective for the Company in the first quarter of fiscal 2017 and will be applied retrospectively. The consolidated balance sheet of each individual period presented will be adjusted to reflect the period-specific effects of applying this new guidance. In May 2014, the FASB issued new authoritative guidance related to revenue recognition. This guidance will replace current U.S. GAAP guidance on this topic and eliminate industry-specific guidance. The new revenue recognition guidance provides a unified model to determine when and how revenue is recognized. The core principle is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration for which the entity expects to be entitled in exchange for those goods or services. This guidance allows for either full retrospective adoption or modified retrospective adoption. The FASB deferred the effective date for this guidance by one year to December 15, 2017 for annual reporting periods beginning after that. Earlier application of this guidance is permitted but not before the original date of December 15, 2016. The Company is evaluating the impact that this new accounting guidance will have on its consolidated financial statements and the related disclosures. In April 2014, the FASB issued authoritative guidance, which specifies that only disposals, such as a disposal of a major line of business, representing a strategic shift in operations should be presented as discontinued operations. In addition, the new guidance requires expanded disclosures about discontinued operations that will provide financial statement users with more information about the assets, liabilities, income, and expenses of discontinued operations. This guidance is effective for the Company in the first quarter of fiscal 2016 and will be applied to the separation of the Lumentum business which took place on August 1, 2015. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Jun. 27, 2015 | |
Earnings Per Share | |
Earnings Per Share | Note 3. Earnings Per Share The following table sets forth the computation of basic and diluted net (loss) income per share ( in millions, except per share data ): Years Ended June 27, 2015 June 28, 2014 June 29, 2013 Numerator: Net (loss) income $ ) $ ) $ Loss from discontinued operations, net of tax — — — Net (loss) income $ ) $ ) $ Denominator: Weighted-average number of common shares outstanding Basic Effect of dilutive securities from stock-based benefit plans — — Diluted Basic net (loss) income per share from: Continuing operations $ ) $ ) $ Discontinued operations — — — Net (loss) income $ ) $ ) $ Diluted net (loss) income per share from: Continuing operations $ ) $ ) $ Discontinued operations — — — Net (loss) income $ ) $ ) $ The following table sets forth the weighted-average potentially dilutive securities excluded from the computation of the diluted net (loss) income per share because their effect would have been anti-dilutive ( in millions ): Years Ended June 27, 2015 (1)(2) June 28, 2014 (1)(2) June 29, 2013 (3) Stock options and ESPP Restricted Stock Units Total potentially dilutive securities (1) As the Company incurred a net loss in the period, potential dilutive securities from employee stock options, ESPP and Restricted Stock Units (“RSUs”) have been excluded from the diluted net loss per share computations as their effects were deemed anti-dilutive. (2) The Company’s 2033 Notes are not included in the table above. The par amount of convertible notes is payable in cash equal to the principal amount of the notes plus any accrued and unpaid interest and then the “in-the-money” conversion benefit feature at the conversion price above $18.83 per share is payable in cash, shares of the Company’s common stock or a combination of both. Refer to “Note 10. Debts and Letters of Credit” for more details. (3) The Company’s 1% Senior Convertible Notes due 2026 (the “2026 Notes”) are not included in the table above. The par amount of convertible notes is payable in cash equal to the principal amount of the notes plus any accrued and unpaid interest and then the “in-the-money” conversion benefit feature at the conversion price above $30.30 per share is payable in shares of the Company’s common stock or cash. As of June 29, 2013, no amounts related to the 2026 Notes were outstanding. Refer to “Note 10. Debts and Letters of Credit” for more information. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive (Loss) Income | 12 Months Ended |
Jun. 27, 2015 | |
Accumulated Other Comprehensive (Loss) Income | |
Accumulated Other Comprehensive (Loss) Income | Note 4. Accumulated Other Comprehensive (Loss) Income The Company’s accumulated other comprehensive (loss) income consists of the accumulated net unrealized gains and losses on available-for-sale investments, foreign currency translation adjustments and defined benefit obligations. At June 27, 2015 and June 28, 2014, balances for the components of accumulated other comprehensive (loss) income were as follows ( in millions ): Unrealized (losses) on available-for- sale investments Foreign currency translation adjustments Defined benefit obligation, net of tax (1) Total Beginning balance as of June 28, 2014 $ ) $ $ ) $ Other comprehensive (loss) income before reclassification ) ) ) ) Amounts reclassified from accumulated other comprehensive (loss) income — — Net current-period other comprehensive (loss) income ) ) ) ) Ending balance as of June 27, 2015 $ ) $ ) $ ) $ ) (1) Amount represents the amortization of actuarial losses included as a component of Selling, general and administrative expense (“SG&A”) in the Consolidated Statement of Operations for the year ended June 27, 2015. There was no tax impact. Refer to “Note 15. Employee Pension and Other Benefit Plans” for more details on the computation of net periodic cost for pension plans. |
Mergers and Acquisitions
Mergers and Acquisitions | 12 Months Ended |
Jun. 27, 2015 | |
Mergers and Acquisitions | |
Mergers and Acquisitions | Note 5. Mergers and Acquisitions Fiscal 2014 Acquisitions Network Instruments, LLC (“Network Instruments”) On January 6, 2014 (“Network Instruments Closing Date”), the Company completed the acquisition of Network Instruments, a privately-held U.S. company. Network Instruments is a leading developer of enterprise network and application-performance management solutions for global 2000 companies. The Company acquired all outstanding shares of Network Instruments for $208.5 million in cash, subject to final cash and working capital adjustments including holdback payments of approximately $20.0 million which are reserved for potential breaches of representations and warranties. During fiscal 2015 the Company made holdback payments totaling $19.7 million, net of working capital adjustments, which were classified as a financing activity within the Consolidated Statements of Cash Flows. The acquisition of Network Instruments further strengthens the Company’s portfolio of solutions for the enterprise, data center and cloud networking markets. In order to improve application performance, reduce costs and address increasing network complexity, enterprise network administrators are rapidly transforming their IT networks while embracing today’s most critical technology initiatives such as unified communications, cloud, and data center consolidation. Network Instruments helps enterprises simplify the management and optimization of their networks with high-performance solutions that provide actionable intelligence and deep network visibility. Network Instruments was integrated into the Company’s SE segment. The Company accounted for the transaction in accordance with the authoritative guidance on business combinations; therefore, the tangible and intangible assets acquired and liabilities assumed were recorded at fair value on the acquisition date. The Company finalized the purchase price allocation related to this acquisition, including measurement period adjustments with the corresponding offset to goodwill, during fiscal 2014. The purchase price was allocated as follows ( in millions ): Net tangible assets acquired $ Intangible assets acquired: Developed technology Customer relationships In-process research and development Other Goodwill Total purchase price $ The following table summarizes the components of the tangible assets acquired at fair value ( in millions ): Cash $ Accounts receivable Inventory Property and equipment Accounts payable ) Deferred tax liabilities, net ) Other liabilities, net of other assets ) Deferred revenue ) Net tangible assets acquired $ Acquired intangible assets are classified as Level 3 assets for which fair value is derived from valuation based on inputs that are unobservable and significant to the overall fair value measurement. The fair value of acquired developed technology, customer relationships, acquired in-process research and development (“IPR&D”) and other intangible assets was determined based on an income approach using the discounted cash flow method. The intangible assets, except IPR&D, are being amortized over their estimated useful lives of five years for the majority of acquired developed technology and customer relationships and one year for trade name. Order backlog was fully amortized in fiscal 2014. In accordance with authoritative guidance, the Company recognizes IPR&D at fair value as of the Network Instruments Closing Date. The IPR&D is accounted for as an indefinite-lived intangible asset until completion or abandonment of the associated research and development efforts. IPR&D is tested for impairment during the period it is considered an indefinite lived asset. The goodwill arising from this acquisition is primarily attributed to sales of future products and services and the assembled workforce of Network Instruments. Goodwill has been assigned to the NE and SE segment and is not deductible for tax purposes. Goodwill is not being amortized but is reviewed annually for impairment or more frequently if impairment indicators arise, in accordance with authoritative guidance. The estimated amount of Network Instruments’ net revenue and net loss, included in the Company’s Consolidated Statement of Operations for the year ended June 28, 2014 was $12.6 million and $9.6 million, respectively. Network Instruments’ net revenue and net loss disclosed above reflect Management’s best estimate, based on information available at the reporting date. The following table presents certain unaudited pro forma information, for illustrative purposes only, for fiscal 2014 and fiscal 2013 as if Network Instruments had been acquired on July 1, 2012. The unaudited estimated pro forma information combines the historical results of Network Instruments with the Company’s consolidated historical results and includes certain adjustments reflecting the estimated impact of fair value adjustments for the respective periods. The pro forma information is not indicative of what would have occurred had the acquisition taken place on July 1, 2012. Additionally, the pro forma financial information does not include the impact of possible business model changes and does not reflect pro forma adjustments to conform accounting policies between Network Instruments and the Company. Actual results will differ from the unaudited pro forma information presented below ( unaudited, in millions ): Years Ended June 28, 2014 June 29, 2013 Pro forma net revenue $ $ Pro forma net (loss) income ) Time-Bandwidth Products AG (“Time-Bandwidth”) On January 27, 2014 (“Time-Bandwidth Closing Date”), the Company completed the acquisition of Time-Bandwidth, a privately-held company headquartered in Switzerland. Time-Bandwidth is a provider of high-powered and ultrafast lasers for industrial and scientific markets. The Company acquired all outstanding shares of Time-Bandwidth for $15.0 million in cash, subject to a holdback payment of approximately $2.3 million which is reserved for potential breaches of representations and warranties. The holdback payment, minus any deductions for actual or pending claims, will be released following the eighteen-month anniversary of the Time-Bandwidth Closing Date. In connection with the separation of the Lumentum business, this payment will be made by Lumentum. Time-Bandwidth provides innovative high-powered and ultrafast laser technology that can rapidly and precisely process parts at high volumes during the manufacturing process. Use of ultrafast lasers for micromachining applications is being driven primarily by increasing use of consumer electronics and connected devices globally. Manufacturers are taking advantage of high-power and ultrafast lasers to create quality micro parts for consumer electronics and to process semiconductor chips for consumer devices. Time-Bandwidth’s technology complements the Company’s current laser portfolio, while enabling Time-Bandwidth to leverage the Company’s high volume and low-cost manufacturing model, global sales team and channel relationships. Time-Bandwidth was integrated into the Company’s CCOP segment. The Company accounted for the transaction in accordance with the authoritative guidance on business combinations; therefore, the tangible and intangible assets acquired and liabilities assumed were recorded at fair value on the acquisition date. The Company finalized the purchase price allocation related to this acquisition including measurement period adjustments with the corresponding offset to goodwill during fiscal 2014. The purchase price was allocated as follows ( in millions ): Net tangible assets acquired $ Intangible assets acquired: Developed technology Customer relationships Goodwill Total purchase price $ The following table summarizes the components of the net tangible assets acquired at fair value ( in millions ): Accounts receivable $ Inventories Property and equipment Accounts payable ) Accrued expenses and other liabilities, net of other assets ) Deferred tax liabilities, net ) Net tangible assets acquired $ Acquired intangible assets are classified as Level 3 assets for which fair value is derived from valuation based on inputs that are unobservable and significant to the overall fair value measurement. The fair value of acquired developed technology and customer relationships was determined based on an income approach using the discounted cash flow method. The acquired developed technology and customer relationships are being amortized over their estimated useful lives of eight and three years, respectively. The goodwill arising from this acquisition is primarily attributed to sales of future products and services and the assembled workforce of Time-Bandwidth. Goodwill has been assigned to the CCOP segment and is not deductible for tax purposes. Goodwill is not being amortized but is reviewed annually for impairment or more frequently if impairment indicators arise, in accordance with authoritative guidance. Time-bandwidth’s results of operations have been included in the Company’s consolidated financial statements subsequent to the date of acquisition. Pro forma results of operations have not been presented because the effect of the acquisition was not material to prior period financial statements. Trendium Inc. (“Trendium”) On December 10, 2013 (“Trendium Closing Date”), the Company acquired certain technology and other assets from Trendium, a privately-held U.S. company, for a purchase price of $26.1 million in cash including a holdback payment of approximately $2.5 million which is reserved for potential breaches of representations and warranties. During fiscal 2015 the Company made the $2.5 million holdback payment following the one-year anniversary of the Trendium Closing Date. The payment is classified as a financing activity within the Consolidated Statements of Cash Flows. Trendium provides real-time intelligence software solutions for customer experience assurance (“CEA”), asset optimization and monetization of big data for 4G/Long Term Evolution (“LTE”) mobile network operators. The addition of Trendium employees and technology enables the Company to introduce a new paradigm of CEA, enabling operators of 4G/LTE networks to achieve a real and relevant improvement in customer satisfaction while maximizing productivity and profitability for dynamic converged 4G/LTE networks and beyond. The purchased assets are included in the Company’s SE segment. The Company accounted for the transaction in accordance with the authoritative guidance on business combinations; therefore, the tangible and intangible assets acquired were recorded at fair value on the acquisition date. The Company finalized the purchase price allocation related to this acquisition, including measurement period adjustments with the corresponding offset to goodwill, during fiscal 2014. The purchase price was allocated as follows ( in millions ): Tangible assets acquired: Property, plant and equipment $ Intangible assets acquired: Developed technology In-process research and development Goodwill Total purchase price $ Acquired intangible assets are classified as Level 3 assets for which fair value is derived from valuation based on inputs that are unobservable and significant to the overall fair value measurement. The fair value of acquired developed technology was determined based on an income approach using the discounted cash flow method and are being amortized over their estimated useful lives of seven years. In accordance with authoritative guidance, the Company recognized IPR&D at fair value as of the Trendium Closing Date. The IPR&D is accounted for as an indefinite-lived intangible asset until completion or abandonment of the associated research and development efforts. IPR&D is tested for impairment during the period it is considered an indefinite lived asset. The goodwill arising from this acquisition is primarily attributed to product synergies and the assembled workforce of Trendium. Goodwill was assigned to the NE and SE segment and is deductible for tax purposes. Goodwill is not amortized but is reviewed annually for impairment or more frequently if impairment indicators arise, in accordance with authoritative guidance. Trendium’s results of operations have been included in the Company’s consolidated financial statements subsequent to the date of acquisition. Pro forma results of operations have not been presented because the effect of the acquisition was not material to prior period financial statements. Fiscal 2013 Acquisitions Arieso Ltd. (“Arieso”) On March 7, 2013 (“Arieso Closing Date”), the Company completed the acquisition of Arieso, a privately-held company headquartered in the United Kingdom (“U.K”). Arieso is a provider of location-aware software solutions that enable mobile network operators to boost 2G, 3G and 4G/LTE network performance and enrich the mobile subscriber experience. Arieso brings high-caliber mobile software engineering expertise to the Company to address the rapidly growing deployment of small cells and challenges associated with limited spectrum capacity. Utilized by leading wireless network operators and equipment manufacturers, Arieso’s solutions locate, store and analyze data from billions of mobile connection events that translate into rich intelligence, which help enable mobile operators to optimize network performance, improve customer experience and create new revenue-generating services. Arieso was integrated in the Company’s SE segment. The Company acquired all outstanding shares of Arieso for approximately $89.7 million in cash, subject to holdback payments of approximately $12.8 million which are reserved for potential breaches of representations and warranties. During fiscal 2014 the Company made a holdback payment of $7.0 million classified as a financing activity within the Consolidated Statements of Cash Flows. The Company accounted for the transaction in accordance with the authoritative guidance on business combinations; therefore, the tangible and intangible assets acquired and liabilities assumed were recorded at fair value on the acquisition date. The Company finalized the purchase price allocation related to this acquisition during fiscal 2014. The purchase price was allocated as follows ( in millions ): Net tangible assets acquired $ Intangible assets acquired: Developed technology Customer relationships Order backlog Goodwill Total purchase price $ The following table summarizes the components of the tangible assets acquired at fair value ( in millions ): Cash $ Accounts receivable Property and equipment Accounts payable ) Accrued expenses, net of other assets ) Employee related liabilities ) Deferred revenue ) Deferred tax liabilities, net ) Net tangible assets acquired $ Acquired intangible assets are classified as Level 3 assets for which fair value is derived from valuation based on inputs that are unobservable and significant to the overall fair value measurement. The fair value of acquired developed technology, customer relationships and order backlog was determined based on an income approach using the discounted cash flow method. The acquired developed technology and customer relationship intangible assets are being amortized over their estimated useful lives of five years. Order backlog was fully amortized in fiscal 2013. The goodwill arising from this acquisition is primarily attributed to sales of future products and services and the assembled workforce of Arieso. Goodwill will be assigned to the NE and SE segment and is not deductible for tax purposes. Goodwill is not being amortized but is reviewed annually for impairment or more frequently if impairment indicators arise, in accordance with authoritative guidance. In accordance with the authoritative guidance, the Company expensed $1.8 million of acquisition-related costs incurred in fiscal 2013 as SG&A expense in the Company’s Consolidated Statements of Operations. GenComm Co., Ltd. (“GenComm”) On August 17, 2012 (“GenComm Closing Date”), the Company completed the acquisition of Seoul, South Korea-based GenComm, a provider of test and measurement solutions for troubleshooting, installation and maintenance of wireless base stations and repeaters. The Company acquired tangible and intangible assets and assumed liabilities of GenComm for a total purchase price of approximately $15.2 million in cash, including holdback payments of approximately $3.8 million which are reserved for potential breaches of representations and warranties. During fiscal 2014, the Company made a holdback payment of $3.3 million dollars classified as a financing activity within the Consolidated Statements of Cash Flows. GenComm was integrated in the Company’s NE segment. The Company accounted for the transaction in accordance with the authoritative guidance on business combinations; therefore, the tangible and intangible assets acquired and liabilities assumed were recorded at fair value on the acquisition date. The purchase price was allocated as follows ( in millions ): Net tangible assets acquired $ Intangible assets acquired: Developed technology Customer relationships Order backlog Goodwill Total purchase price $ Acquired intangible assets are classified as Level 3 assets for which fair value is derived from valuation based on inputs that are unobservable and significant to the overall fair value measurement. The fair value of acquired developed technology, customer relationships and order backlog was determined based on an income approach using the discounted cash flow method. The acquired developed technology and customer relationship intangible assets are being amortized over their estimated useful lives of four years. Order backlog was fully amortized in fiscal 2013. The goodwill arising from this acquisition is primarily attributed to sales of future products and services and the assembled workforce of GenComm. Goodwill has been assigned to the NE and SE segment and is not deductible for tax purposes. Goodwill is not being amortized but is reviewed annually for impairment or more frequently if impairment indicators arise, in accordance with authoritative guidance. |
Balance Sheet and Other Details
Balance Sheet and Other Details | 12 Months Ended |
Jun. 27, 2015 | |
Balance Sheet and Other Details | |
Balance Sheet and Other Details | Note 6. Balance Sheet and Other Details Accounts receivable reserves and allowances The components of accounts receivable reserves and allowances were as follows ( in millions ): June 27, 2015 June 28, 2014 Allowance for doubtful accounts $ $ Allowance for sales returns Total accounts receivable reserves and allowances $ $ The activities and balances for allowance for doubtful accounts are as follows ( in millions ): Allowance for doubtful accounts: Balance at Beginning of Period Charged to Costs and Expenses Deduction (1) Balance at End of Period Year ended June 27, 2015 $ $ $ ) $ Year ended June 28, 2014 ) Year ended June 29, 2013 ) (1) Represents the effect of currency translation adjustments and write-offs of uncollectible accounts, net of recoveries. Inventories, net The components of Inventories, net were as follows ( in millions ): June 27, 2015 June 28, 2014 Finished goods $ $ Work in process Raw materials Inventories, net $ $ Prepayments and other current assets The components of Prepayments and other current assets were as follows ( in millions ): June 27, 2015 June 28, 2014 Prepayments $ $ Other current assets Prepayments and other current assets $ $ Property, plant and equipment, net The components of Property, plant and equipment, net were as follows ( in millions ): June 27, 2015 June 28, 2014 Land $ $ Buildings and improvements Machinery and equipment Furniture, fixtures, software and office equipment Leasehold improvements Construction in progress Less: Accumulated depreciation ) ) Property, plant and equipment, net $ $ Other current liabilities The components of Other current liabilities were as follows ( in millions ): June 27, 2015 June 28, 2014 Deferred compensation plan $ $ Warranty Restructuring Holdback liabilities from acquisitions Deferred income taxes Other Other current liabilities $ $ Other non-current liabilities The components of Other non-current liabilities were as follows ( in millions ): June 27, 2015 June 28, 2014 Pension and post-employment benefits $ $ Financing obligation Restructuring accrual Long-term deferred revenue Other Other non-current liabilities $ $ Interest and other income (expense), net The components of Interest and other income (expense), net were as follows ( in millions ): Years Ended June 27, 2015 June 28, 2014 June 29, 2013 Interest income $ $ Foreign exchange gains (losses), net ) ) ) Proceeds from Nortel (1) — — Loss on repurchase of Convertible Notes — — ) Gain on sale from investments Other income (expense), net ) ) Interest and other income (expense), net $ $ $ ) (1) During the fourth quarter of fiscal 2015, the Company received proceeds of $2.2 million from the Fair Fund established to provide compensation for losses incurred in connection with investments in Nortel Networks Corporation (“Nortel”) securities from the SEC’s claims against Nortel. |
Investments and Fair Value Meas
Investments and Fair Value Measurements | 12 Months Ended |
Jun. 27, 2015 | |
Investments and Fair Value Measurements | |
Investments and Fair Value Measurements | Note 7. Investments and Fair Value Measurements Available-For-Sale Investments The Company’s investments in marketable debt and equity securities were primarily classified as available-for-sale investments. As of June 27, 2015, the Company’s available-for-sale securities were as follows ( in millions ): Amortized Cost/Carrying Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Debt securities: U.S. treasuries $ $ — $ — $ U.S. agencies — — Municipal bonds and sovereign debt instruments — — Asset-backed securities — ) Corporate securities ) Total debt available-for-sale securities $ $ $ ) $ The Company generally classifies debt securities as cash equivalents, short-term investments or other non-current assets based on the stated maturities; however, certain securities with stated maturities of longer than twelve months which are highly liquid and available to support current operations are also classified as short-term investments. As of June 27, 2015, of the total estimated fair value, $33.7 million was classified as cash equivalents, $461.9 million was classified as short-term investments and $0.8 million was classified as other non-current assets. In addition to the amounts presented above, as of June 27, 2015, the Company’s short-term investments classified as trading securities related to the deferred compensation plan were $3.4 million, of which $0.6 million was invested in debt securities, $0.7 million was invested in money market instruments and funds and $2.1 million was invested in equity securities. Trading securities are reported at fair value, with the unrealized gains or losses resulting from changes in fair value recognized in Interest and other income (expense), net. The Company recorded no other-than-temporary impairment charges in fiscal 2015, 2014 and 2013. As of June 27, 2015, the Company’s total gross unrealized losses on available-for-sale securities, aggregated by type of investment instrument, were as follows ( in millions ): Less than 12 Months Greater than 12 Months Total Asset-backed securities $ — $ ) $ ) Corporate securities ) — ) Total gross unrealized losses $ ) $ ) $ ) As of June 27, 2015, contractual maturities of the Company’s debt securities classified as available-for-sale securities were as follows ( in millions ): Amortized Cost/Carrying Cost Estimated Fair Value Amounts maturing in less than 1 year $ $ Amounts maturing in 1 - 5 years Amounts maturing in more than 5 years Total debt available-for-sale securities $ $ As of June 28, 2014, the Company’s available-for-sale securities were as follows ( in millions ): Amortized Cost/Carrying Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Debt securities: U.S. treasuries $ $ — $ — $ U.S. agencies — — Municipal bonds and sovereign debt instruments — — Asset-backed securities ) Corporate securities — Total debt available-for-sale securities $ $ $ ) $ As of June 28, 2014, of the total estimated fair value, $39.8 million was classified as cash equivalents, $548.3 million was classified as short-term investments and $0.8 million was classified as other non-current assets. In addition to the amounts presented above, as of June 28, 2014, the Company’s short-term investments classified as trading securities, related to the deferred compensation plan, were $3.9 million, of which $0.4 million was invested in debt securities, $0.7 million was invested in money market instruments and funds and $2.8 million was invested in equity securities. Trading securities are reported at fair value, with the unrealized gains or losses resulting from changes in fair value recognized in Interest and other income (expense), net. As of June 28, 2014, the Company’s total gross unrealized losses on available-for-sale securities, aggregated by type of investment instrument, were as follows ( in millions ): Less than 12 Months Greater than 12 Months Total Asset-backed securities $ — $ $ Corporate securities — — — Total gross unrealized losses $ — $ $ Fair Value Measurements Assets measured at fair value as of June 27, 2015 are summarized below ( in millions ): Fair value measurement as of June 27, 2015 Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Assets: Debt available-for-sale securities: U.S. treasuries $ $ $ — U.S. agencies — Municipal bonds and sovereign debt instruments — Asset-backed securities — Corporate securities — Total debt available-for-sale securities Money market funds — Trading securities — Total assets (1) $ $ $ (1) $225.4 million in cash and cash equivalents, $465.3 million in short-term investments, $25.1 million in restricted cash, and $4.6 million in other non-current assets on the Company’s Consolidated Balance Sheets. Fair value is defined as the exit price, or the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. There is an established hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring the most observable inputs be used when available. Observable inputs are inputs market participants would use in valuing the asset or liability and are developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the assumptions about the factors that market participants would use in valuing the asset or liability. The Company’s cash and investment instruments are classified within Level 1 or Level 2 of the fair value hierarchy based on quoted prices, broker or dealer quotations, or alternative pricing sources with reasonable levels of price transparency. · Level 1 includes financial instruments for which quoted market prices for identical instruments are available in active markets. Level 1 assets of the Company include money market funds and U.S. Treasury securities as they are traded with sufficient volume and frequency of transactions. · Level 2 includes financial instruments for which the valuations are based on quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable data for substantially the full term of the assets or liabilities. Level 2 instruments of the Company generally include certain U.S. and foreign government and agency securities, commercial paper, corporate and municipal bonds and notes, asset-backed securities, and foreign currency forward contracts. To estimate their fair value, the Company utilizes pricing models based on market data. The significant inputs for the valuation model usually include benchmark yields, reported trades, broker and dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers and reference data, and industry and economic events. · Level 3 includes financial instruments for which fair value is derived from valuation based on inputs that are unobservable and significant to the overall fair value measurement. As of June 27, 2015 and June 28, 2014, the Company did not hold any Level 3 investment securities. Foreign Currency Forward Contracts The Company has foreign subsidiaries that operate and sell the Company’s products in various markets around the world. As a result, the Company is exposed to foreign exchange risks. The Company utilizes foreign exchange forward contracts and other instruments to manage foreign currency risk associated with foreign currency denominated monetary assets and liabilities, primarily certain short-term intercompany receivables and payables, and to reduce the volatility of earnings and cash flows related to foreign-currency transactions. The forward contracts, most with a term of less than 120 days, were transacted near quarter end; therefore, the fair value of the contracts as of both June 27, 2015 and June 28, 2014 is not significant. The change in the fair value of these foreign currency forward contracts is recorded as gain or loss in the Company’s Consolidated Statements of Operations as a component of Interest and other income (expense), net. |
Goodwill
Goodwill | 12 Months Ended |
Jun. 27, 2015 | |
Goodwill | |
Goodwill | Note 8. Goodwill The following table presents the changes in goodwill allocated to the reportable segments (in millions) : Network Enablement (1) Service Enablement (1) Communications and Commercial Optical Products (2) Optical Security and Performance Products Total Balance as of June 29, 2013 (3) $ $ $ — $ $ Goodwill from Trendium Acquisition (6) — — Good will from Network Instruments Acquisitions (6) — — Goodwill from Time-Bandwidth Acquisition (6) — — — Currency Translation and other adjustments — Balance as of June 28, 2014 (4) $ $ $ $ $ Currency translation and other adjustments ) ) ) — ) Balance as of June 27, 2015 (5) $ $ $ $ $ (1) In the first quarter of fiscal 2015, the Company reorganized its NSE reportable segment into two separate reportable segments, NE and SE. The goodwill of NSE was allocated between the two new segments based on their relative fair value as of June 29, 2014, the first day of fiscal 2015. The Company determined that based on its cash flow structure, organizational structure and the financial information provided to and reviewed by Management, NE and SE also represented new reporting units for fiscal 2015. Refer to “Note 17. Operating Segments and Geographic Information” for more information. (2) The goodwill balance as of June 27, 2015 for the CCOP segment relates to the acquisition of Time-Bandwidth and has been allocated to the Lasers reporting unit. (3) Gross goodwill balances for CCOP, NE, SE and OSP were $5,111.3 million, $368.6 million, $221.3 million and $92.8 million, respectively as of June 29, 2013. Accumulated impairment for CCOP, NE, SE and OSP were $5,111.3 million, $301.9 million, $181.2 million and $84.5 million, respectively as of June 29, 2013. (4) Gross goodwill balances for CCOP, NE, SE and OSP were $5,117.2 million, $459.9 million, $276.0 million and $92.8 million, respectively as of June 28, 2014. Accumulated impairment for CCOP, NE, SE and OSP were $5,111.3 million, $301.9 million, $181.2 million and $84.5 million, respectively as of June 28, 2014. (5) Gross goodwill balances for CCOP, NE, SE and OSP were $5,116.9 million, $456.4 million, $273.9 million and $92.8 million, respectively as of June 27, 2015. Accumulated impairment for CCOP, NE, SE and OSP were $5,111.3 million, $301.9 million, $181.2 million and $84.5 million, respectively as of June 27, 2015. (6) Refer to “Note 5. Mergers and Acquisitions” of Notes to Consolidated Financial Statements for more information. The following table presents gross goodwill and accumulated impairment balances for the fiscal years ended June 27, 2015, and June 28, 2014 ( in millions ): Years Ended June 27, 2015 June 28, 2014 Gross goodwill balance $ $ Accumulated impairment losses ) ) Net goodwill balance $ $ Impairment of Goodwill The Company reviews goodwill for impairment annually during the fourth quarter of the fiscal year or more frequently if events or circumstances indicate that an impairment loss may have occurred. The Company determined that, based on its cash flow structure, organizational structure and the financial information that is provided to and reviewed by Management for the year ended fiscal 2015, its reporting units are: NE, SE, Optical Communications, Lasers, and OSP. For the year ended fiscal 2014, the Company’s reporting units were: NSE, Optical Communications, Lasers, and OSP. For the year ended fiscal 2013, the Company’s reporting units were: NSE, Optical Communications, Lasers and OSP. During fiscal 2015, the Company reviewed goodwill for impairment during the first and fourth quarter of the fiscal year as discussed below. The Company reviewed goodwill for impairment during the fourth quarter of fiscal 2014 and 2013 as no triggering events were noted during the interim periods of either fiscal year. Fiscal 2015 Interim Review As the Company reorganized its NSE segment into two reportable segments (NE and SE) during the first quarter of fiscal 2015, goodwill allocated to the new NE and SE reporting units was reviewed under the two-step quantitative goodwill impairment test in accordance with the authoritative guidance. The fair value of the new reporting units was determined based on a combination of the income approach, which estimates the fair value based on the future discounted cash flows, and the market approach, which estimates the fair value based on comparable market prices. Based on the first step of the analysis, the Company determined that the fair value of each reporting unit is significantly above its carrying amount. As such, the Company was not required to perform step two of the analysis. The Company recorded no impairment charge as a result of the interim period impairment test performed during the three months ended September 27, 2014. There were no events or changes in circumstances which triggered an impairment review for the remaining reporting units. Annual Review During the fourth quarter the Company reviewed the goodwill of all its reporting units under the qualitative assessment of the authoritative guidance for impairment testing. The Company concluded that it was more likely than not that the fair value of the reporting units that currently have goodwill recorded exceeded its carrying amount. In assessing the qualitative factors, the Company considered the impact of key factors, including: change in industry and competitive environment, market capitalization, earnings multiples, budgeted-to-actual operating performance from prior year, and consolidated company stock price and performance. As such, it was not necessary to perform the two-step goodwill impairment test at this time and hence the Company recorded no impairment charge in accordance with its annual impairment test. Fiscal 2014 The Company reviewed goodwill under the two-step quantitative goodwill impairment test in accordance with the authoritative guidance. Under the first step of the authoritative guidance for impairment testing, the fair value of the reporting units was determined based on a combination of the income approach, which estimates the fair value based on the future discounted cash flows, and the market approach, which estimates the fair value based on comparable market prices. Based on the first step of the analysis, the Company determined that the fair value of each reporting unit is significantly above its carrying amount. As such, the Company was not required to perform step two of the analysis on any reporting unit to determine the amount of the impairment loss. The Company recorded no impairment charge in accordance with its annual impairment test. Fiscal 2013 Under the qualitative assessment of the authoritative guidance for impairment testing, the Company concluded that it was more likely than not that the fair value of the reporting units that currently have goodwill recorded exceeded its carrying amount. In assessing the qualitative factors, the Company considered the impact of these key factors: change in industry and competitive environment, market capitalization, earnings multiples, budgeted-to-actual operating performance from prior year, and consolidated company stock price and performance. As such, it was not necessary to perform the two-step goodwill impairment test at this time and hence the Company recorded no impairment charge in accordance with its annual impairment test. |
Acquired Developed Technology a
Acquired Developed Technology and Other Intangibles | 12 Months Ended |
Jun. 27, 2015 | |
Acquired Developed Technology and Other Intangibles | |
Acquired Developed Technology and Other Intangibles | Note 9. Acquired Developed Technology and Other Intangibles The following tables present details of the Company’s acquired developed technology, customer relationships and other intangibles ( in millions ): As of June 27, 2015 Gross Carrying Amount Accumulated Amortization Net Acquired developed technology $ $ ) $ Customer relationships ) Other ) Total intangibles subject to amortization ) In-process research and development intangibles — Total intangibles $ $ ) $ As of June 28, 2014 Gross Carrying Amount Accumulated Amortization Net Acquired developed technology $ $ ) $ Customer relationships ) Other ) Total intangibles subject to amortization ) In-process research and development intangibles — Total intangibles $ $ ) $ Other intangibles consist of customer backlog, non-competition agreements, patents, proprietary know-how and trade secrets, trademarks and trade names. During fiscal 2015, the Company completed its in-process research and development (“IPR&D) project related to the fiscal 2014 acquisition of Network Instruments. Accordingly, $1.7 million was transferred from indefinite life intangible assets to acquired developed technology intangible assets and the Company began amortizing over its useful life of fifty-two months. Also during fiscal 2015, the Company recorded a $3.6 million IPR&D impairment charge for an ongoing project related to the fiscal 2014 acquisition of Trendium in accordance with the authoritative accounting guidance. The charge was recorded to Research and development (“R&D”) expense in the Consolidated Statements of Operations. During fiscal 2013, the Company approved a strategic plan to exit the low-speed wireline product line within the NE segment and incurred a $2.2 million charge for accelerated amortization of related intangible assets, of which $1.8 million and $0.4 million is included in Amortization of acquired technologies and in Amortization of other intangibles in the Consolidated Statement of Operations, respectively. Also during fiscal 2013, the Company approved a plan to exit the concentrated photovoltaic (“CPV”) product line within CCOP and incurred a $2.6 million charge for accelerated amortization of related intangibles which is included in Amortization of acquired technologies in the Consolidated Statements of Operations. During fiscal 2015, 2014 and 2013, the Company recorded $59.2 million, $59.0 million and $76.0 million, respectively, of amortization related to acquired developed technology and other intangibles. The following table presents details of the Company’s amortization ( in millions ): Years Ended June 27, 2015 June 28, 2014 June 29, 2013 Cost of sales $ $ $ Operating expense Total $ $ $ Based on the carrying amount of acquired developed technology, customer relationships and other intangibles as of June 27, 2015, and assuming no future impairment of the underlying assets, the estimated future amortization is as follows ( in millions ): Fiscal Years 2016 $ 2017 2018 2019 Thereafter Total amortization $ |
Debts and Letters of Credit
Debts and Letters of Credit | 12 Months Ended |
Jun. 27, 2015 | |
Debts and Letters of Credit | |
Debts and Letters of Credit | Note 10. Debts and Letters of Credit As of June 27, 2015 and June 28, 2014, the Company’s long-term debt on the Consolidated Balance Sheets represented the carrying amount of the liability component of the 0.625% Senior Convertible Notes as discussed below. The following table presents the carrying amounts of the liability and equity components ( in millions ): June 27, 2015 June 28, 2014 Principal amount of 0.625% Senior Convertible Notes $ $ Unamortized discount of liability component ) ) Carrying amount of liability component $ $ Carrying amount of equity component (1) $ $ (1) Included in Accumulated paid-in-capital on the Consolidated Balance Sheets. The Company was in compliance with all debt covenants as of June 27, 2015. 0.625% Senior Convertible Notes On August 21, 2013, the Company issued $650.0 million aggregate principal amount of 0.625% Senior Convertible Notes due 2033 in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. The proceeds from the 2033 Notes amounted to $636.3 million after issuance costs. The 2033 Notes are an unsecured obligation of the Company and bear interest at an annual rate of 0.625% payable in cash semi-annually in arrears on February 15 and August 15 of each year. The 2033 Notes mature on August 15, 2033 unless earlier converted, redeemed or repurchased. Under certain circumstances and during certain periods, the 2033 Notes may be converted at the option of the holders into cash up to the principal amount, with the remaining amount converted into cash, shares of the Company’s common stock, or a combination of cash and shares of the Company’s common stock at the Company’s election. The initial conversion price is $18.83 per share, representing a 40.0% premium to the closing sale price of the Company’s common stock on the pricing date, August 15, 2013, which will be subject to customary anti-dilution adjustments. Holders may convert the 2033 Notes at any time on or prior to the close of business on the business day immediately preceding February 15, 2033, and other than during the period from, and including, February 15, 2018 until the close of business on the business day immediately preceding August 20, 2018, in multiples of $1,000 principal amount, under the following circumstances: · on any date during any calendar quarter beginning after December 31, 2013 (and only during such calendar quarter) if the closing price of the Company’s common stock was more than 130% of the then current conversion price for at least 20 trading days during the 30 consecutive trading-day period ending the last trading day of the previous calendar quarter; · if the 2033 Notes are called for redemption; · upon the occurrence of specified corporate events; · if the Company is party to a specified transaction, a fundamental change or a make-whole fundamental change (each as defined in the indenture of the 2033 Notes); or · during the five consecutive business-day period immediately following any 10 consecutive trading-day period in which the trading price per $1,000 principal amount of the 2033 Notes for each day of such 10 consecutive trading-day period was less than 98% of the product of the closing sale price of the Company’s common stock and the applicable conversion rate on such date. During the periods from, and including, February 15, 2018 until the close of business on the business day immediately preceding August 20, 2018 and from, and including, February 15, 2033 until the close of business on the business day immediately preceding the maturity date, holders may convert the 2033 Notes at any time, regardless of the foregoing circumstances. In the fourth quarter of fiscal 2015, holders of the 2033 Notes were given notice of the planned separation of the Lumentum business and the right to convert any debentures they own from the date of notice through the end of the business day preceding the ex-dividend date. No holders of the 2033 Notes exercised the conversion right before it expired. Following the separation of the Lumentum business on August 1, 2015, the conversion price per share was adjusted pursuant to the terms of the 2033 Notes relating to the occurrence of a spin-off event. Effective as of the close of business on August 17, 2015, the initial conversion price per share was adjusted to $11.28 per share of the Company’s common stock traded on NASDAQ under the ticker symbol “VIAV.” Holders of the 2033 Notes may require the Company to purchase all or a portion of the 2033 Notes on each of August 15, 2018, August 15, 2023 and August 15, 2028, or upon the occurrence of a fundamental change, in each case, at a price equal to 100% of the principal amount of the 2033 Notes to be purchased, plus accrued and unpaid interest to, but excluding the purchase date. The Company may redeem all or a portion of the 2033 Notes for cash at any time on or after August 20, 2018, at a redemption price equal to 100% of the principal amount of the 2033 Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. In accordance with the authoritative accounting guidance, the Company separated the 2033 Notes into liability and equity components. The carrying value of the liability component at issuance was calculated as the present value of its cash flows using a discount rate of 5.4% based on the 5-year swap rate plus credit spread as of the issuance date. The credit spread for the Company is based on the historical average “yield to worst” rate for BB rated issuers. The difference between the 2033 Notes principal and the carrying value of the liability component, representing the value of conversion premium assigned to the equity component, was recorded as a debt discount on the issuance date and is being accreted using the effective interest rate of 5.4% over the period from the issuance date through August 15, 2018 as a non-cash charge to interest expense. The carrying value of the liability component was determined to be $515.6 million, and the equity component, or debt discount, of the 2033 Notes was determined to be $134.4 million. As of June 27, 2015, the expected remaining term of the 2033 Notes is 3.1 years. In connection with the issuance of the 2033 Notes, the Company incurred $13.7 million of issuance costs, which were bifurcated into the debt issuance costs, attributable to the liability component of $10.9 million and the equity issuance costs, attributable to the equity component of $2.8 million based on their relative values. The debt issuance costs were capitalized and are being amortized to interest expense using the effective interest rate method from issuance date through August 15, 2018. The equity issuance costs were netted against the equity component in additional paid-in capital at the issuance date. As of June 27, 2015, the unamortized portion of the debt issuance costs related to the 2033 Notes was $7.2 million, which was included in Other non-current assets on the Consolidated Balance Sheets. Based on quoted market prices as of June 27, 2015 and June 28, 2014, the fair market value of the 2033 Notes was approximately $644.0 million and $653.0 million. The 2033 Notes are classified within Level 2 as they are not actively traded in markets. The following table presents the effective interest rate and the interest expense for the contractual interest and the accretion of debt discount ( in millions, except for the effective interest rate ): Year Ended June 27, 2015 June 28, 2014 Effective interest rate % % Interest expense-contractual interest $ $ Accretion of debt discount 1% Senior Convertible Notes On June 5, 2006, the Company completed an offering of $425.0 million aggregate principal amount of 1% Senior Convertible Notes due 2026. Proceeds from the notes amounted to $415.9 million after issuance costs. The notes bore interest at a rate of 1.0% per year and were convertible into a combination of cash and shares of the Company’s common stock at a conversion price of $30.30 per share. In accordance with the authoritative guidance which applies to the 2026 Notes, the Company calculated the carrying value of the liability component at issuance as the present value of its cash flows using a discount rate of 8.1%, based on the 7-year swap rate plus credit spread as of the issuance date. The carrying value of the liability component was determined to be $266.5 million. The equity component, or debt discount, of the notes was determined to be $158.5 million. The debt discount was accreted using the effective interest rate of 8.1% over the period from issuance date through May 15, 2013 as a non-cash charge to interest expense. During fiscal 2013, the Company recognized the contractual interest expense of $1.8 million and accreted debt discount of $12.0 million. Between fiscal 2009 and fiscal 2013, the Company repurchased or redeemed $425.0 million aggregate principal amount of notes. The increase of the debt related to the interest accretion is treated as a non-cash transaction and the repayment of the carrying amount of the debt is classified as financing activity within the Consolidated Statements of Cash Flows. As of June 27, 2015 and June 28, 2014, there was no outstanding balance. Revolving Credit Facility On August 21, 2013, in addition to the close of the 2033 Notes offering, the Company terminated its existing $250.0 million revolving credit facility, which had no amounts outstanding upon termination. The $1.3 million of unamortized debt issuance costs was fully amortized to interest expense upon termination in the first quarter of fiscal 2014. Outstanding Letters of Credit As of June 27, 2015, the Company had 11 standby letters of credit totaling $29.0 million. |
Restructuring and Related Charg
Restructuring and Related Charges | 12 Months Ended |
Jun. 27, 2015 | |
Restructuring and Related Charges | |
Restructuring and Related Charges | Note 11. Restructuring and Related Charges The Company has initiated various strategic restructuring events primarily intended to reduce its costs, consolidate its operations, rationalize the manufacturing of its products and align its businesses in response to market conditions. As of June 27, 2015, the Company’s total restructuring accrual was $32.1 million. During fiscal 2015, 2014 and 2013 the Company recorded $34.5 million, $23.8 million and $19.0 million, respectively, in restructuring and related charges. The Company’s restructuring charges can include severance and benefit costs to eliminate a specified number of positions, facilities and equipment costs to vacate facilities and consolidate operations, and lease termination costs. The timing of associated cash payments is dependent upon the type of restructuring charge and can extend over multiple periods. Summary of Restructuring Plans The adjustments to the accrued restructuring expenses related to all of the Company’s restructuring plans described below for the year ended June 27, 2015 were as follows (in millions) : Balance June 28, 2014 Fiscal Year 2015 Charges Cash Settlements Non-cash Settlements and Other Adjustments Balance June 27, 2015 Fiscal 2015 Plan NE, SE and Shared Service Separation Restructuring Plan (Workforce Reduction) $ — $ $ ) $ ) $ CCOP Separation Restructuring Plan (Workforce Reduction) — ) — CCOP Robbinsville Closure Plan: Workforce Reduction — ) — — Lease Costs — ) — — Transfer Costs — ) — — Total CCOP Robbinsville Restructuring Plan — ) — — Fiscal 2014 Plans NE Realignment Plan (Workforce Reduction) ) ) CCOP Serangoon Closure Plan Workforce Reduction ) — — Lease Costs — ) — — Total CCOP Serangoon Closure Plan ) — — Shared Services Restructuring Plan (Workforce Reduction) ) — NE Product Strategy Restructuring Plan (Workforce Reduction) ) ) NE Lease Restructuring Plan (first floor) ) — Central Finance and IT Restructuring Plan (Workforce Reduction) — ) ) Fiscal 2013 Plans NE Lease Restructuring Plan ) ) — Other plans ) — Plans Prior to Fiscal 2013 ) ) Total $ $ $ ) $ ) $ Ottawa Lease Exit Costs $ $ ) $ ) $ ) $ As of June 27, 2015 and June 28, 2014, $9.8 million and $11.7 million, respectively, of our restructuring liability was long-term in nature and included as a component of Other non-current liabilities, with the remaining short-term portion included as a component of Other current liabilities on the Consolidated Balance Sheets. The Company had also previously recorded lease exit charges, net of assumed sub-lease income in prior fiscal years related to its Ottawa facility that was included in SG&A expenses. The fair value of the remaining contractual obligations, net of sublease income, was $1.1 million and $3.1 million as of June 27, 2015 and June 28, 2014, respectively. The Company included the long-term portion of the contract obligations of $0.5 million and $2.0 million in Other non-current liabilities as of each period end, and the short-term portion in Other current liabilities on the Consolidated Balance Sheets. The payments related to these lease costs are expected to be paid by the end of the third quarter of fiscal 2018. Fiscal 2015 Plans NE, SE and Shared Service Separation Restructuring Plan During the second, third and fourth quarters of fiscal 2015, Management approved a plan to eliminate certain positions in its shared services functions in connection with the Company’s plan to split into two separate public companies. Further, Management consolidated its operations, sales and R&D organization and eliminated positions within the NE and SE segments to align to the Company’s product market strategy and lower manufacturing costs in connection with the separation. As a result, a restructuring charge of $24.9 million was recorded for severance and employee benefits during fiscal 2015. In total approximately 400 employees in manufacturing, R&D and SG&A functions located in North America, Latin America, Europe and Asia were impacted. Payments related to the remaining severance and benefits accrual are expected to be paid by the end of the third quarter of fiscal 2018. CCOP Separation Restructuring Plan During the second and fourth quarter of fiscal 2015, Management approved a CCOP plan to optimize operations and gain efficiencies by closing the Bloomfield, Connecticut site and consolidating roles and responsibilities across functions in connection with the separation plan. As a result, a restructuring charge of $5.1 million was recorded for severance and employee benefits during fiscal 2015. In total approximately 200 employees in manufacturing, R&D and SG&A functions located in North America, Europe and Asia were impacted. Payments related to the remaining severance and benefits accrual are expected to be paid by the end of the second quarter of fiscal 2017. CCOP Robbinsville Closure Plan During the first quarter of fiscal 2015, Management approved a CCOP plan to optimize operations and gain efficiencies by closing the Robbinsville, New Jersey site and consolidating roles and responsibilities across North America. As a result, a restructuring charge of $1.5 million was recorded for severance and benefits during fiscal 2015. In total approximately 30 employees in manufacturing, R&D and SG&A functions located in North America were impacted. Payments related to the remaining severance and benefits accrual are expected to be paid by the end of the first quarter of fiscal 2016. Fiscal 2014 Plans NE Realignment Plan During the fourth quarter of fiscal 2014, Management approved a NE plan to realign its operations and strategy to allow for greater investment in high-growth areas. As a result, approximately 100 employees in manufacturing, R&D and SG&A functions located in United States, Asia and Europe were impacted. Payments related to the remaining severance and benefits accrual are expected to be paid by the end of the second quarter of fiscal 2016. CCOP Serangoon Closure Plan During the fourth quarter of fiscal 2014, Management approved a CCOP plan to close the Serangoon office located in Singapore and move to a lower cost region in order to reduce manufacturing and R&D expenses. As a result, approximately 40 employees primarily in manufacturing and R&D functions were impacted. Payments related to the remaining severance and benefits accrual were paid by the end of the fourth quarter of fiscal 2015. Shared Services Restructuring Plan During the fourth quarter of fiscal 2014, Management approved a plan to eliminate positions and re-define roles and responsibilities in its shared services functions in order to reduce cost, standardize global processes and establish a more efficient organization. As a result, approximately 40 employees primarily in the general and administrative functions located in the United States, Asia and Europe were impacted. Payments related to the remaining severance and benefits accrual are expected to be paid by the end of the second quarter of fiscal 2016. NE Product Strategy Restructuring Plan During the third quarter of fiscal 2014, Management approved a NE plan to realign its services, support and product resources in response to market conditions in the mobile assurance market and to increase focus on software products and next generation solutions through acquisitions and R&D. As a result, approximately 60 employees primarily in SG&A and manufacturing functions located in North America, Latin America, Asia and Europe were impacted. Payments related to the remaining severance and benefits accrual are expected to be paid by the end of the first quarter of fiscal 2020. NE Lease Restructuring Plan (first floor) During the second quarter of fiscal 2014, Management approved a NE plan to exit the remaining space in Germantown, Maryland. As of June 28, 2014, the Company exited the space in Germantown under the plan. The fair value of the remaining contractual obligations, net of sublease income, as of June 27, 2015 was $5.2 million. Payments related to the Germantown lease costs are expected to be paid by the end of the second quarter of fiscal 2019. Central Finance and Information Technology (“IT”) Restructuring Plan During the second quarter of fiscal 2014, Management approved a plan to eliminate positions and re-define roles and responsibilities in the Finance and IT organization to align with the future state of the organizations under new executive management and move positions to lower-cost locations where appropriate. As a result, approximately 20 employees primarily in SG&A functions located in North America, Asia and Europe were impacted. Payments related to the remaining severance and benefits accrual are expected to be paid by the end of the third quarter of fiscal 2022. Fiscal 2013 Plans NE Lease Restructuring Plan During the fourth quarter of fiscal 2013, Management approved a plan to consolidate space in Germantown, Maryland and Beijing, China, primarily used by the NE segment. As of June 29, 2013, the Company exited the second floor space in Germantown and Beijing under the plan. The fair value of the remaining contractual obligations, net of sublease income as of June 27, 2015 was $1.5 million. Payments related to the Germantown lease costs are expected to be paid by the end of the second quarter of fiscal 2019. Final payments related to the Beijing lease costs were paid during the first quarter of fiscal 2014. Other Plans Other plans account for an immaterial portion of the total restructuring accrual, with minimal or no revisions recorded. Plans Prior to Fiscal 2013 The restructuring accrual for plans that commenced prior to fiscal year 2013 was $0.9 million, which consists of immaterial various restructuring plans that commenced prior to fiscal 2013. |
Income Taxes
Income Taxes | 12 Months Ended |
Jun. 27, 2015 | |
Income Taxes | |
Income Taxes | Note 12. Income Taxes The Company’s income (loss) before income taxes consisted of the following ( in millions ): Years Ended June 27, 2015 June 28, 2014 June 29, 2013 Domestic $ ) $ ) $ ) Foreign (Loss) income before income taxes $ ) $ ) $ ) The Company’s income tax expense (benefit) consisted of the following ( in millions ): Years Ended June 27, 2015 June 28, 2014 June 29, 2013 Federal: Current $ — $ ) $ — Deferred ) ) ) ) State: Current — — — Deferred ) — ) — Foreign: Current ) Deferred ) ) ) ) Total income tax (benefit) expense $ $ ) $ ) The federal deferred tax expense primarily relates to the amortization of tax deductible goodwill. The foreign current benefit relates to the Company’s profitable operations in certain foreign jurisdictions and offset by a $21.8 million tax benefit recognized upon the settlement of an audit in a non-U.S. jurisdiction. The foreign deferred tax expense primarily relates to the use of net operating losses in profitable foreign jurisdictions. There was no material tax benefit associated with exercise of stock options for the fiscal years ended June 27, 2015, June 28, 2014 and June 29, 2013. A reconciliation of the Company’s income tax expense (benefit) at the federal statutory rate to the income tax expense (benefit) at the effective tax rate is as follows ( in millions ): Years Ended June 27, 2015 June 28, 2014 June 29, 2013 Income tax (benefit) expense computed at federal statutory rate $ ) $ ) $ ) Foreign rate differential ) ) ) Valuation allowance ) Statute expiration ) — Reversal of previously accrued taxes ) ) ) Research and experimentation benefits and other tax credits ) ) ) Permanent items Other ) ) Income tax (benefit) expense $ $ ) $ ) The components of the Company’s net deferred taxes consisted of the following ( in millions ): Years Ended June 27, 2015 June 28, 2014 June 29, 2013 Gross deferred tax assets: Tax credit carryforwards $ $ $ Net operating loss carryforwards Inventories Accruals and reserves Other Acquisition-related items Gross deferred tax assets Valuation allowance ) ) ) Deferred tax assets Gross deferred tax liabilities: Acquisition-related items ) ) ) Undistributed foreign earnings ) ) ) Other ) ) ) Deferred tax liabilities ) ) ) Total net deferred tax assets (liabilities) $ $ $ As of June 27, 2015, the Company had federal, state and foreign tax net operating loss carryforwards of $6,141.6 million, $1,098.4 million and $730.4 million, respectively, and federal, state and foreign research and other tax credit carryforwards of $92.2 million, $39.0 million and $41.2 million, respectively. Of this amount, approximately $106.4 million when realized will be credited to additional paid-in capital. The Company’s policy is to account for the utilization of tax attributes under a with-and-without approach. The tax net operating loss and tax credit carryforwards will start to expire in 2016 and at various other dates through 2035 if not utilized. Utilization of the tax net operating losses may be subject to a substantial annual limitation due to the ownership change limitations provided by the Internal Revenue Code and similar state and foreign provisions. Loss carryforward limitations may result in the expiration or reduced utilization of a portion of the Company’s net operating losses. U.S. income and foreign withholding taxes associated with the repatriation of earnings of foreign subsidiaries have not been provided on $273.1 million of undistributed earnings for certain foreign subsidiaries. The Company intends to reinvest these earnings indefinitely outside of the United States. The Company estimates that an additional $14.2 million of U.S. income or foreign withholding taxes would have to be provided if these earnings were repatriated back to the U.S. The valuation allowance decreased by $11.7 million in fiscal 2015, decreased by $49.3 million in fiscal 2014, and decreased by $87.9 million in fiscal 2013. The decrease during fiscal 2015 was primarily related to the decrease in the deferred tax assets as a result of the use and expiration of foreign net operating losses. The decrease during fiscal 2014 was primarily related to an increase in acquisition and debt issuance related deferred tax liabilities. The decrease during fiscal 2013 was primarily due to the release of deferred tax valuation allowance for non-US. jurisdictions. Approximately $514.7 million of the valuation allowance as of June 27, 2015 was attributable to pre-fiscal 2006 windfall stock option deductions, the benefit of which will be credited to paid-in-capital if and when realized through a reduction in income tax payable. Beginning with fiscal 2006, the Company began to track the windfall stock option deductions off-balance sheet. If and when realized, the tax benefit associated with those deductions will be credited to additional paid-in-capital. During fiscal 2014, the Company recognized $21.7 million of uncertain tax benefits related to deferred tax assets due to the expiration of the statute of limitations in a non-US jurisdiction. In addition, the Company recorded a tax benefit of $6.4 million related to the income tax intraperiod tax allocation rules in relation to other comprehensive income. During fiscal 2013, the Company determined that it was more likely than not that the deferred tax assets of a subsidiary in a non-U.S. jurisdiction (the “foreign subsidiary”) would be realized after considering all positive and negative evidence. Prior to fiscal 2013, because of significant negative evidence including principally continued economic uncertainty in the industry in the foreign jurisdiction specifically and reorganization activity that would adversely affect the foreign subsidiary’s future operations and profitability on a continuing basis in future years, the Company determined that it was more likely than not that the deferred tax assets would not be realized. However, during fiscal 2013, the foreign subsidiary had realized cumulative pre-tax income for the preceding three years and had forecasted future pre-tax income sufficient to realize its deferred tax assets. Upon considering the relative impact of all evidence, both negative and positive, and the weight accorded to each, the Company concluded that it was more likely than not that the deferred tax assets of the foreign subsidiary would be realized and that the applicable valuation allowance should be released. Accordingly, a net deferred tax valuation allowance release of $107.9 million was recorded as an income tax benefit during the year. The Company’s conclusion that it is more likely than not that the deferred tax assets will be realized is strongly influenced by its forecast of the foreign subsidiary’s future taxable income. The Company believes its forecast of the foreign subsidiary’s future taxable income is reasonable; however, it is inherently uncertain. Therefore, if the foreign subsidiary realizes material unforeseen losses, then its ability to realize the deferred tax assets may become uncertain and an additional charge to increase the valuation allowance may be recorded. A reconciliation of unrecognized tax benefits between June 30, 2012 and June 27, 2015 is as follows ( in millions ): Balance at June 30, 2012 $ Additions based on tax positions related to current year Reductions for lapse of statute of limitations or for audit settlements ) Reductions due to foreign currency rate fluctuations ) Reductions based on ITC expiration ) Balance at June 29, 2013 Additions based on tax positions related to current year Additions due to foreign currency rate fluctuation Reductions for lapse of statute of limitations ) Reductions based on state credit expiration ) Reductions based on the tax positions related to the prior year ) Balance at June 28, 2014 Additions based on tax positions related to current year Reductions for lapse of statute of limitations ) Reductions due to foreign currency rate fluctuations ) Reductions based on the tax positions related to the prior year ) Balance at June 27, 2015 $ The unrecognized tax benefits relate primarily to the allocations of revenue and costs among the Company’s global operations and the validity of some U.S. tax credits. In addition, utilization of the Company’s tax net operating losses may be subject to a substantial annual limitation due to the ownership change limitations provided by the Internal Revenue Code and similar state and foreign provisions. As a result, loss carryforward limitations may result in the expiration or reduced utilization of a portion of the Company’s net operating losses. Included in the balance of unrecognized tax benefits at June 27, 2015 are $3.5 million of tax benefits that, if recognized, would impact the effective tax rate. Also included in the balance of unrecognized tax benefits at June 27, 2015 are $33.9 million of tax benefits that, if recognized, would result in adjustments to the valuation allowance. The Company’s policy is to recognize accrued interest and penalties related to unrecognized tax benefits within the income tax provision. The amount of interest and penalties accrued as of June 27, 2015 and June 28, 2014 was approximately $1.6 million and $24.8 million, respectively. During fiscal 2015, the Company’s accrued interest and penalties decreased by $23.2 million primarily relating to the settlement of an audit in a non-US jurisdiction. The Company is routinely subject to various federal, state and foreign audits by taxing authorities. The Company believes that adequate amounts have been provided for any adjustments that may result from these examinations. The following table summarizes the Company’s major tax jurisdictions and the tax years that remain subject to examination by such jurisdictions as of June 27, 2015: Tax Jurisdictions Tax Years United States 2011 and onward Canada 2008 and onward China 2010 and onward France 2010 and onward Germany 2010 and onward Korea 2010 and onward United Kingdom 2009 and onward |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Jun. 27, 2015 | |
Stockholders' Equity | |
Stockholders' Equity | Note 13. Stockholders’ Equity Repurchase of Common Stock During fiscal 2014, the Company repurchased 7.4 million shares of its outstanding common stock at $13.45 per share in privately negotiated transactions concurrently with the issuance of its 2033 Notes. The repurchases were not made pursuant to any plan or program. The total purchase price of $100.0 million was reflected as a decrease to common stock based on the stated par value per share with the remainder charged to accumulated deficit. On May 21, 2014, the Company’s Board of Directors authorized a stock repurchase program under which the Company may purchase shares of its common stock worth up to an aggregate purchase price of $100.0 million through open market or private transactions between May 27, 2014 and June 27, 2015. During the fourth quarter of fiscal 2014, the Company repurchased approximately 4.9 million shares of common stock in open market purchases at an average price of $11.37 per share. During the first quarter of fiscal 2015, the Company repurchased approximately 0.4 million shares of common stock in open market purchases at an average price of $11.93 per share. The total purchase price of these repurchases under the stock repurchase program of $60.0 million was reflected as a decrease to common stock based on the stated par value per share with the remainder charged to accumulated deficit. All common shares repurchased during fiscal 2014 and 2015 have been canceled and retired. Preferred Stock The Company’s Board of Directors has authority to issue up to 1,000,000 shares of undesignated preferred stock and to determine the powers, preferences and rights and the qualifications, limitations or restrictions granted to or imposed upon any wholly unissued shares of undesignated preferred stock and to fix the number of shares constituting any series and the designation of such series, without the consent of the Company’s stockholders. The preferred stock could be issued with voting, liquidation, dividend and other rights superior to those of the holders of common stock. The issuance of any preferred stock subsequently issued by the Company’s Board of Directors, under some circumstances, could have the effect of delaying, deferring or preventing a change in control. Exchangeable Shares of JDS Uniphase Canada Ltd. On March 31, 2014 (“the Redemption Date”), the Company exercised its right to redeem 3,157,445 million outstanding exchangeable shares of JDS Uniphase Canada Ltd (“Exchangeable Shares”). On the Redemption Date, holders of Exchangeable Shares were entitled to receive one share of the Company’s common stock in exchange for each Exchangeable Share held. There were no Exchangeable Shares issued and outstanding as of June 27, 2015 and June 28, 2014, respectively. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Jun. 27, 2015 | |
Stock-Based Compensation | |
Stock-Based Compensation | Note 14. Stock-Based Compensation Stock-Based Benefit Plans Stock Option Plans As of June 27, 2015, the Company had 11.3 million shares of stock options and Full Value Awards issued and outstanding to employees and directors under the Restated 2005 Acquisition Equity Incentive Plan (“the 2005 Plan”), Restated 2003 Equity Incentive Plan (“the 2003 Plan”) and various other plans the Company assumed through acquisitions. The exercise price for stock options is equal to the fair value of the underlying stock at the date of grant. The Company issues new shares of common stock upon exercise of stock options. Options generally become exercisable over a three-year or four-year period and, if not exercised, expire from five to ten years after the date of grant. On November 14, 2012, the Company’s shareholders approved two amendments to the 2003 Plan. The first amendment increased the number of shares that may be issued under this plan by 10,000,000 shares. The second amendment extended the 2003 Plan’s terms for an additional ten year period after the date of approval of the amendment. On December 5, 2014, the Company’s shareholders approved another amendment to the 2003 Plan to increase the number of shares that may be issued under the plan by 9,000,000 shares. As of June 27, 2015, 10.8 million shares of common stock, primarily under the 2003 Plan and the 2005 Plan, were available for grant. Employee Stock Purchase Plans In June 1998, the Company adopted the 1998 Employee Stock Purchase Plan, as amended (the “1998 Purchase Plan”). The 1998 Purchase Plan, which became effective August 1, 1998, provides eligible employees with the opportunity to acquire an ownership interest in the Company through periodic payroll deductions and provides a discounted purchase price as well as a look-back period. The 1998 Purchase Plan is structured as a qualified employee stock purchase plan under Section 423 of the Internal Revenue Code of 1986. However, the 1998 Purchase Plan is not intended to be a qualified pension, profit sharing or stock bonus plan under Section 401(a) of the Internal Revenue Code of 1986 and is not subject to the provisions of the Employee Retirement Income Security Act of 1974. The 1998 Purchase Plan will terminate upon the earlier of August 1, 2018 or the date on which all shares available for issuance have been sold. Of the 50.0 million shares authorized under the 1998 Purchase Plan, 3.2 million shares remained available for issuance as of June 27, 2015. The 1998 Purchase Plan provides a 5% discount and a six month look-back period. Full Value Awards Full Value Awards refer to RSUs and Performance Units that are granted with the exercise price equal to zero and are converted to shares immediately upon vesting. These Full Value Awards are performance-based, time-based or a combination of both and expected to vest over one to four years. The fair value of the time-based Full Value Awards is based on the closing market price of the Company’s common stock on the date of award. Stock-Based Compensation The impact on the Company’s results of operations of recording stock-based compensation by function for fiscal 2015, 2014 and 2013 was as follows ( in millions ): Years Ended June 27, 2015 June 28, 2014 June 29, 2013 Cost of sales $ $ $ Research and development Selling, general and administrative $ $ $ Approximately $1.9 million of stock-based compensation was capitalized to inventory at June 27, 2015. Impact on Stock-based Compensation Due to Amendments in the Change of Control Benefits Plan During the year ended June 27, 2015, the Company amended its Change of Control Benefits Plan (the “Plan”) to add a spin-off of certain Company assets to the circumstances that could trigger benefits under the Plan, as well as other revisions. The Chief Executive Officer of the Company and the Chairman of the Compensation Committee approved the separation of certain executives in the current fiscal year. Pursuant to the Plan, upon termination, all unvested equity awards that have been granted or issued to certain terminated executives become immediately vested and stock options shall become fully exercisable with an extended exercise period of two years from the termination date. The amendments resulted in a modification of equity awards for seven executives and total incremental stock-based compensation of $6.8 million, which is being amortized over the period between the modification date and the termination dates of the executives. The Company recognized $6.2 million of stock-based compensation resulting from the modification during the year ended June 27, 2015. Stock Option Activity The Company granted no stock options during fiscal 2015, 2014 and 2013. The total intrinsic value of options exercised during the year ended June 27, 2015 was $5.0 million. In connection with these exercises, the tax benefit realized by the Company was immaterial due to the fact that the Company has no material benefit in foreign jurisdictions and a full valuation allowance on its domestic deferred tax assets. As of June 27, 2015 stock-based compensation cost related to stock options has been fully amortized. The following is a summary of stock option activities ( amount in millions except per share amounts ): Options Outstanding Number of Shares Weighted-Average Exercise Price Balance as of June 30, 2012 Exercised ) Forfeited ) Canceled ) Balance as of June 29, 2013 Exercised ) Canceled ) Balance as of June 28, 2014 Exercised ) Canceled ) Balance as of June 27, 2015 The following table summarizes significant ranges of outstanding and exercisable options as of June 27, 2015: Options Outstanding Options Exercisable Range of Exercise Prices Number of Shares Weighted Average Remaining Contractual Life (in years) Weighted Average Exercise Price Aggregate Intrinsic Value (in millions) Number of Shares Weighted Average Remaining Contractual Life (in years) Weighted Average Exercise Price Aggregate Intrinsic Value (in millions) $0.00 - 10.00 $ $ $ $ 10.01 - 20.00 20.01 - 30.00 — — 30.01 - 100.00 — — — — — — — — $ $ The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value, based on the Company’s closing stock price of $12.01 as of June 27, 2015, which would have been received by the option holders had all option holders exercised their options as of that date. The total number of in-the-money options exercisable as of June 27, 2015 was 1.9 million. Employee Stock Purchase Plan Activity The compensation expense in connection with the Company’s ESPP for the year ended June 27, 2015 was $1.4 million. The expense related to the plan is recorded on a straight-line basis over the relevant subscription period. The following table summarizes the shares issued and the fair market value at purchase date, pursuant to the Company’s ESPP during the year ended June 27, 2015: Purchase Date May 29, 2015 January 30, 2015 July 31, 2014 Shares issued Fair market value at purchase date $ $ $ As of June 27, 2015, there were no unrecognized stock-based compensation costs related to ESPP to be amortized. Full Value Awards Activity During fiscal 2015, 2014 and 2013, the Company’s Board of Directors approved the grant of 6.0 million, 6.0 million and 6.5 million Full Value Awards to the Company’s Board of Directors and employees and recorded $64.7 million, $60.7 million, and $49.4 million of such compensation expenses, respectively. As of June 27, 2015, $72.1 million of unrecognized stock-based compensation cost related to Full Value Awards remains to be amortized. That cost is expected to be recognized over an estimated amortization period of 2.0 years. A summary of the status of the Company’s non-vested Full Value Awards as of June 27, 2015 and changes during the same period is presented below ( amount in millions, except per share amounts ): Full Value Awards Performance Shares Non-Performance Shares Total Number of Shares Weighted-average grant-dated fair value Non-vested at June 30, 2012 Awards granted Awards vested ) ) ) Awards forfeited ) ) ) Non-vested at June 29, 2013 Awards granted Awards vested ) ) ) Awards forfeited ) ) ) Non-vested at June 28, 2014 Awards granted Awards vested ) ) ) Awards forfeited — ) ) Non-vested at June 27, 2015 During fiscal 2015, 2014 and 2013, the Company granted 0.7 million, 0.6 million and 0.7 million MSUs. These MSUs shares represent the target amount of grants and the actual number of shares awarded upon vesting of the MSUs may be higher or lower depending upon the achievement of the relevant market conditions. The majority of MSUs vest in equal annual installments over three years based on the attainment of certain total shareholder return performance measures and the employee’s continued service through the vest date. The aggregate grant-date fair value of MSUs granted during fiscal 2015, 2014 and 2013 was estimated to be $9.4 million, $9.2 million and $10.7 million respectively, and was calculated using a Monte Carlo simulation. Full Value Awards are converted into shares upon vesting. Shares equivalent in value to the minimum withholding taxes liability on the vested shares are withheld by the Company for the payment of such taxes. During fiscal 2015, 2014 and 2013, the Company paid $22.1 million, $21.4 million and $15.9 million, respectively, and classified the payments as operating cash outflows in the Consolidated Statements of Cash Flows. Valuation Assumptions The Company estimates the fair value of the MSUs on the date of grant using a Monte Carlo simulation with the following assumptions: Years Ended June 27, 2015 June 28, 2014 June 29, 2013 Volatility of common stock % % % Average volatility of peer companies % % % Average correlation coefficient of peer companies Risk-free interest rate % % % The Company estimates the fair value of ESPP using a BSM valuation model. The fair value is estimated on the date of grant using the BSM option valuation model with the following weighted-average assumptions: Employee Stock Purchase Plans June 27, 2015 June 28, 2014 June 29, 2013 Expected term (in years) Expected volatility % % % Risk-free interest rate % % % Expected Term: The Company’s expected term is in line with the six month look-back period of its ESPP. Expected Volatility: The Company determined that a combination of the implied volatility of its traded options and historical volatility of its stock price based on the expected term of the equity instrument most appropriately reflects market expectation of future volatility. Implied volatility is based on traded options of the Company’s common stock with a remaining maturity of six months or greater. Risk-Free Interest Rate: The Company bases the risk-free interest rate used in the BSM valuation method on the implied yield currently available on U.S. Treasury zero-coupon issues with an equivalent remaining term. Expected Dividend: The BSM valuation model calls for a single expected dividend yield as an input. The Company has not paid and does not anticipate paying any dividends in the near future. |
Employee Pension and Other Bene
Employee Pension and Other Benefit Plans | 12 Months Ended |
Jun. 27, 2015 | |
Employee Pension and Other Benefit Plans | |
Employee Pension and Other Benefit Plans | Note 15. Employee Pension and Other Benefit Plans Employee 401(k) Plans The Company sponsors the JDS Uniphase Corporation Employee 401(k) Retirement Plan (the “401(k) Plan”), a Defined Contribution Plan under ERISA, which provides retirement benefits for its eligible employees through tax deferred salary deductions. The 401(k) Plan allows employees to contribute up to 50% of their annual compensation, with contributions limited to $18,000 in calendar year 2015 as set by the Internal Revenue Service. For all eligible participants who have completed 180 days of service with Viavi, the 401(k) Plan provided for a 100% match of employees’ contributions up to the first 3% of annual compensation and 50% match on the next 2% of compensation. All matching contributions are made in cash and vest immediately. The Company’s matching contributions to the 401(k) Plan were $7.8 million, $7.5 million, and $7.4 million in fiscal 2015, 2014 and 2013, respectively. Deferred Compensation Plan The Company also provides for the benefit of certain eligible employees in the U.S. a non-qualified retirement plan. This plan is designed to permit employee deferral of a portion of salaries in excess of certain tax limits and deferral of bonuses. This plan’s assets are designated as trading securities on the Company’s Consolidated Balance Sheets. Refer to “Note 7. Investments and Fair Value Measurements” for more information. Effective January 1, 2011, the Company suspended all employee contribution into the plan. Employee Defined Benefit Plans The Company sponsors significant qualified and non-qualified pension plans for certain past and present employees in the U.K., Switzerland and Germany. The Company also is responsible for the non-pension post-retirement benefit obligation assumed from a past acquisition. Most of the plans have been closed to new participants and no additional service costs are being accrued, except for certain plans in Germany and Switzerland, assumed in connection with acquisitions during fiscal 2010 and fiscal 2014. Benefits are generally based upon years of service and compensation or stated amounts for each year of service. As of June 27, 2015, the U.K. and Switzerland plans were partially funded while the other plans were unfunded. The Company’s policy for funded plans is to make contributions equal to or greater than the requirements prescribed by law or regulation. For unfunded plans, the Company pays the post-retirement benefits when due. Future estimated benefit payments are summarized below. No other required contributions to defined benefit plans are expected in fiscal 2015, but the Company, at its discretion, can make contributions to one or more of the defined benefit plans. The Company accounts for its obligations under these pension plans in accordance with the authoritative guidance which requires the Company to record its obligation to the participants, as well as the corresponding net periodic cost. The Company determines its obligation to the participants and its net periodic cost principally using actuarial valuations provided by third-party actuaries. The obligation the Company records on its Consolidated Balance Sheets is reflective of the total PBO and the fair value of plan assets. The following table presents the components of the net periodic cost for the pension and benefits plans ( in millions ): Years Ended Pension Benefits 2015 2014 2013 Service cost $ $ $ Interest cost Expected return on plan assets ) ) ) Recognized net actuarial losses — Net periodic benefit cost $ $ $ The Company’s accumulated other comprehensive income includes unrealized net actuarial (gains)/losses. The amount expected to be recognized in net periodic benefit cost during fiscal 2016 is $0.8 million. The changes in the benefit obligations and plan assets of the pension and benefits plans were ( in millions ): Pension Benefit Plans 2015 2014 Change in benefit obligation Benefit obligation at beginning of year $ $ Service cost Interest cost Plan participants’ contributions Actuarial losses Acquisitions — Benefits paid ) ) Foreign exchange impact ) Benefit obligation at end of year $ $ Change in plan assets Fair value of plan assets at beginning of year Actual return on plan assets Acquisitions — Employer contributions Plan participants’ contributions Benefits paid ) ) Foreign exchange impact ) Fair value of plan assets at end of year $ $ Funded status $ ) $ ) Accumulated benefit obligation $ $ Pension Benefit Plans 2015 2014 Amount recognized in the Consolidated Balance Sheets at end of year: Current liabilities $ $ Non-current liabilities Net amount recognized at end of year $ $ Amount recognized in Accumulated other comprehensive income at end of year: Actuarial losses, net of tax $ ) $ ) Net amount recognized at end of year $ ) $ ) Other changes in plan assets and benefit obligations recognized in Other comprehensive loss: Net actuarial losses $ ) $ ) Amortization of accumulated net actuarial losses Total recognized in other comprehensive loss $ ) $ ) As of June 27, 2015 and June 28, 2014, the liability related to the post retirement benefit plan was $1.0 million and $1.1 million respectively. The balances were included in Other non-current liabilities on the Consolidated Balance Sheets. During fiscal 2015, the Company contributed GBP 0.7 million or approximately $1.1 million, while in fiscal 2014, the Company contributed GBP 0.5 million or approximately $0.7 million to its U.K. pension plan. These contributions allowed the Company to comply with regulatory funding requirements. Assumptions Underlying both the calculation of the PBO and net periodic cost are actuarial valuations. These valuations use participant-specific information such as salary, age, years of service, and assumptions about interest rates, compensation increases and other factors. At a minimum, the Company evaluates these assumptions annually and makes changes as necessary. The discount rate reflects the estimated rate at which the pension benefits could be effectively settled. In developing the discount rate, the Company considered the yield available on an appropriate AA corporate bond index, adjusted to reflect the term of the scheme’s liabilities as well as a yield curve model developed by the Company’s actuaries. The expected return on assets was estimated by using the weighted average of the real expected long term return (net of inflation) on the relevant classes of assets based on the target asset mix and adding the chosen inflation assumption. The following table summarizes the weighted average assumptions used to determine net periodic cost and benefit obligation for the Company’s U.K., Switzerland and German pension plans: Pension Benefit Plans 2015 2014 2013 Weighted-average assumptions used to determine net period cost: Discount rate % % % Expected long-term return on plan assets Rate of pension increase Weighted-average assumptions used to determine benefit obligation at end of year: Discount rate % % % Rate of pension increase Investment Policies and Strategies The Company’s investment objectives for its funded pension plan are to ensure that there are sufficient assets available to pay out members’ benefits as and when they arise and that should the plan be discontinued at any point in time there would be sufficient assets to meet the discontinuance liabilities. To achieve the objectives, the trustees of the U.K. pension plan are responsible for regularly monitoring the funding position and managing the risk by investing in assets expected to outperform the increase in value of the liabilities in the long term and by investing in a diversified portfolio of assets in order to minimize volatility in the funding position. The trustees invest in a range of frequently traded funds (“pooled funds”) rather than direct holdings in individual securities to maintain liquidity, achieve diversification and reduce the potential for risk concentration. The funded plan assets are managed by professional third-party investment managers. The Swiss pension plan assets are managed by a professional third-party service provider which provides management service in compliance with Swiss regulations. This service provider manages the plan assets of its affiliated companies as a pool and invests in a diversified portfolio of funds to maintain liquidity and reduce risk. Fair Value Measurement of Plan Assets The following table sets forth the U.K. and Swiss plans’ assets at fair value and the percentage of assets allocations as of June 27, 2015 (in millions, except percentage data). The fair value of U.K. and Swiss pension assets was approximately $30.2 million and $4.6 million, respectively, as of June 27, 2015. Fair value measurement as of June 27, 2015 Target Allocation Total Percentage of Plan Assets Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Assets: Global equity % $ % $ — $ Fixed income % % — Other % % — Cash % — Total assets $ % $ $ The following table sets forth the plan’s assets at fair value and the percentage of assets allocations as of June 28, 2014 ( in millions, except percentage data ). Fair value measurement as of June 28, 2014 Target Allocation Total Percentage of Plan Assets Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Assets: Global equity % $ % $ — $ Fixed income % % — Other % % — Cash % — Total assets $ % $ $ The Company’s pension assets consist of multiple institutional funds (“pension funds”) of which the fair values are based on the quoted prices of the underlying funds. Pension funds are classified as Level 2 assets since such funds are not directly traded in active markets. Global equity consists of several index funds that invest primarily in U.K. equities, Switzerland equities and other overseas equities. Fixed income consists of several funds that invest primarily in index-linked Gilts (over 5 year), sterling-denominated investment grade corporate bonds and overseas government bonds. Other consists of several funds that primarily invest in global equities, bonds, private equity, global real estate and infrastructure funds. Future Benefit Payments The following table reflects the total expected benefit payments to defined benefit pension plan participants. These payments have been estimated based on the same assumptions used to measure the Company’s PBO at year end and include benefits attributable to estimated future compensation increases. (in millions) Pension Benefit Plans 2016 $ 2017 2018 2019 2020 2021 - 2025 Thereafter Total $ |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jun. 27, 2015 | |
Commitments and Contingencies | |
Commitments and Contingencies | Note 16. Commitments and Contingencies Operating Leases The Company leases certain real and personal property from unrelated third parties under non-cancelable operating leases that expire at various dates through fiscal 2026. Certain leases require the Company to pay property taxes, insurance and routine maintenance, and include escalation clauses. As of June 27, 2015, future minimum annual lease payments under non-cancelable operating leases were as follows ( in millions ): 2016 $ 2017 2018 2019 2020 Thereafter Total minimum operating lease payments $ Included in the future minimum lease payments table above is $8.2 million related to lease commitments in connection with the Company’s restructuring and related activities. Refer to “Note 11. Restructuring and Related Charges” for more information. The aggregate future minimum rentals to be received under non-cancelable subleases totaled $6.2 million as of June 27, 2015. Rental expense relating to building and equipment was $22.4 million, $26.6 million and $26.0 million in fiscal 2015, 2014 and 2013, respectively. Purchase Obligations Purchase obligations of $150.9 million as of June 27, 2015, represent legally-binding commitments to purchase inventory and other commitments made in the normal course of business to meet operational requirements. Although open purchase orders are considered enforceable and legally binding, the terms generally allow the option to cancel, reschedule and adjust the requirements based on the Company’s business needs prior to the delivery of goods or performance of services. Obligations to purchase inventory and other commitments are generally expected to be fulfilled within one year. The Company depends on a limited number of contract manufacturers, subcontractors, and suppliers for raw materials, packages and standard components. The Company generally purchases these single or limited source products through standard purchase orders or one-year supply agreements and has no significant long-term guaranteed supply agreements with such vendors. While the Company seeks to maintain a sufficient safety stock of such products and maintains on-going communications with its suppliers to guard against interruptions or cessation of supply, the Company’s business and results of operations could be adversely affected by a stoppage or delay of supply, substitution of more expensive or less reliable products, receipt of defective parts or contaminated materials, increases in the price of such supplies, or the Company’s inability to obtain reduced pricing from its suppliers in response to competitive pressures. Financing Obligations—Eningen and Santa Rosa Eningen On December 16, 2011, the Company executed and closed the sale and leaseback transaction of certain buildings and land in Eningen, Germany (the “Eningen Transactions”). The Company sold approximately 394,217 square feet of land, nine buildings with approximately 386,132 rentable square feet, and parking areas. The Company leased back approximately 158,154 rentable square feet comprised of two buildings and a portion of a basement of another building (the “Leased Premises”). The lease term is 10 years with the right to cancel a certain portion of the lease after 5 years. The gross cash proceeds received from the transaction were approximately €7.1 million. Concurrent with the sale and lease back, the Company has provided collateral in case of a default by the Company relative to future lease payments for the Leased Premises. Due to this continuing involvement, the related portion of the cash proceeds and transaction costs, associated with the Leased Premises and other buildings which the Company continues to occupy, was recorded under the financing method in accordance with the authoritative guidance on leases and sales of real estate. Accordingly, the carrying value of these buildings and associated land will remain on the Company’s books and the buildings will continue to be depreciated over their remaining useful lives. The portion of the proceeds received have been recorded as a financing obligation, a portion of the lease payments are recorded as a decrease to the financing obligation and a portion is recognized as interest expense. Imputed rental income from the buildings sold but not leased back and currently being occupied is recorded as a reduction in the financing obligation. As of June 27, 2015, of the total financing obligation related to the Eningen Transactions, $0.1 million was included in Other current liabilities, and $4.1 million was included in Other non-current liabilities. As of June 28, 2014, of the total financing obligation related to the Eningen Transactions, $0.1 million was included in Other current liabilities, and $5.2 million was included in Other non-current liabilities. Santa Rosa On August 21, 2007, the Company entered into a sale and lease back of certain buildings and land in Santa Rosa, California (the “Santa Rosa Transactions”). The Company sold approximately 45 acres of land, 13 buildings with approximately 492,000 rentable square feet, a building pad, and parking areas. The Company leased back 7 buildings with approximately 286,000 rentable square feet. The net cash proceeds received from the transaction were $32.2 million. The lease terms range from a one-year lease with multiple renewal options to a ten-year lease with two five-year renewal options. The Company has an ongoing obligation to remediate environmental matters, impacting the entire site, as required by the North Coast Regional Water Quality Control Board which existed at the time of sale. Concurrent with the sale and lease back, the Company has issued an irrevocable letter of credit for $3.8 million as security for the remediation of the environmental matter that remains in effect until the issuance of a notice of no further action letter from the North Coast Regional Water Quality Control Board. In addition, the lease agreement for one building included an option to purchase at fair market value, at the end of the lease term. Due to these various forms of continuing involvement the transaction was recorded under the financing method in accordance with the authoritative guidance on leases and sales of real estate. Accordingly, the value of the buildings and land will remain on the Company’s books and the buildings will continue to be depreciated over their remaining useful lives. The proceeds received have been recorded as a financing obligation, a portion of the lease payments are recorded as a decrease to the financing obligation and a portion is recognized as interest expense. Imputed rental income from the buildings sold but not leased back is recorded as a reduction in the financing obligation. As of June 27, 2015, $1.4 million was included in Other current liabilities, and $24.8 million was included in Other non-current liabilities. As of June 28, 2014, $1.2 million was included in Other current liabilities, and $26.2 million was included in Other non-current liabilities. The lease payments due under the agreement reset to fair market rental rates upon the Company’s execution of the renewal options. Guarantees In accordance with authoritative guidance which requires that upon issuance of a guarantee, the guarantor must recognize a liability for the fair value of the obligation it assumes under that guarantee. In addition, disclosures about the guarantees that an entity has issued, including a tabular reconciliation of the changes of the entity’s product warranty liabilities, are required. The Company from time to time enters into certain types of contracts that contingently require the Company to indemnify parties against third-party claims. These contracts primarily relate to: (i) divestiture agreements, under which the Company may provide customary indemnifications to purchasers of the Company’s businesses or assets; (ii) certain real estate leases, under which the Company may be required to indemnify property owners for environmental and other liabilities, and other claims arising from the Company’s use of the applicable premises; and (iii) certain agreements with the Company’s officers, directors and employees, under which the Company may be required to indemnify such persons for liabilities arising out of their employment relationship. The terms of such obligations vary. Generally, a maximum obligation is not explicitly stated. Because the obligated amounts of these types of agreements often are not explicitly stated, the overall maximum amount of the obligations cannot be reasonably estimated. Historically, the Company has not been obligated to make significant payments for these obligations, and no liabilities have been recorded for these obligations on the consolidated balance sheet as of June 27, 2015 and June 28, 2014. Product Warranties In general, the Company offers a one-year warranty for most of its products. The Company provides reserves for the estimated costs of product warranties at the time revenue is recognized. The Company estimates the costs of its warranty obligations based on its historical experience of known product failure rates, use of materials to repair or replace defective products and service delivery costs incurred in correcting product failures. In addition, from time to time, specific warranty accruals may be made if unforeseen technical problems arise with specific products. The Company periodically assesses the adequacy of its recorded warranty liabilities and adjusts the amounts as necessary. The following table presents the changes in the Company’s warranty reserve during fiscal 2015 and fiscal 2014 ( in millions ): Year Ended June 27, 2015 June 28, 2014 Balance as of beginning of period $ $ Provision for warranty Utilization of reserve ) ) Adjustments related to pre-existing warranties (including changes in estimates) ) ) Balance as of end of period $ $ Legal Proceedings The Company is subject to a variety of claims and suits that arise from time to time in the ordinary course of our business. While management currently believes that resolving claims against the Company, individually or in aggregate, will not have a material adverse impact on its financial position, results of operations or statement of cash flows, these matters are subject to inherent uncertainties and management’s view of these matters may change in the future. Were an unfavorable final outcome to occur, there exists the possibility of a material adverse impact on the Company’s financial position, results of operations or cash flows for the period in which the effect becomes reasonably estimable. |
Operating Segments and Geograph
Operating Segments and Geographic Information | 12 Months Ended |
Jun. 27, 2015 | |
Operating Segments and Geographic Information | |
Operating Segments and Geographic Information | Note 17. Operating Segments and Geographic Information The Company evaluates its reportable segments in accordance with the authoritative guidance on segment reporting. The Company’s Chief Executive Officer, Thomas H. Waechter, is the Company’s Chief Operating Decision Maker (“CODM”) pursuant to the guidance. The CODM allocates resources to the segments based on their business prospects, competitive factors, net revenue and operating results. The Company is a leading provider of network service and enablement solutions and optical products for telecommunications (“Telecom”) service providers, cable operators, network equipment manufacturers (“NEMs”) and enterprises. Viavi’s diverse technology portfolio also fights counterfeiting and enables commercial lasers for a range of manufacturing applications. In fiscal 2015, the Company reorganized its NSE reportable segment into two separate reportable segments, Network Enablement and Service Enablement. Splitting NSE into two reportable segments provides greater clarity and transparency regarding the markets, financial performance and business models of the NE and SE businesses. NE is a hardware-centric and more mature business consisting primarily of NSE’s traditional communications test instrument products. SE is a software-centric business consisting primarily of software solutions that are embedded within the network and enterprise performance management solutions. Historical segment numbers have been recast to conform to this new reporting structure in our financial statements. The Company’s reportable segments are: Network Enablement NE provides an integrated portfolio of testing solutions that access the network to perform build out and maintenance tasks. These solutions include instruments, software and services to design, build, turn-up, certify, troubleshoot, and optimize networks and support more profitable, higher-performing networks and help speed time-to-revenue. Service Enablement SE provides embedded systems and enterprise performance management solutions that supply global service providers, enterprises and cloud operators visibility into network, service and application data. These solutions—primarily consisting of instruments, microprobes and software—monitor, collect and analyze network data to reveal the actual customer experience and to identify opportunities for new revenue streams and network optimization. Communications and Commercial Optical Products CCOP provides optical components, modules, subsystems, and solutions used by Telecom and data communications (“Datacom”), NEMs and both traditional and cloud/data center service providers. These products enable the transmission and transport of video, audio and text data over high-capacity fiber optic cables. Transmission products primarily consist of optical transceivers, optical transponders, and their supporting components such as modulators and source lasers, including innovative products such as the Tunable Small Form-factor Pluggable Plus transceiver. Transport products primarily consist of modules or sub-systems containing optical amplifiers, reconfigurable optical add/drop multiplexers (“ROADMs”) or Wavelength Selective Switches, Optical Channel Monitors and their supporting components. CCOP products for 3-D sensing applications, formerly referred to as our gesture recognition products, include a light source product. Customer solutions containing CCOP’s 3-D sensing products let a person control electronic or computer devices with natural body or hand gestures instead of using a remote, mouse or other device. CCOP also provides a broad laser portfolio that serve customers in markets and applications such as manufacturing, biotechnology, graphics and imaging, remote sensing, and precision machining such as drilling in printed circuit boards, wafer singulation and solar cell scribing. These products include diode, direct-diode, diode-pumped solid-state, fiber, and gas lasers. Optical Security and Performance Products OSP provides innovative optical security technologies, with a strategic focus on serving the anti-counterfeiting market through advanced security pigments, thread substrates and printed features for the currency, pharmaceutical and consumer electronic segments. OSP also provides optical filters 3-D sensing and other applications. The accounting policies of the reportable segments are the same as those described in the summary of significant accounting policies. The Company evaluates segment performance based on operating income (loss), excluding certain infrequent or unusual items. The amounts shown as Corporate consist of certain unallocated corporate-level operating expenses. In addition, the Company does not allocate stock-based compensation, acquisition-related charges and amortization of intangibles, restructuring and related charges, non-operating income and expenses, or other non-recurring charges as highlighted in the table below. Information on reportable segments is as follows ( in millions ): Years Ended June 27, 2015 June 28, 2014 June 29, 2013 Net revenue: Network Enablement $ $ $ Service Enablement Communications and Commercial Optical Products Optical Security and Performance Products Net revenue $ $ $ Operating income (loss): Network Enablement $ $ $ Service Enablement ) ) ) Communications and Commercial Optical Products Optical Security and Performance Products Corporate ) ) ) Total segment operating income Unallocated amounts: Stock-based compensation ) ) ) Amortization of intangibles ) ) ) Loss on disposal of long-lived assets ) ) ) Restructuring and related charges (1) ) ) ) Other charges related to non-recurring activities (1) (2) ) ) ) Interest and other income (expense), net ) Interest expense ) ) ) Loss from operations before income taxes $ ) $ ) $ ) (1) Restructuring and related charges and Other charges related to non-recurring charges during fiscal 2015, primarily relate to costs incurred in connection with the separation of the Lumentum business. Refer to “Note 11. Restructuring and Related Charges” for more information. (2) During fiscal 2013, the Company incurred $11.3 million of inventory related charges, included in Cost of sales, primarily related to a write-off of inventory no longer being sold due to a strategic plan to exit NE’s legacy low-speed wireline product line approved in the third quarter of fiscal 2013. The table below discloses the percentage of the Company’s total net revenue attributable to each of our four reportable segments. In addition, it discloses the percentage of the Company’s total net revenue attributable to our Optical Communications (“OpComms”) products within the CCOP segment, which accounted for more than 10% of our consolidated net revenue in each of the last three fiscal years, and Laser products, which represents the remainder of the CCOP segment: Years Ended June 27, 2015 June 28, 2014 June 29, 2013 Network Enablement % % % Service Enablement Communications and Commercial Optical Products: Optical Communications Lasers Communications and Commercial Optical Products Optical Security and Performance Products The Company operates primarily in three geographic regions: Americas, Asia-Pacific, and Europe, Middle East and Africa (“EMEA”). Net revenue is assigned to the geographic region and country where our product is initially shipped. For example, certain customers may request shipment of our product to a contract manufacturer in one country, which may differ from the location of their end customers. The following tables present net revenue and identifiable assets by geographic regions ( in millions ): Years Ended June 27, 2015 June 28, 2014 June 29, 2013 Net revenue: Americas $ % $ % $ % Asia-Pacific EMEA Total net revenue $ % $ % $ % Net revenue was assigned to geographic regions based on the customers’ shipment locations. Net revenue for Americas included net revenue from United States of $591.3 million, $626.7 million and $630.8 million, for the fiscal years ended June 27, 2015, June 28, 2014 and June 29, 2013, respectively, based on customers’ shipment location. During fiscal 2015, 2014 and 2013, no customer accounted for more than 10% of net revenue. Long-lived assets, namely net property, plant and equipment were identified based on the operations in the corresponding geographic areas ( in millions ): Years Ended June 27, 2015 June 28, 2014 United States $ $ Other Americas China Thailand Other Asia-Pacific EMEA Total long-lived assets $ $ |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Jun. 27, 2015 | |
Discontinued Operations | |
Discontinued Operations | Note 18. Discontinued Operations During the second quarter of fiscal 2013, the Company closed the sale of the Hologram Business, previously within the OSP reportable segment, to OpSec Security. The Company received gross proceeds of $11.5 million in cash, which resulted in a $0.6 million gain recorded as a component of net income from discontinued operations that was offset by loss from the discontinued business in fiscal 2013. Net revenue of the Hologram Business for fiscal 2013 was $5.2 million and net loss from discontinued operations was insignificant. There was no tax effect associated with the discontinued operation. In accordance with the applicable accounting guidance for the disposal of long-lived assets, the results of the Hologram Business have been excluded from both continuing operations and segment results for all periods presented. The gain on recorded in connection with the sale of the Hologram Business was calculated as follows ( in millions ): Gross Proceeds $ Less: carrying value of net assets ) Less: selling costs ) Gain $ The carrying value of the net assets sold as of October 12, 2012 are as follows (in millions): October 12, 2012 Accounts receivable, net $ Inventories, net Property, plant and equipment, net Intangibles, net Accounts payable and accrued expenses ) Other current and non-current liabilities ) Net assets sold $ |
Quarterly Financial Information
Quarterly Financial Information (unaudited) | 12 Months Ended |
Jun. 27, 2015 | |
Quarterly Financial Information (unaudited) | |
Quarterly Financial Information (unaudited) | Note 19. Quarterly Financial Information (unaudited) The following table presents the Company’s quarterly consolidated statements of operations for fiscal 2015 and 2014 ( in millions, except per share data ): June 27, 2015 March 28, 2015 December 27, 2014 September 27, 2014 June 28, 2014 March 29, 2014 December 28, 2013 September 28, 2013 Net revenue $ $ $ $ $ $ $ $ Cost of sales Amortization of acquired technologies Gross profit Operating expenses: Research and development Selling, general and administrative Amortization of other intangibles Restructuring and related charges ) Total operating expenses (Loss) income from operations ) ) ) ) ) Interest and other income (expense), net ) Interest expense ) ) ) ) ) ) ) ) (Loss) income before income taxes ) ) ) ) ) ) Provision for (Benefit from) income taxes (2) (3) ) ) Net (loss) income $ ) $ ) $ ) $ ) $ ) $ ) $ $ Net (loss) income per share from (1): Basic $ ) $ ) $ ) $ ) $ ) $ ) $ $ Diluted $ ) $ ) $ ) $ ) $ ) $ ) $ $ Shares used in per share calculation: Basic Diluted net income (loss) per share from: (1) Net income (loss) per share is computed independently for each of the quarters presented. Therefore, the sum of the quarterly basic and diluted net income (loss) per share amounts do not equal the annual basic and diluted net income (loss) per share amount for fiscal 2014. (2) During the third quarter of fiscal 2014, the Company recognized $21.7 million of uncertain tax benefits related to deferred tax assets due to the expiration of the statute of limitations in a non-U.S. jurisdiction. (3) During the third quarter of fiscal 2015, the company recognized $21.8 million tax benefit recognized upon the settlement of an audit in a non-U.S. jurisdiction. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Jun. 27, 2015 | |
Subsequent Events. | |
Subsequent Events | Note 20. Subsequent Events Separation of the Lumentum Business On August 1, 2015, the Company completed the previously announced separation of the Lumentum business and distributed approximately 80.1% of the outstanding shares of Lumentum common stock to Viavi shareholders who received one share of Lumentum common stock for every five shares of Viavi common stock. The Company was renamed Viavi and, at the time of the distribution, retained ownership of approximately 19.9%, or 11.7 million shares, of Lumentum’s outstanding shares. On August 4, 2015, the Company began “regular-way” trading on NASDAQ under the ticker symbol “VIAV.” The Company expects to recognize a significant taxable gain for federal and state income tax purposes as a result of the separation of the Lumentum business. The Company also expects to utilize significant net operating losses and other tax attributes in connection with the recognition of the gain. On July 31, 2015, in connection with the formation of Lumentum Inc., the Company received 40,000 shares of Lumentum Inc.’s Series A Preferred Stock (“Series A Preferred Stock”). Pursuant to the binding commitment to sell the Series A Preferred Stock to Amada Holdings Co., Ltd. (“Amada”), the Company sold 35,805 shares of the Series A Preferred Stock to Amada for $35.8 million and the remaining 4,195 shares of the Series A Preferred Stock were canceled. |
VALUATION AND QUALIFYING ACCOUN
VALUATION AND QUALIFYING ACCOUNTS | 12 Months Ended |
Jun. 27, 2015 | |
VALUATION AND QUALIFYING ACCOUNTS | |
VALUATION AND QUALIFYING ACCOUNTS | SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS Column A Column B Column C Column D Column E Description Balance at Beginning of Period Additions Charged to Expenses or Other Accounts* Deductions Credited to Expenses or Other Accounts** Balance at End of Period (in millions) 2015 Deferred tax valuation allowance $ $ $ ) $ 2014 Deferred tax valuation allowance $ $ $ ) $ 2013 Deferred tax valuation allowance $ $ $ ) $ * Additions include current year additions charged to expenses and current year build due to increases in net deferred tax assets, return to provision true-ups, other adjustments and OCI impact to deferred taxes. ** Deductions include current year releases credited to expenses and current year reductions due to decreases in net deferred tax assets, return to provision true-ups, other adjustments and OCI impact to deferred taxes. |
Description of Business and S29
Description of Business and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jun. 27, 2015 | |
Description of Business and Summary of Significant Accounting Policies | |
Fiscal Years | Fiscal Years The Company utilizes a 52-53 week fiscal year ending on the Saturday closest to June 30th. In fiscal 2015, 2014 and 2013 the Company’s fiscal years were 52-weeks ending on June 27, 2015, June 28, 2014, and June 29, 2013. |
Change in Reportable Segments | Change in Reportable Segments During fiscal 2015 the Company reorganized its Network Service and Enablement (“NSE”) reportable segment into two separate reportable segments: Network Enablement (“NE”) and Service Enablement (“SE”). This change does not impact previously reported consolidated financial information. However, historical information related to the NSE reportable segment has been recast to reflect the new NE and SE reportable segment structure. Refer to “Note 17. Operating Segments and Geographic Information.” |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the Company and its wholly-owned subsidiaries. All inter-company accounts and transactions have been eliminated. |
Fiscal 2013 Out-of-Period Adjustments | Fiscal 2013 Out-of-Period Adjustments During the year ended June 29, 2013, the Company recorded out-of-period adjustments that impacted cost of sales and other income related to prior fiscal years. The impact of the out-of-period adjustments recorded by the Company resulted in a $2.5 million increase in net income during the year ended June 29, 2013. Management and the Audit Committee have concluded these errors, both individually and in aggregate, were not material to any prior year financial statements and the impact of correcting these errors in fiscal 2013 was not material to the full year fiscal 2013 financial statements. |
Discontinued Operations | Discontinued Operations During fiscal 2013, the Company closed the sale of its hologram business (“Hologram Business”) to OpSec Security Inc. (“OpSec Security”) for $11.5 million in cash. The Consolidated Statements of Operations have been recast to present the Hologram Business as discontinued operations as described in “Note 18. Discontinued Operations.” Unless noted otherwise, discussion in the Notes to Consolidated Financial Statements pertain to continuing operations. |
Use of Estimates | Use of Estimates The preparation of the Company’s consolidated financial statements in conformity with U.S. GAAP requires Company management (“Management”) to make estimates and assumptions that affect the reported amount of assets and liabilities at the date of the financial statements, the reported amount of net revenue and expenses and the disclosure of commitments and contingencies during the reporting periods. The Company bases estimates on historical experience and on various assumptions about the future believed to be reasonable based on available information. The Company’s reported financial position or results of operations may be materially different under changed conditions or when using different estimates and assumptions, particularly with respect to significant accounting policies. If estimates or assumptions differ from actual results, subsequent periods are adjusted to reflect more current information. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers highly-liquid instruments such as treasury bills, commercial paper and other money market instruments with original maturities of 90 days or less at the time of purchase to be cash equivalents. |
Restricted Cash | Restricted Cash At June 27, 2015 and June 28, 2014, the Company’s short-term restricted cash balances were $26.2 million and $31.9 million, respectively, and the Company’s long-term restricted cash balances were $6.1 million and $6.6 million, respectively. These balances primarily include interest-bearing investments in bank certificates of deposit and money market funds which act as collateral supporting the issuance of letters of credit and performance bonds for the benefit of third parties. |
Investments | Investments The Company’s investments in debt securities and marketable equity securities are primarily classified as available-for-sale investments or trading securities and are recorded at fair value. The cost of securities sold is based on the specific identification method. Unrealized gains and losses on available-for-sale investments, net of tax, are reported as a separate component of stockholders’ equity. Unrealized gains or losses on trading securities resulting from changes in fair value are recognized in current earnings. The Company’s short-term investments, which are classified as current assets, include certain securities with stated maturities of longer than twelve months as they are highly liquid and available to support current operations. The Company periodically reviews these investments for impairment. If a debt security’s market value is below amortized cost and the Company either intends to sell the security or it is more likely than not that the Company will be required to sell the security before its anticipated recovery, the Company records an other-than-temporary impairment charge to investment income (loss) for the entire amount of the impairment; if a debt security’s market value is below amortized cost and the Company does not expect to recover the entire amortized cost of the security, the Company separates the other-than-temporary impairment into the portion of the loss related to credit factors, or the credit loss portion, and the portion of the loss that is not related to credit factors, or the non-credit loss portion. The credit loss portion is the difference between the amortized cost of the security and the Company’s best estimate of the present value of the cash flows expected to be collected from the debt security. The non-credit loss portion is the residual amount of the other-than-temporary impairment. The credit loss portion is recorded as a charge to income (loss), and the non-credit loss portion is recorded as a separate component of Other comprehensive income (loss). |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The carrying amounts of certain of the Company’s financial instruments, including cash equivalents, accounts receivable, accounts payable, and deferred compensation liability, approximate fair value because of their short maturities. Fair value is defined as the exit price, or the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. There is an established hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring the most observable inputs be used when available. Observable inputs are inputs market participants would use in valuing the asset or liability and are developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the assumptions about the factors that market participants would use in valuing the asset or liability. Estimates of fair value of fixed-income securities are based on third party, market-based pricing sources which the Company believes to be reliable. These estimates represent the third parties’ good faith opinion as to what a buyer in the marketplace would pay for a security in a current sale. For instruments that are not actively traded, estimates may be based on current treasury yields adjusted by an estimated market credit spread for the specific instrument. The fair market value of the Company’s 0.625% Senior Convertible Notes due 2033 (the “2033 Notes”) fluctuates with interest rates and with the market price of the stock, but does not affect the carrying value of the debt on the balance sheet. Refer to the Company’s “Note 10. Debts and Letters of Credit” for more information. |
Inventories | Inventories Inventory is valued at standard cost, which approximates actual cost computed on a first-in, first-out basis, not in excess of net realizable market value. The Company assesses the valuation on a quarterly basis and writes down the value for estimated excess and obsolete inventory based upon estimates of future demand, including warranty requirements. Our inventories include material, labor, and manufacturing overhead costs. |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment are stated at cost. Depreciation is computed by the straight-line method over the following estimated useful lives of the assets: 10 to 50 years for building and improvements, 2 to 20 years for machinery and equipment, and 2 to 5 years for furniture, fixtures, software and office equipment. Leasehold improvements are amortized by the straight-line method over the shorter of the estimated useful lives of the assets or the term of the lease. Demonstration units, which are Company products used for demonstration purposes for customers and/or potential customers and generally not intended to be sold, have an estimated useful life of 5 years and are amortized by the straight-line method. Costs related to software acquired, developed or modified solely to meet the Company’s internal requirements and for which there are no substantive plans to market are capitalized in accordance with the authoritative guidance on accounting for the costs of computer software developed or obtained for internal use. Only costs incurred after the preliminary planning stage of the project and after management has authorized and committed funds to the project are eligible for capitalization. Costs capitalized for computer software developed or obtained for internal use are included in Property, plant and equipment, net on the Consolidated Balance Sheets. |
Goodwill | Goodwill Goodwill represents the excess of the purchase price of an acquired enterprise or assets over the fair value of the identifiable assets acquired and liabilities assumed. The Company tests for impairment of goodwill on an annual basis in the fourth quarter and at any other time when events occur or circumstances indicate that the carrying amount of goodwill may not be recoverable. Refer to “Note 8. Goodwill” for more information. Circumstances that could trigger an impairment test include, but are not limited to: a significant adverse change in the business climate or legal factors, an adverse action or assessment by a regulator, change in customer, target market and strategy, unanticipated competition, loss of key personnel, or the likelihood that a reporting unit or significant portion of a reporting unit will be sold or otherwise disposed. An assessment of qualitative factors may be performed to determine whether it is necessary to perform the two-step quantitative goodwill impairment test. If the result of the qualitative assessment is that it is more likely than not (i.e., greater than 50% likelihood) that the fair value of a reporting unit, is less than its carrying amount, then the quantitative test is required. Otherwise, no further testing is required. Under the quantitative test, if the carrying amount of the reporting unit goodwill exceeds the implied fair value of that goodwill, an impairment loss is recorded in the Consolidated Statements of Operations as “Impairment of goodwill.” Measurement of the fair value of a reporting unit is based on one or more of the following fair value measures: amounts at which the unit as a whole could be bought or sold in a current transaction between willing parties, using present value techniques of estimated future cash flows, or using valuation techniques based on multiples of earnings or revenue, or a similar performance measure. |
Intangible Assets | Intangible Assets Intangible assets consist primarily of purchased intangible assets through acquisitions. Purchased intangible assets primarily include acquired developed technologies (developed and core technology), customer relationships, proprietary know-how, trade secrets, and trademarks and trade names. Intangible assets are amortized using the straight-line method over the estimated economic useful lives of the assets, which is the period during which expected cash flows support the fair value of such intangible assets. |
Long-lived Asset Valuation (Property, Plant and Equipment and Intangible Assets Subject to Amortization) | Long-lived Asset Valuation (Property, Plant and Equipment and Intangible Assets Subject to Amortization) Long-lived assets held and used The Company tests long-lived assets for recoverability, at the asset group level, when events or changes in circumstances indicate that their carrying amount may not be recoverable. Circumstances which could trigger a review include, but are not limited to: significant decreases in the market price of the asset, significant adverse changes in the business climate or legal factors, accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of the asset, current period cash flow or operating losses combined with a history of losses or a forecast of continuing losses associated with the use of the asset, or current expectation that the asset will more likely than not be sold or disposed significantly before the end of its estimated useful life. Recoverability is assessed based on the difference between the carrying amount of the asset and the sum of the undiscounted cash flows expected to result from the use and the eventual disposal of the asset. An impairment loss is recognized when the carrying amount is not recoverable and exceeds fair value. Long-lived assets held for sale Long-lived assets are classified as held for sale when certain criteria are met, which include: Management’s commitment to a plan to sell the assets, the availability of the assets for immediate sale in their present condition, an active program to locate buyers and other actions to sell the assets has been initiated, whether the sale of the assets is probable and their transfer is expected to qualify for recognition as a completed sale within one year, whether the assets are being marketed at reasonable prices in relation to their fair value, and how unlikely it is that significant changes will be made to the plan to sell the assets. The Company measures long-lived assets to be disposed of by sale at the lower of carrying amount or fair value less cost to sell. Fair value is determined using quoted market prices or the anticipated cash flows discounted at a rate commensurate with the risk involved. |
Pension and Other Postretirement Benefits | Pension and Other Postretirement Benefits The funded status of the Company’s retirement-related benefit plans is recognized on the Consolidated Balance Sheets. The funded status is measured as the difference between the fair value of plan assets and the benefit obligation at fiscal year end, the measurement date. For defined benefit pension plans, the benefit obligation is the projected benefit obligation (“PBO”) and for the non-pension postretirement benefit plan the benefit obligation is the accumulated postretirement benefit obligation (“APBO”). The PBO represents the actuarial present value of benefits expected to be paid upon retirement. The APBO represents the actuarial present value of postretirement benefits attributed to employee services already rendered. Unfunded or partially funded plans, with the benefit obligation exceeding the fair value of plan assets, are aggregated and recorded as a retirement and non-pension postretirement benefit obligation equal to this excess. The current portion of the retirement-related benefit obligation represents the actuarial present value of benefits payable in the next 12 months in excess of the fair value of plan assets, measured on a plan-by-plan basis. This liability is recorded in Other current liabilities in the Consolidated Balance Sheets. Net periodic pension cost (income) is recorded in the Consolidated Statements of Operations and includes service cost, interest cost, expected return on plan assets, amortization of prior service cost and (gains) losses previously recognized as a component of accumulated other comprehensive income. Service cost represents the actuarial present value of participant benefits attributed to services rendered by employees in the current year. Interest cost represents the time value of money cost associated with the passage of time. (Gains) losses arise as a result of differences between actual experience and assumptions or as a result of changes in actuarial assumptions. Prior service cost (credit) represents the cost of benefit improvements attributable to prior service granted in plan amendments. (Gains) losses and prior service cost (credit) not recognized as a component of net periodic pension cost (income) in the Consolidated Statements of Operations as they arise are recognized as a component of Accumulated other comprehensive income on the Consolidated Balance Sheets, net of tax. Those (gains) losses and prior service cost (credit) are subsequently recognized as a component of net periodic pension cost (income) pursuant to the recognition and amortization provisions of the authoritative guidance. The measurement of the benefit obligation and net periodic pension cost (income) is based on the Company’s estimates and actuarial valuations provided, by third-party actuaries, which are approved by Management. These valuations reflect the terms of the plans and use participant-specific information such as compensation, age and years of service, as well as certain assumptions, including estimates of discount rates, expected return on plan assets, rate of compensation increases, and mortality rates. The Company evaluates these assumptions annually at a minimum. In estimating the expected return on plan assets, the Company considers historical returns on plan assets, adjusted for forward-looking considerations, inflation assumptions and the impact of the active management of the plan’s invested assets. |
Concentration of Credit and Other Risks | Concentration of Credit and Other Risks Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, short-term investments, trade receivables and foreign currency forward contracts. The Company’s cash and cash equivalents and short-term investments are held in safekeeping by large, creditworthy financial institutions. The Company invests its excess cash primarily in U.S. government and agency bonds securities, corporate securities, money market funds, asset-backed securities, and other investment-grade securities. The Company has established guidelines relative to credit ratings, diversification and maturities that seek to maintain safety and liquidity of these investments. The Company’s foreign exchange derivative instruments expose the Company to credit risk to the extent that the counterparties may be unable to meet the terms of the agreements. The Company seeks to mitigate such risk by limiting its counterparties to major financial institutions and by spreading such risk across several major financial institutions. In addition, the potential risk of loss with any one counterparty resulting from such risk is monitored by the Company on an ongoing basis. The Company performs credit evaluations of its customers’ financial condition and generally does not require collateral from its customers. These evaluations require significant judgment and are based on a variety of factors including, but not limited to, current economic trends, historical payment, bad debt write-off experience, and financial review of the customer. The Company maintains an allowance for doubtful accounts for estimated losses resulting from the inability of its customers to make required payments. When the Company becomes aware that a specific customer is unable to meet its financial obligations, the Company records a specific allowance to reflect the level of credit risk in the customer’s outstanding receivable balance. In addition, the Company records additional allowances based on certain percentages of aged receivable balances. These percentages take into account a variety of factors including, but not limited to, current economic trends, historical payment and bad debt write-off experience. The Company classifies bad debt expenses as selling, general and administrative (“SG&A”) expense. The Company is not able to predict changes in the financial stability of its customers. Any material change in the financial status of any one or a group of customers could have a material adverse effect on the Company’s results of operations and financial condition. Although such losses have been within management’s expectations to date, there can be no assurance that such allowances will continue to be adequate. The Company has significant trade receivables concentrated in the telecommunications industry. While the Company’s allowance for doubtful accounts balance is based on historical loss experience along with anticipated economic trends, unanticipated financial instability in the telecommunications industry could lead to higher than anticipated losses. No one customer accounted for greater than 10% of accounts receivables or revenue during the periods presented. The Company relies on a limited number of suppliers for a number of key components contained in our products. The Company also relies on a limited number of significant independent contract manufacturers for the production of certain key components and subassemblies contained in our products. The Company generally uses a rolling twelve month forecast based on anticipated product orders, customer forecasts, product order history and backlog to determine its materials requirements. Lead times for the parts and components that the Company orders vary significantly and depend on factors such as the specific supplier, contract terms and demand for a component at a given time. If the forecast does not meet actual demand, the Company may have excess or shortfalls of some materials and components, as well as excess inventory purchase commitments. The Company could experience reduced or delayed product shipments or incur additional inventory write-downs and cancellation charges or penalties, which would increase costs and could have a material adverse impact on the Company’s results of operations. |
Foreign Currency Forward Contracts | Foreign Currency Forward Contracts The Company conducts its business and sells its products to customers primarily in North America, Europe and Asia. In the normal course of business, the Company’s financial position is routinely subject to market risks associated with foreign currency rate fluctuations due to balance sheet positions in foreign currencies. The Company evaluates foreign exchange risks and utilizes foreign currency forward contracts to reduce such risks, hedging the gains or losses generated by the re-measurement of significant foreign currency denominated monetary assets and liabilities. The fair value of these contracts is reflected as other assets or other liabilities and the change in fair value of these foreign currency forward contracts is recorded as income or loss in the Company’s Consolidated Statements of Operations as a component of Interest and other income (expense), net to largely offset the change in fair value of the foreign currency denominated monetary assets and liabilities which is also recorded as a component of Interest and other income (expense), net. |
Foreign Currency Translation | Foreign Currency Translation Assets and liabilities of non-U.S. subsidiaries that operate in a local currency environment, where that local currency is the functional currency, are translated into U.S. dollars at exchange rates in effect at the balance sheet date, with the resulting translation adjustments directly recorded as a component of Accumulated other comprehensive income, on the Consolidated Balance Sheets. Income and expense accounts are translated at the prior month balance sheet exchange rates, which are deemed to approximate average monthly rate. Gains and losses from re-measurement of monetary assets and liabilities denominated in currencies other than the respective functional currencies are included in the Consolidated Statements of Operations as a component of Interest and other income (expense), net. |
Revenue Recognition | Revenue Recognition The Company recognizes revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when it has persuasive evidence of an arrangement, delivery has occurred, the sales price is fixed or determinable and collectability is reasonably assured. Delivery does not occur until products have been shipped or services have been provided, risk of loss has transferred and in cases where formal acceptance is required, customer acceptance has been obtained or customer acceptance provisions have lapsed. In situations where a formal acceptance is required but the acceptance only relates to whether the product meets its published specifications, revenue is recognized upon delivery provided all other revenue recognition criteria are met. The sales price is not considered to be fixed or determinable until all contingencies related to the sale have been resolved. The Company reduces revenue for rebates and other similar allowances. Revenue is recognized only if these estimates can be reliably determined. The Company’s estimates are based on its historical results taking into consideration the type of customer, the type of transaction and the specifics of each arrangement. In addition to the aforementioned general policies, the following are the specific revenue recognition policies for multiple-element arrangements and for each major category of revenue. Multiple-Element Arrangements When a sales arrangement contains multiple deliverables, such as sales of products that include services, the multiple deliverables are evaluated to determine whether there are one or more units of accounting. Where there is more than one unit of accounting, then the entire fee from the arrangement is allocated to each unit of accounting based on the relative selling price. Under this approach, the selling price of a unit of accounting is determined by using a selling price hierarchy which requires the use of vendor-specific objective evidence (“VSOE”) of fair value if available, third-party evidence (“TPE”) if VSOE is not available, or best estimate of selling price (“BESP”) if neither VSOE nor TPE is available. Revenue is recognized when the revenue recognition criteria for each unit of accounting are met. The Company establishes VSOE of selling price using the price charged for a deliverable when sold separately and, in remote circumstances, using the price established by management having the relevant authority. TPE of selling price is established by evaluating similar and interchangeable competitor goods or services in sales to similarly situated customers. When VSOE or TPE are not available the Company then uses BESP. Generally, the Company is not able to determine TPE because its product strategy differs from that of others in our markets, and the extent of customization varies among comparable products or services from its peers. The Company establishes BESP using historical selling price trends and considering multiple factors including, but not limited to geographies, market conditions, competitive landscape, internal costs, gross margin objectives, and pricing practices. When determining BESP, the Company applies significant judgment in establishing pricing strategies and evaluating market conditions and product lifecycles. To the extent a deliverable(s) in a multiple-element arrangement is subject to specific guidance (for example, software that is subject to the authoritative guidance on software revenue recognition), the Company allocates the fair value of the units of accounting using relative selling price and that unit of accounting is accounted for in accordance with the specific guidance. Some product offerings include hardware that are integrated with or sold with software that delivers the functionality of the equipment. The Company believes this equipment is not considered software-related and would therefore be excluded from the scope of the authoritative guidance on software revenue recognition. Hardware Revenue from hardware sales is recognized when the product is shipped to the customer and when there are no unfulfilled company obligations that affect the customer’s final acceptance of the arrangement. Any cost of warranties and remaining obligations that are inconsequential or perfunctory are accrued when the corresponding revenue is recognized. Services Revenue from services and system maintenance is typically recognized on a straight-line basis over the term of the contract. Revenue from professional service engagements is typically recognized once its delivery obligation is fulfilled. Revenue related to extended warranty and product maintenance contracts is deferred and recognized on a straight-line basis over the delivery period. The Company also generates service revenue from hardware repairs and calibration which is recognized as revenue upon completion of the service. Software The Company’s software arrangements generally consist of a perpetual license fee and Post-Contract Support (“PCS”). Where the Company has established VSOE of fair value for PCS contracts, this has generally been based on the renewal rate or the bell curve methodology. Revenue from maintenance, unspecified upgrades and technical support is recognized over the period such items are delivered. In multiple-element revenue arrangements that include software, software-related and non-software-related elements are accounted for in accordance with the following policies. · Non-software and software-related products are bifurcated based on a relative selling price · Software-related products are separated into units of accounting if all of the following criteria are met: · The functionality of the delivered element(s) is not dependent on the undelivered element(s). · There is VSOE of fair value of the undelivered element(s). · Delivery of the delivered element(s) represents the culmination of the earnings process for that element(s). If these criteria are not met, the software revenue is deferred until the earlier of when such criteria are met or when the last undelivered element is delivered. If there is VSOE of the undelivered item(s) but no such evidence for the delivered item(s), the residual method is used to allocate the arrangement consideration. Under the residual method, the amount of consideration allocated to the delivered item(s) equals the total arrangement consideration less the aggregate VSOE of the undelivered elements. In cases where VSOE is not established for PCS, revenue is recognized ratably over the PCS period after all software elements have been delivered and the only undelivered item is PCS. |
Warranty | Warranty The Company provides reserves for the estimated costs of product warranties at the time revenue is recognized. It estimates the costs of its warranty obligations based on its historical experience of known product failure rates, use of materials to repair or replace defective products and service delivery costs incurred in correcting product failures. In addition, from time to time, specific warranty accruals may be made if unforeseen technical problems arise. |
Shipping and Handling Costs | Shipping and Handling Costs The Company records costs related to shipping and handling of revenue in cost of sales for all periods presented. |
Advertising Expense | Advertising Expense The Company expenses advertising costs as incurred. Advertising costs totaled $1.7 million, $2.2 million and $0.8 million in fiscal 2015, 2014 and 2013, respectively. |
Research and Development ("R&D") Expense | Research and Development (“R&D”) Expense Costs related to R&D, which primarily consists of labor and benefits, supplies, facilities, consulting and outside service fees, are charged to expense as incurred. The authoritative guidance allows for capitalization of software development costs incurred after a product’s technological feasibility has been established until the product is available for general release to the public. To date, the period between achieving technological feasibility, which the Company has defined as the establishment of a working model and typically occurs when beta testing commences, and the general availability of such software has been very short. Accordingly, software development costs have been expensed as incurred. |
Stock-Based Compensation | Stock-Based Compensation Stock-based compensation is measured at grant date, and recognized in expense over the requisite service period based on the fair value of the equity award. The fair value of the time-based Full Value Awards is based on the closing market price of the Company’s common stock on the grant date of the award. The Company uses the Monte Carlo simulation to estimate the fair value of Full Value Awards with market conditions (“MSUs”). The Company estimates the fair value of employee stock purchase plan awards (“ESPP”) using the Black-Scholes Merton (“BSM”) option-pricing model. This option-pricing model requires the input of assumptions, including the award’s expected life and the price volatility of the underlying stock. The Company estimates the expected forfeiture rate pursuant to the authoritative guidance, and only recognizes expense for those shares expected to vest. When estimating forfeitures, the Company considers voluntary termination behavior as well as future workforce reduction programs. Estimated forfeiture is trued up to actual forfeiture as the equity awards vest. The total fair value of the equity awards, net of forfeiture, is recorded on a straight-line basis over the requisite service period of the awards, which is generally the vesting period, except for MSUs which are amortized based upon graded vesting method. |
Income Taxes | Income Taxes In accordance with the authoritative guidance on accounting for income taxes, the Company recognizes income taxes using an asset and liability approach. This approach requires the recognition of taxes payable or refundable for the current year and deferred tax liabilities and assets for the future tax consequences of events that have been recognized in its consolidated financial statements or tax returns. The measurement of current and deferred taxes is based on provisions of the enacted tax law and the effects of future changes in tax laws or rates are not anticipated. The authoritative guidance provides for recognition of deferred tax assets if the realization of such deferred tax assets is more likely than not to occur based on an evaluation of both positive and negative evidence and the relative weight of the evidence. With the exception of certain international jurisdictions, the Company has determined that at this time it is more likely than not that deferred tax assets attributable to the remaining jurisdictions will not be realized, primarily due to uncertainties related to its ability to utilize its net operating loss carryforwards before they expire. Accordingly, the Company has established a valuation allowance for such deferred tax assets. If there is a change in the Company’s ability to realize its deferred tax assets for which a valuation allowance has been established, then its tax provision may decrease in the period in which it determines that realization is more likely than not. Likewise, if the Company determines that it is not more likely than not that its deferred tax assets will be realized, then a valuation allowance may be established for such deferred tax assets and the Company’s tax provision may increase in the period in which it makes the determination. The authoritative guidance on accounting for uncertainty in income taxes clarifies the accounting for uncertainty in income taxes recognized in an entity’s financial statements and prescribes the recognition threshold and measurement attributes for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. Additionally, it provides guidance on recognition, classification, and disclosure of tax positions. The Company is subject to income tax audits by the respective tax authorities in all of the jurisdictions in which it operates. The determination of tax liabilities in each of these jurisdictions requires the interpretation and application of complex and sometimes uncertain tax laws and regulations. The Company recognizes liabilities based on its estimate of whether, and the extent to which, additional tax liabilities are more likely than not. If the Company ultimately determines that the payment of such a liability is not necessary, then it reverses the liability and recognizes a tax benefit during the period in which the determination is made that the liability is no longer necessary. The recognition and measurement of current taxes payable or refundable and deferred tax assets and liabilities requires that the Company make certain estimates and judgments. Changes to these estimates or a change in judgment may have a material impact on the Company’s tax provision in a future period. |
Restructuring Accrual | Restructuring Accrual In accordance with authoritative guidance on accounting for costs associated with exit or disposal activities, generally costs associated with restructuring activities are recognized when they are incurred. However, in the case of leases, the expense is estimated and accrued when the property is vacated. Given the significance of, and the timing of the execution of such activities, this process is complex and involves periodic reassessments of estimates made from the time the property was vacated, including evaluating real estate market conditions for expected vacancy periods and sub-lease income. Additionally, a liability for post-employment benefits for workforce reductions related to restructuring activities is recorded when payment is probable, and the amount is reasonably estimable. The Company continually evaluates the adequacy of the remaining liabilities under its restructuring initiatives. Although the Company believes that these estimates accurately reflect the costs of its restructuring plans, actual results may differ, thereby requiring the Company to record additional provisions or reverse a portion of such provisions. |
Loss Contingencies | Loss Contingencies The Company is subject to the possibility of various loss contingencies arising in the ordinary course of business. The Company considers the likelihood of loss or impairment of an asset or the incurrence of a liability, as well as its ability to reasonably estimate the amount of loss in determining loss contingencies. An estimated loss is accrued when it is probable that an asset has been impaired or a liability has been incurred and the amount of loss can be reasonably estimated. The Company regularly evaluates current information available to determine whether such accruals should be adjusted and whether new accruals are required. |
Asset Retirement Obligations ("ARO") | Asset Retirement Obligations (“ARO”) ARO are legal obligations associated with the retirement of long-lived assets pertaining to leasehold improvements. These liabilities are initially recorded at fair value and the related asset retirement costs are capitalized by increasing the carrying amount of the related assets by the same amount as the liability. Asset retirement costs are subsequently depreciated over the useful lives of the related assets. Subsequent to initial recognition, the Company records period-to-period changes in the ARO liability resulting from the passage of time and revisions to either the timing or the amount of the original estimate of undiscounted cash flows. The Company derecognizes ARO liabilities when the related obligations are settled. As of June 27, 2015 and June 28, 2014, the Consolidated Balance Sheets included ARO of $2.0 million and $2.0 million, respectively, in Other current liabilities and $4.5 million and $5.1 million, respectively, in Other non-current liabilities. (in millions) Balance at Beginning of Period Liabilities Incurred Liabilities Settled Accretion Expense Revisions to Estimates Balance at End of Period Asset Retirement Obligations Year ended June 27, 2015 $ ) ) $ Year ended June 28, 2014 $ ) ) $ |
Description of Business and S30
Description of Business and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Jun. 27, 2015 | |
Description of Business and Summary of Significant Accounting Policies | |
Schedule of asset retirement obligation | (in millions) Balance at Beginning of Period Liabilities Incurred Liabilities Settled Accretion Expense Revisions to Estimates Balance at End of Period Asset Retirement Obligations Year ended June 27, 2015 $ ) ) $ Year ended June 28, 2014 $ ) ) $ |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Jun. 27, 2015 | |
Earnings Per Share | |
Schedule of computation of basic and diluted net (loss) income per share | The following table sets forth the computation of basic and diluted net (loss) income per share ( in millions, except per share data ): Years Ended June 27, 2015 June 28, 2014 June 29, 2013 Numerator: Net (loss) income $ ) $ ) $ Loss from discontinued operations, net of tax — — — Net (loss) income $ ) $ ) $ Denominator: Weighted-average number of common shares outstanding Basic Effect of dilutive securities from stock-based benefit plans — — Diluted Basic net (loss) income per share from: Continuing operations $ ) $ ) $ Discontinued operations — — — Net (loss) income $ ) $ ) $ Diluted net (loss) income per share from: Continuing operations $ ) $ ) $ Discontinued operations — — — Net (loss) income $ ) $ ) $ |
Schedule of weighted average potentially dilutive securities excluded from the computation because their effect would have been anti-dilutive | The following table sets forth the weighted-average potentially dilutive securities excluded from the computation of the diluted net (loss) income per share because their effect would have been anti-dilutive ( in millions ): Years Ended June 27, 2015 (1)(2) June 28, 2014 (1)(2) June 29, 2013 (3) Stock options and ESPP Restricted Stock Units Total potentially dilutive securities (1) As the Company incurred a net loss in the period, potential dilutive securities from employee stock options, ESPP and Restricted Stock Units (“RSUs”) have been excluded from the diluted net loss per share computations as their effects were deemed anti-dilutive. (2) The Company’s 2033 Notes are not included in the table above. The par amount of convertible notes is payable in cash equal to the principal amount of the notes plus any accrued and unpaid interest and then the “in-the-money” conversion benefit feature at the conversion price above $18.83 per share is payable in cash, shares of the Company’s common stock or a combination of both. Refer to “Note 10. Debts and Letters of Credit” for more details. (3) The Company’s 1% Senior Convertible Notes due 2026 (the “2026 Notes”) are not included in the table above. The par amount of convertible notes is payable in cash equal to the principal amount of the notes plus any accrued and unpaid interest and then the “in-the-money” conversion benefit feature at the conversion price above $30.30 per share is payable in shares of the Company’s common stock or cash. As of June 29, 2013, no amounts related to the 2026 Notes were outstanding. Refer to “Note 10. Debts and Letters of Credit” for more information. |
Accumulated Other Comprehensi32
Accumulated Other Comprehensive (Loss) Income (Tables) | 12 Months Ended |
Jun. 27, 2015 | |
Accumulated Other Comprehensive (Loss) Income | |
Schedule of components of accumulated other comprehensive (loss) income | At June 27, 2015 and June 28, 2014, balances for the components of accumulated other comprehensive (loss) income were as follows ( in millions ): Unrealized (losses) on available-for- sale investments Foreign currency translation adjustments Defined benefit obligation, net of tax (1) Total Beginning balance as of June 28, 2014 $ ) $ $ ) $ Other comprehensive (loss) income before reclassification ) ) ) ) Amounts reclassified from accumulated other comprehensive (loss) income — — Net current-period other comprehensive (loss) income ) ) ) ) Ending balance as of June 27, 2015 $ ) $ ) $ ) $ ) (1) Amount represents the amortization of actuarial losses included as a component of Selling, general and administrative expense (“SG&A”) in the Consolidated Statement of Operations for the year ended June 27, 2015. There was no tax impact. Refer to “Note 15. Employee Pension and Other Benefit Plans” for more details on the computation of net periodic cost for pension plans. |
Mergers and Acquisitions (Table
Mergers and Acquisitions (Tables) | 12 Months Ended |
Jun. 27, 2015 | |
Network Instruments, LLC ("Network Instruments") | |
Acquisitions | |
Summary of components of the assets acquired at fair value | The Company finalized the purchase price allocation related to this acquisition, including measurement period adjustments with the corresponding offset to goodwill, during fiscal 2014. The purchase price was allocated as follows ( in millions ): Net tangible assets acquired $ Intangible assets acquired: Developed technology Customer relationships In-process research and development Other Goodwill Total purchase price $ |
Summary of components of the tangible assets acquired at fair value | The following table summarizes the components of the tangible assets acquired at fair value ( in millions ): Cash $ Accounts receivable Inventory Property and equipment Accounts payable ) Deferred tax liabilities, net ) Other liabilities, net of other assets ) Deferred revenue ) Net tangible assets acquired $ |
Schedule of pro forma financial information on the results of the company | Actual results will differ from the unaudited pro forma information presented below ( unaudited, in millions ): Years Ended June 28, 2014 June 29, 2013 Pro forma net revenue $ $ Pro forma net (loss) income ) |
Time-Bandwidth Products AG ("Time-Bandwidth") | |
Acquisitions | |
Summary of components of the assets acquired at fair value | The Company finalized the purchase price allocation related to this acquisition including measurement period adjustments with the corresponding offset to goodwill during fiscal 2014. The purchase price was allocated as follows ( in millions ): Net tangible assets acquired $ Intangible assets acquired: Developed technology Customer relationships Goodwill Total purchase price $ |
Summary of components of the tangible assets acquired at fair value | The following table summarizes the components of the net tangible assets acquired at fair value ( in millions ): Accounts receivable $ Inventories Property and equipment Accounts payable ) Accrued expenses and other liabilities, net of other assets ) Deferred tax liabilities, net ) Net tangible assets acquired $ |
Trendium Inc. ("Trendium") | |
Acquisitions | |
Summary of components of the assets acquired at fair value | The purchase price was allocated as follows ( in millions ): Tangible assets acquired: Property, plant and equipment $ Intangible assets acquired: Developed technology In-process research and development Goodwill Total purchase price $ |
Arieso Ltd. ("Arieso") | |
Acquisitions | |
Summary of components of the assets acquired at fair value | The Company finalized the purchase price allocation related to this acquisition during fiscal 2014. The purchase price was allocated as follows ( in millions ): Net tangible assets acquired $ Intangible assets acquired: Developed technology Customer relationships Order backlog Goodwill Total purchase price $ |
Summary of components of the tangible assets acquired at fair value | The following table summarizes the components of the tangible assets acquired at fair value ( in millions ): Cash $ Accounts receivable Property and equipment Accounts payable ) Accrued expenses, net of other assets ) Employee related liabilities ) Deferred revenue ) Deferred tax liabilities, net ) Net tangible assets acquired $ |
GenComm Co., Ltd. ("GenComm") | |
Acquisitions | |
Summary of components of the assets acquired at fair value | The purchase price was allocated as follows ( in millions ): Net tangible assets acquired $ Intangible assets acquired: Developed technology Customer relationships Order backlog Goodwill Total purchase price $ |
Balance Sheet and Other Detai34
Balance Sheet and Other Details (Tables) | 12 Months Ended |
Jun. 27, 2015 | |
Balance Sheet and Other Details | |
Schedule of components of accounts receivable reserves and allowances | The components of accounts receivable reserves and allowances were as follows ( in millions ): June 27, 2015 June 28, 2014 Allowance for doubtful accounts $ $ Allowance for sales returns Total accounts receivable reserves and allowances $ $ |
Activities and balances for allowance for doubtful accounts | The activities and balances for allowance for doubtful accounts are as follows ( in millions ): Allowance for doubtful accounts: Balance at Beginning of Period Charged to Costs and Expenses Deduction (1) Balance at End of Period Year ended June 27, 2015 $ $ $ ) $ Year ended June 28, 2014 ) Year ended June 29, 2013 ) (1) Represents the effect of currency translation adjustments and write-offs of uncollectible accounts, net of recoveries. |
Schedule of components of Inventories, net | The components of Inventories, net were as follows ( in millions ): June 27, 2015 June 28, 2014 Finished goods $ $ Work in process Raw materials Inventories, net $ $ |
Schedule of components of Prepayments and other current assets | The components of Prepayments and other current assets were as follows ( in millions ): June 27, 2015 June 28, 2014 Prepayments $ $ Other current assets Prepayments and other current assets $ $ |
Schedule of components of Property, plant and equipment | The components of Property, plant and equipment, net were as follows ( in millions ): June 27, 2015 June 28, 2014 Land $ $ Buildings and improvements Machinery and equipment Furniture, fixtures, software and office equipment Leasehold improvements Construction in progress Less: Accumulated depreciation ) ) Property, plant and equipment, net $ $ |
Schedule of components of Other current liabilities | The components of Other current liabilities were as follows ( in millions ): June 27, 2015 June 28, 2014 Deferred compensation plan $ $ Warranty Restructuring Holdback liabilities from acquisitions Deferred income taxes Other Other current liabilities $ $ |
Schedule of components of Other non-current liabilities | The components of Other non-current liabilities were as follows ( in millions ): June 27, 2015 June 28, 2014 Pension and post-employment benefits $ $ Financing obligation Restructuring accrual Long-term deferred revenue Other Other non-current liabilities $ $ |
Schedule of components of interest and other income (expense), net | The components of Interest and other income (expense), net were as follows ( in millions ): Years Ended June 27, 2015 June 28, 2014 June 29, 2013 Interest income $ $ Foreign exchange gains (losses), net ) ) ) Proceeds from Nortel (1) — — Loss on repurchase of Convertible Notes — — ) Gain on sale from investments Other income (expense), net ) ) Interest and other income (expense), net $ $ $ ) (1) During the fourth quarter of fiscal 2015, the Company received proceeds of $2.2 million from the Fair Fund established to provide compensation for losses incurred in connection with investments in Nortel Networks Corporation (“Nortel”) securities from the SEC’s claims against Nortel. |
Investments and Fair Value Me35
Investments and Fair Value Measurements (Tables) | 12 Months Ended |
Jun. 27, 2015 | |
Investments and Fair Value Measurements | |
Schedule of available-for-sale securities | As of June 27, 2015, the Company’s available-for-sale securities were as follows ( in millions ): Amortized Cost/Carrying Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Debt securities: U.S. treasuries $ $ — $ — $ U.S. agencies — — Municipal bonds and sovereign debt instruments — — Asset-backed securities — ) Corporate securities ) Total debt available-for-sale securities $ $ $ ) $ As of June 28, 2014, the Company’s available-for-sale securities were as follows ( in millions ): Amortized Cost/Carrying Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Debt securities: U.S. treasuries $ $ — $ — $ U.S. agencies — — Municipal bonds and sovereign debt instruments — — Asset-backed securities ) Corporate securities — Total debt available-for-sale securities $ $ $ ) $ |
Schedule of gross unrealized losses on available-for-sale securities | As of June 27, 2015, the Company’s total gross unrealized losses on available-for-sale securities, aggregated by type of investment instrument, were as follows ( in millions ): Less than 12 Months Greater than 12 Months Total Asset-backed securities $ — $ ) $ ) Corporate securities ) — ) Total gross unrealized losses $ ) $ ) $ ) As of June 28, 2014, the Company’s total gross unrealized losses on available-for-sale securities, aggregated by type of investment instrument, were as follows ( in millions ): Less than 12 Months Greater than 12 Months Total Asset-backed securities $ — $ $ Corporate securities — — — Total gross unrealized losses $ — $ $ |
Schedule of contractual maturities of available-for-sale securities | As of June 27, 2015, contractual maturities of the Company’s debt securities classified as available-for-sale securities were as follows ( in millions ): Amortized Cost/Carrying Cost Estimated Fair Value Amounts maturing in less than 1 year $ $ Amounts maturing in 1 - 5 years Amounts maturing in more than 5 years Total debt available-for-sale securities $ $ |
Schedule of assets measured at fair value | Assets measured at fair value as of June 27, 2015 are summarized below ( in millions ): Fair value measurement as of June 27, 2015 Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Assets: Debt available-for-sale securities: U.S. treasuries $ $ $ — U.S. agencies — Municipal bonds and sovereign debt instruments — Asset-backed securities — Corporate securities — Total debt available-for-sale securities Money market funds — Trading securities — Total assets (1) $ $ $ (1) $225.4 million in cash and cash equivalents, $465.3 million in short-term investments, $25.1 million in restricted cash, and $4.6 million in other non-current assets on the Company’s Consolidated Balance Sheets. |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Jun. 27, 2015 | |
Goodwill | |
Schedule of changes in goodwill | The following table presents the changes in goodwill allocated to the reportable segments (in millions) : Network Enablement (1) Service Enablement (1) Communications and Commercial Optical Products (2) Optical Security and Performance Products Total Balance as of June 29, 2013 (3) $ $ $ — $ $ Goodwill from Trendium Acquisition (6) — — Good will from Network Instruments Acquisitions (6) — — Goodwill from Time-Bandwidth Acquisition (6) — — — Currency Translation and other adjustments — Balance as of June 28, 2014 (4) $ $ $ $ $ Currency translation and other adjustments ) ) ) — ) Balance as of June 27, 2015 (5) $ $ $ $ $ (1) In the first quarter of fiscal 2015, the Company reorganized its NSE reportable segment into two separate reportable segments, NE and SE. The goodwill of NSE was allocated between the two new segments based on their relative fair value as of June 29, 2014, the first day of fiscal 2015. The Company determined that based on its cash flow structure, organizational structure and the financial information provided to and reviewed by Management, NE and SE also represented new reporting units for fiscal 2015. Refer to “Note 17. Operating Segments and Geographic Information” for more information. (2) The goodwill balance as of June 27, 2015 for the CCOP segment relates to the acquisition of Time-Bandwidth and has been allocated to the Lasers reporting unit. (3) Gross goodwill balances for CCOP, NE, SE and OSP were $5,111.3 million, $368.6 million, $221.3 million and $92.8 million, respectively as of June 29, 2013. Accumulated impairment for CCOP, NE, SE and OSP were $5,111.3 million, $301.9 million, $181.2 million and $84.5 million, respectively as of June 29, 2013. (4) Gross goodwill balances for CCOP, NE, SE and OSP were $5,117.2 million, $459.9 million, $276.0 million and $92.8 million, respectively as of June 28, 2014. Accumulated impairment for CCOP, NE, SE and OSP were $5,111.3 million, $301.9 million, $181.2 million and $84.5 million, respectively as of June 28, 2014. (5) Gross goodwill balances for CCOP, NE, SE and OSP were $5,116.9 million, $456.4 million, $273.9 million and $92.8 million, respectively as of June 27, 2015. Accumulated impairment for CCOP, NE, SE and OSP were $5,111.3 million, $301.9 million, $181.2 million and $84.5 million, respectively as of June 27, 2015. (6) Refer to “Note 5. Mergers and Acquisitions” of Notes to Consolidated Financial Statements for more information. |
Schedule of gross goodwill and accumulated impairment balances | The following table presents gross goodwill and accumulated impairment balances for the fiscal years ended June 27, 2015, and June 28, 2014 ( in millions ): Years Ended June 27, 2015 June 28, 2014 Gross goodwill balance $ $ Accumulated impairment losses ) ) Net goodwill balance $ $ |
Acquired Developed Technology37
Acquired Developed Technology and Other Intangibles (Tables) | 12 Months Ended |
Jun. 27, 2015 | |
Acquired Developed Technology and Other Intangibles | |
Schedule of acquired developed technology, customer relationships and other intangibles | The following tables present details of the Company’s acquired developed technology, customer relationships and other intangibles ( in millions ): As of June 27, 2015 Gross Carrying Amount Accumulated Amortization Net Acquired developed technology $ $ ) $ Customer relationships ) Other ) Total intangibles subject to amortization ) In-process research and development intangibles — Total intangibles $ $ ) $ As of June 28, 2014 Gross Carrying Amount Accumulated Amortization Net Acquired developed technology $ $ ) $ Customer relationships ) Other ) Total intangibles subject to amortization ) In-process research and development intangibles — Total intangibles $ $ ) $ |
Schedule of details of amortization expense | The following table presents details of the Company’s amortization ( in millions ): Years Ended June 27, 2015 June 28, 2014 June 29, 2013 Cost of sales $ $ $ Operating expense Total $ $ $ |
Schedule of estimated future amortization | Based on the carrying amount of acquired developed technology, customer relationships and other intangibles as of June 27, 2015, and assuming no future impairment of the underlying assets, the estimated future amortization is as follows ( in millions ): Fiscal Years 2016 $ 2017 2018 2019 Thereafter Total amortization $ |
Debts and Letters of Credit (Ta
Debts and Letters of Credit (Tables) | 12 Months Ended |
Jun. 27, 2015 | |
Debts and Letters of Credit | |
Schedule of details of the Company's debt | The following table presents the carrying amounts of the liability and equity components ( in millions ): June 27, 2015 June 28, 2014 Principal amount of 0.625% Senior Convertible Notes $ $ Unamortized discount of liability component ) ) Carrying amount of liability component $ $ Carrying amount of equity component (1) $ $ (1) Included in Accumulated paid-in-capital on the Consolidated Balance Sheets. |
Summary of effective interest rate and interest expense for the contractual interest and the accretion of debt discount | The following table presents the effective interest rate and the interest expense for the contractual interest and the accretion of debt discount ( in millions, except for the effective interest rate ): Year Ended June 27, 2015 June 28, 2014 Effective interest rate % % Interest expense-contractual interest $ $ Accretion of debt discount |
Restructuring and Related Cha39
Restructuring and Related Charges (Tables) | 12 Months Ended |
Jun. 27, 2015 | |
Restructuring and Related Charges | |
Schedule of various restructuring plans | The adjustments to the accrued restructuring expenses related to all of the Company’s restructuring plans described below for the year ended June 27, 2015 were as follows (in millions) : Balance June 28, 2014 Fiscal Year 2015 Charges Cash Settlements Non-cash Settlements and Other Adjustments Balance June 27, 2015 Fiscal 2015 Plan NE, SE and Shared Service Separation Restructuring Plan (Workforce Reduction) $ — $ $ ) $ ) $ CCOP Separation Restructuring Plan (Workforce Reduction) — ) — CCOP Robbinsville Closure Plan: Workforce Reduction — ) — — Lease Costs — ) — — Transfer Costs — ) — — Total CCOP Robbinsville Restructuring Plan — ) — — Fiscal 2014 Plans NE Realignment Plan (Workforce Reduction) ) ) CCOP Serangoon Closure Plan Workforce Reduction ) — — Lease Costs — ) — — Total CCOP Serangoon Closure Plan ) — — Shared Services Restructuring Plan (Workforce Reduction) ) — NE Product Strategy Restructuring Plan (Workforce Reduction) ) ) NE Lease Restructuring Plan (first floor) ) — Central Finance and IT Restructuring Plan (Workforce Reduction) — ) ) Fiscal 2013 Plans NE Lease Restructuring Plan ) ) — Other plans ) — Plans Prior to Fiscal 2013 ) ) Total $ $ $ ) $ ) $ Ottawa Lease Exit Costs $ $ ) $ ) $ ) $ |
Income Tax (Tables)
Income Tax (Tables) | 12 Months Ended |
Jun. 27, 2015 | |
Income Taxes | |
Schedule of income (loss) before income taxes | The Company’s income (loss) before income taxes consisted of the following ( in millions ): Years Ended June 27, 2015 June 28, 2014 June 29, 2013 Domestic $ ) $ ) $ ) Foreign (Loss) income before income taxes $ ) $ ) $ ) |
Schedule of the Company's income tax expense (benefit) | The Company’s income tax expense (benefit) consisted of the following ( in millions ): Years Ended June 27, 2015 June 28, 2014 June 29, 2013 Federal: Current $ — $ ) $ — Deferred ) ) ) ) State: Current — — — Deferred ) — ) — Foreign: Current ) Deferred ) ) ) ) Total income tax (benefit) expense $ $ ) $ ) |
Schedule of reconciliation of the Company's income tax (benefit) expense at the federal statutory rate to the income tax expense at the federal statutory rate to the income tax expense (benefit) at the effective tax rate | A reconciliation of the Company’s income tax expense (benefit) at the federal statutory rate to the income tax expense (benefit) at the effective tax rate is as follows ( in millions ): Years Ended June 27, 2015 June 28, 2014 June 29, 2013 Income tax (benefit) expense computed at federal statutory rate $ ) $ ) $ ) Foreign rate differential ) ) ) Valuation allowance ) Statute expiration ) — Reversal of previously accrued taxes ) ) ) Research and experimentation benefits and other tax credits ) ) ) Permanent items Other ) ) Income tax (benefit) expense $ $ ) $ ) |
Schedule of the Company's net deferred taxes | The components of the Company’s net deferred taxes consisted of the following ( in millions ): Years Ended June 27, 2015 June 28, 2014 June 29, 2013 Gross deferred tax assets: Tax credit carryforwards $ $ $ Net operating loss carryforwards Inventories Accruals and reserves Other Acquisition-related items Gross deferred tax assets Valuation allowance ) ) ) Deferred tax assets Gross deferred tax liabilities: Acquisition-related items ) ) ) Undistributed foreign earnings ) ) ) Other ) ) ) Deferred tax liabilities ) ) ) Total net deferred tax assets (liabilities) $ $ $ |
Schedule of reconciliation of unrecognized tax benefits | A reconciliation of unrecognized tax benefits between June 30, 2012 and June 27, 2015 is as follows ( in millions ): Balance at June 30, 2012 $ Additions based on tax positions related to current year Reductions for lapse of statute of limitations or for audit settlements ) Reductions due to foreign currency rate fluctuations ) Reductions based on ITC expiration ) Balance at June 29, 2013 Additions based on tax positions related to current year Additions due to foreign currency rate fluctuation Reductions for lapse of statute of limitations ) Reductions based on state credit expiration ) Reductions based on the tax positions related to the prior year ) Balance at June 28, 2014 Additions based on tax positions related to current year Reductions for lapse of statute of limitations ) Reductions due to foreign currency rate fluctuations ) Reductions based on the tax positions related to the prior year ) Balance at June 27, 2015 $ |
Schedule of the tax years that remain subject to examination by the Company's major tax jurisdictions | The following table summarizes the Company’s major tax jurisdictions and the tax years that remain subject to examination by such jurisdictions as of June 27, 2015: Tax Jurisdictions Tax Years United States 2011 and onward Canada 2008 and onward China 2010 and onward France 2010 and onward Germany 2010 and onward Korea 2010 and onward United Kingdom 2009 and onward |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Jun. 27, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Schedule of the impact on the entity's results of operations of recording stock-based compensation by function | The impact on the Company’s results of operations of recording stock-based compensation by function for fiscal 2015, 2014 and 2013 was as follows ( in millions ): Years Ended June 27, 2015 June 28, 2014 June 29, 2013 Cost of sales $ $ $ Research and development Selling, general and administrative $ $ $ |
Schedule of stock options activities | The following is a summary of stock option activities ( amount in millions except per share amounts ): Options Outstanding Number of Shares Weighted-Average Exercise Price Balance as of June 30, 2012 Exercised ) Forfeited ) Canceled ) Balance as of June 29, 2013 Exercised ) Canceled ) Balance as of June 28, 2014 Exercised ) Canceled ) Balance as of June 27, 2015 |
Schedule of significant ranges of outstanding and exercisable options | The following table summarizes significant ranges of outstanding and exercisable options as of June 27, 2015: Options Outstanding Options Exercisable Range of Exercise Prices Number of Shares Weighted Average Remaining Contractual Life (in years) Weighted Average Exercise Price Aggregate Intrinsic Value (in millions) Number of Shares Weighted Average Remaining Contractual Life (in years) Weighted Average Exercise Price Aggregate Intrinsic Value (in millions) $0.00 - 10.00 $ $ $ $ 10.01 - 20.00 20.01 - 30.00 — — 30.01 - 100.00 — — — — — — — — $ $ |
Schedule of employee stock purchase plan activity | Purchase Date May 29, 2015 January 30, 2015 July 31, 2014 Shares issued Fair market value at purchase date $ $ $ |
Schedule of changes in nonvested Full Value Awards | A summary of the status of the Company’s non-vested Full Value Awards as of June 27, 2015 and changes during the same period is presented below ( amount in millions, except per share amounts ): Full Value Awards Performance Shares Non-Performance Shares Total Number of Shares Weighted-average grant-dated fair value Non-vested at June 30, 2012 Awards granted Awards vested ) ) ) Awards forfeited ) ) ) Non-vested at June 29, 2013 Awards granted Awards vested ) ) ) Awards forfeited ) ) ) Non-vested at June 28, 2014 Awards granted Awards vested ) ) ) Awards forfeited — ) ) Non-vested at June 27, 2015 |
Monte Carlo simulation | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Schedule of assumptions used to estimate the fair value of awards on the date of grant | Years Ended June 27, 2015 June 28, 2014 June 29, 2013 Volatility of common stock % % % Average volatility of peer companies % % % Average correlation coefficient of peer companies Risk-free interest rate % % % |
BSM | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Schedule of assumptions used to estimate the fair value of awards on the date of grant | Employee Stock Purchase Plans June 27, 2015 June 28, 2014 June 29, 2013 Expected term (in years) Expected volatility % % % Risk-free interest rate % % % |
Employee Pension and Other Be42
Employee Pension and Other Benefit Plans (Tables) | 12 Months Ended |
Jun. 27, 2015 | |
Employee Pension and Other Benefit Plans | |
Schedule of net periodic cost for the pension and benefits plans | The following table presents the components of the net periodic cost for the pension and benefits plans ( in millions ): Years Ended Pension Benefits 2015 2014 2013 Service cost $ $ $ Interest cost Expected return on plan assets ) ) ) Recognized net actuarial losses — Net periodic benefit cost $ $ $ |
Schedule of changes in the benefit obligations and plan assets of the pension and benefits plans | The changes in the benefit obligations and plan assets of the pension and benefits plans were ( in millions ): Pension Benefit Plans 2015 2014 Change in benefit obligation Benefit obligation at beginning of year $ $ Service cost Interest cost Plan participants’ contributions Actuarial losses Acquisitions — Benefits paid ) ) Foreign exchange impact ) Benefit obligation at end of year $ $ Change in plan assets Fair value of plan assets at beginning of year Actual return on plan assets Acquisitions — Employer contributions Plan participants’ contributions Benefits paid ) ) Foreign exchange impact ) Fair value of plan assets at end of year $ $ Funded status $ ) $ ) Accumulated benefit obligation $ $ Pension Benefit Plans 2015 2014 Amount recognized in the Consolidated Balance Sheets at end of year: Current liabilities $ $ Non-current liabilities Net amount recognized at end of year $ $ Amount recognized in Accumulated other comprehensive income at end of year: Actuarial losses, net of tax $ ) $ ) Net amount recognized at end of year $ ) $ ) Other changes in plan assets and benefit obligations recognized in Other comprehensive loss: Net actuarial losses $ ) $ ) Amortization of accumulated net actuarial losses Total recognized in other comprehensive loss $ ) $ ) |
Schedule of defined benefit plan amounts recognized and locations in financial statements | Pension Benefit Plans 2015 2014 2013 Weighted-average assumptions used to determine net period cost: Discount rate % % % Expected long-term return on plan assets Rate of pension increase Weighted-average assumptions used to determine benefit obligation at end of year: Discount rate % % % Rate of pension increase |
Schedule of assumptions used to determine net periodic cost and benefit obligation | The following table sets forth the U.K. and Swiss plans’ assets at fair value and the percentage of assets allocations as of June 27, 2015 (in millions, except percentage data). Fair value measurement as of June 27, 2015 Target Allocation Total Percentage of Plan Assets Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Assets: Global equity % $ % $ — $ Fixed income % % — Other % % — Cash % — Total assets $ % $ $ |
Schedule of percentage of asset allocations and plan's assets at fair value | The following table sets forth the plan’s assets at fair value and the percentage of assets allocations as of June 28, 2014 ( in millions, except percentage data ). Fair value measurement as of June 28, 2014 Target Allocation Total Percentage of Plan Assets Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Assets: Global equity % $ % $ — $ Fixed income % % — Other % % — Cash % — Total assets $ % $ $ |
Schedule of total expected benefit payments to defined benefit pension plan participants | (in millions) Pension Benefit Plans 2016 $ 2017 2018 2019 2020 2021 - 2025 Thereafter Total $ |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Jun. 27, 2015 | |
Commitments and Contingencies | |
Schedule of future minimum annual lease payments under non-cancellable operating leases | As of June 27, 2015, future minimum annual lease payments under non-cancelable operating leases were as follows ( in millions ): 2016 $ 2017 2018 2019 2020 Thereafter Total minimum operating lease payments $ |
Schedule of changes in the entity's warranty reserve | The following table presents the changes in the Company’s warranty reserve during fiscal 2015 and fiscal 2014 ( in millions ): Year Ended June 27, 2015 June 28, 2014 Balance as of beginning of period $ $ Provision for warranty Utilization of reserve ) ) Adjustments related to pre-existing warranties (including changes in estimates) ) ) Balance as of end of period $ $ |
Operating Segments and Geogra44
Operating Segments and Geographic Information (Tables) | 12 Months Ended |
Jun. 27, 2015 | |
Operating Segments and Geographic Information | |
Schedule of information on reportable segments | Information on reportable segments is as follows ( in millions ): Years Ended June 27, 2015 June 28, 2014 June 29, 2013 Net revenue: Network Enablement $ $ $ Service Enablement Communications and Commercial Optical Products Optical Security and Performance Products Net revenue $ $ $ Operating income (loss): Network Enablement $ $ $ Service Enablement ) ) ) Communications and Commercial Optical Products Optical Security and Performance Products Corporate ) ) ) Total segment operating income Unallocated amounts: Stock-based compensation ) ) ) Amortization of intangibles ) ) ) Loss on disposal of long-lived assets ) ) ) Restructuring and related charges (1) ) ) ) Other charges related to non-recurring activities (1) (2) ) ) ) Interest and other income (expense), net ) Interest expense ) ) ) Loss from operations before income taxes $ ) $ ) $ ) (1) Restructuring and related charges and Other charges related to non-recurring charges during fiscal 2015, primarily relate to costs incurred in connection with the separation of the Lumentum business. Refer to “Note 11. Restructuring and Related Charges” for more information. (2) During fiscal 2013, the Company incurred $11.3 million of inventory related charges, included in Cost of sales, primarily related to a write-off of inventory no longer being sold due to a strategic plan to exit NE’s legacy low-speed wireline product line approved in the third quarter of fiscal 2013. |
Schedule of products and services which accounted for 10% or more of total net revenue | Years Ended June 27, 2015 June 28, 2014 June 29, 2013 Network Enablement % % % Service Enablement Communications and Commercial Optical Products: Optical Communications Lasers Communications and Commercial Optical Products Optical Security and Performance Products |
Schedule of revenue by geographical region | The following tables present net revenue and identifiable assets by geographic regions ( in millions ): Years Ended June 27, 2015 June 28, 2014 June 29, 2013 Net revenue: Americas $ % $ % $ % Asia-Pacific EMEA Total net revenue $ % $ % $ % |
Schedule of long-lived assets by geographical region | Long-lived assets, namely net property, plant and equipment were identified based on the operations in the corresponding geographic areas ( in millions ): Years Ended June 27, 2015 June 28, 2014 United States $ $ Other Americas China Thailand Other Asia-Pacific EMEA Total long-lived assets $ $ |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Jun. 27, 2015 | |
Discontinued Operations | |
Schedule of calculation of gain in connection with the sale of the business | The gain on recorded in connection with the sale of the Hologram Business was calculated as follows ( in millions ): Gross Proceeds $ Less: carrying value of net assets ) Less: selling costs ) Gain $ |
Schedule of net assets associated with Discontinued Operations | The carrying value of the net assets sold as of October 12, 2012 are as follows (in millions): October 12, 2012 Accounts receivable, net $ Inventories, net Property, plant and equipment, net Intangibles, net Accounts payable and accrued expenses ) Other current and non-current liabilities ) Net assets sold $ |
Quarterly Financial Informati46
Quarterly Financial Information (unaudited) (Tables) | 12 Months Ended |
Jun. 27, 2015 | |
Quarterly Financial Information (unaudited) | |
Schedule of quarterly consolidated statements | The following table presents the Company’s quarterly consolidated statements of operations for fiscal 2015 and 2014 ( in millions, except per share data ): June 27, 2015 March 28, 2015 December 27, 2014 September 27, 2014 June 28, 2014 March 29, 2014 December 28, 2013 September 28, 2013 Net revenue $ $ $ $ $ $ $ $ Cost of sales Amortization of acquired technologies Gross profit Operating expenses: Research and development Selling, general and administrative Amortization of other intangibles Restructuring and related charges ) Total operating expenses (Loss) income from operations ) ) ) ) ) Interest and other income (expense), net ) Interest expense ) ) ) ) ) ) ) ) (Loss) income before income taxes ) ) ) ) ) ) Provision for (Benefit from) income taxes (2) (3) ) ) Net (loss) income $ ) $ ) $ ) $ ) $ ) $ ) $ $ Net (loss) income per share from (1): Basic $ ) $ ) $ ) $ ) $ ) $ ) $ $ Diluted $ ) $ ) $ ) $ ) $ ) $ ) $ $ Shares used in per share calculation: Basic Diluted net income (loss) per share from: (1) Net income (loss) per share is computed independently for each of the quarters presented. Therefore, the sum of the quarterly basic and diluted net income (loss) per share amounts do not equal the annual basic and diluted net income (loss) per share amount for fiscal 2014. (2) During the third quarter of fiscal 2014, the Company recognized $21.7 million of uncertain tax benefits related to deferred tax assets due to the expiration of the statute of limitations in a non-U.S. jurisdiction. (3) During the third quarter of fiscal 2015, the company recognized $21.8 million tax benefit recognized upon the settlement of an audit in a non-U.S. jurisdiction. |
Description of Business and S47
Description of Business and Summary of Significant Accounting Policies (Details) $ in Millions | Aug. 01, 2015 | Jun. 29, 2013USD ($) | Sep. 27, 2014USD ($)item | Dec. 28, 2013USD ($) | Dec. 29, 2012USD ($) | Jun. 27, 2015USD ($)customer | Jun. 28, 2014USD ($)customer | Jun. 29, 2013USD ($)customer | Sep. 10, 2014item | Aug. 21, 2013 |
Fiscal 2013 Out-of-Period Adjustments | ||||||||||
Impact of out-of-period adjustments to net income in the period recorded | $ 2.5 | |||||||||
Restricted Cash | ||||||||||
Restricted cash | $ 26.2 | $ 31.9 | ||||||||
Long-term restricted cash balances | $ 6.1 | $ 6.6 | ||||||||
Investments | ||||||||||
Generally the maximum term of maturities classified as current assets included in short-term investments | 12 months | |||||||||
Goodwill | ||||||||||
Minimum percentage of likelihood that event occurrence is considered more likely than not | 50.00% | |||||||||
Fiscal years, change in reportable segments and spinoff plans announcement | ||||||||||
Number of weeks in fiscal year | 364 days | 364 days | 364 days | |||||||
New reportable segments | item | 2 | |||||||||
Number of new public entities | item | 2 | |||||||||
Long-lived assets held for sale | ||||||||||
Classification as assets held for sale, period of time for expected sale | 1 year | |||||||||
Pension and Other Postretirement Benefits | ||||||||||
Classification as current, period of time for payment of benefits | 12 months | |||||||||
Concentration of Credit and Other Risks and Allowance for Doubtful Accounts | ||||||||||
Number of major customers based on accounts receivable and net revenue | customer | 1 | 1 | 1 | |||||||
Rolling period for determination of material requirements | 12 months | |||||||||
Advertising Expense | ||||||||||
Advertising cost during the period | $ 1.7 | $ 2.2 | $ 0.8 | |||||||
Asset Retirement Obligations ("ARO") | ||||||||||
Asset retirement obligations included in other current liabilities | 2 | 2 | ||||||||
Asset retirement obligations | 4.5 | 5.1 | ||||||||
Changes in asset retirement obligations: | ||||||||||
Balance at Beginning of Period | $ 7.1 | 7.1 | 9.2 | |||||||
Liabilities Incurred | 0.1 | 0.4 | ||||||||
Liabilities Settled | (0.7) | (1) | ||||||||
Accretion Expense | 0.3 | 0.4 | ||||||||
Revisions to Estimates | (0.3) | (1.9) | ||||||||
Balance at End of Period | $ 9.2 | $ 6.5 | $ 7.1 | $ 9.2 | ||||||
Hologram Business | ||||||||||
Proceeds from sale of business | ||||||||||
Gross proceeds from sale of business | $ 11.5 | $ 11.5 | ||||||||
0.625% Senior Convertible Debentures due 2033 ("notes") | ||||||||||
Proceeds from sale of business | ||||||||||
Interest rate on senior convertible notes (as a percent) | 0.625% | 0.625% | 0.625% | |||||||
Minimum | ||||||||||
Fiscal years, change in reportable segments and spinoff plans announcement | ||||||||||
Number of weeks in fiscal year | 364 days | |||||||||
Maximum | ||||||||||
Fiscal years, change in reportable segments and spinoff plans announcement | ||||||||||
Number of weeks in fiscal year | 371 days | |||||||||
Building and improvements | Minimum | ||||||||||
Estimated useful lives | P10Y | |||||||||
Building and improvements | Maximum | ||||||||||
Estimated useful lives | P50Y | |||||||||
Machinery and equipment | Minimum | ||||||||||
Estimated useful lives | P2Y | |||||||||
Machinery and equipment | Maximum | ||||||||||
Estimated useful lives | P20Y | |||||||||
Furniture, fixtures, software and office equipment | Minimum | ||||||||||
Estimated useful lives | P2Y | |||||||||
Furniture, fixtures, software and office equipment | Maximum | ||||||||||
Estimated useful lives | P5Y | |||||||||
Demonstration units | ||||||||||
Estimated useful lives | P5Y | |||||||||
Subsequent Events | Lumentum | ||||||||||
Percentage of outstanding shares distributed | 80.10% | |||||||||
Ownership percentage | 19.90% |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||||||
Jun. 27, 2015 | Mar. 28, 2015 | Dec. 27, 2014 | Sep. 27, 2014 | Jun. 28, 2014 | Mar. 29, 2014 | Dec. 28, 2013 | Sep. 28, 2013 | Jun. 27, 2015 | Jun. 28, 2014 | Jun. 29, 2013 | Aug. 17, 2015 | Aug. 21, 2013 | Aug. 15, 2013 | Jun. 05, 2006 | |
Numerator: | |||||||||||||||
Net (loss) income | $ (88.1) | $ (17.8) | $ 57 | ||||||||||||
Net (loss) income | $ (40.1) | $ (13.2) | $ (25.1) | $ (9.7) | $ (25.4) | $ (1.5) | $ 8.8 | $ 0.3 | $ (88.1) | $ (17.8) | $ 57 | ||||
Denominator: | |||||||||||||||
Basic (in shares) | 234.6 | 233.2 | 232.1 | 230.8 | 234.3 | 234 | 233 | 235.3 | 232.7 | 234.2 | 235 | ||||
Effect of dilutive securities from stock-based benefit plans | 4.3 | ||||||||||||||
Diluted | 234.6 | 233.2 | 232.1 | 230.8 | 234.3 | 234 | 235.8 | 239.6 | 232.7 | 234.2 | 239.3 | ||||
Basic net (loss) income per share from: | |||||||||||||||
Continuing operations (in dollars per share) | $ (0.38) | $ (0.08) | $ 0.24 | ||||||||||||
Net (loss) income (in dollars per share) | $ (0.17) | $ (0.06) | $ (0.11) | $ (0.04) | $ (0.11) | $ (0.01) | $ 0.04 | $ 0 | (0.38) | (0.08) | 0.24 | ||||
Diluted net (loss) income per share from: | |||||||||||||||
Continuing operations (in dollars per share) | (0.38) | (0.08) | 0.24 | ||||||||||||
Net (loss) income (in dollars per share) | $ (0.17) | $ (0.06) | $ (0.11) | $ (0.04) | $ (0.11) | $ (0.01) | $ 0.04 | $ 0 | $ (0.38) | $ (0.08) | $ 0.24 | ||||
Anti-dilutive securities excluded from computation of earnings per share | |||||||||||||||
Total potentially dilutive securities | 13.9 | 15 | 4.5 | ||||||||||||
1% Senior Convertible Notes due 2026 (the "2026 Notes") | |||||||||||||||
Convertible notes | |||||||||||||||
Interest rate on senior convertible notes (as a percent) | 1.00% | 1.00% | 1.00% | ||||||||||||
Conversion price of debt (in dollars per share) | $ 30.30 | $ 30.30 | $ 30.30 | ||||||||||||
Carrying amounts of the liability and equity components: | |||||||||||||||
Principal amount of notes | $ 0 | ||||||||||||||
0.625% Senior Convertible Debentures due 2033 ("notes") | |||||||||||||||
Convertible notes | |||||||||||||||
Interest rate on senior convertible notes (as a percent) | 0.625% | 0.625% | 0.625% | 0.625% | 0.625% | ||||||||||
Conversion price of debt (in dollars per share) | $ 18.83 | $ 18.83 | $ 11.28 | $ 18.83 | |||||||||||
Carrying amounts of the liability and equity components: | |||||||||||||||
Principal amount of notes | $ 650 | $ 650 | $ 650 | $ 650 | |||||||||||
Stock options and ESPP | |||||||||||||||
Anti-dilutive securities excluded from computation of earnings per share | |||||||||||||||
Total potentially dilutive securities | 3.6 | 4.9 | 2.3 | ||||||||||||
Restricted Stock Units | |||||||||||||||
Anti-dilutive securities excluded from computation of earnings per share | |||||||||||||||
Total potentially dilutive securities | 10.3 | 10.1 | 2.2 |
Accumulated Other Comprehensi49
Accumulated Other Comprehensive (Loss) Income (Details) $ in Millions | 12 Months Ended |
Jun. 27, 2015USD ($) | |
Changes in accumulated other comprehensive (loss) income by component | |
Beginning balance as of June 28, 2014 | $ 11.1 |
Other comprehensive (loss) income before reclassification | (59.5) |
Amounts reclassified from accumulated other comprehensive (loss) income | 0.4 |
Net current-period other comprehensive (loss) income | (59.1) |
Ending balance as of June 27, 2015 | (48) |
Tax impact of amortization of actuarial losses | 0 |
Unrealized (losses) on available-for-sale investments | |
Changes in accumulated other comprehensive (loss) income by component | |
Beginning balance as of June 28, 2014 | (2.8) |
Other comprehensive (loss) income before reclassification | (0.4) |
Net current-period other comprehensive (loss) income | (0.4) |
Ending balance as of June 27, 2015 | (3.2) |
Foreign currency translation adjustments | |
Changes in accumulated other comprehensive (loss) income by component | |
Beginning balance as of June 28, 2014 | 26.2 |
Other comprehensive (loss) income before reclassification | (55.4) |
Net current-period other comprehensive (loss) income | (55.4) |
Ending balance as of June 27, 2015 | (29.2) |
Defined benefit obligation, net of tax | |
Changes in accumulated other comprehensive (loss) income by component | |
Beginning balance as of June 28, 2014 | (12.3) |
Other comprehensive (loss) income before reclassification | (3.7) |
Amounts reclassified from accumulated other comprehensive (loss) income | 0.4 |
Net current-period other comprehensive (loss) income | (3.3) |
Ending balance as of June 27, 2015 | $ (15.6) |
Mergers and Acquisitions (Detai
Mergers and Acquisitions (Details) - USD ($) $ in Millions | Jan. 27, 2014 | Jan. 06, 2014 | Dec. 10, 2013 | Mar. 07, 2013 | Aug. 17, 2012 | Jun. 27, 2015 | Mar. 28, 2015 | Dec. 27, 2014 | Sep. 27, 2014 | Jun. 28, 2014 | Mar. 29, 2014 | Dec. 28, 2013 | Sep. 28, 2013 | Jun. 27, 2015 | Jun. 28, 2014 | Jun. 29, 2013 |
Purchase price allocation to assets acquired | ||||||||||||||||
Goodwill. | $ 261.1 | $ 267 | $ 261.1 | $ 267 | $ 115.1 | |||||||||||
Additional business acquisition information | ||||||||||||||||
Net revenue | 427.7 | $ 410.7 | $ 437.1 | $ 433.6 | 448.6 | $ 418 | $ 447.6 | $ 429 | 1,709.1 | 1,743.2 | 1,676.9 | |||||
Net (loss) income | (40.1) | $ (13.2) | $ (25.1) | $ (9.7) | (25.4) | $ (1.5) | $ 8.8 | $ 0.3 | (88.1) | (17.8) | 57 | |||||
Network Instruments, LLC ("Network Instruments") | ||||||||||||||||
Acquisitions | ||||||||||||||||
Purchase price paid in cash | $ 208.5 | |||||||||||||||
Working capital adjustment and holdback payment | 20 | |||||||||||||||
Holdback payment | 19.7 | 19.7 | ||||||||||||||
Purchase price allocation to assets acquired | ||||||||||||||||
Net tangible assets acquired | 20.8 | |||||||||||||||
Goodwill. | 125.6 | |||||||||||||||
Total purchase price | 208.4 | |||||||||||||||
Fair value of acquired tangible assets | ||||||||||||||||
Cash | 9 | |||||||||||||||
Accounts receivable | 13.8 | |||||||||||||||
Inventories | 6 | |||||||||||||||
Property and equipment | 1 | |||||||||||||||
Accounts payable | (1.5) | |||||||||||||||
Deferred tax liabilities, net | (0.6) | |||||||||||||||
Other liabilities, net of other assets | (4.4) | |||||||||||||||
Deferred revenue | (2.5) | |||||||||||||||
Net tangible assets acquired | 20.8 | |||||||||||||||
Additional business acquisition information | ||||||||||||||||
Net revenue | 12.6 | |||||||||||||||
Net (loss) income | (9.6) | |||||||||||||||
Pro forma information in pursuant with acquisition | ||||||||||||||||
Pro forma net revenue | 1,770 | 1,710.9 | ||||||||||||||
Pro forma net (loss) income | (14.5) | 47.7 | ||||||||||||||
Network Instruments, LLC ("Network Instruments") | In-process research and development | ||||||||||||||||
Purchase price allocation to assets acquired | ||||||||||||||||
Intangible assets acquired | 1.7 | |||||||||||||||
Network Instruments, LLC ("Network Instruments") | Developed technology | ||||||||||||||||
Purchase price allocation to assets acquired | ||||||||||||||||
Intangible assets acquired | $ 21.7 | |||||||||||||||
Additional business acquisition information | ||||||||||||||||
Estimated useful lives of intangible assets | 5 years | |||||||||||||||
Network Instruments, LLC ("Network Instruments") | Customer relationships | ||||||||||||||||
Purchase price allocation to assets acquired | ||||||||||||||||
Intangible assets acquired | $ 38.3 | |||||||||||||||
Additional business acquisition information | ||||||||||||||||
Estimated useful lives of intangible assets | 5 years | |||||||||||||||
Network Instruments, LLC ("Network Instruments") | Tradename | ||||||||||||||||
Additional business acquisition information | ||||||||||||||||
Estimated useful lives of intangible assets | 1 year | |||||||||||||||
Network Instruments, LLC ("Network Instruments") | Other | ||||||||||||||||
Purchase price allocation to assets acquired | ||||||||||||||||
Intangible assets acquired | $ 0.3 | |||||||||||||||
Time-Bandwidth Products AG ("Time-Bandwidth") | ||||||||||||||||
Acquisitions | ||||||||||||||||
Purchase price paid in cash | $ 15 | |||||||||||||||
Working capital adjustment and holdback payment | $ 2.3 | |||||||||||||||
Minimum period after which the holdback payments will be released | 18 months | |||||||||||||||
Purchase price allocation to assets acquired | ||||||||||||||||
Net tangible assets acquired | $ 2 | |||||||||||||||
Goodwill. | 5.8 | |||||||||||||||
Total purchase price | 15 | |||||||||||||||
Fair value of acquired tangible assets | ||||||||||||||||
Accounts receivable | 1.4 | |||||||||||||||
Inventories | 5 | |||||||||||||||
Property and equipment | 1.5 | |||||||||||||||
Accounts payable | (0.6) | |||||||||||||||
Accrued expenses, net of other assets | (3.5) | |||||||||||||||
Deferred tax liabilities, net | (1.8) | |||||||||||||||
Net tangible assets acquired | 2 | |||||||||||||||
Time-Bandwidth Products AG ("Time-Bandwidth") | Developed technology | ||||||||||||||||
Purchase price allocation to assets acquired | ||||||||||||||||
Intangible assets acquired | $ 6.7 | |||||||||||||||
Additional business acquisition information | ||||||||||||||||
Estimated useful lives of intangible assets | 8 years | |||||||||||||||
Time-Bandwidth Products AG ("Time-Bandwidth") | Customer relationships | ||||||||||||||||
Purchase price allocation to assets acquired | ||||||||||||||||
Intangible assets acquired | $ 0.5 | |||||||||||||||
Additional business acquisition information | ||||||||||||||||
Estimated useful lives of intangible assets | 3 years | |||||||||||||||
Trendium Inc. ("Trendium") | ||||||||||||||||
Acquisitions | ||||||||||||||||
Purchase price paid in cash | $ 26.1 | |||||||||||||||
Working capital adjustment and holdback payment | $ 2.5 | |||||||||||||||
Minimum period after which the holdback payments will be released | 1 year | |||||||||||||||
Holdback payment | $ 2.5 | $ 2.5 | ||||||||||||||
Purchase price allocation to assets acquired | ||||||||||||||||
Goodwill. | $ 14.4 | |||||||||||||||
Total purchase price | 26.1 | |||||||||||||||
Fair value of acquired tangible assets | ||||||||||||||||
Property and equipment | 0.2 | |||||||||||||||
Trendium Inc. ("Trendium") | In-process research and development | ||||||||||||||||
Purchase price allocation to assets acquired | ||||||||||||||||
Intangible assets acquired | 5.4 | |||||||||||||||
Trendium Inc. ("Trendium") | Developed technology | ||||||||||||||||
Purchase price allocation to assets acquired | ||||||||||||||||
Intangible assets acquired | $ 6.1 | |||||||||||||||
Additional business acquisition information | ||||||||||||||||
Estimated useful lives of intangible assets | 7 years | |||||||||||||||
Arieso Ltd. ("Arieso") | ||||||||||||||||
Acquisitions | ||||||||||||||||
Purchase price paid in cash | $ 89.7 | |||||||||||||||
Working capital adjustment and holdback payment | 12.8 | |||||||||||||||
Holdback payment | 7 | 7 | ||||||||||||||
Purchase price allocation to assets acquired | ||||||||||||||||
Net tangible assets acquired | 0.2 | |||||||||||||||
Goodwill. | 40.8 | |||||||||||||||
Total purchase price | 89.7 | |||||||||||||||
Fair value of acquired tangible assets | ||||||||||||||||
Cash | 4.1 | |||||||||||||||
Accounts receivable | 8.4 | |||||||||||||||
Property and equipment | 0.6 | |||||||||||||||
Accounts payable | (0.3) | |||||||||||||||
Accrued expenses, net of other assets | (1.4) | |||||||||||||||
Employee related liabilities | (1.4) | |||||||||||||||
Deferred tax liabilities, net | (8.1) | |||||||||||||||
Deferred revenue | (1.7) | |||||||||||||||
Net tangible assets acquired | 0.2 | |||||||||||||||
Additional business acquisition information | ||||||||||||||||
Acquisition-related costs | $ 1.8 | |||||||||||||||
Arieso Ltd. ("Arieso") | Developed technology | ||||||||||||||||
Purchase price allocation to assets acquired | ||||||||||||||||
Intangible assets acquired | $ 32.8 | |||||||||||||||
Additional business acquisition information | ||||||||||||||||
Estimated useful lives of intangible assets | 5 years | |||||||||||||||
Arieso Ltd. ("Arieso") | Customer relationships | ||||||||||||||||
Purchase price allocation to assets acquired | ||||||||||||||||
Intangible assets acquired | $ 14.5 | |||||||||||||||
Additional business acquisition information | ||||||||||||||||
Estimated useful lives of intangible assets | 5 years | |||||||||||||||
Arieso Ltd. ("Arieso") | Order backlog | ||||||||||||||||
Purchase price allocation to assets acquired | ||||||||||||||||
Intangible assets acquired | $ 1.4 | |||||||||||||||
GenComm Co., Ltd. ("GenComm") | ||||||||||||||||
Acquisitions | ||||||||||||||||
Purchase price paid in cash | $ 15.2 | |||||||||||||||
Working capital adjustment and holdback payment | 3.8 | |||||||||||||||
Holdback payment | $ 3.3 | $ 3.3 | ||||||||||||||
Purchase price allocation to assets acquired | ||||||||||||||||
Net tangible assets acquired | 5.9 | |||||||||||||||
Goodwill. | 5.7 | |||||||||||||||
Total purchase price | 15.2 | |||||||||||||||
Fair value of acquired tangible assets | ||||||||||||||||
Net tangible assets acquired | 5.9 | |||||||||||||||
GenComm Co., Ltd. ("GenComm") | Developed technology | ||||||||||||||||
Purchase price allocation to assets acquired | ||||||||||||||||
Intangible assets acquired | $ 3.2 | |||||||||||||||
Additional business acquisition information | ||||||||||||||||
Estimated useful lives of intangible assets | 4 years | |||||||||||||||
GenComm Co., Ltd. ("GenComm") | Customer relationships | ||||||||||||||||
Purchase price allocation to assets acquired | ||||||||||||||||
Intangible assets acquired | $ 0.2 | |||||||||||||||
Additional business acquisition information | ||||||||||||||||
Estimated useful lives of intangible assets | 4 years | |||||||||||||||
GenComm Co., Ltd. ("GenComm") | Order backlog | ||||||||||||||||
Purchase price allocation to assets acquired | ||||||||||||||||
Intangible assets acquired | $ 0.2 |
Balance Sheet and Other Detai51
Balance Sheet and Other Details (Details) - USD ($) $ in Millions | 12 Months Ended | ||||
Jun. 27, 2015 | Jun. 28, 2014 | Jun. 29, 2013 | Jun. 27, 2015 | Jun. 28, 2014 | |
Accounts Receivable Reserves and Allowances | |||||
Total accounts receivable reserves and allowances | $ 3.5 | $ 3.5 | $ 4.3 | $ 3.5 | |
Activities and balances for allowance for doubtful accounts and allowance for sales returns | |||||
Balance at Beginning of Period | 3.5 | ||||
Balance at End of Period | 4.3 | 3.5 | |||
Inventories | |||||
Finished goods | 91.8 | 78.4 | |||
Work in process | 30.3 | 40.1 | |||
Raw materials | 31.7 | 34.8 | |||
Inventories, net | 153.8 | 153.3 | |||
Allowance for doubtful accounts | |||||
Accounts Receivable Reserves and Allowances | |||||
Total accounts receivable reserves and allowances | 3 | 2.1 | $ 2.2 | 2.8 | 3 |
Activities and balances for allowance for doubtful accounts and allowance for sales returns | |||||
Balance at Beginning of Period | 3 | 2.1 | 2.2 | ||
Charged to Costs and Expenses | 0.6 | 1.3 | 0.3 | ||
Deduction | (0.8) | (0.4) | (0.4) | ||
Balance at End of Period | 2.8 | 3 | $ 2.1 | ||
Allowance for sales returns | |||||
Accounts Receivable Reserves and Allowances | |||||
Total accounts receivable reserves and allowances | 0.5 | 0.5 | $ 1.5 | $ 0.5 | |
Activities and balances for allowance for doubtful accounts and allowance for sales returns | |||||
Balance at Beginning of Period | 0.5 | ||||
Balance at End of Period | $ 1.5 | $ 0.5 |
Balance Sheet and Other Detai52
Balance Sheet and Other Details (Details 2) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 27, 2015 | Mar. 28, 2015 | Dec. 27, 2014 | Sep. 27, 2014 | Jun. 28, 2014 | Mar. 29, 2014 | Dec. 28, 2013 | Sep. 28, 2013 | Jun. 27, 2015 | Jun. 28, 2014 | Jun. 29, 2013 | |
Prepayments and Other Current Assets | |||||||||||
Prepayments | $ 36.5 | $ 33.3 | $ 36.5 | $ 33.3 | |||||||
Other current assets | 47.9 | 45.4 | 47.9 | 45.4 | |||||||
Prepayments and other current assets | 84.4 | 78.7 | 84.4 | 78.7 | |||||||
Property, plant and equipment, gross | 892.8 | 835.8 | 892.8 | 835.8 | |||||||
Less: Accumulated depreciation | (598.2) | (547) | (598.2) | (547) | |||||||
Property, plant and equipment, net | 294.6 | 288.8 | 294.6 | 288.8 | |||||||
Other Current Liabilities | |||||||||||
Deferred compensation plan | 3.4 | 3.9 | 3.4 | 3.9 | |||||||
Warranty accrual | 5.1 | 5.3 | 5.1 | 5.3 | |||||||
Restructuring accrual | 22.3 | 14.5 | 22.3 | 14.5 | |||||||
Holdback liabilities from acquisitions | 2.3 | 22.5 | 2.3 | 22.5 | |||||||
Deferred income taxes | 7.3 | 1.1 | 7.3 | 1.1 | |||||||
Other | 13.9 | 10.4 | 13.9 | 10.4 | |||||||
Other current liabilities | 54.3 | 57.7 | 54.3 | 57.7 | |||||||
Other Non-Current Liabilities | |||||||||||
Pension and post-employment benefits | 89.3 | 107.3 | 89.3 | 107.3 | |||||||
Financing obligation | 29.1 | 31.4 | 29.1 | 31.4 | |||||||
Restructuring accrual | 9.8 | 11.7 | 9.8 | 11.7 | |||||||
Long-term deferred revenue | 23.6 | 22.7 | 23.6 | 22.7 | |||||||
Other | 27.5 | 46.4 | 27.5 | 46.4 | |||||||
Other non-current liabilities | 179.3 | 219.5 | 179.3 | 219.5 | |||||||
Interest and Other Income (Expense), Net | |||||||||||
Interest income | 4.6 | 3.7 | $ 2.7 | ||||||||
Foreign exchange gains (losses), net | (4.1) | (2.6) | (2.5) | ||||||||
Proceeds from Nortel | 2.2 | ||||||||||
Loss on repurchase of Convertible Notes | (4.1) | ||||||||||
Gain on sale from investments | 0.1 | 0.4 | 0.5 | ||||||||
Other income (expense), net | 0.6 | (1) | (0.7) | ||||||||
Interest and other income (expense), net | 2.2 | $ 0.3 | $ 0.4 | $ 0.5 | 0.1 | $ 0.6 | $ 0.4 | $ (0.6) | 3.4 | 0.5 | $ (4.1) |
Land | |||||||||||
Prepayments and Other Current Assets | |||||||||||
Property, plant and equipment, gross | 20.6 | 20.7 | 20.6 | 20.7 | |||||||
Building and improvements | |||||||||||
Prepayments and Other Current Assets | |||||||||||
Property, plant and equipment, gross | 61.4 | 64 | 61.4 | 64 | |||||||
Machinery and equipment | |||||||||||
Prepayments and Other Current Assets | |||||||||||
Property, plant and equipment, gross | 524.7 | 495.3 | 524.7 | 495.3 | |||||||
Furniture, fixtures, software and office equipment | |||||||||||
Prepayments and Other Current Assets | |||||||||||
Property, plant and equipment, gross | 149.3 | 145.2 | 149.3 | 145.2 | |||||||
Leasehold improvements | |||||||||||
Prepayments and Other Current Assets | |||||||||||
Property, plant and equipment, gross | 80.4 | 78.3 | 80.4 | 78.3 | |||||||
Construction in progress | |||||||||||
Prepayments and Other Current Assets | |||||||||||
Property, plant and equipment, gross | $ 56.4 | $ 32.3 | $ 56.4 | $ 32.3 |
Investments and Fair Value Me53
Investments and Fair Value Measurements (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 27, 2015 | Jun. 28, 2014 | Jun. 29, 2013 | |
Available-For-Sale Investments | |||
Amortized Cost/ Carrying Cost | $ 496.6 | $ 588.8 | |
Gross Unrealized Gains | 0.1 | 0.3 | |
Gross Unrealized Losses | (0.3) | (0.2) | |
Available for Sale Investments at Fair Value | 496.4 | 588.9 | |
Other-than-temporary impairment loss | 0 | 0 | $ 0 |
Gross unrealized losses on available-for-sale securities | |||
Gross unrealized losses, Less than 12 Months | 0.1 | ||
Gross unrealized losses, Greater than 12 Months | 0.2 | 0.2 | |
Total gross unrealized losses | 0.3 | 0.2 | |
Contractual maturities of debt securities classified as available-for-sale securities, Amortized cost | |||
Amortized cost of amounts maturing in less than 1 year | 360.2 | ||
Amortized cost of amounts maturing in 1-5 years | 134.7 | ||
Amortized cost of amounts maturing in more than 5 years | 1.7 | ||
Total amortized cost of debt available-for-sale securities | 496.6 | ||
Contractual maturities of the debt securities classified as available-for-sale securities, Estimated fair value | |||
Estimated fair value amounts maturing in less than 1 year | 360.2 | ||
Estimated fair value amounts maturing in 1 -5 years | 134.7 | ||
Estimated fair value amounts maturing in more than 5 years | 1.5 | ||
Total estimated fair value of debt available-for-sale securities | $ 496.4 | ||
Term of maturities of securities classified as current assets included in short-term investments | 12 months | ||
Cash equivalents | |||
Available-For-Sale Investments | |||
Available for Sale Investments at Fair Value | $ 33.7 | 39.8 | |
Short-term investment | |||
Available-For-Sale Investments | |||
Available for Sale Investments at Fair Value | 461.9 | 548.3 | |
Other non-current assets | |||
Available-For-Sale Investments | |||
Available for Sale Investments at Fair Value | 0.8 | 0.8 | |
Asset-backed securities | |||
Available-For-Sale Investments | |||
Amortized Cost/ Carrying Cost | 70.6 | 94.7 | |
Gross Unrealized Gains | 0.1 | ||
Gross Unrealized Losses | (0.2) | (0.2) | |
Available for Sale Investments at Fair Value | 70.4 | 94.6 | |
Gross unrealized losses on available-for-sale securities | |||
Gross unrealized losses, Greater than 12 Months | 0.2 | 0.2 | |
Total gross unrealized losses | 0.2 | 0.2 | |
U.S. treasuries | |||
Available-For-Sale Investments | |||
Amortized Cost/ Carrying Cost | 51.9 | 36.8 | |
Available for Sale Investments at Fair Value | 51.9 | 36.8 | |
U.S. Agencies | |||
Available-For-Sale Investments | |||
Amortized Cost/ Carrying Cost | 96 | 70 | |
Available for Sale Investments at Fair Value | 96 | 70 | |
Municipal bonds and sovereign debt instruments | |||
Available-For-Sale Investments | |||
Amortized Cost/ Carrying Cost | 4 | 16.8 | |
Available for Sale Investments at Fair Value | 4 | 16.8 | |
Corporate securities | |||
Available-For-Sale Investments | |||
Amortized Cost/ Carrying Cost | 274.1 | 370.5 | |
Gross Unrealized Gains | 0.1 | 0.2 | |
Gross Unrealized Losses | (0.1) | ||
Available for Sale Investments at Fair Value | 274.1 | $ 370.7 | |
Gross unrealized losses on available-for-sale securities | |||
Gross unrealized losses, Less than 12 Months | 0.1 | ||
Total gross unrealized losses | $ 0.1 |
Investments and Fair Value Me54
Investments and Fair Value Measurements (Details 2) - Short-term investment - Trading securities. - USD ($) $ in Millions | Jun. 27, 2015 | Jun. 28, 2014 |
Trading securities related to deferred compensation plan | ||
Deferred compensation plan assets | $ 3.4 | $ 3.9 |
Debt securities | ||
Trading securities related to deferred compensation plan | ||
Deferred compensation plan assets | 0.6 | 0.4 |
Money market instruments and funds | ||
Trading securities related to deferred compensation plan | ||
Deferred compensation plan assets | 0.7 | 0.7 |
Marketable equity investments | ||
Trading securities related to deferred compensation plan | ||
Deferred compensation plan assets | $ 2.1 | $ 2.8 |
Investments and Fair Value Me55
Investments and Fair Value Measurements (Details 3) - USD ($) $ in Millions | 12 Months Ended | |
Jun. 27, 2015 | Jun. 28, 2014 | |
Maximum | ||
Foreign Currency Forward Contracts | ||
Foreign currency forward contracts, expiration period | 120 days | 120 days |
Recurring basis | Total fair value | ||
Fair Value Measurements | ||
Total debt available-for-sale securities | $ 496.4 | |
Money market funds | 220.6 | |
Trading securities | 3.4 | |
Total assets | 720.4 | |
Recurring basis | Cash and cash equivalents | ||
Fair Value Measurements | ||
Total assets | 225.4 | |
Recurring basis | Short-term investment | ||
Fair Value Measurements | ||
Total assets | 465.3 | |
Recurring basis | Restricted cash | ||
Fair Value Measurements | ||
Total assets | 25.1 | |
Recurring basis | Other non-current assets | ||
Fair Value Measurements | ||
Total assets | 4.6 | |
Recurring basis | U.S. treasuries | Total fair value | ||
Fair Value Measurements | ||
Total debt available-for-sale securities | 51.9 | |
Recurring basis | U.S. Agencies | Total fair value | ||
Fair Value Measurements | ||
Total debt available-for-sale securities | 96 | |
Recurring basis | Municipal bonds and sovereign debt instruments | Total fair value | ||
Fair Value Measurements | ||
Total debt available-for-sale securities | 4 | |
Recurring basis | Asset-backed securities | Total fair value | ||
Fair Value Measurements | ||
Total debt available-for-sale securities | 70.4 | |
Recurring basis | Corporate securities | Total fair value | ||
Fair Value Measurements | ||
Total debt available-for-sale securities | 274.1 | |
Recurring basis | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value Measurements | ||
Total debt available-for-sale securities | 51.9 | |
Money market funds | 220.6 | |
Trading securities | 3.4 | |
Total assets | 275.9 | |
Recurring basis | Quoted Prices in Active Markets for Identical Assets (Level 1) | U.S. treasuries | ||
Fair Value Measurements | ||
Total debt available-for-sale securities | 51.9 | |
Recurring basis | Significant Other Observable Inputs (Level 2) | ||
Fair Value Measurements | ||
Total debt available-for-sale securities | 444.5 | |
Total assets | 444.5 | |
Recurring basis | Significant Other Observable Inputs (Level 2) | U.S. Agencies | ||
Fair Value Measurements | ||
Total debt available-for-sale securities | 96 | |
Recurring basis | Significant Other Observable Inputs (Level 2) | Municipal bonds and sovereign debt instruments | ||
Fair Value Measurements | ||
Total debt available-for-sale securities | 4 | |
Recurring basis | Significant Other Observable Inputs (Level 2) | Asset-backed securities | ||
Fair Value Measurements | ||
Total debt available-for-sale securities | 70.4 | |
Recurring basis | Significant Other Observable Inputs (Level 2) | Corporate securities | ||
Fair Value Measurements | ||
Total debt available-for-sale securities | $ 274.1 |
Goodwill (Details)
Goodwill (Details) $ in Millions | 3 Months Ended | 12 Months Ended | ||||||
Sep. 27, 2014USD ($)item | Jun. 28, 2014USD ($) | Jun. 29, 2013USD ($) | Jun. 27, 2015USD ($)item | Jun. 28, 2014USD ($) | Jun. 29, 2013USD ($) | Jun. 27, 2015USD ($) | Jan. 06, 2014USD ($) | |
Changes in goodwill | ||||||||
Balance at the beginning of the period | $ 267 | $ 267 | $ 115.1 | |||||
Currency Translation and other adjustments | (5.9) | 6 | ||||||
Balance at the end of the period | $ 267 | $ 115.1 | $ 261.1 | 267 | $ 115.1 | |||
Number of reporting units | item | 2 | 2 | ||||||
Impairment of Goodwill | ||||||||
Impairment of goodwill | $ 0 | 0 | 0 | 0 | 0 | |||
Gross goodwill and accumulated impairment balances | ||||||||
Gross goodwill balance | 5,945.9 | $ 5,940 | ||||||
Accumulated impairment losses | (5,678.9) | (5,678.9) | ||||||
Net goodwill balance | 267 | 267 | 115.1 | $ 267 | 115.1 | 115.1 | 261.1 | |
Trendium | ||||||||
Changes in goodwill | ||||||||
Goodwill acquired from acquisition | 14.4 | |||||||
Network Instruments, LLC ("Network Instruments") | ||||||||
Changes in goodwill | ||||||||
Goodwill acquired from acquisition | 125.7 | |||||||
Gross goodwill and accumulated impairment balances | ||||||||
Net goodwill balance | $ 125.6 | |||||||
Time-Bandwidth Products AG ("Time-Bandwidth") | ||||||||
Changes in goodwill | ||||||||
Goodwill acquired from acquisition | 5.8 | |||||||
Network Enablement | ||||||||
Changes in goodwill | ||||||||
Balance at the beginning of the period | 158 | 158 | 66.7 | |||||
Currency Translation and other adjustments | (3.5) | 3.7 | ||||||
Balance at the end of the period | 158 | 66.7 | 154.5 | 158 | 66.7 | |||
Gross goodwill and accumulated impairment balances | ||||||||
Gross goodwill balance | 459.9 | 368.6 | 368.6 | 456.4 | ||||
Accumulated impairment losses | (301.9) | (301.9) | (301.9) | (301.9) | ||||
Net goodwill balance | 158 | 158 | 66.7 | 158 | 66.7 | 66.7 | 154.5 | |
Network Enablement | Trendium | ||||||||
Changes in goodwill | ||||||||
Goodwill acquired from acquisition | 9 | |||||||
Network Enablement | Network Instruments, LLC ("Network Instruments") | ||||||||
Changes in goodwill | ||||||||
Goodwill acquired from acquisition | 78.6 | |||||||
Service Enablement | ||||||||
Changes in goodwill | ||||||||
Balance at the beginning of the period | 94.8 | 94.8 | 40.1 | |||||
Currency Translation and other adjustments | (2.1) | 2.2 | ||||||
Balance at the end of the period | 94.8 | 40.1 | 92.7 | 94.8 | 40.1 | |||
Gross goodwill and accumulated impairment balances | ||||||||
Gross goodwill balance | 276 | 221.3 | 221.3 | 273.9 | ||||
Accumulated impairment losses | (181.2) | (181.2) | (181.2) | (181.2) | ||||
Net goodwill balance | 94.8 | 94.8 | 40.1 | 94.8 | 40.1 | 40.1 | 92.7 | |
Service Enablement | Trendium | ||||||||
Changes in goodwill | ||||||||
Goodwill acquired from acquisition | 5.4 | |||||||
Service Enablement | Network Instruments, LLC ("Network Instruments") | ||||||||
Changes in goodwill | ||||||||
Goodwill acquired from acquisition | 47.1 | |||||||
Optical Security and Performance Products | ||||||||
Changes in goodwill | ||||||||
Balance at the beginning of the period | 8.3 | 8.3 | 8.3 | |||||
Balance at the end of the period | 8.3 | 8.3 | 8.3 | 8.3 | 8.3 | |||
Gross goodwill and accumulated impairment balances | ||||||||
Gross goodwill balance | 92.8 | 92.8 | 92.8 | 92.8 | ||||
Accumulated impairment losses | (84.5) | (84.5) | (84.5) | (84.5) | ||||
Net goodwill balance | 8.3 | 8.3 | 8.3 | 8.3 | 8.3 | 8.3 | 8.3 | |
Communications and Commercial Optical Products | ||||||||
Changes in goodwill | ||||||||
Balance at the beginning of the period | 5.9 | 5.9 | ||||||
Currency Translation and other adjustments | (0.3) | 0.1 | ||||||
Balance at the end of the period | 5.9 | 5.6 | 5.9 | |||||
Gross goodwill and accumulated impairment balances | ||||||||
Gross goodwill balance | 5,117.2 | 5,111.3 | 5,111.3 | 5,116.9 | ||||
Accumulated impairment losses | (5,111.3) | $ (5,111.3) | $ (5,111.3) | (5,111.3) | ||||
Net goodwill balance | $ 5.9 | $ 5.9 | $ 5.9 | 5.9 | $ 5.6 | |||
Communications and Commercial Optical Products | Time-Bandwidth Products AG ("Time-Bandwidth") | ||||||||
Changes in goodwill | ||||||||
Goodwill acquired from acquisition | $ 5.8 |
Acquired Developed Technology57
Acquired Developed Technology and Other Intangibles (Details) - USD ($) $ in Millions | Jan. 06, 2014 | Dec. 10, 2013 | Jun. 27, 2015 | Jun. 28, 2014 | Jun. 29, 2013 |
Acquired developed technology and other intangibles | |||||
Gross carrying amount of finite lived intangibles | $ 729.7 | $ 778.2 | |||
Accumulated Amortization | (619.1) | (607.5) | |||
Net carrying amount of finite lived intangibles | 110.6 | 170.7 | |||
Net Carrying amount of in-process research and development intangibles | 1.8 | 7.1 | |||
Gross Carrying Amount | 731.5 | 785.3 | |||
Intangibles, net | 112.4 | 177.8 | |||
Amortization expenses | 59.2 | 59 | $ 76 | ||
Estimated future amortization expense | |||||
2,016 | 38.1 | ||||
2,017 | 35.2 | ||||
2,018 | 22.6 | ||||
2,019 | 10.9 | ||||
Thereafter | 3.8 | ||||
Net carrying amount of intangibles | 110.6 | ||||
NE Low Speed Wireline Product Line Exit | |||||
Acquired developed technology and other intangibles | |||||
Amortization expenses | 2.2 | ||||
CCOP CPV Plan (Workforce reduction) | |||||
Acquired developed technology and other intangibles | |||||
Amortization expenses | 2.6 | ||||
Cost of sales | |||||
Acquired developed technology and other intangibles | |||||
Amortization expenses | 39.4 | 43.2 | 63.3 | ||
Operating expense | |||||
Acquired developed technology and other intangibles | |||||
Amortization expenses | 19.8 | 15.8 | 12.7 | ||
Developed technology | |||||
Acquired developed technology and other intangibles | |||||
Gross carrying amount of finite lived intangibles | 522.1 | 548.8 | |||
Accumulated Amortization | (455.8) | (443.1) | |||
Net carrying amount of finite lived intangibles | 66.3 | 105.7 | |||
Developed technology | Trendium Inc. ("Trendium") | |||||
Acquired developed technology and other intangibles | |||||
Useful life of intangible assets | 7 years | ||||
Developed technology | Network Instruments, LLC ("Network Instruments") | |||||
Acquired developed technology and other intangibles | |||||
Useful life of intangible assets | 5 years | ||||
Developed technology | NE Low Speed Wireline Product Line Exit | |||||
Acquired developed technology and other intangibles | |||||
Amortization expenses | 1.8 | ||||
Customer relationships | |||||
Acquired developed technology and other intangibles | |||||
Gross carrying amount of finite lived intangibles | 185.4 | 205.2 | |||
Accumulated Amortization | (142.2) | (142.3) | |||
Net carrying amount of finite lived intangibles | 43.2 | 62.9 | |||
Customer relationships | Network Instruments, LLC ("Network Instruments") | |||||
Acquired developed technology and other intangibles | |||||
Useful life of intangible assets | 5 years | ||||
Other | |||||
Acquired developed technology and other intangibles | |||||
Gross carrying amount of finite lived intangibles | 22.2 | 24.2 | |||
Accumulated Amortization | (21.1) | (22.1) | |||
Net carrying amount of finite lived intangibles | 1.1 | $ 2.1 | |||
Other | NE Low Speed Wireline Product Line Exit | |||||
Acquired developed technology and other intangibles | |||||
Amortization expenses | $ 0.4 | ||||
Completed in-process research and development | Trendium Inc. ("Trendium") | |||||
Estimated future amortization expense | |||||
Impairment charge | 3.6 | ||||
Completed in-process research and development | Network Instruments, LLC ("Network Instruments") | |||||
Acquired developed technology and other intangibles | |||||
Completion of in-process research and development project | $ 1.7 | ||||
Useful life of intangible assets | 52 months |
Debts and Letters of Credit (De
Debts and Letters of Credit (Detail) | Aug. 21, 2013USD ($) | Jun. 27, 2015USD ($)item$ / shares | Jun. 27, 2015USD ($)item$ / shares | Jun. 28, 2014USD ($) | Jun. 29, 2013USD ($) | Jun. 29, 2013USD ($) | Aug. 17, 2015$ / shares | Aug. 15, 2013$ / shares | Jun. 05, 2006USD ($)$ / shares |
Debt details | |||||||||
Total long-term debt | $ 561,600,000 | $ 561,600,000 | $ 536,300,000 | ||||||
Loss on repurchase of Convertible Notes | $ (4,100,000) | ||||||||
Outstanding Letters of Credit | |||||||||
Number of standby letters of credit | item | 11 | 11 | |||||||
Letters of credit outstanding | $ 29,000,000 | $ 29,000,000 | |||||||
Revolving Credit Facility | |||||||||
Debt details | |||||||||
Revolving credit facility terminated | $ 250,000,000 | ||||||||
Details of the Company's debt: | |||||||||
Unamortized portion of debt issuance cost | 1,300,000 | ||||||||
Outstanding Letters of Credit | |||||||||
Outstanding balance | $ 0 | ||||||||
0.625% Senior Convertible Debentures due 2033 ("notes") | |||||||||
Debt details | |||||||||
Interest rate on senior convertible notes (as a percent) | 0.625% | 0.625% | 0.625% | 0.625% | |||||
Aggregate principal amount of convertible debt | $ 650,000,000 | ||||||||
Proceeds from issuance of convertible notes after issuance costs | 636,300,000 | ||||||||
Conversion price of convertible debt (in dollars per share) | $ / shares | $ 18.83 | $ 18.83 | $ 11.28 | $ 18.83 | |||||
Conversion price of convertible debt as premium on closing price of common stock (as a percent) | 40.00% | ||||||||
Principal amount used for debt instrument conversion | $ 1,000 | ||||||||
Number of consecutive trading days during which the closing price of the entity's common stock must exceed the conversion price for at least 20 trading days in order for the notes to be redeemable | 30 days | ||||||||
Number of consecutive business days immediately following any 10 consecutive trading day period | 5 days | ||||||||
Number of consecutive trading days before five consecutive business-days | 10 days | ||||||||
Number of note holders exercising conversion rights before expiration notice | item | 0 | ||||||||
Percentage of principal amount that the holder of the note may require the entity to repurchase the debt instrument | 100.00% | ||||||||
Percentage of principal amount at which the entity may redeem some or all of the notes for cash | 100.00% | ||||||||
Discount rate used to calculate the carrying value of the liability component of the convertible debt (as a percent) | 5.40% | ||||||||
Variable rate basis on which discount rate is based | 5-year swap | ||||||||
Effective interest rate (as a percent) | 5.40% | 5.40% | 5.40% | ||||||
Principal amount of notes | $ 650,000,000 | $ 650,000,000 | $ 650,000,000 | ||||||
Details of the Company's debt: | |||||||||
Principal amount of 0.625% Senior Convertible Notes | 650,000,000 | 650,000,000 | 650,000,000 | ||||||
Unamortized discount of liability component | (88,400,000) | (88,400,000) | (113,700,000) | ||||||
Carrying amount of liability component | $ 515,600,000 | 561,600,000 | 561,600,000 | 536,300,000 | |||||
Carrying amount of equity component | 134,400,000 | 134,400,000 | $ 134,400,000 | 134,400,000 | |||||
Remaining term of convertible notes | 3 years 1 month 6 days | ||||||||
Deferred finance costs | 13,700,000 | ||||||||
Liability component, debt issuance cost | 10,900,000 | ||||||||
Equity component, debt issuance cost | $ 2,800,000 | ||||||||
Fair market value of convertible debt | $ 644,000,000 | $ 644,000,000 | $ 653,000,000 | ||||||
Effective interest rate and interest expense for the contractual interest and the accretion of debt discount: | |||||||||
Effective interest rate (as a percent) | 5.40% | 5.40% | 5.40% | ||||||
Interest expense-contractual interest | $ 4,100,000 | $ 3,500,000 | |||||||
Accretion of debt discount | 25,300,000 | $ 20,700,000 | |||||||
0.625% Senior Convertible Debentures due 2033 ("notes") | Other non-current assets | |||||||||
Details of the Company's debt: | |||||||||
Unamortized portion of debt issuance cost | $ 7,200,000 | $ 7,200,000 | |||||||
0.625% Senior Convertible Debentures due 2033 ("notes") | Maximum | |||||||||
Debt details | |||||||||
Percentage of the conversion price that the closing price of the entity's common stock must exceed in order for the notes to be convertible | 130.00% | ||||||||
Number of trading days within 30 consecutive trading days in which the closing price of the entity's common stock must exceed the conversion price for the notes to be redeemable | item | 20 | ||||||||
Percentage of the trading price to the closing sale price of the entity's common stock | 98.00% | ||||||||
1% Senior Convertible Notes due 2026 (the "2026 Notes") | |||||||||
Debt details | |||||||||
Total long-term debt | $ 266,500,000 | ||||||||
Interest rate on senior convertible notes (as a percent) | 1.00% | 1.00% | 1.00% | ||||||
Aggregate principal amount of convertible debt | $ 425,000,000 | ||||||||
Proceeds from issuance of convertible notes after issuance costs | $ 415,900,000 | ||||||||
Conversion price of convertible debt (in dollars per share) | $ / shares | $ 30.30 | $ 30.30 | $ 30.30 | ||||||
Discount rate used to calculate the carrying value of the liability component of the convertible debt (as a percent) | 8.10% | ||||||||
Variable rate basis on which discount rate is based | 7-year swap | ||||||||
Effective interest rate (as a percent) | 8.10% | ||||||||
Principal amount of debt repurchased | $ 425,000,000 | ||||||||
Principal amount of notes | 0 | 0 | |||||||
Details of the Company's debt: | |||||||||
Principal amount of 0.625% Senior Convertible Notes | 0 | $ 0 | |||||||
Carrying value of the equity component of convertible debt | $ 158,500,000 | ||||||||
Effective interest rate and interest expense for the contractual interest and the accretion of debt discount: | |||||||||
Effective interest rate (as a percent) | 8.10% | ||||||||
Interest expense-contractual interest | 1,800,000 | ||||||||
Accretion of debt discount | $ 12,000,000 |
Restructuring and Related Cha59
Restructuring and Related Charges (Details) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 27, 2015USD ($) | Mar. 28, 2015USD ($)employee | Dec. 27, 2014USD ($)item | Sep. 27, 2014USD ($)employeeitem | Jun. 28, 2014USD ($)employee | Mar. 29, 2014USD ($)employee | Dec. 28, 2013USD ($)employee | Sep. 28, 2013USD ($) | Jun. 27, 2015USD ($)employee | Jun. 28, 2014USD ($) | Jun. 29, 2013USD ($) | |
Restructuring and Related Charges | |||||||||||
Contractual obligations under the operating lease, net of sublease income, fair value | $ 1.1 | $ 3.1 | $ 1.1 | $ 3.1 | |||||||
New reportable segments | item | 2 | ||||||||||
Summary of various restructuring plans | |||||||||||
Accrual balance at the beginning of the period | $ 26.2 | 26.2 | |||||||||
Restructuring expenses | 13.6 | $ 8.3 | $ 9.7 | $ 2.9 | 20 | $ 3.6 | $ 1 | 34.5 | 23.8 | $ 19 | |
Restructuring recoveries | $ (0.8) | ||||||||||
Cash Settlements | (27.1) | ||||||||||
Non-cash settlements and other adjustments | (1.5) | ||||||||||
Accrual balance at the end of the period | 32.1 | $ 26.2 | 32.1 | 26.2 | |||||||
CCOP Robbinsville Closure Plan | |||||||||||
Restructuring and Related Charges | |||||||||||
Number of employees expected to be reduced | employee | 30 | ||||||||||
Summary of various restructuring plans | |||||||||||
Restructuring expenses | 1.7 | ||||||||||
Cash Settlements | (1.7) | ||||||||||
NE Realignment Plan (Workforce Reduction) | Hologram Business | |||||||||||
Restructuring and Related Charges | |||||||||||
Number of employees expected to be reduced | employee | 100 | ||||||||||
CCOP Serangoon Closure Plan | |||||||||||
Summary of various restructuring plans | |||||||||||
Accrual balance at the beginning of the period | $ 1.7 | 1.7 | |||||||||
Restructuring expenses | 0.4 | ||||||||||
Cash Settlements | (2.1) | ||||||||||
Accrual balance at the end of the period | $ 1.7 | 1.7 | |||||||||
CCOP Serangoon Closure Plan | Hologram Business | |||||||||||
Restructuring and Related Charges | |||||||||||
Number of employees expected to be reduced | employee | 40 | ||||||||||
Shared Services Restructuring Plan (Workforce Reduction) | Hologram Business | |||||||||||
Restructuring and Related Charges | |||||||||||
Number of employees expected to be reduced | employee | 40 | ||||||||||
NE Product Strategy Restructuring Plan (Workforce Reduction) | Hologram Business | |||||||||||
Restructuring and Related Charges | |||||||||||
Number of employees expected to be reduced | employee | 60 | ||||||||||
NE Lease Restructuring Plan (first floor) | |||||||||||
Restructuring and Related Charges | |||||||||||
Contractual obligations under the operating lease, net of sublease income, fair value | 5.2 | 5.2 | |||||||||
Central Finance and IT Restructuring Plan (Workforce Reduction) | Hologram Business | |||||||||||
Restructuring and Related Charges | |||||||||||
Number of employees expected to be reduced | employee | 20 | ||||||||||
NE Lease Restructuring Plan (Lease Costs) | |||||||||||
Restructuring and Related Charges | |||||||||||
Contractual obligations under the operating lease, net of sublease income, fair value | $ 1.5 | ||||||||||
Other Plans | |||||||||||
Summary of various restructuring plans | |||||||||||
Accrual balance at the beginning of the period | 0.7 | 0.7 | |||||||||
Restructuring expenses | 0.6 | ||||||||||
Cash Settlements | (1) | ||||||||||
Accrual balance at the end of the period | 0.3 | $ 0.7 | 0.3 | 0.7 | |||||||
Plans Prior to Fiscal 2013 | |||||||||||
Summary of various restructuring plans | |||||||||||
Accrual balance at the beginning of the period | 2.5 | 2.5 | |||||||||
Restructuring expenses | 0.5 | ||||||||||
Cash Settlements | (1.8) | ||||||||||
Non-cash settlements and other adjustments | (0.3) | ||||||||||
Accrual balance at the end of the period | 0.9 | 2.5 | 0.9 | 2.5 | |||||||
Workforce Reduction | NE, SE and Shared Service Separation Restructuring Plan | |||||||||||
Restructuring and Related Charges | |||||||||||
Number of employees expected to be reduced | employee | 400 | ||||||||||
New reportable segments | item | 2 | ||||||||||
Summary of various restructuring plans | |||||||||||
Restructuring expenses | 24.9 | ||||||||||
Cash Settlements | (9.8) | ||||||||||
Non-cash settlements and other adjustments | (0.2) | ||||||||||
Accrual balance at the end of the period | 14.9 | $ 14.9 | |||||||||
Workforce Reduction | CCOP Separation Restructuring Plan (Workforce Reduction) | |||||||||||
Restructuring and Related Charges | |||||||||||
Number of employees expected to be reduced | employee | 200 | ||||||||||
Summary of various restructuring plans | |||||||||||
Restructuring expenses | $ 5.1 | ||||||||||
Cash Settlements | (0.5) | ||||||||||
Accrual balance at the end of the period | 4.6 | 4.6 | |||||||||
Workforce Reduction | CCOP Robbinsville Closure Plan | |||||||||||
Summary of various restructuring plans | |||||||||||
Restructuring expenses | 1.5 | ||||||||||
Cash Settlements | (1.5) | ||||||||||
Workforce Reduction | NE Realignment Plan (Workforce Reduction) | |||||||||||
Summary of various restructuring plans | |||||||||||
Accrual balance at the beginning of the period | 4.6 | 4.6 | |||||||||
Restructuring expenses | 0.3 | ||||||||||
Cash Settlements | (4.2) | ||||||||||
Non-cash settlements and other adjustments | (0.1) | ||||||||||
Accrual balance at the end of the period | 0.6 | 4.6 | 0.6 | 4.6 | |||||||
Workforce Reduction | CCOP Serangoon Closure Plan | |||||||||||
Summary of various restructuring plans | |||||||||||
Accrual balance at the beginning of the period | 1.7 | 1.7 | |||||||||
Restructuring expenses | 0.1 | ||||||||||
Cash Settlements | (1.8) | ||||||||||
Accrual balance at the end of the period | 1.7 | 1.7 | |||||||||
Workforce Reduction | Shared Services Restructuring Plan (Workforce Reduction) | |||||||||||
Summary of various restructuring plans | |||||||||||
Accrual balance at the beginning of the period | 1.8 | 1.8 | |||||||||
Restructuring expenses | 0.1 | ||||||||||
Cash Settlements | (1.2) | ||||||||||
Accrual balance at the end of the period | 0.7 | 1.8 | 0.7 | 1.8 | |||||||
Workforce Reduction | NE Product Strategy Restructuring Plan (Workforce Reduction) | |||||||||||
Summary of various restructuring plans | |||||||||||
Accrual balance at the beginning of the period | 4.4 | 4.4 | |||||||||
Restructuring expenses | 0.4 | ||||||||||
Cash Settlements | (1.9) | ||||||||||
Non-cash settlements and other adjustments | (0.6) | ||||||||||
Accrual balance at the end of the period | 2.3 | 4.4 | 2.3 | 4.4 | |||||||
Workforce Reduction | Central Finance and IT Restructuring Plan (Workforce Reduction) | |||||||||||
Summary of various restructuring plans | |||||||||||
Accrual balance at the beginning of the period | 1.5 | 1.5 | |||||||||
Cash Settlements | (0.1) | ||||||||||
Non-cash settlements and other adjustments | (0.3) | ||||||||||
Accrual balance at the end of the period | 1.1 | 1.5 | 1.1 | 1.5 | |||||||
Lease Costs | CCOP Robbinsville Closure Plan | |||||||||||
Summary of various restructuring plans | |||||||||||
Restructuring expenses | 0.1 | ||||||||||
Cash Settlements | (0.1) | ||||||||||
Lease Costs | CCOP Serangoon Closure Plan | |||||||||||
Summary of various restructuring plans | |||||||||||
Restructuring expenses | 0.3 | ||||||||||
Cash Settlements | (0.3) | ||||||||||
Lease Costs | NE Lease Restructuring Plan (first floor) | |||||||||||
Summary of various restructuring plans | |||||||||||
Accrual balance at the beginning of the period | 6.9 | 6.9 | |||||||||
Restructuring expenses | 0.6 | ||||||||||
Cash Settlements | (2.3) | ||||||||||
Accrual balance at the end of the period | 5.2 | 6.9 | 5.2 | 6.9 | |||||||
Lease Costs | NE Lease Restructuring Plan (Lease Costs) | |||||||||||
Summary of various restructuring plans | |||||||||||
Accrual balance at the beginning of the period | 2.1 | 2.1 | |||||||||
Restructuring recoveries | (0.1) | ||||||||||
Cash Settlements | (0.5) | ||||||||||
Accrual balance at the end of the period | 1.5 | 2.1 | 1.5 | 2.1 | |||||||
Transfer Costs | CCOP Robbinsville Closure Plan | |||||||||||
Summary of various restructuring plans | |||||||||||
Restructuring expenses | 0.1 | ||||||||||
Cash Settlements | (0.1) | ||||||||||
Ottawa Lease Exit Costs | |||||||||||
Summary of various restructuring plans | |||||||||||
Accrual balance at the beginning of the period | $ 3.1 | 3.1 | |||||||||
Restructuring recoveries | (0.7) | ||||||||||
Cash Settlements | (1) | ||||||||||
Non-cash settlements and other adjustments | (0.3) | ||||||||||
Accrual balance at the end of the period | $ 1.1 | $ 3.1 | $ 1.1 | $ 3.1 |
Restructuring and Related Cha60
Restructuring and Related Charges (Details 2) - USD ($) $ in Millions | Jun. 27, 2015 | Jun. 28, 2014 |
Restructuring accrual | ||
Non-current | $ 9.8 | $ 11.7 |
Other lease exit costs | ||
Non-current | $ 0.5 | $ 2 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 27, 2015 | Mar. 28, 2015 | Dec. 27, 2014 | Sep. 27, 2014 | Jun. 28, 2014 | Mar. 29, 2014 | Dec. 28, 2013 | Sep. 28, 2013 | Jun. 27, 2015 | Jun. 28, 2014 | Jun. 29, 2013 | |
Income (loss) before income taxes | |||||||||||
Domestic | $ (184.9) | $ (87.9) | $ (98.8) | ||||||||
Foreign | 102 | 57.1 | 51.9 | ||||||||
(Loss) income before income taxes | (82.9) | (30.8) | (46.9) | ||||||||
Federal: | |||||||||||
Current | (0.5) | ||||||||||
Deferred | 2.3 | (4.5) | (0.7) | ||||||||
Total Federal income tax expense (benefit) | 2.3 | (5) | (0.7) | ||||||||
State: | |||||||||||
Deferred | 0.1 | (0.2) | |||||||||
Total state and local income tax expense (benefit) | 0.1 | (0.2) | |||||||||
Foreign: | |||||||||||
Current | (2.7) | 18.2 | 18.4 | ||||||||
Deferred | 5.5 | (26.1) | (121.6) | ||||||||
Total foreign income tax expense (benefit) | 2.8 | (7.9) | (103.2) | ||||||||
Total Income tax (benefit) expense | $ 7.7 | $ (17.4) | $ 8.8 | $ 6.1 | $ 0.6 | $ (17.2) | $ 3 | $ 0.5 | 5.2 | (13.1) | (103.9) |
Uncertain tax benefits related to the settlement of an audit/deferred tax assets due to the expiration of the statute of limitations in a non-US jurisdiction and/or other similar nature | 21.8 | ||||||||||
Reconciliation of the Company's income tax expense (benefit) at the federal statutory rate to the income tax expense (benefit) at the effective tax rate | |||||||||||
Tax benefit associated with exercise of stock options | 0 | 0 | 0 | ||||||||
Income tax (benefit) expense computed at federal statutory rate | (29) | (10.8) | (16.4) | ||||||||
Foreign rate differential | (2.3) | (1.8) | (2.4) | ||||||||
Valuation allowance | 37.3 | 24.2 | (84.5) | ||||||||
Statute expiration | (21.7) | ||||||||||
Reversal of previously accrued taxes | (22.6) | (1) | (0.7) | ||||||||
Research and experimentation benefits and other tax credits | (4.7) | (5) | (3.2) | ||||||||
Permanent items | 22.8 | 7.6 | 4.4 | ||||||||
Other | 3.7 | (4.6) | (1.1) | ||||||||
Total Income tax (benefit) expense | $ 7.7 | $ (17.4) | $ 8.8 | $ 6.1 | $ 0.6 | $ (17.2) | $ 3 | $ 0.5 | $ 5.2 | $ (13.1) | $ (103.9) |
Income Taxes (Details 2)
Income Taxes (Details 2) - USD ($) $ in Millions | Jun. 27, 2015 | Jun. 28, 2014 | Jun. 29, 2013 |
Gross deferred tax assets: | |||
Tax credit carryforwards | $ 172.9 | $ 158.6 | $ 150.1 |
Net operating loss carryforwards | 2,281.5 | 2,346.1 | 2,303 |
Inventories | 14.4 | 13 | 16.3 |
Accruals and reserves | 34.2 | 48.2 | 41.8 |
Other | 115.8 | 121.1 | 127.7 |
Acquisition-related items | 89.3 | 86.8 | 95.9 |
Gross deferred tax assets | 2,708.1 | 2,773.8 | 2,734.8 |
Valuation allowance | (2,488.1) | (2,499.8) | (2,549.1) |
Deferred tax assets | 220 | 274 | 185.7 |
Gross deferred tax liabilities: | |||
Acquisition-related items | (27.6) | (40.4) | (26.5) |
Undistributed foreign earnings | (7.2) | (6.6) | (8.3) |
Other | (45.6) | (50.2) | (3.5) |
Deferred tax liabilities | (80.4) | (97.2) | (38.3) |
Total net deferred tax assets (liabilities) | 139.6 | $ 176.8 | $ 147.4 |
Federal | |||
Operating Loss Carryforwards | |||
Net operating loss carryforwards | 6,141.6 | ||
State | |||
Operating Loss Carryforwards | |||
Net operating loss carryforwards | 1,098.4 | ||
Foreign | |||
Operating Loss Carryforwards | |||
Net operating loss carryforwards | $ 730.4 |
Income Taxes (Details 3)
Income Taxes (Details 3) - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 27, 2015 | Jun. 28, 2014 | Jun. 29, 2013 | |
Net operating loss carryforwards | |||
Portion of net operating loss carryforwards, when realized, will be credited to additional paid-in-capital | $ 106.4 | ||
Undistributed earnings of certain foreign subsidiaries | 273.1 | ||
Estimated additional U.S. income or foreign withholding taxes that would have to be provided if earnings of foreign subsidiaries were repatriated to the U.S. | 14.2 | ||
Increase (decrease) in deferred tax asset valuation allowances | 11.7 | $ 49.3 | $ 87.9 |
Valuation allowance attributable to pre-fiscal 2006 windfall stock option deductions | 514.7 | ||
Net deferred tax valuation allowance release | 107.9 | ||
Uncertain tax benefits related to deferred tax assets due to the expiration of the statute of limitation in a non-US jurisdiction | 21.7 | ||
Income tax benefit intraperiod tax allocation related to other comprehensive income | 6.4 | ||
Reconciliation of unrecognized tax benefits | |||
Balance at the beginning of the period | 60.3 | 80.7 | |
Additions based on the tax positions related to the current year | 2.3 | 3.2 | 23.7 |
Additions due to foreign currency rate fluctuation | 0.6 | ||
Reductions for lapse of statute of limitations or for audit settlements | (3.3) | (21.7) | (1.2) |
Reductions due to foreign currency rate fluctuation | (3.2) | (0.7) | |
Reductions based on state credit expiration | (1.7) | ||
Reductions based on the tax positions related to the prior year | (18.7) | (0.8) | |
Reductions based on ITC expiration | (2.4) | ||
Balance at the end of the period | 37.4 | 60.3 | $ 80.7 |
Portion of unrecognized tax benefits, if recognized, would impact the effective tax rate | 3.5 | ||
Portion of unrecognized tax benefits, if recognized, would impact the valuation allowance | 33.9 | ||
Accrued interest and penalties related to unrecognized tax benefits | 1.6 | $ 24.8 | |
Decrease in accrued interest and penalties related to unrecognized tax benefits | 23.2 | ||
Federal | |||
Net operating loss carryforwards | |||
Research and other tax credit carryforwards | 92.2 | ||
State | |||
Net operating loss carryforwards | |||
Research and other tax credit carryforwards | 39 | ||
Foreign | |||
Net operating loss carryforwards | |||
Research and other tax credit carryforwards | $ 41.2 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | May. 21, 2014 | Sep. 27, 2014 | Jun. 28, 2014 | Sep. 27, 2014 | Jun. 27, 2015 | Jun. 28, 2014 |
Stock Repurchase Program | ||||||
Outstanding common stock repurchased (in shares) | 0.4 | 4.9 | 7.4 | |||
Common stock repurchase price per share (in dollars per share) | $ 13.45 | $ 13.45 | ||||
Purchase price of common stock | $ 60 | $ 4.8 | $ 155.2 | |||
Average repurchase price per share (in dollars per share) | $ 11.93 | $ 11.37 | ||||
Maximum | ||||||
Stock Repurchase Program | ||||||
Purchase price of common stock | $ 100 |
Stockholders' Equity (Details 2
Stockholders' Equity (Details 2) - shares | Mar. 31, 2014 | Jun. 27, 2015 | Jun. 28, 2014 |
Exchangeable Shares of JDS Uniphase Canada Ltd | |||
Exchangeable Shares outstanding | 3,157,445 | 0 | 0 |
Number of shares that holders of exchangeable shares were entitled to receive of the company's common stock in exchange for each exchangeable share held | 1 | ||
Exchangeable Shares issued | 0 | 0 | |
Series B Preferred Stock | |||
Class of Warrant or Right | |||
Number of undesignated preferred shares authorized to be issued (in shares) | 1,000,000 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) $ / shares in Units, $ in Millions | Nov. 14, 2012itemshares | Jun. 27, 2015USD ($)item$ / sharesshares | Jun. 28, 2014USD ($) | Jun. 29, 2013USD ($) | Dec. 11, 2014shares | Jun. 30, 1998shares |
Stock-Based Compensation | ||||||
Stock options and Full Value Awards issued and outstanding (in shares) | shares | 11,300,000 | |||||
Shares of common stock available for grant | shares | 10,800,000 | |||||
Impact on the entity's results of operations of recording stock-based compensation by function | ||||||
Stock-based compensation cost (in dollars) | $ 66.9 | $ 64.1 | $ 56.3 | |||
Stock-based compensation capitalized to inventory (in dollars) | 1.9 | |||||
Modification | ||||||
Impact on the entity's results of operations of recording stock-based compensation by function | ||||||
Stock-based compensation cost (in dollars) | $ 6.2 | |||||
Extended exercise period for fully exercisable options resulted from modification | 2 years | |||||
Number of executives resulting in a modification of equity awards | item | 7 | |||||
Total incremental Share-based compensation resulted from modification | $ 6.8 | |||||
Minimum | ||||||
Stock-Based Compensation | ||||||
Vesting period | 3 years | |||||
Stock awards expiration period | 5 years | |||||
Maximum | ||||||
Stock-Based Compensation | ||||||
Vesting period | 4 years | |||||
Stock awards expiration period | 10 years | |||||
Cost of sales | ||||||
Impact on the entity's results of operations of recording stock-based compensation by function | ||||||
Stock-based compensation cost (in dollars) | $ 9.3 | 9.9 | 9.3 | |||
Research and development | ||||||
Impact on the entity's results of operations of recording stock-based compensation by function | ||||||
Stock-based compensation cost (in dollars) | 15.3 | 15.6 | 13.5 | |||
Selling, general and administrative | ||||||
Impact on the entity's results of operations of recording stock-based compensation by function | ||||||
Stock-based compensation cost (in dollars) | $ 42.3 | 38.6 | 33.5 | |||
Full Value Awards - Total | ||||||
Stock-Based Compensation | ||||||
Exercise price (in dollars per share) | $ / shares | $ 0 | |||||
Impact on the entity's results of operations of recording stock-based compensation by function | ||||||
Stock-based compensation cost (in dollars) | $ 64.7 | $ 60.7 | $ 49.4 | |||
Full Value Awards - Total | Minimum | ||||||
Stock-Based Compensation | ||||||
Vesting period | 1 year | |||||
Full Value Awards - Total | Maximum | ||||||
Stock-Based Compensation | ||||||
Vesting period | 4 years | |||||
1998 Employee Stock Purchase Plan | ||||||
Stock-Based Compensation | ||||||
Shares reserved for issuance | shares | 50,000,000 | |||||
Shares of common stock available for grant | shares | 3,200,000 | |||||
Discount rate provided under purchase plan (as a percent) | 5.00% | |||||
Look-back period | 6 months | |||||
2003 Plan | ||||||
Stock-Based Compensation | ||||||
Common stock added to the pool of shares reserved for issuance under the plan (in shares) | shares | 10,000,000 | 9,000,000 | ||||
Number of additional amendments approved by shareholders | item | 2 | |||||
Additional term of plan after the date of approval of amendment | 10 years |
Stock-Based Compensation (Det67
Stock-Based Compensation (Details 2) - Stock Option Plans - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Jun. 27, 2015 | Jun. 28, 2014 | Jun. 29, 2013 | |
Stock-Based Compensation | |||
Options granted (in shares) | 0 | 0 | 0 |
Total intrinsic value of awards exercised (in dollars) | $ 5 | ||
Options Outstanding, Number Of Shares | |||
Outstanding at the beginning of the period (in shares) | 3,500,000 | 5,600,000 | 8,200,000 |
Exercised (in shares) | (900,000) | (1,600,000) | (2,000,000) |
Forfeited (in shares) | (200,000) | ||
Cancelled (in shares) | (100,000) | (500,000) | (400,000) |
Outstanding at the end of the period (in shares) | 2,500,000 | 3,500,000 | 5,600,000 |
Options Outstanding, Weighted-average exercise price per share | |||
Outstanding at the beginning of the period (in dollars per share) | $ 10.13 | $ 10.56 | $ 10.02 |
Exercised (in dollars per share) | 7.58 | 7.91 | 7.64 |
Forfeited (in dollars per share) | 10.86 | ||
Cancelled (in dollars per share) | 14.54 | 22.24 | 15.69 |
Outstanding at the end of the period (in dollars per share) | $ 10.84 | $ 10.13 | $ 10.56 |
Stock-Based Compensation (Det68
Stock-Based Compensation (Details 3) - Jun. 27, 2015 - USD ($) $ / shares in Units, $ in Millions | Total |
Stock options outstanding and exercisable by exercise price range | |
Options Outstanding, Number of Shares | 2,507,364 |
Options Outstanding, Weighted Average Remaining Contractual Life | 2 years 8 months 12 days |
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 10.84 |
Options Outstanding, Aggregate Intrinsic Value (in dollars) | $ 7.3 |
Options Exercisable, Number of Shares | 2,507,364 |
Options Exercisable, Weighted Average Remaining Contractual Life | 2 years 8 months 12 days |
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 10.84 |
Options exercisable - Aggregate intrinsic value (in dollars) | $ 7.3 |
Closing stock price of company (in dollars per share) | $ 12.01 |
Range of exercise price per share from $0.00 to $10.00 | |
Stock options outstanding and exercisable by exercise price range | |
Exercise price per share, low end of the range (in dollars per share) | 0 |
Exercise price per share, high end of the range (in dollars per share) | $ 10 |
Options Outstanding, Number of Shares | 816,985 |
Options Outstanding, Weighted Average Remaining Contractual Life | 1 year 10 months 24 days |
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 5.19 |
Options Outstanding, Aggregate Intrinsic Value (in dollars) | $ 5.6 |
Options Exercisable, Number of Shares | 816,985 |
Options Exercisable, Weighted Average Remaining Contractual Life | 1 year 10 months 24 days |
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 5.19 |
Options exercisable - Aggregate intrinsic value (in dollars) | $ 5.6 |
Range of exercise price per share from $10.01 to $20.00 | |
Stock options outstanding and exercisable by exercise price range | |
Exercise price per share, low end of the range (in dollars per share) | $ 10.01 |
Exercise price per share, high end of the range (in dollars per share) | $ 20 |
Options Outstanding, Number of Shares | 1,427,879 |
Options Outstanding, Weighted Average Remaining Contractual Life | 2 years 10 months 24 days |
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 11.87 |
Options Outstanding, Aggregate Intrinsic Value (in dollars) | $ 1.7 |
Options Exercisable, Number of Shares | 1,427,879 |
Options Exercisable, Weighted Average Remaining Contractual Life | 2 years 10 months 24 days |
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 11.87 |
Options exercisable - Aggregate intrinsic value (in dollars) | $ 1.7 |
Range of exercise price per share from $20.01 to $30.00 | |
Stock options outstanding and exercisable by exercise price range | |
Exercise price per share, low end of the range (in dollars per share) | $ 20.01 |
Exercise price per share, high end of the range (in dollars per share) | $ 30 |
Options Outstanding, Number of Shares | 262,500 |
Options Outstanding, Weighted Average Remaining Contractual Life | 3 years 9 months 18 days |
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 22.83 |
Options Exercisable, Number of Shares | 262,500 |
Options Exercisable, Weighted Average Remaining Contractual Life | 3 years 9 months 18 days |
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 22.83 |
Range of exercise price per share from $30.01 to $100.00 | |
Stock options outstanding and exercisable by exercise price range | |
Exercise price per share, low end of the range (in dollars per share) | 30.01 |
Exercise price per share, high end of the range (in dollars per share) | $ 100 |
Stock Option Plans | |
Stock options outstanding and exercisable by exercise price range | |
Number of exercisable in-the-money options (in shares) | 1,900,000 |
Stock-Based Compensation (Det69
Stock-Based Compensation (Details 4) - USD ($) $ / shares in Units, $ in Millions | May. 29, 2015 | Jan. 30, 2015 | Jul. 31, 2014 | Jun. 27, 2015 | Jun. 28, 2014 | Jun. 29, 2013 |
Stock-Based Compensation | ||||||
Compensation expense (in dollars) | $ 66.9 | $ 64.1 | $ 56.3 | |||
Full Value Awards - Total | ||||||
Stock-Based Compensation | ||||||
Compensation expense (in dollars) | 64.7 | 60.7 | $ 49.4 | |||
Unrecognized stock-based compensation | $ 72.1 | |||||
Estimated amortization period | 2 years | |||||
Employee Stock Purchase Plan | ||||||
Stock-Based Compensation | ||||||
Shares issued | 297,274 | 500,015 | 438,931 | |||
Fair market value at purchase date (in dollars per share) | $ 12.82 | $ 12.15 | $ 11.87 | |||
Compensation expense (in dollars) | $ 1.4 | |||||
Unrecognized stock-based compensation | $ 0 |
Stock-Based Compensation (Det70
Stock-Based Compensation (Details 5) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | ||
Jun. 27, 2015 | Jun. 28, 2014 | Jun. 29, 2013 | |
Full Value Awards - Total | |||
Full Value Awards, Total number of shares | |||
Outstanding at the beginning of the period (in shares) | 9.4 | 9 | 7.2 |
Awards granted (in shares) | 6 | 6 | 6.5 |
Awards vested (in shares) | (5.2) | (4.5) | (3.7) |
Awards forfeited (in shares) | (1.4) | (1.1) | (1) |
Outstanding at the end of the period (in shares) | 8.8 | 9.4 | 9 |
Full Value Awards, Weighted-average grant-dated fair value | |||
Outstanding at the beginning of the period (in dollars per share) | $ 13.19 | $ 12.61 | $ 12.37 |
Awards granted (in dollars per share) | 11.78 | 13.42 | 12.40 |
Awards vested (in dollars per share) | 12.96 | 12.26 | 11.74 |
Awards forfeited (in dollars per share) | 13.10 | 12.94 | 12.58 |
Outstanding at the end of the period (in dollars per share) | $ 12.36 | $ 13.19 | $ 12.61 |
Withholding taxes liability paid | $ 22.1 | $ 21.4 | $ 15.9 |
Full Value Awards - Performance shares | |||
Full Value Awards, Total number of shares | |||
Outstanding at the beginning of the period (in shares) | 1.1 | 1 | 0.5 |
Awards granted (in shares) | 0.7 | 0.6 | 0.7 |
Awards vested (in shares) | (0.8) | (0.4) | (0.1) |
Awards forfeited (in shares) | (0.1) | (0.1) | |
Outstanding at the end of the period (in shares) | 1 | 1.1 | 1 |
Full Value Awards - Non-performance shares | |||
Full Value Awards, Total number of shares | |||
Outstanding at the beginning of the period (in shares) | 8.3 | 8 | 6.7 |
Awards granted (in shares) | 5.3 | 5.4 | 5.8 |
Awards vested (in shares) | (4.4) | (4.1) | (3.6) |
Awards forfeited (in shares) | (1.4) | (1) | (0.9) |
Outstanding at the end of the period (in shares) | 7.8 | 8.3 | 8 |
MSUs | |||
Full Value Awards, Total number of shares | |||
Awards granted (in shares) | 0.7 | 0.6 | 0.7 |
Full Value Awards, Weighted-average grant-dated fair value | |||
Vesting period | 3 years | ||
Aggregate grant-date fair value (in dollars) | $ 9.4 | $ 9.2 | $ 10.7 |
Stock-Based Compensation (Det71
Stock-Based Compensation (Details 6) | 12 Months Ended | ||
Jun. 27, 2015 | Jun. 28, 2014 | Jun. 29, 2013 | |
Valuation Assumptions | |||
Minimum remaining maturity period of traded options of the entity's common stock upon which implied volatility is based | 6 months | ||
BSM | Employee Stock Option Plans | |||
Valuation Assumptions | |||
Volatility (as a percent) | 37.90% | 39.50% | 53.90% |
Expected term | 6 months | 6 months | 6 months |
Risk-free interest rate (as a percent) | 0.10% | 0.10% | 0.10% |
MSUs | Monte Carlo simulation | |||
Valuation Assumptions | |||
Volatility (as a percent) | 40.80% | 53.90% | 57.50% |
Average volatility of peer companies (as a percent) | 53.40% | 58.60% | 58.30% |
Average correlation coefficient of peer companies | 0.2156 | 0.2920 | 0.3208 |
Risk-free interest rate (as a percent) | 0.60% | 0.80% | 0.40% |
Employee Pension and Other Be72
Employee Pension and Other Benefit Plans (Details) - USD ($) | 12 Months Ended | ||
Jun. 27, 2015 | Jun. 28, 2014 | Jun. 29, 2013 | |
Employee 401(k) Plans | |||
Maximum contribution by an employee, as percentage of annual compensation | 50.00% | ||
Maximum amount of contribution by an employee in a calendar year | $ 18,000 | ||
Period of service required for eligibility under matching contributions | 180 days | ||
Employer match of employee's contributions of the first 3% of eligible compensation (as a percent) | 100.00% | ||
Percentage of eligible compensation, matched 100% by employer | 3.00% | ||
Employer match of employee's contributions of the next 2% of eligible compensation (as a percent) | 50.00% | ||
Percentage of eligible compensation, matched 50% by employer | 2.00% | ||
Company's matching contribution to the plan | $ 7,800,000 | $ 7,500,000 | $ 7,400,000 |
Employee Pension and Other Be73
Employee Pension and Other Benefit Plans (Details 2) £ in Millions, $ in Millions | 12 Months Ended | ||||
Jun. 27, 2015GBP (£) | Jun. 27, 2015USD ($) | Jun. 28, 2014GBP (£) | Jun. 28, 2014USD ($) | Jun. 29, 2013USD ($) | |
Amount recognized in the Consolidated Balance Sheet at end of year | |||||
Non-current liabilities | $ 89.3 | $ 107.3 | |||
Other changes in plan assets and benefit obligations recognized in Other comprehensive loss) | |||||
Net actuarial gains/(losses) | (3.7) | (7.7) | $ (4.4) | ||
Amortization of accumulated net actuarial losses | 0.4 | 0.1 | |||
Pension Benefit Plans | |||||
Components of the net periodic cost for the pension and benefits plans | |||||
Service cost | 0.5 | 0.5 | 0.3 | ||
Interest cost | 3.8 | 4.5 | 4.4 | ||
Expected return on plan assets | (1.7) | (1.4) | (1.2) | ||
Recognized net actuarial losses | 0.4 | 0.1 | |||
Net periodic benefit cost | 3 | 3.7 | 3.5 | ||
Amount of unrealized net actuarial (gains)/losses in accumulated other comprehensive income | 0.8 | ||||
Change in benefit obligation: | |||||
Benefit obligation at the beginning of the year | 143.9 | 121 | |||
Service cost | 0.5 | 0.5 | 0.3 | ||
Interest cost | 3.8 | 4.5 | 4.4 | ||
Plan participants' contributions | 0.3 | 0.1 | |||
Actuarial losses | 5.1 | 10.9 | |||
Acquisitions | 3.8 | ||||
Benefits paid | (4.3) | (4.9) | |||
Foreign exchange impact | (21.4) | 8 | |||
Benefit obligation at the end of the year | 127.9 | 143.9 | 121 | ||
Change in plan assets: | |||||
Fair value of plan assets at the beginning of the year | 33.5 | 25.6 | |||
Actual return on plan assets | 1.9 | 2 | |||
Acquisitions | 2.7 | ||||
Employer contributions | 5.8 | 5.1 | |||
Plan participants' contributions | 0.3 | 0.1 | |||
Benefits paid | (4.3) | (4.9) | |||
Foreign exchange impact | (2.4) | 2.9 | |||
Fair value of plan assets at the end of the year | 34.8 | 33.5 | $ 25.6 | ||
Funded status | (93.1) | (110.4) | |||
Accumulated benefit obligation | 126.2 | 142.2 | |||
Amount recognized in the Consolidated Balance Sheet at end of year | |||||
Current liabilities | 4.8 | 4.2 | |||
Non-current liabilities | 88.3 | 106.2 | |||
Net amount recognized at end of year | 93.1 | 110.4 | |||
Amount recognized in Accumulated Other Comprehensive Income at end of year | |||||
Actuarial losses, net of tax | (15.6) | (12.3) | |||
Net amount recognized at end of year | (15.6) | (12.3) | |||
Other changes in plan assets and benefit obligations recognized in Other comprehensive loss) | |||||
Net actuarial gains/(losses) | (3.7) | (7.7) | |||
Amortization of accumulated net actuarial losses | 0.4 | 0.1 | |||
Total recognized in other comprehensive loss | $ (3.3) | $ (7.6) | |||
Weighted-average assumptions used to determine net periodic cost | |||||
Discount rate (as a percent) | 3.00% | 3.00% | 3.60% | 3.60% | 4.00% |
Expected long-term return on plan assets (as a percent) | 5.50% | 5.50% | 5.20% | 5.20% | 5.20% |
Rate of pension increase (as a percent) | 2.30% | 2.30% | 2.20% | 2.20% | 2.00% |
Weighted-average assumptions used to determine benefit obligation at the end of year: | |||||
Discount rate (as a percent) | 2.60% | 2.90% | 3.70% | ||
Rate of pension increase (as a percent) | 2.20% | 2.10% | 2.20% | ||
UK pension plan | |||||
Change in plan assets: | |||||
Employer contributions | £ 0.7 | $ 1.1 | £ 0.5 | $ 0.7 | |
Fair value of plan assets at the end of the year | 30.2 | ||||
Other Post Retirement Benefit Plans | |||||
Change in benefit obligation: | |||||
Benefit obligation at the beginning of the year | 1.1 | ||||
Benefit obligation at the end of the year | $ 1 | $ 1.1 |
Employee Pension and Other Be74
Employee Pension and Other Benefit Plans (Details 3) - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 27, 2015 | Jun. 28, 2014 | Jun. 29, 2013 | |
Asset category | |||
Total (as a percent) | 100.00% | 100.00% | |
Minimum maturity period for investment in index-linked Gilts | 5 years | ||
Pension Benefit Plans | |||
Asset category | |||
Fair value of total plan assets | $ 34.8 | $ 33.5 | $ 25.6 |
Future Benefit Payments | |||
2,016 | 5.9 | ||
2,017 | 6.2 | ||
2,018 | 6.1 | ||
2,019 | 6.3 | ||
2,020 | 5.8 | ||
2021-2025 | 32.8 | ||
Thereafter | 30 | ||
Total | 93.1 | ||
UK pension plan | |||
Asset category | |||
Fair value of total plan assets | 30.2 | ||
Switzerland pension plan | |||
Asset category | |||
Fair value of total plan assets | $ 4.6 | ||
Global equity | |||
Asset category | |||
Target allocation (as a percent) | 38.00% | 39.00% | |
Fair value of total plan assets | $ 13.6 | $ 13 | |
Total (as a percent) | 39.10% | 38.80% | |
Fixed income | |||
Asset category | |||
Target allocation (as a percent) | 39.00% | 40.00% | |
Fair value of total plan assets | $ 13.3 | $ 13.3 | |
Total (as a percent) | 38.20% | 39.70% | |
Other. | |||
Asset category | |||
Target allocation (as a percent) | 23.00% | 21.00% | |
Fair value of total plan assets | $ 7.5 | $ 7 | |
Total (as a percent) | 21.60% | 20.90% | |
Cash | |||
Asset category | |||
Fair value of total plan assets | $ 0.4 | $ 0.2 | |
Total (as a percent) | 1.10% | 0.60% | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | |||
Asset category | |||
Fair value of total plan assets | $ 0.4 | $ 0.2 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Cash | |||
Asset category | |||
Fair value of total plan assets | 0.4 | 0.2 | |
Significant Other Observable Inputs (Level 2) | |||
Asset category | |||
Fair value of total plan assets | 34.4 | 33.3 | |
Significant Other Observable Inputs (Level 2) | Global equity | |||
Asset category | |||
Fair value of total plan assets | 13.6 | 13 | |
Significant Other Observable Inputs (Level 2) | Fixed income | |||
Asset category | |||
Fair value of total plan assets | 13.3 | 13.3 | |
Significant Other Observable Inputs (Level 2) | Other. | |||
Asset category | |||
Fair value of total plan assets | $ 7.5 | $ 7 |
Commitments and Contingencies75
Commitments and Contingencies (Details ) € in Millions, $ in Millions | 1 Months Ended | 12 Months Ended | |||||
Dec. 31, 2011EUR (€) | Aug. 31, 2007USD ($) | Jun. 27, 2015USD ($)item | Jun. 28, 2014USD ($) | Jun. 29, 2013USD ($) | Dec. 16, 2011ft²item | Aug. 21, 2007ft²aitem | |
Financing Obligations | |||||||
Financing obligation, noncurrent | $ 29.1 | $ 31.4 | |||||
Letter of credit issued as a security | 29 | ||||||
Future minimum operating lease payments | |||||||
2,016 | 23.1 | ||||||
2,017 | 21.3 | ||||||
2,018 | 18.1 | ||||||
2,019 | 13 | ||||||
2,020 | 7.9 | ||||||
Thereafter | 12.4 | ||||||
Total minimum operating lease payments | 95.8 | ||||||
Future minimum lease commitments related to restructuring activities | 8.2 | ||||||
Future minimum lease rentals receivable under non-cancellable subleases | 6.2 | ||||||
Rental expense related to building and equipment | 22.4 | 26.6 | $ 26 | ||||
Purchase Obligations | |||||||
Legally-binding purchase commitment obligations | $ 150.9 | ||||||
Typical duration of supply agreements with single or limited source vendors | 1 year | ||||||
Eningen | |||||||
Financing Obligations | |||||||
Area of land sold (in square feet) | ft² | 394,217 | ||||||
Number of buildings sold | item | 9 | ||||||
Area of property sold (in square feet) | ft² | 386,132 | ||||||
Number of buildings leased back | item | 2 | ||||||
Square feet of property leased back | ft² | 158,154 | ||||||
Net cash proceeds received from sale and lease back transaction | € | € 7.1 | ||||||
Description of lease terms | The lease term is 10 years with the right to cancel a certain portion of the lease after 5 years | ||||||
Financing obligation, current | $ 0.1 | 0.1 | |||||
Financing obligation, noncurrent | $ 4.1 | 5.2 | |||||
Santa Rosa | |||||||
Financing Obligations | |||||||
Area of land sold (in acres) | a | 45 | ||||||
Number of buildings sold | item | 13 | ||||||
Area of property sold (in square feet) | ft² | 492,000 | ||||||
Number of buildings leased back | item | 7 | ||||||
Square feet of property leased back | ft² | 286,000 | ||||||
Net cash proceeds received from sale and lease back transaction | $ 32.2 | ||||||
Description of lease terms | The lease terms range from a one-year lease with multiple renewal options to a ten-year lease with two five-year renewal options. | ||||||
Financing obligation, current | $ 1.4 | 1.2 | |||||
Financing obligation, noncurrent | 24.8 | $ 26.2 | |||||
Letter of credit issued as a security | $ 3.8 | ||||||
Number of buildings included in the option to purchase at the end of the lease term | item | 1 |
Commitments and Contingencies76
Commitments and Contingencies (Details 2) - USD ($) $ in Millions | 12 Months Ended | |
Jun. 27, 2015 | Jun. 28, 2014 | |
Commitments and Contingencies | ||
Guarantee Liabilities | $ 0 | $ 0 |
Changes in warranty reserve | ||
Balance as of beginning of period | 6.3 | 6.9 |
Provision for warranty | 7.6 | 7.8 |
Utilization of reserve | (7) | (6.5) |
Adjustments related to pre-existing warranties (including changes in estimates) | (0.2) | (1.9) |
Balance as of end of period | $ 6.7 | $ 6.3 |
Product Warranties | ||
Warranty Term for most products | 1 year |
Operating Segments and Geogra77
Operating Segments and Geographic Information (Details) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 27, 2015USD ($) | Mar. 28, 2015USD ($) | Dec. 27, 2014USD ($) | Sep. 27, 2014USD ($)item | Jun. 28, 2014USD ($) | Mar. 29, 2014USD ($) | Dec. 28, 2013USD ($) | Sep. 28, 2013USD ($) | Jun. 27, 2015USD ($)item | Jun. 28, 2014USD ($) | Jun. 29, 2013USD ($) | |
Net revenue: | |||||||||||
Net Revenue | $ 1,709.1 | $ 1,743.2 | $ 1,676.9 | ||||||||
Operating income (loss): | |||||||||||
Total operating income | $ 149.1 | 150.8 | 145.8 | ||||||||
Unallocated amounts: | |||||||||||
Number of reporting units | item | 2 | 2 | |||||||||
Restructuring and related charges | $ (13.6) | $ (8.3) | $ (9.7) | $ (2.9) | $ (20) | $ (3.6) | $ (1) | $ (34.5) | (23.8) | (19) | |
Interest and other income (expense), net | 2.2 | 0.3 | 0.4 | 0.5 | 0.1 | 0.6 | 0.4 | $ (0.6) | 3.4 | 0.5 | (4.1) |
Interest expense | (8.6) | (8.6) | (8.5) | (8.3) | (8.4) | (7.7) | (8.4) | (5.2) | (34) | (29.7) | (17.9) |
Loss from continuing operations before income taxes | $ (32.4) | $ (30.6) | $ (16.3) | $ (3.6) | $ (24.8) | $ (18.7) | $ 11.8 | $ 0.8 | (82.9) | (30.9) | (46.9) |
Corporate | |||||||||||
Operating income (loss): | |||||||||||
Total operating income | (88.6) | (95) | (92.9) | ||||||||
Segment Reconciling Items | |||||||||||
Unallocated amounts: | |||||||||||
Stock-based compensation | (66.9) | (64.1) | (56.4) | ||||||||
Amortization of intangibles | (59.2) | (59) | (76) | ||||||||
Loss on disposal of long-lived assets | (1.4) | (2) | (3.6) | ||||||||
Restructuring and related charges | (34.5) | (23.8) | (19) | ||||||||
Other charges related to non-recurring activities | (39.4) | (3.6) | (15.7) | ||||||||
Interest and other income (expense), net | 3.4 | 0.5 | (4.1) | ||||||||
Interest expense | (34) | (29.7) | (17.9) | ||||||||
Loss from continuing operations before income taxes | (82.9) | (30.9) | (46.9) | ||||||||
Network Enablement | |||||||||||
Net revenue: | |||||||||||
Net Revenue | 532.2 | 602.4 | 571.7 | ||||||||
Operating income (loss): | |||||||||||
Total operating income | 90.6 | 105.9 | 87 | ||||||||
Service Enablement | |||||||||||
Net revenue: | |||||||||||
Net Revenue | 169 | 145.9 | 157.2 | ||||||||
Operating income (loss): | |||||||||||
Total operating income | (18) | (25.6) | (3.9) | ||||||||
Communications and Commercial Optical Products | |||||||||||
Net revenue: | |||||||||||
Net Revenue | 815.1 | 794.1 | 742.2 | ||||||||
Operating income (loss): | |||||||||||
Total operating income | 90.2 | 93.5 | 82.4 | ||||||||
Optical Security and Performance Products | |||||||||||
Net revenue: | |||||||||||
Net Revenue | 192.8 | 200.8 | 205.8 | ||||||||
Operating income (loss): | |||||||||||
Total operating income | $ 74.9 | $ 72 | 73.2 | ||||||||
NE's Speed Wireline Product Line Exit | |||||||||||
Unallocated amounts: | |||||||||||
Write-downs of inventories | $ 11.3 |
Operating Segments and Geogra78
Operating Segments and Geographic Information (Details 2) - Revenue | 12 Months Ended | ||
Jun. 27, 2015 | Jun. 28, 2014 | Jun. 29, 2013 | |
Network Enablement | |||
Products and services which accounted for 10% or more of total net revenue | |||
Percentage of net revenue (as a percent) | 31.10% | 34.50% | 34.00% |
Service Enablement | |||
Products and services which accounted for 10% or more of total net revenue | |||
Percentage of net revenue (as a percent) | 9.90% | 8.40% | 9.40% |
Communications and Commercial Optical Products | |||
Products and services which accounted for 10% or more of total net revenue | |||
Percentage of net revenue (as a percent) | 47.70% | 45.60% | 44.30% |
Communications and Commercial Optical Products | Optical Communications | |||
Products and services which accounted for 10% or more of total net revenue | |||
Percentage of net revenue (as a percent) | 39.30% | 38.50% | 37.30% |
Communications and Commercial Optical Products | Lasers | |||
Products and services which accounted for 10% or more of total net revenue | |||
Percentage of net revenue (as a percent) | 8.40% | 7.10% | 7.00% |
Optical Security and Performance Products | |||
Products and services which accounted for 10% or more of total net revenue | |||
Percentage of net revenue (as a percent) | 11.30% | 11.50% | 12.30% |
Operating Segments and Geogra79
Operating Segments and Geographic Information (Details 3) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 27, 2015USD ($) | Mar. 28, 2015USD ($) | Dec. 27, 2014USD ($) | Sep. 27, 2014USD ($) | Jun. 28, 2014USD ($) | Mar. 29, 2014USD ($) | Dec. 28, 2013USD ($) | Sep. 28, 2013USD ($) | Jun. 27, 2015USD ($)customeritem | Jun. 28, 2014USD ($)customer | Jun. 29, 2013USD ($) | |
Operating Segments and Geographic Information | |||||||||||
Number of geographic regions | item | 3 | ||||||||||
Net revenue: | |||||||||||
Net revenue | $ 427.7 | $ 410.7 | $ 437.1 | $ 433.6 | $ 448.6 | $ 418 | $ 447.6 | $ 429 | $ 1,709.1 | $ 1,743.2 | $ 1,676.9 |
Number of major customers | customer | 0 | 0 | |||||||||
Property, plant and equipment, net | |||||||||||
Property, plant and equipment, net | 294.6 | 288.8 | $ 294.6 | $ 288.8 | |||||||
Americas | |||||||||||
Net revenue: | |||||||||||
Net revenue | 791.7 | 826 | 822.5 | ||||||||
United States | |||||||||||
Net revenue: | |||||||||||
Net revenue | 591.3 | 626.7 | 630.8 | ||||||||
Property, plant and equipment, net | |||||||||||
Property, plant and equipment, net | 157.9 | 144.6 | 157.9 | 144.6 | |||||||
Other Americas | |||||||||||
Property, plant and equipment, net | |||||||||||
Property, plant and equipment, net | 18.6 | 15.6 | 18.6 | 15.6 | |||||||
Asia Pacific | |||||||||||
Net revenue: | |||||||||||
Net revenue | 543.8 | 505.4 | 473.2 | ||||||||
China | |||||||||||
Property, plant and equipment, net | |||||||||||
Property, plant and equipment, net | 66.4 | 72.6 | 66.4 | 72.6 | |||||||
Thailand | |||||||||||
Property, plant and equipment, net | |||||||||||
Property, plant and equipment, net | 29 | 29.8 | 29 | 29.8 | |||||||
Other Asia Pacific | |||||||||||
Property, plant and equipment, net | |||||||||||
Property, plant and equipment, net | 8 | 9.2 | 8 | 9.2 | |||||||
EMEA | |||||||||||
Net revenue: | |||||||||||
Net revenue | 373.6 | 411.8 | $ 381.2 | ||||||||
Property, plant and equipment, net | |||||||||||
Property, plant and equipment, net | $ 14.7 | $ 17 | $ 14.7 | $ 17 | |||||||
Net Revenue | |||||||||||
Net revenue: | |||||||||||
Percentage of net revenue (as a percent) | 100.00% | 100.00% | 100.00% | ||||||||
Net Revenue | Americas | |||||||||||
Net revenue: | |||||||||||
Percentage of net revenue (as a percent) | 46.30% | 47.40% | 49.10% | ||||||||
Net Revenue | Asia Pacific | |||||||||||
Net revenue: | |||||||||||
Percentage of net revenue (as a percent) | 31.80% | 29.00% | 28.20% | ||||||||
Net Revenue | EMEA | |||||||||||
Net revenue: | |||||||||||
Percentage of net revenue (as a percent) | 21.90% | 23.60% | 22.70% |
Discontinued Operations (Detail
Discontinued Operations (Details) - Hologram Business - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Dec. 28, 2013 | Dec. 29, 2012 | Jun. 29, 2013 | Oct. 12, 2012 | |
Discontinued Operations | ||||
Gross proceeds from sale of business | $ 11.5 | $ 11.5 | ||
Net Revenue | $ 5.2 | |||
Tax effect associated with discontinued operation | $ 0 | |||
Less: carrying value of net assets | (10.6) | |||
Less: selling costs | (0.3) | |||
Gain on sale of business | $ 0.6 | |||
Net assets associated with Discontinued Operations | ||||
Accounts receivable, net | $ 2.7 | |||
Inventories, net | 4.4 | |||
Property, plant and equipment, net | 0.8 | |||
Intangibles, net | 5.8 | |||
Accounts payable and accrued expenses | (1.5) | |||
Other current and non-current liabilities | (1.6) | |||
Net assets sold | $ 10.6 |
Quarterly Financial Informati81
Quarterly Financial Information (unaudited) (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 27, 2015 | Mar. 28, 2015 | Dec. 27, 2014 | Sep. 27, 2014 | Jun. 28, 2014 | Mar. 29, 2014 | Dec. 28, 2013 | Sep. 28, 2013 | Jun. 27, 2015 | Jun. 28, 2014 | Jun. 29, 2013 | |
Quarterly Financial Information (unaudited) | |||||||||||
Net revenue | $ 427.7 | $ 410.7 | $ 437.1 | $ 433.6 | $ 448.6 | $ 418 | $ 447.6 | $ 429 | $ 1,709.1 | $ 1,743.2 | $ 1,676.9 |
Cost of sales | 225.7 | 215.5 | 225.5 | 224.3 | 228.2 | 222.3 | 232.8 | 232.4 | 891 | 915.7 | 919 |
Amortization of acquired technologies | 7.4 | 10.9 | 11.1 | 10 | 10.9 | 11 | 9.9 | 11.4 | 39.4 | 43.2 | 63.3 |
Gross profit | 194.6 | 184.3 | 200.5 | 199.3 | 209.5 | 184.7 | 204.9 | 185.2 | 778.7 | 784.3 | 694.6 |
Operating expenses: | |||||||||||
Research and development | 80.9 | 76.7 | 79.2 | 76.4 | 80 | 74.1 | 72.3 | 69.6 | 313.2 | 296 | 258.5 |
Selling, general and administrative | 121.3 | 116.7 | 114.8 | 110.7 | 120.9 | 113.4 | 109 | 107.1 | 463.5 | 450.4 | 429.3 |
Amortization of other intangibles | 4.8 | 4.9 | 5 | 5.1 | 5.1 | 5.2 | 2.8 | 2.7 | 19.8 | 15.8 | 12.7 |
Restructuring and related charges | 13.6 | 8.3 | 9.7 | 2.9 | 20 | 3.6 | 1 | 34.5 | 23.8 | 19 | |
Restructuring recoveries | (0.8) | ||||||||||
Total operating expenses | 220.6 | 206.6 | 208.7 | 195.1 | 226 | 196.3 | 185.1 | 178.6 | 831 | 786 | 719.5 |
(Loss) income from operations | (26) | (22.3) | (8.2) | 4.2 | (16.5) | (11.6) | 19.8 | 6.6 | (52.3) | (1.7) | (24.9) |
Interest and other income (expense), net | 2.2 | 0.3 | 0.4 | 0.5 | 0.1 | 0.6 | 0.4 | (0.6) | 3.4 | 0.5 | (4.1) |
Interest expense | (8.6) | (8.6) | (8.5) | (8.3) | (8.4) | (7.7) | (8.4) | (5.2) | (34) | (29.7) | (17.9) |
Loss from continuing operations before income taxes | (32.4) | (30.6) | (16.3) | (3.6) | (24.8) | (18.7) | 11.8 | 0.8 | (82.9) | (30.9) | (46.9) |
Provision for (Benefit from) income taxes (2)(3) | 7.7 | (17.4) | 8.8 | 6.1 | 0.6 | (17.2) | 3 | 0.5 | 5.2 | (13.1) | (103.9) |
Net (loss) income | $ (40.1) | $ (13.2) | $ (25.1) | $ (9.7) | $ (25.4) | $ (1.5) | $ 8.8 | $ 0.3 | $ (88.1) | $ (17.8) | $ 57 |
Net (loss) income per share from: | |||||||||||
Basic | $ (0.17) | $ (0.06) | $ (0.11) | $ (0.04) | $ (0.11) | $ (0.01) | $ 0.04 | $ 0 | $ (0.38) | $ (0.08) | $ 0.24 |
Diluted | $ (0.17) | $ (0.06) | $ (0.11) | $ (0.04) | $ (0.11) | $ (0.01) | $ 0.04 | $ 0 | $ (0.38) | $ (0.08) | $ 0.24 |
Shares used in per share calculation: | |||||||||||
Basic (in shares) | 234.6 | 233.2 | 232.1 | 230.8 | 234.3 | 234 | 233 | 235.3 | 232.7 | 234.2 | 235 |
Diluted net income (loss) per share from: (in shares) | 234.6 | 233.2 | 232.1 | 230.8 | 234.3 | 234 | 235.8 | 239.6 | 232.7 | 234.2 | 239.3 |
Uncertain tax benefits related to deferred tax assets due to the expiration of the statute of limitations in a non-US jurisdiction | $ 21.8 | $ 21.7 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ in Millions | Aug. 01, 2015 | Jul. 31, 2015 | Jun. 27, 2015 | Jun. 28, 2014 |
Subsequent Events. | ||||
Outstanding common stock (in shares) | 235,000,000 | 230,000,000 | ||
Subsequent Events | Lumentum | ||||
Subsequent Events. | ||||
Percentage of outstanding shares distributed | 80.10% | |||
Stock exchange ratio | 0.20 | |||
Ownership percentage | 19.90% | |||
Outstanding common stock (in shares) | 11,700,000 | |||
Subsequent Events | Lumentum | Series A Preferred Stock | ||||
Subsequent Events. | ||||
Shares received in connection with the separation | 40,000 | |||
Subsequent Events | Lumentum | Series A Preferred Stock | Amada | ||||
Subsequent Events. | ||||
Shares issued for transaction | 35,805 | |||
Proceeds received from securities purchase agreement | $ 35.8 | |||
Shares cancelled | 4,195 |
VALUATION AND QUALIFYING ACCO83
VALUATION AND QUALIFYING ACCOUNTS (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 27, 2015 | Jun. 28, 2014 | Jun. 29, 2013 | |
Valuation and Qualifying Accounts | |||
Balance at Beginning of Period | $ 3.5 | ||
Balance at End of Period | 4.3 | $ 3.5 | |
Deferred tax valuation | |||
Valuation and Qualifying Accounts | |||
Balance at Beginning of Period | 2,499.8 | 2,549.1 | $ 2,637 |
Additions Charged to Expenses or Other Accounts | 44.3 | 33.8 | 49.2 |
Deductions Credited to Expenses or Other Accounts | (56) | (83.1) | (137.1) |
Balance at End of Period | $ 2,488.1 | $ 2,499.8 | $ 2,549.1 |
Uncategorized Items - viav-2015
Label | Element | Value |
Unrecognized Tax Benefits | us-gaap_UnrecognizedTaxBenefits | $ 61.3 |