Condensed Consolidating Financial Information

The 2017 Senior Notes, which are discussed in further detail in Note 8. “Borrowings”, are fully and unconditionally guaranteed, jointly and severally, on an unsecured, unsubordinated basis by the Guarantors, subject to certain release conditions described in the respective Indentures and below.

The guarantee by Broadcom will be automatically and unconditionally released (solely in the case of clauses (1) or (2) below) in the events of (1) sale, exchange, disposition or other transfer of all or substantially all of Guarantors’ assets, (2) the Issuers’ exercise of their legal defeasance option or covenant defeasance options or if the Issuers’ obligations under the indenture are satisfied and discharged or (3) release of obligations under the 2017 Senior Notes. The Parent Guarantor’s guarantee may also be released under other circumstances described in the Indentures.

The following information sets forth the condensed consolidating financial information as of November 4, 2018 and October 29, 2017 and for the fiscal years ended November 4, 2018, October 29, 2017 and October 30, 2016 for the Parent Guarantor, Subsidiary Guarantor, Subsidiary Issuers, and non-guarantor subsidiaries. Investments in subsidiaries are accounted for under the equity method; accordingly, entries necessary to consolidate the Parent Guarantor and all of our guarantor and non-guarantor subsidiaries are reflected in the eliminations column. In the opinion of management, separate complete financial statements of the Subsidiary Issuers would not provide additional material information that would be useful in assessing their financial composition.



	Condensed Consolidating Balance Sheet
	November 4, 2018
	Parent Guarantor		Subsidiary Guarantor		Subsidiary Issuers			Non-Guarantor Subsidiaries		Eliminations			Consolidated Totals

	(in millions)
ASSETS
Current assets:
Cash and cash equivalents	$	—	$	6	$	2,461		$	1,825	$	—		$	4,292
Trade accounts receivable, net	—		—		—			3,325		—			3,325
Inventory	—		—		—			1,124		—			1,124
Intercompany receivable	56		40		182			103		(381		)	—
Intercompany loan receivable	—		46		9,780			4,667		(14,493		)	—
Other current assets	52		—		37			277		—			366
Total current assets	108		92		12,460			11,321		(14,874		)	9,107
Long-term assets:
Property, plant and equipment, net	—		—		772			1,863		—			2,635
Goodwill	—		—		1,360			25,553		—			26,913
Intangible assets, net	—		—		84			10,678		—			10,762
Investment in subsidiaries	35,268		35,271		46,745			35,268		(152,552		)	—
Intercompany loan receivable, long-term	—		—		—			991		(991		)	—
Other long-term assets	—		—		250			457		—			707
Total assets	$	35,376	$	35,363	$	61,671		$	86,131	$	(168,417	)	$	50,124
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	19	$	—	$	44		$	748	$	—		$	811
Employee compensation and benefits	—		—		272			443		—			715
Intercompany payable	9		93		58			221		(381		)	—
Intercompany loan payable	8,691		—		4,713			1,089		(14,493		)	—
Other current liabilities	—		2		219			591		—			812
Total current liabilities	8,719		95		5,306			3,092		(14,874		)	2,338
Long-term liabilities:
Long-term debt	—		—		17,456			37		—			17,493
Deferred tax liabilities	—		—		(47		)	216		—			169
Intercompany loan payable, long-term	—		—		991			—		(991		)	—
Unrecognized tax benefits	—		—		2,563			525		—			3,088
Other long-term liabilities	—		—		131			248		—			379
Total liabilities	8,719		95		26,400			4,118		(15,865		)	23,467
Total Broadcom Inc. stockholders’ equity	26,657		35,268		35,271			82,013		(152,552		)	26,657
Total liabilities and equity	$	35,376	$	35,363	$	61,671		$	86,131	$	(168,417	)	$	50,124



	Condensed Consolidating Balance Sheet
	October 29, 2017
	Parent Guarantor		Subsidiary Guarantor		Subsidiary Issuers		Non-Guarantor Subsidiaries			Eliminations			Consolidated Totals

	(in millions)
ASSETS
Current assets:
Cash and cash equivalents	$	—	$	194	$	7,555	$	3,455		$	—		$	11,204
Trade accounts receivable, net	—		—		—		2,448			—			2,448
Inventory	—		—		—		1,447			—			1,447
Intercompany receivable	—		32		279		309			(620		)	—
Intercompany loan receivable	—		28		1,891		8,849			(10,768		)	—
Other current assets	—		—		350		374			—			724
Total current assets	—		254		10,075		16,882			(11,388		)	15,823
Long-term assets:
Property, plant and equipment, net	—		—		207		2,392			—			2,599
Goodwill	—		—		1,360		23,346			—			24,706
Intangible assets, net	—		—		—		10,832			—			10,832
Investment in subsidiaries	20,285		23,112		7,709		22,776			(73,882		)	—
Intercompany loan receivable, long-term	—		—		41,547		—			(41,547		)	—
Other long-term assets	—		—		213		245			—			458
Total assets	$	20,285	$	23,366	$	61,111	$	76,473		$	(126,817	)	$	54,418
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	—	$	7	$	72	$	1,026		$	—		$	1,105
Employee compensation and benefits	—		—		274		352			—			626
Current portion of long-term debt	—		—		117		—			—			117
Intercompany payable	—		123		186		311			(620		)	—
Intercompany loan payable	—		50		8,799		1,919			(10,768		)	—
Other current liabilities	—		—		254		427			—			681
Total current liabilities	—		180		9,702		4,035			(11,388		)	2,529
Long-term liabilities:
Long-term debt	—		—		17,431		—			—			17,431
Deferred tax liabilities	—		—		10,293		(274		)	—			10,019
Intercompany loan payable, long-term	—		—		—		41,547			(41,547		)	—
Unrecognized tax benefits	—		—		497		514			—			1,011
Other long-term liabilities	—		—		76		166			—			242
Total liabilities	—		180		37,999		45,988			(52,935		)	31,232
Total Broadcom Inc. stockholders’ equity	20,285		20,285		23,112		30,485			(73,882		)	20,285
Noncontrolling interest	—		2,901		—		—			—			2,901
Total liabilities and equity	$	20,285	$	23,366	$	61,111	$	76,473		$	(126,817	)	$	54,418



	Condensed Consolidating Statements of Operations and Comprehensive Income
	Fiscal Year Ended
	November 4, 2018
	Parent Guarantor			Subsidiary Guarantor			Subsidiary Issuers			Non-Guarantor Subsidiaries			Eliminations			Consolidated Totals

	(in millions)
Net revenue	$	—		$	—		$	—		$	20,848		$	—		$	20,848
Intercompany revenue	—			—			1,924			—			(1,924		)	—
Total revenue	—			—			1,924			20,848			(1,924		)	20,848
Cost of products sold:
Cost of products sold	—			—			132			6,889			—			7,021
Intercompany cost of products sold	—			—			—			126			(126		)	—
Purchase accounting effect on inventory	—			—			—			70			—			70
Amortization of acquisition-related intangible assets	—			—			—			3,004			—			3,004
Restructuring charges	—			—			1			19			—			20
Total cost of products sold	—			—			133			10,108			(126		)	10,115
Gross margin	—			—			1,791			10,740			(1,798		)	10,733
Research and development	—			—			1,651			2,117			—			3,768
Intercompany operating expense	—			—			—			1,798			(1,798		)	—
Selling, general and administrative	31			80			297			648			—			1,056
Amortization of acquisition-related intangible assets	—			—			—			541			—			541
Restructuring, impairment and disposal charges	—			—			53			166			—			219
Litigation settlements	—			—			14			—			—			14
Total operating expenses	31			80			2,015			5,270			(1,798		)	5,598
Operating income (loss)	(31		)	(80		)	(224		)	5,470			—			5,135
Interest expense	—			—			(626		)	(2		)	—			(628		)
Intercompany interest expense	(67		)	—			(199		)	(1,449		)	1,715			—
Impairment on investment	—			—			—			(106		)	—			(106		)
Other income, net	—			4			88			52			—			144
Intercompany interest income	—			1			1,516			198			(1,715		)	—
Intercompany other income (expense), net	111			230			(56		)	(285		)	—			—
Income from continuing operations before income taxes and earnings in subsidiaries	13			155			499			3,878			—			4,545
Provision for (benefit from) income taxes	44			2			(8,043		)	(87		)	—			(8,084		)
Income (loss) from continuing operations before earnings in subsidiaries	(31		)	153			8,542			3,965			—			12,629
Earnings in subsidiaries	12,290			12,654			4,114			14,809			(43,867		)	—
Income from continuing operations and earnings in subsidiaries	12,259			12,807			12,656			18,774			(43,867		)	12,629
Loss from discontinued operations, net of income taxes	—			—			(2		)	(17		)	—			(19		)
Net income	12,259			12,807			12,654			18,757			(43,867		)	12,610
Net income attributable to noncontrolling interest	—			351			—			—			—			351
Net income attributable to common stock	$	12,259		$	12,456		$	12,654		$	18,757		$	(43,867	)	$	12,259

Net income	$	12,259		$	12,807		$	12,654		$	18,757		$	(43,867	)	$	12,610
Other comprehensive loss, net of tax:
Change in actuarial loss and prior service costs associated with defined benefit pension plans and post-retirement benefit plans	—			—			—			(8		)	—			(8		)
Other comprehensive loss	—			—			—			(8		)	—			(8		)
Comprehensive income	12,259			12,807			12,654			18,749			(43,867		)	12,602
Comprehensive income attributable to noncontrolling interest	—			351			—			—			—			351
Comprehensive income attributable to common stock	$	12,259		$	12,456		$	12,654		$	18,749		$	(43,867	)	$	12,251



	Condensed Consolidating Statements of Operations and Comprehensive Loss
	Fiscal Year Ended
	October 29, 2017
	Parent Guarantor		Subsidiary Guarantor			Subsidiary Issuers			Non-Guarantor Subsidiaries			Eliminations			Consolidated Totals

	(in millions)
Net revenue	$	—	$	—		$	73		$	17,563		$	—		$	17,636
Intercompany revenue	—		—			2,046			8			(2,054		)	—
Total revenue	—		—			2,119			17,571			(2,054		)	17,636
Cost of products sold:
Cost of products sold	—		—			154			6,439			—			6,593
Intercompany cost of products sold	—		—			(12		)	174			(162		)	—
Purchase accounting effect on inventory	—		—			—			4			—			4
Amortization of acquisition-related intangible assets	—		—			7			2,504			—			2,511
Restructuring charges	—		—			5			14			—			19
Total cost of products sold	—		—			154			9,135			(162		)	9,127
Gross margin	—		—			1,965			8,436			(1,892		)	8,509
Research and development	—		—			1,490			1,802			—			3,292
Intercompany operating expense	—		—			(66		)	1,958			(1,892		)	—
Selling, general and administrative	—		23			339			425			—			787
Amortization of acquisition-related intangible assets	—		—			7			1,757			—			1,764
Restructuring, impairment and disposal charges	—		—			54			107			—			161
Litigation settlements	—		—			—			122			—			122
Total operating expenses	—		23			1,824			6,171			(1,892		)	6,126
Operating income (loss)	—		(23		)	141			2,265			—			2,383
Interest expense	—		—			(411		)	(43		)	—			(454		)
Intercompany interest expense	—		(12		)	(274		)	(1,420		)	1,706			—
Loss on extinguishment of debt	—		—			(59		)	(107		)	—			(166		)
Other income, net	—		2			30			30			—			62
Intercompany interest income	—		1			1,425			280			(1,706		)	—
Intercompany other income (expense), net	—		1,390			(589		)	(801		)	—			—
Income from continuing operations before income taxes and earnings in subsidiaries	—		1,358			263			204			—			1,825
Provision for (benefit from) income taxes	—		—			67			(32		)	—			35
Income from continuing operations before earnings in subsidiaries	—		1,358			196			236			—			1,790
Earnings in subsidiaries	1,692		426			243			4,453			(6,814		)	—
Income from continuing operations and earnings in subsidiaries	1,692		1,784			439			4,689			(6,814		)	1,790
Income (loss) from discontinued operations, net of income taxes	—		—			(13		)	7			—			(6		)
Net income	$	1,692	$	1,784		$	426		$	4,696		$	(6,814	)	$	1,784
Net income attributable to noncontrolling interest	—		92			—			—			—			92
Net income attributable to common stock	$	1,692	$	1,692		$	426		$	4,696		$	(6,814	)	$	1,692

Net income	$	1,692	$	1,784		$	426		$	4,696		$	(6,814	)	$	1,784
Other comprehensive income, net of tax:
Change in actuarial gain and prior service costs associated with defined benefit pension plans and post-retirement benefit plans	—		—			—			43			—			43
Other comprehensive income	—		—			—			43			—			43
Comprehensive income	1,692		1,784			426			4,739			(6,814		)	1,827
Comprehensive income attributable to noncontrolling interest	—		92			—			—			—			92
Comprehensive income attributable to common stock	$	1,692	$	1,692		$	426		$	4,739		$	(6,814	)	$	1,735



	Condensed Consolidating Statements of Operations and Comprehensive Income
	Fiscal Year Ended
	October 30, 2016
	Parent Guarantor			Subsidiary Guarantor			Subsidiary Issuers			Non-Guarantor Subsidiaries			Eliminations			Consolidated Totals

	(in millions)
Net revenue	$	—		$	—		$	402		$	12,838		$	—		$	13,240
Intercompany revenue	—			—			353			55			(408		)	—
Total revenue	—			—			755			12,893			(408		)	13,240
Cost of products sold:
Cost of products sold	—			—			237			5,058			—			5,295
Intercompany cost of products sold	—			—			(149		)	557			(408		)	—
Purchase accounting effect on inventory	—			—			15			1,170			—			1,185
Amortization of acquisition-related intangible assets	—			—			14			749			—			763
Restructuring charges	—			—			36			21			—			57
Total cost of products sold	—			—			153			7,555			(408		)	7,300
Gross margin	—			—			602			5,338			—			5,940
Research and development	—			—			1,237			1,437			—			2,674
Intercompany operating expense	—			—			(1,337		)	1,337			—			—
Selling, general and administrative	—			41			254			511			—			806
Amortization of acquisition-related intangible assets	—			—			82			1,791			—			1,873
Restructuring, impairment and disposal charges	—			—			309			687			—			996
Total operating expenses	—			41			545			5,763			—			6,349
Operating income (loss)	—			(41		)	57			(425		)	—			(409		)
Interest expense	—			—			(312		)	(273		)	—			(585		)
Intercompany interest expense	—			(3		)	(262		)	(3		)	268			—
Loss on extinguishment of debt	—			—			(113		)	(10		)	—			(123		)
Other income (expense), net	—			—			(27		)	37			—			10
Intercompany interest income	—			1			2			265			(268		)	—
Intercompany other income (expense), net	—			753			(277		)	(476		)	—			—
Income (loss) from continuing operations before income taxes and earnings in subsidiaries	—			710			(932		)	(885		)	—			(1,107		)
Provision for income taxes	—			—			447			195			—			642
Income (loss) from continuing operations before loss from subsidiaries	—			710			(1,379		)	(1,080		)	—			(1,749		)
Loss from subsidiaries	(1,739		)	(2,571		)	(1,034		)	(2,221		)	7,565			—
Loss from continuing operations and loss in subsidiaries	(1,739		)	(1,861		)	(2,413		)	(3,301		)	7,565			(1,749		)
Income (loss) from discontinued operations, net of income taxes	—			—			(158		)	46			—			(112		)
Net loss	(1,739		)	(1,861		)	(2,571		)	(3,255		)	7,565			(1,861		)
Net loss attributable to noncontrolling interest	—			(122		)	—			—			—			(122		)
Net loss attributable to common stock	$	(1,739	)	$	(1,739	)	$	(2,571	)	$	(3,255	)	$	7,565		$	(1,739	)

Net loss	$	(1,739	)	$	(1,861	)	$	(2,571	)	$	(3,255	)	$	7,565		$	(1,861	)
Other comprehensive loss, net of tax:
Change in actuarial loss and prior service costs associated with defined benefit pension plans and post-retirement benefit plans	—			—			—			(61		)	—			(61		)
Other comprehensive loss	—			—			—			(61		)	—			(61		)
Comprehensive loss	(1,739		)	(1,861		)	(2,571		)	(3,316		)	7,565			(1,922		)
Comprehensive loss attributable to noncontrolling interest	—			(122		)	—			—			—			(122		)
Comprehensive loss attributable to common stock	$	(1,739	)	$	(1,739	)	$	(2,571	)	$	(3,316	)	$	7,565		$	(1,800	)



	Condensed Consolidating Statements of Cash Flows
	Fiscal Year Ended
	November 4, 2018
	Parent Guarantor			Subsidiary Guarantor			Subsidiary Issuers			Non-Guarantor Subsidiaries			Eliminations			Consolidated Totals

	(in millions)
Cash flows from operating activities:
Net income	$	12,259		$	12,807		$	12,654		$	18,757		$	(43,867	)	$	12,610
Adjustments to reconcile net income to net cash provided by (used in) operating activities	(12,323		)	(12,926		)	(12,906		)	(9,671		)	44,096			(3,730		)
Net cash provided by (used in) operating activities	(64		)	(119		)	(252		)	9,086			229			8,880
Cash flows from investing activities:
Intercompany contributions paid	—			(102		)	(9,099		)	(3,002		)	12,203			—
Distributions received from subsidiaries	—			1,521			—			1,521			(3,042		)	—
Net change in intercompany loans	—			(19		)	2,637			(164		)	(2,454		)	—
Acquisitions of businesses, net of cash acquired	—			—			—			(4,800		)	—			(4,800		)
Proceeds from sales of businesses	—			—			—			773			—			773
Purchases of property, plant and equipment	—			—			(196		)	(497		)	58			(635		)
Proceeds from disposals of property, plant and equipment	—			—			55			242			(58		)	239
Purchases of investments	—			—			(50		)	(199		)	—			(249		)
Proceeds from sales and maturities of investments	—			—			54			—			—			54
Other	—			—			(50		)	(6		)	—			(56		)
Net cash provided by (used in) investing activities	—			1,400			(6,649		)	(6,132		)	6,707			(4,674		)
Cash flows from financing activities:
Intercompany contributions received	—			—			3,231			9,201			(12,432		)	—
Dividend and distribution payments	(1,477		)	(1,521		)	(1,521		)	(1,521		)	3,042			(2,998		)
Net intercompany borrowings	8,690			(50		)	261			(11,355		)	2,454			—
Repayment of debt	—			—			(117		)	(856		)	—			(973		)
Repurchase of common stock	(7,258		)	—			—			—			—			(7,258		)
Issuance of common stock, net of shares withheld for employee taxes	109			102			(20		)	(35		)	—			156
Payment of capital lease obligations	—			—			—			(21		)	—			(21		)
Other	—			—			(27		)	3			—			(24		)
Net cash provided by (used in) financing activities	64			(1,469		)	1,807			(4,584		)	(6,936		)	(11,118		)
Net change in cash and cash equivalents	—			(188		)	(5,094		)	(1,630		)	—			(6,912		)
Cash and cash equivalents at beginning of period	—			194			7,555			3,455			—			11,204
Cash and cash equivalents at end of period	$	—		$	6		$	2,461		$	1,825		$	—		$	4,292



	Condensed Consolidating Statements of Cash Flows
	Fiscal Year Ended
	October 29, 2017
	Parent Guarantor			Subsidiary Guarantor			Subsidiary Issuers			Non-Guarantor Subsidiaries			Eliminations			Consolidated Totals

	(in millions)
Cash flows from operating activities:
Net income	$	1,692		$	1,784		$	426		$	4,696		$	(6,814	)	$	1,784
Adjustments to reconcile net income to net cash provided by (used in) operating activities	(1,692		)	(1,980		)	2,282			(822		)	6,979			4,767
Net cash provided by (used in) operating activities	—			(196		)	2,708			3,874			165			6,551
Cash flows from investing activities:
Intercompany contributions paid	—			(40		)	—			(40		)	80			—
Distributions received from subsidiaries	—			1,834			—			1,858			(3,692		)	—
Net change in intercompany loans	—			410			(286		)	5,664			(5,788		)	—
Acquisitions of businesses, net of cash acquired	—			—			—			(40		)	—			(40		)
Proceeds from sales of businesses	—			—			—			10			—			10
Purchases of property, plant and equipment	—			—			(254		)	(841		)	26			(1,069		)
Proceeds from disposals of property, plant and equipment	—			—			25			442			(26		)	441
Purchases of investments	—			—			(200		)	(7		)	—			(207		)
Proceeds from sales and maturities of investments	—			—			200			—			—			200
Other	—			—			—			(9		)	—			(9		)
Net cash provided by (used in) investing activities	—			2,204			(515		)	7,037			(9,400		)	(674		)
Cash flows from financing activities:
Intercompany contributions received	—			—			205			40			(245		)	—
Dividend and distribution payments	—			(1,745		)	(1,834		)	(1,858		)	3,692			(1,745		)
Net intercompany borrowings	—			(379		)	(5,797		)	388			5,788			—
Proceeds from issuance of long-term debt	—			—			17,426			—			—			17,426
Repayment of debt	—			—			(5,704		)	(7,964		)	—			(13,668		)
Payment of debt issuance costs	—			—			(24		)	—			—			(24		)
Issuance of common stock, net of shares withheld for employee taxes	—			257			—			—			—			257
Payment of capital lease obligations	—			—			(2		)	(14		)	—			(16		)
Net cash provided by (used in) financing activities	—			(1,867		)	4,270			(9,408		)	9,235			2,230
Net change in cash and cash equivalents	—			141			6,463			1,503			—			8,107
Cash and cash equivalents at the beginning of period	—			53			1,092			1,952			—			3,097
Cash and cash equivalents at end of period	$	—		$	194		$	7,555		$	3,455		$	—		$	11,204



	Condensed Consolidating Statements of Cash Flows
	Fiscal Year Ended
	October 30, 2016
	Parent Guarantor			Subsidiary Guarantor			Subsidiary Issuers			Non-Guarantor Subsidiaries			Eliminations			Consolidated Totals

	(in millions)
Cash flows from operating activities:
Net loss	$	(1,739	)	$	(1,861	)	$	(2,571	)	$	(3,255	)	$	7,565		$	(1,861	)
Total adjustments to reconcile net loss to net cash provided by (used in) operating activities	1,739			1,818			2,303			6,637			(7,225		)	5,272
Net cash provided by (used in) operating activities	—			(43		)	(268		)	3,382			340			3,411
Cash flows from investing activities:
Intercompany contributions paid	—			(35		)	(7,400		)	(4,970		)	12,405			—
Distributions received from subsidiaries	—			250			356			250			(856		)	—
Net change in intercompany loans	—			—			(102		)	(10,587		)	10,689			—
Acquisitions of businesses, net of cash acquired	—			—			(10,965		)	910			—			(10,055		)
Proceeds from sales of businesses	—			—			58			840			—			898
Purchases of property, plant and equipment	—			—			(80		)	(643		)	—			(723		)
Proceeds from disposals of property, plant and equipment	—			—			—			5			—			5
Purchases of investments	—			—			—			(58		)	—			(58		)
Proceeds from sales and maturities of investments	—			—			13			91			—			104
Other	—			—			(2		)	(9		)	—			(11		)
Net cash provided by (used in) investing activities	—			215			(18,122		)	(14,171		)	22,238			(9,840		)
Cash flows from financing activities:
Intercompany contributions received	—			—			5,310			7,435			(12,745		)	—
Dividend and distribution payments	—			(628		)	(250		)	(728		)	856			(750		)
Net intercompany borrowings	—			286			10,301			102			(10,689		)	—
Proceeds from issuance of long-term debt	—			—			9,551			9,959			—			19,510
Repayment of debt	—			—			(5,358		)	(5,959		)	—			(11,317		)
Payment of debt issuance costs	—			—			(77		)	(46		)	—			(123		)
Excess tax benefits from stock-based compensation	—			—			5			84			—			89
Issuance of common stock, net of shares withheld for employee taxes	—			223			—			72			—			295
Net cash provided by (used in) financing activities	—			(119		)	19,482			10,919			(22,578		)	7,704
Net change in cash and cash equivalents	—			53			1,092			130			—			1,275
Cash and cash equivalents at beginning of period	—			—			—			1,822			—			1,822
Cash and cash equivalents at end of period	$	—		$	53		$	1,092		$	1,952		$	—		$	3,097