XML 39 R27.htm IDEA: XBRL DOCUMENT
v3.23.2

Debt (Tables) | 3 Months Ended
--- | ---
Jun. 30, 2023
Debt Disclosure [Abstract] |
Schedule of Debt Instruments | Debt obligations included in the condensed consolidated balance sheets consisted of the following (in millions):
| Coupon Interest Rate |  | Effective Interest Rate |  |  |  |  |
|  |  | June 30, |  | March 31,
|  |  | 2023 |  | 2023
Revolving Credit Facility |  |  |  |  |  | $ | 725.0 |  |  | $ | 100.0 |
4.333% 2023 Notes | 4.333% |  | 4.7% |  |  | — |  |  | 1,000.0 |
2.670% 2023 Notes | 2.670% |  | 2.8% |  |  | 1,000.0 |  |  | 1,000.0 |
0.972% 2024 Notes | 0.972% |  | 1.1% |  |  | 1,400.0 |  |  | 1,400.0 |
0.983% 2024 Notes | 0.983% |  | 1.1% |  |  | 1,000.0 |  |  | 1,000.0 |
4.250% 2025 Notes | 4.250% |  | 4.6% |  |  | 1,200.0 |  |  | 1,200.0 |
Total Senior Indebtedness |  |  |  |  |  | 5,325.0 |  |  | 5,700.0 |
Senior Subordinated Convertible Debt - Principal Outstanding |  |  |
2015 Senior Convertible Debt | 1.625% |  | 1.8% |  |  | 6.8 |  |  | 12.4 |
2017 Senior Convertible Debt | 1.625% |  | 1.8% |  |  | 56.3 |  |  | 82.2 |
2020 Senior Convertible Debt | 0.125% |  | 0.5% |  |  | 665.5 |  |  | 665.5 |
Junior Subordinated Convertible Debt - Principal Outstanding |  |  |
2017 Junior Convertible Debt | 2.250% |  | 2.3% |  |  | — |  |  | 6.5 |
Total Convertible Debt |  |  |  |  |  | 728.6 |  |  | 766.6 |
Gross long-term debt including current maturities |  |  |  |  |  | 6,053.6 |  |  | 6,466.6 |
Less: Debt discount(1) |  |  |  |  |  | (8.7) |  |  | (10.4) |
Less: Debt issuance costs(2) |  |  |  |  |  | (14.0) |  |  | (16.3) |
Net long-term debt including current maturities |  |  |  |  |  | 6,030.9 |  |  | 6,439.9 |
Less: Current maturities(3) |  |  |  |  |  | (1,398.7) |  |  | (1,398.2) |
Net long-term debt |  |  |  |  |  | $ | 4,632.2 |  |  | $ | 5,041.7 |
(1) The unamortized discount consists of the following (in millions):
|  |  |  |  | June 30, |  | March 31,
|  |  |  |  | 2023 |  | 2023
4.333% 2023 Notes |  |  |  |  | $ | — |  |  | $ | (0.2) |
2.670% 2023 Notes |  |  |  |  | (0.2) |  |  | (0.4) |
0.972% 2024 Notes |  |  |  |  | (0.8) |  |  | (1.2) |
0.983% 2024 Notes |  |  |  |  | (1.1) |  |  | (1.3) |
4.250% 2025 Notes |  |  |  |  | (6.6) |  |  | (7.3) |
Total unamortized discount |  |  |  |  | $ | (8.7) |  |  | $ | (10.4) |
(2) Debt issuance costs consist of the following (in millions):
| June 30, |  | March 31, |  |  |  |
| 2023 |  | 2023 |  |  |  |
Revolving Credit Facility | $ | (7.7) |  |  | $ | (8.6) |  |  |  |  |
4.333% 2023 Notes | — |  |  | (0.4) |  |  |  |  |
2.670% 2023 Notes | (0.1) |  |  | (0.2) |  |  |  |  |
0.972% 2024 Notes | (0.5) |  |  | (0.6) |  |  |  |  |
0.983% 2024 Notes | (0.7) |  |  | (0.8) |  |  |  |  |
4.250% 2025 Notes | (0.9) |  |  | (0.9) |  |  |  |  |
2017 Senior Convertible Debt | (0.3) |  |  | (0.4) |  |  |  |  |
2020 Senior Convertible Debt | (3.8) |  |  | (4.4) |  |  |  |  |
Total debt issuance costs | $ | (14.0) |  |  | $ | (16.3) |  |  |  |  |
(3) As of June 30, 2023 and March 31, 2023, current maturities consisted of the 0.972% 2024 Notes which mature on February 15, 2024. As of June 30, 2023, the 2.670% 2023 Notes, which mature on September 1, 2023, were excluded from current maturities as the Company has the intent and ability to utilize proceeds from its Revolving Credit Facility to refinance such note on a long-term basis. As of June 30, 2023, the 2015 Senior Convertible Debt and the 2017 Senior Convertible Debt were convertible and are excluded from current maturities as the Company has the intent and ability to utilize proceeds from its Revolving Credit Facility to settle the principal portion of its Convertible Debt upon conversion. As of March 31, 2023, the 2.670% 2023 Notes, which mature on September 1, 2023, and the 4.333% 2023 Notes, which matured on June 1, 2023 were excluded from current maturities as the Company had the intent and ability to utilize proceeds from its Revolving Credit Facility to refinance such notes on a long-term basis. As of March 31, 2023, the 2015 Senior Convertible Debt, the 2017 Senior Convertible Debt and the 2017 Junior Convertible Debt were excluded from current maturities as the Company had the intent and ability to utilize proceeds from its Revolving Credit Facility to settle the principal portion of its Convertible Debt upon conversion.
Schedule of Maturities of Long-term Debt | Expected maturities relating to the Company’s debt obligations as of June 30, 2023, are as follows (in millions):
Fiscal year ending March 31, |  | Amount
2024 |  | $ | 2,400.0 |
2025 |  | 1,672.3 |
2026 |  | 1,200.0 |
2027 |  | 781.3 |
Total |  | $ | 6,053.6 |
Convertible Debt | The following table sets forth the applicable conversion rates adjusted for dividends declared since issuance of such series of Convertible Debt and the applicable incremental share factors and maximum conversion rates as adjusted for dividends paid since the applicable issuance date:
| Dividend adjusted rates as of June 30, 2023
| Conversion Rate |  | Approximate Conversion Price |  | Incremental Share Factor |  | Maximum Conversion Rate
2015 Senior Convertible Debt(1) | 34.1893 |  |  | $ | 29.25 |  |  | 17.0964 |  |  | 47.8641 |
2017 Senior Convertible Debt(1) | 21.9235 |  |  | $ | 45.61 |  |  | 10.9625 |  |  | 31.2412 |
2020 Senior Convertible Debt(1) | 10.8324 |  |  | $ | 92.32 |  |  | — |  |  | 15.1653 |
(1) As of June 30, 2023, the 2020 Senior Convertible Debt was not convertible. As of June 30, 2023, the holders of each of the 2015 Senior Convertible Debt, and 2017 Senior Convertible Debt have the right to convert their notes between July 1, 2023 and September 30, 2023 because the Company's common stock price has exceeded the applicable conversion price for such series by 130% for the specified period of time during the quarter ended June 30, 2023. As of June 30, 2023, the adjusted conversion rate for the 2015 Senior Convertible Debt and the 2017 Senior Convertible Debt would be increased to 45.7041 shares of common stock and 27.3046 shares of common stock, respectively, per $1,000 principal amount of notes based on the closing price of $89.59 per share of common stock to include an additional maximum incremental share rate per the terms of the applicable indenture. As of June 30, 2023, each of the 2015 Senior Convertible Debt and 2017 Senior Convertible Debt had a conversion value in excess of par of $20.9 million and $81.4 million, respectively.
Schedule of Interest Expense | Interest expense consists of the following (in millions):
|  |  | Three Months Ended June 30, |  |
|  |  |  |  |  |  | 2023 |  | 2022 |  |  |  |
Debt issuance cost amortization |  |  |  |  |  |  | $ | 1.5 |  |  | $ | 1.7 |  |  |  |  |
Debt discount amortization |  |  |  |  |  |  | 1.7 |  |  | 1.8 |  |  |  |  |
Interest expense |  |  |  |  |  |  | 41.5 |  |  | 43.8 |  |  |  |  |
Total interest expense on Senior Indebtedness |  |  |  |  |  |  | 44.7 |  |  | 47.3 |  |  |  |  |
Debt issuance cost amortization |  |  |  |  |  |  | 0.7 |  |  | 0.6 |  |  |  |  |
Coupon interest expense |  |  |  |  |  |  | 0.5 |  |  | 1.0 |  |  |  |  |
Total interest expense on Convertible Debt |  |  |  |  |  |  | 1.2 |  |  | 1.6 |  |  |  |  |
Other interest expense |  |  |  |  |  |  | 1.3 |  |  | 1.4 |  |  |  |  |
Total interest expense |  |  |  |  |  |  | $ | 47.2 |  |  | $ | 50.3 |  |  |  |  |
Schedule of Settlement Transactions | The Company's debt settlement transactions consists of the following (in millions):
| Principal Amount Settled |  |  |  |  |  |  |  | Total Cash Consideration |  |  |  |  |  |  | Net Loss on Inducements and Settlements
May 2023(1) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
2015 Senior Convertible Debt | $ | 5.6 |  |  |  |  |  |  |  |  | $ | 18.9 |  |  |  |  |  |  |  | $ | 0.4 |
2017 Senior Convertible Debt | $ | 25.9 |  |  |  |  |  |  |  |  | $ | 56.3 |  |  |  |  |  |  |  | $ | 6.6 |
2017 Junior Convertible Debt | $ | 6.5 |  |  |  |  |  |  |  |  | $ | 14.9 |  |  |  |  |  |  |  | $ | 2.1 |
June 2023(2) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
4.333% 2023 Notes | $ | 1,000.0 |  |  |  |  |  |  |  |  | $ | 1,000.0 |  |  |  |  |  |  |  | $ | — |
(1) The Company settled portions of its 2015 Senior Convertible Debt and 2017 Senior Convertible Debt, and the outstanding principal amount of its 2017 Junior Convertible Debt in privately negotiated transactions that are accounted for as induced conversions. (2) The Company used borrowings under its Revolving Credit Facility to finance a portion of such settlement.

X
- Definition Schedule of Interest Expense [Table Text Block] + References No definition available. + Details
Name: | mchp_ScheduleofInterestExpenseTableTextBlock
Namespace Prefix: | mchp_
Data Type: | dtr-types1:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- Definition Tabular disclosure of convertible debt instrument. Includes, but is not limited to, principal amount and amortized premium or discount. + References No definition available. + Details
Name: | us-gaap_ConvertibleDebtTableTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- References No definition available. + Details
Name: | us-gaap_DebtDisclosureAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition Tabular disclosure of information pertaining to short-term and long-debt instruments or arrangements, including but not limited to identification of terms, features, collateral requirements and other information necessary to a fair presentation. + References No definition available. + Details
Name: | us-gaap_ScheduleOfDebtTableTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- Definition Tabular disclosure of debt extinguished which may include, amount of gain (loss), the income tax effect and the per share amount of the aggregate gain (loss), net of the related income tax. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 470 -SubTopic 50 -Section 50 -Paragraph 1 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481244/470-50-50-1 + Details
Name: | us-gaap_ScheduleOfExtinguishmentOfDebtTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- Definition Tabular disclosure of maturity and sinking fund requirement for long-term debt. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 50 -Paragraph 1 -SubTopic 10 -Topic 470 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481544/470-10-50-1 + Details
Name: | us-gaap_ScheduleOfMaturitiesOfLongTermDebtTableTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration