Separate Financial Information of Guarantor Subsidiaries (Tables)

3 Months Ended

Sep. 29, 2017

Condensed Financial Information of Parent Company Only Disclosure [Abstract]



Condensed Consolidating Balance Sheet
As of September 29, 2017

	Parent		Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Total Company
	(in millions)
ASSETS
Current assets:
Cash and cash equivalents	$	265	$	1,016	$	5,605	$	—		$	6,886
Short-term investments	—		—		35		—			35
Accounts receivable, net	—		1,275		826		—			2,101
Intercompany receivables	1,537		2,748		2,152		(6,437		)	—
Inventories	—		1,120		1,506		(324		)	2,302
Other current assets	4		337		271		(116		)	496
Total current assets	1,806		6,496		10,395		(6,877		)	11,820
Property, plant and equipment, net	—		1,118		1,930		—			3,048
Notes receivable and investments in Flash Ventures	—		—		1,462		—			1,462
Goodwill	—		387		9,686		—			10,073
Other intangible assets, net	—		48		3,497		—			3,545
Investments in consolidated subsidiaries	19,759		18,152		—		(37,911		)	—
Loans due from consolidated affiliates	4,400		16		—		(4,416		)	—
Other non-current assets	50		601		391		(485		)	557
Total assets	$	26,015	$	26,818	$	27,361	$	(49,689	)	$	30,505

LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	—	$	248	$	1,818	$	—		$	2,066
Accounts payable to related parties	—		—		226		—			226
Intercompany payables	461		4,125		1,851		(6,437		)	—
Accrued expenses	394		416		461		—			1,271
Accrued compensation	—		281		187		—			468
Accrued warranty	—		2		178		—			180
Current portion of long-term debt	258		—		—		—			258
Total current liabilities	1,113		5,072		4,721		(6,437		)	4,469
Long-term debt	12,843		—		30		—			12,873
Loans due to consolidated affiliates	—		546		3,870		(4,416		)	—
Other liabilities	—		1,177		527		(600		)	1,104
Total liabilities	13,956		6,795		9,148		(11,453		)	18,446
Total shareholders’ equity	12,059		20,023		18,213		(38,236		)	12,059
Total liabilities and shareholders’ equity	$	26,015	$	26,818	$	27,361	$	(49,689	)	$	30,505



Condensed Consolidating Balance Sheet
As of June 30, 2017

	Parent		Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Total Company
	(in millions)
ASSETS
Current assets:
Cash and cash equivalents	$	18	$	1,212	$	5,124	$	—		$	6,354
Short-term investments	—		—		24		—			24
Accounts receivable, net	—		1,247		701		—			1,948
Intercompany receivables	1,225		2,528		622		(4,375		)	—
Inventories	—		1,133		1,494		(286		)	2,341
Other current assets	4		158		221		6			389
Total current assets	1,247		6,278		8,186		(4,655		)	11,056
Property, plant and equipment, net	—		1,124		1,909		—			3,033
Notes receivable and investments in Flash Ventures	—		—		1,340		—			1,340
Goodwill	—		331		9,683		—			10,014
Other intangible assets, net	—		11		3,812		—			3,823
Investments in consolidated subsidiaries	19,082		17,588		—		(36,670		)	—
Loans due from consolidated affiliates	4,700		16		—		(4,716		)	—
Other non-current assets	51		723		419		(599		)	594
Total assets	$	25,080	$	26,071	$	25,349	$	(46,640	)	$	29,860

LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	—	$	257	$	1,887	$	—		$	2,144
Accounts payable to Flash Ventures	—		—		206		—			206
Intercompany payables	270		4,039		66		(4,375		)	—
Accrued expenses	270		360		439		—			1,069
Accrued compensation	—		313		193		—			506
Accrued warranty	—		4		182		—			186
Current portion of long-term debt	233		—		—		—			233
Total current liabilities	773		4,973		2,973		(4,375		)	4,344
Long-term debt	12,889		—		29		—			12,918
Loans due to consolidated affiliates	—		546		4,170		(4,716		)	—
Other liabilities	—		1,243		530		(593		)	1,180
Total liabilities	13,662		6,762		7,702		(9,684		)	18,442
Total shareholders’ equity	11,418		19,309		17,647		(36,956		)	11,418
Total liabilities and shareholders’ equity	$	25,080	$	26,071	$	25,349	$	(46,640	)	$	29,860

Condensed Income Statement



Condensed Consolidating Statement of Operations
For the three months ended September 29, 2017

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Total Company
	(in millions)
Revenue, net	$	—		$	3,710		$	5,081		$	(3,610	)	$	5,181
Cost of revenue	—			3,200			3,647			(3,579		)	3,268
Gross profit	—			510			1,434			(31		)	1,913
Operating expenses:
Research and development	—			381			211			—			592
Selling, general and administrative	2			258			104			—			364
Intercompany operating expense (income)	—			(400		)	400			—			—
Employee termination, asset impairment, and other charges	—			11			41			—			52
Total operating expenses	2			250			756			—			1,008
Operating income (loss)	(2		)	260			678			(31		)	905
Interest and other income (expense):
Interest income	81			2			14			(81		)	16
Interest expense	(204		)	(6		)	(76		)	81			(205		)
Other income (expense), net	(8		)	11			(9		)	—			(6		)
Total interest and other income (expense), net	(131		)	7			(71		)	—			(195		)
Income (loss) before taxes	(133		)	267			607			(31		)	710
Income tax expense (benefit)	(57		)	54			32			—			29
Equity in earnings from subsidiaries	757			592			—			(1,349		)	—
Net income	$	681		$	805		$	575		$	(1,380	)	$	681



Condensed Consolidating Statement of Operations
For the three months ended September 30, 2016

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Total Company
	(in millions)
Revenue, net	$	—		$	3,698		$	4,293		$	(3,277	)	$	4,714
Cost of revenue	—			3,065			3,553			(3,239		)	3,379
Gross profit	—			633			740			(38		)	1,335
Operating expenses:
Research and development	—			441			198			—			639
Selling, general and administrative	1			274			121			—			396
Intercompany operating expense (income)	—			(351		)	351			—			—
Employee termination, asset impairment, and other charges	—			49			19			—			68
Total operating expenses	1			413			689			—			1,103
Operating income (loss)	(1		)	220			51			(38		)	232
Interest and other income (expense):
Interest income	94			1			7			(97		)	5
Interest expense	(228		)	(5		)	(100		)	97			(236		)
Other income (expense), net	(272		)	1			(1		)	—			(272		)
Total interest and other expense, net	(406		)	(3		)	(94		)	—			(503		)
Income (loss) before taxes	(407		)	217			(43		)	(38		)	(271		)
Income tax expense (benefit)	(94		)	5			184			—			95
Equity in earnings from subsidiaries	(53		)	(227		)	—			280			—
Net loss	$	(366	)	$	(15	)	$	(227	)	$	242		$	(366	)

Condensed Statement of Comprehensive Income



Condensed Consolidating Statement of Comprehensive Income (Loss)
For the three months ended September 29, 2017

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Total Company
	(in millions)
Net income	$	681		$	805		$	575		$	(1,380	)	$	681
Other comprehensive loss, before tax:
Foreign currency translation adjustment	(4		)	(4		)	(4		)	8			(4		)
Net unrealized gain on derivative contracts	4			3			3			(6		)	4
Net unrealized loss on available-for-sale securities	(1		)	(1		)	(1		)	2			(1		)
Total other comprehensive loss, before tax	(1		)	(2		)	(2		)	4			(1		)
Income tax benefit (expense) related to items of other comprehensive loss	—			—			(2		)	2			—
Other comprehensive loss, net of tax	(1		)	(2		)	(4		)	6			(1		)
Total comprehensive income	$	680		$	803		$	571		$	(1,374	)	$	680



Condensed Consolidating Statement of Comprehensive Income (Loss)
For the three months ended September 30, 2016

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Total Company
	(in millions)
Net loss	$	(366	)	$	(15	)	$	(227	)	$	242		$	(366	)
Other comprehensive income, before tax:
Actuarial pension gain	5			5			5			(10		)	5
Foreign currency translation adjustment	17			17			18			(35		)	17
Net unrealized loss on derivative contracts	(4		)	(4		)	(4		)	8			(4		)
Total other comprehensive income, before tax	18			18			19			(37		)	18
Income tax expense related to items of other comprehensive income	(6		)	(7		)	(8		)	15			(6		)
Other comprehensive income, net of tax	12			11			11			(22		)	12
Total comprehensive loss	$	(354	)	$	(4	)	$	(216	)	$	220		$	(354	)

Condensed Cash Flow Statement



Condensed Consolidating Statement of Cash Flows
For the three months ended September 29, 2017

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Total Company
	(in millions)
Cash flows from operating activities
Net cash provided by (used in) operating activities	$	(6	)	$	145		$	1,031		$	(37	)	$	1,133
Cash flows from investing activities
Purchases of property, plant and equipment	—			(47		)	(113		)	—			(160		)
Proceeds from the sale of property, plant and equipment	—			—			5			—			5
Acquisitions, net of cash acquired	—			(93		)	—			—			(93		)
Purchases of investments	—			(10		)	(28		)	—			(38		)
Proceeds from sale of investments	—			—			14			—			14
Proceeds from maturities of investments	—			—			2			—			2
Notes receivable issuances to Flash Ventures	—			—			(229		)	—			(229		)
Notes receivable proceeds from Flash Ventures	—			—			98			—			98
Strategic investments and other, net	—			—			23			—			23
Advances from (to) parent and consolidated affiliates	60			(62		)	—			2			—
Net cash provided by (used in) investing activities	60			(212		)	(228		)	2			(378		)
Cash flows from financing activities
Issuance of stock under employee stock plans	20			—			—			—			20
Taxes paid on vested stock awards under employee stock plans	(61		)	—			—			—			(61		)
Dividends paid to shareholders	(147		)	—			—			—			(147		)
Settlement of debt hedge contracts	26			—			—			—			26
Repayment of debt	(62		)	—			—			—			(62		)
Intercompany loan from (to) consolidated affiliates	300			—			(300		)	—			—
Change in investment in consolidated subsidiaries	117			(129		)	(23		)	35			—
Net cash provided by (used in) financing activities	193			(129		)	(323		)	35			(224		)
Effect of exchange rate changes on cash	—			—			1			—			1
Net increase (decrease) in cash and cash equivalents	247			(196		)	481			—			532
Cash and cash equivalents, beginning of year	18			1,212			5,124			—			6,354
Cash and cash equivalents, end of period	$	265		$	1,016		$	5,605		$	—		$	6,886



Condensed Consolidating Statement of Cash Flows
For the three months ended September 30, 2016

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Total Company
	(in millions)
Cash flows from operating activities
Net cash provided by (used in) operating activities	$	181		$	(96	)	$	580		$	(225	)	$	440
Cash flows from investing activities
Purchases of property, plant and equipment	—			(67		)	(117		)	—			(184		)
Proceeds from the sale of property, plant and equipment	—			—			1			—			1
Purchases of investments	—			—			(84		)	—			(84		)
Proceeds from sale of investments	—			—			39			—			39
Proceeds from maturities of investments	—			—			54			—			54
Investments in Flash Ventures	—			—			(20		)	—			(20		)
Notes receivable issuances to Flash Ventures	—			—			(127		)	—			(127		)
Notes receivable proceeds from Flash Ventures	—			—			120			—			120
Strategic investments and other, net	(1		)	—			—			—			(1		)
Intercompany loans from consolidated affiliates	770			40			—			(810		)	—
Advances from consolidated affiliates	12			4			6			(22		)	—
Net cash provided by (used in) investing activities	781			(23		)	(128		)	(832		)	(202		)
Cash flows from financing activities
Issuance of stock under employee stock plans	24			—			—			—			24
Taxes paid on vested stock awards under employee stock plans	(26		)	—			—			—			(26		)
Excess tax benefits from employee stock plans	28			—			—			—			28
Proceeds from acquired call option	—			—			61			—			61
Dividends paid to shareholders	(142		)	—			—			—			(142		)
Repayment of debt	(4,757		)	(2,995		)	(490		)	—			(8,242		)
Proceeds from debt	3,992			—			—			—			3,992
Debt issuance costs	(7		)	—			—			—			(7		)
Intercompany loan from (to) consolidated affiliates	—			(5,966		)	5,156			810			—
Change in investment in consolidated subsidiaries	192			8,697			(9,136		)	247			—
Net cash used in financing activities	(696		)	(264		)	(4,409		)	1,057			(4,312		)
Net increase (decrease) in cash and cash equivalents	266			(383		)	(3,957		)	—			(4,074		)
Cash and cash equivalents, beginning of year	—			1,206			6,945			—			8,151
Cash and cash equivalents, end of period	$	266		$	823		$	2,988		$	—		$	4,077