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x
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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o
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
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Delaware
(State or Other Jurisdiction of
Incorporation or Organization)
|
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95-3685934
(I.R.S. Employer
Identification No.)
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|
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|
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5775 Morehouse Dr., San Diego, California
(Address of Principal Executive Offices)
|
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92121-1714
(Zip Code)
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Large accelerated filer
|
x
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Accelerated filer
|
o
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Non-accelerated filer
(Do not check if a smaller reporting company)
|
o
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Smaller reporting company
|
o
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Emerging growth company
|
o
|
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Class
|
|
Number of Shares
|
|
Common Stock, $0.0001 per share par value
|
|
1,477,436,517
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|
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Page
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|
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QUALCOMM Incorporated
|
||||
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CONDENSED CONSOLIDATED BALANCE SHEETS
|
||||
|
(In millions, except per share data)
|
||||
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(Unaudited)
|
||||
|
|
March 26,
2017 |
|
September 25,
2016 |
||||
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ASSETS
|
|||||||
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Current assets:
|
|
|
|
||||
|
Cash and cash equivalents
|
$
|
7,124
|
|
|
$
|
5,946
|
|
|
Marketable securities
|
2,858
|
|
|
12,702
|
|
||
|
Accounts receivable, net
|
4,201
|
|
|
2,219
|
|
||
|
Inventories
|
2,066
|
|
|
1,556
|
|
||
|
Other current assets
|
659
|
|
|
558
|
|
||
|
Total current assets
|
16,908
|
|
|
22,981
|
|
||
|
Marketable securities
|
18,876
|
|
|
13,702
|
|
||
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Deferred tax assets
|
2,458
|
|
|
2,030
|
|
||
|
Property, plant and equipment, net
|
3,065
|
|
|
2,306
|
|
||
|
Goodwill
|
6,497
|
|
|
5,679
|
|
||
|
Other intangible assets, net
|
4,084
|
|
|
3,500
|
|
||
|
Other assets
|
4,191
|
|
|
2,161
|
|
||
|
Total assets
|
$
|
56,079
|
|
|
$
|
52,359
|
|
|
|
|
|
|
||||
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|||||||
|
Current liabilities:
|
|
|
|
||||
|
Trade accounts payable
|
$
|
1,289
|
|
|
$
|
1,858
|
|
|
Payroll and other benefits related liabilities
|
895
|
|
|
934
|
|
||
|
Unearned revenues
|
513
|
|
|
509
|
|
||
|
Short-term debt
|
1,998
|
|
|
1,749
|
|
||
|
Other current liabilities
|
5,450
|
|
|
2,261
|
|
||
|
Total current liabilities
|
10,145
|
|
|
7,311
|
|
||
|
Unearned revenues
|
2,220
|
|
|
2,377
|
|
||
|
Long-term debt
|
9,939
|
|
|
10,008
|
|
||
|
Other liabilities
|
2,441
|
|
|
895
|
|
||
|
Total liabilities
|
24,745
|
|
|
20,591
|
|
||
|
|
|
|
|
||||
|
Commitments and contingencies (Note 6)
|
|
|
|
||||
|
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|
|
|
||||
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Stockholders’ equity:
|
|
|
|
||||
|
Qualcomm stockholders’ equity:
|
|
|
|
||||
|
Preferred stock, $0.0001 par value; 8 shares authorized; none outstanding
|
—
|
|
|
—
|
|
||
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Common stock and paid-in capital, $0.0001 par value; 6,000 shares authorized; 1,477 and 1,476 shares issued and outstanding, respectively
|
346
|
|
|
414
|
|
||
|
Retained earnings
|
30,768
|
|
|
30,936
|
|
||
|
Accumulated other comprehensive income
|
230
|
|
|
428
|
|
||
|
Total Qualcomm stockholders’ equity
|
31,344
|
|
|
31,778
|
|
||
|
Noncontrolling interests
|
(10
|
)
|
|
(10
|
)
|
||
|
Total stockholders’ equity
|
31,334
|
|
|
31,768
|
|
||
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Total liabilities and stockholders’ equity
|
$
|
56,079
|
|
|
$
|
52,359
|
|
|
See Accompanying Notes to Condensed Consolidated Financial Statements.
|
||||
|
QUALCOMM Incorporated
|
||||
|
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
|
||||
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(In millions, except per share data)
|
||||
|
(Unaudited)
|
||||
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
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|
March 26,
2017 |
|
March 27,
2016 |
|
March 26,
2017 |
|
March 27,
2016 |
||||||||
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Revenues:
|
|
|
|
|
|
|
|
||||||||
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Equipment and services
|
$
|
3,689
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|
|
$
|
3,349
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|
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$
|
7,828
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|
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$
|
7,436
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Licensing
|
1,327
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|
2,202
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|
3,187
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|
|
3,890
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|
||||
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Total revenues
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5,016
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|
|
5,551
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|
|
11,015
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|
|
11,326
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|
||||
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Costs and expenses:
|
|
|
|
|
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|
||||||||
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Cost of revenues
|
2,208
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|
|
2,141
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|
|
4,651
|
|
|
4,675
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|
||||
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Research and development
|
1,386
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|
|
1,301
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|
|
2,697
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|
|
2,653
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|
||||
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Selling, general and administrative
|
615
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|
|
619
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|
|
1,206
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|
|
1,198
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|
||||
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Other (Note 2)
|
78
|
|
|
75
|
|
|
954
|
|
|
(299
|
)
|
||||
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Total costs and expenses
|
4,287
|
|
|
4,136
|
|
|
9,508
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|
|
8,227
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|
||||
|
Operating income
|
729
|
|
|
1,415
|
|
|
1,507
|
|
|
3,099
|
|
||||
|
Interest expense
|
(107
|
)
|
|
(72
|
)
|
|
(197
|
)
|
|
(145
|
)
|
||||
|
Investment income, net (Note 2)
|
235
|
|
|
127
|
|
|
417
|
|
|
226
|
|
||||
|
Income before income taxes
|
857
|
|
|
1,470
|
|
|
1,727
|
|
|
3,180
|
|
||||
|
Income tax expense
|
(108
|
)
|
|
(306
|
)
|
|
(296
|
)
|
|
(520
|
)
|
||||
|
Net income
|
749
|
|
|
1,164
|
|
|
1,431
|
|
|
2,660
|
|
||||
|
Net loss attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
2
|
|
||||
|
Net income attributable to Qualcomm
|
$
|
749
|
|
|
$
|
1,164
|
|
|
$
|
1,431
|
|
|
$
|
2,662
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Basic earnings per share attributable to Qualcomm
|
$
|
0.51
|
|
|
$
|
0.78
|
|
|
$
|
0.97
|
|
|
$
|
1.78
|
|
|
Diluted earnings per share attributable to Qualcomm
|
$
|
0.50
|
|
|
$
|
0.78
|
|
|
$
|
0.96
|
|
|
$
|
1.77
|
|
|
Shares used in per share calculations:
|
|
|
|
|
|
|
|
||||||||
|
Basic
|
1,477
|
|
|
1,487
|
|
|
1,478
|
|
|
1,495
|
|
||||
|
Diluted
|
1,489
|
|
|
1,498
|
|
|
1,492
|
|
|
1,507
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
|
Dividends per share announced
|
$
|
0.53
|
|
|
$
|
0.48
|
|
|
$
|
1.06
|
|
|
$
|
0.96
|
|
|
See Accompanying Notes to Condensed Consolidated Financial Statements.
|
||||
|
QUALCOMM Incorporated
|
||||
|
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
|
||||
|
(In millions)
|
||||
|
(Unaudited)
|
||||
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
|
March 26,
2017 |
|
March 27,
2016 |
|
March 26,
2017 |
|
March 27,
2016 |
||||||||
|
Net income
|
$
|
749
|
|
|
$
|
1,164
|
|
|
$
|
1,431
|
|
|
$
|
2,660
|
|
|
Other comprehensive income (loss), net of income taxes:
|
|
|
|
|
|
|
|
||||||||
|
Foreign currency translation gains (losses)
|
16
|
|
|
3
|
|
|
(10
|
)
|
|
(11
|
)
|
||||
|
Reclassification of foreign currency translation losses included in net income
|
—
|
|
|
5
|
|
|
—
|
|
|
6
|
|
||||
|
Noncredit other-than-temporary impairment losses related to certain available-for-sale debt securities and subsequent changes in fair value
|
—
|
|
|
(24
|
)
|
|
6
|
|
|
(51
|
)
|
||||
|
Reclassification of net other-than-temporary losses on available-for-sale securities included in net income
|
2
|
|
|
54
|
|
|
81
|
|
|
101
|
|
||||
|
Net unrealized gains (losses) on other available-for-sale securities
|
69
|
|
|
67
|
|
|
(141
|
)
|
|
(41
|
)
|
||||
|
Reclassification of net realized gains on available-for-sale securities included in net income
|
(37
|
)
|
|
(15
|
)
|
|
(129
|
)
|
|
(40
|
)
|
||||
|
Net unrealized losses on derivative instruments
|
(5
|
)
|
|
—
|
|
|
(3
|
)
|
|
—
|
|
||||
|
Reclassification of net realized (gains) losses on derivative instruments
|
(2
|
)
|
|
1
|
|
|
(2
|
)
|
|
1
|
|
||||
|
Total other comprehensive income (loss)
|
43
|
|
|
91
|
|
|
(198
|
)
|
|
(35
|
)
|
||||
|
Total comprehensive income
|
792
|
|
|
1,255
|
|
|
1,233
|
|
|
2,625
|
|
||||
|
Comprehensive loss attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
2
|
|
||||
|
Comprehensive income attributable to Qualcomm
|
$
|
792
|
|
|
$
|
1,255
|
|
|
$
|
1,233
|
|
|
$
|
2,627
|
|
|
See Accompanying Notes to Condensed Consolidated Financial Statements.
|
||||
|
QUALCOMM Incorporated
|
||||
|
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
|
||||
|
(In millions)
|
||||
|
(Unaudited)
|
||||
|
|
Six Months Ended
|
||||||
|
|
March 26,
2017 |
|
March 27,
2016 |
||||
|
Operating Activities:
|
|
|
|
||||
|
Net income
|
$
|
1,431
|
|
|
$
|
2,660
|
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
||||
|
Depreciation and amortization expense
|
671
|
|
|
736
|
|
||
|
Indefinite and long-lived asset impairment charges
|
34
|
|
|
47
|
|
||
|
Income tax provision less than income tax payments
|
(230
|
)
|
|
(189
|
)
|
||
|
Gain on sale of wireless spectrum
|
—
|
|
|
(380
|
)
|
||
|
Non-cash portion of share-based compensation expense
|
485
|
|
|
494
|
|
||
|
Incremental tax benefits from share-based compensation
|
(37
|
)
|
|
(2
|
)
|
||
|
Net realized gains on marketable securities and other investments
|
(236
|
)
|
|
(73
|
)
|
||
|
Impairment losses on marketable securities and other investments
|
148
|
|
|
106
|
|
||
|
Other items, net
|
97
|
|
|
47
|
|
||
|
Changes in assets and liabilities:
|
|
|
|
||||
|
Accounts receivable, net
|
(1,691
|
)
|
|
254
|
|
||
|
Inventories
|
(245
|
)
|
|
79
|
|
||
|
Other assets
|
107
|
|
|
121
|
|
||
|
Trade accounts payable
|
(677
|
)
|
|
137
|
|
||
|
Payroll, benefits and other liabilities
|
2,417
|
|
|
(610
|
)
|
||
|
Unearned revenues
|
(80
|
)
|
|
49
|
|
||
|
Net cash provided by operating activities
|
2,194
|
|
|
3,476
|
|
||
|
Investing Activities:
|
|
|
|
||||
|
Capital expenditures
|
(251
|
)
|
|
(253
|
)
|
||
|
Purchases of available-for-sale marketable securities
|
(8,802
|
)
|
|
(7,775
|
)
|
||
|
Proceeds from sales and maturities of available-for-sale marketable securities
|
13,146
|
|
|
5,806
|
|
||
|
Purchases of trading securities
|
—
|
|
|
(177
|
)
|
||
|
Proceeds from sales and maturities of trading securities
|
—
|
|
|
756
|
|
||
|
Proceeds from sales of other marketable securities
|
—
|
|
|
450
|
|
||
|
Deposits of investments designated as collateral
|
(2,000
|
)
|
|
—
|
|
||
|
Acquisitions and other investments, net of cash acquired
|
(1,382
|
)
|
|
(623
|
)
|
||
|
Proceeds from sale of wireless spectrum
|
—
|
|
|
232
|
|
||
|
Other items, net
|
49
|
|
|
149
|
|
||
|
Net cash provided (used) by investing activities
|
760
|
|
|
(1,435
|
)
|
||
|
Financing Activities:
|
|
|
|
||||
|
Proceeds from short-term debt
|
5,113
|
|
|
4,328
|
|
||
|
Repayment of short-term debt
|
(4,864
|
)
|
|
(3,380
|
)
|
||
|
Proceeds from issuance of common stock
|
290
|
|
|
271
|
|
||
|
Repurchases and retirements of common stock
|
(727
|
)
|
|
(3,598
|
)
|
||
|
Dividends paid
|
(1,567
|
)
|
|
(1,427
|
)
|
||
|
Incremental tax benefits from share-based compensation
|
37
|
|
|
2
|
|
||
|
Other items, net
|
(52
|
)
|
|
(18
|
)
|
||
|
Net cash used by financing activities
|
(1,770
|
)
|
|
(3,822
|
)
|
||
|
Effect of exchange rate changes on cash and cash equivalents
|
(6
|
)
|
|
(4
|
)
|
||
|
Net increase (decrease) in cash and cash equivalents
|
1,178
|
|
|
(1,785
|
)
|
||
|
Cash and cash equivalents at beginning of period
|
5,946
|
|
|
7,560
|
|
||
|
Cash and cash equivalents at end of period
|
$
|
7,124
|
|
|
$
|
5,775
|
|
|
QUALCOMM Incorporated
|
||||
|
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
||||
|
(Unaudited)
|
||||
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
|
March 26,
2017 |
|
March 27,
2016 |
|
March 26,
2017 |
|
March 27,
2016 |
||||||||
|
Cost of equipment and services revenues
|
$
|
10
|
|
|
$
|
10
|
|
|
$
|
20
|
|
|
$
|
20
|
|
|
Research and development
|
155
|
|
|
161
|
|
|
308
|
|
|
326
|
|
||||
|
Selling, general and administrative
|
81
|
|
|
76
|
|
|
157
|
|
|
148
|
|
||||
|
Share-based compensation expense before income taxes
|
246
|
|
|
247
|
|
|
485
|
|
|
494
|
|
||||
|
Related income tax benefit
|
(36
|
)
|
|
(27
|
)
|
|
(84
|
)
|
|
(87
|
)
|
||||
|
|
$
|
210
|
|
|
$
|
220
|
|
|
$
|
401
|
|
|
$
|
407
|
|
|
QUALCOMM Incorporated
|
||||
|
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
||||
|
(Unaudited)
|
||||
|
QUALCOMM Incorporated
|
||||
|
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
||||
|
(Unaudited)
|
||||
|
Accounts Receivable (in millions)
|
|
|
|
||||
|
|
March 26,
2017 |
|
September 25,
2016 |
||||
|
Trade, net of allowances for doubtful accounts of $1 and $1, respectively
|
$
|
4,177
|
|
|
$
|
2,194
|
|
|
Long-term contracts
|
12
|
|
|
20
|
|
||
|
Other
|
12
|
|
|
5
|
|
||
|
|
$
|
4,201
|
|
|
$
|
2,219
|
|
|
Inventories (in millions)
|
|
|
|
||||
|
|
March 26,
2017 |
|
September 25,
2016 |
||||
|
Raw materials
|
$
|
73
|
|
|
$
|
1
|
|
|
Work-in-process
|
1,018
|
|
|
847
|
|
||
|
Finished goods
|
975
|
|
|
708
|
|
||
|
|
$
|
2,066
|
|
|
$
|
1,556
|
|
|
Other Current Liabilities (in millions)
|
|
|
|
||||
|
|
March 26,
2017 |
|
September 25,
2016 |
||||
|
Customer incentives and other customer-related liabilities
|
$
|
2,665
|
|
|
$
|
1,710
|
|
|
Accrual for BlackBerry arbitration decision (Note 6)
|
974
|
|
|
—
|
|
||
|
Accrual for KFTC decision (Note 6)
|
921
|
|
|
—
|
|
||
|
Other
|
890
|
|
|
551
|
|
||
|
|
$
|
5,450
|
|
|
$
|
2,261
|
|
|
QUALCOMM Incorporated
|
||||
|
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
||||
|
(Unaudited)
|
||||
|
Investment Income, Net (in millions)
|
|
|
|
|
|
|
|
||||||||
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
|
March 26,
2017 |
|
March 27,
2016 |
|
March 26,
2017 |
|
March 27,
2016 |
||||||||
|
Interest and dividend income
|
$
|
153
|
|
|
$
|
158
|
|
|
$
|
320
|
|
|
$
|
295
|
|
|
Net realized gains on marketable securities
|
67
|
|
|
1
|
|
|
206
|
|
|
43
|
|
||||
|
Net realized gains on other investments
|
21
|
|
|
23
|
|
|
30
|
|
|
30
|
|
||||
|
Impairment losses on marketable securities
|
(3
|
)
|
|
(41
|
)
|
|
(125
|
)
|
|
(90
|
)
|
||||
|
Impairment losses on other investments
|
(2
|
)
|
|
(2
|
)
|
|
(23
|
)
|
|
(16
|
)
|
||||
|
Equity in net losses of investees
|
(14
|
)
|
|
(11
|
)
|
|
(11
|
)
|
|
(31
|
)
|
||||
|
Net gains (losses) on derivative investments
|
13
|
|
|
(1
|
)
|
|
20
|
|
|
(5
|
)
|
||||
|
|
$
|
235
|
|
|
$
|
127
|
|
|
$
|
417
|
|
|
$
|
226
|
|
|
|
Qualcomm Stockholders’ Equity
|
|
Noncontrolling Interests
|
|
Total Stockholders’ Equity
|
||||||
|
Balance at September 25, 2016
|
$
|
31,778
|
|
|
$
|
(10
|
)
|
|
$
|
31,768
|
|
|
Net income
|
1,431
|
|
|
—
|
|
|
1,431
|
|
|||
|
Other comprehensive loss
|
(198
|
)
|
|
—
|
|
|
(198
|
)
|
|||
|
Common stock issued under employee benefit plans and related tax benefits
|
320
|
|
|
—
|
|
|
320
|
|
|||
|
Share-based compensation
|
515
|
|
|
—
|
|
|
515
|
|
|||
|
Tax withholdings related to vesting of share-based payments
|
(175
|
)
|
|
—
|
|
|
(175
|
)
|
|||
|
Dividends
|
(1,599
|
)
|
|
—
|
|
|
(1,599
|
)
|
|||
|
Stock repurchases
|
(727
|
)
|
|
—
|
|
|
(727
|
)
|
|||
|
Other
|
(1
|
)
|
|
—
|
|
|
(1
|
)
|
|||
|
Balance at March 26, 2017
|
$
|
31,344
|
|
|
$
|
(10
|
)
|
|
$
|
31,334
|
|
|
QUALCOMM Incorporated
|
||||
|
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
||||
|
(Unaudited)
|
||||
|
|
Foreign Currency Translation Adjustment
|
|
Noncredit Other-than-Temporary Impairment Losses and Subsequent Changes in Fair Value for Certain Available-for-Sale Debt Securities
|
|
Net Unrealized Gain (Loss) on Other Available-for-Sale Securities
|
|
Net Unrealized Gain (Loss) on Derivative Instruments
|
|
Total Accumulated Other Comprehensive Income
|
||||||||||
|
Balance at September 25, 2016
|
$
|
(161
|
)
|
|
$
|
6
|
|
|
$
|
532
|
|
|
$
|
51
|
|
|
$
|
428
|
|
|
Other comprehensive (loss) income before reclassifications
|
(10
|
)
|
|
6
|
|
|
(141
|
)
|
|
(3
|
)
|
|
(148
|
)
|
|||||
|
Reclassifications from accumulated other comprehensive income (loss)
|
—
|
|
|
11
|
|
|
(59
|
)
|
|
(2
|
)
|
|
(50
|
)
|
|||||
|
Other comprehensive (loss) income
|
(10
|
)
|
|
17
|
|
|
(200
|
)
|
|
(5
|
)
|
|
(198
|
)
|
|||||
|
Balance at March 26, 2017
|
$
|
(171
|
)
|
|
$
|
23
|
|
|
$
|
332
|
|
|
$
|
46
|
|
|
$
|
230
|
|
|
|
2017
|
|
2016
|
||||||||||||
|
|
Per Share
|
|
Total
|
|
Per Share
|
|
Total
|
||||||||
|
First quarter
|
$
|
0.53
|
|
|
$
|
801
|
|
|
$
|
0.48
|
|
|
$
|
730
|
|
|
Second quarter
|
0.53
|
|
|
798
|
|
|
0.48
|
|
|
726
|
|
||||
|
|
$
|
1.06
|
|
|
$
|
1,599
|
|
|
$
|
0.96
|
|
|
$
|
1,456
|
|
|
QUALCOMM Incorporated
|
||||
|
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
||||
|
(Unaudited)
|
||||
|
QUALCOMM Incorporated
|
||||
|
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
||||
|
(Unaudited)
|
||||
|
|
March 26, 2017
|
|
September 25, 2016
|
||||||||
|
|
Amount
|
|
Effective
Rate
|
|
Amount
|
|
Effective
Rate
|
||||
|
Floating-rate notes due May 18, 2018
|
$
|
250
|
|
|
1.38%
|
|
$
|
250
|
|
|
1.14%
|
|
Floating-rate notes due May 20, 2020
|
250
|
|
|
1.66%
|
|
250
|
|
|
1.42%
|
||
|
Fixed-rate 1.40% notes due May 18, 2018
|
1,250
|
|
|
1.59%
|
|
1,250
|
|
|
0.93%
|
||
|
Fixed-rate 2.25% notes due May 20, 2020
|
1,750
|
|
|
2.10%
|
|
1,750
|
|
|
1.69%
|
||
|
Fixed-rate 3.00% notes due May 20, 2022
|
2,000
|
|
|
2.58%
|
|
2,000
|
|
|
2.04%
|
||
|
Fixed-rate 3.45% notes due May 20, 2025
|
2,000
|
|
|
3.46%
|
|
2,000
|
|
|
3.46%
|
||
|
Fixed-rate 4.65% notes due May 20, 2035
|
1,000
|
|
|
4.74%
|
|
1,000
|
|
|
4.74%
|
||
|
Fixed-rate 4.80% notes due May 20, 2045
|
1,500
|
|
|
4.71%
|
|
1,500
|
|
|
4.71%
|
||
|
Total principal
|
10,000
|
|
|
|
|
10,000
|
|
|
|
||
|
Unamortized discount, including debt issuance costs
|
(53
|
)
|
|
|
|
(57
|
)
|
|
|
||
|
Hedge accounting fair value adjustments
|
(8
|
)
|
|
|
|
65
|
|
|
|
||
|
Total long-term debt
|
$
|
9,939
|
|
|
|
|
$
|
10,008
|
|
|
|
|
QUALCOMM Incorporated
|
||||
|
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
||||
|
(Unaudited)
|
||||
|
QUALCOMM Incorporated
|
||||
|
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
||||
|
(Unaudited)
|
||||
|
QUALCOMM Incorporated
|
||||
|
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
||||
|
(Unaudited)
|
||||
|
QUALCOMM Incorporated
|
||||
|
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
||||
|
(Unaudited)
|
||||
|
QUALCOMM Incorporated
|
||||
|
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
||||
|
(Unaudited)
|
||||
|
QUALCOMM Incorporated
|
||||
|
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
||||
|
(Unaudited)
|
||||
|
QUALCOMM Incorporated
|
||||
|
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
||||
|
(Unaudited)
|
||||
|
|
QCT
|
|
QTL
|
|
QSI
|
|
Reconciling
Items
|
|
Total
|
||||||||||
|
For the three months ended
|
|
|
|
|
|
|
|
|
|
||||||||||
|
March 26, 2017
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Revenues
|
$
|
3,676
|
|
|
$
|
2,249
|
|
|
$
|
—
|
|
|
$
|
(909
|
)
|
|
$
|
5,016
|
|
|
EBT
|
475
|
|
|
1,959
|
|
|
—
|
|
|
(1,577
|
)
|
|
857
|
|
|||||
|
March 27, 2016
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Revenues
|
$
|
3,337
|
|
|
$
|
2,135
|
|
|
$
|
12
|
|
|
$
|
67
|
|
|
$
|
5,551
|
|
|
EBT
|
170
|
|
|
1,857
|
|
|
46
|
|
|
(603
|
)
|
|
1,470
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
For the six months ended
|
|
|
|
|
|
|
|
|
|
||||||||||
|
March 26, 2017
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Revenues
|
$
|
7,777
|
|
|
$
|
4,060
|
|
|
$
|
14
|
|
|
$
|
(836
|
)
|
|
$
|
11,015
|
|
|
EBT
|
1,199
|
|
|
3,492
|
|
|
(17
|
)
|
|
(2,947
|
)
|
|
1,727
|
|
|||||
|
March 27, 2016
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Revenues
|
$
|
7,433
|
|
|
$
|
3,742
|
|
|
$
|
21
|
|
|
$
|
130
|
|
|
$
|
11,326
|
|
|
EBT
|
760
|
|
|
3,195
|
|
|
405
|
|
|
(1,180
|
)
|
|
3,180
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Total assets
|
|
|
|
|
|
|
|
|
|
||||||||||
|
March 26, 2017
|
$
|
3,969
|
|
|
$
|
2,232
|
|
|
$
|
1,014
|
|
|
$
|
48,864
|
|
|
$
|
56,079
|
|
|
September 25, 2016
|
2,995
|
|
|
644
|
|
|
910
|
|
|
47,810
|
|
|
52,359
|
|
|||||
|
QUALCOMM Incorporated
|
||||
|
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
||||
|
(Unaudited)
|
||||
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
|
March 26,
2017 |
|
March 27,
2016 |
|
March 26,
2017 |
|
March 27,
2016 |
||||||||
|
Revenues
|
|
|
|
|
|
|
|
||||||||
|
Nonreportable segments
|
$
|
65
|
|
|
$
|
68
|
|
|
$
|
138
|
|
|
$
|
132
|
|
|
Reduction to revenues related to BlackBerry arbitration decision
|
(974
|
)
|
|
—
|
|
|
(974
|
)
|
|
—
|
|
||||
|
Intersegment eliminations
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
(2
|
)
|
||||
|
|
$
|
(909
|
)
|
|
$
|
67
|
|
|
$
|
(836
|
)
|
|
$
|
130
|
|
|
EBT
|
|
|
|
|
|
|
|
||||||||
|
Reduction to revenues related to BlackBerry arbitration decision
|
$
|
(974
|
)
|
|
$
|
—
|
|
|
$
|
(974
|
)
|
|
$
|
—
|
|
|
Unallocated cost of revenues
|
(119
|
)
|
|
(115
|
)
|
|
(213
|
)
|
|
(266
|
)
|
||||
|
Unallocated research and development expenses
|
(277
|
)
|
|
(186
|
)
|
|
(546
|
)
|
|
(402
|
)
|
||||
|
Unallocated selling, general and administrative expenses
|
(138
|
)
|
|
(125
|
)
|
|
(283
|
)
|
|
(252
|
)
|
||||
|
Unallocated other expenses, net
|
(78
|
)
|
|
(75
|
)
|
|
(954
|
)
|
|
(81
|
)
|
||||
|
Unallocated interest expense
|
(106
|
)
|
|
(71
|
)
|
|
(195
|
)
|
|
(143
|
)
|
||||
|
Unallocated investment income, net
|
223
|
|
|
89
|
|
|
407
|
|
|
203
|
|
||||
|
Nonreportable segments
|
(108
|
)
|
|
(117
|
)
|
|
(189
|
)
|
|
(239
|
)
|
||||
|
Intersegment eliminations
|
—
|
|
|
(3
|
)
|
|
—
|
|
|
—
|
|
||||
|
|
$
|
(1,577
|
)
|
|
$
|
(603
|
)
|
|
$
|
(2,947
|
)
|
|
$
|
(1,180
|
)
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
|
March 26,
2017 |
|
March 27,
2016 |
|
March 26,
2017 |
|
March 27,
2016 |
||||||||
|
Cost of revenues
|
$
|
106
|
|
|
$
|
105
|
|
|
$
|
191
|
|
|
$
|
246
|
|
|
Research and development expenses
|
12
|
|
|
2
|
|
|
14
|
|
|
5
|
|
||||
|
Selling, general and administrative expenses
|
57
|
|
|
28
|
|
|
118
|
|
|
57
|
|
||||
|
QUALCOMM Incorporated
|
||||
|
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
||||
|
(Unaudited)
|
||||
|
Cash paid to TDK
|
$
|
1,463
|
|
|
Fair value of Put and Call Option
|
1,112
|
|
|
|
Fair value of contingent consideration and other deferred payments
|
492
|
|
|
|
Total purchase price
|
$
|
3,067
|
|
|
Cash and cash equivalents
|
$
|
306
|
|
|
Accounts receivable
|
303
|
|
|
|
Inventories
|
261
|
|
|
|
Intangible assets subject to amortization:
|
|
||
|
Technology-based intangible assets
|
738
|
|
|
|
Customer-related intangible assets
|
87
|
|
|
|
Marketing-related intangible assets
|
8
|
|
|
|
In-process research and development (IPR&D)
|
75
|
|
|
|
Property, plant and equipment
|
838
|
|
|
|
Goodwill
|
808
|
|
|
|
Other assets
|
42
|
|
|
|
Total assets
|
$
|
3,466
|
|
|
Liabilities
|
(399
|
)
|
|
|
|
$
|
3,067
|
|
|
QUALCOMM Incorporated
|
||||
|
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
||||
|
(Unaudited)
|
||||
|
|
(Unaudited)
|
||||||||||||||
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
|
March 26,
2017 |
|
March 27,
2016 |
|
March 26,
2017 |
|
March 27,
2016 |
||||||||
|
Revenues
|
$
|
6,108
|
|
|
$
|
5,799
|
|
|
$
|
12,504
|
|
|
$
|
11,810
|
|
|
Net income attributable to Qualcomm
|
1,481
|
|
|
1,182
|
|
|
2,236
|
|
|
2,651
|
|
||||
|
QUALCOMM Incorporated
|
||||
|
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
||||
|
(Unaudited)
|
||||
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
|
Assets
|
|
|
|
|
|
|
|
||||||||
|
Cash equivalents
|
$
|
3,270
|
|
|
$
|
2,939
|
|
|
$
|
—
|
|
|
$
|
6,209
|
|
|
Marketable securities
|
|
|
|
|
|
|
|
||||||||
|
U.S. Treasury securities and government-related securities
|
319
|
|
|
772
|
|
|
—
|
|
|
1,091
|
|
||||
|
Corporate bonds and notes
|
—
|
|
|
18,330
|
|
|
—
|
|
|
18,330
|
|
||||
|
Mortgage- and asset-backed and auction rate securities
|
—
|
|
|
1,411
|
|
|
41
|
|
|
1,452
|
|
||||
|
Equity and preferred securities and equity funds
|
70
|
|
|
176
|
|
|
—
|
|
|
246
|
|
||||
|
Debt funds
|
—
|
|
|
615
|
|
|
—
|
|
|
615
|
|
||||
|
Total marketable securities
|
389
|
|
|
21,304
|
|
|
41
|
|
|
21,734
|
|
||||
|
Derivative instruments
|
—
|
|
|
24
|
|
|
—
|
|
|
24
|
|
||||
|
Other investments
|
338
|
|
|
—
|
|
|
130
|
|
|
468
|
|
||||
|
Total assets measured at fair value
|
$
|
3,997
|
|
|
$
|
24,267
|
|
|
$
|
171
|
|
|
$
|
28,435
|
|
|
Liabilities
|
|
|
|
|
|
|
|
||||||||
|
Derivative instruments
|
—
|
|
|
28
|
|
|
—
|
|
|
28
|
|
||||
|
Other liabilities
|
337
|
|
|
—
|
|
|
193
|
|
|
530
|
|
||||
|
Total liabilities measured at fair value
|
$
|
337
|
|
|
$
|
28
|
|
|
$
|
193
|
|
|
$
|
558
|
|
|
QUALCOMM Incorporated
|
||||
|
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
||||
|
(Unaudited)
|
||||
|
|
Current
|
|
Noncurrent
|
||||||||||||
|
|
March 26,
2017 |
|
September 25,
2016 |
|
March 26,
2017 |
|
September 25,
2016 |
||||||||
|
Available-for-sale:
|
|
|
|
|
|
|
|
||||||||
|
U.S. Treasury securities and government-related securities
|
$
|
255
|
|
|
$
|
1,116
|
|
|
$
|
836
|
|
|
$
|
1,099
|
|
|
Corporate bonds and notes
|
2,273
|
|
|
10,159
|
|
|
16,057
|
|
|
8,584
|
|
||||
|
Mortgage- and asset-backed and auction rate securities
|
156
|
|
|
1,363
|
|
|
1,296
|
|
|
534
|
|
||||
|
Equity and preferred securities and equity funds
|
70
|
|
|
64
|
|
|
176
|
|
|
1,682
|
|
||||
|
Debt funds
|
104
|
|
|
—
|
|
|
511
|
|
|
1,803
|
|
||||
|
|
$
|
2,858
|
|
|
$
|
12,702
|
|
|
$
|
18,876
|
|
|
$
|
13,702
|
|
|
Years to Maturity
|
|
|
|
|
||||||||||||||||||
|
Less Than
One Year
|
|
One to
Five Years
|
|
Five to
Ten Years
|
|
Greater Than
Ten Years
|
|
No Single
Maturity
Date
|
|
Total
|
||||||||||||
|
$
|
6,979
|
|
|
$
|
10,513
|
|
|
$
|
1,396
|
|
|
$
|
533
|
|
|
$
|
2,067
|
|
|
$
|
21,488
|
|
|
|
Gross Realized Gains
|
|
Gross Realized Losses
|
|
Net Realized Gains
|
||||||
|
For the three months ended
|
|
|
|
|
|
||||||
|
March 26, 2017
|
$
|
57
|
|
|
$
|
—
|
|
|
$
|
57
|
|
|
March 27, 2016
|
34
|
|
|
(11
|
)
|
|
23
|
|
|||
|
|
|
|
|
|
|
||||||
|
For the six months ended
|
|
|
|
|
|
||||||
|
March 26, 2017
|
$
|
303
|
|
|
$
|
(107
|
)
|
|
$
|
196
|
|
|
March 27, 2016
|
84
|
|
|
(22
|
)
|
|
62
|
|
|||
|
|
Cost
|
|
Unrealized Gains
|
|
Unrealized Losses
|
|
Fair Value
|
||||||||
|
March 26, 2017
|
|
|
|
|
|
|
|
||||||||
|
Equity securities
|
$
|
171
|
|
|
$
|
75
|
|
|
$
|
—
|
|
|
$
|
246
|
|
|
Debt securities (including debt funds)
|
21,360
|
|
|
156
|
|
|
(28
|
)
|
|
21,488
|
|
||||
|
|
$
|
21,531
|
|
|
$
|
231
|
|
|
$
|
(28
|
)
|
|
$
|
21,734
|
|
|
September 25, 2016
|
|
|
|
|
|
|
|
||||||||
|
Equity securities
|
$
|
1,554
|
|
|
$
|
204
|
|
|
$
|
(12
|
)
|
|
$
|
1,746
|
|
|
Debt securities (including debt funds)
|
24,363
|
|
|
388
|
|
|
(93
|
)
|
|
24,658
|
|
||||
|
|
$
|
25,917
|
|
|
$
|
592
|
|
|
$
|
(105
|
)
|
|
$
|
26,404
|
|
|
QUALCOMM Incorporated
|
||||
|
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
||||
|
(Unaudited)
|
||||
|
|
March 26, 2017
|
||||||||||||||
|
|
Less than 12 months
|
|
More than 12 months
|
||||||||||||
|
|
Fair Value
|
|
Unrealized Losses
|
|
Fair Value
|
|
Unrealized Losses
|
||||||||
|
U.S. Treasury securities and government-related securities
|
$
|
366
|
|
|
$
|
(8
|
)
|
|
$
|
3
|
|
|
$
|
—
|
|
|
Corporate bonds and notes
|
2,141
|
|
|
(18
|
)
|
|
25
|
|
|
—
|
|
||||
|
Mortgage- and asset-backed and auction rate securities
|
69
|
|
|
(1
|
)
|
|
55
|
|
|
(1
|
)
|
||||
|
|
$
|
2,576
|
|
|
$
|
(27
|
)
|
|
$
|
83
|
|
|
$
|
(1
|
)
|
|
|
September 25, 2016
|
||||||||||||||
|
|
Less than 12 months
|
|
More than 12 months
|
||||||||||||
|
|
Fair Value
|
|
Unrealized Losses
|
|
Fair Value
|
|
Unrealized Losses
|
||||||||
|
U.S. Treasury securities and government-related securities
|
$
|
444
|
|
|
$
|
(5
|
)
|
|
$
|
16
|
|
|
$
|
—
|
|
|
Corporate bonds and notes
|
2,775
|
|
|
(12
|
)
|
|
1,033
|
|
|
(65
|
)
|
||||
|
Mortgage- and asset-backed and auction rate securities
|
337
|
|
|
(3
|
)
|
|
211
|
|
|
(2
|
)
|
||||
|
Equity and preferred securities and equity funds
|
312
|
|
|
(4
|
)
|
|
130
|
|
|
(8
|
)
|
||||
|
Debt funds
|
—
|
|
|
—
|
|
|
309
|
|
|
(6
|
)
|
||||
|
|
$
|
3,868
|
|
|
$
|
(24
|
)
|
|
$
|
1,699
|
|
|
$
|
(81
|
)
|
|
•
|
We shipped approximately
179 million
Mobile Station Modem (MSM) integrated circuits for CDMA- and OFDMA-based wireless devices,
a decrease
of
5%
compared to approximately
189 million
MSM integrated circuits in the year ago quarter. Despite the decline in MSM shipments, QCT’s revenues increased compared to the year ago quarter primarily due to an increase in revenues related to other products, primarily connectivity shipments, and the net impact of higher margin product mix and lower average selling prices.
|
|
•
|
Total reported device sales were approximately
$82.6 billion
,
an increase
of approximately
18%
compared to approximately
$70.1 billion
in the year ago quarter.
(1)
QTL’s revenues increased by
5%
compared to the prior year quarter primarily due to an increase in reported sales of CDMA-based products (including multimode products that also implement OFDMA), partially offset by a decrease in revenues per reported unit. The decrease in revenues per reported unit was primarily attributable to licensing revenues recorded in the second quarter of fiscal 2016 due to the termination of an infrastructure license agreement resulting from the merger of two licensees, partially offset by recognition of royalty revenues associated with devices sold in prior periods and the deferral of royalty revenues due to an arbitration with LG Electronics, Inc. in the
second
quarter of fiscal 2016. Further, QTL revenues and EBT in the
second
quarter of
fiscal 2017
were negatively impacted by an estimated amount greater than $150 million due to a dispute with a licensee who underreported its royalties. Apple’s contract manufacturers reported, but underpaid, royalties in the second quarter of fiscal 2017. However, our revenues were not negatively impacted as the contract manufacturers acknowledged the amounts are due and the underpayment was approximately equal to unpaid amounts under our Business Cooperation and Patent Agreement with Apple that are currently in dispute. Revenues also continued to be impacted negatively by units that we believe are not being reported by certain other licensees and sales of certain unlicensed products.
|
|
•
|
On April 11, 2017, a three-judge panel under the rules of the Judicial Arbitration and Mediation Services in San Diego, California provided its decision, finding that we must pay to BlackBerry
$815 million
, plus interest at a rate
|
|
•
|
On December 27, 2016, the Korea Fair Trade Commission (KFTC) announced that it had reached a decision in its investigation of us, finding that we violated provisions of the Korean Monopoly Regulation and Fair Trade Act (MRFTA). On January 22, 2017, we received the KFTC’s formal written decision. The KFTC ordered certain remedial actions and imposed a fine of approximately 1.03 trillion Korean Won (approximately $921 million based on exchange rates at March 26, 2017), which was recorded in other expenses in the first six months of fiscal 2017. We believe that our business practices do not violate the MRFTA. On February 21, 2017, we filed an action to cancel the KFTC’s decision and an application to stay the decision’s remedial order with the Seoul High Court.
|
|
•
|
On February 3, 2017, we completed the formation of our joint venture with TDK Corporation (TDK), under the name RF360 Holdings Singapore Pte. Ltd. (RF360 Holdings), to enable delivery of radio frequency front-end (RFFE) modules and radio frequency (RF) filters into fully integrated products for mobile devices and Internet of Things (IoT) applications, among others. The joint venture is initially owned
51%
by Qualcomm Global Trading Pte. Ltd. (Qualcomm Global Trading), a Singapore corporation and wholly-owned subsidiary of ours, and
49%
by EPCOS AG (EPCOS), a German wholly-owned subsidiary of TDK. Certain intellectual property, patents and filter and module design and manufacturing assets were carved out of existing TDK businesses and are owned by the joint venture, and certain assets were acquired directly by affiliates of ours. The total purchase price was
$3.1 billion
. RF360 Holdings, which was included in our QCT segment, is a Singapore corporation with research and development and manufacturing and/or sales locations in the United States, Europe and Asia and its headquarters in Munich, Germany.
|
|
•
|
Worldwide cellular connections grew sequentially by approximately
1%
to reach approximately
7.6 billion
.
(2)
|
|
•
|
Worldwide 3G/4G connections (CDMA-based, OFDMA-based and CDMA/OFDMA multimode) grew sequentially by approximately
4%
to approximately
4.4 billion
, which was approximately
57%
of total cellular connections.
(2)
|
|
(1)
|
Total reported device sales is the sum of all reported sales in U.S. dollars (as reported to us by our licensees) of all licensed CDMA-based, OFDMA-based and CDMA/OFDMA multimode subscriber devices (including handsets, modules, modem cards and other subscriber devices) by our licensees during a particular period (collectively, 3G/4G devices). Not all licensees report sales the same way (e.g., some licensees report sales net of permitted deductions, including transportation, insurance, packing costs and other items, while other licensees report sales and then identify the amount of permitted deductions in their reports), and the way in which licensees report such information may change from time to time. In addition, certain licensees may not report (in the quarter in which they are contractually obligated to report) their sales of certain types of subscriber units, which (as a result of audits, legal actions or for other reasons) may be reported in a subsequent quarter. Accordingly, total reported device sales for a particular period may include prior period activity that was not reported by the licensee until such particular period.
|
|
(2)
|
According to GSMA Intelligence estimates as of
April 17, 2017
for the quarter ended March 31, 2017.
|
|
•
|
On October 27, 2016, we announced a definitive agreement under which Qualcomm River Holdings, B.V., an indirect, wholly owned subsidiary of QUALCOMM Incorporated, will acquire NXP Semiconductors N.V. Pursuant to the definitive agreement, Qualcomm River Holdings has commenced a tender offer to acquire all of the issued and outstanding common shares of NXP for $110 per share in cash, for estimated total cash consideration of $38 billion. NXP is a leader in high-performance, mixed-signal semiconductor electronics in automotive, broad-based microcontrollers, secure identification, network processing and RF power products. The transaction is expected to close by the end of calendar 2017 and is subject to receipt of regulatory approvals in various jurisdictions and other closing conditions, including the tender of at least 80% of the issued and outstanding common shares of NXP in the offer (provided that the minimum tender threshold may be reduced to a percentage not less than 70% with the prior written consent of NXP). In addition, the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 in the United States, as amended, expired on April 3, 2017. The tender offer is not subject to any financing condition; however, we intend to fund the transaction with cash held by foreign entities and new debt. We expect that this acquisition will require us to devote significant resources and management time and attention prior to close, take on significant debt and utilize a substantial portion of our cash, cash equivalents and marketable securities.
|
|
•
|
Regulatory authorities in certain jurisdictions continue to investigate our business practices, and other regulatory authorities may do so in the future. An unfavorable resolution of one or more of these matters could have a material adverse effect on our business with remedies that include, among others, injunctions, monetary damages or fines or other orders to pay money, and the issuance of orders to cease certain conduct and/or modify our business practices. Additionally, certain of our direct and indirect customers and licensees, including Apple Inc., have pursued, and others may in the future pursue, litigation or arbitration against us related to our business. The unfavorable resolution of one or more of these matters could have a material adverse effect on our business, including monetary damages. These activities may also require the investment of significant management time and attention and may result in increased legal costs. See “Notes to Condensed Consolidated Financial Statements, Note 6. Commitments and Contingencies” elsewhere in this Quarterly Report.
|
|
•
|
We continue to believe that certain licensees, particularly in China, are not fully complying with their contractual obligations to report their sales of licensed products to us, and certain companies, including unlicensed companies, particularly in emerging regions, including China, are delaying execution of new license agreements. We have made substantial progress in reaching agreements with many companies, primarily in China. However, negotiations with certain licensees and unlicensed companies are ongoing. We believe that the conclusion of new agreements with these companies will result in improved reporting by these licensees, including with respect to sales of three-mode devices (i.e., devices that implement GSM, TD-SCDMA and LTE-TDD) sold in China. Additionally, we believe our increased efforts in the areas of compliance will also improve reporting, but will also result in increased costs to the business. Further, QTL revenues and EBT in the
second
quarter of
fiscal 2017
were negatively impacted by an estimated amount greater than $150 million due to a dispute with a licensee who underreported its royalties. That licensee may continue to underreport its royalties in the future until the dispute is resolved. Similarly, while most of Apple’s contract manufacturers have reported royalties for sales made during the March quarter, it is not clear whether Apple’s contract manufacturers will continue to underpay royalties owed under their contracts with us in the future. These matters could have a negative impact on our future royalty revenues, as well as our financial condition, results of operations and cash flows
.
Litigation and/or other actions may be necessary to compel licensees to report
|
|
•
|
Further, we expect our business, particularly QCT, to continue to be impacted by industry dynamics, including:
|
|
•
|
Concentration of device share among a few companies within the premium tier, resulting in significant supply chain leverage for those companies;
|
|
•
|
Decisions by companies to utilize their own internally-developed integrated circuit products or our competitors’ integrated circuit products in a portion of their devices;
|
|
•
|
Intense competition, particularly in China, as our competitors expand their product offerings and/or reduce the prices of their products as part of a strategy to attract new and/or retain customers; and
|
|
•
|
Lengthening replacement cycles in developed regions, where the smartphone industry is mature, premium-tier smartphones are common and consumer demand is increasingly driven by new product launches and/or innovation cycles, and from increasing consumer demand in emerging regions where premium-tier smartphones are less common and replacement cycles are on average longer than in developed regions.
|
|
•
|
Consumer demand for 3G/4G smartphone products is increasing in emerging regions driven by availability of lower-tier-3G/4G devices. We expect the ongoing rollout of 4G services in emerging regions will encourage competition and growth, bringing the benefits of 3G/4G LTE multimode to consumers.
|
|
•
|
We continue to invest significant resources toward advancements in 4G LTE and 5G technologies, OFDM-based WLAN technologies, wireless baseband chips, our converged computing/communications (Snapdragon) chips, radio frequency front-end (RFFE), connectivity, graphics, audio and video codecs, multimedia products, software and services, which contribute to the expansion of our intellectual property portfolio. We are also investing in targeted opportunities that leverage our existing technical and business expertise to deploy new business models and enter into new industry segments, such as products for: automotive; the Internet of Things (IoT), including the connected home, smart cities and wearables; data center; networking; computing; mobile health; and machine learning, including robotics, among others.
|
|
Revenues (in millions)
|
|
|
|
|
|
|
|||||||||||||||||
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||||||||||
|
|
March 26,
2017 |
|
March 27,
2016 |
|
Change
|
|
March 26,
2017 |
|
March 27,
2016 |
|
Change
|
||||||||||||
|
Equipment and services
|
$
|
3,689
|
|
|
$
|
3,349
|
|
|
$
|
340
|
|
|
$
|
7,828
|
|
|
$
|
7,436
|
|
|
$
|
392
|
|
|
Licensing
|
1,327
|
|
|
2,202
|
|
|
(875
|
)
|
|
3,187
|
|
|
3,890
|
|
|
(703
|
)
|
||||||
|
|
$
|
5,016
|
|
|
$
|
5,551
|
|
|
$
|
(535
|
)
|
|
$
|
11,015
|
|
|
$
|
11,326
|
|
|
$
|
(311
|
)
|
|
Costs and Expenses (in millions)
|
|
|
|
|
|
|
|||||||||||||||||
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||||||||||
|
|
March 26,
2017 |
|
March 27,
2016 |
|
Change
|
|
March 26,
2017 |
|
March 27,
2016 |
|
Change
|
||||||||||||
|
Cost of revenues
|
$
|
2,208
|
|
|
$
|
2,141
|
|
|
$
|
67
|
|
|
$
|
4,651
|
|
|
$
|
4,675
|
|
|
$
|
(24
|
)
|
|
Gross margin
|
56
|
%
|
|
61
|
%
|
|
|
|
58
|
%
|
|
59
|
%
|
|
|
||||||||
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||||||||||
|
|
March 26,
2017 |
|
March 27,
2016 |
|
Change
|
|
March 26,
2017 |
|
March 27,
2016 |
|
Change
|
||||||||||||
|
Research and development
|
$
|
1,386
|
|
|
$
|
1,301
|
|
|
$
|
85
|
|
|
$
|
2,697
|
|
|
$
|
2,653
|
|
|
$
|
44
|
|
|
% of revenues
|
28
|
%
|
|
23
|
%
|
|
|
|
24
|
%
|
|
23
|
%
|
|
|
||||||||
|
Selling, general, and administrative
|
$
|
615
|
|
|
$
|
619
|
|
|
$
|
(4
|
)
|
|
$
|
1,206
|
|
|
$
|
1,198
|
|
|
$
|
8
|
|
|
% of revenues
|
12
|
%
|
|
11
|
%
|
|
|
|
11
|
%
|
|
11
|
%
|
|
|
||||||||
|
Other
|
$
|
78
|
|
|
$
|
75
|
|
|
$
|
3
|
|
|
$
|
954
|
|
|
$
|
(299
|
)
|
|
$
|
1,253
|
|
|
Interest Expense and Net Investment Income (in millions)
|
|
|
|
|
|
|
|||||||||||||||||
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||||||||||
|
|
March 26,
2017 |
|
March 27,
2016 |
|
Change
|
|
March 26,
2017 |
|
March 27,
2016 |
|
Change
|
||||||||||||
|
Interest expense
|
$
|
107
|
|
|
$
|
72
|
|
|
$
|
35
|
|
|
$
|
197
|
|
|
$
|
145
|
|
|
$
|
52
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Investment income, net
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Interest and dividend income
|
$
|
153
|
|
|
$
|
158
|
|
|
$
|
(5
|
)
|
|
$
|
320
|
|
|
$
|
295
|
|
|
$
|
25
|
|
|
Net realized gains on marketable securities
|
67
|
|
|
1
|
|
|
66
|
|
|
206
|
|
|
43
|
|
|
163
|
|
||||||
|
Net realized gains on other investments
|
21
|
|
|
23
|
|
|
(2
|
)
|
|
30
|
|
|
30
|
|
|
—
|
|
||||||
|
Impairment losses on marketable securities and other investments
|
(5
|
)
|
|
(43
|
)
|
|
38
|
|
|
(148
|
)
|
|
(106
|
)
|
|
(42
|
)
|
||||||
|
Equity in net losses of investees
|
(14
|
)
|
|
(11
|
)
|
|
(3
|
)
|
|
(11
|
)
|
|
(31
|
)
|
|
20
|
|
||||||
|
Net gains (losses) on derivative instruments
|
13
|
|
|
(1
|
)
|
|
14
|
|
|
20
|
|
|
(5
|
)
|
|
25
|
|
||||||
|
|
$
|
235
|
|
|
$
|
127
|
|
|
$
|
108
|
|
|
$
|
417
|
|
|
$
|
226
|
|
|
$
|
191
|
|
|
Income Tax Expense (in millions)
|
|
|
|
|
|
|
|||||||||||||||||
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||||||||||
|
|
March 26, 2017
|
|
March 27, 2016
|
|
Change
|
|
March 26, 2017
|
|
March 27, 2016
|
|
Change
|
||||||||||||
|
Income tax expense
|
$
|
108
|
|
|
$
|
306
|
|
|
$
|
(198
|
)
|
|
$
|
296
|
|
|
$
|
520
|
|
|
$
|
(224
|
)
|
|
Effective tax rate
|
13
|
%
|
|
21
|
%
|
|
(8
|
%)
|
|
17
|
%
|
|
16
|
%
|
|
1
|
%
|
||||||
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||
|
|
March 26,
2017 |
|
March 27,
2016 |
|
March 26,
2017 |
|
March 27,
2016 |
||||
|
Expected income tax provision at federal statutory tax rate
|
35
|
%
|
|
35
|
%
|
|
35
|
%
|
|
35
|
%
|
|
Benefits from foreign income taxed at other than U.S. rates
|
(25
|
%)
|
|
(14
|
%)
|
|
(20
|
%)
|
|
(16
|
%)
|
|
Benefits related to the research and development tax credit
|
(2
|
%)
|
|
(1
|
%)
|
|
(2
|
%)
|
|
(4
|
%)
|
|
Nondeductible charge related to the KFTC investigation
|
3
|
%
|
|
—
|
|
|
3
|
%
|
|
—
|
|
|
Other
|
2
|
%
|
|
1
|
%
|
|
1
|
%
|
|
1
|
%
|
|
Effective tax rate
|
13
|
%
|
|
21
|
%
|
|
17
|
%
|
|
16
|
%
|
|
(in millions)
|
QCT
|
|
QTL
|
|
QSI
|
||||||
|
Three Months Ended March 26, 2017
|
|
|
|
|
|
||||||
|
Revenues
|
$
|
3,676
|
|
|
$
|
2,249
|
|
|
$
|
—
|
|
|
EBT
(1)
|
475
|
|
|
1,959
|
|
|
—
|
|
|||
|
EBT as a % of revenues
|
13
|
%
|
|
87
|
%
|
|
|
|
|||
|
Three Months Ended March 27, 2016
|
|
|
|
|
|
||||||
|
Revenues
|
$
|
3,337
|
|
|
$
|
2,135
|
|
|
$
|
12
|
|
|
EBT
(1)
|
170
|
|
|
1,857
|
|
|
46
|
|
|||
|
EBT as a % of revenues
|
5
|
%
|
|
87
|
%
|
|
|
||||
|
Six Months Ended March 26, 2017
|
|
|
|
|
|
||||||
|
Revenues
|
$
|
7,777
|
|
|
$
|
4,060
|
|
|
$
|
14
|
|
|
EBT
(1)
|
1,199
|
|
|
3,492
|
|
|
(17
|
)
|
|||
|
EBT as a % of revenues
|
15
|
%
|
|
86
|
%
|
|
|
||||
|
Six Months Ended March 27, 2016
|
|
|
|
|
|
||||||
|
Revenues
|
$
|
7,433
|
|
|
$
|
3,742
|
|
|
$
|
21
|
|
|
EBT
(1)
|
760
|
|
|
3,195
|
|
|
405
|
|
|||
|
EBT as a % of revenues
|
10
|
%
|
|
85
|
%
|
|
|
||||
|
(1)
|
Earnings (loss) before taxes.
|
|
|
March 26,
2017 |
|
September 25,
2016 |
|
$ Change
|
|
% Change
|
|||||||
|
Cash, cash equivalents and marketable securities
|
$
|
28,858
|
|
|
$
|
32,350
|
|
|
$
|
(3,492
|
)
|
|
(11
|
%)
|
|
Accounts receivable, net
|
4,201
|
|
|
2,219
|
|
|
1,982
|
|
|
89
|
%
|
|||
|
Inventories
|
2,066
|
|
|
1,556
|
|
|
510
|
|
|
33
|
%
|
|||
|
Short-term debt
|
1,998
|
|
|
1,749
|
|
|
249
|
|
|
14
|
%
|
|||
|
Long-term debt
|
9,939
|
|
|
10,008
|
|
|
(69
|
)
|
|
(1
|
%)
|
|||
|
|
Six Months Ended
|
|||||||||||||
|
|
March 26,
2017 |
|
March 27,
2016 |
|
$ Change
|
|
% Change
|
|||||||
|
Net cash provided by operating activities
|
$
|
2,194
|
|
|
$
|
3,476
|
|
|
$
|
(1,282
|
)
|
|
(37
|
%)
|
|
Net cash provided (used) by investing activities
|
760
|
|
|
(1,435
|
)
|
|
2,195
|
|
|
N/M
|
|
|||
|
Net cash used by financing activities
|
(1,770
|
)
|
|
(3,822
|
)
|
|
2,052
|
|
|
(54
|
%)
|
|||
|
•
|
Our purchase obligations at
March 26, 2017
, some of which relate to research and development activities and capital expenditures, totaled
$4.0 billion
and
$1.2 billion
for fiscal 2017 and 2018, respectively, and
$1.5 billion
thereafter.
|
|
•
|
Our research and development expenditures were
$2.7 billion
in the
first six months
of
fiscal 2017
and
$5.2 billion
in
fiscal 2016
, and we expect to continue to invest heavily in research and development for new technologies, applications and services for voice and data communications.
|
|
•
|
Cash outflows for capital expenditures were
$251 million
in the
first six months
of
fiscal 2017
and
$539 million
in
fiscal 2016
. We anticipate that capital expenditures will be higher in fiscal 2017 as compared to fiscal 2016, primarily due to estimated capital expenditures of approximately $200 million related to the manufacturing operations of our joint venture, RF360 Holdings. We also expect to continue to incur capital expenditures in the future to support our business, including research and development activities. Future capital expenditures may be impacted by transactions that are currently not forecasted.
|
|
•
|
In connection with the KFTC investigation, we paid a fine of approximately 1.03 trillion Korean Won (approximately $927 million) on March 30, 2017.
|
|
•
|
In connection with the BlackBerry arbitration decision, we are obligated to pay to BlackBerry
$815 million
, plus interest at a rate of 10% from June 2015. BlackBerry is also entitled to recover its reasonable attorneys’ fees to be determined by the arbitration panel. Payment is expected to be made in the second half of fiscal 2017.
|
|
•
|
We expect to continue making strategic investments and acquisitions, the amounts of which could vary significantly, to open new opportunities for our technologies, obtain development resources, grow our patent portfolio or pursue new businesses.
|
|
•
|
we could be required to pay a termination fee to NXP of
$2.0 billion
;
|
|
•
|
we will have incurred and may continue to incur costs relating to the proposed transaction, many of which are payable by us whether or not the proposed transaction is completed;
|
|
•
|
matters relating to the proposed transaction (including integration planning) require substantial commitments of time and resources by our management team and numerous others throughout our organization, which could otherwise have been devoted to other opportunities;
|
|
•
|
we may be subject to legal proceedings related to the proposed transaction or the failure to complete the proposed transaction;
|
|
•
|
the failure to consummate the proposed transaction may result in negative publicity and a negative perception of us in the investment community; and
|
|
•
|
any disruptions to our business resulting from the announcement and pendency of the proposed transaction, including any adverse changes in our relationships with our customers, suppliers, partners or employees, may continue or intensify in the event the proposed transaction is not consummated.
|
|
•
|
wireless operators and industries beyond traditional cellular communications deploy alternative technologies;
|
|
•
|
wireless operators delay 3G and 3G/4G multimode network deployments, expansions or upgrades and/or delay moving 2G customers to 3G, 3G/4G multimode or 4G wireless devices;
|
|
•
|
LTE, an OFDMA-based 4G wireless technology, is not more widely deployed or further commercial deployment is delayed;
|
|
•
|
government regulators delay making sufficient spectrum available for 3G, 4G, new unlicensed technologies that we are developing in conjunction with 3G and 4G, as well as for 5G, thereby restricting the ability of wireless operators to deploy or expand the use of these technologies;
|
|
•
|
wireless operators delay or do not drive improvements in 3G or 3G/4G multimode network performance and/or capacity;
|
|
•
|
our customers’ and licensees’ revenues and sales of products, particularly premium-tier products, and services using these technologies do not grow or do not grow as quickly as anticipated due to, for example, the maturity of smartphone penetration in developed regions;
|
|
•
|
our intellectual property and technical leadership included in the 5G standardization effort is different than in 3G and 4G standards;
|
|
•
|
the standardization and/or deployment of 5G technology is delayed; and/or
|
|
•
|
we are unable to drive the adoption of our products and services into networks and devices, including devices beyond traditional cellular applications, based on CDMA, OFDMA and other communications technologies.
|
|
•
|
differentiate our integrated circuit products with innovative technologies across multiple products and features (e.g., modem, radio frequency front-end (RFFE), graphics and/or other processors, camera and connectivity) and with smaller geometry process technologies that drive performance;
|
|
•
|
develop and offer integrated circuit products at competitive cost and price points to effectively cover both emerging and developed geographic regions and all device tiers;
|
|
•
|
continue to drive the adoption of our integrated circuit products into the most popular device models and across a broad spectrum of devices, such as smartphones, tablets, other computing devices, automobiles, wearable and other connected devices and infrastructure products;
|
|
•
|
maintain and/or accelerate demand for our integrated circuit products at the premium device tier, while increasing the adoption of our products in mid- and low-tier devices, in part by strengthening our integrated circuit product roadmap for, and developing channel relationships in, emerging geographic regions, such as China and India, and by providing turnkey products, which incorporate our integrated circuits, for low- and mid-tier smartphones and tablets;
|
|
•
|
continue to be a leader in 4G technology evolution, including expansion of our LTE-based single mode licensing program in areas where single-mode products are commercialized, and continue to innovate and introduce 4G turnkey, integrated products and services that differentiate us from our competition;
|
|
•
|
be a leader serving original equipment manufacturers, high level operating systems (HLOS) providers, operators and other industry participants as competitors, new industry entrants and other factors continue to affect the industry landscape;
|
|
•
|
be a preferred partner (and sustain preferred relationships) providing integrated circuit products that support multiple operating system and infrastructure platforms to industry participants that effectively commercialize new devices using these platforms;
|
|
•
|
increase and/or accelerate demand for our semiconductor component products, including RFFE, and our wired and wireless connectivity products, including networking products for consumers, carriers and enterprise equipment and connected devices;
|
|
•
|
identify potential acquisition targets that will grow or sustain our business or address strategic needs, reach agreement on terms acceptable to us and effectively integrate these new businesses and/or technologies;
|
|
•
|
create standalone value and/or contribute to the success of our existing businesses through acquisitions, joint ventures and other transactions (and/or by developing customer, licensee and/or vendor relationships) in new industry segments and/or disruptive technologies, products and/or services (such as products for automotive, the Internet of Things (IoT), including the connected home, smart cities and wearables, data center, networking, computing, mobile health and machine learning, including robotics, among others);
|
|
•
|
become a leading supplier of RFFE products, which are designed to address cellular radio frequency band fragmentation while improving radio frequency performance and assist original equipment manufacturers in developing multiband, multimode mobile devices;
|
|
•
|
be a leader in 5G technology development, standardization, intellectual property creation and licensing and develop and commercialize 5G integrated circuit products and services; and/or
|
|
•
|
continue to develop brand recognition to effectively compete against better known companies in computing and other consumer driven segments and to deepen our presence in significant emerging geographic regions.
|
|
•
|
a reduction, interruption, delay or limitation in our product supply sources;
|
|
•
|
a failure by our suppliers to procure raw materials or to provide or allocate adequate manufacturing or test capacity for our products;
|
|
•
|
our suppliers’ inability to react to shifts in product demand or an increase in raw material or component prices;
|
|
•
|
our suppliers’ delay in developing leading process technologies, or inability to develop or maintain leading process technologies, including transitions to smaller geometry process technologies;
|
|
•
|
the loss of a supplier or the inability of a supplier to meet performance, quality or yield specifications or delivery schedules;
|
|
•
|
additional expense and/or production delays as a result of qualifying a new supplier and commencing volume production or testing in the event of a loss of or a decision to add or change a supplier; and/or
|
|
•
|
natural disasters or geopolitical conflicts, particularly in Asia, impacting our suppliers.
|
|
•
|
requiring us to use cash to pay the principal of and interest on our indebtedness, thereby reducing the amount of cash available for other purposes;
|
|
•
|
limiting our ability to obtain additional financing for working capital, capital expenditures, acquisitions, stock repurchases, dividends or other general corporate and other purposes;
|
|
•
|
limiting our flexibility in planning for, or reacting to, changes in our business and our industry; and/or
|
|
•
|
increasing our vulnerability to interest rate fluctuations to the extent a portion of our debt has variable interest rates.
|
|
•
|
Our products and those of our customers and licensees that are sold outside the United States may become less price-competitive, which may result in reduced demand for those products and/or downward pressure on average selling prices;
|
|
•
|
Certain of our revenues, such as royalties, that are derived from licensee or customer sales denominated in foreign currencies could decrease;
|
|
•
|
Our foreign suppliers may raise their prices if they are impacted by currency fluctuations, resulting in higher than expected costs and lower margins; and/or
|
|
•
|
Foreign exchange hedging transactions that we engage in to reduce the impact of currency fluctuations may require the payment of structuring fees, limit the U.S. dollar value of royalties from licensees’ sales that are denominated in foreign currencies, cause earnings volatility if the hedges do not qualify for hedge accounting and expose us to counterparty risk if the counterparty fails to perform.
|
|
|
Total Number of
Shares Purchased
|
|
Average Price Paid Per Share (1)
|
|
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
|
|
Approximate Dollar Value of Shares that May Yet Be
Purchased Under the Plans or Programs
(2)
|
||||||
|
|
(In thousands)
|
|
|
|
(In thousands)
|
|
(In millions)
|
||||||
|
December 26, 2016 to January 22, 2017
|
1,449
|
|
|
$
|
65.93
|
|
|
1,449
|
|
|
$
|
2,447
|
|
|
January 23, 2017 to February 19, 2017
|
3,392
|
|
|
55.33
|
|
|
3,392
|
|
|
2,259
|
|
||
|
February 20, 2017 to March 26, 2017
|
—
|
|
|
—
|
|
|
—
|
|
|
2,259
|
|
||
|
Total
|
4,841
|
|
|
|
|
|
4,841
|
|
|
|
|
||
|
(1)
|
Average Price Paid Per Share excludes cash paid for commissions.
|
|
(2)
|
On
March 9, 2015
, we announced a repurchase program authorizing us to repurchase up to
$15 billion
of our common stock. At
March 26, 2017
,
$2.3 billion
remained authorized for repurchase. The stock repurchase program has no expiration date.
|
|
Exhibit
Number
|
|
Exhibit Description
|
|
Form
|
|
File No./ Film No.
|
|
Date of First Filing
|
|
Exhibit Number
|
|
Filed Herewith
|
|
2.2
|
|
Master Transaction Agreement, dated January 13, 2016, by and among Qualcomm Global Trading Pte. Ltd., each other Purchaser Group member, TDK Japan, each other Seller Group member, and, solely for purposes of Section 10.9 thereof, QUALCOMM Incorporated. (2)
|
|
8-K
|
|
000-19528/ 161339867
|
|
1/13/2016
|
|
2.1
|
|
|
|
2.3
|
|
Amendment #1, dated December 20, 2016, to Master Transaction Agreement, dated January 13, 2016, by and among Qualcomm Global Trading Pte. Ltd., each other Purchaser Group member, TDK Japan, each other Seller Group member, and, solely for purposes of Section 10.9 thereof, QUALCOMM Incorporated. (2)
|
|
10-Q
|
|
000-19528/ 17546539
|
|
1/25/2017
|
|
2.3
|
|
|
|
2.4
|
|
Amendment #2, dated January 19, 2017, to Master Transaction Agreement, dated January 13, 2016, by and among Qualcomm Global Trading Pte. Ltd., each other Purchaser Group member, TDK Japan, each other Seller Group member, and, solely for purposes of Section 10.9 thereof, QUALCOMM Incorporated. (2)
|
|
10-Q
|
|
000-19528/ 17546539
|
|
1/25/2017
|
|
2.4
|
|
|
|
2.5
|
|
Purchase Agreement dated as of October 27, 2016 by and between Qualcomm River Holdings, B.V. and NXP Semiconductors N.V. (2)
|
|
8-K
|
|
000-19528/ 161956228
|
|
10/27/2016
|
|
2.1
|
|
|
|
2.6
|
|
Amendment #3, dated February 3, 2017, to Master Transaction Agreement, dated January 13, 2016, by and among Qualcomm Global Trading Pte. Ltd., each other Purchaser Group member, TDK Japan, each other Seller Group member, and, solely for purposes of Section 10.9 thereof, QUALCOMM Incorporated. (2)
|
|
|
|
|
|
|
|
|
|
X
|
|
3.1
|
|
Restated Certificate of Incorporation, as amended.
|
|
10-Q
|
|
000-19528/ 161775595
|
|
7/20/2016
|
|
3.1
|
|
|
|
Exhibit
Number
|
|
Exhibit Description
|
|
Form
|
|
File No./ Film No.
|
|
Date of First Filing
|
|
Exhibit Number
|
|
Filed Herewith
|
|
3.2
|
|
Amended and Restated Bylaws.
|
|
8-K
|
|
000-19528/ 161769723
|
|
7/15/2016
|
|
3.2
|
|
|
|
4.1
|
|
Indenture, dated May 20, 2015, between the Company and U.S. Bank National Association, as trustee.
|
|
8-K
|
|
000-19528/ 15880967
|
|
5/21/2015
|
|
4.1
|
|
|
|
4.2
|
|
Officers’ Certificate, dated May 20, 2015, for the Floating Rate Notes due 2018, the Floating Rate Notes due 2020, the 1.400% Notes due 2018, the 2.250% Notes due 2020, the 3.000% Notes due 2022, the 3.450% Notes due 2025, the 4.650% Notes due 2035 and the 4.800% Notes due 2045.
|
|
8-K
|
|
000-19528/ 15880967
|
|
5/21/2015
|
|
4.2
|
|
|
|
4.3
|
|
Form of Floating Rate Notes due 2018.
|
|
8-K
|
|
000-19528/ 15880967
|
|
5/21/2015
|
|
4.3
|
|
|
|
4.4
|
|
Form of Floating Rate Notes due 2020.
|
|
8-K
|
|
000-19528/ 15880967
|
|
5/21/2015
|
|
4.4
|
|
|
|
4.5
|
|
Form of 1.400% Notes due 2018.
|
|
8-K
|
|
000-19528/ 15880967
|
|
5/21/2015
|
|
4.5
|
|
|
|
4.6
|
|
Form of 2.250% Notes due 2020.
|
|
8-K
|
|
000-19528/ 15880967
|
|
5/21/2015
|
|
4.6
|
|
|
|
4.7
|
|
Form of 3.000% Notes due 2022.
|
|
8-K
|
|
000-19528/ 15880967
|
|
5/21/2015
|
|
4.7
|
|
|
|
4.8
|
|
Form of 3.450% Notes due 2025.
|
|
8-K
|
|
000-19528/ 15880967
|
|
5/21/2015
|
|
4.8
|
|
|
|
4.9
|
|
Form of 4.650% Notes due 2035.
|
|
8-K
|
|
000-19528/ 15880967
|
|
5/21/2015
|
|
4.9
|
|
|
|
4.10
|
|
Form of 4.800% Notes due 2045.
|
|
8-K
|
|
000-19528/ 15880967
|
|
5/21/2015
|
|
4.10
|
|
|
|
31.1
|
|
Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 for Steve Mollenkopf.
|
|
|
|
|
|
|
|
|
|
X
|
|
31.2
|
|
Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 for George S. Davis.
|
|
|
|
|
|
|
|
|
|
X
|
|
32.1
|
|
Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, for Steve Mollenkopf.
|
|
|
|
|
|
|
|
|
|
X
|
|
32.2
|
|
Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, for George S. Davis.
|
|
|
|
|
|
|
|
|
|
X
|
|
101.INS
|
|
XBRL Instance Document.
|
|
|
|
|
|
|
|
|
|
X
|
|
101.SCH
|
|
XBRL Taxonomy Extension Schema.
|
|
|
|
|
|
|
|
|
|
X
|
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase.
|
|
|
|
|
|
|
|
|
|
X
|
|
101.LAB
|
|
XBRL Taxonomy Extension Labels Linkbase.
|
|
|
|
|
|
|
|
|
|
X
|
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase.
|
|
|
|
|
|
|
|
|
|
X
|
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase.
|
|
|
|
|
|
|
|
|
|
X
|
|
|
QUALCOMM Incorporated
|
|
|
/s/ George S. Davis
|
|
|
George S. Davis
|
|
|
Executive Vice President and Chief Financial Officer
|
|
|
|
No information found
* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
| FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
|---|
| DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
|---|
No information found
Customers
Price
Yield
| Owner | Position | Direct Shares | Indirect Shares |
|---|