Document
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_____________________________________
FORM 10-Q
(Mark one) |
| |
x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended January 28, 2017
OR
|
| |
o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission file number 0-18225
_____________________________________
CISCO SYSTEMS, INC.
(Exact name of Registrant as specified in its charter)
|
| | |
California | | 77-0059951 |
(State or other jurisdiction of incorporation or organization) | | (I.R.S. Employer Identification Number) |
170 West Tasman DriveSan Jose, California 95134
(Address of principal executive office and zip code)
(408) 526-4000
(Registrant’s telephone number, including area code)
_____________________________________
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
|
| | | | | | | |
Large accelerated filer | | x | | | Accelerated filer | | o |
| | | |
Non-accelerated filer | | o | (Do not check if a smaller reporting company) | | Smaller reporting company | | o |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No x
Number of shares of the registrant’s common stock outstanding as of February 16, 2017: 5,007,856,247
____________________________________
Cisco Systems, Inc.
Form 10-Q for the Quarter Ended January 28, 2017
INDEX
|
| | | | |
| | | | Page |
Part I | | | | |
Item 1. | | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
Item 2. | | | | |
Item 3. | | | | |
Item 4. | | | | |
Part II. | | | | |
Item 1. | | | | |
Item 1A. | | | | |
Item 2. | | | | |
Item 3. | | | | |
Item 4. | | | | |
Item 5. | | | | |
Item 6. | | | | |
| | | | |
PART I. FINANCIAL INFORMATION
|
| |
Item 1. | Financial Statements (Unaudited) |
CISCO SYSTEMS, INC.
CONSOLIDATED BALANCE SHEETS
(in millions, except par value)
(Unaudited)
|
| | | | | | | |
| January 28, 2017 | | July 30, 2016 |
ASSETS | | | |
Current assets: | | | |
Cash and cash equivalents | $ | 10,898 |
| | $ | 7,631 |
|
Investments | 60,947 |
| | 58,125 |
|
Accounts receivable, net of allowance for doubtful accounts of $225 at January 28, 2017 and $249 at July 30, 2016 | 4,458 |
| | 5,847 |
|
Inventories | 1,264 |
| | 1,217 |
|
Financing receivables, net | 4,496 |
| | 4,272 |
|
Other current assets | 1,329 |
| | 1,627 |
|
Total current assets | 83,392 |
| | 78,719 |
|
Property and equipment, net | 3,422 |
| | 3,506 |
|
Financing receivables, net | 4,664 |
| | 4,158 |
|
Goodwill | 26,822 |
| | 26,625 |
|
Purchased intangible assets, net | 2,117 |
| | 2,501 |
|
Deferred tax assets | 4,293 |
| | 4,299 |
|
Other assets | 1,538 |
| | 1,844 |
|
TOTAL ASSETS | $ | 126,248 |
| | $ | 121,652 |
|
LIABILITIES AND EQUITY |
| |
|
Current liabilities: |
| |
|
Short-term debt | $ | 4,451 |
| | $ | 4,160 |
|
Accounts payable | 957 |
| | 1,056 |
|
Income taxes payable | 57 |
| | 517 |
|
Accrued compensation | 2,522 |
| | 2,951 |
|
Deferred revenue | 10,243 |
| | 10,155 |
|
Other current liabilities | 4,478 |
| | 6,072 |
|
Total current liabilities | 22,708 |
| | 24,911 |
|
Long-term debt | 30,471 |
| | 24,483 |
|
Income taxes payable | 1,025 |
| | 925 |
|
Deferred revenue | 6,843 |
| | 6,317 |
|
Other long-term liabilities | 1,383 |
| | 1,431 |
|
Total liabilities | 62,430 |
| | 58,067 |
|
Commitments and contingencies (Note 12) |
| |
|
Equity: | | | |
Cisco shareholders’ equity: | | | |
Preferred stock, no par value: 5 shares authorized; none issued and outstanding | — |
| | — |
|
Common stock and additional paid-in capital, $0.001 par value: 20,000 shares authorized; 5,007 and 5,029 shares issued and outstanding at January 28, 2017 and July 30, 2016, respectively | 44,585 |
| | 44,516 |
|
Retained earnings | 20,027 |
| | 19,396 |
|
Accumulated other comprehensive income (loss) | (801 | ) | | (326 | ) |
Total Cisco shareholders’ equity | 63,811 |
| | 63,586 |
|
Noncontrolling interests | 7 |
| | (1 | ) |
Total equity | 63,818 |
| | 63,585 |
|
TOTAL LIABILITIES AND EQUITY | $ | 126,248 |
| | $ | 121,652 |
|
See Notes to Consolidated Financial Statements.
CISCO SYSTEMS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(in millions, except per-share amounts)
(Unaudited)
|
| | | | | | | | | | | | | | | |
| Three Months Ended | | Six Months Ended |
| January 28, 2017 | | January 23, 2016 | | January 28, 2017 | | January 23, 2016 |
REVENUE: | | | | | | | |
Product | $ | 8,491 |
| | $ | 8,983 |
| | $ | 17,793 |
| | $ | 18,827 |
|
Service | 3,089 |
| | 2,944 |
| | 6,139 |
| | 5,782 |
|
Total revenue | 11,580 |
|
| 11,927 |
| | 23,932 |
| | 24,609 |
|
COST OF SALES: |
|
|
| | | | |
Product | 3,305 |
| | 3,480 |
| | 6,708 |
| | 7,333 |
|
Service | 999 |
| | 1,015 |
| | 2,064 |
| | 2,012 |
|
Total cost of sales | 4,304 |
|
| 4,495 |
| | 8,772 |
| | 9,345 |
|
GROSS MARGIN | 7,276 |
| | 7,432 |
| | 15,160 |
| | 15,264 |
|
OPERATING EXPENSES: |
|
|
| | | | |
Research and development | 1,508 |
| | 1,509 |
| | 3,053 |
| | 3,069 |
|
Sales and marketing | 2,222 |
| | 2,286 |
| | 4,640 |
| | 4,729 |
|
General and administrative | 456 |
| | 176 |
| | 1,011 |
| | 715 |
|
Amortization of purchased intangible assets | 64 |
| | 71 |
| | 142 |
| | 140 |
|
Restructuring and other charges | 133 |
| | 96 |
| | 544 |
| | 238 |
|
Total operating expenses | 4,383 |
|
| 4,138 |
| | 9,390 |
| | 8,891 |
|
OPERATING INCOME | 2,893 |
|
| 3,294 |
| | 5,770 |
| | 6,373 |
|
Interest income | 329 |
| | 237 |
| | 624 |
| | 462 |
|
Interest expense | (222 | ) | | (162 | ) | | (420 | ) | | (321 | ) |
Other income (loss), net | (37 | ) | | (63 | ) | | (58 | ) | | (71 | ) |
Interest and other income (loss), net | 70 |
|
| 12 |
| | 146 |
| | 70 |
|
INCOME BEFORE PROVISION FOR INCOME TAXES | 2,963 |
|
| 3,306 |
| | 5,916 |
| | 6,443 |
|
Provision for income taxes | 615 |
| | 159 |
| | 1,246 |
| | 866 |
|
NET INCOME | $ | 2,348 |
|
| $ | 3,147 |
| | $ | 4,670 |
| | $ | 5,577 |
|
|
|
| |
|
| | | | |
Net income per share: |
|
| |
|
| | | | |
Basic | $ | 0.47 |
|
| $ | 0.62 |
| | $ | 0.93 |
| | $ | 1.10 |
|
Diluted | $ | 0.47 |
|
| $ | 0.62 |
| | $ | 0.92 |
| | $ | 1.09 |
|
Shares used in per-share calculation: |
|
|
|
|
| | | | |
Basic | 5,015 |
| | 5,070 |
| | 5,021 |
| | 5,075 |
|
Diluted | 5,040 |
| | 5,097 |
| | 5,054 |
| | 5,106 |
|
|
|
|
|
|
| | | | |
Cash dividends declared per common share | $ | 0.26 |
| | $ | 0.21 |
| | $ | 0.52 |
| | $ | 0.42 |
|
See Notes to Consolidated Financial Statements.
CISCO SYSTEMS, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(in millions)
(Unaudited)
|
| | | | | | | | | | | | | | | |
| Three Months Ended | | Six Months Ended |
| January 28, 2017 | | January 23, 2016 | | January 28, 2017 | | January 23, 2016 |
Net income | $ | 2,348 |
| | $ | 3,147 |
| | $ | 4,670 |
| | $ | 5,577 |
|
Available-for-sale investments: | | | | | | | |
Change in net unrealized gains, net of tax benefit (expense) of $73 and $154 for the three and six months ended January 28, 2017, respectively, and $149 and $205 for the corresponding periods of fiscal 2016, respectively | (276 | ) | | (212 | ) | | (397 | ) | | (312 | ) |
Net (gains) losses reclassified into earnings, net of tax (benefit) expense of $(11) and $(6) for the three and six months ended January 28, 2017, respectively, and $(7) for each of the three and six months ended January 23, 2016 | 19 |
| | 12 |
| | 9 |
| | 13 |
|
| (257 | ) | | (200 | ) | | (388 | ) | | (299 | ) |
Cash flow hedging instruments: | | | | | | | |
Change in unrealized gains and losses, net of tax benefit (expense) of $1 and $4 for the three and six months ended January 28, 2017, respectively, and $1 and $4 for the corresponding periods of fiscal 2016, respectively | (1 | ) | | (19 | ) | | (44 | ) | | (20 | ) |
Net (gains) losses reclassified into earnings, net of tax (benefit) expense of $(2) and $(3) for the three and six months ended January 28, 2017, respectively, and $(1) and $(2) for the corresponding periods of fiscal 2016, respectively | 25 |
| | 4 |
| | 36 |
| | 6 |
|
| 24 |
| | (15 | ) | | (8 | ) | | (14 | ) |
Net change in cumulative translation adjustment and actuarial gains and losses net of tax benefit (expense) of $0 and $(1) for the three and six months ended January 28, 2017, respectively, and $5 and $(34) for the corresponding periods of fiscal 2016, respectively | (44 | ) | | (341 | ) | | (71 | ) | | (557 | ) |
Other comprehensive income (loss) | (277 | ) | | (556 | ) | | (467 | ) | | (870 | ) |
Comprehensive income | 2,071 |
| | 2,591 |
| | 4,203 |
| | 4,707 |
|
Comprehensive (income) loss attributable to noncontrolling interests | — |
| | 1 |
| | (8 | ) | | 2 |
|
Comprehensive income attributable to Cisco Systems, Inc. | $ | 2,071 |
| | $ | 2,592 |
| | $ | 4,195 |
| | $ | 4,709 |
|
See Notes to Consolidated Financial Statements.
CISCO SYSTEMS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in millions)
(Unaudited)
|
| | | | | | | |
| Six Months Ended |
| January 28, 2017 | | January 23, 2016 |
Cash flows from operating activities: | | | |
Net income | $ | 4,670 |
| | $ | 5,577 |
|
Adjustments to reconcile net income to net cash provided by operating activities: | | | |
Depreciation, amortization, and other | 1,148 |
| | 1,005 |
|
Share-based compensation expense | 724 |
| | 706 |
|
Provision for receivables | 4 |
| | 31 |
|
Deferred income taxes | (26 | ) | | 274 |
|
Excess tax benefits from share-based compensation | (101 | ) | | (82 | ) |
(Gains) losses on divestitures, investments and other, net | 79 |
| | (260 | ) |
Change in operating assets and liabilities, net of effects of acquisitions and divestitures: |
| |
|
Accounts receivable | 1,396 |
| | 988 |
|
Inventories | (51 | ) | | 153 |
|
Financing receivables | (764 | ) | | (171 | ) |
Other assets | 155 |
| | (181 | ) |
Accounts payable | (98 | ) | | (147 | ) |
Income taxes, net | (257 | ) | | (764 | ) |
Accrued compensation | (417 | ) | | (348 | ) |
Deferred revenue | 611 |
| | 69 |
|
Other liabilities | (571 | ) | | (162 | ) |
Net cash provided by operating activities | 6,502 |
| | 6,688 |
|
Cash flows from investing activities: | | | |
Purchases of investments | (27,847 | ) | | (19,089 | ) |
Proceeds from sales of investments | 18,420 |
| | 10,247 |
|
Proceeds from maturities of investments | 5,245 |
| | 7,955 |
|
Acquisition of businesses, net of cash and cash equivalents acquired | (251 | ) | | (1,089 | ) |
Proceeds from business divestiture | — |
| | 372 |
|
Purchases of investments in privately held companies | (142 | ) | | (166 | ) |
Return of investments in privately held companies | 108 |
| | 35 |
|
Acquisition of property and equipment | (526 | ) | | (576 | ) |
Proceeds from sales of property and equipment | 5 |
| | 11 |
|
Other | 10 |
| | (87 | ) |
Net cash used in investing activities | (4,978 | ) | | (2,387 | ) |
Cash flows from financing activities: | | | |
Issuances of common stock | 386 |
| | 701 |
|
Repurchases of common stock—repurchase program | (1,991 | ) | | (2,344 | ) |
Shares repurchased for tax withholdings on vesting of restricted stock units | (432 | ) | | (412 | ) |
Short-term borrowings, original maturities less than 90 days, net | 300 |
| | (4 | ) |
Issuances of debt | 6,232 |
| | — |
|
Repayments of debt | (1 | ) | | (862 | ) |
Excess tax benefits from share-based compensation | 101 |
| | 82 |
|
Dividends paid | (2,612 | ) | | (2,133 | ) |
Other | (240 | ) | | 108 |
|
Net cash provided by (used in) financing activities | 1,743 |
| | (4,864 | ) |
Net increase (decrease) in cash and cash equivalents | 3,267 |
| | (563 | ) |
Cash and cash equivalents, beginning of period | 7,631 |
| | 6,877 |
|
Cash and cash equivalents, end of period | $ | 10,898 |
| | $ | 6,314 |
|
| | | |
Supplemental cash flow information: | | | |
Cash paid for interest | $ | 419 |
| | $ | 426 |
|
Cash paid for income taxes, net | $ | 1,529 |
| | $ | 1,355 |
|
See Notes to Consolidated Financial Statements.
CISCO SYSTEMS, INC.
CONSOLIDATED STATEMENTS OF EQUITY
(in millions, except per-share amounts)
(Unaudited) |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| Shares of Common Stock | | Common Stock and Additional Paid-In Capital | | Retained Earnings | | Accumulated Other Comprehensive Income (Loss) | | Total Cisco Shareholders’ Equity | | Non-controlling Interests | | Total Equity |
BALANCE AT JULY 30, 2016 | 5,029 |
| | $ | 44,516 |
| | $ | 19,396 |
| | $ | (326 | ) | | $ | 63,586 |
| | $ | (1 | ) | | $ | 63,585 |
|
Net income | | | | | 4,670 |
| | | | 4,670 |
| | | | 4,670 |
|
Other comprehensive income (loss) | | | | | | | (475 | ) | | (475 | ) | | 8 |
| | (467 | ) |
Issuance of common stock | 57 |
| | 386 |
| | | | | | 386 |
| | | | 386 |
|
Repurchase of common stock | (65 | ) | | (575 | ) | | (1,427 | ) | | | | (2,002 | ) | | | | (2,002 | ) |
Shares repurchased for tax withholdings on vesting of restricted stock units | (14 | ) | | (432 | ) | | | | | | (432 | ) | | | | (432 | ) |
Cash dividends declared ($0.52 per common share) | | | | | (2,612 | ) | | | | (2,612 | ) | | | | (2,612 | ) |
Tax effects from employee stock incentive plans | | | (54 | ) | | | | | | (54 | ) | | | | (54 | ) |
Share-based compensation | | | 738 |
| | | | | | 738 |
| | | | 738 |
|
Purchase acquisitions and other | | | 6 |
| | | | | | 6 |
| | | | 6 |
|
BALANCE AT JANUARY 28, 2017 | 5,007 |
| | $ | 44,585 |
| | $ | 20,027 |
| | $ | (801 | ) | | $ | 63,811 |
| | $ | 7 |
| | $ | 63,818 |
|
|
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| Shares of Common Stock | | Common Stock and Additional Paid-In Capital | | Retained Earnings | | Accumulated Other Comprehensive Income (Loss) | | Total Cisco Shareholders’ Equity | | Non-controlling Interests | | Total Equity |
BALANCE AT JULY 25, 2015 | 5,085 |
| | $ | 43,592 |
| | $ | 16,045 |
| | $ | 61 |
| | $ | 59,698 |
| | $ | 9 |
| | $ | 59,707 |
|
Net income | | | | | 5,577 |
| | | | 5,577 |
| | | | 5,577 |
|
Other comprehensive income (loss) | | | | | | | (868 | ) | | (868 | ) | | (2 | ) | | (870 | ) |
Issuance of common stock | 76 |
| | 701 |
| | | | | | 701 |
| | | | 701 |
|
Repurchase of common stock | (93 | ) | | (801 | ) | | (1,668 | ) | | | | (2,469 | ) | | | | (2,469 | ) |
Shares repurchased for tax withholdings on vesting of restricted stock units | (16 | ) | | (412 | ) | | | | | | (412 | ) | | | | (412 | ) |
Cash dividends declared ($0.42 per common share) | | | | | (2,133 | ) | | | | (2,133 | ) | | | | (2,133 | ) |
Tax effects from employee stock incentive plans | | | 28 |
| | | | | | 28 |
| | | | 28 |
|
Share-based compensation | | | 706 |
| | | | | | 706 |
| | | | 706 |
|
Purchase acquisitions and other | | | 43 |
| | | | | | 43 |
| | | | 43 |
|
BALANCE AT JANUARY 23, 2016 | 5,052 |
| | $ | 43,857 |
| | $ | 17,821 |
| | $ | (807 | ) | | $ | 60,871 |
| | $ | 7 |
| | $ | 60,878 |
|
Supplemental Information
In September 2001, the Company’s Board of Directors authorized a stock repurchase program. As of January 28, 2017, the Company’s Board of Directors had authorized an aggregate repurchase of up to $112 billion of common stock under this program with no termination date. For additional information regarding stock repurchase, see Note 13 to the Consolidated Financial Statements. The stock repurchases since the inception of this program and the related impacts on Cisco shareholders’ equity are summarized in the following table (in millions):
|
| | | | | | | | | | | | | | |
| Shares of Common Stock | | Common Stock and Additional Paid-In Capital | | Retained Earnings | | Total Cisco Shareholders’ Equity |
Repurchases of common stock under the repurchase program | 4,656 |
| | $ | 24,470 |
| | $ | 74,129 |
| | $ | 98,599 |
|
See Notes to Consolidated Financial Statements.
CISCO SYSTEMS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
The fiscal year for Cisco Systems, Inc. (the “Company” or “Cisco”) is the 52 or 53 weeks ending on the last Saturday in July. Fiscal 2017 is a 52-week fiscal year, and fiscal 2016 was a 53-week fiscal year. The Consolidated Financial Statements include the accounts of Cisco and its subsidiaries. All intercompany accounts and transactions have been eliminated. The Company conducts business globally and is primarily managed on a geographic basis in the following three geographic segments: the Americas; Europe, Middle East, and Africa (EMEA); and Asia Pacific, Japan, and China (APJC).
The accompanying financial data as of January 28, 2017 and for the three and six months ended January 28, 2017 and January 23, 2016 has been prepared by the Company, without audit, pursuant to the rules and regulations of the U.S. Securities and Exchange Commission ("SEC"). Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States ("GAAP") have been condensed or omitted pursuant to such rules and regulations. The July 30, 2016 Consolidated Balance Sheet was derived from audited financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States. However, the Company believes that the disclosures are adequate to make the information presented not misleading. These Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended July 30, 2016.
The Company consolidates its investments in a venture fund managed by SOFTBANK Corp. and its affiliates (“SOFTBANK”) as this is a variable interest entity and the Company is the primary beneficiary. The noncontrolling interests attributed to SOFTBANK are presented as a separate component from the Company’s equity in the equity section of the Consolidated Balance Sheets. SOFTBANK’s share of the earnings in the venture fund are not presented separately in the Consolidated Statements of Operations as these amounts are not material for any of the fiscal periods presented.
In the opinion of management, all normal recurring adjustments necessary to present fairly the consolidated balance sheet as of January 28, 2017; the results of operations and the statements of comprehensive income for the three and six months ended January 28, 2017 and January 23, 2016; and the statements of cash flows and equity for the six months ended January 28, 2017 and January 23, 2016, as applicable, have been made. The results of operations for the three and six months ended January 28, 2017 are not necessarily indicative of the operating results for the full fiscal year or any future periods.
Certain reclassifications have been made to the amounts in prior periods in order to conform to the current period’s presentation. The Company has evaluated subsequent events through the date that the financial statements were issued.
| |
2. | Recent Accounting Pronouncements |
(a) New Accounting Updates Recently Adopted
Consolidation of Certain Types of Legal Entities In February 2015, the FASB issued an accounting standard update that changes the analysis that a reporting entity must perform to determine whether it should consolidate certain types of legal entities. The accounting standard update became effective for the Company beginning in the first quarter of fiscal 2017. The application of this accounting standard update did not have any impact on the Company's Consolidated Balance Sheet or Statement of Operations upon adoption, but the Company has provided additional disclosures in Note 8 pursuant to this accounting standard update.
(b) Recent Accounting Standards or Updates Not Yet Effective
Revenue Recognition In May 2014, the Financial Accounting Standards Board ("FASB") issued an accounting standard update related to revenue from contracts with customers, which, along with amendments issued in 2015 and 2016, will supersede nearly all current U.S. GAAP guidance on this topic and eliminate industry-specific guidance. The underlying principle is to recognize revenue when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. This accounting standard update, as amended, will be effective for the Company beginning in the first quarter of fiscal 2019. The new revenue standard may be applied retrospectively to each prior period presented or retrospectively with the cumulative effect recognized in retained earnings as of the date of adoption ("modified retrospective basis"). Early adoption is permitted, but no earlier than fiscal 2018. The Company expects to adopt this accounting standard update on a modified retrospective basis in the first quarter of fiscal 2019, and it is currently evaluating the impact of this accounting standard update on its Consolidated Financial Statements.
CISCO SYSTEMS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
Financial Instruments In January 2016, the FASB issued an accounting standard update that changes the accounting for equity investments, financial liabilities under the fair value option, and the presentation and disclosure requirements for financial instruments. The accounting standard update will be effective for the Company beginning in the first quarter of fiscal 2019, and early adoption is permitted. The Company is currently evaluating the impact of this accounting standard update on its Consolidated Financial Statements.
Leases In February 2016, the FASB issued an accounting standard update related to leases requiring lessees to recognize operating and financing lease liabilities on the balance sheet, as well as corresponding right-of-use assets. The new lease standard also makes some changes to lessor accounting and aligns key aspects of the lessor accounting model with the revenue recognition standard. In addition, disclosures will be required to enable users of financial statements to assess the amount, timing, and uncertainty of cash flows arising from leases. The accounting standard update will be effective for the Company beginning in the first quarter of fiscal 2020 on a modified retrospective basis, and early adoption is permitted. The Company is currently evaluating the impact of this accounting standard update on its Consolidated Financial Statements.
Share-Based Compensation In March 2016, the FASB issued an accounting standard update that impacts the accounting for share-based payment transactions, including income tax consequences, classification of awards as either equity or liabilities, and classification on the Consolidated Statements of Cash Flows. The accounting standard will be effective for the Company beginning the first quarter of fiscal 2018, and early adoption is permitted. The Company is currently evaluating the impact of this accounting standard update on its Consolidated Financial Statements.
Credit Losses of Financial Instruments In June 2016, the FASB issued an accounting standard update that requires measurement and recognition of expected credit losses for financial assets held based on historical experience, current conditions, and reasonable and supportable forecasts that affect the collectibility of the reported amount. The accounting standard update will be effective for the Company beginning in the first quarter of fiscal 2021 on a modified retrospective basis, and early adoption in fiscal 2020 is permitted. The Company is currently evaluating the impact of this accounting standard update on its Consolidated Financial Statements.
Classification of Cash Flow Elements In August 2016, the FASB issued an accounting standard update related to the classification of certain cash receipts and cash payments on the statement of cash flows. The accounting standard update will be effective for the Company beginning in the first quarter of fiscal 2019 on a retrospective basis, and early adoption is permitted. The Company is currently evaluating the impact of this accounting standard update on its Consolidated Statements of Cash Flows.
Income Taxes on Intra-Entity Transfers of Assets In October 2016, the FASB issued an accounting standard update that requires recognition of the income tax consequences of intra-entity transfers of assets (other than inventory) at the transaction date. The accounting standard update will be effective for the Company beginning in the first quarter of fiscal 2019 on a modified retrospective basis, and early adoption is permitted. The Company is currently evaluating the impact of this accounting standard update on its Consolidated Financial Statements.
Restricted Cash in Statement of Cash Flow In November 2016, the FASB issued an accounting standard update that provides guidance on the classification and presentation of changes in restricted cash and cash equivalents in the statement of cash flows. The accounting standard update will be effective for the Company beginning in the first quarter of fiscal 2019 using a retrospective transition method to each period presented, and early adoption is permitted. The Company does not expect that this accounting standard update will have a material impact on its Consolidated Statements of Cash Flows.
Definition of a Business In January 2017, the FASB issued an accounting standard update that clarifies the definition of a business to help companies evaluate whether acquisition or disposal transactions should be accounted for as asset groups or as businesses. The accounting standard update will be effective for the Company beginning in the first quarter of fiscal 2019 on a prospective basis. The impact of this accounting standard update will be facts and circumstances dependent, but the Company expects that in some situations transactions that were previously accounted for as business combinations or disposal transactions will be accounted for as asset purchases or asset sales under the accounting standard update.
Simplifying the Test for Goodwill Impairment In January 2017, the FASB issued an accounting standard update that removes Step 2 of the goodwill impairment test, which requires the assessment of fair value of individual assets and liabilities of a reporting unit to measure goodwill impairments. Goodwill impairment will now be the amount by which a reporting unit's carrying value exceeds its fair value. The accounting standard update will be effective for the Company beginning in the first quarter of fiscal 2021 on a prospective basis, and early adoption is permitted. The Company does not expect that this accounting standard update will impact its Consolidated Financial Statements.
CISCO SYSTEMS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
| |
3. | Acquisitions and Divestitures |
The Company completed three acquisitions during the six months ended January 28, 2017. A summary of the allocation of the total purchase consideration is presented as follows (in millions): |
| | | | | | | | | | | |
| Purchase Consideration | | Purchased Intangible Assets | | Goodwill |
CloudLock | $ | 249 |
| | $ | 36 |
| | $ | 213 |
|
Others (two in total) | 9 |
| | 5 |
| | 4 |
|
Total | $ | 258 |
| | $ | 41 |
| | $ | 217 |
|
On August 1, 2016, the Company completed its acquisition of privately held CloudLock Inc. ("CloudLock"), a provider of cloud security that specializes in cloud access security broker technology that provides enterprises with visibility and analytics around user behavior and sensitive data in cloud services. Revenue from the CloudLock acquisition has been included in the Company's Security product category.
The total purchase consideration related to the Company’s acquisitions completed during the six months ended January 28, 2017 consisted of cash consideration and vested share-based awards assumed. The total cash and cash equivalents acquired from these acquisitions was approximately $1 million. Total transaction costs related to the Company’s acquisition activities were $3 million and $14 million for the six months ended January 28, 2017 and January 23, 2016, respectively. These transaction costs were expensed as incurred in general and administrative expenses ("G&A") in the Consolidated Statements of Operations.
The Company’s purchase price allocation for acquisitions completed during recent periods is preliminary and subject to revision as additional information about fair value of assets and liabilities becomes available. Additional information that existed as of the acquisition date but at that time was unknown to the Company may become known to the Company during the remainder of the measurement period, a period not to exceed 12 months from the acquisition date. Adjustments in the purchase price allocation may require a recasting of the amounts allocated to goodwill retroactive to the period in which the acquisition occurred.
The goodwill generated from the Company’s acquisitions completed during the six months ended January 28, 2017 is primarily related to expected synergies. The goodwill is generally not deductible for income tax purposes.
The Consolidated Financial Statements include the operating results of each acquisition from the date of acquisition. Pro forma results of operations for the acquisitions completed during the six months ended January 28, 2017 have not been presented because the effects of the acquisitions, individually and in the aggregate, were not material to the Company’s financial results.
Pending Acquisition of AppDynamics On January 24, 2017, the Company announced its intent to acquire privately held AppDynamics, Inc. ("AppDynamics"), an application intelligence software company. AppDynamics's cloud application and business monitoring platform is designed to enable companies to improve application and business performance. Under the terms of the agreement, the Company will pay approximately $3.7 billion in cash and assumed equity awards to acquire AppDynamics. With the AppDynamics acquisition, the Company seeks to provide end-to-end visibility and intelligence from the customers' network through to the application. The acquisition is expected to close in the third quarter of fiscal 2017.
| |
4. | Goodwill and Purchased Intangible Assets |
The following table presents the goodwill allocated to the Company’s reportable segments as of and during the six months ended January 28, 2017 (in millions):
|
| | | | | | | | | | | | | | | |
| Balance at | | | | | | Balance at |
| July 30, 2016 | | Acquisitions | | Other | | January 28, 2017 |
Americas | $ | 16,529 |
| | $ | 132 |
| | $ | (16 | ) | | $ | 16,645 |
|
EMEA | 6,269 |
| | 62 |
| | (3 | ) | | 6,328 |
|
APJC | 3,827 |
| | 23 |
| | (1 | ) | | 3,849 |
|
Total | $ | 26,625 |
| | $ | 217 |
| | $ | (20 | ) | | $ | 26,822 |
|
“Other” in the table above primarily consists of foreign currency translation, as well as immaterial purchase accounting adjustments.
CISCO SYSTEMS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
| |
(b) | Purchased Intangible Assets |
The following table presents details of the Company’s intangible assets acquired through acquisitions completed during the six months ended January 28, 2017 (in millions, except years):
|
| | | | | | | | | | | | | | | | | | | | | | | | | |
| FINITE LIVES | | INDEFINITE LIVES | | TOTAL |
| TECHNOLOGY | | CUSTOMER RELATIONSHIPS | | OTHER | | IPR&D | |
| Weighted- Average Useful Life (in Years) | | Amount | | Weighted- Average Useful Life (in Years) | | Amount | | Weighted- Average Useful Life (in Years) | | Amount | | Amount | | Amount |
CloudLock | 6.0 | | $ | 32 |
| | 4.0 | | $ | 3 |
| | 1.5 | | $ | 1 |
| | $ | — |
| | $ | 36 |
|
Others (two in total) | 3.0 | | 5 |
| | 0.0 | | — |
| | 0.0 | | — |
| | — |
| | 5 |
|
Total | | | $ | 37 |
| | | | $ | 3 |
| | | | $ | 1 |
| | $ | — |
| | $ | 41 |
|
The following tables present details of the Company’s purchased intangible assets (in millions):
|
| | | | | | | | | | | | |
January 28, 2017 | | Gross | | Accumulated Amortization | | Net |
Purchased intangible assets with finite lives: | | | | | | |
Technology | | $ | 2,900 |
| | $ | (1,440 | ) | | $ | 1,460 |
|
Customer relationships | | 1,303 |
| | (846 | ) | | 457 |
|
Other | | 57 |
| | (25 | ) | | 32 |
|
Total purchased intangible assets with finite lives | | 4,260 |
| | (2,311 | ) | | 1,949 |
|
In-process research and development, with indefinite lives | | 168 |
| | — |
| | 168 |
|
Total | | $ | 4,428 |
| | $ | (2,311 | ) | | $ | 2,117 |
|
|
| | | | | | | | | | | | |
July 30, 2016 | | Gross | | Accumulated Amortization | | Net |
Purchased intangible assets with finite lives: | | | | | | |
Technology | | $ | 3,038 |
| | $ | (1,391 | ) | | $ | 1,647 |
|
Customer relationships | | 1,793 |
| | (1,203 | ) | | 590 |
|
Other | | 85 |
| | (43 | ) | | 42 |
|
Total purchased intangible assets with finite lives | | 4,916 |
| | (2,637 | ) | | 2,279 |
|
In-process research and development, with indefinite lives | | 222 |
| | — |
| | 222 |
|
Total | | $ | 5,138 |
| | $ | (2,637 | ) | | $ | 2,501 |
|
Purchased intangible assets include intangible assets acquired through acquisitions as well as through direct purchases or licenses.
Impairment charges related to purchased intangible assets for the three and six months ended January 28, 2017 were zero and $42 million, respectively. Impairment charges were primarily as a result of declines in estimated fair values of certain purchased intangible assets resulting from the reduction or elimination of expected future cash flows associated with certain of the Company’s technology and IPR&D intangible assets. Of these impairment charges, $38 million was recorded to restructuring and other charges in connection with the Company's decision to exit certain product lines, and the corresponding elimination of future associated cash flows. Impairment charges related to purchased intangible assets for the three and six months ended January 23, 2016 were $37 million.
CISCO SYSTEMS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
The following table presents the amortization of purchased intangible assets, including impairment charges (in millions):
|
| | | | | | | | | | | | | | | |
| Three Months Ended | | Six Months Ended |
| January 28, 2017 | | January 23, 2016 | | January 28, 2017 | | January 23, 2016 |
Amortization of purchased intangible assets: | | | | | | | |
Cost of sales | $ | 124 |
| | $ | 139 |
| | $ | 253 |
| | $ | 285 |
|
Operating expenses | | |
|
| | | | |
Amortization of purchased intangible assets | 64 |
| | 71 |
| | 142 |
| | 140 |
|
Restructuring and other charges | — |
| | — |
| | 38 |
| | — |
|
Total | $ | 188 |
| | $ | 210 |
| | $ | 433 |
| | $ | 425 |
|
The estimated future amortization expense of purchased intangible assets with finite lives as of January 28, 2017 is as follows (in millions):
|
| | | |
Fiscal Year | Amount |
2017 (remaining six months) | $ | 343 |
|
2018 | 591 |
|
2019 | 505 |
|
2020 | 292 |
|
2021 | 148 |
|
Thereafter | 70 |
|
Total | $ | 1,949 |
|
CISCO SYSTEMS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
| |
5. | Restructuring and Other Charges |
In August 2016, the Company announced a restructuring plan (the "Fiscal 2017 Plan") in order to reinvest in its key priority areas such as security, the Internet of Things (IoT), collaboration, next generation data center and cloud. In connection with this plan, the Company expects that up to 5,500 employees will be impacted, representing approximately 7% of its global workforce. The Company's aggregate pretax estimated charges pursuant to the restructuring plan are expected to be approximately $700 million, consisting primarily of severance and other one-time termination benefits, and other associated costs. These charges are primarily cash-based, and the Company expects the Fiscal 2017 Plan to be substantially completed by the end of fiscal 2017. The Company incurred charges of $133 million, and $95 million, net of a $1 million credit to cost of sales for the three months ended January 28, 2017 and January 23, 2016, respectively, and $544 million and $236 million, net of a $2 million credit to cost of sales for the six months ended January 28, 2017 and January 23, 2016, respectively.
In connection with a restructuring action announced in August 2014 (the “Fiscal 2015 Plan”), the Company incurred cumulative charges of approximately $756 million. The Company completed the Fiscal 2015 Plan in fiscal 2016.
The following tables summarize the activities related to the restructuring and other charges (in millions):
|
| | | | | | | | | | | | | | | | | | | | |
| | FISCAL 2015 AND PRIOR PLANS | | FISCAL 2017 PLAN | | |
| | Employee Severance | | Other | | Employee Severance | | Other | | Total |
Liability as of July 30, 2016 | | $ | 21 |
| | $ | 24 |
| | $ | — |
| | $ | — |
| | $ | 45 |
|
Charges | | — |
| | — |
| | 452 |
| | 92 |
| | 544 |
|
Cash payments | | (13 | ) | | (4 | ) | | (368 | ) | | (3 | ) | | (388 | ) |
Non-cash items | | (4 | ) | | (9 | ) | | (2 | ) | | (58 | ) | | (73 | ) |
Liability as of January 28, 2017 | | $ | 4 |
| | $ | 11 |
| | $ | 82 |
| | $ | 31 |
| | $ | 128 |
|
|
| | | | | | | | | | | | |
| | FISCAL 2015 AND PRIOR PLANS | | |
| | Employee Severance | | Other | | Total |
Liability as of July 25, 2015 | | $ | 60 |
| | $ | 29 |
| | $ | 89 |
|
Charges | | 206 |
| | 32 |
| | 238 |
|
Cash payments | | (187 | ) | | (10 | ) | | (197 | ) |
Non-cash items | | — |
| | (21 | ) | | (21 | ) |
Liability as of January 23, 2016 | | $ | 79 |
| | $ | 30 |
| | $ | 109 |
|
CISCO SYSTEMS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
The following tables provide details of selected balance sheet items (in millions):
|
| | | | | | | | |
| | January 28, 2017 | | July 30, 2016 |
Inventories: | | | | |
Raw materials | | $ | 149 |
| | $ | 91 |
|
Work in process | | 1 |
| | — |
|
Finished goods: | | | |
|
Distributor inventory and deferred cost of sales | | 422 |
| | 457 |
|
Manufactured finished goods | | 413 |
| | 415 |
|
Total finished goods | | 835 |
| | 872 |
|
Service-related spares | | 260 |
| | 236 |
|
Demonstration systems | | 19 |
| | 18 |
|
Total | | $ | 1,264 |
| | $ | 1,217 |
|
|
| | | | | | | | |
Property and equipment, net: | | | | |
Gross property and equipment: | | | | |
Land, buildings, and building and leasehold improvements | | $ | 4,800 |
| | $ | 4,778 |
|
Computer equipment and related software | | 1,301 |
| | 1,288 |
|
Production, engineering, and other equipment | | 5,680 |
| | 5,658 |
|
Operating lease assets | | 297 |
| | 296 |
|
Furniture and fixtures | | 560 |
| | 543 |
|
Total gross property and equipment | | 12,638 |
| | 12,563 |
|
Less: accumulated depreciation and amortization | | (9,216 | ) | | (9,057 | ) |
Total | | $ | 3,422 |
| | $ | 3,506 |
|
|
| | | | | | | | |
Deferred revenue: | | | | |
Service | | $ | 10,525 |
| | $ | 10,621 |
|
Product: | |
| | |
Deferred revenue related to recurring software and subscription businesses | | 3,997 |
| | 3,308 |
|
Deferred revenue related to two-tier distributors | | 401 |
| | 377 |
|
Other product deferred revenue | | 2,163 |
| | 2,166 |
|
Total product deferred revenue | | 6,561 |
| | 5,851 |
|
Total | | $ | 17,086 |
| | $ | 16,472 |
|
Reported as: | |
| | |
Current | | $ | 10,243 |
| | $ | 10,155 |
|
Noncurrent | | 6,843 |
| | 6,317 |
|
Total | | $ | 17,086 |
| | $ | 16,472 |
|
CISCO SYSTEMS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
| |
7. | Financing Receivables and Operating Leases |
Financing receivables primarily consist of lease receivables, loan receivables, and financed service contracts and other. Lease receivables represent sales-type and direct-financing leases resulting from the sale of the Company’s and complementary third-party products and are typically collateralized by a security interest in the underlying assets. Loan receivables represent financing arrangements related to the sale of the Company’s products and services, which may include additional funding for other costs associated with network installation and integration of the Company’s products and services. Lease receivables consist of arrangements with terms of four years on average, while loan receivables generally have terms of up to three years. The financed service contracts and other category includes financing receivables related to technical support and advanced services, software, and receivables related to financing of certain indirect costs associated with leases. Revenue related to the technical support services is typically deferred and included in deferred service revenue and is recognized ratably over the period during which the related services are to be performed, which typically ranges from one to three years.
A summary of the Company's financing receivables is presented as follows (in millions):
|
| | | | | | | | | | | | | | | |
January 28, 2017 | Lease Receivables | | Loan Receivables | | Financed Service Contracts and Other | | Total |
Gross | $ | 2,967 |
| | $ | 2,369 |
| | $ | 4,165 |
| | $ | 9,501 |
|
Residual value | 191 |
| | — |
| | — |
| | 191 |
|
Unearned income | (154 | ) | | — |
| | — |
| | (154 | ) |
Allowance for credit loss | (225 | ) | | (106 | ) | | (47 | ) | | (378 | ) |
Total, net | $ | 2,779 |
| | $ | 2,263 |
| | $ | 4,118 |
| | $ | 9,160 |
|
Reported as: | | | | | | | |
Current | $ | 1,419 |
| | $ | 1,040 |
| | $ | 2,037 |
| | $ | 4,496 |
|
Noncurrent | 1,360 |
| | 1,223 |
| | 2,081 |
| | 4,664 |
|
Total, net | $ | 2,779 |
| | $ | 2,263 |
| | $ | 4,118 |
| | $ | 9,160 |
|
|
| | | | | | | | | | | | | | | |
July 30, 2016 | Lease Receivables | | Loan Receivables | | Financed Service Contracts and Other | | Total |
Gross | $ | 3,272 |
| | $ | 2,135 |
| | $ | 3,370 |
| | $ | 8,777 |
|
Residual value | 202 |
| | — |
| | — |
| | 202 |
|
Unearned income | (174 | ) | | — |
| | — |
| | (174 | ) |
Allowance for credit loss | (230 | ) | | (97 | ) | | (48 | ) | | (375 | ) |
Total, net | $ | 3,070 |
| | $ | 2,038 |
| | $ | 3,322 |
| | $ | 8,430 |
|
Reported as: | | | | | | | |
Current | $ | 1,490 |
| | $ | 988 |
| | $ | 1,794 |
| | $ | 4,272 |
|
Noncurrent | 1,580 |
| | 1,050 |
| | 1,528 |
| | 4,158 |
|
Total, net | $ | 3,070 |
| | $ | 2,038 |
| | $ | 3,322 |
| | $ | 8,430 |
|
As of January 28, 2017 and July 30, 2016, the deferred service revenue related to "Financed Service Contracts and Other" was $1,922 million and $1,716 million, respectively.
Future minimum lease payments to the Company on lease receivables as of January 28, 2017 are summarized as follows (in millions):
|
| | | |
Fiscal Year | Amount |
2017 (remaining six months) | $ | 768 |
|
2018 | 1,141 |
|
2019 | 656 |
|
2020 | 300 |
|
2021 | 95 |
|
Thereafter | 7 |
|
Total | $ | 2,967 |
|
CISCO SYSTEMS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
Actual cash collections may differ from the contractual maturities due to early customer buyouts, refinancings, or defaults.
| |
(b) | Credit Quality of Financing Receivables |
Gross receivables, excluding residual value, less unearned income categorized by the Company’s internal credit risk rating as of January 28, 2017 and July 30, 2016 are summarized as follows (in millions): |
| | | | | | | | | | | | | | | |
| INTERNAL CREDIT RISK RATING |
January 28, 2017 | 1 to 4 | | 5 to 6 | | 7 and Higher | | Total |
Lease receivables | $ | 1,505 |
| | $ | 1,209 |
| | $ | 99 |
| | $ | 2,813 |
|
Loan receivables | 1,259 |
| | 934 |
| | 176 |
| | 2,369 |
|
Financed service contracts and other | 2,756 |
| | 1,355 |
| | 54 |
| | 4,165 |
|
Total | $ | 5,520 |
| | $ | 3,498 |
| | $ | 329 |
| | $ | 9,347 |
|
|
| | | | | | | | | | | | | | | |
| INTERNAL CREDIT RISK RATING |
July 30, 2016 | 1 to 4 | | 5 to 6 | | 7 and Higher | | Total |
Lease receivables | $ | 1,703 |
| | $ | 1,294 |
| | $ | 101 |
| | $ | 3,098 |
|
Loan receivables | 986 |
| | 967 |
| | 182 |
| | 2,135 |
|
Financed service contracts and other | 2,077 |
| | 1,271 |
| | 22 |
| | 3,370 |
|
Total | $ | 4,766 |
| | $ | 3,532 |
| | $ | 305 |
| | $ | 8,603 |
|
The Company determines the adequacy of its allowance for credit loss by assessing the risks and losses inherent in its financing receivables by portfolio segment. The portfolio segment is based on the types of financing offered by the Company to its customers, which consist of the following: lease receivables, loan receivables, and financed service contracts and other.
The Company’s internal credit risk ratings of 1 through 4 correspond to investment-grade ratings, while credit risk ratings of 5 and 6 correspond to non-investment grade ratings. Credit risk ratings of 7 and higher correspond to substandard ratings.
In circumstances when collectibility is not deemed reasonably assured, the associated revenue is deferred in accordance with the Company’s revenue recognition policies, and the related allowance for credit loss, if any, is included in deferred revenue. The Company also records deferred revenue associated with financing receivables when there are remaining performance obligations, as it does for financed service contracts. Total allowances for credit loss and deferred revenue as of January 28, 2017 and July 30, 2016 were $2,327 million and $2,112 million, respectively, and they were associated with total financing receivables before allowances for credit loss of $9,538 million and $8,805 million as of their respective period ends.
The following tables present the aging analysis of gross receivables, excluding residual value and less unearned income as of January 28, 2017 and July 30, 2016 (in millions):
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| DAYS PAST DUE (INCLUDES BILLED AND UNBILLED) | | | | | | | | |
January 28, 2017 | 31-60 | | 61-90 | | 91+ | | Total Past Due | | Current | | Total | | Nonaccrual Financing Receivables | | Impaired Financing Receivables |
Lease receivables | $ | 106 |
| | $ | 55 |
| | $ | 237 |
| | $ | 398 |
| | $ | 2,415 |
| | $ | 2,813 |
| | $ | 66 |
| | $ | 66 |
|
Loan receivables | 34 |
| | 24 |
| | 67 |
| | 125 |
| | 2,244 |
| | 2,369 |
| | 56 |
| | 56 |
|
Financed service contracts and other | 111 |
| | 225 |
| | 494 |
| | 830 |
| | 3,335 |
| | 4,165 |
| | 29 |
| | 9 |
|
Total | $ | 251 |
| | $ | 304 |
| | $ | 798 |
| | $ | 1,353 |
| | $ | 7,994 |
| | $ | 9,347 |
| | $ | 151 |
| | $ | 131 |
|
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| DAYS PAST DUE (INCLUDES BILLED AND UNBILLED) | | | | | | | | |
July 30, 2016 | 31-60 | | 61-90 | | 91+ | | Total Past Due | | Current | | Total | | Nonaccrual Financing Receivables | | Impaired Financing Receivables |
Lease receivables | $ | 111 |
| | $ | 25 |
| | $ | 251 |
| | $ | 387 |
| | $ | 2,711 |
| | $ | 3,098 |
| | $ | 60 |
| | $ | 60 |
|
Loan receivables | 30 |
| | 9 |
| | 37 |
| | 76 |
| | 2,059 |
| | 2,135 |
| | 42 |
| | 42 |
|
Financed service contracts and other | 213 |
| | 152 |
| | 565 |
| | 930 |
| | 2,440 |
| | 3,370 |
| | 30 |
| | 10 |
|
Total | $ | 354 |
| | $ | 186 |
| | $ | 853 |
| | $ | 1,393 |
| | $ | 7,210 |
| | $ | 8,603 |
| | $ | 132 |
| | $ | 112 |
|
CISCO SYSTEMS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
Past due financing receivables are those that are 31 days or more past due according to their contractual payment terms. The data in the preceding tables is presented by contract, and the aging classification of each contract is based on the oldest outstanding receivable, and therefore past due amounts also include unbilled and current receivables within the same contract. The balances of either unbilled or current financing receivables included in the category of 91 days plus past due for financing receivables were $444 million and $670 million as of January 28, 2017 and July 30, 2016, respectively.
As of January 28, 2017, the Company had financing receivables of $316 million, net of unbilled or current receivables, that were in the category of 91 days plus past due but remained on accrual status as they are well secured and in the process of collection. Such balance was $144 million as of July 30, 2016.
| |
(c) | Allowance for Credit Loss Rollforward |
The allowances for credit loss and the related financing receivables are summarized as follows (in millions):
|
| | | | | | | | | | | | | | | |
| CREDIT LOSS ALLOWANCES |
Three months ended January 28, 2017 | Lease Receivables | | Loan Receivables | | Financed Service Contracts and Other | | Total |
Allowance for credit loss as of October 29, 2016 | $ | 227 |
| | $ | 111 |
| | $ | 48 |
| | $ | 386 |
|
Provisions | 2 |
| | — |
| | (1 | ) | | 1 |
|
Recoveries (write-offs), net | (2 | ) | | (4 | ) | | — |
| | (6 | ) |
Foreign exchange and other | (2 | ) | | (1 | ) | | — |
| | (3 | ) |
Allowance for credit loss as of January 28, 2017 | $ | 225 |
| | $ | 106 |
| | $ | 47 |
| | $ | 378 |
|
|
| | | | | | | | | | | | | | | |
| CREDIT LOSS ALLOWANCES |
Six months ended January 28, 2017 | Lease Receivables | | Loan Receivables | | Financed Service Contracts and Other | | Total |
Allowance for credit loss as of July 30, 2016 | $ | 230 |
| | $ | 97 |
| | $ | 48 |
| | $ | 375 |
|
Provisions | (2 | ) | | 12 |
| | (1 | ) | | 9 |
|
Recoveries (write-offs), net | (2 | ) | | (4 | ) | | — |
| | (6 | ) |
Foreign exchange and other | (1 | ) | | 1 |
| | — |
| | — |
|
Allowance for credit loss as of January 28, 2017 | $ | 225 |
| | $ | 106 |
| | $ | 47 |
| | $ | 378 |
|
|
| | | | | | | | | | | | | | | |
| CREDIT LOSS ALLOWANCES |
Three months ended January 23, 2016 | Lease Receivables | | Loan Receivables | | Financed Service Contracts and Other | | Total |
Allowance for credit loss as of October 24, 2015 | $ | 255 |
| | $ | 90 |
| | $ | 33 |
| | $ | 378 |
|
Provisions | (4 | ) | | (10 | ) | | 5 |
| | (9 | ) |
Recoveries (write-offs), net | — |
| | — |
| | (1 | ) | | (1 | ) |
Foreign exchange and other | (3 | ) | | — |
| | — |
| | (3 | ) |
Allowance for credit loss as of January 23, 2016 | $ | 248 |
| | $ | 80 |
| | $ | 37 |
| | $ | 365 |
|
|
| | | | | | | | | | | | | | | |
| CREDIT LOSS ALLOWANCES |
Six months ended January 23, 2016 | Lease Receivables | | Loan Receivables | | Financed Service Contracts and Other | | Total |
Allowance for credit loss as of July 25, 2015 | $ | 259 |
| | $ | 87 |
| | $ | 36 |
| | $ | 382 |
|
Provisions | (4 | ) | | (6 | ) | | 5 |
| | (5 | ) |
Recoveries (write-offs), net | (4 | ) | | — |
| | (4 | ) | | (8 | ) |
Foreign exchange and other | (3 | ) | | (1 | ) | | — |
| | (4 | ) |
Allowance for credit loss as of January 23, 2016 | $ | 248 |
| | $ | 80 |
| | $ | 37 |
| | $ | 365 |
|
CISCO SYSTEMS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
The Company assesses the allowance for credit loss related to financing receivables on either an individual or a collective basis. The Company considers various factors in evaluating lease and loan receivables and the earned portion of financed service contracts for possible impairment on an individual basis. These factors include the Company’s historical experience, credit quality and age of the receivable balances, and economic conditions that may affect a customer’s ability to pay. When the evaluation indicates that it is probable that all amounts due pursuant to the contractual terms of the financing agreement, including scheduled interest payments, are unable to be collected, the financing receivable is considered impaired. All such outstanding amounts, including any accrued interest, will be assessed and fully reserved at the customer level. The Company’s internal credit risk ratings are categorized as 1 through 10, with the lowest credit risk rating representing the highest quality financing receivables.
Typically, the Company also considers receivables with a risk rating of 8 or higher to be impaired and will include them in the individual assessment for allowance. These balances, as of January 28, 2017 and July 30, 2016, are presented under “(b) Credit Quality of Financing Receivables” above.
The Company evaluates the remainder of its financing receivables portfolio for impairment on a collective basis and records an allowance for credit loss at the portfolio segment level. When evaluating the financing receivables on a collective basis, the Company uses expected default frequency rates published by a major third-party credit-rating agency as well as its own historical loss rate in the event of default, while also systematically giving effect to economic conditions, concentration of risk, and correlation.
The Company provides financing of certain equipment through operating leases, and the amounts are included in property and equipment in the Consolidated Balance Sheets. Amounts relating to equipment on operating lease assets and the associated accumulated depreciation are summarized as follows (in millions):
|
| | | | | | | |
| January 28, 2017 | | July 30, 2016 |
Operating lease assets | $ | 297 |
| | $ | 296 |
|
Accumulated depreciation | (169 | ) | | (161 | ) |
Operating lease assets, net | $ | 128 |
| | $ | 135 |
|
Minimum future rentals on noncancelable operating leases as of January 28, 2017 are summarized as follows (in millions):
|
| | | |
Fiscal Year | Amount |
2017 (remaining six months) | $ | 123 |
|
2018 | 168 |
|
2019 | 76 |
|
2020 | 14 |
|
2021 | 5 |
|
Thereafter | 2 |
|
Total | $ | 388 |
|
CISCO SYSTEMS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
| |
(a) | Summary of Available-for-Sale Investments |
The following tables summarize the Company’s available-for-sale investments (in millions): |
| | | | | | | | | | | | | | | |
January 28, 2017 | Amortized Cost | | Gross Unrealized Gains | | Gross Unrealized Losses | | Fair Value |
Fixed income securities: | | | | | | | |
U.S. government securities | $ | 22,910 |
| | $ | 4 |
| | $ | (82 | ) | | $ | 22,832 |
|
U.S. government agency securities | 2,401 |
| | 1 |
| | (5 | ) | | 2,397 |
|
Non-U.S. government and agency securities | 1,211 |
| | — |
| | (6 | ) | | 1,205 |
|
Corporate debt securities | 30,878 |
| | 85 |
| | (265 | ) | | 30,698 |
|
U.S. agency mortgage-backed securities | 2,031 |
| | 2 |
| | (27 | ) | | 2,006 |
|
Commercial paper | 195 |
| | — |
| | — |
| | 195 |
|
Total fixed income securities | 59,626 |
| | 92 |
| | (385 | ) | | 59,333 |
|
Publicly traded equity securities | 1,225 |
| | 463 |
| | (74 | ) | | 1,614 |
|
Total (1) | $ | 60,851 |
| | $ | 555 |
| | $ | (459 | ) | | $ | 60,947 |
|
|
| | | | | | | | | | | | | | | |
July 30, 2016 | Amortized Cost | | Gross Unrealized Gains | | Gross Unrealized Losses | | Fair Value |
Fixed income securities: | | | | | | | |
U.S. government securities | $ | 26,473 |
| | $ | 73 |
| | $ | (2 | ) | | $ | 26,544 |
|
U.S. government agency securities | 2,809 |
| | 8 |
| | — |
| | 2,817 |
|
Non-U.S. government and agency securities | 1,096 |
| | 4 |
| | — |
| | 1,100 |
|
Corporate debt securities | 24,044 |
| | 263 |
| | (15 | ) | | 24,292 |
|
U.S. agency mortgage-backed securities | 1,846 |
| | 22 |
| | — |
| | 1,868 |
|
Total fixed income securities | 56,268 |
| | 370 |
| | (17 | ) | | 56,621 |
|
Publicly traded equity securities | 1,211 |
| | 333 |
| | (40 | |