Item 15. Exhibits, Financial Statement Schedules
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Item 15. Exhibits, Financial Statement Schedules
Upon written request, we will provide, without charge, a copy of this annual report, including the Consolidated Financial Statements and financial statement schedule. All requests should be sent to:
Symantec Corporation
Attn: Investor Relations
350 Ellis Street
Mountain View, California 94043
650-527-8000
The following documents are filed as part of this report:
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
The Board of Directors and Stockholders
Symantec Corporation:
We have audited the accompanying consolidated balance sheets of Symantec Corporation and subsidiaries as of April 3, 2015 and March 28, 2014, and the related consolidated statements of income, comprehensive income, stockholders’ equity, and cash flows for each of the years in the three-year period ended April 3, 2015. We also have audited the internal control over financial reporting of Symantec Corporation as of April 3, 2015, based on criteria established in Internal Control – Integrated Framework (1992) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). The management of Symantec Corporation is responsible for these consolidated financial statements for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Report on Internal Control over Financial Reporting appearing under Item 9A.b). Our responsibility is to express an opinion on these consolidated financial statements and an opinion on the internal control over financial reporting of Symantec Corporation based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the consolidated financial statements included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Symantec Corporation and subsidiaries as of April 3, 2015 and March 28, 2014, and the results of their operations and their cash flows for each of the years in the three-year period ended April 3, 2015, in conformity with U.S. generally accepted accounting principles. Also in our opinion, Symantec Corporation maintained, in all material respects, effective internal control over financial reporting as of April 3, 2015, based on criteria established in Internal Control – Integrated Framework (1992) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
/s/ KPMG LLP
Santa Clara, California
May 22, 2015
SYMANTEC CORPORATION
CONSOLIDATED BALANCE SHEETS
| April 3, 2015 | March 28, 2014 | ||||||
| (In millions, except par value) | |||||||
| ASSETS | |||||||
| Current assets: | |||||||
| Cash and cash equivalents | $ | 2,874 | $ | 3,707 | |||
| Short-term investments | 1,017 | 377 | |||||
| Trade accounts receivable, net of allowance for doubtful accounts of $7 and $7, respectively | 993 | 1,007 | |||||
| Deferred income taxes | 152 | 142 | |||||
| Deferred commissions | 131 | 115 | |||||
| Other current assets | 255 | 304 | |||||
| Total current assets | 5,422 | 5,652 | |||||
| Property and equipment, net | 1,205 | 1,116 | |||||
| Intangible assets, net | 628 | 768 | |||||
| Goodwill | 5,847 | 5,858 | |||||
| Long-term deferred commissions | 26 | 21 | |||||
| Other long-term assets | 105 | 124 | |||||
| Total assets | $ | 13,233 | $ | 13,539 | |||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | |||||||
| Current liabilities: | |||||||
| Accounts payable | $ | 213 | $ | 282 | |||
| Accrued compensation and benefits | 398 | 365 | |||||
| Deferred revenue | 3,109 | 3,322 | |||||
| Current portion of long-term debt | 350 | — | |||||
| Other current liabilities | 383 | 337 | |||||
| Total current liabilities | 4,453 | 4,306 | |||||
| Long-term debt | 1,746 | 2,095 | |||||
| Long-term deferred revenue | 555 | 581 | |||||
| Long-term deferred tax liabilities | 308 | 425 | |||||
| Long-term income taxes payable | 134 | 252 | |||||
| Other long-term obligations | 102 | 83 | |||||
| Total liabilities | 7,298 | 7,742 | |||||
| Commitments and contingencies | |||||||
| Stockholders’ equity: | |||||||
| Common stock, $0.01 par value, 3,000 shares authorized; 898 and 909 shares issued; 684 and 695 shares outstanding, respectively | 7 | 7 | |||||
| Additional paid-in capital | 6,094 | 6,744 | |||||
| Accumulated other comprehensive income | 104 | 194 | |||||
| Accumulated deficit | (270 | ) | (1,148 | ) | |||
| Total stockholders’ equity | 5,935 | 5,797 | |||||
| Total liabilities and stockholders’ equity | $ | 13,233 | $ | 13,539 |
The accompanying Notes to Consolidated Financial Statements are an integral part of these statements.
SYMANTEC CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
| Year Ended | |||||||||||
| April 3, 2015 | March 28, 2014 | March 29, 2013 | |||||||||
| (In millions, except per share data) | |||||||||||
| Net revenue: | |||||||||||
| Content, subscription, and maintenance | $ | 5,749 | $ | 5,960 | $ | 6,021 | |||||
| License | 759 | 716 | 885 | ||||||||
| Total net revenue | 6,508 | 6,676 | 6,906 | ||||||||
| Cost of revenue: | |||||||||||
| Content, subscription, and maintenance | 988 | 1,008 | 1,017 | ||||||||
| License | 114 | 87 | 89 | ||||||||
| Amortization of intangible assets | 51 | 54 | 69 | ||||||||
| Total cost of revenue | 1,153 | 1,149 | 1,175 | ||||||||
| Gross profit | 5,355 | 5,527 | 5,731 | ||||||||
| Operating expenses: | |||||||||||
| Sales and marketing | 2,323 | 2,439 | 2,789 | ||||||||
| Research and development | 1,144 | 1,039 | 1,026 | ||||||||
| General and administrative | 379 | 446 | 447 | ||||||||
| Amortization of intangible assets | 108 | 156 | 286 | ||||||||
| Restructuring, separation, and transition | 252 | 264 | 77 | ||||||||
| Total operating expenses | 4,206 | 4,344 | 4,625 | ||||||||
| Operating income | 1,149 | 1,183 | 1,106 | ||||||||
| Interest income | 12 | 12 | 12 | ||||||||
| Interest expense | (79 | ) | (84 | ) | (139 | ) | |||||
| Other income, net | 11 | 45 | 27 | ||||||||
| Income before income taxes | 1,093 | 1,156 | 1,006 | ||||||||
| Provision for income taxes | 215 | 258 | 251 | ||||||||
| Net income | $ | 878 | $ | 898 | $ | 755 | |||||
| Net income per share: | |||||||||||
| Basic | $ | 1.27 | $ | 1.29 | $ | 1.08 | |||||
| Diluted | $ | 1.26 | $ | 1.28 | $ | 1.06 | |||||
| Weighted-average shares outstanding: | |||||||||||
| Basic | 689 | 696 | 701 | ||||||||
| Diluted | 696 | 704 | 711 | ||||||||
| Cash dividends declared per common share | $ | 0.60 | $ | 0.60 | $ | — |
The accompanying Notes to Consolidated Financial Statements are an integral part of these statements.
SYMANTEC CORPORATION
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
| Year Ended | |||||||||||
| April 3, 2015 | March 28, 2014 | March 29, 2013 | |||||||||
| (Dollars in millions) | |||||||||||
| Net income | $ | 878 | $ | 898 | $ | 755 | |||||
| Other comprehensive (loss) income, net of taxes: | |||||||||||
| Foreign currency translation adjustments: | |||||||||||
| Translation adjustments | (89 | ) | 1 | 5 | |||||||
| Reclassification adjustments for (gain) loss included in net income | (1 | ) | 4 | 2 | |||||||
| Net foreign currency translation adjustments | (90 | ) | 5 | 7 | |||||||
| Available-for-sale securities: | |||||||||||
| Unrealized gain on available-for-sale securities, net of taxes of $0, $1, and $11, respectively | — | 1 | 15 | ||||||||
| Reclassification adjustments for realized gain included in net income, net of taxes of $0, $(10), and $0, respectively | — | (14 | ) | — | |||||||
| Net (decrease) increase from available-for-sale securities | — | (13 | ) | 15 | |||||||
| Other comprehensive (loss) income, net of taxes | (90 | ) | (8 | ) | 22 | ||||||
| Comprehensive income | 788 | 890 | 777 | ||||||||
| Less: Comprehensive loss attributable to noncontrolling interest | — | — | (2 | ) | |||||||
| Comprehensive income attributable to Symantec Corporation stockholders | $ | 788 | $ | 890 | $ | 779 |
The accompanying Notes to Consolidated Financial Statements are an integral part of these statements.
SYMANTEC CORPORATION
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
| Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income | Accumulated Earnings (Deficit) | Total Symantec Corporation Stockholders’ Equity | Noncontrolling Interest in Subsidiary | Total Stockholders’ Equity | ||||||||||||||||||||||||
| Shares | Amount | |||||||||||||||||||||||||||||
| (In millions) | ||||||||||||||||||||||||||||||
| Balance as of March 30, 2012 | 724 | $ | 7 | $ | 7,773 | $ | 178 | $ | (2,799 | ) | $ | 5,159 | $ | 78 | $ | 5,237 | ||||||||||||||
| Net income | — | — | — | — | 755 | 755 | — | 755 | ||||||||||||||||||||||
| Other comprehensive income (loss) | — | — | — | 24 | — | 24 | (2 | ) | 22 | |||||||||||||||||||||
| Issuance of common stock under employee stock plans | 17 | — | 281 | — | — | 281 | — | 281 | ||||||||||||||||||||||
| Repurchases of common stock | (49 | ) | — | (826 | ) | — | — | (826 | ) | — | (826 | ) | ||||||||||||||||||
| Tax payments related to restricted stock units | 6 | — | (36 | ) | — | — | (36 | ) | — | (36 | ) | |||||||||||||||||||
| Stock-based compensation, net of estimated forfeitures | — | — | 165 | — | — | 165 | — | 165 | ||||||||||||||||||||||
| Income tax benefit from employee stock transactions | — | — | (11 | ) | — | — | (11 | ) | — | (11 | ) | |||||||||||||||||||
| Purchase of additional equity interest in subsidiary | — | — | (33 | ) | — | (2 | ) | (35 | ) | (76 | ) | (111 | ) | |||||||||||||||||
| Balance as of March 29, 2013 | 698 | 7 | 7,313 | 202 | (2,046 | ) | 5,476 | — | 5,476 | |||||||||||||||||||||
| Net income | — | — | — | — | 898 | 898 | — | 898 | ||||||||||||||||||||||
| Other comprehensive loss | — | — | — | (8 | ) | — | (8 | ) | (8 | ) | ||||||||||||||||||||
| Issuance of common stock under employee stock plans | 18 | — | 234 | — | — | 234 | — | 234 | ||||||||||||||||||||||
| Repurchases of common stock | (21 | ) | — | (500 | ) | — | — | (500 | ) | — | (500 | ) | ||||||||||||||||||
| Tax payments related to restricted stock units | — | — | (45 | ) | — | — | (45 | ) | — | (45 | ) | |||||||||||||||||||
| Dividends paid and accrued | — | — | (429 | ) | — | — | (429 | ) | — | (429 | ) | |||||||||||||||||||
| Stock-based compensation, net of estimated forfeitures | — | — | 157 | — | — | 157 | — | 157 | ||||||||||||||||||||||
| Income tax benefit from employee stock transactions | — | — | 14 | — | — | 14 | — | 14 | ||||||||||||||||||||||
| Balance as of March 28, 2014 | 695 | 7 | 6,744 | 194 | (1,148 | ) | 5,797 | — | 5,797 | |||||||||||||||||||||
| Net income | — | — | — | — | 878 | 878 | — | 878 | ||||||||||||||||||||||
| Other comprehensive loss | — | — | — | (90 | ) | — | (90 | ) | — | (90 | ) | |||||||||||||||||||
| Issuance of common stock under employee stock plans | 10 | — | 116 | — | — | 116 | — | 116 | ||||||||||||||||||||||
| Repurchases of common stock | (21 | ) | — | (500 | ) | — | — | (500 | ) | — | (500 | ) | ||||||||||||||||||
| Tax payments related to restricted stock units | — | — | (47 | ) | — | — | (47 | ) | — | (47 | ) | |||||||||||||||||||
| Dividends paid and accrued | — | — | (428 | ) | — | — | (428 | ) | — | (428 | ) | |||||||||||||||||||
| Stock-based compensation, net of estimated forfeitures | — | — | 198 | — | — | 198 | — | 198 | ||||||||||||||||||||||
| Income tax benefit from employee stock transactions | — | — | 11 | — | — | 11 | — | 11 | ||||||||||||||||||||||
| Balance as of April 3, 2015 | 684 | $ | 7 | $ | 6,094 | $ | 104 | $ | (270 | ) | $ | 5,935 | $ | — | $ | 5,935 |
The accompanying Notes to Consolidated Financial Statements are an integral part of these statements.
SYMANTEC CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
| Year Ended | |||||||||||
| April 3, 2015 | March 28, 2014 | March 29, 2013 | |||||||||
| (Dollars in millions) | |||||||||||
| OPERATING ACTIVITIES: | |||||||||||
| Net income | $ | 878 | $ | 898 | $ | 755 | |||||
| Adjustments to reconcile net income to net cash provided by operating activities: | |||||||||||
| Depreciation | 280 | 281 | 283 | ||||||||
| Amortization of intangible assets | 159 | 210 | 355 | ||||||||
| Amortization of debt issuance costs and discounts | 4 | 7 | 60 | ||||||||
| Stock-based compensation expense | 195 | 156 | 164 | ||||||||
| Deferred income taxes | (23 | ) | 47 | 31 | |||||||
| Excess income tax benefit from the exercise of stock options | (10 | ) | (17 | ) | (11 | ) | |||||
| Net gain from sale of short-term investments | — | (32 | ) | — | |||||||
| Other | 10 | 8 | 16 | ||||||||
| Net change in assets and liabilities, excluding effects of acquisitions: | |||||||||||
| Trade accounts receivable, net | (38 | ) | 30 | (107 | ) | ||||||
| Deferred commissions | (30 | ) | 26 | 17 | |||||||
| Accounts payable | (65 | ) | (75 | ) | 33 | ||||||
| Accrued compensation and benefits | 49 | (58 | ) | 12 | |||||||
| Deferred revenue | 19 | (223 | ) | 119 | |||||||
| Income taxes payable | (191 | ) | 7 | (31 | ) | ||||||
| Other assets | 22 | (11 | ) | (64 | ) | ||||||
| Other liabilities | 53 | 27 | (39 | ) | |||||||
| Net cash provided by operating activities | 1,312 | 1,281 | 1,593 | ||||||||
| INVESTING ACTIVITIES: | |||||||||||
| Purchases of property and equipment | (381 | ) | (260 | ) | (336 | ) | |||||
| Payments for acquisitions, net of cash acquired, and purchases of intangibles | (39 | ) | (17 | ) | (28 | ) | |||||
| Purchases of short-term investments | (1,758 | ) | (492 | ) | — | ||||||
| Proceeds from maturities of short-term investments | 681 | 117 | 45 | ||||||||
| Proceeds from sales of short-term investments | 343 | 69 | 1 | ||||||||
| Other | — | — | (1 | ) | |||||||
| Net cash used in investing activities | (1,154 | ) | (583 | ) | (319 | ) | |||||
| FINANCING ACTIVITIES: | |||||||||||
| Repayments of debt and other obligations | (21 | ) | (1,189 | ) | — | ||||||
| Proceeds from convertible note hedge | — | 189 | — | ||||||||
| Net proceeds from sales of common stock under employee stock benefit plans | 116 | 234 | 281 | ||||||||
| Excess income tax benefit from the exercise of stock options | 10 | 17 | 11 | ||||||||
| Tax payments related to restricted stock units | (47 | ) | (45 | ) | (36 | ) | |||||
| Dividends paid, net | (413 | ) | (418 | ) | — | ||||||
| Repurchases of common stock | (500 | ) | (500 | ) | (826 | ) | |||||
| Purchase of additional equity interest in subsidiary | — | — | (111 | ) | |||||||
| Proceeds from debt issuance, net of discount | — | — | 996 | ||||||||
| Debt issuance costs | — | — | (7 | ) | |||||||
| Proceeds from other financing, net | 44 | — | — | ||||||||
| Net cash (used in) provided by financing activities | (811 | ) | (1,712 | ) | 308 | ||||||
| Effect of exchange rate fluctuations on cash and cash equivalents | (180 | ) | 36 | (59 | ) | ||||||
| Change in cash and cash equivalents | (833 | ) | (978 | ) | 1,523 | ||||||
| Beginning cash and cash equivalents | 3,707 | 4,685 | 3,162 | ||||||||
| Ending cash and cash equivalents | $ | 2,874 | $ | 3,707 | $ | 4,685 | |||||
| Income taxes paid (net of refunds) | $ | 353 | $ | 224 | $ | 252 | |||||
| Interest expense paid | $ | 75 | $ | 79 | $ | 69 |
The accompanying Notes to Consolidated Financial Statements are an integral part of these statements.
SYMANTEC CORPORATION
Notes to Consolidated Financial Statements
Note 1. Summary of Significant Accounting Policies
Business
Symantec Corporation (“we,” “us,” “our,” and “the Company” refer to Symantec Corporation and all of its subsidiaries) is an information protection expert that helps people, businesses and governments seeking the freedom to unlock the opportunities technology brings – anytime, anywhere.
On October 9, 2014, we announced plans to separate our business into two independent publicly-traded companies: one focused on security and one focused on information management. The transaction is intended to take the form of a tax-free distribution to Symantec shareholders of all of the capital stock of our information management business. We expect to complete the legal separation on January 2, 2016, subject to market, regulatory and certain other conditions. John Gannon has been appointed as General Manager of the information management business, and Don Rath has been appointed as acting Chief Financial Officer. After the transaction, Michael Brown and Thomas Seifert will continue to lead Symantec as Chief Executive Officer and Chief Financial Officer, respectively. For additional separation cost information, see Note 6.
Principles of consolidation
The accompanying consolidated financial statements of Symantec Corporation and its wholly-owned subsidiaries are prepared in conformity with generally accepted accounting principles ("GAAP") in the United States ("U.S."). All significant intercompany accounts and transactions have been eliminated. Certain amounts in the 2014 and 2013 Consolidated Financial Statements within operating expenses have been reclassified to be comparable with classifications used in our 2015 Consolidated Financial Statements.
Fiscal calendar
We have a 52/53-week fiscal year ending on the Friday closest to March 31. Our fiscal 2015 was a 53-week year whereas our fiscal 2014 and 2013 were 52-week years.
Use of estimates
The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Estimates are based upon historical factors, current circumstances and the experience and judgment of management. Management evaluates its assumptions and estimates on an ongoing basis and may engage outside subject matter experts to assist in its valuations. Actual results could differ from those estimates. Significant items subject to such estimates and assumptions include those related to the allocation of revenue recognized and deferred amounts, valuation of goodwill, intangible assets and long-lived assets, valuation of stock-based compensation, contingencies and litigation, and the recognition and measurement of current and deferred income taxes (including the measurement of uncertain tax positions).
Segment reporting change
In fiscal 2015, we focused on managing our businesses as a portfolio and optimizing certain businesses for margin or growth. As a result, beginning from the second quarter of fiscal 2015, we modified our segment reporting structure to match our new operating structure and how our Chief Operating Decision Maker ("CODM") reviews the business and allocates resources. The CODM function is comprised of our Chief Executive Officer and Chief Financial Officer. Reclassifications of prior period segment information have been made to conform to the current period presentation. This change does not impact our previously reported Consolidated Financial Statements. See Note 9 for additional information on our segment reporting change.
Foreign currency
The functional currency of our foreign subsidiaries is generally the local foreign currency. Assets and liabilities denominated in non-functional currencies are remeasured into the functional currencies at current exchange rates, and the gains or losses from such remeasurement are recorded in other income, net. Assets and liabilities denominated in foreign currencies are translated using the exchange rate on the balance sheet dates. Revenues and expenses are translated using monthly average exchange rates prevailing during the year. The translation adjustments resulting from this process are included as a component of accumulated other comprehensive income. Deferred tax assets and liabilities are established on the cumulative translation adjustment attributable to unremitted foreign earnings that are not intended to be indefinitely reinvested. In the event of liquidation of a foreign subsidiary, the cumulative translation adjustment attributable to that foreign subsidiary is reclassified from accumulated other comprehensive income and included in other income, net. For fiscal 2015, the net foreign currency transaction loss was $3 million. For fiscal 2014 and 2013, the net foreign currency transaction losses were $6 million for each year. These net losses are included in other income, net, in our Consolidated Statements of Income.
Revenue recognition
We market and distribute our software products both as stand-alone products and as integrated product suites. We recognize revenue when 1) persuasive evidence of an arrangement exists, 2) delivery has occurred or services have been rendered, 3) fees are fixed or determinable and 4) collectability is probable. If we determine that any one of the four criteria is not met, we will defer recognition of revenue until all the criteria are met.
We derive revenue primarily from sales of content, subscriptions, and maintenance and licenses. We present revenue net of sales taxes and any similar assessments.
Content, subscription, and maintenance revenue includes arrangements for software maintenance and technical support for our products, content and subscription services primarily related to our security products, revenue from arrangements where vendor-specific objective evidence (“VSOE”) of the fair value of undelivered elements does not exist, arrangements for managed security services, and Software-as-a-Service (“SaaS”) offerings. These arrangements are generally offered to our customers over a specified period of time, and we recognize the related revenue ratably over the maintenance, subscription, or service period. We enter into perpetual software license agreements through direct sales to customers and indirect sales with distributors and resellers. The license agreements generally include product maintenance agreements, for which the related revenue is included with content, subscriptions, and maintenance and is deferred and recognized ratably over the period of the agreements.
Content, subscription, and maintenance revenue also includes professional services revenue, consisting primarily of the fees we earn related to consulting and educational services. We generally recognize revenue from professional services as the services are performed or upon written acceptance from customers, if applicable, assuming all other conditions for revenue recognition noted above have been met.
License revenue is derived primarily from the licensing of our various products and technology. We generally recognize license revenue upon delivery of the product, assuming all other conditions for revenue recognition noted above have been met. License revenue also includes appliance product revenue. We generally recognize appliance product revenue as each product is delivered, assuming all other conditions for revenue recognition noted above have been met.
For software arrangements that include multiple elements, including perpetual software licenses, maintenance, services, and packaged products with content updates and subscriptions, we allocate and defer revenue for the undelivered items based on VSOE of the fair value of the undelivered elements, and recognize the difference between the total arrangement fee and the amount deferred for the undelivered items as license revenue. VSOE of each element is based on historical evidence of our stand-alone sales of these elements to third parties or from the stated renewal rate for the undelivered elements. When VSOE does not exist for undelivered items, the entire arrangement fee is recognized ratably over the performance period. Our deferred revenue consists primarily of the unamortized balance of enterprise product maintenance, consumer product content updates, managed security services, subscriptions, and arrangements where VSOE does not exist for an undelivered element.
For arrangements that include both software and non-software elements, we allocate revenue to the software deliverables as a group and non-software deliverables based on their relative selling prices. In such circumstances, the accounting principles establish a hierarchy to determine the selling price used for allocating revenue to the deliverables as follows: (i) VSOE, (ii) third-party evidence of selling price (“TPE”) and (iii) the best estimate of the selling price (“ESP”). Our appliance products, SaaS and certain other services are considered to be non-software elements in our arrangements.
When we are unable to establish a selling price using VSOE or TPE, we use ESP in the allocation of arrangement consideration. The objective of ESP is to determine the price at which we would transact a sale if the product or service were sold on a stand-alone basis. The determination of ESP is made through consultation with and formal approval by our management, taking into consideration the go-to-market strategy, pricing factors, and historical transactions.
Indirect channel sales
We sell consumer packaged software products through a multi-tiered distribution channel. For consumer products that include content updates, we recognize revenue ratably over the term of the subscription upon sell-through to end-users, as the subscription period commences on the date of sale to the end-user. For most other consumer products, we recognize packaged product revenue on distributor and reseller channel inventory that is not in excess of specified inventory levels in these channels. We offer the right of return of our products under various policies and programs with our distributors, resellers, and end-user customers. We estimate and record reserves for product returns as an offset to revenue or deferred revenue. We fully reserve for obsolete products in the distribution channel as an offset to deferred revenue for products with content updates and to revenue for all other products.
For security and storage products, we generally recognize revenue from the licensing of software products through our indirect sales channel upon sell-through or with evidence of an end-user. For licensing of our software to Original Equipment Manufacturers (“OEMs”), royalty revenue is recognized when the OEM reports the sale of the software products to an end-user, generally on a quarterly basis. In addition to license royalties, some OEMs pay an annual flat fee and/or support royalties for
the right to sell maintenance and technical support to the end-user. We recognize revenue from OEM support royalties and fees ratably over the term of the support agreement.
We offer channel and end-user rebates for our products. Our estimated reserves for channel volume incentive rebates are based on distributors’ and resellers’ actual performance against the terms and conditions of volume incentive rebate programs, which are typically entered into quarterly. Our reserves for end-user rebates are estimated based on the terms and conditions of the promotional program, actual sales during the promotion, the amount of actual redemptions received, historical redemption trends by product and by type of promotional program, and the value of the rebate. We estimate and record reserves for channel and end-user rebates as an offset to revenue or deferred revenue. As of April 3, 2015 and March 28, 2014, we had reserves for rebates of $59 million and $68 million, respectively. For consumer products that include content updates, rebates are recorded as a ratable offset to revenue or deferred revenue over the term of the subscription.
Financial instruments
For assets and liabilities measured at fair value, such amounts are based on an expected exit price representing the amount that would be received on the sale of an asset or paid to transfer a liability, as the case may be, in an orderly transaction between market participants. As such, fair value may be based on assumptions that market participants would use in pricing an asset or liability. The authoritative guidance on fair value measurements establishes a consistent framework for measuring fair value on either a recurring or nonrecurring basis whereby inputs used in valuation techniques are assigned a hierarchical level.
The following methods were used to estimate the fair value of each class of financial instruments for which it is practicable to estimate that value:
Cash equivalents. We consider all highly liquid investments with an original maturity of three months or less at the time of purchase to be cash equivalents. Cash equivalents are carried at amounts that approximate fair value due to the short period of time to maturity.
Short-term investments. Short-term investments consist of investment and marketable equity securities that are classified as available-for-sale and recognized at fair value using Level 1 and Level 2 inputs, which are quoted using market prices, independent pricing vendors, or other sources, to determine the fair value. Unrealized gains and losses, net of tax, are included in accumulated other comprehensive income. We regularly review our investment portfolio to identify and evaluate investments that have indications of impairment. Factors considered in determining whether a loss is other-than-temporary include: the length of time and extent to which the fair value has been lower than the cost basis, the financial condition and near-term prospects of the investee, credit quality, likelihood of recovery, and our ability to hold the investment for a period of time sufficient to allow for any anticipated recovery in market value.
Debt. Our debt has included senior unsecured notes, convertible senior notes, and a revolving credit facility. Our senior unsecured notes are recorded at cost based upon par value at issuance less discounts. The discount associated with our senior unsecured notes represents the amount by which the face value exceeds the issuance price. The discount and issuance costs (recognized initially in the other long-term assets) are amortized using the effective interest rate method over the term of the debt as a non-cash charge to interest expense. Borrowings under our $1.0 billion senior unsecured revolving credit facility (“credit facility”) would be recognized at cost plus accrued interest based upon stated interest rates.
Trade accounts receivable
Trade accounts receivable are recorded at the invoiced amount and are not interest bearing. We maintain an allowance for doubtful accounts to reserve for potentially uncollectible trade receivables. Additions to the allowance for doubtful accounts are recorded as general and administrative expenses. We review our trade receivables by aging category to identify specific customers with known disputes or collectability issues. In addition, we maintain an allowance for all other receivables not included in the specific reserve by applying specific percentages of projected uncollectible receivables to the various aging categories. In determining these percentages, we analyze our historical collection experience and current economic trends. We exercise judgment when determining the adequacy of these reserves as we evaluate historical bad debt trends, general economic conditions in the U.S. and internationally, and changes in customer financial conditions. We also offset deferred revenue against accounts receivable when channel inventories are in excess of specified levels and for transactions where collection of a receivable is not considered probable.
The following table summarizes the allowances for doubtful accounts for the periods presented:
| April 3, 2015 | March 28, 2014 | March 29, 2013 | |||||||||
| (Dollars in millions) | |||||||||||
| Beginning balance | $ | 7 | $ | 5 | $ | 5 | |||||
| Provision for doubtful accounts | 7 | 6 | 3 | ||||||||
| Deductions, net | (7 | ) | (4 | ) | (3 | ) | |||||
| Ending balance | $ | 7 | $ | 7 | $ | 5 |
Property and equipment
Property, equipment, and leasehold improvements are stated at cost, net of accumulated depreciation. We capitalize costs incurred during the application development stage related to the development of internal use software and enterprise cloud computing services. We expense costs incurred related to the planning and post-implementation phases of development as incurred. Depreciation is provided on a straight-line basis over the estimated useful lives. Estimated useful lives for financial reporting purposes are as follows: buildings, 20 to 30 years; leasehold improvements, the lesser of the life of the improvement or the initial lease term; computer hardware and software, and office furniture and equipment, 3 to 5 years.
The following table summarizes property and equipment, net of accumulated depreciation by categories for the periods presented:
| April 3, 2015 | March 28, 2014 | ||||||
| (Dollars in millions) | |||||||
| Land | $ | 79 | $ | 79 | |||
| Computer hardware and software | 1,188 | 1,797 | |||||
| Office furniture and equipment | 102 | 140 | |||||
| Buildings | 542 | 539 | |||||
| Leasehold improvements | 288 | 356 | |||||
| Construction in progress | 80 | 28 | |||||
| 2,279 | 2,939 | ||||||
| Accumulated depreciation | (1,074 | ) | (1,823 | ) | |||
| Property and equipment, net | $ | 1,205 | $ | 1,116 |
Depreciation expense was $280 million, $281 million, and $283 million in fiscal 2015, 2014, and 2013, respectively.
Business combinations
We use the acquisition method of accounting under the authoritative guidance on business combinations. Each acquired company’s operating results are included in our consolidated financial statements starting on the date of acquisition. The purchase price is equivalent to the fair value of consideration transferred. Tangible and identifiable intangible assets acquired and liabilities assumed as of the date of acquisition are recorded at their estimated fair values at acquisition date. Goodwill is recognized for the excess of purchase price over the net fair value of assets acquired and liabilities assumed.
Goodwill and intangible assets
Goodwill. Goodwill represents the excess of the purchase price of the acquisition over the net fair value of assets acquired and liabilities assumed. We assign goodwill to our reporting units based on the relative fair value at acquisition date. We review goodwill for impairment for each reporting unit on an annual basis during the fourth quarter of the fiscal year or more frequently if facts and circumstances warrant. During the annual impairment reviews in fiscal 2015, 2014 and 2013, we evaluated qualitative factors to assess the likelihood of impairment and determined that were no indicators of significant risk of goodwill impairment. Consequently, we did not recognize any goodwill impairment charges in fiscal 2015, 2014 or 2013.
Intangible assets. In connection with our acquisitions, we generally recognize assets for customer relationships, developed technology, finite-lived trade names, patents, and indefinite-lived trade names. Finite-lived intangible assets are carried at cost less accumulated amortization. Such amortization is provided on a straight-line basis over the estimated useful lives of the respective assets, generally from 1 to 11 years. Amortization for developed technology is recognized in cost of revenue. Amortization for customer relationships and certain trade names is recognized in operating expenses. Indefinite-lived intangible assets are not subject to amortization but instead tested for impairment annually or more frequently if events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of indefinite-lived intangible assets is measured by the comparison of the carrying amount of the asset to the discounted future cash flows of the
asset is expected to generate. If the carrying amount of the asset exceeds its discounted future cash flows, an impairment loss is recognized for the difference between the asset’s carrying amount and fair value.
Restructuring
Restructuring actions generally include significant actions involving employee-related severance charges and contract termination costs. Employee-related severance charges are largely based upon substantive severance plans, while some are mandated requirements in certain foreign jurisdictions. These charges are reflected in the period when both the actions are probable and the amounts are estimable. Separation and other related costs include advisory, consulting and other costs incurred in connection with the separation of our information management business. Contract termination costs for leased facilities primarily reflect costs that will continue to be incurred under the contract for its remaining term without economic benefit to the Company. These charges are reflected in the period when the facility ceases to be used.
Income taxes
The provision for income taxes is computed using the asset and liability method, under which deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax bases of assets and liabilities, and for operating loss and tax credit carryforwards in each jurisdiction in which we operate. Deferred tax assets and liabilities are measured using the currently enacted tax rates that apply to taxable income in effect for the years in which those tax assets are expected to be realized or settled. We record a valuation allowance to reduce deferred tax assets to the amount that is believed more likely than not to be realized.
We are required to compute our income taxes in each federal, state, and international jurisdiction in which we operate. This process requires that we estimate the current tax exposure as well as assess temporary differences between the accounting and tax treatment of assets and liabilities, including items such as accruals and allowances not currently deductible for tax purposes. The income tax effects of the differences we identify are classified as current or long-term deferred tax assets and liabilities in our Consolidated Balance Sheets. Our judgments, assumptions, and estimates relative to the current provision for income tax take into account current tax laws, our interpretation of current tax laws, and possible outcomes of current and future audits conducted by foreign and domestic tax authorities. Changes in tax laws or our interpretation of tax laws and the resolution of current and future tax audits could significantly impact the amounts provided for income taxes in our Consolidated Balance Sheets and Consolidated Statements of Income. We must also assess the likelihood that deferred tax assets will be realized from future taxable income and, based on this assessment, establish a valuation allowance, if required. Our determination of our valuation allowance is based upon a number of assumptions, judgments, and estimates, including forecasted earnings, future taxable income, and the relative proportions of revenue and income before taxes in the various domestic and international jurisdictions in which we operate. To the extent we establish a valuation allowance or change the valuation allowance in a period, we reflect the change with a corresponding increase or decrease to our tax provision in our Consolidated Statements of Income.
We apply the authoritative guidance on income taxes that prescribes a minimum recognition threshold a tax position is required to meet before being recognized in the consolidated financial statements. It also provides guidance on derecognition, measurement, classification, interest and penalties, accounting in interim periods, disclosure and transition.
This guidance prescribes a two-step process to determine the amount of tax benefit to be recognized. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step requires us to estimate and measure the tax benefit as the largest amount that is more than 50% likely to be realized upon ultimate settlement. It is inherently difficult and subjective to estimate such amounts, as this requires us to determine the probability of various possible outcomes. We reevaluate these uncertain tax positions on a quarterly basis. This evaluation is based on factors including, but not limited to, changes in facts or circumstances, changes in tax law, effectively settled issues under audit, and new audit activity. Such a change in recognition or measurement would result in the recognition of a tax benefit or an additional charge to the tax provision in the period.
Stock-based compensation
Stock-based compensation expense is measured at the grant date based on the fair value of the award and is generally recognized ratably on a straight-line basis over the requisite service period, which is generally the vesting period of the respective award. No compensation cost is ultimately recognized for awards for which employees do not render the requisite service and are forfeited. As a result, judgment is required in estimating the amount of stock-based awards that are expected to be forfeited. Although we estimate forfeitures based on historical experience, actual forfeitures may differ. If actual results differ significantly from these estimates, stock-based compensation expense and our results of operations could be materially impacted when we record an adjustment for the difference in the period that the awards vest or are forfeited.
Fair value of stock-based awards. Stock-based awards principally consist of restricted stock units (“RSU”). The fair value of each RSU is equal to the market value of Symantec’s common stock on the date of grant. Because the Company’s RSUs include dividend-equivalent rights, the fair values are not discounted by the dividend yield.
Changes in the valuation assumptions and our related estimates may change the fair value for stock-based compensation and the related expense recognized. There have not been any material changes to our stock-based compensation expense due to changes in our valuation assumptions.
Concentrations of credit risk
A significant portion of our revenue and net income is derived from international sales and independent agents and distributors. Fluctuations of the U.S. dollar against foreign currencies, changes in local regulatory or economic conditions, piracy, or nonperformance by independent agents or distributors could adversely affect operating results.
Financial instruments that potentially subject us to concentrations of credit risk consist principally of cash and cash equivalents, short-term investments, and trade accounts receivable. Our investment policy limits the amount of credit risk exposure to any one issuer and to any one country. We are exposed to credit risks in the event of default by the issuers to the extent of the amount recorded in our Consolidated Balance Sheets. The credit risk in our trade accounts receivable is substantially mitigated by our credit evaluation process, reasonably short collection terms, and the geographical dispersion of sales transactions. We maintain reserves for potential credit losses and such losses have been within management’s expectations. See Note 9 for details of significant customers.
Advertising and other promotional costs
Advertising and other promotional costs are charged to operations as incurred and included in operating expenses. These costs totaled $330 million, $451 million, and $594 million for fiscal 2015, 2014, and 2013, respectively.
Contingencies
We evaluate contingent liabilities including threatened or pending litigation in accordance with the authoritative guidance on contingencies. We assess the likelihood of any adverse judgments or outcomes from potential claims or proceedings, as well as potential ranges of probable losses, when the outcomes of the claims or proceedings are probable and reasonably estimable. A determination of the amount of accrued liabilities required, if any, for these contingencies is made after the analysis of each separate matter. Because of uncertainties related to these matters, we base our estimates on the information available at the time of our assessment. As additional information becomes available, we reassess the potential liability related to our pending claims and litigation and may revise our estimates. Any revisions in the estimates of potential liabilities could have a material impact on our operating results and financial position.
Sales Commissions
Sales commissions that are incremental and directly related to customer sales contracts in which revenue is deferred are accrued and capitalized upon execution of a non-cancelable customer contract, and subsequently expensed over the term of such contract in proportion to the related future revenue streams. For commission costs where revenue is recognized, the related commission costs are recorded in the period of revenue recognition.
Recently issued authoritative guidance
On April 10, 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2014-08, Presentation of Financial Statements and Property, Plant and Equipment, that provides new guidance related to reporting discontinued operations. This new standard raises the threshold for a disposal to qualify as a discontinued operation and requires new disclosures of both discontinued operations and certain other disposals that do not meet the definition of a discontinued operation. The new standard is effective for the Company April 4, 2015, and will apply to the treatment of the planned separation of our information management business that is expected to occur on January 2, 2016. Early adoption is permitted but only for disposals that have not been reported in financial statements previously issued. We do not expect that this standard will have a material impact on our Consolidated Financial Statements and related disclosures.
On May 28, 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers, that requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers, and will replace most existing revenue recognition guidance in U.S. GAAP. The new standard is effective for the Company April 1, 2017. The standard permits the use of either the retrospective or cumulative effect transition method. On April 29, 2015, the FASB proposed a one year deferral in the effective date of the new standard. We are evaluating the effect that the standard will have on our Consolidated Financial Statements and related disclosures. We have not yet selected a transition method nor have we determined the effect of the standard on our ongoing financial reporting.
On April 7, 2015, the FASB issued Accounting Standards Update No. 2015-03, Interest-Imputation of Interest, which requires debt issuance costs to be presented as a direct deduction from the carrying amount of the related liability. The new standard is effective for the Company April 2, 2016. Early adoption is permitted and we expect to adopt the standard in the
fiscal period beginning April 4, 2015. We do not expect that this standard will have a material impact on our Consolidated Financial Statements and related disclosures.
There was no other recently issued authoritative guidance that is expected to have a material impact to our Consolidated Financial Statements through the reporting date.
Note 2. Fair Value Measurements
For assets and liabilities measured at fair value, such amounts are based on an expected exit price representing the amount that would be received on the sale of an asset or paid to transfer a liability, as the case may be, in an orderly transaction between market participants. As such, fair value may be based on assumptions that market participants would use in pricing an asset or liability. The authoritative guidance on fair value measurements establishes a consistent framework for measuring fair value on either a recurring or nonrecurring basis whereby inputs, used in valuation techniques, are assigned a hierarchical level. The following are the hierarchical levels of inputs to measure fair value:
| • | Level 1: Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. |
| • | Level 2: Observable inputs that reflect quoted prices for identical assets or liabilities in markets that are not active; quoted prices for similar assets or liabilities in active markets; inputs other than quoted prices that are observable for the assets or liabilities; or inputs that are derived principally from or corroborated by observable market data by correlation or other means. |
| • | Level 3: Unobservable inputs reflecting our own assumptions incorporated in valuation techniques used to determine fair value. These assumptions are required to be consistent with market participant assumptions that are reasonably available. |
Assets measured and recorded at fair value on a recurring basis
Cash equivalents. Cash equivalents consist primarily of money market funds with original maturities of three months or less at the time of purchase, and the carrying amount is a reasonable estimate of fair value.
Short-term investments. Short-term investments consist of investment and marketable equity securities with original maturities greater than three months. Investment securities are priced using inputs such as actual trade data, benchmark yields, broker/dealer quotes, and other similar data, which are obtained from quoted market prices, independent pricing vendors, or other sources, to determine the fair value of these assets. Marketable equity securities are recorded at fair value using quoted prices in active markets for identical assets.
There have been no transfers between fair value measurement levels during fiscal 2015. The following table summarizes our assets measured at fair value on a recurring basis, by level, within the fair value hierarchy:
| April 3, 2015 | March 28, 2014 | ||||||||||||||||||||||
| Fair value | Cash and cash equivalents | Short-term investments | Fair value | Cash and cash equivalents | Short-term investments | ||||||||||||||||||
| (Dollars in millions) | |||||||||||||||||||||||
| Cash | $ | 807 | $ | 807 | $ | — | $ | 922 | $ | 922 | $ | — | |||||||||||
| Non-negotiable certificates of deposit | 296 | 260 | 36 | 405 | 365 | 40 | |||||||||||||||||
| Level 1 | |||||||||||||||||||||||
| Money market | 1,725 | 1,725 | — | 2,380 | 2,380 | — | |||||||||||||||||
| U.S. government securities | 284 | — | 284 | 95 | — | 95 | |||||||||||||||||
| Marketable equity securities | 5 | — | 5 | 6 | — | 6 | |||||||||||||||||
| 2,014 | 1,725 | 289 | 2,481 | 2,380 | 101 | ||||||||||||||||||
| Level 2 | |||||||||||||||||||||||
| Corporate bonds | 166 | — | 166 | 123 | 3 | 120 | |||||||||||||||||
| U.S. agency securities | 68 | — | 68 | 45 | — | 45 | |||||||||||||||||
| Commercial paper | 333 | 82 | 251 | 56 | 32 | 24 | |||||||||||||||||
| Negotiable certificates of deposit | 184 | — | 184 | — | — | — | |||||||||||||||||
| International government securities | 23 | — | 23 | 52 | 5 | 47 | |||||||||||||||||
| 774 | 82 | 692 | 276 | 40 | 236 | ||||||||||||||||||
| Total | $ | 3,891 | $ | 2,874 | $ | 1,017 | $ | 4,084 | $ | 3,707 | $ | 377 |
Fair Value of Debt
As of April 3, 2015 and March 28, 2014, the fair value of our current and long-term debt was $2.2 billion based on Level 2 inputs.
Note 3. Goodwill and Intangible Assets
During fiscal 2015, 2014, and 2013 we completed business acquisitions primarily to enhance our technology portfolio for aggregate cash consideration, net of cash acquired, of $19 million, $17 million, and $28 million, respectively. The results of operations related to these acquisitions have been included in our consolidated statements of income from the acquisition date. Pro forma results of operations have not been presented because the acquisitions were not material to our results of operations.
We also acquired rights to certain technology for $20 million in an asset acquisition during the third quarter of fiscal 2015. The total amount assigned to acquired finite-lived intangible assets from fiscal 2015 acquisitions was $27 million. This cost was assigned to developed technology and is being amortized to cost of revenue on a straight-line basis over the weighted-average useful life of 3.5 years. Goodwill related to the business acquisitions is summarized in the following table.
Goodwill
The changes in the carrying amount of goodwill are as follows:
| Consumer Security | Enterprise Security | Information Management | Total | ||||||||||||
| (Dollars in millions) | |||||||||||||||
| Net balance as of March 29, 2013 | $ | 1,233 | $ | 1,901 | $ | 2,707 | $ | 5,841 | |||||||
| Acquisitions | — | 16 | — | 16 | |||||||||||
| Translation adjustments | — | 1 | — | 1 | |||||||||||
| Net balance as of March 28, 2014 | $ | 1,233 | $ | 1,918 | $ | 2,707 | $ | 5,858 | |||||||
| Acquisitions | — | 11 | — | 11 | |||||||||||
| Translation adjustments | (3 | ) | (13 | ) | (6 | ) | (22 | ) | |||||||
| Net balance as of April 3, 2015 | $ | 1,230 | $ | 1,916 | $ | 2,701 | $ | 5,847 |
Effective in the second quarter of fiscal 2015, we evaluated our segment reporting structure and modified the reporting to match our new operating structure. Our reporting units for goodwill are the same as our reportable operating segments, and the net goodwill balance has been allocated to the reporting units based on their relative fair value. See Note 9 of these Consolidated Financial Statements for information regarding the changes related to segment information.
As a result of the change in our segments, we assessed goodwill for impairment immediately prior to the changes to the new reporting units and determined that the estimated fair value of our reporting units exceeded their respective carrying amount including goodwill. Based on the results of our impairment analysis, we do not believe that impairment existed as of the date of the change in our segments.
Intangible assets, net
| April 3, 2015 | March 28, 2014 | ||||||||||||||||||||||
| Gross Carrying Amount | Accumulated Amortization | Net Carrying Amount | Gross Carrying Amount | Accumulated Amortization | Net Carrying Amount | ||||||||||||||||||
| (Dollars in millions) | |||||||||||||||||||||||
| Customer relationships | $ | 730 | $ | (536 | ) | $ | 194 | $ | 766 | $ | (469 | ) | $ | 297 | |||||||||
| Developed technology | 296 | (172 | ) | 124 | 287 | (142 | ) | 145 | |||||||||||||||
| Finite-lived trade names | 125 | (117 | ) | 8 | 125 | (103 | ) | 22 | |||||||||||||||
| Patents | 21 | (16 | ) | 5 | 21 | (14 | ) | 7 | |||||||||||||||
| Total finite-lived intangible assets | 1,172 | (841 | ) | 331 | 1,199 | (728 | ) | 471 | |||||||||||||||
| Indefinite-lived trade names | 297 | — | 297 | 297 | — | 297 | |||||||||||||||||
| Total | $ | 1,469 | $ | (841 | ) | $ | 628 | $ | 1,496 | $ | (728 | ) | $ | 768 |
As of April 3, 2015, future amortization expense related to intangible assets that have finite lives is as follows by fiscal year:
| April 3, 2015 | ||||
| (Dollars in millions) | ||||
| 2016 | $ | 112 | ||
| 2017 | 93 | |||
| 2018 | 70 | |||
| 2019 | 37 | |||
| 2020 | 15 | |||
| Thereafter | 4 | |||
| Total | $ | 331 |
Note 4. Supplemental Financial Information
Dividends
During fiscal 2015, we declared and paid aggregate cash dividends of $413 million or $0.60 per common share. During fiscal 2014, we declared and paid aggregate cash dividends of $418 million or $0.60 per common share. Each quarterly dividend was recorded as a reduction to additional paid-in capital. Our restricted stock and performance-based stock units have dividend equivalent rights entitling holders to dividend equivalents to be paid in the form of cash upon vesting, for each share of the underlying units. No dividends or dividend equivalents were paid in any periods prior to fiscal 2014.
On May 14, 2015, we declared a cash dividend of $0.15 per share of common stock to be paid on June 24, 2015 to all stockholders of record as of the close of business on June 10, 2015. All shares of common stock issued and outstanding, and unvested restricted stock and performance-based stock, as of the record date will be entitled to the dividend and dividend equivalents, respectively. Any future dividends and dividend equivalents will be subject to the approval of our Board of Directors.
Changes in Accumulated Other Comprehensive Income by Component
Components of accumulated other comprehensive income, on a net of tax basis, were as follows:
| Foreign Currency Translation Adjustments | Unrealized Gain On Available-For-Sale Securities | Total | |||||||||
| (Dollars in millions) | |||||||||||
| Balance as of March 28, 2014 | $ | 191 | $ | 3 | $ | 194 | |||||
| Other comprehensive income before reclassifications | (89 | ) | — | (89 | ) | ||||||
| Amounts reclassified from accumulated other comprehensive income | (1 | ) | — | (1 | ) | ||||||
| Balance as of April 3, 2015 | $ | 101 | $ | 3 | $ | 104 |
In fiscal 2015, we reclassified $1 million of realized gain on foreign currency translation adjustments from accumulated other comprehensive income to other income, net in our Consolidated Statements of Income.
Note 5. Debt
The following table summarizes components of our debt:
| April 3, 2015 | March 28, 2014 | ||||||||||||
| Amount | Effective Interest Rate | Amount | Effective Interest Rate | ||||||||||
| (Dollars in millions) | |||||||||||||
| Senior Notes | |||||||||||||
| 2.75% due September 15, 2015 | $ | 350 | 2.76 | % | $ | 350 | 2.76 | % | |||||
| 2.75% due June 15, 2017 | 600 | 2.79 | % | 600 | 2.79 | % | |||||||
| 4.20% due September 15, 2020 | 750 | 4.25 | % | 750 | 4.25 | % | |||||||
| 3.95% due June 15, 2022 | 400 | 4.05 | % | 400 | 4.05 | % | |||||||
| Total principal amount | $ | 2,100 | $ | 2,100 | |||||||||
| Less: unamortized discount | (4 | ) | (5 | ) | |||||||||
| Total debt | $ | 2,096 | $ | 2,095 | |||||||||
| Less: current portion | (350 | ) | — | ||||||||||
| Total long-term portion | $ | 1,746 | $ | 2,095 |
The future maturities of debt by fiscal year are as follows:
| April 3, 2015 | ||||
| (Dollars in millions) | ||||
| 2016 | $ | 350 | ||
| 2017 | — | |||
| 2018 | 600 | |||
| 2019 | — | |||
| 2020 | — | |||
| Thereafter | 1,150 | |||
| Total | $ | 2,100 |
Senior Notes
In fiscal 2013, we issued $1.0 billion of Senior Notes consisting of the 3.95% Senior Notes due in 2022 and the 2.75% Senior Notes due in 2017. We received proceeds of $996 million, net of an issuance discount. We also incurred issuance costs of $6 million in fiscal 2013. In fiscal 2011, we issued $1.1 billion of Senior Notes consisting of the 4.20% Senior Notes due in 2020 and 2.75% Senior Notes due in 2015. We collectively refer to such debt as our Senior Notes.
Our Senior Notes are senior unsecured obligations that rank equally in right of payment with all of our existing and future unsecured, unsubordinated obligations and are redeemable by us at any time, subject to a “make-whole” premium. Interest on our Senior Notes is payable semiannually. Both the discount and issuance costs are being amortized as incremental interest expense over the respective terms of the Senior Notes. Contractual interest expense totaled $73 million, $73 million, and $67 million in fiscal years 2015, 2014, and 2013, respectively.
Convertible Senior Notes
In fiscal 2014, the principal balance of our 1.00% Convertible Senior Notes issued in fiscal 2007 matured and was settled by a cash payment of $1.0 billion, along with the $5 million semiannual interest payment. In addition, we elected to pay the conversion value above par value in cash in the amount of $189 million. Concurrently with the payment of the conversion value, we received $189 million from the note hedge we entered into at the time of issuance of the 1.00% notes.
At the time of issuance of the 1.00% notes, we granted warrants to affiliates of certain initial purchasers of the notes whereby they had the option to purchase up to 52.7 million shares of our common stock at a price of $27.1330 per share. All the warrants expired unexercised on various dates during the second quarter of fiscal 2014 and there was no dilutive impact from the warrants on our earnings per share for fiscal 2014.
Interest on our 1.00% notes was payable semiannually. Contractual interest expense was $0 million, $2 million, and $10 million in fiscal 2015, 2014 and 2013, respectively. Amortization of the debt discount was $0 million, $3 million and $55 million in fiscal 2015, 2014 and 2013, respectively.
Revolving credit facility
In fiscal 2011, we entered into a $1.0 billion senior unsecured revolving credit facility, which was amended in fiscal 2013. The amendment extended the term of the credit facility to June 7, 2017 and revolving loans under the credit facility will bear interest, at our option, either at a rate equal to a) LIBOR plus a margin based on debt ratings, as defined in the credit facility agreement or b) the bank’s base rate plus a margin based on debt ratings, as defined in the credit facility agreement. Under the terms of this credit facility, we must comply with certain financial and non-financial covenants, including a covenant to maintain a specified ratio of debt to EBITDA (earnings before interest, taxes, depreciation and amortization). As of April 3, 2015 and March 28, 2014, we were in compliance with the required covenants, and no amounts were outstanding.
Note 6. Restructuring, Separation, and Transition
Our restructuring, separation, and transition costs and liabilities consist primarily of severance, facilities, separation, transition and other related costs. Severance costs generally include severance payments, outplacement services, health insurance coverage, and legal costs. Facilities costs generally include rent expense and lease termination costs, less estimated sublease income. Separation and other related costs include advisory, consulting and other costs incurred in connection with the separation of our information management business. Transition and other related costs consist of consulting charges associated with the implementation of new Enterprise Resource Planning systems. Restructuring, separation, and transition costs are managed at the corporate level and are not allocated to our reportable segments. See Note 9 of these Consolidated Financial Statements for information regarding the reconciliation of total segment operating income to total consolidated operating income.
Restructuring plans
Fiscal 2014 Plan
We initiated a restructuring plan in the fourth quarter of fiscal 2013 to reduce management and redundant personnel resulting in headcount reductions across the Company. As of April 3, 2015, the related costs for severance and benefits are substantially complete; however, we expect to incur immaterial adjustments to existing reserves in subsequent periods.
Fiscal 2015 Plan
In fiscal 2015, we announced plans to separate our business into two independent publicly-traded companies: one focused on security and one focused on information management. We expect to complete the legal separation on January 2, 2016, subject to market, regulatory and certain other conditions. In order to separate the business, we initiated a restructuring plan to properly align personnel and expect to incur associated severance and facilities costs. We also expect to incur separation costs in the form of advisory, consulting and disentanglement expenses. These actions are expected to be completed in fiscal 2016. We expect to incur total severance and facilities costs between $165 million and $195 million. We expect to incur separation costs between $170 million and $190 million, excluding any potential tax implications outside the U.S. and potential advisor fees payable upon separation. Total restructuring and separation costs are expected to be between $335 million and $385 million. As of April 3, 2015, liabilities for excess facility obligations at several locations around the world are expected to be paid throughout the respective lease terms as we continue to occupy these facilities, the longest of which extends through fiscal 2019.
Restructuring, separation, and transition summary
| March 28, 2014 | Costs, Net of Adjustments | Cash Payments | April 3, 2015 | Cumulative Incurred to Date | |||||||||||||||
| (Dollars in millions) | |||||||||||||||||||
| Fiscal 2014 Plan Total | $ | 38 | $ | 16 | $ | (50 | ) | $ | 4 | $ | 238 | ||||||||
| Fiscal 2015 Plan | |||||||||||||||||||
| Severance costs | — | 102 | (43 | ) | 59 | 102 | |||||||||||||
| Separation costs | — | 81 | (64 | ) | 17 | 81 | |||||||||||||
| Other exit and disposal costs | — | 7 | (1 | ) | 6 | 7 | |||||||||||||
| Fiscal 2015 Plan Total | $ | — | $ | 190 | $ | (108 | ) | $ | 82 | $ | 190 | ||||||||
| Restructuring and separation Plans Total | $ | 38 | $ | 206 | $ | (158 | ) | $ | 86 | ||||||||||
| Transition and other related costs | 46 | ||||||||||||||||||
| Total restructuring, separation, and transition costs | $ | 252 |
As of April 3, 2015, the restructuring and separation liabilities are included in accounts payable, other current liabilities and other long-term obligations in our Consolidated Balance Sheets.
Note 7. Commitments and Contingencies
Lease commitments
We lease certain of our facilities, equipment, and co-locations under operating leases that expire at various dates through fiscal 2029. We currently sublease some space under various operating leases that will expire on various dates through fiscal 2018. Some of our leases contain renewal options, escalation clauses, rent concessions, and leasehold improvement incentives. Rent expense under operating leases was $128 million, $121 million, and $124 million for fiscal 2015, 2014, and 2013, respectively.
The minimum future rentals on noncancelable operating leases by fiscal year are as follows:
| April 3, 2015 | ||||
| (Dollars in millions) | ||||
| 2016 | $ | 103 | ||
| 2017 | 81 | |||
| 2018 | 69 | |||
| 2019 | 62 | |||
| 2020 | 42 | |||
| Thereafter | 85 | |||
| Total minimum future lease payments | $ | 442 | ||
| Sublease income | (1 | ) | ||
| Total minimum future lease payments, net | $ | 441 |
Purchase obligations
We have purchase obligations that are associated with agreements for purchases of goods or services. Management believes that cancellation of these contracts is unlikely and we expect to make future cash payments according to the contract terms. The following reflects unrecognized purchase obligations by fiscal year:
| April 3, 2015 | ||||
| (Dollars in millions) | ||||
| 2016 | $ | 539 | ||
| 2017 | 1 | |||
| 2018 | 2 | |||
| Thereafter | — | |||
| Total purchase obligations | $ | 542 |
Indemnifications
In the ordinary course of business, we may provide indemnifications of varying scope and terms to customers, vendors, lessors, business partners, subsidiaries and other parties with respect to certain matters, including, but not limited to, losses arising out of our breach of agreements or representations and warranties made by us. In addition, our bylaws contain indemnification obligations to our directors, officers, employees and agents, and we have entered into indemnification agreements with our directors and certain of our officers to give such directors and officers additional contractual assurances regarding the scope of the indemnification set forth in our bylaws and to provide additional procedural protections. We maintain director and officer insurance, which may cover certain liabilities arising from our obligation to indemnify our directors and officers. It is not possible to determine the aggregate maximum potential loss under these indemnification agreements due to the limited history of prior indemnification claims and the unique facts and circumstances involved in each particular agreement. Such indemnification agreements might not be subject to maximum loss clauses. Historically, we have not incurred material costs as a result of obligations under these agreements and we have not accrued any liabilities related to such indemnification obligations in our Consolidated Financial Statements.
We provide limited product warranties and the majority of our software license agreements contain provisions that indemnify licensees of our software from damages and costs resulting from claims alleging that our software infringes on the intellectual property rights of a third party. Historically, payments made under these provisions have been immaterial. We monitor the conditions that are subject to indemnification to identify if a loss has occurred.
Litigation contingencies
GSA
During the first quarter of fiscal 2013, we were advised by the Commercial Litigation Branch of the Department of Justice’s Civil Division and the Civil Division of the U.S. Attorney’s Office for the District of Columbia that the government is investigating our compliance with certain provisions of our U.S. General Services Administration (“GSA”) Multiple Award Schedule Contract No. GS-35F-0240T effective January 24, 2007, including provisions relating to pricing, country of origin, accessibility, and the disclosure of commercial sales practices.
As reported on the GSA’s publicly-available database, our total sales under the GSA Schedule contract were approximately $222 million from the period beginning January 2007 and ending September 2012. We have fully cooperated with the government throughout its investigation and in January 2014, representatives of the government indicated that their initial analysis of our actual damages exposure from direct government sales under the GSA schedule is approximately $145 million; since the initial meeting, the government’s analysis of our potential damages exposure relating to direct sales has increased. The government has also indicated they are going to pursue claims for certain sales to New York, California, and Florida as well as sales to the federal government through reseller GSA Schedule contracts, which could significantly increase our potential damages exposure.
In 2012, a sealed civil lawsuit was filed against Symantec related to compliance with the GSA Schedule contract and contracts with California, Florida, and New York. On July 18, 2014, the Court-imposed seal expired, and the government intervened in the lawsuit. On September 16, 2014, the states of California and Florida intervened in the lawsuit, and the state of New York notified the Court that it would not intervene. On October 3, 2014, the Department of Justice filed an amended complaint, which did not state a specific damages amount. On October 17, 2014, California and Florida combined their claims with those of the Department of Justice and the relator on behalf of New York in an Omnibus Complaint; the state claims also do not state specific damages amounts.
It is possible that the litigation could lead to claims or findings of violations of the False Claims Act, and could be material to our results of operations and cash flows for any period. Resolution of False Claims Act investigations can ultimately result in the payment of somewhere between one and three times the actual damages proven by the government, plus civil penalties in some cases, depending upon a number of factors. Our current estimate of the low end of the range of the probable estimated loss from this matter is $25 million, which we have accrued. This amount contemplates estimated losses from both the investigation of compliance with the terms of the GSA Schedule contract as well as possible violations of the False Claims Act. There is at least a reasonable possibility that a loss may have been incurred in excess of our accrual for this matter, however, we are currently unable to determine a range of estimated losses resulting from this matter.
IV
On December 8, 2010, Intellectual Ventures ("IV") sued Symantec for patent infringement in the U.S. District Court in Delaware. The complaint alleged infringement of four patents by various Symantec internet security products, including Norton security products, Symantec Endpoint Protection, and other Symantec email and web security products. In October 2014, one patent was dismissed from the case. On January 26, 2015, a jury trial began on the remaining three patents. At trial, IV requested a damages award of approximately $299 million. Symantec offered evidence that the three patents were invalid and not infringed. Symantec also offered evidence that, even if any of the patents are found to be valid and infringed, any damages would be significantly lower than the amount requested by IV.
On February 6, 2015, after a nine-day trial, the jury issued a verdict finding that Symantec infringed two patents, that Symantec did not infringe the third patent, that Symantec had not established that the patents are invalid based on prior art, and that the proper measure of damages for Symantec’s past and future use of the two patents until their expiration was $17 million ($9 million for one patent and $8 million for the second patent). On April 10, 2015, the Court heard a post-trial motion brought by Symantec specifically addressing whether the three patents-in-suit are invalid under 35 U.S.C. § 101 due to lack of patentable subject matter. On April 22, 2015, the Court issued an order holding that two of the patents are invalid, including one of the patents Symantec was found to infringe. Therefore, the $9 million jury verdict related to that patent has been rendered moot. Symantec is still considering its options to seek to overturn all or part of the remaining $8 million verdict. Symantec does not believe that it is probable that it has incurred a material loss and, as a result, has not made an accrual for this matter.
Other
See Note 13 for information regarding an agreement in principle to settle litigation. We are also involved in a number of other judicial and administrative proceedings that are incidental to our business. Although adverse decisions (or settlements) may occur in one or more of the cases, it is not possible to estimate the possible loss or losses from each of these cases. The final resolution of these lawsuits, individually or in the aggregate, is not expected to have a material adverse effect on our business, results of operations, financial condition or cash flow.
Note 8. Stock Repurchases
The following table summarizes our stock repurchases:
| Year Ended | |||||||||||
| April 3, 2015 | March 28, 2014 | March 29, 2013 | |||||||||
| (In millions, except per share data) | |||||||||||
| Total number of shares repurchased | 21 | 21 | 49 | ||||||||
| Dollar amount of shares repurchased | $ | 500 | $ | 500 | $ | 826 | |||||
| Average price paid per share | $ | 23.73 | $ | 23.87 | $ | 16.98 | |||||
| Remaining authorization at end of period | $ | 1,158 | $ | 658 | $ | 1,158 |
Through our stock repurchase programs we have repurchased shares on a quarterly basis since the fourth quarter of fiscal 2004. On February 3, 2015, our Board of Directors authorized a new $1.0 billion stock repurchase program which commenced immediately and does not have an expiration date. This is in addition to the remaining amount authorized for future repurchase under our previous program.
Note 9. Segment and Geographic Information
In fiscal 2015, we are focused on managing our businesses as a portfolio and optimizing certain businesses for margin or growth. As a result, in the second quarter of fiscal 2015 we formed a new consumer group and modified our segment reporting structure to match our operating structure based on financial information reviewed by our CODM. Consumer Security consists of our consumer businesses that were previously reported in User Productivity & Protection. Enterprise Security consists of our enterprise security businesses that were previously reported in User Productivity & Protection and Information Security. Our Information Management segment was not impacted by the change in our operating structure. The three reporting segments, which are the same as our operating segments, are as follows:
| • | Consumer Security: Our Consumer Security segment focuses on making it simple for customers to be productive and protected at home and at work. Our Norton-branded services provide multi-layer security and identity protection on major desktop and mobile operating systems, to defend against increasingly complex online threats to individuals, families, and small businesses. |
| • | Enterprise Security: Our Enterprise Security segment protects organizations so they can securely conduct business while leveraging new platforms and data. These products include Secure Socket Layer (“SSL”) Certificates, authentication, mail and web security, data center security, data loss prevention, information security services, endpoint security and management, encryption, and mobile security offerings. |
| • | Information Management: Our Information Management segment focuses on backup and recovery, archiving and eDiscovery, storage and high availability solutions, helping to ensure that our customers’ IT infrastructure and mission-critical applications are protected, managed and available. |
There were no intersegment sales for the periods presented. The historical information presented has been retrospectively adjusted to reflect the new segment reporting. Our CODM evaluates performance primarily based on net revenue and operating income. Except for goodwill, as disclosed in Note 3, our assets are not discretely identified by segment.
| Consumer Security | Enterprise Security | Information Management | Total Segments | ||||||||||||
| (Dollars in millions) | |||||||||||||||
| Fiscal 2015 | |||||||||||||||
| Net revenue | $ | 1,887 | $ | 2,063 | $ | 2,558 | $ | 6,508 | |||||||
| Operating income | 982 | 287 | 486 | 1,755 | |||||||||||
| Fiscal 2014 | |||||||||||||||
| Net revenue | $ | 2,063 | $ | 2,100 | $ | 2,513 | $ | 6,676 | |||||||
| Operating income | 928 | 314 | 571 | 1,813 | |||||||||||
| Fiscal 2013 | |||||||||||||||
| Net revenue | $ | 2,109 | $ | 2,168 | $ | 2,629 | $ | 6,906 | |||||||
| Operating income | 805 | 213 | 684 | 1,702 |
The following table provides a reconciliation of the total of the reportable segments’ operating income to the consolidated operating income:
| Year Ended | |||||||||||
| April 3, 2015 | March 28, 2014 | March 29, 2013 | |||||||||
| (Dollars in millions) | |||||||||||
| Total segment operating income | $ | 1,755 | $ | 1,813 | $ | 1,702 | |||||
| Less reconciling items: | |||||||||||
| Stock-based compensation | 195 | 156 | 164 | ||||||||
| Amortization of intangibles | 159 | 210 | 355 | ||||||||
| Restructuring, separation, and transition | 252 | 264 | 77 | ||||||||
| Total consolidated operating income | $ | 1,149 | $ | 1,183 | $ | 1,106 |
Product revenue information
The following table summarizes revenue by significant product categories:
| Year Ended | |||||||||||
| April 3, 2015 | March 28, 2014 | March 29, 2013 | |||||||||
| (Dollars in millions) | |||||||||||
| Core consumer security | $ | 1,887 | $ | 2,063 | $ | 2,109 | |||||
| Backup | 1,536 | 1,423 | 1,445 | ||||||||
| Information availability | 585 | 652 | 733 | ||||||||
| Endpoint security and management | 604 | 638 | 701 | ||||||||
| Others (1) | 1,896 | 1,900 | 1,918 | ||||||||
| Total product revenue | $ | 6,508 | $ | 6,676 | $ | 6,906 |
| (1) | No other product category was material to the respective totals. |
Geographical Information
The following table represents net revenue amounts recognized for sales in the corresponding countries:
| Year Ended | |||||||||||
| April 3, 2015 | March 28, 2014 | March 29, 2013 | |||||||||
| (Dollars in millions) | |||||||||||
| U.S. | $ | 3,170 | $ | 3,198 | $ | 3,337 | |||||
| Foreign countries (1) | 3,338 | 3,478 | 3,569 | ||||||||
| Total net revenue | $ | 6,508 | $ | 6,676 | $ | 6,906 |
| (1) | No individual country represented more than 10% of the respective totals. |
The table below lists our property and equipment, net of accumulated depreciation, by geographic area for the periods presented. We do not identify or allocate our other assets by geographic area:
| April 3, 2015 | March 28, 2014 | ||||||
| (Dollars in millions) | |||||||
| U.S. | $ | 948 | $ | 871 | |||
| Foreign countries (1) | 257 | 245 | |||||
| Total | $ | 1,205 | $ | 1,116 |
| (1) | No individual country represented more than 10% of the respective totals. |
Significant customers
In fiscal 2015, 2014 and 2013, there were no significant customers that accounted for more than 10% of our total net revenue.
Note 10. Stock-Based Compensation
Stock purchase plans
2008 Employee Stock Purchase Plan
We maintain the 2008 Employee Stock Purchase Plan, as amended (“ESPP”) under which participating employees may annually contribute up to 10% of their gross compensation, subject to certain limitations, to purchase shares of our common stock at 85% of its fair market value on the purchase date at the end of each six-month purchase period. To be eligible to participate in the ESPP, an employee must, among other requirements, be employed by the Company on both the offering enrollment and purchase dates, and be employed customarily for at least 20 hours per week and at least five months per calendar year. As of April 3, 2015, 25 million shares have been issued under this plan and 45 million shares remained available for future issuance.
Stock award plans
2000 Director Equity Incentive Plan
Our stockholders approved the 2000 Director Equity Incentive Plan and subsequent amendments which reserved 200,000 shares of common stock for issuance thereunder. The purpose of this plan is to provide the members of the Board of Directors with an opportunity to receive common stock for all or a portion of the retainer payable to each director for serving as a member. Each director may elect any portion up to 100% of the retainer to be paid in the form of stock. As of April 3, 2015, a total of 135,000 shares have been issued under this plan and 65,000 shares remained available for future issuance.
2004 and 2013 Equity Incentive Plans
Under both the 2013 Equity Incentive Plan ("2013 Plan") and the 2004 Equity Incentive Plan ("2004 Plan") (collectively “the Equity Plans”), the Company has granted incentive and nonqualified stock options, stock appreciation rights, RSUs, restricted stock awards, and performance-based awards to employees, officers, directors, consultants, independent contractors, and advisors to us. These may also be granted to any parent, subsidiary, or affiliate of ours. The purpose of the Equity Plans has been to attract, retain, and motivate eligible persons whose present and potential contributions are important to our success by offering them an opportunity to participate in our future performance through equity awards. RSUs granted prior to November 2014 generally vest over a four-year period, whereas RSUs granted thereafter generally vest over a three-year period.
Effective as of the first quarter of 2013, following Board of Directors' approval, all RSUs and performance-based awards granted under the Equity Plans have dividend equivalent rights (“DER”) which entitle participants to the same dividend value per share as holders of Company’s Common Stock. The DER are to be paid in the form of cash upon vesting for each share of the underlying award, and are subject to the same terms and conditions as the underlying award.
Upon adoption, our stockholders approved and reserved 45 million shares of common stock for issuance under the 2013 Plan. As of April 3, 2015, 24 million shares remained available for future grant. We use restricted stock units as our primary equity awards and stock option activity is not material to the financial statements.
Stock-based compensation expense
The following table sets forth the total stock-based compensation expense recognized in our Consolidated Statements of Income.
| Year Ended | |||||||||||
| April 3, 2015 | March 28, 2014 | March 29, 2013 | |||||||||
| (In millions) | |||||||||||
| Cost of revenue | $ | 24 | $ | 19 | $ | 15 | |||||
| Sales and marketing | 75 | 59 | 67 | ||||||||
| Research and development | 65 | 48 | 50 | ||||||||
| General and administrative | 31 | 30 | 32 | ||||||||
| Total stock-based compensation expense | 195 | 156 | 164 | ||||||||
| Tax benefit associated with stock-based compensation expense | (55 | ) | (45 | ) | (48 | ) | |||||
| Net stock-based compensation expense | $ | 140 | $ | 111 | $ | 116 |
Restricted stock units
| Number of Shares | Weighted- Average Grant Date Fair Value | Weighted- Average Remaining Years | Aggregate Intrinsic Value | |||||||||
| (In millions, except per share and years data) | ||||||||||||
| Outstanding at March 28, 2014 | 19 | $ | 20.61 | |||||||||
| Granted | 18 | 22.66 | ||||||||||
| Vested and released | (6 | ) | 19.27 | |||||||||
| Forfeited | (5 | ) | 21.06 | |||||||||
| Outstanding and unvested at April 3, 2015 | 26 | $ | 22.23 | 1.4 | $ | 622 | ||||||
| Expected to vest at April 3, 2015 | 22 | 1.3 | $ | 508 |
The weighted-average grant date fair value per share of restricted stock granted during fiscal 2015, 2014, and 2013, including assumed restricted stock was $22.66, $23.90, and $15.74, respectively. The total fair value of restricted stock that vested and released in fiscal 2015, 2014, and 2013 was $133 million, $147 million, and $124 million, respectively.
As of April 3, 2015, total unrecognized compensation cost adjusted for estimated forfeitures related restricted stock was $368 million, which is expected to be recognized over the remaining weighted-average vesting period of 2.5 years.
Performance-based restricted stock units
During fiscal 2015, 2014 and 2013, we granted performance-based restricted stock units ("PRUs") to certain senior level employees under our 2013 Plan and 2004 Plan. During fiscal 2015, we granted 2 million PRUs. As of April 3, 2015 and March 28, 2014, there were 2 million and 1 million PRUs unvested, respectively. The weighted-average grant date fair value per share of PRUs granted during fiscal 2015, 2014, and 2013 was $26.30, $26.03 and $16.97, respectively.
During each of fiscal 2015, 2014 and 2013, we recognized $13 million of compensation cost related to PRUs and performance-contingent stock units ("PCSUs"). As of April 3, 2015, total unrecognized compensation cost related to the PRUs was approximately $18 million, which is expected to be recognized over the remaining weighted-average period of 1.8 years. No PCSUs were granted during fiscal 2015 and none remained unvested as of April 3, 2015.
Shares reserved
We reserved the following shares of authorized but unissued common stock:
| April 3, 2015 | ||
| (In millions) | ||
| Stock purchase plans | 45 | |
| Stock award plans | 53 | |
| Total | 98 |
Note 11. Income Taxes
The components of the provision for income taxes are as follows:
| Year Ended | |||||||||||
| April 3, 2015 | March 28, 2014 | March 29, 2013 | |||||||||
| (Dollars in millions) | |||||||||||
| Current: | |||||||||||
| Federal | $ | 72 | $ | 111 | $ | 104 | |||||
| State | 13 | 23 | 23 | ||||||||
| International | 115 | 78 | 87 | ||||||||
| 200 | 212 | 214 | |||||||||
| Deferred: | |||||||||||
| Federal | 20 | 36 | 27 | ||||||||
| State | (3 | ) | 17 | 5 | |||||||
| International | (2 | ) | (7 | ) | 5 | ||||||
| 15 | 46 | 37 | |||||||||
| Provision for income taxes | $ | 215 | $ | 258 | $ | 251 |
Pretax income from international operations was $617 million, $612 million, and $652 million for fiscal 2015, 2014, and 2013, respectively.
The difference between our effective income tax and the federal statutory income tax is as follows:
| Year Ended | |||||||||||
| April 3, 2015 | March 28, 2014 | March 29, 2013 | |||||||||
| (Dollars in millions) | |||||||||||
| Federal statutory tax | $ | 382 | $ | 405 | $ | 351 | |||||
| State taxes, net of federal benefit | 20 | 26 | 25 | ||||||||
| Foreign earnings taxed at less than the federal rate | (127 | ) | (131 | ) | (96 | ) | |||||
| Domestic production activities deduction | (12 | ) | (14 | ) | (12 | ) | |||||
| Federal research and development credit | (11 | ) | (6 | ) | (10 | ) | |||||
| Valuation allowance (decrease) increase | 4 | (3 | ) | — | |||||||
| Nondeductible separation costs | 11 | — | — | ||||||||
| Change in uncertain tax positions | (57 | ) | (26 | ) | (9 | ) | |||||
| Other, net | 5 | 7 | 2 | ||||||||
| Provision for income taxes | $ | 215 | $ | 258 | $ | 251 |
The principal components of deferred tax assets are as follows:
| Year Ended | |||||||
| April 3, 2015 | March 28, 2014 | ||||||
| (Dollars in millions) | |||||||
| Deferred tax assets: | |||||||
| Tax credit carryforwards | $ | 31 | $ | 38 | |||
| Net operating loss carryforwards of acquired companies | 57 | 79 | |||||
| Other accruals and reserves not currently tax deductible | 173 | 128 | |||||
| Deferred revenue | 74 | 92 | |||||
| Loss on investments not currently tax deductible | 16 | 16 | |||||
| State income taxes | 14 | 19 | |||||
| Stock-based compensation | 45 | 31 | |||||
| Gross deferred tax assets | 410 | 403 | |||||
| Valuation allowance | (60 | ) | (56 | ) | |||
| Deferred tax assets, net of valuation allowance | $ | 350 | $ | 347 | |||
| Deferred tax liabilities: | |||||||
| Property and equipment | (88 | ) | (76 | ) | |||
| Goodwill | (54 | ) | (29 | ) | |||
| Intangible assets | (24 | ) | (48 | ) | |||
| Unremitted earnings of foreign subsidiaries | (273 | ) | (399 | ) | |||
| Prepaids and deferred expenses | (42 | ) | (30 | ) | |||
| Other | — | (7 | ) | ||||
| Total deferred tax liabilities | $ | (481 | ) | $ | (589 | ) | |
| Net deferred tax assets (liabilities) | $ | (131 | ) | $ | (242 | ) |
The valuation allowance provided against our deferred tax assets as of April 3, 2015 is mainly attributable to net operating loss and tax credit carryforwards of acquired companies, state tax credits, and net operating losses in foreign jurisdictions. The valuation allowance increased by a net of $4 million in fiscal 2015 due to changes in corresponding deferred tax assets primarily related to state tax credit carryforwards.
As of April 3, 2015, we have U.S. federal net operating losses attributable to various acquired companies of approximately $60 million, which, if not used, will expire between fiscal 2018 and 2032. These net operating loss carryforwards are subject to an annual limitation under Internal Revenue Code §382, but are expected to be fully realized. Furthermore, we have U.S. state net operating loss and credit carryforwards attributable to various acquired companies of approximately $161 million and $39 million, respectively. If not used, our U.S. state net operating losses will expire between fiscal 2016 and 2032 and the majority of our U.S. state credit carryforwards can be carried forward indefinitely. In addition, we have foreign net operating loss carryforwards attributable to various acquired foreign companies of approximately $183 million net of valuation allowances, the majority of which, under current applicable foreign tax law, can be carried forward indefinitely.
In assessing the ability to realize our deferred tax assets, we considered whether it is more likely than not that some portion or all the deferred tax assets will not be realized. We considered the following: we have historical cumulative book income, as measured by the current and prior two years; we have strong, consistent taxpaying history; we have substantial U.S. federal income tax carryback potential; and we have substantial amounts of scheduled future reversals of taxable temporary differences from our deferred tax liabilities. We have concluded that this positive evidence outweighs the negative evidence and, thus, that the deferred tax assets as of April 3, 2015 are realizable on a “more likely than not” basis.
As of April 3, 2015, no provision has been made for federal or state income taxes on $3.6 billion of cumulative unremitted earnings of certain of our foreign subsidiaries since we plan to indefinitely reinvest these earnings. As of April 3, 2015, the unrecognized deferred tax liability for these earnings was approximately $1 billion.
The aggregate changes in the balance of gross unrecognized tax benefits were as follows:
| Year Ended | |||||||||||
| April 3, 2015 | March 28, 2014 | March 29, 2013 | |||||||||
| (Dollars in millions) | |||||||||||
| Balance at beginning of year | $ | 282 | $ | 412 | $ | 619 | |||||
| Settlements with tax authorities | (150 | ) | (122 | ) | (114 | ) | |||||
| Lapse of statute of limitations | (13 | ) | (11 | ) | (98 | ) | |||||
| Increase related to prior period tax positions | 147 | 27 | 11 | ||||||||
| Decrease related to prior period tax positions | (96 | ) | (50 | ) | (20 | ) | |||||
| Increase related to current year tax positions | 23 | 26 | 14 | ||||||||
| Net increase (decrease) | $ | (89 | ) | $ | (130 | ) | $ | (207 | ) | ||
| Balance at end of year | $ | 193 | $ | 282 | $ | 412 |
There was a change of $89 million in gross unrecognized tax benefits during the fiscal year as disclosed above. This gross liability does not include offsetting tax benefits associated with the correlative effects of potential transfer pricing adjustments, interest deductions, and state income taxes.
Of the total unrecognized tax benefits at April 3, 2015, $200 million, if recognized, would favorably affect the Company’s effective tax rate, while a $7 million offsetting impact would affect the cumulative translation adjustments. However, one or more of these unrecognized tax benefits could be subject to a valuation allowance if and when recognized in a future period, which could impact the timing of any related effective tax rate benefit.
At April 3, 2015, before any tax benefits, we had $18 million of accrued interest and penalties on unrecognized tax benefits. Interest included in our provision for income taxes was a benefit of approximately $12 million, offset by accruals of $6 million for the year ended April 3, 2015. If the accrued interest and penalties do not ultimately become payable, amounts accrued will be reduced in the period that such determination is made, and reflected as a reduction of the overall income tax provision.
We file income tax returns in the U.S. on a federal basis and in many U.S. state and foreign jurisdictions. Our most significant tax jurisdictions are the U.S., Ireland, and Singapore. Our tax filings remain subject to examination by applicable tax authorities for a certain length of time following the tax year to which those filings relate. Our fiscal years 2014 and 2015 remain subject to examination by the Internal Revenue Service (“IRS”) for U.S. federal tax purposes. Our fiscal years prior to 2014 have been settled and closed with the IRS. Our 2011 through 2015 fiscal years remain subject to examination by the appropriate governmental agencies for Irish tax purposes, and our 2014 through 2015 fiscal years remain subject to examination by the appropriate governmental agencies for Singapore tax purposes. Other significant jurisdictions include California, Japan, the UK, India and Australia. As of April 3, 2015, we have effectively settled Symantec U.S. federal income taxes for the fiscal years 2009 through 2013. In addition, we are under examination by the California Franchise Tax Board for the Symantec California income taxes for the 2009 through 2010 tax years. We are also under examination by the Indian income tax authorities for fiscal years 2004 through 2014 as well as the Australian income tax authorities for fiscal years 2011 through 2013.
In fiscal 2013, we resolved an IRS audit for the Veritas 2002 through 2005 tax years and executed the final closing agreement. Accordingly, we recorded a further tax benefit of $3 million in fiscal 2013 based on the closing agreement. We also amended our state tax returns for the Veritas 2002 through 2005 tax years in fiscal 2013 to reflect the adjustments in the closing agreement and remeasured our state liability resulting in a benefit of $7 million.
On September 3, 2013, we settled and effectively settled matters with the IRS for the Symantec 2005 through 2008 fiscal years. The result of the settlements, effective settlements, and re-measurements resulted in a reduction in the balance of our gross unrecognized tax benefits in fiscal year 2014 of $122 million.
On March 18, 2015, we settled and effectively settled matters with the IRS for the Symantec 2009 through 2013 fiscal years. The settlement and effective settlement resulted in a benefit to tax expense in fiscal year 2015 of $59 million. Additionally, the Company settled transfer price related matters of $158 million, a portion of which was accounted for against deferred tax liabilities on unremitted foreign earnings. The Company has paid in $155 million to cover the final tax and interest liability on the settlement.
The timing of the resolution of income tax examinations is highly uncertain, and the amounts ultimately paid, if any, upon resolution of the issues raised by the taxing authorities may differ materially from the amounts accrued for each year. Although potential resolution of uncertain tax positions involve multiple tax periods and jurisdictions, it is reasonably possible that the gross unrecognized tax benefits related to these audits could decrease (whether by payment, release, or a combination of both)
in the next 12 months by $44 million. Depending on the nature of the settlement or expiration of statutes of limitations, we estimate $44 million could affect our income tax provision and therefore benefit the resulting effective tax rate.
We continue to monitor the progress of ongoing income tax controversies and the impact, if any, of the expected tolling of the statute of limitations in various taxing jurisdictions.
Note 12. Earnings Per Share
Basic and diluted earnings per share are computed on the basis of the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per share also include the incremental effect of dilutive potential common shares outstanding during the period using the treasury stock method. Dilutive potential common shares include the dilutive effect of shares underlying outstanding stock options, restricted stock, warrants, ESPP and convertible senior notes.
The components of earnings per share attributable to Symantec Corporation stockholders are as follows:
| Year Ended | |||||||||||
| April 3, 2015 | March 28, 2014 | March 29, 2013 | |||||||||
| (In millions, except per share data) | |||||||||||
| Net income | $ | 878 | $ | 898 | $ | 755 | |||||
| Net income per share — basic | $ | 1.27 | $ | 1.29 | $ | 1.08 | |||||
| Net income per share — diluted | $ | 1.26 | $ | 1.28 | $ | 1.06 | |||||
| Weighted-average shares outstanding — basic | 689 | 696 | 701 | ||||||||
| Dilutive potential shares from stock-based compensation | 7 | 8 | 10 | ||||||||
| Weighted-average shares outstanding — diluted | 696 | 704 | 711 | ||||||||
| Anti-dilutive effect of stock-based compensation and note hedge | 1 | 5 | 24 |
Note 13. Subsequent Event
On January 24, 2011, a class action lawsuit was filed against the Company and its previous e-commerce vendor Digital River, Inc. Against the Company, the lawsuit alleged violations of California’s Unfair Competition Law, the California Legal Remedies Act and unjust enrichment related to prior sales of Extended Download Service and Norton Download Insurance. On March 31, 2014, the U.S. District Court for the District of Minnesota certified a class of all people who purchased these products between January 24, 2005, and March 10, 2011. In April 2015, we reached agreement in principle with the plaintiffs under which the Company will pay the plaintiffs $30 million. As we consider this settlement amount now estimable and probable, we have recorded it as an offset to revenue during the year ended April 3, 2015.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Mountain View, State of California, on the 22nd day of May 2015.
| SYMANTEC CORPORATION | ||
| By: | /s/ Michael A. Brown | |
| Michael A. Brown President and Chief Executive Officer, and Director |
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Michael A. Brown, Thomas J. Seifert and Scott C. Taylor, and each or any of them, his attorneys-in-fact, each with the power of substitution, for him in any and all capacities to sign any and all amendments to this report on Form 10-K and any other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that such attorneys-in-fact, or his or their substitute or substitutes, may lawfully do or cause to be done by virtue hereof. This Power of Attorney may be signed in several counterparts.
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated below.
| Signature | Title | Date | ||
| /s/ Michael A. Brown | President and Chief Executive Officer, and Director (Principal Executive Officer) | May 22, 2015 | ||
| Michael A. Brown | ||||
| /s/ Thomas J. Seifert | Executive Vice President and Chief Financial Officer (Principal Financial Officer) | May 22, 2015 | ||
| Thomas J. Seifert | ||||
| /s/ Mark S. Garfield | Senior Vice President and Chief Accounting Officer (Principal Accounting Officer) | May 22, 2015 | ||
| Mark S. Garfield | ||||
| /s/ Daniel H. Schulman | Chairman of the Board | May 22, 2015 | ||
| Daniel H. Schulman | ||||
| /s/ Frank E. Dangeard | Director | May 22, 2015 | ||
| Frank E. Dangeard | ||||
| /s/ Geraldine B. Laybourne | Director | May 22, 2015 | ||
| Geraldine B. Laybourne | ||||
| /s/ David L. Mahoney | Director | May 22, 2015 | ||
| David L. Mahoney | ||||
| /s/ Robert S. Miller | Director | May 22, 2015 | ||
| Robert S. Miller | ||||
| /s/ Anita M. Sands | Director | May 22, 2015 | ||
| Anita M. Sands | ||||
| /s/ V. Paul Unruh | Director | May 22, 2015 | ||
| V. Paul Unruh | ||||
| /s/ Suzanne M. Vautrinot | Director | May 22, 2015 | ||
| Suzanne M. Vautrinot |
EXHIBIT INDEX
| Exhibit Number | Incorporated by Reference | Filed Herewith | ||||||||||
| Exhibit Description | Form | File No. | Exhibit | Filing Date | ||||||||
| 3.01 | Amended and Restated Certificate of Incorporation of Symantec Corporation | S-8 | 333-119872 | 4.01 | 10/21/2004 | |||||||
| 3.02 | Certificate of Amendment of Amended and Restated Certificate of Incorporation of Symantec Corporation | S-8 | 333-126403 | 4.03 | 7/6/2005 | |||||||
| 3.03 | Certificate of Amendment to Amended and Restated Certificate of Incorporation of Symantec Corporation | 10-Q | 000-17781 | 3.01 | 8/5/2009 | |||||||
| 3.04 | Certificate of Designations of Series A Junior Participating Preferred Stock of Symantec Corporation | 8-K | 000-17781 | 3.01 | 12/21/2004 | |||||||
| 3.05 | Bylaws, as amended, of Symantec Corporation | 8-K | 000-17781 | 3.01 | 5/7/2012 | |||||||
| 4.01 | Form of Common Stock Certificate | S-3ASR | 333-139230 | 4.07 | 12/11/2006 | |||||||
| 4.02 | Credit Agreement, dated as of September 8, 2010, by and among Symantec Corporation, the lenders party thereto (the “Lenders”), Wells Fargo Bank, National Association, as Administrative Agent, Bank of America, N.A. and Citibank, N.A., as Co-Syndication Agents, JPMorgan Chase Bank, N.A. and Morgan Stanley Senior Funding, Inc., as Co-Documentation Agents, and Wells Fargo Securities, LLC, Banc of America Securities LLC and Citigroup Global Markets Inc., as Joint Bookrunners and Joint Lead Arrangers | 10-Q | 000-17781 | 4.01 | 11/3/2010 | |||||||
| 4.03 | First Amendment to Credit Agreement, dated June 7, 2012, by and among Symantec Corporation, Wells Fargo Bank, National Association, and the lenders party thereto | 8-K | 000-17781 | 4.01 | 6/11/2012 | |||||||
| 4.04 | Indenture, dated September 16, 2010, between Symantec Corporation and Wells Fargo Bank, National Association, as trustee | 8-K | 000-17781 | 4.01 | 9/16/2010 | |||||||
| 4.05 | Form of Global Note for Symantec’s 2.750% Senior Note due 2015 (contained in Exhibit No. 4.02) | 8-K | 000-17781 | 4.03 | 9/16/2010 | |||||||
| 4.06 | Form of Global Note for Symantec’s 4.200% Senior Note due 2020 (contained in Exhibit No. 4.02) | 8-K | 000-17781 | 4.04 | 9/16/2010 | |||||||
| 4.07 | Form of Global Note for Symantec’s 2.750% Senior Notes due 2017 (contained in Exhibit No. 4.02) | 8-K | 000-17781 | 4.03 | 6/14/2012 | |||||||
| 4.08 | Form of Global Note for Symantec’s 3.950% Senior Notes due 2022 (contained in Exhibit No. 4.02) | 8-K | 000-17781 | 4.04 | 6/14/2012 | |||||||
| 10.01(*) | Form of Indemnification Agreement with Officers and Directors, as amended (form for agreements entered into prior to January 17, 2006) | S-1 | 33-28655 | 10.17 | 6/21/1989 | |||||||
| 10.02(*) | Form of Indemnification Agreement for Officers, Directors and Key Employees | 8-K | 000-17781 | 10.01 | 1/23/2006 |
| Exhibit Number | Incorporated by Reference | Filed Herewith | ||||||||||
| Exhibit Description | Form | File No. | Exhibit | Filing Date | ||||||||
| 10.03(*) | Symantec Corporation 1996 Equity Incentive Plan, as amended, including form of Stock Option Agreement and form of Restricted Stock Purchase Agreement | 10-K | 000-17781 | 10.05 | 6/9/2006 | |||||||
| 10.04(*) | Symantec Corporation Deferred Compensation Plan, restated and amended January 1, 2010, as adopted December 15, 2009 | 10-K | 000-17781 | 10.05 | 5/24/2010 | |||||||
| 10.05(*) | Brightmail Inc. 1998 Stock Option Plan, including form of Stock Option Agreement and form of Notice of Assumption | 10-K | 000-17781 | 10.08 | 6/9/2006 | |||||||
| 10.06(*) | Symantec Corporation 2000 Director Equity Incentive Plan, as amended | 10-Q | 000-17781 | 10.01 | 11/1/2011 | |||||||
| 10.07(*) | Altiris, Inc. 2002 Stock Plan | S-8 | 333-141986 | 99.03 | 4/10/2007 | |||||||
| 10.08(*) | Form of Stock Option Agreement under the Altiris, Inc. 2002 Stock Plan | S-8 | 333-141986 | 99.04 | 4/10/2007 | |||||||
| 10.09(*) | Vontu, Inc. 2002 Stock Option/Stock Issuance Plan, as amended | S-8 | 333-148107 | 99.02 | 12/17/2007 | |||||||
| 10.10(*) | Form of Vontu, Inc. Stock Option Agreement | S-8 | 333-148107 | 99.03 | 12/17/2007 | |||||||
| 10.11(*) | Veritas Software Corporation 2003 Stock Incentive Plan, as amended and restated, including form of Stock Option Agreement, form of Stock Option Agreement for Executives and Senior VPs and form of Notice of Stock Option Assumption | 10-K | 000-17781 | 10.15 | 6/9/2006 | |||||||
| 10.12(*) | Symantec Corporation 2004 Equity Incentive Plan, as amended, including Stock Option Grant — Terms and Conditions, form of RSU Award Agreement, form of RSU Award Agreement for Non-Employee Directors and form of PRU Award Agreement | 10-K | 000-17781 | 10.17 | 5/20/2011 | |||||||
| 10.13(*) | Clearwell Systems, Inc. 2005 Stock Plan, as amended | S-8 | 333-175783 | 99.01 | 7/26/2011 | |||||||
| 10.14(*) | Form of Clearwell Systems, Inc. Stock Option Agreement | S-8 | 333-175783 | 99.02 | 7/26/2011 | |||||||
| 10.15(*) | Symantec Corporation 2008 Employee Stock Purchase Plan, as amended | S-8 | 333-191889 | 99.02 | 10/24/2013 | |||||||
| 10.16(*) | Symantec Corporation 2013 Equity Incentive Plan, including form of Stock Option Grant — Terms and Conditions and form of RSU Awards Agreement | 10-Q | 000-17781 | 10.01 | 2/3/2014 | |||||||
| 10.17(*) | Symantec Senior Executive Incentive Plan, as amended and restated | 8-K | 000-17781 | 10.03 | 10/25/2013 | |||||||
| 10.18(*) | Symantec Corporation Executive Retention Plan, as amended and restated | X | ||||||||||
| 10.19(*) | Symantec Corporation Executive Severance Plan | X | ||||||||||
| 10.20(*) | Offer Letter, dated February 8, 2006, from Symantec Corporation to James A. Beer | 10-K | 000-17781 | 10.17 | 6/9/2006 | |||||||
| 10.21(*) | Executive Employment Agreement, dated August 21, 2012, between Symantec Corporation and Steve Bennett | 8-K | 000-17781 | 10.01 | 8/23/2012 |
| Exhibit Number | Incorporated by Reference | Filed Herewith | ||||||||||
| Exhibit Description | Form | File No. | Exhibit | Filing Date | ||||||||
| 10.22(*) | Employment Offer Letter, dated December 19, 2012, between Symantec Corporation and Stephen Gillett | 8-K | 000-17781 | 10.01 | 12/19/2012 | |||||||
| 10.23(*) | Employment Offer Letter, dated January 15, 2014, between Symantec Corporation and Thomas J. Seifert | 8-K | 000-17781 | 10.01 | 3/3/2014 | |||||||
| 10.24(*) | Employment Offer Letter, dated February 3, 2014, between Symantec Corporation and Mark Garfield | 8-K | 000-17781 | 10.01 | 3/10/2014 | |||||||
| 10.25(*) | FY14 Executive Annual Incentive Plan — President and Chief Executive Officer | 10-Q | 000-17781 | 10.01 | 7/31/2013 | |||||||
| 10.26(*) | FY14 Executive Annual Incentive Plan — Vice President, Senior Vice President and Executive Vice President | 10-Q | 000-17781 | 10.02 | 7/31/2013 | |||||||
| 10.27(*) | Performance Contingent Stock Unit Award Agreement, dated May 30, 2013, by and between Symantec Corporation and Steve Bennett | 10-Q | 000-17781 | 10.03 | 7/31/2013 | |||||||
| 10.28 | Assignment of Copyright and Other Intellectual Property Rights, by and between Peter Norton and Peter Norton Computing, Inc., dated August 31, 1990 | S-4 | 33-35385 | 10.37 | 6/13/1990 | |||||||
| 10.29† | Environmental Indemnity Agreement, dated April 23, 1999, between Veritas and Fairchild Semiconductor Corporation, included as Exhibit C to that certain Agreement of Purchase and Sale, dated March 29, 1999, between Veritas and Fairchild Semiconductor of California | S-1/A | 333-83777 | 10.27 Exhibit C | 8/6/1999 | |||||||
| 10.30 | Amendment, dated June 20, 2007, to the Amended and Restated Agreement Respecting Certain Rights of Publicity dated as of August 31, 1990, by and between Peter Norton and Symantec Corporation | 10-Q | 000-17781 | 10.01 | 8/7/2007 | |||||||
| 10.31 | Amendment, effective December 6, 2010, to the Trademark License Agreement, dated August 9, 2010, by and between VeriSign, Inc. and Symantec Corporation | 10-Q | 000-17781 | 10.01 | 2/2/2011 | |||||||
| 10.32(*) | Executive Employment Agreement dated September 24, 2014 between Symantec Corporation and Michael A. Brown | 8-K | 000-17781 | 10.01 | 9/26/2014 | |||||||
| 10.33(*) | Amendment dated April 30, 2014 to Offer Letter between Symantec Corporation and Thomas J. Seifert | 10-Q | 000-17781 | 10.01 | 8/8/2014 | |||||||
| 10.34(*) | FY15 Executive Annual Incentive Plan - Senior Vice President and Executive Vice President | 10-Q | 000-17781 | 10.02 | 8/8/2014 | |||||||
| 10.35(*) | FY15 Executive Annual Incentive Plan - Chief Executive Officer | 10-Q | 000-17781 | 10.02 | 11/7/2014 | |||||||
| 21.01 | Subsidiaries of Symantec Corporation | X | ||||||||||
| 23.01 | Consent of Independent Registered Public Accounting Firm | X | ||||||||||
| 24.01 | Power of Attorney (see Signature page to this annual report) | X | ||||||||||
| 31.01 | Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X |
| Exhibit Number | Incorporated by Reference | Filed Herewith | ||||||||||
| Exhibit Description | Form | File No. | Exhibit | Filing Date | ||||||||
| 31.02 | Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X | ||||||||||
| 32.01(††) | Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | X | ||||||||||
| 32.02(††) | Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | X | ||||||||||
| 101.INS | XBRL Instance Document | X | ||||||||||
| 101.SCH | XBRL Taxonomy Schema Linkbase Document | X | ||||||||||
| 101.CAL | XBRL Taxonomy Calculation Linkbase Document | X | ||||||||||
| 101.LAB | XBRL Taxonomy Labels Linkbase Document | X | ||||||||||
| 101.PRE | XBRL Taxonomy Presentation Linkbase Document | X | ||||||||||
| 101.DEF | XBRL Taxonomy Definition Linkbase Document | X |
- Indicates a management contract, compensatory plan or arrangement.
† Filed by Veritas Software Corporation.
†† This exhibit is being furnished, rather than filed, and shall not be deemed incorporated by reference into any filing, in accordance with Item 601 of Regulation S-K.
Previous: Item 14. Principal Accounting Fees and Services