Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

The following consolidated financial statements of the Company are included herewith:

(1)	Report of Independent Registered Public Accounting Firm	Page 35
(2)	Consolidated Statements of Operations for the Years Ended October 2, 2015, October 3, 2014, and September 27, 2013	Page 36
(3)	Consolidated Statements of Comprehensive Income for the Years Ended October 2, 2015, October 3, 2014, and September 27, 2013	Page 37
(4)	Consolidated Balance Sheets at October 2, 2015 and October 3, 2014	Page 38
(5)	Consolidated Statements of Cash Flows for the Years Ended October 2, 2015, October 3, 2014, and September 27, 2013	Page 39
(6)	Consolidated Statements of Stockholders’ Equity for the Years Ended October 2, 2015, October 3, 2014, and September 27, 2013	Page 40
(7)	Notes to Consolidated Financial Statements	Page 41 through 62

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Board of Directors and Stockholders

Skyworks Solutions, Inc.:

We have audited the accompanying consolidated balance sheets of Skyworks Solutions, Inc. and subsidiaries as of October 2, 2015 and October 3, 2014, and the related consolidated statements of operations, comprehensive income, cash flows, and stockholders’ equity for each of the years in the three-year period ended October 2, 2015. In connection with our audits of the consolidated financial statements, we also have audited the financial statement schedule listed in Item 15 of the 2015 Form 10-K. We also have audited Skyworks Solutions, Inc.’s internal control over financial reporting as of October 2, 2015, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Skyworks Solutions, Inc.’s management is responsible for these consolidated financial statements and financial statement schedule, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on these consolidated financial statements and financial statement schedule, and an opinion on the Company’s internal control over financial reporting 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 Skyworks Solutions, Inc. and subsidiaries as of October 2, 2015 and October 3, 2014, and the results of its operations and its cash flows for each of the years in the three-year period ended October 2, 2015, in conformity with U.S. generally accepted accounting principles. Also in our opinion, the related financial statement schedule, when considered in relation to the basic consolidated financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein. Also in our opinion, Skyworks Solutions, Inc. maintained, in all material respects, effective internal control over financial reporting as of October 2, 2015, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

/s/ KPMG LLP

Boston, Massachusetts

November 24, 2015

SKYWORKS SOLUTIONS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS (In millions, except per share amounts)

	Fiscal Years Ended
	October 2, 2015				October 3, 2014				September 27, 2013
Net revenue	$	3,258.4			$	2,291.5			$	1,792.0
Cost of goods sold	1,703.9				1,268.8				1,025.4
Gross profit	1,554.5				1,022.7				766.6
Operating expenses:
Research and development	303.2				252.2				226.3
Selling, general and administrative	191.3				179.1				159.7
Amortization of intangibles	33.5				25.9				29.1
Restructuring and other charges	3.4				0.3				6.4
Total operating expenses	531.4				457.5				421.5
Operating income	1,023.1				565.2				345.1
Other income (expense), net	0.5				—				(0.6		)
Income before income taxes	1,023.6				565.2				344.5
Provision for income taxes	225.3				107.5				66.4
Net income	$	798.3			$	457.7			$	278.1
Earnings per share:
Basic	$	4.21			$	2.44			$	1.48
Diluted	$	4.10			$	2.38			$	1.45
Weighted average shares:
Basic	189.5				187.2				187.5
Diluted	194.9				192.6				192.2
Cash dividends declared and paid per share	$	0.65			$	0.22			$	—

See accompanying Notes to Consolidated Financial Statements.

SKYWORKS SOLUTIONS, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In millions)

	Fiscal Years Ended
	October 2, 2015				October 3, 2014				September 27, 2013
Net income	$	798.3			$	457.7			$	278.1
Other comprehensive income, net of tax
Pension adjustments	(0.2		)		—				0.7
Foreign currency translation adjustment	(3.1		)		(4.0		)		—
Comprehensive income	$	795.0			$	453.7			$	278.8

See accompanying Notes to Consolidated Financial Statements.

SKYWORKS SOLUTIONS, INC.

CONSOLIDATED BALANCE SHEETS

(In millions, except per share amounts)

	As of
	October 2, 2015				October 3, 2014
ASSETS
Current assets:
Cash and cash equivalents	$	1,043.6			$	805.8
Receivables, net of allowance for doubtful accounts of $0.4 and $0.8, respectively	538.0				317.6
Inventory	267.9				270.8
Other current assets	65.2				35.0
Total current assets	1,914.7				1,429.2
Property, plant and equipment, net	826.4				555.9
Goodwill	856.7				851.0
Intangible assets, net	45.0				75.0
Deferred tax assets, net	56.3				50.8
Other assets	20.3				11.9
Total assets	$	3,719.4			$	2,973.8
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	291.1			$	200.6
Accrued compensation and benefits	81.5				70.7
Other current liabilities	91.3				26.3
Total current liabilities	463.9				297.6
Long-term tax liabilities	71.0				41.6
Other long-term liabilities	25.3				102.2
Total liabilities	560.2				441.4
Commitments and contingencies (Note 11 and Note 12)
Stockholders’ equity:
Preferred stock, no par value: 25.0 shares authorized, no shares issued	—				—
Common stock, $0.25 par value: 525.0 shares authorized; 219.0 shares issued and 190.3 shares outstanding at October 2, 2015, and 214.2 shares issued and 189.2 shares outstanding at October 3, 2014	47.6				47.3
Additional paid-in capital	2,495.2				2,248.2
Treasury stock, at cost	(844.6		)		(553.1		)
Retained earnings	1,469.2				794.9
Accumulated other comprehensive loss	(8.2		)		(4.9		)
Total stockholders’ equity	3,159.2				2,532.4
Total liabilities and stockholders’ equity	$	3,719.4			$	2,973.8

See accompanying Notes to Consolidated Financial Statements.

SKYWORKS SOLUTIONS, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In millions)

	Fiscal Years Ended
	October 2, 2015				October 3, 2014				September 27, 2013
Cash flows from operating activities:
Net income	$	798.3			$	457.7			$	278.1
Adjustments to reconcile net income to net cash provided by operating activities:
Share-based compensation	99.8				86.0				71.7
Depreciation	162.3				96.8				74.3
Amortization of intangible assets	33.5				25.9				29.1
Contribution of common shares to savings and retirement plans	20.9				17.1				17.1
Deferred income taxes	(3.9		)		3.3				13.7
Excess tax benefit from share-based compensation	(57.3		)		(40.8		)		(10.8		)
Other	0.5				1.0				0.3
Changes in assets and liabilities net of acquired balances:
Receivables, net	(222.2		)		(12.4		)		4.9
Inventory	3.6				(6.1		)		3.4
Other current and long-term assets	(39.2		)		7.3				(0.2		)
Accounts payable	90.5				74.2				(14.1		)
Other current and long-term liabilities	106.0				62.4				32.2
Net cash provided by operating activities	992.8				772.4				499.7
Cash flows from investing activities:
Capital expenditures	(430.1		)		(208.6		)		(123.8		)
Payments for acquisitions, net of cash acquired	(24.6		)		(148.5		)		—
Sales and maturities of short term investments	—				—				0.8
Net cash used in investing activities	(454.7		)		(357.1		)		(123.0		)
Cash flows from financing activities:
Payment of contingent consideration	—				—				(1.1		)
Excess tax benefit from share-based compensation	57.3				40.8				10.8
Repurchase of common stock - payroll tax withholdings on equity awards	(54.2		)		(22.1		)		(18.6		)
Repurchase of common stock - share repurchase program	(237.3		)		(165.7		)		(184.9		)
Dividends paid	(123.1		)		(41.4		)		—
Net proceeds from exercise of stock options	57.0				67.8				21.1
Net cash used in financing activities	(300.3		)		(120.6		)		(172.7		)
Net increase in cash and cash equivalents	237.8				294.7				204.0
Cash and cash equivalents at beginning of period	805.8				511.1				307.1
Cash and cash equivalents at end of period	$	1,043.6			$	805.8			$	511.1
Supplemental cash flow disclosures:
Income taxes paid	$	126.1			$	63.2			$	26.2

See accompanying Notes to Consolidated Financial Statements.

SKYWORKS SOLUTIONS, INC.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(In millions)

	Shares of common stock			Par value of common stock				Shares of treasury stock			Value of treasury stock				Additional paid-in capital				Retained earnings				Accumulated other comprehensive loss				Total stockholders’ equity
Balance at September 28, 2012	192.3			$	48.1			10.6			$	(161.8	)		$	1,920.0			$	100.8			$	(1.6	)		$	1,905.5
Net income	—			—				—			—				—				278.1				—				278.1
Exercise and settlement of share based awards and related tax benefit, net of shares withheld for taxes	3.7			0.9				0.9			(18.6		)		48.8				—				—				31.1
Share-based compensation expense	—			—				—			—				70.6				—				—				70.6
Share repurchase program	(8.1	)		(2.0		)		8.1			(184.9		)		2.0				—				—				(184.9		)
Other comprehensive income	—			—				—			—				—				—				0.7				0.7
Balance at September 27, 2013	187.9			$	47.0			19.6			$	(365.3	)		$	2,041.4			$	378.9			$	(0.9	)		$	2,101.1
Net income	—			—				—			—				—				457.7				—				457.7
Exercise and settlement of share based awards and related tax benefit, net of shares withheld for taxes	5.8			1.4				0.9			(22.1		)		129.9				—				—				109.2
Share-based compensation expense	—			—				—			—				75.8				—				—				75.8
Share repurchase program	(4.5	)		(1.1		)		4.5			(165.7		)		1.1				—				—				(165.7		)
Dividends declared	—			—				—			—				—				(41.7		)		—				(41.7		)
Other comprehensive loss	—			—				—			—				—				—				(4.0		)		(4.0		)
Balance at October 3, 2014	189.2			$	47.3			25.0			$	(553.1	)		$	2,248.2			$	794.9			$	(4.9	)		$	2,532.4
Net income	—			—				—			—				—				798.3				—				798.3
Exercise and settlement of share based awards and related tax benefit, net of shares withheld for taxes	4.0			1.0				0.8			(54.2		)		156.7				—				—				103.5
Share-based compensation expense	—			—				—			—				89.6				—				—				89.6
Share repurchase program	(2.9	)		(0.7		)		2.9			(237.3		)		0.7				—				—				(237.3		)
Dividends declared	—			—				—			—				—				(124.0		)		—				(124.0		)
Other comprehensive loss	—			—				—			—				—				—				(3.3		)		(3.3		)
Balance at October 2, 2015	190.3			$	47.6			28.7			$	(844.6	)		$	2,495.2			$	1,469.2			$	(8.2	)		$	3,159.2

See accompanying Notes to Consolidated Financial Statements.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1. DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION

Skyworks Solutions, Inc., together with its consolidated subsidiaries, (“Skyworks” or the “Company”) is empowering the wireless networking revolution. The Company’s highly innovative analog semiconductors are connecting people, places, and things spanning a number of new and previously unimagined applications within the automotive, broadband, cellular infrastructure, connected home, industrial, medical, military, smartphone, tablet and wearable markets.

The Company has evaluated subsequent events through the date of issuance of the audited consolidated financial statements.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

PRINCIPLES OF CONSOLIDATION

All Skyworks subsidiaries are included in the Company’s consolidated financial statements and all intercompany balances are eliminated in consolidation.

FISCAL YEAR

The Company’s fiscal year ends on the Friday closest to September 30. Fiscal years 2015 and 2013 each consisted of 52 weeks and ended on October 2, 2015 and September 27, 2013, respectively. Fiscal year 2014 consisted of 53 weeks and ended on October 3, 2014.

USE OF ESTIMATES

The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect the amounts of assets, liabilities, revenue, expenses, comprehensive income and accumulated other comprehensive loss during the reporting period. The Company evaluates its estimates on an ongoing basis using historical experience and other factors, including the current economic environment. Significant judgment is required in determining the reserves for and fair value of items such as inventory, income taxes, share-based compensation, loss contingencies, bad debt allowance, intangible assets associated with business combinations and overall fair value assessments of assets and liabilities, particularly those classified as Level 2 or Level 3 in the fair value hierarchy. In addition, significant judgment is required in determining whether a potential indicator of impairment of long-lived assets exists and in estimating future cash flows for any necessary impairment testing. Actual results could differ significantly from these estimates.

REVENUE RECOGNITION

Revenue from product sales is recognized when there is persuasive evidence of an arrangement, the price to the buyer is fixed and determinable, delivery and transfer of title have occurred in accordance with the shipping terms specified in the arrangement with the customer and collectability is reasonably assured. Revenue from license fees and intellectual property is recognized when due and payable, and all other criteria of the FASB’s ASC 605 Revenue Recognition, have been met. The Company ships product on consignment to certain customers and only recognizes revenue when the customer notifies the Company that the inventory has been consumed. Revenue recognition is deferred in all instances where the earnings process is incomplete. Certain product sales are made to electronic component distributors under agreements allowing for price protection and/or a right of return (stock rotation) on unsold products. Reserves for sales returns and allowances are recorded based on historical experience or pursuant to contractual arrangements necessitating revenue reserves.

CASH AND CASH EQUIVALENTS

The Company invests excess cash in time deposits, certificate of deposits and money market funds which primarily consist of United States treasury obligations, United States agency obligations, and repurchase agreements collateralized by United States government and agency obligations. The Company considers highly liquid investments with original maturities of 90 days or less when purchased as cash equivalents.

ALLOWANCE FOR DOUBTFUL ACCOUNTS

The Company maintains general allowances for doubtful accounts related to potential losses that could arise due to customers’ inability to make required payments. These reserves require management to apply judgment in deriving these estimates. In addition, the Company performs ongoing credit evaluations of its customers’ financial condition and if it becomes aware of any specific receivables which may be uncollectable, they perform additional analysis including, but not limited to factors such as a customer’s

credit worthiness, intent and ability to pay and overall financial position and reserves are recorded if deemed necessary. If the data the Company uses to calculate the allowance for doubtful accounts does not reflect the future ability to collect outstanding receivables, additional provisions for doubtful accounts may be needed and results of operations could be materially affected.

INVESTMENTS

The Company accounts for its investment in marketable securities in accordance with ASC 320-Investments-Debt and Equity Securities, and classifies them as “available for sale”. Available for sale securities are carried at fair value with unrealized holding gains or losses recorded in other comprehensive income. Gains or losses are included in earnings in the period in which they are realized.

DERIVATIVES

The Company utilizes derivative financial instruments to manage market risks associated with fluctuations in foreign currency exchange rates on specific transactions that occur in the normal course of business. The criteria the Company uses for designating an instrument as a hedge is the instrument’s effectiveness in risk reduction. To receive hedge accounting treatment, hedges must be highly effective at offsetting the impact of the hedge transaction. All derivatives, whether designated as hedging relationships or not, are recorded at fair value and are included as either an asset or liability on the balance sheet.

The Company uses a combination of option contracts to offset the foreign currency impact of certain transactions. The terms of these derivatives typically match the timing of the underlying transaction with the initial fair value, if any, and subsequent gains or losses on the change in fair value being reported in earnings within the same income statement line as the impact of the foreign currency transaction due to changes in the currency value.

FAIR VALUE

ASC 820 Fair Value Measurement and Disclosures, defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principle or most advantageous market in an orderly transaction between market participants at the measurement date. Applicable accounting guidance provides a hierarchy for inputs used in measuring fair value that prioritize the use of observable inputs over the use of unobservable inputs, when such observable inputs are available. The three levels of inputs that may be used to measure fair value are as follows:

•	Level 1 - Quoted prices in active markets for identical assets or liabilities.

•	Level 2 - Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets with insufficient volume or infrequent transactions (less active markets), or model-driven valuations in which all significant inputs are observable or can be derived principally from, or corroborated with, observable market data.

•	Level 3 - Fair value is derived from valuation techniques in which one or more significant inputs are unobservable, including assumptions and judgments made by the Company.

It is the Company’s policy to maximize the use of observable inputs and minimize the use of unobservable inputs when developing fair value measurements. When available, the Company uses quoted market prices to measure fair value. If market prices are not available, the Company is required to make judgments about assumptions market participants would use to estimate the fair value of a financial instrument.

The Company measures certain assets and liabilities at fair value on a recurring basis in three levels, based on the market in which the assets and liabilities are traded and the reliability of the assumptions used to determine fair value. It recognizes transfers within the fair value hierarchy at the end of the fiscal quarter in which the change in circumstances that caused the transfer occurred.

The carrying value of cash and cash equivalents, accounts receivable, other current assets, accounts payable and accrued liabilities approximates fair value due to short-term maturities of these assets and liabilities.

INVENTORY

Inventory is stated at the lower of cost or market on a first-in, first-out basis.

PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment are carried at cost less accumulated depreciation, with significant renewals and betterments being capitalized and retired equipment written off in the respective periods. Maintenance and repairs are expensed as incurred.

Depreciation is calculated using the straight-line method. Estimated useful lives used for depreciation purposes range from five to thirty years for buildings and improvements and three to ten years for machinery and equipment. Leasehold improvements are depreciated over the lesser of the economic life or the life of the associated lease.

VALUATION OF LONG-LIVED ASSETS

Definite lived intangible assets are carried at cost less accumulated amortization. Amortization is calculated on a straight-line basis over the estimated useful lives of the assets. Carrying values for long-lived assets and definite lived intangible assets, which exclude goodwill, are reviewed for possible impairment as circumstances warrant. Factors considered important that could result in an impairment review include significant underperformance relative to expected, historical or projected future operating results, significant changes in the manner of use of assets or the Company’s business strategy, or significant negative industry or economic trends. In addition, impairment reviews are conducted at the judgment of management whenever asset/asset group values are deemed to be unrecoverable relative to future undiscounted cash flows expected to be generated by that particular asset/asset group. The determination of recoverability is based on an estimate of undiscounted cash flows expected to result from the use of an asset/asset group and its eventual disposition. Such estimates require management to exercise judgment and make assumptions regarding factors such as future revenue streams, operating expenditures, cost allocation and asset utilization levels, all of which collectively impact future operating performance. The Company’s estimates of undiscounted cash flows may differ from actual cash flows due to, among other things, technological changes, economic conditions, changes to its business model or changes in its operating performance. If the sum of the undiscounted cash flows (excluding interest) is less than the carrying value of an asset/asset group, the Company would recognize an impairment loss, measured as the amount by which the carrying value exceeds the fair value of the asset or asset group.

GOODWILL AND INDEFINITE INTANGIBLE ASSETS

Goodwill and intangible assets with indefinite useful lives are not amortized but are tested at least annually as of the first day of the fourth fiscal quarter for impairment in accordance with the provisions of ASC 350 Intangibles-Goodwill and Other (“ASC 350”) or more frequently if indicators of impairment exist during the fiscal year. Intangible assets with indefinite useful lives comprise an insignificant portion of the total book value of the Company’s intangible assets. The Company assesses its conclusion regarding reporting units in conjunction with the annual goodwill impairment test, and has determined that it has one reporting unit for the purposes of allocating and testing goodwill under ASC 350.

The goodwill impairment test is a two-step process. The first step of the Company’s impairment analysis compares its fair value to its net book value to determine if there is an indicator of impairment. To determine fair value, ASC 350 allows for the use of several valuation methodologies, although it states that quoted market prices are the best evidence of fair value and shall be used as the basis for measuring fair value where available. In the Company’s calculation of fair value, it considers the closing price of its common stock on the selected testing date, the number of shares of its common stock outstanding and other marketplace activity such as a related control premium. If the calculated fair value is determined to be less than the book value of the Company, then the Company performs step two of the impairment analysis. Step two of the analysis compares the implied fair value of the Company’s goodwill to its book value. If the book value of the Company’s goodwill exceeds its implied fair value, an impairment loss is recognized equal to that excess. In step two of the Company’s annual impairment analysis, if such a step is required, the Company primarily uses the income approach methodology of valuation, which includes the discounted cash flow method as well as other generally accepted valuation methodologies, to determine the implied fair value of the Company’s goodwill. Significant management judgment is required in preparing the forecasts of future operating results that are used in the discounted cash flow method of valuation. Should step two of the impairment test be required, the estimates management would use would be consistent with the plans and estimates that the Company uses to manage its business. In addition to testing goodwill for impairment on an annual basis, factors such as unexpected adverse business conditions, deterioration of the economic climate, unanticipated technological changes, adverse changes in the competitive environment, loss of key personnel and acts by governments and courts, are considered by management and may signal that the Company’s intangible assets including goodwill have possibly become impaired and result in additional interim impairment testing.

BUSINESS COMBINATIONS

The Company uses the acquisition method of accounting for business combinations in accordance with ASC 805 Business Combinations, and recognizes assets acquired and liabilities assumed at their fair values on the date acquired. Goodwill represents the excess of the purchase price over the fair value of the net assets. The fair values of the assets and liabilities acquired are determined based upon the Company’s valuation using a combination of market, income or cost approaches. The valuation involves making significant estimates and assumptions which are based on detailed financial models including the projection of future cash flows, the weighted average cost of capital and any cost savings that are expected to be derived in the future.

SHARE-BASED COMPENSATION

The Company applies ASC 718 Compensation-Stock Compensation (“ASC 718”) which requires the measurement and recognition of compensation expense for all share-based payment awards made to employees and directors including non-qualified employee stock options, share awards and units, employee stock purchase plan and other special share-based awards based on estimated fair values.

The fair value of share-based payment awards is amortized over the requisite service period, which is defined as the period during which an employee is required to provide service in exchange for an award. The Company uses a straight-line attribution method for all grants that include only a service condition. Awards with both performance and service conditions are expensed over the service period for each separately vesting tranche.

Share-based compensation expense recognized during the period includes actual expense on vested awards and expense associated with unvested awards that has been reduced for estimated forfeitures. ASC 718 requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The Company reviews actual forfeitures at least annually.

The Company determines the fair value of share-based option awards based on the Company’s closing stock price on the date of grant using a Black-Scholes options pricing model. Under the Black-Scholes model, a number of highly complex and subjective variables are used including, but not limited to: the expected stock price volatility over the term of the award, the risk-free rate, the expected life of the award and dividend yield. The determination of fair value of restricted and certain performance share awards and units is based on the value of the Company’s stock on the date of grant with performance awards and units adjusted for the actual outcome of the underlying performance condition.

For more complex performance awards including units with market-based performance conditions the Company employs a Monte Carlo simulation valuation method to calculate the fair value of the awards based on the most likely outcome. Under the Monte Carlo simulation, a number of highly complex and subjective variables are used including, but not limited to: the expected stock price volatility over the term of the award, a correlation coefficient, the risk-free rate, the expected life of the award, and dividend yield.

RESEARCH AND DEVELOPMENT COSTS

Research and development costs are expensed as incurred.

LOSS CONTINGENCIES

The Company records its best estimates of a loss contingency when it is considered probable and the amount can be reasonably estimated. When a range of loss can be reasonably estimated with no best estimate in the range, the minimum estimated liability related to the claim is recorded. As additional information becomes available, the Company assesses the potential liability related to the potential pending loss contingency and revises its estimates. Loss contingencies are disclosed if there is at least a reasonable possibility that a loss or an additional loss may have been incurred and legal costs are expensed as incurred.

EMPLOYEE RETIREMENT BENEFIT PLANS

The Company accounts for the benefit pension plan in accordance with the provisions of ASC 715 Compensation-Retirement Benefits. In accordance with the provisions, funded status of benefit pension plans (that is the balance of plan assets and benefit obligations) are recognized on the consolidated balance sheet and pension liability adjustments, net of tax, are recorded in Accumulated Other Comprehensive Income.

The Company determines discount rates considering the rates of return on high-quality fixed income investments, and the expected long-term rate of return on pension plan assets by considering the current and expected asset allocations, as well as historical and expected returns on various categories of plan assets. Decreases in discount rates lead to increases in benefit obligations that, in turn, could lead to an increase in amortization cost through amortization of actuarial gain or loss. A decline in the market values of plan assets will generally result in a lower expected rate of return, which would result in an increase of future retirement benefit costs.

FOREIGN CURRENCIES

The Company’s primary functional currency is the United States dollar. Gains and losses related to foreign currency transactions, conversion of foreign denominated cash balances and translation of foreign currency financial statements are included in current results. For certain foreign entities that utilize local currencies as their functional currency, the resulting unrealized translation gains and losses are reported as currency translation adjustment through other comprehensive income (loss) for each period.

INCOME TAXES

The Company uses the asset and liability method of accounting for income taxes. Under the asset and liability method, deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. This method also requires the recognition of future tax benefits such as net operating loss carry forwards, to the extent that realization of such benefits is more likely than not. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

The carrying value of the Company’s net deferred tax assets assumes the Company will be able to generate sufficient future taxable income in certain tax jurisdictions, based on estimates and assumptions. If these estimates and related assumptions change in the future, the Company may be required to record additional valuation allowances against its deferred tax assets resulting in additional income tax expense in its consolidated statement of operations. Management evaluates the realizability of the deferred tax assets and assesses the adequacy of the valuation allowance quarterly. Likewise, in the event the Company were to determine that it would be able to realize its deferred tax assets in the future in excess of their net recorded amount, an adjustment to the deferred tax assets would increase income or decrease the carrying value of goodwill in the period such determination was made.

The determination of recording or releasing tax valuation allowances is made, in part, pursuant to an assessment performed by management regarding the likelihood that the Company will generate future taxable income against which benefits of its deferred tax assets may or may not be realized. This assessment requires management to exercise significant judgment and make estimates with respect to its ability to generate revenues, gross profits, operating income and taxable income in future periods. Amongst other factors, management must make assumptions regarding overall business and semiconductor industry conditions, operating efficiencies, the Company’s ability to develop products to its customers’ specifications, technological change, the competitive environment and changes in regulatory requirements which may impact its ability to generate taxable income and, in turn, realize the value of its deferred tax assets.

The calculation of the Company’s tax liabilities includes addressing uncertainties in the application of complex tax regulations and is based on the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return.

The Company recognizes liabilities for anticipated tax audit issues in the United States and other tax jurisdictions based on its recognition threshold and measurement attribute of whether it is more likely than not that the positions the Company has taken in tax filings will be sustained upon tax audit, and the extent to which, additional taxes would be due. If payment of these amounts ultimately proves to be unnecessary, the reversal of the liabilities would result in tax benefits being recognized in the period in which it is determined the liabilities are no longer necessary. If the estimate of tax liabilities proves to be less than the ultimate assessment, a further charge to expense would result. The Company recognizes any interest or penalties, if incurred, on any unrecognized tax benefits as a component of income tax expense.

RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

In August 2014, the FASB issued Accounting Standards Update (“ASU”) 2014-15, Presentation of Financial Statements - Going Concern, which requires management to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and provide related footnote disclosures. The guidance is effective for the first quarter of our fiscal year 2017. Early adoption is permitted for financial statements that have not been previously issued. The standard allows for either a full retrospective or modified retrospective transition method. The Company does not expect this standard to have a material impact on its consolidated financial statements upon adoption.

In February 2015, the FASB issued ASU 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis, which is intended to improve targeted areas of the consolidation guidance for legal entities such as limited partnerships, limited liability corporations, and securitization structures. The amendments in the ASU affect the consolidation evaluation for reporting organizations and simplify the current GAAP requirements by reducing the number of consolidation models. The guidance is effective for the first quarter of our fiscal year 2016. The Company does not expect this standard to have a material impact on its statement of operations, statement of cash flows or its financial position.

In April 2015, the FASB issued ASU 2015-04, Compensation—Retirement Benefits (Topic 715): which amends the accounting guidance that provides a practical expedient to companies whose fiscal year end does not coincide with a calendar month-end. The practical expedient permits the entity to measure defined benefit plan assets and obligations using the calendar month-end that is closest to the entity’s fiscal year-end and apply the practical expedient consistently from year to year. This guidance will be

effective prospectively for the first quarter of our fiscal year 2017, with early application permitted. The adoption of this guidance is not expected to have a material effect on our financial condition and results of operations.

In July 2015, the FASB issued ASU 2015-11, Inventory—Simplifying the Measurement of Inventory. ASU 2015-11 requires inventory to be subsequently measured using the lower of cost or net realizable value, thereby eliminating the market value approach. Net realizable value is defined as the “estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation.” This guidance will be effective for the fourth fiscal quarter of fiscal year 2017 and early adoption is permitted. The Company is currently evaluating the impact that this guidance will have on its consolidated financial statements and disclosures.

In August 2015, the FASB deferred the effective date of ASU 2014-09, Revenue from Contracts with Customers (Topic 606), that outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and will supersede most current revenue recognition guidance. The guidance will be effective for the first quarter of our fiscal year 2019. Early adoption is permitted, but not before the first quarter of our fiscal year 2018. The new guidance is required to be applied retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying it recognized at the date of initial application. We have not yet selected a transition method and are currently evaluating the impact of this guidance on our consolidated financial statements.

There have been no other recent accounting pronouncements or changes in accounting pronouncements that are of significance, or potential significance, to the Company.

3. BUSINESS COMBINATIONS

On August 1, 2014, the Company entered into a joint venture, referred to as FilterCo, with Panasonic with respect to the design, manufacture and sale of Panasonic’s SAW and TC SAW filter products. The Company acquired a controlling 66% interest in FilterCo for $148.5 million, subject to certain working capital adjustments with the right to acquire from Panasonic (the “purchase option”) the remaining 34% interest in FilterCo upon the second anniversary of the acquisition. As a result of the purchase option, the Company consolidates 100% of FilterCo’s operations. During the fiscal year ended October 2, 2015, Panasonic identified and contributed an additional $7.5 million of fixed assets related to filter production as well as additional employee related liabilities to FilterCo. The Company and Panasonic agreed upon these additional amounts during the fiscal year ended October 2, 2015, and accordingly the working capital adjustment was increased by $7.2 million, which resulted in the total fair value of net assets acquired for FilterCo increasing to $240.4 million. The Company finalized and paid Panasonic $18.1 million related to the working capital adjustment for the FilterCo acquisition during the fiscal year ended October 2, 2015.

On April 1, 2015, Panasonic formally transferred all applicable employees to FilterCo, including employee benefits such as their pension obligation and associated assets as discussed in Note 10, Employee Benefit Plans, Pensions and Other Retirement Benefits in these Notes to the Consolidated Financial Statements. The Company subsequently performed a valuation of the pension plan and finalized the purchase accounting, resulting in an increase in goodwill recognized in the transaction during the measurement period.

On May 22, 2015, the Company acquired 100% of Quantance Inc. (“Quantance”), for $6.6 million in cash and contingent consideration, subject to a working capital adjustment. The possible outcome of the total contingent consideration ranges from zero to $30.0 million and is based on the achievement of specific revenue goals over two twelve-month periods ending September 30, 2016, and September 30, 2017, respectively. The acquisition enhances the Company’s leadership position in front-end solutions by securing a rich portfolio of fundamental envelope-tracking and power efficiency patents. The acquisition had an immaterial impact on the Company’s consolidated balance sheet and results of operations and accordingly, the disclosures required per the business combination topic of the Accounting Standards Codification have been excluded from this Annual Report on Form 10-K.

Proposed Acquisition of PMC-Sierra

On October 5, 2015, the Company, and its newly formed, wholly owned subsidiary, Amherst Acquisition, Inc. (“Merger Sub”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with PMC-Sierra, Inc. or PMC, providing for, subject to the terms and conditions of the Merger Agreement, the acquisition of PMC by the Company at a price of $10.50 per share in cash through the merger of Merger Sub into PMC (the “Merger”), with PMC surviving the Merger as a wholly owned subsidiary of the Company. On October 29, 2015, the Company and PMC entered into an Amended and Restated Agreement and Plan of Merger (the “Amended and Restated Merger Agreement”), which amended and restated in its entirety the Merger Agreement.

Pursuant to the Amended and Restated Merger Agreement, the Company and PMC agreed to amend the terms of the Merger Agreement to, among other things, increase the per-share Merger Consideration from $10.50 to $11.60 in cash. On November 23, 2015, PMC delivered to the Company a notice terminating the Amended and Restated Merger Agreement. On November 24, 2015, PMC paid the Company a termination fee of $88.5 million pursuant to the Amended and Restated Merger Agreement.

4. FAIR VALUE

Assets and Liabilities Measured and Recorded at Fair Value on a Recurring Basis

The Company measures certain assets and liabilities at fair value on a recurring basis such as our financial instruments and derivatives. There have been no transfers between Level 1, 2 or 3 assets or liabilities during the fiscal year ended October 2, 2015.

Level 3 assets include an auction rate security that is classified as available for sale and recorded in other long-term assets, scheduled to mature in 2017. Due to the illiquid market for this security the Company has classified the carrying value as a Level 3 asset with the difference between the par and carrying value being categorized as a temporary loss and recorded in accumulated other comprehensive loss.

Following August 1, 2016, the two-year anniversary of the Company entering into the joint venture with Panasonic, the purchase option can be exercised by either the Company or Panasonic and although the settlement amount of the purchase option is fixed, it contains a foreign exchange adjustment (“foreign exchange collar”). In the event the exchange rate between the United States dollar and the Japanese yen fluctuates outside of a predetermined range upon the exercise of the purchase option, the total amount the Company owes to Panasonic can change. This feature was intended for the parties to share in foreign exchange exposure outside of this predetermined range. The Company calculated the present value of this obligation as of August 1, 2014, the date the joint venture was formed, and included that amount in its preliminary determination of goodwill using unobservable inputs and management judgment, therefore categorizing the obligation as a level 3 liability. The difference between the calculated present value and the fixed settlement amount is being accreted to earnings ratably over the remaining purchase option period. The carrying value of this liability is included in other short-term liabilities on the consolidated balance sheet as of October 2, 2015.

The Company holds currency call and put options (“foreign currency options”) that are intended to hedge the potential cash exposure related to fluctuations in the exchange rate between the United States dollar and Japanese yen related to the foreign exchange collar. The Company nets the fair value of the foreign currency options and the fair value of the foreign exchange collar separately as either a short-term asset or liability with the total change in fair value being recorded to earnings each period. The Company measures the fair value of these derivatives using current spot rates and assumptions such as yield curves and option volatilities. As of October 2, 2015, these derivatives have been netted on the consolidated balance sheet and classified as Level 3 assets and liabilities accordingly. The net change in fair value had a de minimis impact on the consolidated results.

The Company has classified its contingent consideration related to its business combination with Quantance during the period ended October 2, 2015, as a Level 3 liability. The contingent consideration liability was computed on expected revenue to be generated by the acquired enterprise’s products using a weighted average probability income approach. Revenue assumptions used in the calculation require significant management judgment. Accordingly, the liability is classified as Level 3. The Company will reassess the fair value of the contingent consideration on a quarterly basis and record any applicable adjustments to earnings in the period they are determined.

Assets and liabilities recorded at fair value on a recurring basis consisted of the following (in millions):

	As of October 2, 2015																As of October 3, 2014
					Fair Value Measurements																Fair Value Measurements
	Total				Level 1				Level 2				Level 3				Total				Level 1				Level 2				Level 3
Assets
Money market funds	$	464.6			$	464.6			$	—			$	—			$	444.5			$	444.5			$	—			$	—
Auction rate security	2.3				—				—				2.3				2.3				—				—				2.3
Foreign currency derivative assets	3.3				—				—				3.3				0.7				—				—				0.7
Total	$	470.2			$	464.6			$	—			$	5.6			$	447.5			$	444.5			$	—			$	3.0
Liabilities
Purchase obligation recorded for business combinations	$	75.4			$	—			$	—			$	75.4			$	74.0			$	—			$	—			$	74.0
Foreign currency derivative liabilities	2.8				—				—				2.8				0.7				—				—				0.7
Contingent consideration liability recorded for business combinations	0.5				—				—				0.5				—				—				—				—
Total	$	78.7			$	—			$	—			$	78.7			$	74.7			$	—			$	—			$	74.7

The following table summarizes changes to the fair value of the Level 3 assets (in millions):

	Auction rate security				Foreign currency derivative
Balance as of October 3, 2014	$	2.3			$	0.7
Changes in fair value included in earnings	—				2.6
Balance as of October 2, 2015	$	2.3			$	3.3

The following table summarizes changes to the fair value of the Level 3 liabilities (in millions):

	Purchase obligation				Foreign currency derivative				Contingent consideration
Balance as of October 3, 2014	$	74.0			$	0.7			$	—
Changes in fair value included in earnings	1.4				2.1				—
Purchases and additions	—				—				0.5
Balance as of October 2, 2015	$	75.4			$	2.8			$	0.5

Assets Measured and Recorded at Fair Value on a Nonrecurring Basis

The Company’s non-financial assets and liabilities, such as goodwill, intangible assets, and other long-lived assets resulting from business combinations are measured at fair value using valuation methodologies at the date of acquisition and subsequently re-measured if there are indicators of impairment. There were no indicators of impairment identified during the fiscal year ended October 2, 2015.

5. INVENTORY

Inventory consists of the following (in millions):

	As of
	October 2, 2015				October 3, 2014
Raw materials	$	30.0			$	45.4
Work-in-process	192.4				145.9
Finished goods	38.0				71.3
Finished goods held on consignment by customers	7.5				8.2
Total inventories	$	267.9			$	270.8

6. PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment consist of the following (in millions):

	As of
	October 2, 2015				October 3, 2014
Land and improvements	$	11.6			$	11.6
Buildings and improvements	101.7				90.7
Furniture and fixtures	26.9				26.9
Machinery and equipment	1,285.4				952.9
Construction in progress	159.8				95.0
Total property, plant and equipment, gross	1,585.4				1,177.1
Accumulated depreciation and amortization	(759.0		)		(621.2		)
Total property, plant and equipment, net	$	826.4			$	555.9

7. GOODWILL AND INTANGIBLE ASSETS

The changes to the carrying amount of goodwill during the fiscal year ended October 2, 2015, are primarily related to the business combination which closed during the fiscal year and to a lesser extent the final measurement period adjustments primarily related to the fair value of the pension inherited during the fiscal 2014 acquisition of FilterCo as discussed in Note 3, Business Combinations, in these Notes to the Consolidated Financial Statements.

The Company performed an impairment test of its goodwill as of the first day of the fourth fiscal quarter in accordance with its regularly scheduled testing. The results of this test indicated that the Company’s goodwill was not impaired. There were no other indicators of impairment noted during the fiscal year ended October 2, 2015.

Intangible assets consist of the following (in millions):

		As of												As of
	Weighted average amortization period remaining (years)	October 2, 2015												October 3, 2014
	Gross carrying amount				Accumulated amortization				Net carrying amount				Gross carrying amount				Accumulated amortization				Net carrying amount
Customer relationships	1.0	$	57.2			$	(48.7	)		$	8.5			$	57.2			$	(39.4	)		$	17.8
Developed technology and other	1.8	99.7				(64.8		)		34.9				96.2				(40.6		)		55.6
Trademarks	Indefinite	1.6				—				1.6				1.6				—				1.6
Total intangible assets		$	158.5			$	(113.5	)		$	45.0			$	155.0			$	(80.0	)		$	75.0

The net carrying amount of intangible assets increased for the fiscal year ended October 2, 2015 due to the identifiable intangible assets acquired during the fiscal year as discussed in Note 3, Business Combinations, in these Notes to the Consolidated Financial Statements.

Annual amortization expense for the next five years related to intangible assets is expected to be as follows (in millions):

	2016				2017				2018				2019				2020				Thereafter
Amortization expense	$	29.4			$	13.2			$	0.8			$	—			$	—			$	—

8. INCOME TAXES

Income before income taxes consists of the following components (in millions):

	Fiscal Years Ended
	October 2, 2015				October 3, 2014				September 27, 2013
United States	$	602.1			$	346.8			$	164.8
Foreign	421.5				218.4				179.7
Income before income taxes	$	1,023.6			$	565.2			$	344.5

The provision for income taxes consists of the following (in millions):

	Fiscal Years Ended
	October 2, 2015				October 3, 2014				September 27, 2013
Current tax expense (benefit):
Federal	$	199.5			$	88.2			$	38.0
State	(0.5		)		(0.5		)		0.1
Foreign	33.9				13.5				14.8
	232.9				101.2				52.9
Deferred tax expense (benefit):
Federal	(2.0		)		12.3				14.4
State	(10.4		)		(4.6		)		(4.9		)
Foreign	0.4				(11.2		)		(0.1		)
	(12.0		)		(3.5		)		9.4
Change in valuation allowance	4.4				9.8				4.1
Provision for income taxes	$	225.3			$	107.5			$	66.4

The actual income tax expense is different than that which would have been computed by applying the federal statutory tax rate to income before income taxes. A reconciliation of income tax expense as computed at the United States Federal statutory income tax rate to the provision for income tax expense is as follows (in millions):

	Fiscal Years Ended
	October 2, 2015				October 3, 2014				September 27, 2013
Tax expense at United States statutory rate	$	358.3			$	197.8			$	120.6
Foreign tax rate difference	(120.9		)		(77.3		)		(49.8		)
Research and development credits	(15.0		)		(2.8		)		(16.3		)
Change in tax reserve	25.5				11.0				11.7
Change in valuation allowance	4.4				9.8				4.1
Domestic production activities deduction	(19.7		)		(10.9		)		(5.0		)
Audit settlements and adjustments	—				(19.7		)		1.9
Other, net	(7.3		)		(0.4		)		(0.8		)
Provision for income taxes	$	225.3			$	107.5			$	66.4

The Company operates in foreign jurisdictions with income tax rates lower than the United States tax rate of 35%. The Company’s tax benefits related to foreign earnings taxed at a rate less than the United States federal rate were $120.9 million and $77.3 million for the fiscal years ended October 2, 2015 and October 3, 2014, respectively.

The federal tax credit available under the Internal Revenue Code for research and development expenses expired on December 31, 2014. As of October 2, 2015, the United States Congress had not taken action to extend the Research and Experimentation Tax Credit. Accordingly, the income tax provision for the year ended October 2, 2015, does not reflect the impact of any research and development tax credits that would have been earned after December 31, 2014, had the federal tax credit not expired.

On December 19, 2014, the Tax Increase Prevention Act of 2014 was signed into law, extending the Research and Experimentation Tax Credit to reinstate and retroactively extend credits earned in calendar year 2014. As a result of the enactment of this law, $11.0 million of federal research and development tax credits that were earned in fiscal 2014 reduced the tax rate during fiscal 2015. These credits were not reflected in the fiscal 2014 tax rate.

As of October 2, 2015, the Company’s federal income tax returns for fiscal 2012 and 2013 were under examination by the IRS. The Company expects the IRS examination to close in the first quarter of fiscal 2016 and does not expect the results of this audit to have an adverse impact on its tax expense. In addition, various state and international tax returns are under examination by their respective taxing authorities. The Company does not expect the results of these audits to have a material impact on its financial position, results of operations, or cash flows.

During the fourth quarter of fiscal 2014, the Company concluded an IRS examination of its federal income tax return for fiscal year 2011. As a result of the conclusion of the IRS examination, the Company agreed to various adjustments to its fiscal 2011 tax return that resulted in the recognition of tax expense of $0.7 million and $1.9 million for fiscal years 2014 and 2013, respectively. In addition, the conclusion of the IRS examination also resulted in a decrease in the uncertain tax positions of $20.9 million in fiscal 2014, of which $20.4 million was recognized as a benefit to tax expense.

In December 2013, Mexico enacted a comprehensive tax reform package, which became effective on January 1, 2014. As a result of this change, the Company adjusted its deferred taxes in that jurisdiction, resulting in the recognition of a tax benefit that reduced the Company’s foreign income tax expense by $4.6 million for year ended October 3, 2014.

On October 2, 2010, the Company expanded its presence in Asia by launching operations in Singapore. The Company operates under a tax holiday in Singapore, which is effective through September 30, 2020 and is conditional upon the Company’s compliance with certain employment and investment thresholds in Singapore. The impact of the tax holiday decreased Singapore’s taxes by $26.6 million and $12.6 million for the fiscal years ended October 2, 2015 and October 3, 2014, respectively, which resulted in tax benefits of $0.14 and $0.07 of diluted earnings per share, respectively.

Deferred income tax assets and liabilities consist of the tax effects of temporary differences related to the following (in millions):

	Fiscal Years Ended
	October 2, 2015				October 3, 2014
Deferred Tax Assets:
Current:
Inventory	$	4.9			$	5.3
Bad debts	0.1				0.2
Accrued compensation and benefits	5.2				5.0
Product returns, allowances and warranty	4.3				4.9
Restructuring	0.1				0.2
Other, net	0.6				0.3
Current deferred tax assets	15.2				15.9
Less valuation allowance	(6.4		)		(6.4		)
Net current deferred tax assets	8.8				9.5
Long-term:
Intangible assets	11.6				4.7
Share-based and other deferred compensation	44.6				39.4
Net operating loss carry forwards	7.4				12.7
Federal tax credits	11.5				13.0
State tax credits	53.4				43.1
Other, net	2.4				2.7
Long-term deferred tax assets	130.9				115.6
Less valuation allowance	(58.8		)		(54.4		)
Net long-term deferred tax assets	72.1				61.2
Deferred tax assets	146.1				131.5
Less valuation allowance	(65.2		)		(60.8		)
Net deferred tax assets	80.9				70.7
Deferred Tax Liabilities:
Current:
Prepaid insurance	(0.8		)		(0.8		)
Current deferred tax liabilities	(0.8		)		(0.8		)
Long-term:
Property, plant and equipment	(10.1		)		(11.6		)
Intangible assets	(8.2		)		(1.2		)
Long-term deferred tax liabilities	(18.3		)		(12.8		)
Net deferred tax liabilities	(19.1		)		(13.6		)
Total net deferred tax assets	$	61.8			$	57.1

In accordance with GAAP, management has determined that it is more likely than not that a portion of its historic and current year income tax benefits will not be realized. As of October 2, 2015, the Company has maintained a valuation allowance of $65.2 million. This valuation allowance is comprised of $53.5 million related to United States state tax credits, and $11.7 million related to foreign deferred tax assets. If these benefits are recognized in a future period the valuation allowance on deferred tax assets will be reversed and up to a $65.2 million income tax benefit may be recognized. The Company will need to generate $144.2 million of future United States federal taxable income to utilize our United States deferred tax assets as of October 2, 2015. The Company believes that future reversals of taxable temporary differences, and its forecast of continued strong earnings in its domestic and foreign jurisdictions supports its decision to not record a valuation allowance on other deferred tax assets.

Deferred tax assets are recognized for foreign operations when management believes it is more likely than not that the deferred tax assets will be recovered during the carry forward period. The Company will continue to assess its valuation allowance in future periods.

As of October 2, 2015, the Company has United States federal net operating loss carry forwards of approximately $9.9 million. The utilization of these net operating losses is subject to certain annual limitations as required under Internal Revenue Code section 382 and similar state income tax provisions. The United States federal net operating loss carry forwards expire at various dates through 2035. The Company also has United States federal income tax credit carry forwards of $6.4 million, of which $6.3 million of federal income tax credit carry forwards have not been recorded as a deferred tax asset. The Company also has state income tax credit carry forwards of $53.4 million, net of federal benefits, for which the Company has provided a valuation allowance. The United States federal tax credits expire at various dates through 2030. The state tax credits relate primarily to California research tax credits that can be carried forward indefinitely.

The Company has continued to expand its operations and increase its investments in numerous international jurisdictions. These activities will increase the Company’s earnings attributable to foreign jurisdictions. As of October 2, 2015, no provision has been made for United States federal, state, or additional foreign income taxes related to approximately $1,175.5 million of undistributed earnings of foreign subsidiaries which have been or are intended to be permanently reinvested. It is not practicable to determine the United States federal income tax liability, if any, which would be payable if such earnings were not permanently reinvested.

A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows (in millions):

	Unrecognized tax benefits
Balance at October 3, 2014	$	51.8
Increases based on positions related to prior years	0.2
Increases based on positions related to current year	29.3
Decreases relating to settlements with taxing authorities	—
Decreases relating to lapses of applicable statutes of limitations	(0.1		)
Balance at October 2, 2015	$	81.2

Of the total unrecognized tax benefits at October 2, 2015, $66.7 million would impact the effective tax rate, if recognized. The remaining unrecognized tax benefits would not impact the effective tax rate, if recognized, due to the Company’s valuation allowance and certain positions that were required to be capitalized. There are certain unrecognized tax positions that may be adjusted during fiscal 2016 upon closure of the IRS examination of the Company’s fiscal 2012 and 2013 federal income tax returns. During the year ended October 2, 2015, the Company recognized $0.1 million of previously unrecognized tax benefits related to the expiration of the statute of limitations and $1.6 million of accrued interest or penalties related to unrecognized tax benefits.

The Company’s major tax jurisdictions as of October 2, 2015 are the United States, California, Singapore, Mexico and Canada. For the United States, the Company has open tax years dating back to fiscal 1999 due to the carry forward of tax attributes. For California, the Company has open tax years dating back to fiscal 1999 due to the carry forward of tax attributes. For Canada, the Company has open tax years dating back to fiscal 2008. For Mexico, the Company has open tax years back to fiscal 2009. For Singapore, the Company has open tax years dating back to fiscal 2011. The Company is subject to audit examinations by the respective taxing authorities on a periodic basis, of which the results could impact our financial position, results of operations or cash flows.

9. STOCKHOLDERS’ EQUITY

COMMON STOCK

At October 2, 2015, the Company is authorized to issue 525.0 million shares of common stock, par value $0.25 per share, of which 219.0 million shares are issued and 190.3 million shares outstanding.

Holders of the Company’s common stock are entitled to dividends in the event declared by the Company’s Board of Directors out of funds legally available for such purpose. Dividends may not be paid on common stock unless all accrued dividends on preferred stock, if any, have been paid or declared and set aside. In the event of the Company’s liquidation, dissolution or winding up, the holders of common stock will be entitled to share pro rata in the assets remaining after payment to creditors and after payment of the liquidation preference plus any unpaid dividends to holders of any outstanding preferred stock.

Each holder of the Company’s common stock is entitled to one vote for each such share outstanding in the holder’s name. No holder of common stock is entitled to cumulate votes in voting for directors. The Company’s restated certificate of incorporation as amended to date, (“the Certificate of Incorporation”) provides that, unless otherwise determined by the Company’s Board of Directors, no holder of stock has any preemptive right to purchase or subscribe for any stock of any class which the Company may issue or sell.

PREFERRED STOCK

The Company’s Certificate of Incorporation has authorized and permits the Company to issue up to 25.0 million shares of preferred stock without par value in one or more series and with rights and preferences that may be fixed or designated by the Company’s Board of Directors without any further action by the Company’s stockholders. The designation, powers, preferences, rights and qualifications, limitations and restrictions of the preferred stock of each series will be fixed by the certificate of designation relating to such series, which will specify the terms of the preferred stock. At October 2, 2015, the Company had no shares of preferred stock issued or outstanding.

SHARE REPURCHASE

During the fiscal year ended October 2, 2015, the Company paid approximately $237.3 million (including commissions) in connection with the repurchase of 2.9 million shares of its common stock (paying an average price of $83.29 per share) under the November 11, 2014 share repurchase plan. This plan was initially valid through November 11, 2016, and allowed for the repurchase of the Company’s common stock on the open market or in privately negotiated transactions, in compliance with applicable securities laws and other legal requirements. As of October 2, 2015, $62.7 million remained available under the share repurchase plan.

On November 10, 2015, the Board of Directors approved a new share repurchase program, pursuant to which the Company is authorized to repurchase up to $400.0 million of its common stock from time to time on the open market or in privately negotiated transactions as permitted by securities laws and other legal requirements. The repurchase program is set to expire on November 10, 2017; however, it may be suspended, discontinued or extended by the Board of Directors at any time prior to its expiration on November 10, 2017. This authorized stock repurchase program replaced in its entirety the November 11, 2014 stock repurchase program. These repurchases have been and will be funded with the Company’s working capital.

During the fiscal year ended October 3, 2014, the Company paid approximately $165.7 million (including commissions) in connection with the repurchase of 4.5 million shares of its common stock (paying an average price of $36.46 per share).

DIVIDENDS

On November 5, 2015, the Company announced that the Board of Directors declared a cash dividend on the Company’s common stock of $0.26 per share. This dividend is payable on December 10, 2015, to the Company’s stockholders of record as of the close of business on November 19, 2015. Future dividends are subject to declaration by the Board of Directors. The dividends charged to retained earnings in fiscal 2015 and 2014 were as follows (in millions except per share amounts):

	Fiscal Years Ended
	October 2, 2015								October 3, 2014
	Per Share				Total				Per Share				Total
First quarter	$	0.13			$	24.7			$	—			$	—
Second quarter	0.13				24.9				—				—
Third quarter	0.13				24.8				0.11				20.8
Fourth quarter	0.26				49.6				0.11				20.9
	$	0.65			$	124.0			$	0.22			$	41.7

EMPLOYEE STOCK BENEFIT PLANS

As of October 2, 2015, the Company has the following equity compensation plans under which its equity securities were authorized for issuance to its employees and/or directors:

•	the 1999 Employee Long-Term Incentive Plan

•	the Directors’ 2001 Stock Option Plan

•	the Non-Qualified Employee Stock Purchase Plan

•	the 2002 Employee Stock Purchase Plan

•	the 2005 Long-Term Incentive Plan

•	the AATI 2005 Equity Incentive Plan

•	the 2008 Director Long-Term Incentive Plan

•	the 2015 Long-Term Incentive Plan

Except for the 1999 Employee Long-Term Incentive Plan and the Non-Qualified Employee Stock Purchase Plan, each of the foregoing equity compensation plans was approved by the Company’s stockholders.

As of October 2, 2015, a total of 100.7 million shares are authorized for grant under the Company’s share-based compensation plans, with 5.4 million options outstanding. The number of common shares reserved for future awards to employees and directors under these plans was 21.6 million at October 2, 2015. The Company grants equity awards under the 2015 Long-Term Incentive Plan to employees, which replaced the 2005 Long-Term Incentive Plan on May 19, 2015 and the 2008 Director Long-Term Incentive Plan for non-employee directors.

2015 Long-Term Incentive Plan. Under this plan, officers, employees, non-employee directors and certain consultants may be granted stock options, restricted stock awards and units, performance stock awards and units and other share-based awards. The plan has been approved by the stockholders. Under the plan, up to 30.5 million shares have been authorized for grant. A total of 20.9 million shares are available for new grants as of October 2, 2015. The maximum contractual term of the awards is seven years from the date of grant. Options granted under the plan are exercisable at the determination of the compensation committee and generally vest ratably over four years. Restricted stock awards and units granted under the plan at the determination of the compensation committee generally vest over four or more years. With respect to restricted stock awards, dividends are accumulated and paid when the underlying shares vest. If the underlying shares are forfeited for any reason, the rights to the dividends with respect to such shares are also forfeited. No dividends or dividend equivalents are paid or accrued with respect to restricted stock unit awards or other awards until the shares underlying such awards become vested and are issued to the award holder. Performance stock awards and units are contingently granted depending on the achievement of certain predetermined performance goals and generally vest over three or more years.

2008 Director Long-Term Incentive Plan. Under this plan, non-employee directors may be granted stock options, restricted stock awards and other share-based awards. The plan has been approved by the stockholders. Under the plan a total of 1.5 million shares have been authorized for option grants. A total of 0.7 million shares are available for new grants as of October 2, 2015. The maximum contractual term of the director awards is ten years from the date of grant. Options granted under the plan are generally exercisable over four years. Restricted stock awards granted under the plan are exercisable at the determination of the compensation committee and generally vest over three or more years. With respect to restricted stock awards, dividends are accumulated and paid when the underlying shares vest. If the underlying shares are forfeited for any reason, the rights to the dividends with respect to such shares are also forfeited.

Employee Stock Purchase Plans. The Company maintains a domestic and an international employee stock purchase plan. Under these plans, eligible employees may purchase common stock through payroll deductions of up to 10% of their compensation. The price per share is the lower of 85% of the fair market value of the common stock at the beginning or end of each offering period (generally six months). The plans provide for purchases by employees of up to an aggregate of 9.7 million shares. Shares of common stock purchased under these plans in the fiscal years ended October 2, 2015, October 3, 2014, and September 27, 2013 were 0.3 million, 0.5 million, and 0.5 million, respectively. At October 2, 2015, there are 1.2 million shares available for purchase. The Company recognized compensation expense of $4.7 million, $4.1 million and $3.9 million for the fiscal years ended October 2, 2015, October 3, 2014, and September 27, 2013, respectively related to the employee stock purchase plan. The unrecognized compensation expense on the employee stock purchase plan at October 2, 2015 was $1.7 million. The weighted average period over which the cost is expected to be recognized is approximately four months.

Stock Options

The following table represents a summary of the Company’s stock options:

	Shares (in millions)			Weighted average exercise price				Weighted average remaining contractual life (in years)		Aggregate intrinsic value (in millions)
Balance outstanding at October 3, 2014	7.5			$	21.26
Granted	1.1			$	63.62
Exercised	(2.9	)		$	19.78
Canceled/forfeited	(0.3	)		$	30.12
Balance outstanding at October 2, 2015	5.4			$	29.99			4.2		$	291.3
Exercisable at October 2, 2015	2.1			$	18.63			2.7		$	134.2

The weighted-average grant date fair value per share of employee stock options granted during the fiscal years ended October 2, 2015, October 3, 2014 and September 27, 2013 was $23.26, $11.91, and $9.31, respectively. The total grant date fair value of the options vested during the fiscal years ending October 2, 2015, October 3, 2014 and September 27, 2013 was $16.6 million, $21.8 million and $33.5 million, respectively.

Restricted and Performance Awards and Units

The following table represents a summary of the Company’s restricted and performance transactions:

	Shares (In millions)			Weighted average grant date fair value
Non-vested awards outstanding at October 3, 2014	5.7			$	21.48
Granted (1)	1.8			$	63.56
Vested	(2.4	)		$	25.44
Canceled/forfeited	(0.3	)		$	24.42
Non-vested awards outstanding at October 2, 2015	4.8			$	23.20
(1) includes performance shares granted and earned based on maximum performance under the underlying performance metrics

The weighted average grant date fair value per share for awards granted during the fiscal years ended October 2, 2015, October 3, 2014 and September 27, 2013 was $63.56, $26.69, and $20.19, respectively. The total grant date fair value of the awards vested during the fiscal years ending October 2, 2015, October 3, 2014 and September 27, 2013 was $149.0 million, $63.1 million and $53.5 million, respectively.

The following table summarizes the total intrinsic value for stock options exercised and awards vested (in millions):

	Fiscal Years Ended
	October 2, 2015				October 3, 2014				September 27, 2013
Options	$	170.8			$	101.3			$	26.2
Awards	$	149.0			$	63.1			$	53.5

Valuation and Expense Information under ASC 718

The following table summarizes pre-tax share-based compensation expense by financial statement line and related tax benefit (in millions):

	Fiscal Years Ended
	October 2, 2015				October 3, 2014				September 27, 2013
Cost of goods sold	$	14.5			$	11.3			$	10.2
Research and development	45.4				36.2				28.2
Selling, general and administrative	39.9				38.5				33.3
Total share-based compensation expense	$	99.8			$	86.0			$	71.7
Share-based compensation tax benefit	$	29.3			$	25.6			$	21.4
Capitalized share-based compensation expense	$	2.3			$	1.7			$	2.1

The following table summarizes total compensation costs related to unvested share based awards not yet recognized and the weighted average period over which it is expected to be recognized at October 2, 2015:

	Unrecognized compensation cost for unvested awards (in millions)				Weighted average remaining recognition period (in years)
Options	$	31.9			2.0
Awards	$	69.5			1.1

The fair value of the restricted awards and units are equal to the closing market price of the Company’s common stock on the date of grant. The fair value of the performance awards and units are equal to the closing market price of the Company’s common stock on the date of grant and the expense is updated for the achievement of the underlying performance metrics.

The Company issued performance share units during fiscal 2015 and fiscal 2014 that contained market-based conditions. The fair value of these performance share units were estimated on the date of the grant using a Monte Carlo simulation with the following weighted average assumptions:

	Fiscal Year Ended
	October 2, 2015			October 3, 2014
Volatility of common stock	37.51	%		36.96	%
Average volatility of peer companies	28.42	%		29.59	%
Average correlation coefficient of peer companies	0.55			0.47
Risk-free interest rate	0.12	%		0.11	%
Dividend yield	0.85			—

The fair value of each stock option is estimated on the date of the grant using the Black-Scholes option pricing model with the following weighted average assumptions:

	Fiscal Years Ended
	October 2, 2015			October 3, 2014			September 27, 2013
Expected volatility	45.75	%		47.40	%		57.71	%
Risk-free interest rate	1.33	%		1.83	%		1.29	%
Dividend yield	1.16			0.83			—
Expected option life (in years)	4.5			4.6			4.2

The Company used a historical volatility calculated by the mean reversion of the weekly-adjusted closing stock price over the expected life of the options. The risk-free interest rate assumption is based upon observed treasury bill interest rates appropriate for the expected life of the Company’s employee stock options. The dividend yield was included in the Black-Scholes option pricing model for options granted after the Company declared its first dividend.

The expected life of employee stock options represents a calculation based upon the historical exercise, cancellation and forfeiture experience for the Company across its demographic population. The Company believes that this historical data is the best estimate of the expected life of a new option and that generally all groups of the Company’s employees exhibit similar behavior.

10. EMPLOYEE BENEFIT PLAN, PENSIONS AND OTHER RETIREE BENEFITS

The Company maintains a 401(k) plan covering substantially all of its employees based in the United States under which all employees at least twenty-one years old are eligible to receive discretionary Company contributions. Discretionary Company contributions are determined by the Board of Directors and may be in the form of cash or the Company’s stock. The Company has generally contributed a match of up to 4% of an employee’s contributed annual eligible compensation. For the fiscal years ended October 2, 2015, October 3, 2014, and September 27, 2013, the Company contributed shares of 0.1 million, 0.2 million, and 0.3 million, respectively, and recognized expense of $7.2 million, $6.2 million, and $6.2 million, respectively.

FilterCo Defined Benefit Pension:

On April 1, 2015, the Company assumed a defined benefit pension plan from Panasonic for certain participants located in Japan that formally transferred from Panasonic to FilterCo, as discussed in Note 3, Business Combinations, in these Notes to the Consolidated Financial Statements. This plan has been frozen and new employees are not eligible. However, the Company is obligated to make future contributions to fund benefits to the participants with the benefits under the plan being based primarily on a combination of years of service and compensation.

The net amount of the unfunded obligation recognized in other long-term liabilities on the Balance Sheet consists of (in millions):

		Fiscal Year Ended
		October 2, 2015
Pension benefit obligations at the end of the fiscal year		$	14.9
Fair value of plan assets at the end of the fiscal year		9.8
Funded status		$	(5.1	)
Net periodic benefit costs		$	0.1

The pension obligation has an immaterial impact to the Company’s results of operations and financial position and accordingly, the disclosures required per the retirement benefit compensation topic in the ASC have been excluded from this Annual Report on Form 10-K.

11. COMMITMENTS

The Company has various operating leases primarily for buildings, computers and equipment. Rent expense amounted to $16.5 million, $11.1 million, and $10.8 million in the fiscal years ended October 2, 2015, October 3, 2014, and September 27, 2013, respectively. Future minimum payments under these non-cancelable leases are as follows (in millions):

		2016				2017			2018			2019			2020			Thereafter			Total
Future minimum payments		$	15.1			12.2			10.7			8.8			5.2			14.2			$	66.2

In addition, the Company has entered into licensing agreements for intellectual property rights and maintenance and support services. Pursuant to the terms of these agreements, the Company is committed to making aggregate payments of $17.6 million and $0.2 million in the fiscal years 2016 and 2017, respectively.

12. CONTINGENCIES

Legal Matters

From time to time, various lawsuits, claims and proceedings have been, and may in the future be, instituted or asserted against the Company, including those pertaining to patent infringement, intellectual property, environmental hazards, product liability and warranty, safety and health, employment and contractual matters.

On November 23, 2015, PMC delivered to the Company a notice terminating the Amended and Restated Merger Agreement. Prior to the termination of the Amended and Restated Merger Agreement, between October 8, 2015 and October 21, 2015, three putative class action lawsuits challenging the then-proposed Merger were filed on behalf of PMC stockholders in the Court of Chancery of the State of Delaware and in the Superior Court of California in Santa Clara County. The actions are captioned Pietrus Industries Ltd. v. PMC-Sierra, Inc., et al., CA. No. 11610-VCG (Delaware Court of Chancery), Bhakta v. PMC-Sierra, et al., Case No. 1-15-CV-286967 (Superior Court of California, Santa Clara County), and Azzalini v. Lang, et al., Case No. 1-15-CV-287124 (Superior Court of California, Santa Clara County). The lawsuits name the Company, PMC, the directors of PMC, and others as defendants. In general, they allege that the directors of PMC breached their fiduciary duties to PMC stockholders in connection with the Merger by, among other things, failing to fully inform themselves of the market value of PMC, maximize stockholder value, and act in the best interest of public stockholders, and by placing their personal financial interests before the interests of stockholders. These actions further allege that the Company and PMC, among others, aided and abetted the directors’ purported breach of their fiduciary duties. Among other things, they seek (i) injunctive relief preliminarily and permanently enjoining the Merger, (ii) in the event that the Merger is consummated, rescission or an award of rescissory damages, (iii) plaintiffs’ costs and fees, including attorneys’ expenses and experts’ fees; and (iv) an accounting for damages sustained. The two actions pending in the Superior Court of California have been assigned to the Complex Civil Litigation Department, and all discovery in those matters has been stayed. The court in those actions has scheduled a case management conference for February 19, 2016.

The semiconductor industry is characterized by vigorous protection and pursuit of intellectual property rights. From time to time, third parties have asserted and may in the future assert patent, copyright, trademark and other intellectual property rights to technologies that are important to the Company’s business and have demanded and may in the future demand that the Company license their technology. The outcome of any such litigation cannot be predicted with certainty and some such lawsuits, claims or proceedings may be disposed of unfavorably to the Company. Generally speaking, intellectual property disputes often have a risk of injunctive relief, which, if imposed against the Company, could materially and adversely affect the Company’s financial condition, or results of operations. From time to time the Company may also be involved in legal proceedings in the ordinary course of business. Legal costs are expensed as incurred.

The Company monitors the status of legal proceedings and other contingencies on an ongoing basis to ensure amounts are recognized and/or disclosed in our financial statements and footnotes as required by Accounting Standards Codification 450, Loss Contingencies. At the time of this filing, the Company had not recorded any accrual for loss contingencies associated with its legal proceedings as losses resulting from such matters were determined not to be probable. The Company does not believe there are any pending legal proceedings that are reasonably possible to result in a material loss. We are engaged in various legal actions in the normal course of business and, while there can be no assurances, the Company believes the outcome of all pending litigation involving the Company will not have, individually or in the aggregate, a material adverse effect on its business.

13. GUARANTEES AND INDEMNITIES

The Company has made no contractual guarantees for the benefit of third parties. However, the Company generally indemnifies its customers from third-party intellectual property infringement litigation claims related to its products, and, on occasion, also provides other indemnities related to product sales. In connection with certain facility leases, the Company has indemnified its lessors for certain claims arising from the facility or the lease.

The Company indemnifies its directors and officers to the maximum extent permitted under the laws of the state of Delaware. The duration of the indemnities varies, and in many cases is indefinite. The indemnities to customers in connection with product sales generally are subject to limits based upon the amount of the related product sales and in many cases are subject to geographic and other restrictions. In certain instances, the Company’s indemnities do not provide for any limitation of the maximum potential future payments the Company could be obligated to make. The Company has not recorded any liability for these indemnities in the accompanying consolidated balance sheets and does not expect that such obligations will have a material adverse impact on its financial condition or results of operations.

14. RESTRUCTURING AND OTHER CHARGES

As of October 2, 2015, the Company recorded restructuring and other charges of approximately $3.4 million related to costs associated with organizational restructuring plans initiated in the fiscal year. The Company does not anticipate any material charges in future periods related to these plans.

As of October 3, 2014, the Company recorded restructuring and other charges of approximately $0.3 million related to costs associated with organizational restructuring plans initiated in the prior fiscal year. The Company does not anticipate any material charges in future periods related to these plans.

The Company recorded restructuring and other charges of approximately $6.4 million related to severance costs associated with separate organizational restructuring plans undertaken to reduce headcount during the fiscal year ended September 27, 2013. These restructuring plans are largely complete and have been aggregated into the “FY13 Restructuring Programs” line item in the summary table below.

Activity and liability balances related to the Company’s restructuring actions are as follows (in millions):

	Balance at September 28, 2012				Current Charges				Cash Payments				Balance at September 27, 2013
FY13 Restructuring Programs
Employee Severance costs	$	—			$	6.4			$	(5.8	)		$	0.6
Other Restructuring
Employee Severance costs	0.9				—				(0.9		)		—
Lease and other contractual obligations	0.8				—				(0.4		)		0.4
Total	$	1.7			$	6.4			$	(7.1	)		$	1.0
	Balance at September 27, 2013				Current Charges				Cash Payments				Balance at October 3, 2014
FY13 Restructuring Programs
Employee Severance costs	$	0.6			$	0.3			$	(0.6	)		$	0.3
Other Restructuring
Lease and other contractual obligations	0.4				—				(0.2		)		0.2
Total	$	1.0			$	0.3			$	(0.8	)		$	0.5
	Balance at October 3, 2014				Current Charges				Cash Payments				Balance at October 2, 2015
FY13 Restructuring Programs
Employee Severance costs	$	0.3			$	—			$	(0.2	)		$	0.1
Other Restructuring
Employee Severance costs	—				3.4				(3.2		)		0.2
Lease and other contractual obligations	0.2				—				(0.1		)		0.1
Total	$	0.5			$	3.4			$	(3.5	)		$	0.4

15. EARNINGS PER SHARE

The following table sets forth the computation of basic and diluted earnings per share (in millions, except per share amounts):

	Fiscal Years Ended
	October 2, 2015				October 3, 2014				September 27, 2013
Net income	$	798.3			$	457.7			$	278.1
Weighted average shares outstanding – basic	189.5				187.2				187.5
Effect of dilutive equity based awards	5.4				5.4				4.7
Weighted average shares outstanding – diluted	194.9				192.6				192.2
Net income per share – basic	$	4.21			$	2.44			$	1.48
Net income per share - diluted	$	4.10			$	2.38			$	1.45
Anti-dilutive common stock equivalents	0.3				0.9				5.4

Basic earnings per share are calculated by dividing net income by the weighted average number of shares of the Company’s common stock outstanding. The calculation of diluted earnings per share includes the dilutive effect of equity based awards which were outstanding during the fiscal years ending October 2, 2015, October 3, 2014 and September 27, 2013, using the treasury stock method. Certain of the Company’s outstanding stock options, noted in the table above, were excluded because they were anti-dilutive, but could become dilutive in the future.

16. SEGMENT INFORMATION AND CONCENTRATIONS

In accordance with ASC 280-Segment Reporting, the Company considers itself to be a single reportable operating segment which designs, develops, manufactures and markets similar proprietary semiconductor products, including intellectual property. In reaching this conclusion, management considers the definition of the chief operating decision maker (“CODM”), how the business is defined by the CODM, the nature of the information provided to the CODM and how that information is used to make operating decisions, allocate resources and assess performance. The Company’s CODM is the chairman and chief executive officer. The results of operations provided to and analyzed by the CODM are at the consolidated level and accordingly, key resource decisions and assessment of performance is performed at the consolidated level. The Company assesses its determination of operating segments at least annually.

GEOGRAPHIC INFORMATION

Net revenue by geographic area presented based upon the country of destination are as follows (in millions):

	Fiscal Years Ended
	October 2, 2015				October 3, 2014				September 27, 2013
United States	$	66.8			$	47.5			$	67.3
Other Americas	33.0				25.5				10.2
Total Americas	99.8				73.0				77.5
China	2,249.2				1,574.4				979.3
Taiwan	506.9				322.2				387.5
South Korea	100.0				107.4				102.9
Other Asia-Pacific	249.7				166.9				202.0
Total Asia-Pacific	3,105.8				2,170.9				1,671.7
Europe, Middle East and Africa	52.8				47.6				42.8
Total	$	3,258.4			$	2,291.5			$	1,792.0

The Company’s revenues by geography do not necessarily correlate to end market demand by region. For example, the Company’s revenues reflected in the China line item above include sales of products to a company that is not headquartered in China but that manufactures its products in China for sale to consumers throughout the world, including in the United States, Europe, China, and other markets in Asia. The Company’s revenue to external customers is generated principally from the sale of semiconductor products that facilitate various wireless communication applications. Accordingly, the Company considers its product offerings to be similar in nature and therefore not segregated for reporting purposes.

Net property, plant and equipment balances, based on the physical locations within the indicated geographic areas are as follows (in millions):

	As of
	October 2, 2015				October 3, 2014				September 27, 2013
Mexico	$	406.1			$	290.1			$	176.9
United States	148.8				138.7				140.2
Japan	173.8				58.8				—
Singapore	89.9				60.8				—
Rest of world	7.8				7.5				11.5
	$	826.4			$	555.9			$	328.6

CONCENTRATIONS

Financial instruments that potentially subject the Company to concentration of credit risk consist principally of trade accounts receivable. Trade accounts receivables are primarily derived from sales to manufacturers of communications and consumer products and electronic component distributors. Ongoing credit evaluations of customers’ financial condition are performed and collateral, such as letters of credit and bank guarantees, are required whenever deemed necessary.

In fiscal 2015, Foxconn Technology Group (together with its affiliates and other suppliers to a large OEM for use in multiple applications including smartphones, tablets, routers, desktop and notebook computers) constituted more than ten percent of our net revenue. In fiscal 2014 and 2013, two customers—Foxconn Technology Group (together with its affiliates and other suppliers to a large OEM for use in multiple applications including smartphones, tablets, routers, desktop and notebook computers), and Samsung Electronics—each constituted more than ten percent of our net revenue.

The Company’s greater than ten percent customers comprised the following percentages of net revenue:

		Fiscal Years Ended
		October 2, 2015		October 3, 2014		September 27, 2013
Company A		44%		34%		36%
Company B		*		10%		15%
* Customer did not represent greater than ten percent of net revenue

At October 2, 2015, the Company’s three largest accounts receivable balances comprised 62% of aggregate gross accounts receivable. This concentration was 58% and 51% at October 3, 2014 and September 27, 2013, respectively.

17. QUARTERLY FINANCIAL DATA (UNAUDITED)

The following table summarizes the quarterly and annual results (in millions, except per share data):

	First quarter				Second quarter				Third quarter				Fourth quarter				Fiscal year
Fiscal 2015
Net revenue	$	805.5			$	762.1			$	810.0			$	880.8			$	3,258.4
Gross profit	373.0				352.2				393.1				436.2				1,554.5
Net income	195.2				166.5				207.4				229.2				798.3
Per share data (1)
Net income, basic	$	1.03			$	0.88			$	1.09			$	1.21			$	4.21
Net income, diluted	$	1.01			$	0.85			$	1.06			$	1.18			$	4.10
Fiscal 2014
Net revenue	$	505.2			$	481.0			$	587.0			$	718.2			$	2,291.5
Gross profit	222.0				212.4				264.2				324.0				1,022.7
Net income	94.5				76.9				111.4				174.9				457.7
Per share data (1)
Net income, basic	$	0.51			$	0.41			$	0.59			$	0.93			$	2.44
Net income, diluted	$	0.49			$	0.40			$	0.58			$	0.90			$	2.38

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(1)	Earnings per share calculations for each of the quarters are based on the weighted average number of shares outstanding and included common stock equivalents in each period. Therefore, the sums of the quarters do not necessarily equal the full year earnings per share.