What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2022-04-26 compared with 2022-02-01 · 131 added, 132 removed, 652 unchanged (29% of the section changed)

3 unchanged sentences

(in thousands, except per share data)

Three Months Ended Six Months Ended

2021 December 27,

2020 December 26,

2021 December 27,

Three Months Ended Nine Months Ended

2022 March 28,

2021 March 27,

2022 March 28,

Revenue $ 4,060,416 $ 3,847,654 $ 12,591,485 $ 10,480,971

19 unchanged sentences

(in thousands)

Three Months Ended Six Months Ended

2021 December 27,

2020 December 26,

2021 December 27,

Three Months Ended Nine Months Ended

2022 March 28,

2021 March 27,

2022 March 28,

Net income $ 1,021,778 $ 1,071,121 $ 3,396,352 $ 2,763,801

7 unchanged sentences

Net unrealized losses during the period ( 1,333 ) ( 1,623 ) ( 4,523 ) ( 3,667 )

Net losses reclassified into net income 345 163 1,490 565

Net (gains) losses reclassified into net income ( 34 ) 162 1,456 727

( 1,367 ) ( 1,461 ) ( 3,067 ) ( 2,940 )

10 unchanged sentences

Investments 160,072 1,310,872

Accounts receivable, less allowance of $ 5,379 as of December 26, 2021, and $ 5,255 as of June 27, 2021

Accounts receivable, less allowance of $ 5,602 as of March 27, 2022, and $ 5,255 as of June 27, 2021

3,702,320 3,026,430

23 unchanged sentences

Common stock, at par value of $ 0.001 per share;

authorized, 400,000 shares as of December 26, 2021 and June 27, 2021;

issued and outstanding, 140,275 shares as of December 26, 2021, and 142,501 shares as of June 27, 2021

authorized, 400,000 shares as of March 27, 2022 and June 27, 2021;

issued and outstanding, 138,707 shares as of March 27, 2022, and 142,501 shares as of June 27, 2021

Additional paid-in capital 7,289,393 7,052,962

Treasury stock, at cost;

153,091 shares as of December 26, 2021, and 150,766 shares as of June 27, 2021

155,323 shares as of March 27, 2022, and 150,766 shares as of June 27, 2021

( 18,616,780 ) ( 15,646,701 )

8 unchanged sentences

(in thousands) (unaudited)

Six Months Ended

2021 December 27,

Nine Months Ended

2022 March 28,

CASH FLOWS FROM OPERATING ACTIVITIES:

23 unchanged sentences

Effect of exchange rate changes on cash, cash equivalents, and restricted cash ( 13,544 ) 6,513

Net increase (decrease) in cash, cash equivalents, and restricted cash 666,657 ( 1,229,111 )

Net decrease in cash, cash equivalents, and restricted cash ( 224,995 ) ( 1,242,257 )

Cash, cash equivalents, and restricted cash at beginning of period 4,670,750 5,169,083

5 unchanged sentences

Transfers of finished goods inventory to property and equipment 62,116 59,882

Reconciliation of cash, cash equivalents, and restricted cash December 26,

2021 December 27,

Reconciliation of cash, cash equivalents, and restricted cash March 27,

2022 March 28,

Cash and cash equivalents $ 4,194,719 $ 3,673,366

6 unchanged sentences

Three Months Ended

December 26, 2021

March 27, 2022

Shares Common

5 unchanged sentences

Earnings Total

Balance at September 26, 2021 140,811 $ 141 $ 7,111,803 $ ( 16,863,573 ) $ ( 81,768 ) $ 15,653,440 $ 5,820,043

Balance at December 26, 2021 140,275 $ 140 $ 7,220,359 $ ( 17,294,255 ) $ ( 88,146 ) $ 16,637,683 $ 6,475,781

Issuance of common stock 664 1 491 — — — 492

Purchase of treasury stock ( 2,232 ) ( 2 ) — ( 1,322,525 ) — — ( 1,322,527 )

Reissuance of treasury stock 97 — 42,271 4,109 — — 46,380

Equity-based compensation expense — — 68,543 — — — 68,543

3 unchanged sentences

— — — — — ( 208,057 ) ( 208,057 )

Balance at December 26, 2021 140,275 $ 140 $ 7,220,359 $ ( 17,294,255 ) $ ( 88,146 ) $ 16,637,683 $ 6,475,781

Six Months Ended

December 26, 2021

Balance at March 27, 2022 138,707 $ 139 $ 7,289,393 $ ( 18,616,780 ) $ ( 97,666 ) $ 17,451,404 $ 6,026,490

Nine Months Ended

March 27, 2022

Shares Common

14 unchanged sentences

— — — — — ( 629,860 ) ( 629,860 )

Balance at December 26, 2021 140,275 $ 140 $ 7,220,359 $ ( 17,294,255 ) $ ( 88,146 ) $ 16,637,683 $ 6,475,781

Balance at March 27, 2022 138,707 $ 139 $ 7,289,393 $ ( 18,616,780 ) $ ( 97,666 ) $ 17,451,404 $ 6,026,490

See Notes to Condensed Consolidated Financial Statements

Three Months Ended

December 27, 2020

March 28, 2021

Shares Common

5 unchanged sentences

Earnings Total

Balance at September 27, 2020 144,593 $ 145 $ 6,761,545 $ ( 13,416,986 ) $ ( 82,672 ) $ 12,157,153 $ 5,419,185

Balance at December 26, 2020 143,205 $ 143 $ 6,854,681 $ ( 14,135,555 ) $ ( 56,126 ) $ 12,839,890 $ 5,503,033

Issuance of common stock 848 1 9,625 — — — 9,626

Purchase of treasury stock ( 1,731 ) ( 1 ) — ( 1,077,379 ) — — ( 1,077,380 )

Reissuance of treasury stock 207 — 32,261 9,173 — — 41,434

Equity-based compensation expense — — 55,746 — — — 55,746

2 unchanged sentences

Net income — — — — — 1,071,121 1,071,121

Other comprehensive income — — — — 26,546 — 26,546

Other comprehensive loss — — — — ( 7,171 ) — ( 7,171 )

Cash dividends declared ($ 1.30 per common share)

— — — — — ( 185,330 ) ( 185,330 )

Balance at December 27, 2020 143,205 $ 143 $ 6,854,681 $ ( 14,135,555 ) $ ( 56,126 ) $ 12,839,890 $ 5,503,033

Six Months Ended

December 27, 2020

Balance at March 28, 2021 142,607 $ 143 $ 6,922,023 $ ( 15,212,934 ) $ ( 63,297 ) $ 13,725,681 $ 5,371,616

Nine Months Ended

March 28, 2021

Shares Common

17 unchanged sentences

— — — — — ( 559,868 ) ( 559,868 )

Balance at December 27, 2020 143,205 $ 143 $ 6,854,681 $ ( 14,135,555 ) $ ( 56,126 ) $ 12,839,890 $ 5,503,033

Balance at March 28, 2021 142,607 $ 143 $ 6,922,023 $ ( 15,212,934 ) $ ( 63,297 ) $ 13,725,681 $ 5,371,616

See Notes to Condensed Consolidated Financial Statements

1 unchanged sentence

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

December 26, 2021

March 27, 2022

NOTE 1 — BASIS OF PRESENTATION

12 unchanged sentences

The Company’s current fiscal year will end June 26, 2022 and includes 52 weeks.

The quarters ended December 26, 2021 (the “December 2021 quarter”) and December 27, 2020 included 13 weeks.

The quarters ended March 27, 2022 (the “March 2022 quarter”) and March 28, 2021 included 13 weeks.

NOTE 2 — RECENT ACCOUNTING PRONOUNCEMENTS

10 unchanged sentences

Deferred Revenue

Revenue of $ 191.0 million and $ 756.7 million included in deferred revenue as of June 27, 2021 was recognized during the three and six months ended December 26, 2021.

The following table summarizes the transaction price for contracts that have not yet been recognized as revenue as of December 26, 2021 and when the Company expects to recognize the amounts as revenue:

Revenue of $ 79.1 million and $ 835.8 million included in deferred revenue as of June 27, 2021 was recognized during the three and nine months ended March 27, 2022.

The following table summarizes the transaction price for contracts that have not yet been recognized as revenue as of March 27, 2022 and when the Company expects to recognize the amounts as revenue:

Less than 1 Year 1-3 Years More than 3 Years Total

1 unchanged sentence

Deferred revenue $ 1,876,645 $ 173,845 (1)

$ — $ 1,458,161

(1) This amount is reported in Deferred profit on the Company's Condensed Consolidated Balance Sheets as the customers can demand the liability to be performed at any time.

9 unchanged sentences

The following table presents the Company’s revenues disaggregated between system and its customer support-related revenue:

Three Months Ended Six Months Ended

2021 December 27,

2020 December 26,

2021 December 27,

Three Months Ended Nine Months Ended

2022 March 28,

2021 March 27,

2022 March 28,

(In thousands)

5 unchanged sentences

The following table presents the Company’s revenues disaggregated by geographic region:

Three Months Ended Six Months Ended

2021 December 27,

2020 December 26,

2021 December 27,

Three Months Ended Nine Months Ended

2022 March 28,

2021 March 27,

2022 March 28,

(In thousands)

2 unchanged sentences

Taiwan 663,494 545,719 2,074,681 1,576,109

Japan 513,936 344,023 982,667 736,549

Southeast Asia 378,481 260,360 1,108,111 829,157

Japan 342,329 262,913 1,324,996 999,462

United States 309,161 184,887 782,170 460,271

2 unchanged sentences

The following table presents the percentages of leading- and non-leading-edge equipment and upgrade revenue to each of the primary markets the Company serves:

Three Months Ended Six Months Ended

2021 December 27,

2020 December 26,

2021 December 27,

Three Months Ended Nine Months Ended

2022 March 28,

2021 March 27,

2022 March 28,

Memory 66 % 62 % 62 % 62 %

9 unchanged sentences

The Company recognized the following equity-based compensation expense (including expense related to the employee stock purchase plan) and related income tax benefit in the Condensed Consolidated Statements of Operations:

Three Months Ended Six Months Ended

2021 December 27,

2020 December 26,

2021 December 27,

Three Months Ended Nine Months Ended

2022 March 28,

2021 March 27,

2022 March 28,

(in thousands)

3 unchanged sentences

The significant components of other income (expense), net, are as follows:

Three Months Ended Six Months Ended

2021 December 27,

2020 December 26,

2021 December 27,

Three Months Ended Nine Months Ended

2022 March 28,

2021 March 27,

2022 March 28,

(in thousands)

5 unchanged sentences

$ ( 57,402 ) $ ( 35,320 ) $ ( 68,260 ) $ ( 104,053 )

Other, net includes an unrealized gain totaling $ 46.6 million associated with an equity investee that became publicly traded during the three and six months ended December 26, 2021.

Other, net includes an unrealized gain totaling $ 63.6 million associated with an equity investee that became publicly traded during the nine months ended March 27, 2022.

Refer to Note 8 - Financial Instruments for additional information regarding the Company’s investments.

1 unchanged sentence

The Company’s provision for income taxes and effective tax rate are as follows:

Three Months Ended Six Months Ended

2021 December 27,

2020 December 26,

2021 December 27,

Three Months Ended Nine Months Ended

2022 March 28,

2021 March 27,

2022 March 28,

(in thousands, except percentages)

2 unchanged sentences

The difference between the U.S.

federal statutory tax rate of 21% and the Company’s effective tax rate for the three and six months ended December 26, 2021 and December 27, 2020 was primarily due to income in lower tax jurisdictions.

federal statutory tax rate of 21% and the Company’s effective tax rate for the three and nine months ended March 27, 2022 and March 28, 2021 was primarily due to income in lower tax jurisdictions.

The Company transferred its international sales operations from Switzerland to Malaysia, effective from fiscal year 2022.

2 unchanged sentences

federal income tax return for the fiscal year ended June 24, 2018.

As of December 26, 2021, no significant adjustments have been proposed by the IRS.

As of March 27, 2022, no significant adjustments have been proposed by the IRS.

The Company is unable to make a reasonable estimate as to when cash settlements, if any, with the IRS will occur.

6 unchanged sentences

The following table reconciles the inputs to the basic and diluted computations for net income per share.

Three Months Ended Six Months Ended

2021 December 27,

2020 December 26,

2021 December 27,

Three Months Ended Nine Months Ended

2022 March 28,

2021 March 27,

2022 March 28,

(in thousands, except per share data)

8 unchanged sentences

For purposes of computing diluted net income per share, weighted-average common shares do not include potentially dilutive securities that are anti-dilutive under the treasury stock method.

The impact from potentially dilutive securities, including options and RSUs, was not material for the three and six months ended December 26, 2021 and December 27, 2020.

The impact from potentially dilutive securities, including options and RSUs, was not material for the three and nine months ended March 27, 2022 and March 28, 2021.

NOTE 8 — FINANCIAL INSTRUMENTS

7 unchanged sentences

For equity investments that do not have a readily determinable fair value, the Company records them using either 1) the measurement alternative which measures the equity investments at cost minus impairment, if any, plus or minus changes resulting from qualifying observable price changes;

or 2) the equity method

whereby the Company recognizes its proportional share of the income or loss from the equity method investment on a one-quarter lag.

or 2) the equity method whereby the Company recognizes its proportional share of the income or loss from the equity method investment on a one-quarter lag.

The equity method is utilized when the Company does not have the ability to control the investee but is deemed to have the ability to exercise significant influence over the investee’s operating or financial policies.

18 unchanged sentences

Equity Investments measured at fair value on a non-recurring basis

As of December 26, 2021, and June 27, 2021, equity investments of $ 141.1 million and $ 117.3 million, respectively, were recognized in other assets in the Condensed Consolidated Balance Sheets.

With the exception of one equity investee that became publicly traded during the three and six months ended December 26, 2021, net gains resulting from the application of the measurement alternative to the Company’s equity investments were immaterial for the three and six months ended December 26, 2021, and December 27, 2020.

Refer to Note 5 - Other Income (Expense), net for additional information regarding the gain associated with an equity investee that became publicly traded in the three and six months ended December 26, 2021.

As of March 27, 2022, and June 27, 2021, equity investments of $ 121.8 million and $ 117.3 million, respectively, were recognized in other assets in the Condensed Consolidated Balance Sheets.

With the exception of one equity investee that became publicly traded during the nine months ended March 27, 2022, net gains resulting from the application of the measurement alternative to the Company’s equity investments were immaterial for the three and nine months ended March 27, 2022, and March 28, 2021.

Refer to Note 5 - Other Income (Expense), net for additional information regarding the gain associated with an equity investee that became publicly traded in the nine months ended March 27, 2022.

Additionally, following the equity investee becoming publicly traded, the Company began measuring the investment at fair market value on a recurring basis in the category corporate equities.

Debt and Equity Investments measured at fair value on a recurring basis

The following tables set forth the Company’s cash, cash equivalents, investments, restricted cash and investments, and other assets measured at fair value on a recurring basis as of December 26, 2021, and June 27, 2021:

December 26, 2021

March 27, 2022

(Reported Within)

12 unchanged sentences

Corporate notes and bonds 161,947 — ( 1,875 ) 160,072 — 160,072 — —

Mortgage backed securities — commercial 4,294 — ( 1 ) 4,293 — 4,293 — —

Level 2 Total 161,947 — ( 1,875 ) 160,072 — 160,072 — —

29 unchanged sentences

All other differences between fair value and amortized cost are recognized in other comprehensive income.

No such losses were recognized through the income statement during the three and six months ended December 26, 2021 and December 27, 2020.

Gross realized gains/(losses) from sales of investments were insignificant in the three and six months ended December 26, 2021 and December 27, 2020.

No such losses were recognized through the income statement during the three and nine months ended March 27, 2022 and March 28, 2021.

Gross realized gains/(losses) from sales of investments were insignificant in the three and nine months ended March 27, 2022 and March 28, 2021.

The following is an analysis of the Company’s cash, cash equivalents, investments, and restricted cash and investments in unrealized loss positions:

December 26, 2021

March 27, 2022

Unrealized Losses

7 unchanged sentences

Corporate notes and bonds 158,942 ( 1,875 ) — — 158,942 ( 1,875 )

Mortgage backed securities — commercial 2,997 ( 1 ) — — 2,997 ( 1 )

$ 165,990 $ ( 2,072 ) $ 1,735 $ ( 142 ) $ 167,725 $ ( 2,214 )

The amortized cost and fair value of cash equivalents, investments, and restricted investments with contractual maturities are as follows as of December 26, 2021:

The amortized cost and fair value of cash equivalents, investments, and restricted investments with contractual maturities are as follows as of March 27, 2022:

(in thousands)

1 unchanged sentence

Due after one year through five years 111,194 109,718

Due in more than five years 14,359 14,354

$ 3,390,287 $ 3,388,412

8 unchanged sentences

However, the Company has elected to present the derivative assets and derivative liabilities on a gross basis on its balance sheet.

As of December 26, 2021 and June 27, 2021, the potential effect of rights of offset associated with the above foreign exchange and interest rate contracts would be immaterial to the Condensed Consolidated Balance Sheets.

As of March 27, 2022 and June 27, 2021, the potential effect of rights of offset associated with the above foreign exchange and interest rate contracts would be immaterial to the Condensed Consolidated Balance Sheets.

Cash Flow Hedges

14 unchanged sentences

Consequently, the Company’s results of operations are not subject to fluctuation as a result of changes in the fair value of the derivative instruments.

If hedges are not highly effective or if the Company does not believe that the underlying hedged forecasted transactions will occur, the Company may not be able to account for its derivative

instruments as cash flow hedges.

If hedges are not highly effective or if the Company does not believe that the underlying hedged forecasted transactions will occur, the Company may not be able to account for its derivative instruments as cash flow hedges.

If this were to occur, future changes in the fair values of the Company’s derivative instruments would be recognized in earnings.

Additionally, related amounts previously recorded in other comprehensive income would be reclassified to earnings immediately.

As of December 26, 2021 and June 27, 2021, the fair value of outstanding cash flow hedges was not material.

Additionally, as of December 26, 2021, the Company had an immaterial net gain or loss accumulated in other comprehensive income, net of tax, related to foreign exchange cash flow hedges and interest rate contracts which it expects to reclassify from other comprehensive income into earnings over the next 12 months.

The following table provides the total notional value of cash flow hedge instruments outstanding as of December 26, 2021:

There were no material gains or losses during the three and nine months ended March 27, 2022 and March 28, 2021 associated with forecasted transactions that did not occur.

As of March 27, 2022 and June 27, 2021, the fair value of outstanding cash flow hedges was not material.

Additionally, as of March 27, 2022, the Company had an immaterial net gain or loss accumulated in other comprehensive income, net of tax, related to foreign exchange cash flow hedges and interest rate contracts which it expects to reclassify from other comprehensive income into earnings over the next 12 months.

The following table provides the total notional value of cash flow hedge instruments outstanding as of March 27, 2022:

(In thousands)

2 unchanged sentences

The effect of derivative instruments designated as cash flow hedges on the Company’s Condensed Consolidated Statements of Operations, including accumulated other comprehensive income (“AOCI”), was as follows:

Three Months Ended Six Months Ended

December 26, 2021 December 26, 2021

Three Months Ended Nine Months Ended

March 27, 2022 March 27, 2022

Gain or (Loss)

10 unchanged sentences

$ 12,229 $ 5,042 $ 11,878 $ 15,887

Three Months Ended Six Months Ended

December 27, 2020 December 27, 2020

Three Months Ended Nine Months Ended

March 28, 2021 March 28, 2021

Gain or (Loss)

Recognized in or Reclassified into Income (Loss) Gain

Recognized in or Reclassified into Income Gain (Loss)

in AOCI (Loss) Gain

into Net Income (Loss) Gain

into Net Income Gain

in AOCI (Loss) Gain

11 unchanged sentences

Therefore, the change in the carrying value of these derivatives is recorded as a component of other income (expense), net and offsets the change in fair value of the foreign currency denominated assets and liabilities related to remeasurement, which are also recorded in other income (expense), net.

As of December 26, 2021 and June 27, 2021, the fair value of outstanding balance sheet hedges was not material.

The following table provides the total notional value of balance sheet hedge instruments outstanding as of December 26, 2021:

As of March 27, 2022 and June 27, 2021, the fair value of outstanding balance sheet hedges was not material.

The following table provides the total notional value of balance sheet hedge instruments outstanding as of March 27, 2022:

(In thousands)

2 unchanged sentences

The effect of the Company’s balance sheet hedge derivative instruments on the Company’s Condensed Consolidated Statements of Operations was as follows:

Three Months Ended Six Months Ended

2021 December 27,

2020 December 26,

2021 December 27,

Three Months Ended Nine Months Ended

2022 March 28,

2021 March 27,

2022 March 28,

Derivatives Not Designated as Hedging Instruments:

29 unchanged sentences

NOTE 10 — GOODWILL AND INTANGIBLE ASSETS

The balance of goodwill is approximately $ 1.5 billion as of December 26, 2021 and June 27, 2021.

As of December 26, 2021 and June 27, 2021, $ 61.1 million of the goodwill balance is tax deductible and the remaining balance is not tax deductible due to purchase accounting and applicable foreign law.

The balance of goodwill is approximately $ 1.5 billion as of March 27, 2022 and June 27, 2021.

As of March 27, 2022 and June 27, 2021, $ 61.1 million of the goodwill balance is tax deductible and the remaining balance is not tax deductible due to purchase accounting and applicable foreign law.

Intangible Assets

The following table provides the Company’s intangible assets, other than goodwill:

December 26, 2021 June 27, 2021

March 27, 2022 June 27, 2021

Gross Accumulated

6 unchanged sentences

Total intangible assets $ 1,471,850 $ ( 1,358,544 ) $ 113,306 $ 1,432,436 $ ( 1,300,071 ) $ 132,365

The Company recognized $ 19.5 million and $ 17.6 million in intangible asset amortization expense during the three months ended December 26, 2021 and December 27, 2020, respectively.

The Company recognized $ 38.6 million and $ 34.5 million in intangible asset amortization expense during the six months ended December 26, 2021 and December 27, 2020, respectively.

The estimated future amortization expense of intangible assets as of December 26, 2021, is reflected in the table below.

The Company recognized $ 20.4 million and $ 17.9 million in intangible asset amortization expense during the three months ended March 27, 2022 and March 28, 2021, respectively.

The Company recognized $ 58.9 million and $ 52.3 million in intangible asset amortization expense during the nine months ended March 27, 2022 and March 28, 2021, respectively.

The estimated future amortization expense of intangible assets as of March 27, 2022, is reflected in the table below.

The table excludes $ 19.9 million of capitalized costs for internal-use software that have not been placed into service.

14 unchanged sentences

NOTE 12 — LONG-TERM DEBT AND OTHER BORROWINGS

As of December 26, 2021, and June 27, 2021, the Company’s outstanding debt consisted of the following:

December 26, 2021 June 27, 2021

As of March 27, 2022, and June 27, 2021, the Company’s outstanding debt consisted of the following:

March 27, 2022 June 27, 2021

(in thousands) Effective Interest Rate Amount

31 unchanged sentences

In addition, upon the occurrence of certain events, as described in the indenture, the Company will be required to make an offer to repurchase the Senior Notes at a price equal to 101 % of the principal amount of the respective note, plus accrued and unpaid interest.

Selected additional information regarding the Senior Notes outstanding as of December 26, 2021, is as follows:

Selected additional information regarding the Senior Notes outstanding as of March 27, 2022, is as follows:

Remaining Amortization period Fair Value of Notes (Level 2)

18 unchanged sentences

The Second Amended and Restated Credit Agreement contains affirmative covenants, negative covenants, financial covenants, and events of default.

As of December 26, 2021, the Company had no borrowings outstanding under the credit facility and was in compliance with all financial covenants.

As of March 27, 2022, the Company had no borrowings outstanding under the credit facility and was in compliance with all financial covenants.

Commercial Paper Program

4 unchanged sentences

The CP Program is backstopped by the Company’s Revolving Credit Arrangement.

As of December 26, 2021 and June 27, 2021, the Company had no outstanding borrowings under the CP Program.

As of March 27, 2022 and June 27, 2021, the Company had no outstanding borrowings under the CP Program.

Interest Cost

The following table presents the amount of interest cost recognized relating to both the contractual interest coupon and amortization of the debt discount, issuance costs, and effective portion of interest rate contracts with respect to the Senior Notes, convertible notes, and the revolving credit facility during the three and six months ended December 26, 2021 and December 27, 2020.

Three Months Ended Six Months Ended

2021 December 27,

2020 December 26,

2021 December 27,

The following table presents the amount of interest cost recognized relating to both the contractual interest coupon and amortization of the debt discount, issuance costs, and effective portion of interest rate contracts with respect to the Senior Notes, convertible notes, and the revolving credit facility during the three and nine months ended March 27, 2022 and March 28, 2021.

Three Months Ended Nine Months Ended

2022 March 28,

2021 March 27,

2022 March 28,

(in thousands)

13 unchanged sentences

The Company is required to maintain cash collateral in an aggregate of approximately $ 250.0 million in separate interest-bearing accounts as security for the Company’s obligations.

These amounts are recorded with other restricted cash and investments in the Company’s Condensed Consolidated Balance Sheet as of December 26, 2021.

These amounts are recorded with other restricted cash and investments in the Company’s Condensed Consolidated Balance Sheet as of March 27, 2022.

During the seven-year term of the California Facility Leases and when the terms of the California Facility Leases expire, the property subject to the California Facility Leases may be re-marketed.

6 unchanged sentences

The Company has entered into insurance contracts that are intended to limit its exposure to such indemnifications.

As of December 26, 2021, the Company had not recorded any liability on its Condensed Consolidated Financial Statements in connection with these indemnifications, as it does not believe that it is probable that any material amounts will be paid under these guarantees.

As of March 27, 2022, the Company had not recorded any liability on its Condensed Consolidated Financial Statements in connection with these indemnifications, as it does not believe that it is probable that any material amounts will be paid under these guarantees.

Generally, the Company indemnifies, under pre-determined conditions and limitations, its customers for infringement of third-party intellectual property rights by the Company’s products or services.

2 unchanged sentences

The Company provides guarantees and standby letters of credit to certain parties as required for certain transactions initiated during the ordinary course of business.

As of December 26, 2021, the maximum potential amount of future payments that the Company could be required to make under these arrangements and letters of credit was $ 82.2 million.

As of March 27, 2022, the maximum potential amount of future payments that the Company could be required to make under these arrangements and letters of credit was $ 93.5 million.

The Company does not

6 unchanged sentences

The liability amount is based on actual historical warranty spending activity by type of system, customer, and geographic region, modified for any known differences such as the impact of system reliability improvements.

As of December 26, 2021, warranty reserves totaling $ 18.8 million were recognized in other long-term liabilities, the remainder were included in accrued expenses and other current liabilities in the Company’s Condensed Consolidated Balance Sheets.

As of March 27, 2022, warranty reserves totaling $ 18.8 million were recognized in other long-term liabilities, the remainder were included in accrued expenses and other current liabilities in the Company’s Condensed Consolidated Balance Sheets.

Changes in the Company’s product warranty reserves were as follows:

Three Months Ended Six Months Ended

2021 December 27,

2020 December 26,

2021 December 27,

Three Months Ended Nine Months Ended

2022 March 28,

2021 March 27,

2022 March 28,

(in thousands)

24 unchanged sentences

Quarter ended December 26, 2021 677 $ 429,983 $ 634.74 $ 2,582,493

Quarter ended March 27, 2022 2,007 $ 1,200,206 $ 609.61 $ 1,382,287

(1) Average price paid per share excludes the effect of accelerated share repurchase activities.

See additional disclosure below regarding the Company’s accelerated share repurchase activity during the six months ended December 26, 2021.

In addition to the shares repurchased under the Board-authorized repurchase program shown above, during the three and six months ended December 26, 2021, the Company acquired 8 thousand shares at a total cost of $ 4.8 million and 20 thousand shares at a total cost of $ 11.9 million, respectively, which the Company withheld through net settlements to cover minimum tax withholding obligations upon the vesting of restricted stock unit awards granted under the Company’s equity compensation plans.

See additional disclosure below regarding the Company’s accelerated share repurchase activity during the nine months ended March 27, 2022.

In addition to the shares repurchased under the Board-authorized repurchase program shown above, during the three and nine months ended March 27, 2022, the Company acquired 224 thousand shares at a total cost of $ 122.3 million and 244 thousand shares at a total cost of $ 134.3 million, respectively, which the Company withheld through net settlements to cover minimum tax withholding obligations upon the vesting of restricted stock unit awards granted under the Company’s equity compensation plans.

The shares retained by the Company through these net share settlements are not a part of the Board-authorized repurchase program but instead are authorized under the Company’s equity compensation plan.

Accelerated Share Repurchase Agreements

On February 15, 2022, the Company entered into an accelerated share repurchase agreement (the “February 2022 ASR") with two financial institutions to repurchase a total of $ 600 million of Common Stock.

The Company took an initial delivery of approximately 758 thousand shares, which represented 75 % of the prepayment amount divided by the Company’s closing stock price on February 15, 2022.

The total number of shares received under the February 2022 ASR will be based upon the average daily volume weighted average price of the Company’s Common Stock during the repurchase period, less an agreed upon discount.

The February 2022 ASR settled with one of the financial institutions in April 2022, resulting in the receipt of approximately 216 thousand additional shares.

Final settlement of the February 2022 ASR will occur no later than June 16, 2022.

On August 31, 2021, the Company entered into an accelerated share repurchase agreement (the “August 2021 ASR") with two financial institutions to repurchase a total of $ 650 million of Common Stock.

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The total number of shares received under the August 2021 ASR was based upon the average daily volume weighted average price of the Company’s Common Stock during the repurchase period, less an agreed upon discount.

Final settlement of the August 2021 ASR occurred in January 2022, subsequent to the Company’s December 26, 2021 fiscal quarter end, resulting in the receipt of approximately 265 thousand additional shares, which yielded a weighted-average share price of $ 606.71 for the transaction period.

Final settlement of the August 2021 ASR occurred in January 2022, resulting in the receipt of approximately 265 thousand additional shares, which yielded a weighted-average share price of $ 606.71 for the transaction period.

NOTE 16 — ACCUMULATED OTHER COMPREHENSIVE LOSS

The components of accumulated other comprehensive loss, net of tax at December 26, 2021, as well as the activity for the six months ending December 26, 2021, were as follows:

The components of accumulated other comprehensive loss, net of tax at March 27, 2022, as well as the activity for the nine months ending March 27, 2022, were as follows:

Accumulated Foreign Currency Translation Adjustment Accumulated

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Net current-period other comprehensive loss ( 28,810 ) ( 912 ) ( 3,067 ) ( 749 ) ( 33,538 )

Balance at December 26, 2021 $ ( 45,265 ) $ ( 21,784 ) $ ( 89 ) $ ( 21,008 ) $ ( 88,146 )

Balance at March 27, 2022 $ ( 60,223 ) $ ( 15,037 ) $ ( 1,456 ) $ ( 20,950 ) $ ( 97,666 )

(1) Amount of after-tax gains reclassified from AOCI into net income is not material in the aggregate, or to any individual location in our Condensed Consolidated Statements of Operations.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements