Guarantor And Non-Guarantor Subsidiaries (Tables)

9 Months Ended

Jul. 27, 2013

Guarantor And Non-Guarantor Subsidiaries [Abstract]

Schedule Of Condensed Consolidated Balance Sheet

The following is the condensed consolidated balance sheet as of July 27, 2013 (in thousands):

	Brocade Communications Systems, Inc.		Subsidiary Guarantors		Non-Guarantor Subsidiaries		Consolidating Adjustments			Total
Assets
Current assets:
Cash and cash equivalents	$	270,192	$	3,643	$	516,258	$	—		$	790,093
Accounts receivable, net	129,224		360		88,878		—			218,462
Inventories	42,517		—		8,084		—			50,601
Intercompany receivables	—		487,040		—		(487,040		)	—
Other current assets	151,710		235		11,854		1,632			165,431
Total current assets	593,643		491,278		625,074		(485,408		)	1,224,587
Property and equipment, net	471,893		534		15,517		—			487,944
Investment in subsidiaries	997,365		—		—		(997,365		)	—
Other non-current assets	1,718,120		87,244		3,836		—			1,809,200
Total assets	$	3,781,021	$	579,056	$	644,427	$	(1,482,773	)	$	3,521,731
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	72,048	$	17	$	23,871	$	—		$	95,936
Current portion of long-term debt	2,367		—		—		—			2,367
Intercompany payables	456,806		—		30,234		(487,040		)	—
Other current liabilities	276,789		6,710		119,204		1,632			404,335
Total current liabilities	808,010		6,727		173,309		(485,408		)	502,638
Long-term debt, net of current portion	596,524		—		—		—			596,524
Other non-current liabilities	69,258		2,428		43,654		—			115,340
Total liabilities	1,473,792		9,155		216,963		(485,408		)	1,214,502
Total stockholders’ equity	2,307,229		569,901		427,464		(997,365		)	2,307,229
Total liabilities and stockholders’ equity	$	3,781,021	$	579,056	$	644,427	$	(1,482,773	)	$	3,521,731

The following is the condensed consolidated balance sheet as of October 27, 2012 (in thousands):

	Brocade Communications Systems, Inc.		Subsidiary Guarantors			Non-Guarantor Subsidiaries		Consolidating Adjustments			Total
Assets
Current assets:
Cash and cash equivalents	$	284,466	$	680		$	428,080	$	—		$	713,226
Accounts receivable, net	150,367		(1,847		)	84,619		—			233,139
Inventories	55,084		—			13,095		—			68,179
Intercompany receivables	—		478,133			—		(478,133		)	—
Other current assets	124,690		514			15,606		225			141,035
Total current assets	614,607		477,480			541,400		(477,908		)	1,155,579
Property and equipment, net	500,530		213			18,197		—			518,940
Investment in subsidiaries	871,157		—			—		(871,157		)	—
Other non-current assets	1,814,729		90,766			1,247		—			1,906,742
Total assets	$	3,801,023	$	568,459		$	560,844	$	(1,349,065	)	$	3,581,261
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	92,661	$	—		$	24,689	$	—		$	117,350
Current portion of long-term debt	2,226		(249		)	—		—			1,977
Intercompany payables	434,981		—			43,152		(478,133		)	—
Other current liabilities	346,959		7,628			136,329		225			491,141
Total current liabilities	876,827		7,379			204,170		(477,908		)	610,468
Long-term debt, net of current portion	599,203		—			—		—			599,203
Other non-current liabilities	89,173		2,429			44,168		—			135,770
Total liabilities	1,565,203		9,808			248,338		(477,908		)	1,345,441
Total stockholders’ equity	2,235,820		558,651			312,506		(871,157		)	2,235,820
Total liabilities and stockholders’ equity	$	3,801,023	$	568,459		$	560,844	$	(1,349,065	)	$	3,581,261

Schedule Of Condensed Consolidated Statement Of Income

The following is the condensed consolidated statement of operations for the three months ended July 27, 2013 (in thousands):

	Brocade Communications Systems, Inc.			Subsidiary Guarantors			Non-Guarantor Subsidiaries			Consolidating Adjustments			Total
Revenues	$	327,422		$	1,053		$	208,076		$	—		$	536,551
Intercompany revenues	5,647			—			7,855			(13,502		)	—
Total net revenues	333,069			1,053			215,931			(13,502		)	536,551
Cost of revenues	137,260			6,891			52,453			1,745			198,349
Intercompany cost of revenues	(14,489		)	—			27,991			(13,502		)	—
Total cost of revenues	122,771			6,891			80,444			(11,757		)	198,349
Gross margin (loss)	210,298			(5,838		)	135,487			(1,745		)	338,202
Operating expenses	198,119			9,888			57,577			(1,745		)	263,839
Intercompany operating expenses (income)	(14,763		)	(11		)	14,774			—			—
Total operating expenses	183,356			9,877			72,351			(1,745		)	263,839
Income (loss) from operations	26,942			(15,715		)	63,136			—			74,363
Other income (expense)	67,657			350			(570		)	—			67,437
Income (loss) before income tax provision and equity in net earnings (losses) of subsidiaries	94,599			(15,365		)	62,566			—			141,800
Income tax expense (benefit)	26,079			—			(2,975		)	—			23,104
Equity in net earnings (losses) of subsidiaries	50,176			—			—			(50,176		)	—
Net income (loss)	$	118,696		$	(15,365	)	$	65,541		$	(50,176	)	$	118,696

The following is the condensed consolidated statement of operations for the three months ended July 28, 2012 (in thousands):

	Brocade Communications Systems, Inc.			Subsidiary Guarantors			Non-Guarantor Subsidiaries			Consolidating Adjustments			Total
Revenues	$	353,594		$	1,038		$	200,700		$	—		$	555,332
Intercompany revenues	11,442			—			5,239			(16,681		)	—
Total net revenues	365,036			1,038			205,939			(16,681		)	555,332
Cost of revenues	145,292			10,291			56,246			3,025			214,854
Intercompany cost of revenues	(8,078		)	—			24,759			(16,681		)	—
Total cost of revenues	137,214			10,291			81,005			(13,656		)	214,854
Gross margin (loss)	227,822			(9,253		)	124,934			(3,025		)	340,478
Operating expenses	204,948			12,893			55,441			(3,025		)	270,257
Intercompany operating expenses (income)	(38,781		)	(7,971		)	46,752			—			—
Total operating expenses	166,167			4,922			102,193			(3,025		)	270,257
Income (loss) from operations	61,655			(14,175		)	22,741			—			70,221
Other income (expense)	(11,495		)	45			(476		)	—			(11,926		)
Income (loss) before income tax provision and equity in net earnings (losses) of subsidiaries	50,160			(14,130		)	22,265			—			58,295
Income tax expense	13,032			—			1,963			—			14,995
Equity in net earnings (losses) of subsidiaries	6,172			—			—			(6,172		)	—
Net income (loss)	$	43,300		$	(14,130	)	$	20,302		$	(6,172	)	$	43,300

The following is the condensed consolidated statement of operations for the nine months ended July 27, 2013 (in thousands):

	Brocade Communications Systems, Inc.			Subsidiary Guarantors			Non-Guarantor Subsidiaries			Consolidating Adjustments			Total
Revenues	$	1,004,002		$	3,176		$	656,886		$	—		$	1,664,064
Intercompany revenues	21,881			—			17,680			(39,561		)	—
Total net revenues	1,025,883			3,176			674,566			(39,561		)	1,664,064
Cost of revenues	405,005			29,104			177,744			5,972			617,825
Intercompany cost of revenues	(41,711		)	—			81,272			(39,561		)	—
Total cost of revenues	363,294			29,104			259,016			(33,589		)	617,825
Gross margin (loss)	662,589			(25,928		)	415,550			(5,972		)	1,046,239
Operating expenses	608,523			30,941			187,914			(5,972		)	821,406
Intercompany operating expenses (income)	(89,648		)	(14,288		)	103,936			—			—
Total operating expenses	518,875			16,653			291,850			(5,972		)	821,406
Income (loss) from operations	143,714			(42,581		)	123,700			—			224,833
Other income (expense)	34,305			306			(3,486		)	(391		)	30,734
Income (loss) before income tax provision and equity in net earnings (losses) of subsidiaries	178,019			(42,275		)	120,214			(391		)	255,567
Income tax expense	109,114			866			1,197			—			111,177
Equity in net earnings (losses) of subsidiaries	75,875			—			—			(75,875		)	—
Net income (loss)	$	144,780		$	(43,141	)	$	119,017		$	(76,266	)	$	144,390

The following is the condensed consolidated statement of operations for the nine months ended July 28, 2012 (in thousands):

	Brocade Communications Systems, Inc.			Subsidiary Guarantors			Non-Guarantor Subsidiaries			Consolidating Adjustments			Total
Revenues	$	1,046,498		$	3,777		$	609,138		$	—		$	1,659,413
Intercompany revenues	36,049			—			19,308			(55,357		)	—
Total net revenues	1,082,547			3,777			628,446			(55,357		)	1,659,413
Cost of revenues	417,480			38,279			173,170			8,155			637,084
Intercompany cost of revenues	(23,244		)	—			78,601			(55,357		)	—
Total cost of revenues	394,236			38,279			251,771			(47,202		)	637,084
Gross margin (loss)	688,311			(34,502		)	376,675			(8,155		)	1,022,329
Operating expenses	620,073			43,382			175,620			(8,155		)	830,920
Intercompany operating expenses (income)	(105,706		)	(20,532		)	126,238			—			—
Total operating expenses	514,367			22,850			301,858			(8,155		)	830,920
Income (loss) from operations	173,944			(57,352		)	74,817			—			191,409
Other expense	(34,692		)	(61		)	(4,396		)	—			(39,149		)
Income (loss) before income tax provision and equity in net earnings (losses) of subsidiaries	139,252			(57,413		)	70,421			—			152,260
Income tax expense	4,910			—			6,170			—			11,080
Equity in net earnings (losses) of subsidiaries	6,838			—			—			(6,838		)	—
Net income (loss)	$	141,180		$	(57,413	)	$	64,251		$	(6,838	)	$	141,180

Schedule Of Condensed Consolidated Statement Of Comprehensive Income [Table Text Block]

The following is the condensed consolidated statement of comprehensive income (loss) for the three months ended July 27, 2013 (in thousands):

	Brocade Communications Systems, Inc.		Subsidiary Guarantors			Non-Guarantor Subsidiaries			Consolidating Adjustments			Total
Net income (loss)	$	118,696	$	(15,365	)	$	65,541		$	(50,176	)	$	118,696
Other comprehensive income (loss), net of tax:
Unrealized losses on cash flow hedges:
Change in unrealized gains and losses	—		—			(1,000		)	—			(1,000		)
Net gains reclassified into earnings	—		—			(10		)	—			(10		)
Net unrealized losses on cash flow hedges	—		—			(1,010		)	—			(1,010		)
Foreign currency translation adjustments	23		—			(1,493		)	—			(1,470		)
Total other comprehensive income (loss)	23		—			(2,503		)	—			(2,480		)
Total comprehensive income (loss)	$	118,719	$	(15,365	)	$	63,038		$	(50,176	)	$	116,216

The following is the condensed consolidated statement of comprehensive income (loss) for the three months ended July 28, 2012 (in thousands):

	Brocade Communications Systems, Inc.		Subsidiary Guarantors			Non-Guarantor Subsidiaries			Consolidating Adjustments			Total
Net income (loss)	$	43,300	$	(14,130	)	$	20,302		$	(6,172	)	$	43,300
Other comprehensive income (loss), net of tax:
Unrealized losses on cash flow hedges:
Change in unrealized gains and losses	—		—			(3,518		)	—			(3,518		)
Net losses reclassified into earnings	—		—			2,099			—			2,099
Net unrealized losses on cash flow hedges	—		—			(1,419		)	—			(1,419		)
Foreign currency translation adjustments	162		—			(3,113		)	—			(2,951		)
Total other comprehensive income (loss)	162		—			(4,532		)	—			(4,370		)
Total comprehensive income (loss)	$	43,462	$	(14,130	)	$	15,770		$	(6,172	)	$	38,930

The following is the condensed consolidated statement of comprehensive income (loss) for the nine months ended July 27, 2013 (in thousands):

	Brocade Communications Systems, Inc.		Subsidiary Guarantors			Non-Guarantor Subsidiaries			Consolidating Adjustments			Total
Net income (loss)	$	144,780	$	(43,141	)	$	119,017		$	(76,266	)	$	144,390
Other comprehensive income (loss), net of tax:
Unrealized losses on cash flow hedges:
Change in unrealized gains and losses	—		—			(2,998		)	—			(2,998		)
Net gains reclassified into earnings	—		—			(214		)	—			(214		)
Net unrealized losses on cash flow hedges	—		—			(3,212		)	—			(3,212		)
Foreign currency translation adjustments	1,149		(628		)	(4,133		)	—			(3,612		)
Total other comprehensive income (loss)	1,149		(628		)	(7,345		)	—			(6,824		)
Total comprehensive income (loss)	$	145,929	$	(43,769	)	$	111,672		$	(76,266	)	$	137,566

The following is the condensed consolidated statement of comprehensive income (loss) for the nine months ended July 28, 2012 (in thousands):

	Brocade Communications Systems, Inc.		Subsidiary Guarantors			Non-Guarantor Subsidiaries			Consolidating Adjustments			Total
Net income (loss)	$	141,180	$	(57,413	)	$	64,251		$	(6,838	)	$	141,180
Other comprehensive income (loss), net of tax:
Unrealized losses on cash flow hedges:
Change in unrealized gains and losses	—		—			(7,800		)	—			(7,800		)
Net losses reclassified into earnings	—		—			5,022			—			5,022
Net unrealized losses on cash flow hedges	—		—			(2,778		)	—			(2,778		)
Foreign currency translation adjustments	296		—			(4,723		)	—			(4,427		)
Total other comprehensive income (loss)	296		—			(7,501		)	—			(7,205		)
Total comprehensive income (loss)	$	141,476	$	(57,413	)	$	56,750		$	(6,838	)	$	133,975

Schedule Of Condensed Consolidated Statement Of Cash Flows

The following is the condensed consolidated statement of cash flows for the nine months ended July 27, 2013 (in thousands):

	Brocade Communications Systems, Inc.			Subsidiary Guarantors			Non-Guarantor Subsidiaries			Consolidating Adjustments		Total
Net cash provided by operating activities	$	181,335		$	2,846		$	97,079		$	—	$	281,260
Cash flows from investing activities:
Purchases of property and equipment	(35,969		)	(23		)	(5,957		)	—		(41,949		)
Net cash acquired (paid) in connection with acquisition	(44,769		)	140			—			—		(44,629		)
Net cash provided by (used in) investing activities	(80,738		)	117			(5,957		)	—		(86,578		)
Cash flows from financing activities:
Proceeds from senior unsecured notes	296,250			—			—			—		296,250
Payment of debt issuance costs related to senior unsecured notes	(992		)	—			—			—		(992		)
Payment of principal related to senior secured notes	(300,000		)	—			—			—		(300,000		)
Payment of principal related to capital leases	(1,536		)	—			—			—		(1,536		)
Common stock repurchases	(187,360		)	—			—			—		(187,360		)
Proceeds from issuance of common stock	71,858			—			—			—		71,858
Excess tax benefits from stock-based compensation	6,909			—			—			—		6,909
Net cash used in financing activities	(114,871		)	—			—			—		(114,871		)
Effect of exchange rate fluctuations on cash and cash equivalents	—			—			(2,944		)	—		(2,944		)
Net increase (decrease) in cash and cash equivalents	(14,274		)	2,963			88,178			—		76,867
Cash and cash equivalents, beginning of period	284,466			680			428,080			—		713,226
Cash and cash equivalents, end of period	$	270,192		$	3,643		$	516,258		$	—	$	790,093

The following is the condensed consolidated statement of cash flows for the nine months ended July 28, 2012 (in thousands):

	Brocade Communications Systems, Inc.			Subsidiary Guarantors			Non-Guarantor Subsidiaries			Consolidating Adjustments		Total
Net cash provided by operating activities	$	304,610		$	(716	)	$	76,484		$	—	$	380,378
Cash flows from investing activities:
Proceeds from sale of subsidiary	35			—			—			—		35
Purchases of property and equipment	(47,341		)	—			(8,664		)	—		(56,005		)
Net cash used in investing activities	(47,306		)	—			(8,664		)	—		(55,970		)
Cash flows from financing activities:
Payment of principal related to the term loan	(160,000		)	—			—			—		(160,000		)
Payment of principal related to capital leases	(1,389		)	—			—			—		(1,389		)
Common stock repurchases	(70,153		)	—			—			—		(70,153		)
Proceeds from issuance of common stock	76,472			—			—			—		76,472
Excess tax benefits from stock-based compensation	1,338			—			—			—		1,338
Net cash used in financing activities	(153,732		)	—			—			—		(153,732		)
Effect of exchange rate fluctuations on cash and cash equivalents	—			—			(4,252		)	—		(4,252		)
Net increase (decrease) in cash and cash equivalents	103,572			(716		)	63,568			—		166,424
Cash and cash equivalents, beginning of period	101,366			1,528			311,308			—		414,202
Cash and cash equivalents, end of period	$	204,938		$	812		$	374,876		$	—	$	580,626