10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended April 3, 2015

Or

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                      to                     

(Commission File Number) 000-30419

ON SEMICONDUCTOR CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	36-3840979
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

5005 E. McDowell Road

Phoenix, AZ 85008

(602) 244-6600

(Address, zip code and telephone number, including area code, of principal executive offices)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  x    No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	x	Accelerated filer	¨
Non-accelerated filer	¨  (Do not check if a smaller reporting company)	Smaller reporting company	¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No  x

The number of shares outstanding of the issuer’s class of common stock as of the close of business on April 29, 2015:

Title of Each Class	Number of Shares
Common Stock, par value $0.01 per share	429,207,959

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

FORM 10-Q

TABLE OF CONTENTS

Part I: Financial Information
Item 1. Financial Statements (unaudited)	4
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	35
Item 3. Quantitative and Qualitative Disclosures About Market Risk	46
Item 4. Controls and Procedures	46
Part II: Other Information
Item 1. Legal Proceedings	48
Item 1A. Risk Factors	48
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	49
Item 3. Defaults Upon Senior Securities	49
Item 4. Mine Safety Disclosures	50
Item 5. Other Information	50
Item 6. Exhibits	50
Signatures	51
Exhibit Index	50

(See the glossary of selected terms immediately following this table of contents for definitions of certain abbreviated terms)

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

FORM 10-Q

GLOSSARY OF SELECTED ABBREVIATED TERMS*

Abbreviated Term	Defined Term
2.625% Notes, Series B	2.625% Convertible Senior Subordinated Notes due 2026, Series B
Amended and Restated SIP	ON Semiconductor Corporation Amended and Restated Stock Incentive Plan
AMIS	AMIS Holdings, Inc.
ASU	Accounting Standards Update
ASC	Accounting Standards Codification
ASIC	Application Specific Integrated Circuit
Catalyst	Catalyst Semiconductor, Inc.
CMD	California Micro Devices Corporation
CMOS	Complementary Metal Oxide Semiconductor
DSP	Digital signal processing
ESPP	ON Semiconductor Corporation 2000 Employee Stock Purchase Plan
FASB	Financial Accounting Standards Board
Freescale	Freescale Semiconductor, Inc.
IC	Integrated circuit
IoT	Internet-of-Things
IP	Intellectual property
IPRD	In-Process Research and Development
KSS	System Solutions Group back-end manufacturing facility in Hanyu, Japan
LED	Light-emitting diode
LSI	Large Scale Integration
Motorola	Motorola Inc.
PulseCore	PulseCore Holdings (Cayman) Inc.
SANYO Semiconductor	SANYO Semiconductor Co., Ltd.
SCI LLC	Semiconductor Components Industries, LLC
SDT	Sound Design Technologies Ltd.
SMBC	Sumitomo Mitsui Banking Corporation
WSTS	World Semiconductor Trade Statistics

* Terms used, but not defined, within the body of the Form 10-Q are defined in this Glossary.

PART I: FINANCIAL INFORMATION

Item 1. Financial Statements (unaudited)

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEET

(in millions, except share and per share data)

(unaudited)

	April 3, 2015			December 31, 2014
Assets
Cash and cash equivalents	$	428.1		$	511.7
Short-term investments		1.3			6.1
Receivables, net		454.5			417.5
Inventories		746.9			729.9
Other current assets		128.1			140.6
Total current assets		1,758.9			1,805.8
Property, plant and equipment, net		1,208.4			1,203.9
Goodwill		263.8			263.8
Intangible assets, net		424.6			458.5
Other assets		90.6			91.0
Total assets	$	3,746.3		$	3,823.0
Liabilities, Non-Controlling Interest and Stockholders’ Equity
Accounts payable	$	362.5		$	378.2
Accrued expenses		282.6			287.9
Deferred income on sales to distributors		156.0			165.1
Current portion of long-term debt (see Note 7)		212.6			209.6
Total current liabilities		1,013.7			1,040.8
Long-term debt (see Note 7)		950.2			983.0
Other long-term liabilities		155.2			151.8
Total liabilities		2,119.1			2,175.6
Commitments and contingencies (See Note 10)
ON Semiconductor Corporation stockholders’ equity:
Common stock ($0.01 par value, 750,000,000 shares authorized, 530,699,973 and 524,615,562 shares issued, 430,638,928 and 434,100,017 shares outstanding, respectively)		5.3			5.2
Additional paid-in capital		3,317.6			3,281.2
Accumulated other comprehensive loss		(45.8	)		(41.5	)
Accumulated deficit		(860.5	)		(915.6	)
Less: treasury stock, at cost: 100,061,045 and 90,515,545 shares, respectively		(811.0	)		(702.8	)
Total ON Semiconductor Corporation stockholders’ equity		1,605.6			1,626.5
Non-controlling interest in consolidated subsidiary		21.6			20.9
Total stockholders’ equity		1,627.2			1,647.4
Total liabilities and equity	$	3,746.3		$	3,823.0

See accompanying notes to consolidated financial statements

4

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(in millions, except per share data)

(unaudited)

	Quarter Ended
	April 3, 2015			March 28, 2014
Revenues	$	870.8		$	706.5
Cost of revenues (exclusive of amortization shown below)		570.4			458.3
Gross profit		300.4			248.2
Operating expenses:
Research and development		100.4			78.1
Selling and marketing		53.3			44.4
General and administrative		46.7			41.0
Amortization of acquisition-related intangible assets		33.9			8.2
Restructuring, asset impairments and other, net		(2.3	)		5.8
Total operating expenses		232.0			177.5
Operating income		68.4			70.7
Other income (expense), net:
Interest expense		(9.2	)		(8.1	)
Interest income		0.3			0.2
Other		3.7			(0.7	)
Other income (expense), net		(5.2	)		(8.6	)
Income before income taxes		63.2			62.1
Income tax provision		(7.4	)		(6.2	)
Net income		55.8			55.9
Less: Net income attributable to non-controlling interest		(0.7	)		(0.2	)
Net income attributable to ON Semiconductor Corporation	$	55.1		$	55.7
Comprehensive income (loss), net of tax:
Net income	$	55.8		$	55.9
Foreign currency translation adjustments		—			(0.4	)
Effects of cash flow hedges		(0.2	)		1.4
Reclassification of unrealized gain on available-for-sale securities		(4.1	)		—
Other comprehensive (loss) income, net of tax of $0.0 million		(4.3	)		1.0
Comprehensive income		51.5			56.9
Comprehensive income attributable to non-controlling interest		(0.7	)		(0.2	)
Comprehensive income attributable to ON Semiconductor Corporation	$	50.8		$	56.7
Net income per common share attributable to ON Semiconductor Corporation:
Basic	$	0.13		$	0.13
Diluted	$	0.13		$	0.13
Weighted-average common shares outstanding:
Basic		431.4			440.4
Diluted		439.9			444.5

See accompanying notes to consolidated financial statements

5

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF CASH FLOWS

(in millions)

(unaudited)

	Quarter Ended
	April 3, 2015			March 28, 2014
Cash flows from operating activities:
Net income	$	55.8		$	55.9
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		90.2			52.4
Gain on sale or disposal of fixed assets		(4.0	)		(0.3	)
Amortization of debt issuance costs		0.3			0.3
Write-down of excess inventories		17.7			6.8
Non-cash share-based compensation expense		11.3			8.5
Non-cash interest		1.8			1.6
Change in deferred taxes		(0.4	)		1.9
Other		(3.0	)		—
Changes in assets and liabilities (exclusive of the impact of acquisitions):
Receivables		(36.9	)		(33.0	)
Inventories		(34.7	)		(6.2	)
Other assets		3.9			(5.2	)
Accounts payable		(6.1	)		0.4
Accrued expenses		(5.4	)		(6.1	)
Deferred income on sales to distributors		(9.1	)		11.2
Other long-term liabilities		2.1			(13.3	)
Net cash provided by operating activities		83.5			74.9
Cash flows from investing activities:
Purchases of property, plant and equipment		(64.8	)		(47.7	)
Proceeds from sales of property, plant and equipment		9.4			0.2
Deposits utilized for purchases of property, plant and equipment		—			1.2
Purchase of businesses, net of cash acquired		(2.9	)		—
Proceeds from available-for-sale securities		3.4			—
Proceeds from held-to-maturity securities		1.5			63.5
Purchases of held-to-maturity securities		(0.8	)		(2.3	)
Net cash (used in) provided by investing activities		(54.2	)		14.9
Cash flows from financing activities:
Proceeds from issuance of common stock under the employee stock purchase plan		3.8			—
Proceeds from exercise of stock options		21.4			9.6
Payments of tax withholding for restricted shares		(11.2	)		(4.5	)
Repurchase of common stock		(95.0	)		(19.4	)
Proceeds from debt issuance		6.5			—
Payment of capital lease obligations		(8.2	)		(11.1	)
Repayment of long-term debt		(30.5	)		(12.9	)
Net cash used in financing activities		(113.2	)		(38.3	)
Effect of exchange rate changes on cash and cash equivalents		0.3			1.0
Net (decrease) increase in cash and cash equivalents		(83.6	)		52.5
Cash and cash equivalents, beginning of period		511.7			509.5
Cash and cash equivalents, end of period	$	428.1		$	562.0

See accompanying notes to consolidated financial statements

6

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

Note 1: Background and Basis of Presentation

ON Semiconductor Corporation, together with its wholly-owned and majority-owned subsidiaries (“ON Semiconductor” or the “Company”), uses a thirteen-week fiscal quarter accounting period for the first three fiscal quarters of each year, with the first quarter of 2015 ending on April 3, 2015, and each fiscal year ending on December 31. The three months ended April 3, 2015 and March 28, 2014 contained 93 and 87 days, respectively. As of April 3, 2015, the Company was organized into four operating segments, which also represent its four reporting segments: Application Products Group, Standard Products Group, System Solutions Group, and Image Sensor Group. Additional details on our reportable segments are included in Note 15: “Segment Information.”

The accompanying unaudited financial statements as of, and for the three months ended, April 3, 2015 have been prepared in accordance with generally accepted accounting principles in the United States of America for unaudited interim financial information. Accordingly, the unaudited financial statements do not include all of the information and footnotes required by generally accepted accounting principles in the United States of America for audited financial statements. The balance sheet as of December 31, 2014 was derived from the Company’s audited financial statements but does not include all disclosures required by accounting principles generally accepted in the United States of America for audited financial statements. In the opinion of the Company’s management, the interim information includes all adjustments, consisting only of normal recurring adjustments, necessary for a fair statement of the results for the interim periods. The footnote disclosures related to the interim financial information included herein are also unaudited. Such financial information should be read in conjunction with the consolidated financial statements and related notes thereto for the year ended December 31, 2014 included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2014 (“2014 Form 10-K”). Financial results for interim periods are not necessarily indicative of the results of operations that may be expected for a full fiscal year. The Company expanded certain prior year amounts in our unaudited consolidated financial statements to conform to the current year presentation.

Use of Estimates

The preparation of financial statements in accordance with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amount of assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Significant estimates have been used by management in conjunction with the following: (i) measurement of valuation allowances relating to trade receivables, inventories and deferred tax assets; (ii) estimates of future payouts for customer incentives and allowances, warranties, and restructuring activities; (iii) assumptions surrounding future pension obligations; (iv) fair values of share-based compensation and of financial instruments (including derivative financial instruments); (v) evaluations of uncertain tax positions; (vi) estimates and assumptions used in connection with business combinations; and (vii) future cash flows used to assess and test for impairment of goodwill and long-lived assets, if applicable. Actual results could differ from these estimates.

Retrospective Measurement Period Adjustments

During the quarter ended April 3, 2015, the Company finalized the purchase price allocation of Aptina, Inc. (“Aptina”) and, as a result, retrospectively adjusted its Consolidated Balance Sheet and related information as of December 31, 2014 for an immaterial amount as follows (in millions, see Note 3: “Acquisitions” for additional information):

	As of December 31, 2014
	As Reported		Revision			As Revised
Goodwill	$	264.7	$	(0.9	)	$	263.8
Intangible assets, net	$	457.6	$	0.9		$	458.5

7

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(unaudited)

Revision of Previously-Issued Financial Statements

As disclosed in the 2014 Form 10-K, the Company identified errors in its financial statements for first three quarters of the fiscal year ended December 31, 2014, as included in the Company’s 2014 quarterly reports on Form 10-Q, and decided to revise its previously issued financial statements to record a deferred tax asset in a foreign subsidiary during a prior period and to make adjustments in each successive period related to the foreign currency exchange rate changes associated with that item. The interim period ended March 28, 2014 also includes revised amounts from a change in the application of an accounting convention related to manufacturing variances.

The Company assessed the effect of the above errors in the aggregate on prior periods’ financial statements in accordance with the SEC’s Staff Accounting Bulletins No. 99 and 108 and, based on an analysis of quantitative and qualitative factors, determined that the errors were not material to any of the Company’s prior interim and annual financial statements. The financial statements for the three months ended March 28, 2014 included in this Form 10-Q are revised as described below for those adjustments and should be read in conjunction with Item 8, “Financial Statements and Supplementary Data” disclosed in the 2014 Form 10-K, filed with the SEC on February 27, 2015.

All financial information contained in the accompanying notes to these unaudited consolidated financial statements have been revised to reflect the correction of these errors.

The following tables present the effect of the aforementioned revisions on the Company’s consolidated statements of operations and comprehensive income for the quarter ended March 28, 2014 (in millions, except per share data):

	Quarter ended March 28, 2014
	As Reported			Revision			As Revised
Cost of revenues (exclusive of amortization shown below)		455.7			2.6			458.3
Gross profit		250.8			(2.6	)		248.2
Operating income		73.3			(2.6	)		70.7
Other		(0.6	)		(0.1	)		(0.7	)
Other income (expenses), net		(8.5	)		(0.1	)		(8.6	)
Income before income taxes		64.8			(2.7	)		62.1
Net income		58.6			(2.7	)		55.9
Net income attributable to ON Semiconductor Corporation		58.4			(2.7	)		55.7
Comprehensive income		59.6			(2.7	)		56.9
Comprehensive income attributable to ON Semiconductor Corporation		59.4			(2.7	)		56.7

The following tables present the effect of the aforementioned revisions on the Company’s consolidated statement of cash flows for the quarter ended March 28, 2014 (in millions). There was no impact to total cash flows from operating activities as a result of the errors or revisions:

	Quarter ended March 28, 2014
	As Reported			Revision			As Revised
Cash flows from operating activities:
Net income	$	58.6		$	(2.7	)	$	55.9
Adjustments to reconcile net income to net cash provided by operating activities:
Change in deferred taxes		1.8			0.1			1.9
Changes in assets and liabilities (exclusive of the impact of acquisitions):
Inventories		(8.8	)		2.6			(6.2	)

8

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(unaudited)

Note 2: Recent Accounting Pronouncements

ASU No. 2015-03 - “Simplifying the Presentation of Debt Issuance Costs” (“ASU 2015-03”)

In April 2015, the FASB issued ASU 2015-03, which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The new standard is effective for fiscal years beginning after December 15, 2015 and interim periods within those fiscal years. Early adoption is permitted for financial statements that have not been previously issued. The Company has not elected early adoption and does not expect the adoption of ASU 2015-03 to have a material impact on its Consolidated Financial Statements.

ASU No. 2014-09 - “Revenue from Contracts with Customers (Topic 606)” (“ASU 2014-09”)

In May 2014, the FASB issued ASU 2014-09, which applies to any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of non-financial assets, unless those contracts are within the scope of other standards, superceding the revenue recognition requirements in Topic 605. Pursuant to ASU 2014-09, an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange, as applied through a multi-step process to achieve that core principle. The new standard is effective for reporting periods beginning after December 15, 2016 and early adoption is not permitted. Subsequently, the FASB proposed a deferral that would require public entities to apply the amendments in ASU 2014-09 for annual reporting periods beginning after December 15, 2017, including interim reporting periods therein, that would also permit entities to elect to adopt the amendments as of the original effective date. The Company is currently evaluating the impact that the adoption of ASU 2014-09 may have on its Consolidated Financial Statements.

Note 3: Acquisitions

The Company pursues strategic acquisitions from time to time to leverage its existing capabilities and further build its business. Such acquisitions are accounted for as business combinations pursuant to ASC 805 “Business Combinations.”

Acquisition of Aptina

On August 15, 2014, the Company acquired 100% of Aptina for approximately $405.4 million in cash, of which, the approximately $2.9 million that remained unpaid as of December 31, 2014 was subsequently paid during the quarter ended April 3, 2015. As discussed below, approximately $40.0 million of the total consideration was held in escrow as of April 3, 2015. The allocation of the purchase price of Aptina was finalized during the quarter ended April 3, 2015. Aptina is incorporated into the Company’s Image Sensor Group for reporting purposes.

9

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(unaudited)

The following table presents the initial allocation and subsequent adjustments applied on a retrospective basis to the purchase price of Aptina for the assets acquired and liabilities assumed on August 15, 2014 based on their fair values (in millions):

	Initial Estimate		Adjustments			Final Allocation
Cash and cash equivalents	$	30.3	$	—		$	30.3
Receivables		53.2		—			53.2
Inventories		85.3		(0.5	)		84.8
Other current assets		5.7		—			5.7
Property, plant and equipment		35.9		0.4			36.3
Goodwill		63.8		0.6			64.4
Intangible assets		183.1		24.7			207.8
In-process research and development		75.4		(24.1	)		51.3
Other non-current assets		2.3		—			2.3
Total assets acquired		535.0		1.1			536.1
Accounts payable		66.8		(0.2	)		66.6
Other current liabilities		51.2		(1.5	)		49.7
Other non-current liabilities		14.5		(0.1	)		14.4
Total liabilities assumed		132.5		(1.8	)		130.7
Net assets acquired	$	402.5	$	2.9		$	405.4

Acquired intangible assets include $51.3 million of IPRD assets, which are to be amortized over their respective useful lives upon successful completion of the related projects. The value assigned to IPRD was determined by considering the importance of products under development to the overall development plan, reviewing costs incurred for the projects, estimating costs to develop the purchased IPRD into commercially viable products, estimating the resulting net cash flows from the projects when completed and discounting the net cash flows to their present value.

Other acquired intangible assets of $207.8 million include: customer relationships of $126.5 million (two to six year useful life); developed technology of $79.0 million (six year useful life); and trademarks of $2.3 million (6 month useful life).

Goodwill of $64.4 million was assigned to the Image Sensor Group. Among the factors that contributed to goodwill arising from the acquisition were the potential synergies that are expected to be derived from combining Aptina with the Company’s existing image sensor business. Goodwill is not deductible for tax purposes.

Pursuant to the agreement and plan of merger between the Company and the sellers of Aptina (the “Merger Agreement”), $40.0 million of the total consideration was withheld by the Company and placed into an escrow account to secure against certain indemnifiable events described in the Merger Agreement. The $40.0 million consideration held in escrow was accounted for as restricted cash as of April 3, 2015 and is included in other current assets and accrued expenses on the Company’s Consolidated Balance Sheet.

10

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(unaudited)

Note 4: Goodwill and Intangible Assets

Goodwill

The following table summarizes goodwill by relevant reportable segment as of April 3, 2015 and December 31, 2014 (in millions):

	Balance as of April 3, 2015							Balance as of December 31, 2014
	Goodwill		Accumulated Impairment Losses			Carrying Value		Goodwill		Accumulated Impairment Losses			Carrying Value
Reportable Segment:
Application Products Group	$	539.9	$	(418.9	)	$	121	$	539.9	$	(418.9	)	$	121.0
Standard Products Group		76.0		(28.6	)		47.4		76.0		(28.6	)		47.4
Image Sensor Group		95.4		—			95.4		95.4		—			95.4
	$	711.3	$	(447.5	)	$	263.8	$	711.3	$	(447.5	)	$	263.8

Goodwill is tested for impairment annually on the first day of the fourth quarter unless a triggering event would require an interim analysis. Adverse changes in operating results and/or unfavorable changes in economic factors used to estimate fair values may result in future non-cash impairment charges. While management did not identify any triggering events during the quarter ended April 3, 2015 that would require an interim impairment analysis, the Company’s current projections include assumptions of current industry and market conditions, which could negatively change, and in turn, may adversely impact the fair value of the Company’s goodwill, intangible assets and other long-lived assets. As a result, the carrying value of the reporting units containing the Company’s goodwill may exceed their fair value in future impairment tests.

Intangible Assets

Intangible assets, net, were as follows as of April 3, 2015 and December 31, 2014 (in millions):

	April 3, 2015
	Original Cost		Accumulated Amortization			Foreign Currency Translation Adjustment			Accumulated Impairment			Carrying Value
Intellectual property	$	13.9	$	(10.1	)	$	—		$	(0.4	)	$	3.4
Customer relationships		425.6		(162.9	)		(27.8	)		(23.7	)		211.2
Patents		43.7		(21.9	)		—			(13.7	)		8.1
Developed technology		243.5		(104.7	)		—			(2.6	)		136.2
Trademarks		16.3		(9.4	)		—			(1.1	)		5.8
In-process research and development		59.9		—			—			—			59.9
Total intangibles	$	802.9	$	(309.0	)	$	(27.8	)	$	(41.5	)	$	424.6

	December 31, 2014
	Original Cost		Accumulated Amortization			Foreign Currency Translation Adjustment			Accumulated Impairment Losses			Carrying Value
Intellectual property	$	13.9	$	(10.0	)	$	—		$	(0.4	)	$	3.5
Customer relationships		425.6		(146.2	)		(27.8	)		(23.7	)		227.9
Patents		43.7		(21.3	)		—			(13.7	)		8.7
Developed technology		241.9		(88.9	)		—			(2.6	)		150.4
Trademarks		16.3		(8.7	)		—			(1.1	)		6.5
In-process research and development		61.5		—			—			—			61.5
Total intangibles	$	802.9	$	(275.1	)	$	(27.8	)	$	(41.5	)	$	458.5

11

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(unaudited)

Amortization expense for acquisition-related intangible assets amounted to $33.9 million and $8.2 million for the quarters ended April 3, 2015 and March 28, 2014, respectively. Amortization expense for intangible assets, with the exception of the $59.9 million of IPRD assets that will be amortized once the corresponding projects have been completed, is expected to be as follows for each of the next five years and thereafter (in millions):

Period	Estimated Amortization Expense
Remainder of 2015	$	100.5
2016		88.6
2017		56.3
2018		34.8
2019		29.5
Thereafter		55.0
Total estimated amortization expense	$	364.7

Note 5: Restructuring, Asset Impairments and Other, Net

Summarized activity included in the “Restructuring, Asset Impairments and Other, Net” caption on the Company’s Consolidated Statements of Operations and Comprehensive Income for the quarter ended April 3, 2015 is as follows (in millions):

	Restructuring		Other			Total
Quarter ended April 3, 2015
Business combination severance		0.4		—			0.4
KSS facility closure		0.3		(3.4	)		(3.1	)
European marketing organization relocation		0.8		—			0.8
Other (1)		—		(0.4	)		(0.4	)
Total	$	1.5	$	(3.8	)	$	(2.3	)

(1) Includes amounts related to certain reductions in workforce, other facility closures, asset disposal activity and certain other activity which is not considered to be significant.

Changes in accrued restructuring charges from December 31, 2014 to April 3, 2015 are summarized as follows (in millions):

	Balance as of December 31, 2014		Charges		Usage			Balance as of April 3, 2015
Estimated employee separation charges	$	2.3	$	1.5	$	(2.4	)	$	1.4
Estimated costs to exit		1.1		—		(0.3	)		0.8
Total	$	3.4	$	1.5	$	(2.7	)	$	2.2

12

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(unaudited)

Activity related to the Company’s restructuring programs that were either initiated during 2015 or had not been completed as of April 3, 2015, is as follows:

KSS Facility Closure

On October 6, 2013, the Company announced a plan to close KSS (the “KSS Plan”). Pursuant to the KSS Plan, a majority of the production from KSS was transferred to other Company manufacturing facilities. The KSS Plan includes the elimination of approximately 170 full time and 40 contract employees. For the quarter ended April 3, 2015, the Company recorded approximately $0.3 million related to separation charges offset by $3.4 million gain from the sale of assets and the change in foreign currency. All of the employees have exited under this program.

Business Combination Severance

Certain positions were eliminated following the acquisition of Aptina on August 15, 2014. During the quarter ended April 3, 2015, 44 positions were identified for elimination, and the Company recorded approximately $0.4 million of related employee separation charges. The total plan is estimated to cost $1.2 million. All impacted employees are expected to exit during the second half of 2015.

As of April 3, 2015, there was $0.4 million accrued liability associated with executive severance charges.

European Marketing Organization Relocation

In January 2015, it was announced that the Company’s European customer marketing organization would relocate from France to Slovakia and Germany. As a result, six positions are expected to be eliminated and the Company recorded approximately $0.8 million of related employee separation charges during the quarter ended April 3, 2015. The total plan is estimated to incur approximately $3.3 million of expenses. The impacted employees are expected to exit during the second half of 2016.

As of April 3, 2015, there was $0.8 million accrued liability associated with employee separation charges for the European customer marketing organization move.

13

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(unaudited)

Note 6: Balance Sheet Information

Certain amounts included in the Company’s balance sheet as of April 3, 2015 and December 31, 2014 consist of the following (dollars in millions):

	April 3, 2015			December 31, 2014
Receivables, net:
Accounts receivable	$	456.6		$	419.1
Less: Allowance for doubtful accounts		(2.1	)		(1.6	)
	$	454.5		$	417.5
Inventories:
Raw materials	$	88.7		$	119.7
Work in process		418.0			365.5
Finished goods		240.2			244.7
	$	746.9		$	729.9
Other current assets (1):
Prepaid expenses	$	28.6		$	28.7
Value added and other income tax receivables		24.5			40.4
Other		75.0			71.5
	$	128.1		$	140.6
Property, plant and equipment, net:
Land	$	46.3		$	46.1
Buildings		493.2			484.3
Machinery and equipment		2,206.7			2,165.0
Total property, plant and equipment		2,746.2			2,695.4
Less: Accumulated depreciation		(1,537.8	)		(1,491.5	)
	$	1,208.4		$	1,203.9
Accrued expenses:
Accrued payroll	$	102.2		$	117.0
Sales related reserves		74.6			65.8
Restructuring reserves		2.2			3.4
Accrued pension liability		0.1			0.2
Accrued interest		3.1			1.8
Other		100.4			99.7
	$	282.6		$	287.9

(1) Included in other current assets are approximately $0.8 million of fixed assets which are held-for-sale as of April 3, 2015.

14

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(unaudited)

Warranty Reserves

Activity related to the Company’s warranty reserves for the quarter ended April 3, 2015 and March 28, 2014 is as follows (in millions):

	Quarter Ended
	April 3, 2015			March 28, 2014
Beginning Balance	$	5.5		$	6.0
Provision		0.1			0.4
Usage		(0.4	)		(0.2	)
Ending Balance	$	5.2		$	6.2

Defined Benefit Plans

The Company maintains defined benefit plans for certain of its foreign subsidiaries. The Company recognizes the aggregate amount of all overfunded plans as assets and the aggregate amount of all underfunded plans as liabilities in its financial statements. As of April 3, 2015, the total accrued pension liability for underfunded plans was approximately $94.6 million, of which the current portion of $0.1 million was classified as accrued expenses. As of December 31, 2014, the total accrued pension liability for underfunded plans was $96.1 million, of which the current portion of $0.2 million was classified as accrued expenses.

The components of the Company’s net periodic pension expense for the quarters ended April 3, 2015 and March 28, 2014 are as follows (in millions):

	Quarter Ended
	April 3, 2015			March 28, 2014
Service cost	$	2.2		$	2.5
Interest cost		1.0			1.5
Expected return on plan assets		(0.9	)		(0.9	)
Curtailment gain		—			(2.8	)
Total net periodic pension cost	$	2.3		$	0.3

15

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(unaudited)

Note 7: Long-Term Debt

The Company’s long-term debt consists of the following (annualized rates, dollars in millions):

	April 3, 2015			December 31, 2014
Senior Revolving Credit Facility due 2018, interest payable monthly at 1.69% and quarterly at 1.69%, respectively	$	350.0		$	350.0
Loan with Japanese bank due 2015 through 2018, interest payable quarterly at 2.02% and 2.01%, respectively (1)		217.1			235.9
2.625% Notes, Series B (net of discount of $12.9 million and $14.7 million, respectively) (2)		344.0			342.2
Loan with Hong Kong bank, interest payable weekly at 1.43% and 1.92%, respectively (3)		35.0			35.0
Loans with Philippine bank due 2015 through 2019, interest payable monthly and quarterly at an average rate of 2.39% and 2.37%, respectively (4)		45.4			54.2
Loan with Singapore bank, interest payable weekly at 1.43% and 1.42%, respectively (3)		20.0			20.0
U.S. real estate mortgages payable monthly through 2019 at an average rate of 3.35% (5)		53.6			54.8
U.S. equipment financing payable monthly through 2016 at 2.94% (6)		3.6			4.8
Canada equipment financing payable monthly through 2017 at 3.81% (6)		3.7			4.2
Canada revolving line of credit, interest payable quarterly at 1.86% and 1.84%, respectively (7)		15.0			15.0
Malaysia revolving line of credit, interest payable quarterly at 1.72% and 1.71%, respectively (7)		25.0			25.0
Vietnam revolving line of credit, interest payable quarterly and annually at an average rate of 1.76% and 1.87%, respectively (7)		17.1			10.7
Capital lease obligations		33.3			40.8
Long-term debt, including current maturities		1,162.8			1,192.6
Less: Current maturities		(212.6	)		(209.6	)
Long-term debt	$	950.2		$	983.0

(1) This loan represents SCI LLC’s non-collateralized loan with SMBC, which is guaranteed by the Company.

(2) Interest is payable on June 15 and December 15 of each year at 2.625% annually. The 2.625% Notes, Series B may be put back to the Company at the option of the holders of the notes on December 15 of 2016 and 2021 or called at the option of the Company on or after December 20, 2016.

(3) Debt arrangement collateralized by accounts receivable.

(4) $7.5 million non-collateralized and $37.9 million collateralized by equipment and $15.0 million non-collateralized and $39.2 million collateralized by equipment, respectively.

(5) Debt arrangement collateralized by real estate, including certain of our facilities in Oregon and Idaho.

(6) Debt arrangement collateralized by equipment.

(7) Non-collateralized debt arrangement.

Expected maturities relating to the Company’s long-term debt as of April 3, 2015 are as follows (in millions):

Period	Expected Maturities
Remainder of 2015	$	177.9
2016		426.6
2017		53.5
2018		482.9
2019		34.8
Thereafter		—
Total	$	1,175.7

For purposes of the table above, the 2.625% Notes, Series B are assumed to mature at the earliest put date.

16

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(unaudited)

For additional information with respect to the Company’s long-term debt, see Note 8: “Long-Term Debt” of the notes to the Company’s audited Consolidated Financial Statements included in Part IV, Item 15 of the 2014 Form 10-K.

Debt Guarantees

ON Semiconductor was the sole issuer of the 2.625% Notes, Series B. See Note 16: “Guarantor and Non-Guarantor Statements” for the condensed consolidated financial information for the issuer of the 2.625% Notes, Series B, the guarantor subsidiaries and the non-guarantor subsidiaries.

Note 8: Earnings Per Share and Equity

Earnings Per Share

Calculations of net income per common share attributable to ON Semiconductor are as follows (in millions, except per share data):

	Quarter Ended
	April 3, 2015		March 28, 2014
Net income attributable to ON Semiconductor Corporation	$	55.1	$	55.7
Basic weighted average common shares outstanding		431.4		440.4
Dilutive effect of share-based awards		5.7		4.1
Dilutive effect of Convertible Notes		2.8		—
Diluted weighted average common shares outstanding		439.9		444.5
Net income per common share attributable to ON Semiconductor Corporation:
Basic	$	0.13	$	0.13
Diluted	$	0.13	$	0.13

Basic net income per common share is computed by dividing net income attributable to ON Semiconductor Corporation by the weighted average number of common shares outstanding during the period.

The number of incremental shares from the assumed exercise of stock options and assumed issuance of shares relating to restricted stock units is calculated by applying the treasury stock method. Share-based awards whose impact is considered to be anti-dilutive under the treasury stock method were excluded from the diluted net income per share calculation. The excluded number of anti-dilutive share-based awards was approximately 1.0 million and 7.7 million for the quarters ended April 3, 2015 and March 28, 2014, respectively.

The dilutive impact related to the Company’s 2.625% Notes, Series B is determined in accordance with the net share settlement requirements prescribed by ASC Topic 260, Earnings Per Share. Under the net share settlement calculation, the Company’s convertible notes are assumed to be convertible into cash up to the par value, with the excess of par value being convertible into common stock. A dilutive effect occurs when the stock price exceeds the conversion price for each of the convertible notes. In periods when the share price is lower than the conversion price, the impact is anti-dilutive and therefore has no impact on the Company’s earnings per share calculations. See Note 8: “Long-Term Debt” of the notes to the Company’s audited Consolidated Financial Statements included in Part IV, Item 15 of the 2014 Form 10-K for a discussion of the conversion prices and other features of the 2.625% Notes, Series B.

17

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(unaudited)

Equity

Share Repurchase Program

Information relating to the Company’s share repurchase program is as follows (in millions, except per share data):

	Quarter Ended
	April 3, 2015			March 28, 2014
Number of repurchased shares (1)		8.6			2.2
Beginning accrued share repurchases (2)	$	—		$	0.6
Aggregate purchase price		97.0			20.1
Less: ending accrued share repurchases (3)		(2.0	)		(1.3	)
Total cash used for share repurchases	$	95.0		$	19.4
Weighted-average purchase price per share (4)	$	11.20		$	9.12
Available for future purchases at period end	$	879.2		$	123.3

(1) None of these shares had been reissued or retired as of April 3, 2015, but may be reissued or retired by the Company at a later date.

(2) Represents unpaid amounts recorded in accrued expenses on the Company’s Consolidated Balance Sheet as of the beginning of the period.

(3) Represents unpaid amounts recorded in accrued expenses on the Company’s Consolidated Balance Sheet as of the end of the period.

(4) Exclusive of fees, commissions and other expenses.

Shares for Restricted Stock Units Tax Withholding

Treasury stock is recorded at cost and is presented as a reduction of stockholders’ equity in the accompanying unaudited consolidated financial statements. Shares, with a fair market value equal to the applicable statutory minimum amount of the employee withholding taxes due, are withheld by the Company upon the vesting of restricted stock units to pay the applicable statutory minimum amount of employee withholding taxes and are considered common stock repurchases. The Company then pays the applicable statutory minimum amount of withholding taxes in cash. The amount remitted for the quarter ended April 3, 2015 was $11.2 million for which the Company withheld approximately 0.9 million shares of common stock that were underlying the restricted stock units that vested. None of these shares had been reissued or retired as of April 3, 2015, however, these shares may be reissued or retired by the Company at a later date.

Non-Controlling Interest

The Company’s entity which operates assembly and test operations in Leshan, China is owned by a joint venture company, Leshan-Phoenix, Semiconductor Company Limited (“Leshan”). The Company owns a majority of the outstanding equity interests in Leshan and its investment in Leshan has been consolidated in the Company’s financial statements.

At December 31, 2014, the non-controlling interest balance was $20.9 million. This balance increased to $21.6 million as of April 3, 2015, resulting from the non-controlling interest’s $0.7 million share of the earnings for the quarter ended April 3, 2015.

18

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(unaudited)

Note 9: Share-Based Compensation

Total share-based compensation expense related to the Company’s employee stock options, restricted stock units and ESPP for the quarters ended April 3, 2015 and March 28, 2014 was comprised as follows (in millions):

	Quarter Ended
	April 3, 2015		March 28, 2014
Cost of revenues	$	1.9	$	1.4
Research and development		2.3		1.8
Selling and marketing		2.2		1.5
General and administrative		4.9		3.8
Share-based compensation expense before income taxes	$	11.3	$	8.5
Related income tax benefits (1)		—		—
Share-based compensation expense, net of taxes	$	11.3	$	8.5

⁽¹⁾  A majority of the Company’s share-based compensation relates to its domestic subsidiaries; therefore, no related deferred income tax benefits are recorded due to historical net operating losses at those subsidiaries.

As of April 3, 2015, total estimated unrecognized share-based compensation expense, net of estimated forfeitures, related to non-vested stock options granted prior to that date was $2.3 million, which is expected to be recognized over a weighted-average period of 1.3 years. As of April 3, 2015, total estimated unrecognized share-based compensation expense, net of estimated forfeitures, related to non-vested restricted stock units with time-based service conditions and performance-based vesting criteria granted prior to that date was $76.5 million, which is expected to be recognized over a weighted-average period of 2.0 years. The total intrinsic value of stock options exercised during the quarter ended April 3, 2015 was $10.2 million. The Company recorded cash received from the exercise of stock options of $21.4 million during the quarter ended April 3, 2015. The Company recorded no related income tax benefits during the quarter ended April 3, 2015.

Share-Based Compensation Information

Share-based compensation expense recognized in the Consolidated Statements of Operations and Comprehensive Income is based on awards that are ultimately expected to vest. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The annualized pre-vesting forfeiture rate for stock options was estimated to be approximately 11% and 11% during the quarters ended April 3, 2015 and March 28, 2014, respectively. The annualized pre-vesting forfeiture rate for restricted stock units was estimated to be approximately 5% and 5% during the quarters ended April 3, 2015 and March 28, 2014, respectively.

Shares Available

As of December 31, 2014, there was an aggregate of 35.2 million shares of common stock available for grant under the Company’s Amended and Restated SIP and 3.0 million shares available for issuance under the ESPP. As of April 3, 2015, there was an aggregate of 29.9 million shares of common stock available for grant under the Amended and Restated SIP and 2.5 million shares available for issuance under the ESPP.

19

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(unaudited)

Stock Options

Summarized stock option information for the quarter ended April 3, 2015 is as follows (in millions except per share and term data):

	Quarter Ended April 3, 2015
	Number of Shares			Weighted-Average Exercise Price		Weighted- Average Remaining Contractual Term (in years)		Aggregate Intrinsic Value (In-The-Money)
Outstanding at December 31, 2014		8.8		$	7.81
Granted		—			—
Exercised		(2.7	)		7.90
Canceled		—			—
Outstanding at April 3, 2015		6.1		$	7.78		3.02	$	22.8
Exercisable at April 3, 2015		5.0		$	7.93		2.74	$	18.0

Additional information with respect to stock options outstanding as of April 3, 2015, with exercise prices less than or above $11.70 per share, the effective closing price of the Company’s common stock at April 3, 2015, is as follows (number of shares in millions):

	Exercisable				Unexercisable				Total
Exercise Prices	Number of Shares		Weighted- Average Exercise Price		Number of Shares		Weighted- Average Exercise Price		Number of Shares		Weighted- Average Exercise Price
Less than $11.70		5.0	$	7.93		1.1	$	7.10		6.1	$	7.78
Above $11.70		—	$	—		—	$	—		—	$	—
Total outstanding		5.0	$	7.93		1.1	$	7.10		6.1	$	7.78

Restricted Stock Units

Restricted stock units vest over one to three years with service-based requirements or performance-based requirements and are payable in shares of the Company’s common stock upon vesting. The following table presents summarized information with respect to the Company’s restricted stock units as of April 3, 2015, and changes during the quarter ended April 3, 2015 (number of shares in millions):

	Quarter Ended April 3, 2015
	Number of Shares			Weighted- Average Grant Date Fair Value
Non-vested shares underlying restricted stock units at December 31, 2014		8.7		$	8.66
Granted		2.8			13.06
Achieved		0.7			9.35
Released		(2.9	)		8.76
Forfeited		(0.2	)		8.60
Non-vested shares underlying restricted stock units at April 3, 2015		9.1		$	10.04

20

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(unaudited)

Note 10: Commitments and Contingencies

Leases

The following represents future minimum lease obligations under non-cancelable operating leases as of April 3, 2015 (in millions):

Remainder of 2015	$	17.5
2016		19.8
2017		15.3
2018		10.8
2019		8.2
Thereafter		36.4
Total	$	108.0

Environmental Contingencies

The Company’s headquarters in Phoenix, Arizona is located on property that is a “Superfund” site, which is a property listed on the National Priorities List and subject to clean-up activities under the Comprehensive Environmental Response, Compensation, and Liability Act. Motorola and Freescale have been involved in the clean-up of on-site solvent contaminated soil and groundwater and off-site contaminated groundwater pursuant to consent decrees with the State of Arizona. As part of the Company’s August 4, 1999 recapitalization (the “Recapitalization”), Motorola retained responsibility for this contamination, and Motorola and Freescale have agreed to indemnify the Company with respect to remediation costs and other costs or liabilities related to this matter.

As part of the Recapitalization, the Company received various manufacturing facilities, one of which is located in the Czech Republic. In regards to this site, the Company has ongoing remediation projects to respond to releases of hazardous substances that occurred prior to the Recapitalization during the years that this facility was operated by government-owned entities. In each case, the remediation project consists primarily of monitoring groundwater wells located on-site and off-site with additional action plans developed to respond in the event activity levels are exceeded at each of the respective locations. The government of the Czech Republic has agreed to indemnify the Company and the respective subsidiaries, subject to specified limitations, for remediation costs associated with this historical contamination. Based upon the information available, total future remediation costs to the Company are not expected to be material.

The Company’s design center in East Greenwich, Rhode Island is located on property that has localized soil contamination. In connection with the purchase of the facility, the Company entered into a settlement agreement and covenant not to sue with the State of Rhode Island. This agreement requires that remedial actions be undertaken and a quarterly groundwater monitoring program be initiated by the former owners of the property. Based on the information available, any costs to the Company in connection with this matter have not been, and are not expected to be, material.

As a result of its acquisition of AMIS, the Company is a “primary responsible party” to an environmental remediation and clean-up at AMIS’s former corporate headquarters in Santa Clara, California. Costs incurred by AMIS have included implementation of the clean-up plan, operations and maintenance of remediation systems, and other project management costs. However, AMIS’s former parent company, a subsidiary of Nippon Mining, contractually agreed to indemnify AMIS and the Company for any obligations relating to environmental remediation and clean-up at this location. Based on the information available, any costs to the Company in connection with this matter have not been, and are not expected to be, material.

The Company’s former manufacturing location in Aizu, Japan is located on property where soil and ground water contamination has been detected. The Company believes that the contamination originally occurred during a time when the facility was operated by a prior owner. The Company has worked with local authorities to implement a remediation plan and expects remaining remediation costs to be covered by insurance. Based on information available, any costs to the Company in connection with this matter have not been, and are not expected to be, material.

21

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(unaudited)

As a result of the acquisition of Truesense, the Company, by operation of law, became a party to an Agreement With Covenant Not to Sue entered into among the New York Department of Environmental Conservation (“NYDEC”) and several companies with respect to pre-existing contamination within the business park property where Truesense is located. This agreement provides that the NYDEC would not sue or take any other action against these companies or their affiliates, subsidiaries, related entities, officers and directors, for any pre-existing environmental liabilities which occurred prior to the effective date of the agreement. Also in connection with the acquisition of Truesense, the Company has indemnification protection from Eastman Kodak Company (“Kodak”) under the 2011 asset purchase agreement between Kodak and Truesense. In that agreement, Kodak agreed to indemnify Truesense, its successors and assigns, with respect to any environmental liabilities existing prior to the closing of the Truesense/Kodak transaction. Based on the information available, any costs to the Company in connection with this matter have not been, and are not expected to be, material.

The Company was notified by the Environmental Protection Agency (“EPA”) that it has been identified as a “potentially responsible party” (“PRP”) in the Chemetco Superfund matter. Chemetco is a defunct reclamation services supplier who operated in Illinois at what is now a Superfund site. The Company used Chemetco for reclamation services. The EPA is pursuing Chemetco customers for contribution to the site cleanup activities. The Company has joined a PRP group which is cooperating with the EPA in the evaluation and funding of the cleanup. Based on the information available, any costs to the Company in connection with this matter have not been, and are not expected to be, material.

Financing Contingencies

In the normal course of business, the Company provides standby letters of credit or other guarantee instruments to certain parties initiated by either the Company or its subsidiaries, as required for transactions such as, but not limited to, purchase commitments, agreements to mitigate collection risk, leases, utilities or customs guarantees. As of April 3, 2015, the Company’s senior revolving credit facility included $40.0 million of availability for the issuance of letters of credit. A $0.2 million letter of credit was outstanding under the senior revolving credit facility as of April 3, 2015. The Company also had outstanding guarantees and letters of credit outside of its senior revolving credit facility totaling $5.7 million as of April 3, 2015.

As part of obtaining financing in the normal course of business, the Company issued guarantees related to certain of its capital lease obligations, equipment financing, lines of credit and real estate mortgages, which totaled approximately $117.5 million as of April 3, 2015. The Company is also a guarantor of SCI LLC’s non-collateralized loan with SMBC, which had a balance of $217.1 million as of April 3, 2015. See Note 7: “Long-Term Debt” for additional information.

Based on historical experience and information currently available, the Company believes that it will not be required to make payments under the standby letters of credit or guarantee arrangements for the foreseeable future.

Indemnification Contingencies

The Company is a party to a variety of agreements entered into in the ordinary course of business pursuant to which it may be obligated to indemnify the other parties for certain liabilities that arise out of or relate to the subject matter of the agreements. Some of the agreements entered into by the Company require it to indemnify the other party against losses due to IP infringement, property damage including environmental contamination, personal injury, failure to comply with applicable laws, the Company’s negligence or willful misconduct, or breach of representations and warranties and covenants related to such matters as title to sold assets.

The Company faces risk of exposure to warranty and product liability claims in the event that its products fail to perform as expected or such failure of its products results, or is alleged to result, in economic damage, bodily injury or property damage. In addition, if any of the Company’s designed products are alleged to be defective, the Company may be required to participate in their recall. Depending on the significance of any particular customer and other relevant factors, the Company may agree to provide more favorable rights to such customer for valid defective product claims.

The Company and its subsidiaries provide for indemnification of directors, officers and other persons in accordance with limited liability agreements, certificates of incorporation, by-laws, articles of association or similar organizational documents, as the case may be. The Company maintains directors’ and officers’ insurance, which should enable it to recover a portion of any future amounts paid.

22

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(unaudited)

While the Company’s future obligations under certain agreements may contain limitations on liability for indemnification, other agreements do not contain such limitations and under such agreements it is not possible to predict the maximum potential amount of future payments due to the conditional nature of the Company’s obligations and the unique facts and circumstances involved in each particular agreement. Historically, payments made by the Company under any of these indemnities have not had a material effect on the Company’s business, financial condition, results of operations or cash flows. Additionally, the Company does not believe that any amounts that it may be required to pay under these indemnities in the future will be material to the Company’s business, financial position, results of operations or cash flows.

Legal Matters

The Company is currently involved in a variety of legal matters that arise in the normal course of business. Based on information currently available, management does not believe that the ultimate resolution of these matters will have a material effect on the Company’s financial condition, results of operations or cash flows. However, because of the nature and inherent uncertainties of litigation, the Company cannot guarantee the outcome of these actions.

On August 22, 2014, Collabo Innovations, Inc. filed a lawsuit in the U.S. District Court for the District of Delaware against the Company and three of its subsidiaries, all of which were acquired in the acquisition of Aptina. The complaint alleges infringement of U.S. Patent Nos. 6,166,405, 7,696,543, 5,976,907, 7,135,725 and 7,023,034 (the “Collabo Patents”) and seeks unspecified damages for past infringement. The Collabo Patents relate to CMOS image sensor products. Collabo served the complaint in December 2014, and the Company answered in April 2015. The Company disputes the claims and will defend the litigation vigorously. Based on the limited information currently available, the Company is not able to estimate what the possible loss or range of loss might be, if any. The Company will pursue its rights under the Aptina acquisition agreements to indemnification for losses that may arise out of or result from this matter.

Intellectual Property Matters

We face risk to exposure from claims of infringement of the IP rights of others. In the ordinary course of business, we receive letters asserting that our products or components breach another party’s rights, including the Collabo Patents above. These threats may seek that we make royalty payments, that we stop use of such rights, or other remedies.

Note 11: Fair Value Measurements

Fair Value of Financial Instruments

Summarized information with respect to the Company’s financial assets and liabilities measured at fair value on a recurring basis as of April 3, 2015 and December 31, 2014 is as follows (in millions):

	Balance as of April 3, 2015		Quoted Prices in Active Markets (Level 1)		Balance as of December 31, 2014		Quoted Prices in Active Markets (Level 1)
Description
Assets:
Cash equivalents:
Demand and time deposits	$	50.3	$	50.3	$	20.3	$	20.3
Money market funds		17.0		17.0		46.3		46.3
Other Current Assets:
Foreign currency exchange contracts	$	0.1	$	0.1	$	0.1	$	0.1

Short-Term Investments

The Company’s short-term investments are valued using market prices on active markets (Level 1). Short-term investments with an original maturity between three months and one year are classified as held-to-maturity and are carried at amortized cost as the Company has the intent and ability to hold these securities until maturity. Investments that are designated as available-for-sale are reported at fair value, with unrealized gains and losses, net of tax, recorded in accumulated other comprehensive loss.

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ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(unaudited)

Short-term investments classified as held-to-maturity as of April 3, 2015 and December 31, 2014 were as follows (in millions):

	Balance at April 3, 2015				Balance at December 31, 2014
	Carried at Amortized Cost		Fair Value		Carried at Amortized Cost		Fair Value
Short-term investments held-to-maturity
Corporate bonds	$	1.3	$	1.3	$	2.0	$	2.0

There were no unrealized gains or losses on held-to-maturity short-term investments as of April 3, 2015.

As of December 31, 2014, the Company held short-term investments classified as available-for-sale, measured at Level 1, with a fair value equal to its carrying value of approximately $4.1 million. See Note 13: “Changes in Accumulated Other Comprehensive Loss” for additional information on unrealized gains and losses on available-for-sale short-term investments.

Other

The carrying amounts of other current assets and liabilities, such as accounts receivable and accounts payable, approximate fair value based on the short-term nature of these instruments.

Fair Value of Long-Term Debt, Including Current Portion

The carrying amounts and fair values of the Company’s long-term borrowings (excluding capital lease obligations, real estate mortgages and equipment financing) as of April 3, 2015 and December 31, 2014 are as follows (in millions):

	April 3, 2015				December 31, 2014
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Long-term debt, including current portion
Convertible Notes	$	344.0	$	450.2	$	342.2	$	424.8
Long-term debt	$	724.6	$	724.1	$	745.8	$	744.8

The fair value of the Company’s 2.625% Notes, Series B was estimated based on market prices in active markets (Level 1). The fair value of other long-term debt was estimated based on discounting the remaining principal and interest payments using current market rates for similar debt (Level 2) as of April 3, 2015 and December 31, 2014.

Cost Method Investments

Investments in equity securities that do not qualify for fair value accounting are accounted for under the cost method. Accordingly, the Company accounts for investments in companies that it does not control, or have significant influence over, under the cost method, as applicable. If a decline in the fair value of a cost method investment is determined to be other than temporary, an impairment charge is recorded, and the fair value becomes the new cost basis of the investment. The Company evaluates all of its cost method investments for impairment; however, it is not required to determine the fair value of its investment unless impairment indicators are present.

As of April 3, 2015 and December 31, 2014, the Company’s cost method investments had a carrying value of approximately $12.3 million and $12.2 million, respectively.

24

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(unaudited)

Note 12: Financial Instruments

Foreign Currencies

As a multinational business, the Company’s transactions are denominated in a variety of currencies. When appropriate, the Company uses forward foreign currency contracts to reduce its overall exposure to the effects of currency fluctuations on its results of operations and cash flows. The Company’s policy prohibits trading in currencies for which there are no underlying exposures, or entering into trades for any currency to intentionally increase the underlying exposure.

The Company primarily hedges existing assets and liabilities associated with transactions currently on its balance sheet, which are undesignated hedges for accounting purposes.

As of April 3, 2015 and December 31, 2014, the Company had net outstanding foreign exchange contracts with net notional amounts of $113.0 million and $145.7 million, respectively. Such contracts were obtained through financial institutions and were scheduled to mature within one to three months from the time of purchase. Management believes that these financial instruments should not subject the Company to increased risks from foreign exchange movements because gains and losses on these contracts should offset losses and gains on the underlying assets, liabilities and transactions to which they are related.

The following summarizes the Company’s net foreign exchange positions in U.S. dollars as of April 3, 2015 and December 31, 2014 (in millions):

	April 3, 2015					December 31, 2014
	Buy (Sell)			Notional Amount		Buy (Sell)			Notional Amount
Euro	$	(21.8	)	$	21.8	$	(31.2	)	$	31.2
Japanese Yen		(18.5	)		18.5		(42.1	)		42.1
Malaysian Ringgit		32.8			32.8		39.2			39.2
Philippine Peso		16.7			16.7		16.7			16.7
Other Currencies		17.2			23.2		11.1			16.5
	$	26.4		$	113.0	$	(6.3	)	$	145.7

The Company is exposed to credit-related losses if counterparties to its foreign exchange contracts fail to perform their obligations. As of April 3, 2015, the counterparties to the Company’s foreign exchange contracts are held at financial institutions which the Company believes to be highly rated, and no credit-related losses are anticipated. Amounts receivable or payable under the contracts are included in other current assets or accrued expenses in the accompanying Consolidated Balance Sheet. For the quarters ended April 3, 2015 and March 28, 2014, realized and unrealized foreign currency transactions totaled a $0.1 million gain and a $0.9 million loss, respectively, which is included in other income and expenses in the Company’s consolidated statements of operations and comprehensive income.

Cash Flow Hedges

The Company is exposed to global market risks associated with fluctuations in interest rates and foreign currency exchange rates. The Company addresses these risks through controlled management that includes the use of derivative financial instruments to economically hedge or reduce these exposures. The Company does not enter into derivative financial instruments for trading or speculative purposes.

The purpose of the Company’s foreign currency hedging activities is to protect the Company from the risk that the eventual cash flows resulting from transactions in foreign currencies will be adversely affected by changes in exchange rates. The Company enters into forward contracts that are designated as foreign-currency cash flow hedges of selected forecasted payments denominated in currencies other than U.S. dollars. All the contracts mature within 12 months and upon maturity, the amount recorded in accumulated other comprehensive income is reclassified into earnings. The Company documents all relationships between designated hedging instruments and hedged items, as well as its risk management objective and strategy for undertaking hedge transactions.

25

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(unaudited)

All derivatives are recognized on the balance sheet at their fair value and classified based on the instrument’s maturity date. The total notional amount of outstanding derivatives designated as cash flow hedges as of April 3, 2015 was approximately $64.0 million, which is primarily composed of cash flow hedges for Malaysian Ringgit/U.S. dollar and Philippine Peso/U.S. dollar currency pairs.

For the quarter ended April 3, 2015, the Company recorded a net loss of $1.8 million associated with cash flow hedges recognized as a component of cost of revenues. As of April 3, 2015, the Company had a $3.8 million liability balance for contracts designated as cash flow hedging instruments. As of December 31, 2014, the Company had a $3.5 million liability balance for contracts designated as cash flow hedging instruments that were classified as other liabilities.

Note 13: Changes in Accumulated Other Comprehensive Loss

Amounts comprising the Company’s accumulated other comprehensive loss and reclassifications for the quarter ended April 3, 2015 are as follows (net of tax of $0, in millions):

	Foreign Currency Translation Adjustments			Effects of Cash Flow Hedges			Gains and Losses on Available-for- Sale Securities			Total
Balance as of December 31, 2014	$	(42.5	)	$	(3.5	)	$	4.5		$	(41.5	)
Other comprehensive income (loss) prior to reclassifications		—			1.6			(0.7	)		0.9
Amounts reclassified from accumulated other comprehensive loss		—			(1.8	)		(3.4	)		(5.2	)
Net current period other comprehensive loss		—			(0.2	)		(4.1	)		(4.3	)
Balance as of April 3, 2015	$	(42.5	)	$	(3.7	)	$	0.4		$	(45.8	)

Amounts which were reclassified from accumulated other comprehensive loss to the Company’s Consolidated Statements of Operations and Comprehensive Income during the quarters ended April 3, 2015 and March 28, 2014, respectively, were as follows (net of tax of $0, in millions):

	Amounts Reclassified from Accumulated Other Comprehensive Loss
	Quarter Ended April 3, 2015			Quarter Ended March 28, 2014			Affected Line Item Where Net Income is Presented
Effects of cash flow hedges	$	(1.8	)	$	(1.3	)	Cost of revenues
Gains and Losses on Available-for-Sale Securities		(3.4	)		—		Other income and expense
Total reclassifications	$	(5.2	)	$	(1.3	)

Included in accumulated other comprehensive loss as of April 3, 2015 is approximately $13.3 million of foreign currency translation losses related to the Company’s subsidiary that owns the KSS facility, which utilizes the Japanese Yen as its functional currency. In connection with the previously announced restructuring plan, the Company intends to liquidate the legal entity. Upon the substantial liquidation of the KSS entity, the Company will evaluate the need to release any amount remaining in accumulated other comprehensive income to its results of operations, as required by the appropriate accounting standards.

26

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(unaudited)

Note 14: Supplemental Disclosures

Supplemental Disclosure of Cash Flow Information

Certain of the Company’s non-cash activities along with cash payments for interest and income taxes are as follows (in millions):

	Quarter Ended
	April 3, 2015			March 28, 2014
Non-cash activities:
Capital expenditures in accounts payable	$	98.6		$	54.8
Equipment acquired or refinanced through capital leases	$	0.6		$	0.4
Cash (received) paid for:
Interest income	$	(0.3	)	$	(0.2	)
Interest expense	$	5.7		$	2.8
Income taxes	$	5.4		$	5.3

Note 15: Segment Information

As of April 3, 2015, the Company was organized into four reportable segments, consisting of the Application Products Group, Standard Products Group, System Solutions Group and Image Sensor Group. The Company’s Image Sensor Group was established during the third quarter of 2014 following the Company’s acquisitions of Truesense and Aptina. Previously reported information has been recast to reflect the current reportable segments.

Each of the Company’s major product lines has been examined and each product line has been assigned to a reportable segment based on the Company’s operating strategy. Because many products are sold into different end-markets, the total revenue reported for a segment is not indicative of actual sales in the end-market associated with that segment, but rather is the sum of the revenue from the product lines assigned to that segment. These segments represent the Company’s view of the business and as such are used to evaluate progress of major initiatives and allocation of resources.

Revenues and gross profit for the Company’s reportable segments for the quarters ended April 3, 2015 and March 28, 2014 are as follows (in millions):

	Application Products Group		Standard Products Group		Image Sensor Group		System Solutions Group		Total
For the quarter ended April 3, 2015:
Revenues from external customers	$	264.3	$	303.2	$	170.5	$	132.8	$	870.8
Segment gross profit	$	118.8	$	113.6	$	50.1	$	26.5	$	309.0
For the quarter ended March 28, 2014:
Revenues from external customers	$	267.6	$	292.9	$	11.9	$	134.1	$	706.5
Segment gross profit	$	117.8	$	106.2	$	8.3	$	25.0	$	257.3

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ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(unaudited)

Gross profit shown above and below is exclusive of the amortization of acquisition-related intangible assets. Depreciation expense is included in segment gross profit. Reconciliations of segment gross profit to consolidated gross profit are as follows (in millions):

	Quarter Ended
	April 3, 2015			March 28, 2014
Gross profit for reportable segments	$	309.0		$	257.3
Less: unallocated manufacturing costs		(8.6	)		(9.1	)
Consolidated Gross profit	$	300.4		$	248.2

The Company’s consolidated assets are not specifically ascribed to its individual reporting segments. Rather, assets used in operations are generally shared across the Company’s reporting segments. See Note 6: “Balance Sheet Information” for additional information.

The Company operates in various geographic locations. Sales to unaffiliated customers have little correlation with the location of manufacturers. It is therefore not meaningful to present gross profit by geographical location.

Revenues by geographic location, including local sales made by operations within each area, based on sales billed from the respective country, are summarized as follows (in millions):

	Quarter Ended
	April 3, 2015		March 28, 2014
United States	$	131.8	$	112.0
Japan		62.6		65.3
Hong Kong		191.2		202.7
Singapore		316.3		180.4
United Kingdom		129.7		117.2
Other		39.2		28.9
	$	870.8	$	706.5

Property, plant and equipment, net by geographic location, is summarized as follows (in millions):

	April 3, 2015		December 31, 2014
United States	$	318.1	$	308.1
Czech Republic		111.0		113.8
Malaysia		229.9		232.2
Philippines		201.8		197.4
China		119.6		122.2
Other		228.0		230.2
	$	1,208.4	$	1,203.9

For the quarters ended April 3, 2015 and March 28, 2014, there were no individual customers, including distributors, which accounted for more than 10% of the Company’s total consolidated revenues.

28

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(unaudited)

Note 16: Guarantor and Non-Guarantor Statements

ON Semiconductor is the sole issuer of the 2.625% Notes, Series B. ON Semiconductor’s 100% owned domestic subsidiaries, except those domestic subsidiaries acquired through the acquisitions of AMIS, Catalyst, PulseCore, CMD, SDT, SANYO Semiconductor, Truesense and Aptina (collectively, the “Guarantor Subsidiaries”), fully and unconditionally guarantee, subject to customary releases, on a joint and several basis ON Semiconductor’s obligations under the 2.625% Notes, Series B. The Guarantor Subsidiaries include SCI LLC, Semiconductor Components Industries of Rhode Island, Inc., as well as other holding companies whose net assets consist primarily of investments in the joint venture in Leshan, China and equity interests in the Company’s other foreign subsidiaries. ON Semiconductor’s other remaining subsidiaries (collectively, the “Non-Guarantor Subsidiaries”) are not guarantors of the 2.625% Notes, Series B. The repayment of the non-collateralized 2.625% Notes, Series B is subordinated to the senior indebtedness of ON Semiconductor and the Guarantor Subsidiaries on the terms described in the indenture for the 2.625% Notes, Series B.

The condensed consolidating financial statements included in this footnote have been corrected consistent with the revisions described in Note 1: “Background and Basis of Presentation”.

Condensed consolidating financial information for the issuer of the 2.625% Notes, Series B, the Guarantor Subsidiaries and the Non-Guarantor Subsidiaries is as follows (in millions):

CONDENSED CONSOLIDATING BALANCE SHEET

AS OF APRIL 3, 2015

(in millions)

	Issuer		Guarantor
	ON Semiconductor Corporation		SCI LLC		Other Subsidiaries		Non- Guarantor Subsidiaries		Eliminations			Total
Cash and cash equivalents	$	—	$	139.7	$	—	$	288.4	$	—		$	428.1
Short-term investments		—		1.3		—		—		—			1.3
Receivables, net		—		55.7		—		398.8		—			454.5
Inventories		—		63.0		—		670.0		13.9			746.9
Short-term intercompany receivables		—		1.9		5.0		—		(6.9	)		—
Other current assets		—		19.5		—		107.4		1.2			128.1
Total current assets		—		281.1		5.0		1,464.6		8.2			1,758.9
Property, plant and equipment, net		—		270.0		2.9		936.8		(1.3	)		1,208.4
Goodwill		—		111.6		37.3		114.9		—			263.8
Intangible assets, net		—		94.6		—		346.6		(16.6	)		424.6
Long-term intercompany receivables		—		143.1		—		—		(143.1	)		—
Other assets		1,954.4		2,080.1		146.3		867.7		(4,957.9	)		90.6
Total assets	$	1,954.4	$	2,980.5	$	191.5	$	3,730.6	$	(5,110.7	)	$	3,746.3
Accounts payable	$	—	$	35.6	$	0.1	$	326.8	$	—		$	362.5
Accrued expenses		4.8		76.1		0.2		201.5		—			282.6
Deferred income on sales to distributors		—		35.0		—		121.0		—			156.0
Current portion of long-term debt		—		63.0		—		149.6		—			212.6
Short-term intercompany payables		—		—		—		6.9		(6.9	)		—
Total current liabilities		4.8		209.7		0.3		805.8		(6.9	)		1,013.7
Long-term debt		344.0		578.6		—		27.6		—			950.2
Other long-term liabilities		—		30.5		0.1		124.6		—			155.2
Long-term intercompany payables		—		—		—		143.1		(143.1	)		—
Total liabilities		348.8		818.8		0.4		1,101.1		(150.0	)		2,119.1
Stockholders’ equity		1,605.6		2,161.7		191.1		2,629.5		(4,982.3	)		1,605.6
Non-controlling interest in consolidated subsidiary		—		—		—		—		21.6			21.6
Total equity		1,605.6		2,161.7		191.1		2,629.5		(4,960.7	)		1,627.2
Total liabilities and equity	$	1,954.4	$	2,980.5	$	191.5	$	3,730.6	$	(5,110.7	)	$	3,746.3

29

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(unaudited)

CONDENSED CONSOLIDATING BALANCE SHEET

AS OF DECEMBER 31, 2014

(in millions)

	Issuer		Guarantor
	ON Semiconductor Corporation		SCI LLC		Other Subsidiaries		Non- Guarantor Subsidiaries		Eliminations			Total
Cash and cash equivalents	$	—	$	199.9	$	—	$	311.8	$	—		$	511.7
Short-term investments		—		2.0		—		4.1		—			6.1
Receivables, net		—		56.6		—		360.9		—			417.5
Inventories		—		60.5		—		652.9		16.5			729.9
Short-term intercompany receivables		—		—		4.9		—		(4.9	)		—
Other current assets		—		14.0		—		126.6		—			140.6
Total current assets		—		333.0		4.9		1,456.3		11.6			1,805.8
Property, plant and equipment, net		—		262.1		3.1		940.1		(1.4	)		1,203.9
Goodwill		—		111.6		37.3		114.9		—			263.8
Intangible assets, net		—		98.2		—		377.9		(17.6	)		458.5
Long-term intercompany receivables		—		204.2		—		—		(204.2	)		—
Other assets		1,969.1		2,002.3		143.5		858.2		(4,882.1	)		91.0
Total assets	$	1,969.1	$	3,011.4	$	188.8	$	3,747.4	$	(5,093.7	)	$	3,823.0
Accounts payable	$	—	$	37.8		0.1		340.3		—		$	378.2
Accrued expenses		0.4		71.6		0.5		215.4		—			287.9
Deferred income on sales to distributors		—		36.4		—		128.7		—			165.1
Current portion of long-term debt		—		57.6		—		152.0		—			209.6
Short-term intercompany payables		—		2.3		—		2.6		(4.9	)		—
Total current liabilities		0.4		205.7		0.6		839.0		(4.9	)		1,040.8
Long-term debt		342.2		609.5		—		31.3		—			983.0
Other long-term liabilities		—		21.1		—		130.7		—			151.8
Long-term intercompany payables		—		—		—		204.2		(204.2	)		—
Total liabilities		342.6		836.3		0.6		1,205.2		(209.1	)		2,175.6
Stockholders’ equity		1,626.5		2,175.1		188.2		2,542.2		(4,905.5	)		1,626.5
Non-controlling interest in consolidated subsidiary		—		—		—		—		20.9			20.9
Total equity		1,626.5		2,175.1		188.2		2,542.2		(4,884.6	)		1,647.4
Total liabilities and equity	$	1,969.1	$	3,011.4	$	188.8	$	3,747.4	$	(5,093.7	)	$	3,823.0

30

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(unaudited)

CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

FOR THE QUARTER ENDED APRIL 3, 2015

(in millions)

	Issuer			Guarantor Subsidiaries
	ON Semiconductor Corporation			SCI LLC			Other Subsidiaries		Non- Guarantor Subsidiaries			Eliminations			Total
Revenues	$	—		$	202.2		$	4.2	$	1,128.9		$	(464.5	)	$	870.8
Cost of revenues (exclusive of amortization shown below)		—			154.3			0.2		879.4			(463.5	)		570.4
Gross profit		—			47.9			4.0		249.5			(1.0	)		300.4
Operating expenses:
Research and development		—			32.3			3.3		64.8			—			100.4
Selling and marketing		—			26.4			0.2		26.7			—			53.3
General and administrative		—			14.9			0.3		31.5			—			46.7
Amortization of acquisition related intangible assets		—			3.5			—		31.5			(1.1	)		33.9
Restructuring, asset impairments and other, net		—			(0.8	)		—		(1.5	)		—			(2.3	)
Total operating expenses		—			76.3			3.8		153.0			(1.1	)		232.0
Operating income (loss)		—			(28.4	)		0.2		96.5			0.1			68.4
Other income (expense), net:
Interest expense		(4.4	)		(2.5	)		—		(2.3	)		—			(9.2	)
Interest income		—			0.1			—		0.2			—			0.3
Other		—			(1.7	)		—		5.4			—			3.7
Equity in earnings		59.5			93.9			2.7		—			(156.1	)		—
Other income (expense), net		55.1			89.8			2.7		3.3			(156.1	)		(5.2	)
Income before income taxes		55.1			61.4			2.9		99.8			(156.0	)		63.2
Income tax benefit (provision)		—			(0.8	)		—		(7.9	)		1.3			(7.4	)
Net income		55.1			60.6			2.9		91.9			(154.7	)		55.8
Net income attributable to non-controlling interest		—			—			—		—			(0.7	)		(0.7	)
Net income attributable to ON Semiconductor Corporation	$	55.1		$	60.6		$	2.9	$	91.9		$	(155.4	)	$	55.1
Comprehensive income attributable to ON Semiconductor Corporation	$	50.8		$	56.3		$	2.9	$	87.8		$	(147.0	)	$	50.8

31

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(unaudited)

CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

FOR THE QUARTER ENDED MARCH 28, 2014

(in millions)

	Issuer			Guarantor Subsidiaries
	ON Semiconductor Corporation			SCI LLC			Other Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Total
Revenues	$	—		$	170.0		$	3.9	$	974.1		$	(441.5	)	$	706.5
Cost of revenues (exclusive of amortization shown below)		—			139.4			0.2		759.3			(440.6	)		458.3
Gross profit		—			30.6			3.7		214.8			(0.9	)		248.2
Operating expenses:
Research and development		—			12.2			3.0		62.9			—			78.1
Selling and marketing		—			19.3			0.2		24.9			—			44.4
General and administrative		—			13.2			0.3		27.5			—			41.0
Amortization of acquisition related intangible assets		—			3.7			—		5.5			(1.0	)		8.2
Restructuring, asset impairments and other, net		—			0.4			—		5.4			—			5.8
Total operating expenses		—			48.8			3.5		126.2			(1.0	)		177.5
Operating income (loss)		—			(18.2	)		0.2		88.6			0.1			70.7
Other income (expense), net:
Interest expense		(4.0	)		(3.5	)		—		(0.6	)		—			(8.1	)
Interest income		—			0.1			—		0.1			—			0.2
Other		—			(0.6	)		—		(0.1	)		—			(0.7	)
Equity in earnings		59.7			95.9			0.6		—			(156.2	)		—
Other income (expense), net		55.7			91.9			0.6		(0.6	)		(156.2	)		(8.6	)
Income before income taxes		55.7			73.7			0.8		88.0			(156.1	)		62.1
Income tax (provision) benefit		—			5.7			—		(11.9	)		—			(6.2	)
Net income		55.7			79.4			0.8		76.1			(156.1	)		55.9
Net income attributable to non-controlling interest		—			—			—		—			(0.2	)		(0.2	)
Net income attributable to ON Semiconductor Corporation	$	55.7		$	79.4		$	0.8	$	76.1		$	(156.3	)	$	55.7
Comprehensive income attributable to ON Semiconductor Corporation	$	56.7		$	80.6		$	0.8	$	75.7		$	(157.1	)	$	56.7

32

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(unaudited)

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

FOR THE QUARTER ENDED APRIL 3, 2015

(in millions)

	Issuer			Guarantor Subsidiaries
	ON Semiconductor Corporation			SCI LLC			Other Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Total
Net cash provided by operating activities	$	—		$	7.7		$	—	$	75.8		$	—		$	83.5
Cash flows from investing activities:
Purchases of property, plant and equipment		—			(22.4	)		—		(42.4	)		—			(64.8	)
Proceeds from sales of property, plant and equipment		—			—			—		9.4			—			9.4
Purchase of businesses, net of cash acquired		—			—			—		(2.9	)		—			(2.9	)
Proceeds from available-for-sale securities		—			—			—		3.4			—			3.4
Proceeds from held-to maturity securities		—			1.5			—		—			—			1.5
Purchases of held-to-maturity securities		—			(0.8	)		—		—			—			(0.8	)
Contribution from subsidiaries		81.0			—			—		—			(81.0	)		—
Net cash provided by (used in) investing activities		81.0			(21.7	)		—		(32.5	)		(81.0	)		(54.2	)
Cash flows from financing activities:
Intercompany loans		—			(46.8	)		—		46.8			—			—
Intercompany loan repayments to guarantor		—			107.8			—		(107.8	)		—			—
Payments to parent		—			(81.0	)		—		—			81.0			—
Proceeds from issuance of common stock under the employee stock purchase plan		3.8			—			—		—			—			3.8
Proceeds from exercise of stock options		21.4			—			—		—			—			21.4
Payments of tax withholding for restricted shares		(11.2	)		—			—		—			—			(11.2	)
Repurchase of common stock		(95.0	)		—			—		—			—			(95.0	)
Proceeds from debt issuance		—			—			—		6.5			—			6.5
Payment of capital leases obligations		—			(4.9	)		—		(3.3	)		—			(8.2	)
Repayment of long-term debt		—			(21.3	)		—		(9.2	)		—			(30.5	)
Net cash used in financing activities		(81.0	)		(46.2	)		—		(67.0	)		81.0			(113.2	)
Effect of exchange rate changes on cash and cash equivalents		—			—			—		0.3			—			0.3
Net increase in cash and cash equivalents		—			(60.2	)		—		(23.4	)		—			(83.6	)
Cash and cash equivalents, beginning of period		—			199.9			—		311.8			—			511.7
Cash and cash equivalents, end of period	$	—		$	139.7		$	—	$	288.4		$	—		$	428.1

33

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(unaudited)

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

FOR THE QUARTER ENDED MARCH 28, 2014

(in millions)

	Issuers			Guarantor Subsidiaries
	ON Semiconductor Corporation			SCI LLC			Other Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Total
Net cash (used in) provided by operating activities	$	—		$	27.3		$	0.5		$	47.1		$	—		$	74.9
Cash flows from investing activities:
Purchases of property, plant and equipment		—			(14.9	)		(0.5	)		(32.3	)		—			(47.7	)
Proceeds from sales of property, plant and equipment		—			0.6			—			(0.4	)		—			0.2
Deposits utilized for purchases of property, plant and equipment		—			—			—			1.2			—			1.2
Proceeds from held-to maturity securities		—			63.5			—			—			—			63.5
Purchase of held-to-maturity securities		—			(2.3	)		—			—			—			(2.3	)
Contribution from subsidiaries		14.3			—			—			—			(14.3	)		—
Net cash provided by (used in) investing activities		14.3			46.9			(0.5	)		(31.5	)		(14.3	)		14.9
Cash flows from financing activities:
Intercompany loans		—			(147.9	)		—			147.9			—			—
Intercompany loan repayments to guarantor		—			146.1			—			(146.1	)		—			—
Payments to parent		—			(14.3	)		—			—			14.3			—
Proceeds from exercise of stock options		9.6			—			—			—			—			9.6
Payments of tax withholding for restricted shares		(4.5	)		—			—			—			—			(4.5	)
Repurchase of common stock		(19.4	)		—			—			—			—			(19.4	)
Payment of capital leases obligations		—			(10.3	)		—			(0.8	)		—			(11.1	)
Repayment of long-term debt		—			(1.6	)		—			(11.3	)		—			(12.9	)
Net cash (used in) provided by financing activities		(14.3	)		(28.0	)		—			(10.3	)		14.3			(38.3	)
Effect of exchange rate changes on cash and cash equivalents		—			—			—			1.0			—			1.0
Net increase (decrease) in cash and cash equivalents		—			46.2			—			6.3			—			52.5
Cash and cash equivalents, beginning of period		—			267.9			—			241.6			—			509.5
Cash and cash equivalents, end of period	$	—		$	314.1		$	—		$	247.9		$	—		$	562.0

Please refer to the chart below for the impact of the corrections to the Condensed Consolidating Statement of Operations for the quarter ended March 28, 2014 (in millions):

	Issuer			Guarantor Subsidiaries
	ON Semiconductor Corporation			SCI LLC			Other Subsidiaries		Non-Guarantor Subsidiaries			Eliminations		Total
Total change in gross profit		—			—			—		(2.6	)		—		(2.6	)
Total change in operating income		—			—			—		(2.6	)		—		(2.6	)
Total change in other income (expense), net		(2.7	)		(2.7	)		—		(0.1	)		5.4		(0.1	)
Total change in net income attributable to ON Semiconductor Corporation	$	(2.7	)	$	(2.7	)	$	—	$	(2.7	)	$	5.4	$	(2.7	)
Total change in comprehensive income attributable to ON Semiconductor Corporation	$	(2.7	)	$	(2.7	)	$	—	$	(2.7	)	$	5.4	$	(2.7	)

34

ON SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(unaudited)

Note 17: Subsequent Events

On May 1, 2015 the Company and its wholly-owned subsidiary, Semiconductor Components Industries, LLC, entered into a $1.0 billion, five-year senior revolving credit facility which expands its existing $800 million revolving credit facility. The expanded revolving credit facility amends the Company’s credit agreement, dated as of October 10, 2013 and resets the five-year maturity date. The credit facility may be used for general corporate purposes.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

You should read the following discussion in conjunction with our audited historical consolidated financial statements, which are included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2014 (“2014 Form 10-K”), filed with the Securities and Exchange Commission (the “Commission”) on February 27, 2015, and our unaudited consolidated financial statements for the fiscal quarter ended April 3, 2015, included elsewhere in this Form 10-Q. Management’s Discussion and Analysis of Financial Condition and Results of Operations contains statements that are forward-looking. These statements are based on current expectations and assumptions that are subject to risk, uncertainties, and other factors. Actual results could differ materially because of the factors discussed below or elsewhere in this Form 10-Q. See Part II, Item 1A. “Risk Factors” of this Form 10-Q and Part I, Item 1A. “Risk Factors” of our 2014 Form 10-K.

Company Highlights for the Quarter Ended April 3, 2015

• Total revenues of approximately $870.8 million

• Gross margin of approximately 34.5%

• Net income of $0.13 per diluted share

• Completed the repurchase of approximately 8.6 million shares of common stock for approximately $97.0 million under our previously announced share repurchase program

Executive Overview

This Executive Overview presents summary information regarding our industry, markets, business and operating trends only. For further information regarding the events summarized herein, see Item 2 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in its entirety.

Industry Overview

We participate in unit and revenue surveys and use data summarized by the WSTS group to evaluate overall semiconductor market trends and to track our progress against the market in the areas we provide semiconductor components. The most recently published estimates from WSTS project a compound annual growth rate in our serviceable addressable market of approximately 3% during 2015 through 2017. These are not our projections and may not be indicative of actual results. We, like many of our competitors, view this information as helpful third party projections and estimates.

Business Overview

ON Semiconductor Corporation and its subsidiaries (“we,” “us,” “our,” “ON Semiconductor,” or the “Company”) is driving innovation in energy efficient electronics. Our extensive portfolio of analog, digital and mixed signal ICs, standard products, image sensors and custom devices helps customers efficiently solve their design challenges in advanced electronic systems and products. Our power management and motor driver semiconductor components control, convert, protect and monitor the supply of power to the different elements within a wide variety of electronic devices. Our custom ASICs use analog, DSP, mixed-signal and advanced logic capabilities to act as the brain behind many of our automotive, medical, military/aerospace, consumer and industrial customers’ products. Our signal management semiconductor components provide high-performance clock management and data flow management for precision computing, communications and industrial systems. Our image sensors, optical image stabilization and auto focus devices provide advanced imaging solutions for automotive, wireless, industrial and consumer applications. Our standard semiconductor components serve as “building blocks” within virtually all types of electronic devices. These various products fall into the logic, analog, discrete, image sensor and memory categories used by the WSTS group.

35

We serve a broad base of end-user markets, including automotive, communications, computing, consumer electronics, medical, industrial electronics, networking and military/aerospace. Our devices are found in a wide variety of end-products including automotive electronics, smartphones, media tablets, wearable electronics, personal computers, servers, industrial building and home automation systems, consumer white goods, advanced imaging systems, LED lighting, power supplies, networking and telecom equipment, medical diagnostics, imaging and hearing health, sensor networks and the IoT.

Our portfolio of devices enables us to offer advanced ICs and the “building block” components that deliver system level functionality and design solutions. Our extensive product portfolio consisted of approximately 49,000 products as of April 3, 2015 and we shipped approximately 12.0 billion units in the first three months of 2015, as compared to 10.9 billion units in the first three months of 2014. We offer micro packages, which provide increased performance characteristics while reducing the critical board space inside today’s ever shrinking electronic devices and power modules, delivering improved energy efficiency and reliability for a wide variety of high power applications. We believe that our ability to offer a broad range of products, combined with our global manufacturing and logistics network, provides our customers with single source purchasing on a cost-effective and timely basis.

Segments

As of April 3, 2015, we were organized into four operating segments, which also represented our four reporting segments: Application Products Group, Standard Products Group, Image Sensor Group and System Solutions Group. Each of our major product lines has been assigned to a segment based on our operating strategy. The Company’s Image Sensor Group was established during the third quarter of 2014 following the Company’s acquisitions of Truesense and Aptina. Previously reported information has been recast to reflect the current reportable segments.

As many products are sold into different end-markets, the total revenue reported for a segment is not indicative of actual sales in the end-market associated with that segment, but rather is the sum of the revenues from the product lines assigned to that segment. From time to time, we reassess the alignment of our product families and devices associated with our reportable segments, and may move product families or individual devices from one reportable segment to another.

Business and Macroeconomic Environment

We have recognized efficiencies from implemented restructuring activities and programs and continue to implement profitability enhancement programs to improve our cost structure. However, the semiconductor industry has traditionally been highly cyclical, has often experienced significant downturns in connection with, or in anticipation of, declines in general economic conditions, and may experience significant uncertainty and volatility in the future. We have historically reviewed, and will continue to review, our cost structure, capital investments and other expenditures to align our spending and capacity with our current sales and manufacturing projections.

We have historically taken significant actions to align our overall cost structure with our expected revenue levels. Such actions continued in 2014 within our System Solutions Group. See “Results of Operations” under the heading “Restructuring, Asset Impairments and Other, Net” below for further details relating to our most recent cost saving actions.

Outlook

ON Semiconductor Second Quarter 2015 Outlook

Based upon product booking trends, backlog levels, and estimated turns levels, we estimate that our revenues will be approximately $876 million to $916 million in the second quarter of 2015. Backlog levels for the second quarter of 2015 represent approximately 80% to 85% of our anticipated second quarter 2015 revenues. For the second quarter of 2015, we estimate that gross margin as a percentage of revenues will be approximately 34% to 36%.

Results of Operations

Our results of operations for the quarter ended April 3, 2015 include the results of operations from our acquisitions of Aptina and Truesense on August 15, 2014 and April 30, 2014, respectively.

36

Revision of Previously-Issued Financial Statements

As disclosed in our 2014 Form 10-K, we identified errors in our financial statements for first three quarters of the fiscal year ended December 31, 2014, as included in our 2014 quarterly reports on Form 10-Q, and decided to revise our previously issued financial statements to record a deferred tax asset in a foreign subsidiary in a prior period, and to make adjustments in each successive period related to the foreign currency exchange rate changes associated with that item. The interim period ended March 28, 2014 also includes revised amounts from a change in the application of an accounting convention related to manufacturing variances.

All financial information contained herein has been revised to reflect the correction of these errors. See Note 1: “Background and Basis of Presentation” of the notes to our unaudited consolidated financial statements included elsewhere in this report for additional information.

Quarter Ended April 3, 2015 Compared to the Quarter Ended March 28, 2014

The following table summarizes certain information relating to our operating results that has been derived from our unaudited consolidated financial statements for the quarters ended April 3, 2015 and March 28, 2014 (in millions):

	Quarter Ended
	April 3, 2015			March 28, 2014			Dollar Change
Revenues	$	870.8		$	706.5		$	164.3
Cost of revenues (exclusive of amortization shown below)		570.4			458.3			112.1
Gross profit		300.4			248.2			52.2
Operating expenses:
Research and development		100.4			78.1			22.3
Selling and marketing		53.3			44.4			8.9
General and administrative		46.7			41.0			5.7
Amortization of acquisition-related intangible assets		33.9			8.2			25.7
Restructuring, asset impairments and other, net		(2.3	)		5.8			(8.1	)
Total operating expenses		232.0			177.5			54.5
Operating income		68.4			70.7			(2.3	)
Other income (expense), net:
Interest expense		(9.2	)		(8.1	)		(1.1	)
Interest income		0.3			0.2			0.1
Other		3.7			(0.7	)		4.4
Other income (expense), net		(5.2	)		(8.6	)		3.4
Income before income taxes		63.2			62.1			1.1
Income tax provision		(7.4	)		(6.2	)		(1.2	)
Net income		55.8			55.9			(0.1	)
Less: Net income attributable to non-controlling interest		(0.7	)		(0.2	)		(0.5	)
Net income attributable to ON Semiconductor Corporation	$	55.1		$	55.7		$	(0.6	)

Revenues

Revenues were $870.8 million and $706.5 million for the quarters ended April 3, 2015 and March 28, 2014, respectively. The increase in revenues for the quarter ended April 3, 2015 compared to the quarter ended March 28, 2014 was primarily attributed to approximately $154.8 million of additional revenue in the Image Sensor Group provided by the acquisitions of Aptina and Truesense, along with increases from our Standard Products Group, which experienced greater revenue as a result of an improved demand environment.

As compared to the quarter ended March 28, 2014, we experienced an increase in revenue of approximately 23% resulting from the revenue contributions from our acquisitions of Aptina and Truesense along with favorable changes in volume and mix, partially offset by a decline in average selling prices of 7%.

37

Revenues by reportable segment for the quarters ended April 3, 2015 and March 28, 2014 were as follows (dollars in millions):

	Quarter Ended April 3, 2015		As a % of Total Revenue (1)			Quarter Ended March 28, 2014		As a % of Total Revenue (1)
Application Products Group	$	264.3		30.4	%	$	267.6		37.9	%
Image Sensor Group		170.5		19.6	%		11.9		1.7	%
Standard Products Group		303.2		34.8	%		292.9		41.5	%
System Solutions Group		132.8		15.3	%		134.1		19.0	%
Total revenues	$	870.8				$	706.5

⁽¹⁾ Certain amounts may not total due to rounding of individual amounts.

Revenues from the Application Products Group decreased by $3.3 million, or approximately 1%, from the first quarter of 2014 to the first quarter of 2015. This decrease is primarily attributable to a $7.8 million, or approximately 8%, decrease in revenues from our analog products, partially offset by a $5.1 million, or approximately 4%, increase in revenues from our ASIC products.

Revenues from the Image Sensor Group increased by $158.6 million from the first quarter of 2014 to the first quarter of 2015. This increase is attributable to revenue provided by the 2014 acquisitions of Aptina and Truesense, which generated approximately $140.6 million and $14.2 million, respectively, of revenue during the first quarter of 2015. Revenues from our existing image sensor business units, to a lesser extent, also increased from the first quarter of 2014 to the first quarter of 2015.

Revenues from the Standard Products Group increased by $10.3 million, or approximately 4%, from the first quarter of 2014 to the first quarter of 2015. This increase is primarily attributable to a $6.3 million, or approximately 8%, increase in revenue from our analog products, combined with an increase in revenues from our discrete products of $5.2 million, or approximately 4%, as a result of an improved demand environment.

Revenues from the System Solutions Group decreased by $1.3 million, or approximately 1%, from the first quarter of 2014 to the first quarter of 2015. This decrease resulted from a decrease in demand from the Japanese consumer market and an increase in competition in other regions, causing a decrease in revenue from LSI products of approximately $5.9 million, or approximately 7%, partially offset by a $2.6 million increase in revenues from our discrete products.

Revenues by geographic location, including local sales made by operations within each area, based on sales billed from the respective country for the quarters ended April 3, 2015 and March 28, 2014 are summarized as follows (dollars in millions):

	Quarter Ended April 3, 2015		As a % of Total Revenue (1)			Quarter Ended March 28, 2014		As a % of Total Revenue (1)
United States	$	131.8		15.1	%	$	112.0		15.9	%
Japan		62.6		7.2	%		65.3		9.2	%
Hong Kong		191.2		22.0	%		202.7		28.7	%
Singapore		316.3		36.3	%		180.4		25.5	%
United Kingdom		129.7		14.9	%		117.2		16.6	%
Other		39.2		4.5	%		28.9		4.1	%
Total	$	870.8				$	706.5

⁽¹⁾  Certain amounts may not total due to rounding of individual amounts.

A majority of our end customers, served directly or through distribution channels, are manufacturers of electronic devices. For the quarters ended April 3, 2015 and March 28, 2014, we had no single customer that accounted for 10% or more of our total revenues.

38

Gross Profit and Gross Margin (exclusive of amortization of acquisition-related intangible assets described below)

Our gross profit by reportable segment for the quarters ended April 3, 2015 and March 28, 2014 was as follows (dollars in millions):

	Quarter Ended April 3, 2015			As a % of Segment Revenue (1)			Quarter Ended March 28, 2014			As a % of Segment Revenue (1)
Application Products Group	$	118.8			44.9	%	$	117.8			44.0	%
Image Sensor Group		50.1			29.4	%		8.3			69.7	%
Standard Products Group		113.6			37.5	%		106.2			36.3	%
System Solutions Group		26.5			20.0	%		25.0			18.6	%
Gross profit by segment	$	309.0					$	257.3
Unallocated manufacturing costs (2)		(8.6	)		(1.0	)%		(9.1	)		(1.3	)%
Total gross profit	$	300.4			34.5	%	$	248.2			35.1	%

⁽¹⁾  Certain amounts may not total due to rounding of individual amounts.

⁽²⁾ Unallocated manufacturing costs are shown as a percentage of total revenue.

Our gross profit was $300.4 million in the first quarter of 2015 compared to $248.2 million in the first quarter of 2014. The gross profit increase of $52.2 million, or approximately 21%, during the first quarter of 2015 is primarily due to increased capacity utilization, the impact of our recent acquisitions and cost savings realized from previous restructuring activities.

Gross profit as a percentage of revenues decreased from approximately 35.1% in the first quarter of 2014 to approximately 34.5% in the first quarter of 2015. This decrease was primarily driven by a larger proportion of revenues generated from our Image Sensor Group which experienced lower gross margin levels than our Application Products Group and Standard Products Group, partially offset by changes in volume and mix across certain product lines.

Operating Expenses

Research and development expenses were $100.4 million for the first quarter of 2015, compared to $78.1 million for the first quarter of 2014, representing an increase of $22.3 million, or approximately 29%. This increase is primarily associated with approximately $19.5 million of expenses attributable to the operations of Aptina and Truesense. These expenses were further increased by greater personnel costs in our Application Products Group and Standard Products Group, along with increased performance-based compensation as a result of improved performance results compared to the first quarter of 2014, partially offset by decreases in our System Solutions Group attributable to decreased payroll related expenses resulting from our 2014 restructuring and cost saving activities.

Selling and marketing expenses were $53.3 million for the first quarter of 2015, compared to $44.4 million for the first quarter of 2014, representing an increase of $8.9 million, or approximately 20%. This increase is primarily associated with approximately $5.6 million of expenses attributable to the operations of Aptina and Truesense. These expenses were further increased by greater personnel costs in our Application Products Group and Standard Products Group, along with increased performance-based compensation as a result of improved performance results compared to the first quarter of 2014.

General and administrative expenses were $46.7 million for the first quarter of 2015, compared to $41.0 million in the first quarter of 2014, representing an increase of $5.7 million, or approximately 14%. This increase is primarily associated with approximately $4.7 million of expenses attributable to the operations of Aptina and Truesense. These expenses were further increased by greater personnel costs in our Application Products Group and Standard Products Group, along with increased performance-based compensation as a result of improved performance results compared to the first quarter of 2014.

Other Operating Expenses

Amortization of Acquisition—Related Intangible Assets

Amortization of acquisition-related intangible assets was $33.9 million and $8.2 million for the quarters ended April 3, 2015 and March 28, 2014, respectively. The increase in amortization of acquisition-related intangible assets is attributable to the amortization of intangible assets assumed as a result of our acquisitions of Aptina and Truesense. See Note 4: “Goodwill and Intangible Assets” of the notes to our unaudited consolidated financial statements included elsewhere in this Form 10-Q for additional information.

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Restructuring, Asset Impairments and Other, Net

Restructuring, asset impairments and other, net resulted in income of $2.3 million for the quarter ended April 3, 2015 compared to expense of $5.8 million for the quarter ended March 28, 2014. The information below summarizes certain activities for each respective quarter. See Note 5: “Restructuring, Asset Impairments and Other, Net” of the notes to our unaudited consolidated financial statements included elsewhere in this Form 10-Q for additional information.

Quarter Ended April 3, 2015

During the quarter ended April 3, 2015, we recorded approximately $1.5 million of charges related to our restructuring programs, partially offset by a $3.4 million gain from the sale of assets and the change in foreign currency for our KSS facility.

Quarter Ended March 28, 2014

During the fourth quarter of 2013, we initiated a voluntary retirement program for certain employees of our System Solutions Group subsidiaries in Japan (the “Q4 2013 Voluntary Retirement Program”). Approximately 350 employees opted to retire pursuant to the Q4 2013 Voluntary Retirement Program, all of which had retired by December 31, 2014.

During the quarter ended March 28, 2014, we recorded net charges of approximately $2.2 million in connection with the Q4 2013 Voluntary Retirement Program, which consisted of employee severance charges of $5.0 million, partially offset by pension and related retirement liability adjustments associated with the affected employees, which resulted in a pension curtailment benefit of $2.8 million.

Additionally, during the quarter ended March 28, 2014, we recorded approximately $3.6 million of restructuring charges related to our previously announced plan to close our KSS facility.

Interest Expense

Interest expense increased by $1.1 million to $9.2 million during the quarter ended April 3, 2015 compared to $8.1 million during the quarter ended March 28, 2014. Our average long-term debt balance (including current maturities and net of debt discount) during the quarter ended April 3, 2015 was $1,177.8 million at a weighted-average interest rate of approximately 3.1%, compared to $931.2 million at a weighted-average interest rate of approximately 3.5% during the quarter ended March 28, 2014.

Other

Other income increased by $4.4 million from an expense of $0.7 million for the quarter ended March 28, 2014 to income of $3.7 million for the quarter ended April 3, 2015, primarily attributable to the gain on sale of available-for-sale securities.

Provision for Income Taxes

We recorded an income tax provision of $7.4 million and of $6.2 million during the quarters ended April 3, 2015 and March 28, 2014, respectively.

The income tax provision for the quarter ended quarter ended April 3, 2015, consisted of $6.4 million for income and withholding taxes of certain of our foreign and domestic operations and $1.1 million of new reserves and interest on existing reserves for uncertain tax positions in foreign taxing jurisdictions, partially offset by the reversal of $0.1 million for reserves and interest for uncertain tax positions in foreign taxing jurisdictions which were effectively settled or for which the statute lapsed during the quarter ended April 3, 2015.

The income tax provision for the quarter ended March 28, 2014 was $6.2, which consisted of $6.3 million for income and withholding taxes of certain of our foreign and domestic operations and $0.3 million of interest on existing reserves for uncertain tax positions in foreign taxing jurisdictions, partially offset by the reversal of $0.4 million for reserves and interest for uncertain tax positions in foreign taxing jurisdictions which were effectively settled or for which the statute lapsed during the quarter ended March 28, 2014.

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Our provision for income taxes is subject to volatility and could be adversely impacted by earnings being lower than anticipated in countries that have lower tax rates and earnings being higher than anticipated in countries that have higher tax rates. Our effective tax rate for the quarter ended April 3, 2015 was 11.7%, which differs from the U.S. statutory federal income tax rate of 35%. We continue to maintain a full valuation allowance on all of our domestic and substantially all of our Japan related deferred tax assets; however, it is reasonably possible that a substantial portion of the valuation allowance will be reversed within one year of April 3, 2015, which is not expected to have a material effect on our cash taxes. As of December 31, 2014, the valuation allowance on our domestic deferred tax assets was approximately $461.9 million.

Liquidity and Capital Resources

This section includes a discussion and analysis of our cash requirements, off-balance sheet arrangements, contingencies, sources and uses of cash, operations, working capital, and long-term assets and liabilities.

Contractual Obligations

As of April 3, 2015, there were no material changes outside of the ordinary course of business to the contractual obligations table, including notes thereto, contained in our 2014 Form 10-K. For information on long-term debt, see Note 7: “Long-Term Debt,” for operating leases and financing activities (including certain information with respect to our revolving credit facility) see Note 10: “Commitments and Contingencies” and for pension plan information see Note 6: “Balance Sheet Information” of the notes to our unaudited consolidated financial statements included elsewhere in this Form 10-Q.

Our balance of cash, cash equivalents and short-term investments was $429.4 million as of April 3, 2015. We believe that our cash flows from operations, coupled with our existing cash and cash equivalents and short-term investments, will be adequate to fund our operating and capital needs for at least the next 12 months. Total cash and cash equivalents and short-term investments at April 3, 2015 include approximately $148.8 million available within the United States. In addition to cash and cash equivalents and short-term investments already on hand in the United States, we have the ability to obtain cash in the United States by settling loans with our foreign subsidiaries in order to cover our domestic needs, by utilizing existing credit facilities, or through new bank loans or debt obligations.

We hold a significant amount of cash, cash equivalents and short-term investments outside the United States in various foreign subsidiaries. As we intend to reinvest certain of our foreign earnings indefinitely, this cash held outside the United States in various foreign subsidiaries is not readily available to meet certain of our cash requirements in the United States. We require a substantial amount of cash in the United States for operating requirements, the repurchase of common stock, debt payments and acquisitions. If we are unable to address our United States cash requirements through operations, borrowings under our current debt agreements or other sources of cash obtained at an acceptable cost, it may be necessary for us to consider repatriation of earnings that are permanently reinvested, and we may be required to pay additional taxes under current tax laws, which could have a material effect on our results of operations and financial condition.

See Note 7: “Long-Term Debt,” of the notes to our unaudited consolidated financial statements included elsewhere in this Form 10-Q for information with respect to our long-term debt.

Off-Balance Sheet Arrangements

In the normal course of business, we enter into various operating leases for buildings and equipment, including our mainframe computer system, desktop computers, communications, foundry equipment and service agreements relating to this equipment.

In the normal course of business, we provide standby letters of credit or other guarantee instruments to certain parties initiated by either our subsidiaries or us, as required for transactions including, but not limited to: material purchase commitments, agreements to mitigate collection risk, leases, utilities or customs guarantees. As of April 3, 2015, our senior revolving credit facility included a $40.0 million availability for the issuance of letters of credit. A $0.2 million million letter of credit was outstanding under our senior revolving credit facility as of April 3, 2015. We also had outstanding guarantees and letters of credit outside of our senior revolving credit facility of $5.7 million as of April 3, 2015.

As part of securing financing in the normal course of business, we issued guarantees related to certain of our capital lease obligations, equipment financing, lines of credit and real estate mortgages, which totaled approximately $117.5 million as of April 3, 2015. We are also a guarantor of SCI LLC’s non-collateralized loan with SMBC, which had a balance of $217.1 million as of April 3, 2015. See Note 7: “Long-Term Debt” and Note 10: “Commitments and Contingencies” of the notes to our unaudited consolidated financial statements found elsewhere in this Form 10-Q for additional information.

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Based on historical experience and information currently available, we believe that we will not be required to make payments under the standby letters of credit or guarantee arrangements for the foreseeable future.

For our operating leases, we expect to make cash payments and similarly incur expenses totaling $108.0 million as payments come due. We have not recorded any liability in connection with these operating leases, letters of credit and guarantee arrangements. See Note 10: “Commitments and Contingencies” of the notes to our unaudited consolidated financial statements found elsewhere in this Form 10-Q for additional information.

Contingencies

We are a party to a variety of agreements entered into in the ordinary course of business pursuant to which we may be obligated to indemnify other parties for certain liabilities that arise out of or relate to the subject matter of the agreements. Some of the agreements entered into by us require us to indemnify the other party against losses due to IP infringement, property damage including environmental contamination, personal injury, failure to comply with applicable laws, our negligence or willful misconduct, or breach of representations and warranties and covenants related to such matters as title to sold assets.

We face risk of exposure to warranty and product liability claims in the event that our products fail to perform as expected or such failure of our products results, or is alleged to result, in economic damage, bodily injury or property damage. In addition, if any of our designed products are alleged to be defective, we may be required to participate in their recall. Depending on the significance of any particular customer and other relevant factors, we may agree to provide more favorable rights to such customer for valid defective product claims.

We and our subsidiaries provide for indemnification of directors, officers and other persons in accordance with limited liability agreements, certificates of incorporation, by-laws, articles of association or similar organizational documents, as the case may be. We maintain directors’ and officers’ insurance, which should enable us to recover a portion of any future amounts paid.

While our future obligations under certain agreements may contain limitations on liability for indemnification, other agreements do not contain such limitations and under such agreements it is not possible to predict the maximum potential amount of future payments due to the conditional nature of our obligations and the unique facts and circumstances involved in each particular agreement. Historically, payments made by us under any of these indemnities have not had a material effect on our business, financial condition, results of operations or cash flows, and we do not believe that any amounts that we may be required to pay under these indemnities in the future will be material to our business, financial condition, results of operations or cash flows.

See Note 10: “Commitments and Contingencies” of the notes to our unaudited consolidated financial statements under the heading “Legal Matters” in this Form 10-Q for possible contingencies related to legal matters. See also Part I, Item 1 “Business - Government Regulation” of our 2014 Form 10-K for information on certain environmental matters.

Sources and Uses of Cash

We require cash to fund our operating expenses and working capital requirements, including outlays for research and development, capital expenditures, strategic acquisitions and investments, the repurchase of our stock and other Company securities, debt service, including principal and interest, and capital lease payments. Our principal sources of liquidity are cash on hand, cash generated from operations and funds from external borrowings and equity issuances. In the near term, we expect to fund our primary cash requirements through cash generated from operations and cash and cash equivalents on hand and short-term investments.

As part of our business strategy, we review acquisition and divestiture opportunities and proposals on a regular basis. On August 15, 2014, we completed the purchase of Aptina, for a total purchase price of approximately $405.4 million in cash and approximately $40.0 million of which was held in escrow as of April 3, 2015. See Note 3: “Acquisitions” of the notes to our unaudited consolidated financial statements located elsewhere in this Form 10-Q for additional information.

We believe that the key factors that could affect our internal and external sources of cash include:

• Factors that affect our results of operations and cash flows, including the impact on our business and operations as a result of changes in demand for our products, competitive pricing pressures, effective management of our manufacturing capacity, our ability to achieve further reductions in operating expenses, the impact of our restructuring programs on our production and cost efficiency and our ability to make the research and development expenditures required to remain competitive in our business; and

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• Factors that affect our access to bank financing and the debt and equity capital markets that could impair our ability to obtain needed financing on acceptable terms or to respond to business opportunities and developments as they arise, including interest rate fluctuations, macroeconomic conditions, sudden reductions in the general availability of lending from banks or the related increase in cost to obtain bank financing and our ability to maintain compliance with covenants under our debt agreements in effect from time to time.

Our ability to service our long-term debt, including our 2.625% Notes, Series B, to remain in compliance with the various covenants contained in our debt agreements and to fund working capital, capital expenditures and business development efforts will depend on our ability to generate cash from operating activities, which is subject to, among other things, our future operating performance, as well as to general economic, financial, competitive, legislative, regulatory and other conditions, some of which may be beyond our control.

If we fail to generate sufficient cash from operations, we may need to raise additional equity or borrow additional funds to achieve our longer term objectives. There can be no assurance that such equity or borrowings will be available or, if available, will be at rates or prices acceptable to us. We believe that cash flow from operating activities coupled with existing cash and cash equivalents, short-term investments and existing credit facilities will be adequate to fund our operating and capital needs as well as enable us to maintain compliance with our various debt agreements through at least the next twelve months. To the extent that results or events differ from our financial projections or business plans, our liquidity may be adversely impacted. See Note 17: “Subsequent Events” of the notes to our unaudited consolidated financial statements located elsewhere in this Form 10-Q for additional information on our revolving credit facility.

During the ordinary course of business, we evaluate our cash requirements and, if necessary, adjust our expenditures for inventory, operating expenditures and capital expenditures to reflect the current market conditions and our projected sales and demand. For example, during the quarter ended April 3, 2015, we paid approximately $64.8 million for capital expenditures, while during the quarter ended March 28, 2014, we paid approximately $47.7 million for capital expenditures. Our current projection for capital expenditures for the remainder of 2015 is approximately $190 million to $200 million, of which our current minimum contractual commitment for the remainder of 2015 is approximately $45.9 million. Our current minimum contractual capital expenditure commitment for 2016 and thereafter is approximately $2.9 million. Our capital expenditure levels can materially influence our available cash for other initiatives.

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Primary Cash Flow Sources

Our long-term cash generation is dependent on the ability of our operations to generate cash. Our cash flows from operations is summarized as follows (in millions):

	Quarter Ended
	April 3, 2015			March 28, 2014
Summarized cash flow from operating activities
Net income	$	55.8		$	55.9
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		90.2			52.4
Write-down of excess inventories		17.7			6.8
Non-cash share-based compensation expense		11.3			8.5
Non-cash interest		1.8			1.6
Change in deferred taxes		(0.4	)		1.9
Other adjustments		(6.7	)		—
Changes in assets and liabilities (exclusive of the impact of acquisitions):
Receivables		(36.9	)		(33.0	)
Inventories		(34.7	)		(6.2	)
Other assets		3.9			(5.2	)
Deferred income on sales to distributors		(9.1	)		11.2
Other changes in assets and liabilities		(9.4	)		(19.0	)
Net cash provided by operating activities	$	83.5		$	74.9

Our cash flows provided by operating activities for the quarter ended April 3, 2015 increased by approximately $2.8 million compared to the quarter ended March 28, 2014. The increase is primarily attributable to higher net sales, cost savings realized from our previously enacted restructuring programs and lower cash outflows from our restructuring activities.

Our ability to maintain positive operating cash flows is dependent on, among other factors, our success in achieving our revenue goals and manufacturing and operating cost targets.

Our management of our assets and liabilities, including both working capital and long-term assets and liabilities, also influences our operating cash flows and each of these components is discussed below.

Working Capital

Working capital, calculated as total current assets less total current liabilities, fluctuates depending on end-market demand and our effective management of certain items such as receivables, inventory and payables. In times of escalating demand, our working capital requirements may be affected as we purchase additional manufacturing materials and increase production. Our working capital may also be affected by restructuring programs, which may require us to use cash for severance payments, asset transfers and contract termination costs. In addition, our working capital may be affected by acquisitions, capital activities as part of our share repurchase program and transactions involving our convertible notes and other debt instruments. Our working capital, including cash and cash equivalents and short-term investments, was $745.2 million at April 3, 2015 and has fluctuated between $913.1 million and $745.2 million at the end of each of our last eight fiscal quarters. Although investments made to fund working capital will reduce our cash balances, these investments are necessary to support business and operating initiatives. During the quarter ended April 3, 2015, our working capital was significantly impacted by our capital expenditures and the repurchase of the Company’s common stock. See Note 8: “Earnings Per Share and Equity“of the notes to our unaudited consolidated financial statements located elsewhere in this Form 10-Q for additional information.

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Long-Term Assets and Liabilities

Our long-term assets consist primarily of property, plant and equipment, intangible assets and goodwill.

Our manufacturing rationalization plans have included efforts to utilize our existing manufacturing assets and supply arrangements more efficiently. We believe that near-term access to additional manufacturing capacity, should it be required, could be readily obtained on reasonable terms through manufacturing agreements with third parties. Cash capital expenditures were $64.8 million during the quarter ended April 3, 2015, compared to cash capital expenditures of $47.7 million during the quarter ended March 28, 2014. We will continue to look for opportunities to make future strategic purchases for additional capacity.

Our long-term liabilities, excluding long-term debt, consist of liabilities under our foreign defined benefit pension plans and contingent tax reserves. In regard to our foreign defined benefit pension plans, generally, our annual funding of these obligations is equal to the minimum amount legally required in each jurisdiction in which the plans operate. This annual amount is dependent upon numerous actuarial assumptions.

Key Financing and Capital Events

Overview

For the past several years, we have undertaken measures to repurchase shares of our common stock, reduce our long-term debt, reduce related interest costs, amend existing key financing arrangements and, in some cases, extend a portion of our debt maturities to continue to provide us additional operating flexibility. Certain of these measures continued during the quarter ended April 3, 2015. Set forth below is a summary of certain key financing events during the quarter ended April 3, 2015. For further information with respect to our debt instruments, see Note 7: “Long-Term Debt” of the notes to our unaudited consolidated financial statements included elsewhere in this Form 10-Q.

Share Repurchase Program

During the quarter ended April 3, 2015, we purchased approximately 8.6 million shares of our common stock pursuant to our previously announced share repurchase program for an aggregate purchase price of approximately $97.0 million, exclusive of fees, commissions and other expenses, at a weighted-average execution price per share of $11.20. See Note 8: “Earnings Per Share and Equity” of the notes to our unaudited consolidated financial statements under the heading “Equity - Share Repurchase Program” included elsewhere in this Form 10-Q for additional information. See also Part II, Item 2 “Unregistered Sales of Equity Securities and Use of Proceeds” included elsewhere in this Form 10-Q for information with respect to our share repurchase program.

Cash Management

Our ability to manage cash is limited, as our primary cash inflows and outflows are dictated by the terms of our sales and supply agreements, contractual obligations, debt instruments and legal and regulatory requirements. While we have some flexibility with respect to the timing of capital equipment purchases, we must invest in capital equipment on a timely basis to allow us to maintain our manufacturing efficiency and support our platforms for new products.

Debt Guarantees and Related Covenants

Our 2.625% Notes, Series B are subordinated to the senior indebtedness of ON Semiconductor Corporation and its guarantor subsidiaries, as defined in Note 16: “Guarantor and Non-Guarantor Statements” of the notes to our unaudited consolidated financial statements included elsewhere in this Form 10-Q, on the terms described in the indenture for such notes. As of April 3, 2015, we believe that we were in compliance with the indenture relating to our 2.625% Notes, Series B and with covenants relating to our senior revolving credit facility and various other debt agreements.

Recent Accounting Pronouncements

For a discussion of recent accounting pronouncements, see Note 2: “Recent Accounting Pronouncements” of the notes to our unaudited consolidated financial statements included elsewhere in this Form 10-Q.

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Item 3. Quantitative and Qualitative Disclosures About Market Risk

We are exposed to financial market risks, including changes in interest rates and foreign currency exchange rates. To mitigate these risks, we utilize derivative financial instruments. We do not use derivative financial instruments for speculative or trading purposes.

As of April 3, 2015, our long-term debt (including current maturities) totaled $1,162.8 million. We have no interest rate exposure to rate changes on our fixed rate debt, which totaled $438.2 million as of April 3, 2015. We do have interest rate exposure with respect to the $724.6 million balance of our variable interest rate debt outstanding as of April 3, 2015. A 50 basis point increase in interest rates would impact our expected annual interest expense for the next twelve months by approximately $3.6 million. However, some of this impact would be offset by additional interest earned on our cash and cash equivalents should rates on deposits and investments also increase.

To ensure the adequacy and effectiveness of our foreign exchange hedge positions, we continually monitor our foreign exchange forward positions, both on a stand-alone basis and in conjunction with their underlying foreign currency exposures, from an accounting and economic perspective. However, given the inherent limitations of forecasting and the anticipatory nature of exposures intended to be hedged, we cannot assure that such programs will offset more than a portion of the adverse financial impact resulting from unfavorable movements in foreign exchange rates.

We are subject to risks associated with transactions that are denominated in currencies other than our functional currencies, as well as the effects of translating amounts denominated in a foreign currency to the United States Dollar as a normal part of the reporting process. Our Japanese operations utilize Japanese Yen as the functional currency, which results in the Company recording a translation adjustment that is included as a component of accumulated other comprehensive income or loss.

We enter into forward foreign currency contracts that economically hedge the gains and losses generated by the re-measurement of certain recorded assets and liabilities in non-functional currencies. Changes in the fair value of these undesignated hedges are recognized in other income and expense immediately as an offset to the changes in fair value of the assets or liabilities being hedged. The notional amount of foreign exchange contracts at April 3, 2015 and December 31, 2014 was $113.0 million and $145.7 million, respectively. Our policies prohibit speculation on financial instruments, trading in currencies for which there are no underlying exposures, or entering into trades for any currency to intentionally increase the underlying exposure.

Substantially all of our revenue is transacted in United States Dollars. However, a significant amount of our operating expenditures and capital purchases are transacted in local currencies, including: Japanese Yen, Euros, Malaysian Ringgit, Philippines Peso, Singapore Dollars, Swiss Francs, Chinese Renminbi, Czech Koruna, and British Pounds Sterling. Due to the materiality of our transactions in these local currencies, our results are impacted by changes in currency exchange rates measured against the United States Dollar. For example, we determined that based on a hypothetical weighted-average change of 10% in currency exchange rates, our results would have impacted our income before taxes by approximately $16.4 million for the quarter ended April 3, 2015, assuming no offsetting hedge positions or correlated activites.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

We carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e)) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of the end of the period covered in this report, our disclosure controls and procedures were effective to ensure that information required to be disclosed in reports filed under the Exchange Act is recorded, processed, summarized and reported within the required time periods and is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

Changes in Internal Control Over Financial Reporting

On August 15, 2014, we acquired Aptina, which operated under its own set of systems and internal controls. We are separately maintaining Aptina’s systems and much of its control environment until we are able to incorporate Aptina’s processes into our own systems and control environment. We currently expect to complete the integration of Aptina’s operations into our systems and control environment by December 31, 2015.

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On April 30, 2014, we acquired Truesense, which operated under its own set of systems and internal controls. Truesense’s systems and control environment have been integrated into the Company’s systems and control environment as of April 3, 2015.

Other than as described above, there have been no changes to our internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) that occurred during the fiscal quarter ended April 3, 2015 which have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II: OTHER INFORMATION

Item 1. Legal Proceedings

See Note 10: “Commitments and Contingencies” under the heading “Legal Matters” of the notes to the consolidated unaudited financial statements included elsewhere in this Form 10-Q for legal proceedings and related matters. See also Part I, Item 1 “Business - Government Regulation” of our 2014 Form 10-K for information on certain environmental matters.

Item 1A. Risk Factors

There have been no material changes in our assessment of our risk factors included in our 2014 Form 10-K. This Form 10-Q includes “forward-looking statements,” as that term is defined in Section 27A of the Securities Act of 1933 and Section 21E of the Exchange Act. All statements, other than statements of historical facts, included or incorporated in this Form 10-Q could be deemed forward-looking statements, particularly statements about our plans, strategies and prospects under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” Forward-looking statements are often characterized by the use of words such as “believes,” “estimates,” “expects,” “projects,” “may,” “will,” “intends,” “plans,” or “anticipates,” or by discussions of strategy, plans or intentions. All forward-looking statements in this Form 10-Q are made based on our current expectations, forecasts, estimates and assumptions, and involve risks, uncertainties and other factors that could cause results or events to differ materially from those expressed in the forward-looking statements. Among these factors are our revenues and operating performance, economic conditions and markets (including current financial conditions), effects of exchange rate fluctuations, the cyclical nature of the semiconductor industry, changes in demand for our products, changes in inventories at our customers and distributors, technological and product development risks, enforcement and protection of our IP rights and related risks, risks related to the security of our information systems and secured network, availability of raw materials, electricity, gas, water and other supply chain uncertainties, our ability to effectively shift production to other facilities when required in order to maintain supply continuity for our customers, variable demand and the aggressive pricing environment for semiconductor products, our ability to successfully manufacture in increasing volumes on a cost-effective basis and with acceptable quality for our current products, competitor actions, including the adverse impact of competitor product announcements, pricing and gross profit pressures, loss of key customers, order cancellations or reduced bookings, changes in manufacturing yields, control of costs and expenses and realization of cost savings and synergies from restructurings, significant litigation, risks associated with decisions to expend cash reserves for various uses in accordance with our capital allocation policy such as debt prepayment, stock repurchases, or acquisitions rather than to retain such cash for future needs, risks associated with acquisitions and dispositions (including from integrating and consolidating and timely filing financial information with the Commission for acquired businesses and difficulties encountered in accurately predicting the future financial performance of acquired businesses), risks associated with our substantial leverage and restrictive covenants in our debt agreements that may be in place from time to time, risks associated with our worldwide operations including foreign employment and labor matters associated with unions and collective bargaining arrangements, as well as man-made and/or natural disasters affecting our operations and finances/financials, the threat or occurrence of international armed conflict and terrorist activities both in the United States and internationally, risks and costs associated with increased and new regulation of corporate governance and disclosure standards, risks related to new legal requirements and risks involving environmental or other governmental regulation. Additional factors that could affect our future results or events are described under Part I, Item 1A “Risk Factors” in our 2014 Form 10-K, and from time to time in our other Commission reports. You should carefully consider the trends, risks and uncertainties described in this Form 10-Q, the 2014 Form 10-K and subsequent reports filed with or furnished to the Commission before making any investment decision with respect to our securities. If any of these trends, risks or uncertainties actually occurs or continues, our business, financial condition or operating results could be materially adversely affected, the trading prices of our securities could decline, and you could lose all or part of your investment.

Readers are cautioned not to place undue reliance on forward-looking statements. We assume no obligation to update such information, except as may be required by law. All forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by this cautionary statement.

We rely on customers in the automotive and communications industries for a significant portion of our revenue.

A significant portion of our sales are to customers within the automotive and communications industries (including networking). Sales into these industries represented approximately 31%, and 18% of our revenue, respectively, for the year ended December 31, 2014, and those percentages will vary from quarter to quarter. Both the automotive and communications industries are cyclical and, as a result, our customers in these industries are sensitive to changes in general economic conditions, which can adversely affect sales of our products. Additionally, the quantity and price of our products sold to customers in these industries could decline despite continued growth in these end markets. Lower sales to customers in the automotive or communications industry may have a materially adverse effect on our business, financial condition and results of operations.

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Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Issuer Purchases of Equity Securities

Share Repurchase Program

The following table provides information regarding repurchases of our common stock during the quarter ended April 3, 2015. See also Note 8: “Earnings Per Share and Equity” of the notes to our unaudited consolidated financial statements under the heading “Equity-Share Repurchase Program” included elsewhere in this Form 10-Q for additional information with respect to the Company’s share repurchase program.

	(a)		(b)		(c)		(d)
Period (1)	Total Number of Shares Purchased		Average Price Paid per Share ($)		Total Number of Shares Purchased as Part of Publicly Announced Program		Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program ($) (2)
Month #1 January 1, 2015 - January 30, 2015		3,959,642	$	10.08		3,959,642		936,117,504
Month #2 January 31, 2015 - February 27, 2015		1,598,944		11.27		1,598,944		918,095,803
Month #3 February 28, 2015 - April 3, 2015		3,088,142		12.61		3,088,142		879,157,205
Total		8,646,728	$	11.20		8,646,728

(1) These time periods represent our fiscal month start and end dates for the first quarter of 2015.

(2) On December 1, 2014, we announced a capital allocation policy and a new share repurchase program pursuant to the capital allocation policy (the “2014 Share Repurchase Program”) for up to $1 billion, exclusive of any fees, commissions or other expenses, of our common stock over a four year period effective December 1, 2014.

Under the 2014 Share Repurchase Program, we may repurchase our common stock from time to time in privately negotiated transactions or open market transactions, including pursuant to a trading plan in accordance with Rule 10b5-1 and Rule 10b-18 of the Exchange Act, or by any combination of such methods or other methods. The timing of any repurchases and the actual number of shares repurchased will depend on a variety of factors, including our stock price, corporate and regulatory requirements, restrictions under our debt obligations, and other market and economic conditions. The 2014 Share Repurchase Program does not require us to purchase any particular amount of common stock and the execution of the program is subject to a variety of factors including the discretion of our Board of Directors. During the first quarter of 2015, we repurchased approximately 8.6 million shares of common stock under the 2014 Share Repurchase Program for an aggregate purchase price of approximately $97.0 million, exclusive of fees, commissions and other expenses, at a weighted-average execution price per share of $11.20. These repurchases were made in open market transactions, including pursuant to a trading plan in accordance with Rule 10b5-1 and Rule 10b-18 of the Exchange Act. As of April 3, 2015, approximately $879.2 million remained of the total authorized amount to purchase common stock pursuant to the 2014 Share Repurchase Program. This table does not include shares tendered to us to satisfy the exercise price in connection with cashless exercises of employee stock options or shares tendered to us to satisfy tax withholding obligations in connection with the vesting of time and performance-based restricted stock units issued to employees.

Item 3. Defaults Upon Senior Securities

None.

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Item 4. Mine Safety Disclosures

None.

Item 5. Other Information

None.

Item 6. Exhibits

EXHIBIT INDEX

Exhibit No.	Exhibit Description*
10.1	Employment Agreement between Semiconductor Components Industries, LLC and Paul Rolls dated as of July 14, 2013(1)(2)
10.2	Amended and Restated Credit Agreement, dated as of October 10, 2013, by and among ON Semiconductor Corporation, Semiconductor Components Industries, LLC, the lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, and the other parties thereto, as amended by Amendment No. 1 thereto dated as of May 1, 2015 (incorporated by reference from Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the Commission on May 4, 2015)
31.1	Certification by CEO pursuant to Rule 13(a)-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of Sarbanes-Oxley Act of 2002(2)
31.2	Certification by CFO pursuant to Rule 13(a)-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of Sarbanes-Oxley Act of 2002(2)
32.1	Certification by CEO and CFO pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002(3)
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema Document
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	XBRL Taxonomy Extension Label Linkbase Document
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document

* Reports filed under the Securities and Exchange Act (Form 10-K, Form 10-Q and Form 8-K) are filed under File No. 000-30419.

⁽¹⁾  Management contract or compensation plan, contract, or arrangement.

⁽²⁾  Filed herewith.

⁽³⁾  Furnished herewith.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	ON SEMICONDUCTOR CORPORATION (Registrant)
Date: May 4, 2015	By:	/s/ BERNARD GUTMANN
		Bernard Gutmann
		Executive Vice President, Chief Financial Officer & Treasurer (Principal Financial Officer, Principal Accounting Officer and officer duly authorized to sign this report)

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EXHIBIT INDEX

Exhibit No.	Exhibit Description*
10.1	Employment Agreement between Semiconductor Components Industries, LLC and Paul Rolls dated as of July 14, 2013(1)(2)
10.2	Amended and Restated Credit Agreement, dated as of October 10, 2013, by and among ON Semiconductor Corporation, Semiconductor Components Industries, LLC, the lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, and the other parties thereto, as amended by Amendment No. 1 thereto dated as of May 1, 2015 (incorporated by reference from Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the Commission on May 4, 2015)
31.1	Certification by CEO pursuant to Rule 13(a)-14(a) or 15d-14(a) of the Securities and Exchange Act of 1934, as adopted pursuant to Section 302 of Sarbanes-Oxley Act of 2002(2)
31.2	Certification by CFO pursuant to Rule 13(a)-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of Sarbanes-Oxley Act of 2002(2)
32.1	Certification by CEO and CFO pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002(3)
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema Document
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	XBRL Taxonomy Extension Label Linkbase Document
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document

* Reports filed under the Securities and Exchange Act (Form 10-K, Form 10-Q and Form 8-K) are filed under File No. 000-30419.

(1) Management contract or compensation plan, contract, or arrangement.

(2) Filed herewith.

(3) Furnished herewith.

EX-10.1

Exhibit 10.1

EMPLOYMENT AGREEMENT

AGREEMENT, dated as of July 14, 2013 (the “Agreement”), between Semiconductor Components Industries, LLC (the “Company”), with offices at 5005 East McDowell Road, Phoenix, Arizona 85008, and Paul Rolls (the “Executive”).

RECITALS

WHEREAS, the Executive has been employed by the Company in a key officer position at the Company since October 4, 2012;

WHEREAS, in connection with the Executive’s employment, the Executive and Company executed a Key Officer and Severance and Change of Control Agreement, dated October 4, 2012 (“Severance and CoC Agreement”);

WHEREAS, in connection with the Executive’s Promotion (as defined below), the Executive and the Company will enter into this Agreement which will supersede and fully substitute the Severance and CoC Agreement.

NOW, THEREFORE, it is hereby agreed as follows:

1. Employment, Duties and Agreements.

(a) The Company hereby agrees to employ the Executive via a promotion (the “Promotion”) as its Executive Vice President of Sales and Marketing effective July 14, 2013, and the Executive hereby accepts such positions and agrees to serve the Company in such capacity during the employment period described in Section 3 hereof (the “Employment Period”). The Executive shall report to the Office of the Chief Executive Officer (the “Office of the CEO”) of the Company and shall have such duties and responsibilities as the Office of the CEO may reasonably determine from time to time as are consistent with the Executive’s position as Executive Vice President of Sales and Marketing. During the Employment Period, the Executive shall be subject to, and shall act in accordance with, all reasonable instructions and directions of the Office of the CEO and all applicable policies and rules of the Company.

(b) During the Employment Period, excluding any periods of vacation and sick leave to which the Executive is entitled, the Executive shall devote his full working time, energy and attention to the performance of his duties and responsibilities hereunder and shall faithfully and diligently endeavor to promote the business and best interests of the Company.

(c) During the Employment Period, the Executive may not, without the prior written consent of the Company, directly or indirectly, operate, participate in the management, operations or control of, or act as an executive, officer, consultant, agent or representative of, any type of business or service (other than as an executive of the Company), provided that it shall not be a violation of the foregoing for the Executive to manage his personal, financial and legal affairs so long as such activities do not interfere with the performance of his duties and responsibilities to the Company as provided hereunder.

2. Compensation.

(a) As compensation for the agreements made by the Executive herein and the performance by the Executive of his obligations hereunder, during the Employment Period, the Company shall pay the Executive, pursuant to the Company’s normal and customary payroll procedures, a base salary at the rate of $390,000 per annum (the “Base Salary”). The Board of Directors of the Company and/or its Compensation Committee (both or either herein may be referred to as the “Board”) shall review the Executive’s Base Salary from time to time.

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(b) In addition to the Base Salary, during the Employment Period, the Executive shall be eligible to participate in a discretionary bonus program established and approved by the Board for employees of the Company or its affiliates in similar positions to the Executive (the “Program”) and, pursuant to the Program, the Executive may earn a bonus (the “Bonus”) on an annual or other performance period basis (a “Performance Cycle”) up to 70% of Base Salary earned and paid during the applicable Performance Cycle or an additional amount as approved by the Board under the Program and in each case based on certain performance criteria; provided that the Executive is actively employed by the Company on the date the Bonuses are paid under the Program, except as provided in Section 5(a) herein. The Bonus may be paid annually or more frequently depending upon the Performance Cycle, as determined by the Board and pursuant to the Program. The Bonus will be specified by the Board, and the Bonus will be reviewed at least annually by the Board.

(c) During the Employment Period: (i) except as specifically provided herein, the Executive shall be entitled to participate in all savings and retirement plans, practices, policies and programs of the Company which are made available generally to other senior executive officers of the Company, and (ii) except as specifically provided herein, the Executive and/or the Executive’s family, as the case may be, shall be eligible for participation in, and shall receive all benefits under, all welfare benefit plans, practices, policies and programs provided by the Company which are made available generally to other senior executive officers of the Company (for the avoidance of doubt, such plans, practices, policies or programs shall not include any plan, practice, policy or program which provides benefits in the nature of severance or continuation pay).

(d) During the Employment Period, the Company shall provide the Executive with a car allowance of $1,200 per month.

(e) During the Employment Period, the Company shall reimburse the Executive up to $10,000 annually for actual financial planning expenses, without any tax gross-ups.

(f) During the Employment Period, the Executive shall be entitled to at least four (4) weeks of paid vacation time for each calendar year in accordance with the Company’s normal and customary policies and procedures now in force or as such policies and procedures may be modified with respect to senior executive officers of the Company.

(g) During the Employment Period, the Company shall reimburse the Executive for all reasonable business expenses upon the presentation of statements of such expenses in accordance with the Company’s normal and customary policies and procedures now in force or as such policies and procedures may be modified with respect to senior executive officers of the Company.

3. Employment Period.

The Company shall employ Executive on the terms and subject to the conditions of this Agreement commencing as of the date of the execution of this Agreement (the “Effective Date”). Executive shall be considered an “at-will” employee, which means that Executive’s employment may be terminated by the Company or by the Executive at any time for any reason or no reason at all. The period during which Executive is employed by the Company pursuant to this Agreement shall be referred to as the “Employment Period.” The Executive’s employment hereunder may be terminated during the Employment Period upon the earliest to occur of the following events (at which time the Employment Period shall be terminated):

(a) Death. The Executive’s employment hereunder shall terminate upon his death.

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(b) Disability. The Company shall be entitled to terminate the Executive’s employment hereunder for “Disability” if, as a result of the Executive’s incapacity due to physical or mental illness or injury, after any accommodation required by law, the Executive shall have been unable to perform his duties hereunder for a period of ninety (90) consecutive days, and within thirty (30) days after Notice of Termination (as defined in Section 4 below) for Disability is given following such 90-day period the Executive shall not have returned to the performance of his duties on a full-time basis.

(c) Cause. The Company may terminate the Executive’s employment hereunder for Cause. For purposes of this Agreement, the term “Cause” shall mean: (i) a material breach by the Executive of this Agreement; (ii) the failure by the Executive to reasonably and substantially perform his duties hereunder (other than as a result of physical or mental illness or injury); (iii) the Executive’s willful misconduct or gross negligence which is materially injurious to the Company; and (iv) the commission by the Executive of a felony or other serious crime involving moral turpitude. In the case of clauses (i) and (ii) above, the Company shall provide notice to the Executive indicating in reasonable detail the events or circumstances that it believes constitute Cause hereunder and, if such breach or failure is reasonably susceptible to cure, provide the Executive with a reasonable period of time (not to exceed thirty (30) days) to cure such breach or failure. If, subsequent to the Executive’s termination of employment hereunder for other than Cause, it is determined in good faith by the Board that the Executive’s employment could have been terminated for Cause (except for a termination under (ii) of the above definition of Cause), the Executive’s employment shall, at the election of the Board, be deemed to have been terminated for Cause retroactively to the date the events giving rise to Cause occurred.

(d) Without Cause. The Company may terminate the Executive’s employment hereunder during the Employment Period without Cause.

(e) Voluntarily. The Executive may voluntarily terminate his employment hereunder (other than for Good Reason), provided that the Executive provides the Company with notice of his intent to terminate his employment at least three months in advance of the Date of Termination (as defined in Section 4 below).

(f) For Good Reason. The Executive may terminate his employment hereunder for Good Reason and any such termination shall be deemed a termination by the Company without Cause. For purposes of this Agreement, “Good Reason” shall mean (i) a material breach of this Agreement by the Company, (ii) without the Executive’s written consent, reducing the Executive’s salary, as in effect immediately prior to such reduction, while at the same time not proportionately reducing the salaries of the other comparable officers of the Company, or (iii) without the Executive’s written consent, a material and continued diminution of the Executive’s duties and responsibilities hereunder, unless the Executive is provided with comparable duties and responsibilities in a comparable position (i.e., a position of equal or greater duties and responsibilities); provided that in either (i), (ii), or (iii) above, the Executive shall notify the Company within thirty (30) days after the event or events which the Executive believes constitute Good Reason hereunder and shall describe in such notice in reasonable detail such event or events and provide the Company a thirty (30) day period after delivery of such notice to cure such breach or diminution.

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4. Termination Procedure.

(a) Notice of Termination. Any termination of the Executive’s employment by the Company or by the Executive during the Employment Period (other than a termination on account of the death of Executive) shall be communicated by written “Notice of Termination” to the other party hereto in accordance with Section 11(a).

(b) Date of Termination. “Date of Termination” shall mean (i) if the Executive’s employment is terminated by his death, the date of his death, (ii) if the Executive’s employment is terminated pursuant to Section 3(b), thirty (30) days after Notice of Termination, provided that the Executive shall not have returned to the performance of his duties hereunder on a full-time basis within such thirty (30) day period, (iii) if the Executive voluntarily terminates his employment, the date specified in the notice given pursuant to Section 3(e) herein which shall not be less than three months after the Notice of Termination is delivered to the Company, (iv) if the Executive terminates his employment for Good Reason pursuant to Section 3(f) herein, thirty (30) days after Notice of Termination, and (v) if the Executive’s employment is terminated for any other reason, the date on which a Notice of Termination is given or any later date (within thirty (30) days, or any alternative time period agreed upon by the parties, after the giving of such notice) set forth in such Notice of Termination.

5. Termination Payments.

(a) Without Cause. In the event of the termination of the Executive’s employment during the Employment Period by the Company without Cause (including a deemed termination without Cause as provided in Section 3(f) herein), the Executive shall be entitled to: (i) any accrued but unused vacation, (ii) Base Salary through the Date of Termination (to the extent not theretofore paid), (iii) the continuation of Base Salary (as in effect immediately prior to the termination) for twelve (12) months following the Date of Termination which, subject to the restrictions set forth below, shall be paid in accordance with the Company’s ordinary payroll practices in effect from time to time and which shall begin on the first payroll period immediately following the date on which the general release and waiver described below in this Section 5(a) becomes irrevocable, (iv) any earned but not paid Bonus for the Performance Cycle immediately preceding the Date of Termination, and (v) a pro-rata portion of the Bonus, if any, for the Performance Cycle in which the Date of Termination occurs (based on the achievement of the applicable performance criteria and related to the applicable Performance Cycle as described in Section 2(b)). Notwithstanding the foregoing, the amount of payment set forth in (iii) above during the six-month period following the Date of Termination shall not exceed the severance pay exception limitation amount set forth in Treasury Regulation Section 1.409A-1(b)(9)(iii)(A) (any amount that is payable during such six-month period that is in excess of the separation pay exception limitation shall be paid in a single lump sum on the six-month anniversary of the Date of Termination). If the Company determines in good faith that the separation pay exception set forth in Treasury Regulation Section 1.409A-1(b)(9)(iii) does not apply as of the Date of Termination, the amount set forth in (iii) above shall be paid (a) in an initial lump sum equal to six months’ base salary (net of applicable taxes and withholdings) on the six-month anniversary of the Date of Termination and (b) thereafter in installments in accordance with the Company’s ordinary payroll practices. The amounts set forth in (i) and (ii) above, shall be paid in accordance with applicable law on the Date of Termination. The amounts set forth in (iv) and (v) above shall be paid as soon as is reasonably practicable after the close of the accounting books and records of the Company for the relevant performance period at the same time bonuses are paid to other active employees, but in no event will payment be made for any performance period ending on December 31 before January 1 or after March 15 of the year following the year in which the performance period ends. If payment by such date is administratively impracticable, payment may be made at a later date as permitted under Treasury Regulation Section 1.409A-1(b)(4)(ii). In addition, in the event of a

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termination by the Company without Cause under this Section 5(a) (including a deemed termination without Cause as provided in Section 3(f) herein): (1) if the Executive elects to continue the Company’s group health plans pursuant to his rights under COBRA, the Company shall pay the Executive’s COBRA continuation premiums until the earlier of (x) the date the Executive receives group health benefits from another employer or (y) the one-year anniversary of the Date of Termination; and (2) the Company will provide the Executive with outplacement services from vendors designated by the Company for a period of six (6) months following the Date of Termination, at a cost not to exceed $5,000. Notwithstanding the foregoing, the payments and benefits provided in this Section 5(a) are subject to and conditioned upon the Executive executing (and not revoking) a general release and waiver (in the form reasonably acceptable to the Company), waiving all claims the Executive may have against the Company, its successors, assigns, affiliates, executives, officers and directors, and such payments are subject to and conditioned upon the Executive’s compliance with the Restrictive Covenants provided in Sections 7 and 8 hereof. Except as provided in this Section 5(a), the Company shall have no additional obligations under this Agreement.

(b) Cause, Disability, Death or Voluntarily other than for Good Reason. If the Executive’s employment is terminated during the Employment Period by (i) the Company for Cause, (ii) voluntarily by the Executive other than for Good Reason, or (iii) as a result of the Executive’s death or Disability, the Company shall pay the Executive or the Executive’s estate, as the case may be, within thirty (30) days following the Date of Termination the Executive’s accrued but unused vacation and his Base Salary through the Date of Termination (to the extent not theretofore paid). Except as provided in this Section 5(b), the Company shall have no additional obligations under this Agreement.

(c) Change in Control. In the event the Company terminates the Executive’s employment without Cause (including a deemed termination without Cause as provided in Section 3(f) herein) within two (2) years following a Change in Control (as defined herein), then, in addition to all other benefits provided to the Executive under Section 5(a) of this Agreement, notwithstanding any provision in any applicable option grant agreement or restricted stock unit award agreement (including time and performance based awards) between the Company (or Parent (as defined in Section 7 herein)) and the Executive: (i) any outstanding but unvested options and any restricted stock units granted on or prior to the Effective Date and any unvested options and/or restricted stock units granted in connection with the Executive’s Promotion shall fully vest upon the Date of Termination; and (ii) all options (both vested and unvested) granted on or prior to the Effective Date or in connection with the Executive’s Promotion will remain fully exercisable until the first to occur of (1) the one-year anniversary of the Date of Termination, and (2) either the tenth anniversary or the seventh anniversary of the grant date of such options, depending upon what the relevant option grant agreement specify with regard to an option’s term or expiration date, provided, however, that if the Company determines in good faith that the extension of the option’s exercise period results in the options being considered non-qualified deferred compensation subject to Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”), such extension shall not take effect. For purposes of this Agreement, a “Change in Control” shall have the meaning set forth in the ON Semiconductor Corporation Amended and Restated Stock Incentive Plan (as amended effective May 15, 2012) for “Change of Control.”

6. Legal Fees.

In the event of any contest or dispute between the Company and the Executive with respect to this Agreement or the Executive’s employment hereunder, each of the parties shall be responsible for their respective legal fees and expenses.

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7. Non-Solicitation.

During the Employment Period and for one (1) year thereafter, the Executive hereby agrees not to, directly or indirectly, solicit or assist any other person or entity in soliciting any employee of ON Semiconductor Corporation (the “Parent”), the Company or any of their subsidiaries to perform services for any entity (other than the Parent, the Company or their subsidiaries), or attempt to induce any such employee to leave the employment of the Parent, the Company or their subsidiaries.

8. Confidentiality; Non-Compete; Non-Disclosure; Non-Disparagement.

(a) During the Employment Period and thereafter, the Executive shall hold in strict confidence any proprietary or Confidential Information related to the Parent, the Company and their affiliates. For purposes of this Agreement, the term “Confidential Information” shall mean all information of the Parent, the Company or any of their affiliates (in whatever form) which is not generally known to the public, including without limitation any inventions, processes, methods of distribution, customer lists or customers’ or trade secrets.

(b) The Executive and the Company agree that the Company would likely suffer significant harm from the Executive’s competing with the Company during the Employment Period and for some period of time thereafter. Accordingly, the Executive agrees that he will not, during the Employment Period and for a period of one year following the termination of his employment with the Company, directly or indirectly, become employed by, engage in business with, serve as an agent or consultant to, become a partner, member, principal, stockholder or other owner (other than a holder of less than 1% of the outstanding voting shares of any publicly held company) of, or otherwise perform services for (whether or not for compensation) any Competitive Business in or from any location in the United States. For purposes of this Section 8(b), the term “Competitive Business” shall mean any individual, partnership, corporation, limited liability company, unincorporated organization, trust or joint venture, or government agency or political subdivision thereof that is engaged in, or otherwise competes or has demonstrated a potential for competing with the Business (as defined herein) for customers of the Company or its affiliates anywhere in the world. For purposes of this Agreement, the “Business” shall mean the design, marketing and sale of semiconductors in the power, analog, digital signal processing, mixed signal, advanced logic, discrete and custom devices, data management semiconductors, memory and standard semiconductor components and integrated circuits offered by the Company or its affiliates for use in automotive electronics, computing, consumer and industrial electronics, wireless communications, networking, military and aerospace and medical end-user markets.

(c) Upon the termination of the Employment Period, the Executive shall not take, without the prior written consent of the Company, any drawing, blueprint, specification or other document (in whatever form) of the Parent, the Company or their affiliates, which is of a confidential nature relating to the Parent, the Company or their affiliates, or, without limitation, relating to any of their methods of distribution, or any description of any formulas or secret processes and will return any such information (in whatever form) then in his possession.

(d) The Executive shall not defame or disparage the Parent, the Company, their affiliates and their officers, directors, members or executives. The Executive hereby agrees to cooperate with the Company in refuting any defamatory or disparaging remarks by any third party made in respect of the Parent, the Company, their affiliates or their directors, members, officers or executives.

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9. Injunctive Relief.

It is impossible to measure in money the damages that will accrue to the Company in the event that the Executive breaches any of the restrictive covenants provided in Sections 7 and 8 hereof. In the event that the Executive breaches any such restrictive covenant, the Company shall be entitled to an injunction restraining the Executive from violating such restrictive covenant (without posting any bond or other security). If the Company shall institute any action or proceeding to enforce any such restrictive covenant, the Executive hereby waives the claim or defense that the Company has an adequate remedy at law and agrees not to assert in any such action or proceeding the claim or defense that the Company has an adequate remedy at law. The foregoing shall not prejudice the Company’s right to require the Executive to account for and pay over to the Company, and the Executive hereby agrees to account for and pay over, the compensation, profits, monies, accruals or other benefits derived or received by the Executive as a result of any transaction constituting a breach of any of the restrictive covenants provided in Sections 7 or 8 hereof.

10. Representations.

(a) The parties hereto hereby represent that they each have the authority to enter into this Agreement, and the Executive hereby represents to the Company that the execution of, and performance of duties under, this Agreement shall not constitute a breach of or otherwise violate any other agreement to which the Executive is a party.

(b) The Executive hereby represents to the Company that he will not utilize or disclose any confidential information obtained by the Executive in connection with his former employment with respect to this duties and responsibilities hereunder.

11. Miscellaneous.

(a) Any notice or other communication required or permitted under this Agreement shall be effective only if it is in writing and shall be deemed to be given when delivered personally or four days after it is mailed by registered or certified mail, postage prepaid, return receipt requested or one day after it is sent by a reputable overnight courier service and, in each case, addressed as follows (or if it is sent through any other method agreed upon by the parties):

If to the Company:

Semiconductor Components Industries, LLC

Attention: General Counsel

5005 East McDowell Road

Phoenix, Arizona 85008

If to the Executive, to the address for the Executive on file with the Company at the time of the notice,

or to such other address as any party hereto may designate by notice to the others.

(b) This Agreement shall constitute the entire agreement among the parties hereto with respect to the Executive’s employment hereunder, and supersedes and is in full substitution for any and all prior understandings or agreements with respect to the Executive’s employment including, but not limited to, the Severance and CoC Agreement (it being understood that, except as otherwise expressly stated in this Agreement, stock options and restricted stock units awards granted to the Executive shall be governed by the relevant plan and any other related grant or award agreement and any other related documents).

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(c) This Agreement may be amended only by an instrument in writing signed by the parties hereto, and any provision hereof may be waived only by an instrument in writing signed by the party or parties against whom or which enforcement of such waiver is sought. The failure of any party hereto at any time to require the performance by any other party hereto of any provision hereof shall in no way affect the full right to require such performance at any time thereafter, nor shall the waiver by any party hereto of a breach of any provision hereof be taken or held to be a waiver of any succeeding breach of such provision or a waiver of the provision itself or a waiver of any other provision of this Agreement.

(d) The parties hereto acknowledge and agree that each party has reviewed and negotiated the terms and provisions of this Agreement and has had the opportunity to contribute to its revision. Accordingly, the rule of construction to the effect that ambiguities are resolved against the drafting party shall not be employed in the interpretation of this Agreement. Rather, the terms of this Agreement shall be construed fairly as to both parties hereto and not in favor or against either party.

(e) (i) This Agreement is binding on and is for the benefit of the parties hereto and their respective successors, assigns, heirs, executors, administrators and other legal representatives. Neither this Agreement nor any right or obligation hereunder may be assigned by the Executive.

(ii) The Company shall require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business and/or assets of the Company to assume this Agreement in the same manner and to the same extent that the Company would have been required to perform it if no such succession had taken place. As used in the Agreement, the “Company” shall mean both the Company as defined above and any such successor that assumes this Agreement, by operation of law or otherwise.

(f) Any provision of this Agreement (or portion thereof) which is deemed invalid, illegal or unenforceable in any jurisdiction shall, as to that jurisdiction and subject to this Section, be ineffective to the extent of such invalidity, illegality or unenforceability, without affecting in any way the remaining provisions thereof in such jurisdiction or rendering that or any other provisions of this Agreement invalid, illegal, or unenforceable in any other jurisdiction. If any covenant should be deemed invalid, illegal or unenforceable because its scope is considered excessive, such covenant shall be modified so that the scope of the covenant is reduced only to the minimum extent necessary to render the modified covenant valid, legal and enforceable. No waiver of any provision or violation of this Agreement by Company shall be implied by Company’s forbearance or failure to take action.

(g) The Company may withhold from any amounts payable to the Executive hereunder all federal, state, city or other taxes that the Company may reasonably determine are required to be withheld pursuant to any applicable law or regulation, (it being understood, that the Executive shall be responsible for payment of all taxes in respect of the payments and benefits provided herein).

(h) The payments and other consideration to the Executive under this Agreement shall be made without right of offset.

(i) (i) Notwithstanding anything set forth herein to the contrary, no amount payable pursuant to this Agreement on account of the Executive’s termination of employment which constitutes a “deferral of compensation” within the meaning of the Treasury Regulations issued pursuant to Section 409A of the Code (“Section 409A Regulations”) shall be paid unless and until the Executive has incurred

8

a “separation from service” within the meaning of the Section 409A Regulations. Furthermore, to the extent that the Executive is a “specified employee” within the meaning of the Section 409A Regulations as of the date of the Executive’s separation from service, no amount that constitutes a deferral of compensation that is payable on account of the Executive’s separation from service shall be paid to the Executive before the date (“Delayed Payment Date”) which is the first day of the seventh month after the date of the Executive’s separation from service or, if earlier, the date of the Executive’s death following such separation from service. All such amounts that would, but for this subsection, become payable prior to the Delayed Payment Date will be accumulated and paid on the Delayed Payment Date.

(ii) The Company intends that income provided to Executive pursuant to this Agreement will not be subject to taxation under Section 409A of the Code. The provisions of this Agreement shall be interpreted and construed in favor of satisfying any applicable requirements of Section 409A of the Code and the Section 409A Regulations. However, the Company does not guarantee any particular tax effect for income provided to Executive pursuant to this Agreement. In any event, except for the Company’s responsibility to withhold applicable income and employment taxes from compensation paid or provided to the Executive, the Company shall not be responsible for the payment of any applicable taxes on compensation paid or provided to the Executive pursuant to this Agreement. Notwithstanding the foregoing, in the event this Agreement or any benefit paid to Executive hereunder is deemed to be subject to Section 409A of the Code, the Executive consents to the Company adopting such conforming amendments as the Company deems necessary, in its sole discretion, to comply with Section 409A, without reducing the amounts of any benefits due to the Executive hereunder.

(j) By signing this Agreement, the Executive agree to be bound by, and comply with the terms of the compensation recovery policy or policies (and related practices) of the Company or its affiliates as such may be in effect from time-to-time, as a result of Section 954 of the Dodd-Frank Wall Street Reform and Consumer Protection Act, as amended, and similar or related laws, rules and regulations.

(k) This Agreement shall be governed by and construed in accordance with the laws of the State of Arizona without reference to its principles of conflicts of law.

(l) This Agreement may be executed in several counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument.

(m) The headings in this Agreement are inserted for convenience of reference only and shall not be a part of or control or affect the meaning of any provision hereof.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.

Semiconductor Components Industries, LLC

/s/ KEITH JACKSON

Name: Keith Jackson

Title: Chief Executive Officer

/s/ PAUL ROLLS

Paul Rolls

9

EX-31.1

Exhibit 31.1

CERTIFICATIONS

I, Keith D. Jackson, certify that:

1. I have reviewed this quarterly report on Form 10-Q of ON Semiconductor Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, 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;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 4, 2015	/s/ KEITH D. JACKSON
	Keith D. Jackson
	Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATIONS

I, Bernard Gutmann, certify that:

1. I have reviewed this annual report on Form 10-Q of ON Semiconductor Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, 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;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 4, 2015	/s/ BERNARD GUTMANN
	Bernard Gutmann
	Chief Financial Officer

EX-32.1

Exhibit 32.1

Certification

Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906

of the Sarbanes-Oxley Act of 2002

For purposes of Section 1350 of Chapter 63 of Title 18 of the United States Code, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, each of the undersigned officers of ON Semiconductor Corporation, a Delaware corporation (“Company”), does hereby certify, to such officer’s knowledge, that:

The Quarterly Report on Form 10-Q for the fiscal quarter ended April 3, 2015 (“Form 10-Q”) of the Company fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and the information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: May 4, 2015	/s/ KEITH D. JACKSON
	Keith D. Jackson
	President and Chief Executive Officer

Dated: May 4, 2015	/s/ BERNARD GUTMANN
	Bernard Gutmann
	Executive Vice President and Chief Financial Officer, and Treasurer

XML

Background and Basis of Presentation (Narrative) (Details)	3 Months Ended
	Apr. 03, 2015	Mar. 28, 2014
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Fiscal Quarter, Number of Days	93 days	87 days

XML

Balance Sheet Information (Narrative) (Details) (USD $) In Millions, unless otherwise specified	Apr. 03, 2015	Dec. 31, 2014
Balance Sheet Related Disclosures [Abstract]
Pension and Other Postretirement Defined Benefit Plans, Current Liabilities	$ 0.1	$ 0.2
Defined benefit pension plan, liabilities	$ 94.6	$ 96.1

XML

Goodwill And Intangible Assets (Summary Of Amortization Expense) (Details) (USD $) In Millions, unless otherwise specified	Apr. 03, 2015
Goodwill and Intangible Assets Disclosure [Abstract]
Remainder of 2015	$ 100.5
2016	88.6
2017	56.3
2018	34.8
2019	29.5
Thereafter	55.0
Total estimated amortization expense	$ 364.7

XML

Fair Value Of Financial Instruments (Fair Value Of Assets And Liabilities Measured On Recurring Basis) (Details) (Fair Value, Measurements, Recurring [Member], USD $) In Millions, unless otherwise specified	Apr. 03, 2015	Dec. 31, 2014
Fair Value, Inputs, Level 1 [Member] | Demand and Time Deposits [Member]
Cash and cash equivalents	$ 50.3	$ 20.3
Fair Value, Inputs, Level 1 [Member] | Money Market Funds [Member]
Cash and cash equivalents	17.0	46.3
Fair Value, Inputs, Level 1 [Member] | Foreign Exchange Contract [Member]
Foreign Currency Contract, Asset, Fair Value Disclosure	0.1	0.1
Estimate of Fair Value, Fair Value Disclosure [Member] | Demand and Time Deposits [Member]
Cash and cash equivalents	50.3	20.3
Estimate of Fair Value, Fair Value Disclosure [Member] | Money Market Funds [Member]
Cash and cash equivalents	17.0	46.3
Estimate of Fair Value, Fair Value Disclosure [Member] | Foreign Exchange Contract [Member]
Foreign Currency Contract, Asset, Fair Value Disclosure	$ 0.1	$ 0.1

XML

Balance Sheet Information (Periodic Pension Expense) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Apr. 03, 2015	Mar. 28, 2014
Balance Sheet Related Disclosures [Abstract]
Service cost	$ 2.2	$ 2.5
Interest cost	1.0	1.5
Expected return on plan assets	(0.9)	(0.9)
Curtailment gain	0	(2.8)
Total net periodic pension cost	$ 2.3	$ 0.3

XML

Supplemental Disclosure of Cash Flow Information (Non-Cash Financing Activities And Cash Payments) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Apr. 03, 2015	Mar. 28, 2014
Supplemental Cash Flow Elements [Abstract]
Capital expenditures in accounts payable	$ 98.6	$ 54.8
Capital Lease Obligations Incurred	0.6	0.4
Interest income	(0.3)	(0.2)
Interest expense	5.7	2.8
Income taxes	$ 5.4	$ 5.3

XML

Goodwill and Intangible Assets (Summary of Changes in Goodwill) (Details) (USD $) In Millions, unless otherwise specified	Apr. 03, 2015	Dec. 31, 2014
Goodwill [Line Items]
Goodwill	$ 711.3	$ 711.3
Accumulated Impairment Losses	(447.5)	(447.5)
Carrying Value	263.8	263.8
Automotive Industrial Medical And Mil Aero [Member]
Goodwill [Line Items]
Goodwill	539.9	539.9
Accumulated Impairment Losses	(418.9)	(418.9)
Carrying Value	121.0	121.0
Standard Products [Member]
Goodwill [Line Items]
Goodwill	76.0	76.0
Accumulated Impairment Losses	(28.6)	(28.6)
Carrying Value	47.4	47.4
Computing And Consumer Products [Member]
Goodwill [Line Items]
Goodwill	95.4	95.4
Accumulated Impairment Losses	0	0
Carrying Value	$ 95.4	$ 95.4

XML

Fair Value Of Financial Instruments (Tables)

3 Months Ended

Apr. 03, 2015

Fair Value, Assets, Liabilities and Stockholders' Equity Measured on Recurring Basis [Abstract]

Fair Value Of Assets And Liabilities Measured On Recurring Basis

Summarized information with respect to the Company's financial assets and liabilities measured at fair value on a recurring basis as of April 3, 2015 and December 31, 2014 is as follows (in millions):

	Balance as of April 3, 2015		Quoted Prices in Active Markets (Level 1)		Balance as of December 31, 2014		Quoted Prices in Active Markets (Level 1)
Description
Assets:
Cash equivalents:
Demand and time deposits	$	50.3	$	50.3	$	20.3	$	20.3
Money market funds	17.0		17.0		46.3		46.3
Other Current Assets:
Foreign currency exchange contracts	$	0.1	$	0.1	$	0.1	$	0.1

Held-to-maturity Securities

Short-term investments classified as held-to-maturity as of April 3, 2015 and December 31, 2014 were as follows (in millions):

	Balance at April 3, 2015				Balance at December 31, 2014
	Carried at Amortized Cost		Fair Value		Carried at Amortized Cost		Fair Value
Short-term investments held-to-maturity
Corporate bonds	$	1.3	$	1.3	$	2.0	$	2.0

Fair Value, by Balance Sheet Grouping

The carrying amounts and fair values of the Company’s long-term borrowings (excluding capital lease obligations, real estate mortgages and equipment financing) as of April 3, 2015 and December 31, 2014 are as follows (in millions):

	April 3, 2015				December 31, 2014
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Long-term debt, including current portion
Convertible Notes	$	344.0	$	450.2	$	342.2	$	424.8
Long-term debt	$	724.6	$	724.1	$	745.8	$	744.8

XML

Segment Information (Segment Information Of Revenues, Gross Profit And Operating Income) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Apr. 03, 2015	Mar. 28, 2014
Revenues	$ 870.8	$ 706.5
Segment gross profit	309.0	257.3
Applications Products Group [Member]
Revenues	264.3	267.6
Segment gross profit	118.8	117.8
Standard Products Group [Member]
Revenues	303.2	292.9
Segment gross profit	113.6	106.2
Image Sensor Group
Revenues	170.5	11.9
Segment gross profit	50.1	8.3
System Solutions Group [Member]
Revenues	132.8	134.1
Segment gross profit	$ 26.5	$ 25.0

XML

Financial Instruments (Schedule Of Net Foreign Exchange Positions) (Details) (USD $) In Millions, unless otherwise specified	Apr. 03, 2015	Dec. 31, 2014
Financial Instruments [Line Items]
Buy (Sell)	$ 26.4	$ (6.3)
Derivative, Notional Amount	113.0	145.7
Euro [Member]
Financial Instruments [Line Items]
Buy (Sell)	(21.8)	(31.2)
Derivative, Notional Amount	21.8	31.2
Japanese Yen [Member]
Financial Instruments [Line Items]
Buy (Sell)	(18.5)	(42.1)
Derivative, Notional Amount	18.5	42.1
Malaysian Ringgit [Member]
Financial Instruments [Line Items]
Buy (Sell)	32.8	39.2
Derivative, Notional Amount	32.8	39.2
Philippines, Pesos [Member]
Financial Instruments [Line Items]
Buy (Sell)	16.7	16.7
Derivative, Notional Amount	16.7	16.7
Other Currencies [Member]
Financial Instruments [Line Items]
Buy (Sell)	17.2	11.1
Derivative, Notional Amount	$ 23.2	$ 16.5

XML

Long-Term Debt (Annual Maturities Relating To Long-Term Debt) (Details) (USD $) In Millions, unless otherwise specified	Apr. 03, 2015
Long-term Debt, Unclassified [Abstract]
Remainder of 2015	$ 177.9
2016	426.6
2017	53.5
2018	482.9
2019	34.8
Thereafter	0
Total	$ 1,175.7

XML

Changes in Accumulated Other Comprehensive Loss Reclassifications (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Apr. 03, 2015	Mar. 28, 2014
Accumulated Other Comprehensive Income (Loss) [Line Items]
Other	$ 3.7	$ (0.7)
Other income (expense), net	(5.2)	(8.6)
Total reclassifications	55.8	55.9
Reclassification out of Accumulated Other Comprehensive Income
Accumulated Other Comprehensive Income (Loss) [Line Items]
Total reclassifications	(5.2)	(1.3)
Reclassification out of Accumulated Other Comprehensive Income | Effects of Cash Flow Hedges
Accumulated Other Comprehensive Income (Loss) [Line Items]
Other	(1.8)	(1.3)
Reclassification out of Accumulated Other Comprehensive Income | Gains and Losses on Available-for-Sale Securities
Accumulated Other Comprehensive Income (Loss) [Line Items]
Other income (expense), net	$ (3.4)	$ 0

XML

Guarantor And Non-Guarantor Statements Schedule of Retrospective Measurement Period Adjustments - Consolidated Statement of Operations and Comprehensive Income Impact (Details) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Apr. 03, 2015	Mar. 28, 2014
Condensed Financial Statements, Captions [Line Items]
Total change in gross profit	$ 300.4	$ 248.2
Total change in operating income	68.4	70.7
Total change in other income (expense), net	(5.2)	(8.6)
Total change in net income attributable to ON Semiconductor Corporation	55.1	55.7
Total change in comprehensive income attributable to ON Semiconductor Corporation	50.8	56.7
Issuer [Member]
Condensed Financial Statements, Captions [Line Items]
Total change in gross profit	0	0
Total change in operating income	0	0
Total change in other income (expense), net	55.1	55.7
Total change in net income attributable to ON Semiconductor Corporation	55.1	55.7
Total change in comprehensive income attributable to ON Semiconductor Corporation	50.8	56.7
SCI LLC [Member]
Condensed Financial Statements, Captions [Line Items]
Total change in gross profit	47.9	30.6
Total change in operating income	(28.4)	(18.2)
Total change in other income (expense), net	89.8	91.9
Total change in net income attributable to ON Semiconductor Corporation	60.6	79.4
Total change in comprehensive income attributable to ON Semiconductor Corporation	56.3	80.6
Other Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Total change in gross profit	4.0	3.7
Total change in operating income	0.2	0.2
Total change in other income (expense), net	2.7	0.6
Total change in net income attributable to ON Semiconductor Corporation	2.9	0.8
Total change in comprehensive income attributable to ON Semiconductor Corporation	2.9	0.8
Non-Guarantor Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Total change in gross profit	249.5	214.8
Total change in operating income	96.5	88.6
Total change in other income (expense), net	3.3	(0.6)
Total change in net income attributable to ON Semiconductor Corporation	91.9	76.1
Total change in comprehensive income attributable to ON Semiconductor Corporation	87.8	75.7
Eliminations [Member]
Condensed Financial Statements, Captions [Line Items]
Total change in gross profit	(1.0)	(0.9)
Total change in operating income	0.1	0.1
Total change in other income (expense), net	(156.1)	(156.2)
Total change in net income attributable to ON Semiconductor Corporation	(155.4)	(156.3)
Total change in comprehensive income attributable to ON Semiconductor Corporation	(147.0)	(157.1)
Restatement Adjustment [Member]
Condensed Financial Statements, Captions [Line Items]
Total change in gross profit		(2.6)
Total change in operating income		(2.6)
Total change in other income (expense), net		(0.1)
Total change in net income attributable to ON Semiconductor Corporation		(2.7)
Total change in comprehensive income attributable to ON Semiconductor Corporation		(2.7)
Restatement Adjustment [Member] | Issuer [Member]
Condensed Financial Statements, Captions [Line Items]
Total change in gross profit		0
Total change in operating income		0
Total change in other income (expense), net		(2.7)
Total change in net income attributable to ON Semiconductor Corporation		(2.7)
Total change in comprehensive income attributable to ON Semiconductor Corporation		(2.7)
Restatement Adjustment [Member] | SCI LLC [Member]
Condensed Financial Statements, Captions [Line Items]
Total change in gross profit		0
Total change in operating income		0
Total change in other income (expense), net		(2.7)
Total change in net income attributable to ON Semiconductor Corporation		(2.7)
Total change in comprehensive income attributable to ON Semiconductor Corporation		(2.7)
Restatement Adjustment [Member] | Other Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Total change in gross profit		0
Total change in operating income		0
Total change in other income (expense), net		0
Total change in net income attributable to ON Semiconductor Corporation		0
Total change in comprehensive income attributable to ON Semiconductor Corporation		0
Restatement Adjustment [Member] | Non-Guarantor Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Total change in gross profit		(2.6)
Total change in operating income		(2.6)
Total change in other income (expense), net		(0.1)
Total change in net income attributable to ON Semiconductor Corporation		(2.7)
Total change in comprehensive income attributable to ON Semiconductor Corporation		(2.7)
Restatement Adjustment [Member] | Eliminations [Member]
Condensed Financial Statements, Captions [Line Items]
Total change in gross profit		0
Total change in operating income		0
Total change in other income (expense), net		5.4
Total change in net income attributable to ON Semiconductor Corporation		5.4
Total change in comprehensive income attributable to ON Semiconductor Corporation		$ 5.4

XML

Segment Information (Revenues By Geographic Location Including Local Sales And Exports) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Apr. 03, 2015	Mar. 28, 2014
Revenues	$ 870.8	$ 706.5
United States [Member]
Revenues	131.8	112.0
Japan [Member]
Revenues	62.6	65.3
Hong Kong [Member]
Revenues	191.2	202.7
Singapore [Member]
Revenues	316.3	180.4
United Kingdom [Member]
Revenues	129.7	117.2
Other [Member]
Revenues	$ 39.2	$ 28.9

XML

Subsequent Events (Details) (Senior Revolving Credit Facility [Member], Semiconductor Components Industries, LLC [Member], USD $)	0 Months Ended
	May 01, 2015	Oct. 10, 2013
Subsequent Event [Line Items]
Line of credit, maximum borrowing capacity		$ 800,000,000
Subsequent Event [Member]
Subsequent Event [Line Items]
Line of credit, maximum borrowing capacity	1,000,000,000.0
Revolving Credit Facility [Member] | Subsequent Event [Member]
Subsequent Event [Line Items]
Line of credit term	5 years

XML

Changes in Accumulated Other Comprehensive Loss Narrative (Details) (USD $)	3 Months Ended
	Apr. 03, 2015	Mar. 28, 2014	Dec. 31, 2014
Accumulated Other Comprehensive Income (Loss) [Line Items]
Income Tax Expense (Benefit)	$ 7,400,000	$ 6,200,000
Accumulated Other Comprehensive Income (Loss), Net of Tax	(45,800,000)		(41,500,000)
Reclassification out of Accumulated Other Comprehensive Income
Accumulated Other Comprehensive Income (Loss) [Line Items]
Income Tax Expense (Benefit)	0
Effects of Cash Flow Hedges
Accumulated Other Comprehensive Income (Loss) [Line Items]
Reclassification from Accumulated Other Comprehensive Income, Current Period, Tax	0
Accumulated Other Comprehensive Income (Loss), Net of Tax	(3,700,000)		(3,500,000)
Foreign Currency Translation Adjustments
Accumulated Other Comprehensive Income (Loss) [Line Items]
Accumulated Other Comprehensive Income (Loss), Net of Tax	(42,500,000)		(42,500,000)
Foreign Currency Translation Adjustments | Subsidiaries [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Accumulated Other Comprehensive Income (Loss), Net of Tax	$ (13,300,000)

XML

Fair Value Of Financial Instruments Fair Value of Short-Term Investments (Details) (USD $) In Millions, unless otherwise specified	Apr. 03, 2015	Dec. 31, 2014
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Carried at Amortized Cost	$ 1.3	$ 6.1
Corporate bonds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Carried at Amortized Cost	1.3	2.0
Fair Value	$ 1.3	$ 2.0

XML

Acquisitions (Tables)

3 Months Ended

Apr. 03, 2015

Business Combinations [Abstract]

Schedule of Purchase Price Allocation

The following table presents the initial allocation and subsequent adjustments applied on a retrospective basis to the purchase price of Aptina for the assets acquired and liabilities assumed on August 15, 2014 based on their fair values (in millions):

	Initial Estimate		Adjustments			Final Allocation
Cash and cash equivalents	$	30.3	$	—		$	30.3
Receivables	53.2		—			53.2
Inventories	85.3		(0.5		)	84.8
Other current assets	5.7		—			5.7
Property, plant and equipment	35.9		0.4			36.3
Goodwill	63.8		0.6			64.4
Intangible assets	183.1		24.7			207.8
In-process research and development	75.4		(24.1		)	51.3
Other non-current assets	2.3		—			2.3
Total assets acquired	535.0		1.1			536.1
Accounts payable	66.8		(0.2		)	66.6
Other current liabilities	51.2		(1.5		)	49.7
Other non-current liabilities	14.5		(0.1		)	14.4
Total liabilities assumed	132.5		(1.8		)	130.7
Net assets acquired	$	402.5	$	2.9		$	405.4

XML

Restructuring, Asset Impairments And Other, Net (Rollforward Of Accrued Restructuring Charges) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Apr. 03, 2015
Restructuring Reserve [Roll Forward]
Balance at Beginning of Period	$ 3.4
Restructuring Costs	1.5
Usage	(2.7)
Balance at End of Period	2.2
Estimated employee separation charges
Restructuring Reserve [Roll Forward]
Balance at Beginning of Period	2.3
Restructuring Costs	1.5
Usage	(2.4)
Balance at End of Period	1.4
Estimated costs to exit
Restructuring Reserve [Roll Forward]
Balance at Beginning of Period	1.1
Restructuring Costs	0
Usage	(0.3)
Balance at End of Period	$ 0.8

XML

Background And Basis Of Presentation Schedule of Retrospective Measurement Period Adjustments - Consolidated Statement of Cash Flows Impact (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Apr. 03, 2015	Mar. 28, 2014
Cash flows from operating activities:
Net income	$ 55.8	$ 55.9
Adjustments to reconcile net income to net cash provided by operating activities:
Adjustments to reconcile net income to net cash provided by operating activities:	0.4	(1.9)
Changes in assets and liabilities (exclusive of the impact of acquisitions):
Inventories	34.7	6.2
Retrospective Measurement Period Adjustment [Member] | Aptima [Member]
Cash flows from operating activities:
Net income		55.9
Adjustments to reconcile net income to net cash provided by operating activities:
Adjustments to reconcile net income to net cash provided by operating activities:		1.9
Changes in assets and liabilities (exclusive of the impact of acquisitions):
Inventories		(6.2)
Retrospective Measurement Period Adjustment [Member] | Scenario, Previously Reported [Member] | Aptima [Member]
Cash flows from operating activities:
Net income		58.6
Adjustments to reconcile net income to net cash provided by operating activities:
Adjustments to reconcile net income to net cash provided by operating activities:		1.8
Changes in assets and liabilities (exclusive of the impact of acquisitions):
Inventories		(8.8)
Retrospective Measurement Period Adjustment [Member] | Restatement Adjustment [Member] | Aptima [Member]
Cash flows from operating activities:
Net income		(2.7)
Adjustments to reconcile net income to net cash provided by operating activities:
Adjustments to reconcile net income to net cash provided by operating activities:		0.1
Changes in assets and liabilities (exclusive of the impact of acquisitions):
Inventories		$ 2.6

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Changes in Accumulated Other Comprehensive Loss Components of Other Comprehensive Income (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Apr. 03, 2015	Mar. 28, 2014
Accumulated Other Comprehensive Income [Roll Forward]
Balance, beginning	$ (41.5)
Other comprehensive income (loss) prior to reclassifications	0.9
Other comprehensive income (loss)	(4.3)	1.0
Balance, ending	(45.8)
Foreign Currency Translation Adjustments
Accumulated Other Comprehensive Income [Roll Forward]
Balance, beginning	(42.5)
Other comprehensive income (loss) prior to reclassifications	0
Other comprehensive income (loss)	0
Balance, ending	(42.5)
Effects of Cash Flow Hedges
Accumulated Other Comprehensive Income [Roll Forward]
Balance, beginning	(3.5)
Other comprehensive income (loss) prior to reclassifications	1.6
Other comprehensive income (loss)	(0.2)
Balance, ending	(3.7)
Gains and Losses on Available-for-Sale Securities
Accumulated Other Comprehensive Income [Roll Forward]
Balance, beginning	4.5
Other comprehensive income (loss) prior to reclassifications	(0.7)
Other comprehensive income (loss)	(4.1)
Balance, ending	0.4
Reclassification out of Accumulated Other Comprehensive Income
Accumulated Other Comprehensive Income [Roll Forward]
Amounts reclassified from accumulated other comprehensive loss	(5.2)
Reclassification out of Accumulated Other Comprehensive Income | Foreign Currency Translation Adjustments
Accumulated Other Comprehensive Income [Roll Forward]
Amounts reclassified from accumulated other comprehensive loss	0
Reclassification out of Accumulated Other Comprehensive Income | Effects of Cash Flow Hedges
Accumulated Other Comprehensive Income [Roll Forward]
Amounts reclassified from accumulated other comprehensive loss	(1.8)
Reclassification out of Accumulated Other Comprehensive Income | Gains and Losses on Available-for-Sale Securities
Accumulated Other Comprehensive Income [Roll Forward]
Amounts reclassified from accumulated other comprehensive loss	$ (3.4)

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Segment Information (Tables)

3 Months Ended

Apr. 03, 2015

Segment Reporting, Measurement Disclosures [Abstract]

Segment Information Of Revenues, Gross Profit And Operating Income

Revenues and gross profit for the Company’s reportable segments for the quarters ended April 3, 2015 and March 28, 2014 are as follows (in millions):

	Application Products Group		Standard Products Group		Image Sensor Group		System Solutions Group		Total
For the quarter ended April 3, 2015:
Revenues from external customers	$	264.3	$	303.2	$	170.5	$	132.8	$	870.8
Segment gross profit	$	118.8	$	113.6	$	50.1	$	26.5	$	309.0
For the quarter ended March 28, 2014:
Revenues from external customers	$	267.6	$	292.9	$	11.9	$	134.1	$	706.5
Segment gross profit	$	117.8	$	106.2	$	8.3	$	25.0	$	257.3

Reconciliation of Operating Profit (Loss) from Segments to Consolidated

Gross profit shown above and below is exclusive of the amortization of acquisition-related intangible assets. Depreciation expense is included in segment gross profit. Reconciliations of segment gross profit to consolidated gross profit are as follows (in millions):

	Quarter Ended
	April 3, 2015			March 28, 2014
Gross profit for reportable segments	$	309.0		$	257.3
Less: unallocated manufacturing costs	(8.6		)	(9.1		)
Consolidated Gross profit	$	300.4		$	248.2

Revenues By Geographic Location Including Local Sales And Exports

Revenues by geographic location, including local sales made by operations within each area, based on sales billed from the respective country, are summarized as follows (in millions):

	Quarter Ended
	April 3, 2015		March 28, 2014
United States	$	131.8	$	112.0
Japan	62.6		65.3
Hong Kong	191.2		202.7
Singapore	316.3		180.4
United Kingdom	129.7		117.2
Other	39.2		28.9
	$	870.8	$	706.5

Summary Of Property, Plant And Equipment By Geographic Location

Property, plant and equipment, net by geographic location, is summarized as follows (in millions):

	April 3, 2015		December 31, 2014
United States	$	318.1	$	308.1
Czech Republic	111.0		113.8
Malaysia	229.9		232.2
Philippines	201.8		197.4
China	119.6		122.2
Other	228.0		230.2
	$	1,208.4	$	1,203.9

For the quarters ended April 3, 2015 and March 28, 2014, there were no individual customers, including distributors, which accounted for more than 10% of the Company's total consolidated revenues.

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Balance Sheet Information (Schedule of Balance Sheet Information) (Details) (USD $) In Millions, unless otherwise specified	Apr. 03, 2015	Dec. 31, 2014
Receivables, net:
Accounts receivable	$ 456.6	$ 419.1
Less: Allowance for doubtful accounts	(2.1)	(1.6)
Accounts receivable, net	454.5	417.5
Inventories:
Raw materials	88.7	119.7
Work in process	418.0	365.5
Finished goods	240.2	244.7
Inventories, net	746.9	729.9
Other current assets (1):
Prepaid expenses	28.6	28.7
Value added and other income tax receivables	24.5	40.4
Other	75.0	71.5
Other current assets	128.1	140.6
Property, plant and equipment, net:
Land	46.3	46.1
Buildings	493.2	484.3
Machinery and equipment	2,206.7	2,165.0
Total property, plant and equipment	2,746.2	2,695.4
Less: Accumulated depreciation	(1,537.8)	(1,491.5)
Property, plant and equipment, net	1,208.4	1,203.9
Fixed assets held for sale	0.8
Accrued expenses:
Accrued payroll	102.2	117.0
Sales related reserves	74.6	65.8
Restructuring reserves	2.2	3.4
Accrued pension liability	0.1	0.2
Accrued interest	3.1	1.8
Other	100.4	99.7
Accrued Liabilities, Current, Total	$ 282.6	$ 287.9

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Commitments And Contingencies (Operating Leases Future Minimum Payments Receivable) (Details) (USD $) In Millions, unless otherwise specified	Apr. 03, 2015
Commitments and Contingencies Disclosure [Abstract]
Remainder of 2015	$ 17.5
2016	19.8
2017	15.3
2018	10.8
2019	8.2
Thereafter	36.4
Total	$ 108.0

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Earnings per Share and Equity Summary of Share Repurchase Program (Details) (USD $) In Millions, except Per Share data, unless otherwise specified	3 Months Ended
	Apr. 03, 2015	Mar. 28, 2014
Earnings Per Share [Abstract]
Number of repurchased shares	8.6	2.2
Beginning accrued share repurchases	$ 0	$ 0.6
Aggregate purchase price	97.0	20.1
Less: ending accrued share repurchases	(2.0)	(1.3)
Total cash used for share repurchases	95.0	19.4
Weighted-average purchase price per share	$ 11.20	$ 9.12
Available for future purchases at period end	$ 879.2	$ 123.3

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Goodwill and Intangible Assets (Summary Of Intangible Assets, Net) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended	12 Months Ended
	Apr. 03, 2015	Dec. 31, 2014
Original Cost	$ 802.9	$ 802.9
Accumulated Amortization	(309.0)	(275.1)
Foreign Currency Translation Adjustment	(27.8)	(27.8)
Accumulated Impairment	(41.5)	(41.5)
Carrying Value	424.6	458.5
Intellectual Property [Member]
Original Cost	13.9	13.9
Accumulated Amortization	(10.1)	(10.0)
Foreign Currency Translation Adjustment	0	0
Accumulated Impairment	(0.4)	(0.4)
Carrying Value	3.4	3.5
Customer Relationships [Member]
Original Cost	425.6	425.6
Accumulated Amortization	(162.9)	(146.2)
Foreign Currency Translation Adjustment	(27.8)	(27.8)
Accumulated Impairment	(23.7)	(23.7)
Carrying Value	211.2	227.9
Patents [Member]
Original Cost	43.7	43.7
Accumulated Amortization	(21.9)	(21.3)
Foreign Currency Translation Adjustment	0	0
Accumulated Impairment	(13.7)	(13.7)
Carrying Value	8.1	8.7
Developed Technology [Member]
Original Cost	243.5	241.9
Accumulated Amortization	(104.7)	(88.9)
Foreign Currency Translation Adjustment	0	0
Accumulated Impairment	(2.6)	(2.6)
Carrying Value	136.2	150.4
Trademarks [Member]
Original Cost	16.3	16.3
Accumulated Amortization	(9.4)	(8.7)
Foreign Currency Translation Adjustment	0	0
Accumulated Impairment	(1.1)	(1.1)
Carrying Value	5.8	6.5
In Process Research and Development [Member]
Original Cost	59.9	61.5
Accumulated Amortization	0	0
Foreign Currency Translation Adjustment	0	0
Accumulated Impairment	0	0
Carrying Value	$ 59.9	$ 61.5

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Goodwill and Intangible Assets

3 Months Ended

Apr. 03, 2015

Goodwill and Intangible Assets [Abstract]

Goodwill and Intangible Assets

Goodwill and Intangible Assets

Goodwill

The following table summarizes goodwill by relevant reportable segment as of April 3, 2015 and December 31, 2014 (in millions):

	Balance as of April 3, 2015							Balance as of December 31, 2014
	Goodwill		Accumulated Impairment Losses			Carrying Value		Goodwill		Accumulated Impairment Losses			Carrying Value
Reportable Segment:
Application Products Group	$	539.9	$	(418.9	)	$	121	$	539.9	$	(418.9	)	$	121.0
Standard Products Group	76.0		(28.6		)	47.4		76.0		(28.6		)	47.4
Image Sensor Group	95.4		—			95.4		95.4		—			95.4
	$	711.3	$	(447.5	)	$	263.8	$	711.3	$	(447.5	)	$	263.8

Goodwill is tested for impairment annually on the first day of the fourth quarter unless a triggering event would require an interim analysis. Adverse changes in operating results and/or unfavorable changes in economic factors used to estimate fair values may result in future non-cash impairment charges. While management did not identify any triggering events during the quarter ended April 3, 2015 that would require an interim impairment analysis, the Company's current projections include assumptions of current industry and market conditions, which could negatively change, and in turn, may adversely impact the fair value of the Company's goodwill, intangible assets and other long-lived assets. As a result, the carrying value of the reporting units containing the Company's goodwill may exceed their fair value in future impairment tests.

Intangible Assets

Intangible assets, net, were as follows as of April 3, 2015 and December 31, 2014 (in millions):

	April 3, 2015
	Original Cost		Accumulated Amortization			Foreign Currency Translation Adjustment			Accumulated Impairment			Carrying Value
Intellectual property	$	13.9	$	(10.1	)	$	—		$	(0.4	)	$	3.4
Customer relationships	425.6		(162.9		)	(27.8		)	(23.7		)	211.2
Patents	43.7		(21.9		)	—			(13.7		)	8.1
Developed technology	243.5		(104.7		)	—			(2.6		)	136.2
Trademarks	16.3		(9.4		)	—			(1.1		)	5.8
In-process research and development	59.9		—			—			—			59.9
Total intangibles	$	802.9	$	(309.0	)	$	(27.8	)	$	(41.5	)	$	424.6

	December 31, 2014
	Original Cost		Accumulated Amortization			Foreign Currency Translation Adjustment			Accumulated Impairment Losses			Carrying Value
Intellectual property	$	13.9	$	(10.0	)	$	—		$	(0.4	)	$	3.5
Customer relationships	425.6		(146.2		)	(27.8		)	(23.7		)	227.9
Patents	43.7		(21.3		)	—			(13.7		)	8.7
Developed technology	241.9		(88.9		)	—			(2.6		)	150.4
Trademarks	16.3		(8.7		)	—			(1.1		)	6.5
In-process research and development	61.5		—			—			—			61.5
Total intangibles	$	802.9	$	(275.1	)	$	(27.8	)	$	(41.5	)	$	458.5

Amortization expense for acquisition-related intangible assets amounted to $33.9 million and $8.2 million for the quarters ended April 3, 2015 and March 28, 2014, respectively. Amortization expense for intangible assets, with the exception of the $59.9 million of IPRD assets that will be amortized once the corresponding projects have been completed, is expected to be as follows for each of the next five years and thereafter (in millions):

Period	Estimated Amortization Expense
Remainder of 2015	$	100.5
2016	88.6
2017	56.3
2018	34.8
2019	29.5
Thereafter	55.0
Total estimated amortization expense	$	364.7

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Share-Based Compensation (Summary Of Share-Based Compensation Expense) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Apr. 03, 2015	Mar. 28, 2014
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Share-based compensation expenses	$ 11.3	$ 8.5
Related income tax benefits	0	0
Share-based compensation expense, net of taxes	11.3	8.5
Cost Of Revenues [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Share-based compensation expenses	1.9	1.4
Research And Development [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Share-based compensation expenses	2.3	1.8
Selling And Marketing [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Share-based compensation expenses	2.2	1.5
General And Administrative [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Share-based compensation expenses	$ 4.9	$ 3.8

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Acquisitions (Details) (USD $) In Millions, unless otherwise specified	0 Months Ended
	Aug. 15, 2014	Apr. 03, 2015	Dec. 31, 2014
Business Acquisition [Line Items]
Goodwill		$ 263.8	$ 263.8
Aptima [Member]
Business Acquisition [Line Items]
Purchase price	405.4
Business Combination, Consideration Withheld and Placed in Escrow	40.0	40.0
Aptima [Member] | Customer Relationships [Member]
Business Acquisition [Line Items]
Intangible assets	126.5
Aptima [Member] | Developed Technology [Member]
Business Acquisition [Line Items]
Intangible assets	79.0
Weighted average useful life	6 years
Aptima [Member] | Trademarks [Member]
Business Acquisition [Line Items]
Intangible assets	2.3
Weighted average useful life	6 months
Aptima [Member] | Retrospective Measurement Period Adjustment [Member]
Business Acquisition [Line Items]
Assets acquired, In-process research and development	51.3
Intangible assets	207.8		458.5
Goodwill	64.4		263.8
Aptima [Member] | Retrospective Measurement Period Adjustment [Member] | Restatement Adjustment [Member]
Business Acquisition [Line Items]
Assets acquired, In-process research and development	(24.1)
Intangible assets	24.7		0.9
Goodwill	0.6		(0.9)
Truesense Imaging, Inc. [Member]
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net			$ 2.9
Minimum [Member] | Aptima [Member] | Customer Relationships [Member]
Business Acquisition [Line Items]
Weighted average useful life	2 years
Maximum [Member] | Aptima [Member] | Customer Relationships [Member]
Business Acquisition [Line Items]
Weighted average useful life	6 years

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Long-Term Debt (Tables)

3 Months Ended

Apr. 03, 2015

Long-term Debt, Unclassified [Abstract]

Long-Term Debt

The Company's long-term debt consists of the following (annualized rates, dollars in millions):

	April 3, 2015			December 31, 2014
Senior Revolving Credit Facility due 2018, interest payable monthly at 1.69% and quarterly at 1.69%, respectively	$	350.0		$	350.0
Loan with Japanese bank due 2015 through 2018, interest payable quarterly at 2.02% and 2.01%, respectively (1)	217.1			235.9
2.625% Notes, Series B (net of discount of $12.9 million and $14.7 million, respectively) (2)	344.0			342.2
Loan with Hong Kong bank, interest payable weekly at 1.43% and 1.92%, respectively (3)	35.0			35.0
Loans with Philippine bank due 2015 through 2019, interest payable monthly and quarterly at an average rate of 2.39% and 2.37%, respectively (4)	45.4			54.2
Loan with Singapore bank, interest payable weekly at 1.43% and 1.42%, respectively (3)	20.0			20.0
U.S. real estate mortgages payable monthly through 2019 at an average rate of 3.35% (5)	53.6			54.8
U.S. equipment financing payable monthly through 2016 at 2.94% (6)	3.6			4.8
Canada equipment financing payable monthly through 2017 at 3.81% (6)	3.7			4.2
Canada revolving line of credit, interest payable quarterly at 1.86% and 1.84%, respectively (7)	15.0			15.0
Malaysia revolving line of credit, interest payable quarterly at 1.72% and 1.71%, respectively (7)	25.0			25.0
Vietnam revolving line of credit, interest payable quarterly and annually at an average rate of 1.76% and 1.87%, respectively (7)	17.1			10.7
Capital lease obligations	33.3			40.8
Long-term debt, including current maturities	1,162.8			1,192.6
Less: Current maturities	(212.6		)	(209.6		)
Long-term debt	$	950.2		$	983.0

_______________________

(1) This loan represents SCI LLC's non-collateralized loan with SMBC, which is guaranteed by the Company.

(2) Interest is payable on June 15 and December 15 of each year at 2.625% annually. The 2.625% Notes, Series B may be put back to the Company at the option of the holders of the notes on December 15 of 2016 and 2021 or called at the option of the Company on or after December 20, 2016.

(3) Debt arrangement collateralized by accounts receivable.

(4) $7.5 million non-collateralized and $37.9 million collateralized by equipment and $15.0 million non-collateralized and $39.2 million collateralized by equipment, respectively.

(5) Debt arrangement collateralized by real estate, including certain of our facilities in Oregon and Idaho.

(6) Debt arrangement collateralized by equipment.

(7) Non-collateralized debt arrangement.

Annual Maturities Relating To Long-Term Debt

Expected maturities relating to the Company’s long-term debt as of April 3, 2015 are as follows (in millions):

Period	Expected Maturities
Remainder of 2015	$	177.9
2016	426.6
2017	53.5
2018	482.9
2019	34.8
Thereafter	—
Total	$	1,175.7

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Balance Sheet Information (Tables)

3 Months Ended

Apr. 03, 2015

Balance Sheet Related Disclosures [Abstract]

Supplemental Balance Sheet Information

Certain amounts included in the Company's balance sheet as of April 3, 2015 and December 31, 2014 consist of the following (dollars in millions):

	April 3, 2015			December 31, 2014
Receivables, net:
Accounts receivable	$	456.6		$	419.1
Less: Allowance for doubtful accounts	(2.1		)	(1.6		)
	$	454.5		$	417.5
Inventories:
Raw materials	$	88.7		$	119.7
Work in process	418.0			365.5
Finished goods	240.2			244.7
	$	746.9		$	729.9
Other current assets (1):
Prepaid expenses	$	28.6		$	28.7
Value added and other income tax receivables	24.5			40.4
Other	75.0			71.5
	$	128.1		$	140.6
Property, plant and equipment, net:
Land	$	46.3		$	46.1
Buildings	493.2			484.3
Machinery and equipment	2,206.7			2,165.0
Total property, plant and equipment	2,746.2			2,695.4
Less: Accumulated depreciation	(1,537.8		)	(1,491.5		)
	$	1,208.4		$	1,203.9
Accrued expenses:
Accrued payroll	$	102.2		$	117.0
Sales related reserves	74.6			65.8
Restructuring reserves	2.2			3.4
Accrued pension liability	0.1			0.2
Accrued interest	3.1			1.8
Other	100.4			99.7
	$	282.6		$	287.9

(1) Included in other current assets are approximately $0.8 million of fixed assets which are held-for-sale as of April 3, 2015.

Schedule of Product Warranty Liability

Activity related to the Company's warranty reserves for the quarter ended April 3, 2015 and March 28, 2014 is as follows (in millions):

	Quarter Ended
	April 3, 2015			March 28, 2014
Beginning Balance	$	5.5		$	6.0
Provision	0.1			0.4
Usage	(0.4		)	(0.2		)
Ending Balance	$	5.2		$	6.2

Schedule of Net Benefit Costs

The components of the Company's net periodic pension expense for the quarters ended April 3, 2015 and March 28, 2014 are as follows (in millions):

	Quarter Ended
	April 3, 2015			March 28, 2014
Service cost	$	2.2		$	2.5
Interest cost	1.0			1.5
Expected return on plan assets	(0.9		)	(0.9		)
Curtailment gain	—			(2.8		)
Total net periodic pension cost	$	2.3		$	0.3

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Long-Term Debt (Long-Term Debt) (Details) (USD $) In Millions, unless otherwise specified	Apr. 03, 2015	Dec. 31, 2014
Debt Instrument [Line Items]
Long-term debt, including current maturities	$ 1,162.8	$ 1,192.6
Less: Current maturities	(212.6)	(209.6)
Long-term debt	950.2	983.0
Senior Revolving Credit Facility due 2018, interest payable monthly at 1.69% and quarterly at 1.69%, respectively
Debt Instrument [Line Items]
Long-term debt, including current maturities	350.0	350.0
Debt instrument, interest rate	1.69%	1.69%
Loan with Japanese bank due 2015 through 2018, interest payable quarterly at 2.02% and 2.01%, respectively (1)
Debt Instrument [Line Items]
Long-term debt, including current maturities	217.1	235.9
Debt instrument, interest rate	2.02%	2.01%
2.625% Notes, Series B (net of discount of $12.9 million and $14.7 million, respectively) (2)
Debt Instrument [Line Items]
Long-term debt, including current maturities	344.0	342.2
Debt instrument, interest rate	2.625%	2.625%
Debt instrument, discount	12.9	14.7
Loan with Hong Kong bank, interest payable weekly at 1.43% and 1.92%, respectively (3)
Debt Instrument [Line Items]
Long-term debt, including current maturities	35.0	35.0
Debt instrument, interest rate	1.43%	1.92%
Loans with Philippine bank due 2015 through 2019, interest payable monthly and quarterly at an average rate of 2.39% and 2.37%, respectively (4)
Debt Instrument [Line Items]
Long-term debt, including current maturities	45.4	54.2
Debt instrument, interest rate	2.39%	2.37%
Unsecured Debt	7.5	15.0
Secured Debt	37.9	39.2
Loan with Singapore bank, interest payable weekly at 1.43% and 1.42%, respectively (3)
Debt Instrument [Line Items]
Long-term debt, including current maturities	20.0	20.0
Debt instrument, interest rate	1.43%	1.42%
U.S. real estate mortgages payable monthly through 2019 at an average rate of 3.35% (5)
Debt Instrument [Line Items]
Long-term debt, including current maturities	53.6	54.8
Debt instrument, interest rate	3.35%	3.35%
U.S. equipment financing payable monthly through 2016 at 2.94% (6)
Debt Instrument [Line Items]
Long-term debt, including current maturities	3.6	4.8
Debt instrument, interest rate	2.94%	2.94%
Canada equipment financing payable monthly through 2017 at 3.81% (6)
Debt Instrument [Line Items]
Long-term debt, including current maturities	3.7	4.2
Debt instrument, interest rate	3.81%	3.81%
Canada revolving line of credit, interest payable quarterly at 1.86% and 1.84%, respectively (7)
Debt Instrument [Line Items]
Long-term debt, including current maturities	15.0	15.0
Debt instrument, interest rate	1.86%	1.84%
Malaysia revolving line of credit, interest payable quarterly at 1.72% and 1.71%, respectively (7)
Debt Instrument [Line Items]
Long-term debt, including current maturities	25.0	25.0
Debt instrument, interest rate	1.72%	1.71%
Vietnam revolving line of credit, interest payable quarterly and annually at an average rate of 1.76% and 1.87%, respectively (7)
Debt Instrument [Line Items]
Long-term debt, including current maturities	17.1	10.7
Debt instrument, interest rate	1.76%	1.87%
Capital lease obligations
Debt Instrument [Line Items]
Long-term debt, including current maturities	$ 33.3	$ 40.8

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Acquisitions Schedule of Purchase Price Allocation (Details) (USD $) In Millions, unless otherwise specified	Apr. 03, 2015	Dec. 31, 2014	Aug. 15, 2014
Business Acquisition [Line Items]
Goodwill	$ 263.8	$ 263.8
Retrospective Measurement Period Adjustment [Member] | Aptima [Member]
Business Acquisition [Line Items]
Cash and cash equivalents			30.3
Receivables			53.2
Inventories			84.8
Other current assets			5.7
Property, plant and equipment			36.3
Goodwill		263.8	64.4
Intangible assets		458.5	207.8
In-process research and development			51.3
Other non-current assets			2.3
Total assets acquired			536.1
Accounts payable			66.6
Other current liabilities			49.7
Other non-current liabilities			14.4
Total liabilities assumed			130.7
Net assets acquired			405.4
Retrospective Measurement Period Adjustment [Member] | Scenario, Previously Reported [Member] | Aptima [Member]
Business Acquisition [Line Items]
Cash and cash equivalents			30.3
Receivables			53.2
Inventories			85.3
Other current assets			5.7
Property, plant and equipment			35.9
Goodwill		264.7	63.8
Intangible assets		457.6	183.1
In-process research and development			75.4
Other non-current assets			2.3
Total assets acquired			535.0
Accounts payable			66.8
Other current liabilities			51.2
Other non-current liabilities			14.5
Total liabilities assumed			132.5
Net assets acquired			402.5
Retrospective Measurement Period Adjustment [Member] | Restatement Adjustment [Member] | Aptima [Member]
Business Acquisition [Line Items]
Cash and cash equivalents			0
Receivables			0
Inventories			(0.5)
Other current assets			0
Property, plant and equipment			0.4
Goodwill		(0.9)	0.6
Intangible assets		0.9	24.7
In-process research and development			(24.1)
Other non-current assets			0
Total assets acquired			1.1
Accounts payable			(0.2)
Other current liabilities			(1.5)
Other non-current liabilities			(0.1)
Total liabilities assumed			(1.8)
Net assets acquired			$ 2.9

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Earnings per Share and Equity (Tables)

3 Months Ended

Apr. 03, 2015

Earnings Per Share [Abstract]

Earnings Per Share

Calculations of net income per common share attributable to ON Semiconductor are as follows (in millions, except per share data):

	Quarter Ended
	April 3, 2015		March 28, 2014
Net income attributable to ON Semiconductor Corporation	$	55.1	$	55.7
Basic weighted average common shares outstanding	431.4		440.4
Dilutive effect of share-based awards	5.7		4.1
Dilutive effect of Convertible Notes	2.8		—
Diluted weighted average common shares outstanding	439.9		444.5
Net income per common share attributable to ON Semiconductor Corporation:
Basic	$	0.13	$	0.13
Diluted	$	0.13	$	0.13

Schedule of Share Repurchase Program

Information relating to the Company's share repurchase program is as follows (in millions, except per share data):

	Quarter Ended
	April 3, 2015			March 28, 2014
Number of repurchased shares (1)	8.6			2.2
Beginning accrued share repurchases (2)	$	—		$	0.6
Aggregate purchase price	97.0			20.1
Less: ending accrued share repurchases (3)	(2.0		)	(1.3		)
Total cash used for share repurchases	$	95.0		$	19.4
Weighted-average purchase price per share (4)	$	11.20		$	9.12
Available for future purchases at period end	$	879.2		$	123.3

(1)    None of these shares had been reissued or retired as of April 3, 2015, but may be reissued or retired by

the Company at a later date.

(2)    Represents unpaid amounts recorded in accrued expenses on the Company's Consolidated Balance

Sheet as of the beginning of the period.

(3)    Represents unpaid amounts recorded in accrued expenses on the Company's Consolidated Balance

Sheet as of the end of the period.

(4)    Exclusive of fees, commissions and other expenses.

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Share-Based Compensation (Tables)

3 Months Ended

Apr. 03, 2015

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Summary Of Share-Based Compensation Expense

Total share-based compensation expense related to the Company's employee stock options, restricted stock units and ESPP for the quarters ended April 3, 2015 and March 28, 2014 was comprised as follows (in millions):

	Quarter Ended
	April 3, 2015		March 28, 2014
Cost of revenues	$	1.9	$	1.4
Research and development	2.3		1.8
Selling and marketing	2.2		1.5
General and administrative	4.9		3.8
Share-based compensation expense before income taxes	$	11.3	$	8.5
Related income tax benefits (1)	—		—
Share-based compensation expense, net of taxes	$	11.3	$	8.5

____________________

⁽¹⁾  A majority of the Company’s share-based compensation relates to its domestic subsidiaries; therefore, no related deferred income tax benefits are recorded due to historical net operating losses at those subsidiaries.

Schedule of Share-based Compensation, Stock Options, Activity

Summarized stock option information for the quarter ended April 3, 2015 is as follows (in millions except per share and term data):

	Quarter Ended April 3, 2015
	Number of Shares		Weighted-Average Exercise Price		Weighted-Average Remaining Contractual Term (in years)	Aggregate Intrinsic Value (In-The-Money)
Outstanding at December 31, 2014	8.8		$	7.81
Granted	—		—
Exercised	(2.7	)	7.90
Canceled	—		—
Outstanding at April 3, 2015	6.1		$	7.78	3.02	$	22.8
Exercisable at April 3, 2015	5.0		$	7.93	2.74	$	18.0

Additional Information On Stock Options Outstanding

Additional information with respect to stock options outstanding as of April 3, 2015, with exercise prices less than or above $11.70 per share, the effective closing price of the Company's common stock at April 3, 2015, is as follows (number of shares in millions):

	Exercisable			Unexercisable			Total
Exercise Prices	Number of Shares	Weighted-Average Exercise Price		Number of Shares	Weighted-Average Exercise Price		Number of Shares	Weighted-Average Exercise Price
Less than $11.70	5.0	$	7.93	1.1	$	7.10	6.1	$	7.78
Above $11.70	—	$	—	—	$	—	—	$	—
Total outstanding	5.0	$	7.93	1.1	$	7.10	6.1	$	7.78

Summary Of Restricted Stock Units Transactions

Restricted stock units vest over one to three years with service-based requirements or performance-based requirements and are payable in shares of the Company's common stock upon vesting. The following table presents summarized information with respect to the Company's restricted stock units as of April 3, 2015, and changes during the quarter ended April 3, 2015 (number of shares in millions):

	Quarter Ended April 3, 2015
	Number of Shares		Weighted-Average Grant Date Fair Value
Non-vested shares underlying restricted stock units at December 31, 2014	8.7		$	8.66
Granted	2.8		13.06
Achieved	0.7		9.35
Released	(2.9	)	8.76
Forfeited	(0.2	)	8.60
Non-vested shares underlying restricted stock units at April 3, 2015	9.1		$	10.04

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Acquisitions Acquisitions

3 Months Ended

Apr. 03, 2015

Business Combinations [Abstract]

Acquisitions

Acquisitions

The Company pursues strategic acquisitions from time to time to leverage its existing capabilities and further build its business. Such acquisitions are accounted for as business combinations pursuant to ASC 805 "Business Combinations."

Acquisition of Aptina

On August 15, 2014, the Company acquired 100% of Aptina for approximately $405.4 million in cash, of which, the approximately $2.9 million that remained unpaid as of December 31, 2014 was subsequently paid during the quarter ended April 3, 2015. As discussed below, approximately $40.0 million of the total consideration was held in escrow as of April 3, 2015. The allocation of the purchase price of Aptina was finalized during the quarter ended April 3, 2015. Aptina is incorporated into the Company's Image Sensor Group for reporting purposes.

The following table presents the initial allocation and subsequent adjustments applied on a retrospective basis to the purchase price of Aptina for the assets acquired and liabilities assumed on August 15, 2014 based on their fair values (in millions):

	Initial Estimate		Adjustments			Final Allocation
Cash and cash equivalents	$	30.3	$	—		$	30.3
Receivables	53.2		—			53.2
Inventories	85.3		(0.5		)	84.8
Other current assets	5.7		—			5.7
Property, plant and equipment	35.9		0.4			36.3
Goodwill	63.8		0.6			64.4
Intangible assets	183.1		24.7			207.8
In-process research and development	75.4		(24.1		)	51.3
Other non-current assets	2.3		—			2.3
Total assets acquired	535.0		1.1			536.1
Accounts payable	66.8		(0.2		)	66.6
Other current liabilities	51.2		(1.5		)	49.7
Other non-current liabilities	14.5		(0.1		)	14.4
Total liabilities assumed	132.5		(1.8		)	130.7
Net assets acquired	$	402.5	$	2.9		$	405.4

Acquired intangible assets include $51.3 million of IPRD assets, which are to be amortized over their respective useful lives upon successful completion of the related projects. The value assigned to IPRD was determined by considering the importance of products under development to the overall development plan, reviewing costs incurred for the projects, estimating costs to develop the purchased IPRD into commercially viable products, estimating the resulting net cash flows from the projects when completed and discounting the net cash flows to their present value.

Other acquired intangible assets of $207.8 million include: customer relationships of $126.5 million (two to six year useful life); developed technology of $79.0 million (six year useful life); and trademarks of $2.3 million (6 month useful life).

Goodwill of $64.4 million was assigned to the Image Sensor Group. Among the factors that contributed to goodwill arising from the acquisition were the potential synergies that are expected to be derived from combining Aptina with the Company’s existing image sensor business. Goodwill is not deductible for tax purposes.

Pursuant to the agreement and plan of merger between the Company and the sellers of Aptina (the "Merger Agreement"), $40.0 million of the total consideration was withheld by the Company and placed into an escrow account to secure against certain indemnifiable events described in the Merger Agreement. The $40.0 million consideration held in escrow was accounted for as restricted cash as of April 3, 2015 and is included in other current assets and accrued expenses on the Company’s Consolidated Balance Sheet.

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Commitments And Contingencies (Tables)

3 Months Ended

Apr. 03, 2015

Commitments and Contingencies Disclosure [Abstract]

Operating Leases Future Minimum Payments Receivable

The following represents future minimum lease obligations under non-cancelable operating leases as of April 3, 2015 (in millions):

Remainder of 2015	$	17.5
2016	19.8
2017	15.3
2018	10.8
2019	8.2
Thereafter	36.4
Total	$	108.0

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Guarantor And Non-Guarantor Statements (Notes To Consolidated Statement Of Balance Sheet) (Details) (USD $)	Apr. 03, 2015	Dec. 31, 2014	Mar. 28, 2014	Dec. 31, 2013
Condensed Financial Statements, Captions [Line Items]
Percentage of ownership on domestic subsidiaries	100.00%
Cash and cash equivalents	$ 428,100,000	$ 511,700,000	$ 562,000,000	$ 509,500,000
Short-term investments	1,300,000	6,100,000
Receivables, net	454,500,000	417,500,000
Inventories	746,900,000	729,900,000
Short-term intercompany receivables	0	0
Other current assets	128,100,000	140,600,000
Total current assets	1,758,900,000	1,805,800,000
Property, plant and equipment, net	1,208,400,000	1,203,900,000
Goodwill	263,800,000	263,800,000
Intangible assets, net	424,600,000	458,500,000
Long-term intercompany receivables	0	0
Other assets	90,600,000	91,000,000
Total assets	3,746,300,000	3,823,000,000
Accounts payable	362,500,000	378,200,000
Accrued expenses	282,600,000	287,900,000
Deferred income on sales to distributors	156,000,000	165,100,000
Current portion of long-term debt	212,600,000	209,600,000
Short-term intercompany payables	0	0
Total current liabilities	1,013,700,000	1,040,800,000
Long-term debt	950,200,000	983,000,000
Other long-term liabilities	155,200,000	151,800,000
Long-term intercompany payables	0	0
Total liabilities	2,119,100,000	2,175,600,000
Total ON Semiconductor Corporation stockholders’ equity	1,605,600,000	1,626,500,000
Non-controlling interest in consolidated subsidiary	21,600,000	20,900,000
Total stockholders' equity	1,627,200,000	1,647,400,000
Total liabilities and equity	3,746,300,000	3,823,000,000
Issuer [Member]
Condensed Financial Statements, Captions [Line Items]
Cash and cash equivalents	0	0	0	0
Short-term investments	0	0
Receivables, net	0	0
Inventories	0	0
Short-term intercompany receivables	0	0
Other current assets	0	0
Total current assets	0	0
Property, plant and equipment, net	0	0
Goodwill	0	0
Intangible assets, net	0	0
Long-term intercompany receivables	0	0
Other assets	1,954,400,000	1,969,100,000
Total assets	1,954,400,000	1,969,100,000
Accounts payable	0	0
Accrued expenses	4,800,000	400,000
Deferred income on sales to distributors	0	0
Current portion of long-term debt	0	0
Short-term intercompany payables	0	0
Total current liabilities	4,800,000	400,000
Long-term debt	344,000,000	342,200,000
Other long-term liabilities	0	0
Long-term intercompany payables	0	0
Total liabilities	348,800,000	342,600,000
Total ON Semiconductor Corporation stockholders’ equity	1,605,600,000	1,626,500,000
Non-controlling interest in consolidated subsidiary	0	0
Total stockholders' equity	1,605,600,000	1,626,500,000
Total liabilities and equity	1,954,400,000	1,969,100,000
SCI LLC [Member]
Condensed Financial Statements, Captions [Line Items]
Cash and cash equivalents	139,700,000	199,900,000	314,100,000	267,900,000
Short-term investments	1,300,000	2,000,000
Receivables, net	55,700,000	56,600,000
Inventories	63,000,000	60,500,000
Short-term intercompany receivables	1,900,000	0
Other current assets	19,500,000	14,000,000
Total current assets	281,100,000	333,000,000
Property, plant and equipment, net	270,000,000	262,100,000
Goodwill	111,600,000	111,600,000
Intangible assets, net	94,600,000	98,200,000
Long-term intercompany receivables	143,100,000	204,200,000
Other assets	2,080,100,000	2,002,300,000
Total assets	2,980,500,000	3,011,400,000
Accounts payable	35,600,000	37,800,000
Accrued expenses	76,100,000	71,600,000
Deferred income on sales to distributors	35,000,000	36,400,000
Current portion of long-term debt	63,000,000	57,600,000
Short-term intercompany payables	0	2,300,000
Total current liabilities	209,700,000	205,700,000
Long-term debt	578,600,000	609,500,000
Other long-term liabilities	30,500,000	21,100,000
Long-term intercompany payables	0	0
Total liabilities	818,800,000	836,300,000
Total ON Semiconductor Corporation stockholders’ equity	2,161,700,000	2,175,100,000
Non-controlling interest in consolidated subsidiary	0	0
Total stockholders' equity	2,161,700,000	2,175,100,000
Total liabilities and equity	2,980,500,000	3,011,400,000
Other Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Cash and cash equivalents	0	0	0	0
Short-term investments	0	0
Receivables, net	0	0
Inventories	0	0
Short-term intercompany receivables	5,000,000	4,900,000
Other current assets	0	0
Total current assets	5,000,000	4,900,000
Property, plant and equipment, net	2,900,000	3,100,000
Goodwill	37,300,000	37,300,000
Intangible assets, net	0	0
Long-term intercompany receivables	0	0
Other assets	146,300,000	143,500,000
Total assets	191,500,000	188,800,000
Accounts payable	100,000	100,000
Accrued expenses	200,000	500,000
Deferred income on sales to distributors	0	0
Current portion of long-term debt	0	0
Short-term intercompany payables	0	0
Total current liabilities	300,000	600,000
Long-term debt	0	0
Other long-term liabilities	100,000	0
Long-term intercompany payables	0	0
Total liabilities	400,000	600,000
Total ON Semiconductor Corporation stockholders’ equity	191,100,000	188,200,000
Non-controlling interest in consolidated subsidiary	0	0
Total stockholders' equity	191,100,000	188,200,000
Total liabilities and equity	191,500,000	188,800,000
Non-Guarantor Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Cash and cash equivalents	288,400,000	311,800,000	247,900,000	241,600,000
Short-term investments	0	4,100,000
Receivables, net	398,800,000	360,900,000
Inventories	670,000,000	652,900,000
Short-term intercompany receivables	0	0
Other current assets	107,400,000	126,600,000
Total current assets	1,464,600,000	1,456,300,000
Property, plant and equipment, net	936,800,000	940,100,000
Goodwill	114,900,000	114,900,000
Intangible assets, net	346,600,000	377,900,000
Long-term intercompany receivables	0	0
Other assets	867,700,000	858,200,000
Total assets	3,730,600,000	3,747,400,000
Accounts payable	326,800,000	340,300,000
Accrued expenses	201,500,000	215,400,000
Deferred income on sales to distributors	121,000,000	128,700,000
Current portion of long-term debt	149,600,000	152,000,000
Short-term intercompany payables	6,900,000	2,600,000
Total current liabilities	805,800,000	839,000,000
Long-term debt	27,600,000	31,300,000
Other long-term liabilities	124,600,000	130,700,000
Long-term intercompany payables	143,100,000	204,200,000
Total liabilities	1,101,100,000	1,205,200,000
Total ON Semiconductor Corporation stockholders’ equity	2,629,500,000	2,542,200,000
Non-controlling interest in consolidated subsidiary	0	0
Total stockholders' equity	2,629,500,000	2,542,200,000
Total liabilities and equity	3,730,600,000	3,747,400,000
Eliminations [Member]
Condensed Financial Statements, Captions [Line Items]
Cash and cash equivalents	0	0	0	0
Short-term investments	0	0
Receivables, net	0	0
Inventories	13,900,000	16,500,000
Short-term intercompany receivables	(6,900,000)	(4,900,000)
Other current assets	1,200,000	0
Total current assets	8,200,000	11,600,000
Property, plant and equipment, net	(1,300,000)	(1,400,000)
Goodwill	0	0
Intangible assets, net	(16,600,000)	(17,600,000)
Long-term intercompany receivables	(143,100,000)	(204,200,000)
Other assets	(4,957,900,000)	(4,882,100,000)
Total assets	(5,110,700,000)	(5,093,700,000)
Accounts payable	0	0
Accrued expenses	0	0
Deferred income on sales to distributors	0	0
Current portion of long-term debt	0	0
Short-term intercompany payables	(6,900,000)	(4,900,000)
Total current liabilities	(6,900,000)	(4,900,000)
Long-term debt	0	0
Other long-term liabilities	0	0
Long-term intercompany payables	(143,100,000)	(204,200,000)
Total liabilities	(150,000,000)	(209,100,000)
Total ON Semiconductor Corporation stockholders’ equity	(4,982,300,000)	(4,905,500,000)
Non-controlling interest in consolidated subsidiary	21,600,000	20,900,000
Total stockholders' equity	(4,960,700,000)	(4,884,600,000)
Total liabilities and equity	$ (5,110,700,000)	$ (5,093,700,000)
2.625% Notes, Series B
Condensed Financial Statements, Captions [Line Items]
Debt Instrument, Interest Rate, Stated Percentage	2.625%	2.625%

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Background And Basis Of Presentation Schedule of Retrospective Measurement Period Adjustments (Details) (USD $) In Millions, unless otherwise specified	Apr. 03, 2015	Dec. 31, 2014	Aug. 15, 2014
Goodwill	$ 263.8	$ 263.8
Aptima [Member] | Retrospective Measurement Period Adjustment [Member]
Goodwill		263.8	64.4
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill		458.5	207.8
Aptima [Member] | Retrospective Measurement Period Adjustment [Member] | Scenario, Previously Reported [Member]
Goodwill		264.7	63.8
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill		457.6	183.1
Aptima [Member] | Retrospective Measurement Period Adjustment [Member] | Restatement Adjustment [Member]
Goodwill		(0.9)	0.6
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill		$ 0.9	$ 24.7

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Balance Sheet Information (Warranty Reserves) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Apr. 03, 2015	Mar. 28, 2014
Warranty Reserves [Roll Forward]
Beginning Balance	$ 5.5	$ 6.0
Provision	0.1	0.4
Usage	(0.4)	(0.2)
Ending Balance	$ 5.2	$ 6.2

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Fair Value Of Financial Instruments (Carrying Amounts And Fair Values Of Long-Term Borrowings) (Details) (USD $) In Millions, unless otherwise specified	Apr. 03, 2015	Dec. 31, 2014
Convertible Notes Payable [Member]
Carrying Amount	$ 344.0	$ 342.2
Fair Value	450.2	424.8
Long-term Debt [Member]
Carrying Amount	724.6	745.8
Fair Value	$ 724.1	$ 744.8

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Consolidated Balance Sheet (USD $) In Millions, unless otherwise specified	Apr. 03, 2015	Dec. 31, 2014
Assets
Cash and cash equivalents	$ 428.1	$ 511.7
Short-term investments	1.3	6.1
Receivables, net	454.5	417.5
Inventories	746.9	729.9
Other current assets	128.1	140.6
Total current assets	1,758.9	1,805.8
Property, plant and equipment, net	1,208.4	1,203.9
Goodwill	263.8	263.8
Intangible assets, net	424.6	458.5
Other assets	90.6	91.0
Total assets	3,746.3	3,823.0
Liabilities, Non-Controlling Interest and Stockholders’ Equity
Accounts payable	362.5	378.2
Accrued expenses	282.6	287.9
Deferred income on sales to distributors	156.0	165.1
Current portion of long-term debt (see Note 7)	212.6	209.6
Total current liabilities	1,013.7	1,040.8
Long-term debt (see Note 7)	950.2	983.0
Other long-term liabilities	155.2	151.8
Total liabilities	2,119.1	2,175.6
Commitments and contingencies (See Note 10)
ON Semiconductor Corporation stockholders’ equity:
Common stock ($0.01 par value, 750,000,000 shares authorized, 530,699,973 and 524,615,562 shares issued, 430,638,928 and 434,100,017 shares outstanding, respectively)	5.3	5.2
Additional paid-in capital	3,317.6	3,281.2
Accumulated other comprehensive loss	(45.8)	(41.5)
Accumulated deficit	(860.5)	(915.6)
Less: treasury stock, at cost: 100,061,045 and 90,515,545 shares, respectively	(811.0)	(702.8)
Total ON Semiconductor Corporation stockholders’ equity	1,605.6	1,626.5
Non-controlling interest in consolidated subsidiary	21.6	20.9
Total stockholders' equity	1,627.2	1,647.4
Total liabilities and equity	$ 3,746.3	$ 3,823.0

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Goodwill and Intangible Assets (Narrative) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Apr. 03, 2015	Mar. 28, 2014	Dec. 31, 2014
Finite-Lived Intangible Assets [Line Items]
Amortization of acquisition-related intangible assets	$ 33.9	$ 8.2
Finite-Lived Intangible Assets, Gross	802.9		802.9
In Process Research and Development [Member]
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Assets, Gross	$ 59.9		$ 61.5

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Background And Basis Of Presentation

3 Months Ended

Apr. 03, 2015

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Background And Basis Of Presentation

Background and Basis of Presentation

ON Semiconductor Corporation, together with its wholly-owned and majority-owned subsidiaries ("ON Semiconductor" or the "Company"), uses a thirteen-week fiscal quarter accounting period for the first three fiscal quarters of each year, with the first quarter of 2015 ending on April 3, 2015, and each fiscal year ending on December 31. The three months ended April 3, 2015 and March 28, 2014 contained 93 and 87 days, respectively. As of April 3, 2015, the Company was organized into four operating segments, which also represent its four reporting segments: Application Products Group, Standard Products Group, System Solutions Group, and Image Sensor Group. Additional details on our reportable segments are included in Note 15: “Segment Information.”

The accompanying unaudited financial statements as of, and for the three months ended, April 3, 2015 have been prepared in accordance with generally accepted accounting principles in the United States of America for unaudited interim financial information. Accordingly, the unaudited financial statements do not include all of the information and footnotes required by generally accepted accounting principles in the United States of America for audited financial statements. The balance sheet as of December 31, 2014 was derived from the Company's audited financial statements but does not include all disclosures required by accounting principles generally accepted in the United States of America for audited financial statements. In the opinion of the Company's management, the interim information includes all adjustments, consisting only of normal recurring adjustments, necessary for a fair statement of the results for the interim periods. The footnote disclosures related to the interim financial information included herein are also unaudited. Such financial information should be read in conjunction with the consolidated financial statements and related notes thereto for the year ended December 31, 2014 included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2014 (“2014 Form 10-K”). Financial results for interim periods are not necessarily indicative of the results of operations that may be expected for a full fiscal year. The Company expanded certain prior year amounts in our unaudited consolidated financial statements to conform to the current year presentation.

Use of Estimates

The preparation of financial statements in accordance with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amount of assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Significant estimates have been used by management in conjunction with the following: (i) measurement of valuation allowances relating to trade receivables, inventories and deferred tax assets; (ii) estimates of future payouts for customer incentives and allowances, warranties, and restructuring activities; (iii) assumptions surrounding future pension obligations; (iv) fair values of share-based compensation and of financial instruments (including derivative financial instruments); (v) evaluations of uncertain tax positions; (vi) estimates and assumptions used in connection with business combinations; and (vii) future cash flows used to assess and test for impairment of goodwill and long-lived assets, if applicable. Actual results could differ from these estimates.

Retrospective Measurement Period Adjustments

During the quarter ended April 3, 2015, the Company finalized the purchase price allocation of Aptina, Inc. ("Aptina") and, as a result, retrospectively adjusted its Consolidated Balance Sheet and related information as of December 31, 2014 for an immaterial amount as follows (in millions, see Note 3: "Acquisitions" for additional information):

	As of December 31, 2014
	As Reported		Revision			As Revised
Goodwill	$	264.7	$	(0.9	)	$	263.8
Intangible assets, net	$	457.6	$	0.9		$	458.5

Revision of Previously-Issued Financial Statements

As disclosed in the 2014 Form 10-K, the Company identified errors in its financial statements for first three quarters of the fiscal year ended December 31, 2014, as included in the Company's 2014 quarterly reports on Form 10-Q, and decided to revise its previously issued financial statements to record a deferred tax asset in a foreign subsidiary during a prior period and to make adjustments in each successive period related to the foreign currency exchange rate changes associated with that item. The interim period ended March 28, 2014 also includes revised amounts from a change in the application of an accounting convention related to manufacturing variances.

The Company assessed the effect of the above errors in the aggregate on prior periods’ financial statements in accordance with the SEC’s Staff Accounting Bulletins No. 99 and 108 and, based on an analysis of quantitative and qualitative factors, determined that the errors were not material to any of the Company’s prior interim and annual financial statements. The financial statements for the three months ended March 28, 2014 included in this Form 10-Q are revised as described below for those adjustments and should be read in conjunction with Item 8, “Financial Statements and Supplementary Data” disclosed in the 2014 Form 10-K, filed with the SEC on February 27, 2015.

All financial information contained in the accompanying notes to these unaudited consolidated financial statements have been revised to reflect the correction of these errors.

The following tables present the effect of the aforementioned revisions on the Company’s consolidated statements of operations and comprehensive income for the quarter ended March 28, 2014 (in millions, except per share data):

	Quarter ended March 28, 2014
	As Reported		Revision		As Revised
Cost of revenues (exclusive of amortization shown below)	455.7		2.6		458.3
Gross profit	250.8		(2.6	)	248.2
Operating income	73.3		(2.6	)	70.7
Other	(0.6	)	(0.1	)	(0.7	)
Other income (expenses), net	(8.5	)	(0.1	)	(8.6	)
Income before income taxes	64.8		(2.7	)	62.1
Net income	58.6		(2.7	)	55.9
Net income attributable to ON Semiconductor Corporation	58.4		(2.7	)	55.7
Comprehensive income	59.6		(2.7	)	56.9
Comprehensive income attributable to ON Semiconductor Corporation	59.4		(2.7	)	56.7

The following tables present the effect of the aforementioned revisions on the Company’s consolidated statement of cash flows for the quarter ended March 28, 2014 (in millions). There was no impact to total cash flows from operating activities as a result of the errors or revisions:

	Quarter ended March 28, 2014
	As Reported			Revision			As Revised
Cash flows from operating activities:
Net income	$	58.6		$	(2.7	)	$	55.9
Adjustments to reconcile net income to net cash provided by operating activities:
Change in deferred taxes	1.8			0.1			1.9
Changes in assets and liabilities (exclusive of the impact of acquisitions):
Inventories	(8.8		)	2.6			(6.2		)

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Earnings per Share and Equity (Income per Share Calculations) (Details) (USD $) In Millions, except Per Share data, unless otherwise specified	3 Months Ended
	Apr. 03, 2015	Mar. 28, 2014
Earnings Per Share [Abstract]
Net income attributable to ON Semiconductor Corporation	$ 55.1	$ 55.7
Basic weighted average common shares outstanding	431.4	440.4
Dilutive effect of share-based awards	5.7	4.1
Incremental Common Shares Attributable to Dilutive Effect of Conversion of Debt Securities	2.8	0
Diluted weighted average common shares outstanding	439.9	444.5
Basic (in dollars per share)	$ 0.13	$ 0.13
Diluted (in dollars per share)	$ 0.13	$ 0.13

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Changes in Accumulated Other Comprehensive Loss (Tables)

3 Months Ended

Apr. 03, 2015

Equity [Abstract]

Schedule of Accumulated Other Comprehensive Loss

Amounts comprising the Company's accumulated other comprehensive loss and reclassifications for the quarter ended April 3, 2015 are as follows (net of tax of $0, in millions):

	Foreign Currency Translation Adjustments			Effects of Cash Flow Hedges			Gains and Losses on Available-for-Sale Securities			Total
Balance as of December 31, 2014	$	(42.5	)	$	(3.5	)	$	4.5		$	(41.5	)
Other comprehensive income (loss) prior to reclassifications	—			1.6			(0.7		)	0.9
Amounts reclassified from accumulated other comprehensive loss	—			(1.8		)	(3.4		)	(5.2		)
Net current period other comprehensive loss	—			(0.2		)	(4.1		)	(4.3		)
Balance as of April 3, 2015	$	(42.5	)	$	(3.7	)	$	0.4		$	(45.8	)

Amounts which were reclassified from accumulated other comprehensive loss to the Company's Consolidated Statements of Operations and Comprehensive Income during the quarters ended April 3, 2015 and March 28, 2014, respectively, were as follows (net of tax of $0, in millions):

	Amounts Reclassified from Accumulated Other Comprehensive Loss
	Quarter Ended April 3, 2015			Quarter Ended March 28, 2014			Affected Line Item Where Net Income is Presented
Effects of cash flow hedges	$	(1.8	)	$	(1.3	)	Cost of revenues
Gains and Losses on Available-for-Sale Securities	(3.4		)	—			Other income and expense
Total reclassifications	$	(5.2	)	$	(1.3	)

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Share-Based Compensation (Additional Information On Stock Options Outstanding) (Details) (USD $) In Millions, except Per Share data, unless otherwise specified	Apr. 03, 2015
Option Price Less Than Closing Price Of Common Stock At End Of Quarter [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Number of Shares, Exercisable	5.0
Weighted Average Exercise Price, Exercisable	$ 7.93
Number of Shares, Unexercisable	1.1
Weighted Average Exercise Price, Unexercisable	$ 7.10
Number of Shares, Total	6.1
Weighted Average Exercise Price, Total	$ 7.78
Option Price Above Closing Price Of Common Stock At End Of Quarter [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Number of Shares, Exercisable	0
Weighted Average Exercise Price, Exercisable	$ 0.00
Number of Shares, Unexercisable	0
Weighted Average Exercise Price, Unexercisable	$ 0.00
Number of Shares, Total	0
Weighted Average Exercise Price, Total	$ 0.00
Total Outstanding [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Number of Shares, Exercisable	5.0
Weighted Average Exercise Price, Exercisable	$ 7.93
Number of Shares, Unexercisable	1.1
Weighted Average Exercise Price, Unexercisable	$ 7.10
Number of Shares, Total	6.1
Weighted Average Exercise Price, Total	$ 7.78

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Subsequent Events

3 Months Ended

Apr. 03, 2015

Subsequent Events [Abstract]

Subsequent Events

Subsequent Events

On May 1, 2015 the Company and its wholly-owned subsidiary, Semiconductor Components Industries, LLC, entered into a $1.0 billion, five-year senior revolving credit facility which expands its existing $800 million revolving credit facility. The expanded revolving credit facility amends the Company’s credit agreement, dated as of October 10, 2013 and resets the five-year maturity date. The credit facility may be used for general corporate purposes.

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Supplemental Disclosures (Tables)

3 Months Ended

Apr. 03, 2015

Supplemental Cash Flow Elements [Abstract]

Schedule of Cash Flow, Supplemental Disclosures

Certain of the Company's non-cash activities along with cash payments for interest and income taxes are as follows (in millions):

	Quarter Ended
	April 3, 2015			March 28, 2014
Non-cash activities:
Capital expenditures in accounts payable	$	98.6		$	54.8
Equipment acquired or refinanced through capital leases	$	0.6		$	0.4
Cash (received) paid for:
Interest income	$	(0.3	)	$	(0.2	)
Interest expense	$	5.7		$	2.8
Income taxes	$	5.4		$	5.3

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Background And Basis Of Presentation (Tables)

3 Months Ended

Apr. 03, 2015

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Retrospective Measurement Period Adjustments

The following tables present the effect of the aforementioned revisions on the Company’s consolidated statement of cash flows for the quarter ended March 28, 2014 (in millions). There was no impact to total cash flows from operating activities as a result of the errors or revisions:

	Quarter ended March 28, 2014
	As Reported			Revision			As Revised
Cash flows from operating activities:
Net income	$	58.6		$	(2.7	)	$	55.9
Adjustments to reconcile net income to net cash provided by operating activities:
Change in deferred taxes	1.8			0.1			1.9
Changes in assets and liabilities (exclusive of the impact of acquisitions):
Inventories	(8.8		)	2.6			(6.2		)

During the quarter ended April 3, 2015, the Company finalized the purchase price allocation of Aptina, Inc. ("Aptina") and, as a result, retrospectively adjusted its Consolidated Balance Sheet and related information as of December 31, 2014 for an immaterial amount as follows (in millions, see Note 3: "Acquisitions" for additional information):

	As of December 31, 2014
	As Reported		Revision			As Revised
Goodwill	$	264.7	$	(0.9	)	$	263.8
Intangible assets, net	$	457.6	$	0.9		$	458.5

The following tables present the effect of the aforementioned revisions on the Company’s consolidated statements of operations and comprehensive income for the quarter ended March 28, 2014 (in millions, except per share data):

	Quarter ended March 28, 2014
	As Reported		Revision		As Revised
Cost of revenues (exclusive of amortization shown below)	455.7		2.6		458.3
Gross profit	250.8		(2.6	)	248.2
Operating income	73.3		(2.6	)	70.7
Other	(0.6	)	(0.1	)	(0.7	)
Other income (expenses), net	(8.5	)	(0.1	)	(8.6	)
Income before income taxes	64.8		(2.7	)	62.1
Net income	58.6		(2.7	)	55.9
Net income attributable to ON Semiconductor Corporation	58.4		(2.7	)	55.7
Comprehensive income	59.6		(2.7	)	56.9
Comprehensive income attributable to ON Semiconductor Corporation	59.4		(2.7	)	56.7

Please refer to the chart below for the impact of the corrections to the Condensed Consolidating Statement of Operations for the quarter ended March 28, 2014 (in millions):

	Issuer			Guarantor Subsidiaries
	ON Semiconductor Corporation			SCI LLC			Other Subsidiaries		Non-Guarantor Subsidiaries			Eliminations		Total
Total change in gross profit	—			—			—		(2.6		)	—		(2.6		)
Total change in operating income	—			—			—		(2.6		)	—		(2.6		)
Total change in other income (expense), net	(2.7		)	(2.7		)	—		(0.1		)	5.4		(0.1		)
Total change in net income attributable to ON Semiconductor Corporation	$	(2.7	)	$	(2.7	)	$	—	$	(2.7	)	$	5.4	$	(2.7	)
Total change in comprehensive income attributable to ON Semiconductor Corporation	$	(2.7	)	$	(2.7	)	$	—	$	(2.7	)	$	5.4	$	(2.7	)

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Commitments And Contingencies (Narrative) (Details) (USD $) In Millions, unless otherwise specified	Apr. 03, 2015	Dec. 31, 2014
Loss Contingencies [Line Items]
Line of Credit Facility, Current Borrowing Capacity	$ 40.0
Credit commitment outstanding	0.2
Outstanding guarantees and letters of credit	5.7
Guarantees related to capital lease obligations	117.5
Long-term Debt	1,162.8	1,192.6
Unsecured Loan with SMBC [Member]
Loss Contingencies [Line Items]
Long-term Debt	$ 217.1	$ 235.9

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Recent Accounting Pronouncements

3 Months Ended

Apr. 03, 2015

Accounting Policies [Abstract]

Recent Accounting Pronouncements

Recent Accounting Pronouncements

ASU No. 2015-03 - "Simplifying the Presentation of Debt Issuance Costs" ("ASU 2015-03")

In April 2015, the FASB issued ASU 2015-03, which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The new standard is effective for fiscal years beginning after December 15, 2015 and interim periods within those fiscal years. Early adoption is permitted for financial statements that have not been previously issued. The Company has not elected early adoption and does not expect the adoption of ASU 2015-03 to have a material impact on its Consolidated Financial Statements.

ASU No. 2014-09 - “Revenue from Contracts with Customers (Topic 606)” (“ASU 2014-09”)

In May 2014, the FASB issued ASU 2014-09, which applies to any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of non-financial assets, unless those contracts are within the scope of other standards, superceding the revenue recognition requirements in Topic 605. Pursuant to ASU 2014-09, an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange, as applied through a multi-step process to achieve that core principle. The new standard is effective for reporting periods beginning after December 15, 2016 and early adoption is not permitted. Subsequently, the FASB proposed a deferral that would require public entities to apply the amendments in ASU 2014-09 for annual reporting periods beginning after December 15, 2017, including interim reporting periods therein, that would also permit entities to elect to adopt the amendments as of the original effective date. The Company is currently evaluating the impact that the adoption of ASU 2014-09 may have on its Consolidated Financial Statements.

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Consolidated Balance Sheet (Parenthetical) (USD $)	Apr. 03, 2015	Dec. 31, 2014
Stockholders' Equity:
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized	750,000,000	750,000,000
Common stock, shares issued	530,699,973	524,615,562
Common stock, shares outstanding	430,638,928	434,100,017
Treasury stock, shares	100,061,045	90,515,545

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Financial Instruments

3 Months Ended

Apr. 03, 2015

Investments, All Other Investments [Abstract]

Financial Instruments

Financial Instruments

Foreign Currencies

As a multinational business, the Company’s transactions are denominated in a variety of currencies. When appropriate, the Company uses forward foreign currency contracts to reduce its overall exposure to the effects of currency fluctuations on its results of operations and cash flows. The Company’s policy prohibits trading in currencies for which there are no underlying exposures, or entering into trades for any currency to intentionally increase the underlying exposure.

The Company primarily hedges existing assets and liabilities associated with transactions currently on its balance sheet, which are undesignated hedges for accounting purposes.

As of April 3, 2015 and December 31, 2014, the Company had net outstanding foreign exchange contracts with net notional amounts of $113.0 million and $145.7 million, respectively. Such contracts were obtained through financial institutions and were scheduled to mature within one to three months from the time of purchase. Management believes that these financial instruments should not subject the Company to increased risks from foreign exchange movements because gains and losses on these contracts should offset losses and gains on the underlying assets, liabilities and transactions to which they are related.

The following summarizes the Company’s net foreign exchange positions in U.S. dollars as of April 3, 2015 and December 31, 2014 (in millions):

	April 3, 2015					December 31, 2014
	Buy (Sell)			Notional Amount		Buy (Sell)			Notional Amount
Euro	$	(21.8	)	$	21.8	$	(31.2	)	$	31.2
Japanese Yen	(18.5		)	18.5		(42.1		)	42.1
Malaysian Ringgit	32.8			32.8		39.2			39.2
Philippine Peso	16.7			16.7		16.7			16.7
Other Currencies	17.2			23.2		11.1			16.5
	$	26.4		$	113.0	$	(6.3	)	$	145.7

The Company is exposed to credit-related losses if counterparties to its foreign exchange contracts fail to perform their obligations. As of April 3, 2015, the counterparties to the Company’s foreign exchange contracts are held at financial institutions which the Company believes to be highly rated, and no credit-related losses are anticipated. Amounts receivable or payable under the contracts are included in other current assets or accrued expenses in the accompanying Consolidated Balance Sheet. For the quarters ended April 3, 2015 and March 28, 2014, realized and unrealized foreign currency transactions totaled a $0.1 million gain and a $0.9 million loss, respectively, which is included in other income and expenses in the Company's consolidated statements of operations and comprehensive income.

Cash Flow Hedges

The Company is exposed to global market risks associated with fluctuations in interest rates and foreign currency exchange rates. The Company addresses these risks through controlled management that includes the use of derivative financial instruments to economically hedge or reduce these exposures. The Company does not enter into derivative financial instruments for trading or speculative purposes.

The purpose of the Company's foreign currency hedging activities is to protect the Company from the risk that the eventual cash flows resulting from transactions in foreign currencies will be adversely affected by changes in exchange rates. The Company enters into forward contracts that are designated as foreign-currency cash flow hedges of selected forecasted payments denominated in currencies other than U.S. dollars. All the contracts mature within 12 months and upon maturity, the amount recorded in accumulated other comprehensive income is reclassified into earnings. The Company documents all relationships between designated hedging instruments and hedged items, as well as its risk management objective and strategy for undertaking hedge transactions.

All derivatives are recognized on the balance sheet at their fair value and classified based on the instrument's maturity date. The total notional amount of outstanding derivatives designated as cash flow hedges as of April 3, 2015 was approximately $64.0 million, which is primarily composed of cash flow hedges for Malaysian Ringgit/U.S. dollar and Philippine Peso/U.S. dollar currency pairs.

For the quarter ended April 3, 2015, the Company recorded a net loss of $1.8 million associated with cash flow hedges recognized as a component of cost of revenues. As of April 3, 2015, the Company had a $3.8 million liability balance for contracts designated as cash flow hedging instruments. As of December 31, 2014, the Company had a $3.5 million liability balance for contracts designated as cash flow hedging instruments that were classified as other liabilities.

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Document And Entity Information	3 Months Ended
	Apr. 03, 2015	Apr. 29, 2015
Document And Entity Information [Abstract]
Entity Registrant Name	ON Semiconductor Corporation
Entity Central Index Key	0001097864
Current Fiscal Year End	--12-31
Entity Filer Category	Large Accelerated Filer
Document Type	10-Q
Document Period End Date	Apr. 03, 2015
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2015
Amendment Flag	false
Entity Common Stock, Shares Outstanding		429,207,959

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Changes in Accumulated Other Comprehensive Loss

3 Months Ended

Apr. 03, 2015

Equity [Abstract]

Changes in Accumulated Other Comprehensive Loss

Changes in Accumulated Other Comprehensive Loss

Amounts comprising the Company's accumulated other comprehensive loss and reclassifications for the quarter ended April 3, 2015 are as follows (net of tax of $0, in millions):

	Foreign Currency Translation Adjustments			Effects of Cash Flow Hedges			Gains and Losses on Available-for-Sale Securities			Total
Balance as of December 31, 2014	$	(42.5	)	$	(3.5	)	$	4.5		$	(41.5	)
Other comprehensive income (loss) prior to reclassifications	—			1.6			(0.7		)	0.9
Amounts reclassified from accumulated other comprehensive loss	—			(1.8		)	(3.4		)	(5.2		)
Net current period other comprehensive loss	—			(0.2		)	(4.1		)	(4.3		)
Balance as of April 3, 2015	$	(42.5	)	$	(3.7	)	$	0.4		$	(45.8	)

Amounts which were reclassified from accumulated other comprehensive loss to the Company's Consolidated Statements of Operations and Comprehensive Income during the quarters ended April 3, 2015 and March 28, 2014, respectively, were as follows (net of tax of $0, in millions):

	Amounts Reclassified from Accumulated Other Comprehensive Loss
	Quarter Ended April 3, 2015			Quarter Ended March 28, 2014			Affected Line Item Where Net Income is Presented
Effects of cash flow hedges	$	(1.8	)	$	(1.3	)	Cost of revenues
Gains and Losses on Available-for-Sale Securities	(3.4		)	—			Other income and expense
Total reclassifications	$	(5.2	)	$	(1.3	)

Included in accumulated other comprehensive loss as of April 3, 2015 is approximately $13.3 million of foreign currency translation losses related to the Company’s subsidiary that owns the KSS facility, which utilizes the Japanese Yen as its functional currency. In connection with the previously announced restructuring plan, the Company intends to liquidate the legal entity. Upon the substantial liquidation of the KSS entity, the Company will evaluate the need to release any amount remaining in accumulated other comprehensive income to its results of operations, as required by the appropriate accounting standards.

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Segment Information (Reconciliations Of Segment Gross Profit And Segment Operating Income) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Apr. 03, 2015	Mar. 28, 2014
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Segment Reporting Information Gross Profit	$ 309.0	$ 257.3
Gross profit for reportable segments	300.4	248.2
Unallocated Amount to Segment [Member]
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Other unallocated manufacturing costs	$ (8.6)	$ (9.1)

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Consolidated Statements Of Operations and Comprehensive Income (USD $) In Millions, except Per Share data, unless otherwise specified	3 Months Ended
	Apr. 03, 2015	Mar. 28, 2014
Income Statement [Abstract]
Revenues	$ 870.8	$ 706.5
Cost of revenues (exclusive of amortization shown below)	570.4	458.3
Gross profit	300.4	248.2
Operating expenses:
Research and development	100.4	78.1
Selling and marketing	53.3	44.4
General and administrative	46.7	41.0
Amortization of acquisition-related intangible assets	33.9	8.2
Restructuring, asset impairments and other, net	(2.3)	5.8
Total operating expenses	232.0	177.5
Operating income	68.4	70.7
Other income (expense), net:
Interest expense	(9.2)	(8.1)
Interest income	0.3	0.2
Other	3.7	(0.7)
Other income (expense), net	(5.2)	(8.6)
Income before income taxes	63.2	62.1
Income tax provision	(7.4)	(6.2)
Net income	55.8	55.9
Less: Net income attributable to non-controlling interest	(0.7)	(0.2)
Net income attributable to ON Semiconductor Corporation	55.1	55.7
Comprehensive income (loss), net of tax:
Foreign currency translation adjustments	0	(0.4)
Effects of cash flow hedges	(0.2)	1.4
Reclassification of unrealized gain on available-for-sale securities	(4.1)	0
Other comprehensive (loss) income, net of tax of $0.0 million	(4.3)	1.0
Comprehensive income	51.5	56.9
Comprehensive income attributable to non-controlling interest	(0.7)	(0.2)
Comprehensive income attributable to ON Semiconductor Corporation	$ 50.8	$ 56.7
Net income per common share attributable to ON Semiconductor Corporation:
Basic (in dollars per share)	$ 0.13	$ 0.13
Diluted (in dollars per share)	$ 0.13	$ 0.13
Weighted average common shares outstanding:
Basic (in shares)	431.4	440.4
Diluted (in shares)	439.9	444.5

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Long-Term Debt

3 Months Ended

Apr. 03, 2015

Long-term Debt, Unclassified [Abstract]

Long-Term Debt

Long-Term Debt

The Company's long-term debt consists of the following (annualized rates, dollars in millions):

	April 3, 2015			December 31, 2014
Senior Revolving Credit Facility due 2018, interest payable monthly at 1.69% and quarterly at 1.69%, respectively	$	350.0		$	350.0
Loan with Japanese bank due 2015 through 2018, interest payable quarterly at 2.02% and 2.01%, respectively (1)	217.1			235.9
2.625% Notes, Series B (net of discount of $12.9 million and $14.7 million, respectively) (2)	344.0			342.2
Loan with Hong Kong bank, interest payable weekly at 1.43% and 1.92%, respectively (3)	35.0			35.0
Loans with Philippine bank due 2015 through 2019, interest payable monthly and quarterly at an average rate of 2.39% and 2.37%, respectively (4)	45.4			54.2
Loan with Singapore bank, interest payable weekly at 1.43% and 1.42%, respectively (3)	20.0			20.0
U.S. real estate mortgages payable monthly through 2019 at an average rate of 3.35% (5)	53.6			54.8
U.S. equipment financing payable monthly through 2016 at 2.94% (6)	3.6			4.8
Canada equipment financing payable monthly through 2017 at 3.81% (6)	3.7			4.2
Canada revolving line of credit, interest payable quarterly at 1.86% and 1.84%, respectively (7)	15.0			15.0
Malaysia revolving line of credit, interest payable quarterly at 1.72% and 1.71%, respectively (7)	25.0			25.0
Vietnam revolving line of credit, interest payable quarterly and annually at an average rate of 1.76% and 1.87%, respectively (7)	17.1			10.7
Capital lease obligations	33.3			40.8
Long-term debt, including current maturities	1,162.8			1,192.6
Less: Current maturities	(212.6		)	(209.6		)
Long-term debt	$	950.2		$	983.0

_______________________

(1) This loan represents SCI LLC's non-collateralized loan with SMBC, which is guaranteed by the Company.

(2) Interest is payable on June 15 and December 15 of each year at 2.625% annually. The 2.625% Notes, Series B may be put back to the Company at the option of the holders of the notes on December 15 of 2016 and 2021 or called at the option of the Company on or after December 20, 2016.

(3) Debt arrangement collateralized by accounts receivable.

(4) $7.5 million non-collateralized and $37.9 million collateralized by equipment and $15.0 million non-collateralized and $39.2 million collateralized by equipment, respectively.

(5) Debt arrangement collateralized by real estate, including certain of our facilities in Oregon and Idaho.

(6) Debt arrangement collateralized by equipment.

(7) Non-collateralized debt arrangement.

Expected maturities relating to the Company’s long-term debt as of April 3, 2015 are as follows (in millions):

Period	Expected Maturities
Remainder of 2015	$	177.9
2016	426.6
2017	53.5
2018	482.9
2019	34.8
Thereafter	—
Total	$	1,175.7

For purposes of the table above, the 2.625% Notes, Series B are assumed to mature at the earliest put date.

For additional information with respect to the Company's long-term debt, see Note 8: "Long-Term Debt" of the notes to the Company's audited Consolidated Financial Statements included in Part IV, Item 15 of the 2014 Form 10-K.

Debt Guarantees

ON Semiconductor was the sole issuer of the 2.625% Notes, Series B. See Note 16: "Guarantor and Non-Guarantor Statements" for the condensed consolidated financial information for the issuer of the 2.625% Notes, Series B, the guarantor subsidiaries and the non-guarantor subsidiaries.

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Balance Sheet Information

3 Months Ended

Apr. 03, 2015

Balance Sheet Related Disclosures [Abstract]

Balance Sheet Information

Balance Sheet Information

Certain amounts included in the Company's balance sheet as of April 3, 2015 and December 31, 2014 consist of the following (dollars in millions):

	April 3, 2015			December 31, 2014
Receivables, net:
Accounts receivable	$	456.6		$	419.1
Less: Allowance for doubtful accounts	(2.1		)	(1.6		)
	$	454.5		$	417.5
Inventories:
Raw materials	$	88.7		$	119.7
Work in process	418.0			365.5
Finished goods	240.2			244.7
	$	746.9		$	729.9
Other current assets (1):
Prepaid expenses	$	28.6		$	28.7
Value added and other income tax receivables	24.5			40.4
Other	75.0			71.5
	$	128.1		$	140.6
Property, plant and equipment, net:
Land	$	46.3		$	46.1
Buildings	493.2			484.3
Machinery and equipment	2,206.7			2,165.0
Total property, plant and equipment	2,746.2			2,695.4
Less: Accumulated depreciation	(1,537.8		)	(1,491.5		)
	$	1,208.4		$	1,203.9
Accrued expenses:
Accrued payroll	$	102.2		$	117.0
Sales related reserves	74.6			65.8
Restructuring reserves	2.2			3.4
Accrued pension liability	0.1			0.2
Accrued interest	3.1			1.8
Other	100.4			99.7
	$	282.6		$	287.9

(1) Included in other current assets are approximately $0.8 million of fixed assets which are held-for-sale as of April 3, 2015.

Warranty Reserves

Activity related to the Company's warranty reserves for the quarter ended April 3, 2015 and March 28, 2014 is as follows (in millions):

	Quarter Ended
	April 3, 2015			March 28, 2014
Beginning Balance	$	5.5		$	6.0
Provision	0.1			0.4
Usage	(0.4		)	(0.2		)
Ending Balance	$	5.2		$	6.2

Defined Benefit Plans

The Company maintains defined benefit plans for certain of its foreign subsidiaries. The Company recognizes the aggregate amount of all overfunded plans as assets and the aggregate amount of all underfunded plans as liabilities in its financial statements. As of April 3, 2015, the total accrued pension liability for underfunded plans was approximately $94.6 million, of which the current portion of $0.1 million was classified as accrued expenses. As of December 31, 2014, the total accrued pension liability for underfunded plans was $96.1 million, of which the current portion of $0.2 million was classified as accrued expenses.

The components of the Company's net periodic pension expense for the quarters ended April 3, 2015 and March 28, 2014 are as follows (in millions):

	Quarter Ended
	April 3, 2015			March 28, 2014
Service cost	$	2.2		$	2.5
Interest cost	1.0			1.5
Expected return on plan assets	(0.9		)	(0.9		)
Curtailment gain	—			(2.8		)
Total net periodic pension cost	$	2.3		$	0.3

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Recent Accounting Pronouncements (Policies)

3 Months Ended

Apr. 03, 2015

Accounting Policies [Abstract]

Use of Estimates, Policy [Policy Text Block]

Use of Estimates

The preparation of financial statements in accordance with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amount of assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Significant estimates have been used by management in conjunction with the following: (i) measurement of valuation allowances relating to trade receivables, inventories and deferred tax assets; (ii) estimates of future payouts for customer incentives and allowances, warranties, and restructuring activities; (iii) assumptions surrounding future pension obligations; (iv) fair values of share-based compensation and of financial instruments (including derivative financial instruments); (v) evaluations of uncertain tax positions; (vi) estimates and assumptions used in connection with business combinations; and (vii) future cash flows used to assess and test for impairment of goodwill and long-lived assets, if applicable. Actual results could differ from these estimates.

Recent Accounting Pronouncements

ASU No. 2015-03 - "Simplifying the Presentation of Debt Issuance Costs" ("ASU 2015-03")

In April 2015, the FASB issued ASU 2015-03, which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The new standard is effective for fiscal years beginning after December 15, 2015 and interim periods within those fiscal years. Early adoption is permitted for financial statements that have not been previously issued. The Company has not elected early adoption and does not expect the adoption of ASU 2015-03 to have a material impact on its Consolidated Financial Statements.

ASU No. 2014-09 - “Revenue from Contracts with Customers (Topic 606)” (“ASU 2014-09”)

In May 2014, the FASB issued ASU 2014-09, which applies to any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of non-financial assets, unless those contracts are within the scope of other standards, superceding the revenue recognition requirements in Topic 605. Pursuant to ASU 2014-09, an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange, as applied through a multi-step process to achieve that core principle. The new standard is effective for reporting periods beginning after December 15, 2016 and early adoption is not permitted. Subsequently, the FASB proposed a deferral that would require public entities to apply the amendments in ASU 2014-09 for annual reporting periods beginning after December 15, 2017, including interim reporting periods therein, that would also permit entities to elect to adopt the amendments as of the original effective date. The Company is currently evaluating the impact that the adoption of ASU 2014-09 may have on its Consolidated Financial Statements.

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Supplemental Disclosures

3 Months Ended

Apr. 03, 2015

Supplemental Cash Flow Elements [Abstract]

Cash Flow, Supplemental Disclosures

Supplemental Disclosures

Supplemental Disclosure of Cash Flow Information

Certain of the Company's non-cash activities along with cash payments for interest and income taxes are as follows (in millions):

	Quarter Ended
	April 3, 2015			March 28, 2014
Non-cash activities:
Capital expenditures in accounts payable	$	98.6		$	54.8
Equipment acquired or refinanced through capital leases	$	0.6		$	0.4
Cash (received) paid for:
Interest income	$	(0.3	)	$	(0.2	)
Interest expense	$	5.7		$	2.8
Income taxes	$	5.4		$	5.3

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Guarantor and Non-Guarantor Statements (Notes To Consolidated Statement of Operations And Comprehensive Income) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Apr. 03, 2015	Mar. 28, 2014
Condensed Financial Statements, Captions [Line Items]
Revenues	$ 870.8	$ 706.5
Cost of revenues	570.4	458.3
Gross profit	300.4	248.2
Operating expenses:
Research and development	100.4	78.1
Selling and marketing	53.3	44.4
General and administrative	46.7	41.0
Amortization of acquisition-related intangible assets	33.9	8.2
Restructuring, asset impairments and other, net	(2.3)	5.8
Total operating expenses	232.0	177.5
Operating income	68.4	70.7
Interest expense	(9.2)	(8.1)
Interest income	0.3	0.2
Other	3.7	(0.7)
Equity in earnings	0	0
Other income (expense), net	(5.2)	(8.6)
Income before income taxes	63.2	62.1
Income tax benefit (provision)	(7.4)	(6.2)
Net income	55.8	55.9
Net income attributable to non-controlling interest	(0.7)	(0.2)
Net income attributable to ON Semiconductor Corporation	55.1	55.7
Comprehensive income attributable to ON Semiconductor Corporation	50.8	56.7
Issuer [Member]
Condensed Financial Statements, Captions [Line Items]
Revenues	0	0
Cost of revenues	0	0
Gross profit	0	0
Operating expenses:
Research and development	0	0
Selling and marketing	0	0
General and administrative	0	0
Amortization of acquisition-related intangible assets	0	0
Restructuring, asset impairments and other, net	0	0
Total operating expenses	0	0
Operating income	0	0
Interest expense	(4.4)	(4.0)
Interest income	0	0
Other	0	0
Equity in earnings	59.5	59.7
Other income (expense), net	55.1	55.7
Income before income taxes	55.1	55.7
Income tax benefit (provision)	0	0
Net income	55.1	55.7
Net income attributable to non-controlling interest	0	0
Net income attributable to ON Semiconductor Corporation	55.1	55.7
Comprehensive income attributable to ON Semiconductor Corporation	50.8	56.7
SCI LLC [Member]
Condensed Financial Statements, Captions [Line Items]
Revenues	202.2	170.0
Cost of revenues	154.3	139.4
Gross profit	47.9	30.6
Operating expenses:
Research and development	32.3	12.2
Selling and marketing	26.4	19.3
General and administrative	14.9	13.2
Amortization of acquisition-related intangible assets	3.5	3.7
Restructuring, asset impairments and other, net	(0.8)	0.4
Total operating expenses	76.3	48.8
Operating income	(28.4)	(18.2)
Interest expense	(2.5)	(3.5)
Interest income	0.1	0.1
Other	(1.7)	(0.6)
Equity in earnings	93.9	95.9
Other income (expense), net	89.8	91.9
Income before income taxes	61.4	73.7
Income tax benefit (provision)	(0.8)	5.7
Net income	60.6	79.4
Net income attributable to non-controlling interest	0	0
Net income attributable to ON Semiconductor Corporation	60.6	79.4
Comprehensive income attributable to ON Semiconductor Corporation	56.3	80.6
Other Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Revenues	4.2	3.9
Cost of revenues	0.2	0.2
Gross profit	4.0	3.7
Operating expenses:
Research and development	3.3	3.0
Selling and marketing	0.2	0.2
General and administrative	0.3	0.3
Amortization of acquisition-related intangible assets	0	0
Restructuring, asset impairments and other, net	0	0
Total operating expenses	3.8	3.5
Operating income	0.2	0.2
Interest expense	0	0
Interest income	0	0
Other	0	0
Equity in earnings	2.7	0.6
Other income (expense), net	2.7	0.6
Income before income taxes	2.9	0.8
Income tax benefit (provision)	0	0
Net income	2.9	0.8
Net income attributable to non-controlling interest	0	0
Net income attributable to ON Semiconductor Corporation	2.9	0.8
Comprehensive income attributable to ON Semiconductor Corporation	2.9	0.8
Non-Guarantor Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Revenues	1,128.9	974.1
Cost of revenues	879.4	759.3
Gross profit	249.5	214.8
Operating expenses:
Research and development	64.8	62.9
Selling and marketing	26.7	24.9
General and administrative	31.5	27.5
Amortization of acquisition-related intangible assets	31.5	5.5
Restructuring, asset impairments and other, net	(1.5)	5.4
Total operating expenses	153.0	126.2
Operating income	96.5	88.6
Interest expense	(2.3)	(0.6)
Interest income	0.2	0.1
Other	5.4	(0.1)
Equity in earnings	0	0
Other income (expense), net	3.3	(0.6)
Income before income taxes	99.8	88.0
Income tax benefit (provision)	(7.9)	(11.9)
Net income	91.9	76.1
Net income attributable to non-controlling interest	0	0
Net income attributable to ON Semiconductor Corporation	91.9	76.1
Comprehensive income attributable to ON Semiconductor Corporation	87.8	75.7
Eliminations [Member]
Condensed Financial Statements, Captions [Line Items]
Revenues	(464.5)	(441.5)
Cost of revenues	(463.5)	(440.6)
Gross profit	(1.0)	(0.9)
Operating expenses:
Research and development	0	0
Selling and marketing	0	0
General and administrative	0	0
Amortization of acquisition-related intangible assets	(1.1)	(1.0)
Restructuring, asset impairments and other, net	0	0
Total operating expenses	(1.1)	(1.0)
Operating income	0.1	0.1
Interest expense	0	0
Interest income	0	0
Other	0	0
Equity in earnings	(156.1)	(156.2)
Other income (expense), net	(156.1)	(156.2)
Income before income taxes	(156.0)	(156.1)
Income tax benefit (provision)	1.3	0
Net income	(154.7)	(156.1)
Net income attributable to non-controlling interest	(0.7)	(0.2)
Net income attributable to ON Semiconductor Corporation	(155.4)	(156.3)
Comprehensive income attributable to ON Semiconductor Corporation	$ (147.0)	$ (157.1)

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Commitments And Contingencies

3 Months Ended

Apr. 03, 2015

Commitments and Contingencies Disclosure [Abstract]

Commitments And Contingencies

Commitments and Contingencies

Leases

The following represents future minimum lease obligations under non-cancelable operating leases as of April 3, 2015 (in millions):

Remainder of 2015	$	17.5
2016	19.8
2017	15.3
2018	10.8
2019	8.2
Thereafter	36.4
Total	$	108.0

Environmental Contingencies

The Company’s headquarters in Phoenix, Arizona is located on property that is a “Superfund” site, which is a property listed on the National Priorities List and subject to clean-up activities under the Comprehensive Environmental Response, Compensation, and Liability Act. Motorola and Freescale have been involved in the clean-up of on-site solvent contaminated soil and groundwater and off-site contaminated groundwater pursuant to consent decrees with the State of Arizona. As part of the Company's August 4, 1999 recapitalization (the "Recapitalization"), Motorola retained responsibility for this contamination, and Motorola and Freescale have agreed to indemnify the Company with respect to remediation costs and other costs or liabilities related to this matter.

As part of the Recapitalization, the Company received various manufacturing facilities, one of which is located in the Czech Republic. In regards to this site, the Company has ongoing remediation projects to respond to releases of hazardous substances that occurred prior to the Recapitalization during the years that this facility was operated by government-owned entities. In each case, the remediation project consists primarily of monitoring groundwater wells located on-site and off-site with additional action plans developed to respond in the event activity levels are exceeded at each of the respective locations. The government of the Czech Republic has agreed to indemnify the Company and the respective subsidiaries, subject to specified limitations, for remediation costs associated with this historical contamination. Based upon the information available, total future remediation costs to the Company are not expected to be material.

The Company’s design center in East Greenwich, Rhode Island is located on property that has localized soil contamination. In connection with the purchase of the facility, the Company entered into a settlement agreement and covenant not to sue with the State of Rhode Island. This agreement requires that remedial actions be undertaken and a quarterly groundwater monitoring program be initiated by the former owners of the property. Based on the information available, any costs to the Company in connection with this matter have not been, and are not expected to be, material.

As a result of its acquisition of AMIS, the Company is a "primary responsible party" to an environmental remediation and clean-up at AMIS's former corporate headquarters in Santa Clara, California. Costs incurred by AMIS have included implementation of the clean-up plan, operations and maintenance of remediation systems, and other project management costs. However, AMIS's former parent company, a subsidiary of Nippon Mining, contractually agreed to indemnify AMIS and the Company for any obligations relating to environmental remediation and clean-up at this location. Based on the information available, any costs to the Company in connection with this matter have not been, and are not expected to be, material.

The Company's former manufacturing location in Aizu, Japan is located on property where soil and ground water contamination has been detected.  The Company believes that the contamination originally occurred during a time when the facility was operated by a prior owner.  The Company has worked with local authorities to implement a remediation plan and expects remaining remediation costs to be covered by insurance. Based on information available, any costs to the Company in connection with this matter have not been, and are not expected to be, material.

As a result of the acquisition of Truesense, the Company, by operation of law, became a party to an Agreement With Covenant Not to Sue entered into among the New York Department of Environmental Conservation (“NYDEC”) and several companies with respect to pre-existing contamination within the business park property where Truesense is located. This agreement provides that the NYDEC would not sue or take any other action against these companies or their affiliates, subsidiaries, related entities, officers and directors, for any pre-existing environmental liabilities which occurred prior to the effective date of the agreement. Also in connection with the acquisition of Truesense, the Company has indemnification protection from Eastman Kodak Company (“Kodak”) under the 2011 asset purchase agreement between Kodak and Truesense. In that agreement, Kodak agreed to indemnify Truesense, its successors and assigns, with respect to any environmental liabilities existing prior to the closing of the Truesense/Kodak transaction. Based on the information available, any costs to the Company in connection with this matter have not been, and are not expected to be, material.

The Company was notified by the Environmental Protection Agency (“EPA”) that it has been identified as a “potentially responsible party” (“PRP”) in the Chemetco Superfund matter. Chemetco is a defunct reclamation services supplier who operated in Illinois at what is now a Superfund site. The Company used Chemetco for reclamation services. The EPA is pursuing Chemetco customers for contribution to the site cleanup activities. The Company has joined a PRP group which is cooperating with the EPA in the evaluation and funding of the cleanup. Based on the information available, any costs to the Company in connection with this matter have not been, and are not expected to be, material.

Financing Contingencies

In the normal course of business, the Company provides standby letters of credit or other guarantee instruments to certain parties initiated by either the Company or its subsidiaries, as required for transactions such as, but not limited to, purchase commitments, agreements to mitigate collection risk, leases, utilities or customs guarantees. As of April 3, 2015, the Company's senior revolving credit facility included $40.0 million of availability for the issuance of letters of credit. A $0.2 million letter of credit was outstanding under the senior revolving credit facility as of April 3, 2015. The Company also had outstanding guarantees and letters of credit outside of its senior revolving credit facility totaling $5.7 million as of April 3, 2015.

As part of obtaining financing in the normal course of business, the Company issued guarantees related to certain of its capital lease obligations, equipment financing, lines of credit and real estate mortgages, which totaled approximately $117.5 million as of April 3, 2015. The Company is also a guarantor of SCI LLC's non-collateralized loan with SMBC, which had a balance of $217.1 million as of April 3, 2015. See Note 7: "Long-Term Debt" for additional information.

Based on historical experience and information currently available, the Company believes that it will not be required to make payments under the standby letters of credit or guarantee arrangements for the foreseeable future.

Indemnification Contingencies

The Company is a party to a variety of agreements entered into in the ordinary course of business pursuant to which it may be obligated to indemnify the other parties for certain liabilities that arise out of or relate to the subject matter of the agreements. Some of the agreements entered into by the Company require it to indemnify the other party against losses due to IP infringement, property damage including environmental contamination, personal injury, failure to comply with applicable laws, the Company’s negligence or willful misconduct, or breach of representations and warranties and covenants related to such matters as title to sold assets.

The Company faces risk of exposure to warranty and product liability claims in the event that its products fail to perform as expected or such failure of its products results, or is alleged to result, in economic damage, bodily injury or property damage. In addition, if any of the Company’s designed products are alleged to be defective, the Company may be required to participate in their recall. Depending on the significance of any particular customer and other relevant factors, the Company may agree to provide more favorable rights to such customer for valid defective product claims.

The Company and its subsidiaries provide for indemnification of directors, officers and other persons in accordance with limited liability agreements, certificates of incorporation, by-laws, articles of association or similar organizational documents, as the case may be. The Company maintains directors’ and officers’ insurance, which should enable it to recover a portion of any future amounts paid.

While the Company’s future obligations under certain agreements may contain limitations on liability for indemnification, other agreements do not contain such limitations and under such agreements it is not possible to predict the maximum potential amount of future payments due to the conditional nature of the Company’s obligations and the unique facts and circumstances involved in each particular agreement. Historically, payments made by the Company under any of these indemnities have not had a material effect on the Company’s business, financial condition, results of operations or cash flows. Additionally, the Company does not believe that any amounts that it may be required to pay under these indemnities in the future will be material to the Company’s business, financial position, results of operations or cash flows.

Legal Matters

The Company is currently involved in a variety of legal matters that arise in the normal course of business. Based on information currently available, management does not believe that the ultimate resolution of these matters will have a material effect on the Company's financial condition, results of operations or cash flows. However, because of the nature and inherent uncertainties of litigation, the Company cannot guarantee the outcome of these actions.

On August 22, 2014, Collabo Innovations, Inc. filed a lawsuit in the U.S. District Court for the District of Delaware against the Company and three of its subsidiaries, all of which were acquired in the acquisition of Aptina. The complaint alleges infringement of U.S. Patent Nos. 6,166,405, 7,696,543, 5,976,907, 7,135,725 and 7,023,034 (the “Collabo Patents”) and seeks unspecified damages for past infringement. The Collabo Patents relate to CMOS image sensor products. Collabo served the complaint in December 2014, and the Company answered in April 2015. The Company disputes the claims and will defend the litigation vigorously. Based on the limited information currently available, the Company is not able to estimate what the possible loss or range of loss might be, if any. The Company will pursue its rights under the Aptina acquisition agreements to indemnification for losses that may arise out of or result from this matter.

Intellectual Property Matters

We face risk to exposure from claims of infringement of the IP rights of others. In the ordinary course of business, we receive letters asserting that our products or components breach another party’s rights, including the Collabo Patents above. These threats may seek that we make royalty payments, that we stop use of such rights, or other remedies.

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Earnings per Share and Equity (Narrative) (Details) (USD $) In Millions, except Share data, unless otherwise specified	3 Months Ended
	Apr. 03, 2015	Mar. 28, 2014	Dec. 31, 2014
Dividends Payable [Line Items]
Anti-dilutive shares	1,000,000	7,700,000
Payments of tax withholding for restricted shares	$ 11.2	$ 4.5
Common stock withheld underlying restricted stock units	900,000
Treasury stock, shares, reissued or retired during period	0
Non-controlling interest in consolidated subsidiary	21.6		20.9
Net Income (Loss) attributable to non-controlling interests	$ 0.7	$ 0.2
2.625% Notes, Series B
Dividends Payable [Line Items]
Debt Instrument, Interest Rate, Stated Percentage	2.625%		2.625%

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Earnings per Share and Equity

3 Months Ended

Apr. 03, 2015

Earnings Per Share [Abstract]

Equity

Earnings Per Share and Equity

Earnings Per Share

Calculations of net income per common share attributable to ON Semiconductor are as follows (in millions, except per share data):

	Quarter Ended
	April 3, 2015		March 28, 2014
Net income attributable to ON Semiconductor Corporation	$	55.1	$	55.7
Basic weighted average common shares outstanding	431.4		440.4
Dilutive effect of share-based awards	5.7		4.1
Dilutive effect of Convertible Notes	2.8		—
Diluted weighted average common shares outstanding	439.9		444.5
Net income per common share attributable to ON Semiconductor Corporation:
Basic	$	0.13	$	0.13
Diluted	$	0.13	$	0.13

Basic net income per common share is computed by dividing net income attributable to ON Semiconductor Corporation by the weighted average number of common shares outstanding during the period.

The number of incremental shares from the assumed exercise of stock options and assumed issuance of shares relating to restricted stock units is calculated by applying the treasury stock method. Share-based awards whose impact is considered to be anti-dilutive under the treasury stock method were excluded from the diluted net income per share calculation. The excluded number of anti-dilutive share-based awards was approximately 1.0 million and 7.7 million for the quarters ended April 3, 2015 and March 28, 2014, respectively.

The dilutive impact related to the Company's 2.625% Notes, Series B is determined in accordance with the net share settlement requirements prescribed by ASC Topic 260, Earnings Per Share. Under the net share settlement calculation, the Company's convertible notes are assumed to be convertible into cash up to the par value, with the excess of par value being convertible into common stock. A dilutive effect occurs when the stock price exceeds the conversion price for each of the convertible notes. In periods when the share price is lower than the conversion price, the impact is anti-dilutive and therefore has no impact on the Company's earnings per share calculations. See Note 8: "Long-Term Debt" of the notes to the Company's audited Consolidated Financial Statements included in Part IV, Item 15 of the 2014 Form 10-K for a discussion of the conversion prices and other features of the 2.625% Notes, Series B.

Equity

Share Repurchase Program

Information relating to the Company's share repurchase program is as follows (in millions, except per share data):

	Quarter Ended
	April 3, 2015			March 28, 2014
Number of repurchased shares (1)	8.6			2.2
Beginning accrued share repurchases (2)	$	—		$	0.6
Aggregate purchase price	97.0			20.1
Less: ending accrued share repurchases (3)	(2.0		)	(1.3		)
Total cash used for share repurchases	$	95.0		$	19.4
Weighted-average purchase price per share (4)	$	11.20		$	9.12
Available for future purchases at period end	$	879.2		$	123.3

(1)    None of these shares had been reissued or retired as of April 3, 2015, but may be reissued or retired by

the Company at a later date.

(2)    Represents unpaid amounts recorded in accrued expenses on the Company's Consolidated Balance

Sheet as of the beginning of the period.

(3)    Represents unpaid amounts recorded in accrued expenses on the Company's Consolidated Balance

Sheet as of the end of the period.

(4)    Exclusive of fees, commissions and other expenses.

Shares for Restricted Stock Units Tax Withholding

Treasury stock is recorded at cost and is presented as a reduction of stockholders' equity in the accompanying unaudited consolidated financial statements. Shares, with a fair market value equal to the applicable statutory minimum amount of the employee withholding taxes due, are withheld by the Company upon the vesting of restricted stock units to pay the applicable statutory minimum amount of employee withholding taxes and are considered common stock repurchases. The Company then pays the applicable statutory minimum amount of withholding taxes in cash. The amount remitted for the quarter ended April 3, 2015 was $11.2 million for which the Company withheld approximately 0.9 million shares of common stock that were underlying the restricted stock units that vested. None of these shares had been reissued or retired as of April 3, 2015, however, these shares may be reissued or retired by the Company at a later date.

Non-Controlling Interest

The Company's entity which operates assembly and test operations in Leshan, China is owned by a joint venture company, Leshan-Phoenix, Semiconductor Company Limited (“Leshan”). The Company owns a majority of the outstanding equity interests in Leshan and its investment in Leshan has been consolidated in the Company's financial statements.

At December 31, 2014, the non-controlling interest balance was $20.9 million. This balance increased to $21.6 million as of April 3, 2015, resulting from the non-controlling interest's $0.7 million share of the earnings for the quarter ended April 3, 2015.

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Share-Based Compensation

3 Months Ended

Apr. 03, 2015

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Share-Based Compensation

Share-Based Compensation

Total share-based compensation expense related to the Company's employee stock options, restricted stock units and ESPP for the quarters ended April 3, 2015 and March 28, 2014 was comprised as follows (in millions):

	Quarter Ended
	April 3, 2015		March 28, 2014
Cost of revenues	$	1.9	$	1.4
Research and development	2.3		1.8
Selling and marketing	2.2		1.5
General and administrative	4.9		3.8
Share-based compensation expense before income taxes	$	11.3	$	8.5
Related income tax benefits (1)	—		—
Share-based compensation expense, net of taxes	$	11.3	$	8.5

____________________

⁽¹⁾  A majority of the Company’s share-based compensation relates to its domestic subsidiaries; therefore, no related deferred income tax benefits are recorded due to historical net operating losses at those subsidiaries.

As of April 3, 2015, total estimated unrecognized share-based compensation expense, net of estimated forfeitures, related to non-vested stock options granted prior to that date was $2.3 million, which is expected to be recognized over a weighted-average period of 1.3 years. As of April 3, 2015, total estimated unrecognized share-based compensation expense, net of estimated forfeitures, related to non-vested restricted stock units with time-based service conditions and performance-based vesting criteria granted prior to that date was $76.5 million, which is expected to be recognized over a weighted-average period of 2.0 years. The total intrinsic value of stock options exercised during the quarter ended April 3, 2015 was $10.2 million. The Company recorded cash received from the exercise of stock options of $21.4 million during the quarter ended April 3, 2015. The Company recorded no related income tax benefits during the quarter ended April 3, 2015.

Share-Based Compensation Information

Share-based compensation expense recognized in the Consolidated Statements of Operations and Comprehensive Income is based on awards that are ultimately expected to vest. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The annualized pre-vesting forfeiture rate for stock options was estimated to be approximately 11% and 11% during the quarters ended April 3, 2015 and March 28, 2014, respectively. The annualized pre-vesting forfeiture rate for restricted stock units was estimated to be approximately 5% and 5% during the quarters ended April 3, 2015 and March 28, 2014, respectively.

Shares Available

As of December 31, 2014, there was an aggregate of 35.2 million shares of common stock available for grant under the Company's Amended and Restated SIP and 3.0 million shares available for issuance under the ESPP. As of April 3, 2015, there was an aggregate of 29.9 million shares of common stock available for grant under the Amended and Restated SIP and 2.5 million shares available for issuance under the ESPP.

Stock Options

Summarized stock option information for the quarter ended April 3, 2015 is as follows (in millions except per share and term data):

	Quarter Ended April 3, 2015
	Number of Shares		Weighted-Average Exercise Price		Weighted-Average Remaining Contractual Term (in years)	Aggregate Intrinsic Value (In-The-Money)
Outstanding at December 31, 2014	8.8		$	7.81
Granted	—		—
Exercised	(2.7	)	7.90
Canceled	—		—
Outstanding at April 3, 2015	6.1		$	7.78	3.02	$	22.8
Exercisable at April 3, 2015	5.0		$	7.93	2.74	$	18.0

Additional information with respect to stock options outstanding as of April 3, 2015, with exercise prices less than or above $11.70 per share, the effective closing price of the Company's common stock at April 3, 2015, is as follows (number of shares in millions):

	Exercisable			Unexercisable			Total
Exercise Prices	Number of Shares	Weighted-Average Exercise Price		Number of Shares	Weighted-Average Exercise Price		Number of Shares	Weighted-Average Exercise Price
Less than $11.70	5.0	$	7.93	1.1	$	7.10	6.1	$	7.78
Above $11.70	—	$	—	—	$	—	—	$	—
Total outstanding	5.0	$	7.93	1.1	$	7.10	6.1	$	7.78

Restricted Stock Units

Restricted stock units vest over one to three years with service-based requirements or performance-based requirements and are payable in shares of the Company's common stock upon vesting. The following table presents summarized information with respect to the Company's restricted stock units as of April 3, 2015, and changes during the quarter ended April 3, 2015 (number of shares in millions):

	Quarter Ended April 3, 2015
	Number of Shares		Weighted-Average Grant Date Fair Value
Non-vested shares underlying restricted stock units at December 31, 2014	8.7		$	8.66
Granted	2.8		13.06
Achieved	0.7		9.35
Released	(2.9	)	8.76
Forfeited	(0.2	)	8.60
Non-vested shares underlying restricted stock units at April 3, 2015	9.1		$	10.04

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Fair Value Of Financial Instruments

3 Months Ended

Apr. 03, 2015

Fair Value, Assets, Liabilities and Stockholders' Equity Measured on Recurring Basis [Abstract]

Fair Value Of Financial Instruments

Fair Value Measurements

Fair Value of Financial Instruments

Summarized information with respect to the Company's financial assets and liabilities measured at fair value on a recurring basis as of April 3, 2015 and December 31, 2014 is as follows (in millions):

	Balance as of April 3, 2015		Quoted Prices in Active Markets (Level 1)		Balance as of December 31, 2014		Quoted Prices in Active Markets (Level 1)
Description
Assets:
Cash equivalents:
Demand and time deposits	$	50.3	$	50.3	$	20.3	$	20.3
Money market funds	17.0		17.0		46.3		46.3
Other Current Assets:
Foreign currency exchange contracts	$	0.1	$	0.1	$	0.1	$	0.1

Short-Term Investments

The Company's short-term investments are valued using market prices on active markets (Level 1). Short-term investments with an original maturity between three months and one year are classified as held-to-maturity and are carried at amortized cost as the Company has the intent and ability to hold these securities until maturity. Investments that are designated as available-for-sale are reported at fair value, with unrealized gains and losses, net of tax, recorded in accumulated other comprehensive loss.

Short-term investments classified as held-to-maturity as of April 3, 2015 and December 31, 2014 were as follows (in millions):

	Balance at April 3, 2015				Balance at December 31, 2014
	Carried at Amortized Cost		Fair Value		Carried at Amortized Cost		Fair Value
Short-term investments held-to-maturity
Corporate bonds	$	1.3	$	1.3	$	2.0	$	2.0

There were no unrealized gains or losses on held-to-maturity short-term investments as of April 3, 2015.

As of December 31, 2014, the Company held short-term investments classified as available-for-sale, measured at Level 1, with a fair value equal to its carrying value of approximately $4.1 million. See Note 13: “Changes in Accumulated Other Comprehensive Loss” for additional information on unrealized gains and losses on available-for-sale short-term investments.

Other

The carrying amounts of other current assets and liabilities, such as accounts receivable and accounts payable, approximate fair value based on the short-term nature of these instruments.

Fair Value of Long-Term Debt, Including Current Portion

The carrying amounts and fair values of the Company’s long-term borrowings (excluding capital lease obligations, real estate mortgages and equipment financing) as of April 3, 2015 and December 31, 2014 are as follows (in millions):

	April 3, 2015				December 31, 2014
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Long-term debt, including current portion
Convertible Notes	$	344.0	$	450.2	$	342.2	$	424.8
Long-term debt	$	724.6	$	724.1	$	745.8	$	744.8

The fair value of the Company's 2.625% Notes, Series B was estimated based on market prices in active markets (Level 1). The fair value of other long-term debt was estimated based on discounting the remaining principal and interest payments using current market rates for similar debt (Level 2) as of April 3, 2015 and December 31, 2014.

Cost Method Investments

Investments in equity securities that do not qualify for fair value accounting are accounted for under the cost method. Accordingly, the Company accounts for investments in companies that it does not control, or have significant influence over, under the cost method, as applicable. If a decline in the fair value of a cost method investment is determined to be other than temporary, an impairment charge is recorded, and the fair value becomes the new cost basis of the investment. The Company evaluates all of its cost method investments for impairment; however, it is not required to determine the fair value of its investment unless impairment indicators are present.

As of April 3, 2015 and December 31, 2014, the Company’s cost method investments had a carrying value of approximately $12.3 million and $12.2 million, respectively.

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Share-Based Compensation (Summary Of Stock Option Plans) (Details) (USD $) In Millions, except Per Share data, unless otherwise specified	3 Months Ended
	Apr. 03, 2015
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
Number of Shares, Outstanding Beginning	8.8
Number of Shares, Granted	0
Number of Shares, Exercised	(2.7)
Number of Shares, Canceled	0
Number of Shares, Outstanding Ending	6.1
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward]
Weighted-Average Exercise Price, Outstanding Beginning	$ 7.81
Weighted-Average Exercise Price. Granted	$ 0.00
Weighted-Average Exercise Price, Exercised	$ 7.90
Weighted-Average Exercise Price, Cancelled	$ 0.00
Weighted-Average Exercise Price, Outstanding Ending	$ 7.78
Weighted Average Remaining Contractual Term (in years), Outstanding	3 years 7 days
Aggregate Intrinsic Value (In-The-Money), Outstanding	$ 22.8
Number of Shares, Exercisable	5.0
Weighted-Average Exercise Price, Exercisable	$ 7.93
Weighted-Average Remaining Contractual Term (in years), Exercisable	2 years 8 months 26 days
Aggregate Intrinsic Value (In-The-Money), Exercisable	$ 18.0

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Guarantor And Non-Guarantor Statements (Notes To Consolidated Statement Of Cash Flows) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Apr. 03, 2015	Mar. 28, 2014
Condensed Financial Statements, Captions [Line Items]
Net cash provided by operating activities	$ 83.5	$ 74.9
Cash flows from investing activities:
Purchases of property, plant and equipment	(64.8)	(47.7)
Proceeds from sales of property, plant and equipment	9.4	0.2
Deposits utilized for purchases of property, plant and equipment	0	1.2
Purchase of businesses, net of cash acquired	(2.9)	0
Proceeds from Sale of Available-for-sale Securities	3.4	0
Proceeds from held-to maturity securities	1.5	63.5
Purchases of held-to-maturity securities	(0.8)	(2.3)
Contribution from subsidiaries	0	0
Net cash (used in) provided by investing activities	(54.2)	14.9
Cash flows from financing activities:
Intercompany loans	0	0
Intercompany loan repayments to guarantor	0	0
Payments to parent	0	0
Proceeds from issuance of common stock under the employee stock purchase plan	3.8	0
Proceeds from exercise of stock options	21.4	9.6
Payments of tax withholding for restricted shares	(11.2)	(4.5)
Repurchase of common stock	(95.0)	(19.4)
Proceeds from debt issuance	6.5	0
Payment of capital leases obligations	(8.2)	(11.1)
Repayment of long-term debt	(30.5)	(12.9)
Net cash used in financing activities	(113.2)	(38.3)
Effect of exchange rate changes on cash and cash equivalents	0.3	1.0
Net (decrease) increase in cash and cash equivalents	(83.6)	52.5
Cash and cash equivalents, beginning of period	511.7	509.5
Cash and cash equivalents, end of period	428.1	562.0
Issuer [Member]
Condensed Financial Statements, Captions [Line Items]
Net cash provided by operating activities	0	0
Cash flows from investing activities:
Purchases of property, plant and equipment	0	0
Proceeds from sales of property, plant and equipment	0	0
Deposits utilized for purchases of property, plant and equipment		0
Purchase of businesses, net of cash acquired	0
Proceeds from Sale of Available-for-sale Securities	0
Proceeds from held-to maturity securities	0	0
Purchases of held-to-maturity securities	0	0
Contribution from subsidiaries	81.0	14.3
Net cash (used in) provided by investing activities	81.0	14.3
Cash flows from financing activities:
Intercompany loans	0	0
Intercompany loan repayments to guarantor	0	0
Payments to parent	0	0
Proceeds from issuance of common stock under the employee stock purchase plan	3.8
Proceeds from exercise of stock options	21.4	9.6
Payments of tax withholding for restricted shares	(11.2)	(4.5)
Repurchase of common stock	(95.0)	(19.4)
Proceeds from debt issuance	0
Payment of capital leases obligations	0	0
Repayment of long-term debt	0	0
Net cash used in financing activities	(81.0)	(14.3)
Effect of exchange rate changes on cash and cash equivalents	0	0
Net (decrease) increase in cash and cash equivalents	0	0
Cash and cash equivalents, beginning of period	0	0
Cash and cash equivalents, end of period	0	0
SCI LLC [Member]
Condensed Financial Statements, Captions [Line Items]
Net cash provided by operating activities	7.7	27.3
Cash flows from investing activities:
Purchases of property, plant and equipment	(22.4)	(14.9)
Proceeds from sales of property, plant and equipment	0	0.6
Deposits utilized for purchases of property, plant and equipment		0
Purchase of businesses, net of cash acquired	0
Proceeds from Sale of Available-for-sale Securities	0
Proceeds from held-to maturity securities	1.5	63.5
Purchases of held-to-maturity securities	(0.8)	(2.3)
Contribution from subsidiaries	0	0
Net cash (used in) provided by investing activities	(21.7)	46.9
Cash flows from financing activities:
Intercompany loans	(46.8)	(147.9)
Intercompany loan repayments to guarantor	107.8	146.1
Payments to parent	(81.0)	(14.3)
Proceeds from issuance of common stock under the employee stock purchase plan	0
Proceeds from exercise of stock options	0	0
Payments of tax withholding for restricted shares	0	0
Repurchase of common stock	0	0
Proceeds from debt issuance	0
Payment of capital leases obligations	(4.9)	(10.3)
Repayment of long-term debt	(21.3)	(1.6)
Net cash used in financing activities	(46.2)	(28.0)
Effect of exchange rate changes on cash and cash equivalents	0	0
Net (decrease) increase in cash and cash equivalents	(60.2)	46.2
Cash and cash equivalents, beginning of period	199.9	267.9
Cash and cash equivalents, end of period	139.7	314.1
Other Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Net cash provided by operating activities	0	0.5
Cash flows from investing activities:
Purchases of property, plant and equipment	0	(0.5)
Proceeds from sales of property, plant and equipment	0	0
Deposits utilized for purchases of property, plant and equipment		0
Purchase of businesses, net of cash acquired	0
Proceeds from Sale of Available-for-sale Securities	0
Proceeds from held-to maturity securities	0	0
Purchases of held-to-maturity securities	0	0
Contribution from subsidiaries	0	0
Net cash (used in) provided by investing activities	0	(0.5)
Cash flows from financing activities:
Intercompany loans	0	0
Intercompany loan repayments to guarantor	0	0
Payments to parent	0	0
Proceeds from issuance of common stock under the employee stock purchase plan	0
Proceeds from exercise of stock options	0	0
Payments of tax withholding for restricted shares	0	0
Repurchase of common stock	0	0
Proceeds from debt issuance	0
Payment of capital leases obligations	0	0
Repayment of long-term debt	0	0
Net cash used in financing activities	0	0
Effect of exchange rate changes on cash and cash equivalents	0	0
Net (decrease) increase in cash and cash equivalents	0	0
Cash and cash equivalents, beginning of period	0	0
Cash and cash equivalents, end of period	0	0
Non-Guarantor Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Net cash provided by operating activities	75.8	47.1
Cash flows from investing activities:
Purchases of property, plant and equipment	(42.4)	(32.3)
Proceeds from sales of property, plant and equipment	9.4	(0.4)
Deposits utilized for purchases of property, plant and equipment		1.2
Purchase of businesses, net of cash acquired	(2.9)
Proceeds from Sale of Available-for-sale Securities	3.4
Proceeds from held-to maturity securities	0	0
Purchases of held-to-maturity securities	0	0
Contribution from subsidiaries	0	0
Net cash (used in) provided by investing activities	(32.5)	(31.5)
Cash flows from financing activities:
Intercompany loans	46.8	147.9
Intercompany loan repayments to guarantor	(107.8)	(146.1)
Payments to parent	0	0
Proceeds from issuance of common stock under the employee stock purchase plan	0
Proceeds from exercise of stock options	0	0
Payments of tax withholding for restricted shares	0	0
Repurchase of common stock	0	0
Proceeds from debt issuance	6.5
Payment of capital leases obligations	(3.3)	(0.8)
Repayment of long-term debt	(9.2)	(11.3)
Net cash used in financing activities	(67.0)	(10.3)
Effect of exchange rate changes on cash and cash equivalents	0.3	1.0
Net (decrease) increase in cash and cash equivalents	(23.4)	6.3
Cash and cash equivalents, beginning of period	311.8	241.6
Cash and cash equivalents, end of period	288.4	247.9
Eliminations [Member]
Condensed Financial Statements, Captions [Line Items]
Net cash provided by operating activities	0	0
Cash flows from investing activities:
Purchases of property, plant and equipment	0	0
Proceeds from sales of property, plant and equipment	0	0
Deposits utilized for purchases of property, plant and equipment		0
Purchase of businesses, net of cash acquired	0
Proceeds from Sale of Available-for-sale Securities	0
Proceeds from held-to maturity securities	0	0
Purchases of held-to-maturity securities	0	0
Contribution from subsidiaries	(81.0)	(14.3)
Net cash (used in) provided by investing activities	(81.0)	(14.3)
Cash flows from financing activities:
Intercompany loans	0	0
Intercompany loan repayments to guarantor	0	0
Payments to parent	81.0	14.3
Proceeds from issuance of common stock under the employee stock purchase plan	0
Proceeds from exercise of stock options	0	0
Payments of tax withholding for restricted shares	0	0
Repurchase of common stock	0	0
Proceeds from debt issuance	0
Payment of capital leases obligations	0	0
Repayment of long-term debt	0	0
Net cash used in financing activities	81.0	14.3
Effect of exchange rate changes on cash and cash equivalents	0	0
Net (decrease) increase in cash and cash equivalents	0	0
Cash and cash equivalents, beginning of period	0	0
Cash and cash equivalents, end of period	$ 0	$ 0

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Share-Based Compensation (Summary Of Restricted Stock Units Transactions) (Details) (Restricted Stock Units [Member], USD $) In Millions, except Per Share data, unless otherwise specified	3 Months Ended
	Apr. 03, 2015
Restricted Stock Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]
Nonvested shares of restricted stock units, beginning	8.7
Number of Shares, Granted	2.8
Number of Shares, Achieved	0.7
Number of Shares, Released	(2.9)
Number of Shares, Forfeited	(0.2)
Nonvested shares of restricted stock units, ending	9.1
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward]
Weighted Average Grant Date Fair Value, Nonvested shares of restricted stock units, beginning	$ 8.66
Weighted Average Grant Date Fair Value, Granted	$ 13.06
Weighted Average Grant Date Fair Value, Achieved	$ 9.35
Weighted-Average Grant Date Fair Value, Released	$ 8.76
Weighted Average Grant Date Fair Value, Forfeited	$ 8.60
Weighted Average Grant Date Fair Value, Nonvested shares of restricted stock units, ending	$ 10.04

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Share-Based Compensation (Narrative) (Details) (USD $) In Millions, except Per Share data, unless otherwise specified	3 Months Ended
	Apr. 03, 2015	Mar. 28, 2014	Dec. 31, 2014
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Cash received from exercise of stock options	$ 21.4	$ 9.6
Share price	$ 11.70
Amended And Restated Stock Incentive Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Aggregate of common stock available for grant	29.9		35.2
Employee Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized share-based compensation expense on non-vested stock options	2.3
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition	1 year 3 months 18 days
Total Intrinsic value of stock options exercised	10.2
Cash received from exercise of stock options	21.4
Options Pre-Vesting Forfeitures Estimated	11.00%	11.00%
Restricted Stock Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized share-based compensation expense on non-vested stock options	$ 76.5
Options Pre-Vesting Forfeitures Estimated	5.00%	5.00%
Restricted Stock Units [Member] | Maximum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award Vesting Period	3 years
Restricted Stock Units [Member] | Minimum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award Vesting Period	1 year
Time Based Restricted Stock Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition	2 years
Employee Stock Purchase Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Aggregate of common stock available for grant	2.5		3.0

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Financial Instruments (Tables)

3 Months Ended

Apr. 03, 2015

Investments, All Other Investments [Abstract]

Schedule Of Net Foreign Exchange Positions

The following summarizes the Company’s net foreign exchange positions in U.S. dollars as of April 3, 2015 and December 31, 2014 (in millions):

	April 3, 2015					December 31, 2014
	Buy (Sell)			Notional Amount		Buy (Sell)			Notional Amount
Euro	$	(21.8	)	$	21.8	$	(31.2	)	$	31.2
Japanese Yen	(18.5		)	18.5		(42.1		)	42.1
Malaysian Ringgit	32.8			32.8		39.2			39.2
Philippine Peso	16.7			16.7		16.7			16.7
Other Currencies	17.2			23.2		11.1			16.5
	$	26.4		$	113.0	$	(6.3	)	$	145.7

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Restructuring, Asset Impairments And Other, Net (Narrative) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended	0 Months Ended
	Apr. 03, 2015 employees	Oct. 06, 2013 employees	Dec. 31, 2014
Restructuring Cost and Reserve [Line Items]
Accrued liabilities	$ 2.2		$ 3.4
Employee Severance [Member] | Aptima [Member]
Restructuring Cost and Reserve [Line Items]
Expected reduction in employment levels	44
Restructuring Charges	0.4
Additional employee separation charges expected to incur	1.2
Employee Severance [Member] | Executive Officer [Member] | Aptima [Member]
Restructuring Cost and Reserve [Line Items]
Accrued liabilities	0.4
European Marketing Organization Relocation [Member] | Accrued Employee Separation Costs [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Charges	0.8
Additional employee separation charges expected to incur	3.3
Accrued liabilities	0.8
KSS Plan [Member]
Restructuring Cost and Reserve [Line Items]
Gain (Loss) on Disposition of Assets	3.4
KSS Plan [Member] | Facility Closing [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring and Related Cost, Expected Number of Positions Eliminated at End of Period		170
KSS Plan [Member] | Facility Closing [Member] | Contract Employee [Member]
Restructuring Cost and Reserve [Line Items]
Expected reduction in employment levels		40
KSS Plan [Member] | Employee Severance [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Charges	$ 0.3

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Guarantor And Non-Guarantor Statements

3 Months Ended

Apr. 03, 2015

Guarantor And Non-Guarantor Statements [Abstract]

Guarantor And Non-Guarantor Statements

Guarantor and Non-Guarantor Statements

ON Semiconductor is the sole issuer of the 2.625% Notes, Series B. ON Semiconductor’s 100% owned domestic subsidiaries, except those domestic subsidiaries acquired through the acquisitions of AMIS, Catalyst, PulseCore, CMD, SDT, SANYO Semiconductor, Truesense and Aptina (collectively, the “Guarantor Subsidiaries”), fully and unconditionally guarantee, subject to customary releases, on a joint and several basis ON Semiconductor’s obligations under the 2.625% Notes, Series B. The Guarantor Subsidiaries include SCI LLC, Semiconductor Components Industries of Rhode Island, Inc., as well as other holding companies whose net assets consist primarily of investments in the joint venture in Leshan, China and equity interests in the Company’s other foreign subsidiaries. ON Semiconductor’s other remaining subsidiaries (collectively, the “Non-Guarantor Subsidiaries”) are not guarantors of the 2.625% Notes, Series B. The repayment of the non-collateralized 2.625% Notes, Series B is subordinated to the senior indebtedness of ON Semiconductor and the Guarantor Subsidiaries on the terms described in the indenture for the 2.625% Notes, Series B.

The condensed consolidating financial statements included in this footnote have been corrected consistent with the revisions described in Note 1: "Background and Basis of Presentation".

Condensed consolidating financial information for the issuer of the 2.625% Notes, Series B, the Guarantor Subsidiaries and the Non-Guarantor Subsidiaries is as follows (in millions):

CONDENSED CONSOLIDATING BALANCE SHEET AS OF APRIL 3, 2015 (in millions)
	Issuer		Guarantor
	ON Semiconductor Corporation		SCI LLC		Other Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Total
Cash and cash equivalents	$	—	$	139.7	$	—	$	288.4	$	—		$	428.1
Short-term investments	—		1.3		—		—		—			1.3
Receivables, net	—		55.7		—		398.8		—			454.5
Inventories	—		63.0		—		670.0		13.9			746.9
Short-term intercompany receivables	—		1.9		5.0		—		(6.9		)	—
Other current assets	—		19.5		—		107.4		1.2			128.1
Total current assets	—		281.1		5.0		1,464.6		8.2			1,758.9
Property, plant and equipment, net	—		270.0		2.9		936.8		(1.3		)	1,208.4
Goodwill	—		111.6		37.3		114.9		—			263.8
Intangible assets, net	—		94.6		—		346.6		(16.6		)	424.6
Long-term intercompany receivables	—		143.1		—		—		(143.1		)	—
Other assets	1,954.4		2,080.1		146.3		867.7		(4,957.9		)	90.6
Total assets	$	1,954.4	$	2,980.5	$	191.5	$	3,730.6	$	(5,110.7	)	$	3,746.3
Accounts payable	$	—	$	35.6	$	0.1	$	326.8	$	—		$	362.5
Accrued expenses	4.8		76.1		0.2		201.5		—			282.6
Deferred income on sales to distributors	—		35.0		—		121.0		—			156.0
Current portion of long-term debt	—		63.0		—		149.6		—			212.6
Short-term intercompany payables	—		—		—		6.9		(6.9		)	—
Total current liabilities	4.8		209.7		0.3		805.8		(6.9		)	1,013.7
Long-term debt	344.0		578.6		—		27.6		—			950.2
Other long-term liabilities	—		30.5		0.1		124.6		—			155.2
Long-term intercompany payables	—		—		—		143.1		(143.1		)	—
Total liabilities	348.8		818.8		0.4		1,101.1		(150.0		)	2,119.1
Stockholders’ equity	1,605.6		2,161.7		191.1		2,629.5		(4,982.3		)	1,605.6
Non-controlling interest in consolidated subsidiary	—		—		—		—		21.6			21.6
Total equity	1,605.6		2,161.7		191.1		2,629.5		(4,960.7		)	1,627.2
Total liabilities and equity	$	1,954.4	$	2,980.5	$	191.5	$	3,730.6	$	(5,110.7	)	$	3,746.3

CONDENSED CONSOLIDATING BALANCE SHEET AS OF DECEMBER 31, 2014 (in millions)
	Issuer		Guarantor
	ON Semiconductor Corporation		SCI LLC		Other Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Total
Cash and cash equivalents	$	—	$	199.9	$	—	$	311.8	$	—		$	511.7
Short-term investments	—		2.0		—		4.1		—			6.1
Receivables, net	—		56.6		—		360.9		—			417.5
Inventories	—		60.5		—		652.9		16.5			729.9
Short-term intercompany receivables	—		—		4.9		—		(4.9		)	—
Other current assets	—		14.0		—		126.6		—			140.6
Total current assets	—		333.0		4.9		1,456.3		11.6			1,805.8
Property, plant and equipment, net	—		262.1		3.1		940.1		(1.4		)	1,203.9
Goodwill	—		111.6		37.3		114.9		—			263.8
Intangible assets, net	—		98.2		—		377.9		(17.6		)	458.5
Long-term intercompany receivables	—		204.2		—		—		(204.2		)	—
Other assets	1,969.1		2,002.3		143.5		858.2		(4,882.1		)	91.0
Total assets	$	1,969.1	$	3,011.4	$	188.8	$	3,747.4	$	(5,093.7	)	$	3,823.0
Accounts payable	$	—	$	37.8	0.1		340.3		—			$	378.2
Accrued expenses	0.4		71.6		0.5		215.4		—			287.9
Deferred income on sales to distributors	—		36.4		—		128.7		—			165.1
Current portion of long-term debt	—		57.6		—		152.0		—			209.6
Short-term intercompany payables	—		2.3		—		2.6		(4.9		)	—
Total current liabilities	0.4		205.7		0.6		839.0		(4.9		)	1,040.8
Long-term debt	342.2		609.5		—		31.3		—			983.0
Other long-term liabilities	—		21.1		—		130.7		—			151.8
Long-term intercompany payables	—		—		—		204.2		(204.2		)	—
Total liabilities	342.6		836.3		0.6		1,205.2		(209.1		)	2,175.6
Stockholders’ equity	1,626.5		2,175.1		188.2		2,542.2		(4,905.5		)	1,626.5
Non-controlling interest in consolidated subsidiary	—		—		—		—		20.9			20.9
Total equity	1,626.5		2,175.1		188.2		2,542.2		(4,884.6		)	1,647.4
Total liabilities and equity	$	1,969.1	$	3,011.4	$	188.8	$	3,747.4	$	(5,093.7	)	$	3,823.0

CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME FOR THE QUARTER ENDED APRIL 3, 2015 (in millions)
	Issuer			Guarantor Subsidiaries
	ON Semiconductor Corporation			SCI LLC			Other Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Total
Revenues	$	—		$	202.2		$	4.2	$	1,128.9		$	(464.5	)	$	870.8
Cost of revenues (exclusive of amortization shown below)	—			154.3			0.2		879.4			(463.5		)	570.4
Gross profit	—			47.9			4.0		249.5			(1.0		)	300.4
Operating expenses:
Research and development	—			32.3			3.3		64.8			—			100.4
Selling and marketing	—			26.4			0.2		26.7			—			53.3
General and administrative	—			14.9			0.3		31.5			—			46.7
Amortization of acquisition related intangible assets	—			3.5			—		31.5			(1.1		)	33.9
Restructuring, asset impairments and other, net	—			(0.8		)	—		(1.5		)	—			(2.3		)
Total operating expenses	—			76.3			3.8		153.0			(1.1		)	232.0
Operating income (loss)	—			(28.4		)	0.2		96.5			0.1			68.4
Other income (expense), net:
Interest expense	(4.4		)	(2.5		)	—		(2.3		)	—			(9.2		)
Interest income	—			0.1			—		0.2			—			0.3
Other	—			(1.7		)	—		5.4			—			3.7
Equity in earnings	59.5			93.9			2.7		—			(156.1		)	—
Other income (expense), net	55.1			89.8			2.7		3.3			(156.1		)	(5.2		)
Income before income taxes	55.1			61.4			2.9		99.8			(156.0		)	63.2
Income tax benefit (provision)	—			(0.8		)	—		(7.9		)	1.3			(7.4		)
Net income	55.1			60.6			2.9		91.9			(154.7		)	55.8
Net income attributable to non-controlling interest	—			—			—		—			(0.7		)	(0.7		)
Net income attributable to ON Semiconductor Corporation	$	55.1		$	60.6		$	2.9	$	91.9		$	(155.4	)	$	55.1
Comprehensive income attributable to ON Semiconductor Corporation	$	50.8		$	56.3		$	2.9	$	87.8		$	(147.0	)	$	50.8

CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME FOR THE QUARTER ENDED MARCH 28, 2014 (in millions)
	Issuer			Guarantor Subsidiaries
	ON Semiconductor Corporation			SCI LLC			Other Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Total
Revenues	$	—		$	170.0		$	3.9	$	974.1		$	(441.5	)	$	706.5
Cost of revenues (exclusive of amortization shown below)	—			139.4			0.2		759.3			(440.6		)	458.3
Gross profit	—			30.6			3.7		214.8			(0.9		)	248.2
Operating expenses:
Research and development	—			12.2			3.0		62.9			—			78.1
Selling and marketing	—			19.3			0.2		24.9			—			44.4
General and administrative	—			13.2			0.3		27.5			—			41.0
Amortization of acquisition related intangible assets	—			3.7			—		5.5			(1.0		)	8.2
Restructuring, asset impairments and other, net	—			0.4			—		5.4			—			5.8
Total operating expenses	—			48.8			3.5		126.2			(1.0		)	177.5
Operating income (loss)	—			(18.2		)	0.2		88.6			0.1			70.7
Other income (expense), net:
Interest expense	(4.0		)	(3.5		)	—		(0.6		)	—			(8.1		)
Interest income	—			0.1			—		0.1			—			0.2
Other	—			(0.6		)	—		(0.1		)	—			(0.7		)
Equity in earnings	59.7			95.9			0.6		—			(156.2		)	—
Other income (expense), net	55.7			91.9			0.6		(0.6		)	(156.2		)	(8.6		)
Income before income taxes	55.7			73.7			0.8		88.0			(156.1		)	62.1
Income tax (provision) benefit	—			5.7			—		(11.9		)	—			(6.2		)
Net income	55.7			79.4			0.8		76.1			(156.1		)	55.9
Net income attributable to non-controlling interest	—			—			—		—			(0.2		)	(0.2		)
Net income attributable to ON Semiconductor Corporation	$	55.7		$	79.4		$	0.8	$	76.1		$	(156.3	)	$	55.7
Comprehensive income attributable to ON Semiconductor Corporation	$	56.7		$	80.6		$	0.8	$	75.7		$	(157.1	)	$	56.7

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE QUARTER ENDED APRIL 3, 2015 (in millions)
	Issuer			Guarantor Subsidiaries
	ON Semiconductor Corporation			SCI LLC			Other Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Total
Net cash provided by operating activities	$	—		$	7.7		$	—	$	75.8		$	—		$	83.5
Cash flows from investing activities:
Purchases of property, plant and equipment	—			(22.4		)	—		(42.4		)	—			(64.8		)
Proceeds from sales of property, plant and equipment	—			—			—		9.4			—			9.4
Purchase of businesses, net of cash acquired	—			—			—		(2.9		)	—			(2.9		)
Proceeds from available-for-sale securities	—			—			—		3.4			—			3.4
Proceeds from held-to maturity securities	—			1.5			—		—			—			1.5
Purchases of held-to-maturity securities	—			(0.8		)	—		—			—			(0.8		)
Contribution from subsidiaries	81.0			—			—		—			(81.0		)	—
Net cash provided by (used in) investing activities	81.0			(21.7		)	—		(32.5		)	(81.0		)	(54.2		)
Cash flows from financing activities:
Intercompany loans	—			(46.8		)	—		46.8			—			—
Intercompany loan repayments to guarantor	—			107.8			—		(107.8		)	—			—
Payments to parent	—			(81.0		)	—		—			81.0			—
Proceeds from issuance of common stock under the employee stock purchase plan	3.8			—			—		—			—			3.8
Proceeds from exercise of stock options	21.4			—			—		—			—			21.4
Payments of tax withholding for restricted shares	(11.2		)	—			—		—			—			(11.2		)
Repurchase of common stock	(95.0		)	—			—		—			—			(95.0		)
Proceeds from debt issuance	—			—			—		6.5			—			6.5
Payment of capital leases obligations	—			(4.9		)	—		(3.3		)	—			(8.2		)
Repayment of long-term debt	—			(21.3		)	—		(9.2		)	—			(30.5		)
Net cash used in financing activities	(81.0		)	(46.2		)	—		(67.0		)	81.0			(113.2		)
Effect of exchange rate changes on cash and cash equivalents	—			—			—		0.3			—			0.3
Net increase in cash and cash equivalents	—			(60.2		)	—		(23.4		)	—			(83.6		)
Cash and cash equivalents, beginning of period	—			199.9			—		311.8			—			511.7
Cash and cash equivalents, end of period	$	—		$	139.7		$	—	$	288.4		$	—		$	428.1

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE QUARTER ENDED MARCH 28, 2014 (in millions)
	Issuers			Guarantor Subsidiaries
	ON Semiconductor Corporation			SCI LLC			Other Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Total
Net cash (used in) provided by operating activities	$	—		$	27.3		$	0.5		$	47.1		$	—		$	74.9
Cash flows from investing activities:
Purchases of property, plant and equipment	—			(14.9		)	(0.5		)	(32.3		)	—			(47.7		)
Proceeds from sales of property, plant and equipment	—			0.6			—			(0.4		)	—			0.2
Deposits utilized for purchases of property, plant and equipment	—			—			—			1.2			—			1.2
Proceeds from held-to maturity securities	—			63.5			—			—			—			63.5
Purchase of held-to-maturity securities	—			(2.3		)	—			—			—			(2.3		)
Contribution from subsidiaries	14.3			—			—			—			(14.3		)	—
Net cash provided by (used in) investing activities	14.3			46.9			(0.5		)	(31.5		)	(14.3		)	14.9
Cash flows from financing activities:
Intercompany loans	—			(147.9		)	—			147.9			—			—
Intercompany loan repayments to guarantor	—			146.1			—			(146.1		)	—			—
Payments to parent	—			(14.3		)	—			—			14.3			—
Proceeds from exercise of stock options	9.6			—			—			—			—			9.6
Payments of tax withholding for restricted shares	(4.5		)	—			—			—			—			(4.5		)
Repurchase of common stock	(19.4		)	—			—			—			—			(19.4		)
Payment of capital leases obligations	—			(10.3		)	—			(0.8		)	—			(11.1		)
Repayment of long-term debt	—			(1.6		)	—			(11.3		)	—			(12.9		)
Net cash (used in) provided by financing activities	(14.3		)	(28.0		)	—			(10.3		)	14.3			(38.3		)
Effect of exchange rate changes on cash and cash equivalents	—			—			—			1.0			—			1.0
Net increase (decrease) in cash and cash equivalents	—			46.2			—			6.3			—			52.5
Cash and cash equivalents, beginning of period	—			267.9			—			241.6			—			509.5
Cash and cash equivalents, end of period	$	—		$	314.1		$	—		$	247.9		$	—		$	562.0

Please refer to the chart below for the impact of the corrections to the Condensed Consolidating Statement of Operations for the quarter ended March 28, 2014 (in millions):

	Issuer			Guarantor Subsidiaries
	ON Semiconductor Corporation			SCI LLC			Other Subsidiaries		Non-Guarantor Subsidiaries			Eliminations		Total
Total change in gross profit	—			—			—		(2.6		)	—		(2.6		)
Total change in operating income	—			—			—		(2.6		)	—		(2.6		)
Total change in other income (expense), net	(2.7		)	(2.7		)	—		(0.1		)	5.4		(0.1		)
Total change in net income attributable to ON Semiconductor Corporation	$	(2.7	)	$	(2.7	)	$	—	$	(2.7	)	$	5.4	$	(2.7	)
Total change in comprehensive income attributable to ON Semiconductor Corporation	$	(2.7	)	$	(2.7	)	$	—	$	(2.7	)	$	5.4	$	(2.7	)

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Goodwill and Intangible Assets (Tables)

3 Months Ended

Apr. 03, 2015

Goodwill and Intangible Assets [Abstract]

Summary of Goodwill by Operating Segment

The following table summarizes goodwill by relevant reportable segment as of April 3, 2015 and December 31, 2014 (in millions):

	Balance as of April 3, 2015							Balance as of December 31, 2014
	Goodwill		Accumulated Impairment Losses			Carrying Value		Goodwill		Accumulated Impairment Losses			Carrying Value
Reportable Segment:
Application Products Group	$	539.9	$	(418.9	)	$	121	$	539.9	$	(418.9	)	$	121.0
Standard Products Group	76.0		(28.6		)	47.4		76.0		(28.6		)	47.4
Image Sensor Group	95.4		—			95.4		95.4		—			95.4
	$	711.3	$	(447.5	)	$	263.8	$	711.3	$	(447.5	)	$	263.8

Summary of Intangible Assets, Net

Intangible assets, net, were as follows as of April 3, 2015 and December 31, 2014 (in millions):

	April 3, 2015
	Original Cost		Accumulated Amortization			Foreign Currency Translation Adjustment			Accumulated Impairment			Carrying Value
Intellectual property	$	13.9	$	(10.1	)	$	—		$	(0.4	)	$	3.4
Customer relationships	425.6		(162.9		)	(27.8		)	(23.7		)	211.2
Patents	43.7		(21.9		)	—			(13.7		)	8.1
Developed technology	243.5		(104.7		)	—			(2.6		)	136.2
Trademarks	16.3		(9.4		)	—			(1.1		)	5.8
In-process research and development	59.9		—			—			—			59.9
Total intangibles	$	802.9	$	(309.0	)	$	(27.8	)	$	(41.5	)	$	424.6

	December 31, 2014
	Original Cost		Accumulated Amortization			Foreign Currency Translation Adjustment			Accumulated Impairment Losses			Carrying Value
Intellectual property	$	13.9	$	(10.0	)	$	—		$	(0.4	)	$	3.5
Customer relationships	425.6		(146.2		)	(27.8		)	(23.7		)	227.9
Patents	43.7		(21.3		)	—			(13.7		)	8.7
Developed technology	241.9		(88.9		)	—			(2.6		)	150.4
Trademarks	16.3		(8.7		)	—			(1.1		)	6.5
In-process research and development	61.5		—			—			—			61.5
Total intangibles	$	802.9	$	(275.1	)	$	(27.8	)	$	(41.5	)	$	458.5

Summary of Amortization Expense

Amortization expense for intangible assets, with the exception of the $59.9 million of IPRD assets that will be amortized once the corresponding projects have been completed, is expected to be as follows for each of the next five years and thereafter (in millions):

Period	Estimated Amortization Expense
Remainder of 2015	$	100.5
2016	88.6
2017	56.3
2018	34.8
2019	29.5
Thereafter	55.0
Total estimated amortization expense	$	364.7

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Restructuring, Asset Impairments And Other, Net (Reconciliation Of "Restructuring, Asset Impairments And Other, Net" Caption On The Consolidated Statement Of Operations) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Apr. 03, 2015	Mar. 28, 2014
Restructuring Cost and Reserve [Line Items]
Restructuring	$ 1.5
Restructuring Costs and Asset Impairment Charges	(2.3)	5.8
Facility Closing [Member] | Aizu [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring	0.4
Other	0
Restructuring Costs and Asset Impairment Charges	0.4
Facility Closing [Member] | KSS Facility [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring	0.3
Other	(3.4)
Restructuring Costs and Asset Impairment Charges	(3.1)
Other Restructuring [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring	0
Other	(0.4)
Restructuring Costs and Asset Impairment Charges	(0.4)
Other Restructuring [Member] | On Semiconductor Corporation [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring	0.8
Other	0
Restructuring Costs and Asset Impairment Charges	0.8
Restructuring Charges, Net [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring	1.5
Other	(3.8)
Restructuring Costs and Asset Impairment Charges	$ (2.3)

XML

Background And Basis Of Presentation Schedule of Retrospective Measurement Period Adjustments - Consolidated Statement of Operations and Comprehensive Income Impact (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Apr. 03, 2015	Mar. 28, 2014
Cost of Revenue	$ 570.4	$ 458.3
Gross Profit	300.4	248.2
Operating Income (Loss)	68.4	70.7
Other Nonoperating Income (Expense)	3.7	(0.7)
Nonoperating Income (Expense)	(5.2)	(8.6)
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Extraordinary Items, Noncontrolling Interest	63.2	62.1
Net income	55.8	55.9
Net Income (Loss) Attributable to Parent	55.1	55.7
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest	51.5	56.9
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	50.8	56.7
Restatement Adjustment [Member]
Gross Profit		(2.6)
Operating Income (Loss)		(2.6)
Nonoperating Income (Expense)		(0.1)
Net Income (Loss) Attributable to Parent		(2.7)
Comprehensive Income (Loss), Net of Tax, Attributable to Parent		(2.7)
Retrospective Measurement Period Adjustment [Member] | Aptima [Member]
Cost of Revenue		458.3
Gross Profit		248.2
Operating Income (Loss)		70.7
Other Nonoperating Income (Expense)		(0.7)
Nonoperating Income (Expense)		(8.6)
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Extraordinary Items, Noncontrolling Interest		62.1
Net income		55.9
Net Income (Loss) Attributable to Parent		55.7
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest		56.9
Comprehensive Income (Loss), Net of Tax, Attributable to Parent		56.7
Retrospective Measurement Period Adjustment [Member] | Scenario, Previously Reported [Member] | Aptima [Member]
Cost of Revenue		455.7
Gross Profit		250.8
Operating Income (Loss)		73.3
Other Nonoperating Income (Expense)		(0.6)
Nonoperating Income (Expense)		(8.5)
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Extraordinary Items, Noncontrolling Interest		64.8
Net income		58.6
Net Income (Loss) Attributable to Parent		58.4
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest		59.6
Comprehensive Income (Loss), Net of Tax, Attributable to Parent		59.4
Retrospective Measurement Period Adjustment [Member] | Restatement Adjustment [Member] | Aptima [Member]
Cost of Revenue		2.6
Gross Profit		(2.6)
Operating Income (Loss)		(2.6)
Other Nonoperating Income (Expense)		(0.1)
Nonoperating Income (Expense)		(0.1)
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Extraordinary Items, Noncontrolling Interest		(2.7)
Net income		(2.7)
Net Income (Loss) Attributable to Parent		(2.7)
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest		(2.7)
Comprehensive Income (Loss), Net of Tax, Attributable to Parent		$ (2.7)

XML

Consolidated Statement Of Cash Flows (USD $) In Millions, unless otherwise specified	3 Months Ended
	Apr. 03, 2015	Mar. 28, 2014
Cash flows from operating activities:
Net income	$ 55.8	$ 55.9
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	90.2	52.4
Gain on sale or disposal of fixed assets	(4.0)	(0.3)
Amortization of debt issuance costs	0.3	0.3
Write-down of excess inventories	17.7	6.8
Non-cash share-based compensation expense	11.3	8.5
Non-cash interest	1.8	1.6
Change in deferred taxes	(0.4)	1.9
Other	(3.0)	0
Changes in assets and liabilities (exclusive of the impact of acquisitions):
Receivables	(36.9)	(33.0)
Inventories	(34.7)	(6.2)
Other assets	3.9	(5.2)
Accounts payable	(6.1)	0.4
Accrued expenses	(5.4)	(6.1)
Deferred income on sales to distributors	(9.1)	11.2
Other long-term liabilities	2.1	(13.3)
Net cash provided by operating activities	83.5	74.9
Cash flows from investing activities:
Purchases of property, plant and equipment	(64.8)	(47.7)
Proceeds from sales of property, plant and equipment	9.4	0.2
Deposits utilized for purchases of property, plant and equipment	0	1.2
Purchase of businesses, net of cash acquired	(2.9)	0
Proceeds from available-for-sale securities	3.4	0
Proceeds from held-to-maturity securities	1.5	63.5
Purchases of held-to-maturity securities	(0.8)	(2.3)
Net cash (used in) provided by investing activities	(54.2)	14.9
Cash flows from financing activities:
Proceeds from issuance of common stock under the employee stock purchase plan	3.8	0
Proceeds from exercise of stock options	21.4	9.6
Payments of tax withholding for restricted shares	(11.2)	(4.5)
Repurchase of common stock	(95.0)	(19.4)
Proceeds from debt issuance	6.5	0
Payment of capital lease obligations	(8.2)	(11.1)
Repayment of long-term debt	(30.5)	(12.9)
Net cash used in financing activities	(113.2)	(38.3)
Effect of exchange rate changes on cash and cash equivalents	0.3	1.0
Net (decrease) increase in cash and cash equivalents	(83.6)	52.5
Cash and cash equivalents, beginning of period	511.7	509.5
Cash and cash equivalents, end of period	$ 428.1	$ 562.0

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Restructuring, Asset Impairments And Other, Net

3 Months Ended

Apr. 03, 2015

Restructuring Charges [Abstract]

Restructuring, Asset Impairments And Other, Net

Restructuring, Asset Impairments and Other, Net

Summarized activity included in the “Restructuring, Asset Impairments and Other, Net” caption on the Company's Consolidated Statements of Operations and Comprehensive Income for the quarter ended April 3, 2015 is as follows (in millions):

	Restructuring		Other			Total
Quarter ended April 3, 2015
Business combination severance	0.4		—			0.4
KSS facility closure	0.3		(3.4		)	(3.1		)
European marketing organization relocation	0.8		—			0.8
Other (1)	—		(0.4		)	(0.4		)
Total	$	1.5	$	(3.8	)	$	(2.3	)

(1) Includes amounts related to certain reductions in workforce, other facility closures, asset disposal activity and certain other activity which is not considered to be significant.

Changes in accrued restructuring charges from December 31, 2014 to April 3, 2015 are summarized as follows (in millions):

	Balance as of December 31, 2014		Charges		Usage			Balance as of April 3, 2015
Estimated employee separation charges	$	2.3	$	1.5	$	(2.4	)	$	1.4
Estimated costs to exit	1.1		—		(0.3		)	0.8
Total	$	3.4	$	1.5	$	(2.7	)	$	2.2

Activity related to the Company’s restructuring programs that were either initiated during 2015 or had not been completed as of April 3, 2015, is as follows:

KSS Facility Closure

On October 6, 2013, the Company announced a plan to close KSS (the "KSS Plan"). Pursuant to the KSS Plan, a majority of the production from KSS was transferred to other Company manufacturing facilities. The KSS Plan includes the elimination of approximately 170 full time and 40 contract employees. For the quarter ended April 3, 2015, the Company recorded approximately $0.3 million related to separation charges offset by $3.4 million gain from the sale of assets and the change in foreign currency. All of the employees have exited under this program.

Business Combination Severance

Certain positions were eliminated following the acquisition of Aptina on August 15, 2014. During the quarter ended April 3, 2015, 44 positions were identified for elimination, and the Company recorded approximately $0.4 million of related employee separation charges. The total plan is estimated to cost $1.2 million. All impacted employees are expected to exit during the second half of 2015.

As of April 3, 2015, there was $0.4 million accrued liability associated with executive severance charges.

European Marketing Organization Relocation

In January 2015, it was announced that the Company's European customer marketing organization would relocate from France to Slovakia and Germany. As a result, six positions are expected to be eliminated and the Company recorded approximately $0.8 million of related employee separation charges during the quarter ended April 3, 2015. The total plan is estimated to incur approximately $3.3 million of expenses. The impacted employees are expected to exit during the second half of 2016.

As of April 3, 2015, there was $0.8 million accrued liability associated with employee separation charges for the European customer marketing organization move.

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Long-Term Debt Long-Term Debt (Debt Guarantees) (Details) (2.625% Notes, Series B)	Apr. 03, 2015	Dec. 31, 2014
2.625% Notes, Series B
Debt Instrument [Line Items]
Debt instrument, interest rate	2.625%	2.625%

XML

Segment Information Segment Information (Summary of Property, Plant and Equipment by Geographic Location) (Details) (USD $) In Millions, unless otherwise specified	Apr. 03, 2015	Dec. 31, 2014
Revenues from External Customers and Long-Lived Assets [Line Items]
Property, plant and equipment, net	$ 1,208.4	$ 1,203.9
United States
Revenues from External Customers and Long-Lived Assets [Line Items]
Property, plant and equipment, net	318.1	308.1
Czech Republic
Revenues from External Customers and Long-Lived Assets [Line Items]
Property, plant and equipment, net	111.0	113.8
Malaysia
Revenues from External Customers and Long-Lived Assets [Line Items]
Property, plant and equipment, net	229.9	232.2
Philippines
Revenues from External Customers and Long-Lived Assets [Line Items]
Property, plant and equipment, net	201.8	197.4
CHINA
Revenues from External Customers and Long-Lived Assets [Line Items]
Property, plant and equipment, net	119.6	122.2
Other
Revenues from External Customers and Long-Lived Assets [Line Items]
Property, plant and equipment, net	$ 228.0	$ 230.2

XML

Fair Value Of Financial Instruments (Narrative) (Details) (USD $)	3 Months Ended
	Apr. 03, 2015	Dec. 31, 2014
Debt Instrument [Line Items]
Unrealized Loss on Securities	$ 0
Available-for-sale Securities, Continuous Unrealized Loss Position, Fair Value		4,100,000
Cost Method Investments, Fair Value Disclosure	$ 12,300,000	$ 12,200,000
2.625% Notes, Series B
Debt Instrument [Line Items]
Debt Instrument, Interest Rate, Stated Percentage	2.625%	2.625%

XML

Restructuring, Asset Impairments And Other, Net (Tables)

3 Months Ended

Apr. 03, 2015

Restructuring Charges [Abstract]

Reconciliation Of "Restructuring, Asset Impairments And Other, Net" Caption On The Consolidated Statement Of Operations

Summarized activity included in the “Restructuring, Asset Impairments and Other, Net” caption on the Company's Consolidated Statements of Operations and Comprehensive Income for the quarter ended April 3, 2015 is as follows (in millions):

	Restructuring		Other			Total
Quarter ended April 3, 2015
Business combination severance	0.4		—			0.4
KSS facility closure	0.3		(3.4		)	(3.1		)
European marketing organization relocation	0.8		—			0.8
Other (1)	—		(0.4		)	(0.4		)
Total	$	1.5	$	(3.8	)	$	(2.3	)

(1) Includes amounts related to certain reductions in workforce, other facility closures, asset disposal activity and certain other activity which is not considered to be significant.

Rollforward Of Accrued Restructuring Charges

Changes in accrued restructuring charges from December 31, 2014 to April 3, 2015 are summarized as follows (in millions):

	Balance as of December 31, 2014		Charges		Usage			Balance as of April 3, 2015
Estimated employee separation charges	$	2.3	$	1.5	$	(2.4	)	$	1.4
Estimated costs to exit	1.1		—		(0.3		)	0.8
Total	$	3.4	$	1.5	$	(2.7	)	$	2.2

XML

Financial Instruments (Narrative) (Details) (USD $)	3 Months Ended
	Apr. 03, 2015	Mar. 28, 2014	Dec. 31, 2014
Derivatives, Fair Value [Line Items]
Derivative, Notional Amount	$ 113,000,000		$ 145,700,000
Foreign currency transaction gain (loss), realized	100,000	(900,000)
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax	(200,000)	1,400,000
Other liabilities	1,013,700,000		1,040,800,000
Reclassification out of Accumulated Other Comprehensive Income | Cost of Revenues [Member] | Effects of Cash Flow Hedges
Derivatives, Fair Value [Line Items]
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax	(1,800,000)
Cash Flow Hedging [Member]
Derivatives, Fair Value [Line Items]
Derivative, Notional Amount	64,000,000
Other liabilities	$ 3,800,000.0		$ 3,500,000

XML

Guarantor and Non-Guarantor Statements (Tables)

3 Months Ended

Apr. 03, 2015

Guarantor And Non-Guarantor Statements [Abstract]

Guarantor and Non-Guarantor Consolidated Statement Of Balance Sheet

CONDENSED CONSOLIDATING BALANCE SHEET AS OF APRIL 3, 2015 (in millions)
	Issuer		Guarantor
	ON Semiconductor Corporation		SCI LLC		Other Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Total
Cash and cash equivalents	$	—	$	139.7	$	—	$	288.4	$	—		$	428.1
Short-term investments	—		1.3		—		—		—			1.3
Receivables, net	—		55.7		—		398.8		—			454.5
Inventories	—		63.0		—		670.0		13.9			746.9
Short-term intercompany receivables	—		1.9		5.0		—		(6.9		)	—
Other current assets	—		19.5		—		107.4		1.2			128.1
Total current assets	—		281.1		5.0		1,464.6		8.2			1,758.9
Property, plant and equipment, net	—		270.0		2.9		936.8		(1.3		)	1,208.4
Goodwill	—		111.6		37.3		114.9		—			263.8
Intangible assets, net	—		94.6		—		346.6		(16.6		)	424.6
Long-term intercompany receivables	—		143.1		—		—		(143.1		)	—
Other assets	1,954.4		2,080.1		146.3		867.7		(4,957.9		)	90.6
Total assets	$	1,954.4	$	2,980.5	$	191.5	$	3,730.6	$	(5,110.7	)	$	3,746.3
Accounts payable	$	—	$	35.6	$	0.1	$	326.8	$	—		$	362.5
Accrued expenses	4.8		76.1		0.2		201.5		—			282.6
Deferred income on sales to distributors	—		35.0		—		121.0		—			156.0
Current portion of long-term debt	—		63.0		—		149.6		—			212.6
Short-term intercompany payables	—		—		—		6.9		(6.9		)	—
Total current liabilities	4.8		209.7		0.3		805.8		(6.9		)	1,013.7
Long-term debt	344.0		578.6		—		27.6		—			950.2
Other long-term liabilities	—		30.5		0.1		124.6		—			155.2
Long-term intercompany payables	—		—		—		143.1		(143.1		)	—
Total liabilities	348.8		818.8		0.4		1,101.1		(150.0		)	2,119.1
Stockholders’ equity	1,605.6		2,161.7		191.1		2,629.5		(4,982.3		)	1,605.6
Non-controlling interest in consolidated subsidiary	—		—		—		—		21.6			21.6
Total equity	1,605.6		2,161.7		191.1		2,629.5		(4,960.7		)	1,627.2
Total liabilities and equity	$	1,954.4	$	2,980.5	$	191.5	$	3,730.6	$	(5,110.7	)	$	3,746.3

CONDENSED CONSOLIDATING BALANCE SHEET AS OF DECEMBER 31, 2014 (in millions)
	Issuer		Guarantor
	ON Semiconductor Corporation		SCI LLC		Other Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Total
Cash and cash equivalents	$	—	$	199.9	$	—	$	311.8	$	—		$	511.7
Short-term investments	—		2.0		—		4.1		—			6.1
Receivables, net	—		56.6		—		360.9		—			417.5
Inventories	—		60.5		—		652.9		16.5			729.9
Short-term intercompany receivables	—		—		4.9		—		(4.9		)	—
Other current assets	—		14.0		—		126.6		—			140.6
Total current assets	—		333.0		4.9		1,456.3		11.6			1,805.8
Property, plant and equipment, net	—		262.1		3.1		940.1		(1.4		)	1,203.9
Goodwill	—		111.6		37.3		114.9		—			263.8
Intangible assets, net	—		98.2		—		377.9		(17.6		)	458.5
Long-term intercompany receivables	—		204.2		—		—		(204.2		)	—
Other assets	1,969.1		2,002.3		143.5		858.2		(4,882.1		)	91.0
Total assets	$	1,969.1	$	3,011.4	$	188.8	$	3,747.4	$	(5,093.7	)	$	3,823.0
Accounts payable	$	—	$	37.8	0.1		340.3		—			$	378.2
Accrued expenses	0.4		71.6		0.5		215.4		—			287.9
Deferred income on sales to distributors	—		36.4		—		128.7		—			165.1
Current portion of long-term debt	—		57.6		—		152.0		—			209.6
Short-term intercompany payables	—		2.3		—		2.6		(4.9		)	—
Total current liabilities	0.4		205.7		0.6		839.0		(4.9		)	1,040.8
Long-term debt	342.2		609.5		—		31.3		—			983.0
Other long-term liabilities	—		21.1		—		130.7		—			151.8
Long-term intercompany payables	—		—		—		204.2		(204.2		)	—
Total liabilities	342.6		836.3		0.6		1,205.2		(209.1		)	2,175.6
Stockholders’ equity	1,626.5		2,175.1		188.2		2,542.2		(4,905.5		)	1,626.5
Non-controlling interest in consolidated subsidiary	—		—		—		—		20.9			20.9
Total equity	1,626.5		2,175.1		188.2		2,542.2		(4,884.6		)	1,647.4
Total liabilities and equity	$	1,969.1	$	3,011.4	$	188.8	$	3,747.4	$	(5,093.7	)	$	3,823.0

Guarantor and Non-Guarantor Consolidated Statement of Operations and Comprehensive Income

CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME FOR THE QUARTER ENDED APRIL 3, 2015 (in millions)
	Issuer			Guarantor Subsidiaries
	ON Semiconductor Corporation			SCI LLC			Other Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Total
Revenues	$	—		$	202.2		$	4.2	$	1,128.9		$	(464.5	)	$	870.8
Cost of revenues (exclusive of amortization shown below)	—			154.3			0.2		879.4			(463.5		)	570.4
Gross profit	—			47.9			4.0		249.5			(1.0		)	300.4
Operating expenses:
Research and development	—			32.3			3.3		64.8			—			100.4
Selling and marketing	—			26.4			0.2		26.7			—			53.3
General and administrative	—			14.9			0.3		31.5			—			46.7
Amortization of acquisition related intangible assets	—			3.5			—		31.5			(1.1		)	33.9
Restructuring, asset impairments and other, net	—			(0.8		)	—		(1.5		)	—			(2.3		)
Total operating expenses	—			76.3			3.8		153.0			(1.1		)	232.0
Operating income (loss)	—			(28.4		)	0.2		96.5			0.1			68.4
Other income (expense), net:
Interest expense	(4.4		)	(2.5		)	—		(2.3		)	—			(9.2		)
Interest income	—			0.1			—		0.2			—			0.3
Other	—			(1.7		)	—		5.4			—			3.7
Equity in earnings	59.5			93.9			2.7		—			(156.1		)	—
Other income (expense), net	55.1			89.8			2.7		3.3			(156.1		)	(5.2		)
Income before income taxes	55.1			61.4			2.9		99.8			(156.0		)	63.2
Income tax benefit (provision)	—			(0.8		)	—		(7.9		)	1.3			(7.4		)
Net income	55.1			60.6			2.9		91.9			(154.7		)	55.8
Net income attributable to non-controlling interest	—			—			—		—			(0.7		)	(0.7		)
Net income attributable to ON Semiconductor Corporation	$	55.1		$	60.6		$	2.9	$	91.9		$	(155.4	)	$	55.1
Comprehensive income attributable to ON Semiconductor Corporation	$	50.8		$	56.3		$	2.9	$	87.8		$	(147.0	)	$	50.8

CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME FOR THE QUARTER ENDED MARCH 28, 2014 (in millions)
	Issuer			Guarantor Subsidiaries
	ON Semiconductor Corporation			SCI LLC			Other Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Total
Revenues	$	—		$	170.0		$	3.9	$	974.1		$	(441.5	)	$	706.5
Cost of revenues (exclusive of amortization shown below)	—			139.4			0.2		759.3			(440.6		)	458.3
Gross profit	—			30.6			3.7		214.8			(0.9		)	248.2
Operating expenses:
Research and development	—			12.2			3.0		62.9			—			78.1
Selling and marketing	—			19.3			0.2		24.9			—			44.4
General and administrative	—			13.2			0.3		27.5			—			41.0
Amortization of acquisition related intangible assets	—			3.7			—		5.5			(1.0		)	8.2
Restructuring, asset impairments and other, net	—			0.4			—		5.4			—			5.8
Total operating expenses	—			48.8			3.5		126.2			(1.0		)	177.5
Operating income (loss)	—			(18.2		)	0.2		88.6			0.1			70.7
Other income (expense), net:
Interest expense	(4.0		)	(3.5		)	—		(0.6		)	—			(8.1		)
Interest income	—			0.1			—		0.1			—			0.2
Other	—			(0.6		)	—		(0.1		)	—			(0.7		)
Equity in earnings	59.7			95.9			0.6		—			(156.2		)	—
Other income (expense), net	55.7			91.9			0.6		(0.6		)	(156.2		)	(8.6		)
Income before income taxes	55.7			73.7			0.8		88.0			(156.1		)	62.1
Income tax (provision) benefit	—			5.7			—		(11.9		)	—			(6.2		)
Net income	55.7			79.4			0.8		76.1			(156.1		)	55.9
Net income attributable to non-controlling interest	—			—			—		—			(0.2		)	(0.2		)
Net income attributable to ON Semiconductor Corporation	$	55.7		$	79.4		$	0.8	$	76.1		$	(156.3	)	$	55.7
Comprehensive income attributable to ON Semiconductor Corporation	$	56.7		$	80.6		$	0.8	$	75.7		$	(157.1	)	$	56.7

Guarantor and Non-Guarantor Consolidated Statement Of Operations, Comprehensive Income And Cash Flow

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE QUARTER ENDED APRIL 3, 2015 (in millions)
	Issuer			Guarantor Subsidiaries
	ON Semiconductor Corporation			SCI LLC			Other Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Total
Net cash provided by operating activities	$	—		$	7.7		$	—	$	75.8		$	—		$	83.5
Cash flows from investing activities:
Purchases of property, plant and equipment	—			(22.4		)	—		(42.4		)	—			(64.8		)
Proceeds from sales of property, plant and equipment	—			—			—		9.4			—			9.4
Purchase of businesses, net of cash acquired	—			—			—		(2.9		)	—			(2.9		)
Proceeds from available-for-sale securities	—			—			—		3.4			—			3.4
Proceeds from held-to maturity securities	—			1.5			—		—			—			1.5
Purchases of held-to-maturity securities	—			(0.8		)	—		—			—			(0.8		)
Contribution from subsidiaries	81.0			—			—		—			(81.0		)	—
Net cash provided by (used in) investing activities	81.0			(21.7		)	—		(32.5		)	(81.0		)	(54.2		)
Cash flows from financing activities:
Intercompany loans	—			(46.8		)	—		46.8			—			—
Intercompany loan repayments to guarantor	—			107.8			—		(107.8		)	—			—
Payments to parent	—			(81.0		)	—		—			81.0			—
Proceeds from issuance of common stock under the employee stock purchase plan	3.8			—			—		—			—			3.8
Proceeds from exercise of stock options	21.4			—			—		—			—			21.4
Payments of tax withholding for restricted shares	(11.2		)	—			—		—			—			(11.2		)
Repurchase of common stock	(95.0		)	—			—		—			—			(95.0		)
Proceeds from debt issuance	—			—			—		6.5			—			6.5
Payment of capital leases obligations	—			(4.9		)	—		(3.3		)	—			(8.2		)
Repayment of long-term debt	—			(21.3		)	—		(9.2		)	—			(30.5		)
Net cash used in financing activities	(81.0		)	(46.2		)	—		(67.0		)	81.0			(113.2		)
Effect of exchange rate changes on cash and cash equivalents	—			—			—		0.3			—			0.3
Net increase in cash and cash equivalents	—			(60.2		)	—		(23.4		)	—			(83.6		)
Cash and cash equivalents, beginning of period	—			199.9			—		311.8			—			511.7
Cash and cash equivalents, end of period	$	—		$	139.7		$	—	$	288.4		$	—		$	428.1

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE QUARTER ENDED MARCH 28, 2014 (in millions)
	Issuers			Guarantor Subsidiaries
	ON Semiconductor Corporation			SCI LLC			Other Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Total
Net cash (used in) provided by operating activities	$	—		$	27.3		$	0.5		$	47.1		$	—		$	74.9
Cash flows from investing activities:
Purchases of property, plant and equipment	—			(14.9		)	(0.5		)	(32.3		)	—			(47.7		)
Proceeds from sales of property, plant and equipment	—			0.6			—			(0.4		)	—			0.2
Deposits utilized for purchases of property, plant and equipment	—			—			—			1.2			—			1.2
Proceeds from held-to maturity securities	—			63.5			—			—			—			63.5
Purchase of held-to-maturity securities	—			(2.3		)	—			—			—			(2.3		)
Contribution from subsidiaries	14.3			—			—			—			(14.3		)	—
Net cash provided by (used in) investing activities	14.3			46.9			(0.5		)	(31.5		)	(14.3		)	14.9
Cash flows from financing activities:
Intercompany loans	—			(147.9		)	—			147.9			—			—
Intercompany loan repayments to guarantor	—			146.1			—			(146.1		)	—			—
Payments to parent	—			(14.3		)	—			—			14.3			—
Proceeds from exercise of stock options	9.6			—			—			—			—			9.6
Payments of tax withholding for restricted shares	(4.5		)	—			—			—			—			(4.5		)
Repurchase of common stock	(19.4		)	—			—			—			—			(19.4		)
Payment of capital leases obligations	—			(10.3		)	—			(0.8		)	—			(11.1		)
Repayment of long-term debt	—			(1.6		)	—			(11.3		)	—			(12.9		)
Net cash (used in) provided by financing activities	(14.3		)	(28.0		)	—			(10.3		)	14.3			(38.3		)
Effect of exchange rate changes on cash and cash equivalents	—			—			—			1.0			—			1.0
Net increase (decrease) in cash and cash equivalents	—			46.2			—			6.3			—			52.5
Cash and cash equivalents, beginning of period	—			267.9			—			241.6			—			509.5
Cash and cash equivalents, end of period	$	—		$	314.1		$	—		$	247.9		$	—		$	562.0

Retrospective Measurement Period Adjustments

The following tables present the effect of the aforementioned revisions on the Company’s consolidated statement of cash flows for the quarter ended March 28, 2014 (in millions). There was no impact to total cash flows from operating activities as a result of the errors or revisions:

	Quarter ended March 28, 2014
	As Reported			Revision			As Revised
Cash flows from operating activities:
Net income	$	58.6		$	(2.7	)	$	55.9
Adjustments to reconcile net income to net cash provided by operating activities:
Change in deferred taxes	1.8			0.1			1.9
Changes in assets and liabilities (exclusive of the impact of acquisitions):
Inventories	(8.8		)	2.6			(6.2		)

During the quarter ended April 3, 2015, the Company finalized the purchase price allocation of Aptina, Inc. ("Aptina") and, as a result, retrospectively adjusted its Consolidated Balance Sheet and related information as of December 31, 2014 for an immaterial amount as follows (in millions, see Note 3: "Acquisitions" for additional information):

	As of December 31, 2014
	As Reported		Revision			As Revised
Goodwill	$	264.7	$	(0.9	)	$	263.8
Intangible assets, net	$	457.6	$	0.9		$	458.5

The following tables present the effect of the aforementioned revisions on the Company’s consolidated statements of operations and comprehensive income for the quarter ended March 28, 2014 (in millions, except per share data):

	Quarter ended March 28, 2014
	As Reported		Revision		As Revised
Cost of revenues (exclusive of amortization shown below)	455.7		2.6		458.3
Gross profit	250.8		(2.6	)	248.2
Operating income	73.3		(2.6	)	70.7
Other	(0.6	)	(0.1	)	(0.7	)
Other income (expenses), net	(8.5	)	(0.1	)	(8.6	)
Income before income taxes	64.8		(2.7	)	62.1
Net income	58.6		(2.7	)	55.9
Net income attributable to ON Semiconductor Corporation	58.4		(2.7	)	55.7
Comprehensive income	59.6		(2.7	)	56.9
Comprehensive income attributable to ON Semiconductor Corporation	59.4		(2.7	)	56.7

Please refer to the chart below for the impact of the corrections to the Condensed Consolidating Statement of Operations for the quarter ended March 28, 2014 (in millions):

	Issuer			Guarantor Subsidiaries
	ON Semiconductor Corporation			SCI LLC			Other Subsidiaries		Non-Guarantor Subsidiaries			Eliminations		Total
Total change in gross profit	—			—			—		(2.6		)	—		(2.6		)
Total change in operating income	—			—			—		(2.6		)	—		(2.6		)
Total change in other income (expense), net	(2.7		)	(2.7		)	—		(0.1		)	5.4		(0.1		)
Total change in net income attributable to ON Semiconductor Corporation	$	(2.7	)	$	(2.7	)	$	—	$	(2.7	)	$	5.4	$	(2.7	)
Total change in comprehensive income attributable to ON Semiconductor Corporation	$	(2.7	)	$	(2.7	)	$	—	$	(2.7	)	$	5.4	$	(2.7	)

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Segment Information

3 Months Ended

Apr. 03, 2015

Segment Reporting, Measurement Disclosures [Abstract]

Segment Information

Segment Information

As of April 3, 2015, the Company was organized into four reportable segments, consisting of the Application Products Group, Standard Products Group, System Solutions Group and Image Sensor Group. The Company's Image Sensor Group was established during the third quarter of 2014 following the Company's acquisitions of Truesense and Aptina. Previously reported information has been recast to reflect the current reportable segments.

Each of the Company's major product lines has been examined and each product line has been assigned to a reportable segment based on the Company's operating strategy. Because many products are sold into different end-markets, the total revenue reported for a segment is not indicative of actual sales in the end-market associated with that segment, but rather is the sum of the revenue from the product lines assigned to that segment. These segments represent the Company's view of the business and as such are used to evaluate progress of major initiatives and allocation of resources.

Revenues and gross profit for the Company’s reportable segments for the quarters ended April 3, 2015 and March 28, 2014 are as follows (in millions):

	Application Products Group		Standard Products Group		Image Sensor Group		System Solutions Group		Total
For the quarter ended April 3, 2015:
Revenues from external customers	$	264.3	$	303.2	$	170.5	$	132.8	$	870.8
Segment gross profit	$	118.8	$	113.6	$	50.1	$	26.5	$	309.0
For the quarter ended March 28, 2014:
Revenues from external customers	$	267.6	$	292.9	$	11.9	$	134.1	$	706.5
Segment gross profit	$	117.8	$	106.2	$	8.3	$	25.0	$	257.3

Gross profit shown above and below is exclusive of the amortization of acquisition-related intangible assets. Depreciation expense is included in segment gross profit. Reconciliations of segment gross profit to consolidated gross profit are as follows (in millions):

	Quarter Ended
	April 3, 2015			March 28, 2014
Gross profit for reportable segments	$	309.0		$	257.3
Less: unallocated manufacturing costs	(8.6		)	(9.1		)
Consolidated Gross profit	$	300.4		$	248.2

The Company's consolidated assets are not specifically ascribed to its individual reporting segments. Rather, assets used in operations are generally shared across the Company's reporting segments. See Note 6: "Balance Sheet Information" for additional information.

The Company operates in various geographic locations. Sales to unaffiliated customers have little correlation with the location of manufacturers. It is therefore not meaningful to present gross profit by geographical location.

Revenues by geographic location, including local sales made by operations within each area, based on sales billed from the respective country, are summarized as follows (in millions):

	Quarter Ended
	April 3, 2015		March 28, 2014
United States	$	131.8	$	112.0
Japan	62.6		65.3
Hong Kong	191.2		202.7
Singapore	316.3		180.4
United Kingdom	129.7		117.2
Other	39.2		28.9
	$	870.8	$	706.5

Property, plant and equipment, net by geographic location, is summarized as follows (in millions):

	April 3, 2015		December 31, 2014
United States	$	318.1	$	308.1
Czech Republic	111.0		113.8
Malaysia	229.9		232.2
Philippines	201.8		197.4
China	119.6		122.2
Other	228.0		230.2
	$	1,208.4	$	1,203.9

For the quarters ended April 3, 2015 and March 28, 2014, there were no individual customers, including distributors, which accounted for more than 10% of the Company's total consolidated revenues.