10-Q

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC  20549

FORM 10-Q

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

For the quarterly period ended September 28, 2012

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

For the transition period from:                  to

Commission File Number 001-31560

SEAGATE TECHNOLOGY PUBLIC LIMITED COMPANY

(Exact name of registrant as specified in its charter)

Ireland	98-0648577
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification Number)

38/39 Fitzwilliam Square

Dublin 2, Ireland

(Address of principal executive offices)

Telephone:  (353) (1) 234-3136

(Registrant’s telephone number, including area code)

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 o

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 o

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: o
Non-accelerated filer: o	Smaller reporting company: o
(Do not check if a 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 o  No x

As of October 26, 2012, 377,494,162 shares of the registrant’s ordinary shares, par value $0.00001 per share, were issued and outstanding.

INDEX

SEAGATE TECHNOLOGY PLC

		PAGE NO.
PART I	FINANCIAL INFORMATION
Item 1.	Financial Statements
	Condensed Consolidated Balance Sheets — September 28, 2012 and June 29, 2012 (Unaudited)	3
	Condensed Consolidated Statements of Operations — Three Months ended September 28, 2012 and September 30, 2011 (Unaudited)	4
	Condensed Consolidated Statements of Comprehensive Income — Three Months ended September 28, 2012 and September 30, 2011 (Unaudited)	5
	Condensed Consolidated Statements of Cash Flows — Three Months ended September 28, 2012 and September 30, 2011 (Unaudited)	6
	Condensed Consolidated Statement of Shareholders’ Equity — Three Months ended September 28, 2012 (Unaudited)	7
	Notes to Condensed Consolidated Financial Statements (Unaudited)	8
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	29
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	35
Item 4.	Controls and Procedures	37
PART II	OTHER INFORMATION
Item 1.	Legal Proceedings	38
Item 1A.	Risk Factors	38
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	38
Item 3.	Defaults Upon Senior Securities	38
Item 4.	Mine Safety Disclosures	38
Item 5.	Other Information	38
Item 6.	Exhibits	39
	SIGNATURES	40

2

PART I

FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

SEAGATE TECHNOLOGY PLC

CONDENSED CONSOLIDATED BALANCE SHEETS

(In millions)

(Unaudited)

	September 28, 2012			June 29, 2012
ASSETS
Current assets:
Cash and cash equivalents	$	1,894		$	1,707
Short-term investments	476			411
Restricted cash and investments	100			93
Accounts receivable, net	1,684			2,319
Inventories	845			909
Deferred income taxes	112			104
Other current assets	638			767
Total current assets	5,749			6,310
Property, equipment and leasehold improvements, net	2,243			2,284
Goodwill	475			463
Other intangible assets, net	517			506
Deferred income taxes	403			396
Other assets, net	135			147
Total Assets	$	9,522		$	10,106
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	1,808		$	2,286
Accrued employee compensation	217			344
Accrued warranty	209			235
Accrued expenses	516			531
Current portion of long-term debt	3			—
Total current liabilities	2,753			3,396
Long-term accrued warranty	128			128
Long-term accrued income taxes	87			84
Other non-current liabilities	152			138
Long-term debt, less current portion	2,867			2,863
Total Liabilities	5,987			6,609
Commitments and contingencies (See Notes 11 and 13)
Equity:
Seagate Technology plc Shareholders’ Equity:
Ordinary shares and additional paid-in capital	5,124			4,950
Accumulated other comprehensive income (loss)	17			(9		)
Accumulated deficit	(1,658		)	(1,444		)
Total Seagate Technology plc Shareholders’ Equity	3,483			3,497
Noncontrolling interest	52			—
Total Equity	3,535			3,497
Total Liabilities and Equity	$	9,522		$	10,106

The information as of June 29, 2012 was derived from the Company’s audited Consolidated Balance Sheet as of June 29, 2012.

See Notes to Condensed Consolidated Financial Statements.

3

SEAGATE TECHNOLOGY PLC

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In millions, except per share data)

(Unaudited)

	For the Three Months Ended
	September 28, 2012			September 30, 2011
Revenue	$	3,732		$	2,811
Cost of revenue	2,671			2,262
Product development	268			208
Marketing and administrative	150			105
Amortization of intangibles	19			—
Restructuring and other, net	—			—
Total operating expenses	3,108			2,575
Income from operations	624			236
Interest income	2			1
Interest expense	(55		)	(69		)
Other, net	29			(16		)
Other expense, net	(24		)	(84		)
Income before income taxes	600			152
Provision for income taxes	18			12
Net income	582			140
Less: Net income attributable to noncontrolling interest	—			—
Net income attributable to Seagate Technology plc	$	582		$	140
Net income per share attributable to Seagate Technology plc ordinary shareholders:
Basic	$	1.48		$	0.33
Diluted	1.42			0.32
Number of shares used in per share calculations:
Basic	394			421
Diluted	409			433
Cash dividends declared per Seagate Technology plc ordinary share	$	0.32		$	0.18

See Notes to Condensed Consolidated Financial Statements.

4

SEAGATE TECHNOLOGY PLC

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In millions)

(Unaudited)

	For the Three Months Ended
	September 28, 2012			September 30, 2011
Net Income	$	582		$	140
Other comprehensive income, net of tax
Cash flow hedges
Change in unrealized gain (loss) on cash flow hedges, net	—			(14		)
Less: reclassification for amounts included in net income	—			—
Net change	—			(14		)
Marketable securities
Change in unrealized gain (loss)	27			(1		)
Less: reclassification for amounts included in net income	(1		)	—
Net change	26			(1		)
Post-retirement plans
Change in unrealized loss on post-retirement plan	—			1
Less: reclassification for amounts included in net income	—			—
Net change	—			1
Change in foreign currency translation adjustments	1			—
Total other comprehensive income, net of tax	27			(14		)
Comprehensive income	609			126
Less: Comprehensive income attributable to noncontrolling interest	1			—
Comprehensive income attributable to Seagate Technology plc	$	608		$	126

See Notes to Condensed Consolidated Financial Statements.

5

SEAGATE TECHNOLOGY PLC

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In millions)

(Unaudited)

	For the Three Months Ended
	September 28, 2012			September 30, 2011
OPERATING ACTIVITIES
Net income	$	582		$	140
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	212			182
Share-based compensation	17			12
Loss on redemption of debt	—			5
Gain on sale of property and equipment	(6		)	(10		)
Gain on sale of strategic investments	(33		)	—
Deferred income taxes	(5		)	—
Other non-cash operating activities, net	—			10
Changes in operating assets and liabilities:
Accounts receivable, net	648			49
Inventories	110			47
Accounts payable	(373		)	(298		)
Accrued employee compensation	(132		)	(57		)
Accrued expenses, income taxes and warranty	(57		)	12
Other assets and liabilities	169			68
Net cash provided by operating activities	1,132			160
INVESTING ACTIVITIES
Acquisition of property, equipment and leasehold improvements	(263		)	(218		)
Proceeds from the sale of property and equipment	4			8
Proceeds from the sale of strategic investments	41			—
Purchases of short-term investments	(74		)	(254		)
Sales of short-term investments	64			214
Maturities of short-term investments	5			87
Cash used in acquisition of LaCie S.A., net of cash acquired	(36		)	—
Change in restricted cash and investments	(6		)	14
Net cash used in investing activities	(265		)	(149		)
FINANCING ACTIVITIES
Repayments of long-term debt and capital lease obligations	—			(34		)
Repurchases of ordinary shares	(639		)	(128		)
Escrow deposit for acquisition of noncontrolling shares of LaCie S.A.	(72		)	—
Proceeds from issuance of ordinary shares under employee stock plans	157			26
Dividends to shareholders	(127		)	(78		)
Net cash used in financing activities	(681		)	(214		)
Effect of foreign currency exchange rate changes on cash and cash equivalents	1			—
Increase (decrease) in cash and cash equivalents	187			(203		)
Cash and cash equivalents at the beginning of the period	1,707			2,677
Cash and cash equivalents at the end of the period	$	1,894		$	2,474

See Notes to Condensed Consolidated Financial Statements.

6

SEAGATE TECHNOLOGY PLC

CONDENSED CONSOLIDATED STATEMENT OF SHAREHOLDERS’ EQUITY

For the Three Months Ended September 28, 2012

(In millions)

(Unaudited)

				Seagate Technology plc Ordinary Shareholders
	Total Equity			Number of Ordinary Shares		Par Value of Shares		Additional Paid-in Capital		Accumulated Other Comprehensive Income (Loss)			Accumulated Deficit			Total			Noncontrolling Interest
Balance at June 29, 2012	$	3,497		396		$	—	$	4,950	$	(9	)	$	(1,444	)	$	3,497		$	—
Net income	582												582			582			—
Other comprehensive income	27									26						26			1
Issuance of ordinary shares under employee stock plans	157			10		—		157		—			—			157			—
Repurchases of ordinary shares	(669		)	(20	)	—		—		—			(669		)	(669		)	—
Dividends to shareholders	(127		)	—		—		—		—			(127		)	(127		)	—
Share-based compensation	17			—		—		17		—			—			17			—
Acquisition of majority shares of LaCie S.A.	72			—		—		—		—			—			—			72
Purchase of additional subsidiary shares from noncontrolling interest	$	(21	)	—		$	—	$	—	$	—		$	—		$	—		$	(21	)
Balance at September 28, 2012	$	3,535		386		$	—	$	5,124	$	17		$	(1,658	)	$	3,483		$	52

See Notes to Condensed Consolidated Financial Statements.

7

1.Basis of Presentation and Summary of Significant Accounting Policies

Organization

The Company is a leading provider of data storage products. Its principal products are hard disk drives, commonly referred to as disk drives, hard drives or HDDs. Hard disk drives are devices that store digitally encoded data on rapidly rotating disks with magnetic surfaces. Disk drives are used as the primary medium for storing electronic data.

The Company produces a broad range of electronic data storage products addressing enterprise applications, where its products are designed for enterprise servers, mainframes and workstations; client compute applications, where its products are designed for desktop and notebook computers; and client non-compute applications, where its products are designed for a wide variety of end user devices such as digital video recorders (DVRs), gaming consoles, personal data backup systems, portable external storage systems and digital media systems. The Company sells its products primarily to major original equipment manufacturers (OEMs), distributors and retailers. In addition to manufacturing and selling disk drives, the Company provides storage services for small- to medium-sized businesses, including online backup, data protection and recovery solutions.

Basis of Presentation and Consolidation

The unaudited condensed consolidated financial statements include the accounts of the Company and all its wholly-owned and majority-owned subsidiaries, after elimination of intercompany transactions and balances. The preparation of financial statements in accordance with accounting principles generally accepted in the United States also requires management to make estimates and assumptions that affect the amounts reported in the Company’s consolidated financial statements and accompanying notes. Actual results could differ materially from those estimates. The methods, estimates and judgments the Company uses in applying its most critical accounting policies have a significant impact on the results the Company reports in its consolidated financial statements. The consolidated financial statements reflect, in the opinion of management, all material adjustments necessary to present fairly the consolidated financial position, results of operations, comprehensive income, cash flows and shareholders’ equity for the periods presented. Such adjustments are of a normal and recurring nature.  The Company’s Consolidated Financial Statements for the fiscal year ended June 29, 2012, are included in its Annual Report on Form 10-K as filed with the United States Securities and Exchange Commission (SEC) on August 8, 2012. The Company believes that the disclosures included in the unaudited Condensed Consolidated Financial Statements, when read in conjunction with its Consolidated Financial Statements as of June 29, 2012, and the notes thereto, are adequate to make the information presented not misleading.

The results of operations for the three months ended September 28, 2012, are not necessarily indicative of the results of operations to be expected for any subsequent interim period in the Company’s fiscal year ending June 28, 2013. The Company operates and reports financial results on a fiscal year of 52 or 53 weeks ending on the Friday closest to June 30. The three months ended September 28, 2012 and September 30, 2011 each consisted of 13 weeks.  Fiscal year 2013 will be comprised of 52 weeks and will end on June 28, 2013.

Summary of Significant Accounting Policies

Pursuant to our adoption of Accounting Standards Update No. 2011-05, Comprehensive Income (Topic 220)-Presentation of Comprehensive Income and Accounting Standards Update No. 2011-12, Comprehensive Income (Topic 220)-Deferral of the Effective Date for Amendments to the Presentation of Reclassifications of Items Out of Accumulated Other Comprehensive Income in Accounting Standards Update No. 2011-05, we elected to present separate consolidated statements of comprehensive income. Other than the revised indefinite lived intangible asset impairment testing described below, there have been no  significant changes in our significant accounting policies. Please refer to Note 1 of “Financial Statements and Supplementary Data” contained in Part II, Item 8 of the Company’s Annual Report on Form 10-K for the fiscal year ended June 29, 2012, as filed with the SEC on August 8, 2012 for a discussion of the Company’s other significant accounting policies.

Recently Issued Accounting Pronouncements

In July 2012, the FASB issued ASU No. 2012-02, Intangibles — Goodwill and Other (ASC Topic 350) — Testing Indefinite-Lived Intangible Assets for Impairment.  The ASU allows companies the option to perform a qualitative assessment in determining whether it is more likely than not that an indefinite-lived intangible asset is impaired as a basis for determining whether it is necessary to perform the quantitative impairment test.  The Company has early adopted the ASU in the first quarter of fiscal year 2013.  As required by the new ASU, the Company tests indefinite-lived intangible assets for impairment whenever events occur or circumstances change, such as declining financial performance, deterioration in the environment in which the entity operates or deteriorating macroeconomic conditions that have a negative effect on future expected earnings and cash flows that could affect significant inputs used to determine the fair value of the indefinite-lived intangible asset.  The adoption of this new guidance did not have an impact on the Company’s consolidated financial statements.

8

2.Balance Sheet Information

Investments

The Company’s short-term investments are comprised of readily marketable securities with remaining maturities of more than 90 days at the time of purchase.  With the exception of securities held for its non-qualified deferred compensation plan, which are classified as trading securities, the Company classifies its investment portfolio as available-for-sale.  The Company recognizes its available-for-sale investments at fair value with unrealized gains and losses included in Accumulated other comprehensive income (loss), which is a component of equity.  The amortized cost of debt securities is adjusted for amortization of premiums and accretion of discounts to maturity. Such amortization and accretion are included in Interest income. Realized gains and losses are included in Other, net. The cost of securities sold is based on the specific identification method.

As of September 28, 2012, the Company’s Restricted cash and investments consisted of $78 million in cash equivalents and investments held in trust for payment of its non-qualified deferred compensation plan liabilities and $22 million in cash and investments held as collateral at banks for various performance obligations. As of June 29, 2012, the Company’s Restricted cash and investments consisted of $73 million in cash equivalents and investments held in trust for payment of its non-qualified deferred compensation plan liabilities and $20 million in cash and investments held as collateral at banks for various performance obligations.

The following table summarizes, by major type, the fair value and amortized cost of the Company’s investments as of September 28, 2012:

(Dollars in millions)	Amortized Cost		Unrealized Gain/(Loss)			Fair Value
Available-for-sale securities:
Money market funds	$	1,372	$	—		$	1,372
Commercial paper	296		—			296
Corporate bonds	206		2			208
U.S. treasuries and agency bonds	105		—			105
Certificates of deposit	116		—			116
Auction rate securities	17		(2		)	15
Equity securities	19		24			43
Other debt securities	99		1			100
	2,230		25			2,255
Trading securities	75		3			78
Total	$	2,305	$	28		$	2,333
Included in Cash and cash equivalents						$	1,742
Included in Short-term investments						476
Included in Restricted cash and investments						100
Included in Other assets, net						15
Total						$	2,333

The Company’s available-for-sale securities include investments in auction rate securities.  Beginning in fiscal year 2008, the Company’s auction rate securities failed to settle at auction and have continued to fail through September 28, 2012.  Since the Company continues to earn interest on its auction rate securities at the maximum contractual rate, there have been no payment defaults with respect to such securities, and they are all collateralized, the Company expects to recover the entire amortized cost basis of these auction rate securities.  The Company does not intend to sell these securities and has concluded it is not more likely than not that the Company will be required to sell the securities before the recovery of their amortized cost basis.  Given the uncertainty as to when the liquidity issues associated with these securities will improve, these securities are classified within Other assets, net in the Company’s Condensed Consolidated Balance Sheets.

9

As of September 28, 2012, with the exception of the Company’s auction rate securities, the Company had no material available-for-sale securities that had been in a continuous unrealized loss position for a period greater than 12 months.  The Company determined no available-for-sale securities were other-than-temporarily impaired as of September 28, 2012.

The fair value and amortized cost of the Company’s investments classified as available-for-sale at September 28, 2012, by remaining contractual maturity were as follows:

(Dollars in millions)	Amortized Cost		Fair Value
Due in less than 1 year	$	1,840	$	1,840
Due in 1 to 3 years	354		357
Thereafter	17		15
Total	$	2,211	$	2,212

Equity securities which do not have a contractual maturity date are not included in the above table.

The following table summarizes, by major type, the fair value and amortized cost of the Company’s investments as of June 29, 2012:

(Dollars in millions)	Amortized Cost		Unrealized Gain/(Loss)			Fair Value
Available-for-sale securities:
Money market funds	$	1,158	$	—		$	1,158
Commercial paper	393		—			393
Corporate bonds	208		1			209
U.S. treasuries and agency bonds	98		1			99
Certificates of deposit	6		—			6
Auction rate securities	17		(2		)	15
Other debt securities	99		(1		)	98
	1,979		(1		)	1,978
Trading securities	73		—			73
Total	$	2,052	$	(1	)	$	2,051
Included in Cash and cash equivalents						$	1,532
Included in Short-term investments						411
Included in Restricted cash and investments						93
Included in Other assets, net						15
Total						$	2,051

As of June 29, 2012, with the exception of the Company’s auction rate securities, the Company had no available-for-sale securities that had been in a continuous unrealized loss position for a period greater than 12 months.  The Company determined no available-for-sale securities were other-than-temporarily impaired as of June 29, 2012.

Strategic Investments

The Company enters into certain strategic investments for the promotion of business and strategic objectives. Strategic investments are included in Other assets, net in the Condensed Consolidated Balance Sheets, are recorded at cost and are periodically analyzed to determine whether or not there are indicators of impairment. The carrying value of the Company’s strategic investments at September 28, 2012 and June 29, 2012 totaled $24 million and $40 million, respectively. The Company sold certain strategic investments during the three months ended September 28, 2012, and recorded a gain of $33 million in Other, net in the Condensed Consolidated Statements of Operations for the three months ended September 28, 2012.  In addition, a strategic investment with a cost basis of $8 million was transferred to short-term investments and classified as available-for-sale as the investee shares are now publicly traded.

10

Inventories

(Dollars in millions)	September 28, 2012		June 29, 2012
Raw materials and components	$	216	$	265
Work-in-process	198		245
Finished goods	431		399
	$	845	$	909

Other Current Assets

(Dollars in millions)	September 28, 2012		June 29, 2012
Vendor non-trade receivables	$	404	$	601
Other	234		166
	$	638	$	767

Other current assets include non-trade receivables from certain manufacturing vendors resulting from the sale of components to these vendors who manufacture completed sub-assemblies or finished goods for the Company. The Company does not reflect the sale of these components in revenue and does not recognize any profits on these sales. The costs of the completed sub-assemblies are included in inventory upon purchase from the vendors.

Property, Equipment and Leasehold Improvements, net

(Dollars in millions)	September 28, 2012			June 29, 2012
Property, equipment and leasehold improvements	$	8,101		$	8,020
Accumulated depreciation and amortization	(5,858		)	(5,736		)
	$	2,243		$	2,284

3.Debt

Short-Term Borrowings

On January 18, 2011, the Company and its subsidiary, Seagate HDD Cayman (“the Borrower”), entered into a credit agreement which provides for a $350 million senior secured revolving credit facility. Seagate Technology plc and certain of its material subsidiaries fully and unconditionally guarantee, on a senior secured basis, the revolving credit facility. The revolving credit facility matures in January 2015. The $350 million revolving credit facility is available for cash borrowings and for the issuance of letters of credit up to a sub-limit of $75 million. As of September 28, 2012, no borrowings have been drawn under the revolving credit facility, and $2 million had been utilized for letters of credit.

Long-Term Debt

$430 million Aggregate Principal Amount of 10.00% Senior Secured Second-Priority Notes due May 2014 (the “2014 Notes”). The interest on the 2014 Notes is payable semi-annually on May 1 and November 1 of each year. The issuer under the 2014 Notes is Seagate Technology International, and the obligations under the 2014 Notes are unconditionally guaranteed by the Company and certain of its significant subsidiaries. In addition, the obligations under the 2014 Notes are secured by a second-priority lien on substantially all of the Company’s tangible and intangible assets. The indenture governing the 2014 Notes contains covenants that limit the Company’s ability, and the ability of certain of its subsidiaries, (subject to certain exceptions) to incur additional debt or issue certain preferred shares, create liens, enter into mergers, pay dividends, redeem or repurchase debt or shares, and enter into certain transactions with the Company’s shareholders or affiliates.

11

$600 million Aggregate Principal Amount of 6.8% Senior Notes due October 2016 (the “2016 Notes”).  The interest on the 2016 Notes is payable semi-annually on April 1 and October 1 of each year. The issuer under the 2016 Notes is Seagate Technology HDD Cayman, and the obligations under the 2016 Notes are unconditionally guaranteed by certain of the Company’s significant subsidiaries.

$750 million Aggregate Principal Amount of 7.75% Senior Notes due December 2018 (the “2018 Notes”). The interest on the 2018 Notes is payable semi-annually on June 15 and December 15 of each year. The issuer under the 2018 Notes is Seagate Technology HDD Cayman and the obligations under the 2018 Notes are fully and unconditionally guaranteed, on a senior unsecured basis, by certain of the Company’s significant subsidiaries.

$600 million Aggregate Principal Amount of 6.875% Senior Notes due May 2020 (the “2020 Notes”).  The interest on the 2020 Notes is payable semi-annually on May 1 and November 1 of each year. The issuer under the 2020 Notes is Seagate Technology HDD Cayman, and the obligations under the 2020 Notes are fully and unconditionally guaranteed, on a senior unsecured basis, by the Company.

$600 million Aggregate Principal Amount of 7.00% Senior Notes due November 2021 (the “2021 Notes”). The interest on the 2021 Notes is payable semi-annually on January 1 and July 1 of each year. The issuer under the 2021 Notes is Seagate Technology HDD Cayman and the obligations under the 2021 Notes are fully and unconditionally guaranteed, on a senior unsecured basis, by certain of the Company’s significant subsidiaries.

Other As part of our acquisition of LaCie S.A. during the three months ended September 28, 2012, long-term debt of $6 million was acquired, of which $3 million is classified as current.

At September 28, 2012, future principal payments on long-term debt were as follows (in millions):

Fiscal Year
Remainder of 2013	$	2
2014	322
2015	2
2016	—
2017	600
Thereafter	1,950
	$	2,876

4.Income Taxes

The income tax provision of $18 million recorded in the three months ended September 28, 2012 included approximately $7 million of net discrete tax expense primarily associated with the reversal of prior period tax benefits.

The Company’s provision for income taxes recorded for the three months ended September 28, 2012 differed from the provision for income taxes that would be derived by applying the Irish statutory rate of 25% to income before income taxes, primarily due to the net effect of (i) tax benefits related to non-U.S. earnings generated in jurisdictions that are subject to tax holidays or tax incentive programs and are considered indefinitely reinvested outside of Ireland and (ii) a decrease in valuation allowance for certain U.S. deferred tax assets.

During the three months ended September 28, 2012, the Company’s unrecognized tax benefits excluding interest and penalties increased by $11 million to $146 million. The unrecognized tax benefits that, if recognized, would impact the effective tax rate were $146 million at September 28, 2012, subject to certain future valuation allowance reversals. During the 12 months beginning September 29, 2012, the Company expects to reduce its unrecognized tax benefits by approximately $5 million primarily as a result of the expiration of certain statutes of limitation.

The income tax provision of $12 million recorded in the three months ended September 30, 2011 included approximately $2 million of net discrete tax benefits from the release of tax reserves associated with the expiration of certain statutes of limitation.

12

The Company’s provision for income taxes recorded for the three months ended September 30, 2011 differed from the provision for income taxes that would be derived by applying the Irish statutory rate of 25% to income before income taxes, primarily due to the net effect of (i) tax benefits related to non-U.S. earnings generated in jurisdictions that are subject to tax holidays or tax incentive programs and are considered indefinitely reinvested outside of Ireland, (ii) a decrease in valuation allowance for certain deferred tax assets, (iii) the release of tax reserves as a result of the expiration of statutes of limitation, and (iv) tax expense related to intercompany transactions.

5.Acquisitions

LaCie S.A.

On August 3, 2012 the Company acquired 23,382,904 (or approximately 64.5%) of the outstanding shares of LaCie S.A. (“LaCie”) for a price of €4.05 per share with a price supplement of €0.12 per share, which is payable if the Company successfully acquires at least 95% of the outstanding shares of LaCie within 6 months of the acquisition.  Of the amount paid at the acquisition date, €9 million may be refunded to the Company if the selling shareholder is no longer employed with the Company after 36 months from the acquisition date, and is accounted for as compensation cost to be recognized over the same period.  The transaction and related agreements are expected to accelerate the Company’s growth strategy in the expanding consumer storage market, particularly in Europe, Japan and in premium distribution channels.

The acquisition-date fair value of the consideration transferred for the business combination totaled $111 million, including cash paid of $107 million, and contingent consideration of $4 million.

The following table summarizes the preliminary estimated fair values of the assets acquired, liabilities assumed, and noncontrolling interest at the acquisition date (in millions):

Cash and cash equivalents	$	71
Accounts receivable	29
Marketable Securities	27
Inventories	46
Other current and non-current assets	19
Property, plant and equipment	12
Intangible assets	46
Goodwill	12
Total Assets	262
Accounts payable and accrued expenses	(73		)
Current and non-current portion of long-term debt	(6		)
Total liabilities	(79		)
Noncontrolling interest	(72		)
Total	$	111

The following table shows the fair value of the separately identifiable intangible assets at the time of acquisition and the period over which each intangible asset will be amortized:

(Dollars in millions)	Fair Value		Weighted- Average Amortization Period
Customer relationships	$	32	5.0 years
Existing technology	1		5.0 years
Trade name	13		5.0 years
Total acquired identifiable intangible assets	$	46

The goodwill recognized is attributable primarily to the benefits the Company expects to derive from LaCie’s brand recognition and the acquired workforce, and is not deductible for income tax purposes.  The acquisition date fair value of the noncontrolling interest is based on the market price of their publicly traded shares as of the first trading date subsequent to the acquisition, as the shares did not trade on the acquisition date.

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The amounts assigned to assets acquired and liabilities assumed in the acquisition are preliminary and subject to revision as more detailed analyses are completed and additional information about fair value of assets and liabilities becomes available, including information relating to our valuation of identified intangible assets.

The Company incurred $1 million of expenses related to the acquisition of LaCie during the three months ended September 28, 2012, which are included within Marketing and administrative expense on the Condensed Consolidated Statement of Operations.

The amounts of revenue and earnings of LaCie included in the Company’s Condensed Consolidated Statement of Operations from the acquisition date were not significant.

The Company deposited $72 million into an escrow account with the intention of acquiring the remaining publicly held shares of LaCie through public and private transactions, including a tender offer (the “Tender Offer”), which commenced on September 21, 2012, and concluded on October 18, 2012.  As of September 28, 2012, a total of $21 million of the Company’s deposit had been used to acquire an additional 10% of the outstanding shares of LaCie at a price of €4.50 per share.

Samsung Hard Disk Drive (“HDD”) Operations

On December 19, 2011, the Company completed the acquisition of Samsung Electronics Co., Ltd’s (“Samsung”) hard disk drive (“HDD”) business pursuant to an Asset Purchase Agreement (“APA”) by which the Company acquired certain assets and liabilities of Samsung relating to the research and development, manufacture and sale of hard-disk drives. The transaction and related agreements are expected to improve the Company’s position as a supplier of 2.5-inch products; position the Company to better address rapidly evolving opportunities in markets including, but not limited to, mobile computing, cloud computing and solid state storage; expand the Company’s customer access in China and Southeast Asia; and accelerate time to market for new products.

The acquisition-date fair value of the consideration transferred totaled $1,140 million, which consisted of $571 million of cash, $10 million of which was paid as a deposit upon signing the APA in the fourth quarter of fiscal year 2011, and 45.2 million ordinary shares with a fair value of $569 million.  The fair value of the ordinary shares issued was determined based on the closing market price of the Company’s ordinary shares on the acquisition date, less a 16.5% discount for lack of marketability as the shares issued are subject to a restriction that limits their trade or transfer for approximately a one year period.

The following table summarizes the preliminary estimated fair values of the assets acquired and liabilities assumed at the acquisition date (in millions):

Inventories	$	141
Equipment	76
Intangible assets	580
Other assets	28
Total identifiable assets acquired	825
Warranty liability	(72		)
Other liabilities	(45		)
Total liabilities assumed	(117		)
Net identifiable assets acquired	708
Goodwill	432
Net assets acquired	$	1,140

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The following table shows the fair value of the separately identifiable intangible assets at the time of acquisition and the period over which each intangible asset will be amortized:

(Dollars in millions)	Fair Value		Weighted- Average Amortization Period
Existing technology	$	137	2.0 years
Customer relationships	399		5.8 years
Total amortizable intangible assets acquired	536		4.8 years
In-process research and development	44
Total acquired identifiable intangible assets	$	580

Since acquisition date, the Company recorded adjustments to the preliminary fair value of certain assets acquired and liabilities assumed with the Samsung HDD business that resulted in a net decrease of $5 million to Goodwill. These adjustments included a $7 million increase in Other assets for spare parts and a $3 million increase to Equipment, offset by a $3 million increase in Warranty liability and a $2 million increase in Other liabilities related to certain assumed vendor obligations.   No adjustments to the preliminary fair value of assets acquired and liabilities assumed with the Samsung HDD business were recorded in the quarter ended September 28, 2012.

The amount noted above for warranty is provisional, being an estimate calculated on the basis of projected product failure rates and timing of product returns during the warranty period. Seagate assumed product warranty obligations from Samsung on products sold prior to the acquisition. These products are warranted for up to three years from the original shipment date. The estimate of the warranty liability is subject to a significant degree of subjectivity since the Company has limited experience with Samsung products. If actual return rates differ materially from the Company’s estimate, or if there is an epidemic failure of drives for which Seagate assumed warranty obligations, the fair value of the warranty liability may need to be reestimated during the measurement period, which may be up to one year following the acquisition date.

The Company received a patent portfolio that may have value apart from being an enabling technology that is included within the fair value of Intangible assets — Existing technology.  However, the Company has not received all information regarding these patents that is necessary for the completion of a review to determine the extent of encumbrances and the scope of their application.  Therefore, provisionally, no separately identifiable value has been recognized for the patent portfolio.

As part of the acquisition, the Company assumed certain vendor-related and other obligations and contingent liabilities.  Due to the nature of these obligations and contingent liabilities, except for the adjustment noted above relating to certain assumed vendor liabilities, the Company has not received sufficient information needed to determine the fair value of these obligations.

The $432 million of goodwill recognized is attributable primarily to the benefits the Company expects to derive from enhanced scale and efficiency to better serve its markets and expanded customer presence in China and Southeast Asia.  Except for approximately $4 million of goodwill relating to assembled workforce in Korea, none of the goodwill is expected to be deductible for income tax purposes.

The unaudited pro forma financial results presented below for the three months ended September 30, 2011, include the effects of pro forma adjustments as if the acquisition date occurred as of the beginning of the prior fiscal year on July 2, 2011. The pro forma results combine the historical results of the Company for the three months ended September 30, 2011 and the historical results of the acquired assets and liabilities of Samsung’s HDD business, and include the effects of certain fair value adjustments and the elimination of certain activities excluded from the transaction. The pro forma financial information is presented for informational purposes only and is not necessarily indicative of the results of operations that would have been achieved if the acquisition had taken place at the beginning of the earliest period presented, nor is it intended to be a projection of future results.

	For the Three Months Ended
(Dollars in millions)	September 30, 2011
Revenue	$	3,416
Net income	87

The pro forma results for the three months ended September 30, 2011, include adjustments of $33 million to reflect the additional depreciation and amortization that would have been charged assuming the fair value adjustments to property, plant and equipment and intangible assets had been applied on July 2, 2011.

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6.Goodwill and Other Intangible Assets

The changes in the carrying amount of goodwill for the three months ended September 28, 2012, are as follows:

(Dollars in millions)
Balance as of June 29, 2012	$	463
Goodwill acquired	12
Balance as of September 28, 2012	$	475

The carrying value of other intangible assets subject to amortization as of September 28, 2012, is set forth in the following table:

(Dollars in millions)	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Weighted Average Remaining Useful Life
Existing technology	$	138	$	(54	)	$	84	1.2 years
Customer relationships	431		(56		)	375		5.0 years
Trade name	14		—			14		4.8 years
Total amortizable other intangible assets	$	583	$	(110	)	$	473	3.9 years

The carrying value of other intangible assets subject to amortization as of June 29, 2012 is set forth in the following table:

(Dollars in millions)	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Weighted Average Remaining Useful Life
Existing technology	$	137	$	(37	)	$	100	1.5 years
Customer relationships	399		(37		)	362		5.2 years
Total amortizable other intangible assets	$	536	$	(74	)	$	462	4.4 years

The carrying value of the Company’s non-amortized In-process research and development was $44 million as of September 28, 2012 and June 29, 2012.

For the three months ended September 28, 2012, amortization expense of other intangible assets was $36 million. For the three months ended September 30, 2011, amortization expense of other intangible assets was $1 million. As of September 28, 2012, expected amortization expense for other intangible assets for each of the next five years and thereafter is as follows:

(Dollars in millions)
Remainder of 2013	$	111
2014	112
2015	80
2016	73
2017	68
Thereafter	29
	$	473

7.Derivative Financial Instruments

The Company is exposed to foreign currency exchange rate, interest rate, and to a lesser extent, equity price risks relating to its ongoing business operations. The Company enters into foreign currency forward exchange contracts to manage the foreign currency exchange rate risk on forecasted expenses denominated in foreign currencies and to mitigate the remeasurement risk of certain foreign currency denominated liabilities.  The Company’s accounting policies for these instruments are based on whether the instruments are classified as designated or non-designated hedging instruments. The

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Company records all derivatives in the Condensed Consolidated Balance Sheets at fair value. The changes in the fair values of the effective portions of designated cash flow hedges are recorded in Accumulated other comprehensive loss until the hedged item is recognized in earnings. Derivatives that are not designated as hedging instruments and the ineffective portions of cash flow hedges are adjusted to fair value through earnings.   The amount of net unrealized gains (losses) on cash flow hedges was not material as of September 28, 2012 and June 29, 2012.

The Company dedesignates its cash flow hedges when the forecasted hedged transactions are realized or it is probable the forecasted hedged transactions will not occur in the initially identified time period. At such time, the associated gains and losses deferred in Accumulated other comprehensive loss are reclassified immediately into earnings and any subsequent changes in the fair value of such derivative instruments are immediately reflected in earnings. The Company did not recognize any net gains or losses related to the loss of hedge designation on discontinued cash flow hedges during the three months ended September 28, 2012. As of September 28, 2012, the Company’s existing foreign currency forward exchange contracts mature within 12 months. The deferred amount currently recorded in Accumulated other comprehensive income and expected to be recognized into earnings over the next 12 months is immaterial.

The following tables show the total notional value of the Company’s outstanding foreign currency forward exchange contracts as of September 28, 2012 and June 29, 2012:

	As of September 28, 2012
(Dollars in millions)	Contracts Designated as Hedges		Contracts Not Designated as Hedges
Thai baht	$	—	$	64
Singapore dollars	34		12
Chinese renminbi	47		—
Czech koruna	—		2
	$	81	$	78

	As of June 29, 2012
(Dollars in millions)	Contracts Designated as Hedges		Contracts Not Designated as Hedges
Thai baht	$	—	$	252
Singapore dollars	50		21
Chinese renminbi	27		—
Czech koruna	—		7
	$	77	$	280

The following table shows the Company’s derivative instruments measured at fair value as reflected in the Condensed Consolidated Balance Sheet as of September 28, 2012:

Fair Values of Derivative Instruments as of September 28, 2012

	Asset Derivatives			Liability Derivatives
(Dollars in millions)	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Derivatives designated as hedging instruments:
Foreign currency forward exchange contracts	Other current assets	$	—	Accrued expenses	$	—
Derivatives not designated as hedging instruments:
Foreign currency forward exchange contracts	Other current assets	1		Accrued expenses	—
Total derivatives		$	1		$	—

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The following table shows the Company’s derivative instruments measured at fair value as reflected in the Condensed Consolidated Balance Sheet as of June 29, 2012:

Fair Values of Derivative Instruments as of June 29, 2012

	Asset Derivatives			Liability Derivatives
(Dollars in millions)	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Derivatives designated as hedging instruments:
Foreign currency forward exchange contracts	Other current assets	$	—	Accrued expenses	$	—
Derivatives not designated as hedging instruments:
Foreign currency forward exchange contracts	Other current assets	1		Accrued expenses	(2		)
Total derivatives		$	1		$	(2	)

The following tables show the effect of the Company’s derivative instruments on the Condensed Consolidated Statement of Comprehensive Income and the Condensed Consolidated Statement of Operations for the three months ended September 28, 2012:

(Dollars in millions)

Derivatives Designated as Cash Flow Hedges	Amount of Gain or (Loss) Recognized in OCI on Derivative (Effective Portion)		Location of Gain or (Loss) Reclassified from Accumulated OCI into income (Effective Portion)	Amount of Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion)		Location of Gain or (Loss) Recognized in Income on Derivative  (Ineffective Portion and Amount Excluded from Effectiveness Testing)	Amount of Gain or (Loss) Recognized in Income (Ineffective Portion and Amount Excluded from Effectiveness Testing) (a)
Foreign currency forward exchange contracts	$	—	Cost of revenue	$	—	Cost of revenue	$	—

Derivatives Not Designated as Hedging Instruments	Location of Gain or (Loss) Recognized in Income on Derivative	Amount of Gain or (Loss) Recognized in Income on Derivative
Foreign currency forward exchange contracts	Other, net	$	2

(a)The amount of gain or (loss) recognized in income represents $0 related to the ineffective portion of the hedging relationship and $0 related to the amount excluded from the assessment of hedge effectiveness, for the three months ended September 28, 2012.

The following tables show the effect of the Company’s derivative instruments on the Condensed Consolidated Statement of Comprehensive Income and the Condensed Consolidated Statement of Operations for the three months ended September 30, 2011:

(Dollars in millions)

Derivatives Designated as Cash Flow Hedges	Amount of Gain or (Loss) Recognized in OCI on Derivative (Effective Portion)			Location of Gain or (Loss) Reclassified from Accumulated OCI into income (Effective Portion)	Amount of Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion)		Location of Gain or (Loss) Recognized in Income on Derivative  (Ineffective Portion and Amount Excluded from Effectiveness Testing)	Amount of Gain or (Loss) Recognized in Income (Ineffective Portion and Amount Excluded from Effectiveness Testing) (a)
Foreign currency forward exchange contracts	$	(14	)	Cost of revenue	$	—	Cost of revenue	$	—

Derivatives Not Designated as Hedging Instruments	Location of Gain or (Loss) Recognized in Income on Derivative	Amount of Gain or (Loss) Recognized in Income on Derivative
Foreign currency forward exchange contracts	Other, net	$	(4	)

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(a)The amount of gain or (loss) recognized in income represents $0 related to the ineffective portion of the hedging relationship and $0 related to the amount excluded from the assessment of hedge effectiveness for the three months ended September 30, 2011.

8.Fair Value

Measurement of Fair Value

Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact and it considers assumptions that market participants would use when pricing the asset or liability.

Fair Value Hierarchy

A fair value hierarchy is based on whether the market participant assumptions used in determining fair value are obtained from independent sources (observable inputs) or reflects the Company’s own assumptions of market participant valuation (unobservable inputs). A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels of inputs that may be used to measure fair value:

Level 1 — Quoted prices in active markets that are unadjusted and accessible at the measurement date for identical, unrestricted assets or liabilities;

Level 2 — Quoted prices for identical assets and liabilities in markets that are inactive; quoted prices for similar assets and liabilities in active markets or financial instruments for which significant inputs are observable, either directly or indirectly; or

Level 3 — Prices or valuations that require inputs that are both unobservable and significant to the fair value measurement.

The Company considers an active market to be one in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis, and views an inactive market as one in which there are few transactions for the asset or liability, the prices are not current, or price quotations vary substantially either over time or among market makers.  Where appropriate the Company’s or the counterparty’s non-performance risk is considered in determining the fair values of liabilities and assets, respectively.

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Items Measured at Fair Value on a Recurring Basis

The following table presents the Company’s assets and liabilities that are measured at fair value on a recurring basis, excluding accrued interest components, as of September 28, 2012:

	Fair Value Measurements at Reporting Date Using
(Dollars in millions)	Quoted Prices in Active Markets for Identical Instruments (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total Balance
Assets:
Money market funds	$	1,355	$	—	$	—	$	1,355
Equity Securities	43		—		—		43
Commercial paper	—		296		—		296
Corporate bonds	—		208		—		208
U.S. treasuries and agency bonds	—		105		—		105
Certificates of deposit	—		111		—		111
Other debt securities	—		100		—		100
Total cash equivalents and short-term investments	1,398		820		—		2,218
Restricted cash and investments:
Mutual Funds	71		—		—		71
Other debt securities	24		5		—		29
Auction rate securities	—		—		15		15
Derivative assets	$	—	$	1	$	—	$	1
Total assets	$	1,493	$	826	$	15	$	2,334

	Fair Value Measurements at Reporting Date Using
(Dollars in millions)	Quoted Prices in Active Markets for Identical Instruments (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total Balance
Assets:
Cash and cash equivalents	$	1,355	$	387	$	—	$	1,742
Short-term investments	43		433		—		476
Restricted cash and investments	95		5		—		100
Other current assets	—		1		—		1
Other assets, net	—		—		15		15
Total assets	$	1,493	$	826	$	15	$	2,334

The following table presents the Company’s assets and liabilities that are measured at fair value on a recurring basis, excluding accrued interest components, as of June 29, 2012:

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	Fair Value Measurements at Reporting Date Using
(Dollars in millions)	Quoted Prices in Active Markets for Identical Instruments (Level 1)		Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)		Total Balance
Assets:
Money market funds	$	1,140	$	—		$	—	$	1,140
Commercial paper	—		393			—		393
Corporate bonds	—		209			—		209
U.S. treasuries and agency bonds	—		99			—		99
Certificates of deposit	—		4			—		4
Other debt securities	—		99			—		99
Total cash equivalents and short-term investments	1,140		804			—		1,944
Restricted cash and investments:
Mutual Funds	66		—			—		66
Other debt securities	25		2			—		27
Auction rate securities	—		—			15		15
Derivative assets	—		2			—		2
Total assets	$	1,231	$	808		$	15	$	2,054
Liabilities:
Derivative liabilities	$	—	$	(2	)	$	—	$	(2	)
Total liabilities	$	—	$	(2	)	$	—	$	(2	)

	Fair Value Measurements at Reporting Date Using
(Dollars in millions)	Quoted Prices in Active Markets for Identical Instruments (Level 1)		Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)		Total Balance
Assets:
Cash and cash equivalents	$	1,140	$	393		$	—	$	1,533
Short-term investments	—		411			—		411
Restricted cash and investments	91		2			—		93
Other current assets	—		2			—		2
Other assets, net	—		—			15		15
Total assets	$	1,231	$	808		$	15	$	2,054
Liabilities:
Accrued expenses	$	—	$	(2	)	$	—	$	(2	)
Total liabilities	$	—	$	(2	)	$	—	$	(2	)

Level 1 assets consist of securities for which quoted prices are available in an active market.

The Company classifies items in Level 2 if the financial asset or liability is valued using observable inputs. The Company uses observable inputs including quoted prices in active markets for similar assets or liabilities.  Level 2 assets include: agency bonds, corporate bonds, commercial paper, municipal bonds, certificates of deposit, international government securities, asset backed securities, mortgage backed securities and U.S. Treasuries. These debt investments are priced using observable inputs and valuation models which vary by asset class.  The Company uses a pricing service to assist in determining the fair values of all of its cash equivalents and short-term investments.  For the cash equivalents and short-term investments in the Company’s

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portfolio, multiple pricing sources are generally available.  The pricing service uses inputs from multiple industry standard data providers or other third party sources and various methodologies, such as weighting and models, to determine the appropriate price at the measurement date.  The Company corroborates the prices obtained from the pricing service against other independent sources and, as of September 28, 2012, has not found it necessary to make any adjustments to the prices obtained. The Company’s derivative financial instruments are also classified within Level 2.  The Company’s derivative financial instruments consist of foreign currency forward exchange contracts.  The Company recognizes derivative financial instruments in its condensed consolidated financial statements at fair value.  The Company determines the fair value of these instruments by considering the estimated amount it would pay or receive to terminate these agreements at the reporting date.

The Company’s Level 3 assets consist of auction rate securities with a par value of approximately $17 million, all of which are collateralized by student loans guaranteed by the Federal Family Education Loan Program. Beginning in fiscal year 2008, these securities failed to settle at auction and have continued to fail through September 28, 2012. Since there is no active market for these securities, the Company valued them using a discounted cash flow model. The valuation model is based on the income approach and reflects both observable and significant unobservable inputs.

The table below presents a reconciliation of assets measured at fair value on a recurring basis, excluding accrued interest components, using significant unobservable inputs (Level 3) for the three months ended September 28, 2012:

(Dollars in millions)	Auction Rate Securities
Balance at June 29, 2012	$	15
Total net gains (losses) (realized and unrealized):
Realized gains (losses)(1)	—
Unrealized gains (losses)(2)	—
Sales and Settlements	—
Balance at September 28, 2012	$	15

(1)Realized gains (losses) on auction rate securities are recorded in Other, net in the Condensed Consolidated Statements of Operations.

(2)Unrealized gains (losses) on auction rate securities are recorded as a component of Other comprehensive income (loss) in Accumulated other comprehensive income (loss), which is a component of Shareholders’ equity.

Other Fair Value Disclosures

The Company’s debt is carried at amortized cost.  The fair value of the Company’s debt is derived using the closing price as of the date of valuation, which takes into account the yield curve, interest rates, and other observable inputs.  Accordingly, these fair value measurements are categorized as Level 2. The following table presents the fair value and amortized cost of the Company’s debt in order of maturity:

	September 28, 2012						June 29, 2012
(Dollars in millions)	Carrying Amount			Estimated Fair Value			Carrying Amount		Estimated Fair Value
10.0% Senior Secured Second-Priority Notes due May 2014	$	315		$	351		$	314	$	359
6.8% Senior Notes due October 2016	599			672			599		662
7.75% Senior Notes due December 2018	750			832			750		836
6.875% Senior Notes due May 2020	600			642			600		639
7.00% Senior Notes due November 2021	600			647			600		650
Other	6			6			—		—
	2,870			3,150			2,863		3,146
Less short-term borrowings and current portion of long-term debt	(3		)	(3		)	—		—
Long-term debt, less current portion	$	2,867		$	3,147		$	2,863	$	3,146

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9.Equity

Share Capital

The Company’s authorized share capital is $13,500 and consists of 1,250,000,000 ordinary shares, par value $0.00001, of which 385,961,717 shares were outstanding as of September 28, 2012, and 100,000,000 preferred shares, par value $0.00001, of which none were issued or outstanding as of September 28, 2012.

Ordinary shares—Holders of ordinary shares are entitled to receive dividends when and as declared by the Company’s board of directors (the “Board of Directors”). Upon any liquidation, dissolution, or winding up of the Company, after required payments are made to holders of preferred shares, any remaining assets of the Company will be distributed ratably to holders of the preferred and ordinary shares. Holders of shares are entitled to one vote per share on all matters upon which the ordinary shares are entitled to vote, including the election of directors.

Preferred shares—The Company may issue preferred shares in one or more series, up to the authorized amount, without shareholder approval. The Board of Directors is authorized to establish from time to time the number of shares to be included in each series, and to fix the rights, preferences and privileges of the shares of each wholly unissued series and any of its qualifications, limitations or restrictions. The Board of Directors can also increase or decrease the number of shares of a series, but not below the number of shares of that series then outstanding, without any further vote or action by the shareholders.

The Board of Directors may authorize the issuance of preferred shares with voting or conversion rights that could harm the voting power or other rights of the holders of the ordinary shares. The issuance of preferred shares, while providing flexibility in connection with possible acquisitions and other corporate purposes, could, among other things, have the effect of delaying, deferring or preventing a change in control of the Company and might harm the market price of its ordinary shares and the voting and other rights of the holders of ordinary shares.

Repurchases of Equity Securities

On January 25, 2012, the Board of Directors authorized the Company to repurchase an additional $1 billion of its outstanding ordinary shares (“the January 2012 Share Repurchase Program”).

On April 26, 2012, the Board of Directors authorized the Company to repurchase $2.5 billion of its outstanding ordinary shares.

All repurchases are effected as redemptions in accordance with the Company’s Articles of Association.

As of September 28, 2012, $1.9 billion remained available for repurchase under the existing repurchase authorization limit.

The following tables set forth information with respect to repurchase of the Company’s shares made during the current fiscal year:

(In millions)	Number of Shares Repurchased	Dollar Value of Shares Repurchased
Repurchased during the three months ended September 28, 2012	20	$	669
Repurchased through September 28, 2012	20	$	669

10.Compensation

The Company recorded approximately $17 million and $12 million of stock-based compensation during the three months ended September 28, 2012 and September 30, 2011, respectively.

On August 1, 2012, the Company granted performance-based options and restricted share units to its CEO.  The performance-based options cliff vest after three years and are contingent upon continued service and the attainment of a minimum 40% total shareholder return (“TSR”), inclusive of dividends and share price appreciation, over a three-year performance period, which TSR must be sustained for a minimum of 30 consecutive trading days.  The performance-based restricted share units cliff vest after three years and are contingent upon continued service and the attainment of a minimum 40% TSR over a three-year performance period, which TSR must be sustained for a minimum of 30 consecutive trading days.  Compensation expense related to these restricted units for the three months ended September 28, 2012 was not material.

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11.Guarantees

Indemnifications to Officers and Directors

On May 4, 2009, Seagate Technology, an exempted company incorporated with limited liability under the laws of the Cayman Islands (“Seagate-Cayman”), then the parent company, entered into a new form of indemnification agreement (the “Revised Indemnification Agreement”) with its officers and directors of Seagate-Cayman and its subsidiaries (each, an “Indemnitee”). The Revised Indemnification Agreement provides indemnification in addition to any of Indemnitee’s indemnification rights under Seagate-Cayman’s Articles of Association, applicable law or otherwise, and indemnifies an Indemnitee for certain expenses (including attorneys’ fees), judgments, fines and settlement amounts actually and reasonably incurred by him or her in any action or proceeding, including any action by or in the right of Seagate-Cayman or any of its subsidiaries, arising out of his or her service as a director, officer, employee or agent of Seagate-Cayman or any of its subsidiaries or of any other entity to which he or she provides services at Seagate-Cayman’s request. However, an Indemnitee shall not be indemnified under the Revised Indemnification Agreement for (i) any fraud or dishonesty in the performance of Indemnitee’s duty to Seagate-Cayman or the applicable subsidiary of Seagate-Cayman or (ii) Indemnitee’s conscious, intentional or willful failure to act honestly, lawfully and in good faith with a view to the best interests of Seagate-Cayman or the applicable subsidiary of Seagate-Cayman. In addition, the Revised Indemnification Agreement provides that Seagate-Cayman will advance expenses incurred by an Indemnitee in connection with enforcement of the Revised Indemnification Agreement or with the investigation, settlement or appeal of any action or proceeding against him or her as to which he or she could be indemnified.

On July 3, 2010 pursuant to a corporate reorganization, the common shareholders of Seagate-Cayman became ordinary shareholders of Seagate Technology PLC (the Company) and Seagate-Cayman became a wholly owned subsidiary of the Company, as described more fully in the Current Report on Form 8-K filed by the Company on July 6, 2010 (the “Redomestication”). On July 27, 2010, in connection with the Redomestication, the Company, as sole shareholder of Seagate-Cayman, approved a form of deed of indemnity (the “Deed of Indemnity”), which provides for the indemnification by Seagate-Cayman of any director, officer, employee or agent of the Company, Seagate-Cayman or any subsidiary of the Company (each, a “Deed Indemnitee”), in addition to any of a Deed Indemnitee’s indemnification rights under the Company’s Articles of Association, applicable law or otherwise, with a similar scope to the Revised Indemnification Agreement. Seagate-Cayman entered into the Deed of Indemnity with certain Deed Indemnitees effective as of July 3, 2010 and continues to enter into the Deed of Indemnity with additional Deed Indemnitees from time to time.

The nature of these indemnification obligations prevents the Company from making a reasonable estimate of the maximum potential amount it could be required to pay on behalf of its officers and directors. Historically, the Company has not made any significant indemnification payments under such agreements and no amount has been accrued in the accompanying condensed consolidated financial statements with respect to these indemnification obligations.

Intellectual Property Indemnification Obligations

The Company has entered into agreements with customers and suppliers that include limited intellectual property indemnification obligations that are customary in the industry. These guarantees generally require the Company to compensate the other party for certain damages and costs incurred as a result of third party intellectual property claims arising from these transactions. The nature of the intellectual property indemnification obligations prevents the Company from making a reasonable estimate of the maximum potential amount it could be required to pay to its customers and suppliers. Historically, the Company has not made any significant indemnification payments under such agreements and no amount has been accrued in the accompanying consolidated financial statements with respect to these indemnification obligations.

Product Warranty

The Company estimates probable product warranty costs at the time revenue is recognized. The Company generally warrants its products for a period of one to five years. The Company uses estimated repair or replacement costs and uses statistical modeling to estimate product return rates in order to determine its warranty obligation.  Changes in the Company’s product warranty liability during the three months ended September 28, 2012 were as follows:

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	For the Three Months Ended
(Dollars in millions)	September 28, 2012			September 30, 2011
Balance, beginning of period	$	363		$	348
Warranties issued	48			43
Repairs and replacements	(84		)	(58		)
Changes in liability for pre-existing warranties, including expirations	7			1
Warranty liability assumed from LaCie S.A.	3			—
Balance, end of period	$	337		$	334

12.Earnings Per Share

Basic earnings per share is computed by dividing income available to shareholders by the weighted-average number of shares outstanding during the period. Diluted earnings per share is computed by dividing income available to shareholders by the weighted-average number of shares outstanding during the period and the number of additional shares that would have been outstanding if the potentially dilutive securities had been issued. Potentially dilutive securities include outstanding options, shares to be purchased under the ESPP, and unvested restricted share units. The dilutive effect of potentially dilutive securities is reflected in diluted earnings per share by application of the treasury stock method. Under the treasury stock method, an increase in fair market value of the Company’s share price can result in a greater dilutive effect from potentially dilutive securities. The following table sets forth the computation of basic and diluted net income per share attributable to the shareholders of Seagate Technology plc:

	For the Three Months Ended
(Dollars in millions, except per share data)	September 28, 2012		September 30, 2011
Numerator:
Net income attributable to Seagate Technology plc	$	582	$	140
Number of shares used in per share calculations:
Total shares for purposes of calculating basic net income per share attributable to Seagate Technology plc	394		421
Weighted-average effect of dilutive securities:
Employee equity award plans	15		12
Total shares for purpose of calculating diluted net income per share attributable to Seagate Technology plc	409		433
Net income per share attributable to Seagate Technology plc shareholders:
Basic	$	1.48	$	0.33
Diluted	$	1.42	$	0.32

The following potential shares were excluded from the computation of diluted net income per share attributable to Seagate Technology plc, as their effect would have been anti-dilutive:

	For the Three Months Ended
(In millions)	September 28, 2012	September 30, 2011
Employee equity award plans	—	16

13.Legal, Environmental and Other Contingencies

The Company assesses the probability of an unfavorable outcome of all its material litigation, claims, or assessments to determine whether a liability had been incurred and whether it is probable that one or more future events will occur confirming the fact of the loss. In the event that an unfavorable outcome is determined to be probable and the amount of the loss can be

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reasonably estimated, the Company establishes an accrual for the litigation, claim or assessment. In addition, in the event an unfavorable outcome is determined to be less than probable, but reasonably possible, the Company will disclose an estimate of the possible loss or range of such loss; however, when a reasonable estimate cannot be made, the Company will provide disclosure to that effect. Litigation is inherently uncertain and may result in adverse rulings or decisions. Additionally, the Company may enter into settlements or be subject to judgments that may, individually or in the aggregate, have a material adverse effect on its results of operations. Accordingly, actual results could differ materially.

Intellectual Property Litigation

Convolve, Inc. (“Convolve”) and Massachusetts Institute of Technology (“MIT”) v. Seagate Technology LLC, et al.—On July 13, 2000, Convolve and MIT filed suit against Compaq Computer Corporation and Seagate Technology LLC in the U.S. District Court for the Southern District of New York, alleging infringement of U.S. Patent Nos. 4,916,635, “Shaping Command Inputs to Minimize Unwanted Dynamics” (the ‘635 patent) and U.S. Patent No. 5,638,267, “Method and Apparatus for Minimizing Unwanted Dynamics in a Physical System” (the ‘267 patent), misappropriation of trade secrets, breach of contract, tortious interference with contract and fraud relating to Convolve and MIT’s Input Shaping® and Convolve’s Quick and Quiet™ technology. The plaintiffs claimed their technology is incorporated in the Company’s sound barrier technology, which was publicly announced on June 6, 2000. The complaint seeks injunctive relief, $800 million in compensatory damages and unspecified punitive damages, including for willful infringement and willful and malicious misappropriation. If willful infringement is found by the jury, the court may assess, in addition to compensatory damages for the infringement, punitive damages in an amount up to three times the amount of such compensatory damages. If willful and malicious misappropriation is found by the jury, the court may assess, in addition to compensatory damages for the misappropriation, punitive damages in an amount up to two times the amount of such compensatory damages. On November 6, 2001, the U.S. Patent and Trademark Office (“USPTO”) issued to Convolve US Patent No. 6,314,473, “System for Removing Selected Unwanted Frequencies in Accordance with Altered Settings in a User Interface of a Data Storage Device,” (the ‘473 patent”). Convolve filed an amended complaint on January 16, 2002, alleging defendants infringe this patent. The ‘635 patent expired on September 12, 2008. The court ruled in 2010 that the ‘267 patent was out of the case.

On August 16, 2011, the court granted in part and denied in part the Company’s motion for summary judgment. The court granted summary judgment in favor of the Company on all patent infringement claims and on 11 of the 15 remaining alleged trade secrets at issue. The court also denied Convolve’s request for enhanced damages as moot and dismissed Convolve’s request for injunctive relief. Following this ruling, the parties entered into a stipulation to conditionally dismiss without prejudice the remaining claims in order to facilitate an appeal of the August 16, 2011 order by Convolve to the U.S. Court of Appeals for the Federal Circuit. Pursuant to this stipulation, the court entered a final judgment on October 4, 2011. Convolve filed its notice of appeal to the U.S. Court of Appeals for the Federal Circuit on November 3, 2011. A hearing before the Court of Appeals has been scheduled for December 5, 2012. In view of the court’s August 16, 2011 ruling and the uncertainty regarding the amount of damages, if any, that could be awarded Convolve in this matter, the Company does not believe that it is currently possible to determine a reasonable estimate of the possible range of loss related to this matter.

Alexander Shukh v. Seagate Technology—On February 12, 2010, former Seagate engineer Alexander Shukh filed a complaint and an amended complaint against the Company in Minnesota federal court, alleging, among other things, employment discrimination based on his Belarusian national origin and wrongful failure to name him as an inventor on several patents and patent applications. Mr. Shukh’s employment was terminated as part of a company-wide reduction in force in fiscal year 2009. He seeks damages in excess of $75 million. The Company believes the claims are without merit and intends to vigorously defend this case. Trial is scheduled to begin July 1, 2013. In view of the uncertainty regarding the amount of damages, if any, that could be awarded in this matter, the Company does not believe that it is currently possible to determine a reasonable estimate of the possible range of loss related to this matter.

Rembrandt Data Storage, LP v. Seagate Technology LLC—On November 10, 2010, Rembrandt Data Storage, LP filed suit against Seagate Technology LLC in the U.S. District Court for the Western District of Wisconsin alleging infringement of U.S. Patent No. 5,995,342 C1, “Thin Film Heads Having Solenoid Coils,” and U.S. Patent No. 6,195,232, “Low-Noise Toroidal Thin Film Head With Solenoidal Coil.” The complaint seeks unspecified compensatory damages, enhanced damages, injunctive relief, and attorneys’ fees and costs. On March 2, 2012, the district court granted Seagate’s motion for summary judgment of non-infringement and entered judgment in favor of Seagate. On March 7, 2012, Rembrandt appealed to the U.S. Court of Appeals for the Federal Circuit. A hearing before the Court of Appeals has been scheduled for December 6, 2012. In view of the court’s March 2, 2012 ruling and the uncertainty regarding the amount of damages, if any, that could be awarded Rembrandt in this matter, the Company does not believe that it is currently possible to determine a reasonable estimate of the possible loss or possible range of loss related to this matter.

Rambus, Inc. ITC Investigation re Certain Semiconductor Chips and Products Containing the Same—On December 1, 2010, Rambus, Inc. filed a complaint with the International Trade Commission seeking an investigation pursuant to Section 337 of the Tariff Act of 1930, as amended. The complaint names Seagate Technology LLC and numerous other respondents,

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including LSI, Inc. and ST Microelectronics, Inc., alleging that Seagate products incorporate semiconductor products made by LSI and STMicroelectronics that infringe various patents owned by Rambus. The ITC initiated an investigation on December 29, 2010. Rambus seeks an order to exclude entry of infringing products into the U.S. and a cease and desist order. On July 25, 2012, the ITC gave notice that it had determined to terminate the investigation with a finding of no violation of Section 337 by Seagate and the other respondents. On September 21, 2012, Rambus filed a notice of appeal to the U.S. Court of Appeals for the Federal Circuit. A hearing before the Court of Appeals has not yet been scheduled.  In light of the July 25, 2012 notice and the nature of the relief sought, the Company does not believe that it is currently possible to determine a reasonable estimate of the possible loss or range of loss, or other possible adverse result, if any, that may be incurred with respect to this matter.

LEAP Co., Ltd. v. Seagate Singapore International Headquarters Pte. Ltd. and Nippon Seagate Inc.—On July 4, 2012, LEAP Co., Ltd. filed a lawsuit in the Tokyo District Court of Japan against Seagate Singapore International Headquarters Pte. Ltd., Nippon Seagate Inc. and Buffalo Inc. alleging wrongful termination of purchase agreements and other claims, and seeking approximately $38 million in damages. The Company believes the claims are without merit and intends to vigorously defend this case. In view of the uncertainty regarding the amount of damages, if any, that could be awarded in this matter, the Company does not believe that it is currently possible to determine a reasonable estimate of the possible range of loss related to this matter.

Realtek Semiconductor Corporation ITC Investigation re Certain Integrated Circuit Chips and Products Containing the Same-On September 19, 2012, Realtek Semiconductor Corporation filed a complaint with the International Trade Commission seeking an investigation pursuant to Section 337 of the Tariff Act of 1930, as amended.  The complaint names LSI Corporation and Seagate Technology as respondents and alleges infringement of U.S. patents relating to integrated circuit chips that include bond pad structures. Realtek seeks an order to exclude entry of infringing integrated circuit chips and products containing the infringing integrated circuit chips into the U.S. and a cease and desist order. The ITC initiated an investigation on October 18, 2012.  In view of the uncertainty regarding the possible outcome of this case and the nature of the relief sought, the Company does not believe that it is currently possible to determine a reasonable estimate of the possible loss or range of loss, or other possible adverse result, if any, that may be incurred with respect to this matter.

Environmental Matters

The Company’s operations are subject to U.S. and foreign laws and regulations relating to the protection of the environment, including those governing discharges of pollutants into the air and water, the management and disposal of hazardous substances and wastes and the cleanup of contaminated sites. Some of the Company’s operations require environmental permits and controls to prevent and reduce air and water pollution, and these permits are subject to modification, renewal and revocation by issuing authorities.

The Company has established environmental management systems and continually updates its environmental policies and standard operating procedures for its operations worldwide. The Company believes that its operations are in material compliance with applicable environmental laws, regulations and permits. The Company budgets for operating and capital costs on an ongoing basis to comply with environmental laws. If additional or more stringent requirements are imposed on the Company in the future, it could incur additional operating costs and capital expenditures.

Some environmental laws, such as the Comprehensive Environmental Response Compensation and Liability Act of 1980 (as amended, the “Superfund” law) and its state equivalents, can impose liability for the cost of cleanup of contaminated sites upon any of the current or former site owners or operators or upon parties who sent waste to these sites, regardless of whether the owner or operator owned the site at the time of the release of hazardous substances or the lawfulness of the original disposal activity. The Company has been identified as a potentially responsible party at several sites. At each of these sites, the Company has an assigned portion of the financial liability based on the type and amount of hazardous substances disposed of by each party at the site and the number of financially viable parties. The Company has fulfilled its responsibilities at some of these sites and remains involved in only a few at this time.

While the Company’s ultimate costs in connection with these sites is difficult to predict with complete accuracy, based on its current estimates of cleanup costs and its expected allocation of these costs, the Company does not expect costs in connection with these sites to be material.

The Company may be subject to various state, federal and international laws and regulations governing the environment, including those restricting the presence of certain substances in electronic products. For example, the European Union (“EU”) enacted the Restriction of the Use of Certain Hazardous Substances in Electrical and Electronic Equipment, which prohibits the use of certain substances, including lead, in certain products, including disk drives, put on the market after July 1, 2006. Similar legislation has been or may be enacted in other jurisdictions, including in the United States, Canada, Mexico, Taiwan, China, Japan and others. The European Union REACH Directive (Registration, Evaluation, Authorization, and Restriction of Chemicals, EC 1907/2006) also restricts substances of very high concern (“SVHCs”) in products. If the Company or its suppliers fails to comply with the substance restrictions, recycle requirements or other environmental requirements as they are enacted worldwide, it could have a materially adverse effect on the Company’s business.

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Other Matters

The Company is involved in a number of other judicial and administrative proceedings incidental to its business, and the Company may be involved in various legal proceedings arising in the normal course of its business in the future. Although occasional adverse decisions or settlements may occur, the Company believes that the final disposition of such matters will not have a material adverse effect on its financial position or results of operations.

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ITEM 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following is a discussion of the financial condition and results of operations for our fiscal quarters ended September 28, 2012, June 29, 2012 and September 30, 2011, referred to herein as the “September 2012 quarter”, the “June 2012 quarter” and the “September 2011 quarter”, respectively. Unless the context indicates otherwise, as used herein, the terms “we,” “us,” “Seagate,” the “Company” and “our” refer to Seagate Technology plc, an Irish public limited company, and its subsidiaries. References to “$” are to United States dollars.

You should read this discussion in conjunction with financial information and related notes included elsewhere in this report. We operate and report financial results on a fiscal year of 52 or 53 weeks ending on the Friday closest to June 30. The September 2012, June 2012, and September 2011 quarters were all 13 weeks.  Except as noted, references to any fiscal year mean the twelve-month period ending on the Friday closest to June 30 of that year.

Some of the statements and assumptions included in this Quarterly Report on Form 10-Q are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 or Section 21E of the Securities Exchange Act of 1934, each as amended, including, in particular, statements about our plans, strategies and prospects and estimates of industry growth for the fiscal year ending June 28, 2013 and beyond. These statements identify prospective information and include words such as “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “projects,” and similar expressions. These forward-looking statements are based on information available to us as of the date of this Quarterly Report on Form 10-Q and are based on management’s current views and assumptions. These forward-looking statements are conditioned upon and also involve a number of known and unknown risks, uncertainties and other factors that could cause actual results, performance or events to differ materially from those anticipated by these forward-looking statements. Such risks, uncertainties and other factors may be beyond our control and may pose a risk to our operating and financial condition. Such risks and uncertainties include, but are not limited to: uncertainty in global economic conditions, as consumers and businesses may defer purchases in response to tighter credit and financial news; the impact of variable demand and the adverse pricing environment for disk drives, particularly in view of current business and economic conditions; dependence on our ability to successfully qualify, manufacture and sell our disk drive products in increasing volumes on a cost-effective basis and with acceptable quality, particularly the new disk drive products with lower cost structures; the impact of competitive product announcements and possible excess industry supply with respect to particular disk drive products; our ability to achieve projected cost savings in connection with restructuring plans; and the risk that we will incur significant incremental costs in connection with the implementation of our recently executed transactions with Samsung or that we will not achieve the benefits expected from such transactions (see Part I, Item 1. Financial Statements-Note 5. Acquisitions in this Form 10-Q). We also encourage you to read our Annual Report on Form 10-K for the year ended June 29, 2012, which contains information concerning risk, uncertainties and other factors that could cause results to differ materially from those projected in the forward-looking statements and this Form 10-Q. These forward-looking statements should not be relied upon as representing our views as of any subsequent date and we undertake no obligation to update forward-looking statements to reflect events or circumstances after the date they were made.

Our Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is provided in addition to the accompanying condensed consolidated financial statements and notes to assist readers in understanding our results of operations, financial condition, and cash flows. Our MD&A is organized as follows:

·Our Company.  Overview of our business.

·Overview of the September 2012 quarter. The September 2012 quarter summary and trends.

·Results of Operations. An analysis of our financial results comparing the September 2012 quarter to the June 2012 quarter and the September 2011 quarter.

·Liquidity and Capital Resources. An analysis of changes in our balance sheets and cash flows, and discussion of our financial condition including the credit quality of our investment portfolio and potential sources of liquidity.

·Critical Accounting Policies. Accounting policies and estimates that we believe are important to understanding the assumptions and judgments incorporated in our reported financial results.

Our Company

We are a leading provider of electronic data storage products. Our principal products are hard disk drives, commonly referred to as disk drives, hard drives or HDDs. Hard disk drives are devices that store digitally encoded data on rapidly rotating disks with magnetic surfaces. Disk drives continue to be the primary medium of mass data storage due to their performance attributes, high quality, cost effectiveness and energy efficiencies.

We produce a broad range of electronic data storage products addressing enterprise applications, where our products are designed for enterprise servers, mainframes and workstations; client compute applications, where our products are designed for desktop and notebook computers; and client non-compute applications, where our products are designed for a wide variety of

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end user devices such as digital video recorders (DVRs), gaming consoles, personal data backup systems, portable external storage systems and digital media systems. In addition to manufacturing and selling disk drives, we provide data storage services for small- to medium-sized businesses, including online backup, data protection and recovery solutions.

Overview of the September 2012 Quarter

In the September 2012 quarter we shipped 58 million units during the quarter, generating $3,732 million in revenue and $1,132 million in operating cash flow.  We repurchased approximately 20 million of our ordinary shares during the quarter for approximately $669 million. Additionally, we acquired a controlling interest in LaCie S.A. (“LaCie”) for approximately $107 million in cash.

Results of Operations

We list in the table below the Condensed Consolidated Statements of Operations by dollars and as a percentage of revenue for the periods indicated.

	For the Three Months Ended
(Dollars in millions)	September 28, 2012			June 29, 2012			September 30, 2011
Revenue	$	3,732		$	4,482		$	2,811
Cost of revenue	2,671			2,998			2,262
Gross margin	1,061			1,484			549
Product development	268			269			208
Marketing and administrative	150			140			105
Amortization of intangibles	19			18			—
Restructuring and other, net	—			—			—
Income from operations	624			1,057			236
Other income (expense), net	(24		)	(44		)	(84		)
Income before income taxes	600			1,013			152
Provision for (benefit from) income taxes	18			—			12
Net income	582			1,013			140
Less: Net income attributable to noncontrolling interest	—			—			—
Net income attributable to Seagate Technology plc	$	582		$	1,013		$	140

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	For the Three Months Ended
	September 28, 2012		June 29, 2012		September 30, 2011
Revenue	100	%	100	%	100	%
Cost of revenue	72		67		80
Gross margin	28		33		20
Product development	7		6		7
Marketing and administrative	4		3		4
Amortization of intangibles	—		—		—
Restructuring and other, net	—		—		—
Income from operations	17		24		8
Other income (expense), net	(1	)	(1	)	(3	)
Income before income taxes	16		23		5
Provision for (benefit from) income taxes	—		—		—
Net income	16		23		5
Less: Net income attributable to noncontrolling interest	—		—		—
Net income attributable to Seagate Technology plc	16	%	23	%	5	%

Revenue

The following table summarizes information regarding revenue, volume shipments, average selling prices (ASPs) and revenues by channel and geography:

	For the Three Months Ended
(In millions, except percentages and ASPs)	September 28, 2012			June 29, 2012			September 30, 2011
Net Revenue	$	3,732		$	4,482		$	2,811
Unit Shipments:
Enterprise	6			9			7
Client Compute	41			46			33
Client Non-Compute	11			11			11
Total Units Shipped	58			66			51
Industry Units Shipped	140			157			177
ASPs (per unit)	$	63		$	67		$	55
Revenues by Channel
OEMs	66		%	74		%	67		%
Distributors	24		%	19		%	23		%
Retailers	10		%	7		%	10		%
Revenues by Geography
Americas	25		%	26		%	28		%
EMEA	17		%	18		%	21		%
Asia Pacific	58		%	56		%	51		%

We generated revenue of $3.7 billion in the September 2012 quarter, shipping 58 million units with an ASP of $63 per unit.  Revenue decreased as compared to the June 2012 quarter due to muted demand during the first three months of fiscal year 2013 and a decrease in the ASP, which was primarily attributable to price erosion and an unfavorable shift in product market mix.  The decrease in ASP was partially offset by an increase in the average capacity per product shipped. Revenue increased over the September 2011 quarter due to higher volumes, which included Samsung labeled HDD products, and more favorable pricing than the year-ago period.

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We maintain various sales programs such as point-of-sale rebates, sales price adjustments and price protection, aimed at increasing customer demand. During the September 2012 quarter, sales programs were approximately 9.1% of gross revenue, which is within our historical range of 6%-12%. Adjustments to revenues due to under or over accruals for sales programs related to revenues reported in prior quarterly periods have averaged 0.5% of quarterly gross revenue for fiscal years 2011 and 2012, and was 0.5% in the September 2012 quarter.

Cost of Revenue and Gross Margin

	For the Three Months Ended
(Dollars in millions)	September 28, 2012			June 29, 2012			September 30, 2011
Cost of revenue	$	2,671		$	2,998		$	2,262
Gross margin	1,061			1,484			549
Gross margin percentage	28		%	33		%	20		%

Gross margins as a percentage of revenue decreased from the June 2012 quarter primarily due to a decrease in ASPs.  Gross margins as a percentage of revenue increased from the September 2011 quarter due to improved pricing over the year ago period.

In the September 2012 quarter, total warranty cost was 1.5% of revenue and net unfavorable changes in estimates of prior warranty accruals as a percentage of revenue were immaterial.  Warranty cost related to new shipments was 1.3% of revenue compared to 0.9% in the June 2012 quarter.

Operating Expenses

	For the Three Months Ended
(Dollars in millions)	September 28, 2012		June 29, 2012		September 30, 2011
Product development	$	268	$	269	$	208
Marketing and administrative	150		140		105
Amortization of intangibles	19		18		—
Restructuring and other, net	—		—		—
Operating expenses	$	437	$	427	$	313

Product development expense.  Product development expense for the September 2012 quarter remained flat compared to the June 2012 quarter.  Product development expense for the September 2012 quarter increased 29% from the same period in fiscal year 2011 primarily due to an increase in variable performance-based compensation and a full quarter of expenses for the acquired Samsung HDD business.

Marketing and administrative expense. Marketing and administrative expense for the September 2012 quarter increased slightly over the June 2012 quarter, primarily due to our costs to acquire LaCie in the current quarter.   Marketing and administrative expense for the September 2012 quarter increased by approximately 43% over the same period in fiscal year 2011, primarily due to the effect of a reversal of previously accrued litigation costs in the September 2011 quarter, the impact of the acquisition of LaCie and the Samsung HDD business in the September 2012 quarter and an increase in variable performance-based compensation in the September 2012 quarter.

Amortization of intangibles. Amortization expense of intangible assets increased when compared to the same period in fiscal year 2011 as a result of the acquisition of Samsung’s HDD business in December, 2011, and increased slightly over the June 2012 quarter due to the acquisition of LaCie.

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Other income (expense), net

	For the Three Months Ended
(Dollars in millions)	September 28, 2012		June 29, 2012		September 30, 2011
Other expense, net	(24	)	(44	)	(84	)

Other expense, net for the September 2012 quarter decreased from the June 2012 quarter primarily due to a gain on the sale of certain strategic investments.  Other expense, net for the September 2012 quarter decreased from the September 2011 quarter primarily due to a gain on the sale of certain equity investments and a gain on deferred compensation plan assets in the September 2012 quarter, partially offset by a loss on foreign exchange remeasurement.  The corresponding gain or loss on deferred compensation plan liabilities is primarily reported in operating expenses.

Income taxes

	For the Three Months Ended
(Dollars in millions)	September 28, 2012		June 29, 2012		September 30, 2011
Provision for income taxes	$	18	$	—	$	12

Our income tax provision recorded for the September 2012 quarter included approximately $7 million of net discrete tax expense primarily associated with the reversal of prior period tax benefits.

Our income tax provision for the September 2012 quarter differed from the provision for income taxes that would be derived by applying the Irish statutory rate of 25% to income before income taxes, primarily due to the net effect of (i) tax benefits related to non-U.S. earnings generated in jurisdictions that are subject to tax holidays or tax incentive programs and are considered indefinitely reinvested outside of Ireland and (ii) a decrease in valuation allowance for certain U.S. deferred tax assets. The acquisition of a majority interest in the outstanding shares of LaCie is not expected to have a material impact on our effective tax rate in fiscal year 2013.

During the September 2012 quarter, our unrecognized tax benefits excluding interest and penalties increased by $11 million to $146 million. The unrecognized tax benefits that, if recognized, would impact the effective tax rate were $146 million at September 28, 2012, subject to certain future valuation allowance reversals. During the 12 months beginning September 29, 2012, we expect to reduce our unrecognized tax benefits by approximately $5 million primarily as a result of the expiration of certain statutes of limitation.

Our income tax provision recorded for the September 2011 quarter included approximately $2 million of net discrete tax benefits from the release of tax reserves associated with the expiration of certain statutes of limitation.

Our income tax provision for the September 2011 quarter differed from the provision for income taxes that would be derived by applying the Irish statutory rate of 25% to income before income taxes, primarily due to the net effect of (i) tax benefits related to non-U.S. earnings generated in jurisdictions that are subject to tax holidays or tax incentive programs and are considered indefinitely reinvested outside of Ireland, (ii) a decrease in valuation allowance for certain deferred tax assets,  (iii) the release of tax reserves as a result of the expiration of statutes of limitation, and (iv) tax expense related to intercompany transactions.

Liquidity and Capital Resources

The following sections discuss our principal liquidity requirements, as well as our sources and uses of cash and our liquidity and capital resources. Our cash and cash equivalents are maintained in investments with remaining maturities of 90 days or less at the time of purchase. Our short-term investments consist of readily marketable securities with remaining maturities of more than 90 days at the time of purchase. The principal objectives of our investment policy are the preservation of principal and maintenance of liquidity. We intend to maintain a highly liquid portfolio by investing only in those marketable securities that we believe have active secondary or resale markets. We believe our cash equivalents and short-term investments are liquid and accessible. We operate in some countries that have restrictive regulations over the movement of cash and/or foreign exchange across their borders. However, these restrictions have not impeded our ability to conduct our business, nor do we expect them to in the next 12 months. We are not aware of any downgrades, losses or other significant deterioration in the fair value of our cash equivalents or short-term investments and accordingly, we do not believe the fair value of our short-term investments has significantly changed from the values reported as of September 28, 2012.

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Cash and Cash Equivalents, Short-term Investments, and Restricted Cash and Investments

(Dollars in millions)	September 28, 2012		June 29, 2012		Change
Cash and cash equivalents	$	1,894	$	1,707	$	187
Short-term investments	476		411		65
Restricted cash and investments	100		93		7
Total	$	2,470	$	2,211	$	259

Our cash and cash equivalents, short-term investments and restricted cash and investments increased from June 29, 2012 as a result of cash flow from operations during the quarter, partially offset by the repurchase of our ordinary shares, payments made to acquire LaCie, capital expenditures, and dividends paid to our shareholders.

Cash Provided by Operating Activities

Cash provided by operating activities for the three months ended September 28, 2012 of $1.1 billion includes the effects of net income adjusted for non-cash items including depreciation, amortization, and share-based compensation, and:

·a decrease of $648 million in accounts receivable, net, due to a decrease in revenues, partially offset by a higher proportion of sales occurring at the end of the quarter;

·a decrease of $373 million for accounts payable due to an overall decrease in volumes;

·a decrease of $132 million in accrued employee compensation primarily due to variable performance-based compensation paid in the September 2012 quarter; and

·a decrease of $198 million in vendor non-trade receivables due to a decrease in volumes.

Cash Used in Investing Activities

During the three months ended September 28, 2012, we used $265 million for net cash used in investing activities, which was primarily attributable to payments for property, equipment and leasehold improvements of $263 million, and $36 million in cash paid to acquire a controlling interest in LaCie, net of cash received.

Cash Used in Financing Activities

Net cash used in financing activities of $681 million for the three months ended September 28, 2012 was primarily attributable to approximately $639 million paid to repurchase 20 million of our ordinary shares, $127 million in dividends paid to our shareholders and $72 million paid to an escrow account in order to acquire the remaining shares of LaCie.

Liquidity Sources, Cash Requirements and Commitments

Our primary sources of liquidity as of September 28, 2012, consisted of: (1) approximately $2.4 billion in cash, cash equivalents, and short-term investments, (2) cash we expect to generate from operations and (3) a $350 million senior secured revolving credit facility. We also had $100 million in restricted cash and investments, of which $78 million was related to our employee deferred compensation liabilities under our non-qualified deferred compensation plan.

The credit agreement that governs our revolving credit facility contains certain covenants that we must satisfy in order to remain in compliance with the credit agreement. The agreement also includes three financial covenants: (1) minimum cash, cash equivalents and marketable securities; (2) a fixed charge coverage ratio; and (3) a net leverage ratio. As of September 28, 2012, we were in compliance with all of the covenants under our credit facility and debt agreements. Based on our current outlook, we expect to be in compliance with the covenants of our debt agreements over the next 12 months.

Our liquidity requirements are primarily to meet our working capital, research and development and capital expenditure needs, to fund scheduled payments of principal and interest on our indebtedness, and to fund our quarterly dividend. Our ability to fund these requirements will depend on our future cash flows, which are determined by future operating performance, and therefore, subject to prevailing global macroeconomic conditions and financial, business and other factors, some of which are beyond our control.

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For the fiscal year 2013, we expect capital expenditures to be at or below our historical targeted range of 6% to 8% of revenue.

From time to time we may repurchase any of our outstanding notes in open market or privately negotiated purchases or otherwise, or may repurchase outstanding notes pursuant to the terms of the applicable indenture.

On October 24, 2012, our Board of Directors (the “Board”) approved a cash dividend of $0.32 per share, payable on November 29, 2012 to shareholders of record as of the close of business on November 14, 2012. The payment of any future quarterly dividends will be at the discretion of the Board and will be dependent upon our financial position, results of operations, available cash, cash flow, capital requirements and other factors deemed relevant by the Board.

From time to time we may repurchase any of our outstanding ordinary shares in the open market or through broker assisted purchases.  As of September 28, 2012, $1.9 billion remained available for repurchase under our existing repurchase authorization limit.  All repurchases are effected as redemptions in accordance with the Company’s Articles of Association.

Critical Accounting Policies

Our discussion and analysis of financial condition and results of operations are based upon our Condensed Consolidated Financial Statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of such statements requires us to make estimates and assumptions that affect the reported amounts of revenues and expenses during the reporting period and the reported amounts of assets and liabilities as of the date of the financial statements. Our estimates are based on historical experience and other assumptions that we consider to be appropriate in the circumstances. However, actual future results may vary from our estimates.

Since our fiscal year ended June 29, 2012, there have been no material changes in our critical accounting policies and estimates other than the policy for testing impairment of indefinite-lived intangible assets discussed in Part I, Item 1. Financial Statements—Note 1. Basis of Presentation and Summary of Significant Accounting Policies in this Form 10-Q.  Please refer to “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended June 29, 2012, as filed with the SEC on August 8, 2012, for a discussion of our critical accounting policies and estimates.

Recent Accounting Pronouncements

See Part I, Item 1. Financial Statements—Note 1. Basis of Presentation and Summary of Significant Accounting Policies for information regarding the effect of new accounting pronouncements on our financial statements.

ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We have exposure to market risks due to the volatility of interest rates, foreign currency exchange rates, and equity and bond markets. A portion of these risks are hedged, but fluctuations could impact our results of operations, financial position and cash flows. Additionally, we have exposure to downgrades in the credit ratings of our counterparties as well as exposure related to our credit rating changes.

Interest Rate Risk.  Our exposure to market risk for changes in interest rates relates primarily to our investment portfolio. At September 28, 2012, with the exception of our auction rate securities, we had no marketable securities that had been in a continuous unrealized loss position for a period greater than 12 months and determined that no investments were other-than-temporarily impaired.

We have fixed rate debt obligations. We enter into debt obligations to support general corporate purposes including capital expenditures and working capital needs.

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The table below presents principal amounts and related weighted average interest rates by year of maturity for our fixed income investment portfolio and debt obligations as of September 28, 2012.

Fiscal Years Ended

(Dollars in millions, except percentages)	2013			2014			2015			2016			2017			Thereafter			Total			Fair Value at September 28, 2012
Assets
Cash equivalents:
Fixed rate	$	1,742		$	—		$	—		$	—		$	—		$	—		$	1,742		$	1,742
Average interest rate	0.11		%																0.11		%
Short-term investments:
Fixed rate	$	50		$	102		$	191		$	55		$	23		$	—		$	421		$	433
Average interest rate	0.44		%	0.63		%	0.73		%	0.88		%	0.91		%				0.70		%
Long-term investments:
Variable rate	$	—		$	—		$	—		$	—		$	—		$	17		$	17		$	15
Average interest rate																1.21		%	1.21		%
Total fixed income securities	$	1,792		$	102		$	191		$	55		$	23		$	17		$	2,180		$	2,190
Average interest rate	0.12		%	0.63		%	0.73		%	0.88		%	0.91		%	1.21		%	0.23		%
Debt
Fixed rate	$	2		$	322		$	2		$	—		$	600		$	1,950		$	2,876		$	3,150
Average interest rate	0.89		%	9.93		%	0.90		%				6.80		%	7.25		%	7.45		%

Foreign Currency Exchange Risk. We may enter into foreign currency forward exchange contracts to manage exposure related to certain foreign currency commitments and anticipated foreign currency denominated expenditures. Our policy prohibits us from entering into derivative financial instruments for speculative or trading purposes. During the three months ended September 28, 2012, we did not enter into any hedges of net investments in foreign operations.

We also hedge a portion of our foreign currency denominated balance sheet positions with foreign currency forward exchange contracts to reduce the risk that our earnings will be adversely affected by changes in currency exchange rates. The changes in fair value of these hedges are recognized in earnings in the same period as the gains and losses from the remeasurement of the assets and liabilities. These foreign currency forward exchange contracts are not designated as hedging instruments under ASC 815, Derivatives and Hedging. All these forward contracts mature within 12 months.

We evaluate hedging effectiveness prospectively and retrospectively and record any changes in the fair value of the ineffective portion of the hedging instruments in Cost of revenue on the Consolidated Statements of Operations. We did not have any net gains (losses) recognized in Cost of revenue for cash flow hedges due to hedge ineffectiveness or discontinued cash flow hedges during the three months ended September 28, 2012 or September 30, 2011, nor did we discontinue any material cash flow hedges for a forecasted transaction in the respective periods.

The table below provides information as of September 28, 2012 about our foreign currency forward exchange contracts. The table is provided in U.S. dollar equivalent amounts and presents the notional amounts (at the contract exchange rates) and the weighted average contractual foreign currency exchange rates.

(Dollars in millions, except average contract rate)	Notional Amount		Average Contract Rate	Estimated Fair Value (1)
Foreign currency forward exchange contracts:
Thai baht	$	64	31.11	$	1
Singapore dollar	46		1.24	—
Chinese renminbi	47		6.36	—
Czech koruna	2		19.28	—
Total	$	159		$	1

(1)Equivalent to the unrealized net gain (loss) on existing contracts.

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Other Market Risks. We have exposure to counterparty credit downgrades in the form of credit risk related to our foreign currency forward exchange contracts and our fixed income portfolio. We monitor and limit our credit exposure for our foreign currency forward exchange contracts by performing ongoing credit evaluations. We also manage the notional amount of contracts entered into with any one counterparty, and we maintain limits on maximum tenor of contracts based on the credit rating of the financial institutions.

Additionally, the investment portfolio is diversified and structured to minimize credit risk. As of September 28, 2012, we did not have credit exposure related to our foreign currency forward exchange contracts in a gain position. Changes in our corporate issuer credit ratings have minimal impact on our financial results, but downgrades may negatively impact our future transaction costs and our ability to execute transactions with various counterparties.

We are subject to equity market risks due to changes in the fair value of the notional investments selected by our employees as part of our Seagate Deferred Compensation Plan (the “SDCP”). We currently manage our exposure to equity market risks associated with the SDCP liabilities by investing directly in mutual funds that mirror the employees’ investment options.

As of September 28, 2012, we continued to hold auction rate securities with a par value of approximately $17 million, all of which are collateralized by student loans guaranteed by the Federal Family Education Loan Program. Beginning in the March 2008 quarter, these securities have continuously failed to settle at auction. As of September 28, 2012, the estimated fair value of these auction rate securities was $15 million. We believe that the impairments totaling approximately $2 million are temporary as we do not intend to sell these securities and have concluded it is not more likely than not that we will be required to sell the securities before the recovery of the amortized cost basis. As such, the impairment was recorded in Other comprehensive income (loss) and these securities were classified as long-term investments.

ITEM 4.CONTROLS AND PROCEDURES

An evaluation was performed under the supervision and with the participation of our management, including our chief executive officer and chief financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this quarterly report.  Based on the evaluation, our management, including our chief executive officer and chief financial officer, concluded that our disclosure controls and procedures were effective as of September 28, 2012.  During the quarter ended September 28, 2012, there were no changes in our internal control over financial reporting that materially affected, or were reasonably likely to materially affect our internal control over financial reporting.

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PART II

OTHER INFORMATION

ITEM 1.LEGAL PROCEEDINGS

For a discussion of legal proceedings, see Part I, Item 1. Financial Statements—Note 13, Legal, Environmental and Other Contingencies of this Report on Form 10-Q.

ITEM 1A.RISK FACTORS

There have been no material changes to the description of the risk factors associated with our business previously disclosed in Part I, Item 1A, “Risk Factors” in our Annual Report on Form 10-K for the year ended June 29, 2012.  In addition to the other information set forth in this report, you should carefully consider the risk factors discussed in our Annual Report on Form 10-K as they could materially affect our business, financial condition and future results.

The Risk Factors are not the only risks facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially and adversely affect our business, financial condition or operating results.

ITEM 2.UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Repurchase of Equity Securities

On January 25, 2012, our Board of Directors authorized the repurchase of up to an additional $1 billion of our outstanding ordinary shares.

On April 26, 2012, the Board of Directors authorized the Company to repurchase an additional $2.5 billion of its outstanding ordinary shares.

All repurchases are effected as redemptions in accordance with the Company’s Articles of Association.

The following table sets forth information with respect to all repurchases of our shares made during fiscal quarter ended September 28, 2012:

(In millions, except average price paid per share)	Total Number of Shares Repurchased	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs
June 30, 2012 through July 27, 2012	—	$	—	—	$	2,557
July 28, 2012 through August 31, 2012	12.9	33.85		12.9	2,119
September 1, 2012 through September 28, 2012	7.6	30.66		7.6	1,888
Total	20.5	$	32.79	20.5	$	1,888

ITEM 3.DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4.MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5.OTHER INFORMATION

Not applicable

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ITEM 6.EXHIBITS

EXHIBIT INDEX

Exhibit Number	Description of Exhibit
3.1	Memorandum and Articles of Association of Seagate Technology plc (the “Company”), as amended and restated by Special Resolution dated July 1, 2010, were filed as Exhibit 3.1 to the Company’s current report on Form 8-K12B/A filed on July 9, 2010, and are incorporated herein by reference.
3.2	Certificate of Incorporation of Hephaestus plc effective as of January 22, 2010 and Certificate of Incorporation on change of name of Seagate Technology plc, effective as of February 22, 2010 were filed as Exhibit 3.2 to the Company’s annual report on Form 10-K for the fiscal year ended July 2, 2010, and are incorporated herein by reference.
10.14+	Seagate Technology plc Amended and Restated Employee Stock Purchase Plan
31.1+	Certification of Stephen J. Luczo, Chairman, President and Chief Executive Officer of the Company, as required by Section 302 of the Sarbanes-Oxley Act of 2002.
31.2+	Certification of Patrick J. O’Malley, Executive Vice President and Chief Financial Officer of the Company, as required by Section 302 of the Sarbanes-Oxley Act of 2002.
32.1+†	Certification of Stephen J. Luczo, Chairman, President and Chief Executive Officer of the Company and Patrick J. O’Malley, Executive Vice President and Chief Financial Officer of the Company, as required by Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS+††	XBRL Instance Document.
101.SCH+††	XBRL Taxonomy Extension Schema Document.
101.CAL+††	XBRL Taxonomy Extension Calculation Linkbase Document.
101.LAB+††	XBRL Taxonomy Extension Label Linkbase Document.
101.PRE+††	XBRL Taxonomy Extension Presentation Linkbase Document.

+  Filed herewith.

† The certifications attached as Exhibit 32.1 that accompany this Form 10-Q are not deemed filed with the Securities and Exchange Commission and are not to be incorporated by reference into any filing of Seagate Technology plc under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Form 10-Q, irrespective of any general incorporation language contained in such filing.

†† In accordance with Rule 406T of Regulation S-T, the information in these exhibits is furnished and deemed not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, is deemed not filed for purposes of Section 18 of the Exchange Act of 1934, and otherwise is not subject to liability under these sections and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing.

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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.

		SEAGATE TECHNOLOGY PUBLIC LIMITED COMPANY
DATE:	October 31, 2012	BY:	/s/ STEPHEN J. LUCZO
			Stephen J. Luczo
			Chairman, President and Chief Executive Officer
			(Principal Executive Officer)
DATE:	October 31, 2012	BY:	/s/ PATRICK J. O’MALLEY
			Patrick J. O’Malley
			Executive Vice President and Chief Financial Officer
			(Principal Financial Officer)

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EX-10.14

Exhibit 10.14

SEAGATE TECHNOLOGY PUBLIC LIMITED COMPANY

AMENDED AND RESTATED EMPLOYEE STOCK PURCHASE PLAN

1.PURPOSE

The purpose of this Plan is to provide an opportunity for Employees of Seagate Technology plc, an Irish company and its Designated Subsidiaries to purchase Ordinary Shares and thereby to have an additional incentive to contribute to the prosperity of the Corporation. It is the intention of the Corporation that the Plan qualify as an “Employee Stock Purchase Plan” under Section 423 of the Code and the Plan shall be administered in accordance with this intent. In addition, the Plan authorizes the grant of options pursuant to sub-plans or special rules adopted by the Committee designed to achieve desired tax or other objectives in particular locations outside of the United States, which sub-plans shall not be required to comply with the requirements of Section 423 of the Code or all of the specific provisions of the Plan, including but not limited to terms relating to eligibility, Offering Periods, Purchase Periods or Purchase Price.

2.DEFINITIONS

2.1“Applicable Law” shall mean the legal requirements relating to the administration of an employee stock purchase plan under applicable Irish corporate laws, U.S. federal and applicable state laws (including the Code) and any stock exchange rules or regulations and the applicable laws governing the grant of options and the issuance of shares under an employee stock purchase plan in any country or jurisdiction where the Plan will be offered, as such laws, rules, regulations and requirements shall be in place from time to time.

2.2“Beneficial Owner” means the definition given in Rule 13d-3 promulgated under the Exchange Act.

2.3“Board” shall mean the Board of Directors of the Corporation.

2.4“Change of Control” shall mean the consummation or effectiveness of any of the following events:

(i)The sale, exchange, lease or other disposition of all or substantially all of the assets of the Corporation to a person or group of related persons, as such terms are defined or described in Sections 3(a)(9) and 13(d)(3) of the Exchange Act;

(ii)A merger, reorganization, recapitalization, consolidation or other similar transaction involving the Corporation in which the voting securities of the Corporation owned by the shareholders of the Corporation immediately prior to such transaction do not represent

1

more than fifty percent (50%) of the total voting power of the surviving controlling entity outstanding immediately after such transaction;

(iii)Any person or group of related persons, as such terms are defined or described in Sections 3(a)(9) and 13(d)(3) of the Exchange Act, is or becomes the Beneficial Owner, directly or indirectly, of more than 50% of the total voting power of the voting securities of the Corporation (including by way of merger, takeover (including an acquisition by means of a scheme of arrangement), consolidation or otherwise); or

(iv)During any period of two (2) consecutive years, individuals who at the beginning of such period constituted the Board (together with any new directors whose election by such Board or whose nomination for election by the shareholders of the Corporation was approved by a vote of a majority of the directors of the Corporation then still in office, who were either directors at the beginning of such period or whose election or nomination for election was previously so approved) cease for any reason to constitute a majority of the Board then in office.

Notwithstanding the foregoing, a restructuring of the Corporation for the purpose of changing the domicile of the Corporation (including, but not limited to, any change in the structure of the Corporation resulting from the process of moving its domicile between jurisdictions), reincorporation of the Corporation or other similar transaction involving the Corporation (a “Restructuring Transaction”) will not constitute a Change of Control if, immediately after the Restructuring Transaction, the shareholders of the Corporation immediately prior to such Restructuring Transaction represent, directly or indirectly, more than fifty percent (50%) of the total voting power of the surviving entity.

2.5“Code” shall mean the U.S. Internal Revenue Code of 1986, as amended. Any reference to a section of the Code herein shall be a reference to any successor or amended section of the Code.

2.6“Committee” shall mean the committee appointed by the Board in accordance with Section 15 of the Plan.

2.7“Companies Act” shall mean the Companies Act 1963 of Ireland.

2.8“Compensation” shall mean an Employee’s base cash compensation and commissions, but shall exclude such items as allowances, differentials, bonuses or premiums such as those for working shifts or overtime, payments for incentive compensation, incentive payments, bonuses,

2

income from the exercise, vesting and/or the sale, exchange or other disposition of a compensatory share award granted to the Employee by the Corporation or a Designated Subsidiary, and other forms of extraordinary compensation. The Committee shall have the authority to determine and approve all forms of pay to be included in the definition of Compensation and may change the definition on a prospective basis.

2.9“Corporation” shall mean Seagate Technology plc, a public company incorporated under the laws of the Republic of Ireland with limited liability under registered number 480010, or any successor thereto.

2.10“Designated Subsidiary” shall mean a Subsidiary that has been designated by the Committee in its sole discretion as eligible to participate in the Plan with respect to its Employees.

2.11“Effective Date” shall mean the date on which the registration statement on Form S-1 filed with the U.S. Securities and Exchange Commission pursuant to Rule 424 under the Securities Act for the initial public offering of Seagate Technology common stock (the “Registration Statement”) became effective.

2.12“Employee” shall mean an individual classified as an employee (within the meaning of Code Section 3401(c) and the regulations thereunder) by the Corporation or a Designated Subsidiary on the Corporation’s or such Designated Subsidiary’s payroll records.  Individuals classified as independent contractors, consultants, advisers, or members of the Board or the board of directors of a Designated Subsidiary are not considered “Employees” by virtue of such station.

2.13“Exchange Act” shall mean the U.S. Securities Exchange Act of 1934, as amended.

2.14“Fair Market Value” shall mean, as of any date of determination (i.e., an Offering Date or Purchase Date, as appropriate), the value of a Share determined as follows: (i) if the Ordinary Shares are listed on any established stock exchange (including the New York Stock Exchange) or traded on the NASDAQ Global Select Market, the Fair Market Value of a Share shall be the closing per-share sales price of such Shares as reported on such date on the Composite Tape of the principal national securities exchange on which such Shares are listed or admitted to trading or, if no Composite Tape exists for such national securities exchange on such date, then on the principal national securities exchange on which such Shares are listed or admitted to trading; or (ii) if the Shares are not listed or admitted to trading on a national securities exchange, then the Fair Market Value of a Share shall be determined in good faith by the Board, and, to the extent appropriate, based on the application of a reasonable valuation method.  For purposes of the Offering Date under the first Offering Period,

3

the Fair Market Value of a share of Seagate Technology common stock shall be the initial price to the public as set forth in the final prospectus included with the Registration Statement.

2.15“Offering Date” shall mean the first Trading Day of an Offering Period under the Plan; provided that the Offering Date of the first Offering Period will be the Effective Date.

2.16“Offering Period” shall mean a period of approximately twelve (12) months during which an option granted pursuant to the Plan may be exercised; provided, however, that effective for Offering Periods commencing on or after February 1, 2006, the term “Offering Period” shall mean a period of approximately six (6) months during which an option granted pursuant to the Plan may be exercised.  For Offering Periods that commence prior to February 1, 2006, the Plan shall be implemented by a series of Offering Periods of approximately twelve (12) months duration, with new Offering Periods commencing on the first Trading Day on or after February 1 and August 1 of each year and ending on the last Trading Day in the twelve month period ending on January 31 and July 31 of the subsequent year; provided that the first Offering Period shall commence on the Effective Date and shall end on the last Trading Day on or before January 31, 2004.  Effective for Offering Periods that commence on or after February 1, 2006, the Plan shall be implemented by a series of Offering Periods of approximately six (6) months duration, with new Offering Periods commencing on the first Trading Day on or after February 1 and August 1 of each year and ending on the last Trading Day in the six-month period ending on the next July 31 and January 31, respectively.  The duration and timing of Offering Periods may be changed or modified by the Committee from time to time.

2.17“Offering Price” shall mean the Fair Market Value of a Share on the Offering Date of an Offering Period.

2.18“Officer” shall mean a person who is an officer of the Corporation within the meaning of Section 16 of the Exchange Act and the rules and regulations promulgated thereunder.

2.19“Ordinary Share” or “Share” means an ordinary share of the Corporation, nominal value US$0.00001.

2.20“Participant” shall mean a participant in the Plan as described in Section 5 of the Plan.

2.21“Plan” shall mean this Employee Stock Purchase Plan, as amended and restated.

4

2.22“Purchase Date” shall mean the last Trading Day of each Purchase Period.

2.23“Purchase Period” shall mean, with respect to Offering Periods that commence on prior to February 1, 2006, the period of approximately six (6) months commencing after one Purchase Date and ending with the next Purchase Date, with new Purchase Periods commencing on the first Trading Day on or after February 1 and August 1 of each year and ending on the last Trading Day in the six-month period ending on the next July 31 and January 31, respectively; provided that the first Purchase Period shall commence on the Effective Date and shall end at the completion of the seventh complete calendar month following the Effective Date unless otherwise determined by the Committee. The second Purchase Period of the first Offering Period shall begin on the first Trading Day following the end of the first Purchase Period and shall end on the last Trading Day on or before January 31, 2004. Subsequent Purchase Periods, if any, shall run consecutively after the termination of the preceding Purchase Period.  Notwithstanding anything herein to the contrary, effective for Offering Periods that commence on or after February 1, 2006, “Purchase Period” shall have the same meaning as the term “Offering Period.”  The duration and timing of Purchase Periods may be changed or modified by the Committee from time to time.

2.24“Purchase Price” shall have the meaning set out in Section 8.2.

2.25“Securities Act” shall mean the U.S. Securities Act of 1933, as amended.

2.26“Shareowner” shall mean a record holder of Ordinary Shares entitled to vote such Shares under the Corporation’s by-laws.

2.27“Subsidiary” shall mean any entity treated as a corporation (other than the Corporation) in an unbroken chain of corporations beginning with the Corporation, within the meaning of Code Section 424(f), whether or not such corporation now exists or is hereafter organized or acquired by the Corporation or a Subsidiary, which is also a subsidiary within the meaning of Section 155 of the Companies Act.

2.28“Trading Day” shall mean a day on which U.S. national stock exchanges and the national market system are open for trading and the Ordinary Shares are being publicly traded on one or more of such exchanges or markets.

3.ELIGIBILITY

3.1Any individual who is an Employee on an Offering Date shall be eligible to participate in the Plan with respect to the Offering Period commencing on such Offering Date. The Committee may establish administrative rules requiring that

5

an individual be an Employee for some minimum period (not to exceed 30 days) prior to an Offering Date to be eligible to participate with respect to the Offering Period beginning on that Offering Date.

3.2The Committee may determine that a designated group of highly compensated Employees is ineligible to participate in the Plan so long as the excluded category fits within the definition of “highly compensated employee” in Code Section 414(q).

3.3No Employee may participate in the Plan if immediately after an option is granted the Employee owns or is considered to own (within the meaning of Code Section 424(d)) Ordinary Shares, including Shares which the Employee may purchase by conversion of convertible securities or under outstanding options granted by the Corporation, possessing five percent (5%) or more of the total combined voting power or value of all classes of securities of the Corporation or of any of its Subsidiaries.

3.4Employees who are citizens or residents of a non-U.S. jurisdiction (without regard to whether they also are citizens or residents of the United States or resident aliens within the meaning of Section 7701(b)(1)(A) of the Code) may be excluded from participation in the Plan if the participation of such Employees is prohibited under the laws of the applicable jurisdiction or if complying with the laws of the applicable jurisdiction would cause the Plan to violate Code Section 423 (or to the extent permitted under Code Section 423).  In the case of any sub-plan adopted pursuant to Section 16 which is not designed to qualify under Code Section 423, Employees may be excluded from participation in the Plan if the Committee has determined that participation of such Employees is not advisable or practicable.

3.5All Employees who participate in the Plan shall have the same rights and privileges under the Plan, except for differences that may be mandated by local law and that are consistent with Code Section 423(b)(5); provided that individuals participating in a sub-plan adopted pursuant to Section 16 which is not designed to qualify under Code Section 423 need not have the same rights and privileges as Employees participating in the Code Section 423 Plan.

3.6Employees may not participate in more than one Offering Period at a time.

4.OFFERING PERIODS AND PURCHASE PERIODS

4.1Offering Periods.  With respect to Offering Periods commencing prior to February 1, 2006, the Plan shall generally be implemented by a series of twelve (12) month Offering Periods with new Offering Periods commencing on the first Trading Day on or after February 1 and August 1 and ending on the last Trading Day in the twelve month periods ending on January 31 and July 31 of the next calendar year, respectively, or on such other date as the Committee shall determine. The first Offering Period shall commence on the Effective Date and

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shall end on the last Trading Day on or before January 31, 2004. With respect to Offering Periods commencing on or after February 1, 2006, the Plan shall generally be implemented by a series of six (6) month Offering Periods with new Offering Periods commencing on the first Trading Day on or after February 1 and August 1 and ending on the last Trading Day in the six-month periods ending on the next July 31 and January 31, respectively, or on such other date as the Committee shall determine, and continuing thereafter until the Plan is terminated pursuant to Section 14 hereof. The Committee shall have the authority to change the frequency and/or duration of Offering Periods (including the commencement dates thereof) with respect to future offerings if such change is announced at least five (5) days prior to the scheduled beginning of the first Offering Period to be affected thereafter.

4.2Purchase Periods.  With respect to Offering Periods commencing prior to February 1, 2006, each Offering Period shall generally consist of two (2) consecutive Purchase Periods of six (6) months’ duration, with new Purchase Periods commencing on the first Trading Day on or after February 1 and August 1 of each year and ending on the last Trading Day in the six-month period ending on the next July 31 and January 31, respectively. With respect to Offering Periods commencing on or after February 1, 2006, each Offering Period shall generally consist of one (1) Purchase Period that runs concurrently with the Offering Period. The last Trading Day of each Purchase Period shall be the “Purchase Date” for such Purchase Period; provided that the first Purchase Period shall commence on the Effective Date and shall end at the completion of the seventh complete calendar month following the Effective Date unless otherwise determined by the Committee. The second Purchase Period of the first Offering Period shall begin on the first Trading Day following the end of the first Purchase Period and shall end on the last Trading Day on or before January 31, 2004. Subsequent Purchase Periods, if any, shall run consecutively after the termination of the preceding Purchase Period. The Committee shall have the power to change the duration and/or frequency of Purchase Periods with respect to future purchases if such change is announced at least five (5) days prior to the scheduled beginning of the first Purchase Period to be affected.

5.PARTICIPATION

5.1An Employee who is eligible to participate in the Plan in accordance with its terms at the beginning of an Offering Period shall automatically receive an option in accordance with Section 8.1 and may become a Participant by completing and submitting, on or before the date prescribed by the Committee with respect to a given Offering Period, a completed payroll deduction authorization and Plan enrollment form provided by the Corporation or by following an electronic or other enrollment process as prescribed by the Committee. An eligible Employee may authorize payroll deductions at the rate of any whole percentage of the Employee’s Compensation, not to exceed ten percent (10%) (or such other percentage as the Committee may establish from time to time before an Offering Date) of such Employee’s Compensation on each payday

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during the Offering Period.  All payroll deductions will be held in a general corporate account or a trust account, unless otherwise required by local law. No interest shall be paid or credited to the Participant with respect to such payroll deductions, unless otherwise required by local law. The Corporation shall maintain a separate bookkeeping account for each Participant under the Plan and the amount of each Participant’s payroll deductions shall be credited to such account. A Participant may not make any additional payments into such account, unless payroll deductions are prohibited under local law, in which case the provisions of Section 5.2 of the Plan shall apply.

5.2Notwithstanding any other provisions of the Plan to the contrary, in locations where local law prohibits payroll deductions, an eligible Employee may elect to participate through contributions to his or her account under the Plan in a form acceptable to the Committee.  In such event, any such Employees shall be deemed to be participating in a sub-plan, unless the Committee otherwise expressly provides that such Employees shall be treated as participating in the Plan.

5.3Under procedures and at times established by the Committee, a Participant may withdraw from the Plan during a Purchase Period, by completing and filing a new payroll deduction authorization and Plan enrollment form with the Corporation or by following electronic or other procedures prescribed by the Committee. If a Participant withdraws from the Plan during a Purchase Period, his or her accumulated payroll deductions will be refunded to the Participant without interest (unless payment of interest is required by local law), his or her right to participate in the current Offering Period will be automatically terminated and no further payroll deductions for the purchase of Ordinary Shares will be made during the Offering Period. The Committee may establish rules pertaining to the timing of withdrawals, limiting the frequency with which Participants may withdraw and re-enroll in the Plan and may impose a waiting period on Participants wishing to re-enroll following withdrawal.

5.4A Participant may change his or her rate of contribution through payroll deductions only during an open enrollment period or such other times specified by the Committee by filing a new payroll deduction authorization and Plan enrollment form or by following electronic or other procedures prescribed by the Committee. If a Participant has not followed such procedures to change the rate of contribution, the rate of contribution shall continue at the originally elected rate throughout the Purchase Period and future Purchase Periods (including Purchase Periods of subsequent Offering Periods). Notwithstanding the foregoing, to the extent necessary to comply with Section 423(b)(8) of the Code, the Committee may reduce a Participant’s payroll deductions to zero percent (0%) at any time during a Purchase Period scheduled to end during the current calendar year. Payroll deductions shall re-commence at the rate provided in such Participant’s enrollment form at the beginning of the first Purchase Period which is scheduled to end in the following calendar year, unless terminated by the Participant as provided in Section 5.3.

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6.TERMINATION OF EMPLOYMENT; CHANGES IN EMPLOYMENT

6.1Termination.  In the event any Participant terminates employment with the Corporation and its Designated Subsidiaries for any reason (including death) prior to the expiration of a Purchase Period, the Participant’s participation in the Plan shall terminate and all amounts credited to the Participant’s account shall be paid to the Participant or, in the case of death, to the Participant’s heirs or estate, without interest. Whether a termination of employment has occurred shall be determined by the Committee. If a Participant’s termination of employment occurs within a certain period of time as specified by the Committee (not to exceed 30 days) prior to the Purchase Date of the Purchase Period then in progress, his or her option for the purchase of Ordinary Shares will be exercised on such Purchase Date in accordance with Section 9 as if such Participant were still employed by the Corporation. Following the purchase of Shares on such Purchase Date, the Participant’s participation in the Plan shall terminate and all remaining amounts credited to the Participant’s account shall be paid to the Participant or, in the case of death, to the Participant’s heirs or estate, without interest (unless payment of interest is required by local law).

6.2Leaves of Absence.  The Committee may also establish rules regarding when leaves of absence or changes of employment status will be considered to be a termination of employment, and the Committee may establish termination of employment procedures for this Plan that are independent of similar rules established under other benefit plans of the Corporation and its Subsidiaries, provided, however, that such procedures are not in conflict with the requirements of Section 423 of the Code.

6.3Transfers.  If a Participant transfers employment between the Corporation and a Designated Subsidiary participating in the 423 Plan (as set forth in Appendix A to the Plan) or between Designated Subsidiaries participating in the 423 Plan, his or her participation in the Plan shall continue unless and until otherwise terminated in accordance with the Plan.  Similarly, if a Participant transfers employment between Designated Subsidiaries participating in a Non-423 Sub-Plan (as set forth in Appendix A to the Plan), his or her participation in the Plan shall continue unless and until otherwise terminated in accordance with the Plan.

If a Participant transfers employment from the Corporation or a Designated Subsidiary participating in the 423 Plan to a Designated Subsidiary participating in a Non-423 Sub-Plan, his or her participation in the Plan shall continue, provided, however, that such participation will be under the applicable Non-423 Sub-Plan as of the date of such transfer and all of the Participant’s accumulated payroll deductions (whether taken while the Participant was employed by the Corporation or a Designated Subsidiary participating in the 423 Plan or while the Participant is employed by a Designated Subsidiary participating in a Non-423 Sub-Plan) shall be used to purchase Shares under the applicable Non-423 Sub-

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Plan, subject to the Participant’s right to withdraw from the Plan in accordance with the withdrawal procedures in effect at such time.

If a Participant transfers employment from a Designated Subsidiary participating in a Non-423 Sub-Plan to the Corporation or a Designated Subsidiary participating in the 423 Plan, any accumulated payroll deductions taken while the Participant was employed by a Designated Subsidiary participating in a Non-423 Sub-Plan shall be used to purchase Shares under the applicable Non-423 Sub-Plan on the next Purchase Date following such transfer; however, no new payroll deductions shall be taken for the remainder of the Purchase Period in which the transfer occurs, and as of the next Offering Date following such transfer, the Participant shall participate in the 423 Plan and payroll deductions shall automatically resume and be used to purchase Shares under the 423 Plan, subject to the Participant’s right to withdraw from the Plan in accordance with the withdrawal procedures in effect at such time.

Notwithstanding the foregoing provisions of this Section 6.3, the Committee may establish additional and/or different rules to govern transfers of employment among the Corporation and any Designated Subsidiary, consistent with any applicable requirements of Code Section 423 and the terms of the Plan.

7.SHARES

Subject to adjustment as set forth in Section 11, the maximum number of Ordinary Shares, which may be issued pursuant to the Plan shall be fifty million (50,000,000) Shares.  Subject to adjustment as set forth in Section 11, the maximum number of Shares that may be granted collectively to all Participants within any given Purchase Period is one and one-half million (1,500,000) Shares, unless and until the Board determines otherwise with respect to a Purchase Period.    If, on a given Purchase Date, the number of Shares with respect to which options are to be exercised exceeds either maximum, the Corporation shall make pro rata allocation of the Shares remaining available for purchase in as uniform a manner as shall be practicable and as it shall determine to be equitable.  The Shares subject to the Plan may be unissued Shares or reacquired Shares, bought on the market or otherwise.

8.OFFERING

8.1On the Offering Date of each Offering Period, each eligible Employee, whether or not such Employee has elected to participate as provided in Section 5.1, shall be granted an option to purchase that number of whole Shares, not to exceed one thousand (1,000) Shares (or such other number of Shares as determined by the Committee and subject to adjustment as set forth in Section 11), which may be purchased with the payroll deductions accumulated on behalf of such Employee during each Purchase Period at the purchase price specified in Section 8.2 below, subject to the additional limitation that no Employee participating in the Section 423 Plan shall be granted an option to purchase Shares

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under the Plan if such option would permit his or her rights to purchase Shares under all employee stock purchase plans (described in Section 423 of the Code) of the Corporation and its Subsidiaries to accrue at a rate which exceeds U.S. twenty-five thousand dollars (U.S. $25,000) of the Fair Market Value of such Shares (determined at the time such option is granted) for each calendar year in which such option is outstanding at any time. For purposes of the Plan, an option is “granted” on a Participant’s Offering Date. An option will expire upon the earlier to occur of (i) the termination of a Participant’s participation in the Plan or such Offering Period, (ii) the grant of an option to such Participant on a subsequent Offering Date, or (iii) the termination of the Offering Period. This Section 8.1 shall be interpreted so as to comply with Code Section 423(b)(8).

8.2The Purchase Price under each option shall be with respect to a Purchase Period the lower of (i) a percentage (not less than eighty-five percent (85%)) established by the Committee (“Designated Percentage”) of the Offering Price, or (ii) the Designated Percentage of the Fair Market Value of a Share on the Purchase Date on which the Shares are purchased; provided that the Purchase Price may be adjusted by the Committee pursuant to Sections 11 or 12 in accordance with Section 424(a) of the Code. The Committee may change the Designated Percentage with respect to any future Offering Period, but not to below eighty-five percent (85%), and the Committee may determine with respect to any prospective Offering Period that the purchase price shall be the Designated Percentage of the Fair Market Value of a Share on the Purchase Date.

9. PURCHASE OF SHARES

Unless a Participant withdraws from the Plan as provided in Section 5.3 or except as provided in Sections 12 or 14 hereof, on the last Trading Day of each Purchase Period, a Participant’s option shall be exercised automatically for the purchase of that number of whole Shares which the accumulated payroll deductions credited to the Participant’s account at that time shall purchase at the applicable price specified in Section 8.2.

At the time the Shares are purchased or at the time some or all of the Shares issued under the Plan are disposed of (or at any other time that a taxable event related to the Plan occurs), the Participant must make adequate provision for any withholding obligation of the Corporation or a Designated Subsidiary with respect to federal, state, local and foreign income tax, social insurance, payroll tax, fringe benefits tax, payment on account or other tax-related items related to participation in the Plan and legally applicable to the Participant (including any amount deemed by the Committee, in its sole discretion, to be an appropriate charge to Participant even if legally applicable to the Corporation or the Participant’s employer). At any time, the Corporation or the Participant’s employer may withhold from the Participant’s wages or other cash compensation the amount necessary for the Corporation or the Participant’s employer to meet applicable withholding obligations, including any withholding required to make available to the Corporation or the Participant’s employer any tax deductions or benefits

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attributable to the sale or early disposition of the Shares by the Participant.  In addition or in the alternative, the Corporation or the Participant’s employer may withhold from the proceeds of the sale of Shares or by any other method of withholding the Corporation or the Participant’s employer deems appropriate.

10. PAYMENT AND DELIVERY

As soon as practicable after the exercise of an option, the Corporation shall deliver to the Participant a record of the Ordinary Shares purchased and the balance of any amount of payroll deductions credited to the Participant’s account not used for the purchase, except as specified below. The Committee may permit or require that Shares be deposited directly with a broker designated by the Committee or to a designated agent of the Corporation, and the Committee may utilize electronic or automated methods of share transfer. The Committee may require that Shares be retained with such broker or agent for a designated period of time and/or may establish other procedures to permit tracking of the disposition of such Shares. The Corporation shall retain the amount of payroll deductions used to purchase Shares as full payment for the Shares and the Shares shall then be fully paid and non-assessable. No Participant shall have any voting, dividend or other Shareowner rights with respect to Shares subject to any option granted under the Plan until the Shares subject to the option have been purchased and delivered to the Participant as provided in this Section 10. The Committee may in its discretion direct the Corporation to retain in a Participant’s account for the subsequent Purchase Period or Offering Period any payroll deductions which are not sufficient to purchase a whole Share or return such amount to the Participant. Any other amounts that may be left over in a Participant’s account after a Purchase Date shall be returned to the Participant.

11.RECAPITALIZATION

Subject to any required action by the Shareowners of the Corporation, if there is any change in the outstanding Ordinary Shares because of a merger, consolidation, spin-off, reincorporation, reorganization, recapitalization, dividend in property other than cash, share split, reverse share split, share dividend, liquidating dividend, extraordinary dividend or distribution, combination, exchange or reclassification of the Ordinary Shares (including any such change in the number of Shares effected in connection with a change in domicile of the Corporation), change in corporate structure or any other increase or decrease in the number of Ordinary Shares, or other transaction effected without receipt of consideration by the Corporation, provided that conversion of any convertible securities of the Corporation shall not be deemed to have been “effected without consideration,” the number of securities covered by each option under the Plan which has not yet been exercised and the number of securities which have been authorized and remain available for issuance under the Plan, as well as the maximum number of securities which may be purchased by a single Participant and by all Participants in the aggregate in a given Purchase Period, and the price per share covered by each option under the Plan which has not yet been exercised,

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may be appropriately adjusted by the Board, and the Board shall take any further actions which, in the exercise of its discretion, may be necessary or appropriate under the circumstances. The Board’s determinations under this Section 11 shall be conclusive and binding on all parties.

12.LIQUIDATION AND CHANGE OF CONTROL

12.1In the event of the proposed liquidation or dissolution of the Corporation, the Offering Period will terminate immediately prior to the consummation of such proposed transaction, unless otherwise provided by the Board in its sole discretion, and all outstanding options shall automatically terminate and the amounts of all payroll deductions will be refunded without interest (unless payment of interest is required by local law) to the Participants.

12.2In the event of a Change of Control, then in the sole discretion of the Board, (1) each option shall be assumed or an equivalent option shall be substituted by the successor corporation or parent or subsidiary of such successor entity, (2) a date established by the Board on or before the date of consummation of such Change of Control shall be treated as a Purchase Date, and all outstanding options shall be exercised on such date, (3) all outstanding options shall terminate and the accumulated payroll deductions will be refunded without interest (unless payment of interest is required by local law) to the Participants, or (4) outstanding options shall continue unchanged.

13. TRANSFERABILITY

Neither payroll deductions credited to a Participant’s bookkeeping account nor any rights to exercise an option or to receive Shares under the Plan may be voluntarily or involuntarily assigned, transferred, pledged, or otherwise disposed of in any way, and any attempted assignment, transfer, pledge, or other disposition shall be null and void and without effect. If a Participant in any manner attempts to transfer, assign or otherwise encumber his or her rights or interests under the Plan, other than as permitted by the Code, such act shall be treated as an election by the Participant to discontinue participation in the Plan pursuant to Section 5.3.

14.AMENDMENT OR TERMINATION OF THE PLAN

14.1The Plan shall continue until terminated in accordance with Section 14.2.

14.2The Board may, in its sole discretion, insofar as permitted by Applicable Law, terminate or suspend the Plan, or revise or amend it in any respect whatsoever, except that, without approval of the Shareowners, no such revision or amendment shall increase the number of Shares subject to the Plan, other than an adjustment under Section 11 of the Plan, or make other changes for which Shareowner approval is required under Applicable Law. Upon a termination or suspension of the Plan, the Board may in its discretion (i) return, without interest

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(unless payment of interest is required by local law), the payroll deductions credited to Participants’ accounts to such Participants, or (ii) set an earlier Purchase Date with respect to an Offering Period and Purchase Period then in progress.

15. ADMINISTRATION

15.1The Board or the Compensation Committee shall appoint a committee of one or more individuals to administer the Plan (the “Committee”), which, unless otherwise specified by the Board, shall consist of the members of the Corporation’s Benefits and Administrative Committee, as constituted from time to time in accordance with its charter, and generally made up of senior members of management from the Corporation’s Legal, Finance and Human Resources functions.  The Committee will serve for such period of time as the Board or the Compensation Committee of the Board may specify and whom the Board or the Compensation Committee of the Board may remove at any time. The Committee will have the authority and responsibility for the day-to-day administration of the Plan, the authority and responsibility specifically provided in this Plan and any additional duty, responsibility and authority delegated to the Committee by the Board or the Compensation Committee of the Board. The Committee shall have full power and authority to adopt, amend and rescind any rules and regulations which it deems desirable and appropriate for the proper administration of the Plan, to construe and interpret the provisions and supervise the administration of the Plan, to make factual determinations relevant to Plan entitlements and to take all action in connection with administration of the Plan as it deems necessary or advisable, consistent with the delegation from the Board or the Compensation Committee of the Board.   The Committee may delegate to one or more individuals the day-to-day administration of the Plan, to the extent permitted by Applicable Law.  The Board, the Compensation Committee of the Board and the Committee reserve the right to administer the Plan, to the extent such right otherwise exists, regardless of any delegation of authority such body may have previously made.  Decisions of the Board, the Compensation Committee of the Board and the Committee, as applicable, shall be final and binding upon all participants. The Corporation shall pay all expenses incurred in the administration of the Plan.

15.2In addition to such other rights of indemnification as they may have as members of the Board or officers or employees of the Corporation and subject to section 200 of the Companies Act, members of the Board and of the Committee shall be indemnified by the Corporation against all reasonable expenses, including attorneys’ fees, actually and necessarily incurred in connection with the defense of any action, suit or proceeding, or in connection with any appeal therein, to which they or any of them may be a party by reason of any action taken or failure to act under or in connection with the Plan, or any right granted under the Plan, and against all amounts paid by them in settlement thereof (provided such settlement is approved by independent legal counsel selected by the Corporation) or paid by them in satisfaction of a judgment in any such action, suit or

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proceeding, except in relation to matters as to which it shall be adjudged in such action, suit or proceeding that such person is liable for gross negligence, bad faith or intentional misconduct in duties; provided, however, that within sixty (60) days after the institution of such action, suit or proceeding, such person shall offer to the Corporation, in writing, the opportunity at its own expense to handle and defend the same.

16. COMMITTEE RULES FOR FOREIGN JURISDICTIONS

The Committee may adopt rules or procedures relating to the operation and administration of the Plan to accommodate the specific requirements of local laws and procedures. Without limiting the generality of the foregoing, the Committee is specifically authorized to adopt rules and procedures regarding handling of payroll deductions or other contributions by Participants, establishment of bank or trust accounts to hold payroll deductions or other contributions, payment of interest, conversion of local currency, payroll tax, withholding procedures and handling of share certificates which vary with local requirements; however, if such varying provisions are not in accordance with the provisions of Section 423(b) of the Code, including but not limited to the requirement of Section 423(b)(5) of the Code that all options granted under the Plan shall have the same rights and privileges unless otherwise provided under the Code and the regulations promulgated thereunder, then the individuals affected by such varying provisions shall be deemed to be participating under a sub-plan and not the Plan.  The Committee may also adopt sub-plans applicable to particular Subsidiaries or locations, which sub-plans may be designed to be outside the scope of Code Section 423. The rules of such sub-plans may take precedence over other provisions of this Plan, with the exception of Section 7, but unless otherwise superseded by the terms of such sub-plan, the provisions of this Plan shall govern the operation of such sub-plan.

17. SECURITIES LAWS REQUIREMENTS

17.1No option granted under the Plan may be exercised to any extent unless the Shares to be issued upon such exercise under the Plan are covered by an effective registration statement pursuant to the Securities Act and the Plan is in material compliance with all applicable provisions of law, domestic or foreign, including, without limitation, the Securities Act, the Exchange Act, the rules and regulations promulgated thereunder, applicable state and foreign securities laws and the requirements of any stock exchange upon which the Shares may then be listed, subject to the approval of counsel for the Corporation with respect to such compliance. If on a Purchase Date in any Offering Period hereunder, the Plan is not so registered or in such compliance, options granted under the Plan which are not in compliance shall not be exercised on such Purchase Date, and the Purchase Date shall be delayed until the Plan is subject to such an effective registration statement and such compliance, except that the Purchase Date shall not be delayed more than twelve (12) months and the Purchase Date shall in no event be more than twenty-seven (27) months from the Offering Date. If, on the Purchase

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Date of any offering hereunder, as delayed to the maximum extent permissible, the Plan is not registered and in such compliance, options granted under the Plan which are not in compliance shall not be exercised and all payroll deductions accumulated during the Offering Period (reduced to the extent, if any, that such deductions have been used to acquire Shares) shall be returned to the Participants, without interest (unless payment of interest is required by local law). The provisions of this Section 17 shall comply with the requirements of Section 423(b)(5) of the Code to the extent applicable.

17.2As a condition to the exercise of an option, the Corporation may require the person exercising such option to represent and warrant at the time of any such exercise that the Shares are being purchased only for investment and without any present intention to sell or distribute such Shares if, in the opinion of counsel for the Corporation, such a representation is required by any of the aforementioned provisions of Applicable Law.

18.GOVERNMENTAL REGULATIONS

This Plan and the Corporation’s obligation to sell and deliver Ordinary Shares under the Plan shall be subject to the approval of any governmental authority required in connection with the Plan or the authorization, issuance, sale, or delivery of Shares hereunder.

19.NO ENLARGEMENT OF EMPLOYEE RIGHTS

Nothing contained in this Plan shall be deemed to give any Employee or other individual the right to be retained in the employ or service of the Corporation or any Designated Subsidiary or to interfere with the right of the Corporation or Designated Subsidiary to discharge any Employee or other individual at any time, for any reason or no reason, with or without notice.

20. GOVERNING LAW

This Plan shall be governed by applicable laws of the State of California, without regard to such state’s conflict of laws rules.

21. EFFECTIVE DATE

This Plan shall be effective on the Effective Date, subject to approval of the Shareowners of the Corporation within twelve (12) months before or after its date of adoption by the Board.

22. REPORTS

Individual accounts shall be maintained for each Participant in the Plan. Statements of account shall be given or made available to Participants at least annually.

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23. DESIGNATION OF BENEFICIARY FOR OWNED SHARES

With respect to Ordinary Shares purchased by the Participant pursuant to the Plan and held in an account maintained by the Corporation or its assignee on the Participant’s behalf, the Participant may be permitted to file a written designation of beneficiary, who is to receive any Shares and cash, if any, from the Participant’s account under the Plan in the event of such Participant’s death subsequent to the end of a Purchase Period but prior to delivery to him or her of such Shares and cash.  In addition, a Participant may be permitted to file a written designation of a beneficiary who is to receive any cash from the Participant’s account under the Plan in the event of such Participant’s death prior to the Purchase Date of an Offering Period.  If a Participant is married and the designated beneficiary is not the spouse, spousal consent shall be required for such designation to be effective, to the extent required by local law. The Participant (and if required under the preceding sentence, his or her spouse) may change such designation of beneficiary at any time by written notice. Subject to local legal requirements (as determined by the Committee in its sole discretion), in the event of a Participant’s death, the Corporation or its assignee shall deliver any Shares and/or cash to the designated beneficiary. Subject to local law (as determined by the Committee in its sole discretion), in the event of the death of a Participant and in the absence of a beneficiary validly designated who is living at the time of such Participant’s death, the Corporation shall deliver such Shares and/or cash to the executor or administrator of the estate of the Participant, or if no such executor or administrator has been appointed (to the knowledge of the Corporation), the Corporation in its sole discretion, may deliver (or cause its assignee to deliver) such Shares and/or cash to the spouse, or to any one or more dependents or relatives of the Participant, or if no spouse, dependent or relative is known to the Corporation, then to such other person as the Corporation may determine. The provisions of this Section 23 shall in no event require the Corporation to violate local law, and the Corporation shall be entitled to take whatever action it reasonably concludes is desirable or appropriate in order to transfer the assets allocated to a deceased Participant’s account in compliance with local law.

24.ADDITIONAL RESTRICTIONS OF RULE 16b-3

The terms and conditions of options granted hereunder to, and the purchase of Ordinary Shares by, persons subject to Section 16 of the Exchange Act shall comply with the applicable provisions of Rule 16b-3.  This Plan shall be deemed to contain, and such options shall contain, and the Shares issued upon exercise thereof shall be subject to, such additional conditions and restrictions, if any, as may be required by Rule 16b-3 to qualify for the maximum exemption from Section 16 of the Exchange Act with respect to Plan transactions.

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25.NOTICES

All notices or other communications by a Participant to the Corporation under or in connection with the Plan shall be deemed to have been duly given when received in the form specified by the Corporation at the location, or by the person, designated by the Corporation for the receipt thereof.

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APPENDIX A

SEAGATE TECHNOLOGY PUBLIC LIMITED COMPANY

EMPLOYEE STOCK PURCHASE PLAN

PARTICIPATING EMPLOYERS

423 Plan

Seagate Technology (US) Holdings, Inc.

Seagate US LLC

Countries Covered by Non-423 Sub-Plan for Contractors (See Appendix B)

Estonia

Lebanon

Poland

Turkey

General Non-423 Sub-Plan (See Appendix C)

Seagate Technology Australia Pty. Limited

Seagate Technology Canada Inc.

Seagate Technology SAS

Seagate Technology GmbH

Seagate Technology International, Netherlands Branch

Seagate Technology (Hong Kong) Limited

Seagate Technology (Ireland)

Nippon Seagate Inc.

Seagate Technology (Netherlands) B.V.

Seagate Technology AB

Seagate Technology Taiwan Ltd.

Seagate Technology UK Ltd.

Non-423 Sub-Plan for China, Malaysia, Singapore and Thailand (See Appendix D)

Seagate Technology (Suzhou) Co. Ltd.

Seagate Technology International (Wuxi) Co. Ltd.

Penang Seagate Industries (M) Sdn. Bhd.

Seagate International (Johor) Sdn. Bhd.

Seagate Singapore International Headquarters Pte. Ltd.

Seagate Technology International, Singapore Branch

Seagate Technology (Thailand) Limited

A-1

APPENDIX B

SUBPLAN UNDER THE SEAGATE TECHNOLOGY PUBLIC LIMITED COMPANY EMPLOYEE STOCK PURCHASE PLAN

1.Purpose.  The purpose of this subplan under the Seagate Technology Public Limited Company Employee Stock Purchase Plan (the “Subplan”) is to permit eligible contract workers who perform work for the Corporation (any one such individual a “Contractor,” and collectively, “Contractors”) in the countries designated from time to time by the Committee in its sole discretion and listed on Appendix A to the Seagate Technology Public Limited Company Employee Stock Purchase Plan (the “Plan”) to participate in the Plan.

2.Terms of the Subplan.  The terms and conditions of the Subplan shall in all respects be identical to those set forth in the Plan except as set forth in this Subplan; provided, however, that the Subplan shall not be subject to the requirements of Section 423(b)(5) of the Code. Capitalized terms not otherwise defined in this Subplan shall have the same meaning as set forth in the Plan.

3.Definition of Employee.  For purposes of the Subplan, references to Employees in the Plan shall include Contractors.

4.Subplan Countries.  The Committee shall have the authority in its sole discretion to amend the list of countries designated by the Committee and listed on Appendix A to the Plan as necessary and desirable and for such amendments to take effect as shall be determined by the Committee in its sole and absolute discretion.

5.Terms of the Plan.  Except as set forth above, Contractors who participate under the Plan shall be subject to the terms and conditions set forth in the Plan.

B-1

APPENDIX C

SUBPLAN UNDER THE SEAGATE TECHNOLOGY PUBLIC LIMITED COMPANY EMPLOYEE STOCK PURCHASE PLAN FOR CERTAIN EMPLOYEES OUTSIDE OF THE UNITED STATES

1.Purpose.  The purpose of this subplan under the Seagate Technology Public Limited Company Employee Stock Purchase Plan (the “Subplan”) is to set forth requirements with respect to the participation by eligible Employees employed outside of the United States at Seagate Technology Australia Pty. Limited, Seagate Technology Canada Inc., Seagate Technology SAS, Seagate Technology GmbH, Seagate Technology International (Netherlands Branch), Seagate Technology (Hong Kong) Limited, Seagate Technology (Ireland), Nippon Seagate Inc., Seagate Technology (Netherlands) B.V., Seagate Technology AB, Seagate Technology Taiwan Ltd., Seagate Technology UK Ltd. in the Seagate Technology Public Limited Company Employee Stock Purchase Plan (the “Plan”).

2.Terms of the Subplan.  Except as set forth in this Subplan, the terms and conditions of the Subplan shall in all respects be identical to those set forth in the Plan; provided, however, that the Subplan shall not be subject to the requirements of Section 423(b)(5) of the Code.  Capitalized terms not otherwise defined in this Subplan shall have the same meaning as set forth in the Plan.

3.Eligibility.  Employees of Seagate Technology UK Ltd. (“Seagate UK”) or any branch office of Seagate UK who are located in Russia, Saudi Arabia or Spain shall not be eligible to participate in the Plan.

C-1

APPENDIX D

SUBPLAN UNDER THE SEAGATE TECHNOLOGY PUBLIC LIMITED COMPANY EMPLOYEE STOCK PURCHASE PLAN FOR EMPLOYEES IN CHINA, MALAYSIA, SINGAPORE AND THAILAND

1.Purpose.  The purpose of this subplan under the Seagate Technology Public Limited Company Employee Stock Purchase Plan (the “Subplan”) is to set forth requirements with respect to the participation by eligible Employees at Seagate Technology International (Wuxi) Co. Ltd. and Seagate Technology (Suzhou) Co. Ltd. in China, Penang Seagate Industries (M) Sdn. Bhd. and Seagate International (Johor) Sdn. Bhd. in Malaysia, Seagate Technology International (Singapore Branch) and Seagate Singapore International Headquarters Pte. Ltd. and Seagate Technology (Thailand) Limited in Thailand in the Seagate Technology Public Limited Company Employee Stock Purchase Plan (the “Plan”).

2.Terms of the Subplan.  The terms and conditions of the Subplan shall in all respects be identical to those set forth in the Plan, except as set forth in this Subplan; provided, however, that the Subplan shall not be subject to the requirements of Section 423(b)(5) of the Code. Capitalized terms not otherwise defined in this Subplan shall have the same meanings as set forth in the Plan.

3.Minimum Purchase.  Notwithstanding Sections 5, 8 and 9 of the Plan, purchases will not be made for Participants in China, Malaysia, Singapore or Thailand with respect to a given Purchase Period unless the applicable Participant has accumulated sufficient payroll deductions during such Purchase Period to purchase at least ten (10) whole Shares.  In the event a Participant has not accumulated sufficient payroll deductions during a given Purchase Period to purchase at least ten (10) whole Shares, such Participant will be deemed to have withdrawn from the Plan with respect to that Purchase Period and his or her payroll deductions will be refunded to the Participant without interest promptly following the end of the Purchase Period.

4.Terms of the Plan.  Except as set forth above, Participants in China, Malaysia, Singapore and Thailand shall be subject to the terms and conditions set forth in the Plan.

D-1

EX-31.1

EXHIBIT 31.1

CERTIFICATION

I, Stephen J. Luczo, certify that:

1.I have reviewed this quarterly report on Form 10-Q of Seagate Technology plc;

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 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 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 the 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:	October 31, 2012	/s/ STEPHEN J. LUCZO
		Name:	Stephen J. Luczo
		Title:	Chairman, President and
			Chief Executive Officer

EX-31.2

EXHIBIT 31.2

CERTIFICATION

I, Patrick J. O’Malley, certify that:

1.I have reviewed this quarterly report on Form 10-Q of Seagate Technology plc;

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 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 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 the 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:	October 31, 2012	/s/ PATRICK J. O’MALLEY
		Name:	Patrick J. O’Malley
		Title:	Executive Vice President and
			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

This certification is not to be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and does not constitute a part of the Quarterly Report of Seagate Technology plc (the “Company”) on Form 10-Q for the fiscal quarter ended September 28, 2012, as filed with the Securities and Exchange Commission on the date hereof (the “Report”).

In connection with the Report, we, Stephen J. Luczo, Chief Executive Officer of the Company, and Patrick J. O’Malley, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:	October 31, 2012	/s/ STEPHEN J. LUCZO
		Stephen J. Luczo
		Chairman, President and Chief Executive Officer
Date:	October 31, 2012	/s/ PATRICK J. O’MALLEY
		Patrick J. O’Malley
		Executive Vice President and Chief Financial Officer

XML

Acquisitions-FV of intangible assets (Details 2) (USD $) In Millions, unless otherwise specified			1 Months Ended	3 Months Ended		1 Months Ended	3 Months Ended							1 Months Ended		1 Months Ended				1 Months Ended		1 Months Ended
	Sep. 28, 2012	Jun. 29, 2012	Aug. 31, 2012 LaCie S.A. [Member] Y	Sep. 28, 2012 LaCie S.A. [Member]	Aug. 03, 2012 LaCie S.A. [Member]	Dec. 30, 2011 Samsung's Hard Disk Drive (HDD) operations Y	Sep. 28, 2012 Samsung's Hard Disk Drive (HDD) operations	Dec. 19, 2011 Samsung's Hard Disk Drive (HDD) operations Y	Sep. 28, 2012 IP R&D	Jun. 29, 2012 IP R&D	Dec. 19, 2011 IP R&D Samsung's Hard Disk Drive (HDD) operations	Sep. 28, 2012 Existing technology	Jun. 29, 2012 Existing technology	Aug. 31, 2012 Existing technology LaCie S.A. [Member] Y	Aug. 03, 2012 Existing technology LaCie S.A. [Member]	Dec. 30, 2011 Existing technology Samsung's Hard Disk Drive (HDD) operations Y	Dec. 19, 2011 Existing technology Samsung's Hard Disk Drive (HDD) operations	Sep. 28, 2012 Customer relationships	Jun. 29, 2012 Customer relationships	Aug. 31, 2012 Customer relationships LaCie S.A. [Member] Y	Aug. 03, 2012 Customer relationships LaCie S.A. [Member]	Dec. 30, 2011 Customer relationships Samsung's Hard Disk Drive (HDD) operations Y	Dec. 19, 2011 Customer relationships Samsung's Hard Disk Drive (HDD) operations	Sep. 28, 2012 Trade names	Aug. 03, 2012 Trade names LaCie S.A. [Member]
Identifiable Intangible Assets [Abstract]
Total amortizable intangible assets acquired	$ 583	$ 536						$ 536				$ 138	$ 137		$ 1		$ 137	$ 431	$ 399		$ 32		$ 399	$ 14	$ 13
Acquired Indefinite-lived Intangible Asset, Amount									44	44	44
Total acquired identifiable intangible assets					46			580
Intangible assets acquired, Estimated Weighted-Average Remaining Useful Life (in years)			5.0			4.8								5.0		2.0				5.0		5.8
Decrease to goodwill							5
Goodwill recognized					12			432
Acquisition related costs				1
Percentage of voting interests acquired					64.50%
Consideration transferred					111			1,140
Increase to other assets							7
Increase to equipment							3
Increase to warranty liability							3
Increase to other liabilities							2
Goodwill for workforce in Korea								$ 4
Business acquisition measurement period						1
Product warranty liability assumed term								3

XML

Earnings Per Share (Details) (USD $) In Millions, except Per Share data, unless otherwise specified	3 Months Ended
	Sep. 28, 2012	Sep. 30, 2011
Numerator:
Net Income attributable to Seagate Technology plc	$ 582	$ 140
Number of shares used in per share calculations:
Total shares for purpose of calculating basic net income per share	394	421
Weighted-average effect of dilutive securities:
Employee equity award plans (in shares)	15	12
Total shares for purpose of calculating diluted net income per share	409	433
Net income per share:
Basic net income per share (in dollars per share)	$ 1.48	$ 0.33
Diluted net income per share (in dollars per share)	$ 1.42	$ 0.32

XML

Fair Value (Details 3) (Significant Unobservable Inputs (Level 3), Auction rate securities, USD $) In Millions, unless otherwise specified	3 Months Ended
	Sep. 28, 2012
Significant Unobservable Inputs (Level 3) | Auction rate securities
Auction rate securities
Par value of securities	$ 17
Fair Value Measurements Using Significant Unobservable Inputs (Level 3), reconciliation
Balance, beginning of period	15
Realized gains (losses)	0	[1]
Unrealized gains (losses)	0	[2]
Sales and settlements	0
Balance, end of period	$ 15

[1] Realized gains (losses) on auction rate securities are recorded in Other, net in the Condensed Consolidated Statements of Operations.

[2] Unrealized gains (losses) on auction rate securities are recorded as a component of Other comprehensive income (loss) in Accumulated other comprehensive income (loss), which is a component of Shareholders’ equity.

XML

Earnings Per Share (Details 2) (Employee equity award plans) In Millions, unless otherwise specified	3 Months Ended
	Sep. 28, 2012	Sep. 30, 2011
Employee equity award plans
Antidilutive securities excluded from computation of earnings per share
Employee equity award plans (shares)	0	16

XML

Fair Value (Details) (Recurring basis, USD $) In Millions, unless otherwise specified	Sep. 28, 2012	Jun. 29, 2012
Quoted Prices in Active Markets for Identical Instruments (Level 1)
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	$ 1,398	$ 1,140
Restricted cash and investments	95	91
Auction rate securities	0	0
Derivative assets		0
Total Assets	1,493	1,231
Derivative liabilities		0
Total Liabilities		0
Quoted Prices in Active Markets for Identical Instruments (Level 1) | Money market funds
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	1,355	1,140
Quoted Prices in Active Markets for Identical Instruments (Level 1) | Equity Securities [Member]
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	43
Quoted Prices in Active Markets for Identical Instruments (Level 1) | Commercial paper
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	0	0
Quoted Prices in Active Markets for Identical Instruments (Level 1) | Corporate bonds
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	0	0
Quoted Prices in Active Markets for Identical Instruments (Level 1) | U.S. treasuries and agency bonds
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	0	0
Quoted Prices in Active Markets for Identical Instruments (Level 1) | Certificates of deposit
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	0	0
Quoted Prices in Active Markets for Identical Instruments (Level 1) | Other debt securities
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	0	0
Restricted cash and investments	24	25
Quoted Prices in Active Markets for Identical Instruments (Level 1) | Mutual Funds
Assets and liabilities measured at fair value on a recurring basis
Restricted cash and investments	71	66
Quoted Prices in Active Markets for Identical Instruments (Level 1) | Auction rate securities
Assets and liabilities measured at fair value on a recurring basis
Auction rate securities	0	0
Quoted Prices in Active Markets for Identical Instruments (Level 1) | Derivative Financial Instruments, Assets [Member]
Assets and liabilities measured at fair value on a recurring basis
Derivative assets	0
Significant Other Observable Inputs (Level 2)
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	820	804
Restricted cash and investments	5	2
Auction rate securities	0	0
Derivative assets		2
Total Assets	826	808
Derivative liabilities		(2)
Total Liabilities		(2)
Significant Other Observable Inputs (Level 2) | Money market funds
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	0	0
Significant Other Observable Inputs (Level 2) | Equity Securities [Member]
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	0
Significant Other Observable Inputs (Level 2) | Commercial paper
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	296	393
Significant Other Observable Inputs (Level 2) | Corporate bonds
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	208	209
Significant Other Observable Inputs (Level 2) | U.S. treasuries and agency bonds
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	105	99
Significant Other Observable Inputs (Level 2) | Certificates of deposit
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	111	4
Significant Other Observable Inputs (Level 2) | Other debt securities
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	100	99
Restricted cash and investments	5	2
Significant Other Observable Inputs (Level 2) | Mutual Funds
Assets and liabilities measured at fair value on a recurring basis
Restricted cash and investments	0	0
Significant Other Observable Inputs (Level 2) | Auction rate securities
Assets and liabilities measured at fair value on a recurring basis
Auction rate securities	0	0
Significant Other Observable Inputs (Level 2) | Derivative Financial Instruments, Assets [Member]
Assets and liabilities measured at fair value on a recurring basis
Derivative assets	1
Significant Unobservable Inputs (Level 3)
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	0	0
Restricted cash and investments	0	0
Auction rate securities	15	15
Derivative assets		0
Total Assets	15	15
Derivative liabilities		0
Total Liabilities		0
Significant Unobservable Inputs (Level 3) | Money market funds
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	0	0
Significant Unobservable Inputs (Level 3) | Equity Securities [Member]
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	0
Significant Unobservable Inputs (Level 3) | Commercial paper
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	0	0
Significant Unobservable Inputs (Level 3) | Corporate bonds
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	0	0
Significant Unobservable Inputs (Level 3) | U.S. treasuries and agency bonds
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	0	0
Significant Unobservable Inputs (Level 3) | Certificates of deposit
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	0	0
Significant Unobservable Inputs (Level 3) | Other debt securities
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	0	0
Restricted cash and investments	0	0
Significant Unobservable Inputs (Level 3) | Mutual Funds
Assets and liabilities measured at fair value on a recurring basis
Restricted cash and investments	0	0
Significant Unobservable Inputs (Level 3) | Auction rate securities
Assets and liabilities measured at fair value on a recurring basis
Auction rate securities	15	15
Significant Unobservable Inputs (Level 3) | Derivative Financial Instruments, Assets [Member]
Assets and liabilities measured at fair value on a recurring basis
Derivative assets	0
Fair Value, Total Balance
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	2,218	1,944
Restricted cash and investments	100	93
Auction rate securities	15	15
Derivative assets		2
Total Assets	2,334	2,054
Derivative liabilities		(2)
Total Liabilities		(2)
Fair Value, Total Balance | Money market funds
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	1,355	1,140
Fair Value, Total Balance | Equity Securities [Member]
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	43
Fair Value, Total Balance | Commercial paper
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	296	393
Fair Value, Total Balance | Corporate bonds
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	208	209
Fair Value, Total Balance | U.S. treasuries and agency bonds
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	105	99
Fair Value, Total Balance | Certificates of deposit
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	111	4
Fair Value, Total Balance | Other debt securities
Assets and liabilities measured at fair value on a recurring basis
Cash equivalents and short-term investments	100	99
Restricted cash and investments	29	27
Fair Value, Total Balance | Mutual Funds
Assets and liabilities measured at fair value on a recurring basis
Restricted cash and investments	71	66
Fair Value, Total Balance | Auction rate securities
Assets and liabilities measured at fair value on a recurring basis
Auction rate securities	15	15
Fair Value, Total Balance | Derivative Financial Instruments, Assets [Member]
Assets and liabilities measured at fair value on a recurring basis
Derivative assets	$ 1

XML

Balance Sheet Information (Details 4) (USD $) In Millions, unless otherwise specified	Sep. 28, 2012	Jun. 29, 2012
Property, Equipment and Leasehold Improvements, net
Property, equipment and leasehold improvements	$ 8,101	$ 8,020
Accumulated depreciation and amortization	(5,858)	(5,736)
Property, Equipment and Leasehold Improvements, net	$ 2,243	$ 2,284

XML

Fair Value (Tables)

3 Months Ended

Sep. 28, 2012

Fair Value Disclosures [Abstract]

Assets and liabilities that are measured at fair value on a recurring basis

	Fair Value Measurements at Reporting Date Using
(Dollars in millions)	Quoted Prices in Active Markets for Identical Instruments (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total Balance
Assets:
Money market funds	$	1,355	$	—	$	—	$	1,355
Equity Securities	43		—		—		43
Commercial paper	—		296		—		296
Corporate bonds	—		208		—		208
U.S. treasuries and agency bonds	—		105		—		105
Certificates of deposit	—		111		—		111
Other debt securities	—		100		—		100
Total cash equivalents and short-term investments	1,398		820		—		2,218
Restricted cash and investments:
Mutual Funds	71		—		—		71
Other debt securities	24		5		—		29
Auction rate securities	—		—		15		15
Derivative assets	$	—	$	1	$	—	$	1
Total assets	$	1,493	$	826	$	15	$	2,334

	Fair Value Measurements at Reporting Date Using
(Dollars in millions)	Quoted Prices in Active Markets for Identical Instruments (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total Balance
Assets:
Cash and cash equivalents	$	1,355	$	387	$	—	$	1,742
Short-term investments	43		433		—		476
Restricted cash and investments	95		5		—		100
Other current assets	—		1		—		1
Other assets, net	—		—		15		15
Total assets	$	1,493	$	826	$	15	$	2,334

Assets and liabilities that are measured at fair value on a recurring basis, by balance sheet grouping

	Fair Value Measurements at Reporting Date Using
(Dollars in millions)	Quoted Prices in Active Markets for Identical Instruments (Level 1)		Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)		Total Balance
Assets:
Money market funds	$	1,140	$	—		$	—	$	1,140
Commercial paper	—		393			—		393
Corporate bonds	—		209			—		209
U.S. treasuries and agency bonds	—		99			—		99
Certificates of deposit	—		4			—		4
Other debt securities	—		99			—		99
Total cash equivalents and short-term investments	1,140		804			—		1,944
Restricted cash and investments:
Mutual Funds	66		—			—		66
Other debt securities	25		2			—		27
Auction rate securities	—		—			15		15
Derivative assets	—		2			—		2
Total assets	$	1,231	$	808		$	15	$	2,054
Liabilities:
Derivative liabilities	$	—	$	(2	)	$	—	$	(2	)
Total liabilities	$	—	$	(2	)	$	—	$	(2	)

	Fair Value Measurements at Reporting Date Using
(Dollars in millions)	Quoted Prices in Active Markets for Identical Instruments (Level 1)		Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)		Total Balance
Assets:
Cash and cash equivalents	$	1,140	$	393		$	—	$	1,533
Short-term investments	—		411			—		411
Restricted cash and investments	91		2			—		93
Other current assets	—		2			—		2
Other assets, net	—		—			15		15
Total assets	$	1,231	$	808		$	15	$	2,054
Liabilities:
Accrued expenses	$	—	$	(2	)	$	—	$	(2	)
Total liabilities	$	—	$	(2	)	$	—	$	(2	)

Reconciliation of assets measured at fair value on a recurring basis using significant unobservable inputs (Level 3)

(Dollars in millions)	Auction Rate Securities
Balance at June 29, 2012	$	15
Total net gains (losses) (realized and unrealized):
Realized gains (losses)(1)	—
Unrealized gains (losses)(2)	—
Sales and Settlements	—
Balance at September 28, 2012	$	15

___________________________________________

(1) Realized gains (losses) on auction rate securities are recorded in Other, net in the Condensed Consolidated Statements of Operations.

(2) Unrealized gains (losses) on auction rate securities are recorded as a component of Other comprehensive income (loss) in Accumulated other comprehensive income (loss), which is a component of Shareholders’ equity.

Schedule of Company's debt at amortized cost and fair value

The following table presents the fair value and amortized cost of the Company’s debt in order of maturity:

	September 28, 2012						June 29, 2012
(Dollars in millions)	Carrying Amount			Estimated Fair Value			Carrying Amount		Estimated Fair Value
10.0% Senior Secured Second-Priority Notes due May 2014	$	315		$	351		$	314	$	359
6.8% Senior Notes due October 2016	599			672			599		662
7.75% Senior Notes due December 2018	750			832			750		836
6.875% Senior Notes due May 2020	600			642			600		639
7.00% Senior Notes due November 2021	600			647			600		650
Other	6			6			—		—
	2,870			3,150			2,863		3,146
Less short-term borrowings and current portion of long-term debt	(3		)	(3		)	—		—
Long-term debt, less current portion	$	2,867		$	3,147		$	2,863	$	3,146

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Equity (Details) (USD $)	3 Months Ended
	Sep. 28, 2012 series
Equity [Abstract]
Authorized share capital (in dollars)	$ 13,500
Ordinary shares, authorized	1,250,000,000
Ordinary shares, par value (in dollars per share)	$ 0.00001
Ordinary shares, outstanding	385,961,717
Preferred shares, authorized	100,000,000
Preferred shares, par value (in dollars per share)	$ 0.00001
Voting rights	one
Preferred shares, minimum number of series	1

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Goodwill and Other Intangible Assets (Details 2) (USD $) In Millions, unless otherwise specified	3 Months Ended		12 Months Ended
	Sep. 28, 2012 Y	Sep. 30, 2011	Jun. 29, 2012 Y
Intangible assets acquired
Gross Carrying Amount	$ 583		$ 536
Accumulated Amortization	(110)		(74)
Net Carrying Amount	473		462
Weighted Average Remaining Useful Life (in years)	3.9		4.4
Amortization expense for other intangible assets	36	1
Expected amortization expense for acquisition-related intangible assets
Remainder of 2013	111
2014	112
2015	80
2016	73
2017	68
Thereafter	29
Total expected amortization expense for acquisition-related intangible assets	473
IP R&D
Intangible assets acquired
Non-amortized in-process research and development	44		44
Existing technology
Intangible assets acquired
Gross Carrying Amount	138		137
Accumulated Amortization	(54)		(37)
Net Carrying Amount	84		100
Weighted Average Remaining Useful Life (in years)	1.2		1.5
Customer relationships
Intangible assets acquired
Gross Carrying Amount	431		399
Accumulated Amortization	(56)		(37)
Net Carrying Amount	375		362
Weighted Average Remaining Useful Life (in years)	5.0		5.2
Trade names
Intangible assets acquired
Gross Carrying Amount	14
Accumulated Amortization	0
Net Carrying Amount	$ 14
Weighted Average Remaining Useful Life (in years)	4.8

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Acquisitions Acquisitions-LSA FV of acqusition (Details) In Millions, except Share data, unless otherwise specified	3 Months Ended					3 Months Ended
	Sep. 28, 2012 USD ($)	Sep. 30, 2011 USD ($)	Sep. 28, 2012 LaCie S.A. [Member] USD ($)	Aug. 03, 2012 LaCie S.A. [Member] USD ($)	Aug. 03, 2012 LaCie S.A. [Member] EUR (€)	Sep. 28, 2012 Noncontrolling Interest [Member] USD ($)
Business Acquisition [Line Items]
Business acquisition number of shares acquired				23,382,904	23,382,904
Percentage of voting interests acquired				64.50%	64.50%
Business acquisition costs of acquired entity cash paid per share					€ 4.05
Price supplement (per share)					€ 0.12
Contingent consideration threshold (percent)				95.00%	95.00%
Contingent consideration condition period				6 months	6 months
Contingent consideration					€ 9
Business acquistion prepaid compensation cost performance period				36 months	36 months
Consideration transferred				111
Cash paid				107
Contingent consideration				4
Acquisition related costs			1
Decrease from redemptions or purchase of interests	21					21
Noncontrolling interest, percentage acquired during period			10.00%
Noncontrolling interest, price paid per share of noncontrolling of Interests	$ 4.50
Noncontrolling interest, payment for deposit to acquire noncontrolling shares	72	0	(72)
Assets Acquired and Liabilities Assumed
Cash and cash equivalents				71
Accounts Receivable				29
Marketable Securities				27
Inventories				46
Other current and non-current assets				19
Property, plant and equipment				12
Intangible assets				46
Goodwill				12
Total Assets				262
Accounts payable and accrued expenses				(73)
Current and non-current portion of long-term debt				(6)
Total Liabilities				(79)
Noncontrolling interest				(72)
Total				$ 111

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Compensation (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		12 Months Ended
	Sep. 28, 2012	Sep. 30, 2011	Jun. 28, 2013
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Share-based compensation	$ 17	$ 12
Minimum percentage of total shareholder return achievement required to vest			40.00%
Minimum sustained consecutive trading days of acheived TSR			30

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Fair Value (Details 2) (Recurring basis, USD $) In Millions, unless otherwise specified	Sep. 28, 2012	Jun. 29, 2012
Quoted Prices in Active Markets for Identical Instruments (Level 1)
Assets and liabilities measured at fair value on a recurring basis
Cash and cash equivalents	$ 1,355	$ 1,140
Short-term investments	43	0
Restricted cash and investments	95	91
Other current assets	0	0
Other assets, net - Auction rate securities	0	0
Total Assets	1,493	1,231
Accrued expenses - Derivative liabilities		0
Total Liabilities		0
Significant Other Observable Inputs (Level 2)
Assets and liabilities measured at fair value on a recurring basis
Cash and cash equivalents	387	393
Short-term investments	433	411
Restricted cash and investments	5	2
Other current assets	1	2
Other assets, net - Auction rate securities	0	0
Total Assets	826	808
Accrued expenses - Derivative liabilities		(2)
Total Liabilities		2
Significant Unobservable Inputs (Level 3)
Assets and liabilities measured at fair value on a recurring basis
Cash and cash equivalents	0	0
Short-term investments	0	0
Restricted cash and investments	0	0
Other current assets	0	0
Other assets, net - Auction rate securities	15	15
Total Assets	15	15
Accrued expenses - Derivative liabilities		0
Total Liabilities		0
Fair Value, Total Balance
Assets and liabilities measured at fair value on a recurring basis
Cash and cash equivalents	1,742	1,533
Short-term investments	476	411
Restricted cash and investments	100	93
Other current assets	1	2
Other assets, net - Auction rate securities	15	15
Total Assets	2,334	2,054
Accrued expenses - Derivative liabilities		(2)
Total Liabilities		$ 2

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Debt

3 Months Ended

Sep. 28, 2012

Debt Disclosure [Abstract]

Debt

Debt

Short-Term Borrowings

On January 18, 2011, the Company and its subsidiary, Seagate HDD Cayman (“the Borrower”), entered into a credit agreement which provides for a $350 million senior secured revolving credit facility. Seagate Technology plc and certain of its material subsidiaries fully and unconditionally guarantee, on a senior secured basis, the revolving credit facility. The revolving credit facility matures in January 2015. The $350 million revolving credit facility is available for cash borrowings and for the issuance of letters of credit up to a sub-limit of $75 million. As of September 28, 2012, no borrowings have been drawn under the revolving credit facility, and $2 million had been utilized for letters of credit.

Long-Term Debt

$430 million Aggregate Principal Amount of 10.00% Senior Secured Second-Priority Notes due May 2014 (the “2014 Notes”). The interest on the 2014 Notes is payable semi-annually on May 1 and November 1 of each year. The issuer under the 2014 Notes is Seagate Technology International, and the obligations under the 2014 Notes are unconditionally guaranteed by the Company and certain of its significant subsidiaries. In addition, the obligations under the 2014 Notes are secured by a second-priority lien on substantially all of the Company’s tangible and intangible assets. The indenture governing the 2014 Notes contains covenants that limit the Company’s ability, and the ability of certain of its subsidiaries, (subject to certain exceptions) to incur additional debt or issue certain preferred shares, create liens, enter into mergers, pay dividends, redeem or repurchase debt or shares, and enter into certain transactions with the Company’s shareholders or affiliates.

$600 million Aggregate Principal Amount of 6.8% Senior Notes due October 2016(the “2016 Notes”).  The interest on the 2016 Notes is payable semi-annually on April 1 and October 1 of each year. The issuer under the 2016 Notes is Seagate Technology HDD Cayman, and the obligations under the 2016 Notes are unconditionally guaranteed by certain of the Company’s significant subsidiaries.

$750 million Aggregate Principal Amount of 7.75% Senior Notes due December 2018 (the “2018 Notes”). The interest on the 2018 Notes is payable semi-annually on June 15 and December 15 of each year. The issuer under the 2018 Notes is Seagate Technology HDD Cayman and the obligations under the 2018 Notes are fully and unconditionally guaranteed, on a senior unsecured basis, by certain of the Company’s significant subsidiaries.

$600 million Aggregate Principal Amount of 6.875% Senior Notes due May 2020 (the “2020 Notes”).  The interest on the 2020 Notes is payable semi-annually on May 1 and November 1 of each year. The issuer under the 2020 Notes is Seagate Technology HDD Cayman, and the obligations under the 2020 Notes are fully and unconditionally guaranteed, on a senior unsecured basis, by the Company.

$600 million Aggregate Principal Amount of 7.00% Senior Notes due November 2021 (the “2021 Notes”). The interest on the 2021 Notes is payable semi-annually on January 1 and July 1 of each year. The issuer under the 2021 Notes is Seagate Technology HDD Cayman and the obligations under the 2021 Notes are fully and unconditionally guaranteed, on a senior unsecured basis, by certain of the Company’s significant subsidiaries.

Other As part of our acquisition of LaCie S.A. during the three months ended September 28, 2012, long-term debt of $6 million was acquired, of which $3 million is classified as current.

At September 28, 2012, future principal payments on long-term debt were as follows (in millions):

Fiscal Year
Remainder of 2013	$	2
2014	322
2015	2
2016	—
2017	600
Thereafter	1,950
	$	2,876

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Derivative Financial Instruments (Details) (Foreign currency forward exchange contracts, USD $) In Millions, unless otherwise specified	Sep. 28, 2012	Jun. 29, 2012
Contracts Designated ad Hedges
Derivative Financial Instruments
Notional value of outstanding foreign currency forward exchange contracts	$ 81	$ 77
Contracts Designated ad Hedges | Thai baht
Derivative Financial Instruments
Notional value of outstanding foreign currency forward exchange contracts	0	0
Contracts Designated ad Hedges | Singapore dollars
Derivative Financial Instruments
Notional value of outstanding foreign currency forward exchange contracts	34	50
Contracts Designated ad Hedges | Chinese Renminbi
Derivative Financial Instruments
Notional value of outstanding foreign currency forward exchange contracts	47	27
Contracts Designated ad Hedges | Czech koruna
Derivative Financial Instruments
Notional value of outstanding foreign currency forward exchange contracts	0	0
Contracts Not Designated at Hedges
Derivative Financial Instruments
Notional value of outstanding foreign currency forward exchange contracts	78	280
Contracts Not Designated at Hedges | Thai baht
Derivative Financial Instruments
Notional value of outstanding foreign currency forward exchange contracts	64	252
Contracts Not Designated at Hedges | Singapore dollars
Derivative Financial Instruments
Notional value of outstanding foreign currency forward exchange contracts	12	21
Contracts Not Designated at Hedges | Chinese Renminbi
Derivative Financial Instruments
Notional value of outstanding foreign currency forward exchange contracts	0	0
Contracts Not Designated at Hedges | Czech koruna
Derivative Financial Instruments
Notional value of outstanding foreign currency forward exchange contracts	$ 2	$ 7

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Basis of Presentation and Summary of Significant Accounting Policies (Details)	3 Months Ended
	Sep. 28, 2012	Sep. 30, 2011
Accounting Policies [Abstract]
Number of weeks in fiscal year, low end of range	P52W
Number of weeks in fiscal year, high end of range	P53W
Number of weeks in fiscal year	P52W
Number of weeks in quarter	P13W	P13W

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Earnings Per Share (Tables)

3 Months Ended

Sep. 28, 2012

Earnings Per Share [Abstract]

Schedule of computation of basic and diluted net income (loss) per share

	For the Three Months Ended
(Dollars in millions, except per share data)	September 28, 2012		September 30, 2011
Numerator:
Net income attributable to Seagate Technology plc	$	582	$	140
Number of shares used in per share calculations:
Total shares for purposes of calculating basic net income per share attributable to Seagate Technology plc	394		421
Weighted-average effect of dilutive securities:
Employee equity award plans	15		12
Total shares for purpose of calculating diluted net income per share attributable to Seagate Technology plc	409		433
Net income per share attributable to Seagate Technology plc shareholders:
Basic	$	1.48	$	0.33
Diluted	$	1.42	$	0.32

Schedule of potential shares excluded from the computation of diluted net income (loss) per share

The following potential shares were excluded from the computation of diluted net income per share, as their effect would have been anti-dilutive:

	For the Three Months Ended
(In millions)	September 28, 2012	September 30, 2011
Employee equity award plans	—	16

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Legal, Environmental and Other Contingencies (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		3 Months Ended	1 Months Ended
	Sep. 28, 2012 Convolve and MIT Litigation [Member]	Aug. 16, 2011 Convolve and MIT Litigation [Member] tradesecret	Sep. 28, 2012 Alexander Shukh Litigation [Member]	Jul. 31, 2012 LEAP Co., Ltd. [Member]
Loss Contingencies [Line Items]
Compensatory damages sought by plaintiff	$ 800
Number of alleged trade secrets at issue on which the court granted summary judgement in favor of the company		11
Number of alleged trade secrets at issue		15
Amount in excess of which plaintiff seeks damages			75
Damages sught				$ 38

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Derivative Financial Instruments (Details 2) (USD $) In Millions, unless otherwise specified	Sep. 28, 2012	Jun. 29, 2012
Fair Values of Derivative Instruments
Asset Derivatives, Other current assets	$ 1	$ 1
Liability derivatives, Accrued expenses	0	(2)
Derivatives designated as hedging instruments | Foreign currency forward exchange contracts
Fair Values of Derivative Instruments
Asset Derivatives, Other current assets	0	0
Liability derivatives, Accrued expenses	0	0
Derivatives not designated as hedging instruments | Foreign currency forward exchange contracts
Fair Values of Derivative Instruments
Asset Derivatives, Other current assets	1	1
Liability derivatives, Accrued expenses	$ 0	$ (2)

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Balance Sheet Information (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Sep. 28, 2012	Jun. 29, 2012
Investments
Remaining maturity period at time of purchase, in excess of which, securities are classified as short-term investments (in days)	90 days
Cash equivalents and investments held in trust for payment of non-qualified deferred compensation plan liabilities	$ 78	$ 73
Cash and investments held as collateral at banks for various performance obligations	22	20
Available-for-sale securities
Available-for-sale securities, Amortized Cost	2,230	1,979
Available-for-sale securities, Unrealized Gain/(Loss)	25	(1)
Available-for-sale securities, Fair Value	2,255	1,978
Trading securities:
Trading securities, Amortized Cost	75	73
Trading securities, Unrealized gain/(loss)	3	0
Trading securities, Fair Value	78	73
Total available-for-sale and trading securities
Investments, Total amortized Cost	2,305	2,052
Investments, Unrealized gain/(loss)	28	(1)
Investments, Fair Value	2,333	2,051
Money market funds
Available-for-sale securities
Available-for-sale securities, Amortized Cost	1,372	1,158
Available-for-sale securities, Unrealized Gain/(Loss)	0	0
Available-for-sale securities, Fair Value	1,372	1,158
Commercial paper
Available-for-sale securities
Available-for-sale securities, Amortized Cost	296	393
Available-for-sale securities, Unrealized Gain/(Loss)	0	0
Available-for-sale securities, Fair Value	296	393
Corporate bonds
Available-for-sale securities
Available-for-sale securities, Amortized Cost	206	208
Available-for-sale securities, Unrealized Gain/(Loss)	2	1
Available-for-sale securities, Fair Value	208	209
U.S. treasuries and agency bonds [Member]
Available-for-sale securities
Available-for-sale securities, Amortized Cost	105	98
Available-for-sale securities, Unrealized Gain/(Loss)	0	1
Available-for-sale securities, Fair Value	105	99
Certificates of deposit
Available-for-sale securities
Available-for-sale securities, Amortized Cost	116	6
Available-for-sale securities, Unrealized Gain/(Loss)	0	0
Available-for-sale securities, Fair Value	116	6
Auction rate securities
Available-for-sale securities
Available-for-sale securities, Amortized Cost	17	17
Available-for-sale securities, Unrealized Gain/(Loss)	(2)	(2)
Available-for-sale securities, Fair Value	15	15
Equity Securities [Member]
Available-for-sale securities
Available-for-sale securities, Amortized Cost	19
Available-for-sale securities, Unrealized Gain/(Loss)	24
Available-for-sale securities, Fair Value	43
Other debt securities
Available-for-sale securities
Available-for-sale securities, Amortized Cost	99	99
Available-for-sale securities, Unrealized Gain/(Loss)	1	(1)
Available-for-sale securities, Fair Value	100	98
Estimated Fair Value
Total available-for-sale and trading securities
Investments, Fair Value	2,333	2,051
Included in Cash and cash equivalents	1,742	1,532
Included in Short-term investments	476	411
Included in Restricted cash and investments	100	93
Included in Other assets, net	$ 15	$ 15

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Balance Sheet Information (Details 2) (USD $) In Millions, unless otherwise specified	Sep. 28, 2012
Available-for-sale debt securities, Amortized Cost
Amortized Cost, Due in less than 1 year	$ 1,840
Amortized Cost, Due in 1 to 3 years	354
Amortized Cost, Thereafter	17
Amortized Cost, Total	2,211
Available-for-sale debt securities, Fair Value
Fair Value, Due in less than 1 year	1,840
Fair Value, Due in 1 to 3 years	357
Fair Value, Thereafter	15
Available-for-sale securities, Fair Value	$ 2,212

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Balance Sheet Information

3 Months Ended

Sep. 28, 2012

Disclosure Text Block Supplement [Abstract]

Balance sheet information

Balance Sheet Information

Investments

The Company’s short-term investments are comprised of readily marketable securities with remaining maturities of more than 90 days at the time of purchase.  With the exception of securities held for its non-qualified deferred compensation plan, which are classified as trading securities, the Company classifies its investment portfolio as available-for-sale.  The Company recognizes its available-for-sale investments at fair value with unrealized gains and losses included in Accumulated other comprehensive income (loss), which is a component of equity.  The amortized cost of debt securities is adjusted for amortization of premiums and accretion of discounts to maturity. Such amortization and accretion are included in Interest income. Realized gains and losses are included in Other, net. The cost of securities sold is based on the specific identification method.

As of September 28, 2012, the Company’s Restricted cash and investments consisted of $78 million in cash equivalents and investments held in trust for payment of its non-qualified deferred compensation plan liabilities and $22 million in cash and investments held as collateral at banks for various performance obligations. As of June 29, 2012, the Company’s Restricted cash and investments consisted of $73 million in cash equivalents and investments held in trust for payment of its non-qualified deferred compensation plan liabilities and $20 million in cash and investments held as collateral at banks for various performance obligations.

The following table summarizes, by major type, the fair value and amortized cost of the Company’s investments as of September 28, 2012: 

(Dollars in millions)	Amortized Cost		Unrealized Gain/(Loss)			Fair Value
Available-for-sale securities:
Money market funds	$	1,372	$	—		$	1,372
Commercial paper	296		—			296
Corporate bonds	206		2			208
U.S. treasuries and agency bonds	105		—			105
Certificates of deposit	116		—			116
Auction rate securities	17		(2		)	15
Equity securities	19		24			43
Other debt securities	99		1			100
	2,230		25			2,255
Trading securities	75		3			78
Total	$	2,305	$	28		$	2,333
Included in Cash and cash equivalents						$	1,742
Included in Short-term investments						476
Included in Restricted cash and investments						100
Included in Other assets, net						15
Total						$	2,333

The Company’s available-for-sale securities include investments in auction rate securities.  Beginning in fiscal year 2008, the Company’s auction rate securities failed to settle at auction and have continued to fail through September 28, 2012.  Since the Company continues to earn interest on its auction rate securities at the maximum contractual rate, there have been no payment defaults with respect to such securities, and they are all collateralized, the Company expects to recover the entire amortized cost basis of these auction rate securities.  The Company does not intend to sell these securities and has concluded it is not more likely than not that the Company will be required to sell the securities before the recovery of their amortized cost basis.  Given the uncertainty as to when the liquidity issues associated with these securities will improve, these securities are classified within Other assets, net in the Company’s Condensed Consolidated Balance Sheets.

As of September 28, 2012, with the exception of the Company’s auction rate securities, the Company had no material available-for-sale securities that had been in a continuous unrealized loss position for a period greater than 12 months.  The Company determined no available-for-sale securities were other-than-temporarily impaired as of September 28, 2012.

The fair value and amortized cost of the Company’s investments classified as available-for-sale at September 28, 2012, by remaining contractual maturity were as follows:

(Dollars in millions)	Amortized Cost		Fair Value
Due in less than 1 year	$	1,840	$	1,840
Due in 1 to 3 years	354		357
Thereafter	17		15
Total	$	2,211	$	2,212

Equity securities which do not have a contractual maturity date are not included in the above table.

The following table summarizes, by major type, the fair value and amortized cost of the Company’s investments as of June 29, 2012: 

(Dollars in millions)	Amortized Cost		Unrealized Gain/(Loss)			Fair Value
Available-for-sale securities:
Money market funds	$	1,158	$	—		$	1,158
Commercial paper	393		—			393
Corporate bonds	208		1			209
U.S. treasuries and agency bonds	98		1			99
Certificates of deposit	6		—			6
Auction rate securities	17		(2		)	15
Other debt securities	99		(1		)	98
	1,979		(1		)	1,978
Trading securities	73		—			73
Total	$	2,052	$	(1	)	$	2,051
Included in Cash and cash equivalents						$	1,532
Included in Short-term investments						411
Included in Restricted cash and investments						93
Included in Other assets, net						15
Total						$	2,051

As of June 29, 2012, with the exception of the Company’s auction rate securities, the Company had no available-for-sale securities that had been in a continuous unrealized loss position for a period greater than 12 months.  The Company determined no available-for-sale securities were other-than-temporarily impaired as of June 29, 2012.

Strategic Investments

The Company enters into certain strategic investments for the promotion of business and strategic objectives. Strategic investments are included in Other assets, net in the Condensed Consolidated Balance Sheets, are recorded at cost and are periodically analyzed to determine whether or not there are indicators of impairment. The carrying value of the Company’s strategic investments at September 28, 2012 and June 29, 2012 totaled $24 million and $40 million, respectively. The Company sold certain strategic investments during the three months ended September 28, 2012, and recorded a gain of $33 million in Other, net in the Condensed Consolidated Statements of Operations for the three months ended September 28, 2012. In addition, a strategic investment with a cost basis of $8 million was transferred to short-term investments and classified as available-for-sale as the investee shares are now publicly traded.

Inventories

(Dollars in millions)	September 28, 2012		June 29, 2012
Raw materials and components	$	216	$	265
Work-in-process	198		245
Finished goods	431		399
	$	845	$	909

Other Current Assets

(Dollars in millions)	September 28, 2012		June 29, 2012
Vendor non-trade receivables	$	404	$	601
Other	234		166
	$	638	$	767

Other current assets include non-trade receivables from certain manufacturing vendors resulting from the sale of components to these vendors who manufacture completed sub-assemblies or finished goods for the Company. The Company does not reflect the sale of these components in revenue and does not recognize any profits on these sales. The costs of the completed sub-assemblies are included in inventory upon purchase from the vendors.

Property, Equipment and Leasehold Improvements, net

(Dollars in millions)	September 28, 2012			June 29, 2012
Property, equipment and leasehold improvements	$	8,101		$	8,020
Accumulated depreciation and amortization	(5,858		)	(5,736		)
	$	2,243		$	2,284

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Balance Sheet Information (Details 3) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Sep. 28, 2012	Sep. 30, 2011	Jun. 29, 2012
Disclosure Text Block Supplement [Abstract]
Cost Method Investments	$ 24		$ 40
Gain on stragegic investments	33	0
Strategic investments cost basis transfer to short term investments	8
Inventories
Raw materials and components	216		265
Work-in-process	198		245
Finished goods	431		399
Total inventories	845		909
Other Current Assets:
Vendor non-trade receivables	404		601
Other	234		166
Total other current assets	$ 638		$ 767

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Acquisitions-Earnings of acquired assets (Details 3) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Sep. 28, 2012	Sep. 30, 2011
Business acquisition information
Net Income attributable to Seagate Technology plc	$ 582	$ 140
Net transfers from noncontrolling interest	72
Change from net income attributable to Seagate Technology PLC and transfers from noncontrolling interest	0	0
Samsung's Hard Disk Drive (HDD) operations
Pro forma financial information
Revenue		3,416
Net Income		87
Adjustment for additional depreciation and amortization		$ 33

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Guarantees (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Sep. 28, 2012 Y	Sep. 30, 2011
Guarantees [Abstract]
Range of product warranty term, low end (in years)	1
Product warranty period term, maximum	5
Movement in product warranty
Balance, beginning of period	$ 363	$ 348
Warranties issued	48	43
Repairs and replacements	(84)	(58)
Changes in liability for pre-existing warranties, including expirations	7	1
Warranty liability assumed from LaCie S.A.	3	0
Balance, end of period	$ 337	$ 334

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CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) In Millions, unless otherwise specified	Sep. 28, 2012	Jun. 29, 2012
Current assets :
Cash and cash equivalents	$ 1,894	$ 1,707
Short-term investments	476	411
Restricted cash and investments	100	93
Accounts receivable, net	1,684	2,319
Inventories	845	909
Deferred income taxes	112	104
Other current assets	638	767
Total current assets	5,749	6,310
Property, equipment and leasehold improvements, net	2,243	2,284
Goodwill	475	463
Other intangible assets	517	506
Deferred income taxes	403	396
Other assets, net	135	147
Total Assets	9,522	10,106
Current liabilities:
Accounts payable	1,808	2,286
Accrued employee compensation	217	344
Accrued warranty	209	235
Accrued expenses	516	531
Current portion of long-term debt	3	0
Total current liabilities	2,753	3,396
Long-term accrued warranty	128	128
Long-term accrued income taxes	87	84
Other non-current liabilities	152	138
Long-term debt, less current portion	2,867	2,863
Total Liabilities	5,987	6,609
Commitments and contingencies (See Notes 11 and 13)
Equity:
Ordinary shares and additional paid-in capital	5,124	4,950
Accumulated other comprehensive income (loss)	17	(9)
Accumulated deficit	(1,658)	(1,444)
Total Seagate Technology plc Shareholders' Equtiy	3,483	3,497
Noncontrolling Interest	52	0
Total Equity	3,535	3,497
Total Liabilities and Shareholders' Equity	$ 9,522	$ 10,106

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Derivative Financial Instruments (Details 3) (Cash Flow Hedges, Foreign currency forward exchange contracts, USD $) In Millions, unless otherwise specified	3 Months Ended
	Sep. 28, 2012		Sep. 30, 2011
Cash Flow Hedges | Foreign currency forward exchange contracts
Derivatives Instruments, Gain (Loss)
Amount of Gain or (Loss) Recognized in OCI on Derivative (Effective Portion)	$ 0		$ (14)
Amount of Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion)	0		0
Amount of Gain or (Loss) Recognized in Income (Ineffective Portion and Amount Excluded from Effectiveness Testing)	0	[1]	0	[2]
Amount of Gain or (Loss) Recognized in Income on Derivative	2		(4)
Gain or (loss) recognized in income, ineffective portion of hedging relationship	0		0
Gain or (loss) recognized in income, amount excluded from assessment of hedge effectiveness	$ 0		$ 0

[1] The amount of gain or (loss) recognized in income represents $0 related to the ineffective portion of the hedging relationship and $0 related to the amount excluded from the assessment of hedge effectiveness, for the three months ended September 28, 2012.

[2] The amount of gain or (loss) recognized in income represents $0 related to the ineffective portion of the hedging relationship and $0 related to the amount excluded from the assessment of hedge effectiveness for the three months ended September 30, 2011.

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CONDENSED CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY (USD $) In Millions, unless otherwise specified	Total USD ($)	Number of Ordinary Shares [Member]	Par Value of Shares USD ($)	Additional Paid-in Capital USD ($)	Accumulated Other Comprehensive Income (Loss) USD ($)	Accumulated Deficit USD ($)	Parent [Member] USD ($)	Noncontrolling Interest [Member] USD ($)
Beginning balance, parent at Jun. 29, 2012	$ 3,497		$ 0	$ 4,950	$ (9)	$ (1,444)	$ 3,497
Beginning Balance, noncontrolling interest at Jun. 29, 2012	0							0
Beginning balance, total entity at Jun. 29, 2012	3,497
Beginning balance (shares) at Jun. 29, 2012		396
Comprehensive income, net of tax:
Net income, total entity	582
Net income	582					582	582
Less: Net income attributable to noncontrolling interest	0							0
Other comprehensive income, total equity	27
Other comprehensive income					26		26
Other comprehensive income, noncontrolling interest	1							1
Issuance of ordinary shares under employee stock plans	157			157			157	0
Issuance of ordinary shares under employee stock plans (shares)		10
Tax benefit from exercise of stock options	0							0
Repurchases of ordinary shares	(669)					(669)	(669)	0
Repurchases of ordinary shares (in shares)	(20)	20
Dividends to shareholders	(127)					(127)	(127)	0
Share-based compensation	17			17			17	0
Acquisition of majority shares of LaCie S.A.	72							72
Purchase of additional subsidiary shares from noncontrolling interest	(21)							(21)
Ending balance, parent at Sep. 28, 2012	3,483		0	5,124	17	(1,658)	3,483
Beginning Balance, noncontrolling interest at Sep. 28, 2012	52							52
Ending balance, total entity at Sep. 28, 2012	$ 3,535
Ending balance (shares) at Sep. 28, 2012		386

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Debt (Details 2) (USD $) In Millions, unless otherwise specified	Sep. 28, 2012
Future principal payments on long-term debt
Remainder of 2013	$ 2
2014	322
2015	2
2016	0
2017	600
Thereafter	1,950
Total future principal payments on long-term debt	$ 2,876

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Acquisitions (Tables)

3 Months Ended

Sep. 28, 2012

Acquisitions

Schedule of Purchase Price Allocation [Table Text Block]

Cash and cash equivalents	$	71
Accounts receivable	29
Marketable Securities	27
Inventories	46
Other current and non-current assets	19
Property, plant and equipment	12
Intangible assets	46
Goodwill	12
Total Assets	262
Accounts payable and accrued expenses	(73		)
Current and non-current portion of long-term debt	(6		)
Total liabilities	(79		)
Noncontrolling interest	(72		)
Total	$	111

Preliminary estimated fair values of the acquired assets and liabilities assumed at the acquisition date

Inventories	$	141
Equipment	76
Intangible assets	580
Other assets	28
Total identifiable assets acquired	825
Warranty liability	(72		)
Other liabilities	(45		)
Total liabilities assumed	(117		)
Net identifiable assets acquired	708
Goodwill	432
Net assets acquired	$	1,140

Fair value of the separately identifiable intangible assets at the time of acquisition

(Dollars in millions)	Fair Value		Weighted- Average Amortization Period
Existing technology	$	137	2.0 years
Customer relationships	399		5.8 years
Total amortizable intangible assets acquired	536		4.8 years
In-process research and development	44
Total acquired identifiable intangible assets	$	580

(Dollars in millions)	Fair Value		Weighted- Average Amortization Period
Customer relationships	$	32	5.0 years
Existing technology	1		5.0 years
Trade Name	13		5.0 years
Total acquired identifiable intangible assets	$	46

Pro forma financial information

	For the Three Months Ended
(Dollars in millions)	September 30, 2011
Revenue	$	3,416
Net income	87

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Income Taxes (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Sep. 28, 2012	Sep. 30, 2011
Income Tax Disclosure [Abstract]
Provision for income taxes	$ 18	$ 12
Discrete tax (benefits) charges	7	2
Domestic federal statutory rate (as a percent)		25.00%
Increase in unrecognized tax benefits	11
Unrecognized Tax Benefits	146
Amount of unrecorded benefit	$ 5

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Derivative Financial Instruments (Tables)

3 Months Ended

Sep. 28, 2012

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of notional value of outstanding foreign currency forward exchange contracts

	As of September 28, 2012
(Dollars in millions)	Contracts Designated as Hedges		Contracts Not Designated as Hedges
Thai baht	$	—	$	64
Singapore dollars	34		12
Chinese renminbi	47		—
Czech koruna	—		2
	$	81	$	78

	As of June 29, 2012
(Dollars in millions)	Contracts Designated as Hedges		Contracts Not Designated as Hedges
Thai baht	$	—	$	252
Singapore dollars	50		21
Chinese renminbi	27		—
Czech koruna	—		7
	$	77	$	280

Schedule of gross fair value of derivative instruments

	Asset Derivatives			Liability Derivatives
(Dollars in millions)	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Derivatives designated as hedging instruments:
Foreign currency forward exchange contracts	Other current assets	$	—	Accrued expenses	$	—
Derivatives not designated as hedging instruments:
Foreign currency forward exchange contracts	Other current assets	1		Accrued expenses	(2		)
Total derivatives		$	1		$	(2	)

	Asset Derivatives			Liability Derivatives
(Dollars in millions)	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Derivatives designated as hedging instruments:
Foreign currency forward exchange contracts	Other current assets	$	—	Accrued expenses	$	—
Derivatives not designated as hedging instruments:
Foreign currency forward exchange contracts	Other current assets	1		Accrued expenses	—
Total derivatives		$	1		$	—

Derivatives Designated as Cash Flow Hedges	Amount of Gain or (Loss) Recognized in OCI on Derivative (Effective Portion)		Location of Gain or (Loss) Reclassified from Accumulated OCI into income(Effective Portion)	Amount of Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion)		Location of Gain or (Loss) Recognized in Income on Derivative  (Ineffective Portion and Amount Excluded from Effectiveness Testing)	Amount of Gain or (Loss) Recognized in Income (Ineffective Portion and Amount Excluded from  Effectiveness Testing) (a)
Foreign currency forward exchange contracts	$	—	Cost of revenue	$	—	Cost of revenue	$	—

Derivatives Not Designated as Hedging Instruments	Location of Gain or (Loss) Recognized in Income on Derivative	Amount of Gain or (Loss) Recognized in Income on Derivative
Foreign currency forward exchange contracts	Other, net	$	2

___________________________________________

(a)The amount of gain or (loss) recognized in income represents $0 related to the ineffective portion of the hedging relationship and $0 related to the amount excluded from the assessment of hedge effectiveness, for the three months ended September 28, 2012.

Schedule of the effect of derivative instruments on Other comprehensive income (loss) OCI and the Consolidated Statement of Operations

Derivatives Designated as Cash Flow Hedges	Amount of Gain or (Loss) Recognized in OCI on Derivative (Effective Portion)			Location of Gain or (Loss) Reclassified from Accumulated OCI into income(Effective Portion)	Amount of Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion)		Location of Gain or (Loss) Recognized in Income on Derivative  (Ineffective Portion and Amount Excluded from Effectiveness Testing)	Amount of Gain or (Loss) Recognized in Income (Ineffective Portion and Amount Excluded from  Effectiveness Testing) (a)
Foreign currency forward exchange contracts	$	(14	)	Cost of revenue	$	—	Cost of revenue	$	—

Derivatives Not Designated as Hedging Instruments	Location of Gain or (Loss) Recognized in Income on Derivative	Amount of Gain or (Loss) Recognized in Income on Derivative
Foreign currency forward exchange contracts	Other, net	$	(4	)

___________________________________________

(a)The amount of gain or (loss) recognized in income represents $0 related to the ineffective portion of the hedging relationship and $0 related to the amount excluded from the assessment of hedge effectiveness for the three months ended September 30, 2011.

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Basis of Presentation and Summary of Significant Accounting Policies

3 Months Ended

Sep. 28, 2012

Accounting Policies [Abstract]

Basis of Presentation and Summary of Significant Accounting Policies

Basis of Presentation and Summary of Significant Accounting Policies

Organization

The Company is a leading provider of data storage products. Its principal products are hard disk drives, commonly referred to as disk drives, hard drives or HDDs. Hard disk drives are devices that store digitally encoded data on rapidly rotating disks with magnetic surfaces. Disk drives are used as the primary medium for storing electronic data.

      The Company produces a broad range of electronic data storage products addressing enterprise applications, where its products are designed for enterprise servers, mainframes and workstations; client compute applications, where its products are designed for desktop and notebook computers; and client non-compute applications, where its products are designed for a wide variety of end user devices such as digital video recorders (DVRs), gaming consoles, personal data backup systems, portable external storage systems and digital media systems. The Company sells its products primarily to major original equipment manufacturers (OEMs), distributors and retailers. In addition to manufacturing and selling disk drives, the Company provides storage services for small- to medium-sized businesses, including online backup, data protection and recovery solutions.

Basis of Presentation and Consolidation

The unaudited condensed consolidated financial statements include the accounts of the Company and all its wholly-owned and majority-owned subsidiaries, after elimination of intercompany transactions and balances. The preparation of financial statements in accordance with accounting principles generally accepted in the United States also requires management to make estimates and assumptions that affect the amounts reported in the Company’s consolidated financial statements and accompanying notes. Actual results could differ materially from those estimates. The methods, estimates and judgments the Company uses in applying its most critical accounting policies have a significant impact on the results the Company reports in its consolidated financial statements. The consolidated financial statements reflect, in the opinion of management, all material adjustments necessary to present fairly the consolidated financial position, results of operations, comprehensive income, cash flows and shareholders’ equity for the periods presented. Such adjustments are of a normal and recurring nature.  The Company’s Consolidated Financial Statements for the fiscal year ended June 29, 2012, are included in its Annual Report on Form 10-K as filed with the United States Securities and Exchange Commission (SEC) on August 8, 2012. The Company believes that the disclosures included in the unaudited Condensed Consolidated Financial Statements, when read in conjunction with its Consolidated Financial Statements as of June 29, 2012, and the notes thereto, are adequate to make the information presented not misleading.

The results of operations for the three months ended September 28, 2012, are not necessarily indicative of the results of operations to be expected for any subsequent interim period in the Company’s fiscal year ending June 28, 2013. The Company operates and reports financial results on a fiscal year of 52 or 53 weeks ending on the Friday closest to June 30. The three months ended September 28, 2012 and September 30, 2011 each consisted of 13 weeks.  Fiscal year 2013 will be comprised of 52 weeks and will end on June 28, 2013.

Summary of Significant Accounting Policies

Pursuant to our adoption of Accounting Standards Update No. 2011-05, Comprehensive Income (Topic 220)-Presentation of Comprehensive Income and Accounting Standards Update No. 2011-12, Comprehensive Income (Topic 220)-Deferral of the Effective Date for Amendments to the Presentation of Reclassifications of Items Out of Accumulated Other Comprehensive Income in Accounting Standards Update No. 2011-05, we elected to present separate consolidated statements of comprehensive income. Other than the revised indefinite lived intangible asset impairment testing described below, there have been no significant changes in our significant accounting policies. Please refer to Note 1 of “Financial Statements and Supplementary Data” contained in Part II, Item 8 of the Company’s Annual Report on Form 10-K for the fiscal year ended June 29, 2012, as filed with the SEC on August 8, 2012 for a discussion of the Company’s other significant accounting policies.

Recently Issued Accounting Pronouncements

In July 2012, the FASB issued ASU No. 2012-02, Intangibles — Goodwill and Other (ASC Topic 350) — Testing Indefinite-Lived Intangible Assets for Impairment. The ASU allows companies the option to perform a qualitative assessment in determining whether it is more likely than not that an indefinite-lived intangible asset is impaired as a basis for determining whether it is necessary to perform the quantitative impairment test. The Company has early adopted the ASU in the first quarter of fiscal year 2013. As required by the new ASU, the Company tests indefinite-lived intangible assets for impairment whenever events occur or circumstances change, such as declining financial performance, deterioration in the environment in which the entity operates or deteriorating macroeconomic conditions that have a negative effect on future expected earnings and cash flows that could affect significant inputs used to determine the fair value of the indefinite-lived intangible asset. The adoption of this new guidance did not have an impact on the Company's consolidated financial statements.

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CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) In Millions, except Per Share data, unless otherwise specified	3 Months Ended
	Sep. 28, 2012	Sep. 30, 2011
Income Statement [Abstract]
Revenue	$ 3,732	$ 2,811
Cost of revenue	2,671	2,262
Product development	268	208
Marketing and administrative	150	105
Amortization of intangibles	19	0
Restructuring and other, net	0	0
Total operating expenses	3,108	2,575
Income from operations	624	236
Interest income	2	1
Interest expense	(55)	(69)
Other, net	29	(16)
Other expense, net	(24)	(84)
Income before income taxes	600	152
Provision for income taxes	18	12
Net Income	582	140
Less: Net income attributable to noncontrolling interest	0	0
Net Income attributable to Seagate Technology plc	$ 582	$ 140
Net income per share attributable to Seagate Technology PLC ordinary shareholders:
Basic (in dollars per share)	$ 1.48	$ 0.33
Diluted (in dollars per share)	$ 1.42	$ 0.32
Number of shares used in per share calculations:
Basic (in shares)	394	421
Diluted (in shares)	409	433
Cash dividends declared per Seagate Technology PLC ordinary share (in dollars per share)	$ 0.32	$ 0.18

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Guarantees

3 Months Ended

Sep. 28, 2012

Guarantees [Abstract]

Guarantees

Guarantees

Indemnifications to Officers and Directors

On May 4, 2009, Seagate Technology, an exempted company incorporated with limited liability under the laws of the Cayman Islands (“Seagate-Cayman”), then the parent company, entered into a new form of indemnification agreement (the “Revised Indemnification Agreement”) with its officers and directors of Seagate-Cayman and its subsidiaries (each, an “Indemnitee”). The Revised Indemnification Agreement provides indemnification in addition to any of Indemnitee's indemnification rights under Seagate-Cayman's Articles of Association, applicable law or otherwise, and indemnifies an Indemnitee for certain expenses (including attorneys' fees), judgments, fines and settlement amounts actually and reasonably incurred by him or her in any action or proceeding, including any action by or in the right of Seagate-Cayman or any of its subsidiaries, arising out of his or her service as a director, officer, employee or agent of Seagate-Cayman or any of its subsidiaries or of any other entity to which he or she provides services at Seagate-Cayman's request. However, an Indemnitee shall not be indemnified under the Revised Indemnification Agreement for (i) any fraud or dishonesty in the performance of Indemnitee's duty to Seagate-Cayman or the applicable subsidiary of Seagate-Cayman or (ii) Indemnitee's conscious, intentional or willful failure to act honestly, lawfully and in good faith with a view to the best interests of Seagate-Cayman or the applicable subsidiary of Seagate-Cayman. In addition, the Revised Indemnification Agreement provides that Seagate-Cayman will advance expenses incurred by an Indemnitee in connection with enforcement of the Revised Indemnification Agreement or with the investigation, settlement or appeal of any action or proceeding against him or her as to which he or she could be indemnified.

On July 3, 2010 pursuant to a corporate reorganization, the common shareholders of Seagate-Cayman became ordinary shareholders of Seagate Technology PLC (the Company) and Seagate-Cayman became a wholly owned subsidiary of the Company, as described more fully in the Current Report on Form 8-K filed by the Company on July 6, 2010 (the “Redomestication”). On July 27, 2010, in connection with the Redomestication, the Company, as sole shareholder of Seagate-Cayman, approved a form of deed of indemnity (the “Deed of Indemnity”), which provides for the indemnification by Seagate-Cayman of any director, officer, employee or agent of the Company, Seagate-Cayman or any subsidiary of the Company (each, a “Deed Indemnitee”), in addition to any of a Deed Indemnitee's indemnification rights under the Company's Articles of Association, applicable law or otherwise, with a similar scope to the Revised Indemnification Agreement. Seagate-Cayman entered into the Deed of Indemnity with certain Deed Indemnitees effective as of July 3, 2010 and continues to enter into the Deed of Indemnity with additional Deed Indemnitees from time to time.

The nature of these indemnification obligations prevents the Company from making a reasonable estimate of the maximum potential amount it could be required to pay on behalf of its officers and directors. Historically, the Company has not made any significant indemnification payments under such agreements and no amount has been accrued in the accompanying condensed consolidated financial statements with respect to these indemnification obligations.

Intellectual Property Indemnification Obligations

The Company has entered into agreements with customers and suppliers that include limited intellectual property indemnification obligations that are customary in the industry. These guarantees generally require the Company to compensate the other party for certain damages and costs incurred as a result of third party intellectual property claims arising from these transactions. The nature of the intellectual property indemnification obligations prevents the Company from making a reasonable estimate of the maximum potential amount it could be required to pay to its customers and suppliers. Historically, the Company has not made any significant indemnification payments under such agreements and no amount has been accrued in the accompanying consolidated financial statements with respect to these indemnification obligations.

Product Warranty

The Company estimates probable product warranty costs at the time revenue is recognized. The Company generally warrants its products for a period of one to five years. The Company uses estimated repair or replacement costs and uses statistical modeling to estimate product return rates in order to determine its warranty obligation. Changes in the Company’s product warranty liability during the three months ended September 28, 2012 were as follows:

	For the Three Months Ended
(Dollars in millions)	September 28, 2012			September 30, 2011
Balance, beginning of period	$	363		$	348
Warranties issued	48			43
Repairs and replacements	(84		)	(58		)
Changes in liability for pre-existing warranties, including expirations	7			1
Warranty liability assumed from LaCie S.A.	3			—
Balance, end of period	$	337		$	334

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Document and Entity Information	9 Months Ended
	Mar. 30, 2012	Apr. 25, 2012
Document And Entity Information
Entity Registrant Name	Seagate Technology plc
Entity Central Index Key	0001137789
Document Type	10-Q
Document Period End Date	Sep. 28, 2012
Amendment Flag	false
Current Fiscal Year End Date	--06-28
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		377,494,162
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	Q1

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Earnings Per Share

3 Months Ended

Sep. 28, 2012

Earnings Per Share [Abstract]

Earnings Per Share

Earnings Per Share

Basic earnings per share is computed by dividing income available to shareholders by the weighted-average number of shares outstanding during the period. Diluted earnings per share is computed by dividing income available to shareholders by the weighted-average number of shares outstanding during the period and the number of additional shares that would have been outstanding if the potentially dilutive securities had been issued. Potentially dilutive securities include outstanding options, shares to be purchased under the ESPP, and unvested restricted share units. The dilutive effect of potentially dilutive securities is reflected in diluted earnings per share by application of the treasury stock method. Under the treasury stock method, an increase in fair market value of the Company’s share price can result in a greater dilutive effect from potentially dilutive securities. The following table sets forth the computation of basic and diluted net income per share attributable to the shareholders of Seagate Technology plc:

	For the Three Months Ended
(Dollars in millions, except per share data)	September 28, 2012		September 30, 2011
Numerator:
Net income attributable to Seagate Technology plc	$	582	$	140
Number of shares used in per share calculations:
Total shares for purposes of calculating basic net income per share attributable to Seagate Technology plc	394		421
Weighted-average effect of dilutive securities:
Employee equity award plans	15		12
Total shares for purpose of calculating diluted net income per share attributable to Seagate Technology plc	409		433
Net income per share attributable to Seagate Technology plc shareholders:
Basic	$	1.48	$	0.33
Diluted	$	1.42	$	0.32

The following potential shares were excluded from the computation of diluted net income per share, as their effect would have been anti-dilutive:

	For the Three Months Ended
(In millions)	September 28, 2012	September 30, 2011
Employee equity award plans	—	16

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CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) In Millions, unless otherwise specified	3 Months Ended
	Sep. 28, 2012	Sep. 30, 2011
Condensed Consolidated Statements of Comprehensive Income [Abstract]
Net Income	$ 582	$ 140
Change in unrealized gain (loss) on cash flow hedges, net	0	(14)
Less: reclassification for amounts included in net income	0	0
Net Change	0	(14)
Change in unrealized gains (losses)	27	(1)
Less: reclassification for amounts included in net income	(1)	0
Net change	26	(1)
Change in unrealized loss on post-retirement plan	0	1
Less: reclassification for amounts included in net income	0	0
Net change	0	1
Change in foreign Currency Translation Adjustments	1	0
Total other comprehensive income, net of tax	27	(14)
Comprehensive Income	609	126
Less: Comprehensive income attributable to noncontrolling interest	1	0
Comprehensive Income attributable to Seagate Technology PLC	$ 608	$ 126

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Goodwill and Other Intangible Assets

3 Months Ended

Sep. 28, 2012

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Other Intangible Assets

Goodwill and Other Intangible Assets

The changes in the carrying amount of goodwill for the three months ended September 28, 2012, are as follows:

(Dollars in millions)
Balance as of June 29, 2012	$	463
Goodwill acquired	12
Balance as of September 28, 2012	$	475

The carrying value of other intangible assets subject to amortization as of September 28, 2012, is set forth in the following table: 

(Dollars in millions)	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Weighted Average Remaining Useful Life
Existing technology	$	138	$	(54	)	$	84	1.2	years
Customer relationships	431		(56		)	375		5.0	years
Trade Name	14		—			14		4.8	years
Total amortizable other intangible assets	$	583	$	(110	)	$	473	3.9	years

The carrying value of other intangible assets subject to amortization as of June 29, 2012 is set forth in the following table:

(Dollars in millions)	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Weighted Average Remaining Useful Life
Existing technology	$	137	$	(37	)	$	100	1.5	years
Customer relationships	399		(37		)	362		5.2	years
Total amortizable other intangible assets	$	536	$	(74	)	$	462	4.4	years

The carrying value of the Company's non-amortized In-process research and development was $44 million as of September 28, 2012 and June 29, 2012.

For the three months ended September 28, 2012, amortization expense of other intangible assets was $36 million. For the three months ended September 30, 2011, amortization expense of other intangible assets was $1 million. As of September 28, 2012, expected amortization expense for other intangible assets for each of the next five years and thereafter is as follows:

(Dollars in millions)
Remainder of 2013	$	111
2014	112
2015	80
2016	73
2017	68
Thereafter	29
	$	473

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Acquisitions

3 Months Ended

Sep. 28, 2012

Acquisitions

Acquisitions

Acquisitions

LaCie S.A.

On August 3, 2012 the Company acquired 23,382,904 (or approximately 64.5%) of the outstanding shares of LaCie S.A. (“LaCie”) for a price of €4.05 per share with a price supplement of €0.12 per share, which is payable if the Company successfully acquires at least 95% of the outstanding shares of LaCie within 6 months of the acquisition. Of the amount paid at the acquisition date, €9 million is treated as compensation cost to one of the selling shareholders, who is now an employee of the Company, to be recognized over a period of 36 months from the acquisition date, and may be refunded to the Company if the selling shareholder is no longer employed at the end of that period. The transaction and related agreements are expected to accelerate the Company's growth strategy in the expanding consumer storage market, particularly in Europe, Japan and in premium distribution channels.

The acquisition-date fair value of the consideration transferred for the business combination totaled $111 million, including cash paid of $107 million, and contingent consideration of $4 million.

The following table summarizes the preliminary estimated fair values of the assets acquired, liabilities assumed, and noncontrolling interest at the acquisition date (in millions):

Cash and cash equivalents	$	71
Accounts receivable	29
Marketable Securities	27
Inventories	46
Other current and non-current assets	19
Property, plant and equipment	12
Intangible assets	46
Goodwill	12
Total Assets	262
Accounts payable and accrued expenses	(73		)
Current and non-current portion of long-term debt	(6		)
Total liabilities	(79		)
Noncontrolling interest	(72		)
Total	$	111

The following table shows the fair value of the separately identifiable intangible assets at the time of acquisition and the period over which each intangible asset will be amortized:

(Dollars in millions)	Fair Value		Weighted- Average Amortization Period
Customer relationships	$	32	5.0 years
Existing technology	1		5.0 years
Trade Name	13		5.0 years
Total acquired identifiable intangible assets	$	46

The goodwill recognized is attributable primarily to the benefits the Company expects to derive from LaCie's brand recognition and the acquired workforce, and is not deductible for income tax purposes. The acquisition date fair value of the noncontrolling interest is based on the market price of their publicly traded shares as of the first trading date subsequent to the acquisition, as the shares did not trade on the acquisition date.

The amounts assigned to assets acquired and liabilities assumed in the acquisition are preliminary and subject to revision as more detailed analysis' are completed and additional information about fair value of assets and liabilities becomes available, including information relating to our valuation of identified intangible assets.

The Company incurred $1 million of expenses related to the acquisition of LaCie during the three months ended September 28, 2012, which are included within Marketing and administrative expense on the Condensed Consolidated Statement of Operations.

The amounts of revenue and earnings of LaCie included in the Company's Condensed Consolidated Statement of Operations from the acquisition date were not significant.

The Company deposited $72 million into an escrow account with the intention of acquiring the remaining publicly held shares of LaCie through public and private transactions, including a tender offer (the "Tender Offer"), which commenced on September 21, 2012, and concluded on October 18, 2012. As of September 28, 2012, a total of $21 million of the Company's deposit had been used to acquire an additional 10% of the outstanding shares of LaCie at a price of €4.50 per share.

Samsung Hard Disk Drive ("HDD") Operations

On December 19, 2011, the Company completed the acquisition of Samsung Electronics Co., Ltd’s (“Samsung”) hard disk drive (“HDD”) business pursuant to an Asset Purchase Agreement (“APA”) by which the Company acquired certain assets and liabilities of Samsung relating to the research and development, manufacture and sale of hard-disk drives. The transaction and related agreements are expected to improve the Company’s position as a supplier of 2.5-inch products; position the Company to better address rapidly evolving opportunities in markets including, but not limited to, mobile computing, cloud computing and solid state storage; expand the Company’s customer access in China and Southeast Asia; and accelerate time to market for new products.

The acquisition-date fair value of the consideration transferred totaled $1,140 million, which consisted of $571 million of cash, $10 million of which was paid as a deposit upon signing the APA in the fourth quarter of fiscal year 2011, and 45.2 million ordinary shares with a fair value of $569 million.  The fair value of the ordinary shares issued was determined based on the closing market price of the Company’s ordinary shares on the acquisition date, less a 16.5% discount for lack of marketability as the shares issued are subject to a restriction that limits their trade or transfer for approximately a one year period.

The following table summarizes the preliminary estimated fair values of the assets acquired and liabilities assumed at the acquisition date (in millions):

Inventories	$	141
Equipment	76
Intangible assets	580
Other assets	28
Total identifiable assets acquired	825
Warranty liability	(72		)
Other liabilities	(45		)
Total liabilities assumed	(117		)
Net identifiable assets acquired	708
Goodwill	432
Net assets acquired	$	1,140

The following table shows the fair value of the separately identifiable intangible assets at the time of acquisition and the period over which each intangible asset will be amortized:

(Dollars in millions)	Fair Value		Weighted- Average Amortization Period
Existing technology	$	137	2.0 years
Customer relationships	399		5.8 years
Total amortizable intangible assets acquired	536		4.8 years
In-process research and development	44
Total acquired identifiable intangible assets	$	580

Since acquisition date, the Company recorded adjustments to the preliminary fair value of certain assets acquired and liabilities assumed with the Samsung HDD business that resulted in a net decrease of $5 million to Goodwill. These adjustments included a $7 million increase in Other assets for spare parts and a $3 million increase to Equipment, offset by a $3 million increase in Warranty liability and a $2 million increase in Other liabilities related to certain assumed vendor obligations. No adjustments to the preliminary fair value of assets acquired and liabilities assumed with the Samsung HDD business were recorded in the quarter ended September 28, 2012.

The amount noted above for warranty is provisional, being an estimate calculated on the basis of projected product failure rates and timing of product returns during the warranty period. Seagate assumed product warranty obligations from Samsung on products sold prior to the acquisition. These products are warranted for up to three years from the original shipment date. The estimate of the warranty liability is subject to a significant degree of subjectivity since the Company has limited experience with Samsung products. If actual return rates differ materially from the Company’s estimate, or if there is an epidemic failure of drives for which Seagate assumed warranty obligations, the fair value of the warranty liability may need to be reestimated during the measurement period, which may be up to one year following the acquisition date.

The Company received a patent portfolio that may have value apart from being an enabling technology that is included within the fair value of Intangible assets — Existing technology.  However, the Company has not received all information regarding these patents that is necessary for the completion of a review to determine the extent of encumbrances and the scope of their application.  Therefore, provisionally, no separately identifiable value has been recognized for the patent portfolio.

As part of the acquisition, the Company assumed certain vendor-related and other obligations and contingent liabilities.  Due to the nature of these obligations and contingent liabilities, except for the adjustment noted above relating to certain assumed vendor liabilities, the Company has not received sufficient information needed to determine the fair value of these obligations.

The $432 million of goodwill recognized is attributable primarily to the benefits the Company expects to derive from enhanced scale and efficiency to better serve its markets and expanded customer presence in China and Southeast Asia.  Except for approximately $4 million of goodwill relating to assembled workforce in Korea, none of the goodwill is expected to be deductible for income tax purposes.

The unaudited pro forma financial results presented below for the three months ended September 30, 2011, include the effects of pro forma adjustments as if the acquisition date occurred as of the beginning of the prior fiscal year on July 2, 2011. The pro forma results combine the historical results of the Company for the three months ended September 30, 2011 and the historical results of the acquired assets and liabilities of Samsung’s HDD business, and include the effects of certain fair value adjustments and the elimination of certain activities excluded from the transaction. The pro forma financial information is presented for informational purposes only and is not necessarily indicative of the results of operations that would have been achieved if the acquisition had taken place at the beginning of the earliest period presented, nor is it intended to be a projection of future results.

	For the Three Months Ended
(Dollars in millions)	September 30, 2011
Revenue	$	3,416
Net income	87

The pro forma results for the three months ended September 30, 2011, include adjustments of $33 million to reflect the additional depreciation and amortization that would have been charged assuming the fair value adjustments to property, plant and equipment and intangible assets had been applied on July 2, 2011.

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Goodwill and Other Intangible Assets (Tables)

3 Months Ended

Sep. 28, 2012

Goodwill and Intangible Assets Disclosure [Abstract]

Changes in the carrying amount of goodwill by reporting units

(Dollars in millions)
Balance as of June 29, 2012	$	463
Goodwill acquired	12
Balance as of September 28, 2012	$	475

Carrying value of intangible assets

(Dollars in millions)	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Weighted Average Remaining Useful Life
Existing technology	$	138	$	(54	)	$	84	1.2	years
Customer relationships	431		(56		)	375		5.0	years
Trade Name	14		—			14		4.8	years
Total amortizable other intangible assets	$	583	$	(110	)	$	473	3.9	years

The carrying value of other intangible assets subject to amortization as of June 29, 2012 is set forth in the following table:

(Dollars in millions)	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Weighted Average Remaining Useful Life
Existing technology	$	137	$	(37	)	$	100	1.5	years
Customer relationships	399		(37		)	362		5.2	years
Total amortizable other intangible assets	$	536	$	(74	)	$	462	4.4	years

Expected amortization expense for acquisition-related intangible assets

(Dollars in millions)
Remainder of 2013	$	111
2014	112
2015	80
2016	73
2017	68
Thereafter	29
	$	473

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Legal, Environmental and Other Contingencies

3 Months Ended

Sep. 28, 2012

Legal, Environmental and Other Contingencies

Legal Matters and Contingencies [Text Block]

Legal, Environmental and Other Contingencies

The Company assesses the probability of an unfavorable outcome of all its material litigation, claims, or assessments to determine whether a liability had been incurred and whether it is probable that one or more future events will occur confirming the fact of the loss. In the event that an unfavorable outcome is determined to be probable and the amount of the loss can be reasonably estimated, the Company establishes an accrual for the litigation, claim or assessment. In addition, in the event an unfavorable outcome is determined to be less than probable, but reasonably possible, the Company will disclose an estimate of the possible loss or range of such loss; however, when a reasonable estimate cannot be made, the Company will provide disclosure to that effect. Litigation is inherently uncertain and may result in adverse rulings or decisions. Additionally, the Company may enter into settlements or be subject to judgments that may, individually or in the aggregate, have a material adverse effect on its results of operations. Accordingly, actual results could differ materially.

Intellectual Property Litigation

Convolve, Inc. ("Convolve") and Massachusetts Institute of Technology ("MIT") v. Seagate Technology LLC, et al.—On July 13, 2000, Convolve and MIT filed suit against Compaq Computer Corporation and Seagate Technology LLC in the U.S. District Court for the Southern District of New York, alleging infringement of U.S. Patent Nos. 4,916,635, "Shaping Command Inputs to Minimize Unwanted Dynamics" (the '635 patent) and U.S. Patent No. 5,638,267, "Method and Apparatus for Minimizing Unwanted Dynamics in a Physical System" (the '267 patent), misappropriation of trade secrets, breach of contract, tortious interference with contract and fraud relating to Convolve and MIT's Input Shaping® and Convolve's Quick and Quiet™ technology. The plaintiffs claimed their technology is incorporated in the Company's sound barrier technology, which was publicly announced on June 6, 2000. The complaint seeks injunctive relief, $800 million in compensatory damages and unspecified punitive damages, including for willful infringement and willful and malicious misappropriation. If willful infringement is found by the jury, the court may assess, in addition to compensatory damages for the infringement, punitive damages in an amount up to three times the amount of such compensatory damages. If willful and malicious misappropriation is found by the jury, the court may assess, in addition to compensatory damages for the misappropriation, punitive damages in an amount up to two times the amount of such compensatory damages. On November 6, 2001, the U.S. Patent and Trademark Office ("USPTO") issued to Convolve US Patent No. 6,314,473, "System for Removing Selected Unwanted Frequencies in Accordance with Altered Settings in a User Interface of a Data Storage Device," (the '473 patent"). Convolve filed an amended complaint on January 16, 2002, alleging defendants infringe this patent. The '635 patent expired on September 12, 2008. The court ruled in 2010 that the '267 patent was out of the case.

On August 16, 2011, the court granted in part and denied in part the Company's motion for summary judgment. The court granted summary judgment in favor of the Company on all patent infringement claims and on 11 of the 15 remaining alleged trade secrets at issue. The court also denied Convolve's request for enhanced damages as moot and dismissed Convolve's request for injunctive relief. Following this ruling, the parties entered into a stipulation to conditionally dismiss without prejudice the remaining claims in order to facilitate an appeal of the August 16, 2011 order by Convolve to the U.S. Court of Appeals for the Federal Circuit. Pursuant to this stipulation, the court entered a final judgment on October 4, 2011. Convolve filed its notice of appeal to the U.S. Court of Appeals for the Federal Circuit on November 3, 2011. A hearing before the Court of Appeals has been scheduled for December 5, 2012. In view of the court's August 16, 2011 ruling and the uncertainty regarding the amount of damages, if any, that could be awarded Convolve in this matter, the Company does not believe that it is currently possible to determine a reasonable estimate of the possible range of loss related to this matter.

Alexander Shukh v. Seagate Technology—On February 12, 2010, former Seagate engineer Alexander Shukh filed a complaint and an amended complaint against the Company in Minnesota federal court, alleging, among other things, employment discrimination based on his Belarusian national origin and wrongful failure to name him as an inventor on several patents and patent applications. Mr. Shukh's employment was terminated as part of a company-wide reduction in force in fiscal year 2009. He seeks damages in excess of $75 million. The Company believes the claims are without merit and intends to vigorously defend this case. Trial is scheduled to begin July 1, 2013. In view of the uncertainty regarding the amount of damages, if any, that could be awarded in this matter, the Company does not believe that it is currently possible to determine a reasonable estimate of the possible range of loss related to this matter.

 Rembrandt Data Storage, LP v. Seagate Technology LLC—On November 10, 2010, Rembrandt Data Storage, LP filed suit against Seagate Technology LLC in the U.S. District Court for the Western District of Wisconsin alleging infringement of U.S. Patent No. 5,995,342 C1, "Thin Film Heads Having Solenoid Coils," and U.S. Patent No. 6,195,232, "Low-Noise Toroidal Thin Film Head With Solenoidal Coil." The complaint seeks unspecified compensatory damages, enhanced damages, injunctive relief, and attorneys' fees and costs. On March 2, 2012, the district court granted Seagate's motion for summary judgment of non-infringement and entered judgment in favor of Seagate. On March 7, 2012, Rembrandt appealed to the U.S. Court of Appeals for the Federal Circuit. A hearing before the Court of Appeals has been scheduled for December 6, 2012. In view of the court's March 2, 2012 ruling and the uncertainty regarding the amount of damages, if any, that could be awarded Rembrandt in this matter, the Company does not believe that it is currently possible to determine a reasonable estimate of the possible loss or possible range of loss related to this matter.

Rambus, Inc. ITC Investigation re Certain Semiconductor Chips and Products Containing the Same—On December 1, 2010, Rambus, Inc. filed a complaint with the International Trade Commission seeking an investigation pursuant to Section 337 of the Tariff Act of 1930, as amended. The complaint names Seagate Technology LLC and numerous other respondents, including LSI, Inc. and ST Microelectronics, Inc., alleging that Seagate products incorporate semiconductor products made by LSI and STMicroelectronics that infringe various patents owned by Rambus. The ITC initiated an investigation on December 29, 2010. Rambus seeks an order to exclude entry of infringing products into the U.S. and a cease and desist order. On July 25, 2012, the ITC gave notice that it had determined to terminate the investigation with a finding of no violation of Section 337 by Seagate and the other respondents. On September 21, 2012, Rambus filed a notice of appeal to the U.S. Court of Appeals for the Federal Circuit. A hearing before the Court of Appeals has not yet been scheduled. In light of the July 25, 2012 notice and the nature of the relief sought, the Company does not believe that it is currently possible to determine a reasonable estimate of the possible loss or range of loss, or other possible adverse result, if any, that may be incurred with respect to this matter.

LEAP Co., Ltd. v. Seagate Singapore International Headquarters Pte. Ltd. and Nippon Seagate Inc.—On July 4, 2012, LEAP Co., Ltd. filed a lawsuit in the Tokyo District Court of Japan against Seagate Singapore International Headquarters Pte. Ltd., Nippon Seagate Inc. and Buffalo Inc. alleging wrongful termination of purchase agreements and other claims, and seeking approximately $38 million in damages. The Company believes the claims are without merit and intends to vigorously defend this case. In view of the uncertainty regarding the amount of damages, if any, that could be awarded in this matter, the Company does not believe that it is currently possible to determine a reasonable estimate of the possible range of loss related to this matter.

Realtek Semiconductor Corporation ITC Investigation re Certain Integrated Circuit Chips and Products Containing the Same-On September 19, 2012, Realtek Semiconductor Corporation filed a complaint with the International Trade Commission seeking an investigation pursuant to Section 337 of the Tariff Act of 1930, as amended. The complaint names LSI Corporation and Seagate Technology as respondents and alleges infringement of U.S. patents relating to integrated circuit chips that include bond pad structures. Realtek seeks an order to exclude entry of infringing integrated circuit chips and products containing the infringing integrated circuit chips into the U.S. and a cease and desist order. The ITC initiated an investigation on October 18, 2012. In view of the uncertainty regarding the possible outcome of this case and the nature of the relief sought, the Company does not believe that it is currently possible to determine a reasonable estimate of the possible loss or range of loss, or other possible adverse result, if any, that may be incurred with respect to this matter.

Environmental Matters

The Company's operations are subject to U.S. and foreign laws and regulations relating to the protection of the environment, including those governing discharges of pollutants into the air and water, the management and disposal of hazardous substances and wastes and the cleanup of contaminated sites. Some of the Company's operations require environmental permits and controls to prevent and reduce air and water pollution, and these permits are subject to modification, renewal and revocation by issuing authorities.

The Company has established environmental management systems and continually updates its environmental policies and standard operating procedures for its operations worldwide. The Company believes that its operations are in material compliance with applicable environmental laws, regulations and permits. The Company budgets for operating and capital costs on an ongoing basis to comply with environmental laws. If additional or more stringent requirements are imposed on the Company in the future, it could incur additional operating costs and capital expenditures.

Some environmental laws, such as the Comprehensive Environmental Response Compensation and Liability Act of 1980 (as amended, the "Superfund" law) and its state equivalents, can impose liability for the cost of cleanup of contaminated sites upon any of the current or former site owners or operators or upon parties who sent waste to these sites, regardless of whether the owner or operator owned the site at the time of the release of hazardous substances or the lawfulness of the original disposal activity. The Company has been identified as a potentially responsible party at several sites. At each of these sites, the Company has an assigned portion of the financial liability based on the type and amount of hazardous substances disposed of by each party at the site and the number of financially viable parties. The Company has fulfilled its responsibilities at some of these sites and remains involved in only a few at this time.

While the Company's ultimate costs in connection with these sites is difficult to predict with complete accuracy, based on its current estimates of cleanup costs and its expected allocation of these costs, the Company does not expect costs in connection with these sites to be material.

The Company may be subject to various state, federal and international laws and regulations governing the environment, including those restricting the presence of certain substances in electronic products. For example, the European Union ("EU") enacted the Restriction of the Use of Certain Hazardous Substances in Electrical and Electronic Equipment, which prohibits the use of certain substances, including lead, in certain products, including disk drives, put on the market after July 1, 2006. Similar legislation has been or may be enacted in other jurisdictions, including in the United States, Canada, Mexico, Taiwan, China, Japan and others. The European Union REACH Directive (Registration, Evaluation, Authorization, and Restriction of Chemicals, EC 1907/2006) also restricts substances of very high concern ("SVHCs") in products. If the Company or its suppliers fails to comply with the substance restrictions, recycle requirements or other environmental requirements as they are enacted worldwide, it could have a materially adverse effect on the Company's business.

Other Matters

The Company is involved in a number of other judicial and administrative proceedings incidental to its business, and the Company may be involved in various legal proceedings arising in the normal course of its business in the future. Although occasional adverse decisions or settlements may occur, the Company believes that the final disposition of such matters will not have a material adverse effect on its financial position or results of operations.

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Equity

3 Months Ended

Sep. 28, 2012

Equity [Abstract]

Shareholders' Equity

Equity

Share Capital

The Company’s authorized share capital is $13,500 and consists of 1,250,000,000 ordinary shares, par value $0.00001, of which 385,961,717 shares were outstanding as of September 28, 2012, and 100,000,000 preferred shares, par value $0.00001, of which none were issued or outstanding as of September 28, 2012.

Ordinary shares—Holders of ordinary shares are entitled to receive dividends when and as declared by the Company’s board of directors (the “Board of Directors”). Upon any liquidation, dissolution, or winding up of the Company, after required payments are made to holders of preferred shares, any remaining assets of the Company will be distributed ratably to holders of the preferred and ordinary shares. Holders of shares are entitled to one vote per share on all matters upon which the ordinary shares are entitled to vote, including the election of directors.

Preferred shares—The Company may issue preferred shares in one or more series, up to the authorized amount, without shareholder approval. The Board of Directors is authorized to establish from time to time the number of shares to be included in each series, and to fix the rights, preferences and privileges of the shares of each wholly unissued series and any of its qualifications, limitations or restrictions. The Board of Directors can also increase or decrease the number of shares of a series, but not below the number of shares of that series then outstanding, without any further vote or action by the shareholders.

The Board of Directors may authorize the issuance of preferred shares with voting or conversion rights that could harm the voting power or other rights of the holders of the ordinary shares. The issuance of preferred shares, while providing flexibility in connection with possible acquisitions and other corporate purposes, could, among other things, have the effect of delaying, deferring or preventing a change in control of the Company and might harm the market price of its ordinary shares and the voting and other rights of the holders of ordinary shares.

Repurchases of Equity Securities

On January 25, 2012, the Board of Directors authorized the Company to repurchase an additional $1 billion of its outstanding ordinary shares (“the January 2012 Share Repurchase Program”).

On April 26, 2012, the Board of Directors authorized the Company to repurchase $2.5 billion of its outstanding ordinary shares.

All repurchases are effected as redemptions in accordance with the Company’s Articles of Association.

As of September 28, 2012, $1.9 billion remained available for repurchase under the existing repurchase authorization limit.

 The following tables set forth information with respect to repurchase of the Company’s shares made during the current fiscal year:

(In millions)	Number of Shares Repurchased	Dollar Value of Shares Repurchased
Repurchased during the three months ended September 28, 2012	20	$	669
Repurchased through September 28, 2012	20	$	669

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Derivative Financial Instruments

3 Months Ended

Sep. 28, 2012

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Financial Instruments

Derivative Financial Instruments

The Company is exposed to foreign currency exchange rate, interest rate, and to a lesser extent, equity price risks relating to its ongoing business operations. The Company enters into foreign currency forward exchange contracts to manage the foreign currency exchange rate risk on forecasted expenses denominated in foreign currencies and to mitigate the remeasurement risk of certain foreign currency denominated liabilities.  The Company’s accounting policies for these instruments are based on whether the instruments are classified as designated or non-designated hedging instruments. The Company records all derivatives in the Condensed Consolidated Balance Sheets at fair value. The changes in the fair values of the effective portions of designated cash flow hedges are recorded in Accumulated other comprehensive loss until the hedged item is recognized in earnings. Derivatives that are not designated as hedging instruments and the ineffective portions of cash flow hedges are adjusted to fair value through earnings.   The amount of net unrealized gains (losses) on cash flow hedges was not material as of September 28, 2012 and June 29, 2012.

The Company dedesignates its cash flow hedges when the forecasted hedged transactions are realized or it is probable the forecasted hedged transactions will not occur in the initially identified time period. At such time, the associated gains and losses deferred in Accumulated other comprehensive loss are reclassified immediately into earnings and any subsequent changes in the fair value of such derivative instruments are immediately reflected in earnings. The Company did not recognize any net gains or losses related to the loss of hedge designation on discontinued cash flow hedges during the three months ended September 28, 2012. As of September 28, 2012, the Company’s existing foreign currency forward exchange contracts mature within 12 months. The deferred amount currently recorded in Accumulated other comprehensive income and expected to be recognized into earnings over the next 12 months is immaterial.

The following tables show the total notional value of the Company’s outstanding foreign currency forward exchange contracts as of September 28, 2012 and June 29, 2012:

	As of September 28, 2012
(Dollars in millions)	Contracts Designated as Hedges		Contracts Not Designated as Hedges
Thai baht	$	—	$	64
Singapore dollars	34		12
Chinese renminbi	47		—
Czech koruna	—		2
	$	81	$	78

	As of June 29, 2012
(Dollars in millions)	Contracts Designated as Hedges		Contracts Not Designated as Hedges
Thai baht	$	—	$	252
Singapore dollars	50		21
Chinese renminbi	27		—
Czech koruna	—		7
	$	77	$	280

The following table shows the Company’s derivative instruments measured at fair value as reflected in the Condensed Consolidated Balance Sheet as of September 28, 2012:

Fair Values of Derivative Instruments as of September 28, 2012

	Asset Derivatives			Liability Derivatives
(Dollars in millions)	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Derivatives designated as hedging instruments:
Foreign currency forward exchange contracts	Other current assets	$	—	Accrued expenses	$	—
Derivatives not designated as hedging instruments:
Foreign currency forward exchange contracts	Other current assets	1		Accrued expenses	—
Total derivatives		$	1		$	—

The following table shows the Company’s derivative instruments measured at fair value as reflected in the Condensed Consolidated Balance Sheet as of June 29, 2012:

Fair Values of Derivative Instruments as of June 29, 2012

	Asset Derivatives			Liability Derivatives
(Dollars in millions)	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Derivatives designated as hedging instruments:
Foreign currency forward exchange contracts	Other current assets	$	—	Accrued expenses	$	—
Derivatives not designated as hedging instruments:
Foreign currency forward exchange contracts	Other current assets	1		Accrued expenses	(2		)
Total derivatives		$	1		$	(2	)

The following tables show the effect of the Company’s derivative instruments on the Condensed Consolidated Statement of Comprehensive Income and the Condensed Consolidated Statement of Operations for the three months ended September 28, 2012:

(Dollars in millions)

Derivatives Designated as Cash Flow Hedges	Amount of Gain or (Loss) Recognized in OCI on Derivative (Effective Portion)		Location of Gain or (Loss) Reclassified from Accumulated OCI into income(Effective Portion)	Amount of Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion)		Location of Gain or (Loss) Recognized in Income on Derivative  (Ineffective Portion and Amount Excluded from Effectiveness Testing)	Amount of Gain or (Loss) Recognized in Income (Ineffective Portion and Amount Excluded from  Effectiveness Testing) (a)
Foreign currency forward exchange contracts	$	—	Cost of revenue	$	—	Cost of revenue	$	—

Derivatives Not Designated as Hedging Instruments	Location of Gain or (Loss) Recognized in Income on Derivative	Amount of Gain or (Loss) Recognized in Income on Derivative
Foreign currency forward exchange contracts	Other, net	$	2

___________________________________________

(a)The amount of gain or (loss) recognized in income represents $0 related to the ineffective portion of the hedging relationship and $0 related to the amount excluded from the assessment of hedge effectiveness, for the three months ended September 28, 2012.

The following tables show the effect of the Company’s derivative instruments on the Condensed Consolidated Statement of Comprehensive Income and the Condensed Consolidated Statement of Operations for the three months ended September 30, 2011:

(Dollars in millions)

Derivatives Designated as Cash Flow Hedges	Amount of Gain or (Loss) Recognized in OCI on Derivative (Effective Portion)			Location of Gain or (Loss) Reclassified from Accumulated OCI into income(Effective Portion)	Amount of Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion)		Location of Gain or (Loss) Recognized in Income on Derivative  (Ineffective Portion and Amount Excluded from Effectiveness Testing)	Amount of Gain or (Loss) Recognized in Income (Ineffective Portion and Amount Excluded from  Effectiveness Testing) (a)
Foreign currency forward exchange contracts	$	(14	)	Cost of revenue	$	—	Cost of revenue	$	—

Derivatives Not Designated as Hedging Instruments	Location of Gain or (Loss) Recognized in Income on Derivative	Amount of Gain or (Loss) Recognized in Income on Derivative
Foreign currency forward exchange contracts	Other, net	$	(4	)

___________________________________________

(a)The amount of gain or (loss) recognized in income represents $0 related to the ineffective portion of the hedging relationship and $0 related to the amount excluded from the assessment of hedge effectiveness for the three months ended September 30, 2011.

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Fair Value

3 Months Ended

Sep. 28, 2012

Fair Value Disclosures [Abstract]

Fair Value

Fair Value

Measurement of Fair Value

Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact and it considers assumptions that market participants would use when pricing the asset or liability.

Fair Value Hierarchy

A fair value hierarchy is based on whether the market participant assumptions used in determining fair value are obtained from independent sources (observable inputs) or reflects the Company’s own assumptions of market participant valuation (unobservable inputs). A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels of inputs that may be used to measure fair value:

Level 1 — Quoted prices in active markets that are unadjusted and accessible at the measurement date for identical, unrestricted assets or liabilities;

Level 2 — Quoted prices for identical assets and liabilities in markets that are inactive; quoted prices for similar assets and liabilities in active markets or financial instruments for which significant inputs are observable, either directly or indirectly; or

Level 3 — Prices or valuations that require inputs that are both unobservable and significant to the fair value measurement.

The Company considers an active market to be one in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis, and views an inactive market as one in which there are few transactions for the asset or liability, the prices are not current, or price quotations vary substantially either over time or among market makers.  Where appropriate the Company’s or the counterparty’s non-performance risk is considered in determining the fair values of liabilities and assets, respectively.

Items Measured at Fair Value on a Recurring Basis

The following table presents the Company’s assets and liabilities that are measured at fair value on a recurring basis, excluding accrued interest components, as of September 28, 2012:

	Fair Value Measurements at Reporting Date Using
(Dollars in millions)	Quoted Prices in Active Markets for Identical Instruments (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total Balance
Assets:
Money market funds	$	1,355	$	—	$	—	$	1,355
Equity Securities	43		—		—		43
Commercial paper	—		296		—		296
Corporate bonds	—		208		—		208
U.S. treasuries and agency bonds	—		105		—		105
Certificates of deposit	—		111		—		111
Other debt securities	—		100		—		100
Total cash equivalents and short-term investments	1,398		820		—		2,218
Restricted cash and investments:
Mutual Funds	71		—		—		71
Other debt securities	24		5		—		29
Auction rate securities	—		—		15		15
Derivative assets	$	—	$	1	$	—	$	1
Total assets	$	1,493	$	826	$	15	$	2,334

	Fair Value Measurements at Reporting Date Using
(Dollars in millions)	Quoted Prices in Active Markets for Identical Instruments (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total Balance
Assets:
Cash and cash equivalents	$	1,355	$	387	$	—	$	1,742
Short-term investments	43		433		—		476
Restricted cash and investments	95		5		—		100
Other current assets	—		1		—		1
Other assets, net	—		—		15		15
Total assets	$	1,493	$	826	$	15	$	2,334

The following table presents the Company’s assets and liabilities that are measured at fair value on a recurring basis, excluding accrued interest components, as of June 29, 2012:

	Fair Value Measurements at Reporting Date Using
(Dollars in millions)	Quoted Prices in Active Markets for Identical Instruments (Level 1)		Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)		Total Balance
Assets:
Money market funds	$	1,140	$	—		$	—	$	1,140
Commercial paper	—		393			—		393
Corporate bonds	—		209			—		209
U.S. treasuries and agency bonds	—		99			—		99
Certificates of deposit	—		4			—		4
Other debt securities	—		99			—		99
Total cash equivalents and short-term investments	1,140		804			—		1,944
Restricted cash and investments:
Mutual Funds	66		—			—		66
Other debt securities	25		2			—		27
Auction rate securities	—		—			15		15
Derivative assets	—		2			—		2
Total assets	$	1,231	$	808		$	15	$	2,054
Liabilities:
Derivative liabilities	$	—	$	(2	)	$	—	$	(2	)
Total liabilities	$	—	$	(2	)	$	—	$	(2	)

	Fair Value Measurements at Reporting Date Using
(Dollars in millions)	Quoted Prices in Active Markets for Identical Instruments (Level 1)		Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)		Total Balance
Assets:
Cash and cash equivalents	$	1,140	$	393		$	—	$	1,533
Short-term investments	—		411			—		411
Restricted cash and investments	91		2			—		93
Other current assets	—		2			—		2
Other assets, net	—		—			15		15
Total assets	$	1,231	$	808		$	15	$	2,054
Liabilities:
Accrued expenses	$	—	$	(2	)	$	—	$	(2	)
Total liabilities	$	—	$	(2	)	$	—	$	(2	)

Level 1 assets consist of securities for which quoted prices are available in an active market.

The Company classifies items in Level 2 if the financial asset or liability is valued using observable inputs. The Company uses observable inputs including quoted prices in active markets for similar assets or liabilities.  Level 2 assets include: agency bonds, corporate bonds, commercial paper, municipal bonds, certificates of deposit, international government securities, asset backed securities, mortgage backed securities and U.S. Treasuries. These debt investments are priced using observable inputs and valuation models which vary by asset class.  The Company uses a pricing service to assist in determining the fair values of all of its cash equivalents and short-term investments.  For the cash equivalents and short-term investments in the Company’s portfolio, multiple pricing sources are generally available.  The pricing service uses inputs from multiple industry standard data providers or other third party sources and various methodologies, such as weighting and models, to determine the appropriate price at the measurement date.  The Company corroborates the prices obtained from the pricing service against other independent sources and, as of September 28, 2012, has not found it necessary to make any adjustments to the prices obtained. The Company’s derivative financial instruments are also classified within Level 2.  The Company’s derivative financial instruments consist of foreign currency forward exchange contracts.  The Company recognizes derivative financial instruments in its condensed consolidated financial statements at fair value.  The Company determines the fair value of these instruments by considering the estimated amount it would pay or receive to terminate these agreements at the reporting date.

The Company’s Level 3 assets consist of auction rate securities with a par value of approximately $17 million, all of which are collateralized by student loans guaranteed by the Federal Family Education Loan Program. Beginning in fiscal year 2008, these securities failed to settle at auction and have continued to fail through September 28, 2012. Since there is no active market for these securities, the Company valued them using a discounted cash flow model. The valuation model is based on the income approach and reflects both observable and significant unobservable inputs.

The table below presents a reconciliation of assets measured at fair value on a recurring basis, excluding accrued interest components, using significant unobservable inputs (Level 3) for the three months ended September 28, 2012:

(Dollars in millions)	Auction Rate Securities
Balance at June 29, 2012	$	15
Total net gains (losses) (realized and unrealized):
Realized gains (losses)(1)	—
Unrealized gains (losses)(2)	—
Sales and Settlements	—
Balance at September 28, 2012	$	15

___________________________________________

(1) Realized gains (losses) on auction rate securities are recorded in Other, net in the Condensed Consolidated Statements of Operations.

(2) Unrealized gains (losses) on auction rate securities are recorded as a component of Other comprehensive income (loss) in Accumulated other comprehensive income (loss), which is a component of Shareholders’ equity.

Other Fair Value Disclosures

The Company’s debt is carried at amortized cost.  The fair value of the Company’s debt is derived using the closing price as of the date of valuation, which takes into account the yield curve, interest rates, and other observable inputs.  Accordingly, these fair value measurements are categorized as Level 2. The following table presents the fair value and amortized cost of the Company’s debt in order of maturity:

	September 28, 2012						June 29, 2012
(Dollars in millions)	Carrying Amount			Estimated Fair Value			Carrying Amount		Estimated Fair Value
10.0% Senior Secured Second-Priority Notes due May 2014	$	315		$	351		$	314	$	359
6.8% Senior Notes due October 2016	599			672			599		662
7.75% Senior Notes due December 2018	750			832			750		836
6.875% Senior Notes due May 2020	600			642			600		639
7.00% Senior Notes due November 2021	600			647			600		650
Other	6			6			—		—
	2,870			3,150			2,863		3,146
Less short-term borrowings and current portion of long-term debt	(3		)	(3		)	—		—
Long-term debt, less current portion	$	2,867		$	3,147		$	2,863	$	3,146

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Compensation

3 Months Ended

Sep. 28, 2012

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

Compensation

Compensation

The Company recorded approximately $17 million and $12 million of stock-based compensation during the three months ended September 28, 2012 and September 30, 2011, respectively.

On August 1, 2012, the Company granted performance-based options and restricted share units to its CEO.  The performance-based options cliff vest after three years and are contingent upon continued service and the attainment of a minimum 40% total shareholder return (“TSR"), inclusive of dividends and share price appreciation, over a three-year performance period, which TSR must be sustained for a minimum of 30 consecutive trading days. The performance-based restricted share units cliff vest after three years and are contingent upon continued service and the attainment of a minimum 40% TSR over a three-year performance period, which TSR must be sustained for a minimum of 30 consecutive trading days.Compensation expense related to these restricted units for the three months ended September 28, 2012 was not material.

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Debt (Details) (USD $)	Sep. 28, 2012	Jun. 29, 2012	Jan. 18, 2011
Debt disclosures
Senior secured revolving credit facility			$ 350,000,000
Sub-limit for issuance of letters of credit under revolving credit facility			75,000,000
Revolving credit facility utilized for letters of credit	2,000,000
Long-term debt	2,876,000,000
Current maturities	3,000,000	0
10.0% Senior Secured Second-Priority Notes due May 2014
Debt disclosures
Aggregate principal amount	430,000,000
Stated interest rate (as a percent)	10.00%
6.8% Senior Notes due October 2016
Debt disclosures
Aggregate principal amount	600,000,000
Stated interest rate (as a percent)	6.80%
7.75% Senior Notes due December 2018
Debt disclosures
Aggregate principal amount	750,000,000
Stated interest rate (as a percent)	7.75%
6.875% Senior Notes due May 2020
Debt disclosures
Aggregate principal amount	600,000,000
Stated interest rate (as a percent)	6.875%
7.00% Senior Notes due November 2021 [Member]
Debt disclosures
Aggregate principal amount	600,000,000
Stated interest rate (as a percent)	7.00%
LaCie S.A. [Member]
Debt disclosures
Long-term debt	6,000,000
Current maturities	$ 3,000,000

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Equity (Details 2) (USD $) Share data in Millions, unless otherwise specified	1 Months Ended	3 Months Ended	1 Months Ended
	Sep. 28, 2012	Sep. 28, 2012	Jan. 31, 2012 January 2012 share repurchase program	Apr. 30, 2012 April 2012 share repurchase program
Repurchases of equity securities
Stock repurchase program, additional authorization			$ 1,000,000,000	$ 2,500,000,000
Stock repurchase program, remaining authorized repurchase amount	1,900,000,000
Repurchases of Equity Securities, Number of Shares Repurchased
Number of Shares Repurchased, Repurchased during the three months ended		20
Number of Shares Repurchased, Repurchased through end of period	20	20
Repurchases of Equity Securities, Dollar Value of Shares Repurchased
Dollar Value of Shares Repurchased, Repurchased during the three months ended		669,000,000
Dollar Value of Shares Repurchased, Repurchased through end of period	$ 669,000,000	$ 669,000,000

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Debt (Tables)

3 Months Ended

Sep. 28, 2012

Debt Disclosure [Abstract]

Future principal payments on long-term debt

Fiscal Year
Remainder of 2013	$	2
2014	322
2015	2
2016	—
2017	600
Thereafter	1,950
	$	2,876

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Equity (Tables)

3 Months Ended

Sep. 28, 2012

Equity [Abstract]

Information with respect to repurchases of the Company's shares

(In millions)	Number of Shares Repurchased	Dollar Value of Shares Repurchased
Repurchased during the three months ended September 28, 2012	20	$	669
Repurchased through September 28, 2012	20	$	669

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Fair Value (Details 4) (USD $) In Millions, unless otherwise specified	Sep. 28, 2012	Jun. 29, 2012
Debt Fair Value Disclosures
Long-term debt, less current portion	$ 2,867	$ 2,863
10.0% Senior Secured Second-Priority Notes due May 2014
Debt Fair Value Disclosures
Stated interest rate (as a percent)	10.00%
6.8% Senior Notes due October 2016
Debt Fair Value Disclosures
Stated interest rate (as a percent)	6.80%
7.75% Senior Notes due December 2018
Debt Fair Value Disclosures
Stated interest rate (as a percent)	7.75%
6.875% Senior Notes due May 2020
Debt Fair Value Disclosures
Stated interest rate (as a percent)	6.875%
7.00% Senior Notes due November 2021 [Member]
Debt Fair Value Disclosures
Stated interest rate (as a percent)	7.00%
Carrying Amount
Debt Fair Value Disclosures
Current and noncurrent debt including short-term borrowings	2,870	2,863
Less short-term borrowings and current portion of long-term debt	3	0
Long-term debt, less current portion	2,867	2,863
Carrying Amount | 10.0% Senior Secured Second-Priority Notes due May 2014
Debt Fair Value Disclosures
Current and noncurrent debt including short-term borrowings	315	314
Carrying Amount | 6.8% Senior Notes due October 2016
Debt Fair Value Disclosures
Current and noncurrent debt including short-term borrowings	599	599
Carrying Amount | 7.75% Senior Notes due December 2018
Debt Fair Value Disclosures
Current and noncurrent debt including short-term borrowings	750	750
Carrying Amount | 6.875% Senior Notes due May 2020
Debt Fair Value Disclosures
Current and noncurrent debt including short-term borrowings	600	600
Carrying Amount | 7.00% Senior Notes due November 2021 [Member]
Debt Fair Value Disclosures
Current and noncurrent debt including short-term borrowings	600	600
Carrying Amount | Other Debt [Member]
Debt Fair Value Disclosures
Current and noncurrent debt including short-term borrowings	6	0
Estimated Fair Value
Debt Fair Value Disclosures
Current and noncurrent debt including short-term borrowings	3,150	3,146
Less short-term borrowings and current portion of long-term debt	3	0
Long-term debt, less current portion	3,147	3,146
Estimated Fair Value | 10.0% Senior Secured Second-Priority Notes due May 2014
Debt Fair Value Disclosures
Current and noncurrent debt including short-term borrowings	351	359
Estimated Fair Value | 6.8% Senior Notes due October 2016
Debt Fair Value Disclosures
Current and noncurrent debt including short-term borrowings	672	662
Estimated Fair Value | 7.75% Senior Notes due December 2018
Debt Fair Value Disclosures
Current and noncurrent debt including short-term borrowings	832	836
Estimated Fair Value | 6.875% Senior Notes due May 2020
Debt Fair Value Disclosures
Current and noncurrent debt including short-term borrowings	642	639
Estimated Fair Value | 7.00% Senior Notes due November 2021 [Member]
Debt Fair Value Disclosures
Current and noncurrent debt including short-term borrowings	647	650
Estimated Fair Value | Other Debt [Member]
Debt Fair Value Disclosures
Current and noncurrent debt including short-term borrowings	$ 6	$ 0

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Goodwill and Other Intangible Assets (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Sep. 28, 2012
Changes in carrying amount of goodwill
Balance at the beginning of the period	$ 463
Goodwill acquired	12
Balance at the end of the period	$ 475

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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) In Millions, unless otherwise specified	3 Months Ended
	Sep. 28, 2012	Sep. 30, 2011
OPERATING ACTIVITIES
Net Income	$ 582	$ 140
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	212	182
Share-based compensation	17	12
Loss on redemption of debt	0	5
Gain on sale of property and equipment	(6)	(10)
Gain on sale of strategic investments	(33)	0
Deferred income taxes	(5)	0
Other non-cash operating activities, net	0	10
Changes in operating assets and liabilities:
Accounts receivable, net	648	49
Inventories	110	47
Accounts payable	(373)	(298)
Accrued employee compensation	(132)	(57)
Accrued expenses, income taxes and warranty	(57)	12
Other assets and liabilities	169	68
Net cash provided by operating activities	1,132	160
INVESTING ACTIVITIES
Acquisition of property, equipment and leasehold improvements	(263)	(218)
Proceeds from the sale of property and equipment	4	8
Proceeds from the sale of strategic investments	41	0
Purchases of short-term investments	(74)	(254)
Sales of short-term investments	64	214
Maturities of short-term investments	5	87
Cash used in acquisition of LaCie S.A., net of cash acquired	36	0
Change in restricted cash and investments	(6)	14
Net cash used in investing activities	(265)	(149)
FINANCING ACTIVITIES
Repayments of long-term debt and capital lease obligations	0	(34)
Repurchases of ordinary shares	(639)	(128)
Escrow deposit for acquisition of noncontrolling shares of LaCie S.A.	72	0
Proceeds from issuance of ordinary shares under employee stock plans	157	26
Dividends to shareholders	(127)	(78)
Net cash used in financing activities	(681)	(214)
Effect of foreign currency exchange rate changes on cash and cash equivalents	1	0
Increase (decrease) in cash and cash equivalents	187	(203)
Cash and cash equivalents at the beginning of the period	1,707	2,677
Cash and cash equivalents at the end of the period	$ 1,894	$ 2,474

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Income Taxes

3 Months Ended

Sep. 28, 2012

Income Tax Disclosure [Abstract]

Income Taxes

Income Taxes

The income tax provision of $18 million recorded in the three months ended September 28, 2012 included approximately $7 million of net discrete tax expense primarily associated with the reversal of prior period tax benefits.

The Company’s provision for income taxes recorded for the three months ended September 28, 2012 differed from the provision for income taxes that would be derived by applying the Irish statutory rate of 25% to income before income taxes, primarily due to the net effect of (i) tax benefits related to non-U.S. earnings generated in jurisdictions that are subject to tax holidays or tax incentive programs and are considered indefinitely reinvested outside of Ireland and (ii) a decrease in valuation allowance for certain U.S. deferred tax assets.

During the three months ended September 28, 2012, the Company's unrecognized tax benefits excluding interest and penalties increased by $11 million to $146 million. The unrecognized tax benefits that, if recognized, would impact the effective tax rate were $146 million at September 28, 2012, subject to certain future valuation allowance reversals. During the 12 months beginning September 29, 2012, the Company expects to reduce its unrecognized tax benefits by approximately $5 million primarily as a result of the expiration of certain statutes of limitation.

The income tax provision of $12 million recorded in the three months ended September 30, 2011 included approximately $2 million of net discrete tax benefits from the release of tax reserves associated with the expiration of certain statutes of limitation.

The Company’s provision for income taxes recorded for the three months ended September 30, 2011 differed from the provision for income taxes that would be derived by applying the Irish statutory rate of 25% to income before income taxes, primarily due to the net effect of (i) tax benefits related to non-U.S. earnings generated in jurisdictions that are subject to tax holidays or tax incentive programs and are considered indefinitely reinvested outside of Ireland, (ii) a decrease in valuation allowance for certain deferred tax assets, (iii) the release of tax reserves as a result of the expiration of statutes of limitation, and (iv) tax expense related to intercompany transactions.

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Guarantees (Tables)

3 Months Ended

Sep. 28, 2012

Guarantees [Abstract]

Product Warranty

	For the Three Months Ended
(Dollars in millions)	September 28, 2012			September 30, 2011
Balance, beginning of period	$	363		$	348
Warranties issued	48			43
Repairs and replacements	(84		)	(58		)
Changes in liability for pre-existing warranties, including expirations	7			1
Warranty liability assumed from LaCie S.A.	3			—
Balance, end of period	$	337		$	334

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Acquisitions-HDD FV of acquisition (Details) (Samsung's Hard Disk Drive (HDD) operations, USD $) In Millions, unless otherwise specified	1 Months Ended
	Dec. 30, 2011 Y	Dec. 19, 2011	Jul. 01, 2011
Samsung's Hard Disk Drive (HDD) operations
Business acquisition information
Fair value of consideration transferred		$ 1,140
Cash paid for consideration		571
Cash paid as a deposit			10
Ordinary shares included in consideration	45.2
Fair value of ordinary shares included in consideration		569
Percentage of discount on market price for lack of marketability		16.50%
Restriction on trading of shares issued period	1
Assets Acquired and Liabilities Assumed
Inventories		141
Equipment		76
Intangible assets		580
Other assets		28
Total Assets		825
Warranty liability		72
Other liabilities		45
Total Liabilities		117
Net identifiable assets acquired		708
Goodwill		432
Total purchase price		$ 1,140

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Balance Sheet Information (Tables)

3 Months Ended

Sep. 28, 2012

Disclosure Text Block Supplement [Abstract]

Summary of fair value and amortized cost of investments, by major type

(Dollars in millions)	Amortized Cost		Unrealized Gain/(Loss)			Fair Value
Available-for-sale securities:
Money market funds	$	1,372	$	—		$	1,372
Commercial paper	296		—			296
Corporate bonds	206		2			208
U.S. treasuries and agency bonds	105		—			105
Certificates of deposit	116		—			116
Auction rate securities	17		(2		)	15
Equity securities	19		24			43
Other debt securities	99		1			100
	2,230		25			2,255
Trading securities	75		3			78
Total	$	2,305	$	28		$	2,333
Included in Cash and cash equivalents						$	1,742
Included in Short-term investments						476
Included in Restricted cash and investments						100
Included in Other assets, net						15
Total						$	2,333

(Dollars in millions)	Amortized Cost		Unrealized Gain/(Loss)			Fair Value
Available-for-sale securities:
Money market funds	$	1,158	$	—		$	1,158
Commercial paper	393		—			393
Corporate bonds	208		1			209
U.S. treasuries and agency bonds	98		1			99
Certificates of deposit	6		—			6
Auction rate securities	17		(2		)	15
Other debt securities	99		(1		)	98
	1,979		(1		)	1,978
Trading securities	73		—			73
Total	$	2,052	$	(1	)	$	2,051
Included in Cash and cash equivalents						$	1,532
Included in Short-term investments						411
Included in Restricted cash and investments						93
Included in Other assets, net						15
Total						$	2,051

Fair value and amortized cost of available-for-sale securities by contractual maturity

(Dollars in millions)	Amortized Cost		Fair Value
Due in less than 1 year	$	1,840	$	1,840
Due in 1 to 3 years	354		357
Thereafter	17		15
Total	$	2,211	$	2,212

Inventories

(Dollars in millions)	September 28, 2012		June 29, 2012
Raw materials and components	$	216	$	265
Work-in-process	198		245
Finished goods	431		399
	$	845	$	909

Other Current Assets

(Dollars in millions)	September 28, 2012		June 29, 2012
Vendor non-trade receivables	$	404	$	601
Other	234		166
	$	638	$	767

Property, Equipment and Leasehold Improvements, net

(Dollars in millions)	September 28, 2012			June 29, 2012
Property, equipment and leasehold improvements	$	8,101		$	8,020
Accumulated depreciation and amortization	(5,858		)	(5,736		)
	$	2,243		$	2,284