Borrowings



	Effective Interest Rate		November 4, 2018			October 29, 2017

			(In millions)
2017 Senior Notes
2.375% notes due January 2020	2.615	%	$	2,750		$	2,750
3.000% notes due January 2022	3.214	%	3,500			3,500
3.625% notes due January 2024	3.744	%	2,500			2,500
3.875% notes due January 2027	4.018	%	4,800			4,800
2.200% notes due January 2021	2.406	%	750			750
2.650% notes due January 2023	2.781	%	1,000			1,000
3.125% notes due January 2025	3.234	%	1,000			1,000
3.500% notes due January 2028	3.596	%	1,250			1,250
			17,550			17,550
Assumed BRCM Senior Notes
2.70% notes due November 2018	2.700	%	—			117
2.50% - 4.50% notes due August 2022 - August 2034	2.50% - 4.50%		22			22
			22			139
Assumed Brocade Convertible Notes
1.375% convertible notes due January 2020	0.628	%	37			—
Total principal amount outstanding			17,609			17,689
Less: Unaccreted discount and unamortized debt issuance costs			(116		)	(141		)
Carrying value of debt			$	17,493		$	17,548

2017 Senior Notes

During fiscal year 2017, BRCM and Broadcom Cayman Finance Limited, or together with BRCM referred to as the Subsidiary Issuers, issued $17,550 million of senior unsecured notes, or the 2017 Senior Notes. Our 2017 Senior Notes were fully and unconditionally guaranteed, jointly and severally, on an unsecured, unsubordinated basis by Broadcom-Singapore and the Partnership, subject to certain release conditions described in the indenture governing the 2017 Senior Notes, or the 2017 Indentures. On April 9, 2018, Broadcom, or Parent Guarantor, became a guarantor of the 2017 Senior Notes and entered into supplemental indentures with the Subsidiary Issuers and the trustee of the 2017 Senior Notes. At that time, Broadcom-Singapore, a guarantor at the issuance of the 2017 Senior Notes, became an indirect wholly-owned subsidiary of Broadcom and a subsidiary guarantor, or Subsidiary Guarantor, together with Parent Guarantor referred to as the Guarantors. In addition, the Partnership was released from its guarantee of the 2017 Senior Notes under each of the 2017 Indentures in accordance with their terms. Each series of 2017 Senior Notes pays interest semi-annually in cash in arrears on January 15 and July 15 of each year. As of November 4, 2018 and October 29, 2017, we accrued interest payable of $165 million and $136 million, respectively.

We may redeem all or a portion of our 2017 Senior Notes at any time prior to their maturity, subject to a specified make-whole premium as set forth in the 2017 Indentures. In the event of a change of control triggering event, holders of our 2017 Senior Notes will have the right to require us to purchase for cash, all or a portion of their 2017 Senior Notes at a redemption price of 101% of the aggregate principal amount plus accrued and unpaid interest. The 2017 Indentures also contain covenants that restrict, among other things, the ability of Broadcom and its subsidiaries to incur certain secured debt and to consummate certain sale and leaseback transactions and restrict the ability of the Parent Guarantor, the Subsidiary Issuers and the Subsidiary Guarantor to merge, consolidate or sell all or substantially all of their assets.

During fiscal year 2018, substantially all of the 2017 Senior Notes were tendered and exchanged for notes registered with the U.S. Securities and Exchange Commission, or SEC, with substantially identical terms.

We were in compliance with all of the covenants related to the 2017 Senior Notes as of November 4, 2018.

Assumed BRCM Senior Notes

As a result of the Broadcom Merger, we assumed $1,614 million of BRCM’s outstanding senior unsecured notes, or the Assumed BRCM Senior Notes, at fair value on the Broadcom Acquisition Date. During fiscal years 2018 and 2016, we repaid $117 million and $1,475 million of the Assumed BRCM Senior Notes, respectively.

We were in compliance with all of the covenants related to the Assumed BRCM Senior Notes as of November 4, 2018.

Assumed Brocade Debt

As a result of the Brocade Merger, we assumed $575 million in aggregate principal amount of Brocade’s 1.375% convertible senior unsecured notes due 2020, or the Assumed Brocade Convertible Notes. The Brocade Merger was a “fundamental change” as well as a “make-whole fundamental change” as defined under the terms of the indenture governing the Assumed Brocade Convertible Notes. Accordingly, the holders of the Assumed Brocade Convertible Notes received the right to require us to repurchase their notes for cash. During fiscal year 2018, we repurchased $537 million in aggregate principal amount for $548 million at a conversion rate of $1,018 for each $1,000 of principal surrendered for conversion. The remaining outstanding Assumed Brocade Convertible Notes are convertible into cash at a conversion rate of $812 for each $1,000 of principal. We were in compliance with all of the covenants related to the Assumed Brocade Convertible Notes as of November 4, 2018.

We also assumed $300 million of Brocade’s 4.625% senior unsecured notes due 2023. On January 16, 2018, we redeemed all of these outstanding notes for a total payment of $308 million.

Fair Value of Debt

As of November 4, 2018, the estimated aggregate fair value of our borrowings was $16,627 million, which was classified as Level 2 as we used quoted prices from less active markets.

Future Principal Payments of Debt

The future contractual maturities of borrowings as of November 4, 2018 are as follows:



Fiscal Year:	Future Scheduled Principal Payments
	(In millions)
2019	$	—
2020	2,787
2021	750
2022	3,509
2023	1,000
Thereafter	9,563
Total	$	17,609