LONG-TERM DEBT AND OTHER BORROWINGS (Tables)
|
9 Months Ended |
Mar. 25, 2018 |
Debt Disclosure [Abstract] |
|
Schedule of Outstanding Debt |
As of March 25, 2018, and June 25, 2017, the Company’s outstanding debt consisted of the following: | | | | | | | | | | | | | | | | March 25, 2018 | | June 25, 2017 | | Amount (in thousands) | | Effective Interest Rate | | Amount (in thousands) | | Effective Interest Rate | Fixed-rate 1.25% Convertible Notes Due May 15, 2018 ("2018 Notes") | $ | 171,491 |
| (1) | 5.27 | % | | $ | 447,436 |
| (2) | 5.27 | % | Fixed-rate 2.75% Senior Notes Due March 15, 2020 ("2020 Notes") | 500,000 |
| | 2.88 | % | | 500,000 |
| | 2.88 | % | Fixed-rate 2.80% Senior Notes Due June 15, 2021 ("2021 Notes") | 800,000 |
| | 2.95 | % | | 800,000 |
| | 2.95 | % | Fixed-rate 3.80% Senior Notes Due March 15, 2025 ("2025 Notes") | 500,000 |
| | 3.87 | % | | 500,000 |
| | 3.87 | % | Fixed-rate 2.625% Convertible Notes Due May 15, 2041 ("2041 Notes") | 332,874 |
| (1) | 4.28 | % | | 631,074 |
| (2) | 4.28 | % | Commercial paper | 999,925 |
| | 2.21 | % | (3) | — |
| | — |
| Total debt outstanding, at par | 3,304,290 |
| | | | 2,878,510 |
| | | Unamortized discount | (88,847 | ) | | | | (178,589 | ) | | | Fair value adjustment - interest rate contracts | (28,907 | ) | | | | (10,102 | ) | | | Unamortized bond issuance costs | (2,069 | ) | | | | (3,161 | ) | | | Total debt outstanding, at carrying value | $ | 3,184,467 |
| | | | $ | 2,686,658 |
| | | Reported as: | | | | | | | | Current portion of long-term debt, and commercial paper | $ | 1,422,594 |
| (4) | | | $ | 907,827 |
| (4) | | Long-term debt | 1,761,873 |
| | | | 1,778,831 |
| | | Total debt outstanding, at carrying value | $ | 3,184,467 |
| | | | $ | 2,686,658 |
| | |
____________________________ (1) As of March 25, 2018, these notes were convertible at the option of the bondholder, as a result of the condition described in (4) below. Upon closure of the conversion period, the 2041 Notes not converted will be reclassified back into noncurrent liabilities and the temporary equity will be reclassified into permanent equity. (2) As of June 25, 2017, these notes were convertible at the option of the bond holder, as a result of the condition described in (4) below. (3) Represents the weighted average effective interest rate for all outstanding balances as of March 25, 2018. (4) As of the report date, the market value of the Company’s Common Stock was greater than 130% of the convertible notes conversion price for 20 or more of the 30 consecutive trading days preceding the quarter-end. As a result, the 2041 Notes were classified in current liabilities and a portion of the equity component, associated with the convertible notes representing the unamortized discount, was classified in temporary equity on the Company’s Consolidated Balance Sheets.
|
Components of Convertible Notes |
Selected additional information regarding the Convertible Notes outstanding as of March 25, 2018, and June 25, 2017, is as follows: | | | | | | | | | | | | | | | | | | March 25, 2018 | | June 25, 2017 | 2018 Notes | | 2041 Notes | | 2018 Notes | | 2041 Notes | (in thousands, except years, percentages, conversion rate, and conversion price) | Carrying amount of permanent equity component, net of tax | $ | 96,282 |
| | $ | 158,610 |
| | $ | 89,604 |
| | $ | 156,374 |
| Carrying amount of temporary equity component, net of tax | $ | 848 |
| | $ | 80,125 |
| | $ | 15,186 |
| | $ | 154,675 |
| Remaining amortization period (years) | 0.1 |
| | 23.1 |
| | 0.8 |
| | 23.8 |
| Fair Value of Notes (Level 2) | $ | 600,234 |
| | $ | 2,024,004 |
| | | | | Conversion rate (shares of common stock per $1,000 principal amount of notes) | 16.7023 |
| | 29.9741 |
| | | | | Conversion price (per share of common stock) | $ | 59.87 |
| | $ | 33.36 |
| | | | | If-converted value in excess of par value | $ | 408,901 |
| | $ | 1,688,887 |
| | | | | Estimated share dilution using average quarterly stock price $196.79 per share | 1,993 |
| | 8,286 |
| | | | |
|
Warrants and Convertible Note Hedge Arrangements |
The following table presents the details of the warrants and convertible note hedge arrangements as of March 25, 2018: | | | | | 2018 Notes | (shares in thousands) | Warrants: | | Underlying shares | 7,516 |
| Estimated share dilution using average quarterly stock price $196.79 per share | 4,755 |
| Exercise price | $72.30 | Expiration date range | August 15 - October 24, 2018 |
| Convertible Note Hedge: | | Number of shares available from counterparties | 2,864 |
| Exercise price | $59.87 |
|
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments |
Selected additional information regarding the Senior Notes outstanding as of March 25, 2018, is as follows: | | | | | | | | Remaining Amortization period | | Fair Value of Notes (Level 2) | | (years) | | (in thousands) | 2020 Notes | 2.0 | | $ | 498,720 |
| 2021 Notes | 3.2 | | $ | 791,512 |
| 2025 Notes | 7.0 | | $ | 503,910 |
|
|
Schedule of Recognized Interest Cost Relating to Both Contractual Interest Coupon and Amortization of Discount on Liability Component of Notes |
The following table presents the amount of interest cost recognized relating to both the contractual interest coupon and amortization of the debt discount, issuance costs, and effective portion of interest rate contracts with respect to the Convertible Notes, the Senior Notes, the term loan agreement, commercial paper, and the revolving credit facility during the three and nine months ended March 25, 2018, and March 26, 2017. | | | | | | | | | | | | | | | | | | Three Months Ended | | Nine Months Ended | March 25, 2018 | | March 26, 2017 | | March 25, 2018 | | March 26, 2017 | (in thousands) | Contractual interest coupon | $ | 20,663 |
| | $ | 19,443 |
| | $ | 57,246 |
| | $ | 76,777 |
| Amortization of interest discount | 2,860 |
| | 5,654 |
| | 10,374 |
| | 17,241 |
| Amortization of issuance costs | 561 |
| | 482 |
| | 1,590 |
| | 1,931 |
| Effect of interest rate contracts, net | 51 |
| | (672 | ) | | (552 | ) | | (4,296 | ) | Total interest cost recognized | $ | 24,135 |
| | $ | 24,907 |
| | $ | 68,658 |
| | $ | 91,653 |
|
|