Restructuring and Acquisition-Related Charges

In 2013, 2012 and 2011, we incurred restructuring and acquisition-related charges of $224 million, $110 million and $97 million, respectively. In 2013, EMC incurred $139 million of restructuring charges, primarily related to our current year restructuring programs and $8 million of charges in connection with acquisitions for financial, advisory, legal and accounting services. In 2012, EMC incurred $101 million of net restructuring charges, comprising of $109 million related to our 2012 restructuring programs and an adjustment of $8 million related to other programs. In addition, we incurred $9 million of charges in connection with acquisitions for financial, advisory, legal and accounting services. In 2011, EMC incurred $86 million of restructuring charges, of which $63 million primarily related to our 2011 restructuring program, and $11 million of charges in connection with acquisitions for financial, advisory, legal and accounting services. In 2013, VMware incurred $54 million of restructuring charges related to workforce reductions as part of its current year restructuring program and $5 million of charges in connection with acquisitions for financial, advisory, legal and accounting services. In addition, VMware incurred $18 million of impairment charges related to its business realignment in 2013. VMware had no such charges in 2012 or 2011.

During 2013, 2012 and 2011, EMC implemented restructuring programs to create further operational efficiencies which will result or have resulted in workforce reductions of approximately 1,917, 1,163 and 787 positions, respectively. The actions impact positions around the globe covering our Information Storage, RSA Information Security and Information Intelligence Group segments. All of these actions are expected to be completed or were completed within a year of the start of each program.

During 2013, VMware approved and initiated a business realignment plan to streamline its operations. The plan included the elimination of approximately 710 positions across all major functional groups and geographies. All of these actions are expected to be completed within a year of the start of the program.

During 2013, 2012 and 2011, we recognized $18 million, $21 million and $26 million, respectively, of lease termination costs for facilities vacated in the period in accordance with our plan as part of all of our restructuring programs and for costs associated with terminating other contractual obligations. These costs are expected to be utilized by the end of 2015. The remaining cash portion owed for these programs in 2014 is approximately $9 million, plus an additional $5 million over the period from 2015 and beyond.

In January 2014, EMC announced a restructuring plan which consists of a reduction in force impacting our Information Storage, RSA Information Security and Information Intelligence Group segments which will be substantially completed by the end of the first quarter of 2014 and fully completed by the end of 2014. The total charge resulting from this plan is expected to be approximately $100 million to $120 million, with total cash payments associated with the plan expected to be in the range of $95 million to $114 million.

The activity for the restructuring programs is presented below (tables in millions):

Twelve Months Ended, December 31, 2013:



2013 EMC Program
Category	Balance as of December 31, 2012		2013 Charges		Utilization			Balance as of December 31, 2013
Workforce reductions	$	—	$	130	$	(82	)	$	48
Consolidation of excess facilities and other contractual obligations	—		7		(6		)	1
Total	$	—	$	137	$	(88	)	$	49



2013 VMware Program
Category	Balance as of December 31, 2012		2013 Charges		Utilization			Balance as of December 31, 2013
Workforce reductions	$	—	$	54	$	(54	)	$	—
Consolidation of excess facilities and other contractual obligations	—		—		—			—
Total	$	—	$	54	$	(54	)	$	—



Other EMC Programs
Category	Balance as of December 31, 2012		Adjustments to the Provision			Utilization			Balance as of December 31, 2013
Workforce reductions	$	63	$	(9	)	$	(36	)	$	18
Consolidation of excess facilities and other contractual obligations	28		11			(16		)	23
Total	$	91	$	2		$	(52	)	$	41

Twelve Months Ended, December 31, 2012:



Category	Balance as of December 31, 2011		2012 Charges		Utilization			Balance as of December 31, 2012
Workforce reductions	$	50	$	80	$	(67	)	$	63
Consolidation of excess facilities and other contractual obligations	30		21		(23		)	28
Total	$	80	$	101	$	(90	)	$	91

Twelve Months Ended, December 31, 2011:



Category	Balance as of December 31, 2010		2011 Charges		Utilization			Balance as of December 31, 2011
Workforce reductions	$	54	$	60	$	(64	)	$	50
Consolidation of excess facilities and other contractual obligations	28		26		(24		)	30
Total	$	82	$	86	$	(88	)	$	80

In connection with VMware's business realignment plan, during the year ended December 31, 2013, VMware recognized cumulative pre-tax gains of $44 million relating to the disposition of certain lines of business that were no longer aligned with VMware's core business priorities. These cumulative pre-tax gains included a pre-tax gain of $12 million from the sale of certain assets relating to a previous acquisition, Zimbra, in exchange for cash and equity. The gains recognized in connection with these dispositions were recorded to other income (expense), net on the consolidated income statements for the year ended December 31, 2013.