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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
| | | | | | | | | | | |
| ☑ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
| | For the quarterly period ended | September 28, 2024 |
or
| | | | | | | | |
| ☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
| | For the transition period from to |
Commission File Number: 000-06217
INTEL CORPORATION
(Exact name of registrant as specified in its charter)
| | | | | | | | | | | | | | |
| Delaware | | | 94-1672743 |
(State or other jurisdiction of incorporation or organization) | | (I.R.S. Employer Identification No.) |
| | | | |
2200 Mission College Boulevard, | Santa Clara, | California | | 95054-1549 |
(Address of principal executive offices) | | (Zip Code) |
(408) 765-8080
(Registrant’s telephone number, including area code)
N/A
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class | Trading symbol(s) | Name of each exchange on which registered |
Common stock, $0.001 par value | INTC | Nasdaq Global Select Market |
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 ☑ No ¨
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files). Yes ☑ No ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.
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Large accelerated filer | | Accelerated filer | | Non-accelerated filer | | Smaller reporting company | Emerging growth company |
☑
| | ¨ | | ¨ | | ☐ | ☐ |
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☑
As of October 25, 2024, the registrant had outstanding 4,313 million shares of common stock.
Table of Contents
Organization of Our Form 10-Q
The order and presentation of content in our Form 10-Q differs from the traditional SEC Form 10-Q format. Our format is designed to improve readability and better present how we organize and manage our business. See "Form 10-Q Cross-Reference Index" within Risk Factors and Other Key Information for a cross-reference index to the traditional SEC Form 10-Q format.
We have defined certain terms and abbreviations used throughout our Form 10-Q in "Key Terms" within the Consolidated Condensed Financial Statements and Supplemental Details.
The preparation of our Consolidated Condensed Financial Statements is in conformity with US GAAP. Our Form 10-Q includes key metrics that we use to measure our business, some of which are non-GAAP measures. See "Non-GAAP Financial Measures" within MD&A for an explanation of these measures and why management uses them and believes they provide investors with useful supplemental information. | | | | | | | | | | | |
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Forward-Looking Statements | |
Availability of Company Information | |
A Quarter in Review | |
Consolidated Condensed Financial Statements and Supplemental Details | |
| Consolidated Condensed Statements of Income | |
| Consolidated Condensed Statements of Comprehensive Income | |
| Consolidated Condensed Balance Sheets | |
| Consolidated Condensed Statements of Cash Flows | |
| Consolidated Condensed Statements of Stockholders' Equity | |
| Notes to Consolidated Condensed Financial Statements | |
| Key Terms | |
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Management's Discussion and Analysis (MD&A) | |
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| Operating Segments Trends and Results | |
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| Consolidated Condensed Results of Operations | |
| Liquidity and Capital Resources | |
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| Non-GAAP Financial Measures | |
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Risk Factors and Other Key Information | |
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| Risk Factors | |
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| Quantitative and Qualitative Disclosures About Market Risk | |
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| Controls and Procedures | |
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| Issuer Purchases of Equity Securities | |
| Rule 10b5-1 Trading Arrangements | |
| Disclosure Pursuant to Section 13(r) of the Securities Exchange Act of 1934 | |
| Exhibits | |
| Form 10-Q Cross-Reference Index | |
Forward-Looking Statements
This Form 10-Q contains forward-looking statements that involve a number of risks and uncertainties. Words such as "accelerate", "achieve", "aim", "ambitions", "anticipate", "believe", "committed", "continue", "could", "designed", "estimate", "expect", "forecast", "future", "goals", "grow", "guidance", "intend", "likely", "may", "might", "milestones", "next generation", "objective", "on track", "opportunity", "outlook", "pending", "plan", "position", "possible", "potential", "predict", "progress", "ramp", "roadmap", "seek", "should", "strive", "targets", "to be", "upcoming", "will", "would", and variations of such words and similar expressions are intended to identify such forward-looking statements, which may include statements regarding:
▪our business plans and strategy and anticipated benefits therefrom, including with respect to our IDM 2.0 strategy, Smart Capital strategy, partnerships with Apollo and Brookfield, internal foundry model, updated reporting structure, and AI strategy;
▪projections of our future financial performance, including future revenue, gross margins, capital expenditures, and cash flows;
▪projected costs and yield trends;
▪future cash requirements, the availability, uses, sufficiency, and cost of capital resources, and sources of funding, including for future capital and R&D investments and for returns to stockholders, such as stock repurchases and dividends, and credit ratings expectations;
▪future products, services, and technologies, and the expected goals, timeline, ramps, progress, availability, production, regulation, and benefits of such products, services, and technologies, including future process nodes and packaging technology, product roadmaps, schedules, future product architectures, expectations regarding process performance, per-watt parity, and metrics, and expectations regarding product and process leadership;
▪investment plans and impacts of investment plans, including in the US and abroad;
▪internal and external manufacturing plans, including future internal manufacturing volumes, manufacturing expansion plans and the financing therefor, and external foundry usage;
▪future production capacity and product supply;
▪supply expectations, including regarding constraints, limitations, pricing, and industry shortages;
▪plans and goals related to Intel's foundry business, including with respect to anticipated customers, future manufacturing capacity and service, technology, and IP offerings;
▪expected timing and impact of acquisitions, divestitures, and other significant transactions, including the sale of our NAND memory business;
▪expected completion and impacts of restructuring activities and cost-saving or efficiency initiatives;
▪future social and environmental performance goals, measures, strategies, and results;
▪our anticipated growth, future market share, and trends in our businesses and operations;
▪projected growth and trends in markets relevant to our businesses;
▪anticipated trends and impacts related to industry component, substrate, and foundry capacity utilization, shortages, and constraints;
▪expectations regarding government incentives;
▪future technology trends and developments, such as AI;
▪future macro environmental and economic conditions;
▪geopolitical tensions and conflicts and their potential impact on our business;
▪tax- and accounting-related expectations;
▪expectations regarding our relationships with certain sanctioned parties; and
▪other characterizations of future events or circumstances.
Such statements involve many risks and uncertainties that could cause our actual results to differ materially from those expressed or implied, including those associated with:
▪the high level of competition and rapid technological change in our industry;
▪the significant long-term and inherently risky investments we are making in R&D and manufacturing facilities that may not realize a favorable return;
▪the complexities and uncertainties in developing and implementing new semiconductor products and manufacturing process technologies;
▪our ability to time and scale our capital investments appropriately and successfully secure favorable alternative financing arrangements and government grants;
▪implementing new business strategies and investing in new businesses and technologies;
▪changes in demand for our products;
▪macroeconomic conditions and geopolitical tensions and conflicts, including geopolitical and trade tensions between the US and China, the impacts of Russia's war on Ukraine, tensions and conflict affecting Israel and the Middle East, and rising tensions between mainland China and Taiwan;
▪the evolving market for products with AI capabilities;
▪our complex global supply chain, including from disruptions, delays, trade tensions and conflicts, or shortages;
▪product defects, errata and other product issues, particularly as we develop next-generation products and implement next-generation manufacturing process technologies;
▪potential security vulnerabilities in our products;
▪increasing and evolving cybersecurity threats and privacy risks;
▪IP risks including related litigation and regulatory proceedings;
▪the need to attract, retain, and motivate key talent;
▪strategic transactions and investments;
▪sales-related risks, including customer concentration and the use of distributors and other third parties;
▪our significantly reduced return of capital in recent years;
▪our debt obligations and our ability to access sources of capital;
▪complex and evolving laws and regulations across many jurisdictions;
▪fluctuations in currency exchange rates;
▪changes in our effective tax rate;
▪catastrophic events;
▪environmental, health, safety, and product regulations;
▪our initiatives and new legal requirements with respect to corporate responsibility matters; and
▪other risks and uncertainties described in this report, our 2023 Form 10-K and our other filings with the SEC.
Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. Readers are urged to carefully review and consider the various disclosures made in this Form 10-Q and in other documents we file from time to time with the SEC that disclose risks and uncertainties that may affect our business.
Unless specifically indicated otherwise, the forward-looking statements in this Form 10-Q do not reflect the potential impact of any divestitures, mergers, acquisitions, or other business combinations that have not been completed as of the date of this filing. In addition, the forward-looking statements in this Form 10-Q are based on management's expectations as of the date of this filing, unless an earlier date is specified, including expectations based on third-party information and projections that management believes to be reputable. We do not undertake, and expressly disclaim any duty, to update such statements, whether as a result of new information, new developments, or otherwise, except to the extent that disclosure may be required by law.
Availability of Company Information
We use our Investor Relations website, www.intc.com, as a routine channel for distribution of important, and often material, information about us, including our quarterly and annual earnings results and presentations, press releases, announcements, information about upcoming webcasts, analyst presentations, and investor days, archives of these events, financial information, corporate governance practices, and corporate responsibility information. We also post our filings on this website the same day they are electronically filed with, or furnished to, the SEC, including our annual and quarterly reports on Forms 10-K and 10-Q and current reports on Form 8-K, our proxy statements, and any amendments to those reports. All such information is available free of charge. Our Investor Relations website allows interested persons to sign up to automatically receive e-mail alerts when we post financial information and issue press releases, and to receive information about upcoming events. We encourage interested persons to follow our Investor Relations website in addition to our filings with the SEC to timely receive information about the company.
Intel, the Intel logo, Intel Core, Gaudi, Xeon and Altera are trademarks of Intel Corporation or its subsidiaries in the US and/or other countries.
* Other names and brands may be claimed as the property of others.
Total revenue of $13.3 billion was down $874 million from Q3 2023, as CCG revenue decreased 7%, Altera® revenue decreased 44%, and external Intel Foundry revenue decreased 79%, partially offset by an increase in DCAI revenue of 9%. Our consolidated results of operations were materially impacted by non-cash impairments and the acceleration of depreciation for certain manufacturing assets, a substantial majority of which related to our Intel 7 process node, restructuring charges resulting from our 2024 Restructuring Plan, non-cash impairments of goodwill and certain other assets, as well as non-cash charges related to a valuation allowance recognized against our net deferred tax assets in Q3 2024.
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Revenue | | Gross Margin | | Diluted EPS attributable to Intel | | Cash Flows |
■ GAAP $B | | ■ GAAP ■ Non-GAAP | | ■ GAAP ■ Non-GAAP | | ■ Operating Cash Flow $B ■ Adjusted Free Cash Flow $B |
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$13.3B | | 15.0% | | 18.0% | | $(3.88) | | $(0.46) | | $5.1B | | $(0.7)B |
GAAP | | GAAP | | non-GAAP1 | | GAAP | | non-GAAP1 | | GAAP | | non-GAAP1 |
Revenue down $874M or 6% from Q3 2023 | | Gross margin down 27.5 ppts from Q3 2023 | | Gross margin down 27.8 ppts from Q3 2023 | | Diluted EPS attributable to Intel down $3.95 from Q3 2023 | | Diluted EPS attributable to Intel down $0.87 from Q3 2023 | | Operating cash flow down $1.7B or 25% from Q3 2023 | | Adjusted free cash flow improved by $9.8B or 93% from Q3 2023 |
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Lower CCG, Altera, and external Intel Foundry revenue, partially offset by higher DCAI revenue. | | Lower GAAP gross margin from non-cash impairments and accelerated depreciation, and higher unit costs. | | Lower GAAP EPS attributable to non-cash charges related to valuation allowances recorded against our net deferred tax assets, higher cash and non-cash restructuring and other charges, and non-cash impairments and accelerated depreciation for certain manufacturing assets. | | Lower cash provided by operating activities was driven by higher net loss, partially offset by favorable non-cash operating cash flow adjustments and changes in working capital. |
Key Developments
▪We continued to advance our previously-announced cost-reduction measures by effectuating the 2024 Restructuring Plan, including reductions in headcount by 16,500 employees, other operating expenditures, capital expenditures, and cost of sales, with respect to which we recognized restructuring charges of $2.8 billion in Q3 2024.
▪Our consolidated results of operations were also materially impacted in Q3 2024 by the following charges:
▪$3.1 billion of charges, substantially all of which were recognized in cost of sales, related to non-cash impairments and the acceleration of depreciation for certain manufacturing assets, a substantial majority of which related to our Intel 7 process node;
▪$2.9 billion of non-cash charges associated with the impairment of goodwill for certain of our reporting units as well as certain acquired intangible assets; and
▪$9.9 billion of non-cash charges that substantially related to valuation allowances recorded to our net deferred tax assets.
▪We announced our intention to establish Intel Foundry as an independent subsidiary. This structure provides clearer separation for external foundry customers and suppliers between Intel Foundry and our Intel Products businesses. It also gives us future flexibility to evaluate independent sources of funding and optimize the capital structure of Intel Foundry and our Intel Products businesses to maximize growth and stockholder value.
▪We were awarded up to $3.0 billion in direct funding under the CHIPS and Science Act for the Secure Enclave program, which is designed to expand the trusted manufacturing of leading-edge semiconductors for the U.S. government.
▪We launched our latest family of x86 processors, the Intel® Core™ Ultra 200V series processors, which deliver exceptional performance, breakthrough x86 power efficiency, improved graphics performance, no-compromise application compatibility, enhanced security and competitive AI compute capabilities.
▪We announced our next-generation of AI solutions with the launch of the Intel® Xeon® 6 processor with Performance-cores and the Intel® Gaudi® 3 AI accelerator.
1 See "Non-GAAP Financial Measures" within MD&A.
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Consolidated Condensed Statements of Income | |
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| | Three Months Ended | | Nine Months Ended |
(In Millions, Except Per Share Amounts; Unaudited) | | Sep 28, 2024 | | Sep 30, 2023 | | Sep 28, 2024 | | Sep 30, 2023 |
Net revenue | | $ | 13,284 | | | $ | 14,158 | | | $ | 38,841 | | | $ | 38,822 | |
Cost of sales | | 11,287 | | | 8,140 | | | 27,080 | | | 24,158 | |
Gross margin | | 1,997 | | | 6,018 | | | 11,761 | | | 14,664 | |
Research and development | | 4,049 | | | 3,870 | | | 12,670 | | | 12,059 | |
Marketing, general, and administrative | | 1,383 | | | 1,340 | | | 4,268 | | | 4,017 | |
Restructuring and other charges | | 5,622 | | | 816 | | | 6,913 | | | 1,080 | |
Operating expenses | | 11,054 | | | 6,026 | | | 23,851 | | | 17,156 | |
Operating income (loss) | | (9,057) | | | (8) | | | (12,090) | | | (2,492) | |
Gains (losses) on equity investments, net | | (159) | | | (191) | | | (74) | | | (46) | |
Interest and other, net | | 130 | | | 147 | | | 355 | | | 512 | |
Income (loss) before taxes | | (9,086) | | | (52) | | | (11,809) | | | (2,026) | |
Provision for (benefit from) taxes | | 7,903 | | | (362) | | | 7,271 | | | (1,041) | |
Net income (loss) | | (16,989) | | | 310 | | | (19,080) | | | (985) | |
Less: net income (loss) attributable to non-controlling interests | | (350) | | | 13 | | | (450) | | | (5) | |
Net income (loss) attributable to Intel | | $ | (16,639) | | | $ | 297 | | | $ | (18,630) | | | $ | (980) | |
Earnings (loss) per share attributable to Intel—basic | | $ | (3.88) | | | $ | 0.07 | | | $ | (4.37) | | | $ | (0.23) | |
Earnings (loss) per share attributable to Intel—diluted | | $ | (3.88) | | | $ | 0.07 | | | $ | (4.37) | | | $ | (0.23) | |
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Weighted average shares of common stock outstanding: | | | | | | | | |
Basic | | 4,292 | | | 4,202 | | | 4,267 | | | 4,180 | |
Diluted | | 4,292 | | | 4,229 | | | 4,267 | | | 4,180 | |
See accompanying notes.
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| Financial Statements | Consolidated Condensed Statements of Income | 4 |
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Consolidated Condensed Statements of Comprehensive Income | |
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| | Three Months Ended | | Nine Months Ended |
(In Millions; Unaudited) | | Sep 28, 2024 | | Sep 30, 2023 | | Sep 28, 2024 | | Sep 30, 2023 |
Net income (loss) | | $ | (16,989) | | | $ | 310 | | | $ | (19,080) | | | $ | (985) | |
Changes in other comprehensive income (loss), net of tax: | | | | | | | | |
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Net unrealized holding gains (losses) on derivatives | | 512 | | | (320) | | | 32 | | | (310) | |
Actuarial valuation and other pension benefits (expenses), net | | — | | | 2 | | | — | | | 5 | |
Translation adjustments and other | | (1) | | | 1 | | | (2) | | | 6 | |
Other comprehensive income (loss) | | 511 | | | (317) | | | 30 | | | (299) | |
Total comprehensive income (loss) | | (16,478) | | | (7) | | | (19,050) | | | (1,284) | |
Less: comprehensive income (loss) attributable to non-controlling interests | | (350) | | | 13 | | | (450) | | | (5) | |
Total comprehensive income (loss) attributable to Intel | | $ | (16,128) | | | $ | (20) | | | $ | (18,600) | | | $ | (1,279) | |
See accompanying notes.
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| Financial Statements | Consolidated Condensed Statements of Comprehensive Income | 5 |
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Consolidated Condensed Balance Sheets | |
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(In Millions; Unaudited) | | Sep 28, 2024 | | Dec 30, 2023 |
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Assets | | | | |
Current assets: | | | | |
Cash and cash equivalents | | $ | 8,785 | | | $ | 7,079 | |
Short-term investments | | 15,301 | | | 17,955 | |
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Accounts receivable, net | | 3,121 | | | 3,402 | |
Inventories | | 12,062 | | | 11,127 | |
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Other current assets | | 6,868 | | | 3,706 | |
Total current assets | | 46,137 | | | 43,269 | |
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Property, plant, and equipment, net of accumulated depreciation of $101,124 ($98,010 as of December 30, 2023) | | 104,248 | | | 96,647 | |
Equity investments | | 5,496 | | | 5,829 | |
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Goodwill | | 24,680 | | | 27,591 | |
Identified intangible assets, net | | 3,975 | | | 4,589 | |
Other long-term assets | | 9,006 | | | 13,647 | |
Total assets | | $ | 193,542 | | | $ | 191,572 | |
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Liabilities and stockholders’ equity | | | | |
Current liabilities: | | | | |
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Accounts payable | | $ | 11,074 | | | $ | 8,578 | |
Accrued compensation and benefits | | 5,015 | | | 3,655 | |
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Short-term debt | | 3,765 | | | 2,288 | |
Income taxes payable | | 2,440 | | | 1,107 | |
Other accrued liabilities | | 12,865 | | | 12,425 | |
Total current liabilities | | 35,159 | | | 28,053 | |
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Debt | | 46,471 | | | 46,978 | |
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Other long-term liabilities | | 7,048 | | | 6,576 | |
Contingencies (Note 14) | | | | |
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Stockholders’ equity: | | | | |
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Common stock and capital in excess of par value, 4,309 issued and outstanding (4,228 issued and outstanding as of December 30, 2023) | | 50,665 | | | 36,649 | |
Accumulated other comprehensive income (loss) | | (185) | | | (215) | |
Retained earnings | | 49,052 | | | 69,156 | |
Total Intel stockholders' equity | | 99,532 | | | 105,590 | |
Non-controlling interests | | 5,332 | | | 4,375 | |
Total stockholders' equity | | 104,864 | | | 109,965 | |
Total liabilities and stockholders’ equity | | $ | 193,542 | | | $ | 191,572 | |
See accompanying notes.
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| Financial Statements | Consolidated Condensed Balance Sheets | 6 |
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Consolidated Condensed Statements of Cash Flows | |
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| | Nine Months Ended |
(In Millions; Unaudited) | | Sep 28, 2024 | | Sep 30, 2023 |
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Cash and cash equivalents, beginning of period | | $ | 7,079 | | | $ | 11,144 | |
Cash flows provided by (used for) operating activities: | | | | |
Net income (loss) | | (19,080) | | | (985) | |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | | | | |
Depreciation | | 7,651 | | | 5,753 | |
Share-based compensation | | 2,759 | | | 2,433 | |
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Restructuring and other charges | | 3,626 | | | 718 | |
Amortization of intangibles | | 1,081 | | | 1,336 | |
(Gains) losses on equity investments, net | | 75 | | | 47 | |
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Deferred taxes | | 6,368 | | | (1,376) | |
Impairments and net (gain) loss on retirement of property, plant, and equipment | | 2,290 | | | (87) | |
Changes in assets and liabilities: | | | | |
Accounts receivable | | 282 | | | 1,290 | |
Inventories | | (969) | | | 1,758 | |
Accounts payable | | 566 | | | (1,082) | |
Accrued compensation and benefits | | 1,384 | | | (1,171) | |
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Income taxes | | (930) | | | (1,300) | |
Other assets and liabilities | | 20 | | | (487) | |
Total adjustments | | 24,203 | | | 7,832 | |
Net cash provided by (used for) operating activities | | 5,123 | | | 6,847 | |
Cash flows provided by (used for) investing activities: | | | | |
Additions to property, plant, and equipment | | (18,110) | | | (19,054) | |
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Proceeds from capital-related government incentives | | 725 | | | 649 | |
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Purchases of short-term investments | | (31,519) | | | (37,287) | |
Maturities and sales of short-term investments | | 34,268 | | | 36,725 | |
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Other investing | | 144 | | | 244 | |
Net cash provided by (used for) investing activities | | (14,492) | | | (18,723) | |
Cash flows provided by (used for) financing activities: | | | | |
Issuance of commercial paper, net of issuance costs | | 7,349 | | | — | |
Repayment of commercial paper | | (7,349) | | | (3,944) | |
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Payments on finance leases | | — | | | (96) | |
Partner contributions | | 12,278 | | | 1,106 | |
Proceeds from sales of subsidiary shares | | — | | | 2,423 | |
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Issuance of long-term debt, net of issuance costs | | 2,975 | | | 11,391 | |
Repayment of debt | | (2,288) | | | (423) | |
Proceeds from sales of common stock through employee equity incentive plans | | 986 | | | 1,037 | |
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Payment of dividends to stockholders | | (1,599) | | | (2,561) | |
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Other financing | | (1,277) | | | (580) | |
Net cash provided by (used for) financing activities | | 11,075 | | | 8,353 | |
| | | | |
Net increase (decrease) in cash and cash equivalents | | 1,706 | | | (3,523) | |
Cash and cash equivalents, end of period | | $ | 8,785 | | | $ | 7,621 | |
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Non-cash supplemental disclosures: | | | | |
Acquisition of property, plant, and equipment | | $ | 6,595 | | | $ | 5,234 | |
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Recognition of capital-related government incentives | | $ | 2,211 | | | $ | 514 | |
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Cash paid during the period for: | | | | |
Interest, net of capitalized interest | | $ | 1,099 | | | $ | 663 | |
Income taxes, net of refunds | | $ | 1,880 | | | $ | 1,649 | |
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See accompanying notes.
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| Financial Statements | Consolidated Condensed Statements of Cash Flows | 7 |
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Consolidated Condensed Statements of Stockholders' Equity | |
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(In Millions, Except Per Share Amounts; Unaudited) | | Common Stock and Capital in Excess of Par Value | | Accumulated Other Comprehensive Income (Loss) | | Retained Earnings | | Non-Controlling Interests | | Total |
| Shares | | Amount | | | | |
Three Months Ended | | | | | | | | | | | | |
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Balance as of June 29, 2024 | | 4,276 | | | $ | 49,763 | | | $ | (696) | | | $ | 66,162 | | | $ | 5,205 | | | $ | 120,434 | |
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Net income (loss) | | — | | | — | | | — | | | (16,639) | | | (350) | | | (16,989) | |
Other comprehensive income (loss) | | — | | | — | | | 511 | | | — | | | — | | | 511 | |
Net proceeds from partner contributions | | — | | | — | | | — | | | — | | | 417 | | | 417 | |
Employee equity incentive plans and other | | 38 | | | 355 | | | — | | | — | | | — | | | 355 | |
Share-based compensation | | — | | | 740 | | | — | | | — | | | 60 | | | 800 | |
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Restricted stock unit withholdings | | (5) | | | (193) | | | — | | | 65 | | | — | | | (128) | |
Cash dividends declared ($0.13 per share of common stock) | | — | | | — | | | — | | | (536) | | | — | | | (536) | |
Balance as of September 28, 2024 | | 4,309 | | | $ | 50,665 | | | $ | (185) | | | $ | 49,052 | | | $ | 5,332 | | | $ | 104,864 | |
| | | | | | | | | | | | |
Balance as of July 1, 2023 | | 4,188 | | | $ | 34,330 | | | $ | (544) | | | $ | 67,231 | | | $ | 3,454 | | | $ | 104,471 | |
| | | | | | | | | | | | |
Net income (loss) | | — | | | — | | | — | | | 297 | | | 13 | | | 310 | |
Other comprehensive income (loss) | | — | | | — | | | (317) | | | — | | | — | | | (317) | |
Net proceeds from sales of subsidiary shares and partner contributions | | — | | | 388 | | | — | | | — | | | 371 | | | 759 | |
| | | | | | | | | | | | |
Employee equity incentive plans and other | | 33 | | | 372 | | | — | | | — | | | — | | | 372 | |
Share-based compensation | | — | | | 737 | | | — | | | — | | | 35 | | | 772 | |
Restricted stock unit withholdings | | (5) | | | (174) | | | — | | | 18 | | | — | | | (156) | |
Cash dividends declared ($0.13 per share of common stock) | | — | | | — | | | — | | | (525) | | | — | | | (525) | |
Balance as of September 30, 2023 | | 4,216 | | | $ | 35,653 | | | $ | (861) | | | $ | 67,021 | | | $ | 3,873 | | | $ | 105,686 | |
| | | | | | | | | | | | |
Nine Months Ended | | | | | | | | | | | | |
| | | | | | | | | | | | |
Balance as of December 30, 2023 | | 4,228 | | | $ | 36,649 | | | $ | (215) | | | $ | 69,156 | | | $ | 4,375 | | | $ | 109,965 | |
| | | | | | | | | | | | |
Net income (loss) | | — | | | — | | | — | | | (18,630) | | | (450) | | | (19,080) | |
Other comprehensive income (loss) | | — | | | — | | | 30 | | | — | | | — | | | 30 | |
Net proceeds from partner contributions | | — | | | 11,012 | | | — | | | — | | | 1,266 | | | 12,278 | |
Employee equity incentive plans and other | | 96 | | | 986 | | | — | | | — | | | — | | | 986 | |
Share-based compensation | | — | | | 2,618 | | | — | | | — | | | 141 | | | 2,759 | |
| | | | | | | | | | | | |
| | | | | | | | | | | | |
| | | | | | | | | | | | |
| | | | | | | | | | | | |
Restricted stock unit withholdings | | (15) | | | (600) | | | — | | | 125 | | | — | | | (475) | |
Cash dividends declared ($0.38 per share of common stock) | | — | | | — | | | — | | | (1,599) | | | — | | | (1,599) | |
Balance as of September 28, 2024 | | 4,309 | | | $ | 50,665 | | | $ | (185) | | | $ | 49,052 | | | $ | 5,332 | | | $ | 104,864 | |
| | | | | | | | | | | | |
Balance as of December 31, 2022 | | 4,137 | | | $ | 31,580 | | | $ | (562) | | | $ | 70,405 | | | $ | 1,863 | | | $ | 103,286 | |
| | | | | | | | | | | | |
Net income (loss) | | — | | | — | | | — | | | (980) | | | (5) | | | (985) | |
Other comprehensive income (loss) | | — | | | — | | | (299) | | | — | | | — | | | (299) | |
Net proceeds from sales of subsidiary shares and partner contributions | | — | | | 1,254 | | | — | | | — | | | 1,912 | | | 3,166 | |
Employee equity incentive plans and other | | 91 | | | 1,037 | | | — | | | — | | | — | | | 1,037 | |
Share-based compensation | | — | | | 2,330 | | | — | | | — | | | 103 | | | 2,433 | |
Restricted stock unit withholdings | | (12) | | | (548) | | | — | | | 157 | | | — | | | (391) | |
Cash dividends declared ($0.62 per share of common stock) | | — | | | — | | | — | | | (2,561) | | | — | | | (2,561) | |
Balance as of September 30, 2023 | | 4,216 | | | $ | 35,653 | | | $ | (861) | | | $ | 67,021 | | | $ | 3,873 | | | $ | 105,686 | |
| | | | | | | | | | | | |
| | | | | | | | | | | | |
| | | | | | | | | | | | |
| | | | | | | | | | | | |
See accompanying notes.
| | | | | | | | | | | |
| Financial Statements | Consolidated Condensed Statements of Stockholders' Equity | 8 |
| | | | | |
Notes to Consolidated Condensed Financial Statements | |
| |
| | | | | |
Note 1 : | Basis of Presentation |
We prepared our interim Consolidated Condensed Financial Statements that accompany these notes in conformity with US GAAP, consistent in all material respects with those applied in our 2023 Form 10-K.
We have made estimates and judgments affecting the amounts reported in our Consolidated Condensed Financial Statements and the accompanying notes. The actual results that we experience may differ materially from our estimates. The interim financial information is unaudited, and reflects all normal adjustments that are, in our opinion, necessary to provide a fair statement of results for the interim periods presented. This report should be read in conjunction with our 2023 Form 10-K where we include additional information on our critical accounting estimates, policies, and the methods and assumptions used in our estimates.
We made certain reclassifications within our Consolidated Condensed Financial Statements during 2024, and, in certain cases, adjusted prior periods to conform to the current period presentation. These reclassifications had no impact on previously reported net income (loss), cash flows, or stockholders' equity.
| | | | | |
Note 2 : | Operating Segments |
We previously announced the implementation of our internal foundry operating model, which took effect in the first quarter of 2024, and creates a foundry relationship between our Intel Products business (collectively CCG, DCAI, and NEX) and our Intel Foundry business. Intel Products consists substantially of design and development of CPUs and related solutions for third party customers. Intel Foundry consists substantially of process engineering, manufacturing, and foundry services groups that provide manufacturing, test, and assembly services to our Intel Products business and to third party customers. Both businesses utilize marketing, sales, and other support functions.
Our internal foundry model is a key component of our strategy and is designed to reshape our operational dynamics and drive greater transparency, accountability, and focus on costs and efficiency. We also previously announced our intent to operate Altera as a standalone business, with segment reporting beginning in the first quarter of 2024. Altera was previously included in our DCAI segment results. As a result of these changes, we modified our segment reporting in the first quarter of 2024 to align to this new operating model. All prior period segment data has been retrospectively adjusted to reflect the way our Chief Operating Decision Maker (CODM) internally receives information and manages and monitors our operating segment performance starting in fiscal year 2024. There are no changes to our consolidated financial statements for any prior periods.
We organize our business as follows:
▪Intel Products:
▪Client Computing Group (CCG)
▪Data Center and AI (DCAI)
▪Network and Edge (NEX)
▪Intel Foundry
▪All other
▪Altera
▪Mobileye
▪Other
CCG, DCAI, and Intel Foundry qualify as reportable operating segments. NEX, Altera, and Mobileye do not qualify as reportable operating segments; however, we have elected to disclose their results. When we enter into federal contracts, they are aligned to the sponsoring operating segment.
The accounting policies applied to our segments follow those applied to Intel as a whole. A summary of the basis for which we report our operating segment revenues and operating margin is as follows:
Intel Products: CCG, DCAI, and NEX
▪Segment revenue: consists of revenues from third party customers. The Intel Products operating segments represent a substantial majority of Intel consolidated revenue and are derived from our principal products that incorporate various components and technologies, including a microprocessor and chipset, a stand-alone SoC, or a multichip package, which are based on Intel architecture.
▪Segment expenses: consists of intersegment charges for product manufacturing and related services from Intel Foundry, external foundry and other manufacturing expenses, product development costs, allocated expenses as described below, and direct operating expenses.
| | | | | | | | | | | |
| Financial Statements | Notes to Financial Statements | 9 |
Intel Foundry
▪Segment revenue: consists substantially of intersegment product and services revenue for wafer fabrication, substrates and other related products, and services sold to Intel Products, Altera, and certain other Intel internal businesses. We recognize intersegment revenue based on the completion of performance obligations. Product revenue is recognized upon delivery and transfer of ownership which is generally at the completion of wafer sorting. Backend service revenue is recognized upon the completion of assembly and test milestones, which approximates the recognition of revenue over the service period. Intersegment sales are recorded at prices that are intended to approximate market pricing. Intel Foundry also includes certain third party foundry and assembly and test revenues from external customers that were $67 million in the three months ended September 28, 2024 and $171 million in the first nine months of 2024, compared to $312 million in the three months ended September 30, 2023 and $661 million in the first nine months of 2023.
▪Segment expenses: consists of direct expenses for technology development, product manufacturing and services provided by Intel Foundry to internal and external customers, allocated expenses as described below, and direct operating expenses. Direct expenses for product manufacturing includes excess capacity charges.
All Other: Altera & Mobileye
▪Segment revenue: consists of product revenues from third party customers. Altera revenue is derived from programmable semiconductors, primarily FPGAs, CPLDs, acceleration platforms, software, IP, and related products. Mobileye revenue is derived from advanced driver-assistance systems (ADAS) and autonomous driving technologies and solutions.
▪Segment expenses: Altera expenses consist of intersegment charges for product manufacturing and related services from Intel Foundry, third party manufacturing expenses, allocated expenses as described below, and direct operating expenses. Mobileye expenses consists of third party direct expenses for product manufacturing and related services for the manufacturing of Mobileye products and direct operating expenses.
Our "all other" category also consists of "other", which includes:
▪results of operations from non-reportable segments not otherwise presented, and from start-up businesses that support our initiatives; and
▪historical results of operations from divested businesses.
We allocate operating expenses from our sales and marketing group to the Intel Products operating segments and allocate operating expenses from our finance and administration groups to all of our operating segments, except Mobileye.
We estimate that the substantial majority of our consolidated depreciation expense was incurred by Intel Foundry in the first nine months of 2024 and 2023. Intel Foundry depreciation expense is substantially included in overhead cost pools and then combined with other costs, and subsequently absorbed into inventory as each product passes through the manufacturing process and is sold to Intel Products or other customers. As a result, it is impracticable to determine the total depreciation expense included as a component of each Intel Products operating segment's operating income (loss).
We do not allocate to our operating segments corporate operating expenses that primarily consist of:
▪restructuring and other charges;
▪share-based compensation;
▪certain impairment charges; and
▪certain acquisition-related costs, including amortization and any impairment of acquisition-related intangibles and goodwill.
We do not allocate to our operating segments non-operating items such as:
▪gains and losses from equity investments;
▪interest and other income; and
▪income taxes.
The CODM, who is our CEO, allocates resources to and assesses the performance of each operating segment using information about the operating segment's revenue and operating income (loss). Although the CODM uses operating income (loss) to evaluate the segments, operating costs included in one segment may benefit other segments. The measures regularly provided to and used by our CODM under our new operating model continue to evolve; currently, our CODM does not regularly review or receive discrete asset information by segment.
Intersegment eliminations: Intersegment sales and related gross margin on inventory recorded at the end of the period or sold through to third party customers is eliminated for consolidation purposes. The Intel Products operating segments and Intel Foundry are meant to reflect separate fabless semiconductor and foundry companies, respectively. Thus, certain intersegment activity is captured within the intersegment eliminations upon consolidation and presented at the Intel consolidated level. This activity primarily relates to inventory reserves, which are determined and recorded based on our accounting policies for Intel as a whole but are only recorded by the Intel Products operating segments upon transfer of inventory from Intel Foundry. If a reserve is identified which relates to neither Intel Products operating segments nor Intel Foundry, the reserve is recognized as activity within the intersegment eliminations for Intel on a consolidated basis.
| | | | | | | | | | | |
| Financial Statements | Notes to Financial Statements | 10 |
Operating segment and consolidated net revenue and operating income (loss) for each period were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended | | Nine Months Ended |
(In Millions) | | Sep 28, 2024 | | Sep 30, 2023 | | Sep 28, 2024 | | Sep 30, 2023 |
Operating segment revenue: | | | | | | | | |
Intel Products: | | | | | | | | |
Client Computing Group | | | | | | | | |
Desktop | | $ | 2,070 | | | $ | 2,753 | | | $ | 7,058 | | | $ | 7,002 | |
Notebook | | 4,888 | | | 4,503 | | | 14,049 | | | 11,806 | |
Other | | 372 | | | 611 | | | 1,166 | | | 1,606 | |
| | 7,330 | | | 7,867 | | | 22,273 | | | 20,414 | |
Data Center and AI | | 3,349 | | | 3,076 | | | 9,430 | | | 9,132 | |
Network and Edge | | 1,511 | | | 1,450 | | | 4,219 | | | 4,303 | |
Total Intel Products revenue | | $ | 12,190 | | | $ | 12,393 | | | $ | 35,922 | | | $ | 33,849 | |
| | | | | | | | |
Intel Foundry | | $ | 4,352 | | | $ | 4,732 | | | $ | 13,041 | | | $ | 13,735 | |
All other | | | | | | | | |
Altera | | 412 | | | 735 | | | 1,115 | | | 2,399 | |
Mobileye | | 485 | | | 530 | | | 1,164 | | | 1,442 | |
Other | | 142 | | | 187 | | | 503 | | | 470 | |
Total all other revenue | | 1,039 | | | 1,452 | | | 2,782 | | | 4,311 | |
Total operating segment revenue | | $ | 17,581 | | | $ | 18,577 | | | $ | 51,745 | | | $ | 51,895 | |
Intersegment eliminations | | (4,297) | | | (4,419) | | | (12,904) | | | (13,073) | |
Total net revenue | | $ | 13,284 | | | $ | 14,158 | | | $ | 38,841 | | | $ | 38,822 | |
| | | | | | | | |
Segment operating income (loss): | | | | | | | | |
Intel Products: | | | | | | | | |
Client Computing Group | | $ | 2,722 | | | $ | 2,780 | | | $ | 7,864 | | | $ | 5,946 | |
Data Center and AI | | 347 | | | 391 | | | 1,105 | | | 882 | |
Network and Edge | | 268 | | | 100 | | | 591 | | | 95 | |
Total Intel Products operating income (loss) | | $ | 3,337 | | | $ | 3,271 | | | $ | 9,560 | | | $ | 6,923 | |
| | | | | | | | |
Intel Foundry | | $ | (5,844) | | | $ | (1,407) | | | $ | (11,148) | | | $ | (5,636) | |
All Other | | | | | | | | |
Altera | | 9 | | | 263 | | | (55) | | | 899 | |
Mobileye | | 78 | | | 170 | | | 82 | | | 422 | |
Other | | (42) | | | (198) | | | (229) | | | (384) | |
Total all other operating income (loss) | | $ | 45 | | | $ | 235 | | | $ | (202) | | | $ | 937 | |
Total segment operating income (loss) | | $ | (2,462) | | | $ | 2,099 | | | $ | (1,790) | | | $ | 2,224 | |
Intersegment eliminations | | (79) | | | 5 | | | 124 | | | 48 | |
Corporate unallocated expenses | | (6,516) | | | (2,112) | | | (10,424) | | | (4,764) | |
Total operating income (loss) | | $ | (9,057) | | | $ | (8) | | | $ | (12,090) | | | $ | (2,492) | |
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| | | | | | | | | | | |
| Financial Statements | Notes to Financial Statements | 11 |
Corporate Unallocated Expenses
Corporate unallocated expenses include certain operating and non-operating costs not allocated to specific operating segments. The nature of these expenses may vary, but primarily consist of restructuring and other charges, share-based compensation, certain impairment charges, and certain acquisition-related costs. | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended | | Nine Months Ended | | |
(In Millions) | | Sep 28, 2024 | | Sep 30, 2023 | | Sep 28, 2024 | | Sep 30, 2023 | | |
Acquisition-related costs | | $ | (266) | | | $ | (344) | | | $ | (796) | | | $ | (1,065) | | | |
Share-based compensation | | (800) | | | (772) | | | (2,759) | | | (2,433) | | | |
Restructuring and other charges1 | | (5,622) | | | (816) | | | (6,913) | | | (1,080) | | | |
Other | | 172 | | | (180) | | | 44 | | | (186) | | | |
Total corporate unallocated expenses | | $ | (6,516) | | | $ | (2,112) | | | $ | (10,424) | | | $ | (4,764) | | | |
1 See "Note 6: Restructuring and Other Charges" within Notes to Consolidated Condensed Financial Statements for further information.
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Note 3 : | Non-Controlling Interests |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Sep 28, 2024 | | Dec 30, 2023 |
($ In Millions) | | Non-Controlling Interests | | Non-Controlling Ownership % | | Non-Controlling Interests | | Non-Controlling Ownership % |
Ireland SCIP | | $ | 51 | | | 49 | % | | $ | — | | | — | % |
Arizona SCIP | | 3,518 | | | 49 | % | | 2,359 | | | 49 | % |
Mobileye | | 1,617 | | | 12 | % | | 1,838 | | | 12 | % |
IMS Nanofabrication | | 146 | | | 32 | % | | 178 | | | 32 | % |
Total non-controlling interests | | $ | 5,332 | | | | | $ | 4,375 | | | |
Semiconductor Co-Investment Program
Ireland SCIP
In the second quarter of 2024, we closed a transaction with Apollo Global Management, Inc., involving the sale of 49% of our interest in an Irish limited liability company (Ireland SCIP) for net proceeds of $11.0 billion, substantially all of which increased our capital in excess of par value. Ireland SCIP is a VIE that we consolidate into our consolidated financial statements because we are the primary beneficiary. Generally, distributions will be received from Ireland SCIP based on both parties' proportional ownership. Ireland SCIP has the rights to operate Fab 34 in Leixlip, Ireland, and has the rights to the related factory output. We have the right to purchase 100% of the related factory output from Ireland SCIP. We will retain sole ownership of Fab 34, will be engaged as the Fab 34 operator in exchange for variable payments from Ireland SCIP based on the related factory output, and will be required to maintain certain performance standards in our capacity as operator. Once Fab 34 construction is complete, we will be required to purchase minimum quantities of the related factory output from Ireland SCIP, or we will be subject to pay certain penalties to Ireland SCIP.
As of September 28, 2024, other than cash and cash equivalents held by Ireland SCIP, most of the remaining assets and liabilities of Ireland SCIP were eliminated in our consolidated financial statements.
Arizona SCIP
We consolidate the results of an Arizona limited liability company (Arizona SCIP), a VIE, into our consolidated financial statements because we are the primary beneficiary. Generally, contributions will be made to, and distributions will be received from Arizona SCIP based on both parties' proportional ownership. We will be the sole operator and main beneficiary of two new chip factories that will be constructed by Arizona SCIP, and we will have the right to purchase 100% of the related factory output. Once production commences, we will be required to operate Arizona SCIP at minimum production levels measured in wafer starts per week and will be required to limit excess inventory held on site or we will be subject to certain penalties.
We have an unrecognized commitment to fund our respective share of the total construction costs of Arizona SCIP of $29.0 billion.
As of September 28, 2024, substantially all of the assets of Arizona SCIP consisted of property, plant, and equipment. The remaining assets and liabilities of Arizona SCIP were eliminated in our consolidated financial statements. The assets held by Arizona SCIP, which can be used only to settle obligations of the VIE and are not available to us, were $9.3 billion as of September 28, 2024 ($4.8 billion as of December 30, 2023).
| | | | | | | | | | | |
| Financial Statements | Notes to Financial Statements | 12 |
Mobileye
In 2022, Mobileye completed its IPO and certain other equity financing transactions. During 2023, we converted 38.5 million of our Mobileye Class B shares into Class A shares, representing 5% of Mobileye's outstanding capital stock, and subsequently sold the Class A shares for $42 per share as part of a secondary offering, receiving net proceeds of $1.6 billion and increasing our capital in excess of par value by $663 million, net of tax. We continue to consolidate the results of Mobileye into our consolidated financial statements. In the third quarter of 2024, the non-cash impairment of goodwill related to our Mobileye reporting unit was attributed to Intel and to non-controlling interest holders based on our proportional ownership (see "Note 10: Goodwill" within Notes to Consolidated Condensed Financial Statements).
IMS Nanofabrication
In 2023, we closed agreements to sell a combined 32% minority stake in our IMS business, a business within our Intel Foundry operating segment — including a 20% stake to Bain Capital and a 10% stake to Taiwan Semiconductor Manufacturing Company. Net proceeds resulting from the minority stake sales totaled $1.4 billion, and our capital in excess of par value increased by $958 million, net of tax. We continue to consolidate the results of IMS into our consolidated financial statements.
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Note 4 : | Earnings (Loss) Per Share |
We computed basic earnings (loss) per share of common stock based on the weighted average number of shares of common stock outstanding during the period. We computed diluted earnings (loss) per share of common stock based on the weighted average number of shares of common stock outstanding plus potentially dilutive shares of common stock outstanding during the period.
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended | | Nine Months Ended |
(In Millions, Except Per Share Amounts) | | Sep 28, 2024 | | Sep 30, 2023 | | Sep 28, 2024 | | Sep 30, 2023 |
Net income (loss) | | $ | (16,989) | | | $ | 310 | | | $ | (19,080) | | | $ | (985) | |
Less: net income (loss) attributable to non-controlling interests | | (350) | | | 13 | | | (450) | | | (5) | |
Net income (loss) attributable to Intel | | $ | (16,639) | | | $ | 297 | | | $ | (18,630) | | | $ | (980) | |
Weighted average shares of common stock outstanding—basic | | 4,292 | | | 4,202 | | | 4,267 | | | 4,180 | |
Dilutive effect of employee equity incentive plans | | — | | | 27 | | | — | | | — | |
| | | | | | | | |
Weighted average shares of common stock outstanding—diluted | | 4,292 | | | 4,229 | | | 4,267 | | | 4,180 | |
Earnings (loss) per share attributable to Intel—basic | | $ | (3.88) | | | $ | 0.07 | | | $ | (4.37) | | | $ | (0.23) | |
Earnings (loss) per share attributable to Intel—diluted | | $ | (3.88) | | | $ | 0.07 | | | $ | (4.37) | | | $ | (0.23) | |
Potentially dilutive shares of common stock from employee equity incentive plans are determined by applying the treasury stock method to the assumed exercise of outstanding stock options, the assumed vesting of outstanding RSUs, and the assumed issuance of common stock under the stock purchase plan. The potentially dilutive impact from the assumed issuance of common stock associated with the contractual conversion feature is determined by applying the if-converted method to the assumed exercise of the outstanding conversion feature.
In the three and nine months ended September 28, 2024 and in the nine months ended September 30, 2023, the assumed exercise of outstanding stock options, the assumed vesting of outstanding RSUs, the assumed issuance of common stock under the stock purchase plan, and the assumed issuance of common stock associated with a contractual conversion feature, as applicable, had an anti-dilutive effect on diluted loss per share and were excluded from the computation of diluted loss per share. During the three months ended September 28, 2024, 160 million anti-dilutive shares were excluded from the computation of diluted earnings per share. In all other periods presented, securities that would have been anti-dilutive were insignificant.
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Note 5 : | Other Financial Statement Details |
Accounts Receivable
We sell certain of our accounts receivable on a non-recourse basis to third-party financial institutions. We record these transactions as sales of receivables and present cash proceeds as cash provided by operating activities in the Consolidated Condensed Statements of Cash Flows. Accounts receivable sold under non-recourse factoring arrangements were $1.5 billion during the first nine months of 2024 and 2023. After the sale of our accounts receivable, we expect to collect payment from the customers and remit it to the third-party financial institution.
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| Financial Statements | Notes to Financial Statements | 13 |
Inventories
| | | | | | | | | | | | | | |
(In Millions) | | Sep 28, 2024 | | Dec 30, 2023 |
Raw materials | | $ | 1,434 | | | $ | 1,166 | |
Work in process | | 6,971 | | | 6,203 | |
Finished goods | | 3,657 | | | 3,758 | |
Total inventories | | $ | 12,062 | | | $ | 11,127 | |
Property, Plant, and Equipment
We invest in and deploy manufacturing assets in response to manufacturing capacity requirements based upon short- and long-term demand forecasts and economic returns relative to capital outlays. We regularly monitor, evaluate, and adjust our manufacturing capacity footprint in response to a number of volatile factors that impact our business, including demand for our products and services and the state of the semiconductor industry as a whole. In connection with the preparation of our Consolidated Condensed Financial Statements for the third quarter of 2024, we evaluated our current process technology node capacities relative to projected market demand for our products and services, concluding that our manufacturing asset portfolio, primarily for our Intel 7 process node, exceeded manufacturing capacity requirements. Upon performing a re-use assessment, we impaired and accelerated depreciation for certain manufacturing assets. In total, we recorded non-cash impairments and accelerated depreciation charges of $2.1 billion and $945 million, respectively, in the third quarter of 2024, substantially all of which were recognized in cost of sales within our Intel Foundry operating segment.
We also incurred certain other non-cash asset impairment charges of $442 million as a direct result of the 2024 Restructuring Plan (see "Note 6: Restructuring and Other Charges" within Notes to Consolidated Condensed Financial Statements). These charges were included as a component of "corporate unallocated expenses" within the restructuring and other category presented in "Note 2: Operating Segments" within Notes to Consolidated Condensed Financial Statements.
Coinciding with the analysis described above and due to the reduction in our market capitalization relative to the net book value of our assets, we tested our asset groupings for impairment. As a result of that testing, which evaluated whether the carrying value of our asset group is recoverable through the related undiscounted cash flows, we concluded that the remaining carrying value of property, plant, and equipment is recoverable as of September 28, 2024.
Other Accrued Liabilities
Other accrued liabilities include deferred compensation of $3.2 billion as of September 28, 2024 ($2.9 billion as of December 30, 2023).
Interest and Other, Net
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended | | Nine Months Ended |
(In Millions) | | Sep 28, 2024 | | Sep 30, 2023 | | Sep 28, 2024 | | Sep 30, 2023 |
Interest income | | $ | 340 | | | $ | 332 | | | $ | 983 | | | $ | 979 | |
Interest expense | | (248) | | | (204) | | | (800) | | | (611) | |
Other, net | | 38 | | | 19 | | | 172 | | | 144 | |
Total interest and other, net | | $ | 130 | | | $ | 147 | | | $ | 355 | | | $ | 512 | |
Interest expense is net of $392 million of interest capitalized in the third quarter of 2024 and $1.1 billion in the first nine months of 2024 ($395 million in the third quarter of 2023 and $1.1 billion in the first nine months of 2023).
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| Financial Statements | Notes to Financial Statements | 14 |
| | | | | |
Note 6 : | Restructuring and Other Charges |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended | | Nine Months Ended |
(In Millions) | | Sep 28, 2024 | | Sep 30, 2023 | | Sep 28, 2024 | | Sep 30, 2023 |
Employee severance and benefit arrangements | | $ | 2,193 | | | $ | 59 | | | $ | 2,487 | | | $ | 191 | |
| | | | | | | | |
Litigation charges and other | | 36 | | | 757 | | | 814 | | | 854 | |
Asset impairment charges | | 3,393 | | | — | | | 3,612 | | | 35 | |
Total restructuring and other charges | | $ | 5,622 | | | $ | 816 | | | $ | 6,913 | | | $ | 1,080 | |
In the third quarter of 2024, the 2024 Restructuring Plan was announced, subsequently approved and committed to by our management team, and initiated to implement cost-reduction measures, including reductions in employee headcount, other operating and non-operating expenditures, and capital expenditures. Restructuring charges are primarily comprised of employee severance and benefit arrangements, non-cash charges related to asset impairments associated with exit activities, as well as charges relating to real estate exits and consolidations. These charges were included as "corporate unallocated expenses" within the restructuring and other category presented in "Note 2: Operating Segments" within Notes to Consolidated Condensed Financial Statements. We expect to recognize total charges of approximately $3.0 billion under the 2024 Restructuring Plan, the substantial majority of which will be cash settled in future periods. The cumulative cost of the 2024 Restructuring Plan as of September 28, 2024 was $2.8 billion. Any changes to our estimates or timing will be reflected in our results of operations in future periods. We expect actions pursuant to the 2024 Restructuring Plan to be substantially complete by the fourth quarter of 2025, which is subject to change.
Employee severance and benefit arrangements includes charges of $2.2 billion in the third quarter of 2024 relating to the 2024 Restructuring Plan. Charges relating to other actions taken to streamline operations and to reduce costs were $294 million in the nine months ended September 28, 2024, which we expect will be substantially complete by the fourth quarter of 2024. We expect employee severance and benefit-related actions resulting from our 2024 Restructuring Plan to be substantially complete by the fourth quarter of 2025, which is subject to change. Charges accrued as of September 28, 2024 were recorded as current liabilities within accrued compensation and benefits on the Consolidated Condensed Balance Sheets. Charges in the three and nine months ended September 30, 2023 primarily related to the 2022 Restructuring Program, which was completed in the first quarter of 2024.
Litigation charges and other includes a charge of $780 million in the second quarter of 2024 arising out of the R2 litigation. In the third quarter of 2023, we recorded a $401 million charge for an EC-imposed fine. Refer to "Note 14: Contingencies" within Notes to Consolidated Condensed Financial Statements for information about these items. Also, in the third quarter of 2023, we incurred and paid a termination fee of $353 million in connection with our inability to timely obtain required regulatory approvals needed to acquire Tower Semiconductor, Ltd. (Tower).
Asset impairment charges in the third quarter of 2024 primarily includes cash and non-cash charges associated with the 2024 Restructuring Plan, including $442 million of non-cash impairments of construction in progress assets associated with our decision to exit and outsource manufacturing capabilities for certain internal test hardware; and $86 million of non-cash impairments of operating leased assets and related leasehold improvements resulting from real estate consolidations and exits. Real estate consolidations and exits did not materially change our operating lease liabilities and may result in future cash outlays for facility restoration or the relocation of operations. These impairments were recorded within property, plant, and equipment, net of accumulated depreciation, except for the impairment of operating leased assets of $72 million which were recorded within other long-term assets on the Consolidated Condensed Balance Sheets as of September 28, 2024.
In addition, we recorded non-cash goodwill impairment charges of $2.8 billion and $3.0 billion in the three and nine months ended September 28, 2024, respectively (see "Note 10: Goodwill" within Notes to Consolidated Condensed Financial Statements). Further, in the third quarter of 2024, as a result of a decline in the actual and projected undiscounted cash flows for certain acquired intangible assets, we concluded the assets were not recoverable and recognized a non-cash impairment charge of $108 million. Goodwill and intangible asset impairment charges were included as "corporate unallocated expenses" within the restructuring and other category presented in "Note 2: Operating Segments" within Notes to Consolidated Condensed Financial Statements.
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| Financial Statements | Notes to Financial Statements | 15 |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended | | Nine Months Ended |
($ In Millions) | | Sep 28, 2024 | | Sep 30, 2023 | | Sep 28, 2024 | | Sep 30, 2023 |
Income (loss) before taxes | | $ | (9,086) | | | $ | (52) | | | $ | (11,809) | | | $ | (2,026) | |
Provision for (benefit from) taxes | | $ | 7,903 | | | $ | (362) | | | $ | 7,271 | | | $ | (1,041) | |
Effective tax rate | | (87.0) | % | | 696.2 | % | | (61.6) | % | | 51.4 | % |
In the three and nine months ended September 28, 2024, we established a valuation allowance of $9.9 billion as a discrete non-cash tax expense against our US deferred tax assets. We assess the recoverability of our deferred tax assets quarterly, weighing available positive and negative evidence. As a result of our assessment in the third quarter of 2024, we determined it is more likely than not that the deferred tax assets will not be recoverable based upon our three-year cumulative historical loss position as of September 28, 2024, largely resulting from the asset impairment and restructuring and other charges incurred during the current quarter. Deferred tax liabilities of $1.7 billion and $186 million were included within other long-term liabilities on the Consolidated Condensed Balance Sheets as of September 28, 2024 and December 30, 2023, respectively, and deferred tax assets of $634 million and $5.5 billion were included within other long-term assets on the Consolidated Condensed Balance Sheets as of of September 28, 2024 and December 30, 2023, respectively.
In the three and nine months ended September 28, 2024 and September 30, 2023, our provisions for, or benefit from, income taxes were determined using an actual annual effective tax rate, adjusted for discrete items, if any, as we were unable to make a reliable estimate of our annual effective tax rate as a result of fluctuations in forecasted annual income and the effects of being taxed in multiple tax jurisdictions.
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| Financial Statements | Notes to Financial Statements | 16 |
Short-term Investments
Short-term investments include marketable debt investments in corporate debt, government debt, and financial institution instruments, and are recorded within cash and cash equivalents and short-term investments on the Consolidated Condensed Balance Sheets. Government debt includes instruments such as non-US government bills and bonds and US agency securities. Financial institution instruments include instruments issued or managed by financial institutions in various forms, such as commercial paper, fixed- and floating-rate bonds, money market fund deposits, and time deposits. As of September 28, 2024 and December 30, 2023, substantially all time deposits were issued by institutions outside the US.
For certain of our marketable debt investments, we economically hedge market risks at inception with a related derivative instrument or the marketable debt investment itself is used to economically hedge currency exchange rate risk from remeasurement. These hedged investments are reported at fair value with gains or losses from the investments and the related derivative instruments recorded in interest and other, net. The fair value of our hedged investments was $14.9 billion as of September 28, 2024 ($17.1 billion as of December 30, 2023). For hedged investments still held at the reporting date, we recorded net gains of $406 million in the third quarter of 2024 and net gains of $195 million in the first nine months of 2024 ($329 million of net losses in the third quarter of 2023 and $336 million of net losses in the first nine months of 2023).
Our remaining unhedged marketable debt investments are reported at fair value, with unrealized gains or losses, net of tax, recorded in accumulated other comprehensive income (loss) and realized gains or losses recorded in interest and other, net. The adjusted cost of our unhedged investments was $5.2 billion as of September 28, 2024 ($4.7 billion as of December 30, 2023), which approximated the fair value for these periods.
The fair value of marketable debt investments, by contractual maturity, as of September 28, 2024, was as follows:
| | | | | | | | |
(In Millions) | | Fair Value |
Due in 1 year or less | | $ | 7,508 | |
Due in 1–2 years | | 2,322 | |
Due in 2–5 years | | 6,537 | |
Due after 5 years | | 215 | |
Instruments not due at a single maturity date1 | | 3,544 | |
Total | | $ | 20,126 | |
1 Instruments not due at a single maturity date is comprised of money market fund deposits, which are classified as either short-term investments or cash and cash equivalents.
Equity Investments
| | | | | | | | | | | | | | |
(In Millions) | | Sep 28, 2024 | | Dec 30, 2023 |
Marketable equity securities1 | | $ | 980 | | | $ | 1,194 | |
Non-marketable equity securities | | 4,513 | | | 4,630 | |
Equity method investments | | 3 | | | 5 | |
Total | | $ | 5,496 | | | $ | 5,829 | |
1 Most of our marketable equity securities are subject to trading-volume or market-based restrictions, which limit the number of shares we may sell in a specified period of time, impacting our ability to liquidate these investments. Certain of the trading volume restrictions generally apply for as long as we own more than 1% of the outstanding shares. Market-based restrictions result from the rules of the respective exchange.
The components of gains (losses) on equity investments, net for each period were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended | | Nine Months Ended |
(In Millions) | | Sep 28, 2024 | | Sep 30, 2023 | | Sep 28, 2024 | | Sep 30, 2023 |
Ongoing mark-to-market adjustments on marketable equity securities | | $ | (51) | | | $ | (267) | | | $ | (185) | | | $ | (164) | |
Observable price adjustments on non-marketable equity securities | | — | | | 7 | | | 49 | | | 17 | |
Impairment charges | | (110) | | | (53) | | | (269) | | | (127) | |
Sale of equity investments and other1 | | 2 | | | 122 | | | 331 | | | 228 | |
Total gains (losses) on equity investments, net | | $ | (159) | | | $ | (191) | | | $ | (74) | | | $ | (46) | |
1 Sale of equity investments and other includes initial fair value adjustments recorded upon a security becoming marketable, realized gains (losses) on sales of non-marketable equity investments and equity method investments, and our share of equity method investee gains (losses) and distributions.
| | | | | | | | | | | |
| Financial Statements | Notes to Financial Statements | 17 |
NAND Memory Business
We sold our NAND memory technology and manufacturing business (the NAND OpCo Business) to SK hynix Inc. (SK hynix) which we deconsolidated upon closing the first phase of the transaction on December 29, 2021. We have a receivable within other current assets for the transaction's remaining proceeds of $2.0 billion, which remains outstanding as of September 28, 2024 and will be received upon the second closing of the transaction, expected to be in March 2025.
In connection with the transaction, we have a wafer manufacturing and sale agreement that includes incentives and penalties that are contingent on the cost of operation and output of the NAND OpCo Business. These incentives and penalties present a maximum exposure of up to $500 million annually, and $1.5 billion in the aggregate. We are currently in negotiations with SK hynix to update the operating plan of the NAND OpCo Business, which may impact the metrics associated with the incentives and penalties and our expectations of the performance of the NAND OpCo Business against those metrics.
We were reimbursed for costs that we incurred on behalf of the NAND OpCo Business for corporate function services, which include human resources, information technology, finance, supply chain, and other compliance requirements. We recorded a receivable related to these reimbursable costs due from the NAND OpCo Business, a deconsolidated entity, of $92 million within other current assets as of September 28, 2024 ($145 million recorded as of December 30, 2023).
Our quarterly qualitative impairment assessment for the third quarter of 2024 indicated that a more detailed quantitative analysis was necessary for certain of our reporting units, primarily due to the decline in our market capitalization below the carrying value of our net assets, as well as the decline in our Mobileye reporting unit's market capitalization below the carrying value of Mobileye's net assets. Our quantitative assessment was performed by measuring each reporting unit's fair value using either the income approach, the market approach, or a combination of both. When using the income approach, we tested the reasonableness of the inputs and outcomes of our discounted cash flow analysis against available market data. As a result of our impairment tests, we recognized a non-cash goodwill impairment charge of $2.8 billion in the third quarter of 2024 within restructuring and other, most of which related to our Mobileye reporting unit, as the estimated fair value of the reporting unit was lower than the assigned carrying value. The process of valuing each reporting unit is inherently subjective as valuation models require the application of significant estimates and the use of unobservable inputs, including market segment share, projected financial information, and discount rates. No impairment was required for our other reporting units, even when considering a hypothetical increase in the discount rate of 1%, which would cause a material decrease in the estimated fair value of the respective non-impaired reporting units. Finally, to corroborate our estimated fair value, we performed a market capitalization reconciliation as of September 28, 2024, concluding that the implied control premium was reasonable.
In the first quarter of 2024, as a result of modifying our segment reporting, we reallocated goodwill among our affected reporting units on a relative fair value basis. We performed a quantitative goodwill impairment assessment for each of our reporting units immediately before and after our business reorganization. We concluded based on our pre-reorganization impairment test that goodwill was not impaired. As a result of our post-reorganization impairment test, we recognized a non-cash goodwill impairment loss of $222 million in the first quarter of 2024 related to our Intel Foundry reporting unit as the estimated fair value of the new reporting unit was lower than the assigned carrying value, which now includes substantially all of our allocated property, plant, and equipment. The Intel Foundry reporting unit has no remaining goodwill. At the conclusion of our impairment assessment performed during the first quarter of 2024, the fair value substantially exceeded the carrying value for all remaining reporting units.
In the second quarter of 2024, we remarketed $438 million aggregate principal amount of bonds issued by the Industrial Development Authority of the City of Chandler, Arizona. In accordance with loan agreements we entered into with the Industrial Development Authority of the City of Chandler, Arizona, the bonds are unsecured general obligations. The bonds mature in 2049 and have a 4.00% coupon. The bonds are subject to optional tender starting in February 2029 and mandatory tender in June 2029, at which time we may remarket the bonds for a new term period.
In the first quarter of 2024, we issued a total of $2.6 billion aggregate principal amount of senior notes comprised of $500 million in 5.00% senior notes due 2031, $900 million in 5.15% senior notes due 2034 and $1.2 billion in 5.60% senior notes due 2054. All of our senior fixed rate notes pay interest semiannually. We may redeem the fixed rate notes prior to their maturity at our option at specified redemption prices and subject to certain restrictions. The obligations under our senior fixed rate notes rank equally in the right of payment with all of our other existing and future senior unsecured indebtedness and effectively rank junior to all liabilities of our subsidiaries.
In the first quarter of 2024, we expanded both our 5-year $5.0 billion revolving credit facility agreement and our 364-day $5.0 billion credit facility agreement, to $7.0 billion and $8.0 billion, respectively, and the maturity dates were extended by one year to February 2029 and January 2025, respectively. These credit facilities are unsecured general obligations. The revolving credit facilities had no borrowings outstanding as of September 28, 2024 and December 30, 2023.
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| Financial Statements | Notes to Financial Statements | 18 |
We have an ongoing authorization from our Board of Directors to borrow up to $10.0 billion under our commercial paper program. In the first nine months of 2024, we borrowed $7.3 billion and settled in cash $7.3 billion of our commercial paper and had no commercial paper outstanding as of September 28, 2024 and December 30, 2023. Borrowings under the commercial paper program are unsecured general obligations.
Assets and Liabilities Measured and Recorded at Fair Value on a Recurring Basis
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Sep 28, 2024 | | Dec 30, 2023 | | |
| | Fair Value Measured and Recorded at Reporting Date Using | | | | Fair Value Measured and Recorded at Reporting Date Using | | | | |
(In Millions) | | Level 1 | | Level 2 | | Level 3 | | Total | | Level 1 | | Level 2 | | Level 3 | | Total | | |
Assets | | | | | | | | | | | | | | | | | | |
Cash equivalents: | | | | | | | | | | | | | | | | | | |
Corporate debt | | $ | — | | | $ | 213 | | | $ | — | | | $ | 213 | | | $ | — | | | $ | 769 | | | $ | — | | | $ | 769 | | | |
Financial institution instruments¹ | | 3,415 | | | 1,197 | | | — | | | 4,612 | | | 2,241 | | | 835 | | | — | | | 3,076 | | | |
| | | | | | | | | | | | | | | | | | |
Reverse repurchase agreements | | — | | | 3,295 | | | — | | | 3,295 | | | — | | | 2,554 | | | — | | | 2,554 | | | |
Short-term investments: | | | | | | | | | | | | | | | | | | |
Corporate debt | | — | | | 5,777 | | | — | | | 5,777 | | | — | | | 6,951 | | | — | | | 6,951 | | | |
Financial institution instruments¹ | | 129 | | | 3,301 | | | — | | | 3,430 | | | 33 | | | 4,215 | | | — | | | 4,248 | | | |
Government debt² | | 20 | | | 6,074 | | | — | | | 6,094 | | | — | | | 6,756 | | | — | | | 6,756 | | | |
Other current assets: | | | | | | | | | | | | | | | | | | |
Derivative assets | | 261 | | | 653 | | | — | | | 914 | | | 366 | | | 809 | | | — | | | 1,175 | | | |
| | | | | | | | | | | | | | | | | | |
Marketable equity securities | | 980 | | | — | | | — | | | 980 | | | 1,194 | | | — | | | — | | | 1,194 | | | |
Other long-term assets: | | | | | | | | | | | | | | | | | | |
Derivative assets | | — | | | 5 | | | — | | | 5 | | | — | | | 21 | | | — | | | 21 | | | |
| | | | | | | | | | | | | | | | | | |
Total assets measured and recorded at fair value | | $ | 4,805 | | | $ | 20,515 | | | $ | — | | | $ | 25,320 | | | $ | 3,834 | | | $ | 22,910 | | | $ | — | | | $ | 26,744 | | | |
Liabilities | | | | | | | | | | | | | | | | | | |
Other accrued liabilities: | | | | | | | | | | | | | | | | | | |
Derivative liabilities | | $ | — |