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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
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☒ |
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 |
For the quarterly period ended October 30, 2022
OR
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 |
Commission file number: 0-23985
NVIDIA CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware |
94-3177549 |
(State or Other Jurisdiction of |
(I.R.S. Employer |
Incorporation or Organization) |
Identification No.) |
2788 San Tomas Expressway
Santa Clara, California 95051
(408) 486-2000
(Address, including zip code, and telephone number,
including area code, of principal executive
offices)
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 per share |
NVDA |
The 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
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 |
☐ |
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
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The number of shares of common stock, $0.001 par value, outstanding
as of November 11, 2022,
was 2.46 billion.
NVIDIA CORPORATION
FORM 10-Q
FOR THE QUARTER ENDED October 30, 2022
TABLE OF CONTENTS
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Page |
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Financial Statements (Unaudited) |
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a) Condensed Consolidated Statements of Income for the three and
nine months ended October 30, 2022 and October 31, 2021 |
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b) Condensed Consolidated Statements of Comprehensive Income for
the three and nine months ended October 30, 2022 and October 31,
2021 |
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c) Condensed Consolidated Balance Sheets as of October 30, 2022 and
January 30, 2022 |
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d) Condensed Consolidated Statements of Shareholders' Equity for
the three and nine months ended October 30, 2022 and October 31,
2021 |
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e) Condensed Consolidated Statements of Cash Flows for the nine
months ended October 30, 2022 and October 31, 2021 |
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f) Notes to Condensed Consolidated Financial Statements |
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Management’s Discussion and Analysis of Financial Condition and
Results of Operations |
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Quantitative and Qualitative Disclosures About Market
Risk |
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Controls and Procedures |
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Legal Proceedings |
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Risk Factors |
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Unregistered Sales of Equity Securities and Use of
Proceeds |
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Exhibits |
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WHERE YOU CAN FIND MORE INFORMATION
Investors and others should note that we announce material
financial information to our investors using our investor relations
website, press releases, SEC filings and public conference calls
and webcasts. We also use the following social media channels as a
means of disclosing information about the company, our products,
our planned financial and other announcements and attendance at
upcoming investor and industry conferences, and other matters, and
for complying with our disclosure obligations under Regulation
FD:
NVIDIA Twitter Account (https://twitter.com/nvidia)
NVIDIA Company Blog (http://blogs.nvidia.com)
NVIDIA Facebook Page (https://www.facebook.com/nvidia)
NVIDIA LinkedIn Page
(http://www.linkedin.com/company/nvidia)
NVIDIA Instagram Page
(https://www.instagram.com/nvidia)
In addition, investors and others can view NVIDIA videos on YouTube
(https://www.YouTube.com/nvidia).
The information we post through these social media channels may be
deemed material. Accordingly, investors should monitor these
accounts and the blog, in addition to following our press releases,
SEC filings and public conference calls and webcasts. This list may
be updated from time to time. The information we post through these
channels is not a part of this Quarterly Report on Form 10-Q. These
channels may be updated from time to time on NVIDIA's investor
relations website.
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS (UNAUDITED)
NVIDIA CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In millions, except per share data)
(Unaudited)
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Three Months Ended |
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Nine Months Ended |
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October 30, |
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October 31, |
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October 30, |
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October 31, |
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2022 |
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2021 |
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2022 |
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2021 |
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Revenue |
$ |
5,931 |
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$ |
7,103 |
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$ |
20,923 |
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$ |
19,271 |
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Cost of revenue |
2,754 |
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2,472 |
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9,400 |
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6,795 |
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Gross profit |
3,177 |
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4,631 |
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11,523 |
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12,476 |
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Operating expenses |
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Research and development |
1,945 |
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1,403 |
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5,387 |
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3,802 |
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Sales, general and administrative |
631 |
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557 |
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1,815 |
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1,603 |
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Acquisition termination cost
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— |
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1,353 |
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— |
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Total operating expenses |
2,576 |
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1,960 |
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8,555 |
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5,405 |
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Income from operations |
601 |
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2,671 |
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2,968 |
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7,071 |
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Interest income |
88 |
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7 |
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152 |
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20 |
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Interest expense |
(65) |
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(62) |
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(198) |
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(175) |
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Other, net |
(11) |
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22 |
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(29) |
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160 |
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Other income (expense), net
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12 |
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(33) |
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(75) |
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5 |
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Income before income tax |
613 |
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2,638 |
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2,893 |
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7,076 |
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Income tax expense (benefit) |
(67) |
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174 |
|
|
(61) |
|
|
327 |
|
Net income |
$ |
680 |
|
|
$ |
2,464 |
|
|
$ |
2,954 |
|
|
$ |
6,749 |
|
|
|
|
|
|
|
|
|
Net income per share: |
|
|
|
|
|
|
|
Basic |
$ |
0.27 |
|
|
$ |
0.99 |
|
|
$ |
1.18 |
|
|
$ |
2.71 |
|
Diluted |
$ |
0.27 |
|
|
$ |
0.97 |
|
|
$ |
1.17 |
|
|
$ |
2.67 |
|
|
|
|
|
|
|
|
|
Weighted average shares used in per share computation: |
|
|
|
|
|
|
|
Basic |
2,483 |
|
|
2,499 |
|
|
2,495 |
|
|
2,493 |
|
Diluted |
2,499 |
|
|
2,538 |
|
|
2,517 |
|
|
2,532 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See accompanying Notes to Condensed Consolidated Financial
Statements.
NVIDIA CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE
INCOME
(In millions)
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Nine Months Ended |
|
October 30, |
|
October 31, |
|
October 30, |
|
October 31, |
|
2022 |
|
2021 |
|
2022 |
|
2021 |
|
|
|
|
|
|
|
|
Net income |
$ |
680 |
|
|
$ |
2,464 |
|
|
$ |
2,954 |
|
|
$ |
6,749 |
|
Other comprehensive income (loss), net of tax |
|
|
|
|
|
|
|
Available-for-sale securities: |
|
|
|
|
|
|
|
Net change in unrealized loss |
(18) |
|
|
(4) |
|
|
(53) |
|
|
(5) |
|
Reclassification adjustments for net realized gain included in net
income |
— |
|
|
— |
|
|
1 |
|
|
— |
|
Net change in unrealized loss |
(18) |
|
|
(4) |
|
|
(52) |
|
|
(5) |
|
Cash flow hedges: |
|
|
|
|
|
|
|
Net unrealized gain (loss) |
(14) |
|
|
22 |
|
|
(44) |
|
|
(5) |
|
Reclassification adjustments for net realized loss included in net
income |
(1) |
|
|
(17) |
|
|
(16) |
|
|
— |
|
Net change in unrealized gain (loss) |
(15) |
|
|
5 |
|
|
(60) |
|
|
(5) |
|
Other comprehensive income (loss), net of tax |
(33) |
|
|
1 |
|
|
(112) |
|
|
(10) |
|
Total comprehensive income |
$ |
647 |
|
|
$ |
2,465 |
|
|
$ |
2,842 |
|
|
$ |
6,739 |
|
See accompanying Notes to Condensed Consolidated Financial
Statements.
NVIDIA CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In millions)
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
October 30, |
|
January 30, |
|
2022 |
|
2022 |
ASSETS |
|
|
|
Current assets: |
|
|
|
Cash and cash equivalents |
$ |
2,800 |
|
|
$ |
1,990 |
|
Marketable securities |
10,343 |
|
|
19,218 |
|
Accounts receivable, net |
4,908 |
|
|
4,650 |
|
Inventories |
4,454 |
|
|
2,605 |
|
Prepaid expenses and other current assets |
718 |
|
|
366 |
|
Total current assets |
23,223 |
|
|
28,829 |
|
Property and equipment, net |
3,774 |
|
|
2,778 |
|
Operating lease assets |
927 |
|
|
829 |
|
Goodwill |
4,372 |
|
|
4,349 |
|
Intangible assets, net |
1,850 |
|
|
2,339 |
|
Deferred income tax assets |
2,762 |
|
|
1,222 |
|
Other assets |
3,580 |
|
|
3,841 |
|
Total assets |
$ |
40,488 |
|
|
$ |
44,187 |
|
|
|
|
|
LIABILITIES AND SHAREHOLDERS’ EQUITY |
|
|
|
Current liabilities: |
|
|
|
Accounts payable |
$ |
1,491 |
|
|
$ |
1,783 |
|
Accrued and other current liabilities |
4,115 |
|
|
2,552 |
|
Short-term debt |
1,249 |
|
|
— |
|
Total current liabilities |
6,855 |
|
|
4,335 |
|
Long-term debt |
9,701 |
|
|
10,946 |
|
Long-term operating lease liabilities |
798 |
|
|
741 |
|
Other long-term liabilities |
1,785 |
|
|
1,553 |
|
Total liabilities |
19,139 |
|
|
17,575 |
|
Commitments and contingencies - see Note 13
|
|
|
|
|
|
|
|
Shareholders’ equity: |
|
|
|
Preferred stock |
— |
|
|
— |
|
Common stock |
2 |
|
|
3 |
|
Additional paid-in capital |
11,565 |
|
|
10,385 |
|
|
|
|
|
Accumulated other comprehensive loss |
(123) |
|
|
(11) |
|
Retained earnings |
9,905 |
|
|
16,235 |
|
Total shareholders' equity |
21,349 |
|
|
26,612 |
|
Total liabilities and shareholders' equity |
$ |
40,488 |
|
|
$ |
44,187 |
|
See accompanying Notes to Condensed Consolidated Financial
Statements.
NVIDIA CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’
EQUITY
FOR THE THREE MONTHS ENDED OCTOBER 30, 2022 AND
OCTOBER 31, 2021
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock
Outstanding
|
|
Additional Paid-in Capital |
|
Treasury Stock |
|
Accumulated Other Comprehensive Income (Loss) |
|
Retained Earnings |
|
Total Shareholders' Equity |
(In millions, except per share data) |
Shares |
|
Amount |
|
|
|
|
|
Balances, July 31, 2022 |
2,489 |
|
|
$ |
2 |
|
|
$ |
10,968 |
|
|
$ |
— |
|
|
$ |
(90) |
|
|
$ |
12,971 |
|
|
$ |
23,851 |
|
Net income |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
680 |
|
|
680 |
|
Other comprehensive loss |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(33) |
|
|
— |
|
|
(33) |
|
Issuance of common stock from stock plans |
9 |
|
|
— |
|
|
143 |
|
|
— |
|
|
— |
|
|
— |
|
|
143 |
|
Tax withholding related to vesting of restricted stock
units |
(2) |
|
|
— |
|
|
(294) |
|
|
— |
|
|
— |
|
|
— |
|
|
(294) |
|
Shares repurchased |
(28) |
|
|
— |
|
|
(1) |
|
|
— |
|
|
— |
|
|
(3,646) |
|
|
(3,647) |
|
Cash dividends declared and paid ($0.04 per common
share)
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(100) |
|
|
(100) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock-based compensation |
— |
|
|
— |
|
|
749 |
|
|
— |
|
|
— |
|
|
— |
|
|
749 |
|
Balances, October 30, 2022 |
2,468 |
|
|
$ |
2 |
|
|
$ |
11,565 |
|
|
$ |
— |
|
|
$ |
(123) |
|
|
$ |
9,905 |
|
|
$ |
21,349 |
|
Balances, August 1, 2021 |
2,496 |
|
|
$ |
3 |
|
|
$ |
9,745 |
|
|
$ |
(11,604) |
|
|
$ |
8 |
|
|
$ |
22,995 |
|
|
$ |
21,147 |
|
Net income |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
2,464 |
|
|
2,464 |
|
Other comprehensive income |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
1 |
|
|
— |
|
|
1 |
|
Issuance of common stock from stock plans |
8 |
|
|
— |
|
|
150 |
|
|
— |
|
|
— |
|
|
— |
|
|
150 |
|
Tax withholding related to vesting of restricted stock
units |
(2) |
|
|
— |
|
|
— |
|
|
(434) |
|
|
— |
|
|
— |
|
|
(434) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash dividends declared and paid ($0.04 per common
share)
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(100) |
|
|
(100) |
|
Fair value of partially vested equity awards assumed in connection
with acquisitions |
— |
|
|
— |
|
|
18 |
|
|
— |
|
|
— |
|
|
— |
|
|
18 |
|
Stock-based compensation |
— |
|
|
— |
|
|
552 |
|
|
— |
|
|
— |
|
|
— |
|
|
552 |
|
Balances, October 31, 2021 |
2,502 |
|
|
$ |
3 |
|
|
$ |
10,465 |
|
|
$ |
(12,038) |
|
|
$ |
9 |
|
|
$ |
25,359 |
|
|
$ |
23,798 |
|
See accompanying Notes to Condensed Consolidated Financial
Statements.
NVIDIA CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’
EQUITY
FOR THE NINE MONTHS ENDED OCTOBER 30, 2022 AND
OCTOBER 31, 2021
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock
Outstanding
|
|
Additional Paid-in Capital |
|
Treasury Stock |
|
Accumulated Other Comprehensive Income (Loss) |
|
Retained Earnings |
|
Total Shareholders' Equity |
(In millions, except per share data) |
Shares |
|
Amount |
|
|
|
|
|
Balances, January 30, 2022 |
2,506 |
|
|
$ |
3 |
|
|
$ |
10,385 |
|
|
$ |
— |
|
|
$ |
(11) |
|
|
$ |
16,235 |
|
|
$ |
26,612 |
|
Net income |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
2,954 |
|
|
2,954 |
|
Other comprehensive loss |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(112) |
|
|
— |
|
|
(112) |
|
Issuance of common stock from stock plans |
24 |
|
|
— |
|
|
349 |
|
|
— |
|
|
— |
|
|
— |
|
|
349 |
|
Tax withholding related to vesting of restricted stock
units |
(6) |
|
|
— |
|
|
(1,131) |
|
|
— |
|
|
— |
|
|
— |
|
|
(1,131) |
|
Shares repurchased |
(56) |
|
|
(1) |
|
|
(3) |
|
|
— |
|
|
— |
|
|
(8,984) |
|
|
(8,988) |
|
Cash dividends declared and paid ($0.12 per common
share)
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(300) |
|
|
(300) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock-based compensation |
— |
|
|
— |
|
|
1,965 |
|
|
— |
|
|
— |
|
|
— |
|
|
1,965 |
|
Balances, October 30, 2022 |
2,468 |
|
|
$ |
2 |
|
|
$ |
11,565 |
|
|
$ |
— |
|
|
$ |
(123) |
|
|
$ |
9,905 |
|
|
$ |
21,349 |
|
Balances, January 31, 2021 |
2,479 |
|
|
$ |
3 |
|
|
$ |
8,719 |
|
|
$ |
(10,756) |
|
|
$ |
19 |
|
|
$ |
18,908 |
|
|
$ |
16,893 |
|
Net income |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
6,749 |
|
|
6,749 |
|
Other comprehensive loss |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(10) |
|
|
— |
|
|
(10) |
|
Issuance of common stock from stock plans |
30 |
|
|
— |
|
|
277 |
|
|
— |
|
|
— |
|
|
— |
|
|
277 |
|
Tax withholding related to vesting of restricted stock
units |
(7) |
|
|
— |
|
|
— |
|
|
(1,282) |
|
|
— |
|
|
— |
|
|
(1,282) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash dividends declared and paid ($0.12 per common
share)
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(298) |
|
|
(298) |
|
Fair value of partially vested equity awards assumed in connection
with acquisitions |
— |
|
|
— |
|
|
18 |
|
|
— |
|
|
— |
|
|
— |
|
|
18 |
|
Stock-based compensation |
— |
|
|
— |
|
|
1,451 |
|
|
— |
|
|
— |
|
|
— |
|
|
1,451 |
|
Balances, October 31, 2021 |
2,502 |
|
|
$ |
3 |
|
|
$ |
10,465 |
|
|
$ |
(12,038) |
|
|
$ |
9 |
|
|
$ |
25,359 |
|
|
$ |
23,798 |
|
See accompanying Notes to Condensed Consolidated Financial
Statements.
NVIDIA CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In millions)
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended |
|
October 30, |
|
October 31, |
|
2022 |
|
2021 |
Cash flows from operating activities: |
|
|
|
Net income |
$ |
2,954 |
|
|
$ |
6,749 |
|
Adjustments to reconcile net income to net cash provided by
operating activities: |
|
|
|
Stock-based compensation expense |
1,971 |
|
|
1,453 |
|
Acquisition termination cost
|
1,353 |
|
|
— |
|
Depreciation and amortization |
1,118 |
|
|
865 |
|
Losses (gains) on investments in non-affiliates, net |
35 |
|
|
(152) |
|
Deferred income taxes |
(1,517) |
|
|
(182) |
|
|
|
|
|
Other |
(27) |
|
|
25 |
|
Changes in operating assets and liabilities, net of
acquisitions: |
|
|
|
Accounts receivable |
(258) |
|
|
(1,523) |
|
Inventories |
(1,848) |
|
|
(400) |
|
Prepaid expenses and other assets |
(1,307) |
|
|
(1,557) |
|
Accounts payable |
(358) |
|
|
385 |
|
Accrued and other current liabilities |
1,175 |
|
|
159 |
|
Other long-term liabilities |
102 |
|
|
253 |
|
Net cash provided by operating activities |
3,393 |
|
|
6,075 |
|
Cash flows from investing activities: |
|
|
|
Proceeds from maturities of marketable securities |
16,792 |
|
|
7,780 |
|
Proceeds from sales of marketable securities |
1,806 |
|
|
916 |
|
|
|
|
|
Purchases of marketable securities |
(9,764) |
|
|
(16,020) |
|
Purchases related to property and equipment and intangible
assets |
(1,324) |
|
|
(703) |
|
Acquisitions, net of cash acquired |
(49) |
|
|
(203) |
|
Investments and other, net |
(83) |
|
|
(14) |
|
Net cash provided by (used in) investing activities |
7,378 |
|
|
(8,244) |
|
Cash flows from financing activities: |
|
|
|
Proceeds related to employee stock plans |
349 |
|
|
277 |
|
Payments related to repurchases of common stock |
(8,826) |
|
|
— |
|
Payments related to tax on restricted stock units |
(1,131) |
|
|
(1,282) |
|
Dividends paid |
(300) |
|
|
(298) |
|
Principal payments on property and equipment and intangible
asset |
(54) |
|
|
(62) |
|
Issuance of debt, net of issuance costs |
— |
|
|
4,977 |
|
Repayment of debt |
— |
|
|
(1,000) |
|
|
|
|
|
Other |
1 |
|
|
(2) |
|
Net cash provided by (used in) financing activities |
(9,961) |
|
|
2,610 |
|
Change in cash and cash equivalents |
810 |
|
|
441 |
|
Cash and cash equivalents at beginning of period |
1,990 |
|
|
847 |
|
Cash and cash equivalents at end of period |
$ |
2,800 |
|
|
$ |
1,288 |
|
|
|
|
|
Supplemental disclosures of cash flow information: |
|
|
|
Cash paid for income taxes, net |
$ |
1,372 |
|
|
$ |
313 |
|
|
|
|
|
See accompanying Notes to Condensed Consolidated Financial
Statements.
NVIDIA CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note 1 - Summary of Significant Accounting Policies
Basis of Presentation
The accompanying unaudited condensed consolidated financial
statements were prepared in accordance with accounting principles
generally accepted in the United States of America, or U.S. GAAP,
for interim financial information and with the instructions to Form
10-Q and Article 10 of Securities and Exchange Commission, or SEC,
Regulation S-X. The January 30, 2022 consolidated balance
sheet was derived from our audited consolidated financial
statements included in our Annual Report on Form 10-K for the
fiscal year ended January 30, 2022, as filed with the SEC, but
does not include all disclosures required by U.S. GAAP. In the
opinion of management, all adjustments, consisting only of normal
recurring adjustments considered necessary for a fair statement of
results of operations and financial position, have been included.
The results for the interim periods presented are not necessarily
indicative of the results expected for any future period. The
following information should be read in conjunction with the
audited consolidated financial statements and notes thereto
included in our Annual Report on Form 10-K for the fiscal year
ended January 30, 2022.
Significant Accounting Policies
There have been no material changes to our significant accounting
policies disclosed in Note 1 - Organization and Summary of
Significant Accounting Policies, of the Notes to the Consolidated
Financial Statements included in our Annual Report on Form 10-K for
the fiscal year ended January 30, 2022.
Fiscal Year
We operate on a 52- or 53-week year, ending on the last Sunday in
January. Fiscal years 2023 and 2022 are both 52-week years. The
third quarters of fiscal years 2023 and 2022 were both 13-week
quarters.
Reclassifications
Certain prior fiscal year balances have been reclassified to
conform to the current fiscal year presentation.
Prior period intangible asset gross carrying amount and accumulated
amortization in Note 9 have been adjusted to write off immaterial
fully amortized intangible assets as of January 30,
2022.
Principles of Consolidation
Our condensed consolidated financial statements include the
accounts of NVIDIA Corporation and our wholly-owned subsidiaries.
All intercompany balances and transactions have been eliminated in
consolidation.
Note 2 - Business Combination
Termination of the Arm Share Purchase Agreement
In February 2022, NVIDIA and SoftBank Group Corp, or SoftBank,
announced the termination of the Share Purchase Agreement whereby
NVIDIA would have acquired Arm Limited from SoftBank. The parties
agreed to terminate because of significant regulatory challenges
preventing the completion of the transaction. We recorded an
acquisition termination cost of $1.35 billion in the first
quarter of fiscal year 2023 reflecting the write-off of the
prepayment provided at signing.
NVIDIA CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Continued)
(Unaudited)
Note 3 - Leases
Our lease obligations primarily consist of operating leases for our
headquarters complex, domestic and international office facilities,
and data center space, with lease periods expiring between fiscal
years 2023 and 2035.
Future minimum lease payments under our non-cancelable operating
leases as of October 30, 2022 are as follows:
|
|
|
|
|
|
|
Operating Lease Obligations |
|
(In millions) |
Fiscal Year: |
|
2023 (excluding first nine months of fiscal year 2023)
|
$ |
50 |
|
2024 |
188 |
|
2025 |
167 |
|
2026 |
149 |
|
2027 |
137 |
|
2028 and thereafter
|
393 |
|
Total |
1,084 |
|
Less imputed interest |
130 |
|
Present value of net future minimum lease payments |
954 |
|
Less short-term operating lease liabilities |
156 |
|
Long-term operating lease liabilities |
$ |
798 |
|
In addition to our existing operating lease obligations, we have
operating leases, primarily for our data centers, that are expected
to commence between the fourth quarter of fiscal year 2023 and
fiscal year 2025 with lease terms of 2 to 8 years for
$647 million.
Operating lease expenses were $49 million and $44 million for the
third quarter of fiscal years 2023 and 2022, respectively, and $139
million and $125 million for the first nine months of fiscal years
2023 and 2022, respectively. Short-term and variable lease expenses
for the third quarter and first nine months of fiscal years 2023
and 2022 were not significant.
Other information related to leases was as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended |
|
October 30, 2022 |
|
October 31, 2021 |
|
|
|
|
|
(In millions) |
Supplemental cash flows information |
|
|
|
Operating cash flows used for operating leases |
$ |
134 |
|
|
$ |
114 |
|
Operating lease assets obtained in exchange for lease
obligations |
$ |
213 |
|
|
$ |
230 |
|
As of October 30, 2022, our operating leases had a weighted
average remaining lease term of 6.9 years and a weighted average
discount rate of 2.82%. As of January 30, 2022, our operating
leases had a weighted average remaining lease term of 7.1 years and
a weighted average discount rate of 2.51%.
NVIDIA CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Continued)
(Unaudited)
Note 4 - Stock-Based Compensation
Our stock-based compensation expense is associated with restricted
stock units, or RSUs, performance stock units that are based on our
corporate financial performance targets, or PSUs, performance stock
units that are based on market conditions, or market-based PSUs,
and our employee stock purchase plan, or ESPP.
Our Condensed Consolidated Statements of Income include stock-based
compensation expense, net of amounts allocated to inventory, as
follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Nine Months Ended |
|
October 30,
2022 |
|
October 31,
2021 |
|
October 30,
2022 |
|
October 31,
2021 |
|
|
|
|
|
|
|
|
|
(In millions) |
Cost of revenue |
$ |
32 |
|
|
$ |
44 |
|
|
$ |
108 |
|
|
$ |
102 |
|
Research and development |
530 |
|
|
363 |
|
|
1,365 |
|
|
935 |
|
Sales, general and administrative |
183 |
|
|
152 |
|
|
498 |
|
|
416 |
|
Total |
$ |
745 |
|
|
$ |
559 |
|
|
$ |
1,971 |
|
|
$ |
1,453 |
|
Equity Award Activity
The following is a summary of our equity award transactions under
our equity incentive plans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RSUs, PSUs, and Market-based PSUs Outstanding |
|
|
|
Number of Shares |
|
Weighted Average Grant-Date Fair Value Per Share |
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions, except per share data) |
Balances, January 30, 2022 |
46 |
|
|
$ |
114.19 |
|
|
|
|
|
Granted |
23 |
|
|
$ |
185.07 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Vested restricted stock |
(18) |
|
|
$ |
94.82 |
|
|
|
|
|
Canceled and forfeited |
(1) |
|
|
$ |
137.27 |
|
|
|
|
|
Balances, October 30, 2022 |
50 |
|
|
$ |
153.73 |
|
|
|
|
|
As of October 30, 2022, there was $7.19 billion of aggregate
unearned stock-based compensation expense. This amount is expected
to be recognized over a weighted average period of 2.7 years for
RSUs, PSUs, and market-based PSUs, and 1.1 years for
ESPP.
NVIDIA CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Continued)
(Unaudited)
Note 5 – Net Income Per Share
The following is a reconciliation of the denominator of the basic
and diluted net income per share computations for the periods
presented:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Nine Months Ended |
|
October 30, |
|
October 31, |
|
October 30, |
|
October 31, |
|
2022 |
|
2021 |
|
2022 |
|
2021 |
|
|
|
|
|
|
|
|
|
(In millions, except per share data) |
Numerator: |
|
|
|
|
|
|
|
Net income
|
$ |
680 |
|
|
$ |
2,464 |
|
|
$ |
2,954 |
|
|
$ |
6,749 |
|
Denominator: |
|
|
|
|
|
|
|
Basic weighted average shares
|
2,483 |
|
|
2,499 |
|
|
2,495 |
|
|
2,493 |
|
Dilutive impact of outstanding
equity awards
|
16 |
|
|
39 |
|
|
22 |
|
|
39 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted weighted average shares
|
2,499 |
|
|
2,538 |
|
|
2,517 |
|
|
2,532 |
|
Net income per share: |
|
|
|
|
|
|
|
Basic (1)
|
$ |
0.27 |
|
|
$ |
0.99 |
|
|
$ |
1.18 |
|
|
$ |
2.71 |
|
Diluted (2)
|
$ |
0.27 |
|
|
$ |
0.97 |
|
|
$ |
1.17 |
|
|
$ |
2.67 |
|
Equity awards excluded from diluted net income per share because
their effect would have been anti-dilutive |
36 |
|
|
2 |
|
|
29 |
|
|
21 |
|
(1) Calculated as net income divided by
basic weighted average shares.
(2) Calculated as net income divided by
diluted weighted average shares.
Note 6 – Income Taxes
We recognized an income tax benefit of $67 million and $61 million
for the third quarter and first nine months of fiscal year 2023,
respectively, and an income tax expense of $174 million and $327
million for the third quarter and first nine months of fiscal year
2022, respectively. Income tax as a percentage of income before
income tax was a benefit of 10.9% and 2.1% for the third quarter
and first nine months of fiscal year 2023, respectively, and an
expense of 6.6% and 4.6% for the third quarter and first nine
months of fiscal year 2022, respectively.
The decrease in our effective tax rate for the third quarter and
first nine months of fiscal year 2023 as compared to the same
periods of fiscal year 2022 was primarily due to the increased tax
benefit of the foreign-derived intangible income deduction,
stock-based compensation, and the U.S. federal research tax credit,
relative to a lower expected profitability. This is partially
offset by the impact of an increase in the proportion of earnings
subject to U.S. tax in fiscal year 2023 and the one-time discrete
benefit from re-valuing certain deferred tax assets in connection
with the domestication of one of our foreign subsidiaries, or the
Domestication, in fiscal year 2022.
Our effective tax rate for the first nine months of fiscal year
2023 was lower than the U.S. federal statutory rate of 21% due to
tax benefits from the foreign-derived intangible income deduction,
stock-based compensation and the U.S. federal research tax
credit.
Our effective tax rate for the first nine months of fiscal year
2022 was lower than the U.S. federal statutory rate of 21% due to
tax benefits from the foreign-derived intangible income deduction,
income earned in jurisdictions that are subject to taxes lower than
the U.S. federal statutory tax rate, the discrete benefit of the
Domestication, and tax benefits related to stock-based compensation
and the U.S. federal research tax credit.
For the first nine months of fiscal year 2023, there were no
material changes to our tax years that remain subject to
examination by major tax jurisdictions. We are currently under
examination by the Internal Revenue Service for our fiscal years
2018 and 2019. Additionally, there have been no material changes to
our unrecognized tax benefits and any related interest or penalties
since the fiscal year ended January 30, 2022.
NVIDIA CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Continued)
(Unaudited)
While we believe that we have adequately provided for all uncertain
tax positions, or tax positions where we believe it is not
more-likely-than-not that the position will be sustained upon
review, amounts asserted by tax authorities could be greater or
less than our accrued position. Accordingly, our provisions on
federal, state and foreign tax related matters to be recorded in
the future may change as revised estimates are made or the
underlying matters are settled or otherwise resolved with the
respective tax authorities. As of October 30, 2022, we do not
believe that our estimates, as otherwise provided for, on such tax
positions will significantly increase or decrease within the next
12 months.
Note 7 - Cash Equivalents and Marketable
Securities
Our cash equivalents and marketable securities related to debt
securities are classified as “available-for-sale” debt
securities.
The following is a summary of cash equivalents and marketable
securities as of October 30, 2022 and January 30,
2022:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
October 30, 2022 |
|
Amortized
Cost |
|
Unrealized
Gain |
|
Unrealized
Loss |
|
Estimated
Fair Value |
|
Reported as |
|
|
|
|
|
Cash Equivalents |
|
Marketable Securities |
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions) |
Corporate debt securities |
$ |
4,221 |
|
|
$ |
— |
|
|
$ |
(19) |
|
|
$ |
4,202 |
|
|
$ |
239 |
|
|
$ |
3,963 |
|
Debt securities issued by the U.S. Treasury |
4,176 |
|
|
1 |
|
|
(60) |
|
|
4,117 |
|
|
1 |
|
|
4,116 |
|
Debt securities issued by U.S. government agencies |
2,259 |
|
|
— |
|
|
(4) |
|
|
2,255 |
|
|
344 |
|
|
1,911 |
|
Certificates of deposit |
316 |
|
|
— |
|
|
— |
|
|
316 |
|
|
58 |
|
|
258 |
|
Money market funds |
1,843 |
|
|
— |
|
|
— |
|
|
1,843 |
|
|
1,843 |
|
|
— |
|
Foreign government bonds |
99 |
|
|
— |
|
|
— |
|
|
99 |
|
|
4 |
|
|
95 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
$ |
12,914 |
|
|
$ |
1 |
|
|
$ |
(83) |
|
|
$ |
12,832 |
|
|
$ |
2,489 |
|
|
$ |
10,343 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
January 30, 2022 |
|
Amortized
Cost |
|
Unrealized
Gain |
|
Unrealized
Loss |
|
Estimated
Fair Value |
|
Reported as |
|
|
|
|
|
Cash Equivalents |
|
Marketable Securities |
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions) |
Corporate debt securities |
$ |
9,977 |
|
|
$ |
— |
|
|
$ |
(3) |
|
|
$ |
9,974 |
|
|
$ |
1,102 |
|
|
$ |
8,872 |
|
Debt securities issued by the U.S. Treasury |
7,314 |
|
|
— |
|
|
(14) |
|
|
7,300 |
|
|
— |
|
|
7,300 |
|
Debt securities issued by U.S. government agencies |
1,612 |
|
|
— |
|
|
— |
|
|
1,612 |
|
|
256 |
|
|
1,356 |
|
Certificates of deposit |
1,561 |
|
|
— |
|
|
— |
|
|
1,561 |
|
|
21 |
|
|
1,540 |
|
Money market funds |
316 |
|
|
— |
|
|
— |
|
|
316 |
|
|
316 |
|
|
— |
|
Foreign government bonds |
150 |
|
|
— |
|
|
— |
|
|
150 |
|
|
— |
|
|
150 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
$ |
20,930 |
|
|
$ |
— |
|
|
$ |
(17) |
|
|
$ |
20,913 |
|
|
$ |
1,695 |
|
|
$ |
19,218 |
|
The following tables provide the breakdown of unrealized losses,
aggregated by investment category and length of time that
individual securities have been in a continuous loss
position:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
October 30, 2022 |
|
Less than 12 Months |
|
12 Months or Greater |
|
Total |
|
Estimated Fair Value |
|
Gross Unrealized Loss |
|
Estimated Fair Value |
|
Gross Unrealized Loss |
|
Estimated Fair Value |
|
Gross Unrealized Loss |
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions) |
|
Debt securities issued by the U.S. Treasury |
$ |
1,928 |
|
|
$ |
(35) |
|
|
$ |
1,051 |
|
|
$ |
(24) |
|
|
$ |
2,979 |
|
|
$ |
(59) |
|
Debt securities issued by U.S. government agencies |
1,888 |
|
|
(4) |
|
|
— |
|
|
— |
|
|
1,888 |
|
|
(4) |
|
Corporate debt securities |
1,786 |
|
|
(18) |
|
|
208 |
|
|
(2) |
|
|
1,994 |
|
|
(20) |
|
Total |
$ |
5,602 |
|
|
$ |
(57) |
|
|
$ |
1,259 |
|
|
$ |
(26) |
|
|
$ |
6,861 |
|
|
$ |
(83) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
January 30, 2022 |
|
Less than 12 Months |
|
12 Months or Greater |
|
Total |
|
Estimated Fair Value |
|
Gross Unrealized Loss |
|
Estimated Fair Value |
|
Gross Unrealized Loss |
|
Estimated Fair Value |
|
Gross Unrealized Loss |
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions) |
|
Debt securities issued by the U.S. Treasury |
$ |
5,292 |
|
|
$ |
(14) |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
5,292 |
|
|
$ |
(14) |
|
Corporate debt securities |
2,445 |
|
|
(3) |
|
|
19 |
|
|
— |
|
|
2,464 |
|
|
(3) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
$ |
7,737 |
|
|
$ |
(17) |
|
|
$ |
19 |
|
|
$ |
— |
|
|
$ |
7,756 |
|
|
$ |
(17) |
|
The gross unrealized losses are related to fixed income securities,
driven primarily by changes in interest rates. Net realized gains
and losses were not significant for all periods
presented.
The amortized cost and estimated fair value of cash equivalents and
marketable securities as of October 30, 2022 and
January 30, 2022 are shown below by contractual
maturity.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
October 30, 2022 |
|
January 30, 2022 |
|
Amortized Cost |
|
Estimated Fair Value |
|
Amortized Cost |
|
Estimated Fair Value |
|
|
|
|
|
|
|
|
|
(In millions) |
Less than one year |
$ |
8,985 |
|
|
$ |
8,952 |
|
|
$ |
16,346 |
|
|
$ |
16,343 |
|
Due in 1 - 5 years |
3,929 |
|
|
3,880 |
|
|
4,584 |
|
|
4,570 |
|
|
|
|
|
|
|
|
|
Total |
$ |
12,914 |
|
|
$ |
12,832 |
|
|
$ |
20,930 |
|
|
$ |
20,913 |
|
NVIDIA CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Continued)
(Unaudited)
Note 8 – Fair Value of Financial Assets and
Liabilities
The fair values of our financial assets and liabilities are
determined using quoted market prices of identical assets or quoted
market prices of similar assets from active markets. We review fair
value hierarchy classification on a quarterly basis.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair Value at |
|
Pricing Category |
|
October 30, 2022 |
|
January 30, 2022 |
|
|
|
|
|
|
|
|
|
(In millions) |
Assets |
|
|
|
|
|
Cash equivalents and marketable securities: |
|
|
|
|
|
Money market funds |
Level 1 |
|
$ |
1,843 |
|
|
$ |
316 |
|
Corporate debt securities |
Level 2 |
|
$ |
4,202 |
|
|
$ |
9,974 |
|
Debt securities issued by the U.S. Treasury |
Level 2 |
|
$ |
4,117 |
|
|
$ |
7,300 |
|
Debt securities issued by U.S. government agencies |
Level 2 |
|
$ |
2,255 |
|
|
$ |
1,612 |
|
Certificates of deposit |
Level 2 |
|
$ |
316 |
|
|
$ |
1,561 |
|
Foreign government bonds |
Level 2 |
|
$ |
99 |
|
|
$ |
150 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Other assets (Investment in non-affiliated entities): |
|
|
|
|
|
Publicly-held equity securities (1) |
Level 1 |
|
$ |
27 |
|
|
$ |
58 |
|
Privately-held equity securities |
Level 3 |
|
$ |
287 |
|
|
$ |
208 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities (2) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0.309% Notes Due 2023
|
Level 2 |
|
$ |
1,217 |
|
|
$ |
1,236 |
|
0.584% Notes Due 2024
|
Level 2 |
|
$ |
1,168 |
|
|
$ |
1,224 |
|
3.20% Notes Due 2026
|
Level 2 |
|
$ |
945 |
|
|
$ |
1,055 |
|
1.55% Notes Due 2028
|
Level 2 |
|
$ |
1,036 |
|
|
$ |
1,200 |
|
2.85% Notes Due 2030
|
Level 2 |
|
$ |
1,281 |
|
|
$ |
1,542 |
|
2.00% Notes Due 2031
|
Level 2 |
|
$ |
979 |
|
|
$ |
1,200 |
|
3.50% Notes Due 2040
|
Level 2 |
|
$ |
764 |
|
|
$ |
1,066 |
|
3.50% Notes Due 2050
|
Level 2 |
|
$ |
1,427 |
|
|
$ |
2,147 |
|
3.70% Notes Due 2060
|
Level 2 |
|
$ |
344 |
|
|
$ |
551 |
|
(1) Unrealized losses of $11 million
and $35 million from investments in publicly-traded equity
securities were recorded in other income (expense), net, in the
third quarter and first nine months of fiscal year 2023,
respectively. Unrealized gains of $8 million and
$126 million from an investment in a publicly-traded equity
security were recorded in other income (expense), net, in the third
quarter and first nine months of fiscal year 2022,
respectively.
(2) These liabilities are carried on our
Condensed Consolidated Balance Sheets at their original issuance
value, net of unamortized debt discount and issuance
costs.
NVIDIA CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Continued)
(Unaudited)
Note 9 - Amortizable Intangible Assets and Goodwill
The components of our amortizable intangible assets are as
follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
October 30, 2022 |
|
January 30, 2022 |
|
Gross
Carrying
Amount |
|
Accumulated
Amortization |
|
Net Carrying
Amount |
|
Gross
Carrying
Amount |
|
Accumulated
Amortization |
|
Net Carrying
Amount |
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions) |
Acquisition-related intangible assets (1) |
$ |
3,093 |
|
|
$ |
(1,441) |
|
|
$ |
1,652 |
|
|
$ |
3,061 |
|
|
$ |
(947) |
|
|
$ |
2,114 |
|
Patents and licensed technology |
442 |
|
|
(244) |
|
|
198 |
|
|
446 |
|
|
(221) |
|
|
225 |
|
Total intangible assets |
$ |
3,535 |
|
|
$ |
(1,685) |
|
|
$ |
1,850 |
|
|
$ |
3,507 |
|
|
$ |
(1,168) |
|
|
$ |
2,339 |
|
(1) During the first quarter of fiscal year
2023, we commenced amortization of a $630 million in-process
research and development intangible asset related to our
acquisition of Mellanox.
Amortization expense associated with intangible assets was $181
million and $518 million for the third quarter and first nine
months of fiscal year 2023, respectively, and $143 million and $418
million for the third quarter and first nine months of fiscal year
2022, respectively. Future amortization expense related to the net
carrying amount of intangible assets as of October 30, 2022 is
estimated to be $181 million for the remainder of fiscal year 2023,
$600 million in fiscal year 2024, $538 million in fiscal year 2025,
$244 million in fiscal year 2026, $141 million in fiscal year 2027,
and $146 million in fiscal year 2028 and thereafter.
In the first nine months of fiscal year 2023, goodwill increased by
$23 million and intangible assets increased by
$33 million from acquisitions. We assigned $14 million of
the increase in goodwill to our Compute & Networking segment
and $9 million of the increase to our Graphics
segment.
Note 10 - Balance Sheet Components
Certain balance sheet components are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
October 30, |
|
January 30, |
|
2022 |
|
2022 |
|
|
|
|
Inventories: |
(In millions) |
Raw materials |
$ |
1,936 |
|
|
$ |
791 |
|
Work in-process |
788 |
|
|
692 |
|
Finished goods |
1,730 |
|
|
1,122 |
|
Total inventories |
$ |
4,454 |
|
|
$ |
2,605 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
October 30, |
|
January 30, |
|
2022 |
|
2022 |
|
|
|
|
Other assets: |
(In millions) |
Prepaid supply agreements |
$ |
2,771 |
|
|
$ |
1,747 |
|
Prepaid royalties |
393 |
|
|
409 |
|
Investment in non-affiliated entities |
314 |
|
|
266 |
|
|
|
|
|
|
|
|
|
Advanced consideration for acquisition (1) |
— |
|
|
1,353 |
|
Other |
102 |
|
|
66 |
|
Total other assets |
$ |
3,580 |
|
|
$ |
3,841 |
|
(1) Refer to Note 2 - Business Combination
for further details on the Arm acquisition.
NVIDIA CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Continued)
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
October 30, |
|
January 30, |
|
2022 |
|
2022 |
|
|
|
|
Accrued and Other Current Liabilities: |
(In millions) |
Customer program accruals |
$ |
1,394 |
|
|
$ |
1,000 |
|
Excess inventory purchase obligations |
1,181 |
|
|
196 |
|
Deferred revenue (1) |
338 |
|
|
300 |
|
Accrued payroll and related expenses |
307 |
|
|
409 |
|
Unsettled share repurchases |
162 |
|
|
— |
|
|
|
|
|
|
|
|
|
Product warranty |
104 |
|
|
46 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Taxes payable |
108 |
|
|
132 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other |
521 |
|
|
469 |
|
Total accrued and other current liabilities |
$ |
4,115 |
|
|
$ |
2,552 |
|
(1) Deferred revenue primarily includes
customer advances and deferrals related to license and development
arrangements, support for hardware and software, and cloud
services.
|
|
|
|
|
|
|
|
|
|
|
|
|
October 30, |
|
January 30, |
|
2022 |
|
2022 |
|
|
|
|
Other Long-Term Liabilities: |
(In millions) |
Income tax payable (1) |
$ |
1,057 |
|
|
$ |
980 |
|
Deferred income tax |
246 |
|
|
245 |
|
Deferred revenue (2) |
213 |
|
|
202 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Other |
269 |
|
|
126 |
|
Total other long-term liabilities |
$ |
1,785 |
|
|
$ |
1,553 |
|
(1) As of October 30, 2022, income tax
payable represents the long-term portion of the one-time transition
tax payable of $188 million, unrecognized tax benefits of
$789 million, and related interest and penalties of
$80 million. As of January 30, 2022, income tax payable
represents the long-term portion of the one-time transition tax
payable of $251 million, unrecognized tax benefits of
$670 million, and related interest and penalties of
$59 million.
(2) Deferred revenue primarily includes
deferrals related to support for hardware and
software.
Deferred Revenue
The following table shows the changes in deferred revenue during
the first nine months of fiscal years 2023 and 2022:
|
|
|
|
|
|
|
|
|
|
|
|
|
October 30, |
|
October 31, |
|
2022 |
|
2021 |
|
|
|
|
|
(In millions) |
Balance at beginning of period |
$ |
502 |
|
|
$ |
451 |
|
Deferred revenue additions during the period |
577 |
|
|
621 |
|
|
|
|
|
Revenue recognized during the period |
(528) |
|
|
(583) |
|
Balance at end of period |
$ |
551 |
|
|
$ |
489 |
|
Revenue related to remaining performance obligations represents the
contracted license and development arrangements and support for
hardware and software. This includes deferred revenue currently
recorded and amounts that will be invoiced in future periods. As of
October 30, 2022, $681 million of revenue related to
performance obligations had not been recognized, of which we expect
to recognize approximately 47% over the next twelve months and the
remainder thereafter. This excludes revenue related to performance
obligations for contracts with a length of one year or
less.
NVIDIA CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Continued)
(Unaudited)
Note 11 - Derivative Financial Instruments
We enter into foreign currency forward contracts to mitigate the
impact of foreign currency exchange rate movements on our operating
expenses. These contracts are designated as cash flow hedges for
hedge accounting treatment. Gains or losses on the contracts are
recorded in accumulated other comprehensive income or loss and
reclassified to operating expense when the related operating
expenses are recognized in earnings or ineffectiveness should
occur. The fair value of the contracts was not significant as of
October 30, 2022 and January 30, 2022.
We also enter into foreign currency forward contracts to mitigate
the impact of foreign currency movements on monetary assets and
liabilities that are denominated in currencies other than the U.S.
dollar. These forward contracts were not designated for hedge
accounting treatment. Therefore, the change in fair value of these
contracts is recorded in other income or expense and offsets the
change in fair value of the hedged foreign currency denominated
monetary assets and liabilities, which is also recorded in other
income or expense.
The table below presents the notional value of our foreign currency
forward contracts outstanding as of October 30, 2022 and
January 30, 2022:
|
|
|
|
|
|
|
|
|
|
|
|
|
October 30,
2022 |
|
January 30,
2022 |
|
|
|
|
|
(In millions) |
Designated as cash flow hedges |
$ |
1,139 |
|
|
$ |
1,023 |
|
Not designated for hedge accounting |
$ |
330 |
|
|
$ |
408 |
|
As of October 30, 2022, all designated foreign
currency forward contracts mature within 18 months. The expected
realized gains and losses deferred into accumulated other
comprehensive income or loss related to foreign currency forward
contracts within the next twelve months was not
significant.
During the first nine months of fiscal years 2023 and 2022, the
impact of derivative financial instruments designated for hedge
accounting treatment on other comprehensive income or loss was not
significant.
NVIDIA CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Continued)
(Unaudited)
Note 12 - Debt
Long-Term Debt
The carrying values of our outstanding notes and their associated
interest rates were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Carrying Value at |
|
|
Expected
Remaining Term (years)
|
|
Effective
Interest Rate |
|
October 30, 2022 |
|
January 30, 2022 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions) |
|
|
|
|
|
|
|
|
|
0.309% Notes Due 2023
|
|
0.6 |
|
0.41% |
|
$ |
1,250 |
|
|
$ |
1,250 |
|
0.584% Notes Due 2024
|
|
1.6 |
|
0.66% |
|
1,250 |
|
|
1,250 |
|
3.20% Notes Due 2026
|
|
3.9 |
|
3.31% |
|
1,000 |
|
|
1,000 |
|
1.55% Notes Due 2028
|
|
5.6 |
|
1.64% |
|
1,250 |
|
|
1,250 |
|
2.85% Notes Due 2030
|
|
7.4 |
|
2.93% |
|
1,500 |
|
|
1,500 |
|
2.00% Notes Due 2031
|
|
8.6 |
|
2.09% |
|
1,250 |
|
|
1,250 |
|
3.50% Notes Due 2040
|
|
17.4 |
|
3.54% |
|
1,000 |
|
|
1,000 |
|
3.50% Notes Due 2050
|
|
27.4 |
|
3.54% |
|
2,000 |
|
|
2,000 |
|
3.70% Notes Due 2060
|
|
37.4 |
|
3.73% |
|
500 |
|
|
500 |
|
Unamortized debt discount and issuance costs |
|
|
|
|
|
(50) |
|
|
(54) |
|
Net carrying amount |
|
|
|
|
|
10,950 |
|
|
10,946 |
|
Less short-term portion |
|
|
|
|
|
(1,249) |
|
|
— |
|
Total long-term portion |
|
|
|
|
|
$ |
9,701 |
|
|
$ |
10,946 |
|
All our notes are unsecured senior obligations. All existing and
future liabilities of our subsidiaries will be effectively senior
to the notes. Our notes pay interest semi-annually. We may redeem
each of our notes prior to maturity, subject to a make-whole
premium as defined in the applicable form of note.
As of October 30, 2022, we have complied with the required
covenants under the notes.
Commercial Paper
We have a $575 million commercial paper program to support general
corporate purposes. As of October 30, 2022, we had not issued
any commercial paper.
Note 13 - Commitments and Contingencies
Purchase Obligations
Our purchase obligations primarily include our commitments to
purchase components used to manufacture our products, including
long-term supply agreements, certain software and technology
licenses, other goods and services and long-lived
assets.
We have entered into several long-term supply agreements, under
which we have made advance payments and have $917 million
remaining unpaid. As of October 30, 2022, we had outstanding
inventory purchase and long-term supply obligations totaling
$7.02 billion, inclusive of the $917 million. Other
non-inventory purchase obligations of $2.75 billion include
$1.59 billion of multi-year cloud service
agreements.
NVIDIA CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Continued)
(Unaudited)
Total gross future unconditional purchase commitments as of
October 30, 2022 are as follows:
|
|
|
|
|
|
|
Commitments |
|
(In millions) |
Fiscal Year: |
|
2023 (excluding first nine months of fiscal year 2023)
|
$ |
4,234 |
|
2024 |
3,362 |
|
2025 |
798 |
|
2026 |
504 |
|
2027 |
464 |
|
2028 and thereafter
|
410 |
|
Total |
$ |
9,772 |
|
Accrual for Product Warranty Liabilities
The estimated amount of product warranty liabilities was
$104 million and $46 million as of October 30, 2022 and
January 30, 2022, respectively. The estimated product returns and
estimated product warranty activity consisted of the
following:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
|
October 30,
|
|
October 31,
|
|
October 30,
|
|
October 31,
|
|
2022 |
|
2021
|
|
2022 |
|
2021
|
|
(In millions)
|
Balance at beginning of period
|
$ |
168 |
|
|
$ |
31 |
|
|
$ |
46 |
|
|
$ |
22 |
|
Additions
|
3 |
|
5 |
|
141 |
|
20 |
Utilization
|
(67) |
|
|
(4) |
|
|
(83) |
|
|
(10) |
|
Balance at end of period
|
$ |
104 |
|
|
$ |
32 |
|
|
$ |
104 |
|
|
$ |
32 |
|
In the third quarter of fiscal year 2023, we recognized a
warranty-related benefit of approximately $70 million in cost
of revenue due to favorable product recovery.
In connection with certain agreements that we have entered in the
past, we have provided indemnities for matters such as tax,
product, and employee liabilities. We have included intellectual
property indemnification provisions in our technology-related
agreements with third parties. Maximum potential future payments
cannot be estimated because many of these agreements do not have a
maximum stated liability. We have not recorded any liability in our
Condensed Consolidated Financial Statements for such
indemnifications.
Securities Class Action and Derivative Lawsuits
The plaintiffs in the putative securities class action lawsuit,
captioned 4:18-cv-07669-HSG, initially filed on December 21, 2018
in the United States District Court for the Northern District of
California, and titled
In Re NVIDIA Corporation Securities Litigation,
filed an amended complaint on May 13, 2020. The amended complaint
asserted that NVIDIA and certain NVIDIA executives violated Section
10(b) of the Securities Exchange Act of 1934, as amended, or the
Exchange Act, and SEC Rule 10b-5, by making materially false or
misleading statements related to channel inventory and the impact
of cryptocurrency mining on GPU demand between May 10, 2017 and
November 14, 2018. Plaintiffs also alleged that the NVIDIA
executives who they named as defendants violated Section 20(a) of
the Exchange Act. Plaintiffs sought class certification, an award
of unspecified compensatory damages, an award of reasonable costs
and expenses, including attorneys’ fees and expert fees, and
further relief as the Court may deem just and proper. On March 2,
2021, the district court granted NVIDIA’s motion to dismiss the
complaint without leave to amend, entered judgment in favor of
NVIDIA and closed the case. On March 30, 2021, plaintiffs filed an
appeal from judgment in the United States Court of Appeals for the
Ninth Circuit, case number 21-15604. Oral argument on the appeal
was held on May 10, 2022.
NVIDIA CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Continued)
(Unaudited)
The putative derivative lawsuit pending in the United States
District Court for the Northern District of California, captioned
4:19-cv-00341-HSG, initially filed January 18, 2019 and
titled
In re NVIDIA Corporation Consolidated Derivative
Litigation,
was stayed pending resolution of the plaintiffs’ appeal in
the
In Re NVIDIA Corporation Securities Litigation
action. On February 22, 2022, the court administratively closed the
case, but stated that it would reopen the case once the appeal in
the
In Re NVIDIA Corporation Securities Litigation
action is resolved. The lawsuit asserts claims, purportedly on
behalf of us, against certain officers and directors of the Company
for breach of fiduciary duty, unjust enrichment, waste of corporate
assets, and violations of Sections 14(a), 10(b), and 20(a) of the
Exchange Act based on the dissemination of allegedly false and
misleading statements related to channel inventory and the impact
of cryptocurrency mining on GPU demand. The plaintiffs are seeking
unspecified damages and other relief, including reforms and
improvements to NVIDIA’s corporate governance and internal
procedures.
The putative derivative actions initially filed September 24, 2019
and pending in the United States District Court for the District of
Delaware,
Lipchitz v. Huang, et al.
(Case No. 1:19-cv-01795-UNA) and
Nelson v. Huang, et. al.
(Case No. 1:19-cv-01798- UNA), remain stayed pending resolution of
the plaintiffs’ appeal in the
In Re NVIDIA Corporation Securities Litigation
action. The lawsuits assert claims, purportedly on behalf of us,
against certain officers and directors of the Company for breach of
fiduciary duty, unjust enrichment, insider trading,
misappropriation of information, corporate waste and violations of
Sections 14(a), 10(b), and 20(a) of the Exchange Act based on the
dissemination of allegedly false, and misleading statements related
to channel inventory and the impact of cryptocurrency mining on GPU
demand. The plaintiffs seek unspecified damages and other relief,
including disgorgement of profits from the sale of NVIDIA stock and
unspecified corporate governance measures.
Accounting for Loss Contingencies
As of October 30, 2022, we have not recorded any accrual for
contingent liabilities associated with the legal proceedings
described above based on our belief that liabilities, while
possible, are not probable. Further, except as specifically
described above, any possible loss or range of loss in these
matters cannot be reasonably estimated at this time. We are engaged
in legal actions not described above arising in the ordinary course
of business and, while there can be no assurance of favorable
outcomes, we believe that the ultimate outcome of these actions
will not have a material adverse effect on our operating results,
liquidity or financial position.
Note 14 - Shareholders’ Equity
Capital Return Program
During the third quarter and first nine months of fiscal year 2023,
we repurchased 28 million shares for $3.65 billion and 56 million
shares for $8.99 billion, respectively. Since the inception of our
share repurchase program through October 30, 2022, we have
repurchased an aggregate of 1.10 billion shares for $16.07 billion.
As of October 30, 2022, we were authorized, subject to certain
specifications, to repurchase an additional $8.28 billion of shares
through December 2023. From October 31, 2022 through November 17,
2022, we repurchased 7 million shares for $1.05 billion
pursuant to a Rule 10b5-1 trading plan.
During the third quarter and first nine months of fiscal year 2023,
we paid $100 million and $300 million in cash dividends to our
shareholders, respectively. During the third quarter and first nine
months of fiscal year 2022, we paid $100 million and
$298 million in cash dividends to our shareholders,
respectively.
Note 15 - Segment Information
Our Chief Executive Officer, who is considered to be our chief
operating decision maker, or CODM, reviews financial information
presented on an operating segment basis for purposes of making
decisions and assessing financial performance.
Our Compute & Networking segment includes Data Center platforms
and systems for artificial intelligence, or AI, high-performance
computing, and accelerated computing; Mellanox networking and
interconnect solutions; automotive AI Cockpit, autonomous driving
development agreements, and autonomous vehicle solutions;
cryptocurrency mining processors, or CMP; Jetson for robotics and
other embedded platforms; and NVIDIA AI Enterprise and other
software.
Our Graphics segment includes GeForce GPUs for gaming and PCs, the
GeForce NOW game streaming service and related infrastructure, and
solutions for gaming platforms; Quadro/NVIDIA RTX GPUs for
enterprise workstation
NVIDIA CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Continued)
(Unaudited)
graphics; vGPU software for cloud-based visual and virtual
computing; automotive platforms for infotainment systems; and
Omniverse software for building 3D designs and virtual
worlds.
Operating results by segment include costs or expenses that are
directly attributable to each segment, and costs or expenses that
are leveraged across our unified architecture and therefore
allocated between our two segments.
The “All Other” category includes the expenses that our CODM does
not assign to either Compute & Networking or Graphics for
purposes of making operating decisions or assessing financial
performance. The expenses include stock-based compensation expense,
acquisition-related and other costs, corporate infrastructure and
support costs, restructuring costs, acquisition termination cost,
IP-related and legal settlement costs, contributions, and other
non-recurring charges and benefits that our CODM deems to be
enterprise in nature.
Our CODM does not review any information regarding total assets on
a reportable segment basis. Depreciation and amortization expense
directly attributable to each reportable segment is included in
operating results for each segment. However, the CODM does not
evaluate depreciation and amortization expense by operating segment
and, therefore, it is not separately presented. There is no
intersegment revenue. The accounting policies for segment reporting
are the same as for our consolidated financial statements. The
table below presents details of our reportable segments and the
“All Other” category.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Compute & Networking |
|
Graphics |
|
All Other |
|
Consolidated |
|
|
|
|
|
|
|
|
|
(In millions) |
Three Months Ended October 30, 2022
|
|
|
|
|
|
|
|
Revenue |
$ |
3,816 |
|
|
$ |
2,115 |
|
|
$ |
— |
|
|
$ |
5,931 |
|
|
|
|
|
|
|
|
|
Operating income (loss) |
$ |
1,086 |
|
|
$ |
606 |
|
|
$ |
(1,091) |
|
|
$ |
601 |
|
|
|
|
|
|
|
|
|
Three Months Ended October 31, 2021
|
|
|
|
|
|
|
|
Revenue |
$ |
3,011 |
|
|
$ |
4,092 |
|
|
$ |
— |
|
|
$ |
7,103 |
|
|
|
|
|
|
|
|
|
Operating income (loss) |
$ |
1,332 |
|
|
$ |
2,160 |
|
|
$ |
(821) |
|
|
$ |
2,671 |
|
|
|
|
|
|
|
|
|
Nine Months Ended October 30, 2022
|
|
|
|
|
|
|
|
Revenue |
$ |
11,395 |
|
|
$ |
9,528 |
|
|
$ |
— |
|
|
$ |
20,923 |
|
|
|
|
|
|
|
|
|
Operating income (loss) |
$ |
3,509 |
|
|
$ |
3,739 |
|
|
$ |
(4,280) |
|
|
$ |
2,968 |
|
|
|
|
|
|
|
|
|
Nine Months Ended October 31, 2021
|
|
|
|
|
|
|
|
Revenue |
$ |
7,821 |
|
|
$ |
11,450 |
|
|
$ |
— |
|
|
$ |
19,271 |
|
|
|
|
|
|
|
|
|
Operating income (loss) |
$ |
3,227 |
|
|
$ |
6,073 |
|
|
$ |
(2,229) |
|
|
$ |
7,071 |
|
NVIDIA CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Continued)
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Nine Months Ended |
|
October 30,
2022 |
|
October 31,
2021 |
|
October 30,
2022 |
|
October 31,
2021 |
|
|
|
|
|
|
|
|
|
(In millions) |
Reconciling items included in "All Other" category: |
|
|
|
|
|
|
|
Stock-based compensation expense |
$ |
(745) |
|
|
$ |
(559) |
|
|
$ |
(1,971) |
|
|
$ |
(1,453) |
|
Acquisition-related and other costs |
(174) |
|
|
(156) |
|
|
(499) |
|
|
(482) |
|
Unallocated cost of revenue and operating expenses |
(156) |
|
|
(106) |
|
|
(432) |
|
|
(286) |
|
Restructuring costs |
(16) |
|
|
— |
|
|
(16) |
|
|
— |
|
Acquisition termination cost |
— |
|
|
— |
|
|
(1,353) |
|
|
— |
|
IP-related and legal settlement costs |
— |
|
|
— |
|
|
(7) |
|
|
(8) |
|
Contributions |
— |
|
|
— |
|
|
(2) |
|
|
— |
|
Total |
$ |
(1,091) |
|
|
$ |
(821) |
|
|
$ |
(4,280) |
|
|
$ |
(2,229) |
|
Revenue by geographic region is allocated to individual countries
based on the billing location of the customer. End customer
location may be different than our customer’s billing location. The
following table summarizes information pertaining to our revenue
from customers based on the invoicing address by geographic
regions:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Nine Months Ended |
|
October 30, |
|
October 31, |
|
October 30, |
|
October 31, |
|
2022 |
|
2021 |
|
2022 |
|
2021 |
|
|
|
|
|
|
|
|
|
(In millions) |
Revenue: |
|
|
|
|
|
|
|
United States |
$ |
2,148 |
|
|
$ |
1,126 |
|
|
$ |
6,069 |
|
|
$ |
2,890 |
|
Taiwan |
1,153 |
|
|
2,187 |
|
|
5,134 |
|
|
5,932 |
|
China (including Hong Kong) |
1,148 |
|
|
2,017 |
|
|
4,831 |
|
|
5,128 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other countries |
1,482 |
|
|
1,773 |
|
|
4,889 |
|
|
5,321 |
|
Total revenue |
$ |
5,931 |
|
|
$ |
7,103 |
|
|
$ |
20,923 |
|
|
$ |
19,271 |
|
The following table summarizes information pertaining to our
revenue by each of the specialized markets we serve:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Nine Months Ended |
|
October 30, |
|
October 31, |
|
October 30, |
|
October 31, |
|
2022 |
|
2021 |
|
2022 |
|
2021 |
|
|
|
|
|
|
|
|
|
(In millions) |
Revenue: |
|
|
|
|
|
|
|
Data Center |
$ |
3,833 |
|
|
$ |
2,936 |
|
|
$ |
11,389 |
|
|
$ |
7,350 |
|
Gaming |
1,574 |
|
|
3,221 |
|
|
7,236 |
|
|
9,042 |
|
Professional Visualization |
200 |
|
|
577 |
|
|
1,318 |
|
|
1,468 |
|
Automotive |
251 |
|
|
135 |
|
|
609 |
|
|
441 |
|
OEM and Other |
73 |
|
|
234 |
|
|
371 |
|
|
970 |
|
Total revenue |
$ |
5,931 |
|
|
$ |
7,103 |
|
|
$ |
20,923 |
|
|
$ |
19,271 |
|
One customer represented 10% of our total revenue for the third
quarter of fiscal year 2023 and was attributable primarily to the
Compute & Networking segment. No customer represented 10% or
more of total revenue for the first nine months of fiscal year 2023
and for the third quarter and first nine months of fiscal year
2022.
NVIDIA CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Continued)
(Unaudited)
One customer represented 10% or more of accounts receivable for a
total of 12% of our accounts receivable balance as of
October 30, 2022. Two customers each represented 10% or more
of accounts receivable for a total of 22% as of January 30,
2022.
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Forward-Looking Statements
This Quarterly Report on Form 10-Q contains forward-looking
statements which are based on our management’s beliefs and
assumptions and on information currently available to our
management. In some cases, you can identify forward-looking
statements by terms such as “may,” “will,” “should,” “could,”
“goal,” “would,” “expect,” “plan,” “anticipate,” “believe,”
“estimate,” “project,” “predict,” “potential” and similar
expressions intended to identify forward-looking statements. These
statements involve known and unknown risks, uncertainties and other
factors, which may cause our actual results, performance, time
frames or achievements to be materially different from any future
results, performance, time frames or achievements expressed or
implied by the forward-looking statements. We discuss many of these
risks, uncertainties and other factors in this Quarterly Report on
Form 10-Q, in our Annual Report on Form 10-K for the fiscal year
ended January 30, 2022 and in our Quarterly Reports on Form
10-Q for the fiscal quarters ended May 1, 2022 and July 31, 2022 in
greater detail under the heading “Risk Factors” of such reports.
Given these risks, uncertainties and other factors, you should not
place undue reliance on these forward-looking statements. Also,
these forward-looking statements represent our estimates and
assumptions only as of the date of this filing. You should read
this Quarterly Report on Form 10-Q completely and with the
understanding that our actual future results may be materially
different from what we expect. We hereby qualify our
forward-looking statements by these cautionary statements. Except
as required by law, we assume no obligation to update these
forward-looking statements publicly, or to update the reasons
actual results could differ materially from those anticipated in
these forward-looking statements, even if new information becomes
available in the future.
All references to “NVIDIA,” “we,” “us,” “our” or the “Company” mean
NVIDIA Corporation and its subsidiaries.
NVIDIA, the NVIDIA logo, GeForce, GeForce NOW, GeForce RTX,
Mellanox, NVIDIA AI Enterprise, NVIDIA BioNeMo, NVIDIA DGX, NVIDIA
DRIVE, NVIDIA DRIVE Orin, NVIDIA DRIVE Thor, NVIDIA Hopper, NVIDIA
Jetson, NVIDIA NeMo, NVIDIA Omniverse, NVIDIA RTX and Quadro are
trademarks and/or registered trademarks of NVIDIA Corporation in
the United States and/or other countries. Other company and product
names may be trademarks of the respective companies with which they
are associated. Features, pricing, availability, and specifications
are subject to change without notice.
The following discussion and analysis of our financial condition
and results of operations should be read in conjunction with the
risk factors set forth in Item 1A. “Risk Factors” of our Annual
Report on Form 10-K for the fiscal year ended January 30, 2022
and Part II, Item 1A. “Risk Factors” of this Quarterly Report on
Form 10-Q, of our Quarterly Reports on Form 10-Q for the fiscal
quarters ended May 1, 2022 and July 31, 2022 and our Condensed
Consolidated Financial Statements and related Notes thereto, as
well as other cautionary statements and risks described elsewhere
in this Quarterly Report on Form 10-Q and our other filings with
the SEC, before deciding to purchase or sell shares of our common
stock.
Overview
Our Company and Our Businesses
NVIDIA pioneered accelerated computing to help solve the most
challenging computational problems. Since our original focus on PC
graphics, we have expanded to several other large and important
computationally intensive fields. Fueled by the sustained demand
for exceptional 3D graphics and the scale of the gaming market,
NVIDIA has leveraged its GPU architecture to create platforms for
scientific computing, AI, data science, autonomous vehicles,
robotics, and augmented and virtual reality.
Our two operating segments are "Compute & Networking" and
"Graphics," as described in Note 15 of the Notes to Condensed
Consolidated Financial Statements.
Headquartered in Santa Clara, California, NVIDIA was incorporated
in California in April 1993 and reincorporated in Delaware in April
1998.
Recent Developments, Future Objectives and Challenges
Demand and Supply
Because we do not manufacture the semiconductors used for our
products, we are dependent on third parties to manufacture and
assemble our products. Our manufacturing lead times are very long,
which requires us to make estimates of customers’ future demand. At
the same time, we do not have a guaranteed supply of wafers,
components and capacity, and our supply deliveries and production
may be non-linear within a quarter or year, which has previously
caused changes to expected revenue and cash flows, and which may
reoccur in the future. If our estimates of customer
demand are ultimately inaccurate, as we have experienced from time
to time, these conditions could lead to a significant mismatch
between supply and demand. This mismatch has resulted in both
product shortages and excess inventory, has varied across our
market platforms, and significantly harmed our financial
results.
We build finished products and maintain inventory in advance of
anticipated demand. In periods of shortages impacting the
semiconductor industry and/or limited supply or capacity in our
supply chain, as we have experienced in the past, the lead time on
our orders for certain supply has extended to more than twelve
months, compared to a historical lead time of approximately six
months. Extended lead times may continue if we experience other
supply constraints caused by natural disasters or other events. As
a result, we have paid premiums and provided deposits to secure
future supply and capacity, which have increased our product costs,
and may need to continue to do so in the future. We may not have
the ability to reduce our supply commitments at the same rate or at
all if our revenue declines. Our supply, which includes inventory
on hand, purchase obligations and prepaid supply agreements, has
grown significantly due to current supply chain conditions and
complexity of our products. Purchase obligations and prepaid supply
agreements represent approximately three quarters of our total
supply.
Demand for our products is based on many factors, including our
product introductions and transitions, time to market, competitor
product releases and announcements, competing technologies, and
changes in macroeconomic conditions, including rising inflation and
fluctuating interest rates. Each of these factors has previously
impacted, and can in the future impact, the timing and volume of
our revenue. Our demand predictions may not be correct, as we have
experienced from time to time. Product transitions are complex and
frequently negatively impact our revenue as we manage shipments of
legacy prior architecture products and channel partners prepare and
adjust to support new products. We have recently begun
transitioning architectures for both our Gaming and Data Center
products, which may impair our ability to predict demand and impact
our supply mix. We may experience, and have in the past
experienced, reduced demand for current generation architectures
when customers anticipate transitions. Although we have previously
sold multiple product architectures at the same time, this trend
may not continue for current and future architecture transitions.
If we are unable to execute our architectural transitions as
planned for any reason, our financial results may be negatively
impacted. Our ability to sell certain products has in the past been
and can in the future be impeded if components from third parties
that are necessary for the finished product are not available.
Additionally, we sell most of our products through channel
partners, who sell to retailers, distributors, and/or end
customers. As a result, the decisions made by our channel partners,
retailers and distributors in response to changing market
conditions and changes in end user demand for our products have
impacted and could in the future continue to impact our ability to
properly forecast demand, particularly as they are based on
estimates provided by various downstream parties.
COVID-19-related disruptions and lockdowns in China have created
and may continue to create supply and logistics constraints. The
war in Ukraine has further strained global supply chains and may in
the future result in a shortage of key materials that our
suppliers, including our foundry partners, require to satisfy our
needs.
Our products are designed for the Data Center, Gaming, Professional
Visualization and Automotive markets. The use of our GPUs for use
cases other than that for which they were designed and marketed,
including new and unexpected use cases, has impacted and can in the
future impact demand for our products, including by leading to
inconsistent spikes and drops in demand. For example, many years
ago, our Gaming GPUs began to be used for digital currency mining,
including blockchain-based platforms such as Ethereum. It is
difficult for us to estimate with any reasonable degree of
precision the past or current impact of cryptocurrency mining, or
forecast the future impact of cryptocurrency mining, on demand for
our products. Volatility in the cryptocurrency market, including
new compute technologies, price changes in cryptocurrencies,
government cryptocurrency policies and regulations, new
cryptocurrency standards, and changes in the method of verifying
blockchain transactions, has impacted and can in the future impact
cryptocurrency mining and demand for our products and can further
impact our ability to estimate demand for our products. Changes to
cryptocurrency standards and processes including, but not limited
to, the recently implemented Ethereum 2.0 merge may decrease the
usage of GPUs for Ethereum mining as well as create increased
aftermarket sales of our GPUs, which could negatively impact retail
prices for our GPUs and reduce demand for our new GPUs. We
previously introduced Lite Hash Rate, or LHR, GeForce GPUs with
limited Ethereum mining capability and provided CMP products in an
effort to address demand from gamers and direct miners to CMP. With
the Ethereum 2.0 merge, NVIDIA Ampere and Ada Lovelace
architectures no longer include LHR. In addition, our new products
or previously sold products may be resold online or on the
unauthorized “gray market,” which also makes demand forecasting
difficult. Gray market products or reseller marketplaces compete
with our distribution channels.
During the third quarter of fiscal year 2023, the U.S. government,
or USG, announced new license requirements that, with certain
exceptions, impact exports to China (including Hong Kong) and
Russia of our A100 and H100 integrated circuits, DGX or any other
systems or boards which incorporate A100 or H100 integrated
circuits and our A100X. The
new license requirements also apply to any future NVIDIA integrated
circuit achieving both peak performance and chip-to-chip I/O
performance equal to or greater than thresholds that are roughly
equivalent to the A100, as well as any system or board that
includes those circuits. We are also required to obtain a license
to export a wide array of products, including networking products
destined for certain end users and any system in China that can
achieve single precision performance of 200 Petaops, or double
precision performance of 100 Petaops, within a 41,600 cubic feet
envelope.
We will be required to transition certain operations out of China,
which could be costly and time consuming, and adversely affect our
research and development and supply and distribution operations, as
well as our revenue, during any such transition
period.
We have engaged with customers in China to satisfy their demand
with products not subject to the new license requirements, such as
our new A800 offering. To the extent that a customer requires
products covered by the new license requirements, we may seek a
license for the customer but have no assurance that the USG will
grant any exemptions or licenses for any customer, or that the USG
will act on them in a timely manner. The new requirements may have
a disproportionate impact on NVIDIA and may disadvantage NVIDIA
against certain of our competitors who sell products that are not
subject to the new restrictions or may be able to acquire licenses
for their products.
Our revenue, profitability, cash flows, and competitive position
may be harmed if customers in China do not want to purchase our
alternative product offerings, if we are unable to provide
contractual warranty or other extended service obligations, or if
the USG does not grant licenses in a timely manner or denies
licenses to significant customers. Even if the USG grants any
requested licenses, the licenses may be temporary or impose
burdensome conditions that we cannot or choose not to fulfill. The
new requirements may benefit certain of our competitors, as the
licensing process will make our sales and support efforts more
cumbersome and less certain, and encourage customers in China to
pursue alternatives to our products, including semiconductor
suppliers based in China, Europe, and Israel.
COVID-19
During the third quarter of fiscal year 2023, we reopened our
offices worldwide. We have and expect to incur incremental expenses
and related in-office costs as we resume onsite
services.
Restrictions may be imposed or reinstated as the pandemic
resurfaces, such as ongoing lockdown measures due to COVID-19
containment efforts in China. End customer sales for our products
in China have been negatively impacted and this impact may continue
if future and continued lockdowns occur. These ongoing
COVID-19-related disruptions and lockdowns in China have created
and may continue to create supply chain and logistics constraints.
Challenges in estimating demand could become more pronounced or
volatile in the future on both a global and regional
basis.
Russia
During the first quarter of fiscal year 2023, we paused direct
sales to Russia. Direct sales to Russia in fiscal year 2022 were
immaterial. Our revenue to partners that sell into Russia may be
negatively impacted due to the war in Ukraine and we estimate that
in fiscal year 2022, Russia accounted for approximately 2% of total
end customer sales and 4% of Gaming end customer sales. During the
third quarter of fiscal year 2023, we closed business operations in
Russia.
Termination of the Arm Share Purchase Agreement
In February 2022, NVIDIA and SoftBank announced the termination of
the Share Purchase Agreement whereby NVIDIA would have acquired Arm
from SoftBank. The parties agreed to terminate because of
significant regulatory challenges preventing the completion of the
transaction. We recorded an acquisition termination cost of
$1.35 billion in the first quarter of fiscal year 2023
reflecting the write-off of the prepayment provided at
signing.
Third Quarter of Fiscal Year 2023 Summary
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
|
|
October 30, 2022 |
|
July 31, 2022 |
|
October 31, 2021 |
|
Quarter-over-Quarter Change |
|
Year-over-Year Change |
|
|
|
|
|
|
|
|
|
|
|
($ in millions, except per share data) |
|
|
|
|
Revenue |
$ |
5,931 |
|
|
$ |
6,704 |
|
|
$ |
7,103 |
|
|
(12) |
% |
|
(17) |
% |
Gross margin |
53.6 |
% |
|
43.5 |
% |
|
65.2 |
% |
|
10.1 pts |
|
(11.6) pts |
Operating expenses |
$ |
2,576 |
|
|
$ |
2,416 |
|
|
$ |
1,960 |
|
|
7 |
% |
|
31 |
% |
Income from operations |
$ |
601 |
|
|
$ |
499 |
|
|
$ |
2,671 |
|
|
20 |
% |
|
(77) |
% |
Net income |
$ |
680 |
|
|
$ |
656 |
|
|
$ |
2,464 |
|
|
4 |
% |
|
(72) |
% |
Net income per diluted share |
$ |
0.27 |
|
|
$ |
0.26 |
|
|
$ |
0.97 |
|
|
4 |
% |
|
(72) |
% |
We specialize in markets where our computing platforms can provide
tremendous acceleration for applications. These platforms
incorporate processors, interconnects, software, algorithms,
systems, and services to deliver unique value. Our platforms
address four large markets where our expertise is critical: Data
Center, Gaming, Professional Visualization, and
Automotive.
Revenue for the third quarter of fiscal year 2023 was $5.93
billion, down 17% from a year ago and down 12%
sequentially.
Data Center revenue was up 31% from a year ago and up 1%
sequentially. Year-on-year growth was broad-based across U.S. cloud
service providers, consumer internet companies and other vertical
industries. Sequential growth was impacted by softness in China. We
started shipping our flagship H100 data center GPU based on the new
Hopper-architecture.
During the third quarter, the U.S. government announced new
restrictions on exports of our A100 and H100-based products to
China, and any product destined for certain systems or entities in
China. These restrictions impacted third-quarter revenue, with the
decline largely offset by sales of alternative products into
China.
Gaming revenue was down 51% from a year ago and down 23%
sequentially, reflecting lower sell-in to partners to help align
channel inventory levels with current demand expectations as
macroeconomic conditions and COVID lockdowns in China continue to
weigh on consumer demand. The year-on-year decrease was driven by
lower GPU sales for both desktops and laptops; the sequential
decline was primarily driven by lower GPU sales for laptops. We
believe the recent transition in verifying Ethereum cryptocurrency
transactions from proof-of-work to proof-of-stake has reduced the
utility of GPUs for cryptocurrency mining. This may have
contributed to increased aftermarket sales of our GPUs in certain
markets, potentially impacting demand for some of our products,
particularly in the low-end.
Professional Visualization revenue was down 65% from a year ago and
down 60% sequentially, reflecting lower sell-in to partners to help
align channel inventory levels with current demand
expectations.
Automotive revenue was up 86% from a year ago and up 14%
sequentially, primarily driven by revenue from self-driving
solutions.
OEM and Other revenue was down 69% from a year ago and down 48%
sequentially. The sequential decline was driven by lower Jetson and
notebook OEM sales. Cryptocurrency Mining Processor (CMP) revenue
was nominal in the current and prior quarter, and $105 million in
the third quarter of fiscal year 2022.
Gross margin for the third quarter was down 11.6% from a year
earlier, primarily due to a $702 million inventory charge, largely
relating to lower Data Center demand in China, partially offset by
a warranty-related benefit of approximately $70 million.
Sequentially, gross margin was up 10.1% primarily due to lower
inventory charges compared with the second quarter. The $702
million inventory charge consists of approximately $354 million for
inventory on hand and approximately $348 million for inventory
purchase obligations in excess of our current demand
projections.
Operating expenses increased primarily due to compensation and data
center infrastructure. The year-on-year increase also reflects
employee growth.
Cash, cash equivalents and marketable securities were $13.14
billion, down from $19.30 billion a year ago and down from $17.04
billion a quarter ago. The year-on-year and sequential decreases
reflect share repurchases and changes in operating cash
flow.
During the third quarter and first nine months of fiscal year 2023,
we returned $3.75 billion and $9.29 billion to shareholders in the
form of share repurchases and cash dividends, respectively. As of
the end of the third quarter of fiscal year 2023, we had $8.28
billion remaining under our share repurchase authorization through
December 2023.
Market Platform Highlights
In Data Center, we began shipping production samples of the NVIDIA
H100 Tensor Core GPU; announced a multi-year collaboration with
Microsoft to build a cloud-based AI supercomputer; announced a
multi-year partnership with Oracle to bring NVIDIA’s full
accelerated computing stack to Oracle Cloud Infrastructure;
announced that Rescale is integrating NVIDIA AI Enterprise into its
HPC-as-service offering; announced two new large language model
cloud AI services — NVIDIA NeMo LLM and NVIDIA BioNeMo LLM Service;
and announced a new data center solution delivering zero-trust
security optimized for VMware vSphere 8.
In Gaming, we began shipping GeForce RTX 4090; introduced NVIDIA
DLSS 3; and expanded the GeForce NOW library with 85+ games
bringing the total available games to 1,400+.
In Professional Visualization, we introduced NVIDIA Omniverse
Cloud.
In Automotive, we introduced NVIDIA DRIVE Thor; announced that
Hozon Auto’s Neta brand will build future EVs on the NVIDIA DRIVE
Orin platform; marked the launch of Polestar 3; and announced new
DRIVE IX ecosystem partners.
Financial Information by Business Segment and Geographic
Data
Refer to Note 15 of the Notes to Condensed Consolidated Financial
Statements for disclosure regarding segment
information.
Critical Accounting Policies and Estimates
Refer to Part II, Item 7, "Critical Accounting Policies and
Estimates" of our Annual Report on Form 10-K for the fiscal year
ended January 30, 2022. There have been no material changes to
our Critical Accounting Policies and Estimates.
Results of Operations
The following table sets forth, for the periods indicated, certain
items in our Condensed Consolidated Statements of Income expressed
as a percentage of revenue.
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Three Months Ended |
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Nine Months Ended |
|
October 30,
2022 |
|
October 31,
2021 |
|
October 30,
2022 |
|
October 31,
2021 |
Revenue |
100.0 |
% |
|
100.0 |
% |
|
100.0 |
% |
|
100.0 |
% |
Cost of revenue |
46.4 |
|
|
34.8 |
|
|
44.9 |
|
|
35.3 |
|
Gross profit |
53.6 |
|
|
65.2 |
|
|
55.1 |
|
|
64.7 |
|
Operating expenses |
|
|
|
|
|
|
|
Research and development |
32.8 |
|
|
19.8 |
|
|
25.7 |
|
|
19.7 |
|
Sales, general and
administrative |
10.6 |
|
|
7.8 |
|
|
8.7 |
|
|
8.3 |
|
Acquisition termination cost |
— |
|
|
— |
|
|
6.5 |
|
|
— |
|
Total operating expenses |
43.4 |
|
|
27.6 |
|
|
40.9 |
|
|
28.0 |
|
Income from operations |
10.2 |
|
|
37.6 |
|
|
14.2 |
|
|
36.7 |
|
Interest income |
1.5 |
|
|
0.1 |
|
|
0.7 |
|
|
0.1 |
|
Interest expense |
(1.1) |
|
|
(0.9) |
|
|
(0.9) |
|
|
(0.9) |
|
Other, net |
(0.2) |
|
|
0.3 |
|
|
(0.1) |
|
|
0.8 |
|
Other income (expense), net
|
0.2 |
|
|
(0.5) |
|
|
(0.3) |
|
|
— |
|
Income before income tax |
10.4 |
|
|
37.1 |
|
|
13.9 |
|
|
36.7 |
|
Income tax expense (benefit) |
(1.1) |
|
|
2.4 |
|
|
(0.3) |
|
|
1.7 |
|
Net income |
11.5 |
% |
|
34.7 |
% |
|
14.2 |
% |
|
35.0 |
% |
Revenue
Revenue by Reportable Segments
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|
|
Three Months Ended |
|
Nine Months Ended |
|
October 30,
2022 |
|
October 31,
2021 |
|
$
Change |
|
%
Change |
|
October 30,
2022 |
|
October 31,
2021 |
|
$
Change |
|
%
Change |
|
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|
($ in millions) |
Compute & Networking |
$ |
3,816 |
|
|
$ |
3,011 |
|
|
$ |
805 |
|
|
27 |
% |
|
$ |
11,395 |
|
|
$ |
7,821 |
|
|
$ |
3,574 |
|
|
46 |
% |
Graphics |
2,115 |
|
|