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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Finisar Corp | NASDAQ:FNSR | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 23.77 | 23.51 | 25.00 | 0 | 01:00:00 |
x
|
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
o
|
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Delaware
|
|
94-3038428
|
(State or other jurisdiction of
|
|
(I.R.S. Employer
|
incorporation or organization)
|
|
Identification No.)
|
|
||
1389 Moffett Park Drive
|
|
|
Sunnyvale, California
|
|
94089
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Large accelerated filer
x
|
Accelerated filer
o
|
Non-accelerated filer
o
(Do not check if a smaller reporting company)
|
Smaller reporting company
o
|
|
|
|
Page
|
|
|
|
|
|
|
|
|
October 30, 2016
|
|
May 1, 2016
|
||||
|
(Unaudited)
|
|
|
||||
ASSETS
|
|||||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
282,963
|
|
|
$
|
299,221
|
|
Short-term investments
|
343,319
|
|
|
263,255
|
|
||
Accounts receivable, net of allowance for doubtful accounts of $810 at October 30, 2016 and $727 at May 1, 2016
|
277,667
|
|
|
249,257
|
|
||
Accounts receivable, other
|
49,997
|
|
|
44,576
|
|
||
Inventories
|
292,439
|
|
|
273,291
|
|
||
Prepaid expenses and other current assets
|
17,140
|
|
|
18,483
|
|
||
Total current assets
|
1,263,525
|
|
|
1,148,083
|
|
||
Property, equipment and improvements, net
|
341,563
|
|
|
348,613
|
|
||
Purchased intangible assets, net
|
16,339
|
|
|
18,388
|
|
||
Goodwill
|
106,736
|
|
|
106,736
|
|
||
Minority investments
|
3,893
|
|
|
4,051
|
|
||
Other assets
|
18,008
|
|
|
19,500
|
|
||
Total assets
|
$
|
1,750,064
|
|
|
$
|
1,645,371
|
|
LIABILITIES AND STOCKHOLDERS' EQUITY
|
|||||||
Current liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
153,023
|
|
|
$
|
141,591
|
|
Accrued compensation
|
45,213
|
|
|
36,084
|
|
||
Other accrued liabilities
|
36,736
|
|
|
42,206
|
|
||
Deferred revenue
|
17,818
|
|
|
13,529
|
|
||
Total current liabilities
|
252,790
|
|
|
233,410
|
|
||
Long-term liabilities:
|
|
|
|
||||
Convertible debt
|
234,679
|
|
|
229,393
|
|
||
Other non-current liabilities
|
13,279
|
|
|
14,882
|
|
||
Total liabilities
|
500,748
|
|
|
477,685
|
|
||
Commitments and contingencies
|
|
|
|
||||
Stockholders' equity:
|
|
|
|
||||
Preferred stock, $0.001 par value, 5,000,000 shares authorized, no shares issued and outstanding at October 30, 2016 and May 1, 2016
|
—
|
|
|
—
|
|
||
Common stock, $0.001 par value, 750,000,000 shares authorized, 110,631,286 shares and 107,696,314 shares issued and outstanding at October 30, 2016 and May 1, 2016, respectively
|
111
|
|
|
108
|
|
||
Additional paid-in capital
|
2,639,355
|
|
|
2,605,859
|
|
||
Accumulated other comprehensive (loss) income
|
(49,772
|
)
|
|
(25,188
|
)
|
||
Accumulated deficit
|
(1,340,378
|
)
|
|
(1,413,093
|
)
|
||
Total stockholders' equity
|
1,249,316
|
|
|
1,167,686
|
|
||
Total liabilities and stockholders' equity
|
$
|
1,750,064
|
|
|
$
|
1,645,371
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
|
October 30, 2016
|
|
November 1, 2015
|
|
October 30, 2016
|
|
November 1, 2015
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||
Revenues
|
|
$
|
369,863
|
|
|
$
|
321,136
|
|
|
$
|
711,188
|
|
|
$
|
635,166
|
|
Cost of revenues
|
|
235,192
|
|
|
230,610
|
|
|
466,829
|
|
|
454,757
|
|
||||
Amortization of acquired developed technology
|
|
990
|
|
|
1,435
|
|
|
2,513
|
|
|
2,870
|
|
||||
Impairment of long-lived assets
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,071
|
|
||||
Gross profit
|
|
133,681
|
|
|
89,091
|
|
|
241,846
|
|
|
176,468
|
|
||||
Operating expenses:
|
|
|
|
|
|
|
|
|
||||||||
Research and development
|
|
53,242
|
|
|
50,972
|
|
|
104,250
|
|
|
103,380
|
|
||||
Sales and marketing
|
|
13,367
|
|
|
11,896
|
|
|
25,230
|
|
|
23,098
|
|
||||
General and administrative
|
|
13,576
|
|
|
16,186
|
|
|
29,891
|
|
|
31,394
|
|
||||
Amortization of purchased intangibles
|
|
668
|
|
|
668
|
|
|
1,336
|
|
|
1,336
|
|
||||
Impairment of long-lived assets
|
|
—
|
|
|
—
|
|
|
—
|
|
|
830
|
|
||||
Total operating expenses
|
|
80,853
|
|
|
79,722
|
|
|
160,707
|
|
|
160,038
|
|
||||
Income from operations
|
|
52,828
|
|
|
9,369
|
|
|
81,139
|
|
|
16,430
|
|
||||
Interest income
|
|
1,021
|
|
|
469
|
|
|
1,747
|
|
|
834
|
|
||||
Interest expense
|
|
(3,025
|
)
|
|
(2,917
|
)
|
|
(6,011
|
)
|
|
(5,800
|
)
|
||||
Other income (expense), net
|
|
795
|
|
|
445
|
|
|
736
|
|
|
1,326
|
|
||||
Income before income taxes
|
|
51,619
|
|
|
7,366
|
|
|
77,611
|
|
|
12,790
|
|
||||
Provision for income taxes
|
|
2,853
|
|
|
722
|
|
|
4,896
|
|
|
2,753
|
|
||||
Net income
|
|
$
|
48,766
|
|
|
$
|
6,644
|
|
|
$
|
72,715
|
|
|
$
|
10,037
|
|
Net income per share:
|
|
|
|
|
|
|
|
|
||||||||
Basic
|
|
$
|
0.44
|
|
|
$
|
0.06
|
|
|
$
|
0.66
|
|
|
$
|
0.09
|
|
Diluted
|
|
$
|
0.43
|
|
|
$
|
0.06
|
|
|
$
|
0.65
|
|
|
$
|
0.09
|
|
Shares used in computing net income per share:
|
|
|
|
|
|
|
|
|
||||||||
Basic
|
|
110,407
|
|
|
106,635
|
|
|
109,614
|
|
|
105,961
|
|
||||
Diluted
|
|
113,192
|
|
|
107,493
|
|
|
112,450
|
|
|
108,238
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
|
October 30, 2016
|
|
November 1, 2015
|
|
October 30, 2016
|
|
November 1, 2015
|
||||||||
Net income
|
|
$
|
48,766
|
|
|
$
|
6,644
|
|
|
$
|
72,715
|
|
|
$
|
10,037
|
|
Other comprehensive income (loss), net of tax:
|
|
|
|
|
|
|
|
|
||||||||
Change in cumulative foreign currency translation adjustment
|
|
(11,663
|
)
|
|
(17,445
|
)
|
|
(24,584
|
)
|
|
(32,696
|
)
|
||||
Total other comprehensive income (loss), net of tax
|
|
(11,663
|
)
|
|
(17,445
|
)
|
|
(24,584
|
)
|
|
(32,696
|
)
|
||||
Total comprehensive income (loss)
|
|
$
|
37,103
|
|
|
$
|
(10,801
|
)
|
|
$
|
48,131
|
|
|
$
|
(22,659
|
)
|
|
Six Months Ended
|
||||||
|
October 30, 2016
|
|
November 1, 2015
|
||||
Operating activities
|
|
|
|
||||
Net income
|
$
|
72,715
|
|
|
$
|
10,037
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
||||
Depreciation
|
43,399
|
|
|
42,609
|
|
||
Amortization of intangible assets
|
3,849
|
|
|
4,206
|
|
||
Amortization of debt issuance costs
|
308
|
|
|
308
|
|
||
Stock-based compensation expense
|
25,829
|
|
|
24,362
|
|
||
Loss (gain) on sale or retirement of assets and asset disposal group
|
(27
|
)
|
|
(277
|
)
|
||
Impairment of long-lived assets
|
—
|
|
|
1,901
|
|
||
Equity in losses/(earnings) of equity method investment
|
155
|
|
|
(550
|
)
|
||
Amortization of discount on 0.50% Convertible Senior Notes due 2033
|
4,978
|
|
|
4,745
|
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
Accounts receivable
|
(28,410
|
)
|
|
(16,831
|
)
|
||
Inventories
|
(30,578
|
)
|
|
(1,863
|
)
|
||
Other assets
|
(2,586
|
)
|
|
15,989
|
|
||
Accounts payable
|
11,432
|
|
|
1,710
|
|
||
Accrued compensation
|
9,129
|
|
|
2,225
|
|
||
Other accrued liabilities
|
(6,937
|
)
|
|
4,865
|
|
||
Deferred revenue
|
4,289
|
|
|
3,896
|
|
||
Net cash provided by operating activities
|
107,545
|
|
|
97,332
|
|
||
Investing activities
|
|
|
|
||||
Additions to property, equipment and improvements
|
(49,625
|
)
|
|
(72,523
|
)
|
||
Net proceeds from sale of property and equipment and asset disposal group
|
365
|
|
|
549
|
|
||
Purchases of short-term investments
|
(200,595
|
)
|
|
(120,355
|
)
|
||
Maturities of short-term investments
|
120,355
|
|
|
150,266
|
|
||
Purchase of intangible assets
|
(1,800
|
)
|
|
—
|
|
||
Net cash used in investing activities
|
(131,300
|
)
|
|
(42,063
|
)
|
||
Financing activities
|
|
|
|
||||
Repayments of term loans
|
(136
|
)
|
|
(193
|
)
|
||
Proceeds from the issuance of shares under equity plans and employee stock purchase plan
|
7,633
|
|
|
5,751
|
|
||
Net cash provided by financing activities
|
7,497
|
|
|
5,558
|
|
||
Net increase (decrease) in cash and cash equivalents
|
(16,258
|
)
|
|
60,827
|
|
||
Cash and cash equivalents at beginning of period
|
299,221
|
|
|
197,443
|
|
||
Cash and cash equivalents at end of period
|
$
|
282,963
|
|
|
$
|
258,270
|
|
Supplemental disclosure of cash flow information
|
|
|
|
||||
Cash paid for interest
|
$
|
649
|
|
|
$
|
1,314
|
|
Cash paid for taxes
|
$
|
4,404
|
|
|
$
|
5,187
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
(in thousands, except per share amounts)
|
October 30, 2016
|
|
November 1, 2015
|
|
October 30, 2016
|
|
November 1, 2015
|
||||||||
Numerator:
|
|
|
|
|
|
|
|
||||||||
Net income
|
$
|
48,766
|
|
|
$
|
6,644
|
|
|
$
|
72,715
|
|
|
$
|
10,037
|
|
Numerator for basic net income per share
|
48,766
|
|
|
6,644
|
|
|
72,715
|
|
|
10,037
|
|
||||
Numerator for diluted net income per share
|
$
|
48,766
|
|
|
$
|
6,644
|
|
|
$
|
72,715
|
|
|
$
|
10,037
|
|
Denominator:
|
|
|
|
|
|
|
|
||||||||
Denominator for basic net income per share - weighted average shares
|
110,407
|
|
|
106,635
|
|
|
109,614
|
|
|
105,961
|
|
||||
Effect of dilutive securities:
|
|
|
|
|
|
|
|
||||||||
Stock options and restricted stock units
|
2,785
|
|
|
858
|
|
|
2,836
|
|
|
2,277
|
|
||||
Dilutive potential common shares
|
2,785
|
|
|
858
|
|
|
2,836
|
|
|
2,277
|
|
||||
Denominator for diluted net income per share
|
113,192
|
|
|
107,493
|
|
|
112,450
|
|
|
108,238
|
|
||||
Net income per share:
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
0.44
|
|
|
$
|
0.06
|
|
|
$
|
0.66
|
|
|
$
|
0.09
|
|
Diluted
|
$
|
0.43
|
|
|
$
|
0.06
|
|
|
$
|
0.65
|
|
|
$
|
0.09
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||
(in thousands)
|
October 30, 2016
|
|
November 1, 2015
|
|
October 30, 2016
|
|
November 1, 2015
|
||||
Stock options and restricted stock units
|
271
|
|
|
5,477
|
|
|
569
|
|
|
2,979
|
|
Inventories consist of the following:
|
As of
|
||||||
(in thousands)
|
October 30, 2016
|
|
May 1, 2016
|
||||
Raw materials
|
$
|
52,447
|
|
|
$
|
51,963
|
|
Work-in-process
|
156,494
|
|
|
137,603
|
|
||
Finished goods
|
83,498
|
|
|
83,725
|
|
||
Total inventories
|
$
|
292,439
|
|
|
$
|
273,291
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
(in thousands, except percentages)
|
October 30, 2016
|
|
November 1, 2015
|
|
October 30, 2016
|
|
November 1, 2015
|
||||||||
Contractual interest expense
|
$
|
324
|
|
|
$
|
324
|
|
|
$
|
648
|
|
|
$
|
648
|
|
Amortization of the debt discount
|
2,509
|
|
|
2,391
|
|
|
4,978
|
|
|
4,745
|
|
||||
Amortization of issuance costs
|
154
|
|
|
154
|
|
|
308
|
|
|
308
|
|
||||
Total interest cost
|
$
|
2,987
|
|
|
$
|
2,869
|
|
|
$
|
5,934
|
|
|
$
|
5,701
|
|
Effective interest rate on the liability component
|
4.87
|
%
|
|
4.87
|
%
|
|
4.87
|
%
|
|
4.87
|
%
|
|
Six Months Ended
|
||
(in thousands)
|
October 30, 2016
|
||
Beginning balance at May 1, 2016
|
$
|
12,001
|
|
Additions during the period based on product sold
|
2,088
|
|
|
Change in estimates
|
(1,061
|
)
|
|
Settlements and expirations
|
(6,921
|
)
|
|
Ending balance at October 30, 2016
|
$
|
6,107
|
|
|
October 30, 2016
|
|
May 1, 2016
|
||||||||||||||||||||||||||||||
|
Carrying
|
|
Fair Value
|
|
Carrying
|
|
Fair Value
|
||||||||||||||||||||||||||
(in thousands)
|
Amount
|
|
Level 1
|
Level 2
|
Level 3
|
Total
|
|
Amount
|
|
Level 1
|
Level 2
|
Level 3
|
Total
|
||||||||||||||||||||
Certificates of deposit
|
$
|
343,319
|
|
|
$
|
—
|
|
$
|
343,319
|
|
$
|
—
|
|
$
|
343,319
|
|
|
$
|
263,255
|
|
|
$
|
—
|
|
$
|
263,255
|
|
$
|
—
|
|
$
|
263,255
|
|
|
October 30, 2016
|
|
May 1, 2016
|
||||||||||||||||||||||||||||||
|
Carrying
|
|
Fair Value
|
|
Carrying
|
|
Fair Value
|
||||||||||||||||||||||||||
(in thousands)
|
Amount
|
|
Level 1
|
Level 2
|
Level 3
|
Total
|
|
Amount
|
|
Level 1
|
Level 2
|
Level 3
|
Total
|
||||||||||||||||||||
2033 Notes
|
$
|
234,679
|
|
|
$
|
295,234
|
|
$
|
—
|
|
$
|
—
|
|
$
|
295,234
|
|
|
$
|
229,393
|
|
|
$
|
247,430
|
|
$
|
—
|
|
$
|
—
|
|
$
|
247,430
|
|
Revenues (by market application)
|
Three Months Ended
|
|
|
|
|
|||||||||
(in thousands, except percentages)
|
October 30, 2016
|
|
November 1, 2015
|
|
Change
|
|
% Change
|
|||||||
Datacom revenue
|
$
|
262,255
|
|
|
$
|
233,758
|
|
|
$
|
28,497
|
|
|
12
|
%
|
Telecom revenue
|
107,608
|
|
|
87,378
|
|
|
20,230
|
|
|
23
|
%
|
|||
Total revenues
|
$
|
369,863
|
|
|
$
|
321,136
|
|
|
$
|
48,727
|
|
|
15
|
%
|
Revenues (by market application)
|
Six Months Ended
|
|
|
|
|
|||||||||
(in thousands, except percentages)
|
October 30, 2016
|
|
November 1, 2015
|
|
Change
|
|
% Change
|
|||||||
Datacom revenue
|
$
|
505,668
|
|
|
$
|
467,051
|
|
|
$
|
38,617
|
|
|
8
|
%
|
Telecom revenue
|
205,520
|
|
|
168,115
|
|
|
37,405
|
|
|
22
|
%
|
|||
Total revenues
|
$
|
711,188
|
|
|
$
|
635,166
|
|
|
$
|
76,022
|
|
|
12
|
%
|
Amortization of Acquired Developed Technology
|
|
|
|
|
|
|
|
|||||||
(in thousands, except percentages)
|
October 30, 2016
|
|
November 1, 2015
|
|
Change
|
|
% Change
|
|||||||
Three months ended
|
$
|
990
|
|
|
$
|
1,435
|
|
|
$
|
(445
|
)
|
|
(31
|
)%
|
Six months ended
|
$
|
2,513
|
|
|
$
|
2,870
|
|
|
$
|
(357
|
)
|
|
(12
|
)%
|
Impairment of Long-Lived Assets
|
|
|
|
|
|
|
|
|||||||
(in thousands, except percentages)
|
October 30, 2016
|
|
November 1, 2015
|
|
Change
|
|
% Change
|
|||||||
Three months ended
|
$
|
—
|
|
|
$
|
1,901
|
|
|
$
|
(1,901
|
)
|
|
(100
|
)%
|
Six months ended
|
$
|
—
|
|
|
$
|
1,901
|
|
|
$
|
(1,901
|
)
|
|
(100
|
)%
|
Gross Profit
|
|
|
|
|
|
|
|
|||||||
(in thousands, except percentages)
|
October 30, 2016
|
|
November 1, 2015
|
|
Change
|
|
% Change
|
|||||||
Three months ended
|
$
|
133,681
|
|
|
$
|
89,091
|
|
|
$
|
44,590
|
|
|
50
|
%
|
As a percentage of revenues
|
36
|
%
|
|
28
|
%
|
|
|
|
|
|||||
Six months ended
|
$
|
241,846
|
|
|
$
|
176,468
|
|
|
$
|
65,378
|
|
|
37
|
%
|
As a percentage of revenues
|
34
|
%
|
|
28
|
%
|
|
|
|
|
Research and Development Expenses
|
|
|
|
|
|
|
|
|||||||
(in thousands, except percentages)
|
October 30, 2016
|
|
November 1, 2015
|
|
Change
|
|
% Change
|
|||||||
Three months ended
|
$
|
53,242
|
|
|
$
|
50,972
|
|
|
$
|
2,270
|
|
|
4
|
%
|
Six months ended
|
$
|
104,250
|
|
|
$
|
103,380
|
|
|
$
|
870
|
|
|
1
|
%
|
Sales and Marketing Expenses
|
|
|
|
|
|
|
|
|||||||
(in thousands, except percentages)
|
October 30, 2016
|
|
November 1, 2015
|
|
Change
|
|
% Change
|
|||||||
Three months ended
|
$
|
13,367
|
|
|
$
|
11,896
|
|
|
$
|
1,471
|
|
|
12
|
%
|
Six months ended
|
$
|
25,230
|
|
|
$
|
23,098
|
|
|
$
|
2,132
|
|
|
9
|
%
|
General and Administrative Expenses
|
|
|
|
|
|
|
|
|||||||
(in thousands, except percentages)
|
October 30, 2016
|
|
November 1, 2015
|
|
Change
|
|
% Change
|
|||||||
Three months ended
|
$
|
13,576
|
|
|
$
|
16,186
|
|
|
$
|
(2,610
|
)
|
|
(16
|
)%
|
Six months ended
|
$
|
29,891
|
|
|
$
|
31,394
|
|
|
$
|
(1,503
|
)
|
|
(5
|
)%
|
Interest Income
|
|
|
|
|
|
|
|
|||||||
(in thousands, except percentages)
|
October 30, 2016
|
|
November 1, 2015
|
|
Change
|
|
% Change
|
|||||||
Three months ended
|
$
|
1,021
|
|
|
$
|
469
|
|
|
$
|
552
|
|
|
118
|
%
|
Six months ended
|
$
|
1,747
|
|
|
$
|
834
|
|
|
$
|
913
|
|
|
109
|
%
|
Interest Expense
|
|
|
|
|
|
|
|
|||||||
(in thousands, except percentages)
|
October 30, 2016
|
|
November 1, 2015
|
|
Change
|
|
% Change
|
|||||||
Three months ended
|
$
|
3,025
|
|
|
$
|
2,917
|
|
|
$
|
108
|
|
|
4
|
%
|
Six months ended
|
$
|
6,011
|
|
|
$
|
5,800
|
|
|
$
|
211
|
|
|
4
|
%
|
Other Income (Expense), Net
|
|
|
|
|
|
|
|
|||||||
(in thousands, except percentages)
|
October 30, 2016
|
|
November 1, 2015
|
|
Change
|
|
% Change
|
|||||||
Three months ended
|
$
|
795
|
|
|
$
|
445
|
|
|
$
|
350
|
|
|
79
|
%
|
Six months ended
|
$
|
736
|
|
|
$
|
1,326
|
|
|
$
|
(590
|
)
|
|
(45
|
)%
|
Provision for Income Taxes
|
|
|
|
|
|
|
|
|||||||
(in thousands, except percentages)
|
October 30, 2016
|
|
November 1, 2015
|
|
Change
|
|
% Change
|
|||||||
Three months ended
|
$
|
2,853
|
|
|
$
|
722
|
|
|
$
|
2,131
|
|
|
295
|
%
|
Six months ended
|
$
|
4,896
|
|
|
$
|
2,753
|
|
|
$
|
2,143
|
|
|
78
|
%
|
|
Six Months Ended
|
||||||
(in millions)
|
October 30, 2016
|
|
November 1, 2015
|
||||
Net cash provided by operating activities
|
$
|
107.5
|
|
|
$
|
97.3
|
|
Net cash used in investing activities
|
$
|
(131.3
|
)
|
|
$
|
(42.1
|
)
|
Net cash provided by financing activities
|
$
|
7.5
|
|
|
$
|
5.6
|
|
•
|
fluctuation in demand for our products;
|
•
|
the timing of new product introductions or enhancements by us and our competitors;
|
•
|
the level of market acceptance of new and enhanced versions of our products;
|
•
|
the timing of acquisitions that we have undertaken;
|
•
|
the timing or cancellation of large customer orders;
|
•
|
the length and variability of the sales cycle for our products;
|
•
|
pricing policy changes by us and our competitors and suppliers;
|
•
|
the availability of development funding;
|
•
|
changes in the mix of products sold;
|
•
|
increased competition in product lines, and competitive pricing pressures; and
|
•
|
the evolving and unpredictable nature of the markets for products incorporating our optical components and subsystems.
|
•
|
fluctuations in manufacturing yields;
|
•
|
the emergence of new industry standards;
|
•
|
failure to anticipate changing customer product requirements;
|
•
|
the loss or gain of important customers;
|
•
|
product obsolescence; and
|
•
|
the amount of research and development expenses associated with new product introductions.
|
•
|
adverse changes in economic conditions in various geographic areas where we or our customers do business;
|
•
|
acts of terrorism and international conflicts or domestic crises;
|
•
|
other conditions affecting the timing of customer orders or our ability to fill orders of customers subject to export control or U.S. economic sanctions; or
|
•
|
a downturn in the markets for our customers' products, particularly the data storage and networking and telecommunication components markets.
|
•
|
changing product specifications and customer requirements;
|
•
|
unanticipated engineering complexities;
|
•
|
expense reduction measures we have implemented, and others we may implement, to conserve our cash and attempt to achieve and sustain profitability;
|
•
|
difficulties in hiring and retaining necessary technical personnel;
|
•
|
difficulties in reallocating engineering resources and overcoming resource limitations; and
|
•
|
changing market or competitive product requirements.
|
•
|
our customers can stop purchasing our products at any time without penalty;
|
•
|
our customers are free to purchase products from our competitors; and
|
•
|
our customers are not required to make minimum purchases.
|
•
|
periodic changes in a specific country's or region's economic conditions, such as recession;
|
•
|
compliance with a wide variety of domestic and foreign laws and regulations (including those of municipalities or provinces where we have operations) and unexpected changes in those laws and regulatory requirements, including uncertainties regarding taxes, social insurance contributions and other payroll taxes and fees to governmental entities, tariffs, quotas, export controls, export licenses and other trade barriers;
|
•
|
unanticipated restrictions on our ability to sell to foreign customers where sales of products and the provision of services may require export licenses;
|
•
|
certification requirements;
|
•
|
environmental regulations;
|
•
|
fluctuations in foreign currency exchange rates;
|
•
|
inadequate protection of intellectual property rights in some countries;
|
•
|
potential political, legal and economic instability, foreign conflicts, and the impact of regional and global infectious illnesses in the countries in which we and our customers, suppliers and contract manufacturers are located;
|
•
|
preferences of certain customers for locally produced products;
|
•
|
difficulties and costs of staffing and managing international operations across different geographic areas and cultures, including assuring compliance with the U.S. Foreign Corrupt Practices Act and other U. S. and foreign anticorruption laws;
|
•
|
seasonal reductions in business activities in certain countries or regions; and
|
•
|
fluctuations in freight rates and transportation disruptions.
|
•
|
increased risks related to the operations of our manufacturing facilities in Malaysia;
|
•
|
greater risks of disruption in the operations of our China, Singapore and Israeli facilities and our Asian contract manufacturers, including contract manufacturers located in Thailand, and more frequent instances of shipping delays; and
|
•
|
the risk that future tightening of immigration controls may adversely affect the residence status of non-U.S. engineers and other key technical employees in our U.S. facilities or our ability to hire new non-U.S. employees in such facilities.
|
•
|
problems assimilating the purchased operations, technologies or products;
|
•
|
unanticipated costs associated with the acquisition;
|
•
|
diversion of management's attention from our core business;
|
•
|
adverse effects on existing business relationships with suppliers and customers;
|
•
|
risks associated with entering markets in which we have no or limited prior experience; and
|
•
|
potential loss of key employees of purchased organizations.
|
•
|
the jurisdictions in which profits are determined to be earned and taxed;
|
•
|
changes in valuation of our deferred tax assets and liabilities;
|
•
|
increases in expenses not deductible for tax purposes;
|
•
|
changes in available tax credits;
|
•
|
changes in stock-based compensation; and
|
•
|
changes in tax laws or the interpretation of such tax laws, including by authorities in municipalities where we are subject to social insurance and other payroll taxes and fees, and changes in generally accepted accounting principles in the United States or other countries in which we operate.
|
•
|
authorizing the board of directors to issue additional preferred stock;
|
•
|
prohibiting cumulative voting in the election of directors;
|
•
|
limiting the persons who may call special meetings of stockholders;
|
•
|
prohibiting stockholder actions by written consent;
|
•
|
creating a classified board of directors pursuant to which our directors are elected for staggered three-year terms;
|
•
|
permitting the board of directors to increase the size of the board and to fill vacancies;
|
•
|
requiring a super-majority vote of our stockholders to amend our bylaws and certain provisions of our certificate of incorporation; and
|
•
|
establishing advance notice requirements for nominations for election to the board of directors or for proposing matters that can be acted on by stockholders at stockholder meetings.
|
•
|
trends in our industry and the markets in which we operate;
|
•
|
changes in the market price of the products we sell;
|
•
|
changes in financial estimates and recommendations by securities analysts;
|
•
|
acquisitions and financings;
|
•
|
quarterly variations in our operating results;
|
•
|
the operating and stock price performance of other companies that investors in our common stock may deem comparable; and
|
•
|
purchases or sales of blocks of our common stock.
|
Exhibit Number
|
|
Exhibit Description
|
|
|
|
31.1
|
|
Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
31.2
|
|
Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
32.1
|
|
Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
32.2
|
|
Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
101.INS
|
|
XBRL Instance Document
|
101.SCH
|
|
XBRL Taxonomy Extension Schema
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase
|
|
FINISAR CORPORATION
|
||
|
By:
|
/s/ JERRY S. RAWLS
|
|
|
|
Jerry S. Rawls
|
|
|
|
Chairman of the Board of Directors and Chief Executive Officer
(Principal Executive Officer)
|
|
|
|
||
|
By:
|
/s/ KURT ADZEMA
|
|
|
|
Kurt Adzema
|
|
|
|
Executive Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer)
|
1 Year Finisar Chart |
1 Month Finisar Chart |
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