Form 8-K - Current report

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 UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 2, 2024

 

INFINERA CORPORATION

(Exact name of registrant as specified in its charter)

Delaware

001-33486

77-0560433

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

6373 San Ignacio Ave

San Jose,

California

95119

(Address of principal executive offices, including Zip Code)

[phone]

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.001 per share

INFN

The Nasdaq Global Select Market

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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

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Item 2.02			Results of Operations and Financial Condition.

On August 2, 2024, Infinera Corporation (the “Company”) issued a press release announcing financial results for its second quarter ended June 29, 2024. The Company also posted on the Investor Relations section of its website (www.infinera.com) investor slides for its second quarter ended June 29, 2024. A copy of the press release and investor slides are furnished as Exhibit 99.1 and Exhibit 99.2, respectively, to this Current Report on Form 8-K. Information on the Company’s website is not, and will not be deemed, a part of this report or incorporated into this or any other filings that the Company makes with the Securities and Exchange Commission.

In accordance with General Instruction B.2 of Form 8-K, the information in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 and Exhibit 99.2, is being furnished under Item 2.02 and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of the general incorporation language of such filing, except as shall be expressly set forth by specific reference in such a filing.

The press release and investor slides furnished herewith as Exhibit 99.1 and Exhibit 99.2 refer to certain non-GAAP financial measures. A reconciliation of these non-GAAP financial measures to the most directly comparable GAAP financial measures is contained in the exhibit in which each such non-GAAP measure appears.

Item 9.01			Financial Statements and Exhibits.
(d)			Exhibits.

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Exhibit No.						Description
99.1						Press Release of Infinera Corporation dated August 2, 2024
99.2						Investor Slides dated August 2, 2024
104						Cover Page Interactive Data File (formatted as Inline XBRL)

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

INFINERA CORPORATION

Date: August 2, 2024

By:

/s/ NANCY ERBA

Nancy Erba Chief Financial Officer

Exhibit 99.1

Infinera Corporation Reports Second Quarter 2024 Financial Results

San Jose, Calif., August 2, 2024 - Infinera Corporation (NASDAQ: INFN) today released financial results for its second quarter ended June 29, 2024.

GAAP revenue for the quarter was $342.7 million compared to $306.9 million in the first quarter of 2024 and $376.2 million in the second quarter of 2023.

GAAP gross margin for the quarter was 39.6% compared to 36.0% in the first quarter of 2024 and 38.0% in the second quarter of 2023. GAAP operating margin for the quarter was (8.7)% compared to (14.0)% in the first quarter of 2024 and (3.8)% in the second quarter of 2023.

GAAP net loss for the quarter was $(48.3) million, or $(0.21) per diluted share, compared to net loss of $(61.4) million, or $(0.27) per diluted share, in the first quarter of 2024, and net loss of $(20.3) million, or $(0.09) per diluted share, in the second quarter of 2023.

Non-GAAP gross margin for the quarter was 40.3% compared to 36.6% in the first quarter of 2024 and 39.3% in the second quarter of 2023. Non-GAAP operating margin for the quarter was (1.3)% compared to (8.4)% in the first quarter of 2024 and 2.8% in the second quarter of 2023.

Non-GAAP net loss for the quarter was $(14.0) million, or $(0.06) per diluted share, compared to non-GAAP net loss of $(38.3) million, or $(0.17) per diluted share, in the first quarter of 2024, and non-GAAP net loss of $(0.7) million, or $(0.00) per diluted share, in the second quarter of 2023.

We ended the quarter with cash, cash equivalents and restricted cash at $115.7 million.

A further explanation of the use of non-GAAP financial information and a reconciliation of each of the non-GAAP financial measures to the most directly comparable GAAP financial measure can be found at the end of this press release.

Infinera CEO, David Heard said “I am pleased with our second quarter results with revenue, gross margin and operating margin all above the midpoint of our outlook range. While the timing and pace of customer demand recovery remain uncertain, we continued our design-win momentum across our optical networking product portfolio in the quarter, with bookings up both sequentially and on a year-over-year basis. We ended Q2 with a book-to-bill ratio above 1.”

“We remain excited about our pending combination with Nokia. Customers see value in accelerating the pace of innovation to lower both the cost per bit and power per bit required to stay ahead of the capacity demands fueled by high-bandwidth usage applications including AI. Together, the combined business would have a broadened portfolio, greater scale and geographic reach, while leveraging vertically integrated optical semiconductor technologies developed here in the U.S.”

Pending Merger with Nokia

On June 27, 2024, Infinera, Nokia Corporation, a company incorporated under the laws of the Republic of Finland (“Nokia”) (NYSE: NOK) and Neptune of America Corporation, a Delaware corporation and wholly owned subsidiary of Nokia (“Merger Sub”) entered into an Agreement and Plan of Merger (as it may be amended, modified or waived from time to time, the “Merger Agreement”) that provides for Merger Sub to merge with and into Infinera (the “Merger”), with Infinera surviving the Merger as a wholly owned subsidiary of Nokia. The transaction is expected to close in the first half of 2025.

In light of the proposed transaction with Nokia, and as is customary during the pendency of an acquisition, Infinera will not be providing financial guidance during the pendency of the acquisition.

Second Quarter 2024 Investor Slides to be Made Available Online

Investor slides reviewing Infinera's second quarter of 2024 financial results will be furnished to the U.S. Securities and Exchange Commission (SEC) on a Current Report on Form 8-K and published on Infinera's Investor Relations website at investors.infinera.com.

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Contacts:
Media: Anna Vue Tel. [phone] [e-mail]						Investors: Amitabh Passi, Head of Investor Relations Tel. [phone] [e-mail]

About Infinera

Infinera is a global supplier of innovative open optical networking solutions and advanced optical semiconductors that enable carriers, cloud operators, governments, and enterprises to scale network bandwidth, accelerate service innovation, and automate network operations. Infinera solutions deliver industry-leading economics and performance in long-haul, submarine, data center interconnect, and metro transport applications. To learn more about Infinera, visit www.infinera.com, follow us on X and LinkedIn, and subscribe for updates.

Infinera and the Infinera logo are registered trademarks of Infinera Corporation.

Forward-Looking Statements

This press release contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements generally relate to future events or Infinera's future financial or operating performance. In some cases, you can identify forward-looking statements because they contain words such as "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "should," "will," and "would" or the negative of these words or similar terms or expressions that concern Infinera's expectations, strategy, priorities, plans or intentions. Forward-looking statements in this press release include, but are not limited to, statements regarding Infinera's future business plans, strategy and growth opportunities; statements about design wins; expectations regarding industry demand and key industry trends; expectations regarding Infinera’s future performance; and statements related to the Merger, including the timing of completion of the Merger and the future performance and benefits of the combined business.

These forward-looking statements are based on estimates and information available to Infinera as of the date hereof and are not guarantees of actual or future performance; actual results could differ materially from those stated or implied due to risks and uncertainties. The risks and uncertainties that could cause Infinera’s results to differ materially from those expressed or implied by such forward-looking statements include statements related to the Merger, including whether the Merger may not be completed or completion may be delayed, and if the Merger Agreement is terminated, there may be a required payment of a significant termination fee by either party; the receipt of necessary approvals to complete the Merger; the possibility that due to the Merger, and uncertainty regarding the Merger, Infinera’s customers, suppliers or strategic partners may delay or defer entering into contracts or making other decisions concerning Infinera; the significance and timing of costs related to the Merger; the impact on us of litigation or other stockholder action related to the Merger; the effects on us and our stockholders if the Merger is not completed; demand growth for additional network capacity and the level and timing of customer capital spending and excess inventory held by customers beyond normalized levels; delays in the development, introduction or acceptance of new products or in releasing enhancements to existing products; aggressive business tactics by Infinera’s competitors and new entrants and Infinera's ability to compete in a highly competitive market; supply chain and logistics issues and their impact on our business, and Infinera's dependency on sole source, limited source or high-cost suppliers; dependence on a small number of key customers; product performance problems; the complexity of Infinera's manufacturing process; Infinera's ability to identify, attract, upskill and retain qualified personnel; challenges with our contract manufacturers and other third-party partners; the effects of customer and supplier consolidation; dependence on third-party service partners; Infinera’s ability to respond to rapid technological changes; failure to accurately forecast Infinera's manufacturing requirements or customer demand; the effects of public health emergencies; Infinera’s future capital needs and its ability to generate the cash flow or otherwise secure the capital necessary to meet such capital needs; the effect of global and regional economic conditions on Infinera’s business, including effects on purchasing decisions by customers; the adverse impact inflation and higher interest rates may have on Infinera by increasing costs beyond what it can recover through price increases; restrictions to our operations resulting from loan or other credit agreements; the impacts of any restructuring plans or other strategic efforts on our business; Infinera’s international sales and operations; the impacts of foreign currency fluctuations; the effective tax rate of Infinera, which may increase or fluctuate; potential dilution from the issuance of additional shares of common stock in connection with the conversion of Infinera's convertible senior notes; Infinera’s ability to protect its intellectual property; claims by others that Infinera infringes on their intellectual property rights; security incidents, such as data breaches or cyber-attacks; Infinera's ability to comply with various rules and regulations, including with respect to export control and trade compliance, environmental, social, governance, privacy and data protection matters; events that are outside of Infinera's control, such as natural disasters, acts of war or terrorism, or other catastrophic events that could harm Infinera's operations; Infinera’s ability to remediate its recently disclosed material weaknesses in internal control over financial reporting in a timely and effective manner, and other risks and uncertainties detailed in Infinera’s SEC filings from time to time; and statements of assumptions underlying any of the foregoing. More information on potential factors

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that may impact Infinera’s business are set forth in Infinera’s periodic reports filed with the SEC, including its Annual Report on Form 10-K for the year ended December 30, 2023, filed with the SEC on May 17, 2024, as well as subsequent reports filed with or furnished to the SEC from time to time. These SEC filings are available on Infinera’s website at www.infinera.com and the SEC’s website at www.sec.gov. Infinera assumes no obligation to, and does not currently intend to, update any such forward-looking statements.

Use of Non-GAAP Financial Information

In addition to disclosing financial measures prepared in accordance with U.S. Generally Accepted Accounting Principles (GAAP), this press release and the accompanying tables contain certain non-GAAP financial measures that exclude in certain cases stock-based compensation expense, amortization of acquired intangible assets, restructuring and other related costs, warehouse fire recovery, merger-related charges, foreign exchange (gains) losses, net, and income tax effects. Infinera believes these adjustments are appropriate to enhance an overall understanding of its underlying financial performance and also its prospects for the future and are considered by management for the purpose of making operational decisions. In addition, the non-GAAP financial measures presented in this press release are the primary indicators management uses as a basis for its planning and forecasting of future periods. The presentation of this additional information is not meant to be considered in isolation or as a substitute for gross margin, operating expenses, operating margin, net income (loss) and net income (loss) per common share prepared in accordance with GAAP. Non-GAAP financial measures are not based on a comprehensive set of accounting rules or principles and are subject to limitations.

For a description of these non-GAAP financial measures and a reconciliation to the most directly comparable GAAP financial measures, please see the table titled “GAAP to Non-GAAP Reconciliations” and related footnotes.

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Infinera Corporation

Condensed Consolidated Statements of Operations

(In thousands, except per share data)

(Unaudited)

			Three months ended												Six months ended
			June 29, 2024						July 1, 2023						June 29, 2024						July 1, 2023
Revenue:
Product			$	266,470					$	299,624					$	501,794					$	614,444
Services			76,269						76,604						147,867						153,859
Total revenue			342,739						376,228						649,661						768,303
Cost of revenue:
Cost of product			167,290						188,166						323,555						386,840
Cost of services			39,152						41,733						79,395						84,680
Amortization of intangible assets			—						3,537						—						7,093
Restructuring and other related costs			703						—						676						—
Total cost of revenue			207,145						233,436						403,626						478,613
Gross profit			135,594						142,792						246,035						289,690
Operating expenses:
Research and development			74,678						79,346						151,940						160,388
Sales and marketing			41,897						41,624						82,642						83,331
General and administrative			34,107						31,159						66,954						60,394
Amortization of intangible assets			2,256						3,523						4,512						7,112
Merger-related charges			8,517						—						8,517						—
Restructuring and other related costs			3,948						1,431						4,262						2,221
Total operating expenses			165,403						157,083						318,827						313,446
Loss from operations			(29,809)						(14,291)						(72,792)						(23,756)
Other income (expense), net:
Interest income			793						717						1,915						1,188
Interest expense			(8,163)						(7,387)						(16,792)						(14,187)
Other gain (loss), net			(11,183)						7,170						(17,395)						18,126
Total other income (expense), net			(18,553)						500						(32,272)						5,127
Loss before income taxes			(48,362)						(13,791)						(105,064)						(18,629)
(Benefit from) provision for income taxes			(75)						6,472						4,618						10,044
Net loss			$	(48,287)					$	(20,263)					$	(109,682)					$	(28,673)
Net loss per common share:
Basic			$	(0.21)					$	(0.09)					$	(0.47)					$	(0.13)
Diluted			$	(0.21)					$	(0.09)					$	(0.47)					$	(0.13)
Weighted average shares used in computing net loss per common share:
Basic			234,349						225,922						232,941						224,159
Diluted			234,349						225,922						232,941						224,159

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Infinera Corporation

GAAP to Non-GAAP Reconciliations

(In thousands, except percentages)

(Unaudited)

						Three months ended																																				Six months ended
						June 29, 2024												March 30, 2024												July 1, 2023												June 29, 2024												July 1, 2023
Reconciliation of Gross Profit and Gross Margin:
GAAP as reported						$	135,594					39.6		%				$	110,441					36.0		%				$	142,792					38.0		%				$	246,035					37.9		%				$	289,690					37.7		%
Stock-based compensation expense(1)						1,777						0.5		%				1,893						0.6		%				2,881						0.8		%				3,670						0.5		%				5,157						0.7		%
Amortization of acquired intangible assets(2)						—						—		%				—						—		%				3,537						0.9		%				—						—		%				7,093						0.9		%
Restructuring and other related costs(3)						703						0.2		%				(27)						(0.0)		%				—						—		%				676						0.1		%				—						—		%
Warehouse fire recovery(4)						—						—		%				—						—		%				(1,475)						(0.4)		%				—						—		%				(1,985)						(0.3)		%
Non-GAAP as adjusted						$	138,074					40.3		%				$	112,307					36.6		%				$	147,735					39.3		%				$	250,381					38.5		%				$	299,955					39.0		%
Reconciliation of Operating Expenses:
GAAP as reported						$	165,403											$	153,424											$	157,083											$	318,827											$	313,446
Stock-based compensation expense(1)						8,024												12,638												15,116												20,662												28,491
Amortization of acquired intangible assets(2)						2,256												2,256												3,523												4,512												7,112
Restructuring and other related costs(3)						3,948												314												1,431												4,262												2,221
Merger-related charges(5)						8,517												—												—												8,517												—
Non-GAAP as adjusted						$	142,658											$	138,216											$	137,013											$	280,874											$	275,622
Reconciliation of Income (Loss) from Operations and Operating Margin:
GAAP as reported						$	(29,809)					(8.7)		%				$	(42,983)					(14.0)		%				$	(14,291)					(3.8)		%				$	(72,792)					(11.2)		%				$	(23,756)					(3.1)		%
Stock-based compensation expense(1)						9,801						2.8		%				14,531						4.8		%				17,997						4.7		%				24,332						3.7		%				33,648						4.5		%
Amortization of acquired intangible assets(2)						2,256						0.7		%				2,256						0.7		%				7,060						1.9		%				4,512						0.7		%				14,205						1.8		%
Restructuring and other related costs(3)						4,651						1.4		%				287						0.1		%				1,431						0.4		%				4,938						0.8		%				2,221						0.3		%
Warehouse fire recovery(4)						—						—		%				—						—		%				(1,475)						(0.4)		%				—						—		%				(1,985)						(0.3)		%
Merger-related charges(5)						8,517						2.5		%				—						—		%				—						—		%				8,517						1.3		%				—						—		%
Non-GAAP as adjusted						$	(4,584)					(1.3)		%				$	(25,909)					(8.4)		%				$	10,722					2.8		%				$	(30,493)					(4.7)		%				$	24,333					3.2		%

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						Three months ended																																				Six months ended
						June 29, 2024												March 30, 2024												July 1, 2023												June 29, 2024												July 1, 2023
Reconciliation of Net Income (Loss):
GAAP as reported						$	(48,287)											$	(61,395)											$	(20,263)											$	(109,682)											$	(28,673)
Stock-based compensation expense(1)						9,801												14,531												17,997												24,332												33,648
Amortization of acquired intangible assets(2)						2,256												2,256												7,060												4,512												14,205
Restructuring and other related costs(3)						4,651												287												1,431												4,938												2,221
Warehouse fire recovery(4)						—												—												(1,475)												—												(1,985)
Merger-related charges(5)						8,517												—												—												8,517												—
Foreign exchange (gains) losses, net(6)						11,690												6,448												(8,047)												18,138												(17,430)
Income tax effects(7)						(2,604)												(383)												2,567												(2,987)												2,966
Non-GAAP as adjusted						$	(13,976)											$	(38,256)											$	(730)											$	(52,232)											$	4,952
Weighted Average Shares Used in Computing GAAP Net Income (Loss) per Common Share:
Basic						234,349												231,533												225,922												232,941												224,159
Diluted(8)						234,349												231,533												225,922												232,941												224,159
Weighted Average Shares Used in Computing Non-GAAP Net Income (Loss) per Common Share:
Basic						234,349												231,533												225,922												232,941												224,159
Diluted(9)						234,349												231,533												225,922												232,941												228,502
Reconciliation of Adjusted EBITDA (10):
Non-GAAP net income (loss)						$	(13,976)											$	(38,256)											$	(730)											$	(52,232)											$	4,952
Add: Interest expense, net						7,370												7,507												6,670												14,877												12,999
Less: Other gain (loss), net						507												236												(877)												743												696
Add: Income tax effects						2,529												5,076												3,904												7,605												7,078
Add: Depreciation						13,285												13,189												12,739												26,474												25,196
Non-GAAP as adjusted						$	8,701											$	(12,720)											$	23,460											$	(4,019)											$	49,529
Net Income (Loss) per Common Share: GAAP
Basic						$	(0.21)											$	(0.27)											$	(0.09)											$	(0.47)											$	(0.13)
Diluted(8)						$	(0.21)											$	(0.27)											$	(0.09)											$	(0.47)											$	(0.13)
Net Income (Loss) per Common Share: Non-GAAP
Basic						$	(0.06)											$	(0.17)											$	(0.00)											$	(0.22)											$	0.02
Diluted(9)						$	(0.06)											$	(0.17)											$	(0.00)											$	(0.22)											$	0.02

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(1)Stock-based compensation expense is calculated in accordance with the fair value recognition provisions of Financial Accounting Standards Board Accounting Standards Codification Topic 718, Compensation – Stock Compensation effective January 1, 2006. The following table summarizes the effects of stock-based compensation related to employees and non-employees (in thousands):

						Three months ended																		Six months ended
						June 29, 2024						March 30, 2024						July 1, 2023						June 29, 2024						July 1, 2023
Cost of revenue						$	1,777					$	1,893					$	2,881					$	3,670					$	5,157
Research and development						4,497						5,112						6,200						9,609						11,823
Sales and marketing						2,611						3,287						4,071						5,898						7,665
General and administration						916						4,239						4,845						5,155						9,003
Total operating expenses						8,024						12,638						15,116						20,662						28,491
Total stock-based compensation expense						$	9,801					$	14,531					$	17,997					$	24,332					$	33,648

(2)Amortization of acquired intangible assets consists of developed technology and customer relationships acquired in connection with the acquisitions of Coriant and Transmode AB. GAAP accounting requires that acquired intangible assets are recorded at fair value and amortized over their useful lives. As this amortization is non-cash, Infinera has excluded it from its non-GAAP gross profit, operating expenses and net income measures. Management believes the amortization of acquired intangible assets is not indicative of ongoing operating performance and its exclusion provides a better indication of Infinera's underlying business performance.

(3)Restructuring and other related costs are primarily associated with the reduction of headcount and the reduction of operating costs. In addition, this includes accelerated amortization on operating lease right-of-use assets due to the cessation of use of certain facilities. Management has excluded the impact of these charges in arriving at Infinera's non-GAAP results as they are non-recurring in nature and its exclusion provides a better indication of Infinera's underlying business performance.

(4)Warehouse fire losses were incurred due to inventory destroyed in a warehouse fire in the third quarter of fiscal year 2022. Recoveries are recorded when they are probable of receipt. Management has excluded the impact of this loss and subsequent recoveries in arriving at Infinera's non-GAAP results as it is non-recurring in nature and its exclusion provides a better indication of Infinera's underlying business performance.

(5)Merger-related charges represent costs incurred directly in connection with the pending merger with Nokia. Management has excluded the impact of these charges in arriving at Infinera's non-GAAP results as they are non-recurring in nature and the exclusion of these charges provides a better indication of Infinera's underlying business performance.

(6)Foreign exchange (gains) losses, net, have been excluded from Infinera's non-GAAP results because management believes that this expense is not indicative of ongoing operating performance and its exclusion provides a better indication of Infinera's underlying business performance.

(7)The difference between the GAAP and non-GAAP tax provision is due to the net tax effects of above non-GAAP adjustments. Management believes the exclusion of these tax effects provides a better indication of Infinera's underlying business performance.

(8)The GAAP diluted shares include potentially dilutive securities from Infinera's stock-based benefit plans and convertible senior notes. These potentially dilutive securities are added for the computation of diluted net income per share on a GAAP basis in periods when Infinera has net income on a GAAP basis, as its inclusion provides a better indication of Infinera's underlying business performance.

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For purposes of calculating GAAP diluted earnings per share, we used the following net loss and weighted average common shares outstanding (in thousands, except per share data):

						Three months ended																		Six months ended
						June 29, 2024						March 30, 2024						July 1, 2023						June 29, 2024						July 1, 2023
GAAP net loss for basic earnings per share						$	(48,287)					$	(61,395)					$	(20,263)					$	(109,682)					$	(28,673)
Interest expense related to the convertible senior notes, net of tax						—						—						—						—						—
GAAP net loss for diluted earnings per share						$	(48,287)					$	(61,395)					$	(20,263)					$	(109,682)					$	(28,673)
Weighted average basic common shares outstanding						234,349						231,533						225,922						232,941						224,159
Dilutive effect of restricted and performance share units						—						—						—						—						—
Dilutive effect of 2024 convertible senior notes(a)						—						—						—						—						—
Dilutive effect of 2027 convertible senior notes(b)						—						—						—						—						—
Dilutive effect of 2028 convertible senior notes(c)						—						—						—						—						—
Weighted average dilutive common shares outstanding						234,349						231,533						225,922						232,941						224,159
GAAP net loss per common share:
Basic						$	(0.21)					$	(0.27)					$	(0.09)					$	(0.47)					$	(0.13)
Diluted						$	(0.21)					$	(0.27)					$	(0.09)					$	(0.47)					$	(0.13)

(a)For the three- months ended June 29, 2024, March 30, 2024, and July 1, 2023, there were 1.9 million, 1.9 million and 9.0 million shares, respectively, excluded from the calculation of diluted net loss per share, due to their anti-dilutive effect. For the six-months ended June 29, 2024, and July 1, 2023, there were 1.9 million, and 9.7 million shares, respectively, excluded from the calculation of diluted net loss per share, due to their anti-dilutive effect.

(b)For each of the three- months ended June 29, 2024, March 30, 2024, and July 1, 2023, there were 26.1 million shares excluded from the calculation of diluted net loss per share, due to their anti-dilutive effect. For each of the six-months ended June 29, 2024, and July 1, 2023, there were 26.1 million shares excluded from the calculation of diluted net loss per share, due to their anti-dilutive effect.

(c)For each of the three- months ended June 29, 2024, March 30, 2024, and July 1, 2023, there were no shares excluded from the calculation of diluted net loss per share. For the six-months ended June 29, 2024, there were no shares excluded from the calculation of diluted net loss per share. For the six-months ended July 1, 2023, there were 1.8 million shares excluded from the calculation of diluted net loss per share, due to their anti-dilutive effect.

(9)The non-GAAP diluted shares include the potentially dilutive securities from Infinera's stock-based benefit plans and convertible senior notes. These potentially dilutive securities are added for the computation of diluted net income per share on a non-GAAP basis in periods when Infinera has net income on a non-GAAP basis as its inclusion provides a better indication of Infinera's underlying business performance. Refer to the diluted earnings per share reconciliation presented below.

(10)Adjusted EBITDA is a non-GAAP supplemental measure of operating performance that does not represent and should not be considered an alternative to operating loss or cash flow from operations, as determined by GAAP. Infinera's adjusted EBITDA is calculated by excluding the above non-GAAP adjustments, interest expense, net, other gain (loss), net, income tax effects and depreciation expenses. Management believes that adjusted EBITDA is an important financial measure for use in evaluating Infinera's financial performance, as it measures the ability of our business operations to generate cash.

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For purposes of calculating non-GAAP diluted earnings per share, we used the following net income (loss) and weighted average common shares outstanding (in thousands, except per share data):

						Three months ended																		Six months ended
						June 29, 2024						March 30, 2024						July 1, 2023						June 29, 2024						July 1, 2023
Non-GAAP net income (loss) for basic earnings per share						$	(13,976)					$	(38,256)					$	(730)					$	(52,232)					$	4,952
Interest expense related to the convertible senior notes, net of tax						—						—						—						—						—
Non-GAAP net income (loss) for diluted earnings per share						$	(13,976)					$	(38,256)					$	(730)					$	(52,232)					$	4,952
Weighted average basic common shares outstanding						234,349						231,533						225,922						232,941						224,159
Dilutive effect of restricted and performance share units						—						—						—						—						2,445
Dilutive effect of employee stock purchase plan						—						—						—						—						106
Dilutive effect of 2024 convertible senior notes(a)						—						—						—						—						—
Dilutive effect of 2027 convertible senior notes(b)						—						—						—						—						—
Dilutive effect of 2028 convertible senior notes(c)						—						—						—						—						1,792
Weighted average dilutive common shares outstanding						234,349						231,533						225,922						232,941						228,502
Non-GAAP net income (loss) per common share:
Basic						$	(0.06)					$	(0.17)					$	(0.00)					$	(0.22)					$	0.02
Diluted						$	(0.06)					$	(0.17)					$	(0.00)					$	(0.22)					$	0.02

(a)For the three- months ended June 29, 2024, March 30, 2024, and July 1, 2023, there were 1.9 million,
1.9 million and 9.0 million shares, respectively, excluded from the calculation of diluted net income (loss) per share, due to their anti-dilutive effect. For the six-months ended June 29, 2024, and July 1, 2023, there were 1.9 million, and 9.7 million shares, respectively, excluded from the calculation of diluted net income (loss) per share, due to their anti-dilutive effect.

(b)For each of the three- months ended June 29, 2024, March 30, 2024, and July 1, 2023, there were 26.1 million shares excluded from the calculation of diluted net income (loss) per share, due to their anti-dilutive effect. For each of the six-months ended June 29, 2024, and July 1, 2023, there were 26.1 million shares excluded from the calculation of diluted net income (loss) per share, due to their anti-dilutive effect.

(c)For each of the three- months ended June 29, 2024, March 30, 2024, and July 1, 2023, there were no shares excluded from the calculation of diluted net income (loss) per share. For each of the six-months ended June 29, 2024, and July 1, 2023, there were no shares excluded from the calculation of diluted net income (loss) per share.

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Infinera Corporation

GAAP to Non-GAAP Reconciliations

(In thousands)

(Unaudited) 

Free Cash Flow

We define free cash flow as net cash provided by (used in) operating activities in the period minus the purchase of property and equipment made in the period.

Free cash flow is considered a non-GAAP financial measure under the SEC’s rules. Management believes that free cash flow is an important financial measure for use in evaluating Infinera's financial performance, as it measures our ability to generate additional cash from our business operations. Free cash flow should be considered in addition to, rather than as a substitute for, net loss as a measure of our performance or net cash provided by (used in) operating activities as a measure of our liquidity. Additionally, our definition of free cash flow is limited and does not represent residual cash flows available for discretionary expenditures due to the fact that the measure does not deduct the payments required for debt service and other obligations. Therefore, we believe it is important to view free cash flow as supplemental to our entire statement of cash flows.

						Three months ended																		Six months ended
						June 29, 2024						March 30, 2024						July 1, 2023						June 29, 2024						July 1, 2023
Net cash (used in) provided by operating activities						$	(59,954)					$	24,026					$	1,420					$	(35,928)					$	(349)
Purchase of property and equipment						(14,582)						(8,076)						(10,773)						(22,658)						(27,582)
Free cash flow						$	(74,536)					$	15,950					$	(9,353)					$	(58,586)					$	(27,931)

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Infinera Corporation

Condensed Consolidated Balance Sheets

(In thousands, except par values)

(Unaudited)

			June 29, 2024						December 30, 2023
ASSETS
Current assets:
Cash and cash equivalents			$	114,670					$	172,505
Short-term restricted cash			333						517
Accounts receivable, net			284,382						381,981
Inventory			384,258						431,163
Prepaid expenses and other current assets			167,144						129,218
Total current assets			950,787						1,115,384
Property, plant and equipment, net			220,163						206,997
Operating lease right-of-use assets			38,836						39,973
Intangible assets, net			20,306						24,819
Goodwill			230,688						240,566
Long-term restricted cash			649						837
Other long-term assets			57,406						50,662
Total assets			$	1,518,835					$	1,679,238
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable			$	237,904					$	299,005
Accrued expenses and other current liabilities			131,572						110,758
Accrued compensation and related benefits			53,837						85,203
Short-term debt, net			25,273						25,512
Accrued warranty			14,937						17,266
Deferred revenue			140,926						136,248
Total current liabilities			604,449						673,992
Long-term debt, net			660,420						658,756
Long-term accrued warranty			14,521						15,934
Long-term deferred revenue			21,985						21,332
Long-term deferred tax liability			1,694						1,805
Long-term operating lease liabilities			44,795						47,464
Other long-term liabilities			39,383						43,364
Commitments and contingencies
Stockholders’ equity:
Preferred stock, $0.001 par value Authorized shares – 25,000 and no shares issued and outstanding			—						—
Common stock, $0.001 par value Authorized shares - 500,000 as of June 29, 2024 and December 30, 2023 Issued and outstanding shares - 235,135 as of June 29, 2024 and 230,994 as of December 30, 2023			235						231
Additional paid-in capital			1,998,670						1,976,014
Accumulated other comprehensive loss			(32,829)						(34,848)
Accumulated deficit			(1,834,488)						(1,724,806)
Total stockholders' equity			131,588						216,591
Total liabilities and stockholders’ equity			$	1,518,835					$	1,679,238

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Infinera Corporation

Condensed Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

			Six months ended
			June 29, 2024						July 1, 2023
Cash Flows from Operating Activities:
Net loss			$	(109,682)					$	(28,673)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization			30,986						39,401
Non-cash restructuring charges and other related costs			52						1,155
Amortization of debt issuance costs and discount			1,825						2,108
Operating lease expense			4,506						4,279
Stock-based compensation expense			24,332						33,649
Other, net			(174)						(682)
Changes in assets and liabilities:
Accounts receivable			94,764						94,216
Inventory			46,148						(53,162)
Prepaid expenses and other current assets			(52,618)						11,377
Accounts payable			(78,074)						(28,023)
Accrued expenses and other current liabilities			(4,634)						(50,699)
Deferred revenue			6,641						(25,295)
Net cash used in operating activities			(35,928)						(349)
Cash Flows from Investing Activities:
Purchase of property and equipment			(22,658)						(27,582)
Net cash used in investing activities			(22,658)						(27,582)
Cash Flows from Financing Activities:
Proceeds from issuance of 2028 Notes, net of discount			—						98,751
Repayment of 2024 Notes			—						(83,446)
Payment of debt issuance cost			—						(2,030)
Proceeds from asset-based revolving credit facility			25,000						—
Repayment of asset-based revolving credit facility			(25,000)						—
Repayment of mortgage payable			(240)						(253)
Principal payments on finance lease obligations			(372)						(471)
Payment of term license obligation			(5,148)						(5,505)
Proceeds from issuance of common stock			4						8,738
Tax withholding paid on behalf of employees for net share settlement			(1,599)						(1,668)
Net cash (used in) provided by financing activities			(7,355)						14,116
Effect of exchange rate changes on cash			7,734						(8,629)
Net change in cash, cash equivalents and restricted cash			(58,207)						(22,444)
Cash, cash equivalents and restricted cash at beginning of period			173,859						189,203
Cash, cash equivalents and restricted cash at end of period(1)			$	115,652					$	166,759

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Infinera Corporation

Condensed Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

			Six months ended
			June 29, 2024						July 1, 2023
Supplemental disclosures of cash flow information:
Cash paid for income taxes, net			$	13,360					$	8,983
Cash paid for interest			$	13,237					$	11,076
Supplemental schedule of non-cash investing and financing activities:
Unpaid debt issuance cost			$	—					$	375
Property and equipment included in accounts payable and accrued liabilities			$	26,888					$	16,068
Unpaid term licenses (included in accounts payable, accrued liabilities and other long-term liabilities)			$	18,832					$	10,276

(1)     Reconciliation of cash, cash equivalents and restricted cash to the condensed consolidated balance sheets (in thousands):

			June 29, 2024						July 1, 2023
Cash and cash equivalents			$	114,670					$	163,007
Short-term restricted cash			333						2,449
Long-term restricted cash			649						1,303
Total cash, cash equivalents and restricted cash			$	115,652					$	166,759

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Infinera Corporation

Supplemental Financial Information

(Unaudited)

																																																																														Q3'22						Q4'22						Q1'23						Q2'23						Q3'23						Q4'23						Q1'24						Q2'24
GAAP Revenue $(Mil)																																																																														$390.4						$485.9						$392.1						$376.2						$392.4						$453.5						$306.9						$342.7
GAAP Gross Margin %																																																																														34.4%						37.1%						37.5%						38.0%						40.3%						38.6%						36.0%						39.6%
Non-GAAP Gross Margin %(1)																																																																														37.8%						38.7%						38.8%						39.3%						41.9%						39.6%						36.6%						40.3%
GAAP Revenue Composition:
Domestic %																																																																														57%						61%						60%						58%						59%						68%						54%						58%
International %																																																																														43%						39%						40%						42%						41%						32%						46%						42%
Customers >10% of Revenue																																																																														1						1						—						1						1						1						—						—
Cash Related Information:
Cash from Operations $(Mil)																																																																														$19.6						$(0.6)						$(1.8)						$1.4						$(29.7)						$79.6						$24.0						$(59.9)
Capital Expenditures $(Mil)																																																																														$11.0						$8.3						$16.8						$10.8						$13.3						$21.4						$8.1						$14.6
Depreciation & Amortization $(Mil)																																																																														$21.3						$19.8						$19.6						$19.8						$20.0						$19.4						$15.4						$15.6
DSOs(2)																																																																														66						79						78						79						76						77						79						76
Inventory Metrics:
Raw Materials $(Mil)																																																																														$43.5						$48.7						$67.6						$85.4						$110.4						$133.6						$132.5						$119.4
Work in Process $(Mil)																																																																														$62.6						$66.6						$71.8						$71.9						$69.9						$68.4						$68.6						$68.7
Finished Goods $(Mil)																																																																														$224.9						$259.6						$273.6						$270.1						$276.6						$229.2						$219.6						$196.1
Total Inventory $(Mil)																																																																														$331.0						$374.9						$413.0						$427.4						$456.9						$431.2						$420.7						$384.2
Inventory Turns(3)																																																																														3.0						3.4						2.4						2.2						2.1						2.5						1.8						2.0
Worldwide Headcount																																																																														3,199						3,267						3,351						3,365						3,369						3,389						3,323						3,334
Weighted Average Shares Outstanding (in thousands):
Basic																																																																														217,620						219,921						222,393						225,922						228,077						230,509						231,533						234,349
Diluted																																																																														268,927						258,030						229,404						262,712						257,219						259,210						260,980						265,591

(1)Non-GAAP adjustments include stock-based compensation expense, amortization of acquired intangible assets, restructuring and other related costs and warehouse fire recovery. For a description of this non-GAAP financial measure, please see the section titled, “GAAP to Non-GAAP Reconciliations” of this press release for a reconciliation to the most directly comparable GAAP financial measures. For reconciliations of prior periods that are not otherwise provided herein, see the prior period earnings releases available on our Investor Relations webpage.

(2)Infinera calculates DSO based on 91 days. Fiscal year 2022 was 53 weeks and the fourth quarter of fiscal year 2022 was 98 days. When calculation is based on 98 days, DSO was 85 days for the fourth quarter of fiscal year 2022.

(3)Infinera calculates non-GAAP inventory turns as annualized non-GAAP cost of revenue, which is calculated as GAAP cost of revenue less stock-based compensation expense, amortization of acquired intangible assets, restructuring and other related costs and warehouse fire recovery, as illustrated in the reconciliation of gross profit above, divided by the average inventory for the quarter.

SECOND QUARTER 2024 FINANCIAL RESULTS August 2, 2024

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2© 2024 Infinera. All rights reserved. Safe Harbor This presentation contains forward-looking statements, including those related to Infinera’s expectations regarding its business model and strategy, market opportunities and trends, competition, and customers; capacity growth; market adoption of coherent optical engines; the potential for Infinera’s pluggables to drive market expansion, increase Infinera’s profitability and gross margins and improve Infinera’s competitiveness in the future; Infinera’s business and growth strategy and related expectations; Infinera's design wins; and debt maturity schedule. All statements other than statements of historical fact could be deemed forward looking, including, but not limited to, statements made about future market, financial and operating performance; statements regarding future products or technology, as well as the timing to market of any such products or technology; any statements about historical results that may suggest trends for Infinera’s business; and any statements of assumptions underlying any of the items mentioned. These forward-looking statements are based on estimates and information available to Infinera at the time of this presentation and are not guarantees of future performance; actual results could differ materially from those stated or implied due to risks and uncertainties. The risks and uncertainties that could cause Infinera’s results to differ materially from those expressed or implied by such forward-looking statements include, among other things, risks related to the proposed acquisition by Nokia Corporation ("Nokia") pursuant to an Agreement and Plan of Merger, dated as of June 27, 2024 (the “Merger Agreement”), by and among the Company, Infinera and Neptune of America Corporation, a wholly owned subsidiary of Nokia (“Merger Sub”), including regarding the timing and completion of the proposed acquisition as well as general business uncertainty relating to the proposed acquisition and the anticipated benefits of the acquisition; continued demand growth for network capacity; the level and timing of customer capital spending and the impact on customer demand from customers holding excess inventory beyond normalized levels; delays in the development, introduction or acceptance of new products or updates to existing products; supply chain issues; Infinera's dependency on sole source, limited source or high-cost suppliers; aggressive business tactics by competitors and new entrants; Infinera's ability to compete in a highly competitive market; product performance problems; the effects of the macroeconomic environment on Infinera’s business, stock price and personnel; Infinera's ability to identify, attract, upskill and retain qualified personnel; the extent to which public health emergencies could materially and adversely affect our business operations, financial performance, results of operations, financial position, stock price and personnel; Infinera's relationships with contract manufacturers and third-party partners; Infinera’s reliance on key customers; the effects of customer and supplier consolidation; the complexity of Infinera’s manufacturing processes for its optical engine and other products; Infinera’s ability to respond to rapid technological changes; failure to accurately forecast Infinera's manufacturing requirements or customer demand; fluctuations in demand, sales cycles and prices for products and services, including discounts given in response to competitive pricing pressures; the partial or complete loss of Infinera's manufacturing facilities, a reduction in yield of PICs or an inability to scale to meet customer demands; Infinera’s future capital needs and its ability to generate the cash flow or otherwise secure the capital necessary to meet such capital needs; the adverse impact of inflation and high interest rates; Infinera's ability to service its debt obligations and pursue its strategic plan; the impacts of any restructuring plans or other strategic efforts on our business; the outcome of research and development investments and initiatives; risks and compliance obligations relating to Infinera's international operations as well as actions by the U.S. or foreign governments; Infinera’s effective tax rate, which may increase or fluctuate; foreign currency fluctuations; potential dilution from the issuance of additional shares of common stock in connection with the conversion of Infinera's convertible senior notes; Infinera’s ability to protect its intellectual property; claims by others that Infinera infringes on their intellectual property rights; security incidents, such as data breaches or cyber-attacks; Infinera's ability to comply with various rules and regulations, including with respect to export control and trade compliance, environmental, social, governance, privacy and data protection matters; events that are outside of Infinera's control, such as natural disasters, violence or other catastrophic events that could harm Infinera's operations; Infinera’s ability to remediate its material weaknesses and to maintain an effective system of internal controls; Infinera's ability to maintain effective disclosure controls and procedures; and other risks and uncertainties detailed in Infinera’s SEC filings from time to time. More information on potential factors that may impact Infinera’s business are set forth in Infinera's periodic reports filed with the SEC, including its Annual Report on Form 10-K for the year ended December 30, 2023, as filed with the SEC on May 17, 2024, as well as subsequent reports filed with or furnished to the SEC from time to time. These reports are available on Infinera’s website at www.infinera.com and the SEC’s website at www.sec.gov. Infinera assumes no obligation to, and does not currently intend to, update any such forward-looking statements. This presentation includes non-GAAP financial measures such as non-GAAP gross margin, non-GAAP operating expenses, non-GAAP operating margin and non-GAAP diluted EPS. We present non-GAAP financial measures in addition to, and not as a substitute for, financial measures calculated in accordance with generally accepted accounting principles (“GAAP”). Non-GAAP measures should not be considered in isolation or as alternatives to GAAP measures. In addition, the non-GAAP measures we use, as presented, may not be comparable to similar measures used by other companies. Infinera believes these adjustments are appropriate to enhance an overall understanding of its underlying financial performance and also its prospects for the future and are considered by management for the purpose of making operational decisions. See the Appendix to this presentation for reconciliations to the most comparable GAAP financial measures. Forward Looking Statements

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3© 2024 Infinera. All rights reserved. Q2’24 Highlights F I N A N C I A L S REVENUE UP 12% QoQ (DOWN 9% YoY) BOOKINGS UP QoQ and YoY; BOOK-TO-BILL > 1 GROSS MARGIN UP 160BPS YoY (+100BPS YoY ON A NON-GAAP* BASIS) YoY REVENUE GROWTH ACROSS GX PORTFOLIO 800G ZR/ZR+ ICE-X PLUGGABLE WIN WITH ANOTHER MAJOR ICP DESIGN WIN MOMENTUM WITH NEXT-GEN OPEN LINE SYSTEM S O L U T I O N S BROAD-BASED STRENGTH ACROSS ICPs DESIGN WIN MOMENTUM IN SUBSEA AND MOFN SEQUENTIAL RECOVERY IN U.S. AFTER SLOW START IN Q1’24 C U S T O M E R S U C C E S S * See reconciliation of GAAP to non-GAAP financial measures in the appendix of this presentation. PROPOSED ACQUISITION OF INFINERA BY NOKIA VERTICAL INTEGRATION CAPABILITIES U.S.-BASED SEMICONDUCTOR FAB & PACKAGING FACILITIES SUPPLY CHAIN SECURITY V A L U E D R I V E R S ICP = Internet Content Provider MOFN = Managed Fiber Optical Network

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4 FINANCIAL METRICS QoQ YoY (Non-GAAP*) CHANGE CHANGE Revenue ($M) $376 $307 $343 12% -9% Gross Margin % * 39.3% 36.6% 40.3% 370bps 100bps Opex ($M) * $137 $138 $143 4% 4% Operating Margin % * 2.8% -8.4% -1.3% 710bps -410bps Diluted EPS * ($0.00) ($0.17) ($0.06) $0.11 ($0.06) Q2'23 Q1'24 Q2’24 © 2024 Infinera. All rights reserved. Financials and Comparison to Prior Periods * See reconciliation of GAAP to non-GAAP financial measures in the appendix of this presentation. R E V E N U E : D O W N Yo Y ( U P Q o Q ) O N I M P R O V E D D E M A N D T R E N D S1 G R O S S M A R G I N : U P Yo Y P R I M A R I LY D U E T O FAV O R A B L E P R O D U C T M I X2 O P E R AT I N G M A R G I N : I M PA C T E D Yo Y B Y L O W E R R E V E N U E & H I G H E R O P E X4 O P E X : U P Yo Y O N H I G H E R A C C T. F E E S & F O C U S E D I N V E S T M E N T S I N M & S A N D R & D3 Year - o ver -Year ( YoY) Tren ds ACCT. = Accounting M&S = Marketing & Sales R&D = Research & Development

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5 QoQ YoY CHANGE CHANGE Region United States $217.1 $164.7 $200.5 22% -8% Other Americas $ 23.2 $ 19.8 $ 28.3 43% 22% Europe, Middle East and Africa $ 85.6 $ 95.7 $ 84.2 -12% -2% Asia Pacific $ 50.3 $ 26.7 $ 29.7 11% -41% Total $376.2 $306.9 $342.7 12% -9% Channel Direct $237.6 $214.3 $211.0 -2% -11% Indirect $138.6 $ 92.6 $131.7 42% -5% Total $376.2 $306.9 $342.7 12% -9% Vertical Tier 1 $ 90.8 $ 69.9 $ 73.5 5% -19% Other Service Provider $155.8 $140.7 $123.4 -12% -21% ICP $108.8 $ 75.5 $125.3 66% 15% Cable $ 20.8 $ 20.8 $ 20.5 -1% -1% Total $376.2 $306.9 $342.7 12% -9% Q2’23 Q1'24 Q2’24 © 2024 Infinera. All rights reserved. Revenue by Region, Channel and by Vertical GAAP revenue in $ millions; totals may not add up exactly due to rounding. A M E R I C A S : S T R E N G T H AT I C P s A N D S E L E C T S E R V I C E P R O V I D E R S1 E M E A : M A C R O W E A K N E S S A N D T I M I N G O F P R O J E C T S2 A PA C : T I M I N G O F P R O J E C T S , D E L AY S & P U S H O U T S AT C S P s3 Year - o ver -Year ( YoY) Tren ds CSP = Communication Service Provider 4 T I E R 1 : C U S T O M E R E X C E S S I N V E N T O R Y D I G E S T I O N , P R O J E C T P U S H O U T S

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Appendix

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7 Diluted (GAAP) Earnings Per Share Reconciliation © 2024 Infinera. All rights reserved. (1) For the three- months ended June 29, 2024, March 30, 2024, and July 1, 2023, there were 1.9 million, 1.9 million and 9.0 million shares, respectively, excluded from the calculation of diluted net loss per share, due to their anti-dilutive effect. For the six-months ended June 29, 2024, and July 1, 2023, there were 1.9 million, and 9.7 million shares, respectively, excluded from the calculation of diluted net loss per share, due to their anti-dilutive effect. (2) For each of the three- months ended June 29, 2024, March 30, 2024, and July 1, 2023, there were 26.1 million shares excluded from the calculation of diluted net loss per share, due to their anti-dilutive effect. For each of the six-months ended June 29, 2024, and July 1, 2023, there were 26.1 million shares excluded from the calculation of diluted net loss per share, due to their anti-dilutive effect. (3) For each of the three- months ended June 29, 2024, March 30, 2024, and July 1, 2023, there were no shares excluded from the calculation of diluted net loss per share. For the six-months ended June 29, 2024, there were no shares excluded from the calculation of diluted net loss per share. For the six-months ended July 1, 2023, there were 1.8 million shares excluded from the calculation of diluted net loss per share, due to their anti-dilutive effect.

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8 Diluted (Non-GAAP) Earnings Per Share Reconciliation (1) For three- months ended June 29, 2024, March 30, 2024, and July 1, 2023, there were 1.9 million, 1.9 million and 9.0 million shares, respectively, excluded from the calculation of diluted net income (loss) per share, due to their anti-dilutive effect. For the six-months ended June 29, 2024, and July 1, 2023, there were 1.9 million, and 9.7 million shares, respectively, excluded from the calculation of diluted net income (loss) per share, due to their anti-dilutive effect. (2) For each of the three- months ended June 29, 2024, March 30, 2024, and July 1, 2023, there were 26.1 million shares excluded from the calculation of diluted net income (loss) per share, due to their anti-dilutive effect. For each of the six-months ended June 29, 2024, and July 1, 2023, there were 26.1 million shares excluded from the calculation of diluted net income (loss) per share, due to their anti-dilutive effect. (3) For each of the three- months ended June 29, 2024, March 30, 2024, and July 1, 2023, there were no shares excluded from the calculation of diluted net income (loss) per share. For each of the six-months ended June 29, 2024, and July 1, 2023, there were no shares excluded from the calculation of diluted net income (loss) per share. © 2024 Infinera. All rights reserved.

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9 GAAP to Non-GAAP Reconciliation 1. TOTALS MAY NOT ADD UP DUE TO ROUNDING. 2. NON-GAAP METRICS ARE RECONCILED TO THE MOST DIRECTLY COMPARABLE GAAP FINANCIAL METRIC. 3. FOR A COMPLETE RECONCILIATION OF OTHER PERIOD RESULTS, SEE PRIOR QUARTERLY EARNINGS RELEASES. N O T E S © 2024 Infinera. All rights reserved.

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Cover	Aug. 02, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	Aug. 02, 2024
Entity Registrant Name	INFINERA CORPORATION
Entity Incorporation, State or Country Code	DE
Entity File Number	001-33486
Entity Tax Identification Number	77-0560433
Entity Address, Address Line One	6373 San Ignacio Ave
Entity Address, City or Town	San Jose,
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	95119
City Area Code	408
Local Phone Number	572-5200
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0001138639
Amendment Flag	false
Title of 12(b) Security	Common Stock, par value $0.001 per share
Trading Symbol	INFN
Security Exchange Name	NASDAQ

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