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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Ribbon Communications Inc | NASDAQ:RBBN | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
-0.01 | -0.31% | 3.20 | 2.19 | 6.00 | 3.285 | 3.15 | 3.25 | 229,232 | 05:00:05 |
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x
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
For the fiscal year ended December 31, 2016
|
||
o
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
DELAWARE
|
|
04-3387074
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(State or other jurisdiction of
incorporation or organization)
|
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(I.R.S. Employer Identification No.)
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Title of each class
|
|
Name of each exchange on which registered
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Common Stock, par value $0.001
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The NASDAQ Global Select Market
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Large accelerated filer
o
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|
Accelerated filer
x
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Non-accelerated filer
o
(Do not check if a smaller
reporting company)
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Smaller reporting company
o
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Item
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Page
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||
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•
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Full redundancy, designed for 5-nine's (99.999%) availability;
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•
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Quality of service equal or superior to the PSTN;
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•
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System hardware designed to comply with Network Equipment Building System Standards Level 3;
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•
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Interworking between numerous signaling and media formats to support multivendor, global networks; and
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•
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Sophisticated security, network monitoring and analytics capabilities.
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•
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SS7 and other telephony signaling protocols, including numerous country variants, number translations (e.g., ENUM and DNS) and intelligent services routing;
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•
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Call signaling standards such as SS7/SIGTRAN, SIP and its variants: BICC, MGCP and H.323;
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•
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Narrowband and Wideband media encoding/decoding formats and standards such as G.711 and G.722;
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•
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All bearer interfaces over both packet- and circuit-based bearers such as TDM, Optical and Ethernet;
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•
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Management and accounting interfaces such as Radius, Diameter, SNMP and AMA;
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•
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Interoperability with enterprise systems including Private Branch eXchanges ("PBXs"), IVR applications and Microsoft Lync Server; and
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•
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Interoperability between 2G/3G networks and 4G/LTE networks.
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•
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Sonus SBC 1000
for small businesses and branch offices that require performance of up to 160 concurrent SIP sessions in a standalone SBC;
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•
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Sonus SBC 2000
for mid-size enterprises, branch offices and regional Points of Presence that require performance of up to 600 concurrent SIP sessions in a standalone SBC;
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•
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Sonus SBC 5110
for enterprises and service providers that require performance of up to 10,000 concurrent SIP sessions in a standalone SBC;
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•
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Sonus SBC 5210
for enterprises and large national/global service providers that require performance of up to 64,000 concurrent SIP sessions in a standalone SBC;
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•
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Sonus SBC 5400
for enterprises and large national/global service providers that require performance of up to 75,000 concurrent SIP sessions in a standalone SBC;
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•
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Sonus SBC 7000
for real-time, multimedia communications that require performance of up to 150,000 sessions in a standalone SBC;
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•
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Sonus SBC 9000
for large enterprises and service providers that require a hybrid gateway/SBC solution for a mix of TDM and IP voice traffic;
|
•
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SBC VX
, a secure hybrid solution sold to the U.S. government and its agencies; and
|
•
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Sonus SBC SWe (Software edition)
, a
software-based SBC for virtual environments, remote deployments and instances where virtualized software-based implementations are required.
|
•
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Sonus WebRTC Gateway (WRTC)
, which enables interworking from WebRTC to SIP, as well as signaling from WebRTC to WebRTC solutions; and
|
•
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Sonus WebRTC Software Development Kit (WRTC SDK)
, which provides application program interfaces for voice, video, IM, desktop share, session management, presence and conferencing.
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•
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Sonus NetScore
network performance analysis tool, which provides a real-time assessment of the state of a service provider's or enterprise's network, including quality of service, call delay, network effectiveness, congestion and efficiency;
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•
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Sonus Element Management System
for centralized management and provisioning of Sonus network elements; and
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•
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Sonus DataStream Integrator
for integration of call data records with back-office billing and accounting systems.
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•
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Telephony Application Server (TAS);
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•
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IP Short Message Gateway (IP-SM-GW);
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•
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Service Centralization and Continuity Application Server (SCC-AS);
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•
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IP Multimedia Service Switching Function (IM-SSF);
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•
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Media Resource Function (MRF); and
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•
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Serving Call Session Control Function (S-CSCF).
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•
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A full-service portfolio including consulting, integration, deployment, migration, operation support, monitoring and managed services;
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•
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Global reach through our worldwide service organization and partner presence in all major global markets;
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•
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Program managers who use a disciplined methodology for all deployment and integration projects; and
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•
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Consistent execution in the design, deployment and support of the world's largest and most advanced networks.
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Year ended December 31,
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||||
|
2016
|
|
2015
|
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2014
|
AT&T
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12%
|
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13%
|
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19%
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•
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Protecting the source and object code for our software, documentation and other written materials under copyright laws and trade secret;
|
•
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Licensing our software pursuant to signed license agreements, which impose restrictions on others' ability to use our software; and
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•
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Seeking to limit disclosure of our intellectual property by requiring employees and consultants with access to our proprietary information to execute confidentiality agreements.
|
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Year ended December 31,
|
|||||||
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2016
|
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2015
|
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2014
|
|||
United States
|
69
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%
|
|
71
|
%
|
|
71
|
%
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Europe, Middle East and Africa
|
13
|
|
|
13
|
|
|
13
|
|
Japan
|
10
|
|
|
10
|
|
|
9
|
|
Other Asia Pacific
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5
|
|
|
4
|
|
|
5
|
|
Other
|
3
|
|
|
2
|
|
|
2
|
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
•
|
consolidation within the telecommunications industry, including acquisitions of or by our customers;
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•
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general economic conditions in our markets, both domestic and international, as well as the level of discretionary IT spending;
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•
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competitive conditions in our markets, including the effects of new entrants, consolidation, technological innovation and substantial price discounting;
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•
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fluctuation in demand for our products and services, and the timing and size of customer orders;
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•
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fluctuations in foreign exchange rates;
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•
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cancellation or deferral of existing customer orders or the renegotiation of existing contractual commitments;
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•
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mix of product configurations sold;
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•
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length and variability of the sales cycle for our products;
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•
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application of complex revenue recognition accounting rules to our customer arrangements;
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•
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timing of revenue recognition;
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•
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changes in our pricing policies, the pricing policies of our competitors and the prices of the components of our products;
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•
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market acceptance of new products, product enhancements and services that we offer;
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•
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the quality and level of our execution of our business strategy and operating plan, and the effectiveness of our sales and marketing programs;
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•
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new product announcements, introductions and enhancements by us or our competitors, which could result in deferrals of customer orders;
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•
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our ability to develop, introduce, ship and successfully deliver new products and product enhancements that meet customer requirements in a timely manner;
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•
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our reliance on contract manufacturers for the production and shipment of our hardware products;
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•
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our or our contract manufacturers' ability to obtain sufficient supplies of sole or limited source components or materials;
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•
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our ability to attain and maintain production volumes and quality levels for our products;
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•
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variability and unpredictability in the rate of growth in the markets in which we compete;
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•
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costs related to acquisitions; and
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•
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corporate restructurings.
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•
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economic conditions that discourage potential new customers from making the capital investments required to adopt new technologies;
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•
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deterioration in the general financial condition of service providers and enterprises, or their ability to raise capital or access lending sources;
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•
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new product introductions by our competitors; and
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•
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the development of our channel partner program.
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•
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customer willingness to implement our products;
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•
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pricing pressures due to the commoditization of our products;
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•
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the timing of industry transitions to new network technologies;
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•
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acquisitions of or by our customers;
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•
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delays or difficulties that we may incur in completing the development and introduction of our planned products or product enhancements;
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•
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failure of our products to perform as expected; and
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•
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difficulties we may incur in meeting customers' delivery requirements or with software development, hardware design, manufacturing or marketing of our products and/or services.
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•
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loss of key employees;
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•
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diversion of management's attention from normal daily operations of the business;
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•
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diminished ability to respond to customer requirements related to both products and services;
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•
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decrease in cash and profits related to severance payments and facility termination costs;
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•
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disruption of our engineering and manufacturing processes, which could adversely affect our ability to introduce new products and to deliver products both on a timely basis and in accordance with the highest quality standards; and/or
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•
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reduced ability to execute effectively internal administrative processes, including the implementation of key information technology programs.
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•
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problems or delays in assimilating or transitioning to us the acquired assets, operations, systems, processes, controls, technologies, products or personnel;
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•
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loss of acquired customer accounts;
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•
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unanticipated costs associated with the acquisitions;
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•
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failure to identify in the due diligence process or assess the magnitude of certain liabilities we assumed in the acquisitions, which could result in unexpected litigation or regulatory exposure, unfavorable accounting treatment, unexpected increases in taxes due, significant issues with product quality or development or other adverse effects on our business or consolidated financial statements;
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•
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multiple or overlapping product lines as a result of the acquisitions that are offered, priced and supported differently, which could cause customer confusion and delays;
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•
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higher than anticipated costs in continuing support and development of acquired products;
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•
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diversion of management’s attention from our core business and the challenges of managing larger and more widespread operations from the acquisitions;
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•
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adverse effects on existing business relationships of Sonus, the SDN Business and/or Taqua with respective suppliers, licensors, contract manufacturers, customers, distributors, resellers and industry experts;
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•
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significant impairment, exit and/or restructuring charges if the products or technologies acquired in the acquisitions do not meet our sales expectations or are unsuccessful;
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•
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insufficient revenue to offset increased expenses associated with the acquisitions;
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•
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risks associated with entering markets in which we have no or limited prior experience;
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•
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potential loss of the employees we acquired in the acquisitions or our own employees; and/or
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•
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failure to properly integrate internal controls and financial systems of the combined companies.
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•
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issue stock that would dilute existing stockholders' percentage ownership;
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•
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incur debt or assume liabilities;
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•
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reduce significantly our cash and investments;
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•
|
incur significant impairment charges related to the write-off of goodwill and intangible assets;
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•
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incur significant amortization expenses related to intangible assets; and/or
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•
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incur large and immediate write-offs for in-process research and development and stock-based compensation.
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•
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reduced demand for our products and services as a result of our customers choosing to refrain from building capital intensive networks;
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•
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increased price competition for our products, not only from our competitors, but also as a consequence of customers disposing of unutilized products;
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•
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risk of excess and obsolete inventories;
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•
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excess facilities and manufacturing capacity; and/or
|
•
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higher overhead costs as a percentage of revenue and higher interest expense.
|
•
|
provide extremely high reliability and quality;
|
•
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deploy and scale easily and efficiently;
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•
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interoperate with existing network infrastructures and multivendor solutions;
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•
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provide effective network management;
|
•
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are accompanied by comprehensive customer support and professional services;
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•
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provide a cost-effective and space-efficient solution for enterprises and service providers;
|
•
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meet price competition from low cost equipment providers; and
|
•
|
offer solutions that are timely for the market and support where the industry is heading.
|
•
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addition or loss of any major customer;
|
•
|
continued significant declines in customer spending in the media gateway trunking business;
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•
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decreased spending by customers in the SBC and/or DSC businesses;
|
•
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consolidation of our customers and among our competitors in the telecommunications industry;
|
•
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changes in the financial condition or anticipated capital expenditure purchases of any existing or potential major customer;
|
•
|
economic conditions for the telecommunications, networking and related industries;
|
•
|
quarterly variations in our bookings, revenues and operating results;
|
•
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changes in financial estimates by securities analysts;
|
•
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speculation in the press or investment community;
|
•
|
announcements by us or our competitors of significant contracts, new products or acquisitions, distribution partnerships, joint ventures, mergers or capital commitments;
|
•
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activism by any single large stockholder or combination of stockholders;
|
•
|
sales of common stock or other securities by us or by our stockholders in the future;
|
•
|
securities and other litigation;
|
•
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repurchases under our stock buyback program;
|
•
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announcement of a stock split, reverse stock split, stock dividend or similar event; and/or
|
•
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emergence or adoption of new technologies or industry standards.
|
•
|
incur additional indebtedness;
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•
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create liens;
|
•
|
enter into transactions with affiliates;
|
•
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dispose of assets;
|
•
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make certain investments; and
|
•
|
merge or consolidate.
|
•
|
stop selling, incorporating or using our products that use the challenged intellectual property;
|
•
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obtain from the owner of the infringed intellectual property right a license to sell or use the relevant technology, which license may not be available at acceptable prices, on acceptable terms, or at all; or
|
•
|
redesign those products that use any allegedly infringing technology.
|
•
|
authorizing the Board of Directors to issue shares of preferred stock;
|
•
|
limiting the persons who may call special meetings of stockholders;
|
•
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prohibiting stockholder actions by written consent;
|
•
|
permitting the Board of Directors to increase the size of the Board and to fill vacancies;
|
•
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providing indemnification to our directors and officers;
|
•
|
controlling the procedures for conduct and scheduling of Board and stockholder meetings;
|
•
|
requiring a super-majority vote of our stockholders to amend our amended and restated by-laws and certain provisions of our amended and restated 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.
|
•
|
reliance on channel partners;
|
•
|
greater difficulty collecting accounts receivable and longer collection cycles;
|
•
|
difficulties and costs of staffing and managing international operations;
|
•
|
impacts of differing technical standards outside the United States;
|
•
|
compliance with international trade, customs and export control regulations;
|
•
|
reduced protection for intellectual property rights in some countries;
|
•
|
foreign government regulations limiting or prohibiting potential sales or increasing the cost of doing business in such markets, including reversals or delays in the opening of foreign markets to new competitors or the introduction of new technologies;
|
•
|
challenging pricing environments in highly competitive new markets;
|
•
|
foreign currency exchange controls, restrictions on repatriation of cash and changes in currency exchange rates;
|
•
|
potentially adverse tax consequences; and
|
•
|
political, social and economic instability, including as a result of the fragility of global financial markets, health pandemics or epidemics and/or acts of war or terrorism.
|
•
|
loss of, or delay in, revenues or increased expense;
|
•
|
loss of customers and market share;
|
•
|
failure to attract new customers or achieve market acceptance for our products;
|
•
|
increased service, support and warranty costs and a diversion of development resources; and/or
|
•
|
costly and time-consuming legal actions by our customers.
|
•
|
loss of customers and market share;
|
•
|
failure to attract new customers in new markets and geographies;
|
•
|
increased service, support and warranty costs and a diversion of development resources; and/or
|
•
|
network performance penalties.
|
•
|
loss of, or delay in, revenues;
|
•
|
increased service, support and warranty costs and a diversion of development resources; and
|
•
|
network performance penalties.
|
•
|
loss of customers and market share; and
|
•
|
failure to attract new customers or achieve market acceptance for our products.
|
•
|
difficulty hiring and retaining appropriate engineering and management resources due to intense competition for such resources and resulting wage inflation;
|
•
|
knowledge transfer related to our technology and resulting exposure to misappropriation of intellectual property or information that is proprietary to us, our customers and other third parties;
|
•
|
heightened exposure to changes in economic, security and political conditions in India; and
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•
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fluctuations in currency exchange rates and tax compliance in India.
|
Location
|
Principal use
|
|
Square footage (approximate)
|
|
Lease expiration
|
|
Bangalore, India
|
Engineering/development
|
|
60,000
|
|
|
October 2019
|
Richardson, Texas
|
Customer testing
|
|
26,500
|
|
|
January 2020
|
Freehold, New Jersey (a)
|
Engineering/development
|
|
16,500
|
|
|
January 2018
|
Fremont, California
|
Engineering/development and general and administrative
|
|
16,000
|
|
|
June 2020
|
Kanata, Canada
|
Engineering/development and general and administrative
|
|
16,000
|
|
|
October 2018
|
Richardson, Texas
|
Engineering/development, sales and general and administrative
|
|
15,600
|
|
|
September 2021
|
Prague, Czech Republic
|
Customer support
|
|
11,500
|
|
|
May 2019
|
Swindon, United Kingdom
|
Engineering/development and customer support
|
|
5,800
|
|
|
December 2018
|
San Jose, California (b)
|
Engineering/development
|
|
5,500
|
|
|
November 2018
|
Rochester, New York
|
Engineering/development and general and administrative
|
|
5,400
|
|
|
October 2019
|
Tokyo, Japan
|
Sales and customer support
|
|
5,000
|
|
|
May 2020
|
Schaumburg, Illinois
|
Engineering/development
|
|
4,700
|
|
|
October 2019
|
Richardson, Texas
|
Warehouse/manufacturing
|
|
2,800
|
|
|
March 2017
|
Hyannis, Massachusetts
|
Engineering/development
|
|
2,200
|
|
|
December 2019
|
|
High
|
|
Low
|
||||
Fiscal 2016
|
|
|
|
||||
First quarter
|
$
|
8.10
|
|
|
$
|
5.15
|
|
Second quarter
|
$
|
9.26
|
|
|
$
|
7.05
|
|
Third quarter
|
$
|
10.00
|
|
|
$
|
7.52
|
|
Fourth quarter
|
$
|
7.84
|
|
|
$
|
5.51
|
|
Fiscal 2015
|
|
|
|
||||
First quarter
|
$
|
20.75
|
|
|
$
|
7.86
|
|
Second quarter
|
$
|
8.55
|
|
|
$
|
7.50
|
|
Third quarter
|
$
|
8.20
|
|
|
$
|
5.82
|
|
Fourth quarter
|
$
|
7.55
|
|
|
$
|
5.55
|
|
Period
|
Total Number
of Shares
Purchased (1)
|
|
Average
Price Paid
per Share
|
|
Total Number of
Shares Purchased
as Part of
Publicly
Announced Plans
or Programs (2)
|
|
Approximate Dollar
Value of Shares that May
Yet be Purchased Under
the Plans or Programs (3)
|
||||||
October 1, 2016 to October 31, 2016
|
119,559
|
|
|
$
|
6.35
|
|
|
85,000
|
|
|
$
|
7,331,121
|
|
November 1, 2016 to November 30, 2016
|
245,405
|
|
|
$
|
5.98
|
|
|
245,000
|
|
|
$
|
5,865,165
|
|
December 1, 2016 to December 31, 2016
|
70,162
|
|
|
$
|
6.22
|
|
|
70,000
|
|
|
$
|
5,429,481
|
|
Total
|
435,126
|
|
|
$
|
6.12
|
|
|
400,000
|
|
|
$
|
5,429,481
|
|
|
December 31,
|
||||||||||||||||||||||
|
2011
|
|
2012
|
|
2013
|
|
2014
|
|
2015
|
|
2016
|
||||||||||||
Sonus Networks, Inc.
|
$
|
100.00
|
|
|
$
|
70.83
|
|
|
$
|
131.25
|
|
|
$
|
165.42
|
|
|
$
|
59.42
|
|
|
$
|
52.50
|
|
NASDAQ Composite
|
$
|
100.00
|
|
|
$
|
116.41
|
|
|
$
|
165.47
|
|
|
$
|
188.69
|
|
|
$
|
200.32
|
|
|
$
|
216.54
|
|
NASDAQ Telecommunications
|
$
|
100.00
|
|
|
$
|
102.78
|
|
|
$
|
143.40
|
|
|
$
|
149.42
|
|
|
$
|
144.02
|
|
|
$
|
153.88
|
|
•
|
expanding our communications network solutions to address emerging UC-, IP- and cloud-based enterprise and service providers;
|
•
|
embracing the principles outlined by 3GPP, 4GPP2 and LTE architectures and delivering the industry's most advanced IMS (IP Multimedia Subsystem)-ready SBC and DSC product suites;
|
•
|
leveraging our TDM (time division multiplexing)-to-IP gateway technology leadership with service providers to accelerate adoption of SIP-enabled Unified Communication services;
|
•
|
expanding and broadening our customer base by targeting the enterprise market for SIP trunking and access solutions;
|
•
|
providing an environment for our customers to enable real-time communication to embed into their presence on the worldwide web;
|
•
|
expanding our global sales distribution, marketing and support capabilities;
|
•
|
actively contributing to the SIP standards definition and adoption process;
|
•
|
pursuing strategic transactions and alliances;
|
•
|
successfully implementing our cost reduction initiatives; and
|
•
|
delivering sustainable profitability by continuing to improve our overall performance.
|
•
|
Revenue recognition;
|
•
|
Valuation of inventory;
|
•
|
Loss contingencies and reserves;
|
•
|
Stock-based compensation;
|
•
|
Business combinations;
|
•
|
Goodwill and intangible assets; and
|
•
|
Accounting for income taxes.
|
|
Year ended
December 31,
|
|
Increase (decrease)
from prior year
|
|||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|||||||
Product
|
$
|
146,381
|
|
|
$
|
141,913
|
|
|
$
|
4,468
|
|
|
3.1
|
%
|
Service
|
106,210
|
|
|
107,121
|
|
|
(911
|
)
|
|
(0.9
|
)%
|
|||
Total revenue
|
$
|
252,591
|
|
|
$
|
249,034
|
|
|
$
|
3,557
|
|
|
1.4
|
%
|
|
|
|
|
|
|
|
|
|
Year ended
December 31,
|
|
Increase (decrease)
from prior year
|
|||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|||||||
Maintenance
|
$
|
86,995
|
|
|
$
|
89,280
|
|
|
$
|
(2,285
|
)
|
|
(2.6
|
)%
|
Professional services
|
19,215
|
|
|
17,841
|
|
|
1,374
|
|
|
7.7
|
%
|
|||
Total service revenue
|
$
|
106,210
|
|
|
$
|
107,121
|
|
|
$
|
(911
|
)
|
|
(0.9
|
)%
|
|
Year ended
December 31,
|
||
|
2016
|
|
2015
|
AT&T
|
12%
|
|
13%
|
|
Year ended
December 31,
|
|
Increase (decrease)
from prior year
|
|||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|||||||
Cost of revenue
|
|
|
|
|
|
|
|
|||||||
Product
|
$
|
47,367
|
|
|
$
|
50,460
|
|
|
$
|
(3,093
|
)
|
|
(6.1
|
)%
|
Service
|
37,613
|
|
|
36,917
|
|
|
696
|
|
|
1.9
|
%
|
|||
Total cost of revenue
|
$
|
84,980
|
|
|
$
|
87,377
|
|
|
$
|
(2,397
|
)
|
|
(2.7
|
)%
|
Gross margin
|
|
|
|
|
|
|
|
|||||||
Product
|
67.6
|
%
|
|
64.4
|
%
|
|
|
|
|
|||||
Service
|
64.6
|
%
|
|
65.5
|
%
|
|
|
|
|
|||||
Total gross margin
|
66.4
|
%
|
|
64.9
|
%
|
|
|
|
|
Year ended
December 31,
|
|
Decrease
from prior year
|
|||||||||||
2016
|
|
2015
|
|
$
|
|
%
|
|||||||
$
|
72,841
|
|
|
$
|
77,908
|
|
|
$
|
(5,067
|
)
|
|
(6.5
|
)%
|
Year ended
December 31,
|
|
Decrease
from prior year
|
|||||||||||
2016
|
|
2015
|
|
$
|
|
%
|
|||||||
$
|
68,539
|
|
|
$
|
72,841
|
|
|
$
|
(4,302
|
)
|
|
(5.9
|
)%
|
Year ended
December 31,
|
|
Decrease
from prior year
|
|||||||||||
2016
|
|
2015
|
|
$
|
|
%
|
|||||||
$
|
35,948
|
|
|
$
|
39,846
|
|
|
$
|
(3,898
|
)
|
|
(9.8
|
)%
|
|
Year ended
December 31,
|
|
Increase (decrease)
from prior year
|
|||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|||||||
Interest income
|
$
|
866
|
|
|
$
|
406
|
|
|
$
|
460
|
|
|
113.3
|
%
|
Interest expense
|
(97
|
)
|
|
(199
|
)
|
|
(102
|
)
|
|
(51.3
|
)%
|
|||
Interest income, net
|
$
|
769
|
|
|
$
|
207
|
|
|
$
|
562
|
|
|
271.5
|
%
|
|
Year ended
December 31,
|
|
Decrease
from prior year
|
|||||||||||
|
2015
|
|
2014
|
|
$
|
|
%
|
|||||||
Product
|
$
|
141,913
|
|
|
$
|
182,455
|
|
|
$
|
(40,542
|
)
|
|
(22.2
|
)%
|
Service
|
107,121
|
|
|
113,871
|
|
|
(6,750
|
)
|
|
(5.9
|
)%
|
|||
Total revenue
|
$
|
249,034
|
|
|
$
|
296,326
|
|
|
$
|
(47,292
|
)
|
|
(16.0
|
)%
|
|
Year ended
December 31,
|
|
Decrease
from prior year
|
|||||||||||
|
2015
|
|
2014
|
|
$
|
|
%
|
|||||||
Maintenance
|
$
|
89,280
|
|
|
$
|
90,003
|
|
|
$
|
(723
|
)
|
|
(0.8
|
)%
|
Professional services
|
17,841
|
|
|
23,868
|
|
|
(6,027
|
)
|
|
(25.3
|
)%
|
|||
Total service revenue
|
$
|
107,121
|
|
|
$
|
113,871
|
|
|
$
|
(6,750
|
)
|
|
(5.9
|
)%
|
|
Year ended
December 31,
|
|||
|
2015
|
|
2014
|
|
AT&T
|
13%
|
|
19
|
%
|
|
Year ended
December 31,
|
|
Decrease
from prior year
|
|||||||||||
|
2015
|
|
2014
|
|
$
|
|
%
|
|||||||
Cost of revenue
|
|
|
|
|
|
|
|
|||||||
Product
|
$
|
50,460
|
|
|
$
|
60,284
|
|
|
$
|
(9,824
|
)
|
|
(16.3
|
)%
|
Service
|
36,917
|
|
|
42,637
|
|
|
(5,720
|
)
|
|
(13.4
|
)%
|
|||
Total cost of revenue
|
$
|
87,377
|
|
|
$
|
102,921
|
|
|
$
|
(15,544
|
)
|
|
(15.1
|
)%
|
Gross margin
|
|
|
|
|
|
|
|
|||||||
Product
|
64.4
|
%
|
|
67.0
|
%
|
|
|
|
|
|
|
|||
Service
|
65.5
|
%
|
|
62.6
|
%
|
|
|
|
|
|
|
|||
Total gross margin
|
64.9
|
%
|
|
65.3
|
%
|
|
|
|
|
|
|
Year ended
December 31,
|
|
Decrease
from prior year
|
|||||||||||
2015
|
|
2014
|
|
$
|
|
%
|
|||||||
$
|
77,908
|
|
|
$
|
79,396
|
|
|
$
|
(1,488
|
)
|
|
(1.9
|
)%
|
Year ended
December 31,
|
|
Decrease
from prior year
|
|||||||||||
2015
|
|
2014
|
|
$
|
|
%
|
|||||||
$
|
72,841
|
|
|
$
|
80,141
|
|
|
$
|
(7,300
|
)
|
|
(9.1
|
)%
|
Year ended
December 31,
|
|
Decrease
from prior year
|
|||||||||||
2015
|
|
2014
|
|
$
|
|
%
|
|||||||
$
|
39,846
|
|
|
$
|
43,937
|
|
|
$
|
(4,091
|
)
|
|
(9.3
|
)%
|
|
Year ended
December 31,
|
|
Increase (decrease)
from prior year
|
|||||||||||
|
2015
|
|
2014
|
|
$
|
|
%
|
|||||||
Interest income
|
$
|
406
|
|
|
$
|
326
|
|
|
$
|
80
|
|
|
24.5
|
%
|
Interest expense
|
(199
|
)
|
|
(251
|
)
|
|
(52
|
)
|
|
(20.7
|
)%
|
|||
Interest income, net
|
$
|
207
|
|
|
$
|
75
|
|
|
$
|
132
|
|
|
176.0
|
%
|
|
Year ended
December 31,
|
|
|
||||||||
|
2016
|
|
2015
|
|
Change
|
||||||
Net loss
|
$
|
(13,932
|
)
|
|
$
|
(31,895
|
)
|
|
$
|
17,963
|
|
Adjustments to reconcile net loss to cash flows used in operating activities
|
35,061
|
|
|
40,735
|
|
|
(5,674
|
)
|
|||
Changes in operating assets and liabilities
|
(1,937
|
)
|
|
11,029
|
|
|
(12,966
|
)
|
|||
Net cash provided by operating activities
|
$
|
19,192
|
|
|
$
|
19,869
|
|
|
$
|
(677
|
)
|
Net cash used in investing activities
|
$
|
(27,347
|
)
|
|
$
|
(4,585
|
)
|
|
$
|
(22,762
|
)
|
Net cash used in financing activities
|
$
|
(9,870
|
)
|
|
$
|
(6,202
|
)
|
|
$
|
(3,668
|
)
|
|
Payments due by period
|
||||||||||||||||||
|
Total
|
|
Less than 1 year
|
|
1-3 years
|
|
3-5 years
|
|
More than 5 years
|
||||||||||
Capital lease obligations
|
$
|
134
|
|
|
$
|
46
|
|
|
$
|
83
|
|
|
$
|
5
|
|
|
$
|
—
|
|
Operating lease obligations *
|
11,193
|
|
|
4,600
|
|
|
5,687
|
|
|
906
|
|
|
—
|
|
|||||
Purchase obligations
|
780
|
|
|
422
|
|
|
358
|
|
|
—
|
|
|
—
|
|
|||||
Restructuring severance obligations
|
1,049
|
|
|
1,049
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Uncertain tax positions **
|
8,969
|
|
|
8,969
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
|
$
|
22,125
|
|
|
$
|
15,086
|
|
|
$
|
6,128
|
|
|
$
|
911
|
|
|
$
|
—
|
|
*
|
Includes restructuring payments aggregating $218,000, comprised of $156,000 due in less than one year and $62,000 due in one to three years.
|
**
|
This liability is not subject to fixed payment terms and the amount and timing of payments, if any, that we will make related to this liability are not known. See
Note 17
to our consolidated financial statements appearing in this Annual Report on Form 10-K for additional information.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31,
2016 |
|
December 31,
2015 |
||||
Assets
|
|||||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
31,923
|
|
|
$
|
50,111
|
|
Marketable securities
|
61,836
|
|
|
58,533
|
|
||
Accounts receivable, net
|
53,862
|
|
|
51,533
|
|
||
Inventory
|
18,283
|
|
|
23,111
|
|
||
Other current assets
|
12,010
|
|
|
11,853
|
|
||
Total current assets
|
177,914
|
|
|
195,141
|
|
||
Property and equipment, net
|
11,741
|
|
|
13,620
|
|
||
Intangible assets, net
|
30,197
|
|
|
26,087
|
|
||
Goodwill
|
49,393
|
|
|
40,310
|
|
||
Investments
|
32,371
|
|
|
33,605
|
|
||
Deferred income taxes
|
1,542
|
|
|
1,879
|
|
||
Other assets
|
4,901
|
|
|
2,249
|
|
||
|
$
|
308,059
|
|
|
$
|
312,891
|
|
Liabilities and Stockholders' Equity
|
|||||||
Current liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
6,525
|
|
|
$
|
5,949
|
|
Accrued expenses
|
25,886
|
|
|
31,963
|
|
||
Current portion of deferred revenue
|
43,504
|
|
|
38,716
|
|
||
Current portion of long-term liabilities
|
1,154
|
|
|
821
|
|
||
Total current liabilities
|
77,069
|
|
|
77,449
|
|
||
Deferred revenue
|
7,188
|
|
|
7,374
|
|
||
Deferred income taxes
|
3,047
|
|
|
2,282
|
|
||
Other long-term liabilities
|
1,633
|
|
|
2,760
|
|
||
Total liabilities
|
88,937
|
|
|
89,865
|
|
||
Commitments and contingencies (Note 21)
|
|
|
|
||||
Stockholders' equity:
|
|
|
|
||||
Preferred stock, $0.01 par value; 5,000,000 shares authorized, none issued and outstanding
|
—
|
|
|
—
|
|
||
Common stock, $0.001 par value; 120,000,000 shares authorized; 49,041,881 shares issued and outstanding at December 31, 2016; 49,473,789 shares issued and outstanding at December 31, 2015
|
49
|
|
|
49
|
|
||
Additional paid-in capital
|
1,250,744
|
|
|
1,240,803
|
|
||
Accumulated deficit
|
(1,037,174
|
)
|
|
(1,023,242
|
)
|
||
Accumulated other comprehensive income
|
5,503
|
|
|
5,416
|
|
||
Total stockholders' equity
|
219,122
|
|
|
223,026
|
|
||
|
$
|
308,059
|
|
|
$
|
312,891
|
|
|
Year ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Revenue:
|
|
|
|
|
|
||||||
Product
|
$
|
146,381
|
|
|
$
|
141,913
|
|
|
$
|
182,455
|
|
Service
|
106,210
|
|
|
107,121
|
|
|
113,871
|
|
|||
Total revenue
|
252,591
|
|
|
249,034
|
|
|
296,326
|
|
|||
Cost of revenue:
|
|
|
|
|
|
||||||
Product
|
47,367
|
|
|
50,460
|
|
|
60,284
|
|
|||
Service
|
37,613
|
|
|
36,917
|
|
|
42,637
|
|
|||
Total cost of revenue
|
84,980
|
|
|
87,377
|
|
|
102,921
|
|
|||
Gross profit
|
167,611
|
|
|
161,657
|
|
|
193,405
|
|
|||
Operating expenses:
|
|
|
|
|
|
||||||
Research and development
|
72,841
|
|
|
77,908
|
|
|
79,396
|
|
|||
Sales and marketing
|
68,539
|
|
|
72,841
|
|
|
80,141
|
|
|||
General and administrative
|
35,948
|
|
|
39,846
|
|
|
43,937
|
|
|||
Acquisition-related
|
1,152
|
|
|
131
|
|
|
1,558
|
|
|||
Restructuring
|
2,740
|
|
|
2,148
|
|
|
5,625
|
|
|||
Total operating expenses
|
181,220
|
|
|
192,874
|
|
|
210,657
|
|
|||
Loss from operations
|
(13,609
|
)
|
|
(31,217
|
)
|
|
(17,252
|
)
|
|||
Interest income, net
|
769
|
|
|
207
|
|
|
75
|
|
|||
Other income, net
|
1,424
|
|
|
1,122
|
|
|
2,536
|
|
|||
Loss before income taxes
|
(11,416
|
)
|
|
(29,888
|
)
|
|
(14,641
|
)
|
|||
Income tax provision
|
(2,516
|
)
|
|
(2,007
|
)
|
|
(2,214
|
)
|
|||
Net loss
|
$
|
(13,932
|
)
|
|
$
|
(31,895
|
)
|
|
$
|
(16,855
|
)
|
Loss per share:
|
|
|
|
|
|
||||||
Basic
|
$
|
(0.28
|
)
|
|
$
|
(0.64
|
)
|
|
$
|
(0.34
|
)
|
Diluted
|
$
|
(0.28
|
)
|
|
$
|
(0.64
|
)
|
|
$
|
(0.34
|
)
|
Shares used to compute loss per share:
|
|
|
|
|
|
||||||
Basic
|
49,385
|
|
|
49,560
|
|
|
50,245
|
|
|||
Diluted
|
49,385
|
|
|
49,560
|
|
|
50,245
|
|
|
Year ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Net loss
|
$
|
(13,932
|
)
|
|
$
|
(31,895
|
)
|
|
$
|
(16,855
|
)
|
Other comprehensive income (loss), net of tax:
|
|
|
|
|
|
||||||
Foreign currency translation adjustments
|
54
|
|
|
9
|
|
|
(426
|
)
|
|||
Unrealized loss on available-for-sale marketable securities
|
33
|
|
|
(15
|
)
|
|
(142
|
)
|
|||
Less: Reclassification adjustment for (gains) losses included in net loss
|
18
|
|
|
—
|
|
|
(46
|
)
|
|||
Other comprehensive income (loss), net of tax
|
105
|
|
|
(6
|
)
|
|
(614
|
)
|
|||
Comprehensive loss, net of tax
|
$
|
(13,827
|
)
|
|
$
|
(31,901
|
)
|
|
$
|
(17,469
|
)
|
|
Common Stock
|
|
|
|
|
|
|
|
|
|||||||||||||
|
Shares
|
|
Amount
|
|
Additional
Paid-in
Capital
|
|
Accumulated
Deficit
|
|
Accumulated Other Comprehensive Income (Loss)
|
|
Total Stockholders' Equity
|
|||||||||||
Balances, January 1, 2014
|
53,245,218
|
|
|
$
|
53
|
|
|
$
|
1,280,655
|
|
|
$
|
(974,492
|
)
|
|
$
|
6,036
|
|
|
$
|
312,252
|
|
Issuance of common stock in connection with employee stock purchase plan
|
180,502
|
|
|
|
|
2,882
|
|
|
|
|
|
|
2,882
|
|
||||||||
Exercise of stock options
|
806,385
|
|
|
1
|
|
|
10,116
|
|
|
|
|
|
|
10,117
|
|
|||||||
Vesting of restricted stock
|
428,674
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|||||||||
Vesting of performance-based stock awards
|
136,526
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|||||||||
Shares of restricted stock returned to the Company under net share settlements to satisfy tax withholding obligations
|
(142,399
|
)
|
|
|
|
(2,442
|
)
|
|
|
|
|
|
(2,442
|
)
|
||||||||
Stock-based compensation expense
|
|
|
|
|
23,914
|
|
|
|
|
|
|
23,914
|
|
|||||||||
Repurchase of common stock
|
(5,297,873
|
)
|
|
(5
|
)
|
|
(93,219
|
)
|
|
|
|
|
|
(93,224
|
)
|
|||||||
Assumption of equity awards in connection with acquisition of Performance Technologies, Incorporated
|
|
|
|
|
1,671
|
|
|
|
|
|
|
1,671
|
|
|||||||||
Other comprehensive loss
|
|
|
|
|
|
|
|
|
(614
|
)
|
|
(614
|
)
|
|||||||||
Reclassification of liability to equity for cash bonuses converted to equity awards
|
|
|
|
|
2,649
|
|
|
|
|
|
|
2,649
|
|
|||||||||
Net loss
|
|
|
|
|
|
|
(16,855
|
)
|
|
|
|
(16,855
|
)
|
|||||||||
Balances, December 31, 2014
|
49,357,033
|
|
|
49
|
|
|
1,226,226
|
|
|
(991,347
|
)
|
|
5,422
|
|
|
240,350
|
|
|||||
Issuance of common stock in connection with employee stock purchase plan
|
233,659
|
|
|
|
|
2,378
|
|
|
|
|
|
|
2,378
|
|
||||||||
Exercise of stock options
|
155,478
|
|
|
|
|
1,757
|
|
|
|
|
|
|
1,757
|
|
||||||||
Vesting of restricted stock awards
|
491,739
|
|
|
1
|
|
|
|
|
|
|
|
|
1
|
|
||||||||
Vesting of performance-based stock awards and units
|
45,901
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|||||||||
Shares of restricted stock returned to the Company under net share settlements to satisfy tax withholding obligations
|
(167,634
|
)
|
|
|
|
(2,344
|
)
|
|
|
|
|
|
(2,344
|
)
|
||||||||
Repurchase of common stock
|
(642,387
|
)
|
|
(1
|
)
|
|
(7,916
|
)
|
|
|
|
|
|
(7,917
|
)
|
|||||||
Stock-based compensation expense
|
|
|
|
|
21,699
|
|
|
|
|
|
|
21,699
|
|
|||||||||
Reclassification of equity to liability for equity awards converted to cash bonuses
|
|
|
|
|
(997
|
)
|
|
|
|
|
|
(997
|
)
|
|||||||||
Other comprehensive loss
|
|
|
|
|
|
|
|
|
(6
|
)
|
|
(6
|
)
|
|||||||||
Net loss
|
|
|
|
|
|
|
(31,895
|
)
|
|
|
|
(31,895
|
)
|
|||||||||
Balances, December 31, 2015
|
49,473,789
|
|
|
49
|
|
|
1,240,803
|
|
|
(1,023,242
|
)
|
|
5,416
|
|
|
223,026
|
|
|||||
Issuance of common stock in connection with employee stock purchase plan
|
225,031
|
|
|
|
|
|
1,360
|
|
|
|
|
|
|
1,360
|
|
|||||||
Exercise of stock options
|
23,070
|
|
|
|
|
|
153
|
|
|
|
|
|
|
153
|
|
|||||||
Vesting of restricted stock awards and units
|
792,773
|
|
|
1
|
|
|
(1
|
)
|
|
|
|
|
|
—
|
|
|||||||
Vesting of performance-based stock awards and units
|
18,438
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|||||||
Shares of restricted stock returned to the Company under net share settlements to satisfy tax withholding obligations
|
(231,620
|
)
|
|
|
|
|
(1,810
|
)
|
|
|
|
|
|
(1,810
|
)
|
|||||||
Repurchase of common stock
|
(1,259,600
|
)
|
|
(1
|
)
|
|
(9,529
|
)
|
|
|
|
|
|
(9,530
|
)
|
|||||||
Stock-based compensation expense
|
|
|
|
|
19,768
|
|
|
|
|
|
|
19,768
|
|
|||||||||
Other comprehensive income
|
|
|
|
|
|
|
|
|
87
|
|
|
87
|
|
|||||||||
Net loss
|
|
|
|
|
|
|
(13,932
|
)
|
|
|
|
(13,932
|
)
|
|||||||||
Balances, December 31, 2016
|
49,041,881
|
|
|
$
|
49
|
|
|
$
|
1,250,744
|
|
|
$
|
(1,037,174
|
)
|
|
$
|
5,503
|
|
|
$
|
219,122
|
|
|
Year ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Cash flows from operating activities:
|
|
|
|
|
|
||||||
Net loss
|
$
|
(13,932
|
)
|
|
$
|
(31,895
|
)
|
|
$
|
(16,855
|
)
|
Adjustments to reconcile net loss to cash flows provided by operating activities:
|
|
|
|
|
|
||||||
Depreciation and amortization of property and equipment
|
7,970
|
|
|
11,961
|
|
|
11,488
|
|
|||
Amortization of intangible assets
|
7,500
|
|
|
7,107
|
|
|
4,597
|
|
|||
Stock-based compensation
|
19,768
|
|
|
21,699
|
|
|
23,914
|
|
|||
Loss on disposal of property and equipment
|
33
|
|
|
112
|
|
|
292
|
|
|||
Gain on sale of domain names and IPv4 address blocks
|
(1,298
|
)
|
|
(896
|
)
|
|
—
|
|
|||
Deferred income taxes
|
1,088
|
|
|
752
|
|
|
885
|
|
|||
Changes in operating assets and liabilities:
|
|
|
|
|
|
||||||
Accounts receivable
|
(851
|
)
|
|
11,369
|
|
|
4,771
|
|
|||
Inventory
|
4,858
|
|
|
(1,001
|
)
|
|
5,414
|
|
|||
Other operating assets
|
506
|
|
|
4,915
|
|
|
5,077
|
|
|||
Accounts payable
|
(821
|
)
|
|
(1,257
|
)
|
|
(3,759
|
)
|
|||
Accrued expenses and other long-term liabilities
|
(7,778
|
)
|
|
(4,134
|
)
|
|
1,657
|
|
|||
Deferred revenue
|
2,149
|
|
|
1,137
|
|
|
(7,439
|
)
|
|||
Net cash provided by operating activities
|
19,192
|
|
|
19,869
|
|
|
30,042
|
|
|||
Cash flows from investing activities:
|
|
|
|
|
|
||||||
Purchases of property and equipment
|
(4,626
|
)
|
|
(7,792
|
)
|
|
(9,541
|
)
|
|||
Business acquisitions, net of cash acquired
|
(20,669
|
)
|
|
(10,897
|
)
|
|
(35,022
|
)
|
|||
Divestiture of business
|
—
|
|
|
—
|
|
|
2,000
|
|
|||
Purchases of marketable securities
|
(78,528
|
)
|
|
(54,772
|
)
|
|
(112,800
|
)
|
|||
Sale/maturities of marketable securities
|
75,178
|
|
|
67,980
|
|
|
179,365
|
|
|||
Proceeds from the sale of fixed assets
|
—
|
|
|
—
|
|
|
268
|
|
|||
Proceeds from the sale of domain name
|
1,298
|
|
|
896
|
|
|
—
|
|
|||
Net cash (used in) provided by investing activities
|
(27,347
|
)
|
|
(4,585
|
)
|
|
24,270
|
|
|||
Cash flows from financing activities:
|
|
|
|
|
|
||||||
Proceeds from sale of common stock in connection with employee stock purchase plan
|
1,360
|
|
|
2,378
|
|
|
2,882
|
|
|||
Proceeds from exercise of stock options
|
153
|
|
|
1,757
|
|
|
10,117
|
|
|||
Payment of tax withholding obligations related to net share settlements of restricted stock awards
|
(1,810
|
)
|
|
(2,344
|
)
|
|
(2,442
|
)
|
|||
Repurchase of common stock
|
(9,530
|
)
|
|
(7,917
|
)
|
|
(93,224
|
)
|
|||
Principal payments of capital lease obligations
|
(43
|
)
|
|
(76
|
)
|
|
(84
|
)
|
|||
Payment of debt
|
—
|
|
|
—
|
|
|
(2,380
|
)
|
|||
Net cash used in financing activities
|
(9,870
|
)
|
|
(6,202
|
)
|
|
(85,131
|
)
|
|||
Effect of exchange rate changes on cash and cash equivalents
|
(163
|
)
|
|
(128
|
)
|
|
(447
|
)
|
|||
Net (decrease) increase in cash and cash equivalents
|
(18,188
|
)
|
|
8,954
|
|
|
(31,266
|
)
|
|||
Cash and cash equivalents, beginning of year
|
50,111
|
|
|
41,157
|
|
|
72,423
|
|
|||
Cash and cash equivalents, end of year
|
$
|
31,923
|
|
|
$
|
50,111
|
|
|
$
|
41,157
|
|
Supplemental disclosure of cash flow information:
|
|
|
|
|
|
||||||
Interest paid
|
$
|
41
|
|
|
$
|
64
|
|
|
$
|
89
|
|
Income taxes paid
|
$
|
1,249
|
|
|
$
|
1,430
|
|
|
$
|
2,247
|
|
Income tax refunds received
|
$
|
511
|
|
|
$
|
357
|
|
|
$
|
94
|
|
Supplemental disclosure of non-cash investing activities:
|
|
|
|
|
|
||||||
Capital expenditures incurred, but not yet paid
|
$
|
277
|
|
|
$
|
375
|
|
|
$
|
411
|
|
Property and equipment acquired under capital lease
|
$
|
36
|
|
|
$
|
137
|
|
|
$
|
—
|
|
Business acquisition purchase consideration - assumed equity awards
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,671
|
|
Supplemental disclosure of non-cash financing activities:
|
|
|
|
|
|
||||||
Total fair value of restricted stock awards, restricted stock units, performance-based stock awards and performance-based stock units on date vested
|
$
|
10,376
|
|
|
$
|
9,138
|
|
|
$
|
8,425
|
|
Fair value of consideration transferred:
|
|
||
Cash, net of cash acquired
|
$
|
19,919
|
|
|
|
||
Fair value of assets acquired and liabilities assumed:
|
|
||
Current assets
|
3,347
|
|
|
Property and equipment
|
1,478
|
|
|
Intangible assets:
|
|
||
Developed technology
|
2,100
|
|
|
Customer relationships
|
9,510
|
|
|
Goodwill
|
9,083
|
|
|
Other noncurrent assets
|
23
|
|
|
Current liabilities
|
(5,039
|
)
|
|
Long-term liabilities
|
(583
|
)
|
|
|
$
|
19,919
|
|
Fair value of consideration transferred:
|
|
||
Cash, net of cash acquired
|
$
|
35,022
|
|
Fair value of equity awards assumed (see Note 15)
|
1,671
|
|
|
Fair value of total consideration
|
$
|
36,693
|
|
Fair value of assets acquired and liabilities assumed:
|
|
||
Marketable securities
|
$
|
2,315
|
|
Other current assets
|
9,337
|
|
|
Property and equipment
|
2,251
|
|
|
Intangible assets
|
17,100
|
|
|
Goodwill
|
8,781
|
|
|
Current liabilities
|
(2,762
|
)
|
|
Other long-term liabilities
|
(329
|
)
|
|
|
$
|
36,693
|
|
Developed technology
|
$
|
13,200
|
|
Customer relationships
|
3,900
|
|
|
|
$
|
17,100
|
|
|
|
|
|
|
Year ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Professional and services fees
|
$
|
1,152
|
|
|
$
|
131
|
|
|
$
|
1,309
|
|
Change of control agreements
|
—
|
|
|
—
|
|
|
249
|
|
|||
|
$
|
1,152
|
|
|
$
|
131
|
|
|
$
|
1,558
|
|
|
Year ended December 31,
|
|||||||
|
2016
|
|
2015
|
|
2014
|
|||
Weighted average shares outstanding—basic
|
49,385
|
|
|
49,560
|
|
|
50,245
|
|
Potential dilutive common shares
|
—
|
|
|
—
|
|
|
—
|
|
Weighted average shares outstanding—diluted
|
49,385
|
|
|
49,560
|
|
|
50,245
|
|
|
December 31, 2016
|
||||||||||||||
|
Amortized
cost
|
|
Unrealized
gains
|
|
Unrealized
losses
|
|
Fair
value
|
||||||||
Cash equivalents
|
$
|
6,619
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
6,619
|
|
|
|
|
|
|
|
|
|
||||||||
Short-term investments
|
|
|
|
|
|
|
|
||||||||
Municipal obligations
|
$
|
3,264
|
|
|
$
|
—
|
|
|
$
|
(3
|
)
|
|
$
|
3,261
|
|
U.S. government agency notes
|
16,477
|
|
|
3
|
|
|
(3
|
)
|
|
16,477
|
|
||||
Corporate debt securities
|
41,893
|
|
|
4
|
|
|
(45
|
)
|
|
41,852
|
|
||||
Certificates of deposit
|
246
|
|
|
—
|
|
|
—
|
|
|
246
|
|
||||
|
$
|
61,880
|
|
|
$
|
7
|
|
|
$
|
(51
|
)
|
|
$
|
61,836
|
|
Investments
|
|
|
|
|
|
|
|
||||||||
U.S. government agency notes
|
$
|
19,473
|
|
|
$
|
3
|
|
|
$
|
(39
|
)
|
|
$
|
19,437
|
|
Corporate debt securities
|
10,520
|
|
|
—
|
|
|
(44
|
)
|
|
10,476
|
|
||||
Certificates of deposit
|
2,458
|
|
|
—
|
|
|
—
|
|
|
2,458
|
|
||||
|
$
|
32,451
|
|
|
$
|
3
|
|
|
$
|
(83
|
)
|
|
$
|
32,371
|
|
|
December 31, 2015
|
||||||||||||||
|
Amortized
cost
|
|
Unrealized
gains
|
|
Unrealized
losses
|
|
Fair
value
|
||||||||
Cash equivalents
|
$
|
7,122
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
7,122
|
|
|
|
|
|
|
|
|
|
||||||||
Short-term investments
|
|
|
|
|
|
|
|
||||||||
Municipal obligations
|
$
|
3,910
|
|
|
$
|
—
|
|
|
$
|
(1
|
)
|
|
$
|
3,909
|
|
U.S. government agency notes
|
3,450
|
|
|
—
|
|
|
(2
|
)
|
|
3,448
|
|
||||
Corporate debt securities
|
46,736
|
|
|
2
|
|
|
(56
|
)
|
|
46,682
|
|
||||
Commercial paper
|
3,994
|
|
|
—
|
|
|
—
|
|
|
3,994
|
|
||||
Certificates of deposit
|
500
|
|
|
—
|
|
|
—
|
|
|
500
|
|
||||
|
$
|
58,590
|
|
|
$
|
2
|
|
|
$
|
(59
|
)
|
|
$
|
58,533
|
|
Investments
|
|
|
|
|
|
|
|
||||||||
Municipal obligations
|
$
|
2,165
|
|
|
$
|
—
|
|
|
$
|
(4
|
)
|
|
$
|
2,161
|
|
U.S. government agency notes
|
1,999
|
|
|
—
|
|
|
(13
|
)
|
|
1,986
|
|
||||
Corporate debt securities
|
29,541
|
|
|
2
|
|
|
(85
|
)
|
|
29,458
|
|
||||
|
$
|
33,705
|
|
|
$
|
2
|
|
|
$
|
(102
|
)
|
|
$
|
33,605
|
|
|
|
|
Fair value measurements at
December 31, 2016 using: |
||||||||||||
|
Total carrying
value at December 31, 2016 |
|
Quoted prices
in active
markets
(Level 1)
|
|
Significant other
observable
inputs
(Level 2)
|
|
Significant
unobservable
inputs
(Level 3)
|
||||||||
Cash equivalents
|
$
|
6,619
|
|
|
$
|
6,619
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
||||||||
Short-term investments
|
|
|
|
|
|
|
|
||||||||
Municipal obligations
|
$
|
3,261
|
|
|
$
|
—
|
|
|
$
|
3,261
|
|
|
$
|
—
|
|
U.S. government agency notes
|
16,477
|
|
|
—
|
|
|
16,477
|
|
|
—
|
|
||||
Corporate debt securities
|
41,852
|
|
|
—
|
|
|
41,852
|
|
|
—
|
|
||||
Certificates of deposit
|
246
|
|
|
—
|
|
|
246
|
|
|
—
|
|
||||
|
$
|
61,836
|
|
|
$
|
—
|
|
|
$
|
61,836
|
|
|
$
|
—
|
|
Investments
|
|
|
|
|
|
|
|
||||||||
U.S. government agency notes
|
$
|
19,437
|
|
|
$
|
—
|
|
|
$
|
19,437
|
|
|
$
|
—
|
|
Corporate debt securities
|
10,476
|
|
|
—
|
|
|
10,476
|
|
|
—
|
|
||||
Certificates of deposit
|
2,458
|
|
|
—
|
|
|
2,458
|
|
|
—
|
|
||||
|
$
|
32,371
|
|
|
$
|
—
|
|
|
$
|
32,371
|
|
|
$
|
—
|
|
|
|
|
Fair value measurements at
December 31, 2015 using: |
||||||||||||
|
Total carrying
value at December 31, 2015 |
|
Quoted prices
in active
markets
(Level 1)
|
|
Significant other
observable
inputs
(Level 2)
|
|
Significant
unobservable
inputs
(Level 3)
|
||||||||
Cash equivalents
|
$
|
7,122
|
|
|
$
|
7,122
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
||||||||
Short-term investments
|
|
|
|
|
|
|
|
||||||||
Municipal obligations
|
$
|
3,909
|
|
|
$
|
—
|
|
|
$
|
3,909
|
|
|
$
|
—
|
|
U.S. government agency notes
|
3,448
|
|
|
—
|
|
|
3,448
|
|
|
—
|
|
||||
Corporate debt securities
|
46,682
|
|
|
—
|
|
|
46,682
|
|
|
—
|
|
||||
Commercial paper
|
3,994
|
|
|
—
|
|
|
3,994
|
|
|
—
|
|
||||
Certificates of deposit
|
500
|
|
|
—
|
|
|
500
|
|
|
—
|
|
||||
|
$
|
58,533
|
|
|
$
|
—
|
|
|
$
|
58,533
|
|
|
$
|
—
|
|
Investments
|
|
|
|
|
|
|
|
||||||||
Municipal obligations
|
$
|
2,161
|
|
|
$
|
—
|
|
|
$
|
2,161
|
|
|
$
|
—
|
|
U.S. government agency notes
|
1,986
|
|
|
—
|
|
|
1,986
|
|
|
—
|
|
||||
Corporate debt securities
|
29,458
|
|
|
—
|
|
|
29,458
|
|
|
—
|
|
||||
|
$
|
33,605
|
|
|
$
|
—
|
|
|
$
|
33,605
|
|
|
$
|
—
|
|
|
December 31,
|
||||||
|
2016
|
|
2015
|
||||
Accounts receivable, gross
|
$
|
53,872
|
|
|
$
|
51,543
|
|
Allowance for doubtful accounts
|
(10
|
)
|
|
(10
|
)
|
||
Accounts receivable, net
|
$
|
53,862
|
|
|
$
|
51,533
|
|
Year ended December 31,
|
Balance at
beginning
of year
|
|
Charges
to expense
|
|
Write-offs
|
|
Balance at
end of
year
|
||||||||
2016
|
$
|
10
|
|
|
$
|
10
|
|
|
$
|
(10
|
)
|
|
$
|
10
|
|
2015
|
$
|
58
|
|
|
$
|
17
|
|
|
$
|
(65
|
)
|
|
$
|
10
|
|
2014
|
$
|
157
|
|
|
$
|
92
|
|
|
$
|
(191
|
)
|
|
$
|
58
|
|
|
December 31,
|
||||||
|
2016
|
|
2015
|
||||
On-hand final assemblies and finished goods inventories
|
$
|
15,346
|
|
|
$
|
17,136
|
|
Deferred cost of goods sold
|
4,237
|
|
|
5,975
|
|
||
|
19,583
|
|
|
23,111
|
|
||
Less current portion
|
(18,283
|
)
|
|
(23,111
|
)
|
||
Noncurrent portion (included in Other assets)
|
$
|
1,300
|
|
|
$
|
—
|
|
|
|
|
December 31,
|
||||||
|
Useful Life
|
|
2016
|
|
2015
|
||||
Equipment
|
3 years
|
|
$
|
63,622
|
|
|
$
|
63,667
|
|
Software
|
2-3 years
|
|
19,378
|
|
|
17,463
|
|
||
Furniture and fixtures
|
3-5 years
|
|
698
|
|
|
675
|
|
||
Leasehold improvements
|
Shorter of the life of the lease or estimated useful life (1-5 years)
|
|
11,757
|
|
|
11,615
|
|
||
|
|
|
95,455
|
|
|
93,420
|
|
||
Less accumulated depreciation and amortization
|
|
|
(83,714
|
)
|
|
(79,800
|
)
|
||
Property and equipment, net
|
|
|
$
|
11,741
|
|
|
$
|
13,620
|
|
|
December 31,
|
||||||
|
2016
|
|
2015
|
||||
Cost
|
$
|
173
|
|
|
$
|
137
|
|
Less accumulated depreciation
|
(68
|
)
|
|
(9
|
)
|
||
Property and equipment under capital leases, net
|
$
|
105
|
|
|
$
|
128
|
|
December 31, 2016
|
Weighted average amortization period
(years)
|
|
Cost
|
|
Accumulated
amortization
|
|
Net
carrying value
|
||||||
Developed technology
|
6.54
|
|
$
|
34,980
|
|
|
$
|
16,453
|
|
|
$
|
18,527
|
|
Customer relationships
|
5.78
|
|
19,540
|
|
|
7,870
|
|
|
11,670
|
|
|||
Internal use software
|
3.00
|
|
730
|
|
|
730
|
|
|
—
|
|
|||
|
6.23
|
|
$
|
55,250
|
|
|
$
|
25,053
|
|
|
$
|
30,197
|
|
December 31, 2015
|
Weighted average amortization period
(years)
|
|
Cost
|
|
Accumulated
amortization
|
|
Net
carrying value
|
||||||
Intellectual property
|
*
|
|
$
|
1,600
|
|
|
$
|
—
|
|
|
$
|
1,600
|
|
Developed technology
|
6.42
|
|
31,280
|
|
|
10,415
|
|
|
20,865
|
|
|||
Customer relationships
|
5.57
|
|
10,030
|
|
|
6,408
|
|
|
3,622
|
|
|||
Internal use software
|
3.00
|
|
730
|
|
|
730
|
|
|
—
|
|
|||
|
6.19
|
|
$
|
43,640
|
|
|
$
|
17,553
|
|
|
$
|
26,087
|
|
|
Year ended December 31,
|
|
Statement of operations classification
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
|
|||||||
Developed technology
|
$
|
6,038
|
|
|
$
|
5,222
|
|
|
$
|
2,464
|
|
|
Cost of revenue - product
|
Customer relationships
|
1,462
|
|
|
1,723
|
|
|
1,889
|
|
|
Sales and marketing
|
|||
Internal use software
|
—
|
|
|
162
|
|
|
244
|
|
|
Cost of revenue - product
|
|||
|
$
|
7,500
|
|
|
$
|
7,107
|
|
|
$
|
4,597
|
|
|
|
|
Year ended December 31,
|
||||||
|
2016
|
|
2015
|
||||
Balance at January 1
|
|
|
|
||||
Goodwill
|
$
|
43,416
|
|
|
$
|
42,369
|
|
Accumulated impairment losses
|
(3,106
|
)
|
|
(3,106
|
)
|
||
|
40,310
|
|
|
39,263
|
|
||
Acquisition of Taqua
|
9,083
|
|
|
—
|
|
||
Acquisition of SDN Business
|
—
|
|
|
1,047
|
|
||
Balance at December 31
|
$
|
49,393
|
|
|
$
|
40,310
|
|
|
December 31,
|
||||||
|
2016
|
|
2015
|
||||
Goodwill
|
$
|
52,499
|
|
|
$
|
43,416
|
|
Accumulated impairment losses
|
(3,106
|
)
|
|
(3,106
|
)
|
||
|
$
|
49,393
|
|
|
$
|
40,310
|
|
|
December 31,
|
||||||
|
2016
|
|
2015
|
||||
Employee compensation and related costs
|
$
|
15,879
|
|
|
$
|
22,180
|
|
Other
|
10,007
|
|
|
9,783
|
|
||
|
$
|
25,886
|
|
|
$
|
31,963
|
|
|
Balance at
January 1, 2016 |
|
Initiatives
charged to expense |
|
Adjustments for changes in estimate
|
|
Cash
payments |
|
Balance at
December 31, 2016 |
||||||||||
Severance
|
$
|
—
|
|
|
$
|
1,484
|
|
|
$
|
—
|
|
|
$
|
(987
|
)
|
|
$
|
497
|
|
|
Balance at
January 1, 2016 |
|
Initiatives
charged to expense |
|
Adjustments for changes in estimate
|
|
Cash
payments |
|
Balance at
December 31, 2016 |
||||||||||
Severance
|
$
|
—
|
|
|
$
|
971
|
|
|
$
|
—
|
|
|
$
|
(587
|
)
|
|
$
|
384
|
|
Facilities
|
—
|
|
|
218
|
|
|
—
|
|
|
—
|
|
|
218
|
|
|||||
|
$
|
—
|
|
|
$
|
1,189
|
|
|
$
|
—
|
|
|
$
|
(587
|
)
|
|
$
|
602
|
|
|
Balance at
January 1, 2016 |
|
Initiatives
charged to expense |
|
Adjustments for changes in estimate
|
|
Cash
payments |
|
Balance at
December 31, 2016 |
||||||||||
Severance
|
$
|
749
|
|
|
$
|
—
|
|
|
$
|
67
|
|
|
$
|
(648
|
)
|
|
$
|
168
|
|
|
Balance at
January 1, 2015 |
|
Initiatives
charged to expense |
|
Adjustments for changes in estimate
|
|
Cash
payments |
|
Balance at
December 31, 2015 |
||||||||||
Severance
|
$
|
—
|
|
|
$
|
3,804
|
|
|
$
|
—
|
|
|
$
|
(3,055
|
)
|
|
$
|
749
|
|
|
|
|
|
|
|
|
|
Year ended December 31, 2015
|
Balance at
January 1, 2015 |
|
Initiatives
charged to expense |
|
Adjustments for changes in estimate
|
|
Cash
payments |
|
Balance at
December 31, 2015 |
||||||||||
Severance
|
$
|
1,682
|
|
|
$
|
—
|
|
|
$
|
(67
|
)
|
|
$
|
(1,615
|
)
|
|
$
|
—
|
|
Facilities
|
3,652
|
|
|
—
|
|
|
(1,589
|
)
|
|
(2,063
|
)
|
|
—
|
|
|||||
|
$
|
5,334
|
|
|
—
|
|
|
$
|
(1,656
|
)
|
|
$
|
(3,678
|
)
|
|
$
|
—
|
|
|
December 31,
|
||||||
|
2016
|
|
2015
|
||||
Capital lease obligations
|
$
|
124
|
|
|
$
|
131
|
|
Deferred rent
|
1,812
|
|
|
2,606
|
|
||
Restructuring
|
1,267
|
|
|
749
|
|
||
Other
|
790
|
|
|
844
|
|
||
|
3,993
|
|
|
4,330
|
|
||
Current portion
|
(2,360
|
)
|
|
(1,570
|
)
|
||
Long-term liabilities, net of current portion
|
$
|
1,633
|
|
|
$
|
2,760
|
|
•
|
Increase the number of shares of the Company's common stock authorized for issuance under the Stock Plan by
800,000
shares;
|
•
|
Extend the Stock Plan's termination date through June 9, 2026, the tenth anniversary of the 2016 Annual Meeting;
|
•
|
Revise the rate at which RSAs, RSUs, PSAs and PSUs (collectively, "full value awards") are counted against the shares of common stock available for issuance under the Stock Plan from
1.61
shares for every one share subject to such award to
1.50
shares for every one share subject to such award (the "fungible share pool formula"). Shares of common stock subject to full value awards that were granted under any prior ratio that applied at the time such awards were granted will continue to return to the Stock Plan upon forfeiture of such awards at the respective previous ratio of
1.50
,
1.57
and
1.61
, as applicable;
|
•
|
Increase the maximum number of shares of the Company's common stock with respect to which awards may be granted to any participant under the Stock Plan to
1,000,000
shares per calendar year;
|
•
|
Increase the maximum number of shares of the Company's common stock with respect to which awards may be granted under the Stock Plan to any director who is not an employee of the Company at the time of grant to
100,000
shares per calendar year; and
|
•
|
Prohibit stock options and SARs granted under the Stock Plan from (i) providing for the payment or accrual of dividend equivalents or (ii) containing any provision entitling the grantee to the automatic grant of additional stock options or SARs, as applicable, in connection with the exercise of the original stock option or SAR, as applicable.
|
•
|
Stock options will generally vest over a period of
three years
, with
one-third
of the stock options vesting on the first anniversary of the grant date and the remaining
two-thirds
vesting in equal monthly increments thereafter through the third anniversary of the grant date. Stock options had previously generally vested over a period of
four
years, with one-fourth of the stock options vesting on the first anniversary of the grant date and the remaining three-fourths vesting in equal monthly increments thereafter through the fourth anniversary of the grant date.
|
•
|
RSAs and RSUs (collectively, the "restricted stock grants") will generally vest over a period of
three years
, with
one-third
of the shares underlying the grant vesting on the first anniversary of the grant date and the remaining
two-thirds
vesting in equal increments semi-annually through the third anniversary of the grant date. Restricted stock grants had previously vested over a period of
four
years, with one-fourth of the shares underlying the grant vesting on the first anniversary of the grant date and the remaining three-fourths vesting in equal increments semi-annually through the fourth anniversary of the grant date.
|
|
Year ended December 31,
|
||||
|
2016
|
|
2015
|
|
2014
|
Risk-free interest rate
|
1.00% - 1.61%
|
|
1.46%-1.75%
|
|
1.53%-2.70%
|
Expected dividends
|
—
|
|
—
|
|
—
|
Weighted average volatility
|
54.8%
|
|
54.3%
|
|
60.8%
|
Expected life (years)
|
5.0-10.0
|
|
5.0-6.0
|
|
4.5-6.0
|
|
|
|
Shares
|
|
Weighted
Average
Grant Date
Fair Value
|
|||
Unvested balance at January 1, 2016
|
111,250
|
|
|
$
|
14.68
|
|
Granted
|
131,250
|
|
|
$
|
10.24
|
|
Vested
|
(18,438
|
)
|
|
$
|
12.34
|
|
Forfeited
|
(76,977
|
)
|
|
$
|
12.57
|
|
Unvested balance at December 31, 2016
|
147,085
|
|
|
$
|
12.11
|
|
|
Year ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Product cost of revenue
|
$
|
359
|
|
|
$
|
317
|
|
|
$
|
337
|
|
Service cost of revenue
|
1,314
|
|
|
1,524
|
|
|
1,449
|
|
|||
Research and development
|
5,014
|
|
|
5,439
|
|
|
5,759
|
|
|||
Sales and marketing
|
6,209
|
|
|
5,423
|
|
|
5,437
|
|
|||
General and administrative
|
6,872
|
|
|
8,996
|
|
|
10,932
|
|
|||
|
$
|
19,768
|
|
|
$
|
21,699
|
|
|
$
|
23,914
|
|
Stock Plan
|
1,718,751
|
|
ESPP
|
1,681,134
|
|
|
3,399,885
|
|
|
Year ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Income (loss) before income taxes:
|
|
|
|
|
|
||||||
United States
|
$
|
(11,973
|
)
|
|
$
|
(29,595
|
)
|
|
$
|
(16,582
|
)
|
Foreign
|
557
|
|
|
(293
|
)
|
|
1,941
|
|
|||
|
$
|
(11,416
|
)
|
|
$
|
(29,888
|
)
|
|
$
|
(14,641
|
)
|
|
Year ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Provision (benefit) for income taxes:
|
|
|
|
|
|
||||||
Current:
|
|
|
|
|
|
||||||
Federal
|
$
|
12
|
|
|
$
|
60
|
|
|
$
|
23
|
|
State
|
24
|
|
|
150
|
|
|
150
|
|
|||
Foreign
|
1,378
|
|
|
982
|
|
|
926
|
|
|||
Total current
|
1,414
|
|
|
1,192
|
|
|
1,099
|
|
|||
Deferred:
|
|
|
|
|
|
||||||
Federal
|
(301
|
)
|
|
(7,069
|
)
|
|
(3,885
|
)
|
|||
State
|
(1,007
|
)
|
|
4,962
|
|
|
(1,656
|
)
|
|||
Foreign
|
338
|
|
|
155
|
|
|
414
|
|
|||
Change in valuation allowance
|
2,072
|
|
|
2,767
|
|
|
6,242
|
|
|||
Total deferred
|
1,102
|
|
|
815
|
|
|
1,115
|
|
|||
Total
|
$
|
2,516
|
|
|
$
|
2,007
|
|
|
$
|
2,214
|
|
|
Year ended December 31,
|
|||||||
|
2016
|
|
2015
|
|
2014
|
|||
U.S. statutory income tax rate
|
(35.0
|
)%
|
|
(35.0
|
)%
|
|
(35.0
|
)%
|
State income taxes, net of federal benefit
|
—
|
|
|
—
|
|
|
(4.9
|
)
|
Foreign income taxes
|
7.9
|
|
|
3.6
|
|
|
5.1
|
|
Settlement of foreign tax audit
|
5.2
|
|
|
—
|
|
|
—
|
|
Foreign deemed dividends
|
5.0
|
|
|
1.7
|
|
|
11.5
|
|
Stock-based compensation
|
38.9
|
|
|
14.4
|
|
|
12.0
|
|
Tax credits
|
(11.6
|
)
|
|
(3.3
|
)
|
|
(14.6
|
)
|
Valuation allowance
|
1.9
|
|
|
24.3
|
|
|
29.8
|
|
Goodwill amortization
|
6.7
|
|
|
2.2
|
|
|
4.8
|
|
Meals and entertainment
|
1.4
|
|
|
0.8
|
|
|
2.5
|
|
Tax gain on sale of acquired assets
|
—
|
|
|
—
|
|
|
4.2
|
|
Other, net
|
1.6
|
|
|
(2.0
|
)
|
|
(0.3
|
)
|
Effective income tax rate
|
22.0
|
%
|
|
6.7
|
%
|
|
15.1
|
%
|
|
December 31,
|
||||||
|
2016
|
|
2015
|
||||
Assets:
|
|
|
|
||||
Net operating loss carryforwards
|
$
|
77,425
|
|
|
$
|
76,970
|
|
Research and development tax credits
|
24,440
|
|
|
22,412
|
|
||
Other tax credits
|
230
|
|
|
230
|
|
||
Intangible assets
|
9,270
|
|
|
7,128
|
|
||
Deferred revenue
|
3,176
|
|
|
3,936
|
|
||
Accrued expenses
|
6,699
|
|
|
8,706
|
|
||
Inventory
|
5,010
|
|
|
6,103
|
|
||
Stock-based compensation
|
14,295
|
|
|
13,594
|
|
||
Other temporary differences
|
2,892
|
|
|
2,623
|
|
||
|
143,437
|
|
|
141,702
|
|
||
Valuation allowance
|
(141,895
|
)
|
|
(139,823
|
)
|
||
Total deferred tax assets
|
1,542
|
|
|
1,879
|
|
||
Liabilities:
|
|
|
|
||||
Purchased intangible assets
|
(3,047
|
)
|
|
(2,282
|
)
|
||
Total deferred tax liabilities
|
(3,047
|
)
|
|
(2,282
|
)
|
||
Total net deferred tax assets
|
$
|
(1,505
|
)
|
|
$
|
(403
|
)
|
|
|
|
|
||||
Reported as:
|
|
|
|
||||
Deferred income taxes - noncurrent assets
|
$
|
1,542
|
|
|
$
|
1,879
|
|
Deferred income taxes - noncurrent liabilities
|
(3,047
|
)
|
|
(2,282
|
)
|
||
|
$
|
(1,505
|
)
|
|
$
|
(403
|
)
|
|
2016
|
|
2015
|
|
2014
|
||||||
Unrecognized tax benefits at January 1
|
$
|
8,888
|
|
|
$
|
8,875
|
|
|
$
|
8,861
|
|
Increases related to current year tax positions
|
36
|
|
|
13
|
|
|
14
|
|
|||
Increases related to prior period tax positions
|
723
|
|
|
—
|
|
|
—
|
|
|||
Decreases related to prior period tax positions
|
(81
|
)
|
|
—
|
|
|
—
|
|
|||
Settlements
|
(597
|
)
|
|
—
|
|
|
—
|
|
|||
Unrecognized tax benefits at December 31
|
$
|
8,969
|
|
|
$
|
8,888
|
|
|
$
|
8,875
|
|
|
Year ended December 31,
|
||||
|
2016
|
|
2015
|
|
2014
|
AT&T
|
12%
|
|
13%
|
|
19%
|
|
Year ended December 31,
|
|||||||
|
2016
|
|
2015
|
|
2014
|
|||
United States
|
69
|
%
|
|
71
|
%
|
|
71
|
%
|
Europe, Middle East and Africa
|
13
|
|
|
13
|
|
|
13
|
|
Japan
|
10
|
|
|
10
|
|
|
9
|
|
Other Asia Pacific
|
5
|
|
|
4
|
|
|
5
|
|
Other
|
3
|
|
|
2
|
|
|
2
|
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
|
|
|
|
|
|
Year ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Maintenance
|
$
|
86,995
|
|
|
$
|
89,280
|
|
|
$
|
90,003
|
|
Professional services
|
19,215
|
|
|
17,841
|
|
|
23,868
|
|
|||
|
$
|
106,210
|
|
|
$
|
107,121
|
|
|
$
|
113,871
|
|
|
First
Quarter
|
|
Second
Quarter
|
|
Third
Quarter (1)
|
|
Fourth
Quarter
|
||||||||
|
(In thousands, except per share data)
|
||||||||||||||
Fiscal 2016
|
|
|
|
|
|
|
|
||||||||
Revenue
|
$
|
59,151
|
|
|
$
|
60,857
|
|
|
$
|
65,011
|
|
|
$
|
67,572
|
|
Cost of revenue
|
20,748
|
|
|
20,629
|
|
|
21,425
|
|
|
22,178
|
|
||||
Gross profit
|
$
|
38,403
|
|
|
$
|
40,228
|
|
|
$
|
43,586
|
|
|
$
|
45,394
|
|
Loss from operations
|
$
|
(3,881
|
)
|
|
$
|
(2,708
|
)
|
|
$
|
(4,316
|
)
|
|
$
|
(2,704
|
)
|
Net loss
|
$
|
(4,654
|
)
|
|
$
|
(2,916
|
)
|
|
$
|
(3,731
|
)
|
|
$
|
(2,631
|
)
|
Loss per share (3):
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
(0.09
|
)
|
|
$
|
(0.06
|
)
|
|
$
|
(0.08
|
)
|
|
$
|
(0.05
|
)
|
Diluted
|
$
|
(0.09
|
)
|
|
$
|
(0.06
|
)
|
|
$
|
(0.08
|
)
|
|
$
|
(0.05
|
)
|
Shares used in computing loss per share:
|
|
|
|
|
|
|
|
||||||||
Basic
|
49,484
|
|
|
49,423
|
|
|
49,402
|
|
|
49,232
|
|
||||
Diluted
|
49,484
|
|
|
49,423
|
|
|
49,402
|
|
|
49,232
|
|
|
First
Quarter (2)
|
|
Second
Quarter
|
|
Third
Quarter
|
|
Fourth
Quarter
|
||||||||
|
(In thousands, except per share data)
|
||||||||||||||
Fiscal 2015
|
|
|
|
|
|
|
|
||||||||
Revenue
|
$
|
50,145
|
|
|
$
|
54,701
|
|
|
$
|
67,862
|
|
|
$
|
76,326
|
|
Cost of revenue
|
20,915
|
|
|
20,287
|
|
|
22,150
|
|
|
24,025
|
|
||||
Gross profit
|
$
|
29,230
|
|
|
$
|
34,414
|
|
|
$
|
45,712
|
|
|
$
|
52,301
|
|
Income (loss) from operations
|
$
|
(18,866
|
)
|
|
$
|
(15,049
|
)
|
|
$
|
(1,362
|
)
|
|
$
|
4,060
|
|
Net income (loss)
|
$
|
(19,359
|
)
|
|
$
|
(15,343
|
)
|
|
$
|
(1,896
|
)
|
|
$
|
4,703
|
|
Income (loss) per share (3):
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
(0.39
|
)
|
|
$
|
(0.31
|
)
|
|
$
|
(0.04
|
)
|
|
$
|
0.09
|
|
Diluted
|
$
|
(0.39
|
)
|
|
$
|
(0.31
|
)
|
|
$
|
(0.04
|
)
|
|
$
|
0.09
|
|
Shares used in computing income (loss) per share:
|
|
|
|
|
|
|
|
||||||||
Basic
|
49,423
|
|
|
49,484
|
|
|
49,625
|
|
|
49,685
|
|
||||
Diluted
|
49,423
|
|
|
49,484
|
|
|
49,625
|
|
|
49,906
|
|
(1)
|
Includes the results of Taqua for the period subsequent to September 26, 2016.
|
(2)
|
Includes the results of the SDN Business for the period subsequent to January 2, 2015.
|
(3)
|
Income (loss) per share is calculated independently for each of the quarters presented; accordingly, the sum of the quarterly earnings (loss) per share amounts may not equal the total calculated for the year.
|
|
SONUS NETWORKS, INC.
|
||
|
|
|
|
|
By:
|
|
/s/ Raymond P. Dolan
|
February 27, 2017
|
|
|
Raymond P. Dolan
President, Chief Executive Officer and Director
|
Signature
|
|
Title
|
Date
|
/s/ Raymond P. Dolan
|
|
President, Chief Executive Officer and Director (Principal Executive Officer)
|
February 27, 2017
|
Raymond P. Dolan
|
|
||
|
|
|
|
/s/ Susan M. Villare
|
|
Chief Financial Officer (Interim) (Principal Financial Officer and Principal Accounting Officer)
|
February 27, 2017
|
Susan M. Villare
|
|
||
|
|
|
|
/s/ Richard J. Lynch
|
|
Chairman
|
February 27, 2017
|
Richard J. Lynch
|
|
||
|
|
|
|
/s/ Matthew W. Bross
|
|
Director
|
February 27, 2017
|
Matthew W. Bross
|
|
||
|
|
|
|
/s/ Beatriz V. Infante
|
|
Director
|
February 27, 2017
|
Beatriz V. Infante
|
|
||
|
|
|
|
/s/ Howard E. Janzen
|
|
Director
|
February 27, 2017
|
Howard E. Janzen
|
|
||
|
|
|
|
/s/ Pamela D.A. Reeve
|
|
Director
|
February 27, 2017
|
Pamela D. A. Reeve
|
|
||
|
|
|
|
/s/ John A. Schofield
|
|
Director
|
February 27, 2017
|
John A. Schofield
|
|
||
|
|
|
|
/s/ Scott E. Schubert
|
|
Director
|
February 27, 2017
|
Scott E. Schubert
|
|
Exhibit No.
|
|
Description
|
||
2.1
|
|
**
|
|
Agreement and Plan of Merger, dated as of June 18, 2012, by and among Sonus Networks, Inc., Navy Acquisition Subsidiary, Inc. and Network Equipment Technologies, Inc. (incorporated by reference to Exhibit 2.1 to the registrant's Current Report on Form 8-K, filed June 19, 2012 with the SEC).
|
2.2
|
|
**
|
|
Agreement and Plan of Merger, dated as of December 12, 2013, by and among Sonus Networks, Inc., Performance Technologies, Incorporated and Purple Acquisition Subsidiary, Inc. (incorporated by reference to Exhibit 2.1 to the registrant's Current Report on Form 8-K, filed December 13, 2013 with the SEC).
|
3.1
|
|
|
|
Fourth Amended and Restated Certificate of Incorporation of Sonus Networks, Inc., as amended (incorporated by reference to Exhibit 3.3 to the registrant's Current Report on Form 8-K, filed June 22, 2009 with the SEC).
|
3.2
|
|
|
|
Certificate of Designation specifying the terms of the Series A Junior Participating Preferred Stock, par value $0.01 per share (incorporated by reference to Exhibit 3.1 to the registrant's Current Report on Form 8-K, filed June 27, 2008 with the SEC).
|
3.3
|
|
|
|
Second Amended and Restated By-Laws of Sonus Networks, Inc. (incorporated by reference to Exhibit 3.1 to the registrant's Current Report on Form 8-K, filed December 12, 2016 with the SEC).
|
3.4
|
|
|
|
Certificate of Elimination of Series A Junior Participating Preferred Stock of Sonus Networks, Inc., as filed with the Secretary of State of the State of Delaware on September 18, 2014 (incorporated by reference to Exhibit 3.1 to the registrant's Current Report on Form 8-K, filed September 18, 2014 with the SEC).
|
3.5
|
|
|
|
Certificate of Amendment of Fourth Amended and Restated Certificate of Incorporation of Sonus Networks, Inc. (incorporated by reference to Exhibit 3.1 to the registrant's Current Report on Form 8-K, filed January 30, 2015 with the SEC).
|
4.1
|
|
|
|
Form of Stock Certificate representing shares of Sonus Networks, Inc. Common Stock (incorporated by reference to Exhibit 4.1 to Amendment No. 2 of the registrant's Registration Statement on Form S-1, filed May 19, 2000 with the SEC).
|
10.1
|
|
|
|
Registration Rights Agreement, dated as of November 2, 2000, by and among Sonus Networks, Inc. and the Stockholder parties thereto (incorporated by reference to Exhibit 10.1 to the registrant's Registration Statement on Form S-4, filed December 22, 2000 with the SEC).
|
10.2
|
|
+
|
|
Amended and Restated 1997 Stock Incentive Plan (incorporated by reference to Exhibit 10.2 to the registrant's Registration Statement on Form S-1, filed March 10, 2000 with the SEC).
|
10.3
|
|
+
|
|
Form of Notice of Grant of Stock Options and Stock Option Agreement under the 1997 Stock Incentive Plan-Additional Terms and Conditions (incorporated by reference to Exhibit 10.1 to the registrant's Quarterly Report on Form 10-Q, filed August 20, 2004 with the SEC).
|
10.4
|
|
+
|
|
Form of Indemnity Agreement for Officers and Directors (incorporated by reference to Exhibit 10.2 to the registrant's Quarterly Report on Form 10-Q, filed August 20, 2004 with the SEC).
|
10.5
|
|
+
|
|
Form of Resale Restriction Agreement (incorporated by reference to Exhibit 10.1 to the registrant's Current Report on Form 8-K, filed December 28, 2005 with the SEC).
|
10.6
|
|
+
|
|
Form of Consent to Stock Option Amendment (incorporated by reference to Exhibit 10.1 to the registrant's Current Report on Form 8-K, filed December 29, 2006 with the SEC).
|
10.7
|
|
+
|
|
Amended and Restated 2000 Employee Stock Purchase Plan, as amended (incorporated by reference to Exhibit 10.7 to the registrant's Annual Report on Form 10-K, filed February 25, 2015 with the SEC).
|
10.8
|
|
+
|
|
Senior Management Cash Incentive Plan, as amended on March 28, 2013 (incorporated by reference to Exhibit 10.1 to the registrant's Current Report on Form 8-K, filed April 1, 2013 with the SEC).
|
10.9
|
|
+
|
|
Amended and Restated Employment Agreement between Sonus Networks, Inc. and Raymond P. Dolan accepted on February 23, 2015 (incorporated by reference to Exhibit 10.17 to the registrant's Annual Report on Form 10-K, filed February 25, 2015 with the SEC).
|
10.10
|
|
|
|
Lease, dated August 11, 2010, between Michelson Farm-Westford Technology Park IV Limited Partnership and Sonus Networks, Inc. with respect to the property located at 4 Technology Park Drive, Westford, Massachusetts (incorporated by reference to Exhibit 10.2 to the registrant's Quarterly Report on Form 10-Q, filed November 2, 2010 with the SEC).
|
10.11
|
|
|
|
First Amendment to Lease, dated October 27, 2010, between Michelson Farm-Westford Technology Park IV Limited Partnership and Sonus Networks, Inc. with respect to the property located at 4 Technology Park Drive, Westford, Massachusetts (incorporated by reference to Exhibit 10.2 to the registrant's Quarterly Report on Form 10-Q, filed November 2, 2010 with the SEC).
|
10.12
|
|
+
|
|
2008 Stock Incentive Plan (incorporated by reference to Exhibit 99.1 to the registrant's Registration Statement on Form S-8, filed August 27, 2012 with the SEC).
|
10.13
|
|
+
|
|
Form of Nonstatutory Stock Option Award Agreement Granted under the 2008 Stock Incentive Plan (incorporated by reference to Exhibit 10.29 to the registrant's Annual Report on Form 10-K, filed March 6, 2013 with the SEC).
|
10.14
|
|
+
|
|
Form of Restricted Stock Award Agreement Granted under the 2008 Stock Incentive Plan (incorporated by reference to Exhibit 10.30 to the registrant's Annual Report on Form 10-K, filed March 6, 2013 with the SEC).
|
10.15
|
|
+
|
|
Form of Letter Agreement between Sonus Networks, Inc. and each of Raymond P. Dolan, Mark Greenquist and Anthony Scarfo (incorporated by reference to Exhibit 10.2 to the registrant's Current Report on Form 8-K, filed January 6, 2014 with the SEC).
|
10.16
|
|
+
|
|
Employment Agreement between Sonus Networks, Inc. and Mark T. Greenquist, accepted on October 24, 2013 (incorporated by reference to Exhibit 10.1 to the registrant's Current Report on Form 8-K, filed October 29, 2013 with the SEC).
|
10.17
|
|
+
|
|
Assumed Performance Technologies, Incorporated 2001 Stock Option Plan (incorporated by reference to Exhibit 99.1 to the registrant's Registration Statement on Form S-8, filed with the SEC effective February 28, 2014).
|
10.18
|
|
+
|
|
Assumed Performance Technologies, Incorporated 2003 Omnibus Incentive Plan (incorporated by reference to Exhibit 99.2 to the registrant's Registration Statement on Form S-8, filed with the SEC effective February 28, 2014).
|
10.19
|
|
+
|
|
2012 Amended Performance Technologies Incorporated Omnibus Incentive Plan (incorporated by reference to Exhibit 99.3 to the registrant's Registration Statement on Form S-8, filed with the SEC effective February 28, 2014).
|
10.20
|
|
+
|
|
Form of Non-Qualified Stock Option Award Agreement Granted under the 2012 Amended Performance Technologies, Incorporated Omnibus Incentive Plan (incorporated by reference to Exhibit 10.7 to the registrant's Quarterly Report on Form 10-Q, filed April 29, 2014 with the SEC).
|
10.21
|
|
+
|
|
Form of Restricted Stock Agreement Granted under the 2012 Amended Performance Technologies, Incorporated Omnibus Incentive Plan (incorporated by reference to Exhibit 10.8 to the registrant's Quarterly Report on Form 10-Q, filed April 29, 2014 with the SEC).
|
10.22
|
|
+
|
|
Employment Agreement by and between Sonus Networks, Inc. and Jeffrey M. Snider, accepted June 1, 2009 (incorporated by reference to Exhibit 10.2 to the registrant's Quarterly Report on Form 10-Q, filed August 3, 2010 with the SEC).
|
10.23
|
|
+
|
|
Amendment to Employment Agreement by and between Sonus Networks, Inc. and Jeffrey M. Snider, accepted February 15, 2014 (incorporated by reference to Exhibit 10.9 to the registrant's Quarterly Report on Form 10-Q, filed April 29, 2014 with the SEC).
|
10.24
|
|
+
|
|
Amendment to Employment Agreement by and between Sonus Networks, Inc. and Jeffrey M. Snider, accepted March 28, 2013 (incorporated by reference to Exhibit 10.10 to the registrant's Quarterly Report on Form 10-Q, filed April 29, 2014 with the SEC).
|
10.25
|
|
|
|
Credit Agreement, dated as of June 27, 2014 by and among Sonus Networks, Inc. as Borrower, Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and the other lenders from time to time party thereto (incorporated by reference to Exhibit 10.1 to the registrant's Current Report on Form 8-K, filed June 30, 2014 with the SEC).
|
10.26
|
|
|
|
First Amendment to Credit Agreement, dated as of June 26, 2015 by and between Sonus Networks, Inc., as Borrower, Bank of America, N.A., as Administrative Agent, Swing Line Lender, L/C Issuer and Lender (incorporated by reference to Exhibit 10.1 to the registrant's Current Report on Form 8-K, filed June 30, 2015 with the SEC).
|
10.27
|
|
|
|
Second Amendment to Credit Agreement, dated as of June 13, 2016 by and between Sonus Networks, Inc., as Borrower, Bank of America, N.A., as Administrative Agent, Swing Line Lender, L/C Issuer and Lender (incorporated by reference to Exhibit 10.1 to the registrant's Current Report on Form 8-K, filed June 15, 2016 with the SEC).
|
10.28
|
|
|
|
Security and Pledge Agreement, dated as of June 27, 2014 by and among Sonus Networks, Inc., Sonus International, Inc., Sonus Federal, Inc., Network Equipment Technologies, Inc., Performance Technologies, Incorporated and Bank of America, N.A., as Administrative Agent (incorporated by reference to Exhibit 10.2 to the registrant's Current Report on Form 8-K, filed June 30, 2014 with the SEC).
|
10.29
|
|
|
|
Master Continuing Guaranty, dated as of June 27, 2014 by and among Sonus Federal, Inc., Network Equipment Technologies, Inc. Performance Technologies, Incorporated and Sonus International, Inc. (incorporated by reference to Exhibit 10.3 to the registrant's Current Report on Form 8-K, filed June 30, 2014 with the SEC).
|
10.30
|
|
+
|
|
Form of Letter Agreement between Sonus Networks, Inc. and each of Raymond P. Dolan, Mark Greenquist, Anthony Scarfo and Jeffrey Snider (incorporated by reference to Exhibit 10.1 to the registrant's Current Report on Form 8-K, filed December 29, 2014 with the SEC).
|
10.31
|
|
|
|
Earn-Out Agreement, dated as of January 2, 2015, by and among Sonus Networks, Inc., Treq Labs, Inc. and Karl F. May as the Seller Representative (incorporated by reference to Exhibit 10.1 to the registrant's Current Report on Form 8-K, filed January 8, 2015 with the SEC).
|
10.32
|
|
+
|
|
Employment Agreement by and between Sonus Networks, Inc. and Anthony Scarfo, accepted August 25, 2011 (incorporated by reference to Exhibit 10.10 to the registrant's Quarterly Report on Form 10-Q, filed May 2, 2013 with the SEC).
|
10.33
|
|
+
|
|
Amendment to Employment Agreement by and between Sonus Networks, Inc. and Anthony Scarfo, accepted February 15, 2013 (incorporated by reference to Exhibit 10.11 to the registrant's Quarterly Report on Form 10-Q, filed May 2, 2013 with the SEC).
|
10.34
|
|
+
|
|
Amendment to Employment Agreement by and between Sonus Networks, Inc. and Anthony Scarfo, accepted March 28, 2013 (incorporated by reference to Exhibit 10.12 to the registrant's Quarterly Report on Form 10-Q, filed May 2, 2013 with the SEC).
|
10.35
|
|
+
|
|
Employment Agreement between Sonus Networks, Inc. and Kevin Riley, dated July 30, 2014 (incorporated by reference to Exhibit 10.1 to the registrant's Quarterly Report on Form 10-Q, filed April 29, 2016 with the SEC).
|
10.36
|
|
+
|
|
Employment Agreement between Sonus Networks, Inc. and Michael Swade, accepted September 29, 2014 (incorporated by reference to Exhibit 10.2 to the registrant's Quarterly Report on Form 10-Q, filed April 29, 2016 with the SEC).
|
10.37
|
|
+
|
|
Employment Agreement between Sonus Networks, Inc. and Susan Villare, accepted on February 3, 2012 (incorporated by reference to Exhibit 10.1 to the registrant's Amendment No. 1 to Current Report on Form 8-K/A, filed July 8, 2016 with the SEC).
|
10.38
|
|
+
|
|
Letter Agreement between Sonus Networks, Inc. and Susan Villare, accepted on July 7, 2016 (incorporated by reference to Exhibit 10.2 to the registrant's Amendment No. 1 to Current Report on Form 8-K/A, filed July 8, 2016 with the SEC).
|
10.39
|
|
+
|
|
Amended and Restated Stock Incentive Plan (incorporated by reference to Exhibit 10.1 to the registrant's Quarterly Report on Form 10-Q, filed July 29, 2016 with the SEC).
|
10.40
|
|
+
|
|
Form of Nonstatutory Stock Option Award Agreement Granted under the Amended and Restated Stock Incentive Plan (incorporated by reference to Exhibit 10.2 to the registrant's Quarterly Report on Form 10-0Q filed July 29, 2016 with the SEC).
|
10.41
|
|
+
|
|
Form of Restricted Stock Award Agreement Granted under the Amended and Restated Stock Incentive Plan (incorporated by reference to Exhibit 10.3 to the registrant's Quarterly Report on Form 10-Q, filed July 29, 2016 with the SEC).
|
10.42
|
|
+
|
|
Form of Restricted Stock Unit Award Agreement (Performance-Based Vesting) for Awards Granted on March 16, 2015 under the 2007 Stock Incentive Plan, as amended (incorporated by reference to Exhibit 10.4 to the registrant's Quarterly Report on Form 10-Q, filed April 27, 2015 with the SEC).
|
10.43
|
|
+
|
|
Form of Restricted Stock Unit Award Agreement (Performance-Based Vesting) for Awards Granted under the Amended and Restated Stock Incentive Plan (incorporated by reference to Exhibit 10.4 to the registrant's Quarterly Report on Form 10-Q, filed July 29, 2016 with the SEC).
|
14.1
|
|
|
|
Code of Conduct (incorporated by reference to Exhibit 14.1 to the registrant's Current Report on Form 8-K, filed June 7, 2011 with the SEC).
|
21.1
|
|
*
|
|
Subsidiaries of the Registrant.
|
23.1
|
|
*
|
|
Consent of Independent Registered Public Accounting Firm, Deloitte & Touche LLP
|
31.1
|
|
*
|
|
Certificate of Sonus Networks, Inc. Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
31.2
|
|
*
|
|
Certificate of Sonus Networks, Inc. Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
32.1
|
|
#
|
|
Certificate of Sonus Networks, Inc. Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
32.2
|
|
#
|
|
Certificate of Sonus Networks, Inc. Chief Financial Officer 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
|
*
|
Filed herewith.
|
#
|
Furnished herewith.
|
+
|
Management contract or compensatory plan or arrangement filed in response to Item 15(a)(3) of the Instructions to the Annual Report on Form 10-K.
|
**
|
Schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K. The Registrant hereby undertakes to furnish copies of any of the omitted schedules and exhibits upon request by the U.S. Securities and Exchange Commission.
|
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