Document
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549
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FORM 8‑K |
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
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Date of report (Date of earliest event reported): December 13, 2018 |
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Ciena Corporation (Exact Name of Registrant as Specified in Its Charter) |
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Delaware (State or Other Jurisdiction of Incorporation) |
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001-36250
| | 23-2725311 |
(Commission File Number) | | (IRS Employer Identification No.) |
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7035 Ridge Road, Hanover, MD | | 21076 |
(Address of Principal Executive Offices) | | (Zip Code) |
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(410) 694-5700 |
(Registrant's Telephone Number, Including Area Code) |
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Not Applicable |
(Former Name or Former Address, if Changed Since Last Report) |
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): |
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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ITEM 2.02 – RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On December 13, 2018, Ciena Corporation ("Ciena") issued a press release announcing its financial results for its fourth fiscal quarter ended October 31, 2018. The text of the press release is furnished as Exhibit 99.1 to this Report. As discussed in this press release, Ciena will be hosting an investor call to discuss its results of operations for its fourth fiscal quarter ended October 31, 2018.
In conjunction with the issuance of this press release, Ciena posted to the quarterly results page of the Investors section of www.ciena.com management's prepared remarks and an accompanying investor presentation. The prepared remarks and related investor presentation are furnished as Exhibits 99.2 and 99.3 to this Report.
The information in Exhibits 99.1, 99.2 and 99.3, as well as Item 2.02 of this Report, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement pursuant to the Securities Act of 1933, as amended. Investors are encouraged to review the “Investors” page of our website at www.ciena.com because, as with the other disclosure channels that we use, from time to time we may post material information exclusively on that site.
ITEM 8.01 - OTHER EVENTS
On December 13, 2018, Ciena announced that its Board of Directors has authorized a program to repurchase up to $500 million of the company’s common stock. This program replaces Ciena's previously authorized share repurchase program.
Ciena may purchase shares at management’s discretion in the open market, in privately negotiated transactions, in transactions structured through investment banking institutions, or a combination of the foregoing. Ciena may also, from time to time, enter into Rule 10b5-1 plans to facilitate repurchases of its shares under this authorization. The amount and timing of repurchases are subject to a variety of factors including liquidity, cash flow, stock price, and general business and market conditions. The program may be modified, suspended or discontinued at any time.
ITEM 9.01 – FINANCIAL STATEMENTS AND EXHIBITS
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(d) | The following exhibits are being filed herewith: |
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| Exhibit Number | Description of Document |
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| Exhibit 99.1 |
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| Exhibit 99.2 | |
| Exhibit 99.3 |
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SIGNATURES
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Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. |
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| Ciena Corporation |
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Date: December 13, 2018 | By: | /S/ David M. Rothenstein |
| | David M. Rothenstein |
| | Senior Vice President, General Counsel & Secretary |
Exhibit
FOR IMMEDIATE RELEASE
Ciena Reports Fiscal Fourth Quarter 2018 and Year-End Financial Results
Announces new share repurchase program of up to $500 million
HANOVER, Md. - December 13, 2018 - Ciena® Corporation (NYSE: CIEN), a network strategy and technology company, today announced unaudited financial results for its fiscal fourth quarter and year ended October 31, 2018.
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• | Q4 Revenue: $899.4 million, increasing 20.8% year over year |
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• | Q4 Net Income per Share: $0.34 GAAP; $0.53 adjusted (non-GAAP) |
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• | Share Repurchases: Repurchased approximately 1.3 million shares of common stock for an aggregate price of $36.2 million during the quarter |
“We achieved outstanding financial results in our fourth quarter and fiscal 2018 due to continued execution of our proven strategy," said Gary B. Smith, president and CEO, Ciena. "The combination of our innovation strength, successful interception of market trends and sustained ability to take share and outperform the market, along with a thriving industry environment, gives us tremendous confidence in both the near and longer term outlook for our business.”
For the fiscal fourth quarter 2018, Ciena reported revenue of $899.4 million as compared to $744.4 million for the fiscal fourth quarter 2017. For fiscal year 2018, Ciena reported revenue of $3.09 billion, as compared to $2.80 billion for fiscal year 2017.
Ciena's GAAP net income for the fiscal fourth quarter 2018 was $64.0 million or $0.34 per diluted common share, which compares to a GAAP net income of $1,160.1 million, or $7.32 per diluted common share, for the fiscal fourth quarter 2017. For fiscal year 2018, Ciena's GAAP net loss was $(344.7) million, or $(2.49) per diluted common share, as compared to a GAAP net income of $1,262.0 million, or $7.53 per diluted common share for fiscal year 2017.
Ciena's adjusted (non-GAAP) net income for the fiscal fourth quarter 2018 was $81.0 million, or $0.53 per diluted common share, which compares to an adjusted (non-GAAP) net income of $48.5 million, or $0.32 per diluted common share, for the fiscal fourth quarter 2017. For fiscal year 2018, Ciena's adjusted (non-GAAP) net income was $210.6 million, or $1.39 per diluted common share, as compared to an adjusted (non-GAAP) net income of $177.7 million, or $1.14 per diluted common share for fiscal year 2017.
Fiscal Fourth Quarter 2018 Performance Summary
The tables below (in millions, except percentage data) provide comparisons of certain quarterly results to prior periods, including sequential quarterly and year over year changes. A reconciliation between the GAAP and adjusted (non-GAAP) measures contained in this release is included in Appendix A and B to this release.
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| | GAAP Results (unaudited) |
| | Q4 | | Q4 | Period Change |
| | FY 2018 | | FY 2017 | | Y-T-Y* |
Revenue | | $ | 899.4 |
| | $ | 744.4 |
| | 20.8 | % |
Gross margin | | 44.3 | % | | 43.7 | % | | 0.6 | % |
Operating expense | | $ | 302.2 |
| | $ | 269.9 |
| | 12.0 | % |
Operating margin | | 10.7 | % | | 7.5 | % | | 3.2 | % |
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| | Non-GAAP Results (unaudited) |
| | Q4 | | Q4 | | Period Change |
| | FY 2018 | | FY 2017 | | Y-T-Y* |
Revenue | | $ | 899.4 |
| | $ | 744.4 |
| | 20.8 | % |
Adj. gross margin | | 44.7 | % | | 44.2 | % | | 0.5 | % |
Adj. operating expense | | $ | 277.7 |
| | $ | 240.9 |
| | 15.3 | % |
Adj. operating margin | | 13.9 | % | | 11.9 | % | | 2.0 | % |
* Denotes % change, or in the case of margin, absolute change
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| | Revenue by Segment (unaudited) |
| | Q4 FY 2018 | | Q4 FY 2017 |
| | Revenue | | % | | Revenue | | % |
Networking Platforms | | | | | | | | |
Converged Packet Optical | | $ | 646.4 |
| | 71.9 | | $ | 506.4 |
| | 68.0 |
Packet Networking | | 66.5 |
| | 7.4 | | 92.5 |
| | 12.5 |
Total Networking Platforms | | 712.9 |
| | 79.3 | | 598.9 |
| | 80.5 |
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Software and Software-Related Services | | | | | | | | |
Platform Software and Services | | 56.6 |
| | 6.3 | | 35.9 |
| | 4.8 |
Blue Planet Automation Software and Services | | 10.7 |
| | 1.2 | | 5.9 |
| | 0.8 |
Total Software and Software-Related Services | | 67.3 |
| | 7.5 | | 41.8 |
| | 5.6 |
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Global Services | | | | | | | | |
Maintenance Support and Training | | 67.4 |
| | 7.5 | | 56.2 |
| | 7.5 |
Installation and Deployment | | 39.3 |
| | 4.4 | | 33.5 |
| | 4.5 |
Consulting and Network Design | | 12.5 |
| | 1.3 | | 14.0 |
| | 1.9 |
Total Global Services | | 119.2 |
| | 13.2 | | 103.7 |
| | 13.9 |
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Total | | $ | 899.4 |
| | 100.0 | | $ | 744.4 |
| | 100.0 |
Additional Performance Metrics for Fiscal Fourth Quarter 2018
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| | Revenue by Geographic Region (unaudited) |
| | Q4 FY 2018 | | Q4 FY 2017 |
| | Revenue | | % | | Revenue | | % |
North America | | $ | 555.3 |
| | 61.7 | | $ | 440.5 |
| | 59.2 |
Europe, Middle East and Africa | | 123.1 |
| | 13.7 | | 110.7 |
| | 14.9 |
Caribbean and Latin America | | 53.0 |
| | 5.9 | | 43.5 |
| | 5.8 |
Asia Pacific | | 168.0 |
| | 18.7 | | 149.7 |
| | 20.1 |
Total | | $ | 899.4 |
| | 100.0 | | $ | 744.4 |
| | 100.0 |
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• | Three 10%-plus customers represented a total of 33.1% of revenue |
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• | Cash and investments totaled $953.4 million |
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• | Cash flow from operations totaled $68.0 million |
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• | Average days' sales outstanding (DSOs) were 79 |
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• | Accounts receivable balance was $786.5 million |
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• | Inventories totaled $262.8 million, including: |
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◦ | Raw materials: $67.5 million |
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◦ | Work in process: 9.5 million |
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◦ | Finished goods: $188.6 million |
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◦ | Deferred cost of sales: $48.1 million |
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◦ | Reserve for excess and obsolescence: $(50.9) million |
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• | Product inventory turns were 6.4 |
Share Repurchase Program
During fiscal year 2018, Ciena repurchased approximately 4.3 million shares of its common stock at an average price of $25.86 per share for an aggregate purchase price of $111.0 million. Highlighting its ongoing commitment to returning capital to shareholders, Ciena today announced that its Board of Directors has authorized a new program to repurchase up to $500 million of its common stock, replacing the previous targeted repurchase plan.
Ciena may purchase shares at management's discretion in the open market, in privately negotiated transactions, in transactions structured through investment banking institutions, or a combination of the foregoing. Ciena may also, from time to time, enter into Rule 10b5-1 plans to facilitate repurchases of its shares under this authorization. The amount and timing of repurchases are subject to a variety of factors including liquidity, cash flow, stock price, and general business and market conditions. The program may be modified, suspended or discontinued at any time.
Supplemental Materials and Live Web Broadcast of Unaudited Fiscal Fourth Quarter 2018 Results
Today, Thursday, December 13, 2018, in conjunction with this announcement, Ciena has posted to the Quarterly Results page of the Investor Relations section of its website certain prepared remarks of management and related supporting materials for its unaudited fiscal fourth quarter and fiscal 2018 results.
Ciena's management will also host a discussion today with investors and financial analysts that will include the Company's fiscal first quarter 2019 outlook. The live audio web broadcast beginning at 8:30 a.m. Eastern will be accessible via www.ciena.com. An archived replay of the live broadcast will be available shortly following its conclusion on the Investor Relations page of Ciena's website.
Notes to Investors
Forward-Looking Statements. You are encouraged to review the Investors section of our website, where we routinely post press releases, SEC filings, recent news, financial results, supplemental financial information, and other announcements. From time to time we exclusively post material information to this website along with other disclosure channels that we use. This press release contains certain forward-looking statements that involve risks and uncertainties. These statements are based on current expectations, forecasts, assumptions and other information available to the Company as of the date hereof. Forward-looking statements include statements regarding Ciena's expectations, beliefs, intentions or strategies regarding the future and can be identified by forward-looking words such as "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "should," "will," and "would" or similar words. Forward-looking statements in this release include: "The combination of continued execution against our strategy and robust, broad-based customer demand resulted in outstanding fiscal third quarter performance."; "With our diversification, global scale and innovation leadership, we remain confident in our business model and our ability to achieve our three-year financial targets."
Ciena's actual results, performance or events may differ materially from these forward-looking statements made or implied due to a number of risks and uncertainties relating to Ciena's business, including: the effect of broader economic and market conditions on our customers and their business; changes in network spending or network strategy by customers; seasonality and the timing and size of customer orders, including our ability to recognize revenue relating to such sales; the level of competitive pressure we encounter; the product, customer and geographic mix of sales within the period; supply chain disruptions and the level of success relating to efforts to optimize Ciena's operations; changes in foreign currency exchange rates affecting revenue and operating expense; the impact of the Tax Cuts and Jobs Act, changes in estimates of prospective income tax rates and any adjustments to Ciena's provisional estimates whether related to further guidance, analysis or otherwise, and the other risk factors disclosed in Ciena's periodic reports filed with the Securities and Exchange Commission, including its Quarterly Report on Form 10-Q filed with the SEC on September 5, 2018 and its Annual Report on Form 10-K to be filed with the SEC. Ciena assumes no obligation to update any forward-looking information included in this press release.
Non-GAAP Presentation of Quarterly and Annual Results. This release includes non-GAAP measures of Ciena's gross profit, operating expense, income from operations, earnings before interest, tax, depreciation and amortization (EBITDA), Adjusted EBITDA, and measures of net income and net income per share. In evaluating the operating performance of Ciena's business, management excludes certain charges and credits that are required by GAAP. These items share one or more of the following characteristics: they are unusual and Ciena does not expect them to recur in the ordinary course of its business; they do not involve the expenditure of cash; they are unrelated to the ongoing operation of the business in the ordinary course; or their magnitude and timing is largely outside of Ciena's control. Management believes that the non-GAAP measures below provide management and investors useful information and meaningful insight to the operating performance of the business. The presentation of these non-GAAP financial measures should be considered in addition to Ciena's GAAP results and these measures are not intended to be a substitute for the financial information prepared and presented in accordance with GAAP. Ciena's non-GAAP measures and the related adjustments may differ from non-GAAP measures used by other companies and should only be used to evaluate Ciena's results of operations in conjunction with our corresponding GAAP results. To the extent not previously disclosed in a prior Ciena financial results press release for the relevant period, Appendix A and B to this press release set forth a complete GAAP to non-GAAP reconciliation of the non-GAAP measures contained in this release.
About Ciena. Ciena (NYSE: CIEN) is a networking systems, services, and software company. We provide solutions that help our clients create more adaptive networks in response to the constantly changing demands of their users. By delivering best-in-class networking technology through high-touch consultative relationships, we build the world’s most sophisticated networks with automation and scale. For updates on Ciena, follow us on Twitter @Ciena, LinkedIn, the Ciena Insights blog, or visit www.ciena.com.
CIENA CORPORATION
CONDENSED UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
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| | Quarter Ended October 31, | | Year Ended October 31, |
| | 2018 | | 2017 | | 2018 | | 2017 |
Revenue: | | | | | | | | |
Products | | 743,867 |
| | 616,216 |
| | 2,565,460 |
| | 2,318,581 |
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Services | | 155,489 |
| | 128,233 |
| | 528,826 |
| | 483,106 |
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Total revenue | | 899,356 |
| | 744,449 |
| | 3,094,286 |
| | 2,801,687 |
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Cost of goods sold: | | | | | | | | |
Products | | 421,583 |
| | 352,992 |
| | 1,507,157 |
| | 1,308,295 |
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Services | | 79,698 |
| | 65,772 |
| | 272,439 |
| | 247,606 |
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Total cost of goods sold | | 501,281 |
| | 418,764 |
| | 1,779,596 |
| | 1,555,901 |
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Gross profit | | 398,075 |
| | 325,685 |
| | 1,314,690 |
| | 1,245,786 |
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Operating expenses: | | | | | | | | |
Research and development | | 134,983 |
| | 119,108 |
| | 491,564 |
| | 475,329 |
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Selling and marketing | | 112,791 |
| | 95,877 |
| | 394,060 |
| | 356,169 |
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General and administrative | | 44,539 |
| | 36,181 |
| | 160,133 |
| | 142,604 |
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Amortization of intangible assets | | 4,654 |
| | 3,661 |
| | 15,737 |
| | 33,029 |
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Acquisition and integration costs | | 3,778 |
| | — |
| | 5,111 |
| | — |
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Significant asset impairments and restructuring costs | | 1,460 |
| | 15,059 |
| | 18,139 |
| | 23,933 |
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Total operating expenses | | 302,205 |
| | 269,886 |
| | 1,084,744 |
| | 1,031,064 |
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Income from operations | | 95,870 |
| | 55,799 |
| | 229,946 |
| | 214,722 |
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Interest and other income (loss), net | | (13,357 | ) | | 1,344 |
| | (12,029 | ) | | 913 |
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Interest expense | | (14,873 | ) | | (13,926 | ) | | (55,249 | ) | | (55,852 | ) |
Loss on extinguishment and modification of debt | | (13,887 | ) | | (692 | ) | | (13,887 | ) | | (3,657 | ) |
Income before income taxes | | 53,753 |
| | 42,525 |
| | 148,781 |
| | 156,126 |
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Provision (benefit) for income taxes | | (10,224 | ) | | (1,117,531 | ) | | 493,471 |
| | (1,105,827 | ) |
Net income (loss) | | $ | 63,977 |
| | $ | 1,160,056 |
| | $ | (344,690 | ) | | $ | 1,261,953 |
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Net Income (Loss) per Common Share | | | | | | | | |
Basic net income (loss) per common share | | $ | 0.45 |
| | $ | 8.11 |
| | $ | (2.40 | ) | | $ | 8.89 |
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Diluted net income (loss) per potential common share1 | | $ | 0.34 |
| | $ | 7.32 |
| | $ | (2.49 | ) | | $ | 7.53 |
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Weighted average basic common shares outstanding | | 143,659 |
| | 143,097 |
| | 143,738 |
| | 141,997 |
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Weighted average diluted potential common shares outstanding 2 | | 157,745 |
| | 158,791 |
| | 143,738 |
| | 169,919 |
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1. The calculation of GAAP diluted net income per common share for the fourth quarter of fiscal 2018 requires a) adding back interest expense of approximately $0.4 million associated with Ciena's "Original" 3.75% convertible senior notes, which were converted by holders thereof immediately prior to maturity during the fourth quarter of fiscal 2018 and approximately $2.8 million associated with Ciena's 4.0% convertible senior notes, which were converted at Ciena's election during the fourth quarter of fiscal 2018, and b) reducing net income by $12.9 million for a non-cash loss due to a mark to market fair value adjustment related to the outstanding conversion feature of Ciena's "New" 3.75% senior convertible notes, which were converted by holders thereof immediately prior to maturity during the fourth quarter of fiscal 2018, in order to derive the numerator for the diluted earnings per common share calculation.
The calculation of GAAP diluted net loss per common share for fiscal 2018 requires an adjustment of $12.9 million for a non-cash loss due to a mark to market fair value adjustment related to the outstanding conversion feature of Ciena's "New" 3.75% senior convertible notes to the GAAP net loss in order to derive the numerator for the diluted earnings per common share calculation.
The calculation of GAAP diluted net income per common share for the fourth quarter of fiscal 2017 requires adding back interest expense of approximately $0.4 million associated with Ciena's "Original" 3.75% convertible senior notes and approximately $2.3 million associated with Ciena's 4.0% convertible senior notes to the GAAP net income in order to derive the numerator for the diluted earnings per common share calculation.
The calculation of GAAP diluted net income per common share for fiscal 2017 requires adding back interest expense of approximately $0.9 million associated with Ciena's 0.875% convertible senior notes, approximately $7.2 million associated with Ciena's "Original" 3.75% convertible senior notes and approximately $8.7 million associated with Ciena's 4.0% convertible senior notes to the GAAP net income in order to derive the numerator for the diluted earnings per common share calculation.
2. Weighted average dilutive potential common shares outstanding used in calculating GAAP diluted net income per common share for the fourth quarter of fiscal 2018 includes 2.0 million shares underlying certain stock option and stock unit awards, 0.7 million and 2.5 million shares underlying Ciena's "New" and "Original" 3.75% convertible senior notes, respectively, and 8.9 million shares underlying Ciena's 4.0% convertible senior notes.
Weighted average dilutive potential common shares outstanding used in calculating GAAP diluted net income per common share for the fourth quarter of fiscal 2017 includes 1.2 million shares underlying certain stock option and stock unit awards, 1.6 million and 3.7 million shares underlying Ciena's "New" and "Original" 3.75% convertible senior notes, respectively, and 9.2 million shares underlying Ciena's 4.0% convertible senior notes.
Weighted average dilutive potential common shares outstanding used in calculating GAAP diluted net income per common share for fiscal 2017 includes 1.4 million shares underlying certain stock option and stock unit awards, 0.4 million and 13.9 million shares underlying Ciena's "New" and "Original" 3.75% convertible senior notes, respectively, 3.0 million shares underlying Ciena's 0.875% convertible senior notes, and 9.2 million shares underlying Ciena's 4.0% convertible senior notes.
CIENA CORPORATION
CONDENSED UNAUDITED CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)
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| October 31, |
| 2018 | | 2017 |
ASSETS | | | |
Current assets: | | | |
Cash and cash equivalents | $ | 745,423 |
| | $ | 640,513 |
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Short-term investments | 148,981 |
| | 279,133 |
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Accounts receivable, net | 786,502 |
| | 622,183 |
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Inventories | 262,751 |
| | 267,143 |
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Prepaid expenses and other | 198,945 |
| | 197,339 |
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Total current assets | 2,142,602 |
| | 2,006,311 |
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Long-term investments | 58,970 |
| | 49,783 |
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Equipment, building, furniture and fixtures, net | 292,067 |
| | 308,465 |
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Goodwill | 297,968 |
| | 267,458 |
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Other intangible assets, net | 148,225 |
| | 100,997 |
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Deferred tax asset, net | 745,039 |
| | 1,155,104 |
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Other long-term assets | 71,652 |
| | 63,593 |
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Total assets | $ | 3,756,523 |
| | $ | 3,951,711 |
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LIABILITIES AND STOCKHOLDERS’ EQUITY | | | |
Current liabilities: | | | |
Accounts payable | $ | 340,582 |
| | $ | 260,098 |
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Accrued liabilities and other short-term obligations | 340,075 |
| | 322,934 |
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Deferred revenue | 111,134 |
| | 102,418 |
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Current portion of long-term debt | 7,000 |
| | 352,293 |
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Debt conversion liability | 164,212 |
| | — |
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Total current liabilities | 963,003 |
| | 1,037,743 |
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Long-term deferred revenue | 58,323 |
| | 82,589 |
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Other long-term obligations | 119,413 |
| | 111,349 |
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Long-term debt, net | 686,450 |
| | 583,688 |
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Total liabilities | $ | 1,827,189 |
| | $ | 1,815,369 |
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Stockholders’ equity: | | | |
Preferred stock — par value $0.01; 20,000,000 shares authorized; zero shares issued and outstanding | — |
| | — |
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Common stock — par value $0.01; 290,000,000 shares authorized; 154,318,531 and 143,043,227 shares issued and outstanding | 1,543 |
| | 1,430 |
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Additional paid-in capital | 6,881,223 |
| | 6,810,182 |
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Accumulated other comprehensive loss | (5,780 | ) | | (11,017 | ) |
Accumulated deficit | (4,947,652 | ) | | (4,664,253 | ) |
Total stockholders’ equity | 1,929,334 |
| | 2,136,342 |
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Total liabilities and stockholders’ equity | $ | 3,756,523 |
| | $ | 3,951,711 |
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CIENA CORPORATION
CONDENSED UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
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| | | | | | | |
| Year Ended October 31, |
| 2018 | | 2017 |
Cash flows from operating activities: | | | |
Net income (loss) | $ | (344,690 | ) | | $ | 1,261,953 |
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Adjustments to reconcile net income to net cash provided by operating activities: | | | |
Loss on extinguishment of debt | 10,039 |
| | — |
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Loss on fair value of debt conversion liability | 12,070 |
| | — |
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Depreciation of equipment, furniture and fixtures, and amortization of leasehold improvements | 84,214 |
| | 77,189 |
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Share-based compensation costs | 52,972 |
| | 48,360 |
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Amortization of intangible assets | 25,806 |
| | 45,713 |
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Deferred taxes | 463,631 |
| | (1,126,732 | ) |
Provision for doubtful accounts | 2,700 |
| | 18,221 |
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Provision for inventory excess and obsolescence | 30,615 |
| | 35,459 |
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Provision for warranty | 20,992 |
| | 7,965 |
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Other | 21,685 |
| | 22,417 |
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Changes in assets and liabilities: | | | |
Accounts receivable | (168,357 | ) | | (66,123 | ) |
Inventories | (27,445 | ) | | (91,567 | ) |
Prepaid expenses and other | (21,425 | ) | | (33,834 | ) |
Accounts payable, accruals and other obligations | 85,798 |
| | 33,897 |
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Deferred revenue | (19,344 | ) | | 1,964 |
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Net cash provided by operating activities | 229,261 |
| | 234,882 |
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Cash flows used in investing activities: | | | |
Payments for equipment, furniture, fixtures and intellectual property | (67,616 | ) | | (94,600 | ) |
Restricted cash | 117 |
| | (54 | ) |
Purchase of available for sale securities | (286,824 | ) | | (299,038 | ) |
Proceeds from maturities of available for sale securities | 410,109 |
| | 335,075 |
|
Settlement of foreign currency forward contracts, net
| 9,385 |
| | (2,810 | ) |
Purchase of cost method investment | (1,767 | ) | | — |
|
Acquisition of businesses, net of cash acquired | (82,670 | ) | | — |
|
Net cash used in investing activities | (19,266 | ) | | (61,427 | ) |
Cash flows from financing activities: | | | |
Proceeds from issuance of long-term debt, net | 305,125 |
| | — |
|
Payment of long-term debt | (292,730 | ) | | (233,554 | ) |
Payment for make-whole provision upon conversion of long-term debt | (13,453 | ) | | — |
|
Payment for modification of term loans | — |
| | (93,625 | ) |
Payment of debt issuance costs | (1,936 | ) | | (722 | ) |
Payment of capital lease obligations | (3,624 | ) | | (3,562 | ) |
Shares repurchased for tax withholdings on vesting of restricted stock units | (4,757 | ) | | — |
|
Repurchases of common stock-repurchase program | (110,981 | ) | | — |
|
Proceeds from issuance of common stock | 23,127 |
| | 20,412 |
|
Net cash used in financing activities | (99,229 | ) | | (311,051 | ) |
Effect of exchange rate changes on cash and cash equivalents | (5,856 | ) | | 494 |
|
Net increase (decrease) in cash and cash equivalents | 104,910 |
| | (137,102 | ) |
Cash and cash equivalents at beginning of fiscal year | 640,513 |
| | 777,615 |
|
Cash and cash equivalents at end of fiscal year | $ | 745,423 |
| | $ | 640,513 |
|
Supplemental disclosure of cash flow information | | | |
Cash paid during the fiscal year for interest | $ | 44,750 |
| | $ | 47,235 |
|
Cash paid during the fiscal year for income taxes, net | $ | 26,900 |
| | $ | 22,136 |
|
Non-cash investing and financing activities | | | |
Purchase of equipment in accounts payable | $ | 5,118 |
| | $ | 6,214 |
|
Building subject to capital lease | $ | — |
| | $ | 50,370 |
|
Contingent consideration for acquisition of business | $ | 10,900 |
| | $ | — |
|
Conversion of 3.75% convertible senior notes, due October 15, 2018 (Original) into 3,038,208 shares of common stock | $ | 61,270 |
| | $ | — |
|
Conversion of 4.0% convertible senior notes, due December 15, 2020 into 9,197,943 shares of common stock, net | $ | 214,286 |
| | $ | — |
|
|
| | | | | | | | | | | | | | | | |
APPENDIX A- Reconciliation of Adjusted (Non- GAAP) Measurements (unaudited) |
| | | | | | | | |
| | Quarter Ended | | Year Ended |
| | October 31, | | October 31, |
| | 2018 | | 2017 | | 2018 | | 2017 |
Gross Profit Reconciliation (GAAP/non-GAAP) | | | | | | | | |
GAAP gross profit | | $ | 398,075 |
| | $ | 325,685 |
| | $ | 1,314,690 |
| | $ | 1,245,786 |
|
Share-based compensation-products | | 705 |
| | 694 |
| | 2,984 |
| | 2,672 |
|
Share-based compensation-services | | 651 |
| | 561 |
| | 2,616 |
| | 2,487 |
|
Amortization of intangible assets | | 2,957 |
| | 2,332 |
| | 10,069 |
| | 12,685 |
|
Total adjustments related to gross profit | | 4,313 |
| | 3,587 |
| | 15,669 |
| | 17,844 |
|
Adjusted (non-GAAP) gross profit | | $ | 402,388 |
| | $ | 329,272 |
| | $ | 1,330,359 |
| | $ | 1,263,630 |
|
Adjusted (non-GAAP) gross profit percentage | | 44.7 | % | | 44.2 | % | | 43.0 | % | | 45.1 | % |
| | | | | | | | |
Operating Expense Reconciliation (GAAP/non-GAAP) | | | | | | | | |
GAAP operating expense | | $ | 302,205 |
| | $ | 269,886 |
| | $ | 1,084,744 |
| | $ | 1,031,064 |
|
Share-based compensation-research and development | | 3,385 |
| | 2,956 |
| | 13,518 |
| | 12,957 |
|
Share-based compensation-sales and marketing | | 3,741 |
| | 3,218 |
| | 14,246 |
| | 12,846 |
|
Share-based compensation-general and administrative | | 5,588 |
| | 4,130 |
| | 19,709 |
| | 17,321 |
|
Amortization of intangible assets | | 4,654 |
| | 3,661 |
| | 15,737 |
| | 33,029 |
|
Acquisition and integration costs | | 3,778 |
| | — |
| | 5,111 |
| | — |
|
Significant asset impairments and restructuring costs | | 1,460 |
| | 15,059 |
| | 18,139 |
| | 23,933 |
|
Legal settlements | | 1,929 |
| | — |
| | 4,682 |
| | — |
|
Total adjustments related to operating expense | | $ | 24,535 |
| | $ | 29,024 |
| | $ | 91,142 |
| | $ | 100,086 |
|
Adjusted (non-GAAP) operating expense | | $ | 277,670 |
| | $ | 240,862 |
| | $ | 993,602 |
| | $ | 930,978 |
|
| | | | | | | | |
Income from Operations Reconciliation (GAAP/non-GAAP) | | | | | | | | |
GAAP income from operations | | $ | 95,870 |
| | $ | 55,799 |
| | $ | 229,946 |
| | $ | 214,722 |
|
Total adjustments related to gross profit | | 4,313 |
| | 3,587 |
| | 15,669 |
| | 17,844 |
|
Total adjustments related to operating expense | | 24,535 |
| | 29,024 |
| | 91,142 |
| | 100,086 |
|
Total adjustments related to income from operations | | 28,848 |
| | 32,611 |
| | 106,811 |
| | 117,930 |
|
Adjusted (non-GAAP) income from operations | | $ | 124,718 |
| | $ | 88,410 |
| | $ | 336,757 |
| | $ | 332,652 |
|
Adjusted (non-GAAP) operating margin percentage | | 13.9 | % | | 11.9 | % | | 10.9 | % | | 11.9 | % |
| | | | | | | | |
|
| | | | | | | | | | | | | | | | |
APPENDIX A- Reconciliation of Adjusted (Non- GAAP) Measurements (unaudited) |
| | | | | | | | |
| | Quarter Ended | | Year Ended |
| | October 31, | | October 31, |
| | 2018 | | 2017 | | 2018 | | 2017 |
Net Income (Loss) Reconciliation (GAAP/non-GAAP) | | | | | | | | |
GAAP net income (loss) | | $ | 63,977 |
| | $ | 1,160,056 |
| | $ | (344,690 | ) | | $ | 1,261,953 |
|
Exclude GAAP provision (benefit) for income taxes | | (10,224 | ) | | (1,117,531 | ) | | 493,471 |
| | (1,105,827 | ) |
Income before income taxes | | 53,753 |
| | 42,525 |
| | 148,781 |
| | 156,126 |
|
Total adjustments related to income from operations | | 28,848 |
| | 32,611 |
| | 106,811 |
| | 117,930 |
|
Loss on extinguishment and modification of debt | | 13,887 |
| | 692 |
| | 13,887 |
| | 3,657 |
|
Non-cash interest expense | | 727 |
| | 525 |
| | 2,579 |
| | 2,099 |
|
Change in fair value of debt conversion liability | | 12,070 |
| | — |
| | 12,070 |
| | — |
|
Adjusted income before income taxes | | 109,285 |
| | 76,353 |
| | 284,128 |
| | 279,812 |
|
Non-GAAP tax provision on adjusted income before income taxes | | 28,272 |
| | 27,869 |
| | 73,504 |
| | 102,131 |
|
Adjusted (non-GAAP) net income | | $ | 81,013 |
| | $ | 48,484 |
| | $ | 210,624 |
| | $ | 177,681 |
|
| | | | | | | | |
Weighted average basic common shares outstanding | | 143,659 |
| | 143,097 |
| | 143,738 |
| | 141,997 |
|
Weighted average dilutive potential common shares outstanding 1 | | 157,745 |
| | 158,791 |
| | 158,884 |
| | 169,919 |
|
| | | | | | | | |
Net Income (Loss) per Common Share | | | | | | | | |
GAAP diluted net income (loss) per common share | | $ | 0.34 |
| | $ | 7.32 |
| | $ | (2.49 | ) | | $ | 7.53 |
|
Adjusted (non-GAAP) diluted net income per common share 2 | | $ | 0.53 |
| | $ | 0.32 |
| | $ | 1.39 |
| | $ | 1.14 |
|
| | | | | | | | |
1. Weighted average dilutive potential common shares outstanding used in calculating adjusted (non-GAAP) diluted net income per common share for the fourth quarter of fiscal 2018 includes 2.0 million shares underlying certain stock option and stock unit awards, 0.7 million and 2.5 million shares underlying Ciena's "New" and "Original" 3.75% convertible senior notes, respectively, which were converted by holders thereof immediately prior to maturity during the fourth quarter of fiscal 2018, and 8.9 million shares underlying Ciena's 4.0% convertible senior notes, which were converted at Ciena's election during the fourth quarter of fiscal 2018.
Weighted average dilutive potential common shares outstanding used in calculating adjusted (non-GAAP) diluted net income per common share for fiscal 2018 includes 1.4 million shares underlying certain stock option and stock unit awards, 1.8 million and 2.9 million shares underlying Ciena's "New" and "Original" 3.75% convertible senior notes, respectively, and 9.1 million shares underlying Ciena's 4.0% convertible senior notes.
Weighted average dilutive potential common shares outstanding used in calculating adjusted (non-GAAP) diluted net income per common share for the fourth quarter of fiscal 2017 includes 1.2 million shares underlying certain stock option and stock unit awards, 1.6 million and 3.7 million shares underlying Ciena's "New" and "Original" 3.75% convertible senior notes, respectively, and 9.2 million shares underlying Ciena's 4.0% convertible senior notes.
Weighted average dilutive potential common shares outstanding used in calculating adjusted (non-GAAP) diluted net income per common share for fiscal 2017 includes 1.4 million shares underlying certain stock option and stock unit awards, 0.4 million and 13.9 million shares underlying Ciena's "New" and "Original" 3.75% convertible senior notes, respectively, 3.0 million shares underlying Ciena's 0.875% convertible senior notes and 9.2 million shares underlying Ciena's 4.0% convertible senior notes.
2. The calculation of adjusted (non-GAAP) diluted net income per common share for the fourth quarter of fiscal 2018 requires adding back interest expense of approximately $0.4 million associated with Ciena's "Original" 3.75% convertible senior notes and approximately $2.3 million associated with Ciena's 4.0% convertible senior notes to the adjusted (non-GAAP) net income in order to derive the numerator for the adjusted (non-GAAP) earnings per common share calculation.
The calculation of adjusted (non-GAAP) diluted net income per common share for fiscal 2018 requires adding back interest expense of approximately $1.8 million associated with Ciena's "Original" 3.75% convertible senior notes and approximately $8.7 million associated with
Ciena's 4.0% convertible senior notes to the adjusted (non-GAAP) net income in order to derive the numerator for the adjusted (non-GAAP) earnings per common share calculation.
The calculation of adjusted (non-GAAP) diluted net income per common share for the fourth quarter of fiscal 2017 requires adding back interest expense of approximately $0.4 million associated with Ciena's "Original" 3.75% convertible senior notes and approximately $1.9 million associated with Ciena's 4.0% convertible senior notes to the adjusted (non-GAAP) net income in order to derive the numerator for the adjusted (non-GAAP) earnings per common share calculation.
The calculation of adjusted (non-GAAP) diluted net income per common share for fiscal 2017 requires adding back interest expense of approximately $0.9 million associated with Ciena's 0.875% convertible senior notes, approximately $7.2 million associated with Ciena's "Original" 3.75% convertible senior notes and approximately $7.4 million associated with Ciena's 4.0% convertible senior notes to the adjusted (non-GAAP) net income in order to derive the numerator for the adjusted (non-GAAP) earnings per common share calculation.
|
| | | | | | | | | | | | | | | | |
APPENDIX B- Calculation of EBITDA and Adjusted EBITDA (unaudited) |
| | | | | | | | |
| | Quarter Ended | | Year Ended |
| | October 31, | | October 31, |
| | 2018 | | 2017 | | 2018 | | 2017 |
Earnings Before Interest, Tax, Depreciation and Amortization (EBITDA) | | | | | | | | |
Net income (loss) (GAAP) | | $ | 63,977 |
| | $ | 1,160,056 |
| | $ | (344,690 | ) | | $ | 1,261,953 |
|
Add: Interest expense | | 14,873 |
| | 13,926 |
| | 55,249 |
| | 55,852 |
|
Less: Interest and other income (loss), net | | (13,357 | ) | | 1,344 |
| | (12,029 | ) | | 913 |
|
Add: Loss on extinguishment and modification of debt | | (13,887 | ) | | (692 | ) | | (13,887 | ) | | (3,657 | ) |
Add: Provision (benefit) for income taxes | | (10,224 | ) | | (1,117,531 | ) | | 493,471 |
| | (1,105,827 | ) |
Add: Depreciation of equipment, building, furniture and fixtures, and amortization of leasehold improvements | | 21,110 |
| | 21,316 |
| | 84,214 |
| | 77,189 |
|
Add: Amortization of intangible assets | | 7,611 |
| | 5,993 |
| | 25,806 |
| | 45,713 |
|
EBITDA | | 124,591 |
| | 83,108 |
| | 339,966 |
| | 337,624 |
|
Add: Shared-based compensation cost | | 14,076 |
| | 11,517 |
| | 52,972 |
| | 48,360 |
|
Add: Significant asset impairments and restructuring costs | | 1,460 |
| | 15,059 |
| | 18,139 |
| | 23,933 |
|
Add: Acquisition and integration costs | | 3,778 |
| | — |
| | 5,111 |
| | — |
|
Add: Legal settlement | | 1,929 |
| | — |
| | 4,682 |
| | — |
|
Adjusted EBITDA | | 145,834 |
| | 109,684 |
| | 420,870 |
| | 409,917 |
|
* * *
The adjusted (non-GAAP) measures above and their reconciliation to Ciena's GAAP results for the periods presented reflect adjustments relating to the following items:
| |
• | Share-based compensation - a non-cash expense incurred in accordance with share-based compensation accounting guidance. |
| |
• | Amortization of intangible assets - a non-cash expense arising from the acquisition of intangible assets, principally developed technologies and customer-related intangibles, that Ciena is required to amortize over its expected useful life. |
| |
• | Acquisition and integration costs - consist of financial, legal and accounting advisors' costs and severance and other employment-related costs related to Ciena's acquisition of Packet Design and DonRiver. Ciena does not believe that these costs are reflective of its ongoing operating expense following its completion of these integration activities. |
| |
• | Significant asset impairments and restructuring costs - costs incurred as a result of restructuring activities taken to align resources with perceived market opportunities and in fiscal 2017, a significant asset impairment for a trade receivable for a customer in the Asia Pacific region. |
| |
• | Legal settlements - costs incurred as a result of settlements, during the third quarter of fiscal 2018, of a commercial dispute with a former vendor, and during the fourth quarter of fiscal 2018, of securities class action suit relating the initial public offering of Cyan. |
| |
• | Loss on extinguishment and modification of debt - reflects extinguishment of debt costs related to our conversion of Ciena's 4.0% convertible senior notes and debt modification expenses related to refinancing our then existing term loan, both of which occurred during the fourth quarter of fiscal 2018. For fiscal 2017, this reflects debt modification expenses related to our then existing term loans that were refinanced during the second quarter of fiscal 2017, the exchange offer of Ciena's "Original" 3.75% convertible senior notes and extinguishment of debt losses related to certain private repurchase transactions during fiscal 2017 of Ciena's then outstanding 0.875% convertible senior notes. |
| |
• | Non-cash interest expense - a non-cash debt discount expense amortized as interest expense during the term of Ciena's 4.0% senior convertible notes, which were converted during the fourth quarter of 2018, relating to the required separate accounting of the equity component of these convertible notes. |
| |
• | Change in fair value of debt conversion liability - a non-cash loss reflective of a mark to market fair value adjustment related to the outstanding conversion feature of Ciena's "New" 3.75% senior convertible notes. |
| |
• | Non-GAAP tax provision - consists of current and deferred income tax expense commensurate with the level of adjusted income before income taxes and utilizes a current, blended U.S. and foreign statutory annual tax rate of 25.87% for the fourth fiscal quarter of 2018, and 36.5% for the fourth fiscal quarter of 2017. This rate may be subject to change in the future, including as a result of changes in tax policy or tax strategy. |
Exhibit
MANAGEMENT’S PREPARED REMARKS
FOURTH QUARTER AND FISCAL YEAR ENDED
OCTOBER 31, 2018
Investors should also review the Important Notes to Investors immediately following these prepared remarks.
Opening Remarks
| |
• | Welcome to Ciena’s 2018 Fiscal Fourth Quarter and Year End Review. |
| |
• | This morning’s report includes these prepared written remarks, which have been made available in advance of our live conference call with the financial community. |
| |
• | We have also posted to the Investors section of Ciena.com an accompanying presentation that reflects this discussion as well as certain highlighted items from the quarter and fiscal year. |
| |
• | Our comments today speak to our financial performance; touch on market dynamics and how we’re addressing the opportunity in front of us; and include a discussion of our long-term financial targets. |
Introduction
| |
• | Today we reported outstanding fiscal fourth quarter results to close out another strong year of performance in 2018. |
| |
◦ | Revenue, gross margin and operating margin for the quarter were particularly strong, demonstrating continued momentum in our business and an increasing preference for Ciena in the market. |
| |
• | Consistent execution of our strategy and a relentless focus on meeting our customers’ needs continues to drive this differentiated performance. |
| |
◦ | We’re delivering sustained industry-leading growth - out-pacing the market with double-digit percent revenue growth in fiscal 2018; and reporting multiple quarters of record order flow and backlog - with Q4 being no exception. |
| |
◦ | We’re also driving profitability gains, as illustrated by 22% growth in adjusted EPS for the fiscal year. |
| |
• | This performance puts us in a position of clear market leadership and we are taking share as the competitive landscape continues to rationalize. |
| |
◦ | In fact, in calendar year 2018 we expect to have gained at least 2% of global market share as customers are increasingly looking for financial stability and certainty around the capacity for sustained forward innovation in their strategic partners. |
| |
• | We believe that we've reached a pivotal point in the growth of our business. |
| |
◦ | The combination of our consistent technology leadership, successful anticipation and interception of market trends, and sustained ability to capture share and outperform the market, along with an industry environment that is working in our favor, provides us with tremendous confidence in both the near and longer-term outlook for our business. |
Q4’18 Commentary
| |
• | Our fiscal fourth quarter marked a strong end to the year across a number of key financial and operating metrics. |
| |
◦ | Total quarterly revenue was $899 million. |
| |
◦ | Adjusted gross margin was 44.7%. |
| |
◦ | Adjusted operating expense in the quarter was $278 million, due to higher variable compensation tied to our strong performance. |
| |
◦ | Adjusted earnings per share (EPS) was $0.53. |
| |
◦ | Adjusted operating income was $124.7 million, or 13.9% adjusted operating margin. |
| |
◦ | We again had record orders in the quarter, with bookings significantly greater than revenue, and finished the year with $1.26 billion in backlog. |
| |
• | This better-than-expected top line performance in Q4 was a direct result of the continued momentum across our business, including for our 6500 and WaveServer platforms, and in software and services. |
| |
◦ | We are clearly benefitting from our leading market position and strong demand, which we expect to continue into fiscal 2019. |
| |
• | Also, in anticipation of the adoption of the new revenue recognition accounting standard ASC 606 in FY2019, we’ve adjusted certain terms and conditions of a number of customer contracts, which resulted in a one-time, approximately $16 million benefit to revenue and gross margin in the fourth quarter. |
| |
◦ | These actions will not be repeated in future periods. |
| |
◦ | To be clear, absent this dynamic in the fourth quarter our results still would have been above our guidance range. |
Business Drivers
| |
• | This performance gives us confidence that the fundamental demand drivers for our business remain strong. |
| |
◦ | The cloud continues to be a significant influencer on industry structure, network architectures and customer consumption models. |
| |
• | Notably, it is the webscale players who continue to influence networks and markets beyond their own. |
| |
• | With strong capex growth plans to address capacity needs, this customer set is driving continued opportunity in DCI and submarine applications. |
| |
◦ | Our outlook for APAC remains very positive. In fact, we’re seeing a broadening set of growth drivers in the region, and continued strength in key markets like India, Japan and Australia. |
| |
◦ | In different parts of the world, new initiatives related to fiber densification - like 5G and Fiber Deep - continue to drive new investments from service providers and cable operators alike. |
| |
◦ | And, we’re seeing increased interest from service providers for software automation of their networks. |
| |
• | We’ve made significant, long-term investments over several years to address customer needs in high-growth markets and applications. |
| |
◦ | As a result, we are benefitting from that strategy and believe we will continue to do so going forward. |
| |
• | The current industry environment is also working in our favor. |
| |
◦ | Many of the generalists in our space have dueling priorities and investment demands, and some face significant challenges with security concerns, tariffs and supply chain constraints. |
| |
◦ | The smaller players are increasingly faced with an intensifying scale problem and are challenged to invest at the rate required to stay competitive. |
| |
◦ | While these dynamics are not new, they are becoming more significant factors in the market and with our customers, which is creating additional opportunity for us to continue taking share. |
| |
• | Our performance during fiscal 2018 illustrates the positive effect these drivers and the current market conditions are having on our business, and also proves that our strategy to diversify the business, drive the pace of innovation and leverage our global scale is working. |
| |
◦ | By way of example, our focus on diversifying the business has resulted in more than 40% market share in the webscale DCI market. Direct webscale came in at nearly 18% of total revenue in 2018, more than double that of last year. And, we now have 117 Waveserver customers, 23 of which were new in the fourth quarter alone. |
| |
• | This diversification led to a significant increase in our non-telco revenue in 2018 to 35%, up from 29% in fiscal 2017. |
| |
◦ | We also remain out front in terms of innovation. |
| |
• | WaveLogic remains the only 400G-capable coherent technology in the industry with a strong roadmap designed to retain our market leadership in this space. |
| |
• | We also recently introduced our Adaptive IP capabilities for our Packet Networking portfolio, and we made two strategic acquisitions that help build out our Automation Software and Services portfolio. |
| |
◦ | Finally, our global scale gives us the capability to invest in both R&D and the front end of our business, which will fuel future growth. |
| |
• | We have an effective strategy to diversify and scale our business while staying ahead of the innovation curve. And we have proven our unique ability to design and carry out this strategy with great success. |
Our Approach
| |
• | Executing on that strategy includes pressing down on our technology leadership and investment capacity to force the pace of innovation. And, we are leveraging our ability to partner with customers for the long-term to help solve their business challenges. |
| |
• | Key to that is the Adaptive Network - our vision of a new target end-state for network operators. |
| |
◦ | This vision is transforming the conversations we’re having with customers, allowing us to demonstrate the holistic value of our portfolio and enabling our customers to more clearly see how they can evolve their networks. |
| |
• | Underpinning the Adaptive Network is our core business of programmable infrastructure, rooted in our industry-leading WaveLogic coherent technology. |
| |
◦ | To be clear, our wins in this space are as much about our roadmap and customers’ confidence that we will execute as planned as they are about our current technology. |
| |
◦ | We have a hyper-competitive roadmap that extends beyond 400G and delivers multiple form factors. We are committed to maintaining our technology leadership in this space over the long-term - an ability we’ve proven time and time again. |
| |
• | Also key to our Adaptive Network vision is how it addresses the shift in IP infrastructure away from the core toward access and aggregation. |
| |
◦ | Our Adaptive IP capabilities, including support for coherent optics and multiple new purpose-built hardware platforms in our Packet Networking portfolio, empower service providers and cable operators to capitalize on 5G, Fiber Deep, Business Services and more. |
| |
• | Perhaps most critical in delivering the full potential of the Adaptive Network is software control and automation capabilities. |
| |
◦ | Our service providers customers must scale their networks while bending down their cost curves. |
| |
• | We’ve invested heavily - organically and inorganically - to build a comprehensive software automation suite and service delivery capability that is specifically designed to meet this need. |
| |
◦ | To continue honing our focus and resources on attacking this adjacent, high-growth market opportunity, Blue Planet will now operate as its own division within Ciena. |
| |
• | This formation enhances our ability to support a range of consumption models by allowing the software business to operate independently of our hardware business, where it makes sense. |
| |
◦ | We believe this move will help us achieve our growth objectives and contribute to continued long-term shareholder value. |
| |
• | Along with this change, we will further break down the revenue in this operating segment to provide greater clarity into the performance of our intelligent automation business. |
| |
• | Specifically, we will provide revenue for our Platform Software and Services, which includes our network management and domain control software, and all related services including software subscription. |
| |
• | And we will provide revenue for Blue Planet Automation Software and Services, which includes multi-domain service orchestration (MDSO), Inventory (BPI), Route Optimization and Assurance (ROA), NFV orchestration (NFVO), Analytics, and all related services and support, including software subscription. |
| |
• | This change can be seen in today’s press release. |
Long-Term Targets
| |
• | Last year at this time we shared how we intend to manage the business and what to expect over the next three years through a set of long-term financial targets. |
| |
◦ | Given that we significantly outpaced the overall market in fiscal 2018, we achieved outstanding results against those targets. |
| |
• | Annual revenue was up more than 10% from fiscal 2017, which was significantly above our target growth rate of 5% to 7%. |
| |
• | Adjusted EPS for the year was $1.39, which exceeded our target 14-16% annual growth rate. |
| |
• | Free cash flow generation for fiscal 2018 was $162 million, or 48% of adjusted operating income. While this was slightly below our target range, we remain confident in achieving our long-term goal. |
| |
• | And, finally, adjusted operating margin for fiscal 2018 was approximately 11%. We generated this on lower-than-expected gross margin, which gives us confidence that 15% adjusted operating margin on an annualized basis is an achievable goal. |
| |
◦ | This overall performance is a direct result of our focus in 2018 on leveraging our leading technology and relationships to win new customer footprint and incumbency and to drive long-term market share gains. |
| |
• | Following our strong 2018 performance, we believe it is appropriate to provide a new set of three-year targets that better reflect the changes in our business during the year as well as our current estimates of market growth. |
| |
◦ | We will continue to drive the business toward achieving a combination of top line growth and bottom line performance. |
| |
◦ | Gross margin and operating expense remain important financial metrics, but we believe the most important indicators of our performance and progress going forward will be revenue and adjusted EPS growth. |
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◦ | We believe we will continue to gain footprint and take market share. As a result, we have a new, higher target for annual revenue growth to average approximately 6% to 8% per year over the next three years. |
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◦ | With respect to operating margin, through projected revenue growth and disciplined operating expense management, we expect to achieve at least 15% adjusted operating margin for fiscal year 2021. |
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◦ | We also intend to remain focused on driving increased profitability. Given our expectations for higher growth and continued operating margin improvement, we have increased our target to grow our adjusted earnings per share at an average of greater than 20% per year over the next three years. |
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◦ | Finally, we continue to target annual free cash flow generation to be approximately 60% to 70% of adjusted operating income over each of the next three years. |
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• | Underpinning these projected financial targets are a number of strategic drivers that we described in detail last year and include in our earnings presentation for which we’ve also set three-year targets. |
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◦ | Based on our strong market position and coherent modem roadmap, we continue to target annual revenue growth for our optical systems business of approximately 4% to 6% over the next three years. |
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◦ | In terms of our global network services business, or attached services, our transformation initiatives are well underway and we continue to target annual revenue growth of approximately 4% to 6% over the next three years. |
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◦ | In our packet networking business, the combination of increasing customer diversification and positive outlook for fiber densification initiatives, we are increasing our expectations for this portfolio to target annual revenue growth of approximately 8-10% over the next three years. |
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◦ | Given the changes in our software and services business, we our providing long-term targets that align with how we are organizing this business. |
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• | Specifically, we are targeting annual revenue growth from Platform Software and Software Related Services of 4-6% over the next three years - consistent with the expected growth rate of our correlated optical systems business. |
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• | For our Blue Planet Automation Software and Services, we are targeting $100 million to $120 million in annual revenue within the next three years. |
Balance Sheet & Capital Allocation
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• | To wrap up today’s prepared remarks, we’ll review balance sheet and capital allocation activities. |
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◦ | We have settled the 2018 Convertible Notes, with the majority being paid in cash upon conversion. |
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◦ | With the recent performance of our stock price, we also exercised our option to convert the 2020 Convertible Notes, settling them with a combination of shares and cash. |
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• | As a result, we now have no convertible debt on our balance sheet. |
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◦ | We refinanced our existing term loan - increasing it to $700 million, extending the maturity to 2025, and reducing our cost of borrowing. |
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• | In addition, we successfully executed our plans to return capital to shareholders. |
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◦ | During fiscal 2018 we repurchased 4.2M shares for an aggregate price of approximately $111 million. |
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◦ | We also changed the method of tax withholding on employee equity awards to use cash instead of selling shares, which further reduces shareholder dilution. |
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• | This change is another form of share repurchase and we will report it in that manner. |
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• | Given our strong balance sheet and our expectations for cash generation over the next three years, today we announced that our board of directors authorized a new program to repurchase up to $500M of our common stock. |
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◦ | This replaces the existing program, but it does not change our capital allocation priorities or previously stated intent to retain minimum liquidity in the $700 million to $800 million range. |
Closing Commentary
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• | As we enter fiscal 2019, we have tremendous confidence in both our near and longer-term outlooks. |
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• | Our business is built for, focused on, and financially capable of intersecting the trends that are driving the market today and into the future. |
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• | Specifically, through our diversification, innovation and scale, we are: |
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◦ | Addressing the opportunity presented by webscale transformation as the dominant force in driving changes to the industry’s structure |
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◦ | Advancing our leadership in optical with a business that is strong and growing stronger |
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◦ | Augmenting our IP and packet networking capabilities to attack this market as the outlook for it strengthens |
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◦ | Building out our intelligent automation software business as service providers look to tackle service and network complexity in new ways |
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• | Through our continued execution, we expect to be able to invest in our business, grow revenue and drive increased profitability in fiscal 2019 and beyond. |
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• | Thank you for your time today, and we look forward to connecting with you soon. |
IMPORTANT NOTES TO INVESTORS
Forward-Looking Statements
Information presented in these prepared remarks contains a number of forward-looking statements. These statements are based on current expectations, forecasts, assumptions and other information available to the Company as of the date hereof. Forward-looking statements include Ciena’s long-term financial targets, prospective financial results, return of capital plans, business strategies, expectations about its addressable markets, competitive landscape and market share, and outlook for future periods, as well as statements regarding Ciena’s expectations, beliefs, intentions or strategies regarding the future. Often, these can be identified by forward-looking words such as “target” “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “should,” “will,” and “would” or similar words.
Forward-looking statements in these prepared remarks include, but are not limited to:
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• | “[In] calendar year 2018 we expect to have gained at least 2% of global market share.” |
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• | “[We] remain confident in achieving our long-term [free cash flow] goal.” |
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• | “[We have] confidence that 15% adjusted operating margin on an annualized basis is an achievable goal.” |
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• | “We believe we will continue to gain footprint and take market share. As a result, we have a new, higher target for annual revenue growth to average approximately 6% to 8% per year over the next three years.” |
| |
• | “[We] expect to achieve at least 15% adjusted operating margin for fiscal year 2021.” |
| |
• | “[We] have increased our target to grow our adjusted earnings per share at an average of greater than 20% per year over the next three years.” |
| |
• | “[We] continue to target annual free cash flow generation to be approximately 60% to 70% of adjusted operating income over each of the next three years.” |
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• | “[We] continue to target annual revenue growth for our optical systems business of approximately 4% to 6% over the next three years.” |
| |
• | “In terms of our global network services business, or attached services, our transformation initiatives are well underway and we continue to target annual revenue growth of approximately 4% to 6% over the next three years.” |
| |
• | “In our packet networking business, the combination of increasing customer diversification and positive outlook for fiber densification initiatives, we are increasing our expectations for this portfolio to target annual revenue growth of approximately 8-10% over the next three years.” |
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• | “[We] are targeting annual revenue growth from Platform Software and Software Related Services of 4-6% over the next three years.” |
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• | “For our Blue Planet Automation Software and Services, we are targeting $100 million to $120 million in annual revenue within the next three years.” |
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• | “[We intend] to retain minimum liquidity in the $700 million to $800 million range. “ |
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• | “[We] expect to be able to invest in our business, grow revenue and drive increased profitability in fiscal 2019 and beyond.” |
Ciena's actual results, performance or events may differ materially from these forward-looking statements made or implied due to a number of risks and uncertainties relating to Ciena's business, including: the effect of broader economic and market conditions on our customers and their business; the loss of a key customer or changes in network spending or network strategy by large communication service providers and Webscale providers; seasonality and the timing and size of customer orders, including our ability to recognize revenue relating to such sales; the level of competitive and pricing pressure we encounter; the product, customer and geographic mix of sales within the period; supply chain disruptions and the level of success relating to efforts to optimize Ciena's operations; changes in foreign currency exchange rates affecting revenue and operating expense; disruptions in our operations due to acquisition activities; our ability to commercialize and grow our software business; cybersecurity incidents impact our business; changes in government regulations, including related to tax and trade policy; adverse litigation matters and similar claims; and the other risk factors disclosed in Ciena's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (SEC) on September 5, 2018 and Ciena’s Annual Report on Form 10-K to be filed with the SEC.
All information, statements, and projections in these prepared remarks speak only as of the date of these prepared remarks. Ciena assumes no obligation to update any forward-looking or other information included in these prepared remarks, whether as a result of new information, future events or otherwise.
Availability of Important Information
You are encouraged to review the Investors section of our website, where we routinely post press releases, SEC filings, recent news, financial results, supplemental financial information, and other announcements. From time to time we exclusively post material information to this website along with other disclosure channels that we use.
GAAP Measures at or as of Quarter ended October 31, 2018
The following table includes certain comparable GAAP measures for Non-GAAP measures included in these prepared remarks:
|
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Gross Margin (%) | 44.3% |
Operating Expense | $302.2 million |
Operating Income | $95.9 million |
Operating Margin (%) | 10.7% |
Net Income | $64.0 million |
Net Income per diluted common share | $0.34 |
Non-GAAP Measures
These prepared remarks include historical and prospective, non-GAAP measures of Ciena’s gross margin, operating expense, operating profit, net income, and net income per share, as well as measures of net debt and gross debt to EBITDA. These measures are not intended to be a substitute for financial information presented in accordance
with GAAP. In evaluating the operating performance of Ciena's business, management excludes certain charges and credits that are required by GAAP. These items share one or more of the following characteristics: they are unusual and Ciena does not expect them to recur in the ordinary course of its business; they do not involve the expenditure of cash; they are unrelated to the ongoing operation of the business in the ordinary course; or their magnitude and timing is largely outside of Ciena's control. Management believes that the non-GAAP measures provided herein provide management and investors useful information and meaningful insight to the operating performance of the business. The presentation of these non-GAAP financial measures should be considered in addition to Ciena's GAAP results and these measures are not intended to be a substitute for the financial information prepared and presented in accordance with GAAP. Ciena's non-GAAP measures and the related adjustments may differ from non-GAAP measures used by other companies and should only be used to evaluate Ciena's results of operations in conjunction with our corresponding GAAP results.
A reconciliation of non-GAAP measures used in these prepared remarks to Ciena’s GAAP results for the relevant period can be found in the Appendix to our Q4 FY2018 investor presentation, posted to the quarterly results page of the Investor Relations section of our website (http://investor.ciena.com/phoenix.zhtml?c=99134&p=quarterlyEarnings). Additional information can also be found in our press release filed this morning and in our reports filed with the Securities and Exchange Commission.
With respect to Ciena’s forward looking targets or projections in the prepared remarks above, Ciena is not able to provide a quantitative reconciliation of the adjusted (non-GAAP) measures of gross profit and margin, operating expense, operating income and margin, net income, and corresponding per share measures thereof, to the comparable gross profit and margin, operating expense, operating income and margin, net income and per share GAAP measures without unreasonable efforts. Ciena cannot provide meaningful estimates of the non-recurring charges and credits excluded from these non-GAAP measures due to the forward-looking nature of these estimates and their inherent variability and uncertainty. For the same reasons, Ciena is unable to address the probable significance of the unavailable information
ex993-2018q4earningspres
Ciena Corporation Investor presentation Period ended October 31, 2018 Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary.
Forward-looking statements and non-GAAP measures Information in this presentation and related comments of presenters contain a number of forward-looking statements. These statements are based on current expectations, forecasts, assumptions and other information available to the Company as of the date hereof. Forward-looking statements include Ciena’s long-term financial targets, prospective financial results, return of capital plans, business strategies, expectations about its addressable markets and market share, and business outlook for future periods, as well as statements regarding Ciena’s expectations, beliefs, intentions or strategies regarding the future. Often, these can be identified by forward-looking words such as “target” “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “should,” “will,” “plan,” “predict,” “potential,” “project, “continue,” and “would” or similar words. Ciena's actual results, performance or events may differ materially from these forward-looking statements made or implied due to a number of risks and uncertainties relating to Ciena's business, including: the effect of broader economic and market conditions on our customers and their business; our ability to execute our business and growth strategies; changes in network spending or network strategy by our customers; seasonality and the timing and size of customer orders, including our ability to recognize revenue relating to such sales; the level of competitive pressure we encounter; the product, customer and geographic mix of sales within the period; supply chain disruptions and the level of success relating to efforts to optimize Ciena's operations; changes in foreign currency exchange rates affecting revenue and operating expense; the impact of the Tax Cuts and Jobs Act; and the other risk factors disclosed in Ciena’s periodic reports filed with the Securities and Exchange Commission (SEC) including Ciena’s Quarterly Report on Form 10-Q filed with the SEC on September 5, 2018 and Ciena’s Annual Report on Form 10-K to be filed with the SEC. All information, statements, and projections in this presentation and the related earnings call speak only as of the date of this presentation and related earnings call. Ciena assumes no obligation to update any forward-looking or other information included in this presentation or related earnings calls, whether as a result of new information, future events or otherwise. In addition, this presentation includes historical, and may include prospective, non-GAAP measures of Ciena’s gross margin, operating expense, operating profit, EBITDA, net income, and net income per share. These measures are not intended to be a substitute for financial information presented in accordance with GAAP. A reconciliation of non-GAAP measures used in this presentation to Ciena’s GAAP results for the relevant period can be found in the Appendix to this presentation. Additional information can also be found in our press release filed this morning and in our reports on Form 10-Q filed with the Securities and Exchange Commission. Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 2
Table of Contents Long-Term Targets Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 3
FY 2018 Highlights Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 4
We are taking market share and outperforming the competition . Annual revenue growth greater than the market at 10% . Expect to have gained at least 2% of global market share . Continued to diversify revenue with strong YoY growth; APAC up 21%, Webscale up 139% and Subsea up 25% Our balance sheet is strong . Ended the fiscal year with no convertible debt outstanding . Significant return of capital to shareholders with $111M used to repurchase shares during the year . Ratings agency upgrades from Moody’s and S&P We are forcing the pace of innovation with the Adaptive Network . WaveLogic roadmap extends beyond 400G and with multiple form factors . Adaptive IP capabilities for Packet Networking to address fiber densification (5G & Fiber Deep) . Blue Planet Automation portfolio strengthened with recent acquisitions of Packet Design for route optimization and DonRiver federated inventory and services Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 5
FY 2018 Financial Highlights FY’18 FY’17 Revenue $3.09B $2.80B Adjusted 43.0% 45.1% Gross Margin Adjusted $994M $931M Operating Expense 32.1% / total revenue 33.2% / total revenue Adjusted 10.9% 11.9% Operating Margin Adjusted EPS $1.39 $1.14 * A reconciliation of these non-GAAP measures to our GAAP results is included in the press release for the relative period. Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 6
FY 2018 Operating Metrics FY’18 FY’17 Cash and Investments $953M $1.0B Cash Flow from $229M $235M Operations DSO 92 days 80 days Inventory Turns 5.7 4.9 Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 7
Q4’18 Financials Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 8
Q4’18 Financial Highlights Revenue Adjusted Gross Margin Adjusted Operating Margin Adjusted EBITDA Cash Flow from Operations Adjusted EPS * A reconciliation of these non-GAAP measures to our GAAP results is included in the appendix to this presentation. Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 9
Q4’18 Performance Comparisons (year-over-year) Revenue Adj. Gross Margin* Adj. Operating Margin* Q4'18 Q4'17 Q4'18 Q4'17 Q4'18 Q4'17 $899.4 44.7% 44.2% 13.9% $744.4 11.9% Adj. EBITDA* Cash Flow from Operations Adj. EPS* Q4'18 Q4'17 Q4'18 Q4'17 Q4'18 Q4'17 $145.8 $0.53 $138.5 $109.7 $0.32 $68.0 * A reconciliation of these non-GAAP measures to our GAAP results is included in the appendix to this presentation. Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 10
Q4’18 Balance Sheet and Operating Metrics Cash and Investments $953.4 million Cash Flow from Operations $68.0 million DSO 79 days Inventory Turns 6.4 Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 11
Revenue by Segment (Amounts in millions) Q4 FY 2018 Q4 FY 2017 $1,000.0 50.0% 44.7% 43.4% 44.2% Revenue %** Revenue %** $900.0 42.6% 45.0% 40.7% Networking Platforms 40.0% $800.0 Converged Packet Optical $646.4 71.9 $506.4 68.0 $700.0 35.0% Packet Networking 66.5 7.4 92.5 12.5 Total Networking Platforms 712.9 79.3 598.9 80.5 $600.0 30.0% Software and Software-Related Services $500.0 25.0% Platform Software and Services 56.6 6.3 35.9 4.8 $400.0 20.0% Blue Planet Automation Software and Services 13.9% 14.0% 10.7 1.2 5.9 0.8 $300.0 11.9% 15.0% Total Software and Software- 7.7% Related Services 67.3 7.5 41.8 5.6 $200.0 6.3% 10.0% Global Services $100.0 5.0% Maintenance Support and Training 67.4 7.5 56.2 7.5 $0.0 0.0% Installation and Deployment 39.3 4.4 33.5 4.5 Q4'18 Q3'18 Q2'18 Q1'18 Q4'17 Consulting and Network Design Networking Platforms Software & Software-Related Services 12.5 1.3 14.0 1.9 Global Services Adj. Gross Margin* Total Global Services 119.2 13.2 103.7 13.9 Total Adj. Operating Margin * $899.4 100.0% $744.4 100.0% * A reconciliation of these non-GAAP measures to our GAAP results is included in the appendix to this presentation. ** Denotes % of total revenue Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 12
Revenue by Geographic Region Q4 2018 900 800 18.7% 21.0% 700 5.9% 20.8% 20.1% 13.7% 3.4% North America 600 17.1% 14.9% 3.4% 5.8% 5.4% 18.7% Europe, Middle East 500 16.7% 14.9% and Africa 15.1% 5.9% Caribbean and Latin 400 America 300 13.7% 61.7% Asia Pacific 61.7% 60.7% 59.2% 200 59.1% 62.4% 100 0 Q4 FY2018 Q3 FY2018 Q2 FY2018 Q1 FY2018 Q4 FY2017 North America EMEA CALA APAC Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 13
Our Pedigree Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 14
Successful execution of our strategy APAC ~20% total revenue | India: $271M ~10% total revenue | India: ~$100M Diversification Webscale* ~35% total revenue ~15% total revenue Subsea Upgrade + New Build market Upgrade market only Purpose built solutions for individual Solutions Limited number of solutions designed to customer types and applications be used by all customers Software Automation Blue Planet + DonRiver and Packet Design Innovation Limited Introduction of Adaptive IP for Fiber IP Capabilities Limited Densification Customers 1,300+ 1,000 Scale R&D Spend** $492 million $414 million Go to Market 80+ Countries ~60 Countries *Direct, indirect, and apportioned subsea revenue Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. **R&D operating expense, GAAP 15
Delivering consistent and differentiated financial performance Normalized Revenue Normalized Adjusted OM 1.60 3.00 2.50 1.40 2.00 1.20 1.50 1.00 1.00 0.50 0.80 0.00 2014 2015 2016 2017 2018 2014 2015 2016 2017 2018 1 2,3 1 2,3 Ciena Industry Avg Ciena Industry Avg *Industry Average: ACIA, ADTN, ADVA, CSCO, INFN¹, JNPR and NOKIA IP Networks segment 1. 2018 includes mid-point of Q1’19 guidance. 2. 2018 includes mid-point of Q4’18 guidance 3. INFN Q4 revenue is based on consensus as of 10/1/18 and excludes Coriant however adjusted OM is based on company forecast and includes Coriant Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 16
Delivering differentiated profitability and stock outperformance 22.3% CAGR Adj. EPS* Total Shareholder Return FY18 $1.39 47.0% 38.0% $1.14 35.6% $0.93 20.7% 18.0% -18.5% -33.8% -34.8% FY2018 FY2017 FY2016 CIEN INFN ACIA ADTN CSCO JNPR NOK ADV *A reconciliation of these non-GAAP measures to our GAAP results is included in the press release for the relative period. Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 17
Ciena is a market share leader in all target segments #1 GLOBALLY #1 GLOBALLY #1 GLOBALLY • DATA CENTER INTERCONNECT • OPTICAL EQUIPMENT VENDOR LEADERSHIP SP • DATA CENTER INTERCONNECT • DATA CENTER INTERCONNECT for ICPs SURVEY • DATA CENTER INTERCONNECT for ICPs • PURPOSE-BUILT/COMPACT MODULAR DCI • OPTICAL NETWORK HARDWARE VENDOR • PURPOSE-BUILT/COMPACT MODULAR DCI SCORECARD • SUBSEA OPTOELECTRONICS • CARRIER ETHERNET ACCESS DEVICES • SUBMARINE SLTE MARKET #1 N. AMERICA • DATA CENTER INTERCONNECT • TOTAL OPTICAL NETWORKING • PURPOSE-BUILT/COMPACT MODULAR DCI • PACKET OPTICAL • SUBMARINE #1 N. AMERICA • NEXT-GEN OPTICAL • TOTAL OPTICAL NETWORKING • LH WDM • LH WDM • METRO WDM #1 N. AMERICA • METRO WDM • OPTICAL SWITCHING • TOTAL OPTICAL NETWORKING • CARRIER ETHERNET ACCESS DEVICES • LH WDM #2 GLOBALLY #2 GLOBALLY • METRO WDM • TOTAL OPTICAL NETWORKING • TOTAL OPTICAL NETWORKING • LH WDM • NEXT-GEN OPTICAL • METRO WDM • PACKET OPTICAL #2 GLOBALLY • LH WDM • TOTAL OPTICAL NETWORKING • METRO WDM • LH WDM • METRO WDM Optical Networks Report, 3Q18 Optical Networks Report, 3Q18 Optical Networks Report, 3Q18 DCI Market Tracker, September 2018 Data Center Interconnect Market Share Report, 3Q18 Ethernet Access Devices Tracker, September 2018 Optical Network Hardware Vendor Scorecard, June 2018 Optical Equipment Vendor Leadership Global Service Provider Survey December 2017 Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 18
Market Context Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 19
Growth forecasts for our target markets vary by geographic region NA EMEA China 7.4% 3.8% 4.1% 3.0% 3.1% 1.4% 1.7% (0.5%) 2018 Forecasted (2.8%) 2018 2019 ‘19-’21 2018 2019 ‘19-’21 Market Growth 2018 2019 ‘19-’21 2019 Forecasted Global Ex-China Market Growth 4.5% 2019-2021 CALA APAC Ex-China CAGR 3.4% 8.0% 6.6% 6.1% 4.4% 5.0% 0.4% (6.9%) 2018 2019 ‘19-’21 2018 2019 ‘19-’21 2018 2019 ‘19-’21 Source: IHS, Dell’Oro, Cignal AI, Ovum, Ciena analysis Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 20
Several mega trends are affecting our business All driven by an increased need for greater bandwidth and adaptive automation Cloud IoT & Mobility & 5G Connected Objects Fiber Data Center Densification Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 21
Software Overview Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 22
Why Automation Matters of service provider are deploying or • SDN plan to deploy Multi-Layer Service & • NFV 60% Data/Transport SDN Software* network • 5G complexity • Cost control of service providers want automation and optimization across IP and optical Need for • Service agility domains* automation • New revenue sources 52% • Customer Experience • Processes NFV will transform OSS to create a digital Need for • Technology (e.g. IBN) operating platform – comprised of network change 2-5ys and service orchestration, inventory, and • People (skills) service assurance.** *Source: Charting the Path to Network Automation & Disaggregation: Heavy Reading Carrier SDN Survey Analysis, February 2018 **Source: BSS and OSS are moving to the cloud: Analysys Mason’s perspective, July 2017 Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 23
Software and Software-related Services Operating Segment Platform Software and Services Blue Planet Automation Software and Services • Network management and domain control • Multi-domain service orchestration (MDSO) software • Inventory (BPI) • Related services, including software • Route Optimization and Assurance (ROA) subscription • NFV orchestration (NFVO) • Analytics • Related services and support, including software subscription Q4 FY 2018 Q4 FY 2017 Revenue %** Revenue %** Software and Software-Related Services Platform Software and Services 56.6 6.3 35.9 4.8 Blue Planet Automation Software and Services 10.7 1.2 5.9 0.8 Total Software and Software-Related Services $67.3 7.5% $41.8 5.6% Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 24
Long-Term Targets Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 25
New long-term financial targets* Execution of our strategy will drive top-line growth, profitability and cash generation *Projections or outlook with respect to future operating results are only as of December 13, 2018, the date presented on the related earnings call. Actual results may differ materially from these forward looking statements. Ciena assumes no obligation to update this information, whether as a result of new information, future events or otherwise. Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 26
Ciena performed well against its original three-year targets Ciena’s strategic drivers play a key role in our performance Optical Systems Attached Services Packet Networking (9.5%) Software and Related Services Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 27
New long-term financial targets* Optical Systems Attached Services Packet Networking Blue Planet *Projections or outlook with respect to future operating results are only as of December 13, 2018, the date presented on the related earnings call. Actual results may differ materially from these forward looking statements. Ciena assumes no obligation to update this information, whether as a result of new information, future events or otherwise. 1Projection indicates annual target for Ciena’s Blue Planet Automation software and services business in fiscal 2021 Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 28
Balance Sheet & Capital Allocation Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 29
Strengthening balance sheet Leverage Trend Net Debt (Cash) Position (in millions) Convertible Debt Gross debt-to-Adj. EBITDA leverage* ratio Cash** Debt Net Debt $1,400 8.0x $1,700 Upgraded to 7.1x 7.2x 7.0x $1,451 $1,200 BB/Ba1 $1,500 $1,264 $1,254 $1,300 6.0x $1,198 $1,000 $1,143 $1,100 $1,021 $969 $953 5.0x $936 $800 $900 $777 $712 $674 4.0x 4.0x $700 $693 $600 3.6x $486 3.0x $500 2.5x $243 $400 $300 2.0x $111 2.0x $100 ($33) $200 1.0x ($100) ($260) $- $- 0.0x ($300) 2013 2014 2015 2016 2017 2018 2013 2014 2015 2016 2017 2018 *A reconciliation of these non-GAAP measures to our GAAP results is included in the appendix to this presentation **Cash & cash equivalents Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 30
Continued strengthening balance sheet Convertible Debt Net Cash / (Debt) Gross Debt-to-EBITDA leverage ratio Ratings agency upgrades Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 31
Capital allocation priorities $ in millions 2018 Share Repurchases Convertible Debt & $40.0 Dilution $35.0 $30.0 $25.0 Share Repurchase $20.0 $15.0 $10.0 Business Expansion $5.0 $0.0 Q1 FY2018 Q2 FY2018 Q3 FY2018 Q4 FY2018 Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 32
Q4 Fiscal 2018 Appendix Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 33
Q4 FY 2018 Q3 FY 2018 Q2 FY 2018 Q1 FY 2018 Q4 FY 2017 GAAP gross profit $398,075 $351,543 $293,307 $271,765 $325,685 Share-based compensation-products 705 783 824 672 694 Share-based compensation-services 651 618 722 625 561 Amortization of intangible assets 2,957 2,534 2,289 2,289 2,332 Total adjustments related to gross profit 4,313 3,935 3,835 3,586 3,587 Adjusted (non-GAAP) gross profit $402,388 $355,478 $297,142 $275,351 $329,272 Adjusted (non-GAAP) gross margin 44.7% 43.4% 40.7% 42.6% 44.2% Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 34
Q4 FY 2018 Q3 FY 2018 Q2 FY 2018 Q1 FY 2018 Q4 FY 2017 GAAP operating expense $302,205 $266,269 $261,241 $255,029 $269,886 Share-based compensation-research and development 3,385 3,082 3,796 3,255 2,956 Share-based compensation-sales and marketing 3,741 3,417 3,760 3,328 3,218 Share-based compensation-general and administrative 5,588 4,538 5,109 4,474 4,130 Significant asset impairments and restructuring costs 1,460 6,359 4,359 5,961 15,059 Amortization of intangible assets 4,654 3,837 3,623 3,623 3,661 Acquisition and integration costs, excluding share-based compensation 3,778 1,333 - - - Legal settlement 1,929 2,753 - - - Total adjustments related to operating expense $24,535 $25,319 $20,647 $20,641 $29,024 Adjusted (non-GAAP) operating expense $277,670 $240,950 $240,594 $234,388 $240,862 Q4 FY 2018 Q3 FY 2018 Q2 FY 2018 Q1 FY 2018 Q4 FY 2017 GAAP income from operations $95,870 $85,274 $32,066 $16,736 $55,799 Total adjustments related to gross profit 4,313 3,935 3,835 3,586 3,587 Total adjustments related to operating expense 24,535 25,319 20,647 20,641 29,024 Total adjustments related to income from operations 28,848 29,254 24,482 24,227 32,611 Adjusted (non-GAAP) income from operations $124,718 $114,528 $56,548 $40,963 $88,410 Adjusted (non-GAAP) operating margin 13.9% 14.0% 7.7% 6.3% 11.9% Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 35
Q4 FY 2018 Q3 FY 2018 Q2 FY 2018 Q1 FY 2018 Q4 FY 2017 GAAP net income (loss) $63,977 $50,840 $13,856 ($473,363) $1,160,056 Exclude GAAP provision (benefit) for income taxes (10,224) 19,280 6,475 477,940 (1,117,531) Income before income taxes 53,753 70,120 20,331 4,577 42,525 Total adjustments related to income from operations 28,848 29,254 24,482 24,227 32,611 Loss on extinguishment and modification of debt 13,887 - - - 692 Non-cash interest expense 727 793 759 749 525 Change in fair value of debt conversion liability 12,070 - - - - Adjusted income before income taxes 109,285 100,167 45,572 29,553 76,353 Non-GAAP tax provision on adjusted income before income taxes 28,272 25,913 11,789 7,645 27,869 Adjusted (non-GAAP) net income $81,013 $74,254 $33,783 $21,908 $48,484 Weighted average basic common shares outstanding 143,659 143,400 143,975 143,922 143,097 Weighted average dilutive potential common shares outstanding1 157,745 159,998 151,011 145,558 158,791 Q4 FY 2018 Q3 FY 2018 Q2 FY 2018 Q1 FY 2018 Q4 FY 2017 GAAP diluted net income (loss) per common share $ 0.34 $ 0.34 $ 0.09 $ (3.29) $ 7.32 Adjusted (Non-GAAP) diluted net income per common share2 $ 0.53 $ 0.48 $ 0.23 $ 0.15 $ 0.32 Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 36
Earnings Before Interest, Tax, Depreciation and Amortization (EBITDA) Q4 FY 2018 Q3 FY 2018 Q2 FY 2018 Q1 FY 2018 Q4 FY 2017 Net income (loss) (GAAP) $ 63,977 $ 50,840 $ 13,856 $ (473,363) $ 1,160,056 Add: Interest expense 14,873 13,611 13,031 13,734 13,926 Less: Interest and other income (loss), net (13,357) (1,543) 1,296 1,575 1,344 Add: Loss on extinguishment and modification of debt (13,887) - - - (692) Add: Provision (benefit) for income taxes (10,224) 19,280 6,475 477,940 (1,117,531) Add: Depreciation of equipment, building, furniture and fixtures, and amortization 21,110 21,704 20,567 20,833 21,316 of leasehold improvements Add: Amortization of intangible assets 7,611 6,371 5,912 5,912 5,993 EBITDA $ 124,591 $ 113,349 $ 58,545 $ 43,481 $ 83,108 Add: Shared-based compensation cost 14,076 12,337 14,166 12,393 11,517 Add: Significant asset impairments and restructuring costs 1,460 6,359 4,359 5,961 15,059 Add: Acquisition and integration costs 3,778 1,333 - - - Add: Legal settlement 1,929 2,753 - - - Adjusted EBITDA $ 145,834 $ 136,131 $ 77,070 $ 61,835 $ 109,684 Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 37
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Copyright © Ciena Corporation 2017. All rights reserved. Confidential & Proprietary. 39