Infinera Corp - FORM 8-K - EX-99.1 - EXHIBIT 99.1

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8-K - FORM 8-K - Infinera Corp	infn07272016-8k.htm

Exhibit 99.1

Infinera Corporation Reports Second Quarter 2016 Financial Results

Sunnyvale, Calif., July 27, 2016 - Infinera Corporation (NASDAQ: INFN), provider of Intelligent Transport Networks, today released financial results for the second quarter of 2016 ended June 25, 2016.

GAAP revenue for the quarter was $258.8 million compared to $244.8 million in the first quarter of 2016 and $207.3 million in the second quarter of 2015.

GAAP gross margin for the quarter was 47.8% compared to 47.5% in the first quarter of 2016 and 46.7% in the second quarter of 2015. GAAP operating margin for the quarter was 6.2% compared to 6.1% in the first quarter of 2016 and 8.0% in the second quarter of 2015.

GAAP net income for the quarter was $11.5 million, or $0.08 per diluted share, compared to $12.0 million, or $0.08 per diluted share, in the first quarter of 2016, and $17.9 million, or $0.13 per diluted share, in the second quarter of 2015.

Non-GAAP revenue for the quarter was $259.0 million compared to $245.0 million in the first quarter of 2016 and $207.3 million in the second quarter of 2015.

Non-GAAP gross margin for the quarter was 50.4% compared to 50.2% in the first quarter of 2016 and 47.4% in the second quarter of 2015. Non-GAAP operating margin for the quarter was 13.2% compared to 12.3% in the first quarter of 2016 and 13.0% in the second quarter of 2015.

Non-GAAP net income for the quarter was $30.9 million, or $0.21 per diluted share, compared to $28.0 million, or $0.19 per diluted share, in the first quarter of 2016, and $25.7 million, or $0.18 per diluted share, in the second quarter of 2015.

A further explanation of the use of non-GAAP financial information and a reconciliation of the non-GAAP financial measures to the GAAP equivalents can be found at the end of this release.

“While I am very pleased with our second quarter and year to date financial results, demand is softening in certain areas of our business and we face a difficult near-term revenue outlook,” said Tom Fallon, Infinera’s Chief Executive Officer. “Despite the current challenges, I am confident that by continuing to deliver the differentiated technologies and superior service that our customers have come to expect, we will earn significant market share over time across all of the markets that we serve."

Conference Call Information

Infinera will host a conference call for analysts and investors to discuss its second quarter 2016 results and its outlook for the third quarter of 2016 today at 5:00 p.m. Eastern Time (2:00 p.m. Pacific Time). Interested parties may join the conference call by dialing 1-866-373-6878 (toll free) or 1-412-317-5101 (international). A live webcast of the conference call will also be accessible from the Events & Webcasts section of Infinera’s website at investors.infinera.com. Replay of the audio webcast will be available at investors.infinera.com approximately two hours after the end of the live call.



Contacts:
Media: Anna Vue		Investors: Jeff Hustis
Tel. +1 (916) 595-8157		Tel. +1 (408) 213-7150
avue@infinera.com		jhustis@infinera.com

About Infinera

Infinera provides Intelligent Transport Networks, enabling carriers, cloud operators, governments and enterprises to scale network bandwidth, accelerate service innovation and simplify optical network operations. Infinera’s end-to-end packet-optical portfolio is designed for long-haul, subsea, data center interconnect and metro applications. Infinera’s unique large scale photonic integrated circuits enable innovative optical networking solutions for the most demanding networks. To learn more about Infinera visit www.infinera.com, follow us on Twitter @Infinera and read our latest blog posts at blog.infinera.com.

Forward-Looking Statements

This press release contains certain forward-looking statements based on current expectations, forecasts and assumptions that involve risks and uncertainties. Such forward-looking statements include, without limitation, Infinera’s ability to continue to deliver the differentiated technologies and superior service that its customers have come to expect, and Infinera's ability to earn significant market share over time across all of the markets that it serves. Forward-looking statements can also be identified by forward-looking words such as "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "should," "will," and "would" or similar words. These statements are based on information available to Infinera as of the date hereof and actual results could differ materially from those stated or implied due to risks and uncertainties. The risks and uncertainties that could cause Infinera’s results to differ materially from those expressed or implied by such forward-looking statements include delays in the development and introduction of new products or updates to existing products and market acceptance of these products; Infinera’s ability to successfully integrate the Infinera and Transmode businesses; the effect that changes in product pricing or mix, and/or increases in component costs could have on Infinera’s gross margin; Infinera’s ability to respond to rapid technological changes; Infinera’s reliance on single-source suppliers; aggressive business tactics by Infinera’s competitors; Infinera’s ability to protect Infinera’s intellectual property; claims by others that Infinera infringes their intellectual property; global macroeconomic conditions; war, terrorism, public health issues, natural disasters and other circumstances that could disrupt the supply, delivery or demand of Infinera's products; and other risks and uncertainties detailed in Infinera’s SEC filings from time to time. More information on potential factors that may impact Infinera’s business are set forth in its Quarterly Report on Form 10-Q for the quarter ended on March 26, 2016 as filed with the SEC on May 4, 2016, as well as subsequent reports filed with or furnished to the SEC from time to time. These reports are available on Infinera’s website at www.infinera.com and the SEC’s website at www.sec.gov. Infinera assumes no obligation to, and does not currently intend to, update any such forward-looking statements.

Use of Non-GAAP Financial Information

In addition to disclosing financial measures prepared in accordance with U.S. Generally Accepted Accounting Principles (GAAP), this press release and the accompanying tables contain certain non-GAAP measures that exclude non-cash stock-based compensation expenses, acquisition-related costs, certain purchase accounting adjustments related to Infinera's acquisition of Transmode AB, which closed during the third quarter of 2015, and amortization of debt discount on Infinera’s convertible senior notes. Infinera believes these adjustments are appropriate to enhance an overall understanding of its underlying financial performance and also its prospects for the future and are considered by management for the purpose of making operational decisions. In addition, these results are the primary indicators management uses as a basis for its planning and forecasting of future periods. The presentation of this additional information is not meant to be considered in isolation or as a substitute for net income, basic and diluted net income per share, gross margin or operating margin prepared in accordance with GAAP. Non-GAAP financial measures are not based on a comprehensive set of accounting rules or principles and are subject to limitations. For a description of these non-GAAP financial measures and a reconciliation to the most directly comparable GAAP financial measures, please see the section titled, “GAAP to Non-GAAP Reconciliations.” Infinera anticipates disclosing forward-looking non-GAAP information in its conference call to discuss its second quarter 2016 results, including an estimate of certain non-GAAP financial measures for the third quarter of 2016 that excludes non-cash stock-based compensation expenses, acquisition-related costs, certain purchase accounting adjustments related to Infinera's acquisition of Transmode AB and amortization of debt discount on Infinera’s convertible senior notes.

A copy of this press release can be found on the Investor Relations page of Infinera’s website at www.infinera.com.

Infinera and the Infinera logo are trademarks or registered trademarks of Infinera Corporation. All other trademarks used or mentioned herein belong to their respective owners.

Infinera Corporation

GAAP Condensed Consolidated Statements of Operations

(In thousands, except per share data)

(Unaudited)



	Three Months Ended						Six Months Ended
	June 25, 2016			June 27, 2015			June 25, 2016			June 27, 2015
Revenue:
Product	$	227,532		$	178,982		$	443,614		$	339,825
Services	31,290			28,364			60,026			54,383
Total revenue	258,822			207,346			503,640			394,208
Cost of revenue:
Cost of product	122,438			99,491			240,500			188,997
Cost of services	12,638			11,059			23,056			20,303
Total cost of revenue	135,076			110,550			263,556			209,300
Gross profit	123,746			96,796			240,084			184,908
Operating expenses:
Research and development	59,541			43,421			113,686			82,678
Sales and marketing	30,465			21,535			60,474			42,577
General and administrative	17,658			15,310			34,971			27,966
Total operating expenses	107,664			80,266			209,131			153,221
Income from operations	16,082			16,530			30,953			31,687
Other income (expense), net:
Interest income	595			551			1,117			965
Interest expense	(3,176		)	(2,947		)	(6,331		)	(5,837		)
Other gain (loss), net:	(714		)	4,780			(928		)	5,081
Total other income (expense), net	(3,295		)	2,384			(6,142		)	209
Income before income taxes	12,787			18,914			24,811			31,896
Provision for income taxes	1,475			1,008			1,691			1,624
Net income	11,312			17,906			23,120			30,272
Less: Net loss attributable to noncontrolling interest	(171		)	—			(378		)	—
Net income attributable to Infinera Corporation	$	11,483		$	17,906		$	23,498		$	30,272
Net income per common share attributable to Infinera Corporation:
Basic	$	0.08		$	0.14		$	0.17		$	0.23
Diluted	$	0.08		$	0.13		$	0.16		$	0.22
Weighted average shares used in computing net income per common share:
Basic	142,396			130,349			141,600			129,094
Diluted	145,891			140,642			146,385			138,973

Infinera Corporation

GAAP to Non-GAAP Reconciliations

(In thousands, except percentages and per share data)

(Unaudited)



	Three Months Ended												Six Months Ended
	June 25, 2016				March 26, 2016				June 27, 2015				June 25, 2016				June 27, 2015
Reconciliation of Revenue:
U.S. GAAP as reported	$	258,822			$	244,818			$	207,346			$	503,640			$	394,208
Acquisition-related deferred revenue adjustment⁽¹⁾	174				226				—				400				—
Non-GAAP as adjusted	$	258,996			$	245,044			$	207,346			$	504,040			$	394,208

Reconciliation of Gross Profit:
U.S. GAAP as reported	$	123,746	47.8	%	$	116,338	47.5	%	$	96,796	46.7	%	$	240,084	47.7	%	$	184,908	46.9	%
Stock-based compensation⁽²⁾	1,658				1,532				1,493				3,190				2,736
Acquisition-related deferred revenue adjustment⁽¹⁾	174				226				—				400				—
Amortization of acquired intangible assets⁽³⁾	4,998				4,870				—				9,868				—
Acquisition-related costs⁽⁴⁾	40				39				—				79				—
Non-GAAP as adjusted	$	130,616	50.4	%	$	123,005	50.2	%	$	98,289	47.4	%	$	253,621	50.3	%	$	187,644	47.6	%

Reconciliation of Operating Expenses:
U.S. GAAP as reported	$	107,664			$	101,467			$	80,266			$	209,131			$	153,221
Stock-based compensation⁽²⁾	9,335				6,455				6,716				15,790				12,681
Amortization of acquired intangible assets⁽³⁾	1,584				1,632				—				3,216				—
Acquisition-related costs⁽⁴⁾	402				488				2,264				890				2,726
Non-GAAP as adjusted	$	96,343			$	92,892			$	71,286			$	189,235			$	137,814

Reconciliation of Income from Operations:
U.S. GAAP as reported	$	16,082	6.2	%	$	14,871	6.1	%	$	16,530	8.0	%	$	30,953	6.1	%	$	31,687	8.0	%
Stock-based compensation⁽²⁾	10,993				7,987				8,209				18,980				15,417
Acquisition-related deferred revenue adjustment⁽¹⁾	174				226				—				400				—
Amortization of acquired intangible assets⁽³⁾	6,582				6,502				—				13,084				—
Acquisition-related costs⁽⁴⁾	442				527				2,264				969				2,726
Non-GAAP as adjusted	$	34,273	13.2	%	$	30,113	12.3	%	$	27,003	13.0	%	$	64,386	12.8	%	$	49,830	12.6	%



	Three Months Ended									Six Months Ended
	June 25, 2016			March 26, 2016			June 27, 2015			June 25, 2016			June 27, 2015
Reconciliation of Net Income Attributable to Infinera Corporation:
U.S. GAAP as reported	$	11,483		$	12,015		$	17,906		$	23,498		$	30,272
Stock-based compensation⁽²⁾	10,993			7,987			8,209			18,980			15,417
Acquisition-related deferred revenue adjustment⁽¹⁾	174			226			—			400			—
Amortization of acquired intangible assets⁽³⁾	6,582			6,502			—			13,084			—
Acquisition-related costs⁽⁴⁾	862			527			2,264			1,389			2,726
Acquisition-related forward contract (gain) loss⁽⁵⁾	—			—			(4,782		)	—			(4,782		)
Amortization of debt discount⁽⁶⁾	2,331			2,274			2,109			4,605			4,166
Income tax effects⁽⁷⁾	(1,510		)	(1,502		)	—			(3,012		)	—
Non-GAAP as adjusted	$	30,915		$	28,029		$	25,706		$	58,944		$	47,799

Net Income per Common Share Attributable to Infinera Corporation - Basic:
U.S. GAAP as reported	$	0.08		$	0.09		$	0.14		$	0.17		$	0.23
Non-GAAP as adjusted	$	0.22		$	0.20		$	0.20		$	0.42		$	0.37
Net Income per Common Share Attributable to Infinera Corporation - Diluted:
U.S. GAAP as reported	$	0.08		$	0.08		$	0.13		$	0.16		$	0.22
Non-GAAP as adjusted	$	0.21		$	0.19		$	0.18		$	0.40		$	0.34
Weighted Average Shares Used in Computing Net Income per Common Share:
Basic	142,396			140,805			130,349			141,600			129,094
Diluted	145,851			146,880			140,642			146,366			138,973

_____________________________

⁽¹⁾

Business combination accounting principles require Infinera to write down to fair value its maintenance support contracts assumed in the Transmode acquisition. The revenue for these support contracts is deferred and typically recognized over a one year period, so Infinera's GAAP revenue for the one year period after the acquisition will not reflect the full amount of revenue that would have been reported if the acquired deferred revenue was not written down to fair value. The non-GAAP adjustment eliminates the effect of the deferred revenue write-down. Management believes these adjustments to the revenue from these support contracts are useful to investors as an additional means to reflect revenue trends of Infinera's business.


⁽²⁾	Stock-based compensation expense is calculated in accordance with the fair value recognition provisions of Financial Accounting Standards Board Accounting Standards Codification Topic 718, Compensation – Stock

Compensation effective January 1, 2006. The following table summarizes the effects of stock-based compensation related to employees and non-employees (in thousands):



	Three Months Ended						Six Months Ended
	June 25, 2016		March 26, 2016		June 27, 2015		June 25, 2016		June 27, 2015
Cost of revenue	$	746	$	673	$	613	$	1,419	$	1,095
Research and development	3,904		2,321		2,817		6,225		5,395
Sales and marketing	2,945		2,235		2,070		5,180		3,791
General and administration	2,486		1,899		1,829		4,385		3,495
	10,081		7,128		7,329		17,209		13,776
Cost of revenue - amortization from balance sheet*	912		859		880		1,771		1,641
Total stock-based compensation expense	$	10,993	$	7,987	$	8,209	$	18,980	$	15,417

_____________________________


*	Stock-based compensation expense deferred to inventory and deferred inventory costs in prior periods and recognized in the current period.

⁽³⁾

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

⁽⁴⁾

Acquisition-related costs associated with the Transmode acquisition include legal, financial, employee retention costs and other professional fees incurred in connection with the transaction, including squeeze-out proceedings. These amounts have been adjusted in arriving at Infinera's non-GAAP results because management believes that these expenses are non-recurring, not indicative of ongoing operating performance and their exclusion provides a better indication of Infinera's underlying business performance.

⁽⁵⁾

In April 2015, Infinera entered into a foreign currency forward contract and in July 2015, Infinera entered into a series of foreign currency exchange option contracts to hedge currency exposures associated with the cash portion of the offer to acquire Transmode. The forward contract and option contracts were subsequently closed during the third quarter of 2015. The net change in the fair value of the forward contract and option contracts impacted Infinera's financial statements for the current interim reporting period. Management has excluded the impact of these gains and losses in arriving at Infinera's non-GAAP results because they are non-recurring and management believes that these gains are not indicative of ongoing operating performance.

⁽⁶⁾

Under GAAP, certain convertible debt instruments that may be settled in cash on conversion are required to be separately accounted for as liability (debt) and equity (conversion option) components of the instrument in a manner that reflects the issuer's non-convertible debt borrowing rate. Accordingly, for GAAP purposes, Infinera is required to amortize as debt discount an amount equal to the fair value of the conversion option that was recorded in equity as interest expense on its $150 million 1.75% convertible debt issuance in May 2013 over the term of the notes. Interest expense has been excluded from Infinera's non-GAAP results because management believes that this non-cash expense is not indicative of ongoing operating performance and provides a better indication of Infinera's underlying business performance.


⁽⁷⁾	The difference between the GAAP and non-GAAP tax is due to the net tax effects of the purchase accounting adjustments and acquisition-related costs related to the Transmode acquisition.

Infinera Corporation

Condensed Consolidated Balance Sheets

(In thousands, except par values)

(Unaudited)



	June 25, 2016			December 26, 2015
ASSETS
Current assets:
Cash and cash equivalents	$	138,380		$	149,101
Short-term investments	119,370			125,561
Short-term restricted cash	24,942			—
Accounts receivable, net of allowance for doubtful accounts of $630 in 2016 and 2015	193,414			186,243
Inventory	202,280			174,699
Prepaid expenses and other current assets	29,210			29,511
Total current assets	707,596			665,115
Property, plant and equipment, net	120,095			110,861
Intangible assets	142,108			156,319
Goodwill	189,982			191,560
Long-term investments	87,944			76,507
Cost-method investment	14,500			14,500
Long-term restricted cash	5,355			5,310
Other non-current assets	4,194			4,009
Total assets	$	1,271,774		$	1,224,181
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	83,875		$	92,554
Accrued expenses	36,466			33,736
Accrued compensation and related benefits	41,461			49,887
Accrued warranty	17,737			17,889
Deferred revenue	47,277			42,977
Total current liabilities	226,816			237,043
Long-term debt, net	128,328			123,327
Accrued warranty, non-current	23,252			20,955
Deferred revenue, non-current	19,671			13,881
Deferred tax liability	33,264			35,731
Other long-term liabilities	18,182			16,183
Commitments and contingencies
Stockholders’ equity:
Preferred stock, $0.001 par value
Authorized shares - 25,000 and no shares issued and outstanding	—			—
Common stock, $0.001 par value
Authorized shares - 500,000 as of June 25, 2016 and December 26, 2015
Issued and outstanding shares - 143,141 as of June 25, 2016 and 140,197 as of December 26, 2015	143			140
Additional paid-in capital	1,325,238			1,300,301
Accumulated other comprehensive income (loss)	(1,737		)	1,123
Accumulated deficit	(515,915		)	(539,413		)
Total Infinera Corporation stockholders' equity	807,729			762,151
Noncontrolling interest	14,532			14,910
Total stockholders’ equity	822,261			777,061
Total liabilities and stockholders’ equity	$	1,271,774		$	1,224,181

Infinera Corporation

Condensed Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)



	Six Months Ended
	June 25, 2016			June 27, 2015
Cash Flows from Operating Activities:
Net income	$	23,120		$	30,272
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	29,891			12,850
Amortization of debt discount and issuance costs	5,001			4,524
Amortization of premium on investments	733			1,792
Stock-based compensation expense	18,980			15,417
Other loss (gain)	84			(4,780		)
Changes in assets and liabilities:
Accounts receivable	(7,404		)	45,140
Inventory	(31,304		)	(12,774		)
Prepaid expenses and other assets	(328		)	(1,080		)
Accounts payable	(7,339		)	(23,597		)
Accrued liabilities and other expenses	(5,528		)	1,491
Deferred revenue	10,129			4,216
Accrued warranty	2,165			1,399
Net cash provided by operating activities	38,200			74,870
Cash Flows from Investing Activities:
Purchase of available-for-sale investments	(97,051		)	(112,940		)
Proceeds from sales of available-for-sale investments	—			9,998
Proceeds from maturities of investments	91,714			143,483
Purchase of property and equipment	(23,278		)	(16,098		)
Change in restricted cash	(60		)	290
Net cash provided by (used in) investing activities	(28,675		)	24,733
Cash Flows from Financing Activities:
Security pledge to acquire noncontrolling interest	(24,942		)	—
Proceeds from issuance of common stock	8,586			16,488
Minimum tax withholding paid on behalf of employees for net share settlement	(3,082		)	(4,561		)
Net cash provided by (used in) financing activities	(19,438		)	11,927
Effect of exchange rate changes on cash	(808		)	(7		)
Net change in cash and cash equivalents	(10,721		)	111,523
Cash and cash equivalents at beginning of period	149,101			86,495
Cash and cash equivalents at end of period	$	138,380		$	198,018
Supplemental disclosures of cash flow information:
Cash paid for income taxes, net of refunds	$	3,237		$	1,481
Cash paid for interest	$	1,410		$	1,313
Supplemental schedule of non-cash investing activities:
Transfer of inventory to fixed assets	$	4,009		$	2,205

Infinera Corporation

Supplemental Financial Information

(Unaudited)



	Q3'14			Q4'14			Q1'15			Q2'15			Q3'15			Q4'15			Q1'16			Q2'16
Revenue ($ Mil)		$173.6			$186.3			$186.9			$207.3			$232.5			$260.0			$244.8			$258.8
GAAP Gross Margin %	43.4		%	45.3		%	47.2		%	46.7		%	44.2		%	44.5		%	47.5		%	47.8		%
Non-GAAP Gross Margin %⁽¹⁾	44.2		%	46.1		%	47.8		%	47.4		%	47.5		%	48.3		%	50.2		%	50.4		%
Revenue Composition:
Domestic %	70		%	58		%	68		%	75		%	68		%	62		%	71		%	64		%
International %	30		%	42		%	32		%	25		%	32		%	38		%	29		%	36		%
Customers >10% of Revenue	1			1			2			3			2			2			3			2
Cash Related Information:
Cash from Operations ($ Mil)		$22.3			$18.7			$19.8			$55.0			$32.5			$25.8			$10.0			$28.2
Capital Expenditures ($ Mil)		$4.4			$8.8			$7.4			$8.7			$10.6			$15.3			$10.8			$12.5
Depreciation & Amortization ($ Mil)		$6.5			$6.6			$6.6			$6.3			$9.2			$13.7			$14.7			$15.2
DSO’s	71			76			64			48			55			65			69			68
Inventory Metrics:
Raw Materials ($ Mil)		$11.6			$15.2			$22.4			$30.2			$24.2			$27.9			$33.1			$39.1
Work in Process ($ Mil)		$44.4			$50.0			$45.9			$43.9			$48.5			$52.6			$59.4			$61.0
Finished Goods ($ Mil)		$74.8			$81.3			$88.9			$83.1			$97.2			$94.2			$97.2			$102.2
Total Inventory ($ Mil)		$130.8			$146.5			$157.2			$157.2			$169.9			$174.7			$189.7			$202.3
Inventory Turns⁽²⁾	3.0			2.7			2.5			2.8			2.9			3.1			2.6			2.5
Worldwide Headcount	1,456			1,495			1,530			1,598			1,978			2,056			2,128			2,218

⁽¹⁾

Non-GAAP adjustments include non-cash stock-based compensation expense, certain purchase accounting adjustments related to Infinera's acquisition of Transmode and amortization of acquired intangible assets. For a description of this non-GAAP financial measure, please see the section titled, “GAAP to Non-GAAP Reconciliations” of this press release for a reconciliation to the most directly comparable GAAP financial measures.


⁽²⁾	Infinera calculates non-GAAP inventory turns as annualized non-GAAP cost of revenue before adjustments for non-cash stock-based compensation expense and certain purchase accounting adjustments, divided by the average inventory for the quarter.

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