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Section 1: 8-K (8-K)

Document


 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
 
 
 
 
 
 
 
 
 
Form 8-K
 
 
 
 
 
 
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
July 30, 2019  
Aerohive Networks, Inc.
(Exact name of registrant as specified in its charter)
 
Delaware
 
001-36355
 
20-4524700
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
1011 McCarthy Boulevard
Milpitas, California 95035
(Address of Principal Executive Offices including Zip Code)
(408) 510-6100
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report) 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): 
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Emerging growth company x

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨





Item 2.02
Results of Operations and Financial Condition.
On July 30, 2019, Aerohive Networks, Inc. (the “Company”) issued a press release announcing its financial results for the second quarter of 2019. A copy of the press release is furnished as Exhibit 99.1 to this report.
This information furnished under Item 2.02 of Form 8-K, “Results of Operations and Financial Condition,” including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01
Financial Statements and Exhibits.
 
(d)
Exhibits.
Exhibit No.
  
Description
 
 
99.1

  
Press release issued by Aerohive Networks, Inc., dated July 30, 2019.


EXHIBIT INDEX
 
Exhibit No.
  
Description
 
 
  

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
 
 
 
 
AEROHIVE NETWORKS, INC.
 
 
 
 
 
 
By:
 
/s/ Steve Debenham
 
 
 
 
Steve Debenham
 
 
 
 
Vice President, General Counsel & Secretary
 
Date: July 30, 2019



(Back To Top)

Section 2: EX-99.1 (EXHIBIT 99.1)

Exhibit


Exhibit 99.1
Aerohive Networks® Reports Q2 2019 Results
MILPITAS, CA — July 30, 2019 — Aerohive Networks (NYSE: HIVE), a leader in cloud-managed networking, today announced financial results for its second quarter ended June 30, 2019.
"We delivered a solid second quarter with revenue, gross margin, and non-GAAP EPS all within or better than our guidance ranges. Aerohive’s Subscription and Support revenue was up 19% year-over-year, reflecting continued improvements in our operating leverage,” stated David Flynn, president and chief executive officer, Aerohive Networks. “As announced in June, we signed a definitive agreement to be acquired by Extreme Networks in an all cash transaction for $4.45 per share. We are very excited about the combination of Extreme Networks and Aerohive Networks and expect the acquisition to close approximately August 9th."
Second Quarter 2019 Financial Summary
Total revenue for the second quarter of fiscal year 2019 was $38.0 million, compared with $40.5 million for the second quarter of 2018. Subscription and support revenue was $13.3 million, or 35% of total revenue, for the second quarter of fiscal year 2019, compared with $11.2 million, or 28% of total revenue, for the second quarter of 2018.
On a GAAP basis, net loss was $6.1 million for the second quarter of fiscal year 2019, compared with a net loss of $2.8 million for the second quarter of 2018. GAAP gross margin was 64.2% for the second quarter of fiscal year 2019, compared with 66.0% for the second quarter of 2018. GAAP net loss per share was $0.11 for the second quarter of fiscal year 2019, compared with a net loss per share of $0.05 for the second quarter of 2018.
On a non-GAAP basis, net income was $1.6 million for the second quarter of fiscal year 2019, compared with a net income of $0.9 million for the second quarter of 2018. Non-GAAP gross margin was 65.0% for the second quarter of fiscal year 2019, compared with 66.7% for the second quarter of 2018. Non-GAAP net income per share was $0.03 for the second quarter of fiscal year 2019, compared with a net income per share of $0.02 for the second quarter of 2018.
Commentary regarding Aerohive Acquisition by Extreme Networks
On June 26, 2019, Aerohive Networks announced that it had entered into a definitive agreement to be acquired by Extreme Networks, Inc. Due to the pending acquisition, Aerohive will not hold an earnings conference call and has suspended the practice of providing forward-looking guidance.
Safe Harbor Statement
This press release may contain forward-looking statements made in reliance upon the safe harbor provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including, but not limited to any statements regarding or relating to the transaction between Aerohive Networks, Extreme Networks, and Clover Merger Sub, Inc., a wholly-owned subsidiary of Extreme Networks (“Purchaser”); any statements of expectation or belief; any statement regarding the future financial performance of Aerohive Networks; and any statements of assumptions underlying any of the foregoing. These forward-looking statements are based on information currently available to Aerohive Networks and are subject to a number of risks, uncertainties and other factors that could cause results to differ from expectations include, but are not limited to: (i) uncertainties as to the timing of the tender offer and the merger; (ii) uncertainties as to how many of the holders of shares will tender their shares into the tender offer; (iii) the possibility that various closing conditions for the tender offer or the merger may not be satisfied or waived; (iv) legal proceedings that may be instituted against Aerohive Networks and others following announcement of the definitive agreement entered into with Extreme Networks and Purchaser; (v) other business effects, including the effects of industrial, economic or political conditions outside of Aerohive Networks’ control; (vi) transaction costs and/or actual or contingent liabilities; and (vii) other risks and uncertainties.  Although Aerohive Networks believes that the expectations reflected in the forward-looking statements are reasonable, Aerohive Networks cannot guarantee future results, performance or achievements and no assurance can be given that the actual results will be consistent with these forward-looking statements.  Aerohive Networks does not intend to update any of the forward-looking statements after the date of this communication to conform these statements to actual results, to changes in management's expectations or otherwise, except as may be required by law.

1



Additional risks and uncertainties that could affect Aerohive’s financial and operating results are included under the captions "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations," in the Company’s recent annual report on Form 10-K and quarterly report on Form 10-Q. Aerohive’s SEC filings are available on the Investor Relations section of the Company’s website at https://ir.aerohive.com and on the SEC's website at www.sec.gov. All forward-looking statements in this press release are based on information available to the Company as of the date hereof, and Aerohive Networks disclaims any obligation to update the forward-looking statements provided to reflect events that occur or circumstances that exist after the date on which they were made, except as required by law.

Non-GAAP Financial Measures
Aerohive’s results for its second quarter of fiscal year 2019 reported in this press release include certain non-GAAP financial measures, including:
 
non-GAAP gross profit and non-GAAP gross margin;
non-GAAP product gross profit and non-GAAP product gross margin;
non-GAAP subscription and support gross profit and non-GAAP subscription and support gross margin;
non-GAAP operating income (loss) and non-GAAP operating margin;
non-GAAP net income (loss) and non-GAAP net income (loss) per share;
non-GAAP operating expenses and non-GAAP functional expenses; and
non-GAAP operating expense percentage and non-GAAP functional expense percentage.
The Company defines non-GAAP financial measures to exclude share-based compensation, adjustments to internal-use software amortization and certain charges related to litigation and restructuring.
The Company has included certain non-GAAP financial measures in this press release because the Company believes they are key measures which can be used to evaluate the business, measure performance, identify trends affecting the business, formulate financial projections and make strategic decisions. In particular, the exclusion of certain expenses in calculating these non-GAAP financial measures can provide a useful measure for period-to-period comparisons of the Company’s core business.

Although investors frequently use non-GAAP financial measures in their evaluations of companies, these non-GAAP financial measures have limitations in that they do not reflect all of the amounts associated with the Company’s results of operations, as determined in accordance with GAAP. Some of these limitations are:
 
the non-GAAP measures do not consider the expense related to stock-based compensation, which is an ongoing expense for the Company;
although amortization of internal-use software is a non-cash charge, the assets being amortized often will have to be replaced in the future, and the non-GAAP measures do not reflect any future cash requirement for such replacements;
excluding certain expenses associated with litigation in the quarter or fiscal year does not reflect the impact on our ongoing operations over these periods of the cash requirement to defend such or other litigation;
restructuring charges excluded in the quarter or fiscal year primarily relate to employee termination costs and benefits and do not reflect the cash requirement relating to the costs associated with such restructuring;
legal and other fees related to the proposed acquisition are items that are non-recurring and excluding these charges provide better comparative measure; and
other companies, including companies in our industry, may not exclude these as non-GAAP financial measures or may include them but calculate them differently, which reduces their usefulness as a comparative measure.
Because of these and other limitations, you should consider non-GAAP financial measures only together with other financial performance measures, including various cash flow metrics, net loss and other GAAP results.
We have provided a description of these non-GAAP financial measures and a reconciliation of the Company's historical non-GAAP financial measures to their most-directly comparable GAAP measures in the financial statement tables included in this press release, and we encourage investors to review the reconciliation.
New Accounting Standard
The Company adopted, effective January 1, 2019, ASC 842, the new accounting standard related to leases. The Company elected not to restate prior-period financial information to reflect this standard.

2



About Aerohive Networks
Aerohive uses Cloud Management, Machine Learning, and Artificial Intelligence to radically simplify and secure the Access Network. Our Cloud-Managed Wireless, Switching, Routing, and Security technologies provide unrivalled flexibility in deployment, management, and licensing. Credited with pioneering Controller-less Wi-Fi and Cloud Management, Aerohive delivers continuous innovation at Cloud-speed that constantly challenges the industry norm, allowing customers to rethink what's possible. Our innovations and global cloud footprint radically simplify Access Network operation for 30,000+ customers and 10+ million daily users. See how at https://www.aerohive.com/customers.
Aerohive was founded in 2006 and is headquartered in Milpitas, CA. For more information, please visit www.aerohive.com, call us at 408-510-6100, follow us on Twitter @Aerohive, subscribe to our blog, or become a fan on our Facebook page.

“Aerohive” and “Aerohive Networks” are registered trademarks of Aerohive Networks, Inc. All product and company names used herein are trademarks or registered trademarks of their respective owners.  All rights reserved.

Investor Relations Contact:
The Blueshirt Group
Melanie Solomon
(408) 769-6720
[email protected]

3



AEROHIVE NETWORKS, INC.
Condensed Consolidated Statements of Operations
(unaudited) (in thousands, except share and per share data)

 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2019
 
2018
 
2019
 
2018
Revenue:
 
 
 
 
 
 
 
Product
$
24,746

 
$
29,268

 
$
45,232

 
$
54,334

Subscription and support
13,291

 
11,207

 
25,822

 
21,908

Total revenue
38,037

 
40,475

 
71,054

 
76,242

Cost of revenue (1):
 
 
 
 
 
 
 
Product
9,888

 
10,379

 
18,885

 
19,050

Subscription and support
3,719

 
3,383

 
7,360

 
6,787

Total cost of revenue
13,607

 
13,762

 
26,245

 
25,837

Gross profit
24,430

 
26,713

 
44,809

 
50,405

Operating expenses:
 
 
 
 
 
 
 
Research and development (1)
9,668

 
8,581

 
18,431

 
17,860

Sales and marketing (1)
13,170

 
15,731

 
27,667

 
31,401

General and administrative (1)
7,711

 
5,272

 
13,722

 
11,226

Total operating expenses
30,549

 
29,584

 
59,820

 
60,487

Operating loss
(6,119
)
 
(2,871
)
 
(15,011
)
 
(10,082
)
Interest income
475

 
337

 
971

 
626

Interest expense
(200
)
 
(183
)
 
(407
)
 
(347
)
Other income (expense), net
(80
)
 
(31
)
 
(77
)
 
(204
)
Loss before income taxes
(5,924
)
 
(2,748
)
 
(14,524
)
 
(10,007
)
Provision for income taxes
158

 
84

 
210

 
142

Net loss
$
(6,082
)
 
$
(2,832
)
 
$
(14,734
)
 
$
(10,149
)
Net loss per share, basic and diluted
$
(0.11
)
 
$
(0.05
)
 
$
(0.26
)
 
$
(0.19
)
Weighted-average shares used in computing net loss per share, basic and diluted
56,676,019

 
54,828,749

 
56,354,579

 
54,582,129

 
 
 
 
 
 
 
 
(1) Includes stock-based compensation as follows:
 
 
 
 
 
 
 
Cost of revenue
$
240

 
$
256

 
$
466

 
$
502

Research and development
867

 
968

 
1,953

 
2,014

Sales and marketing
913

 
1,110

 
1,839

 
2,107

General and administrative
1,133

 
1,250

 
2,480

 
2,632

Total stock-based compensation
$
3,153

 
$
3,584

 
$
6,738

 
$
7,255

 
 
 
 
 
 
 
 



4



AEROHIVE NETWORKS, INC.
Condensed Consolidated Balance Sheets
(unaudited) (in thousands)
 
June 30,
 
December 31,
 
2019
 
2018
ASSETS
 
 
 
CURRENT ASSETS:
 
 
 
Cash and cash equivalents
$
36,379

 
$
26,049

Short-term investments
57,571

 
66,052

Accounts receivable, net
11,915

 
16,185

Inventories
14,303

 
16,117

Prepaid expenses and other current assets
6,763

 
6,399

Total current assets
126,931

 
130,802

Property and equipment, net
4,552

 
5,947

Operating lease right-of-use assets
4,066

 

Goodwill
513

 
513

Other assets
4,276

 
4,255

Total assets
$
140,338

 
$
141,517

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
CURRENT LIABILITIES:
 
 
 
Accounts payable
$
14,061

 
$
16,129

Accrued liabilities
7,707

 
8,937

Operating lease liabilities, current
1,024

 

Debt, current

 
20,000

Deferred revenue, current
41,532

 
38,786

Total current liabilities
64,324

 
83,852

Debt, non-current
20,000

 

Deferred revenue, non-current
40,877

 
38,475

Operating lease liabilities, non-current
3,211

 

Other liabilities
1,179

 
1,582

Total liabilities
129,591

 
123,909

Stockholders’ equity:
 
 
 
Preferred stock

 

Common stock
57

 
56

Additional paid–in capital
301,722

 
293,910

Treasury stock
(10,584
)
 
(10,584
)
Accumulated other comprehensive income (loss)
46

 
(14
)
Accumulated deficit
(280,494
)
 
(265,760
)
Total stockholders’ equity
10,747

 
17,608

Total liabilities and stockholders’ equity
$
140,338

 
$
141,517

 
 
 
 

5



AEROHIVE NETWORKS, INC.
Condensed Consolidated Statements of Cash Flows
(unaudited) (in thousands)

 
Six Months Ended June 30,
 
2019
 
2018
Cash flows from operating activities
 
 
 
Net loss
$
(14,734
)
 
$
(10,149
)
Adjustments to reconcile net loss to net cash provided by operating activities:
 
 
 
Depreciation and amortization
1,492

 
1,493

Stock-based compensation
6,738

 
7,255

Other
(346
)
 
(274
)
Changes in operating assets and liabilities:
 
 
 
Accounts receivable, net
4,270

 
475

Inventories
1,814

 
2,261

Prepaid expenses and other current assets
(524
)
 
(293
)
Operating lease right-of-use assets and other assets
754

 
(370
)
Accounts payable
(1,950
)
 
(105
)
Accrued liabilities and other current liabilities
(1,647
)
 
478

Operating lease liabilities, non-current and other liabilities
(335
)
 
12

Deferred revenue
5,148

 
4,267

Net cash provided by operating activities
680

 
5,050

Cash flows from investing activities
 
 
 
Purchases of property and equipment
(436
)
 
(1,439
)
Maturities of short-term investments
57,482

 
38,651

Purchases of short-term investments
(48,374
)
 
(33,360
)
Net cash provided by investing activities
8,672

 
3,852

Cash flows from financing activities
 
 
 
Proceeds from exercise of vested stock options and employee stock purchase plan
1,462

 
1,612

Payment for shares withheld for tax withholdings on vesting of restricted stock units
(387
)
 
(1,673
)
Payment to repurchase common stock

 
(1,023
)
Payment on finance lease (capital lease prior to adoption of ASC 842)
(97
)
 
(94
)
Net cash provided by (used in) financing activities
978

 
(1,178
)
Net increase in cash and cash equivalents
10,330

 
7,724

Cash and cash equivalents at beginning of period
26,049

 
27,249

Cash and cash equivalents at end of period
$
36,379

 
$
34,973

 
 
 
 


6



AEROHIVE NETWORKS, INC.
Reconciliation of GAAP to Non-GAAP Financial Measures
(Unaudited) (in thousands, except share and per share data)
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
 
2019
 
2018
 
2019
 
2018
 
 
 
 
 
 
 
 
 
 
 
 
 
Amount
Margin
 
Amount
Margin
 
Amount
Margin
 
Amount
Margin
Gross Profit and Gross Margin Reconciliations:
 
 
 
 
 
 
 
 
 
 
GAAP gross profit
 
$
24,430

64.2
 %
 
$
26,713

66.0
 %
 
$
44,809

63.1
 %
 
$
50,405

66.1
 %
Stock-based compensation
 
240

0.6
 %
 
256

0.6
 %
 
466

0.7
 %
 
502

0.7
 %
Amortization of internal-use software
 
35

0.1
 %
 
35

0.1
 %
 
70

0.1
 %
 
70

0.1
 %
Restructuring charges
 
27

0.1
 %
 

 %
 
27

 %
 

 %
Non-GAAP gross profit
 
$
24,732

65.0
 %
 
$
27,004

66.7
 %
 
$
45,372

63.9
 %
 
$
50,977

66.9
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
Product Gross Profit and Product Gross Margin Reconciliations:
 
 
 
 
 
 
 
 
 
GAAP product gross margin
 
$
14,858

60.0
 %
 
$
18,889

64.5
 %
 
$
26,347

58.2
 %
 
$
35,284

64.9
 %
Stock-based compensation
 
32

0.1
 %
 
32

0.1
 %
 
61

0.2
 %
 
62

0.2
 %
Restructuring charges
 
1

 %
 

 %
 
1

 %
 

 %
Non-GAAP product gross margin
 
$
14,891

60.1
 %
 
$
18,921

64.6
 %
 
$
26,409

58.4
 %
 
$
35,346

65.1
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
Subscription and Support Gross Profit and Subscription and Support Gross Margin Reconciliations:
 
 
 
GAAP subscription and support gross margin
 
$
9,572

72.0
 %
 
$
7,824

69.8
 %
 
$
18,462

71.5
 %
 
$
15,121

69.0
 %
Stock-based compensation
 
208

1.5
 %
 
224

2.0
 %
 
405

1.5
 %
 
440

2.0
 %
Amortization of internal-use software
 
35

0.3
 %
 
35

0.3
 %
 
70

0.3
 %
 
70

0.3
 %
Restructuring charges
 
26

0.2
 %
 
$

 %
 
26

0.1
 %
 

 %
Non-GAAP subscription and support gross margin
 
$
9,841

74.0
 %
 
$
8,083

72.1
 %
 
$
18,963

73.4
 %
 
$
15,631

71.3
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating Income (Loss) and Operating Margin Reconciliations:
 
 
 
 
 
 
GAAP operating loss
 
$
(6,119
)
(16.1
)%
 
$
(2,871
)
(7.1
)%
 
$
(15,011
)
(21.1
)%
 
$
(10,082
)
(13.2
)%
Stock-based compensation
 
3,153

8.3
 %
 
3,584

8.9
 %
 
6,738

9.5
 %
 
7,255

9.5
 %
Amortization of internal-use software
 
35

0.1
 %
 
35

0.1
 %
 
70

0.1
 %
 
70

0.1
 %
Restructuring charges
 
2,284

6.0
 %
 

 %
 
2,284

3.2
 %
 

 %
Charges related to securities litigation
 
95

0.2
 %
 
64

0.1
 %
 
290

0.4
 %
 
153

0.2
 %
Legal and other fees related to proposed acquisition
 
2,100

5.6
 %
 

 %
 
2,100

2.9
 %
 

 %
Non-GAAP operating income (loss)
 
$
1,548

4.1
 %
 
$
812

2.0
 %
 
$
(3,529
)
(5.0
)%
 
$
(2,604
)
(3.4
)%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Amount
Per share
 
Amount
Per share
 
Amount
Per share
 
Amount
Per share
Net Income (Loss) and Net Income (Loss) per Share Reconciliations:
 
 
 
 
 
 
GAAP net loss
 
$
(6,082
)
$
(0.11
)
 
$
(2,832
)
$
(0.05
)
 
$
(14,734
)
$
(0.26
)
 
$
(10,149
)
$
(0.19
)
Stock-based compensation
 
3,153

0.06

 
3,584

0.07

 
6,738

0.12

 
7,255

0.14

Amortization of internal-use software
 
35


 
35


 
70


 
70


Restructuring charges
 
2,284

0.04

 


 
2,284

0.04

 


Charges related to securities litigation
 
95


 
64


 
290


 
153


Legal and other fees related to proposed acquisition
 
2,100

0.04

 


 
2,100

0.04

 


Non-GAAP net income (loss)
 
$
1,585

$
0.03

 
$
851

$
0.02

 
$
(3,252
)
$
(0.06
)
 
$
(2,671
)
$
(0.05
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Shares Used in Computing non-GAAP Basic and Diluted Net Income (Loss) per Share:
 
 
 
 
 
 
Weighted average shares used in computing net loss per share, basic
 
56,676,019

 
 
54,828,749

 
 
56,354,579

 
 
54,582,129

 
Weighted average shares used in computing net income (loss) per share, diluted
 
57,277,330

 
 
56,002,902

 
 
56,354,579

 
 
54,582,129

 
 
 
 
 
 
 
 
 
 
 
 
 
 

7




AEROHIVE NETWORKS, INC.
Reconciliation of GAAP to Non-GAAP Financial Measures
(Unaudited) (in thousands, except share and per share data)
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
 
2019
 
2018
 
2019
 
2018
 
 
 
 
 
 
 
 
 
 
 
 
 
Amount
% of Revenue
 
Amount
% of Revenue
 
Amount
% of Revenue
 
Amount
% of Revenue
Operating and Functional Expenses and Expenses Percentages Reconciliations:
 
 
 
 
 
 
 
 
 
 
 
 
GAAP research and development
 
$
9,668

25.4
 %
 
$
8,581

21.2
 %
 
$
18,431

25.9
 %
 
17,860

23.4
 %
Stock-based compensation
 
(867
)
(2.3
)%
 
(968
)
(2.4
)%
 
(1,953
)
(2.7
)%
 
(2,014
)
(2.6
)%
Restructuring charges
 
(2,048
)
(5.3
)%
 

 %
 
(2,048
)
(2.9
)%
 

 %
Non-GAAP research and development
 
$
6,753

17.8
 %
 
$
7,613

18.8
 %
 
$
14,430

20.3
 %
 
$
15,846

20.8
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
GAAP sales and marketing
 
$
13,170

34.6
 %
 
$
15,731

38.9
 %
 
$
27,667

38.9
 %
 
$
31,401

41.2
 %
Stock-based compensation
 
(913
)
(2.4
)%
 
(1,110
)
(2.8
)%
 
(1,839
)
(2.6
)%
 
(2,107
)
(2.8
)%
Restructuring charges
 
(166
)
(0.4
)%
 

 %
 
(166
)
(0.2
)%
 

 %
Non-GAAP sales and marketing
 
$
12,091

31.8
 %
 
$
14,621

36.1
 %
 
$
25,662

36.1
 %
 
$
29,294

38.4
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
GAAP general and administrative
 
$
7,711

20.3
 %
 
$
5,272

13.0
 %
 
$
13,722

19.3
 %
 
$
11,226

14.7
 %
Stock-based compensation
 
(1,133
)
(3.0
)%
 
(1,250
)
(3.1
)%
 
(2,480
)
(3.5
)%
 
(2,632
)
(3.4
)%
Restructuring charges
 
(43
)
(0.1
)%
 

 %
 
(43
)
(0.1
)%
 

 %
Charges related to securities litigation
 
(95
)
(0.2
)%
 
(64
)
(0.2
)%
 
(290
)
(0.4
)%
 
(153
)
(0.2
)%
Legal and other fees related to proposed acquisition
 
(2,100
)
(5.6
)%
 

 %
 
(2,100
)
(2.9
)%
 

 %
Non-GAAP general and administrative
 
$
4,340

11.4
 %
 
$
3,958

9.8
 %
 
$
8,809

12.4
 %
 
$
8,441

11.1
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
GAAP operating expenses
 
$
30,549

80.3
 %
 
$
29,584

73.1
 %
 
$
59,820

84.2
 %
 
$
60,487

79.3
 %
Stock-based compensation
 
(2,913
)
(7.7
)%
 
(3,328
)
(8.2
)%
 
(6,272
)
(8.8
)%
 
(6,753
)
(8.8
)%
Restructuring charges
 
(2,257
)
(5.9
)%
 

 %
 
(2,257
)
(3.2
)%
 

 %
Charges related to securities litigation
 
(95
)
(0.2
)%
 
(64
)
(0.2
)%
 
(290
)
(0.4
)%
 
(153
)
(0.2
)%
Legal and other fees related to proposed acquisition
 
(2,100
)
(5.5
)%
 

 %
 
(2,100
)
(3.0
)%
 

 %
Non-GAAP operating expenses
 
$
23,184

61.0
 %
 
$
26,192

64.7
 %
 
$
48,901

68.8
 %
 
$
53,581

70.3
 %
 
 
 
 
 
 
 
 
 
 
 
 
 












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