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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 10-Q

(Mark One)  

ý

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended October 31, 2002

or

o

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                              to                             

Commission file number 000-27999


FINISAR CORPORATION
(Exact name of Registrant as specified in its charter)

Delaware
(State or other jurisdiction of
incorporation or organization)
  94-3038428
(I.R.S. Employer
Identification No.)

1308 Moffett Park Drive
Sunnyvale, California

(Address of principal executive offices)

 

 
94089
(Zip Code)

Registrant's telephone number, including area code:
408-548-1000

Common Stock, $.001 par value
(Title of Class)

        Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý    No o

        At November 30, 2002 there were 200,963,814 shares of the registrant's common stock, $.001 par value, issued and outstanding.





INDEX TO QUARTERLY REPORT ON FORM 10-Q
For the Quarter Ended October 31, 2002

 
   
  Page
PART I   FINANCIAL INFORMATION    
Item 1.   Financial Statements   3
    Condensed Consolidated Balance Sheets as of October 31, 2002 and April 30, 2002   3
    Condensed Consolidated Statements of Operations for the three month and six month periods ended October 31, 2002 and October 31, 2001   4
    Condensed Consolidated Statements of Cash Flows for the six months ended October 31, 2002 and October 31, 2001   5
    Notes to Condensed Consolidated Financial Statements   6
Item 2.   Management's Discussion and Analysis of Financial Condition and Results of Operations   21
Item 3.   Quantitative and Qualitative Disclosure About Market Risk   44
Item 4.   Controls and Procedures   44
PART II   OTHER INFORMATION    
Item 1.   Legal Proceedings   45
Item 2.   Changes in Securities and Use of Proceeds   45
Item 4.   Submission of Matters to a Vote of Security Holders   46
Item 6.   Exhibits and Reports on Form 8-K   46
Signatures   47

2



PART I—FINANCIAL INFORMATION

Item 1. Financial Statements

FINISAR CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)

 
  October 31, 2002
  April 30, 2002
 
ASSETS              
Current assets:              
  Cash and cash equivalents   $ 43,245   $ 75,889  
  Short-term investments     70,734     68,208  
  Restricted investments     6,642     6,560  
  Accounts receivable, trade (net)     25,825     28,962  
  Accounts receivable, other     5,192     11,616  
  Inventories     48,194     59,913  
  Income tax receivable     7,474     7,504  
  Prepaid expenses     2,199     2,365  
  Deferred income taxes     11,074     16,996  
   
 
 
Total current assets     220,579     278,013  
Property, plant, equipment and improvements, net     118,026     125,025  
Restricted investments, long-term     6,468     9,503  
Purchased intangibles, net     71,381     102,380  
Goodwill, net     16,000     476,580  
Other assets     39,803     49,780  
   
 
 
Total assets   $ 472,257   $ 1,041,281  
   
 
 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

 

 

 
Current liabilities:              
  Accounts payable   $ 16,681   $ 34,027  
  Accrued compensation     5,361     7,404  
  Other accrued liabilities     7,191     5,887  
  Current portion of other long-term liabilities     1,384      
  Non-cancelable purchase obligations     7,399     7,731  
  Capital lease obligations     181     361  
   
 
 
Total current liabilities     38,197     55,410  

Long-term liabilities:

 

 

 

 

 

 

 
  Deferred income taxes     11,074     16,996  
  Convertible notes, net of unamortized portion of beneficial conversion feature of $33,459 and $35,761     91,541     89,239  
  Other long-term liabilities     4,000     634  
   
 
 
Total long-term liabilities     106,615     106,869  

Stockholders' equity:

 

 

 

 

 

 

 
  Common stock, $0.001 par value, 200,356,346 shares issued and outstanding at October, 31, 2002 and 192,552,246 shares issued and outstanding at April 30, 2002     201     192  
  Additional paid-in capital     1,215,656     1,209,305  
  Notes receivable from stockholders     (1,185 )   (1,488 )
  Deferred stock compensation     (2,649 )   (6,181 )
  Accumulated other comprehensive income     (219 )   791  
  Accumulated deficit     (884,359 )   (323,617 )
   
 
 
Total stockholders' equity     327,445     879,002  
   
 
 
Total liabilities and stockholders' equity   $ 472,257   $ 1,041,281  
   
 
 

See accompanying notes.

3



FINISAR CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited, in thousands, except per share data)

 
  Three Months Ended
October 31,

  Six Months Ended
October 31,

 
 
  2002
  2001
  2002
  2001
 
Revenues   $ 40,903   $ 35,129   $ 87,950   $ 69,344  
Cost of revenues     32,655     26,709     69,578     81,863  
Amortization of acquired developed technology     5,441     6,780     12,836     13,560  
   
 
 
 
 
Gross profit (loss)     2,807     1,640     5,536     (26,079 )
Operating expenses:                          
  Research and development     15,994     13,577     31,510     25,955  
  Sales and marketing     5,570     5,663     11,726     10,568  
  General and administrative     4,333     3,759     8,183     9,374  
  Amortization of deferred stock compensation     (1,933 )   3,122     (552 )   7,191  
  Acquired in-process research and development                 2,696  
  Amortization of goodwill and other purchased intangibles     143     31,397     472     62,219  
  Impairment of goodwill             485      
  Restructuring costs     1,174         1,174      
  Other acquisition costs     (166 )   259     31     2,098  
   
 
 
 
 
Total operating expenses     25,115     57,777     53,029     120,101  
   
 
 
 
 
Loss from operations     (22,308 )   (56,137 )   (47,493 )   (146,180 )
Interest income (expense), net     (1,583 )   802     (2,924 )   2,096  
Other income (expense), net     (39,316 )   (4,784 )   (49,654 )   (4,322 )
   
 
 
 
 
Loss before income taxes and cumulative effect of an accounting change     (63,207 )   (60,119 )   (100,071 )   (148,406 )
Provision for (benefit from) income taxes     30     (4,745 )   91     (23,745 )
   
 
 
 
 
Loss before cumulative effect of an accounting change     (63,237 )   (55,374 )   (100,162 )   (124,661 )
Cumulative effect of an accounting change to adopt SFAS 142             (460,580 )    
   
 
 
 
 
Net loss   $ (63,237 ) $ (55,374 ) $ (560,742 ) $ (124,661 )
   
 
 
 
 
Loss per share before cumulative effect of an accounting change   $ (0.33 ) $ (0.31 ) $ (0.52 ) $ (0.70 )
Cumulative per share effect of an accounting change to adopt SFAS 142             (2.40 )    
   
 
 
 
 
Loss per share—basic and diluted   $ (0.33 ) $ (0.31 ) $ (2.92 ) $ (0.70 )
   
 
 
 
 
Shares used in loss per share calculation—basic and diluted     194,341     179,790     191,905     177,338  
   
 
 
 
 

See accompanying notes.

4



FINISAR CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited, in thousands)

 
  Six Months Ended October 31,
 
 
  2002
  2001
 
Operating Activities:              
Net loss   $ (560,742 ) $ (124,661 )
Adjustments to reconcile net loss to net cash used in operating activities:              
  Depreciation and amortization     10,567     4,002  
  Amortization of deferred stock compensation     (522 )   7,191  
  Acquired in-process research and development         2,696  
  Amortization of goodwill and other purchased intangibles     472     62,219  
  Amortization of acquired developed technology     12,836     13,560  
  Amortization of beneficial conversion feature     2,302      
  Pro-rate share of losses in a minority investment (equity method)     319     113  
  Cumulative effect of an accounting change     460,580      
  Realized loss on other-than-temporary decline in fair value of investment in marketable securities         13,012  
  Amortization of premium on restricted securities     (328 )    
  Gain on sale of product line         (7,745 )
  Loss on disposal of subsidiary assets     36,839      
  Impairment of minority investment     12,000      
  Impairment of goodwill     485      
Changes in operating assets and liabilities              
  Accounts receivable     2,147     9,154  
  Inventories     10,281     8,916  
  Other assets     4,542     4,115  
  Deferred income taxes         (23,277 )
  Accounts payable     (16,674 )   20,546  
  Accrued compensation     (1,853 )   (3,264 )
  Current income taxes     30     (545 )
  Other accrued liabilities     412     (1,741 )
   
 
 
Net cash used in operating activities     (26,307 )   (15,709 )
Investing activities:              
Purchases of property, plant, equipment and improvements     (12,756 )   (34,892 )
Sale/(purchase) of short-term investments     (255 )   15,516  
Purchase of restricted securities         (18,873 )
Purchase of minority investments     (155 )   (5,039 )
Acquisition of subsidiaries, net of cash assumed         (1,539 )
Acquisition of product line assets     (243 )      
Proceeds from sale of product line         12,750  
Proceeds from disposal of subsidiary assets, net of cash transferred     5,407      
   
 
 
Net cash used in investing activities     (8,002 )   (31,977 )
Financing activities:              
Payments on capital lease obligations     (180 )   (141 )

Change in other long term liabilities

 

 

 

 

 

(1,467

)
Payment received on stockholder note receivable     303     344  
Proceeds of convertible debt offering net of issuance costs         120,882  
Proceeds from exercise of stock options and stock purchase plan net of repurchase of unvested shares     1,542     1,984  
   
 
 
Net cash provided by financing activities     1,665     121,602  
   
 
 
Net (decrease) increase in cash and cash equivalents     (32,644 )   73,916  
Cash and cash equivalents at beginning of period     75,889     42,146  
   
 
 
Cash and cash equivalents at end of period   $ 43,245   $ 116,062  
   
 
 
Supplemental disclosure of cash flow information:              
  Cash paid for interest   $ 3,281   $ 318  
  Cash paid for taxes   $ 91   $  
Supplemental schedule of non-cash investing and financing activities:              
  Issuance of Series A preferred stock and assumption of options in acquisition   $   $ 49,646  
  Issuance of other long term liabilities in connection with acquisition of product line   $ 5,384   $  
  Issuance of common stock in connection with acquisitions   $ 485   $  
  Deferred stock compensation from acquisition         $ 2,350  
  Issuance of common stock upon conversion of notes payable   $ 6,750   $  
  Issuance of common stock on achievement of milestones   $ 1,637   $ 27,723  
  Beneficial conversion feature related to convertible debt   $   $ 38,269  

See accompanying notes.

5



FINISAR CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

1.    Summary of Significant Accounting Policies

Description of Business

        Finisar Corporation was incorporated in the state of California on April 17, 1987. In November 1999, Finisar Corporation reincorporated in the state of Delaware.

        Finisar Corporation designs, manufactures, and markets fiber optic components and subsystems and network test and monitoring systems for high-speed data communications.

Interim Financial Information and Basis of Presentation

        The accompanying unaudited condensed consolidated financial statements as of October 31, 2002, and for the three and six month periods ended October 31, 2002 and 2001, have been prepared in accordance with accounting principles generally accepted in the United States for interim financial statements and pursuant to the rules and regulations of the Securities and Exchange Commission, and include the accounts of Finisar Corporation and its wholly-owned subsidiaries (collectively, "Finisar" or the "Company"). Intercompany accounts and transactions have been eliminated in consolidation. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, the unaudited condensed consolidated financial statements reflect all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of the financial position at October 31, 2002 and the operating results for the three and six month periods ended October 31, 2002 and 2001, and cash flows for the six months ended October 31, 2002 and 2001. These unaudited condensed consolidated financial statements should be read in conjunction with the Company's audited financial statements and notes for the fiscal year ended April 30, 2002.

        The balance sheet at April 30, 2002 has been derived from the audited consolidated financial statements at that date but does not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements.

Fiscal Periods

        The Company maintains its financial records on the basis of a fiscal year ending on April 30, with fiscal quarters ending on the Sunday closest to the end of the period (thirteen-week periods). For ease of reference, all references to period end dates have been presented as though the period ended on the last day of the calendar month. The first three quarters of fiscal 2002 ended on July 29, 2001, October 28, 2001 and January 27, 2002, respectively, and the first three quarters of fiscal 2003 end on July 28, 2002, October 27, 2002 and January 26, 2003, respectively.

Use of Estimates

        The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from these estimates.

6



Revenue Recognition

        The Company follows SEC Staff Accounting Bulletin (SAB) No. 101, "Revenue Recognition in Financial Statements." Specifically, the Company recognizes revenue when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the price is fixed or determinable and collectability is reasonably assured. Allowances for estimated returns and warranty expenses are also estimated and provided for at the time revenue is recognized.

Segment Reporting

        Statement of Financial Accounting Standards No. 131, "Disclosures about Segments of an Enterprise and Related Information" ("SFAS 131") establishes standards for the way that public business enterprises report information about operating segments in annual financial statements and requires that those enterprises report selected information about operating segments in interim financial reports. SFAS 131 also establishes standards for related disclosures about products and services, geographic areas, and major customers. The Company has determined that it operates in two segments consisting of optical components and subsystems, and network test and monitoring systems.

Concentrations of Credit Risk

        Financial instruments which potentially subject Finisar to concentrations of credit risk include cash, cash equivalents, short-term and restricted investments and accounts receivable. Finisar places its cash, cash equivalents and short-term and restricted investments with high-credit quality financial institutions. Such investments are generally in excess of FDIC insurance limits. Concentrations of credit risk, with respect to accounts receivable, exist to the extent of amounts presented in the financial statements. Two customers represented 15.5% and 12.5% of the total accounts receivable at April 30, 2002, and no customers represented 10.0% or greater of the total accounts receivable at October 31, 2002. In many instances, the Company sells to contract manufacturers for the ultimate end customer equipment supplier. Generally, Finisar does not require collateral or other security to support customer receivables. Finisar performs periodic credit evaluations of its customers and maintains an allowance for potential credit losses based on historical experience and other information available to management. Losses to date have been within management's expectations.

Current Vulnerabilities Due to Certain Concentrations

        Finisar sells products primarily to customers located in North America. During the six months ended October 31, 2001, revenues from two customers represented 12.6% and 10.1% of net revenues. During the six months ended October 31, 2002, revenues from one customer represented 10.1% of net revenues. No other customer accounted for more than 10% of revenues in either period.

Research and Development

        Research and development expenditures are charged to operations as incurred.

Cash and Cash Equivalents

        Finisar's cash equivalents consist of money market funds and highly liquid short-term investments with qualified financial institutions. Finisar considers all highly liquid investments with an original maturity from the date of purchase of three months or less to be cash equivalents.

7



Investments

Short-Term Investments

        Short-term investments consist of interest bearing securities with maturities greater than 90 days and an equity security. Pursuant to Statement of Financial Accounting Standard No. 115, "Accounting for Certain Investments in Debt and Equity Securities" ("SFAS 115") the Company has classified its short-term investments as available-for-sale. Available-for-sale securities are stated at market value and unrealized holding gains and losses, net of the related tax effect, are excluded from earnings and are reported as a separate component of stockholders' equity until realized. A decline in the market value of the security below cost that is deemed other than temporary is charged to earnings, resulting in the establishment of a new cost basis for the security. At October 31, 2002, the Company's short term investments consisted of highly liquid investments in both taxable and tax free municipal, government agency and corporate obligations with various maturity dates through December 2005, and an equity security. The difference between market value and amortized cost of these securities at October 31, 2002 was a loss of approximately $219,000, and at April 30, 2002 was a gain of approximately $791,000.

Restricted Investments

        Restricted investments consist of interest bearing securities with maturities greater than 90 days and held in escrow under the terms of the Company's convertible subordinated notes to satisfy the next four required interest payments. In accordance with SFAS 115, the Company has classified its restricted investments as held-to-maturity which are stated at amortized cost.

Other Investments

        The Company uses the cost method of accounting for investments in companies that do not have a readily determinable fair value in which it holds an interest of less than 20% and over which it does not have the ability to exercise significant influence. For entities in which the Company holds an interest of greater than 20% or in which the Company does have the ability to exercise significant influence, the Company uses the equity method. In determining if and when a decline in the market value of these investments below their carrying value is other-than-temporary, and as such whether a write down to market value is required, we evaluate the market conditions, offering prices, trends of earnings and cash flows, price multiples, prospects for liquidity and other key measures of performance. If an indicator of impairment exists, the magnitude of the impairment charge will be determined based on the most recent indication of the investment's value, as reflected by a completed financing or merger transaction or a pending transaction approved by the Board of Directors of the affected company. In instances where the remaining value is determined to be immaterial, the security may be written down to $0. In the six month period ended October 31, 2002, the Company wrote down $12.0 million in such investments. The Company recorded losses of $319,000 for the six months ended October 31, 2002, for investments accounted for on the equity method compared to losses of $113,000 for the same period ended October 31, 2001.

Inventories

        Inventories are stated at the lower of cost (determined on a first-in, first-out basis) or market.

        The Company permanently writes off 100% of the cost of inventory that the Company specifically identifies and considers obsolete or excessive to fulfill future sales estimates. The Company defines obsolete inventory as inventory that will no longer be used in the manufacturing process. Excess inventory is generally defined as inventory in excess of projected usage, and is determined using management's best estimate of future demand at the time, based upon information then available to the Company. The Company uses a twelve-month demand forecast and, in addition to the demand forecast, the Company also considers: (1) parts and subassemblies that can be used in alternative

8



finished products, (2) products in which such parts are likely to be used beyond the twelve month forecast timing horizon due to their strategic importance, (3) parts and subassemblies that are unlikely to be engineered out of the Company's products, and (4) known design changes which would reduce the Company's ability to use the inventory as planned.

Property, Plant, Equipment and Improvements

        Property, plant, equipment and improvements are stated at cost, net of accumulated depreciation and amortization. Property, plant, equipment and improvements are depreciated on a straight-line basis over the estimated useful lives of the assets, generally five years to seven years, except plant which is 40 years. Land is carried at acquisition cost and is not depreciated. Leased land is depreciated over the life of the lease. The cost of equipment under capital leases is recorded at the lower of the present value of the minimum lease payments or the fair value of the asset and is amortized over the shorter of the term of the related lease or the estimated useful life of the asset.

Goodwill and Other Intangible Assets

        Goodwill and other intangible assets result from acquisitions accounted for under the purchase method. Amortization of goodwill and other intangibles has been provided on a straight-line basis over periods ranging from three to five years. The amortization of goodwill ceased with the adoption of SFAS 142 beginning in the first quarter of fiscal 2003 (see "Effect of New Accounting Standards").

Accounting for the Impairment of Long-lived Assets

        The Company periodically evaluates whether changes have occurred that would require revision of the remaining estimated useful life of the property, plant, equipment, improvements and finite lived intangible assets or render them not recoverable. If such circumstances arise, the Company uses an estimate of the discounted value of expected future operating cash flows to determine whether and to what extent the long-lived assets are impaired.

Stock-Based Compensation

        Finisar accounts for employee stock option grants in accordance with Accounting Principles Board Opinion No. 25, "Accounting for Stock Issued to Employees" ("APB Opinion No. 25") and has adopted the disclosure-only alternative of Statement of Financial Accounting Standards No. 123, "Accounting for Stock-Based Compensation" ("SFAS 123"). The Company accounts for stock issued to non-employees in accordance with provisions of SFAS No. 123 and Emerging Issues Task Force Issue No. 96-18, "Accounting for Equity Investments That Are Issued to Other Than Employees for Acquiring, or in Conjunctions with Selling Goods, or Services."

Net Loss Per Share

        Basic net loss per share has been computed using the weighted-average number of shares of common stock outstanding during the period. Diluted net loss per share has been computed using the weighted-average number of shares of common stock and dilutive potential common shares from options and warrants (under the treasury stock method), convertible redeemable preferred stock (on an as-if-converted basis) and convertible notes (on an as-if-converted basis) outstanding during the period.

Comprehensive Income

        Financial Accounting Standards Board Statement of Financial Accounting Standard No. 130, "Reporting Comprehensive Income" ("SFAS 130") establishes rules for reporting and display of comprehensive income and its components. SFAS 130 requires unrealized gains or losses on the Company's available-for-sale securities and foreign currency translation adjustments to be included in

9



comprehensive income. The amount of the change in net unrealized loss on available-for-sale securities in the six months ended October 31, 2002 was $854,000 and in the six months ended October 31, 2001 was $948,000. The amount of foreign currency translation adjustments incurred in the first six months of fiscal 2003 and 2002 were losses of approximately $156,000 and $0, respectively.

Effect of New Accounting Standards

        In June 2001, the FASB issued SFAS 141 "Business Combinations" and SFAS 142 "Goodwill and Other Intangible Assets." SFAS 141 requires business combinations initiated after June 30, 2001 to be accounted for using the purchase method of accounting. SFAS 141 also included guidance on the initial recognition and measurement of goodwill and other intangible assets arising from business combinations completed after June 30, 2001. SFAS 142 prohibits the amortization of goodwill and intangible assets with indefinite useful lives. SFAS 142 requires that these assets be reviewed for impairment at least annually. Intangible assets with finite lives will continue to be amortized over their estimated useful lives.

        SFAS 142 identifies a two-step impairment analysis at the reporting unit level. The initial step requires the Company to determine the fair value of each reporting unit and compare it to the carrying value, including goodwill, of such unit. If the fair value of the reporting unit exceeds the carrying value, no impairment loss is recognized. However, if the carrying value of the reporting unit exceeds its fair value, the goodwill of this unit may be impaired. The amount, if any, of the impairment would then be measured in the second step.

        The Company adopted SFAS 142 on May 1, 2002, and the Company performed the required transitional impairment testing as of the same date and recognized a transitional impairment loss of $460.6 million as a cumulative effect of an accounting change during the quarter ended July 31, 2002. See Note 8 for additional information regarding the impact to the Company's financial statements as a result of the adoption of SFAS 142.

        In August 2001, the FASB issued SFAS 144, "Accounting for the Impairment or Disposal of Long-lived Assets." SFAS 144, which supercedes SFAS 121, establishes a single accounting model, based on the framework established in SFAS 121, for long-lived assets to be disposed of by sale. The Company adopted SFAS 144 on May 1, 2002. Initial adoption of this statement did not have a significant impact on the Company's financial condition or operating results.

        In June 2002, the FASB issued Statement of Financial Accounting Standards No. 146 "Accounting for Costs Associated with Exit or Disposal Activities" (SFAS 146), effective for exit or disposal activities that are initiated after December 31, 2002. Under SFAS 146, a liability for the cost associated with an exit or disposal activity is recognized when the liability is incurred. Under prior guidance, a liability for such costs could be recognized at the date of commitment to an exit plan. The effect of the adoption of SFAS 146 is dependent on the Company's related activities subsequent to the date of adoption.

10



2.    Net Loss Per Share

        The following table presents the calculation of basic and diluted net loss per share (in thousands, except per share amounts):

 
  Three Months Ended October 31,
  Six Months Ended October 31,
 
 
  2002
  2001
  2002
  2001
 
Numerator:                          
  Net loss before cumulative effect of an accounting change   $ (63,237 ) $ (55,374 ) $ (100,162 ) $ (124,661 )
  Cumulative effect of an accounting change to adopt SFAS 142             (460,580 )    
   
 
 
 
 
  Net loss   $ (63,237 ) $ (55,374 ) $ (560,742 ) $ (124,661 )
   
 
 
 
 
Denominator for basic and diluted net loss per share:                          
  Weighted average shares outstanding                          
    —total     200,558     192,355     198,730     190,314  
    —subject to repurchase     (2,893 )   (5,847 )   (3,294 )   (6,258 )
    —performance stock     (3,324 )   (6,718 )   (3,531 )   (6,718 )
   
 
 
 
 
Denominator for basic and diluted net loss per share     194,341     179,790     191,905