Delaware
(State or other jurisdiction of incorporation or organization)
|
|
74-1871327
(I.R.S. Employer Identification Number)
|
|
|
|
11500 North MoPac Expressway
Austin, Texas
|
|
78759
|
(address of principal executive offices)
|
|
(zip code)
|
Class
|
Outstanding at April 25, 2018
|
Common Stock - $0.01 par value
|
131,204,795
|
Page No.
|
||
|
|
|
|
||
|
|
|
|
|
|
|
March 31, 2018 (unaudited) and December 31, 2017
|
|
|
|
|
|
|
|
|
(unaudited) for the three month periods ended March 31, 2018 and 2017
|
|
|
|
|
|
|
|
|
(unaudited) for the three month periods ended March 31, 2018 and 2017
|
|
|
|
|
|
|
|
|
(unaudited) for the three month periods ended March 31, 2018 and 2017
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31,
|
|
December 31,
|
||||
|
2018
|
|
2017
|
||||
Assets
|
(unaudited)
|
|
|
|
|||
Current assets:
|
|
|
|
|
|
||
Cash and cash equivalents
|
$
|
250,365
|
|
|
$
|
290,164
|
|
Short-term investments
|
164,159
|
|
|
121,888
|
|
||
Accounts receivable, net
|
242,291
|
|
|
248,825
|
|
||
Inventories, net
|
193,273
|
|
|
184,592
|
|
||
Prepaid expenses and other current assets
|
65,701
|
|
|
48,621
|
|
||
Total current assets
|
915,789
|
|
|
894,090
|
|
||
Property and equipment, net
|
248,799
|
|
|
249,715
|
|
||
Goodwill
|
269,620
|
|
|
266,783
|
|
||
Intangible assets, net
|
126,242
|
|
|
123,293
|
|
||
Other long-term assets
|
31,155
|
|
|
32,553
|
|
||
Total assets
|
$
|
1,591,605
|
|
|
$
|
1,566,434
|
|
Liabilities and stockholders' equity
|
|
|
|
|
|
||
Current liabilities:
|
|
|
|
|
|
||
Accounts payable and accrued liabilities
|
$
|
52,856
|
|
|
$
|
49,733
|
|
Accrued compensation
|
34,640
|
|
|
43,309
|
|
||
Deferred revenue - current
|
127,766
|
|
|
120,638
|
|
||
Other current liabilities
|
32,478
|
|
|
23,782
|
|
||
Other taxes payable
|
28,229
|
|
|
31,793
|
|
||
Total current liabilities
|
275,969
|
|
|
269,255
|
|
||
Deferred income taxes
|
32,774
|
|
|
33,609
|
|
||
Liability for uncertain income tax positions
|
10,486
|
|
|
10,158
|
|
||
Income taxes payable - non-current
|
81,515
|
|
|
81,515
|
|
||
Deferred revenue - long-term
|
31,021
|
|
|
33,742
|
|
||
Other long-term liabilities
|
10,134
|
|
|
10,134
|
|
||
Total liabilities
|
441,899
|
|
|
438,413
|
|
||
Commitments and contingencies
|
|
|
|
|
|
||
Stockholders' equity:
|
|
|
|
|
|
||
Preferred stock: par value $0.01; 5,000,000 shares authorized; none issued and outstanding
|
—
|
|
|
—
|
|
||
Common stock: par value $0.01; 360,000,000 shares authorized; 131,204,795 shares and 129,202,979 shares issued and outstanding, respectively
|
1,312
|
|
|
1,310
|
|
||
Additional paid-in capital
|
846,743
|
|
|
829,979
|
|
||
Retained earnings
|
315,951
|
|
|
313,241
|
|
||
Accumulated other comprehensive loss
|
(14,300
|
)
|
|
(16,509
|
)
|
||
Total stockholders’ equity
|
1,149,706
|
|
|
1,128,021
|
|
||
Total liabilities and stockholders’ equity
|
$
|
1,591,605
|
|
|
$
|
1,566,434
|
|
|
|
Three Months Ended
|
||||||
|
|
March 31,
|
||||||
|
|
2018
|
|
2017
|
||||
|
|
|
|
|
|
|
||
Net sales:
|
|
|
|
|
|
|
||
Product
|
|
$
|
280,359
|
|
|
$
|
271,512
|
|
Software maintenance
|
|
31,538
|
|
|
28,594
|
|
||
Total net sales
|
|
311,897
|
|
|
300,106
|
|
||
|
|
|
|
|
|
|
||
Cost of sales:
|
|
|
|
|
|
|
||
Product
|
|
72,317
|
|
|
75,196
|
|
||
Software maintenance
|
|
2,206
|
|
|
1,328
|
|
||
Total cost of sales
|
|
74,523
|
|
|
76,524
|
|
||
|
|
|
|
|
|
|
||
Gross profit
|
|
237,374
|
|
|
223,582
|
|
||
|
|
|
|
|
|
|
||
Operating expenses:
|
|
|
|
|
|
|
||
Sales and marketing
|
|
120,117
|
|
|
117,258
|
|
||
Research and development
|
|
61,843
|
|
|
58,263
|
|
||
General and administrative
|
|
27,277
|
|
|
25,743
|
|
||
Total operating expenses
|
|
209,237
|
|
|
201,264
|
|
||
|
|
|
|
|
|
|
||
Operating income
|
|
28,137
|
|
|
22,318
|
|
||
|
|
|
|
|
|
|
||
Other income:
|
|
|
|
|
|
|
||
Interest income
|
|
1,015
|
|
|
343
|
|
||
Net foreign exchange gain
|
|
979
|
|
|
82
|
|
||
Other (loss) gain, net
|
|
(519
|
)
|
|
431
|
|
||
Income before income taxes
|
|
29,612
|
|
|
23,174
|
|
||
Provision for income taxes
|
|
5,344
|
|
|
5,026
|
|
||
|
|
|
|
|
|
|
||
Net income
|
|
$
|
24,268
|
|
|
$
|
18,148
|
|
|
|
|
|
|
|
|
||
Basic earnings per share
|
|
$
|
0.19
|
|
|
0.14
|
|
|
|
|
|
|
|
|
|
||
Weighted average shares outstanding - basic
|
|
131,127
|
|
|
129,438
|
|
||
|
|
|
|
|
|
|
||
Diluted earnings per share
|
|
$
|
0.18
|
|
|
$
|
0.14
|
|
|
|
|
|
|
|
|
||
Weighted average shares outstanding - diluted
|
|
132,624
|
|
|
130,108
|
|
||
|
|
|
|
|
|
|
||
Dividends declared per share
|
|
$
|
0.23
|
|
|
$
|
0.21
|
|
|
|
Three Months Ended
|
||||||
|
|
March 31,
|
||||||
|
|
2018
|
|
2017
|
||||
|
|
|
|
|
|
|
||
Net income
|
|
$
|
24,268
|
|
|
$
|
18,148
|
|
Other comprehensive income, before tax and net of reclassification adjustments:
|
|
|
|
|
|
|
||
Foreign currency translation adjustment
|
|
5,804
|
|
|
3,961
|
|
||
Unrealized loss on securities available-for-sale
|
|
(696
|
)
|
|
(4
|
)
|
||
Unrealized loss on derivative instruments
|
|
(3,771
|
)
|
|
(2,812
|
)
|
||
Other comprehensive gain, before tax
|
|
1,337
|
|
|
1,145
|
|
||
Tax benefit related to items of other comprehensive income
|
|
(872
|
)
|
|
(957
|
)
|
||
Other comprehensive gain, net of tax
|
|
2,209
|
|
|
2,102
|
|
||
Comprehensive income
|
|
$
|
26,477
|
|
|
$
|
20,250
|
|
|
|
Three Months Ended
|
||||||
|
|
March 31,
|
||||||
|
|
2018
|
|
2017
|
||||
Cash flow from operating activities:
|
|
|
|
|
|
|
||
Net income
|
|
$
|
24,268
|
|
|
$
|
18,148
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
|
||
Depreciation and amortization
|
|
17,436
|
|
|
18,669
|
|
||
Stock-based compensation
|
|
8,204
|
|
|
6,402
|
|
||
Tax expense from deferred income taxes
|
|
(2,046
|
)
|
|
(2,984
|
)
|
||
Changes in operating assets and liabilities
|
|
(7,879
|
)
|
|
6,441
|
|
||
Net cash provided by operating activities
|
|
39,983
|
|
|
46,676
|
|
||
|
|
|
|
|
|
|
||
Cash flow from investing activities:
|
|
|
|
|
|
|
||
Capital expenditures
|
|
(8,115
|
)
|
|
(10,811
|
)
|
||
Capitalization of internally developed software
|
|
(7,668
|
)
|
|
(11,624
|
)
|
||
Additions to other intangibles
|
|
(2,855
|
)
|
|
(525
|
)
|
||
Purchases of short-term investments
|
|
(52,355
|
)
|
|
(25,253
|
)
|
||
Sales and maturities of short-term investments
|
|
10,211
|
|
|
11,931
|
|
||
Net cash used in investing activities
|
|
(60,782
|
)
|
|
(36,282
|
)
|
||
|
|
|
|
|
|
|
||
Cash flow from financing activities:
|
|
|
|
|
|
|
||
Proceeds from issuance of common stock
|
|
8,600
|
|
|
7,817
|
|
||
Dividends paid
|
|
(30,177
|
)
|
|
(27,201
|
)
|
||
Net cash used in financing activities
|
|
(21,577
|
)
|
|
(19,384
|
)
|
||
|
|
|
|
|
|
|
||
Effect of exchange rate changes on cash
|
|
2,577
|
|
|
2,715
|
|
||
|
|
|
|
|
|
|
||
Net change in cash and cash equivalents
|
|
(39,799
|
)
|
|
(6,275
|
)
|
||
Cash and cash equivalents at beginning of period
|
|
290,164
|
|
|
285,283
|
|
||
Cash and cash equivalents at end of period
|
|
$
|
250,365
|
|
|
$
|
279,008
|
|
|
|
Three Months Ended March 31,
|
||||
|
|
(In thousands)
|
||||
|
|
(Unaudited)
|
||||
|
|
2018
|
|
2017
|
||
Weighted average shares outstanding-basic
|
|
131,127
|
|
|
129,438
|
|
Plus: Common share equivalents
|
|
|
|
|
|
|
RSUs
|
|
1,497
|
|
|
670
|
|
Weighted average shares outstanding-diluted
|
|
132,624
|
|
|
130,108
|
|
|
Balance at December 31, 2017
|
Adjustments Due to ASU 2014-09
|
Balance at January 1, 2018
|
|||||
Balance Sheet
|
|
|
|
|||||
Assets
|
|
|
|
|||||
Accounts receivable, net
|
$
|
248,825
|
|
2,399
|
|
$
|
251,224
|
|
Other long-term assets
|
32,553
|
|
(106
|
)
|
32,447
|
|
||
|
|
|
|
|||||
Liabilities and Stockholders' Equity
|
|
|
|
|||||
Deferred revenue - current
|
120,638
|
|
(9,067
|
)
|
111,571
|
|
||
Deferred revenue - long-term
|
33,742
|
|
(997
|
)
|
32,745
|
|
||
Other current liabilities
|
23,782
|
|
2,100
|
|
25,882
|
|
||
Deferred income taxes
|
33,609
|
|
1,638
|
|
35,247
|
|
||
Retained earnings
|
$
|
313,241
|
|
8,619
|
|
$
|
321,860
|
|
|
For the three month period ended March 31, 2018
|
|||||||
|
As Reported
|
Without Adoption of ASU 2014-09
|
Effect of Change Increase/(Decrease)
|
|||||
Income Statement
|
|
|
|
|||||
Net Sales
|
|
|
|
|||||
Products
|
$
|
280,359
|
|
273,947
|
|
$
|
6,412
|
|
Software Maintenance
|
31,538
|
|
31,538
|
|
—
|
|
||
Total net sales
|
311,897
|
|
305,485
|
|
6,412
|
|
||
|
|
|
|
|||||
Operating Expenses
|
209,237
|
|
209,260
|
|
(23
|
)
|
||
|
|
|
|
|||||
Operating Income
|
28,137
|
|
21,702
|
|
6,435
|
|
||
|
|
|
|
|||||
Provision for income taxes
|
5,344
|
|
4,186
|
|
1,158
|
|
||
|
|
|
|
|||||
Net income
|
$
|
24,268
|
|
18,991
|
|
$
|
5,277
|
|
|
|
|
|
|
||||
Basic earnings per share
|
$
|
0.19
|
|
0.15
|
|
$
|
0.04
|
|
Diluted earnings per share
|
$
|
0.18
|
|
0.14
|
|
$
|
0.04
|
|
|
March 31, 2018
|
|||||
|
As Reported
|
Balances Without Adoption of ASU 2014-09
|
Effect of Change Increase/(Decrease)
|
|||
Balance Sheet
|
|
|
|
|||
Assets
|
|
|
|
|||
Accounts receivable, net
|
242,291
|
|
239,949
|
|
2,342
|
|
Other long-term assets
|
31,155
|
|
31,238
|
|
(83
|
)
|
|
|
|
|
|||
Liabilities and Stockholders' Equity
|
|
|
|
|||
Deferred revenue - current
|
127,766
|
|
142,429
|
|
(14,663
|
)
|
Deferred revenue - non-current
|
31,021
|
|
32,834
|
|
(1,813
|
)
|
Other current liabilities
|
32,478
|
|
29,220
|
|
3,258
|
|
Deferred income taxes
|
32,774
|
|
31,136
|
|
1,638
|
|
Retained earnings
|
315,951
|
|
329,790
|
|
13,839
|
|
•
|
ASU 2017-01, Business Combinations (Topic 805)
Clarifying the Definition of a Business
|
•
|
ASU 2016-18, Statement of Cash Flows (Topic 230)
Restricted Cash
|
•
|
ASU 2016-15, Statement of Cash Flows (Topic 230),
Classification of Certain Cash Receipts and Cash Payments
|
•
|
ASU 2016-01, Financial Instruments - Overall (Subtopic 825-10),
Recognition and Measurement of Financial Assets and Liabilities
|
Performance Obligation
|
When performance obligation is typically satisfied
|
When payment is typically due
|
How Standalone Selling Price is Typically Estimated
|
Product revenue
|
|||
Modular hardware
|
When customer obtains control of the product (point in time)
|
Within 30-90 days of shipment
|
Observable in transactions without multiple performance obligations
|
Software licenses
|
When license is delivered to customer or made available for download, and the applicable license period has begun (point-in-time)
|
Within 30-90 days of the beginning of license period
|
Established pricing practices for software licenses bundled with maintenance, which are separately observable in renewal transactions
|
Extended hardware warranty
|
Ratably over the course of the support contract (over time)
|
At the beginning of the contract period
|
Observable in renewal transactions
|
Other related support offerings
|
As work is performed (over time) or course is delivered (point in time)
|
Within 30-90 days of delivery
|
Observable in transactions without multiple performance obligations
|
Software maintenance revenue
|
|||
Software maintenance
|
Ratably over the course of the support contract (over time)
|
At the beginning of the contract period
|
Observable in renewal transactions
|
|
Amount
|
||
|
(In thousands)
|
||
Deferred Revenue at December 31, 2017
|
$
|
154,380
|
|
Impact of adopting new revenue standard
|
(10,064
|
)
|
|
Deferred Revenue at January 1, 2018
|
$
|
144,316
|
|
Deferral of revenue billed in current period, net of recognition
|
54,868
|
|
|
Recognition of revenue deferred in prior periods
|
(42,670
|
)
|
|
Foreign currency translation impact
|
2,273
|
|
|
Balance as of March 31, 2018 (unaudited)
|
$
|
158,787
|
|
•
|
We expense costs as incurred for costs to obtain a contract when the amortization period would have been one year or less. These costs include our internal sales force compensation program and certain partner sales incentive programs as we have determined annual compensation is commensurate with annual sales activities.
|
•
|
We generally expense sales commissions when incurred because the amortization period would have been one year or less. These costs are recorded within sales and marketing expenses.
|
•
|
We do not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed.
|
•
|
We do not consider the time value of money for contracts with original durations of one year or less.
|
|
|
As of March 31, 2018
|
||||||||||||||
(In thousands)
|
|
(Unaudited)
|
||||||||||||||
|
|
|
|
Gross
|
|
Gross
|
|
|
||||||||
|
|
Adjusted Cost
|
|
Unrealized Gain
|
|
Unrealized Loss
|
|
Fair Value
|
||||||||
Corporate bonds
|
|
$
|
128,454
|
|
|
$
|
168
|
|
|
$
|
(1,066
|
)
|
|
$
|
127,556
|
|
U.S. treasuries and agencies
|
|
35,314
|
|
|
—
|
|
|
(11
|
)
|
|
35,303
|
|
||||
Time deposits
|
|
1,300
|
|
|
—
|
|
|
—
|
|
|
1,300
|
|
||||
Short-term investments
|
|
$
|
165,068
|
|
|
$
|
168
|
|
|
$
|
(1,077
|
)
|
|
$
|
164,159
|
|
(In thousands)
|
|
As of December 31, 2017
|
||||||||||||||
|
|
|
|
Gross
|
|
Gross
|
|
|
||||||||
|
|
Adjusted Cost
|
|
Unrealized Gain
|
|
Unrealized Loss
|
|
Fair Value
|
||||||||
Corporate bonds
|
|
$
|
120,341
|
|
|
$
|
182
|
|
|
$
|
(395
|
)
|
|
$
|
120,128
|
|
Time deposits
|
|
1,760
|
|
|
—
|
|
|
—
|
|
|
1,760
|
|
||||
Short-term investments
|
|
$
|
122,101
|
|
|
$
|
182
|
|
|
$
|
(395
|
)
|
|
$
|
121,888
|
|
|
|
As of March 31, 2018
|
||||||
(In thousands)
|
|
(Unaudited)
|
||||||
|
|
Adjusted Cost
|
|
Fair Value
|
||||
Due in less than 1 year
|
|
$
|
62,758
|
|
|
$
|
62,584
|
|
Due in 1 to 5 years
|
|
102,310
|
|
|
101,575
|
|
||
Total available-for-sale debt securities
|
|
$
|
165,068
|
|
|
$
|
164,159
|
|
|
|
|
|
|
||||
Due in less than 1 year
|
|
Adjusted Cost
|
|
Fair Value
|
||||
Corporate bonds
|
|
$
|
26,144
|
|
|
$
|
25,981
|
|
U.S. treasuries and agencies
|
|
35,314
|
|
|
35,303
|
|
||
Time deposits
|
|
1,300
|
|
|
1,300
|
|
||
Total available-for-sale debt securities
|
|
$
|
62,758
|
|
|
$
|
62,584
|
|
|
|
|
|
|
||||
Due in 1 to 5 years
|
|
Adjusted Cost
|
|
Fair Value
|
||||
Corporate bonds
|
|
$
|
102,310
|
|
|
$
|
101,575
|
|
Total available-for-sale debt securities
|
|
$
|
102,310
|
|
|
$
|
101,575
|
|
|
|
Fair Value Measurements at Reporting Date Using
|
||||||||||||||
(In thousands)
|
|
(Unaudited)
|
||||||||||||||
Description
|
|
March 31, 2018
|
|
Quoted Prices in Active Markets for Identical Assets (Level 1)
|
|
Significant Other Observable Inputs (Level 2)
|
|
Significant Unobservable Inputs (Level 3)
|
||||||||
Assets
|
|
|
|
|
|
|
|
|
||||||||
Cash and cash equivalents available for sale:
|
|
|
|
|
|
|
|
|
||||||||
Money Market Funds
|
|
$
|
73,569
|
|
|
$
|
73,569
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Short-term investments available for sale:
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Corporate bonds
|
|
127,556
|
|
|
—
|
|
|
127,556
|
|
|
—
|
|
||||
U.S. treasuries and agencies
|
|
35,303
|
|
|
—
|
|
|
35,303
|
|
|
—
|
|
||||
Time deposits
|
|
1,300
|
|
|
1,300
|
|
|
—
|
|
|
—
|
|
||||
Derivatives
|
|
7,373
|
|
|
—
|
|
|
7,373
|
|
|
|
|
||||
Total Assets
|
|
$
|
245,101
|
|
|
$
|
74,869
|
|
|
$
|
170,232
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
||||||||
Liabilities
|
|
|
|
|
|
|
|
|
||||||||
Derivatives
|
|
$
|
(15,927
|
)
|
|
$
|
—
|
|
|
$
|
(15,927
|
)
|
|
$
|
—
|
|
Total Liabilities
|
|
$
|
(15,927
|
)
|
|
$
|
—
|
|
|
$
|
(15,927
|
)
|
|
$
|
—
|
|
(In thousands)
|
|
Fair Value Measurements at Reporting Date Using
|
||||||||||||||
Description
|
|
December 31, 2017
|
|
Quoted Prices in Active Markets for Identical Assets (Level 1)
|
|
Significant Other Observable Inputs (Level 2)
|
|
Significant Unobservable Inputs (Level 3)
|
||||||||
Assets
|
|
|
|
|
|
|
|
|
||||||||
Cash and cash equivalents available for sale:
|
|
|
|
|
|
|
|
|
||||||||
Money Market Funds
|
|
$
|
61,423
|
|
|
$
|
61,423
|
|
|
$
|
—
|
|
|
$
|
—
|
|
U.S. treasuries and agencies
|
|
39,461
|
|
|
—
|
|
|
39,461
|
|
|
—
|
|
||||
Short-term investments available for sale:
|
|
|
|
|
|
|
|
|
||||||||
Corporate bonds
|
|
120,128
|
|
|
—
|
|
|
120,128
|
|
|
—
|
|
||||
Time deposits
|
|
1,760
|
|
|
1,760
|
|
|
—
|
|
|
—
|
|
||||
Derivatives
|
|
7,232
|
|
|
—
|
|
|
7,232
|
|
|
—
|
|
||||
Total Assets
|
|
$
|
230,004
|
|
|
$
|
63,183
|
|
|
$
|
166,821
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
||||||||
Liabilities
|
|
|
|
|
|
|
|
|
||||||||
Derivatives
|
|
$
|
(12,743
|
)
|
|
$
|
—
|
|
|
$
|
(12,743
|
)
|
|
$
|
—
|
|
Total Liabilities
|
|
$
|
(12,743
|
)
|
|
$
|
—
|
|
|
$
|
(12,743
|
)
|
|
$
|
—
|
|
(In thousands)
|
|
US Dollar Equivalent
|
||||||
|
|
As of March 31, 2018
|
|
As of December 31,
|
||||
|
|
(Unaudited)
|
|
2017
|
||||
Chinese yuan
|
|
50,753
|
|
|
$
|
39,197
|
|
|
Euro
|
|
188,001
|
|
|
177,406
|
|
||
Japanese yen
|
|
20,145
|
|
|
22,857
|
|
||
Hungarian forint
|
|
36,067
|
|
|
41,296
|
|
||
British pound
|
|
8,498
|
|
|
9,931
|
|
||
Malaysian ringgit
|
|
24,616
|
|
|
28,287
|
|
||
Korean won
|
|
15,853
|
|
|
—
|
|
||
Total forward contracts notional amount
|
|
$
|
343,933
|
|
|
$
|
318,974
|
|
|
|
Asset Derivatives
|
||||||||||
|
|
March 31, 2018
|
|
December 31, 2017
|
||||||||
(In thousands)
|
|
(Unaudited)
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
||||
|
|
Balance Sheet Location
|
|
Fair Value
|
|
Balance Sheet Location
|
|
Fair Value
|
||||
Derivatives designated as hedging instruments
|
|
|
|
|
|
|
|
|
|
|
||
Foreign exchange contracts - ST forwards
|
|
Prepaid expenses and other current assets
|
|
$
|
4,461
|
|
|
Prepaid expenses and other current assets
|
|
$
|
4,707
|
|
|
|
|
|
|
|
|
|
|
||||
Foreign exchange contracts - LT forwards
|
|
Other long-term assets
|
|
2,591
|
|
|
Other long-term assets
|
|
2,339
|
|
||
Total derivatives designated as hedging instruments
|
|
|
|
$
|
7,052
|
|
|
|
|
$
|
7,046
|
|
|
|
|
|
|
|
|
|
|
||||
Derivatives not designated as hedging instruments
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
||||
Foreign exchange contracts - ST forwards
|
|
Prepaid expenses and other current assets
|
|
$
|
320
|
|
|
Prepaid expenses and other current assets
|
|
$
|
187
|
|
Total derivatives not designated as hedging instruments
|
|
|
|
$
|
320
|
|
|
|
|
$
|
187
|
|
|
|
|
|
|
|
|
|
|
||||
Total derivatives
|
|
|
|
$
|
7,372
|
|
|
|
|
$
|
7,233
|
|
|
|
Liability Derivatives
|
||||||||||
|
|
March 31, 2018
|
|
December 31, 2017
|
||||||||
(In thousands)
|
|
(Unaudited)
|
|
|||||||||
|
|
Balance Sheet Location
|
|
Fair Value
|
|
Balance Sheet Location
|
|
Fair Value
|
||||
|
||||||||||||
Derivatives designated as hedging instruments
|
|
|
|
|
|
|
|
|
|
|
||
Foreign exchange contracts - ST forwards
|
|
Other current liabilities
|
|
$
|
(10,533
|
)
|
|
Other current liabilities
|
|
$
|
(7,487
|
)
|
|
|
|
|
|
|
|
|
|
|
|
||
Foreign exchange contracts - LT forwards
|
|
Other long-term liabilities
|
|
(4,766
|
)
|
|
Other long-term liabilities
|
|
(3,959
|
)
|
||
Total derivatives designated as hedging instruments
|
|
|
|
$
|
(15,299
|
)
|
|
|
|
$
|
(11,446
|
)
|
|
|
|
|
|
|
|
|
|
|
|
||
Derivatives not designated as hedging instruments
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
||
Foreign exchange contracts - ST forwards
|
|
Other current liabilities
|
|
$
|
(628
|
)
|
|
Other current liabilities
|
|
$
|
(1,297
|
)
|
Total derivatives not designated as hedging instruments
|
|
|
|
$
|
(628
|
)
|
|
|
|
$
|
(1,297
|
)
|
|
|
|
|
|
|
|
|
|
|
|
||
Total derivatives
|
|
|
|
$
|
(15,927
|
)
|
|
|
|
$
|
(12,743
|
)
|
March 31, 2018
|
||||||||||||||||
(In thousands)
|
||||||||||||||||
(Unaudited)
|
||||||||||||||||
Derivatives in Cash Flow Hedging Relationship
|
|
Gain or (Loss) Recognized in OCI on Derivative (Effective Portion)
|
|
Location of Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion)
|
|
Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion)
|
|
Location of Gain or (Loss) Recognized in Income on Derivative (Ineffective Portion)
|
|
Gain or (Loss) Recognized in Income on Derivative (Ineffective Portion)
|
||||||
Foreign exchange contracts - forwards
|
|
$
|
(5,073
|
)
|
|
Net sales
|
|
$
|
(2,620
|
)
|
|
Net foreign exchange gain/(loss)
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
Foreign exchange contracts - forwards
|
|
726
|
|
|
Cost of sales
|
|
341
|
|
|
Net foreign exchange gain/(loss)
|
|
—
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
Foreign exchange contracts - forwards
|
|
576
|
|
|
Operating expenses
|
|
456
|
|
|
Net foreign exchange gain/(loss)
|
|
—
|
|
|||
Total
|
|
$
|
(3,771
|
)
|
|
|
|
$
|
(1,823
|
)
|
|
|
|
$
|
—
|
|
March 31, 2017
|
||||||||||||||||
(In thousands)
|
||||||||||||||||
(Unaudited)
|
||||||||||||||||
Derivatives in Cash Flow Hedging Relationship
|
|
Gain or (Loss) Recognized in OCI on Derivative (Effective Portion)
|
|
Location of Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion)
|
|
Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion)
|
|
Location of Gain or (Loss) Recognized in Income on Derivative (Ineffective Portion)
|
|
Gain or (Loss) Recognized in Income on Derivative (Ineffective Portion)
|
||||||
Foreign exchange contracts - forwards
|
|
$
|
(5,309
|
)
|
|
Net sales
|
|
$
|
2,080
|
|
|
Net foreign exchange gain/(loss)
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
Foreign exchange contracts - forwards
|
|
1,309
|
|
|
Cost of sales
|
|
(550
|
)
|
|
Net foreign exchange gain/(loss)
|
|
—
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
Foreign exchange contracts - forwards
|
|
1,188
|
|
|
Operating expenses
|
|
(563
|
)
|
|
Net foreign exchange gain/(loss)
|
|
—
|
|
|||
Total
|
|
$
|
(2,812
|
)
|
|
|
|
$
|
967
|
|
|
|
|
$
|
—
|
|
(In thousands)
|
|
|
|
|
|
|
||||
Derivatives not Designated as Hedging Instruments
|
|
Location of Gain (Loss) Recognized in Income
|
|
Amount of Gain (Loss) Recognized in Income
|
|
Amount of Gain (Loss) Recognized in Income
|
||||
|
|
|
|
March 31, 2018
|
|
March 31, 2017
|
||||
|
|
|
|
(Unaudited)
|
|
(Unaudited)
|
||||
Foreign exchange contracts - forwards
|
|
Net foreign exchange gain/(loss)
|
|
$
|
(1,761
|
)
|
|
(2,546
|
)
|
|
|
|
|
|
|
|
|
|
|
||
Total
|
|
|
|
$
|
(1,761
|
)
|
|
$
|
(2,546
|
)
|
|
|
March 31, 2018
|
|
December 31,
|
||||
(In thousands)
|
|
(Unaudited)
|
|
2017
|
||||
|
|
|
|
|
|
|
||
Raw materials
|
|
$
|
98,502
|
|
|
$
|
91,513
|
|
Work-in-process
|
|
9,413
|
|
|
8,938
|
|
||
Finished goods
|
|
85,358
|
|
|
84,141
|
|
||
|
|
$
|
193,273
|
|
|
$
|
184,592
|
|
|
|
March 31, 2018
|
|
|
||||||||||||||||||||
(In thousands)
|
|
(Unaudited)
|
|
December 31, 2017
|
||||||||||||||||||||
|
|
Gross Carrying Amount
|
|
Accumulated Amortization
|
|
Net Carrying Amount
|
|
Gross Carrying Amount
|
|
Accumulated Amortization
|
|
Net Carrying Amount
|
||||||||||||
Capitalized software development costs
|
|
$
|
123,588
|
|
|
$
|
(35,443
|
)
|
|
$
|
88,145
|
|
|
$
|
116,691
|
|
|
$
|
(30,345
|
)
|
|
$
|
86,346
|
|
Acquired technology
|
|
96,592
|
|
|
(88,501
|
)
|
|
8,091
|
|
|
96,198
|
|
|
(87,341
|
)
|
|
8,857
|
|
||||||
Patents
|
|
33,583
|
|
|
(20,445
|
)
|
|
13,138
|
|
|
33,163
|
|
|
(19,931
|
)
|
|
13,232
|
|
||||||
Other
|
|
48,721
|
|
|
(31,853
|
)
|
|
16,868
|
|
|
45,565
|
|
|
(30,707
|
)
|
|
14,858
|
|
||||||
|
|
$
|
302,484
|
|
|
$
|
(176,242
|
)
|
|
$
|
126,242
|
|
|
$
|
291,617
|
|
|
$
|
(168,324
|
)
|
|
$
|
123,293
|
|
|
Amount
|
||
|
(In thousands)
|
||
Balance as of December 31, 2017
|
$
|
266,783
|
|
Foreign currency translation impact
|
2,837
|
|
|
Balance as of March 31, 2018 (unaudited)
|
$
|
269,620
|
|
|
|
March 31, 2018
|
||||||||||||||
|
|
(Unaudited)
|
||||||||||||||
(In thousands)
|
|
Currency translation adjustment
|
|
Investments
|
|
Derivative instruments
|
|
Accumulated other comprehensive income/(loss)
|
||||||||
Balance as of December 31, 2017
|
|
$
|
(12,717
|
)
|
|
$
|
(782
|
)
|
|
(3,010
|
)
|
|
$
|
(16,509
|
)
|
|
Current-period other comprehensive income (loss)
|
|
5,804
|
|
|
(696
|
)
|
|
(5,594
|
)
|
|
(486
|
)
|
||||
Reclassified from accumulated OCI into income
|
|
—
|
|
|
—
|
|
|
1,823
|
|
|
1,823
|
|
||||
Income tax benefit
|
|
—
|
|
|
(65
|
)
|
|
(807
|
)
|
|
(872
|
)
|
||||
Balance as of March 31, 2018
|
|
$
|
(6,913
|
)
|
|
$
|
(1,413
|
)
|
|
$
|
(5,974
|
)
|
|
$
|
(14,300
|
)
|
|
|
March 31, 2017
|
||||||||||||||
|
|
(Unaudited)
|
||||||||||||||
(In thousands)
|
|
Currency translation adjustment
|
|
Investments
|
|
Derivative instruments
|
|
Accumulated other comprehensive income/(loss)
|
||||||||
Balance as of December 31, 2016
|
|
$
|
(37,174
|
)
|
|
$
|
(669
|
)
|
|
3,222
|
|
|
$
|
(34,621
|
)
|
|
Current-period other comprehensive income (loss)
|
|
3,961
|
|
|
(4
|
)
|
|
(1,845
|
)
|
|
2,112
|
|
||||
Reclassified from accumulated OCI into income
|
|
—
|
|
|
—
|
|
|
(967
|
)
|
|
(967
|
)
|
||||
Income tax (benefit) expense
|
|
65
|
|
|
(20
|
)
|
|
(1,002
|
)
|
|
(957
|
)
|
||||
Balance as of March 31, 2017
|
|
$
|
(33,278
|
)
|
|
$
|
(653
|
)
|
|
$
|
1,412
|
|
|
$
|
(32,519
|
)
|
|
|
Three Months Ended March 31,
|
||||||
(In thousands)
|
|
(Unaudited)
|
||||||
|
|
2018
|
|
2017
|
||||
Balance at the beginning of the period
|
|
$
|
2,846
|
|
|
$
|
2,686
|
|
Accruals for warranties issued during the period
|
|
729
|
|
|
595
|
|
||
Accruals related to pre-existing warranties
|
|
230
|
|
|
49
|
|
||
Settlements made (in cash or in kind) during the period
|
|
(784
|
)
|
|
(536
|
)
|
||
Balance at the end of the period
|
|
$
|
3,021
|
|
|
$
|
2,794
|
|
|
|
Three Months Ended March 31,
|
|||||
(In thousands)
|
|
(Unaudited)
|
|||||
|
|
2018
|
|
2017
|
|||
Cost of sales
|
|
$
|
28
|
|
|
333
|
|
Research and development
|
|
146
|
|
|
254
|
|
|
Sales and marketing
|
|
1,645
|
|
|
2,355
|
|
|
General and Administration
|
|
612
|
|
|
175
|
|
|
Total restructuring and other related costs
|
|
$
|
2,431
|
|
|
3,117
|
|
|
Restructuring Liability
|
||
|
(in thousands)
|
||
Balance as of December 31, 2017
|
$
|
5,408
|
|
Income statement expense
|
2,431
|
|
|
Cash payments
|
(3,940
|
)
|
|
Balance as of March 31, 2018
|
$
|
3,899
|
|
|
|
Three Months Ended March 31,
|
||||
|
|
(Unaudited)
|
||||
|
|
2018
|
|
2017
|
||
Net sales:
|
|
|
|
|
|
|
Americas
|
|
38.4
|
%
|
|
39.5
|
%
|
EMEIA
|
|
33.8
|
|
|
31.6
|
|
APAC
|
|
27.8
|
|
|
28.9
|
|
Total net sales
|
|
100.0
|
|
|
100.0
|
|
Cost of sales
|
|
23.9
|
|
|
25.5
|
|
Gross profit
|
|
76.1
|
|
|
74.5
|
|
Operating expenses:
|
|
|
|
|
|
|
Sales and marketing
|
|
38.5
|
|
|
39.1
|
|
Research and development
|
|
19.8
|
|
|
19.4
|
|
General and administrative
|
|
8.7
|
|
|
8.6
|
|
Total operating expenses
|
|
67.1
|
|
|
67.1
|
|
Operating income
|
|
9.0
|
|
|
7.4
|
|
Other income (expense):
|
|
|
|
|
|
|
Interest income
|
|
0.3
|
|
|
0.1
|
|
Net foreign exchange loss
|
|
0.3
|
|
|
0.1
|
|
Other income, net
|
|
(0.2
|
)
|
|
0.1
|
|
Income before income taxes
|
|
9.4
|
|
|
7.7
|
|
Provision for income taxes
|
|
1.7
|
|
|
1.7
|
|
Net income
|
|
7.8
|
%
|
|
6.0
|
%
|
|
|
Three Months Ended March 31,
|
||||||||||
|
|
(Unaudited)
|
||||||||||
|
|
|
|
|
|
Change
|
||||||
(In millions)
|
|
2018
|
|
2017
|
|
Dollars
|
|
Percentage
|
||||
|
|
|
|
|
|
|
|
|
||||
Product sales
|
|
$
|
280.4
|
|
|
$
|
271.5
|
|
|
8.9
|
|
3%
|
Software maintenance sales
|
|
31.5
|
|
|
28.6
|
|
|
2.9
|
|
10%
|
||
Total net sales
|
|
$
|
311.9
|
|
|
$
|
300.1
|
|
|
11.8
|
|
4%
|
|
|
Three Months Ended March 31,
|
||||||||||
|
|
(Unaudited)
|
||||||||||
|
|
|
|
|
|
Change
|
||||||
(In millions)
|
|
2018
|
|
2017
|
|
Dollars
|
|
Percentage
|
||||
|
|
|
|
|
|
|
|
|
||||
Americas
|
|
$
|
119.7
|
|
|
$
|
118.4
|
|
|
1.3
|
|
1%
|
Percentage of total net sales
|
|
38.4
|
%
|
|
39.5
|
%
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
||||
EMEIA
|
|
105.4
|
|
|
$
|
94.7
|
|
|
10.7
|
|
11%
|
|
Percentage of total net sales
|
|
33.8
|
%
|
|
31.6
|
%
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
||||
APAC
|
|
$
|
86.8
|
|
|
$
|
86.9
|
|
|
(0.1)
|
|
—%
|
Percentage of total net sales
|
|
27.8
|
%
|
|
28.9
|
%
|
|
|
|
|
|
|
Three Months ended March 31, 2017
|
|
Change
in Constant Dollars
|
|
Impact of changes in foreign currency exchange rates on net sales
|
|
Three Months ended March 31, 2018
|
|||||||||
(In millions)
|
|
GAAP
Net Sales
|
|
Dollars
|
|
Percentage
|
|
Dollars
|
|
Percentage
|
|
GAAP
Net Sales
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Americas
|
|
$
|
118.4
|
|
|
1.0
|
|
|
0.8%
|
|
0.3
|
|
|
0.3%
|
|
119.7
|
|
EMEIA
|
|
$
|
94.7
|
|
|
4.8
|
|
|
5.1%
|
|
5.9
|
|
|
6.2%
|
|
105.4
|
|
APAC
|
|
$
|
86.9
|
|
|
(3.6
|
)
|
|
(4.1)%
|
|
3.4
|
|
|
3.9%
|
|
86.8
|
|
Total net sales
|
|
$
|
300.1
|
|
|
2.2
|
|
|
0.7%
|
|
9.6
|
|
|
3.1%
|
|
311.9
|
|
|
|
Three Months Ended March 31,
|
||
|
|
(Unaudited)
|
||
|
|
|
|
|
(In millions)
|
|
2018
|
|
2017
|
|
|
|
|
|
Gross Profit
|
|
$237.4
|
|
$223.6
|
% change compared with prior period
|
|
6.2%
|
|
|
Gross Profit as a percentage of net sales
|
|
76.1%
|
|
74.5%
|
|
|
Three Months Ended March 31,
|
||||||||
|
|
(Unaudited)
|
||||||||
(In thousands)
|
|
2018
|
|
2017
|
|
Change
|
||||
|
|
|
|
|
|
|
||||
Sales and marketing
|
|
$
|
120,117
|
|
|
$
|
117,258
|
|
|
2%
|
Percentage of total net sales
|
|
39
|
%
|
|
39
|
%
|
|
|
||
|
|
|
|
|
|
|
||||
Research and development
|
|
$
|
61,843
|
|
|
58,263
|
|
|
6%
|
|
Percentage of total net sales
|
|
20
|
%
|
|
19
|
%
|
|
|
||
|
|
|
|
|
|
|
||||
General and Administrative
|
|
$
|
27,277
|
|
|
25,743
|
|
|
6%
|
|
Percentage of total net sales
|
|
9
|
%
|
|
9
|
%
|
|
|
||
|
|
|
|
|
|
|
||||
Total operating expenses
|
|
$
|
209,237
|
|
|
201,264
|
|
|
4%
|
|
Percentage of total net sales
|
|
67
|
%
|
|
67
|
%
|
|
|
|
|
Three Months Ended
|
|
|
|
March 31, 2018
|
|
|
|
(Unaudited)
|
|
Effective tax rate at March 31, 2017
|
|
22
|
%
|
Change in federal statutory rate
|
|
(14
|
)%
|
Change in profit in foreign jurisdictions with reduced tax rates
|
|
9
|
%
|
Change in enhanced deduction for certain research and development expenses
|
|
1
|
%
|
Change in U.S. tax on global intangible low-taxed income
|
|
2
|
%
|
Change in deduction for foreign-derived deduction eligible income
|
|
(1
|
)%
|
Other
|
|
(1
|
)%
|
Effective tax rate at March 31, 2018
|
|
18
|
%
|
|
|
Three Months Ended March 31,
|
||||||
(In thousands)
|
|
(Unaudited)
|
||||||
|
|
2018
|
|
2017
|
||||
Stock-based compensation
|
|
|
|
|
|
|
||
Cost of sales
|
|
$
|
724
|
|
|
$
|
575
|
|
Sales and marketing
|
|
3,338
|
|
|
2,626
|
|
||
Research and development
|
|
2,518
|
|
|
2,054
|
|
||
General and administrative
|
|
1,623
|
|
|
1,224
|
|
||
Provision for income taxes
|
|
(1,658
|
)
|
|
(1,675
|
)
|
||
Total
|
|
$
|
6,545
|
|
|
$
|
4,804
|
|
|
|
Three Months Ended March 31,
|
||||||
(In thousands)
|
|
(Unaudited)
|
||||||
|
|
2018
|
|
2017
|
||||
Amortization of acquisition intangibles
|
|
|
|
|
|
|
||
Cost of sales
|
|
$
|
902
|
|
|
$
|
1,590
|
|
Sales and marketing
|
|
537
|
|
|
478
|
|
||
Research and development
|
|
28
|
|
|
263
|
|
||
Provision for income taxes
|
|
(192
|
)
|
|
(554
|
)
|
||
Total
|
|
$
|
1,275
|
|
|
$
|
1,777
|
|
|
|
Three Months Ended March 31,
|
||||||
(In thousands)
|
|
(Unaudited)
|
||||||
|
|
2018
|
|
2017
|
||||
Acquisition transaction costs, restructuring charges, and other
|
|
|
|
|
|
|
||
Cost of sales
|
|
$
|
28
|
|
|
$
|
336
|
|
Sales and marketing
|
|
1,645
|
|
|
2,375
|
|
||
Research and development
|
|
209
|
|
|
399
|
|
||
General and administrative
|
|
612
|
|
|
177
|
|
||
Provision for income taxes
|
|
(553
|
)
|
|
(1,065
|
)
|
||
Total
|
|
$
|
1,941
|
|
|
$
|
2,222
|
|
|
Domestic
|
International
|
Total
|
Cash and Cash Equivalents
|
$40.1
|
$210.3
|
$250.4
|
|
16%
|
84%
|
|
Short-term Investments
|
$2.9
|
$161.2
|
$164.1
|
|
2%
|
98%
|
|
Cash, Cash Equivalents and Short-term Investments
|
$43.0
|
$371.5
|
$414.5
|
|
10%
|
90%
|
|
|
|
|
|
|
||||
|
|
Three months ended March 31,
|
||||||
(In thousands)
|
|
(unaudited)
|
||||||
|
|
2018
|
|
2017
|
||||
Cash provided by operating activities
|
|
$
|
39,983
|
|
|
$
|
46,676
|
|
Cash used in investing activities
|
|
(60,782
|
)
|
|
(36,282
|
)
|
||
Cash used in financing activities
|
|
(21,577
|
)
|
|
(19,384
|
)
|
||
Effect of exchange rate changes on cash
|
|
2,577
|
|
|
2,715
|
|
||
Net change in cash and cash equivalents
|
|
(39,799
|
)
|
|
(6,275
|
)
|
||
Cash and cash equivalents at beginning of year
|
|
290,164
|
|
|
285,283
|
|
||
Cash and cash equivalents at end of period
|
|
$
|
250,365
|
|
|
$
|
279,008
|
|
•
|
payment of dividends to our stockholders;
|
•
|
required levels of research and development and other operating costs;
|
•
|
our business, product, capital expenditure and research and development plans, and product and technology roadmaps;
|
•
|
acquisitions of other businesses, assets, products or technologies;
|
•
|
the overall levels of sales of our products and gross profit margins;
|
•
|
the levels of inventory and accounts receivable that we maintain;
|
•
|
general economic and political uncertainty and specific conditions in the markets we address, including any volatility in the industrial economy in the various geographic regions in which we do business;
|
•
|
the inability of certain of our customers who depend on credit to have access to their traditional sources of credit to finance the purchase of products from us, which may lead them to reduce their level of purchases or to seek credit or other accommodations from us;
|
•
|
capital improvements for facilities;
|
•
|
repurchases of our common stock;
|
•
|
our relationships with suppliers and customers; and
|
•
|
the level of stock purchases under our employee stock purchase plan.
|
•
|
fluctuations in foreign currencies relative to the U.S. dollar;
|
•
|
unexpected changes to currency policy or currency restrictions in foreign jurisdictions;
|
•
|
delays in collecting trade receivable balances from customers in developing economies;
|
•
|
unexpected changes in regulatory requirements;
|
•
|
fluctuations in local economies;
|
•
|
disparate and changing employment laws in foreign jurisdictions;
|
•
|
difficulties in staffing and managing foreign operations;
|
•
|
costs and risks of localizing products for foreign countries;
|
•
|
unexpected changes in regulatory requirements;
|
•
|
government actions throughout the world;
|
•
|
tariffs and other trade barriers; and,
|
•
|
the burdens of complying with a wide variety of foreign laws.
|
•
|
the volatility of the Hungarian forint and the Malaysian ringgit relative to the U.S. dollar;
|
•
|
changing and potentially unstable political environments;
|
•
|
significant and frequent changes in corporate tax laws;
|
•
|
difficulty in managing manufacturing operations in foreign countries;
|
•
|
challenges in expanding capacity to meet increased demand;
|
•
|
difficulty in achieving or maintaining product quality;
|
•
|
interruption to transportation flows for delivery of components to us and finished goods to our customers;
|
•
|
restrictive labor codes; and,
|
•
|
increasing labor costs.
|
•
|
burdens of complying with additional or more complex VAT and customs regulations; and,
|
•
|
concentration of inventory increasing the risks associated with fire, natural disasters and logistics disruptions to customer order fulfillment.
|
•
|
continued foreign currency fluctuations;
|
•
|
increased manufacturing costs resulting from component supply shortages or component price fluctuations;
|
•
|
additional marketing costs for new product introductions or for conferences and tradeshows;
|
•
|
the timing, cost or outcome of any future intellectual property litigation or commercial disputes;
|
•
|
additional unanticipated costs related to acquisitions we may make; or
|
•
|
increased component costs resulting from vendors increasing their sales prices.
|
•
|
general market and economic conditions;
|
•
|
our ability to maintain and grow our business with our very large customers;
|
•
|
our ability to meet the volume and service requirements of our large customers;
|
•
|
success in developing and selling new products;
|
•
|
industry consolidation, including acquisitions by us or our competitors;
|
•
|
capacity utilization and the efficiency of manufacturing operations;
|
•
|
timing of our new product introductions;
|
•
|
new product introductions by competitors;
|
•
|
the ability of competitors to more fully leverage low cost geographies for manufacturing or distribution;
|
•
|
product pricing, including the impact of currency exchange rates;
|
•
|
effectiveness of sales and marketing resources and strategies;
|
•
|
adequate manufacturing capacity and supply of components and materials;
|
•
|
strategic relationships with our suppliers;
|
•
|
product quality and performance;
|
•
|
protection of our products by effective use of intellectual property laws;
|
•
|
the financial strength of our competitors;
|
•
|
the outcome of any future litigation or commercial dispute;
|
•
|
barriers to entry imposed by competitors with significant market power in new markets; and,
|
•
|
government actions throughout the world.
|
•
|
fluctuations in foreign currency exchange rates;
|
•
|
changes in global economic conditions;
|
•
|
changes in the amount of revenue derived from very large orders (including orders from our very large customers) and the pricing, margins, and other terms of such orders;
|
•
|
changes in the capacity utilization including at our facility in Malaysia;
|
•
|
changes in the mix of products sold;
|
•
|
the availability and pricing of components from third parties (especially limited sources);
|
•
|
the difficulty in maintaining margins, including the higher margins traditionally achieved in international sales;
|
•
|
changes in pricing policies by us, our competitors or suppliers;
|
•
|
the timing, cost or outcome of any future intellectual property litigation or commercial disputes;
|
•
|
delays in product shipments caused by human error or other factors; or,
|
•
|
disruptions in transportation channels.
|
Period
|
|
Total number of shares purchased
|
|
Average price paid per share
|
|
Total number of shares purchased as part of publicly announced plans or programs
|
|
Maximum number of shares that may yet be purchased under the plans or programs
|
|||||
|
|
|
|
|
|
|
|
|
|||||
January 1, 2018 to January 31, 2018
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,134,247
|
|
|
|
|
|
|
|
|
|
|
|
|||||
February 1, 2018 to February 28, 2018
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,134,247
|
|
|
|
|
|
|
|
|
|
|
|
|||||
March 1, 2018 to March 31, 2018
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,134,247
|
|
|
Total
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
1,134,247
|
|
101.SCH
|
XBRL Taxonomy Extension Schema Document
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase Document
|
101.LAB
|
XBRL Taxonomy Extension Label Linkbase Document
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
(1)
|
Incorporated by reference to the same-numbered exhibit filed with the Company’s Form 10-K for the fiscal year ended December 31, 2013.
|
(2)
|
Incorporated by reference to the same-numbered exhibit filed with the Company’s Form 10-K for the fiscal year ended December 31, 2007 (File No. 000-25426).
|
(3)
|
Incorporated by reference to the same-numbered exhibit filed with the Company’s Form 8-A on April 27, 2004 (File No. 000-25426).
|
(4)
|
Incorporated by reference to the Company’s Form S-1 (Reg. No. 33-88386) declared effective March 13, 1995.
|
(5)
|
Incorporated by reference to exhibit B of the Company’s Proxy Statement filed on March 30, 2017.
|
(6)
|
Incorporated by reference to the same-numbered exhibit filed with the Company’s Form 10-K for the fiscal year ended December 31, 2016.
|
(7)
|
Incorporated by reference to exhibit A of the Company’s Proxy Statement filed on April 4, 2005 (File No. 000-25426).
|
(8)
|
Incorporated by reference to exhibit 10.8 filed with the Company’s Form 10-Q on August 2, 2006 (File No. 000-25426).
|
(9)
|
Incorporated by reference to exhibit 10.9 filed with the Company’s Form 10-Q on August 2, 2006 (File No. 000-25426).
|
(10)
|
Incorporated by reference to exhibit 10.10 filed with the Company’s Form 10-Q on August 2, 2006 (File No. 000-25426).
|
(11)
|
Incorporated by reference to exhibit 10.11 filed with the Company’s Form 10-Q on August 2, 2006 (File No. 000-25426).
|
(12)
|
Incorporated by reference to exhibit 10.1 filed with the Company’s Form 8-K filed on May 17, 2010 (File No. 000-25426).
|
(13)
|
Incorporated by reference to exhibit 10.2 filed with the Company’s Form 8-K filed on June 24, 2010 (File No. 000-25426).
|
(14)
|
Incorporated by reference to exhibit 10.3 filed with the Company’s Form 8-K filed on June 24, 2010 (File No. 000-25426).
|
(15)
|
Incorporated by reference to exhibit 10.4 filed with the Company’s Form 8-K filed on June 24, 2010 (File No. 000-25426).
|
(16)
|
Incorporated by reference to exhibit 10.5 filed with the Company’s Form 8-K filed on June 24, 2010 (File No. 000-25426).
|
(17)
|
Incorporated by reference to exhibit 10.1 filed with the Company’s Form 8-K filed on April 25, 2014.
|
(18)
|
Incorporated by reference to exhibit 10.16 filed with the Company’s Form 10-K for the fiscal year ended December 31, 2014.
|
(19)
|
Incorporated by reference to exhibit 10.1 filed with the Company’s Form 8-K filed on May 13, 2013.
|
(20)
|
Incorporated by reference to exhibit B of the Company’s Proxy Statement filed on April 1, 2015.
|
(21)
|
Incorporated by reference to exhibit 10.18 filed with the Company’s Form 10-Q filed on July 31, 2015.
|
(22)
|
Incorporated by reference to exhibit 10.19 filed with the Company’s Form 10-Q filed on July 31, 2015.
|
(23)
|
Incorporated by reference to exhibit 10.20 filed with the Company’s Form 10-Q filed on July 31, 2015.
|
(24)
|
Incorporated by reference to exhibit 10.21 filed with the Company’s Form 10-Q filed on July 31, 2015.
|
(25)
|
Incorporated by reference to exhibit 10.22 filed with the Company’s Form 10-Q filed on July 31, 2015.
|
(26)
|
Incorporated by reference to exhibit 10.1 filed with the Company’s Form 8-K filed on December 16, 2016.
|
(27)
|
Incorporated by reference to exhibit C of the Company’s Proxy Statement filed on April 1, 2015.
|
(28)
|
Incorporated by reference to exhibit 10.1 filed with the Company’s Form 8-K filed on October 30, 2015.
|
(29)
|
Incorporated by reference to exhibit 10.25 filed with the Company’s Form 10-Q filed on May 2, 2016.
|
(30)
|
Incorporated by reference to exhibit 10.26 filed with the Company’s Form 10-Q filed on May 2, 2016.
|
(31)
|
Incorporated by reference to exhibit 10.27 filed with the Company’s Form 10-Q filed on October 31, 2016.
|
(32)
|
Incorporated by reference to exhibit 10.29 filed with the Company’s Form 10-Q filed on May 1, 2017.
|
*
|
Management Contract or Compensatory Plan or Arrangement
|
†
|
Confidential treatment has been granted for portions of this exhibit. These portions have been omitted and submitted separately with the Securities and Exchange Commission.
|
NATIONAL INSTRUMENTS CORPORATION
|
By: /s/ Karen Rapp
|
Karen Rapp
|
EVP, Chief Financial Officer
|
(Principal Financial Officer)
|
BORROWER
:
|
|
NATIONAL INSTRUMENTS CORPORATION
,
a Delaware corporation
|
|
|
|
|
|
|
|
By:
|
/s/ Alexander Davern
|
|
|
Name:
|
Alexander M. Davern
|
|
|
Title:
|
President and Chief Executive Officer
|
GUARANTORS
:
|
|
AWR CORPORATION
,
a Delaware corporation
|
|
|
|
|
|
|
|
By:
|
/s/ Eric Starkloff
|
|
|
Name:
|
Eric Starkloff
|
|
|
Title:
|
President
|
|
|
NATIONAL INSTRUMENTS EUROPE CORPORATION
,
a Texas corporation
|
|
|
|
|
|
|
|
By:
|
/s/ Alexander Davern
|
|
|
Name:
|
Alexander M. Davern
|
|
|
Title:
|
President
|
|
|
PHASE MATRIX, INC.
,
a California corporation
|
|
|
|
|
|
|
|
By:
|
/s/ Eric Starkloff
|
|
|
Name:
|
Eric Starkloff
|
|
|
Title:
|
President
|
LENDER
:
|
|
WELLS FARGO BANK, NATIONAL ASSOCIATION
, as Lender
|
|
|
|
|
|
|
|
By:
|
/s/ Susan L. Coulter
|
|
|
Name:
|
Susan L. Coulter
|
|
|
Title:
|
Senior Vice President
|
1.
|
I have reviewed this report on Form 10-Q
of National Instruments Corporation;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
By:
|
/s/
Alex M. Davern
|
|
Alex M. Davern
|
|
Chief Executive Officer
|
1.
|
I have reviewed this report on Form 10-Q of National Instruments Corporation;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
By:
|
/s/ Karen Rapp
|
|
Karen Rapp
|
|
Chief Financial Officer
|
By: /s/ Alex M. Davern
|
Alex M. Davern
|
Chief Executive Officer
|
Date: May 1, 2018
|
By: /s/ Karen Rapp
|
Karen Rapp
|
Chief Financial Officer
|
Date: May 1, 2018
|