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x
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the fiscal year ended December 31, 2016
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from__________ to____________
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Delaware
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77-0422528
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification No.)
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1133 Innovation Way
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Sunnyvale, California
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94089
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(Address of principal executive offices)
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(Zip code)
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(408) 745-2000
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(Registrant's telephone number, including area code)
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Title of each class
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Name of each exchange on which registered
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Common Stock, par value $0.00001 per share
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New York Stock Exchange
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Large accelerated filer
x
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Accelerated filer
o
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Non-accelerated filer
o
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Smaller reporting company
o
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(Do not check if a
smaller reporting company)
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Page
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Cloud Providers - these customers continue to require high performance networking and we believe cloud providers will invest in data center networks that operate at significantly higher densities and scale, while operating at much lower cost-per-bit-per-second. These customers also require a high degree of automation.
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Telecom - these customers are moving from legacy networks to next-generation cloud-like infrastructure, essentially transforming their network locations into data centers which provides us opportunities to deliver secured telco cloud solutions via hardware, software and services.
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Strategic Enterprise - enterprises are transitioning their workloads and applications onto private and public clouds and our opportunity is to help these customers transition to public and hybrid cloud architectures that are optimized for operating costs, security, and that enable business agility.
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Reducing capital and operational costs by running multiple services over the same network using our secure, high density, highly automated, and highly reliable platforms;
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Creating new or additional revenue opportunities by enabling new services to be offered to new market segments, which includes existing customers and new customers, based on our product capabilities;
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Increasing customer satisfaction, while lowering costs, by enabling customers to self-select automatically provisioned service packages that provide the quality, speed, and pricing they desire; and
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Providing increased asset longevity and higher return on investment as our customers' networks can scale to higher throughput based on the capabilities of our platforms.
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Assist in the consolidation and delivery of existing services and applications;
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Accelerate the deployment of new services and applications;
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Offer network security across every environment—from the data center to campus and branch environments to assist in the protection and recovery of services and applications; and
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Offer operational improvements that enable cost reductions, including lower administrative, training, customer care, and labor costs.
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ACX Series: Our ACX Series Universal Access Routers cost-effectively address current operator challenges to rapidly deploy new high-bandwidth services. With industry-leading performance of up to 2.56Tbps and support for 1GbE, 10 GbE and 40GbE interfaces, the ACX Series is well positioned to address the growing metro Ethernet and mobile backhaul needs of service providers. The platforms deliver the necessary scale and performance needed to support multi-generation wireless technologies.
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MX Series: Our MX Series is a family of high-performance, enterprise class and service provider Ethernet routers that function as a Universal Edge platform capable of supporting business, mobile, and residential services. Available in both physical and virtual form factors, powerful routing, switching and security features give the MX Series 3D Universal Edge Routers unmatched flexibility, versatility, and reliability to support advanced services and applications at the edge of the network. The MX platforms utilize our Trio silicon and provide carrier-class performance, scale, and reliability to support large-scale Ethernet deployments. In addition, in 2014, we introduced the vMX, a virtual version of the MX router, which is a fully featured MX Series 3D Universal Edge Router optimized to run as software on x86 servers. We believe that the vMX helps service providers and enterprises quickly and economically address their requirements with carrier-class routing and a DevOps style service-focus to the network.
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PTX Series: Our PTX Series Packet Transport Routers are designed for the Converged Supercore. The system is the first supercore packet system in the industry, and delivers powerful capabilities based on innovative ExpressPlus silicon and a forwarding architecture that is focused on optimizing IP/multi-protocol label switching, or MPLS and Ethernet. The PTX, now available in three form factors —PTX1000, PTX3000 and PTX5000, delivers several critical core functionalities and capabilities, including market-leading density and scalability, cost optimization, high availability, and network simplification. Our PTX Series products can readily adapt to today's rapidly changing traffic patterns for video, mobility, and cloud-based services.
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Cloud Customer Premises Equipment, or CPE, Solution: Our Cloud CPE is a fully automated, end-to-end NFV solution that builds on Juniper Networks Contrail Networking and supports cloud-based and premises-based virtual network functions, or VNFs, for both service provider and enterprise network services. This solution includes Contrail Service Orchestration, a comprehensive management and orchestration platform that delivers and manages virtualized network services such as virtual security, and the NFX250, a network services platform that can operate as a secure, on-premises device running software defined wide area network, or SD WAN, and multiple virtual service, from Juniper and third parties, simultaneously. The NFX250, when used as part of our Cloud CPE solution, eliminates the operational complexities associated with deploying multiple boxes at the customer site.
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NorthStar Controller: Our wide-area network SDN controller automates the creation of traffic-engineering paths across the network, increasing network utilization and enabling a customized programmable networking experience. With the power of Junos OS; optimization algorithms; and transport abstraction, we believe the NorthStar Controller enables efficient design, bringing new levels of control and visibility to help service providers avoid costly over-provisioning.
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EX Series: Our EX Series Ethernet switches address the access, aggregation, and core layer switching requirements of micro branch, branch office, and campus and data center environments, providing a foundation for the fast, secure, and reliable delivery of applications able to support strategic business processes. EX Series enterprise Ethernet switches are designed to deliver operational efficiency, business continuity, and agility, enabling customers to invest in innovative business initiatives that increase revenue and help them gain a competitive advantage. Our EX switches can also serve as security enforcement points as part of our Software-Defined Secure Networks, or SDSN, solution. Our SDSN solution provides end-to-end network visibility that helps secure the entire network, both physical and virtual. It leverages cloud economics to find and stop threats faster.
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QFX Series: Our QFX Series of core, spine and top-of-rack data center switches offer a revolutionary approach to switching that delivers dramatic improvements in data center performance, operating costs, and business agility for enterprises, high-performance computing networks, and cloud providers. Our QFX family, including QFX Series Switches (QFX10002, QFX10008, QFX10016, QFX5100, and QFX5200), combined with innovative fabric and high availability software features in Junos OS, enables improvements in speed, scale, and efficiency by removing complexity and improving business agility, and the QFabric System designed to enhance operational control. Our QFX switches can also serve as security enforcement points as part of our SDSN solution.
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OCX1100: Our open networking switch is designed to combine a cloud-optimized Open Compute Project, or OCP, hardware design with the performance and reliability of the proven, carrier-class Junos OS, to deliver a cost-effective switching solution for customers that require massive-scale cloud deployments.
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SRX Series Services Gateways for the Data Center: Our mid-range, high-end and virtual SRX Series platforms, including the new SRX4100 and SRX4200 firewalls, provide high-performance, scalability, and service integration which are ideally suited for medium to large enterprise and service provider data centers, service provider backbones, and large campus environments where scalability, high performance, and concurrent services, are essential. The SRX Series of both physical and virtual dynamic services gateways provides firewall/Virtual Private Network, or VPN, performance and scalability, and includes the AppSecure suite of next-generation security capabilities that deliver greater visibility, enforcement, control, and protection over the network.
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Branch SRX, Security Policy and Management: The Branch SRX family, including the SRX300 Series and SRX1500, provide an integrated firewall and next-generation firewall capabilities with industry-leading price and performance. Junos Space Security Director is a network security management product that offers efficient, highly scalable, and comprehensive network security policy management. These solutions enable organizations to securely, reliably, and economically deliver powerful new services and applications to all locations and users with superior service quality.
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vSRX Virtual Firewall: Our vSRX Firewall delivers all of the features of our physical firewalls, including the AppSecure next-generation firewall functionality, advanced security, and automated lifecycle management capabilities for enterprises and service providers. The vSRX provides scalable, secure protection across private, public, and hybrid clouds. We also offer the cSRX which has been designed and optimized for container and cloud environments.
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Advanced Malware Protection: Sky Advanced Threat Prevention, or Sky ATP, is a cloud-based service that is designed to use both static and dynamic analysis with machine learning to find unknown threat signatures (zero-day attacks). It is integrated with SRX firewalls and secure routers for automated enforcement against threats, providing advanced anti-malware protection to data center, campus and branch environments.
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Spotlight Secure Threat Intelligence Platform: Our Spotlight Secure Threat Intelligence Platform is a threat intelligence platform that aggregates threat feeds from multiple sources to deliver open, consolidated, actionable intelligence to SRX Series Services Gateways (firewalls) across the organization for automated enforcement against threats. These sources include our own threat feeds, third-party threat feeds, and threat detection technologies that customers can deploy.
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Junos OS: At the heart of the Junos Platform is Junos OS. We believe Junos OS is fundamentally differentiated from other network operating systems not only in its design, but also in its development capabilities. The advantages of Junos OS include:
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One modular operating system with common base of code and a single, consistent implementation for each control plane feature;
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A highly disciplined and firmly scheduled development process; and
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One common modular software architecture that scales across all Junos-based platforms.
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Junos Space:
Our Junos Space network management platform offers an open, Service-Oriented Architecture-based, or SOA, platform for creating organic network management applications to drive network innovation. Junos Space includes applications for network infrastructure management and automation that help customers reduce operational cost and complexity and scale services. These include Network Director, Services Activation Director, Security Director, Edge Services Director, Service Now, and Service Insight.
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A global network of strategic distributor relationships, as well as region-specific or country-specific distributors who in turn sell to local VARs who sell to end-user customers. Our distribution channel partners resell routing, switching and security products and services, which are purchased by both enterprise and service provider customers. These distributors tend to be focused on particular regions or countries within regions. For example, we have substantial distribution relationships with Ingram Micro in the Americas and Hitachi in Japan. Our agreements with these distributors are generally non-exclusive, limited by region, and provide product and service discounts and other ordinary terms of sale. These agreements do not require our distributors to purchase specified quantities of our products or services. Further, most of our distributors sell our competitors' products and services, and some sell their own competing products and services.
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VARs and Direct value-added resellers, including our strategic worldwide alliance partners referenced below, resell our products to end-users around the world. These channel partners either buy our products and services through distributors, or directly from us, and have expertise in designing, selling, and deploying complex networking solutions in their respective markets. Our agreements with these channel partners are generally non-exclusive, limited by region, and provide product and service discounts and other ordinary terms of sale. These agreements do not require these channel partners to purchase specified quantities of our products or services. Increasingly, our service provider customers also resell our products or services to their customers or purchase our products or services for the purpose of providing managed or cloud-based services to their customers.
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Strategic worldwide reseller relationships with established Juniper alliances, comprised of Dimension Data Holdings, or Dimension Data; Ericsson Telecom A.B., or Ericsson; International Business Machines, or IBM; and NEC Corporation. These companies each offer services and products that complement our own product and service offerings and act as a reseller, and in some instances as an integration partner for our products. Our arrangements with these partners allow them to resell our products and services on a non-exclusive and generally global basis, provide for product and service discounts, and specify other general terms of sale. These agreements do not require these partners to purchase specified quantities of our products or services.
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We can quickly ramp up and deliver products to customers with turnkey manufacturing;
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We gain economies of scale by leveraging our buying power with our contract manufacturers and original design manufacturers when we manufacture large quantities of products;
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We operate with a minimum amount of dedicated space and employees for manufacturing operations; and
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We can reduce our costs by reducing what would normally be fixed overhead expenses.
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Name
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Age
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Position
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Rami Rahim
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46
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Chief Executive Officer and Director
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Jonathan Davidson
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43
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Executive Vice President and General Manager, Juniper Development
and Innovation
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Brian Martin
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55
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Senior Vice President, General Counsel and Secretary
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Kenneth Miller
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46
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Executive Vice President and Chief Financial Officer
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Vince Molinaro
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53
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Executive Vice President and Chief Customer Officer
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Pradeep Sindhu
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64
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Executive Vice President, Chief Technology Officer, Chief Scientist and
Vice Chairman of the Board
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Terrance F. Spidell
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48
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Vice President, Corporate Controller and Chief Accounting Officer
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the additional development efforts and costs required to create new software products and/or to make our disaggregated products compatible with multiple technologies;
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the possibility that our new software products or disaggregated products may not achieve widespread customer adoption;
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the potential that our strategy could erode our revenue and gross margins;
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the impact on our financial results of longer periods of revenue recognition and changes in tax treatment associated with software sales;
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the additional costs associated with regulatory compliance and changes we need to make to our distribution chain in connection with increased software sales;
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the ability of our disaggregated hardware and software products to operate independently and/or to integrate with current and future third party products; and
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the risk that issues with third party technologies used with our disaggregated products will be attributed to us.
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changes in general IT spending,
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the imposition of government controls, inclusive of critical infrastructure protection;
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changes or limitations in trade protection laws or other regulatory requirements, which may affect our ability to import or export our products from various countries;
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varying and potentially conflicting laws and regulations;
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fluctuations in local economies;
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wage inflation or a tightening of the labor market;
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tax policies that could have a business impact;
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potential import tariffs imposed by the United States;
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data privacy rules and other regulations that affect cross border data flow; and
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the impact of the following on customer spending patterns: political considerations, unfavorable changes in tax treaties or laws, natural disasters, epidemic disease, labor unrest, earnings expatriation restrictions, misappropriation of intellectual property, military actions, acts of terrorism, political and social unrest and difficulties in staffing and managing international operations.
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incur liens;
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incur sale and leaseback transactions; and
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consolidate or merge with or into, or sell substantially all of our assets to, another person.
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maintenance of a leverage ratio no greater than 3.0x and an interest coverage ratio no less than 3.0x
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covenants that limit or restrict the ability of the Company and its subsidiaries to, among other things, grant liens, merge or consolidate, dispose of all or substantially all of its assets, change their accounting or reporting policies, change their business and incur subsidiary indebtedness, in each case subject to customary exceptions for a credit facility of this size and type.
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2016
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2015
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||||||||||||
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High
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Low
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High
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Low
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||||||||
First quarter
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$
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27.73
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$
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21.49
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$
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24.60
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$
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21.24
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Second quarter
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$
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25.69
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$
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21.18
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$
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28.26
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$
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22.21
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Third quarter
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$
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24.45
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$
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21.18
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$
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29.13
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$
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24.74
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Fourth quarter
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$
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29.21
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$
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22.41
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$
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32.39
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$
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25.48
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Period
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Total Number
of Shares
Purchased
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Average
Price Paid
per Share
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Total Number
of Shares
Purchased as
Part of Publicly
Announced
Plans or
Programs
(2)
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Maximum Dollar
Value of Shares
that May Yet Be
Purchased
Under the Plans
or Programs
(2)
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||||||
October 1 - October 31, 2016
(1)
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—
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$
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0.36
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—
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$
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219.7
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November 1 - November 30, 2016
|
—
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|
|
$
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—
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—
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$
|
219.7
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|
December 1 - December 31, 2016
|
—
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|
$
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—
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|
—
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$
|
219.7
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Total
(1)
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—
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$
|
0.36
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—
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(1)
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Includes 1,219 shares repurchased associated with unvested restricted stock awards.
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(2)
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No shares were repurchased during the periods set forth in the table above under our stock repurchase program approved by the Board in February 2014, October 2014, and July 2015, which authorized us to purchase an aggregate of up to
$3.9 billion
of our common stock. Future share repurchases under our capital return plan will be subject to a review of the circumstances in place at that time and will be made from time to time in private transactions or open market purchases as permitted by securities laws and other legal requirements. This program may be discontinued at any time.
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As of December 31,
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||||||||||||||||||||||
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2011
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2012
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2013
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2014
|
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2015
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|
2016
|
||||||||||||
JNPR
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$
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100.00
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$
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96.37
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$
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110.58
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$
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110.33
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$
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138.47
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$
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144.13
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S&P 500
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$
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100.00
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$
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115.99
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$
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153.55
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$
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174.55
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$
|
176.95
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$
|
198.10
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NASDAQ Telecommunications Index
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$
|
100.00
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$
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105.48
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$
|
134.26
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$
|
139.71
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$
|
141.78
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$
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166.72
|
|
|
Years Ended December 31,
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||||||||||||||||||
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2016
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2015
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2014
(*)
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2013
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|
2012
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||||||||||
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(In millions, except per share amounts)
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||||||||||||||||||
Net revenues
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$
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4,990.1
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$
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4,857.8
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$
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4,627.1
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$
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4,669.1
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$
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4,365.4
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Gross margin
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3,104.5
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3,078.6
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2,858.2
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2,941.4
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2,708.8
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|||||
Operating income (loss)
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889.7
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912.0
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(419.7
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)
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565.9
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|
|
308.1
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|||||
Net income (loss)
|
$
|
592.7
|
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|
$
|
633.7
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|
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$
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(334.3
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)
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$
|
439.8
|
|
|
$
|
186.5
|
|
Net income (loss) per share:
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|
|
|
|
|
|
|
|
|
|
|
|
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||||||
Basic
|
$
|
1.55
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|
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$
|
1.62
|
|
|
$
|
(0.73
|
)
|
|
$
|
0.88
|
|
|
$
|
0.36
|
|
Diluted
|
$
|
1.53
|
|
|
$
|
1.59
|
|
|
$
|
(0.73
|
)
|
|
$
|
0.86
|
|
|
$
|
0.35
|
|
Shares used in computing net income
per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Basic
|
381.7
|
|
|
390.6
|
|
|
457.4
|
|
|
501.8
|
|
|
520.9
|
|
|||||
Diluted
|
387.8
|
|
|
399.4
|
|
|
457.4
|
|
|
510.3
|
|
|
526.2
|
|
|||||
Cash dividends declared per share of common stock
|
$
|
0.40
|
|
|
$
|
0.40
|
|
|
$
|
0.20
|
|
|
$
|
—
|
|
|
$
|
—
|
|
(*)
|
Fiscal year 2014 includes the following significant pre-tax items: impairment of goodwill of $850.0 million; restructuring and other charges of $208.5 million; gain on the sale of equity investments of
$163.0 million;
gain, net of legal fees in connection with the litigation settlement with Palo Alto Networks of
$196.1 million; and gain on the sale of Junos Pulse $19.6 million.
|
|
As of December 31,
|
||||||||||||||||||
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
||||||||||
|
(In millions)
|
||||||||||||||||||
Cash, cash equivalents, and investments
|
$
|
3,657.3
|
|
|
$
|
3,192.2
|
|
|
$
|
3,104.9
|
|
|
$
|
4,097.8
|
|
|
$
|
3,837.4
|
|
Working capital
|
2,236.0
|
|
|
1,110.5
|
|
|
1,297.2
|
|
|
2,182.7
|
|
|
2,006.1
|
|
|||||
Goodwill
|
3,081.7
|
|
|
2,981.3
|
|
|
2,981.5
|
|
|
4,057.7
|
|
|
4,057.8
|
|
|||||
Total assets
(*)
|
9,656.5
|
|
|
8,607.9
|
|
|
8,273.6
|
|
|
10,267.1
|
|
|
9,787.9
|
|
|||||
Short-term and long-term debt
(*)
|
2,133.7
|
|
|
1,937.4
|
|
|
1,341.2
|
|
|
993.7
|
|
|
993.3
|
|
|||||
Total long-term liabilities (excluding long-term debt)
|
824.4
|
|
|
594.1
|
|
|
499.9
|
|
|
529.8
|
|
|
373.1
|
|
|||||
Total Juniper Networks stockholders' equity
|
$
|
4,962.5
|
|
|
$
|
4,574.4
|
|
|
$
|
4,919.1
|
|
|
$
|
7,302.2
|
|
|
$
|
6,999.0
|
|
(*)
|
Fiscal year 2016 includes the adoption of Accounting Standards Update ("ASU") No. 2015-03 (Subtopic 835-30) -
Simplifying the Presentation of Debt Issuance Costs
, requiring that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. Other long-term assets and long-term debt in the prior years were retrospectively adjusted to conform to the current-year presentation.
|
•
|
We will continue to pursue opportunities for revenue growth in 2017 with our differentiated product portfolio within our target markets and will focus on growth from emerging technologies as the market landscape continues to evolve.
|
•
|
We remain focused on earnings expansion with long-term consistency. We will remain diligent in managing our operating expenses while also investing in our product portfolio for the short and long-term.
|
•
|
We intend to maintain a healthy balance sheet and an optimized capital structure, while balancing internal investments and the potential for value-enhancing M&A. We expect continued strong cash flow generation and intend to return approximately 50% of free cash flow to shareholders. Free cash flow is calculated as net cash provided by operating activities less capital expenditures.
|
|
As of and for the Years Ended December 31,
|
||||||||||||||||||||||||
|
2016
|
|
2015
|
|
2014
|
|
2016 vs. 2015
|
|
2015 vs. 2014
|
||||||||||||||||
|
|
|
|
|
|
|
$ Change
|
|
% Change
|
|
$ Change
|
|
% Change
|
||||||||||||
Net revenues
|
$
|
4,990.1
|
|
|
$
|
4,857.8
|
|
|
$
|
4,627.1
|
|
|
$
|
132.3
|
|
|
3
|
%
|
|
$
|
230.7
|
|
|
5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Gross margin
|
$
|
3,104.5
|
|
|
$
|
3,078.6
|
|
|
$
|
2,858.2
|
|
|
$
|
25.9
|
|
|
1
|
%
|
|
$
|
220.4
|
|
|
8
|
%
|
Percentage of net revenues
|
62.2
|
%
|
|
63.4
|
%
|
|
61.8
|
%
|
|
|
|
|
|
|
|
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Operating income (loss)
|
$
|
889.7
|
|
|
$
|
912.0
|
|
|
$
|
(419.7
|
)
|
|
$
|
(22.3
|
)
|
|
(2
|
)%
|
|
$
|
1,331.7
|
|
|
(317
|
)%
|
Percentage of net revenues
|
17.8
|
%
|
|
18.8
|
%
|
|
(9.1
|
)%
|
|
|
|
|
|
|
|
|
|||||||||
Net income (loss)
|
$
|
592.7
|
|
|
$
|
633.7
|
|
|
$
|
(334.3
|
)
|
|
$
|
(41.0
|
)
|
|
(6
|
)%
|
|
$
|
968.0
|
|
|
(290
|
)%
|
Percentage of net revenues
|
11.9
|
%
|
|
13.0
|
%
|
|
(7.2
|
)%
|
|
|
|
|
|
|
|
|
|||||||||
Net income (loss) per share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Basic
|
$
|
1.55
|
|
|
$
|
1.62
|
|
|
$
|
(0.73
|
)
|
|
$
|
(0.07
|
)
|
|
(4
|
)%
|
|
$
|
2.35
|
|
|
(322
|
)%
|
Diluted
|
$
|
1.53
|
|
|
$
|
1.59
|
|
|
$
|
(0.73
|
)
|
|
$
|
(0.06
|
)
|
|
(4
|
)%
|
|
$
|
2.32
|
|
|
(318
|
)%
|
Cash dividends declared per
common stock
|
$
|
0.40
|
|
|
$
|
0.40
|
|
|
$
|
0.20
|
|
|
$
|
—
|
|
|
—
|
%
|
|
$
|
0.20
|
|
|
100
|
%
|
Stock repurchase plan activity
|
$
|
312.9
|
|
|
$
|
1,142.5
|
|
|
$
|
2,250.0
|
|
|
$
|
(829.6
|
)
|
|
(73
|
)%
|
|
$
|
(1,107.5
|
)
|
|
(49
|
)%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Operating cash flows
|
$
|
1,106.0
|
|
|
$
|
892.5
|
|
|
$
|
763.4
|
|
|
$
|
213.5
|
|
|
24
|
%
|
|
$
|
129.1
|
|
|
17
|
%
|
DSO
(*)
|
68
|
|
|
53
|
|
|
49
|
|
|
15
|
|
|
28
|
%
|
|
4
|
|
|
8
|
%
|
|||||
Product book-to-bill
(*)
|
>1
|
|
>1
|
|
>1
|
|
|
|
|
|
|
|
|
||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Deferred revenue
|
$
|
1,481.1
|
|
|
$
|
1,168.1
|
|
|
$
|
1,075.7
|
|
|
$
|
313.0
|
|
|
27
|
%
|
|
$
|
92.4
|
|
|
9
|
%
|
(*)
|
DSO and product book-to-bill are for the fourth quarter ended December 31,
2016
,
2015
, and
2014
.
|
•
|
Net Revenues: During
2016
, net revenues
increased
, compared to
2015
, due to strong growth in services revenues partially offset by a slight decline in product revenue. The decline in product revenue was primarily driven by a decline in revenues from our MX products, as well as our security products. In addition, we saw continued competitive pricing pressures, partially offset by revenue growth from our new products, specifically in switching where we saw continued data center strength.
|
•
|
Gross Margin: Our gross margin as a percentage of net revenues decreased during
2016
, compared to
2015
, primarily due to elevated pricing pressures, product mix, and charges related to the expected remediation costs for certain products containing a defect in a clock-signal component from a third-party supplier, partially offset by an improvement in services margin and our supply chain cost structure. We expect that we will continue to experience elevated pricing pressures in the near term.
|
•
|
Operating income (loss): During
2016
, compared to
2015
, operating income as a percentage of net revenues
decreased
as a result of higher operating expense primarily due to acquisitions completed in 2016 as well as a decline in gross margin as a percentage of net revenue, partially offset by savings in variable compensation and improvements to our supply chain cost structure.
|
•
|
Capital Return: During 2016, we completed our full commitment to return $4.1 billion of capital, inclusive of share repurchases and dividends, to shareholders from 2014 through the end of 2016. During 2016, we repurchased 13.5 million shares of our common stock for an aggregate purchase of $312.9 million and paid cash dividends of $0.10 per share each quarter for an aggregate annual amount of $152.5 million. Beginning in 2017, we intend to target a capital return policy of approximately 50% of annual free cash flow, inclusive of share repurchases and dividends.
|
•
|
Operating Cash Flows: Cash flow from operations
increased
by
$213.5 million
in
2016
, compared to
2015
, primarily driven by timing differences in working capital.
|
•
|
DSO: DSO is calculated as the ratio of ending accounts receivable, net of allowances, divided by average daily net sales for the preceding 90 days. DSO for the quarter ended
December 31, 2016
increased
by
15
days, or
28%
compared to the quarter ended
December 31, 2015
. The elevated DSO was primarily due to a significant increase in invoicing of services which occurred late in 2016 and resulted in higher deferred services revenue, as well as the timing of product invoicing. We believe the quality of our receivables is strong as the majority has been received early in the first quarter of 2017. Going forward we expect DSO to be in the 50 to 60 days range.
|
•
|
Product Book-to-Bill: Product book-to-bill represents the ratio of product orders booked divided by product revenues during the respective period. Product book-to-bill was greater than one for the quarters ended
December 31, 2016
,
2015
and
2014
, which we believe indicates positive product demand.
|
•
|
Deferred Revenue: Total deferred revenue
increased
by
$313.0 million
to
$1,481.1 million
as of
December 31, 2016
, compared to
$1,168.1 million
as of
December 31, 2015
, primarily due to (1) an increase in deferred service revenue of $230.4 million driven by an increase in multi-year support agreements, which are billed in advance, and (2) an increase in product deferred revenue primarily due to higher deferrals related to software revenue arrangements, which are recognized ratably over the agreement, and other shipments that have not met all revenue recognition criteria. In circumstances when costs are deferred, deferred product revenue is recorded net of the related costs of product revenue.
|
•
|
Goodwill. We make significant estimates, assumptions, and judgments when valuing goodwill and other intangible assets in connection with the initial purchase price allocation of an acquired entity, as well as when evaluating impairment of goodwill and other intangible assets on an ongoing basis. These estimates are based upon a number of factors, including historical experience, market conditions, and information obtained from the management of the acquired company. Critical estimates in valuing certain intangible assets include, but are not limited to, historical and projected customer retention rates, anticipated growth in revenue from the acquired customer and product base, and the expected use of the acquired assets. These factors are also considered in determining the useful life of the acquired intangible assets. The amounts and useful lives assigned to identified intangible assets impacts the amount and timing of future amortization expense.
|
•
|
Inventory Valuation and Contract Manufacturer Liabilities. Inventory consists primarily of component parts to be used in the manufacturing process and is stated at lower of cost or market. A provision is recorded when inventory is determined to be in excess of anticipated demand or obsolete, to adjust inventory to its estimated realizable value. In determining the provision, we also consider estimated recovery rates based on the nature of the inventory. As of
December 31, 2016
and
December 31, 2015
, our net inventory balances were
$95.5 million
and
$75.0 million
, respectively.
|
•
|
Revenue recognition. Revenue is recognized when all of the following criteria have been met: (1) persuasive evidence of an arrangement exists, (2) delivery has occurred, (3) sales price is fixed or determinable, and (4) collectability is reasonably assured. We enter into contracts to sell our products and services, and while some of our sales agreements contain standard terms and conditions, there are agreements that contain multiple elements or non-standard terms and conditions. As a result, significant contract interpretation may be required to determine the appropriate accounting, including whether the deliverables specified in a multiple element arrangement should be treated as separate units of accounting for revenue recognition purposes, and, if so, how the price should be allocated among the elements and when to recognize revenue for each element. Changes in the allocation of the sales price between elements may impact the timing of revenue recognition but will not change the total revenue recognized on the contract.
|
•
|
Income Taxes. We are subject to income taxes in the United States and numerous foreign jurisdictions. Significant judgment is required in evaluating our uncertain tax positions and determining our taxes. Although we believe our reserves are reasonable, no assurance can be given that the final tax outcome of these matters will not be different from that which is reflected in our historical income tax provisions and accruals. We adjust these reserves in light of changing facts and circumstances, such as the closing of a tax audit or the refinement of an estimate. To the extent that the final tax outcome of these matters is different than the amounts recorded, such differences will affect the provision for income taxes in the period in which such determination is made.
|
•
|
Loss Contingencies. We use significant judgment and assumptions to estimate the likelihood of loss or impairment of an asset, or the incurrence of a liability, in determining loss contingencies. An estimated loss contingency is accrued when it is probable that an asset has been impaired or a liability has been incurred and the amount of loss can be reasonably estimated. We record a charge equal to the minimum estimated liability for litigation costs or a loss contingency only when both of the following conditions are met: (i) information available prior to issuance of our consolidated financial statements indicates that it is probable that an asset had been impaired or a liability had been incurred at the date of the financial statements and (ii) the range of loss can be reasonably estimated. We regularly evaluate current information available to us to determine whether such accruals should be adjusted and whether new accruals are required.
|
|
Years Ended December 31,
|
||||||||||||||||||||||||
|
2016
|
|
2015
|
|
2014
|
|
2016 vs. 2015
|
|
2015 vs. 2014
|
||||||||||||||||
|
|
|
|
|
|
|
$ Change
|
|
% Change
|
|
$ Change
|
|
% Change
|
||||||||||||
Routing
|
$
|
2,352.9
|
|
|
$
|
2,359.2
|
|
|
$
|
2,223.9
|
|
|
$
|
(6.3
|
)
|
|
—
|
%
|
|
$
|
135.3
|
|
|
6
|
%
|
Percentage of net revenues
|
47.2
|
%
|
|
48.6
|
%
|
|
48.1
|
%
|
|
|
|
|
|
|
|
|
|||||||||
Switching
|
858.0
|
|
|
768.3
|
|
|
721.2
|
|
|
89.7
|
|
|
12
|
%
|
|
47.1
|
|
|
7
|
%
|
|||||
Percentage of net revenues
|
17.2
|
%
|
|
15.8
|
%
|
|
15.6
|
%
|
|
|
|
|
|
|
|
|
|||||||||
Security
|
318.0
|
|
|
435.6
|
|
|
463.6
|
|
|
(117.6
|
)
|
|
(27
|
)%
|
|
(28.0
|
)
|
|
(6
|
)%
|
|||||
Percentage of net revenues
|
6.4
|
%
|
|
9.0
|
%
|
|
10.0
|
%
|
|
|
|
|
|
|
|
|
|||||||||
Total Product
|
3,528.9
|
|
|
3,563.1
|
|
|
3,408.7
|
|
|
(34.2
|
)
|
|
(1
|
)%
|
|
154.4
|
|
|
5
|
%
|
|||||
Percentage of net revenues
|
70.7
|
%
|
|
73.3
|
%
|
|
73.7
|
%
|
|
|
|
|
|
|
|
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Total Service
|
1,461.2
|
|
|
1,294.7
|
|
|
1,218.4
|
|
|
166.5
|
|
|
13
|
%
|
|
76.3
|
|
|
6
|
%
|
|||||
Percentage of net revenues
|
29.3
|
%
|
|
26.7
|
%
|
|
26.3
|
%
|
|
|
|
|
|
|
|
|
|||||||||
Total net revenues
|
$
|
4,990.1
|
|
|
$
|
4,857.8
|
|
|
$
|
4,627.1
|
|
|
$
|
132.3
|
|
|
3
|
%
|
|
$
|
230.7
|
|
|
5
|
%
|
|
Years Ended December 31,
|
||||||||||||||||||||||||
|
2016
|
|
2015
|
|
2014
|
|
2016 vs. 2015
|
|
2015 vs. 2014
|
||||||||||||||||
|
|
|
|
|
|
|
$ Change
|
|
% Change
|
|
$ Change
|
|
% Change
|
||||||||||||
Americas:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
United States
|
$
|
2,737.0
|
|
|
$
|
2,568.6
|
|
|
$
|
2,410.6
|
|
|
$
|
168.4
|
|
|
7
|
%
|
|
$
|
158.0
|
|
|
7
|
%
|
Other
|
231.8
|
|
|
223.6
|
|
|
219.7
|
|
|
8.2
|
|
|
4
|
%
|
|
3.9
|
|
|
2
|
%
|
|||||
Total Americas
|
2,968.8
|
|
|
2,792.2
|
|
|
2,630.3
|
|
|
176.6
|
|
|
6
|
%
|
|
161.9
|
|
|
6
|
%
|
|||||
Percentage of net revenues
|
59.5
|
%
|
|
57.5
|
%
|
|
56.8
|
%
|
|
|
|
|
|
|
|
|
|||||||||
EMEA
|
1,238.1
|
|
|
1,320.3
|
|
|
1,263.3
|
|
|
(82.2
|
)
|
|
(6
|
)%
|
|
57.0
|
|
|
5
|
%
|
|||||
Percentage of net revenues
|
24.8
|
%
|
|
27.2
|
%
|
|
27.3
|
%
|
|
|
|
|
|
|
|
|
|||||||||
APAC
|
783.2
|
|
|
745.3
|
|
|
733.5
|
|
|
37.9
|
|
|
5
|
%
|
|
11.8
|
|
|
2
|
%
|
|||||
Percentage of net revenues
|
15.7
|
%
|
|
15.3
|
%
|
|
15.9
|
%
|
|
|
|
|
|
|
|
|
|||||||||
Total net revenues
|
$
|
4,990.1
|
|
|
$
|
4,857.8
|
|
|
$
|
4,627.1
|
|
|
$
|
132.3
|
|
|
3
|
%
|
|
$
|
230.7
|
|
|
5
|
%
|
|
Years Ended December 31,
|
||||||||||||||||||||||||
|
2016
|
|
2015
|
|
2014
|
|
2016 vs. 2015
|
|
2015 vs. 2014
|
||||||||||||||||
|
|
|
|
|
|
|
$ Change
|
|
% Change
|
|
$ Change
|
|
% Change
|
||||||||||||
Service Provider
|
$
|
3,452.2
|
|
|
$
|
3,289.8
|
|
|
$
|
3,100.4
|
|
|
$
|
162.4
|
|
|
5
|
%
|
|
$
|
189.4
|
|
|
6
|
%
|
Percentage of net revenues
|
69.2
|
%
|
|
67.7
|
%
|
|
67.0
|
%
|
|
|
|
|
|
|
|
|
|||||||||
Enterprise
|
1,537.9
|
|
|
1,568.0
|
|
|
1,526.7
|
|
|
(30.1
|
)
|
|
(2
|
)%
|
|
41.3
|
|
|
3
|
%
|
|||||
Percentage of net revenues
|
30.8
|
%
|
|
32.3
|
%
|
|
33.0
|
%
|
|
|
|
|
|
|
|
|
|||||||||
Total net revenues
|
$
|
4,990.1
|
|
|
$
|
4,857.8
|
|
|
$
|
4,627.1
|
|
|
$
|
132.3
|
|
|
3
|
%
|
|
$
|
230.7
|
|
|
5
|
%
|
|
Years Ended December 31,
|
||||||||||||||||||||||||
|
2016
|
|
2015
|
|
2014
|
|
2016 vs. 2015
|
|
2015 vs. 2014
|
||||||||||||||||
|
|
|
|
|
|
|
$ Change
|
|
% Change
|
|
$ Change
|
|
% Change
|
||||||||||||
Product gross margin
|
$
|
2,202.7
|
|
|
$
|
2,293.5
|
|
|
$
|
2,121.9
|
|
|
$
|
(90.8
|
)
|
|
(4
|
)%
|
|
$
|
171.6
|
|
|
8
|
%
|
Percentage of product revenues
|
62.4
|
%
|
|
64.4
|
%
|
|
62.2
|
%
|
|
|
|
|
|
|
|
|
|||||||||
Service gross margin
|
901.8
|
|
|
785.1
|
|
|
736.3
|
|
|
116.7
|
|
|
15
|
%
|
|
48.8
|
|
|
7
|
%
|
|||||
Percentage of service revenues
|
61.7
|
%
|
|
60.6
|
%
|
|
60.4
|
%
|
|
|
|
|
|
|
|
|
|||||||||
Total gross margin
|
$
|
3,104.5
|
|
|
$
|
3,078.6
|
|
|
$
|
2,858.2
|
|
|
$
|
25.9
|
|
|
1
|
%
|
|
$
|
220.4
|
|
|
8
|
%
|
Percentage of net revenues
|
62.2
|
%
|
|
63.4
|
%
|
|
61.8
|
%
|
|
|
|
|
|
|
|
|
|
Years Ended December 31,
|
||||||||||||||||||||||||
|
2016
|
|
2015
|
|
2014
|
|
2016 vs. 2015
|
|
2015 vs. 2014
|
||||||||||||||||
|
|
|
|
|
|
|
$ Change
|
|
% Change
|
|
$ Change
|
|
% Change
|
||||||||||||
Research and development
|
$
|
1,013.7
|
|
|
$
|
994.5
|
|
|
$
|
1,006.2
|
|
|
$
|
19.2
|
|
|
2
|
%
|
|
$
|
(11.7
|
)
|
|
(1
|
)%
|
Percentage of net revenues
|
20.3
|
%
|
|
20.5
|
%
|
|
21.7
|
%
|
|
|
|
|
|
|
|
|
|||||||||
Sales and marketing
|
972.9
|
|
|
943.8
|
|
|
1,023.6
|
|
|
29.1
|
|
|
3
|
%
|
|
(79.8
|
)
|
|
(8
|
)%
|
|||||
Percentage of net revenues
|
19.5
|
%
|
|
19.4
|
%
|
|
22.1
|
%
|
|
|
|
|
|
|
|
|
|||||||||
General and administrative
|
224.9
|
|
|
228.9
|
|
|
231.1
|
|
|
(4.0
|
)
|
|
(2
|
)%
|
|
(2.2
|
)
|
|
(1
|
)%
|
|||||
Percentage of net revenues
|
4.5
|
%
|
|
4.7
|
%
|
|
5.0
|
%
|
|
|
|
|
|
|
|
|
|||||||||
Restructuring and other charges
(benefits)
|
3.3
|
|
|
(0.6
|
)
|
|
167.0
|
|
|
3.9
|
|
|
N/M
|
|
|
(167.6
|
)
|
|
(100
|
)%
|
|||||
Percentage of net revenues
|
0.1
|
%
|
|
—
|
%
|
|
3.6
|
%
|
|
|
|
|
|
|
|
|
|||||||||
Impairment of goodwill
|
—
|
|
|
—
|
|
|
850.0
|
|
|
—
|
|
|
N/M
|
|
|
(850.0
|
)
|
|
(100
|
)%
|
|||||
Percentage of net revenues
|
—
|
%
|
|
—
|
%
|
|
18.4
|
%
|
|
|
|
|
|
|
|
|
|||||||||
Total operating expenses
|
$
|
2,214.8
|
|
|
$
|
2,166.6
|
|
|
$
|
3,277.9
|
|
|
$
|
48.2
|
|
|
2
|
%
|
|
$
|
(1,111.3
|
)
|
|
(34
|
)%
|
Percentage of net revenues
|
44.4
|
%
|
|
44.6
|
%
|
|
70.8
|
%
|
|
|
|
|
|
|
|
|
|
Years Ended December 31,
|
||||||||||||||||||||||||
|
2016
|
|
2015
|
|
2014
|
|
2016 vs. 2015
|
|
2015 vs. 2014
|
||||||||||||||||
|
|
|
|
|
|
|
$ Change
|
|
% Change
|
|
$ Change
|
|
% Change
|
||||||||||||
Cost of revenues - Product
|
$
|
6.4
|
|
|
$
|
5.6
|
|
|
$
|
5.0
|
|
|
$
|
0.8
|
|
|
14
|
%
|
|
$
|
0.6
|
|
|
12
|
%
|
Cost of revenues - Service
|
15.3
|
|
|
13.8
|
|
|
14.2
|
|
|
1.5
|
|
|
11
|
%
|
|
(0.4
|
)
|
|
(3
|
)%
|
|||||
Research and development
|
126.5
|
|
|
125.4
|
|
|
134.5
|
|
|
1.1
|
|
|
1
|
%
|
|
(9.1
|
)
|
|
(7
|
)%
|
|||||
Sales and marketing
|
55.2
|
|
|
45.6
|
|
|
60.2
|
|
|
9.6
|
|
|
21
|
%
|
|
(14.6
|
)
|
|
(24
|
)%
|
|||||
General and administrative
|
23.4
|
|
|
26.9
|
|
|
26.1
|
|
|
(3.5
|
)
|
|
(13
|
)%
|
|
0.8
|
|
|
3
|
%
|
|||||
Total
|
$
|
226.8
|
|
|
$
|
217.3
|
|
|
$
|
240.0
|
|
|
$
|
9.5
|
|
|
4
|
%
|
|
$
|
(22.7
|
)
|
|
(9
|
)%
|
|
Years Ended December 31,
|
||||||||||||||||||||||||
|
2016
|
|
2015
|
|
2014
|
|
2016 vs. 2015
|
|
2015 vs. 2014
|
||||||||||||||||
|
|
|
|
|
|
|
$ Change
|
|
% Change
|
|
$ Change
|
|
% Change
|
||||||||||||
Interest income
|
$
|
35.4
|
|
|
$
|
21.8
|
|
|
$
|
10.0
|
|
|
$
|
13.6
|
|
|
62
|
%
|
|
$
|
11.8
|
|
|
118
|
%
|
Interest expense
|
(97.7
|
)
|
|
(83.3
|
)
|
|
(66.9
|
)
|
|
(14.4
|
)
|
|
17
|
%
|
|
(16.4
|
)
|
|
25
|
%
|
|||||
Gain on legal settlement, net
|
—
|
|
|
—
|
|
|
196.1
|
|
|
—
|
|
|
—
|
%
|
|
(196.1
|
)
|
|
(100
|
)%
|
|||||
(Loss) gain on investments, net
|
(1.8
|
)
|
|
6.8
|
|
|
167.9
|
|
|
(8.6
|
)
|
|
(126
|
)%
|
|
(161.1
|
)
|
|
(96
|
)%
|
|||||
Gain on sale of Junos Pulse
|
—
|
|
|
—
|
|
|
19.6
|
|
|
—
|
|
|
—
|
%
|
|
(19.6
|
)
|
|
(100
|
)%
|
|||||
Other
|
1.8
|
|
|
(5.1
|
)
|
|
6.7
|
|
|
6.9
|
|
|
N/M
|
|
|
(11.8
|
)
|
|
N/M
|
|
|||||
Total other (expense) income, net
|
$
|
(62.3
|
)
|
|
$
|
(59.8
|
)
|
|
$
|
333.4
|
|
|
$
|
(2.5
|
)
|
|
4
|
%
|
|
$
|
(393.2
|
)
|
|
(118
|
)%
|
Percentage of net revenues
|
(1.2
|
)%
|
|
(1.2
|
)%
|
|
7.2
|
%
|
|
|
|
|
|
|
|
|
|
Years Ended December 31,
|
||||||||||||||||||||||||
|
2016
|
|
2015
|
|
2014
|
|
2016 vs. 2015
|
|
2015 vs. 2014
|
||||||||||||||||
|
|
|
|
|
|
|
$ Change
|
|
% Change
|
|
$ Change
|
|
% Change
|
||||||||||||
Income tax provision
|
$
|
234.7
|
|
|
$
|
218.5
|
|
|
$
|
248.0
|
|
|
$
|
16.2
|
|
|
7
|
%
|
|
$
|
(29.5
|
)
|
|
(12
|
)%
|
Effective tax rate
|
28.3
|
%
|
|
25.6
|
%
|
|
(287.4
|
)%
|
|
|
|
|
|
|
|
|
|
As of December 31,
|
|
|
|
|
|||||||||
|
2016
|
|
2015
|
|
$ Change
|
|
% Change
|
|||||||
Working capital
|
$
|
2,236.0
|
|
|
$
|
1,110.5
|
|
|
$
|
1,125.5
|
|
|
101
|
%
|
|
|
|
|
|
|
|
|
|||||||
Cash and cash equivalents
|
$
|
1,833.2
|
|
|
$
|
1,420.9
|
|
|
$
|
412.3
|
|
|
29
|
%
|
Short-term investments
|
752.3
|
|
|
527.1
|
|
|
225.2
|
|
|
43
|
%
|
|||
Long-term investments
|
1,071.8
|
|
|
1,244.2
|
|
|
(172.4
|
)
|
|
(14
|
)%
|
|||
Total cash, cash equivalents, and investments
|
3,657.3
|
|
|
3,192.2
|
|
|
465.1
|
|
|
15
|
%
|
|||
Short-term and long-term debt
(*)
|
2,133.7
|
|
|
1,937.4
|
|
|
196.3
|
|
|
10
|
%
|
|||
Cash, cash equivalents, and investments, net of debt
|
$
|
1,523.6
|
|
|
$
|
1,254.8
|
|
|
$
|
268.8
|
|
|
21
|
%
|
(*)
|
On January 1, 2016, we adopted Accounting Standards Update, or ASU, No. 2015-03 (Subtopic 835-30) -
Simplifying the Presentation of Debt Issuance Costs
. Short-term and long-term debt as of December 31, 2015 was retrospectively adjusted to conform to the current-year presentation.
|
|
Years Ended December 31,
|
||||||||||||||||||||||||
|
2016
|
|
2015
|
|
2014
|
|
2016 vs. 2015
|
|
2015 vs. 2014
|
||||||||||||||||
|
|
|
|
|
|
|
$ Change
|
|
% Change
|
|
$ Change
|
|
% Change
|
||||||||||||
Net cash provided by operating activities
|
$
|
1,106.0
|
|
|
$
|
892.5
|
|
|
$
|
763.4
|
|
|
$
|
213.5
|
|
|
24
|
%
|
|
$
|
129.1
|
|
|
17
|
%
|
Net cash (used in) provided by investing
activities
|
$
|
(450.1
|
)
|
|
$
|
(508.7
|
)
|
|
$
|
434.0
|
|
|
$
|
58.6
|
|
|
(12
|
)%
|
|
$
|
(942.7
|
)
|
|
(217
|
)%
|
Net cash used in financing activities
|
$
|
(229.6
|
)
|
|
$
|
(581.4
|
)
|
|
$
|
(1,824.2
|
)
|
|
$
|
351.8
|
|
|
(61
|
)%
|
|
$
|
1,242.8
|
|
|
(68
|
)%
|
|
Shares
Repurchased
|
|
Average price
per share
|
|
Amount
Repurchased
|
|||||
2016
|
|
|
|
|
|
|||||
Repurchases under stock repurchase programs
|
13.5
|
|
|
$
|
23.25
|
|
|
$
|
312.9
|
|
Repurchases for tax withholding
|
0.5
|
|
|
$
|
24.51
|
|
|
$
|
11.7
|
|
2015
|
|
|
|
|
|
|||||
Repurchases under stock repurchase programs
|
45.4
|
|
|
$
|
25.16
|
|
|
$
|
1,142.5
|
|
Repurchases for tax withholding
|
0.4
|
|
|
$
|
26.70
|
|
|
$
|
11.1
|
|
2014
|
|
|
|
|
|
|||||
Repurchases under stock repurchase programs
|
46.8
|
|
|
$
|
22.42
|
|
|
$
|
1,050.0
|
|
Accelerated share repurchase
(*)
|
49.3
|
|
|
$
|
24.35
|
|
|
$
|
1,200.0
|
|
Repurchases for tax withholding
|
0.6
|
|
|
$
|
19.69
|
|
|
$
|
12.5
|
|
(*)
|
As part of the Stock Repurchase Program, we entered into two separate accelerated share repurchase agreements, or collectively, the ASR, with two financial institutions to repurchase
$1.2 billion
of our common stock. We made an up-front payment of
$1.2 billion
pursuant to the ASR to repurchase our common stock. The aggregate number of shares ultimately purchased was determined based on a volume weighted average repurchase price, less an agreed upon discount. The shares received with respect to the ASR have been retired. Retired shares return to authorized but unissued shares of common stock.
|
|
As of December 31,
|
|
|
|
|
|||||||||
|
2016
|
|
2015
|
|
$ Change
|
|
% Change
|
|||||||
Deferred product revenue:
|
|
|
|
|
|
|
|
|||||||
Undelivered product commitments and other
product deferrals
|
$
|
302.4
|
|
|
$
|
210.1
|
|
|
$
|
92.3
|
|
|
44
|
%
|
Distributor inventory and other sell-through items
|
74.2
|
|
|
81.8
|
|
|
(7.6
|
)
|
|
(9
|
)%
|
|||
Deferred gross product revenue
|
376.6
|
|
|
291.9
|
|
|
84.7
|
|
|
29
|
%
|
|||
Deferred cost of product revenue
|
(53.7
|
)
|
|
(51.6
|
)
|
|
(2.1
|
)
|
|
4
|
%
|
|||
Deferred product revenue, net
|
322.9
|
|
|
240.3
|
|
|
82.6
|
|
|
34
|
%
|
|||
Deferred service revenue
|
1,158.2
|
|
|
927.8
|
|
|
230.4
|
|
|
25
|
%
|
|||
Total
|
$
|
1,481.1
|
|
|
$
|
1,168.1
|
|
|
$
|
313.0
|
|
|
27
|
%
|
|
Payments Due by Period
|
||||||||||||||||||
|
Total
|
|
Less than
1 year
|
|
1-3 years
|
|
3-5 years
|
|
More than
5 years
|
||||||||||
Operating leases
(1)
|
$
|
114.9
|
|
|
$
|
33.1
|
|
|
$
|
43.5
|
|
|
$
|
21.0
|
|
|
$
|
17.3
|
|
Build-to-suit lease arrangement
(2)
|
115.5
|
|
|
3.5
|
|
|
23.0
|
|
|
27.3
|
|
|
61.7
|
|
|||||
Purchase commitments with contract manufacturers and
suppliers
(1)
|
686.2
|
|
|
678.4
|
|
|
7.8
|
|
|
—
|
|
|
—
|
|
|||||
Long-term debt
(3)
|
2,150.0
|
|
|
—
|
|
|
350.0
|
|
|
600.0
|
|
|
1,200.0
|
|
|||||
Interest payment on long-term debt
(3)
|
986.9
|
|
|
94.0
|
|
|
182.5
|
|
|
144.4
|
|
|
566.0
|
|
|||||
Other contractual obligations
(1)
|
46.2
|
|
|
32.5
|
|
|
13.7
|
|
|
—
|
|
|
—
|
|
|||||
Total
|
$
|
4,099.7
|
|
|
$
|
841.5
|
|
|
$
|
620.5
|
|
|
$
|
792.7
|
|
|
$
|
1,845.0
|
|
(1)
|
See Note 16,
Commitments and Contingencies,
in Notes to Consolidated Financial Statements in Item 8 of Part II of this Report for additional information regarding our contractual commitments.
|
(2)
|
Lease arrangement is related to a data center lease agreement that we entered in to on July 10, 2015. See Note 16,
Commitments and Contingencies
, in Notes to Consolidated Financial Statements in Item 8 of Part II of this Report for further explanation on the data lease agreement.
|
(3)
|
See Note 10,
Debt and Financing,
in Notes to Consolidated Financial Statements in Item 8 of Part II of this Report for additional information regarding our debt.
|
•
|
level and mix of our product, sales, and gross profit margins;
|
•
|
our business, product, capital expenditures and R&D plans;
|
•
|
repurchases of our common stock;
|
•
|
payment of dividends;
|
•
|
incurrence and repayment of debt and related interest obligations;
|
•
|
litigation expenses, settlements, and judgments, or similar items related to resolution of tax audits;
|
•
|
volume price discounts and customer rebates;
|
•
|
accounts receivable levels that we maintain;
|
•
|
acquisitions and/or funding of other businesses, assets, products, or technologies;
|
•
|
changes in our compensation policies;
|
•
|
capital improvements for new and existing facilities;
|
•
|
technological advances;
|
•
|
our competitors' responses to our products and/or pricing;
|
•
|
our relationships with suppliers, partners, and customers;
|
•
|
possible future investments in raw material and finished goods inventories;
|
•
|
expenses related to future restructuring plans;
|
•
|
tax expense associated with share-based awards;
|
•
|
changes in U.S tax policy or rates;
|
•
|
issuance of share-based awards and the related payment in cash for withholding taxes in the current year and possibly during future years;
|
•
|
level of exercises of stock options and stock purchases under our equity incentive plans; and
|
•
|
general economic conditions and specific conditions in our industry and markets, including the effects of disruptions in global credit and financial markets, international conflicts, and related uncertainties.
|
|
Valuation of Securities Given an Interest Rate
Decrease of BPS |
|
Fair Value
as of December 31, 2016 |
|
Valuation of Securities Given an Interest Rate
Increase of BPS |
||||||||||||||||||||||
|
(150 BPS)
|
|
(100 BPS)
|
|
(50 BPS)
|
|
|
50 BPS
|
|
100 BPS
|
|
150 BPS
|
|||||||||||||||
Available-for-sale fixed income
securities
|
$
|
2,199.0
|
|
|
$
|
2,191.8
|
|
|
$
|
2,184.5
|
|
|
$
|
2,177.3
|
|
|
$
|
2,170.1
|
|
|
$
|
2,162.8
|
|
|
$
|
2,155.6
|
|
|
Page
|
|
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
|
Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Net revenues:
|
|
|
|
|
|
||||||
Product
|
$
|
3,528.9
|
|
|
$
|
3,563.1
|
|
|
$
|
3,408.7
|
|
Service
|
1,461.2
|
|
|
1,294.7
|
|
|
1,218.4
|
|
|||
Total net revenues
|
4,990.1
|
|
|
4,857.8
|
|
|
4,627.1
|
|
|||
Cost of revenues:
|
|
|
|
|
|
||||||
Product
|
1,326.2
|
|
|
1,269.6
|
|
|
1,286.8
|
|
|||
Service
|
559.4
|
|
|
509.6
|
|
|
482.1
|
|
|||
Total cost of revenues
|
1,885.6
|
|
|
1,779.2
|
|
|
1,768.9
|
|
|||
Gross margin
|
3,104.5
|
|
|
3,078.6
|
|
|
2,858.2
|
|
|||
Operating expenses:
|
|
|
|
|
|
||||||
Research and development
|
1,013.7
|
|
|
994.5
|
|
|
1,006.2
|
|
|||
Sales and marketing
|
972.9
|
|
|
943.8
|
|
|
1,023.6
|
|
|||
General and administrative
|
224.9
|
|
|
228.9
|
|
|
231.1
|
|
|||
Restructuring and other charges (benefits)
|
3.3
|
|
|
(0.6
|
)
|
|
167.0
|
|
|||
Impairment of goodwill
|
—
|
|
|
—
|
|
|
850.0
|
|
|||
Total operating expenses
|
2,214.8
|
|
|
2,166.6
|
|
|
3,277.9
|
|
|||
Operating income (loss)
|
889.7
|
|
|
912.0
|
|
|
(419.7
|
)
|
|||
Other (expense) income, net
|
(62.3
|
)
|
|
(59.8
|
)
|
|
333.4
|
|
|||
Income (loss) before income taxes
|
827.4
|
|
|
852.2
|
|
|
(86.3
|
)
|
|||
Income tax provision
|
234.7
|
|
|
218.5
|
|
|
248.0
|
|
|||
Net income (loss)
|
$
|
592.7
|
|
|
$
|
633.7
|
|
|
$
|
(334.3
|
)
|
|
|
|
|
|
|
||||||
Net income (loss) per share:
|
|
|
|
|
|
||||||
Basic
|
$
|
1.55
|
|
|
$
|
1.62
|
|
|
$
|
(0.73
|
)
|
Diluted
|
$
|
1.53
|
|
|
$
|
1.59
|
|
|
$
|
(0.73
|
)
|
Shares used in computing net income (loss) per share:
|
|
|
|
|
|
||||||
Basic
|
381.7
|
|
|
390.6
|
|
|
457.4
|
|
|||
Diluted
|
387.8
|
|
|
399.4
|
|
|
457.4
|
|
|||
Cash dividends declared per common stock
|
$
|
0.40
|
|
|
$
|
0.40
|
|
|
$
|
0.20
|
|
|
Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Net income (loss)
|
$
|
592.7
|
|
|
$
|
633.7
|
|
|
$
|
(334.3
|
)
|
Other comprehensive loss, net of tax:
|
|
|
|
|
|
|
|
|
|||
Available-for-sale securities:
|
|
|
|
|
|
||||||
Unrealized gains net of tax benefit of $0.7, and provision of $6.5 and
$29.5 for 2016, 2015, and 2014, respectively
|
0.8
|
|
|
9.1
|
|
|
48.7
|
|
|||
Reclassification adjustment for realized net gains included in net
income (loss), net of tax provision of $0.5, zero, and $61.8 for 2016,
2015, and 2014, respectively
|
(1.2
|
)
|
|
(0.5
|
)
|
|
(106.5
|
)
|
|||
Net change on available-for-sale securities, net of taxes
|
(0.4
|
)
|
|
8.6
|
|
|
(57.8
|
)
|
|||
Cash flow hedges:
|
|
|
|
|
|
||||||
Unrealized loss net of tax provision of $0.8, $0.4, and $0.7 for 2016,
2015, and 2014, respectively
|
(2.1
|
)
|
|
(6.7
|
)
|
|
(4.1
|
)
|
|||
Reclassification adjustment for realized (gains) loss included in net
income (loss), net of tax provision of $0.7, zero, and $1.1 for 2016,
2015, and 2014, respectively
|
(1.1
|
)
|
|
9.6
|
|
|
(2.3
|
)
|
|||
Net change on cash flow hedges, net of taxes
|
(3.2
|
)
|
|
2.9
|
|
|
(6.4
|
)
|
|||
Change in foreign currency translation adjustments
|
(14.5
|
)
|
|
(16.9
|
)
|
|
(14.2
|
)
|
|||
Other comprehensive loss, net of tax
|
(18.1
|
)
|
|
(5.4
|
)
|
|
(78.4
|
)
|
|||
Comprehensive income (loss)
|
$
|
574.6
|
|
|
$
|
628.3
|
|
|
$
|
(412.7
|
)
|
|
December 31,
2016 |
|
December 31,
2015 |
||||
|
|
|
|
||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
1,833.2
|
|
|
$
|
1,420.9
|
|
Short-term investments
|
752.3
|
|
|
527.1
|
|
||
Accounts receivable, net of allowance for doubtful accounts of $7.6 and $9.3 as of
December 31, 2016 and 2015, respectively
|
1,054.1
|
|
|
780.7
|
|
||
Prepaid expenses and other current assets
|
332.3
|
|
|
183.7
|
|
||
Total current assets
|
3,971.9
|
|
|
2,912.4
|
|
||
Property and equipment, net
|
1,063.8
|
|
|
1,021.0
|
|
||
Long-term investments
|
1,071.8
|
|
|
1,244.2
|
|
||
Restricted cash and investments
|
99.9
|
|
|
36.2
|
|
||
Purchased intangible assets, net
|
130.2
|
|
|
33.9
|
|
||
Goodwill
|
3,081.7
|
|
|
2,981.3
|
|
||
Other long-term assets
|
237.2
|
|
|
378.9
|
|
||
Total assets
|
$
|
9,656.5
|
|
|
$
|
8,607.9
|
|
LIABILITIES AND STOCKHOLDERS' EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Short-term debt
|
$
|
—
|
|
|
$
|
299.9
|
|
Accounts payable
|
221.0
|
|
|
159.3
|
|
||
Accrued compensation
|
233.6
|
|
|
269.5
|
|
||
Deferred revenue
|
1,032.0
|
|
|
822.9
|
|
||
Other accrued liabilities
|
249.3
|
|
|
250.3
|
|
||
Total current liabilities
|
1,735.9
|
|
|
1,801.9
|
|
||
Long-term debt
|
2,133.7
|
|
|
1,637.5
|
|
||
Long-term deferred revenue
|
449.1
|
|
|
345.2
|
|
||
Long-term income taxes payable
|
209.2
|
|
|
187.3
|
|
||
Other long-term liabilities
|
166.1
|
|
|
61.6
|
|
||
Total liabilities
|
4,694.0
|
|
|
4,033.5
|
|
||
Commitments and contingencies (Note 16)
|
|
|
|
|
|
||
Stockholders' equity:
|
|
|
|
||||
Convertible preferred stock, $0.00001 par value; 10.0 shares authorized;
none issued and outstanding
|
—
|
|
|
—
|
|
||
Common stock, $0.00001 par value; 1,000.0 shares authorized; 381.1 shares and
384.0 shares issued and outstanding as of December 31, 2016 and 2015, respectively
|
—
|
|
|
—
|
|
||
Additional paid-in capital
|
8,281.6
|
|
|
8,334.8
|
|
||
Accumulated other comprehensive loss
|
(37.3
|
)
|
|
(19.2
|
)
|
||
Accumulated deficit
|
(3,281.8
|
)
|
|
(3,741.2
|
)
|
||
Total stockholders' equity
|
4,962.5
|
|
|
4,574.4
|
|
||
Total liabilities and stockholders' equity
|
$
|
9,656.5
|
|
|
$
|
8,607.9
|
|
|
Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Cash flows from operating activities:
|
|
|
|
|
|
||||||
Net income (loss)
|
$
|
592.7
|
|
|
$
|
633.7
|
|
|
$
|
(334.3
|
)
|
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
|
|
|
|
|
|
||||||
Share-based compensation expense
|
224.6
|
|
|
217.3
|
|
|
240.0
|
|
|||
Depreciation, amortization, and accretion
|
206.7
|
|
|
176.5
|
|
|
186.1
|
|
|||
Non-cash restructuring and other (benefits) charges
|
—
|
|
|
(3.5
|
)
|
|
139.2
|
|
|||
Deferred income taxes
|
55.9
|
|
|
(14.6
|
)
|
|
(16.9
|
)
|
|||
Impairment of goodwill
|
—
|
|
|
—
|
|
|
850.0
|
|
|||
Gain on sale of Junos Pulse
|
—
|
|
|
—
|
|
|
(19.6
|
)
|
|||
Loss (gain) on investments and fixed assets, net
|
3.5
|
|
|
(6.4
|
)
|
|
(166.2
|
)
|
|||
Gain on legal settlement, net
|
—
|
|
|
—
|
|
|
(121.1
|
)
|
|||
Excess tax benefits from share-based compensation
|
(6.7
|
)
|
|
(12.3
|
)
|
|
(9.4
|
)
|
|||
Changes in operating assets and liabilities, net of effects from acquisitions:
|
|
|
|
|
|
||||||
Accounts receivable, net
|
(263.5
|
)
|
|
(218.9
|
)
|
|
(16.8
|
)
|
|||
Prepaid expenses and other assets
|
(43.6
|
)
|
|
(43.5
|
)
|
|
(10.1
|
)
|
|||
Accounts payable
|
66.6
|
|
|
(80.2
|
)
|
|
38.3
|
|
|||
Accrued compensation
|
(18.1
|
)
|
|
46.6
|
|
|
(46.0
|
)
|
|||
Income taxes payable
|
3.1
|
|
|
104.3
|
|
|
51.0
|
|
|||
Other accrued liabilities
|
(16.9
|
)
|
|
1.2
|
|
|
(45.9
|
)
|
|||
Deferred revenue
|
301.7
|
|
|
92.3
|
|
|
45.1
|
|
|||
Net cash provided by operating activities
|
1,106.0
|
|
|
892.5
|
|
|
763.4
|
|
|||
Cash flows from investing activities:
|
|
|
|
|
|
||||||
Purchases of property and equipment
|
(214.7
|
)
|
|
(210.3
|
)
|
|
(192.9
|
)
|
|||
Proceeds from sale of Junos Pulse
|
—
|
|
|
—
|
|
|
105.7
|
|
|||
Purchases of available-for-sale investments
|
(1,598.0
|
)
|
|
(1,486.4
|
)
|
|
(2,440.7
|
)
|
|||
Proceeds from sales of available-for-sale investments
|
1,182.1
|
|
|
861.6
|
|
|
2,627.7
|
|
|||
Proceeds from maturities and redemptions of available-for-sale investments
|
342.3
|
|
|
319.8
|
|
|
337.6
|
|
|||
Purchases of trading investments
|
(4.9
|
)
|
|
(4.4
|
)
|
|
(4.1
|
)
|
|||
Proceeds from sales of privately-held investments
|
9.5
|
|
|
10.6
|
|
|
4.9
|
|
|||
Purchases of privately-held investments
|
(20.3
|
)
|
|
(5.4
|
)
|
|
(21.7
|
)
|
|||
Payments for business acquisitions, net of cash and cash equivalents acquired
|
(144.6
|
)
|
|
(3.5
|
)
|
|
(27.1
|
)
|
|||
Changes in restricted cash
|
(1.5
|
)
|
|
9.3
|
|
|
44.6
|
|
|||
Net cash (used in) provided by investing activities
|
(450.1
|
)
|
|
(508.7
|
)
|
|
434.0
|
|
|||
Cash flows from financing activities:
|
|
|
|
|
|
||||||
Proceeds from issuance of common stock
|
62.3
|
|
|
121.2
|
|
|
159.8
|
|
|||
Purchases and retirement of common stock
|
(324.6
|
)
|
|
(1,152.8
|
)
|
|
(2,262.5
|
)
|
|||
Issuance of long-term debt, net
|
494.0
|
|
|
594.6
|
|
|
346.5
|
|
|||
Payment of long-term debt
|
(300.0
|
)
|
|
—
|
|
|
—
|
|
|||
Payment of financing obligations
|
(15.5
|
)
|
|
(0.4
|
)
|
|
(0.4
|
)
|
|||
Customer financing arrangements
|
—
|
|
|
—
|
|
|
9.0
|
|
|||
Excess tax benefits from share-based compensation
|
6.7
|
|
|
12.3
|
|
|
9.4
|
|
|||
Payment of dividends
|
(152.5
|
)
|
|
(156.3
|
)
|
|
(86.0
|
)
|
|||
Net cash used in financing activities
|
(229.6
|
)
|
|
(581.4
|
)
|
|
(1,824.2
|
)
|
|||
Effect of foreign currency exchange rates on cash and cash equivalents
|
(14.0
|
)
|
|
(21.1
|
)
|
|
(17.6
|
)
|
|||
Net increase (decrease) in cash and cash equivalents
|
412.3
|
|
|
(218.7
|
)
|
|
(644.4
|
)
|
|||
Cash and cash equivalents at beginning of period
|
1,420.9
|
|
|
1,639.6
|
|
|
2,284.0
|
|
|||
Cash and cash equivalents at end of period
|
$
|
1,833.2
|
|
|
$
|
1,420.9
|
|
|
$
|
1,639.6
|
|
Supplemental disclosures of cash flow information:
|
|
|
|
|
|
||||||
Cash paid for interest, net of amounts capitalized
|
$
|
92.8
|
|
|
$
|
80.6
|
|
|
$
|
44.9
|
|
Cash paid for income taxes, net
|
$
|
173.9
|
|
|
$
|
128.3
|
|
|
$
|
206.0
|
|
Non-cash investing and financing activities:
|
|
|
|
|
|
||||||
Construction costs for building with financing obligation
|
$
|
15.3
|
|
|
$
|
45.6
|
|
|
$
|
—
|
|
Receipt of a promissory note in connection with the sale of Junos Pulse
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
125.0
|
|
|
Shares
|
|
Amount
|
|
Additional
Paid-In
Capital
|
|
Accumulated
Other
Comprehensive
Income (Loss)
|
|
Accumulated
Deficit
|
|
Total Stockholders' Equity
|
|||||||||||
Balance at December 31, 2013
|
495.2
|
|
|
$
|
—
|
|
|
$
|
9,868.9
|
|
|
$
|
64.6
|
|
|
$
|
(2,631.3
|
)
|
|
$
|
7,302.2
|
|
Consolidated net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(334.3
|
)
|
|
(334.3
|
)
|
|||||
Other comprehensive loss, net
|
—
|
|
|
—
|
|
|
—
|
|
|
(78.4
|
)
|
|
—
|
|
|
(78.4
|
)
|
|||||
Issuance of common stock
|
17.7
|
|
|
—
|
|
|
159.1
|
|
|
—
|
|
|
—
|
|
|
159.1
|
|
|||||
Repurchase and retirement of common
stock
|
(96.7
|
)
|
|
—
|
|
|
(1,367.0
|
)
|
|
—
|
|
|
(895.5
|
)
|
|
(2,262.5
|
)
|
|||||
Share-based compensation expense
|
—
|
|
|
—
|
|
|
240.0
|
|
|
—
|
|
|
—
|
|
|
240.0
|
|
|||||
Tax effects from employee stock option plans
|
—
|
|
|
—
|
|
|
(21.0
|
)
|
|
—
|
|
|
—
|
|
|
(21.0
|
)
|
|||||
Payment of cash dividends
|
—
|
|
|
—
|
|
|
(86.0
|
)
|
|
—
|
|
|
—
|
|
|
(86.0
|
)
|
|||||
Balance at December 31, 2014
|
416.2
|
|
|
—
|
|
|
8,794.0
|
|
|
(13.8
|
)
|
|
(3,861.1
|
)
|
|
4,919.1
|
|
|||||
Consolidated net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
633.7
|
|
|
633.7
|
|
|||||
Other comprehensive loss, net
|
—
|
|
|
—
|
|
|
—
|
|
|
(5.4
|
)
|
|
—
|
|
|
(5.4
|
)
|
|||||
Issuance of common stock
|
13.6
|
|
|
—
|
|
|
121.2
|
|
|
—
|
|
|
—
|
|
|
121.2
|
|
|||||
Repurchase and retirement of common
stock
|
(45.8
|
)
|
|
—
|
|
|
(639.8
|
)
|
|
—
|
|
|
(513.8
|
)
|
|
(1,153.6
|
)
|
|||||
Share-based compensation expense
|
—
|
|
|
—
|
|
|
217.3
|
|
|
—
|
|
|
—
|
|
|
217.3
|
|
|||||
Tax effects from employee stock option plans
|
—
|
|
|
—
|
|
|
(1.6
|
)
|
|
—
|
|
|
—
|
|
|
(1.6
|
)
|
|||||
Payment of cash dividends
|
—
|
|
|
—
|
|
|
(156.3
|
)
|
|
—
|
|
|
—
|
|
|
(156.3
|
)
|
|||||
Balance at December 31, 2015
|
384.0
|
|
|
—
|
|
|
8,334.8
|
|
|
(19.2
|
)
|
|
(3,741.2
|
)
|
|
4,574.4
|
|
|||||
Consolidated net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
592.7
|
|
|
592.7
|
|
|||||
Other comprehensive loss, net
|
—
|
|
|
—
|
|
|
—
|
|
|
(18.1
|
)
|
|
—
|
|
|
(18.1
|
)
|
|||||
Issuance of common stock
|
11.1
|
|
|
—
|
|
|
62.3
|
|
|
—
|
|
|
—
|
|
|
62.3
|
|
|||||
Repurchase and retirement of common
stock
|
(14.0
|
)
|
|
—
|
|
|
(191.3
|
)
|
|
—
|
|
|
(133.3
|
)
|
|
(324.6
|
)
|
|||||
Share-based compensation expense
|
—
|
|
|
—
|
|
|
222.4
|
|
|
—
|
|
|
—
|
|
|
222.4
|
|
|||||
Tax effects from employee stock option plans
|
—
|
|
|
—
|
|
|
5.9
|
|
|
—
|
|
|
—
|
|
|
5.9
|
|
|||||
Payment of cash dividends
|
—
|
|
|
—
|
|
|
(152.5
|
)
|
|
—
|
|
|
—
|
|
|
(152.5
|
)
|
|||||
Balance at December 31, 2016
|
381.1
|
|
|
$
|
—
|
|
|
$
|
8,281.6
|
|
|
$
|
(37.3
|
)
|
|
$
|
(3,281.8
|
)
|
|
$
|
4,962.5
|
|
|
Estimated Useful Life (years)
|
Computers, equipment, and software
|
1.5 to 7
|
Furniture and fixtures
|
5 to 7
|
Building and building improvements
|
7 to 40
|
Land improvements
|
5 to 40
|
Leasehold improvements
|
Lease term, not to exceed 10 years
|
•
|
Persuasive evidence of an arrangement exists. The Company generally relies upon sales contracts or agreements, and customer purchase orders to determine the existence of an arrangement.
|
•
|
Delivery has occurred. The Company uses shipping terms and related documents, or written evidence of customer acceptance, when applicable, to verify delivery of product obligations.
|
•
|
Sales price is fixed or determinable. The Company assesses whether the sales price is fixed or determinable based on the payment terms and whether the sales price is subject to refund or adjustment.
|
•
|
Collectability is reasonably assured. The Company assesses collectability based on creditworthiness of customers as determined by its credit checks, their payment histories, or changes in circumstances that indicate that collectability is not reasonably assured.
|
•
|
Distributor sales: Under Topic 606, the Company will recognize revenue from sales to distributors upon delivery of the product to the distributor, rather than upon delivery of the product to the end customer. Rebates and incentives offered to distributors, which are earned when sales to end customers are completed, will be estimated at the point of revenue recognition and may require significant judgment and additional assumptions. At December 31, 2015, the deferred revenue under Topic 605 related to shipments to distributors that had not sold through to end-users was
$81.8 million
. Since the Company will be required to recognize revenue when control of the products transfer to the distributor Under Topic 606, the Company expects the majority of deferred revenue at December 31, 2015 will be eliminated as a cumulative effect adjustment of implementing Topic 606 as of January 1, 2016. The full impact of the adjustment is still being analyzed by the Company.
|
•
|
Software Revenue: The Company currently defers revenue for perpetual licenses where VSOE of fair value has not been established for undelivered items. Under Topic 606, revenue for perpetual licenses will be recognized at the time of delivery as the VSOE requirement no longer applies and the Company can estimate stand-alone selling price for services. Currently, all term license revenue is deferred and recognized over the license term due to a lack of VSOE for services. Under Topic 606, term license revenue will be recognized at the time of delivery rather than ratably over the term period unless the ongoing services provide frequent, critical updates to the software, without which the software functionality would be rapidly diminished. At December 31, 2015, deferred revenue under Topic 605 due to lack of VSOE and ratably recognized term licenses was
$79.5 million
. The Company expects a significant proportion of such deferred revenue will be eliminated as a cumulative effect adjustment of implementing Topic 606 as of January 1, 2016. The full impact of the adjustment is still being analyzed by the Company.
|
•
|
Contract Acquisition costs: Topic 606 requires the deferral and amortization of “incremental” costs incurred to obtain a contract where the associated contract duration is greater than one year. The primary contract acquisition cost for the Company are sales commissions. Under current U.S. GAAP, the Company expenses sales commissions. The change required by Topic 606 will result in the creation of an asset on the opening balance sheet at January 1, 2016. In each subsequent financial period, it is expected that this asset will increase or decrease proportionally with deferred revenues and will not have a material impact to the income statement.
|
•
|
Variable Consideration: Some of the Company's contracts include penalties and acceptance provisions that preclude revenue recognition because of the requirement for amounts to be fixed or determinable under Topic 605. Topic 606 requires the Company to estimate and account for variable consideration associated with penalty provisions and requires evaluation of acceptance provisions to determine if control has transferred to the customer. At December 31, 2015, deferred revenue under Topic 605 due to penalties and acceptance provisions was
$40.3 million
. The Company expects the majority of such deferred revenue will be eliminated as a cumulative effect adjustment of implementing Topic 606 as of January 1, 2016. The full impact of the adjustment is still being analyzed by the Company.
|
•
|
Revenue Allocation: Similar to Topic 605, Topic 606 requires an allocation of revenue between deliverables within a transaction. Topic 605 restricts the allocation of revenue that is contingent on future deliverables to current deliverables, however Topic 606 removes this restriction. Impact of allocation of transaction price is still being assessed, however we do not expect this to have a material impact to the income statement.
|
|
2016
|
|
2014
|
||||||||||||||||
|
AppFormix
|
|
Aurrion
|
|
BTI
|
|
Total
|
|
WANDL
|
||||||||||
Net tangible assets acquired/(liabilities) assumed
|
$
|
(5.3
|
)
|
|
$
|
6.0
|
|
|
$
|
(19.7
|
)
|
|
$
|
(19.0
|
)
|
|
$
|
(2.7
|
)
|
Intangible assets acquired
|
20.3
|
|
|
49.0
|
|
|
43.3
|
|
|
112.6
|
|
|
17.8
|
|
|||||
Goodwill
(*)
|
32.9
|
|
|
46.9
|
|
|
20.2
|
|
|
100.0
|
|
|
13.6
|
|
|||||
Total
|
$
|
47.9
|
|
|
$
|
101.9
|
|
|
$
|
43.8
|
|
|
$
|
193.6
|
|
|
$
|
28.7
|
|
(*)
|
The goodwill recognized for these acquisitions was primarily attributable to expected synergies and is not deductible for U.S. federal income tax purposes.
|
|
2016
|
|
2014
|
||||||||||||||||||||
|
AppFormix
|
|
Aurrion
|
|
BTI
|
|
WANDL
|
||||||||||||||||
|
Weighted
Average
Estimated
Useful
Life
(In Years)
|
|
Amount
|
|
Weighted
Average
Estimated
Useful
Life
(In Years)
|
|
Amount
|
|
Weighted
Average
Estimated
Useful
Life
(In Years)
|
|
Amount
|
|
Weighted
Average
Estimated
Useful
Life
(In Years)
|
|
Amount
|
||||||||
Finite-lived intangible assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Existing technology
|
5
|
|
$
|
20.1
|
|
|
—
|
|
$—
|
|
8
|
|
$
|
37.1
|
|
|
7
|
|
$
|
10.7
|
|
||
Customer relationships
|
1
|
|
0.2
|
|
|
—
|
|
—
|
|
8
|
|
5.3
|
|
|
7
|
|
6.0
|
|
|||||
Other
|
—
|
|
—
|
|
—
|
|
—
|
|
1
|
|
0.9
|
|
|
3
|
|
1.1
|
|
||||||
Total intangible assets with
finite lives
|
|
|
20.3
|
|
|
|
|
—
|
|
|
|
43.3
|
|
|
|
|
17.8
|
|
|||||
Indefinite-lived intangible assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
IPR&D
|
|
|
—
|
|
|
|
49.0
|
|
|
|
|
—
|
|
|
|
—
|
|||||||
Total intangible assets
acquired
|
|
|
$
|
20.3
|
|
|
|
|
$
|
49.0
|
|
|
|
|
$
|
43.3
|
|
|
|
|
$
|
17.8
|
|
|
Amortized
Cost
|
|
Gross Unrealized
Gains
|
|
Gross Unrealized
Losses
|
|
Estimated Fair
Value
|
||||||||
As of December 31, 2016
|
|
|
|
|
|
|
|
||||||||
Fixed income securities:
|
|
|
|
|
|
|
|
||||||||
Asset-backed securities
|
$
|
303.0
|
|
|
$
|
0.2
|
|
|
$
|
(0.2
|
)
|
|
$
|
303.0
|
|
Certificates of deposit
|
66.1
|
|
|
—
|
|
|
—
|
|
|
66.1
|
|
||||
Commercial paper
|
147.7
|
|
|
—
|
|
|
—
|
|
|
147.7
|
|
||||
Corporate debt securities
|
846.5
|
|
|
0.4
|
|
|
(2.0
|
)
|
|
844.9
|
|
||||
Foreign government debt securities
|
34.0
|
|
|
—
|
|
|
(0.1
|
)
|
|
33.9
|
|
||||
Time deposits
|
264.6
|
|
|
—
|
|
|
—
|
|
|
264.6
|
|
||||
U.S. government agency securities
|
127.0
|
|
|
—
|
|
|
(0.3
|
)
|
|
126.7
|
|
||||
U.S. government securities
|
390.7
|
|
|
0.1
|
|
|
(0.4
|
)
|
|
390.4
|
|
||||
Total fixed income securities
|
2,179.6
|
|
|
0.7
|
|
|
(3.0
|
)
|
|
2,177.3
|
|
||||
Money market funds
|
592.2
|
|
|
—
|
|
|
—
|
|
|
592.2
|
|
||||
Mutual funds
|
8.0
|
|
|
—
|
|
|
—
|
|
|
8.0
|
|
||||
Publicly-traded equity securities
|
5.3
|
|
|
—
|
|
|
(0.7
|
)
|
|
4.6
|
|
||||
Total available-for-sale securities
|
2,785.1
|
|
|
0.7
|
|
|
(3.7
|
)
|
|
2,782.1
|
|
||||
Trading securities in mutual funds
(1)
|
21.0
|
|
|
—
|
|
|
—
|
|
|
21.0
|
|
||||
Total
|
$
|
2,806.1
|
|
|
$
|
0.7
|
|
|
$
|
(3.7
|
)
|
|
$
|
2,803.1
|
|
|
|
|
|
|
|
|
|
||||||||
Reported as:
|
|
|
|
|
|
|
|
||||||||
Cash equivalents
|
$
|
907.1
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
907.1
|
|
Restricted investments
(2)
|
71.9
|
|
|
—
|
|
|
—
|
|
|
71.9
|
|
||||
Short-term investments
|
753.4
|
|
|
0.1
|
|
|
(1.2
|
)
|
|
752.3
|
|
||||
Long-term investments
|
1,073.7
|
|
|
0.6
|
|
|
(2.5
|
)
|
|
1,071.8
|
|
||||
Total
|
$
|
2,806.1
|
|
|
$
|
0.7
|
|
|
$
|
(3.7
|
)
|
|
$
|
2,803.1
|
|
(1)
|
Balance includes the Company's non-qualified deferred compensation plan assets.
|
(2)
|
Includes
$4.0 million
of short-term restricted investments classified as prepaid expenses and other current assets on the Consolidated Balance Sheets.
|
|
Amortized
Cost
|
|
Gross Unrealized
Gains
|
|
Gross Unrealized
Losses
|
|
Estimated Fair
Value
|
||||||||
As of December 31, 2015
|
|
|
|
|
|
|
|
||||||||
Fixed income securities:
|
|
|
|
|
|
|
|
||||||||
Asset-backed securities
|
$
|
312.2
|
|
|
$
|
—
|
|
|
$
|
(0.5
|
)
|
|
$
|
311.7
|
|
Certificates of deposit
|
9.6
|
|
|
—
|
|
|
—
|
|
|
9.6
|
|
||||
Commercial paper
|
17.7
|
|
|
—
|
|
|
—
|
|
|
17.7
|
|
||||
Corporate debt securities
|
913.8
|
|
|
0.2
|
|
|
(2.6
|
)
|
|
911.4
|
|
||||
Foreign government debt securities
|
16.5
|
|
|
—
|
|
|
—
|
|
|
16.5
|
|
||||
Time deposits
|
140.0
|
|
|
—
|
|
|
—
|
|
|
140.0
|
|
||||
U.S. government agency securities
|
204.1
|
|
|
—
|
|
|
(0.4
|
)
|
|
203.7
|
|
||||
U.S. government securities
|
278.0
|
|
|
—
|
|
|
(0.4
|
)
|
|
277.6
|
|
||||
Total fixed income securities
|
1,891.9
|
|
|
0.2
|
|
|
(3.9
|
)
|
|
1,888.2
|
|
||||
Money market funds
|
29.7
|
|
|
—
|
|
|
—
|
|
|
29.7
|
|
||||
Mutual funds
|
6.1
|
|
|
0.1
|
|
|
—
|
|
|
6.2
|
|
||||
Publicly-traded equity securities
|
8.7
|
|
|
0.8
|
|
|
(0.7
|
)
|
|
8.8
|
|
||||
Total available-for-sale securities
|
1,936.4
|
|
|
1.1
|
|
|
(4.6
|
)
|
|
1,932.9
|
|
||||
Trading securities in mutual funds
(1)
|
17.7
|
|
|
—
|
|
|
—
|
|
|
17.7
|
|
||||
Total
|
$
|
1,954.1
|
|
|
$
|
1.1
|
|
|
$
|
(4.6
|
)
|
|
$
|
1,950.6
|
|
|
|
|
|
|
|
|
|
||||||||
Reported as:
|
|
|
|
|
|
|
|
||||||||
Cash equivalents
|
$
|
143.4
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
143.4
|
|
Restricted investments
|
35.8
|
|
|
0.1
|
|
|
—
|
|
|
35.9
|
|
||||
Short-term investments
|
527.2
|
|
|
0.9
|
|
|
(1.0
|
)
|
|
527.1
|
|
||||
Long-term investments
|
1,247.7
|
|
|
0.1
|
|
|
(3.6
|
)
|
|
1,244.2
|
|
||||
Total
|
$
|
1,954.1
|
|
|
$
|
1.1
|
|
|
$
|
(4.6
|
)
|
|
$
|
1,950.6
|
|
(1)
|
Balance includes the Company's non-qualified deferred compensation plan assets.
|
|
Amortized
Cost
|
|
Gross Unrealized
Gains
|
|
Gross Unrealized
Losses
|
|
Estimated Fair
Value
|
||||||||
Due in less than one year
|
$
|
1,105.9
|
|
|
$
|
0.1
|
|
|
$
|
(0.5
|
)
|
|
$
|
1,105.5
|
|
Due between one and five years
|
1,073.7
|
|
|
0.6
|
|
|
(2.5
|
)
|
|
1,071.8
|
|
||||
Total
|
$
|
2,179.6
|
|
|
$
|
0.7
|
|
|
$
|
(3.0
|
)
|
|
$
|
2,177.3
|
|
|
Less than 12 Months
|
|
12 Months or Greater
|
|
Total
|
||||||||||||||||||
|
Fair
Value
|
|
Unrealized
Loss
|
|
Fair
Value
|
|
Unrealized
Loss
|
|
Fair
Value
|
|
Unrealized
Loss
|
||||||||||||
As of December 31, 2016
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Fixed income securities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Asset-backed securities
|
$
|
122.2
|
|
|
$
|
(0.2
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
122.2
|
|
|
$
|
(0.2
|
)
|
Corporate debt securities
|
470.8
|
|
|
(1.9
|
)
|
|
76.7
|
|
|
(0.1
|
)
|
|
547.5
|
|
|
(2.0
|
)
|
||||||
Foreign government debt securities
|
20.3
|
|
|
(0.1
|
)
|
|
—
|
|
|
—
|
|
|
20.3
|
|
|
(0.1
|
)
|
||||||
U.S. government agency securities
|
106.7
|
|
|
(0.3
|
)
|
|
—
|
|
|
—
|
|
|
106.7
|
|
|
(0.3
|
)
|
||||||
U.S. government securities
|
254.1
|
|
|
(0.4
|
)
|
|
—
|
|
|
—
|
|
|
254.1
|
|
|
(0.4
|
)
|
||||||
Total fixed income securities
|
974.1
|
|
|
(2.9
|
)
|
|
76.7
|
|
|
(0.1
|
)
|
|
1,050.8
|
|
|
(3.0
|
)
|
||||||
Publicly-traded equity securities
|
4.6
|
|
|
(0.7
|
)
|
|
—
|
|
|
—
|
|
|
4.6
|
|
|
(0.7
|
)
|
||||||
Total available-for sale securities
|
$
|
978.7
|
|
|
$
|
(3.6
|
)
|
|
$
|
76.7
|
|
|
$
|
(0.1
|
)
|
|
$
|
1,055.4
|
|
|
$
|
(3.7
|
)
|
|
Less than 12 Months
|
|
12 Months or Greater
|
|
Total
|
||||||||||||||||||
|
Fair
Value
|
|
Unrealized
Loss
|
|
Fair
Value
|
|
Unrealized
Loss
|
|
Fair
Value
|
|
Unrealized
Loss
|
||||||||||||
As of December 31, 2015
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Fixed income securities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Asset-backed securities
|
$
|
274.2
|
|
|
$
|
(0.4
|
)
|
|
$
|
30.8
|
|
|
$
|
(0.1
|
)
|
|
$
|
305.0
|
|
|
$
|
(0.5
|
)
|
Certificates of deposit
(*)
|
3.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3.3
|
|
|
—
|
|
||||||
Corporate debt securities
|
687.9
|
|
|
(2.3
|
)
|
|
58.9
|
|
|
(0.3
|
)
|
|
746.8
|
|
|
(2.6
|
)
|
||||||
Foreign government debt securities
(*)
|
9.5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9.5
|
|
|
—
|
|
||||||
U.S. government agency securities
|
185.3
|
|
|
(0.4
|
)
|
|
—
|
|
|
—
|
|
|
185.3
|
|
|
(0.4
|
)
|
||||||
U.S. government securities
|
259.3
|
|
|
(0.4
|
)
|
|
—
|
|
|
—
|
|
|
259.3
|
|
|
(0.4
|
)
|
||||||
Total fixed income securities
|
1,419.5
|
|
|
(3.5
|
)
|
|
89.7
|
|
|
(0.4
|
)
|
|
1,509.2
|
|
|
(3.9
|
)
|
||||||
Publicly-traded equity securities
|
2.1
|
|
|
(0.7
|
)
|
|
—
|
|
|
—
|
|
|
2.1
|
|
|
(0.7
|
)
|
||||||
Total available-for sale securities
|
$
|
1,421.6
|
|
|
$
|
(4.2
|
)
|
|
$
|
89.7
|
|
|
$
|
(0.4
|
)
|
|
$
|
1,511.3
|
|
|
$
|
(4.6
|
)
|
(*)
|
Balances less than 12 months include investments that were in an immaterial unrealized loss position as of
December 31, 2015
.
|
|
Fair Value Measurements at December 31, 2016 Using:
|
|
|
||||||||||||
|
Quoted Prices in
Active Markets For
Identical Assets
|
|
Significant Other
Observable
Remaining Inputs
|
|
Significant Other
Unobservable
Remaining Inputs
|
|
|
||||||||
|
(Level 1)
|
|
(Level 2)
|
|
(Level 3)
|
|
Total
|
||||||||
Assets measured at fair value:
|
|
|
|
|
|
|
|
||||||||
Available-for-sale securities:
|
|
|
|
|
|
|
|
||||||||
Asset-backed securities
|
$
|
—
|
|
|
$
|
303.0
|
|
|
$
|
—
|
|
|
$
|
303.0
|
|
Certificates of deposit
|
—
|
|
|
66.1
|
|
|
—
|
|
|
66.1
|
|
||||
Commercial paper
|
—
|
|
|
147.7
|
|
|
—
|
|
|
147.7
|
|
||||
Corporate debt securities
|
—
|
|
|
844.9
|
|
|
—
|
|
|
844.9
|
|
||||
Foreign government debt securities
|
—
|
|
|
33.9
|
|
|
—
|
|
|
33.9
|
|
||||
Money market funds
(1)
|
592.2
|
|
|
—
|
|
|
—
|
|
|
592.2
|
|
||||
Mutual funds
(2)
|
8.0
|
|
|
—
|
|
|
—
|
|
|
8.0
|
|
||||
Publicly-traded equity securities
|
4.6
|
|
|
—
|
|
|
—
|
|
|
4.6
|
|
||||
Time deposits
|
—
|
|
|
264.6
|
|
|
—
|
|
|
264.6
|
|
||||
U.S. government agency securities
|
—
|
|
|
126.7
|
|
|
—
|
|
|
126.7
|
|
||||
U.S. government securities
|
345.0
|
|
|
45.4
|
|
|
—
|
|
|
390.4
|
|
||||
Total available-for-sale securities
|
949.8
|
|
|
1,832.3
|
|
|
—
|
|
|
2,782.1
|
|
||||
Trading securities in mutual funds
(3)
|
21.0
|
|
|
—
|
|
|
—
|
|
|
21.0
|
|
||||
Privately-held debt and redeemable preferred
stock securities
|
—
|
|
|
—
|
|
|
43.7
|
|
|
43.7
|
|
||||
Derivative assets:
|
|
|
|
|
|
|
|
||||||||
Foreign exchange contracts
|
—
|
|
|
0.9
|
|
|
—
|
|
|
0.9
|
|
||||
Total assets measured at fair value
|
$
|
970.8
|
|
|
$
|
1,833.2
|
|
|
$
|
43.7
|
|
|
$
|
2,847.7
|
|
Liabilities measured at fair value:
|
|
|
|
|
|
|
|
||||||||
Derivative liabilities:
|
|
|
|
|
|
|
|
||||||||
Foreign exchange contracts
|
$
|
—
|
|
|
$
|
(4.9
|
)
|
|
$
|
—
|
|
|
$
|
(4.9
|
)
|
Total liabilities measured at fair value
|
$
|
—
|
|
|
$
|
(4.9
|
)
|
|
$
|
—
|
|
|
$
|
(4.9
|
)
|
|
|
|
|
|
|
|
|
||||||||
Total assets measured at fair value, reported as:
|
|
|
|
|
|
|
|
||||||||
Cash equivalents
|
$
|
549.3
|
|
|
$
|
357.7
|
|
|
$
|
—
|
|
|
$
|
907.0
|
|
Restricted investments
|
71.9
|
|
|
—
|
|
|
—
|
|
|
71.9
|
|
||||
Short-term investments
|
178.1
|
|
|
574.3
|
|
|
—
|
|
|
752.4
|
|
||||
Long-term investments
|
171.5
|
|
|
900.3
|
|
|
—
|
|
|
1,071.8
|
|
||||
Prepaid expenses and other current assets
|
—
|
|
|
0.9
|
|
|
—
|
|
|
0.9
|
|
||||
Other long-term assets
|
—
|
|
|
—
|
|
|
43.7
|
|
|
43.7
|
|
||||
Total assets measured at fair value
|
$
|
970.8
|
|
|
$
|
1,833.2
|
|
|
$
|
43.7
|
|
|
$
|
2,847.7
|
|
|
|
|
|
|
|
|
|
||||||||
Total liabilities measured at fair value, reported as:
|
|
|
|
|
|
|
|
||||||||
Other accrued liabilities
|
$
|
—
|
|
|
$
|
(4.9
|
)
|
|
$
|
—
|
|
|
$
|
(4.9
|
)
|
Total liabilities measured at fair value
|
$
|
—
|
|
|
$
|
(4.9
|
)
|
|
$
|
—
|
|
|
$
|
(4.9
|
)
|
(1)
|
Balance includes
$42.9 million
of restricted investments measured at fair value, related to the Company's D&O Trust and acquisition-related escrows.
|
(2)
|
Balance relates to restricted investments measured at fair value related to the Company's India Gratuity Trust.
|
(3)
|
Balance relates to restricted investments measured at fair value related to the Company's non-qualified deferred compensation plan assets.
|
|
Fair Value Measurements at December 31, 2015 Using:
|
|
|
||||||||||||
|
Quoted Prices in
Active Markets For
Identical Assets
|
|
Significant Other
Observable
Remaining Inputs
|
|
Significant Other
Unobservable
Remaining Inputs
|
|
|
||||||||
|
(Level 1)
|
|
(Level 2)
|
|
(Level 3)
|
|
Total
|
||||||||
Assets measured at fair value:
|
|
|
|
|
|
|
|
||||||||
Available-for-sale securities:
|
|
|
|
|
|
|
|
||||||||
Asset-backed securities
|
$
|
—
|
|
|
$
|
311.7
|
|
|
$
|
—
|
|
|
$
|
311.7
|
|
Certificates of deposit
|
—
|
|
|
9.6
|
|
|
—
|
|
|
9.6
|
|
||||
Commercial paper
|
—
|
|
|
17.7
|
|
|
—
|
|
|
17.7
|
|
||||
Corporate debt securities
|
—
|
|
|
911.4
|
|
|
—
|
|
|
911.4
|
|
||||
Foreign government debt securities
|
—
|
|
|
16.5
|
|
|
—
|
|
|
16.5
|
|
||||
Money market funds
(1)
|
29.7
|
|
|
—
|
|
|
—
|
|
|
29.7
|
|
||||
Mutual funds
(2)
|
6.2
|
|
|
—
|
|
|
—
|
|
|
6.2
|
|
||||
Publicly-traded equity securities
|
8.8
|
|
|
—
|
|
|
—
|
|
|
8.8
|
|
||||
Time deposits
|
—
|
|
|
140.0
|
|
|
—
|
|
|
140.0
|
|
||||
U.S. government agency securities
|
—
|
|
|
203.7
|
|
|
—
|
|
|
203.7
|
|
||||
U.S. government securities
|
247.3
|
|
|
30.3
|
|
|
—
|
|
|
277.6
|
|
||||
Total available-for-sale securities
|
292.0
|
|
|
1,640.9
|
|
|
—
|
|
|
1,932.9
|
|
||||
Trading securities in mutual funds
(3)
|
17.7
|
|
|
—
|
|
|
—
|
|
|
17.7
|
|
||||
Privately-held debt and redeemable preferred
stock securities
|
—
|
|
|
—
|
|
|
60.2
|
|
|
60.2
|
|
||||
Derivative assets:
|
|
|
|
|
|
|
|
||||||||
Foreign exchange contracts
|
—
|
|
|
0.4
|
|
|
—
|
|
|
0.4
|
|
||||
Total assets measured at fair value
|
$
|
309.7
|
|
|
$
|
1,641.3
|
|
|
$
|
60.2
|
|
|
$
|
2,011.2
|
|
Liabilities measured at fair value:
|
|
|
|
|
|
|
|
||||||||
Derivative liabilities:
|
|
|
|
|
|
|
|
||||||||
Foreign exchange contracts
|
$
|
—
|
|
|
$
|
(1.3
|
)
|
|
$
|
—
|
|
|
$
|
(1.3
|
)
|
Total liabilities measured at fair value
|
$
|
—
|
|
|
$
|
(1.3
|
)
|
|
$
|
—
|
|
|
$
|
(1.3
|
)
|
|
|
|
|
|
|
|
|
||||||||
Total assets measured at fair value, reported as:
|
|
|
|
|
|
|
|
||||||||
Cash equivalents
|
$
|
—
|
|
|
$
|
143.4
|
|
|
$
|
—
|
|
|
$
|
143.4
|
|
Restricted investments
|
35.9
|
|
|
—
|
|
|
—
|
|
|
35.9
|
|
||||
Short-term investments
|
108.2
|
|
|
418.9
|
|
|
—
|
|
|
527.1
|
|
||||
Long-term investments
|
165.6
|
|
|
1,078.6
|
|
|
—
|
|
|
1,244.2
|
|
||||
Prepaid expenses and other current assets
|
—
|
|
|
0.4
|
|
|
—
|
|
|
0.4
|
|
||||
Other long-term assets
|
—
|
|
|
—
|
|
|
60.2
|
|
|
60.2
|
|
||||
Total assets measured at fair value
|
$
|
309.7
|
|
|
$
|
1,641.3
|
|
|
$
|
60.2
|
|
|
$
|
2,011.2
|
|
|
|
|
|
|
|
|
|
||||||||
Total liabilities measured at fair value, reported as:
|
|
|
|
|
|
|
|
||||||||
Other accrued liabilities
|
$
|
—
|
|
|
$
|
(1.3
|
)
|
|
$
|
—
|
|
|
$
|
(1.3
|
)
|
Total liabilities measured at fair value
|
$
|
—
|
|
|
$
|
(1.3
|
)
|
|
$
|
—
|
|
|
$
|
(1.3
|
)
|
(1)
|
Balance includes
$29.7 million
of restricted investments measured at fair value, related to the Company's D&O Trust and acquisition-related escrows.
|
(2)
|
Balance relates to restricted investments measured at fair value related to the Company's India Gratuity Trust.
|
(3)
|
Balance relates to investments measured at fair value related to the Company's non-qualified deferred compensation plan assets.
|
|
As of December 31,
|
||||||
|
2016
|
|
2015
|
||||
Cash flow hedges
|
$
|
172.0
|
|
|
$
|
116.8
|
|
Non-designated derivatives
|
—
|
|
|
71.8
|
|
||
Total
|
$
|
172.0
|
|
|
$
|
188.6
|
|
|
Total
|
||
December 31, 2014
|
$
|
2,981.5
|
|
Other
|
(0.2
|
)
|
|
December 31, 2015
|
2,981.3
|
|
|
Additions due to business combinations
|
100.4
|
|
|
December 31, 2016
|
$
|
3,081.7
|
|
|
Gross
|
|
Accumulated
Amortization
|
|
Accumulated Impairments and
Other Charges
|
|
Net
|
||||||||
As of December 31, 2016
|
|
|
|
|
|
|
|
||||||||
Finite-lived intangible assets:
|
|
|
|
|
|
|
|
||||||||
Technologies and patents
|
$
|
624.9
|
|
|
$
|
(504.2
|
)
|
|
$
|
(49.9
|
)
|
|
$
|
70.8
|
|
Customer contracts, support agreements, and
related relationships
|
83.6
|
|
|
(70.8
|
)
|
|
(2.8
|
)
|
|
10.0
|
|
||||
Other
|
2.0
|
|
|
(1.6
|
)
|
|
—
|
|
|
0.4
|
|
||||
Total intangible assets with finite lives
|
710.5
|
|
|
(576.6
|
)
|
|
(52.7
|
)
|
|
81.2
|
|
||||
Indefinite-lived intangible assets:
|
|
|
|
|
|
|
|
||||||||
IPR&D
|
49.0
|
|
|
—
|
|
|
—
|
|
|
49.0
|
|
||||
Total purchased intangible assets
|
$
|
759.5
|
|
|
$
|
(576.6
|
)
|
|
$
|
(52.7
|
)
|
|
$
|
130.2
|
|
|
|
|
|
|
|
|
|
||||||||
As of December 31, 2015
|
|
|
|
|
|
|
|
||||||||
Finite-lived intangible assets:
|
|
|
|
|
|
|
|
||||||||
Technologies and patents
|
$
|
567.7
|
|
|
$
|
(491.8
|
)
|
|
$
|
(49.9
|
)
|
|
$
|
26.0
|
|
Customer contracts, support agreements, and
related relationships
|
78.1
|
|
|
(67.8
|
)
|
|
(2.8
|
)
|
|
7.5
|
|
||||
Other
|
1.1
|
|
|
(0.7
|
)
|
|
—
|
|
|
0.4
|
|
||||
Total purchased intangible assets
|
$
|
646.9
|
|
|
$
|
(560.3
|
)
|
|
$
|
(52.7
|
)
|
|
$
|
33.9
|
|
|
Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Cost of revenues
|
$
|
11.7
|
|
|
$
|
24.6
|
|
|
$
|
30.9
|
|
Operating expenses:
|
|
|
|
|
|
||||||
Sales and marketing
|
2.8
|
|
|
2.8
|
|
|
4.2
|
|
|||
General and administrative
|
1.8
|
|
|
1.1
|
|
|
1.2
|
|
|||
Total operating expenses
|
4.6
|
|
|
3.9
|
|
|
5.4
|
|
|||
Total
|
$
|
16.3
|
|
|
$
|
28.5
|
|
|
$
|
36.3
|
|
Years Ending December 31,
|
Amount
|
||
2017
|
$
|
16.7
|
|
2018
|
14.4
|
|
|
2019
|
14.2
|
|
|
2020
|
14.1
|
|
|
2021
|
9.8
|
|
|
Thereafter
|
12.0
|
|
|
Total
|
$
|
81.2
|
|
|
As of December 31,
|
||||||
|
2016
|
|
2015
|
||||
Production materials
|
$
|
75.6
|
|
|
$
|
61.9
|
|
Finished goods
|
19.9
|
|
|
13.1
|
|
||
Inventory
|
$
|
95.5
|
|
|
$
|
75.0
|
|
|
|
|
|
||||
Reported as:
|
|
|
|
||||
Prepaid expenses and other current assets
|
$
|
91.4
|
|
|
$
|
66.6
|
|
Other long-term assets
|
4.1
|
|
|
8.4
|
|
||
Total
|
$
|
95.5
|
|
|
$
|
75.0
|
|
|
As of December 31,
|
||||||
|
2016
|
|
2015
|
||||
Computers and equipment
|
$
|
1,070.1
|
|
|
$
|
915.1
|
|
Software
|
285.4
|
|
|
169.1
|
|
||
Leasehold improvements
|
235.6
|
|
|
203.4
|
|
||
Furniture and fixtures
|
47.0
|
|
|
43.2
|
|
||
Building and building improvements
|
251.8
|
|
|
246.1
|
|
||
Land and land improvements
|
241.0
|
|
|
241.1
|
|
||
Construction-in-process
(*)
|
26.2
|
|
|
158.2
|
|
||
Property and equipment, gross
|
2,157.1
|
|
|
1,976.2
|
|
||
Accumulated depreciation
|
(1,093.3
|
)
|
|
(955.2
|
)
|
||
Property and equipment, net
|
$
|
1,063.8
|
|
|
$
|
1,021.0
|
|
(*)
|
Includes capitalized construction costs for a lease arrangement entered into in July 2015. Refer to Note 16.
Commitments and Contingencies
for further details.
|
|
As of December 31,
|
||||||
|
2016
|
|
2015
|
||||
Investments in privately-held companies
|
$
|
62.7
|
|
|
$
|
102.4
|
|
Promissory note in connection with the sale of Junos Pulse
|
57.9
|
|
|
132.9
|
|
||
Federal income tax receivable
|
43.8
|
|
|
28.9
|
|
||
Deferred tax asset
|
19.5
|
|
|
55.9
|
|
||
Inventory
|
4.1
|
|
|
8.4
|
|
||
Prepaid costs, deposits, and other
(*)
|
49.2
|
|
|
50.4
|
|
||
Other long-term assets
|
$
|
237.2
|
|
|
$
|
378.9
|
|
(*)
|
On January 1, 2016, the Company adopted ASU 2015-03. As a result, debt issuance costs included in prepaid costs, deposits, and other were reclassified to long-term debt as of December 31, 2015 to conform to the current-year presentation.
|
|
As of December 31,
|
||||||
|
2016
|
|
2015
|
||||
Beginning balance
|
$
|
28.4
|
|
|
$
|
28.7
|
|
Provisions made during the period, net
|
43.0
|
|
|
27.9
|
|
||
Actual costs incurred during the period
|
(30.1
|
)
|
|
(28.2
|
)
|
||
Ending balance
|
$
|
41.3
|
|
|
$
|
28.4
|
|
|
As of December 31,
|
||||||
|
2016
|
|
2015
|
||||
Deferred product revenue:
|
|
|
|
||||
Undelivered product commitments and other product deferrals
|
$
|
302.4
|
|
|
$
|
210.1
|
|
Distributor inventory and other sell-through items
|
74.2
|
|
|
81.8
|
|
||
Deferred gross product revenue
|
376.6
|
|
|
291.9
|
|
||
Deferred cost of product revenue
|
(53.7
|
)
|
|
(51.6
|
)
|
||
Deferred product revenue, net
|
322.9
|
|
|
240.3
|
|
||
Deferred service revenue
|
1,158.2
|
|
|
927.8
|
|
||
Total
|
$
|
1,481.1
|
|
|
$
|
1,168.1
|
|
Reported as:
|
|
|
|
||||
Current
|
$
|
1,032.0
|
|
|
$
|
822.9
|
|
Long-term
|
449.1
|
|
|
345.2
|
|
||
Total
|
$
|
1,481.1
|
|
|
$
|
1,168.1
|
|
|
Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Interest income
|
$
|
35.4
|
|
|
$
|
21.8
|
|
|
$
|
10.0
|
|
Interest expense
|
(97.7
|
)
|
|
(83.3
|
)
|
|
(66.9
|
)
|
|||
Gain on legal settlement, net
|
—
|
|
|
—
|
|
|
196.1
|
|
|||
(Loss) gain on investments, net
|
(1.8
|
)
|
|
6.8
|
|
|
167.9
|
|
|||
Gain on sale of Junos Pulse
|
—
|
|
|
—
|
|
|
19.6
|
|
|||
Other
|
1.8
|
|
|
(5.1
|
)
|
|
6.7
|
|
|||
Other (expense) income, net
|
$
|
(62.3
|
)
|
|
$
|
(59.8
|
)
|
|
$
|
333.4
|
|
|
Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Severance
|
$
|
2.8
|
|
|
$
|
0.4
|
|
|
$
|
52.6
|
|
Facilities
|
0.5
|
|
|
(1.0
|
)
|
|
14.4
|
|
|||
Contract terminations and other
|
—
|
|
|
—
|
|
|
2.3
|
|
|||
Asset impairments and write-downs
|
—
|
|
|
(3.5
|
)
|
|
139.2
|
|
|||
Total
|
$
|
3.3
|
|
|
$
|
(4.1
|
)
|
|
$
|
208.5
|
|
|
|
|
|
|
|
||||||
Reported as:
|
|
|
|
|
|
||||||
Cost of revenues
|
$
|
—
|
|
|
$
|
(3.5
|
)
|
|
$
|
41.5
|
|
Restructuring and other charges (benefits)
|
3.3
|
|
|
(0.6
|
)
|
|
167.0
|
|
|||
Total
|
$
|
3.3
|
|
|
$
|
(4.1
|
)
|
|
$
|
208.5
|
|
|
As of December 31, 2016
|
|||||
|
Amount
|
|
Effective Interest
Rates
|
|||
Senior Notes:
|
|
|
|
|||
3.125% fixed-rate notes, due February 2019
|
$
|
350.0
|
|
|
3.36
|
%
|
3.300% fixed-rate notes, due June 2020
|
300.0
|
|
|
3.47
|
%
|
|
4.600% fixed-rate notes, due March 2021
|
300.0
|
|
|
4.69
|
%
|
|
4.500% fixed-rate notes, due March 2024, issued March 2014
|
350.0
|
|
|
4.63
|
%
|
|
4.500% fixed-rate notes, due March 2024, issued February 2016
|
150.0
|
|
|
4.87
|
%
|
|
4.350% fixed-rate notes, due June 2025
|
300.0
|
|
|
4.47
|
%
|
|
5.950% fixed-rate notes, due March 2041
|
400.0
|
|
|
6.03
|
%
|
|
Total senior notes
|
2,150.0
|
|
|
|
||
Unaccreted discount and debt issuance costs
|
(16.3
|
)
|
|
|
||
Total
|
$
|
2,133.7
|
|
|
|
Years Ending December 31,
|
Amount
|
||
2017
|
$
|
—
|
|
2018
|
—
|
|
|
2019
|
350.0
|
|
|
2020
|
300.0
|
|
|
2021
|
300.0
|
|
|
Thereafter
|
1,200.0
|
|
|
Total
|
$
|
2,150.0
|
|
|
Shares
Repurchased
|
|
Average Price
Per Share
|
|
Amount
Repurchased
|
|||||
2016
|
|
|
|
|
|
|||||
Repurchases under stock repurchase program
|
13.5
|
|
|
$
|
23.25
|
|
|
$
|
312.9
|
|
Repurchases for tax withholding
|
0.5
|
|
|
$
|
24.51
|
|
|
$
|
11.7
|
|
2015
|
|
|
|
|
|
|||||
Repurchases under stock repurchase program
|
45.4
|
|
|
$
|
25.16
|
|
|
$
|
1,142.5
|
|
Repurchases for tax withholding
|
0.4
|
|
|
$
|
26.70
|
|
|
$
|
11.1
|
|
2014
|
|
|
|
|
|
|||||
Repurchases under stock repurchase program
|
46.8
|
|
|
$
|
22.42
|
|
|
$
|
1,050.0
|
|
Accelerated share repurchase
(*)
|
49.3
|
|
|
$
|
24.35
|
|
|
1,200.0
|
|
|
Repurchases for tax withholding
|
0.6
|
|
|
$
|
19.69
|
|
|
$
|
12.5
|
|
(*)
|
As part of the Stock Repurchase Program, the Company entered into
two
separate accelerated share repurchase agreements (collectively, the "ASR") with
two
financial institutions to repurchase
$1.2 billion
of the Company's common stock. The Company made an up-front payment of
$1.2 billion
pursuant to the ASR to repurchase the Company's common stock. The aggregate number of shares ultimately purchased was determined based on a volume weighted average repurchase price, less an agreed upon discount. The shares received with respect to the ASR have been retired. Retired shares return to authorized but unissued shares of common stock.
|
|
Unrealized
Gains
on Available-for-
Sale Securities
(1)
|
|
Unrealized
Losses
on Cash Flow
Hedges
(2)
|
|
Foreign
Currency
Translation
Adjustments
|
|
Total
|
||||||||
Balance as of December 31, 2014
|
$
|
8.4
|
|
|
$
|
(4.2
|
)
|
|
$
|
(18.0
|
)
|
|
$
|
(13.8
|
)
|
Other comprehensive gain (loss) before reclassifications
|
9.1
|
|
|
(6.7
|
)
|
|
(16.9
|
)
|
|
(14.5
|
)
|
||||
Amount reclassified from accumulated other
comprehensive loss
|
(0.5
|
)
|
|
9.6
|
|
|
—
|
|
|
9.1
|
|
||||
Other comprehensive gain (loss), net
|
8.6
|
|
|
2.9
|
|
|
(16.9
|
)
|
|
(5.4
|
)
|
||||
Balance as of December 31, 2015
|
$
|
17.0
|
|
|
$
|
(1.3
|
)
|
|
$
|
(34.9
|
)
|
|
$
|
(19.2
|
)
|
Other comprehensive gain (loss) before reclassifications
|
0.8
|
|
|
(2.1
|
)
|
|
(14.5
|
)
|
|
(15.8
|
)
|
||||
Amount reclassified from accumulated other
comprehensive loss
|
(1.2
|
)
|
|
(1.1
|
)
|
|
—
|
|
|
(2.3
|
)
|
||||
Other comprehensive (loss), net
|
(0.4
|
)
|
|
(3.2
|
)
|
|
(14.5
|
)
|
|
(18.1
|
)
|
||||
Balance as of December 31, 2016
|
$
|
16.6
|
|
|
$
|
(4.5
|
)
|
|
$
|
(49.4
|
)
|
|
$
|
(37.3
|
)
|
(1)
|
The reclassifications out of accumulated other comprehensive loss during the years ended
December 31, 2016
and
December 31, 2015
for realized gains on available-for-sale securities were insignificant, and were included in other (expense) income, net, in the Consolidated Statements of Operations.
|
(2)
|
The reclassifications out of accumulated other comprehensive loss for realized gains and losses on cash flow hedges are included within cost of revenues, research and development, sales and marketing, and general and administrative in the Consolidated Statements of Operations. These amounts were insignificant during the years ended
December 31, 2016
and
December 31, 2015
.
|
|
Outstanding Options
|
|||||||||||
|
Number of Shares
|
|
Weighted Average
Exercise Price
per Share
|
|
Weighted Average
Remaining
Contractual Term
(In Years)
|
|
Aggregate
Intrinsic
Value
|
|||||
Balance as of December 31, 2013
|
23.1
|
|
|
$
|
25.15
|
|
|
2.4
|
|
$
|
44.6
|
|
Canceled
|
(0.6
|
)
|
|
30.15
|
|
|
|
|
|
|||
Exercised
|
(5.4
|
)
|
|
19.76
|
|
|
|
|
|
|||
Expired
|
(7.2
|
)
|
|
29.11
|
|
|
|
|
|
|||
Balance as of December 31, 2014
|
9.9
|
|
|
$
|
24.87
|
|
|
2.0
|
|
$
|
24.7
|
|
Canceled
|
(0.1
|
)
|
|
23.65
|
|
|
|
|
|
|||
Exercised
|
(3.5
|
)
|
|
19.78
|
|
|
|
|
|
|||
Expired
|
(2.7
|
)
|
|
27.99
|
|
|
|
|
|
|||
Balance as of December 31, 2015
|
3.6
|
|
|
$
|
27.52
|
|
|
2.1
|
|
$
|
16.6
|
|
Assumed in acquisitions
|
0.1
|
|
|
7.01
|
|
|
|
|
|
|||
Cancelled
|
(0.3
|
)
|
|
36.57
|
|
|
|
|
|
|||
Exercised
|
(0.7
|
)
|
|
14.47
|
|
|
|
|
|
|||
Expired
|
(0.3
|
)
|
|
24.84
|
|
|
|
|
|
|||
Balance as of December 31, 2016
|
2.4
|
|
|
$
|
29.20
|
|
|
1.6
|
|
$
|
9.9
|
|
|
|
|
|
|
|
|
|
|||||
As of December 31, 2016:
|
|
|
|
|
|
|
|
|||||
Vested and expected-to-vest options
|
2.4
|
|
|
$
|
29.20
|
|
|
1.6
|
|
$
|
9.9
|
|
Exercisable options
|
2.3
|
|
|
$
|
29.95
|
|
|
1.3
|
|
$
|
8.2
|
|
|
|
Options Outstanding
|
|
Options Exercisable
|
||||||||||||
Range of Exercise Price
(In dollars)
|
|
Number
Outstanding
(In millions)
|
|
Weighted Average
Remaining
Contractual Life
(In years)
|
|
Weighted Average
Exercise Price
(In dollars)
|
|
Number
Exercisable
(In millions)
|
|
Weighted Average
Exercise Price
(In dollars)
|
||||||
$0.03 - $18.45
|
|
0.4
|
|
|
5.4
|
|
$
|
4.60
|
|
|
0.3
|
|
|
$
|
4.05
|
|
$19.73 - $27.44
|
|
0.3
|
|
|
0.9
|
|
25.58
|
|
|
0.3
|
|
|
25.58
|
|
||
$29.33 - $29.33
|
|
—
|
|
|
1.5
|
|
29.33
|
|
|
—
|
|
|
29.33
|
|
||
$29.89 - $29.89
|
|
0.6
|
|
|
0.2
|
|
29.89
|
|
|
0.6
|
|
|
29.89
|
|
||
$30.01 - $31.94
|
|
0.2
|
|
|
0.9
|
|
30.60
|
|
|
0.2
|
|
|
30.60
|
|
||
$34.73 - $34.73
|
|
0.1
|
|
|
0.9
|
|
34.73
|
|
|
0.1
|
|
|
34.73
|
|
||
$36.49 - $36.49
|
|
—
|
|
|
1.0
|
|
36.49
|
|
|
—
|
|
|
36.49
|
|
||
$38.93 - $38.93
|
|
0.1
|
|
|
1.4
|
|
38.93
|
|
|
0.1
|
|
|
38.93
|
|
||
$40.26 - $40.26
|
|
0.5
|
|
|
1.2
|
|
40.26
|
|
|
0.5
|
|
|
40.26
|
|
||
$44.00
|
|
0.2
|
|
|
1.1
|
|
44.00
|
|
|
0.2
|
|
|
44.00
|
|
||
$0.03 - $44.00
|
|
2.4
|
|
|
1.6
|
|
$
|
29.20
|
|
|
2.3
|
|
|
$
|
29.95
|
|
|
Outstanding RSUs, RSAs, and PSAs
|
|||||||||||
|
Number of Shares
|
|
Weighted Average
Grant-Date Fair
Value per Share
|
|
Weighted Average
Remaining
Contractual Term
(In Years)
|
|
Aggregate
Intrinsic
Value
|
|||||
Balance as of December 31, 2013
|
25.4
|
|
|
$
|
23.44
|
|
|
1.1
|
|
$
|
573.5
|
|
RSUs granted
(1)(4)
|
10.0
|
|
|
22.52
|
|
|
|
|
|
|||
RSUs assumed
(2)
|
0.4
|
|
|
22.66
|
|
|
|
|
|
|||
RSAs assumed
(2)
|
0.9
|
|
|
22.66
|
|
|
|
|
|
|||
PSAs granted
(3)(4)
|
1.4
|
|
|
24.25
|
|
|
|
|
|
|||
PSAs assumed
(2)
|
0.2
|
|
|
22.66
|
|
|
|
|
|
|||
RSUs vested
(5)
|
(7.3
|
)
|
|
22.98
|
|
|
|
|
|
|||
RSAs vested
(5)
|
(1.4
|
)
|
|
19.59
|
|
|
|
|
|
|||
PSAs vested
(5)
|
(1.1
|
)
|
|
36.19
|
|
|
|
|
|
|||
RSUs canceled
|
(4.0
|
)
|
|
21.63
|
|
|
|
|
|
|||
PSAs canceled
|
(3.2
|
)
|
|
30.43
|
|
|
|
|
|
|||
Balance as of December 31, 2014
|
21.3
|
|
|
$
|
22.05
|
|
|
1.1
|
|
$
|
475.0
|
|
RSUs granted
(1)(4)
|
8.9
|
|
|
23.41
|
|
|
|
|
|
|||
PSAs granted
(4)(6)
|
1.0
|
|
|
23.76
|
|
|
|
|
|
|||
RSUs vested
(5)
|
(7.2
|
)
|
|
22.58
|
|
|
|
|
|
|||
RSAs vested
(5)
|
(1.8
|
)
|
|
20.13
|
|
|
|
|
|
|||
PSAs vested
(5)
|
(0.3
|
)
|
|
22.52
|
|
|
|
|
|
|||
RSUs canceled
|
(2.3
|
)
|
|
22.18
|
|
|
|
|
|
|||
PSAs canceled
|
(1.0
|
)
|
|
22.27
|
|
|
|
|
|
|||
Balance at December 31, 2015
|
18.6
|
|
|
$
|
22.71
|
|
|
1.1
|
|
$
|
514.1
|
|
RSUs granted
(1)(4)
|
8.1
|
|
|
24.75
|
|
|
|
|
|
|||
RSUs assumed in acquisitions
(8)
|
0.3
|
|
|
24.50
|
|
|
|
|
|
|||
RSAs assumed in acquisitions
(8)
|
0.7
|
|
|
25.51
|
|
|
|
|
|
|||
PSAs granted
(4)(7)
|
1.2
|
|
|
25.39
|
|
|
|
|
|
|||
PSAs assumed in acquisitions
(8)
|
2.6
|
|
|
23.83
|
|
|
|
|
|
|||
RSUs vested
(5)
|
(6.7
|
)
|
|
22.55
|
|
|
|
|
|
|||
RSAs vested
(5)
|
(0.9
|
)
|
|
20.64
|
|
|
|
|
|
|||
PSAs vested
(5)
|
(0.7
|
)
|
|
21.83
|
|
|
|
|
|
|||
RSUs canceled
|
(1.6
|
)
|
|
23.20
|
|
|
|
|
|
|||
PSAs canceled
|
(0.7
|
)
|
|
22.71
|
|
|
|
|
|
|||
Balance at December 31, 2016
|
20.9
|
|
|
$
|
24.05
|
|
|
1.1
|
|
$
|
590.6
|
|
|
|
|
|
|
|
|
|
|||||
As of December 31, 2016
|
|
|
|
|
|
|
|
|||||
Vested and expected-to-vest RSUs, RSAs,
and PSAs
|
17.9
|
|
|
$
|
24.06
|
|
|
1.0
|
|
$
|
505.3
|
|
(1)
|
Includes service-based and market-based RSUs granted under the 2006 Plan and 2015 Plan according to their terms.
|
(2)
|
RSUs, RSAs, and PSAs assumed in connection with the acquisition of WANDL.
|
(3)
|
The number of shares subject to PSAs granted represents the aggregate maximum number of shares that may be issued pursuant to the award over its full term. The aggregate number of shares subject to these PSAs that would be issued if performance goals determined by the Compensation Committee (or an authorized subcommittee) are achieved at target is
0.7 million
shares. Depending on achievement of such performance goals, the range of shares that could be issued under these awards is
0
to
1.4 million
shares.
|
(4)
|
On February 20, 2014, the Company announced its intention to initiate a quarterly cash dividend of
$0.10
per share of common stock in the third quarter of 2014. As a result of the Company's announcement, the grant date fair value of RSUs and PSAs granted after the announcement date were reduced by the present value of the dividends expected to be paid on the underlying shares of common stock during the requisite and derived service period as these awards are not entitled to receive dividends until vested.
|
(5)
|
Total fair value of RSUs, RSAs, and PSAs vested during
2016
,
2015
, and
2014
was
$185.7 million
,
$202.7 million
, and
$238.5 million
, respectively.
|
(6)
|
The number of shares subject to PSAs granted represents the aggregate maximum number of shares that may be issued pursuant to the award over its full term. The aggregate number of shares subject to these PSAs that would be issued if performance goals determined by the Compensation Committee (or an authorized subcommittee) are achieved at target is
0.7 million
shares. Depending on achievement of such performance goals, the range of shares that could be issued under these awards is
0
to
1.0 million
shares.
|
(7)
|
The number of shares subject to PSAs granted represents the aggregate maximum number of shares that may be issued pursuant to the award over its full term. The aggregate number of shares subject to these PSAs that would be issued if performance goals determined by the Compensation Committee are achieved at target is
0.9 million
shares. Depending on achievement of such performance goals, the range of shares that could be issued under these awards is
0
to
1.2 million
shares.
|
(8)
|
RSUs, RSAs, and PSAs assumed in connection with the acquisition of BTI, Aurrion and AppFormix.
|
|
Number of Shares
|
|
Balance as of December 31, 2015
|
36.7
|
|
RSUs and PSAs granted
(1)
|
(19.6
|
)
|
RSUs and PSAs canceled
(1)(2)
|
4.8
|
|
Options canceled
(2)
|
0.3
|
|
Options expired
(2)
|
0.3
|
|
Balance as of December 31, 2016
|
22.5
|
|
(1)
|
RSUs and PSAs with a per share or unit purchase price lower than
100%
of the fair market value of the Company's common stock on the day of the grant under the 2015 Plan are counted against shares authorized under the plan as
two and one-tenth
shares of common stock for each share subject to such award. The number of shares subject to PSAs granted represents the maximum number of shares that may be issued pursuant to the award over its full term.
|
(2)
|
Cancelled or expired options under the 2006 Plan and the 1996 Plan and cancelled RSUs and PSAs under the 2006 Plan are no longer available for future grant under such plans; however, the number of shares available for grant under the 2015 Plan will be increased by the amount of such cancelled or expired options, RSUs or PSAs, as applicable, up to a maximum of
29.0 million
additional shares of common stock, pursuant to the terms of the 2015 Plan.
|
|
Years Ended December 31,
|
||||
|
2016
|
|
2015
|
|
2014
|
ESPP:
|
|
|
|
|
|
Volatility
|
32%
|
|
29%
|
|
30%
|
Risk-free interest rate
|
0.4%
|
|
0.1%
|
|
0.1%
|
Expected life (years)
|
0.5
|
|
0.5
|
|
0.5
|
Dividend yield
|
1.8%
|
|
1.7%
|
|
0% - 1.8%
|
Weighted-average fair value per share
|
$5.56
|
|
$5.63
|
|
$5.72
|
|
|
|
|
|
|
Market-based RSUs
|
|
|
|
|
|
Volatility
|
36%
|
|
34%
|
|
36%
|
Risk-free interest rate
|
1.2%
|
|
1.4%
|
|
1.6%
|
Dividend yield
|
1.7%
|
|
1.8%
|
|
0% - 2.0%
|
Weighted-average fair value per share
|
$14.71
|
|
$14.97
|
|
$16.89
|
|
|
|
|
|
|
Stock Options Assumed
|
|
|
|
|
|
Volatility
|
31%
|
|
—
|
|
—
|
Risk-free interest rate
|
0.7%
|
|
—
|
|
—
|
Expected life (years)
|
1.3
|
|
—
|
|
—
|
Dividend yield
|
1.7%
|
|
—
|
|
—
|
Weighted-average fair value per share
|
$16.17
|
|
—
|
|
—
|
|
Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Cost of revenues - Product
|
$
|
6.4
|
|
|
$
|
5.6
|
|
|
$
|
5.0
|
|
Cost of revenues - Service
|
15.3
|
|
|
13.8
|
|
|
14.2
|
|
|||
Research and development
|
126.5
|
|
|
125.4
|
|
|
134.5
|
|
|||
Sales and marketing
|
55.2
|
|
|
45.6
|
|
|
60.2
|
|
|||
General and administrative
|
23.4
|
|
|
26.9
|
|
|
26.1
|
|
|||
Total
|
$
|
226.8
|
|
|
$
|
217.3
|
|
|
$
|
240.0
|
|
|
Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Stock options
|
$
|
4.4
|
|
|
$
|
6.6
|
|
|
$
|
14.9
|
|
RSUs, RSAs, and PSAs
|
206.9
|
|
|
197.3
|
|
|
209.7
|
|
|||
ESPP
|
15.5
|
|
|
13.4
|
|
|
15.4
|
|
|||
Total
|
$
|
226.8
|
|
|
$
|
217.3
|
|
|
$
|
240.0
|
|
|
Unrecognized
Compensation Cost |
|
Weighted Average
Period (In Years) |
||
Stock options
|
$
|
1.2
|
|
|
2.3
|
RSUs, RSAs, and PSAs
|
$
|
269.3
|
|
|
1.6
|
|
Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Americas:
|
|
|
|
|
|
||||||
United States
|
$
|
2,737.0
|
|
|
$
|
2,568.6
|
|
|
$
|
2,410.6
|
|
Other
|
231.8
|
|
|
223.6
|
|
|
219.7
|
|
|||
Total Americas
|
2,968.8
|
|
|
2,792.2
|
|
|
2,630.3
|
|
|||
Europe, Middle East, and Africa
|
1,238.1
|
|
|
1,320.3
|
|
|
1,263.3
|
|
|||
Asia Pacific
|
783.2
|
|
|
745.3
|
|
|
733.5
|
|
|||
Total
|
$
|
4,990.1
|
|
|
$
|
4,857.8
|
|
|
$
|
4,627.1
|
|
|
As of December 31,
|
||||||
|
2016
|
|
2015
|
||||
United States
|
$
|
1,046.6
|
|
|
$
|
925.5
|
|
International
|
147.4
|
|
|
129.4
|
|
||
Property and equipment, net and purchased intangible assets, net
|
$
|
1,194.0
|
|
|
$
|
1,054.9
|
|
Note 14.
|
Income Taxes
|
|
Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Domestic
|
$
|
466.2
|
|
|
$
|
456.3
|
|
|
$
|
(509.7
|
)
|
Foreign
|
361.2
|
|
|
395.9
|
|
|
423.4
|
|
|||
Total pretax income (loss)
|
$
|
827.4
|
|
|
$
|
852.2
|
|
|
$
|
(86.3
|
)
|
|
Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Current provision:
|
|
|
|
|
|
|
|
|
|||
Federal
|
$
|
121.4
|
|
|
$
|
181.4
|
|
|
$
|
180.1
|
|
States
|
10.3
|
|
|
15.9
|
|
|
15.2
|
|
|||
Foreign
|
46.0
|
|
|
43.3
|
|
|
33.7
|
|
|||
Total current provision
|
177.7
|
|
|
240.6
|
|
|
229.0
|
|
|||
Deferred provision (benefit):
|
|
|
|
|
|
||||||
Federal
|
57.2
|
|
|
(16.7
|
)
|
|
17.3
|
|
|||
States
|
4.3
|
|
|
(0.4
|
)
|
|
1.2
|
|
|||
Foreign
|
(4.5
|
)
|
|
(5.0
|
)
|
|
0.5
|
|
|||
Total deferred provision (benefit)
|
57.0
|
|
|
(22.1
|
)
|
|
19.0
|
|
|||
Total provision for income taxes
|
$
|
234.7
|
|
|
$
|
218.5
|
|
|
$
|
248.0
|
|
|
Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Expected provision (benefit) at 35% rate
|
$
|
289.6
|
|
|
$
|
298.3
|
|
|
$
|
(30.2
|
)
|
State taxes, net of federal benefit
|
8.9
|
|
|
8.9
|
|
|
9.5
|
|
|||
Foreign income at different tax rates
|
(53.4
|
)
|
|
(68.9
|
)
|
|
(90.2
|
)
|
|||
R&D tax credits
|
(16.8
|
)
|
|
(12.7
|
)
|
|
(17.1
|
)
|
|||
Share-based compensation
|
10.5
|
|
|
13.2
|
|
|
25.3
|
|
|||
Non-deductible goodwill impairment
|
—
|
|
|
—
|
|
|
297.5
|
|
|||
Gain on sale of Junos Pulse
|
—
|
|
|
—
|
|
|
75.6
|
|
|||
Release of valuation allowance
|
(0.7
|
)
|
|
—
|
|
|
(22.8
|
)
|
|||
Domestic production activities
|
(9.5
|
)
|
|
(15.1
|
)
|
|
(6.8
|
)
|
|||
Non-deductible compensation
|
2.4
|
|
|
3.7
|
|
|
3.2
|
|
|||
Cost sharing adjustment
(*)
|
—
|
|
|
(13.2
|
)
|
|
—
|
|
|||
Other
|
3.7
|
|
|
4.3
|
|
|
4.0
|
|
|||
Total provision for income taxes
|
$
|
234.7
|
|
|
$
|
218.5
|
|
|
$
|
248.0
|
|
(*)
|
Represents cumulative impact through fiscal year 2014 for the change in treatment of share-based compensation as a result of the U.S. Tax Court decision in Altera Corp. v. Commissioner, 145 T.C. No. 3 (2015).
|
|
As of December 31,
|
||||||
|
2016
|
|
2015
|
||||
Deferred tax assets:
|
|
|
|
|
|
||
Net operating loss carry-forwards
|
$
|
23.8
|
|
|
$
|
1.0
|
|
Research and other credit carry-forwards
|
137.5
|
|
|
128.7
|
|
||
Deferred revenue
|
125.6
|
|
|
109.3
|
|
||
Stock-based compensation
|
52.3
|
|
|
49.1
|
|
||
Cost sharing adjustment
|
69.9
|
|
|
70.1
|
|
||
Reserves and accruals not currently deductible
|
141.3
|
|
|
173.9
|
|
||
Other
|
12.8
|
|
|
19.2
|
|
||
Total deferred tax assets
|
563.2
|
|
|
551.3
|
|
||
Valuation allowance
|
(154.4
|
)
|
|
(146.2
|
)
|
||
Deferred tax assets, net of valuation allowance
|
408.8
|
|
|
405.1
|
|
||
Deferred tax liabilities:
|
|
|
|
||||
Property and equipment basis differences
|
(58.1
|
)
|
|
(44.1
|
)
|
||
Purchased intangibles
|
(28.8
|
)
|
|
(3.1
|
)
|
||
Unremitted foreign earnings
|
(311.4
|
)
|
|
(290
|
)
|
||
Deferred compensation and other
|
(11.0
|
)
|
|
(12.0
|
)
|
||
Total deferred tax liabilities
|
(409.3
|
)
|
|
(349.2
|
)
|
||
Net deferred tax (liabilities) assets
|
$
|
(0.5
|
)
|
|
$
|
55.9
|
|
|
Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Balance at beginning of year
|
$
|
216.1
|
|
|
$
|
199.2
|
|
|
$
|
137.6
|
|
Tax positions related to current year:
|
|
|
|
|
|
||||||
Additions
|
27.2
|
|
|
18.1
|
|
|
62.5
|
|
|||
Tax positions related to prior years:
|
|
|
|
|
|
||||||
Additions
|
1.0
|
|
|
5.3
|
|
|
0.6
|
|
|||
Reductions
|
(4.1
|
)
|
|
(2.9
|
)
|
|
—
|
|
|||
Settlements
|
(14.3
|
)
|
|
—
|
|
|
—
|
|
|||
Lapses in statutes of limitations
|
(2.8
|
)
|
|
(3.6
|
)
|
|
(1.5
|
)
|
|||
Balance at end of year
|
$
|
223.1
|
|
|
$
|
216.1
|
|
|
$
|
199.2
|
|
|
Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Numerator:
|
|
|
|
|
|
||||||
Net income (loss)
|
$
|
592.7
|
|
|
$
|
633.7
|
|
|
$
|
(334.3
|
)
|
Denominator:
|
|
|
|
|
|
||||||
Weighted-average shares used to compute basic net income (loss)
per share
|
381.7
|
|
|
390.6
|
|
|
457.4
|
|
|||
Dilutive effect of employee stock awards
|
6.1
|
|
|
8.8
|
|
|
—
|
|
|||
Weighted-average shares used to compute diluted net income (loss)
per share
|
387.8
|
|
|
399.4
|
|
|
457.4
|
|
|||
Net income (loss) per share:
|
|
|
|
|
|
||||||
Basic
|
$
|
1.55
|
|
|
$
|
1.62
|
|
|
$
|
(0.73
|
)
|
Diluted
|
$
|
1.53
|
|
|
$
|
1.59
|
|
|
$
|
(0.73
|
)
|
|
|
|
|
|
|
||||||
Anti-dilutive:
|
|
|
|
|
|
||||||
Potential anti-dilutive shares
|
2.5
|
|
|
3.4
|
|
|
20.8
|
|
Years Ending December 31,
|
Operating Leases
|
|
Other Lease Arrangement
|
||||
2017
|
$
|
33.1
|
|
|
$
|
3.5
|
|
2018
|
26.3
|
|
|
9.8
|
|
||
2019
|
17.2
|
|
|
13.2
|
|
||
2020
|
12.6
|
|
|
13.5
|
|
||
2021
|
8.4
|
|
|
13.8
|
|
||
Thereafter
|
17.3
|
|
|
61.7
|
|
||
Total
|
$
|
114.9
|
|
|
$
|
115.5
|
|
Year Ended December 31, 2016
|
|
First Quarter
|
|
Second Quarter
|
|
Third Quarter
|
|
Fourth Quarter
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Net revenues
|
$
|
1,097.9
|
|
|
$
|
1,221.3
|
|
|
$
|
1,285.3
|
|
|
$
|
1,385.6
|
|
|
Gross margin
(1)
|
690.9
|
|
|
756.4
|
|
|
799.5
|
|
|
857.7
|
|
|||||
Income before income taxes
|
126.5
|
|
|
192.2
|
|
|
236.6
|
|
|
272.1
|
|
|||||
Net income
|
$
|
91.4
|
|
|
$
|
140.0
|
|
|
$
|
172.4
|
|
|
$
|
188.9
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Net income per share:
(2)
|
|
|
|
|
|
|
|
|||||||||
Basic
|
$
|
0.24
|
|
|
$
|
0.37
|
|
|
$
|
0.45
|
|
|
$
|
0.50
|
|
|
Diluted
|
$
|
0.23
|
|
|
$
|
0.36
|
|
|
$
|
0.45
|
|
|
$
|
0.49
|
|
Year Ended December 31, 2015
|
|
First Quarter
|
|
Second Quarter
|
|
Third Quarter
|
|
Fourth Quarter
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Net revenues
|
$
|
1,067.4
|
|
|
$
|
1,222.2
|
|
|
$
|
1,248.6
|
|
|
$
|
1,319.6
|
|
|
Gross margin
|
657.3
|
|
|
781.5
|
|
|
797.4
|
|
|
842.4
|
|
|||||
Income before income taxes
|
116.0
|
|
|
226.0
|
|
|
249.6
|
|
|
260.6
|
|
|||||
Net income
|
$
|
80.2
|
|
|
$
|
158.0
|
|
|
$
|
197.7
|
|
|
$
|
197.8
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Net income per share:
(2)
|
|
|
|
|
|
|
|
|||||||||
Basic
|
$
|
0.20
|
|
|
$
|
0.41
|
|
|
$
|
0.52
|
|
|
$
|
0.52
|
|
|
Diluted
|
$
|
0.19
|
|
|
$
|
0.40
|
|
|
$
|
0.51
|
|
|
$
|
0.51
|
|
(1)
|
Gross margin for the fourth quarter of 2016 includes a
$10.8 million
charge for expected remediation costs for certain products containing a defect in a clock-signal component manufactured by a third-party supplier.
|
(2)
|
Net income per share is computed independently. Therefore, the sum of the quarterly net income per share may not equal the total computed for the year or any cumulative interim period.
|
Schedule
|
|
Page
|
Schedule II - Valuation and Qualifying Account
|
|
JUNIPER NETWORKS, JUNIPER, the Juniper Networks logo, JUNOS, CONTRAIL, BTI, BTI SYSTEMS, APPFORMIX, AURRION, NETSCREEN, and SCREENOS are registered trademarks of Juniper Networks, Inc. and/or its affiliates in the United States and other countries. Other names may be trademarks of their respective owners.
|
|
|
Juniper Networks, Inc.
|
|
|
|
|
|
February 24, 2017
|
|
By:
|
/s/ Kenneth B. Miller
|
|
|
|
Kenneth B. Miller
|
|
|
|
Executive Vice President, Chief Financial Officer
(Duly Authorized Officer and Principal Financial Officer)
|
|
|
|
|
February 24, 2017
|
|
By:
|
/s/ Terrance F. Spidell
|
|
|
|
Terrance F. Spidell
|
|
|
|
Vice President, Corporate Controller and Chief Accounting Officer
(Duly Authorized Officer and Principal Accounting
Officer)
|
Signature
|
|
Title
|
|
Date
|
|
|
|
|
|
/s/ Rami Rahim
|
|
Chief Executive Officer and Director
(Principal Executive Officer)
|
|
February 24, 2017
|
Rami Rahim
|
|
|
|
|
|
|
|
|
|
/s/ Kenneth B. Miller
|
|
Executive Vice President and Chief Financial Officer (Principal Financial Officer)
|
|
February 24, 2017
|
Kenneth B. Miller
|
|
|
|
|
|
|
|
|
|
/s/ Terrance F. Spidell
|
|
Vice President, Corporate Controller and Chief Accounting Officer
(Principal Accounting Officer)
|
|
February 24, 2017
|
Terrance F. Spidell
|
|
|
|
|
|
|
|
|
|
/s/ Scott Kriens
|
|
Chairman of the Board
|
|
February 24, 2017
|
Scott Kriens
|
|
|
|
|
|
|
|
|
|
/s/ Pradeep Sindhu
|
|
Vice Chairman of the Board and Chief Technical Officer
|
|
February 24, 2017
|
Pradeep Sindhu
|
|
|
|
|
|
|
|
|
|
/s/ Robert M. Calderoni
|
|
Director
|
|
February 24, 2017
|
Robert M. Calderoni
|
|
|
|
|
Signature
|
|
Title
|
|
Date
|
|
|
|
|
|
/s/ Rahul Merchant
|
|
Director
|
|
February 24, 2017
|
Rahul Merchant
|
|
|
|
|
|
|
|
|
|
/s/ James Dolce
|
|
Director
|
|
February 24, 2017
|
James Dolce
|
|
|
|
|
|
|
|
|
|
/s/ Mercedes Johnson
|
|
Director
|
|
February 24, 2017
|
Mercedes Johnson
|
|
|
|
|
|
|
|
|
|
/s/ Kevin DeNuccio
|
|
Director
|
|
February 24, 2017
|
Kevin DeNuccio
|
|
|
|
|
|
|
|
|
|
/s/ Gary Daichendt
|
|
Director
|
|
February 24, 2017
|
Gary Daichendt
|
|
|
|
|
|
|
|
|
|
/s/ William R. Stensrud
|
|
Director
|
|
February 24, 2017
|
William R. Stensrud
|
|
|
|
|
Allowance for Doubtful Accounts
|
Balance at
Beginning of
Year
|
|
Charged to
(Reversed from)
Costs and
Expenses
|
|
Write-offs,
Net of
Recoveries
|
|
Balance at
End of
Year
|
||||||||
2016
|
$
|
9.3
|
|
|
$
|
1.0
|
|
|
$
|
(2.7
|
)
|
|
$
|
7.6
|
|
2015
|
$
|
4.7
|
|
|
$
|
6.5
|
|
|
$
|
(1.9
|
)
|
|
$
|
9.3
|
|
2014
|
$
|
5.4
|
|
|
$
|
(0.7
|
)
|
|
$
|
—
|
|
|
$
|
4.7
|
|
|
|
|
Additions
|
|
|
|
|
||||||||||||
Sales Return Reserve
|
Balance at
Beginning of
Year
|
|
Charged as a
Reduction in
Revenues
|
|
Charged to
Other Accounts
|
|
Used
|
|
Balance at
End of
Year
|
||||||||||
2016
|
$
|
71.2
|
|
|
$
|
44.6
|
|
|
$
|
89.6
|
|
|
$
|
(134.0
|
)
|
|
$
|
71.4
|
|
2015
|
$
|
50.2
|
|
|
$
|
65.4
|
|
|
$
|
92.6
|
|
|
$
|
(137.0
|
)
|
|
$
|
71.2
|
|
2014
|
$
|
49.0
|
|
|
$
|
53.2
|
|
|
$
|
80.9
|
|
|
$
|
(132.9
|
)
|
|
$
|
50.2
|
|
|
|
|
|
Incorporated by Reference
|
||||||
Exhibit No.
|
|
Exhibit
|
|
Filing
|
|
Exhibit No.
|
|
File No.
|
|
File Date
|
3.1
|
|
Restated Certificate of Incorporation of Juniper Networks, Inc.
|
|
10-K
|
|
3.1
|
|
001-34501
|
|
2/26/2014
|
3.2
|
|
Amended and Restated Bylaws of Juniper Networks, Inc.
|
|
8-K
|
|
3.1
|
|
001-34501
|
|
11/18/2016
|
4.1
|
|
Indenture, dated March 3, 2011, by and between Juniper Networks, Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee
|
|
8-K
|
|
4.1
|
|
001-34501
|
|
3/4/2011
|
4.2
|
|
First Supplemental Indenture, dated March 3, 2011, by and between Juniper Networks, Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee
|
|
8-K
|
|
4.8
|
|
001-34501
|
|
3/4/2011
|
4.3
|
|
Second Supplemental Indenture, dated March 4, 2014, by and between Juniper Networks, Inc. and The Bank of New York
|
|
8-K
|
|
4.1
|
|
001-34501
|
|
3/4/2014
|
4.4
|
|
Third Supplemental Indenture, dated March 4, 2015, by and between Juniper Networks, Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee
|
|
8-K
|
|
4.1
|
|
001-34501
|
|
3/10/2015
|
4.5
|
|
Fourth Supplemental Indenture, dated February 26, 2016, by and between Juniper Networks, Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee
|
|
8-K
|
|
4.1
|
|
001-34501
|
|
2/29/2016
|
4.6
|
|
Fifth Supplemental Indenture, dated February 26, 2016, by and between Juniper Networks, Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee
|
|
8-K
|
|
4.2
|
|
001-34501
|
|
2/29/2016
|
4.7
|
|
Form of Note for Juniper Networks, Inc.'s 4.600% Senior Notes due 2021
|
|
8-K
|
|
4.10
|
|
001-34501
|
|
3/4/2011
|
4.8
|
|
Form of Note for Juniper Networks, Inc.'s 5.950% Senior Notes due 2041
|
|
8-K
|
|
4.11
|
|
001-34501
|
|
3/4/2011
|
4.9
|
|
Form of Note for Juniper Networks, Inc.’s 4.500% Senior Notes due 2024
|
|
8-K
|
|
4.1
|
|
001-34501
|
|
3/4/2014
|
4.10
|
|
Form of Note for Juniper Networks, Inc.’s 3.300% Senior Notes due 2020
|
|
8-K
|
|
4.2
|
|
001-34501
|
|
3/10/2015
|
4.11
|
|
Form of Note for Juniper Networks, Inc.’s 4.350% Senior Notes due 2025
|
|
8-K
|
|
4.3
|
|
001-34501
|
|
3/10/2015
|
4.12
|
|
Form of Note for Juniper Networks, Inc.’s 3.125% Senior Notes due 2019
|
|
8-K
|
|
4.2
|
|
001-34501
|
|
2/29/2016
|
10.1
|
|
Form of Indemnification Agreement entered into by the Registrant with each of its directors, officers and certain employees++
|
|
10-Q
|
|
10.1
|
|
000-26339
|
|
11/14/2003
|
10.2
|
|
Form of Indemnification Agreement entered into by the Registrant with each of its directors, officers and certain employees, approved for use on November 1, 2016*++
|
|
|
|
|
|
|
|
|
10.3
|
|
Juniper Networks, Inc. 2006 Equity Incentive Plan, as amended October 2, 2014++
|
|
10-Q
|
|
10.9
|
|
001-34501
|
|
11/10/2014
|
10.4
|
|
Form of Stock Option Agreement for the Juniper Networks, Inc. 2006 Equity Incentive Plan++
|
|
8-K
|
|
10.2
|
|
000-26339
|
|
5/24/2006
|
10.5
|
|
Form of Non-Employee Director Stock Option Agreement for the Juniper Networks, Inc. 2006 Equity Incentive Plan++
|
|
8-K
|
|
10.3
|
|
000-26339
|
|
5/24/2006
|
10.6
|
|
Form of Notice of Grant and Restricted Stock Unit Agreement for the Juniper Networks, Inc. 2006 Equity Incentive Plan++
|
|
10-K
|
|
10.20
|
|
000-26339
|
|
2/29/2008
|
10.7
|
|
Form of Notice of Grant and Performance Share Agreement for the Juniper Networks, Inc. 2006 Equity Incentive Plan++
|
|
10-K
|
|
10.21
|
|
000-26339
|
|
2/29/2008
|
10.8
|
|
Form of India Stock Option Agreement under the Juniper Networks, Inc. 2006 Equity Incentive Plan++
|
|
10-Q
|
|
10.2
|
|
000-26339
|
|
5/9/2008
|
10.9
|
|
Form of India Restricted Stock Unit Agreement under the Juniper Networks, Inc. 2006 Equity Incentive Plan++
|
|
10-Q
|
|
10.3
|
|
000-26339
|
|
5/9/2008
|
10.10
|
|
Australian Addendum to the Juniper Networks, Inc. 2006 Equity Incentive Plan, as amended++
|
|
10-Q
|
|
10.2
|
|
000-34501
|
|
11/5/2010
|
10.11
|
|
Juniper Networks, Inc. 2008 Employee Stock Purchase Plan++
|
|
S-8
|
|
4.4
|
|
333.204297
|
|
5/19/2015
|
10.12
|
|
Australian Addendum to the Juniper Networks, Inc. 2008 Employee Stock Purchase Plan, as amended++
|
|
10-Q
|
|
10.3
|
|
000.34501
|
|
11/5/2010
|
10.13
|
|
Amended and Restated Juniper Networks, Inc. Performance Bonus Plan++, effective January 1, 2017
|
|
8-K
|
|
10.1
|
|
001-34501
|
|
5/27/2016
|
|
|
|
|
Incorporated by Reference
|
||||||
Exhibit No.
|
|
Exhibit
|
|
Filing
|
|
Exhibit No.
|
|
File No.
|
|
File Date
|
10.14
|
|
BTI Systems Inc. Amended and restated 2012 Stock Option Plan and Long-Term Incentive Plan++
|
|
S-8
|
|
4.3
|
|
333-211821
|
|
6/3/2016
|
10.15
|
|
Aurrion, Inc. Amended and Restated 2008 Equity Incentive Plan++
|
|
S-8
|
|
4.3
|
|
333-213490
|
|
9/2/2016
|
10.16
|
|
AppFormix Inc. Amended and Restated 2013 Stock Plan*++
|
|
|
|
|
|
|
|
|
10.17
|
|
Juniper Networks, Inc. Deferred Compensation Plan++
|
|
S-8
|
|
4.4
|
|
333-151669
|
|
6/16/2008
|
10.18
|
|
WANDL, Inc. 2013 Restricted Stock Unit Plan++
|
|
S-8
|
|
4.4
|
|
333-193906
|
|
2/12/2014
|
10.19
|
|
Amended and Restated Contrail Systems Inc. 2012 Stock Plan, dated December 2, 2012++
|
|
10-K
|
|
10.56
|
|
001-34501
|
|
2/26/2013
|
10.20
|
|
Juniper Networks, Inc. 2015 Equity Incentive Plan++
|
|
S-8
|
|
4.3
|
|
333-204297
|
|
5/19/2015
|
10.21
|
|
Form of Restricted Stock Unit Agreement effective as of May 19, 2015++
|
|
8-K
|
|
10.2
|
|
001-34501
|
|
5/20/2015
|
10.22
|
|
Form of Performance Share Agreement effective as of May 19, 2015++
|
|
8-K
|
|
10.3
|
|
001-34501
|
|
5/20/2015
|
10.23
|
|
Form of Stock Option Agreement effective as of May 19, 2015++
|
|
8-K
|
|
10.4
|
|
001-34501
|
|
5/20/2015
|
10.24
|
|
Lease between Mathilda Associates LLC and the Registrant, dated June 18, 1999
|
|
S-1
|
|
10.10
|
|
333-76681
|
|
6/23/1999
|
10.25
|
|
Lease between Mathilda Associates LLC and the Registrant, dated February 1, 2000
|
|
10-K
|
|
10.9
|
|
000-26339
|
|
3/27/2001
|
10.26
|
|
Lease between Mathilda Associates II LLC and the Registrant, dated August 15, 2000
|
|
10-Q
|
|
10.15
|
|
000-26339
|
|
11/2/2004
|
10.27
|
|
First Amendment to Lease between Sunnyvale Office Park, L.P. and the Registrant, dated January 24, 2002
|
|
10-K
|
|
10.47
|
|
000-34501
|
|
2/26/2010
|
10.28
|
|
First Amendment to Lease between Sunnyvale Office Park, L.P. and the Registrant, dated February 28, 2000
|
|
10-K
|
|
10.48
|
|
000-34501
|
|
2/26/2010
|
10.29
|
|
First Amendment to Lease between Sunnyvale Office Park, L.P. and the Registrant, dated October 14, 2009
|
|
10-K
|
|
10.49
|
|
000-34501
|
|
2/26/2010
|
10.30
|
|
Second Amendment to Lease between Sunnyvale Office Park, L.P. and the Registrant, dated October 14, 2009
|
|
10-K
|
|
10.50
|
|
000-34501
|
|
2/26/2010
|
10.31
|
|
Amendment No. 2 to Lease between Sunnyvale Office Park, L.P. and the Registrant, dated October 14, 2009
|
|
10-K
|
|
10.51
|
|
000-34501
|
|
2/26/2010
|
10.32
|
|
Form of Severance Agreement for Certain Officers, approved for use on September 19, 2016++
|
|
8-K
|
|
10.1
|
|
001-34501
|
|
9/20/2016
|
10.33
|
|
Form of Change of Control Agreement for Certain Officers, approved for use on August 26, 2015++
|
|
8-K
|
|
10.1
|
|
001-34501
|
|
8/31/2015
|
10.34
|
|
Form of Change of Control Agreement for Certain Officers, approved for use on September 19, 2016++
|
|
8-K
|
|
10.2
|
|
001-34501
|
|
9/20/2016
|
10.35
|
|
Share Repurchase Transaction Agreement, dated February 27, 2014, between Juniper Networks, Inc. and Barclays Bank PLC, Inc., through its agent Barclays Capital, Inc.
|
|
10-Q
|
|
10.1
|
|
001-34501
|
|
5/8/2014
|
10.36
|
|
Share Repurchase Transaction Agreement, dated February 27, 2014, between Juniper Networks, Inc. and Goldman, Sachs & Co.
|
|
10-Q
|
|
10.2
|
|
001-34501
|
|
5/8/2014
|
10.37
|
|
Settlement, Release and Cross-License Agreement, dated May 27, 2014, by and between Juniper Networks, Inc. and Palo Alto Networks, Inc.
|
|
8-K
|
|
10.1
|
|
001-34501
|
|
5/29/2014
|
10.38
|
|
Credit Agreement, dated as of June 27, 2014, by and among Juniper Networks, Inc., the lenders from time to time party thereto and Citibank, N.A., as administrative agent
|
|
8-K
|
|
10.1
|
|
001-34501
|
|
6/27/2014
|
10.39
|
|
Assignment and Assumption of Lease by and between Juniper Networks, Inc., as Assignor, and Google Inc., as Assignee, dated August 18, 2014 -1194 N. Mathilda Avenue, Sunnyvale, California (Building 1)
|
|
10-Q
|
|
10.1
|
|
001-34501
|
|
11/10/2014
|
10.40
|
|
Assignment and Assumption of Lease by and between Juniper Networks, Inc., as Assignor, and Google Inc., as Assignee, dated August 18, 2014 -1184 N. Mathilda Avenue, Sunnyvale, California (Building 2)
|
|
10-Q
|
|
10.2
|
|
001-34501
|
|
11/10/2014
|
|
|
|
|
Incorporated by Reference
|
||||||
Exhibit No.
|
|
Exhibit
|
|
Filing
|
|
Exhibit No.
|
|
File No.
|
|
File Date
|
10.41
|
|
Assignment and Assumption of Lease by and between Juniper Networks, Inc., as Assignor, and Google Inc., as Assignee, dated August 18, 2014 -1220 N. Mathilda Avenue, Sunnyvale, California (Building 3)
|
|
10-Q
|
|
10.3
|
|
001-34501
|
|
11/10/2014
|
10.42
|
|
Consent to Assignment and Third Amendment to Lease by and between Juniper Networks, Inc., FSP-Sunnyvale Office Park, LLC and Google Inc., dated August 18, 2014 - 1194 N. Mathilda Avenue, Sunnyvale, California (Building 1)
|
|
10-Q
|
|
10.4
|
|
001-34501
|
|
11/10/2014
|
10.43
|
|
Consent to Assignment and Second Amendment to Lease by and between Juniper Networks, Inc., FSP-Sunnyvale Office Park, LLC and Google Inc., dated August 18, 2014 - 1184 N. Mathilda Avenue, Sunnyvale, California (Building 2)
|
|
10-Q
|
|
10.5
|
|
001-34501
|
|
11/10/2014
|
10.44
|
|
Consent to Assignment and Amendment No. 3 to Lease by and between Juniper Networks, Inc., FSP-Sunnyvale Office Park, LLC and Google Inc., dated August 18, 2014 - 1220 N. Mathilda Avenue, Sunnyvale, California (Building 3)
|
|
10-Q
|
|
10.6
|
|
001-34501
|
|
11/10/2014
|
10.45
|
|
Sublease by and between Juniper Networks, Inc., as Subtenant, and Google Inc., as Sublandlord, dated August 18, 2014 - 1194 N. Mathilda Avenue, Sunnyvale, California (Building 1)
|
|
10-Q
|
|
10.7
|
|
001-34501
|
|
11/10/2014
|
10.46
|
|
First Amendment to Sublease, dated June 30, 2015, by and between Juniper Networks, Inc., as Subtenant, and Google Inc., as Sublandlord - 1194 N. Mathilda Avenue, Sunnyvale, California (Building 1)
|
|
10-Q
|
|
10.3
|
|
001-34501
|
|
11/5/2015
|
10.47
|
|
Consent to Sublease by and between Juniper Networks, Inc., FSP-Sunnyvale Office Park, LLC and Google Inc., dated August 18, 2014 - 1194 N. Mathilda Avenue, Sunnyvale, California (Building
1)
|
|
10-Q
|
|
10.8
|
|
001-34501
|
|
11/10/2014
|
10.48
|
|
First Amendment to Consent to Sublease, dated August 28, 2015, by and between FSP-Sunnyvale Office Park, LLC, Juniper Networks, Inc., and Google Inc.
|
|
10-Q
|
|
10.4
|
|
001-34501
|
|
11/5/2015
|
10.49
|
|
Employment Offer Letter, dated November 18, 2014, between Juniper Networks, Inc. and Rami Rahim++
|
|
8-K
|
|
10.1
|
|
001-34501
|
|
11/24/2014
|
10.50
|
|
Employment Agreement, dated March 23, 2015, between Juniper Networks, Inc. and Mitchell Gaynor++
|
|
10-Q
|
|
10.1
|
|
001-34501
|
|
5/8/2015
|
10.51
|
|
Amendment, dated August 26, 2015, to Employment Agreement, dated March 23, 2015, between Juniper Networks, Inc. and Mitchell Gaynor++
|
|
10-Q
|
|
10.1
|
|
001-34501
|
|
11/5/2015
|
10.52
|
|
Employment Offer Letter between Juniper Networks, Inc. and Brian Martin++
|
|
10-Q
|
|
10.2
|
|
001-34501
|
|
11/5/2015
|
10.53
|
|
Agreement, dated April 7, 2015, between Juniper Networks, Inc. and Shaygan Kheradpir++
|
|
8-K/A
|
|
10.1
|
|
001-34501
|
|
4/10/2015
|
10.54
|
|
Severance Agreement, dated October 16, 2015, between Juniper Networks, Inc. and Brian Martin++
|
|
10-Q
|
|
10.6
|
|
001-34501
|
|
11/5/2015
|
10.55
|
|
Severance Agreement, dated February 20, 2015, between Juniper Networks, Inc. and Robyn Denholm++
|
|
10-K
|
|
10.67
|
|
001-34501
|
|
2/20/2015
|
10.56
|
|
Indemnification Trust Agreement, dated June 23, 2003, by and among Juniper Networks, Inc., BNY Mellon Trust of Delaware (formerly The Bank of New York (Delaware)) and Mitchell L. Gaynor, as the Beneficiaries’ Representative++
|
|
10-K
|
|
10.58
|
|
001-34501
|
|
2/19/2016
|
10.57
|
|
Amendment No. 1 to Indemnification Trust Agreement by and among Juniper Networks, Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee and Mitchell L. Gaynor, as the Beneficiaries’ Representative, dated March 2014++
|
|
10-K
|
|
10.59
|
|
001-34501
|
|
2/19/2016
|
10.58
|
|
Amendment No. 2 to Indemnification Trust Agreement by and among Juniper Networks, Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee and Mitchell L. Gaynor, as the Beneficiaries’ Representative, dated November 1, 2016*++
|
|
|
|
|
|
|
|
|
10.59
|
|
Form of Executive Compensation Recovery Agreement for Certain Officers, approved for use in November 2015++
|
|
10-K
|
|
10.60
|
|
001-34501
|
|
2/29/2016
|
12.1
|
|
Computation of Ratio of Earnings to Fixed Charges*
|
|
|
|
|
|
|
|
|
21.1
|
|
Subsidiaries of the Company*
|
|
|
|
|
|
|
|
|
23.1
|
|
Consent of Independent Registered Public Accounting Firm*
|
|
|
|
|
|
|
|
|
|
|
|
|
Incorporated by Reference
|
||||||
Exhibit No.
|
|
Exhibit
|
|
Filing
|
|
Exhibit No.
|
|
File No.
|
|
File Date
|
24.1
|
|
Power of Attorney (included on the signature page to the Report)
|
|
|
|
|
|
|
|
|
31.1
|
|
Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934*
|
|
|
|
|
|
|
|
|
31.2
|
|
Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934*
|
|
|
|
|
|
|
|
|
32.1
|
|
Certification of the Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002**
|
|
|
|
|
|
|
|
|
32.2
|
|
Certification of the Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002**
|
|
|
|
|
|
|
|
|
101
|
|
The following materials from Juniper Networks Inc.'s Annual Report on Form 10-K for the year ended December 31, 2016, formatted in XBRL (Extensible Business Reporting Language): (i) the Consolidated Statements of Operations, (ii) Consolidated Statements of Comprehensive Income, (iii) Consolidated Balance Sheets, (iv) the Consolidated Statements of Cash Flows, and (v) Consolidated Statements of Changes in Stockholders' Equity, and (iv) Notes to Consolidated Financial Statements, tagged as blocks of text
|
|
|
|
|
|
|
|
|
101.INS
|
|
XBRL Instance Document
|
|
|
|
|
|
|
|
|
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
|
|
|
|
|
|
|
|
|
*
|
|
Filed herewith
|
|
|
|
**
|
|
Furnished herewith
|
|
|
|
+
|
|
Filed by NetScreen Technologies, Inc.
|
|
|
|
++
|
|
Indicates management contract or compensatory plan, contract or arrangement.
|
|
COMPANY
|
|
|
|
|
|
JUNIPER NETWORKS, INC.
|
|
|
|
|
|
By:
|
|
|
|
|
|
Name:
|
|
|
|
|
|
Title:
|
|
|
|
|
|
Address:
|
Juniper Networks, Inc.
1133 Innovation Way
Sunnyvale, CA 94089
Attention: General Counsel &
Secretary
|
|
INDEMNITEE
|
|
|
|
|
|
Address:
|
|
|
|
|
|
Facsimile:
|
|
|
JUNIPER NETWORKS, INC.
AS GRANTOR
|
|
|
|
|
|
By:
|
/s/ Meredith McKenzie
|
|
|
|
|
Name:
|
Meredith McKenzie
|
|
|
|
|
Title:
|
Vice President Deputy General Counsel
|
|
/s/ Mitchell L. Gaynor
|
|
Mitchell L. Gaynor,
as Beneficiaries’ Representative
|
|
BNY MELLON TRUST OF DELAWARE,
AS TRUSTEE
|
|
|
|
|
|
By:
|
/s/ Kristine K. Gullo
|
|
|
|
|
Name:
|
Kristine K. Gullo
|
|
|
|
|
Title:
|
Vice President
|
|
COMPANY
|
|
|
|
|
|
JUNIPER NETWORKS, INC.
|
|
|
|
|
|
By:
|
|
|
|
|
|
Name:
|
|
|
|
|
|
Title:
|
|
|
|
|
|
Address:
|
Juniper Networks, Inc.
1133 Innovation Way
Sunnyvale, CA 94089
Attention: General Counsel &
Secretary
|
|
INDEMNITEE
|
|
|
|
|
|
Address:
|
|
|
|
|
|
Facsimile:
|
|
|
Years Ended December 31,
|
||||||||||||||||||
|
2016
(*)
|
|
2015
(*)
|
|
2014
(*)
|
|
2013
(*)
|
|
2012
(*)
|
||||||||||
Earnings for computation of ratio:
|
|
|
|
|
|
|
|
|
|
||||||||||
Income (loss) before income taxes and
before adjustment for
noncontrolling interests in
consolidated subsidiaries or income
from equity investees
|
$
|
827.4
|
|
|
$
|
852.2
|
|
|
$
|
(86.3
|
)
|
|
$
|
518.4
|
|
|
$
|
266.0
|
|
Plus:
|
|
|
|
|
|
|
|
|
|
||||||||||
Fixed charges
|
109.4
|
|
|
98.5
|
|
|
83.3
|
|
|
76.1
|
|
|
72.0
|
|
|||||
Amortization of capitalized interest
|
1.3
|
|
|
0.8
|
|
|
0.5
|
|
|
0.4
|
|
|
—
|
|
|||||
Less:
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest capitalized
|
(0.4
|
)
|
|
(2.2
|
)
|
|
(2.7
|
)
|
|
(1.9
|
)
|
|
(7.1
|
)
|
|||||
Total earnings (loss)
|
$
|
937.7
|
|
|
$
|
949.3
|
|
|
$
|
(5.2
|
)
|
|
$
|
593.0
|
|
|
$
|
330.9
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Fixed charges:
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest expense
|
$
|
95.7
|
|
|
$
|
81.9
|
|
|
$
|
66.0
|
|
|
$
|
58.1
|
|
|
$
|
52.2
|
|
Interest capitalized
|
0.4
|
|
|
2.2
|
|
|
2.7
|
|
|
1.9
|
|
|
—
|
|
|||||
Amortized premiums, discounts, and capitalized expenses relating to indebtedness
|
1.9
|
|
|
1.4
|
|
|
0.8
|
|
|
0.3
|
|
|
0.8
|
|
|||||
Estimate of interest within rental
expense
|
11.4
|
|
|
13.0
|
|
|
13.8
|
|
|
15.8
|
|
|
19.0
|
|
|||||
Total fixed charges
|
$
|
109.4
|
|
|
$
|
98.5
|
|
|
$
|
83.3
|
|
|
$
|
76.1
|
|
|
$
|
72.0
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Ratio of earnings (loss) to fixed charges
|
8.6x
|
|
|
9.6x
|
|
|
(0.1)x
|
|
|
7.8x
|
|
|
4.6x
|
|
(*)
|
For this ratio, both "earnings" and “fixed charges” conform to the calculation required by Item 503(d) of Regulation S-K.
|
NAME
|
JURISDICTION OF
INCORPORATION
|
JN International C.V.
|
The Netherlands
|
Juniper Networks International B.V.
|
The Netherlands
|
Juniper Networks (US), Inc.
|
California, USA
|
*
|
All other subsidiaries would not in the aggregate constitute a “significant subsidiary” as defined in Regulation S-X.
|
(1)
|
Registration Statement (Form S-3 No. 333-212915) of Juniper Networks, Inc. and
|
(2)
|
Registration Statements (Form S-8 Nos. 333-213490, 333-211824, 333-211821, 333-204297, 333-183165, 333-151669, 333-176171, 333-171299, 333-166248, 333-132260, 333-118340, 333-57860, 333-186884 and 333-193906) of Juniper Networks, Inc.
|
1.
|
I have reviewed this Annual Report on Form 10-K of Juniper Networks, Inc.;
|
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;
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3.
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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;
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4.
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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:
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(a)
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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;
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(b)
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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;
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(c)
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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
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(d)
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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
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5.
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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):
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(a)
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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
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(b)
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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.
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1.
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I have reviewed this Annual Report on Form 10-K of Juniper Networks, Inc.;
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2.
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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;
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3.
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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;
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4.
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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
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(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
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5.
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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.
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