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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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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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20-2530195
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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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3000 Tannery Way
Santa Clara, California 95054
(Address of principal executive offices, including zip 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 $0.0001 per share
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New York Stock Exchange LLC
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Large accelerated filer
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x
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Accelerated filer
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¨
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Non-accelerated filer
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¨
(Do not check if a smaller reporting company)
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Smaller reporting company
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¨
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Emerging growth company
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¨
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Page
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PART I
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Item 1.
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Item 1A.
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Item 1B.
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Item 2.
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Item 3.
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Item 4.
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PART II
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Item 5.
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Item 6.
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Item 7.
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Item 7A.
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Item 8.
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Item 9.
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Item 9A.
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Item 9B.
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PART III
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Item 10.
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Item 11.
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Item 12.
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Item 13.
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Item 14.
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PART IV
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Item 15.
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•
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expectations regarding drivers of and factors affecting growth in our business;
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•
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the performance advantages of our products and subscription and support offerings and the potential benefits to our customers;
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•
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trends in and expectations regarding billings, revenue (including our revenue mix), costs of revenue, gross margin, cash flows, interest expense, operating expenses (including future share-based compensation expense), income taxes (including our ongoing assessment of the impact of the Tax Cuts and Jobs Act and any future adjustments), investment plans and liquidity;
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•
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our ability to and expectation that we will continue to grow our installed end-customer base;
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expected recurring revenues resulting from expected growth in our installed base and increased adoption of our products and cloud-based subscription services;
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our expectations regarding future investments in research and development, customer support, and in our sales force, including expectations regarding growth in our sales headcount;
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•
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our ability to develop or acquire new product, subscription, and support offerings, improve our existing product, subscription, and support offerings, and increase the value of our product, subscription, and support offerings, including through deployment of new capabilities via security applications developed by third parties;
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•
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our expectation that we will continue to expand internationally;
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•
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our expectation that we will continue to renew existing contracts and increase sales to our existing customer base;
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•
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seasonal trends in our results of operations;
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•
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expected impact of the adoption of certain recent accounting pronouncements and the anticipated timing of adopting such standards;
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•
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our expectation that we will expand our facilities or add new facilities as we add employees and enter new geographic markets and expectations related to charges incurred in connection with exiting our former headquarter facilities;
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•
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our plans to use the upfront cash reimbursement received from our landlords against future rental payments;
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the sufficiency of our cash flow from operations with existing cash and cash equivalents to meet our cash needs for the foreseeable future;
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future investments in product development, subscriptions, or technologies, and any related delays in the development or release of new product and subscription offerings;
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our ability to successfully acquire and integrate companies and assets;
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•
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expectations and intentions with respect to the products and technologies that we acquire and introduce;
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•
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the timing and amount of capital expenditures and share repurchases; and
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•
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other statements regarding our future operations, financial condition and prospects, and business strategies.
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ITEM 1.
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BUSINESS
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•
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Security for networks through our Next-Generation Firewalls, available as physical appliances, virtual appliances (called VM-Series), or a cloud-delivered service (called GlobalProtect cloud service) and Panorama management delivered as an appliance or as a virtual machine for the public or private cloud.
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•
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Security for endpoints through our Traps advanced endpoint protection software, delivered as a light-weight software agent with cloud or on-premise management capabilities.
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•
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Security for the cloud through our VM-Series for in-line protection of workloads in public and private clouds, Traps for host-based public cloud infrastructure protection, Evident for infrastructure monitoring and compliance in public clouds, and Aperture for protecting
software as a service (“SaaS”)
applications. These products are delivered as software or SaaS applications.
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•
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Other security services, such as WildFire, Threat Prevention, URL Filtering, and GlobalProtect subscriptions that are delivered as attached software services to our appliances, as well as applications delivered in connection with our Application Framework, such as AutoFocus, Magnifier, and Logging Service that are delivered as SaaS applications.
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•
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Threat Prevention Subscription.
This subscription provides the intrusion detection and prevention capabilities of our platform. Our threat prevention engine blocks vulnerability exploits, viruses, spyware, buffer overflows, denial-of-service attacks, and port scans from compromising and damaging enterprise information resources. It includes mechanisms such as protocol decoder-based analysis, protocol anomaly-based protection, stateful pattern matching, statistical anomaly detection, heuristic-based analysis, custom vulnerability, and spyware “phone home” signatures.
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•
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URL Filtering Subscription.
This subscription provides the
uniform resource locator (“URL”)
filtering capabilities of our platform. The URL filtering database consists of millions of URLs across many categories and is designed to monitor and control employee web surfing activities. The on-appliance URL database can be augmented to suit the traffic patterns of the local user community with a custom URL database. URLs that are not categorized by the local URL database can be pulled into a separate, cache-based URL database from a very extensive, cloud-based URL database.
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•
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WildFire Subscription.
This cloud-based or appliance-based subscription provides protection against targeted malware and advanced persistent threats, and provides a near real-time analysis engine for detecting previously unseen malware. The core component of this subscription is a sandbox environment that can operate on an end-customers’ private cloud or our public cloud where files can be run and monitored for more than 100 behavioral characteristics that identify the file as malware. Once identified, preventive measures are automatically generated and delivered to all subscribed devices. By providing this as a cloud-based subscription, all of our end-customers benefit from malware found on any network.
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•
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GlobalProtect Subscription.
This appliance-based subscription provides protection for mobile users of both traditional laptop devices and mobile devices. It expands the boundaries of the physical network, effectively establishing a logical perimeter that encompasses remote laptop and mobile device users irrespective of their location. When a remote user logs into the device, GlobalProtect automatically determines the closest gateway available to the roaming device and establishes a secure connection. Windows and Apple laptops as well as mobile devices, such as Android phones and tablets and Apple iPhones and iPads, will stay connected to the corporate network whenever they are on a network of any kind. As a result, they are protected as if they never left the corporate campus. GlobalProtect ensures that the same secure application enablement policies that protect users at the corporate site are enforced for all users, independent of their location.
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•
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VM-Series Subscription.
VM-Series, the software form factor of our Next-Generation Firewall, is offered as both a perpetual license as well as a term-based subscription. The VM-Series provides all of the same security capabilities of our hardware appliances, but is delivered as a software package that can be deployed on VMware’s NSX and ESXi, Microsoft’s Hyper-V, and Red Hat KVM hypervisors, as well as natively in
Amazon Web Services (“AWS”)
cloud,
Microsoft Azure cloud (“Azure”)
, and
Google Cloud Platform (“GCP”)
.
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•
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Traps Endpoint Protection Subscription.
This subscription provides protection for endpoints against cyberattacks that aim to run malicious code or exploit software vulnerabilities. It prevents known and previously unknown attacks through its unique capability of stopping the underlying exploit techniques and can prevent cyberattacks without relying on prior knowledge of the attack. Through its integration with WildFire, it is also capable of preventing cyberattacks that rely on malware.
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•
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AutoFocus Subscription.
This cloud-based subscription provides threat intelligence capabilities to our end-customers’ security operations teams. Indicators of compromise and anomalies that occur on an end-customer’s network can be correlated with similar data that has been centrally collected from among all our participating end-customers. This offers our end-customers priority alerts, deep attack context, and high-fidelity threat intelligence across millions of malware samples and tens of billions of file artifacts.
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•
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Aperture Subscription.
This cloud-based subscription provides content control for IT-sanctioned SaaS applications that are used to store and share end-customer’s data. It offers end-customers the capability to safely use these SaaS applications and avert risks associated with improper sharing of confidential data and risks associated with sharing of malicious content.
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•
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GlobalProtect Cloud Service Subscription.
This cloud-based subscription enables our end-customers to utilize the preventive capabilities of our Security Operating Platform to secure remote offices and mobile users, providing consistent protection across globally distributed network and cloud environments without the need for firewall appliances or software in the remote locations. With this offering, our end-customers can quickly and easily add or remove remote locations and users, and establish and adjust security policies as needed, using a multi-tenant, cloud-based security infrastructure that we operate on their behalf.
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•
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Logging Service Subscription.
This cloud-based subscription allows our end-customers to collect large amounts of context-rich enhanced network logs generated by our security offerings, including those of our firewalls and GlobalProtect cloud service subscription, without needing to plan for local processing power and storage.
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•
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Evident Subscription.
This cloud-based subscription allows our end-customers to continuously secure public cloud infrastructure services, such as cloud storage. Evident enables our end-customers to continuously audit and generate reports to ensure that they can deploy applications in the public cloud knowing the cloud is configured to meet their organization’s security and compliance requirements.
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•
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Magnifier Subscription.
This cloud-based subscription enables organizations to identify and prevent behavior-based threats by applying machine learning to rich network, endpoint, and cloud data.
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•
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large companies that incorporate security features in their products, such as
Cisco Systems, Inc. (“Cisco”)
and
Juniper Networks, Inc. (“Juniper”)
, or those that have acquired, or may acquire, large network and endpoint security vendors and have the technical and financial resources to bring competitive solutions to the market;
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•
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independent security vendors such as
Symantec Corporation (“Symantec”)
,
Check Point Software Technologies Ltd. (“Check Point”)
,
Fortinet, Inc. (“Fortinet”)
, and
FireEye, Inc. (“FireEye”)
that offer a mix of network and endpoint security products; and
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•
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small and large companies that offer point solutions and/or cloud security services that compete with some of the features present in our platform.
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product features, reliability, performance, and effectiveness;
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product line breadth, diversity, and applicability;
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product extensibility and ability to integrate with other technology infrastructures;
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price and total cost of ownership;
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adherence to industry standards and certifications;
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•
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strength of sales and marketing efforts; and
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brand awareness and reputation.
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ITEM 1A.
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RISK FACTORS
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•
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our ability to attract and retain new end-customers or sell additional products and subscriptions to our existing end-customers;
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the budgeting cycles, seasonal buying patterns, and purchasing practices of our end-customers;
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changes in end-customer, distributor or reseller requirements, or market needs;
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price competition;
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the timing and success of new product and service introductions by us or our competitors or any other change in the competitive landscape of our industry, including consolidation among our competitors or end-customers and strategic partnerships entered into by and between our competitors;
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changes in the mix of our products, subscriptions, and support, including changes in multi-year subscriptions and support;
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our ability to successfully and continuously expand our business domestically and internationally;
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changes in the growth rate of the enterprise security market;
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deferral of orders from end-customers in anticipation of new products or product enhancements announced by us or our competitors;
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the timing and costs related to the development or acquisition of technologies or businesses or strategic partnerships;
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lack of synergy or the inability to realize expected synergies, resulting from acquisitions or strategic partnerships;
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our inability to execute, complete or integrate efficiently any acquisitions that we may undertake;
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increased expenses, unforeseen liabilities, or write-downs and any impact on our operating results from any acquisitions we consummate;
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our ability to increase the size and productivity of our distribution channel;
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decisions by potential end-customers to purchase security solutions from larger, more established security vendors or from their primary network equipment vendors;
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changes in end-customer penetration or attach and renewal rates for our subscriptions;
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•
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timing of revenue recognition and revenue deferrals;
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our ability to manage production and manufacturing related costs, global customer service organization costs, inventory excess and obsolescence costs, and warranty costs;
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insolvency or credit difficulties confronting our end-customers, which could adversely affect their ability to purchase or pay for our products and subscription and support offerings, or confronting our key suppliers, including our sole source suppliers, which could disrupt our supply chain;
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any disruption in our channel or termination of our relationships with important channel partners, including as a result of consolidation among distributors and resellers of security solutions;
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our inability to fulfill our end-customers’ orders due to supply chain delays or events that impact our manufacturers or their suppliers;
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the cost and potential outcomes of litigation, which could have a material adverse effect on our business;
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seasonality or cyclical fluctuations in our markets;
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future accounting pronouncements or changes in our accounting policies, including the potential impact of the adoption and implementation of the Financial Accounting Standards Board’s new standard regarding revenue recognition;
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increases or decreases in our expenses caused by fluctuations in foreign currency exchange rates, as an increasing amount of our expenses is incurred and paid in currencies other than the U.S. dollar;
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political, economic and social instability caused by the referendum in June 2016, in which voters in the
United Kingdom (the “U.K.”)
approved an exit from
the European Union (the “E.U.”)
and the
U.K.
government subsequently notified the
E.U.
of its withdrawal, which is commonly referred to as “Brexit,” continued hostilities in the Middle East, terrorist activities, and any disruption these events may cause to the broader global industrial economy; and
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general macroeconomic conditions, both domestically and in our foreign markets that could impact some or all regions where we operate.
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•
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large companies that incorporate security features in their products, such as
Cisco
and
Juniper
, or those that have acquired, or may acquire, large network and endpoint security vendors and have the technical and financial resources to bring competitive solutions to the market;
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•
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independent security vendors, such as
Symantec
,
Check Point
,
Fortinet
, and
FireEye
, that offer a mix of network and endpoint security products; and
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•
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small and large companies that offer point solutions and/or cloud security services that compete with some of the features present in our platform.
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•
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greater name recognition and longer operating histories;
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larger sales and marketing budgets and resources;
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broader distribution and established relationships with distribution partners and end-customers;
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greater customer support resources;
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greater resources to make strategic acquisitions or enter into strategic partnerships;
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lower labor and development costs;
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•
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larger and more mature intellectual property portfolios; and
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substantially greater financial, technical, and other resources.
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•
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end-customers with a December 31 fiscal year-end choosing to spend remaining unused portions of their discretionary budgets before their fiscal year-end, which potentially results in a positive impact on our revenue in our second fiscal quarter;
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our sales compensation plans, which are typically structured around annual quotas and commission rate accelerators, which potentially results in a positive impact on our revenue in our fourth fiscal quarter;
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seasonal reductions in business activity during August in the United States, Europe and certain other regions, which potentially results in a negative impact on our first fiscal quarter revenue; and
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the timing of end-customer budget planning at the beginning of the calendar year, which can result in a delay in spending at the beginning of the calendar year potentially resulting in a negative impact on our revenue in our third fiscal quarter.
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•
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competition from larger competitors, such as
Cisco
,
Check Point
, and
Juniper
, that traditionally target larger enterprises, service providers, and government entities and that may have pre-existing relationships or purchase commitments from those end-customers;
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•
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increased purchasing power and leverage held by large end-customers in negotiating contractual arrangements with us;
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more stringent requirements in our worldwide support contracts, including stricter support response times and penalties for any failure to meet support requirements; and
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longer sales cycles, in some cases over 12 months, and the associated risk that substantial time and resources may be spent on a potential end-customer that elects not to purchase our products and subscriptions.
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•
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expenditure of significant financial and product development resources in efforts to analyze, correct, eliminate, or work-around errors or defects or to address and eliminate vulnerabilities;
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•
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loss of existing or potential end-customers or channel partners;
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•
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delayed or lost revenue;
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•
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delay or failure to attain market acceptance;
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an increase in warranty claims compared with our historical experience, or an increased cost of servicing warranty claims, either of which would adversely affect our gross margins; and
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•
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litigation, regulatory inquiries, or investigations, each of which may be costly and harm our reputation.
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•
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political, economic and social uncertainty around the world, macroeconomic challenges in Europe, terrorist activities, and continued hostilities in the Middle East;
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•
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greater difficulty in enforcing contracts and accounts receivable collection and longer collection periods;
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the uncertainty of protection for intellectual property rights in some countries;
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greater risk of unexpected changes in foreign and domestic regulatory practices, tariffs, and tax laws and treaties, including regulatory and trade policy changes adopted by the current administration or foreign countries in response to regulatory changes adopted by the current administration;
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•
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risks associated with trade restrictions and foreign legal requirements, including the importation, certification, and localization of our products required in foreign countries;
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greater risk of a failure of foreign employees, channel partners, distributors, and resellers to comply with both U.S. and foreign laws, including antitrust regulations, the U.S. Foreign Corrupt Practices Act, the
U.K.
Bribery Act, U.S. or foreign sanctions regimes and export or import control laws, and any trade regulations ensuring fair trade practices, which non-compliance could include increased costs;
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•
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heightened risk of unfair or corrupt business practices in certain geographies and of improper or fraudulent sales arrangements;
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•
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increased expenses incurred in establishing and maintaining office space and equipment for our international operations;
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management communication and integration problems resulting from cultural and geographic dispersion; and
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•
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fluctuations in exchange rates between the U.S. dollar and foreign currencies in markets where we do business and related impact on sales cycles.
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•
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announcements of new products, subscriptions or technologies, commercial relationships, strategic partnerships, acquisitions or other events by us or our competitors;
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price and volume fluctuations in the overall stock market from time to time;
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news announcements that affect investor perception of our industry, including reports related to the discovery of significant cyberattacks;
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significant volatility in the market price and trading volume of technology companies in general and of companies in our industry;
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fluctuations in the trading volume of our shares or the size of our public float;
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•
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actual or anticipated changes in our operating results or fluctuations in our operating results;
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•
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whether our operating results meet the expectations of securities analysts or investors;
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actual or anticipated changes in the expectations of securities analysts or investors, whether as a result of our forward- looking statements, our failure to meet such expectations or otherwise;
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•
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inaccurate or unfavorable research reports about our business and industry published by securities analysts or reduced coverage of our company by securities analysts;
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litigation involving us, our industry, or both;
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actions instituted by activist shareholders or others;
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•
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regulatory developments in the United States, foreign countries or both;
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major catastrophic events;
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sales or repurchases of large blocks of our common stock or substantial future sales by our directors, executive officers, employees and significant stockholders;
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•
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sales of our common stock by investors who view the
Notes
as a more attractive means of equity participation in us;
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•
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hedging or arbitrage trading activity involving our common stock as a result of the existence of the
Notes
;
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•
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departures of key personnel; or
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•
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economic uncertainty around the world, in particular, macroeconomic challenges in Europe.
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•
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establish that our board of directors is divided into three classes, Class I, Class II and Class III, with three-year staggered terms;
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authorize our board of directors to issue shares of preferred stock and to determine the price and other terms of those shares, including preferences and voting rights, without stockholder approval;
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•
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provide our board of directors with the exclusive right to elect a director to fill a vacancy created by the expansion of our board of directors or the resignation, death or removal of a director;
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•
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prohibit our stockholders from taking action by written consent;
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•
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specify that special meetings of our stockholders may be called only by the chairman of our board of directors, our president, our secretary, or a majority vote of our board of directors;
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•
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require the affirmative vote of holders of at least 66 2/3% of the voting power of all of the then outstanding shares of the voting stock, voting together as a single class, to amend the provisions of our amended and restated certificate of
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•
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authorize our board of directors to amend our bylaws by majority vote; and
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•
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establish advance notice procedures with which our stockholders must comply to nominate candidates to our board of directors or to propose matters to be acted upon at a stockholders’ meeting.
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ITEM 1B.
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UNRESOLVED STAFF COMMENTS
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ITEM 2.
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PROPERTIES
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ITEM 3.
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LEGAL PROCEEDINGS
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ITEM 4.
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MINE SAFETY DISCLOSURES
|
ITEM 5.
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MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
|
|
High
|
|
Low
|
||||
Year Ended July 31, 2017
|
|
|
|
||||
First Quarter
|
$
|
163.01
|
|
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$
|
124.74
|
|
Second Quarter
|
$
|
165.69
|
|
|
$
|
123.57
|
|
Third Quarter
|
$
|
157.65
|
|
|
$
|
107.31
|
|
Fourth Quarter
|
$
|
143.90
|
|
|
$
|
108.15
|
|
Year Ended July 31, 2018
|
|
|
|
||||
First Quarter
|
$
|
153.35
|
|
|
$
|
126.56
|
|
Second Quarter
|
$
|
160.83
|
|
|
$
|
135.85
|
|
Third Quarter
|
$
|
197.20
|
|
|
$
|
148.41
|
|
Fourth Quarter
|
$
|
219.38
|
|
|
$
|
189.84
|
|
Company/Index
|
7/31/2013
|
|
7/31/2014
|
|
7/31/2015
|
|
7/31/2016
|
|
7/31/2017
|
|
7/31/2018
|
||||||||||||
Palo Alto Networks, Inc.
|
$
|
100.00
|
|
|
$
|
165.22
|
|
|
$
|
379.71
|
|
|
$
|
267.45
|
|
|
$
|
269.27
|
|
|
$
|
405.11
|
|
NYSE Composite Index
|
$
|
100.00
|
|
|
$
|
112.21
|
|
|
$
|
113.85
|
|
|
$
|
112.83
|
|
|
$
|
125.20
|
|
|
$
|
135.62
|
|
NYSE Arca Tech 100 Index
|
$
|
100.00
|
|
|
$
|
121.52
|
|
|
$
|
134.84
|
|
|
$
|
136.19
|
|
|
$
|
167.97
|
|
|
$
|
209.74
|
|
ITEM 6.
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SELECTED FINANCIAL DATA
|
|
Year Ended July 31,
|
||||||||||||||||||
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||||||||||
|
(in millions)
|
||||||||||||||||||
Selected Consolidated Statements of Operations Data:
|
|
|
|
|
|
|
|
|
|
||||||||||
Total revenue
|
$
|
2,273.1
|
|
|
$
|
1,761.6
|
|
|
$
|
1,378.5
|
|
|
$
|
928.1
|
|
|
$
|
598.2
|
|
Total gross profit
|
1,627.8
|
|
|
1,285.0
|
|
|
1,008.5
|
|
|
676.6
|
|
|
438.6
|
|
|||||
Operating loss
|
(129.1
|
)
|
|
(179.8
|
)
|
|
(157.3
|
)
|
|
(99.8
|
)
|
|
(196.2
|
)
|
|||||
Net loss
|
$
|
(147.9
|
)
|
|
$
|
(216.6
|
)
|
|
$
|
(192.7
|
)
|
|
$
|
(131.3
|
)
|
|
$
|
(207.4
|
)
|
Net loss per share, basic and diluted
|
$
|
(1.61
|
)
|
|
$
|
(2.39
|
)
|
|
$
|
(2.21
|
)
|
|
$
|
(1.61
|
)
|
|
$
|
(2.79
|
)
|
Weighted-average shares used to compute net loss per share, basic and diluted
|
91.7
|
|
|
90.6
|
|
|
87.1
|
|
|
81.6
|
|
|
74.3
|
|
|
July 31,
|
||||||||||||||||||
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||||||||||
|
(in millions)
|
||||||||||||||||||
Selected Consolidated Balance Sheet Data:
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
$
|
2,506.9
|
|
|
$
|
744.3
|
|
|
$
|
734.4
|
|
|
$
|
375.8
|
|
|
$
|
653.8
|
|
Investments
|
1,444.0
|
|
|
1,420.0
|
|
|
1,204.0
|
|
|
952.0
|
|
|
320.6
|
|
|||||
Working capital
(1)
|
1,992.6
|
|
|
775.0
|
|
|
927.2
|
|
|
79.3
|
|
|
630.9
|
|
|||||
Total assets
|
5,823.0
|
|
|
3,438.3
|
|
|
2,858.2
|
|
|
2,026.1
|
|
|
1,502.6
|
|
|||||
Total deferred revenue
|
2,364.9
|
|
|
1,773.5
|
|
|
1,240.8
|
|
|
713.7
|
|
|
422.6
|
|
|||||
Convertible senior notes, net
(1)
|
1,920.1
|
|
|
524.7
|
|
|
500.2
|
|
|
476.8
|
|
|
454.6
|
|
|||||
Common stock and additional paid-in capital
|
1,967.4
|
|
|
1,599.7
|
|
|
1,515.5
|
|
|
988.7
|
|
|
804.4
|
|
|||||
Total stockholders’ equity
|
$
|
966.4
|
|
|
$
|
759.6
|
|
|
$
|
894.9
|
|
|
$
|
559.7
|
|
|
$
|
506.7
|
|
(1)
|
The net carrying amount of the
2019 Notes
was classified as a current liability in our consolidated balance sheets as of July 31, 2018 and July 31, 2015, and was classified as a long-term liability for all other periods presented. The net carrying amount of the
2023 Notes
was classified as a long-term liability as of July 31, 2018. Refer to Note
8
. Convertible Senior Notes in Part II, Item 8 of this Annual Report on Form 10-K for more information on the Notes.
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
•
|
Overview.
A discussion of our business and overall analysis of financial and other highlights in order to provide context for the remainder of MD&A.
|
•
|
Key Financial Metrics.
A summary of our GAAP and non-GAAP key financial metrics, which management monitors to evaluate our performance.
|
•
|
Results of Operations.
A discussion of the nature and trends in our financial results and an analysis of our financial results comparing fiscal
2018
to
2017
and fiscal
2017
to
2016
.
|
•
|
Liquidity and Capital Resources.
An analysis of changes in our balance sheets and cash flows, and a discussion of our financial condition and our ability to meet cash needs.
|
•
|
Contractual Obligations and Commitments.
An overview of our contractual obligations, contingent liabilities, commitments, and off-balance sheet arrangements outstanding as of
July 31, 2018
, including expected payment schedules.
|
•
|
Critical Accounting Estimates.
A discussion of our accounting policies that require critical estimates, assumptions, and judgments.
|
•
|
Recent Accounting Pronouncements.
A discussion of expected impacts of impending accounting changes on financial information to be reported in the future.
|
•
|
Security for networks through our Next-Generation Firewalls, available as physical appliances, virtual appliances (called VM-Series), or a cloud-delivered service (called GlobalProtect cloud service) and Panorama management delivered as an appliance or as a virtual machine for the public or private cloud.
|
•
|
Security for endpoints through our Traps advanced endpoint protection software, delivered as a light-weight software agent with cloud or on-premise management capabilities.
|
•
|
Security for the cloud through our VM-Series for in-line protection of workloads in public and private clouds, Traps for host-based public cloud infrastructure protection, Evident for infrastructure monitoring and compliance in public clouds, and Aperture for protecting SaaS applications. These products are delivered as software or SaaS applications.
|
•
|
Other security services, such as WildFire, Threat Prevention, URL Filtering, and GlobalProtect subscriptions that are delivered as attached software services to our appliances, as well as applications delivered in connection with our Application Framework, such as AutoFocus, Magnifier, and Logging Service that are delivered as SaaS applications.
|
•
|
our GlobalProtect cloud service subscription, which provides our Security Operating Platform as a cloud-based service for remote offices and mobile users;
|
•
|
our Logging Service subscription, which functions as the central cloud-based repository for application data and logs generated by our security offerings, including those of our firewalls and GlobalProtect cloud service subscription, and allows end-customers to collect data without needing to plan for local processing power and storage;
|
•
|
Magnifier, a cloud-based subscription that enables organizations to identify and prevent behavior-based threats by applying machine learning to rich network, endpoint, and cloud data;
|
•
|
PAN-OS 8.1, with over 60 new features, and several new models of appliances, including the PA-3200 series, which increase SSL decryption throughput, bring higher performance and capacity for securing large data centers, and provide additional capabilities for managing large firewall deployments; and
|
•
|
Traps 5.0, which included a cloud-delivered management service and integration with our Logging Service to allow for the collection of detailed endpoint event data.
|
|
Year Ended July 31,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
|
(dollars in millions)
|
||||||||||
Total revenue
|
$
|
2,273.1
|
|
|
$
|
1,761.6
|
|
|
$
|
1,378.5
|
|
Total revenue year-over-year percentage increase
|
29.0
|
%
|
|
27.8
|
%
|
|
48.5
|
%
|
|||
Gross margin
|
71.6
|
%
|
|
72.9
|
%
|
|
73.2
|
%
|
|||
Operating loss
|
$
|
(129.1
|
)
|
|
$
|
(179.8
|
)
|
|
$
|
(157.3
|
)
|
Operating margin
|
(5.7
|
)%
|
|
(10.2
|
)%
|
|
(11.4
|
)%
|
|||
Billings
|
$
|
2,860.2
|
|
|
$
|
2,293.4
|
|
|
$
|
1,905.6
|
|
Billings year-over-year percentage increase
|
24.7
|
%
|
|
20.4
|
%
|
|
56.3
|
%
|
|||
Cash flow provided by operating activities
|
$
|
1,037.0
|
|
|
$
|
868.5
|
|
|
$
|
658.6
|
|
Free cash flow (non-GAAP)
|
$
|
925.0
|
|
|
$
|
705.1
|
|
|
$
|
586.1
|
|
|
July 31,
|
||||||
|
2018
|
|
2017
|
||||
|
(in millions)
|
||||||
Total deferred revenue
|
$
|
2,364.9
|
|
|
$
|
1,773.5
|
|
Cash, cash equivalents, and investments
|
$
|
3,950.9
|
|
|
$
|
2,164.3
|
|
•
|
Deferred Revenue.
Our deferred revenue primarily consists of amounts that have been invoiced but have not been recognized as revenue as of the period end. The majority of our deferred revenue balance consists of subscription and support revenue that is recognized ratably over the contractual service period. We monitor our deferred revenue balance because it represents a significant portion of revenue to be recognized in future periods.
|
•
|
Billings.
We define billings as total revenue plus the change in total deferred revenue, net of acquired deferred revenue, during the period. We consider billings to be a key measure used by management to manage our business given our hybrid SaaS revenue model, and believe billings provides investors with an important indicator of the health and visibility of our business because it includes subscription and support revenue, which is recognized ratably over the contractual service period, and product revenue, which is recognized at the time of shipment, provided that all other revenue recognition criteria have been met. We consider billings to be a useful metric for management and investors, particularly if we continue to experience increased sales of subscriptions and strong renewal rates for subscription and support offerings, and as we monitor our near term cash flows. While we believe that billings provides useful information to investors and others in understanding and evaluating our operating results in the same manner as our management, it is important to note that other companies, including companies in our industry, may not use billings, may calculate billings differently, may have different billing frequencies, or may use other financial measures to evaluate their performance, all of which could reduce the usefulness of billings as a comparative measure. We calculate billings in the following manner:
|
|
Year Ended July 31,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
|
(in millions)
|
||||||||||
Billings:
|
|
|
|
|
|
||||||
Total revenue
|
$
|
2,273.1
|
|
|
$
|
1,761.6
|
|
|
$
|
1,378.5
|
|
Add: change in total deferred revenue, net of acquired deferred revenue
|
587.1
|
|
|
531.8
|
|
|
527.1
|
|
|||
Billings
|
$
|
2,860.2
|
|
|
$
|
2,293.4
|
|
|
$
|
1,905.6
|
|
•
|
Cash Flow Provided by Operating Activities.
We monitor cash flow provided by operating activities as a measure of our overall business performance. Our cash flow provided by operating activities is driven in large part by sales of our products and from up-front payments for subscription and support offerings. Monitoring cash flow provided by operating
|
•
|
Free Cash Flow (non-GAAP).
We define free cash flow, a non-GAAP financial measure, as cash provided by operating activities less purchases of property, equipment, and other assets. We consider free cash flow to be a profitability and liquidity measure that provides useful information to management and investors about the amount of cash generated by the business after necessary capital expenditures. A limitation of the utility of free cash flow as a measure of our financial performance and liquidity is that it does not represent the total increase or decrease in our cash balance for the period. In addition, it is important to note that other companies, including companies in our industry, may not use free cash flow, may calculate free cash flow in a different manner than we do, or may use other financial measures to evaluate their performance, all of which could reduce the usefulness of free cash flow as a comparative measure. A reconciliation of free cash flow to cash flow provided by operating activities, the most directly comparable financial measure calculated and presented in accordance with GAAP, is provided below:
|
|
Year Ended July 31,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
|
(in millions)
|
||||||||||
Free cash flow (non-GAAP):
|
|
|
|
|
|
||||||
Net cash provided by operating activities
|
$
|
1,037.0
|
|
|
$
|
868.5
|
|
|
$
|
658.6
|
|
Less: purchases of property, equipment, and other assets
|
112.0
|
|
|
163.4
|
|
|
72.5
|
|
|||
Free cash flow (non-GAAP)
|
$
|
925.0
|
|
|
$
|
705.1
|
|
|
$
|
586.1
|
|
Net cash used in investing activities
|
$
|
(520.0
|
)
|
|
$
|
(472.6
|
)
|
|
$
|
(338.9
|
)
|
Net cash provided by (used in) financing activities
|
$
|
1,245.6
|
|
|
$
|
(386.0
|
)
|
|
$
|
38.9
|
|
|
Year Ended July 31,
|
|||||||||||||||||||
|
2018
|
|
2017
|
|
2016
|
|||||||||||||||
|
Amount
|
|
% of Revenue
|
|
Amount
|
|
% of Revenue
|
|
Amount
|
|
% of Revenue
|
|||||||||
|
(dollars in millions)
|
|||||||||||||||||||
Revenue:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Product
|
$
|
871.5
|
|
|
38.3
|
%
|
|
$
|
709.1
|
|
|
40.3
|
%
|
|
$
|
670.8
|
|
|
48.7
|
%
|
Subscription and support
|
1,401.6
|
|
|
61.7
|
%
|
|
1,052.5
|
|
|
59.7
|
%
|
|
707.7
|
|
|
51.3
|
%
|
|||
Total revenue
|
2,273.1
|
|
|
100.0
|
%
|
|
1,761.6
|
|
|
100.0
|
%
|
|
1,378.5
|
|
|
100.0
|
%
|
|||
Cost of revenue:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Product
|
272.4
|
|
|
12.0
|
%
|
|
201.4
|
|
|
11.4
|
%
|
|
175.4
|
|
|
12.7
|
%
|
|||
Subscription and support
|
372.9
|
|
|
16.4
|
%
|
|
275.2
|
|
|
15.7
|
%
|
|
194.6
|
|
|
14.1
|
%
|
|||
Total cost of revenue
(1)
|
645.3
|
|
|
28.4
|
%
|
|
476.6
|
|
|
27.1
|
%
|
|
370.0
|
|
|
26.8
|
%
|
|||
Total gross profit
|
1,627.8
|
|
|
71.6
|
%
|
|
1,285.0
|
|
|
72.9
|
%
|
|
1,008.5
|
|
|
73.2
|
%
|
|||
Operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Research and development
|
400.7
|
|
|
17.6
|
%
|
|
347.4
|
|
|
19.7
|
%
|
|
284.2
|
|
|
20.6
|
%
|
|||
Sales and marketing
|
1,098.4
|
|
|
48.4
|
%
|
|
919.1
|
|
|
52.2
|
%
|
|
743.2
|
|
|
53.9
|
%
|
|||
General and administrative
|
257.8
|
|
|
11.3
|
%
|
|
198.3
|
|
|
11.2
|
%
|
|
138.4
|
|
|
10.1
|
%
|
|||
Total operating expenses
(1)
|
1,756.9
|
|
|
77.3
|
%
|
|
1,464.8
|
|
|
83.1
|
%
|
|
1,165.8
|
|
|
84.6
|
%
|
|||
Operating loss
|
(129.1
|
)
|
|
(5.7
|
)%
|
|
(179.8
|
)
|
|
(10.2
|
)%
|
|
(157.3
|
)
|
|
(11.4
|
)%
|
|||
Interest expense
|
(29.6
|
)
|
|
(1.3
|
)%
|
|
(24.5
|
)
|
|
(1.4
|
)%
|
|
(23.4
|
)
|
|
(1.7
|
)%
|
|||
Other income, net
|
28.5
|
|
|
1.3
|
%
|
|
10.2
|
|
|
0.6
|
%
|
|
8.4
|
|
|
0.6
|
%
|
|||
Loss before income taxes
|
(130.2
|
)
|
|
(5.7
|
)%
|
|
(194.1
|
)
|
|
(11.0
|
)%
|
|
(172.3
|
)
|
|
(12.5
|
)%
|
|||
Provision for income taxes
|
17.7
|
|
|
0.8
|
%
|
|
22.5
|
|
|
1.3
|
%
|
|
20.4
|
|
|
1.5
|
%
|
|||
Net loss
|
$
|
(147.9
|
)
|
|
(6.5
|
)%
|
|
$
|
(216.6
|
)
|
|
(12.3
|
)%
|
|
$
|
(192.7
|
)
|
|
(14.0
|
)%
|
(1)
|
Includes share-based compensation as follows:
|
|
Year Ended July 31,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
|
(in millions)
|
||||||||||
Cost of product revenue
|
$
|
7.0
|
|
|
$
|
7.3
|
|
|
$
|
6.2
|
|
Cost of subscription and support revenue
|
66.7
|
|
|
56.2
|
|
|
40.9
|
|
|||
Research and development
|
145.2
|
|
|
152.6
|
|
|
132.9
|
|
|||
Sales and marketing
|
208.0
|
|
|
186.5
|
|
|
152.4
|
|
|||
General and administrative
|
77.0
|
|
|
73.1
|
|
|
60.5
|
|
|||
Total share-based compensation
|
$
|
503.9
|
|
|
$
|
475.7
|
|
|
$
|
392.9
|
|
|
Year Ended July 31,
|
|
|
|
Year Ended July 31,
|
|
|
||||||||||||||||||||||
|
2018
|
|
2017
|
|
Change
|
|
2017
|
|
2016
|
|
Change
|
||||||||||||||||||
|
Amount
|
|
Amount
|
|
Amount
|
|
%
|
|
Amount
|
|
Amount
|
|
Amount
|
|
%
|
||||||||||||||
|
(dollars in millions)
|
||||||||||||||||||||||||||||
Product
|
$
|
871.5
|
|
|
$
|
709.1
|
|
|
$
|
162.4
|
|
|
22.9
|
%
|
|
$
|
709.1
|
|
|
$
|
670.8
|
|
|
$
|
38.3
|
|
|
5.7
|
%
|
|
Year Ended July 31,
|
|
|
|
Year Ended July 31,
|
|
|
||||||||||||||||||||||
|
2018
|
|
2017
|
|
Change
|
|
2017
|
|
2016
|
|
Change
|
||||||||||||||||||
|
Amount
|
|
Amount
|
|
Amount
|
|
%
|
|
Amount
|
|
Amount
|
|
Amount
|
|
%
|
||||||||||||||
|
(dollars in millions)
|
||||||||||||||||||||||||||||
Subscription
|
$
|
759.6
|
|
|
$
|
550.8
|
|
|
$
|
208.8
|
|
|
37.9
|
%
|
|
$
|
550.8
|
|
|
$
|
357.0
|
|
|
$
|
193.8
|
|
|
54.3
|
%
|
Support
|
642.0
|
|
|
501.7
|
|
|
140.3
|
|
|
28.0
|
%
|
|
501.7
|
|
|
350.7
|
|
|
151.0
|
|
|
43.1
|
%
|
||||||
Total subscription and support
|
$
|
1,401.6
|
|
|
$
|
1,052.5
|
|
|
$
|
349.1
|
|
|
33.2
|
%
|
|
$
|
1,052.5
|
|
|
$
|
707.7
|
|
|
$
|
344.8
|
|
|
48.7
|
%
|
|
Year Ended July 31,
|
|
|
|
Year Ended July 31,
|
|
|
||||||||||||||||||||||
|
2018
|
|
2017
|
|
Change
|
|
2017
|
|
2016
|
|
Change
|
||||||||||||||||||
|
Amount
|
|
Amount
|
|
Amount
|
|
%
|
|
Amount
|
|
Amount
|
|
Amount
|
|
%
|
||||||||||||||
|
(dollars in millions)
|
||||||||||||||||||||||||||||
Americas
|
$
|
1,558.7
|
|
|
$
|
1,237.4
|
|
|
$
|
321.3
|
|
|
26.0
|
%
|
|
$
|
1,237.4
|
|
|
$
|
973.2
|
|
|
$
|
264.2
|
|
|
27.1
|
%
|
EMEA
|
439.3
|
|
|
320.1
|
|
|
119.2
|
|
|
37.2
|
%
|
|
320.1
|
|
|
247.1
|
|
|
73.0
|
|
|
29.5
|
%
|
||||||
APAC
|
275.1
|
|
|
204.1
|
|
|
71.0
|
|
|
34.8
|
%
|
|
204.1
|
|
|
158.2
|
|
|
45.9
|
|
|
29.0
|
%
|
||||||
Total revenue
|
$
|
2,273.1
|
|
|
$
|
1,761.6
|
|
|
$
|
511.5
|
|
|
29.0
|
%
|
|
$
|
1,761.6
|
|
|
$
|
1,378.5
|
|
|
$
|
383.1
|
|
|
27.8
|
%
|
|
Year Ended July 31,
|
|
|
|
Year Ended July 31,
|
|
|
||||||||||||||||||||||
|
2018
|
|
2017
|
|
Change
|
|
2017
|
|
2016
|
|
Change
|
||||||||||||||||||
|
Amount
|
|
Amount
|
|
Amount
|
|
%
|
|
Amount
|
|
Amount
|
|
Amount
|
|
%
|
||||||||||||||
|
(dollars in millions)
|
||||||||||||||||||||||||||||
Cost of product revenue
|
$
|
272.4
|
|
|
$
|
201.4
|
|
|
$
|
71.0
|
|
|
35.3
|
%
|
|
$
|
201.4
|
|
|
$
|
175.4
|
|
|
$
|
26.0
|
|
|
14.8
|
%
|
Number of employees at period end
|
97
|
|
|
96
|
|
|
1
|
|
|
1.0
|
%
|
|
96
|
|
|
91
|
|
|
5
|
|
|
5.5
|
%
|
|
Year Ended July 31,
|
|
|
|
Year Ended July 31,
|
|
|
||||||||||||||||||||||
|
2018
|
|
2017
|
|
Change
|
|
2017
|
|
2016
|
|
Change
|
||||||||||||||||||
|
Amount
|
|
Amount
|
|
Amount
|
|
%
|
|
Amount
|
|
Amount
|
|
Amount
|
|
%
|
||||||||||||||
|
(dollars in millions)
|
||||||||||||||||||||||||||||
Cost of subscription and support revenue
|
$
|
372.9
|
|
|
$
|
275.2
|
|
|
$
|
97.7
|
|
|
35.5
|
%
|
|
$
|
275.2
|
|
|
$
|
194.6
|
|
|
$
|
80.6
|
|
|
41.4
|
%
|
Number of employees at period end
|
932
|
|
|
725
|
|
|
207
|
|
|
28.6
|
%
|
|
725
|
|
|
539
|
|
|
186
|
|
|
34.5
|
%
|
|
Year Ended July 31,
|
|||||||||||||||||||
|
2018
|
|
2017
|
|
2016
|
|||||||||||||||
|
Amount
|
|
Gross
Margin
|
|
Amount
|
|
Gross
Margin
|
|
Amount
|
|
Gross
Margin |
|||||||||
|
(dollars in millions)
|
|||||||||||||||||||
Product
|
$
|
599.1
|
|
|
68.7
|
%
|
|
$
|
507.7
|
|
|
71.6
|
%
|
|
$
|
495.4
|
|
|
73.9
|
%
|
Subscription and support
|
1,028.7
|
|
|
73.4
|
%
|
|
777.3
|
|
|
73.9
|
%
|
|
513.1
|
|
|
72.5
|
%
|
|||
Total gross profit
|
$
|
1,627.8
|
|
|
71.6
|
%
|
|
$
|
1,285.0
|
|
|
72.9
|
%
|
|
$
|
1,008.5
|
|
|
73.2
|
%
|
|
Year Ended July 31,
|
|
|
|
Year Ended July 31,
|
|
|
||||||||||||||||||||||
|
2018
|
|
2017
|
|
Change
|
|
2017
|
|
2016
|
|
Change
|
||||||||||||||||||
|
Amount
|
|
Amount
|
|
Amount
|
|
%
|
|
Amount
|
|
Amount
|
|
Amount
|
|
%
|
||||||||||||||
|
(dollars in millions)
|
||||||||||||||||||||||||||||
Research and development
|
$
|
400.7
|
|
|
$
|
347.4
|
|
|
$
|
53.3
|
|
|
15.3
|
%
|
|
$
|
347.4
|
|
|
$
|
284.2
|
|
|
$
|
63.2
|
|
|
22.2
|
%
|
Number of employees at period end
|
947
|
|
|
766
|
|
|
181
|
|
|
23.6
|
%
|
|
766
|
|
|
637
|
|
|
129
|
|
|
20.3
|
%
|
|
Year Ended July 31,
|
|
|
|
Year Ended July 31,
|
|
|
||||||||||||||||||||||
|
2018
|
|
2017
|
|
Change
|
|
2017
|
|
2016
|
|
Change
|
||||||||||||||||||
|
Amount
|
|
Amount
|
|
Amount
|
|
%
|
|
Amount
|
|
Amount
|
|
Amount
|
|
%
|
||||||||||||||
|
(dollars in millions)
|
||||||||||||||||||||||||||||
Sales and marketing
|
$
|
1,098.4
|
|
|
$
|
919.1
|
|
|
$
|
179.3
|
|
|
19.5
|
%
|
|
$
|
919.1
|
|
|
$
|
743.2
|
|
|
$
|
175.9
|
|
|
23.7
|
%
|
Number of employees at period end
|
2,704
|
|
|
2,418
|
|
|
286
|
|
|
11.8
|
%
|
|
2,418
|
|
|
2,092
|
|
|
326
|
|
|
15.6
|
%
|
|
Year Ended July 31,
|
|
|
|
Year Ended July 31,
|
|
|
||||||||||||||||||||||
|
2018
|
|
2017
|
|
Change
|
|
2017
|
|
2016
|
|
Change
|
||||||||||||||||||
|
Amount
|
|
Amount
|
|
Amount
|
|
%
|
|
Amount
|
|
Amount
|
|
Amount
|
|
%
|
||||||||||||||
|
(dollars in millions)
|
||||||||||||||||||||||||||||
General and administrative
|
$
|
257.8
|
|
|
$
|
198.3
|
|
|
$
|
59.5
|
|
|
30.0
|
%
|
|
$
|
198.3
|
|
|
$
|
138.4
|
|
|
$
|
59.9
|
|
|
43.3
|
%
|
Number of employees at period end
|
668
|
|
|
557
|
|
|
111
|
|
|
19.9
|
%
|
|
557
|
|
|
436
|
|
|
121
|
|
|
27.8
|
%
|
|
Year Ended July 31,
|
|
|
|
Year Ended July 31,
|
|
|
||||||||||||||||||||||
|
2018
|
|
2017
|
|
Change
|
|
2017
|
|
2016
|
|
Change
|
||||||||||||||||||
|
Amount
|
|
Amount
|
|
Amount
|
|
%
|
|
Amount
|
|
Amount
|
|
Amount
|
|
%
|
||||||||||||||
|
(dollars in millions)
|
||||||||||||||||||||||||||||
Interest expense
|
$
|
29.6
|
|
|
$
|
24.5
|
|
|
$
|
5.1
|
|
|
20.8
|
%
|
|
$
|
24.5
|
|
|
$
|
23.4
|
|
|
$
|
1.1
|
|
|
4.7
|
%
|
|
Year Ended July 31,
|
|
|
|
Year Ended July 31,
|
|
|
||||||||||||||||||||||
|
2018
|
|
2017
|
|
Change
|
|
2017
|
|
2016
|
|
Change
|
||||||||||||||||||
|
Amount
|
|
Amount
|
|
Amount
|
|
%
|
|
Amount
|
|
Amount
|
|
Amount
|
|
%
|
||||||||||||||
|
(dollars in millions)
|
||||||||||||||||||||||||||||
Other income, net
|
$
|
28.5
|
|
|
$
|
10.2
|
|
|
$
|
18.3
|
|
|
179.4
|
%
|
|
$
|
10.2
|
|
|
$
|
8.4
|
|
|
$
|
1.8
|
|
|
21.4
|
%
|
|
Year Ended July 31,
|
|
|
|
|
|
Year Ended July 31,
|
|
|
|
|
||||||||||||||||||
|
2018
|
|
2017
|
|
Change
|
|
2017
|
|
2016
|
|
Change
|
||||||||||||||||||
|
Amount
|
|
Amount
|
|
Amount
|
|
%
|
|
Amount
|
|
Amount
|
|
Amount
|
|
%
|
||||||||||||||
|
(dollars in millions)
|
||||||||||||||||||||||||||||
Provision for income taxes
|
$
|
17.7
|
|
|
$
|
22.5
|
|
|
$
|
(4.8
|
)
|
|
(21.3
|
)%
|
|
$
|
22.5
|
|
|
$
|
20.4
|
|
|
$
|
2.1
|
|
|
10.3
|
%
|
Effective tax rate
|
(13.6
|
)%
|
|
(11.6
|
)%
|
|
|
|
|
|
(11.6
|
)%
|
|
(11.8
|
)%
|
|
|
|
|
|
July 31,
|
||||||
|
2018
|
|
2017
|
||||
|
(in millions)
|
||||||
Working capital
(1)
|
$
|
1,992.6
|
|
|
$
|
775.0
|
|
Cash, cash equivalents, and investments:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
2,506.9
|
|
|
744.3
|
|
|
Investments
|
1,444.0
|
|
|
1,420.0
|
|
||
Total cash, cash equivalents, and investments
|
$
|
3,950.9
|
|
|
$
|
2,164.3
|
|
(1)
|
The net carrying amount of the
2019 Notes
was classified in current liabilities in our consolidated balance sheets as of July 31, 2018. Refer to Note
8
. Convertible Senior Notes in Part II, Item 8 of this Annual Report on Form 10-K for information on the Notes.
|
|
Year Ended July 31,
|
||||||||||
2018
|
|
2017
|
|
2016
|
|||||||
|
(in millions)
|
||||||||||
Net cash provided by operating activities
|
$
|
1,037.0
|
|
|
$
|
868.5
|
|
|
$
|
658.6
|
|
Net cash used in investing activities
|
(520.0
|
)
|
|
(472.6
|
)
|
|
(338.9
|
)
|
|||
Net cash provided by (used in) financing activities
|
1,245.6
|
|
|
(386.0
|
)
|
|
38.9
|
|
|||
Net increase in cash and cash equivalents
|
$
|
1,762.6
|
|
|
$
|
9.9
|
|
|
$
|
358.6
|
|
|
Payments Due by Period
|
||||||||||||||||||
|
Total
|
|
Less Than 1
Year |
|
1-3 Years
|
|
3-5 Years
|
|
More Than 5
Years |
||||||||||
|
|
|
(in millions)
|
|
|
||||||||||||||
0.0% Convertible Senior Notes due 2019
(1)
|
$
|
575.0
|
|
|
$
|
575.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
0.75% Convertible Senior Notes due 2023
|
1,693.0
|
|
|
—
|
|
|
—
|
|
|
1,693.0
|
|
|
—
|
|
|||||
Operating lease obligations
(2)
|
540.6
|
|
|
66.3
|
|
|
132.2
|
|
|
118.3
|
|
|
223.8
|
|
|||||
Purchase obligations
(3)
|
146.3
|
|
|
138.3
|
|
|
8.0
|
|
|
—
|
|
|
—
|
|
|||||
Total
(4)
|
$
|
2,954.9
|
|
|
$
|
779.6
|
|
|
$
|
140.2
|
|
|
$
|
1,811.3
|
|
|
$
|
223.8
|
|
(1)
|
As of
July 31, 2018
, holders may convert their
2019 Notes
at any time during the fiscal quarter ending October 31, 2018. Refer to Note
8
. Convertible Senior Notes in Part II, Item 8 of this Annual Report on Form 10-K for more information.
|
(2)
|
Consists of contractual obligations from our non-cancelable operating leases. Excludes contractual sublease proceeds of
$14.0 million
, which consists of $5.0 million to be received in less than one year, and $9.0 million to be received in one to three years. Refer to Note
9
. Commitments and Contingencies in Part II, Item 8 of this Annual Report on Form 10-K for more information on our operating leases.
|
(3)
|
Consists of minimum purchase commitments of products and components with our manufacturing partners and component suppliers, as well as minimum purchase commitments for our use of certain cloud services with a third-party provider. Obligations under contracts that we can cancel without a significant penalty are not included in the table above.
|
(4)
|
No amounts related to income taxes are included. As of
July 31, 2018
, we had approximately $
78.9 million
of tax liabilities recorded related to uncertainty in income tax positions.
|
•
|
Vendor-specific objective evidence (“VSOE”) of selling price, if available,
|
•
|
Third-party evidence (“TPE”) of selling price, if VSOE of selling price is not available, or
|
•
|
Best estimate of selling price (“BESP”), if neither VSOE of selling price nor TPE of selling price are available.
|
ITEM 7A.
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|
ITEM 8.
|
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
|
|
July 31,
|
||||||
|
2018
|
|
2017
|
||||
Assets
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
2,506.9
|
|
|
$
|
744.3
|
|
Short-term investments
|
896.5
|
|
|
630.7
|
|
||
Accounts receivable, net of allowance for doubtful accounts of $1.2 and $0.7 at July 31, 2018 and July 31, 2017, respectively
|
467.3
|
|
|
432.1
|
|
||
Prepaid expenses and other current assets
|
261.3
|
|
|
169.2
|
|
||
Total current assets
|
4,132.0
|
|
|
1,976.3
|
|
||
Property and equipment, net
|
273.1
|
|
|
211.1
|
|
||
Long-term investments
|
547.5
|
|
|
789.3
|
|
||
Goodwill
|
522.8
|
|
|
238.8
|
|
||
Intangible assets, net
|
140.8
|
|
|
53.7
|
|
||
Other assets
|
206.8
|
|
|
169.1
|
|
||
Total assets
|
$
|
5,823.0
|
|
|
$
|
3,438.3
|
|
Liabilities, temporary equity, and stockholders’ equity
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
49.4
|
|
|
$
|
35.5
|
|
Accrued compensation
|
163.7
|
|
|
117.5
|
|
||
Accrued and other liabilities
|
107.0
|
|
|
79.9
|
|
||
Deferred revenue
|
1,268.9
|
|
|
968.4
|
|
||
Convertible senior notes, net
|
550.4
|
|
|
—
|
|
||
Total current liabilities
|
2,139.4
|
|
|
1,201.3
|
|
||
Convertible senior notes, net
|
1,369.7
|
|
|
524.7
|
|
||
Long-term deferred revenue
|
1,096.0
|
|
|
805.1
|
|
||
Other long-term liabilities
|
229.6
|
|
|
147.6
|
|
||
Commitments and contingencies (Note 9)
|
|
|
|
|
|
||
Temporary equity
|
21.9
|
|
|
—
|
|
||
Stockholders’ equity:
|
|
|
|
||||
Preferred stock; $0.0001 par value; 100.0 shares authorized; none issued and outstanding at July 31, 2018 and July 31, 2017
|
—
|
|
|
—
|
|
||
Common stock and additional paid-in capital; $0.0001 par value; 1,000.0 shares authorized; 93.6 and 91.5 shares issued and outstanding at July 31, 2018 and July 31, 2017, respectively
|
1,967.4
|
|
|
1,599.7
|
|
||
Accumulated other comprehensive loss
|
(16.4
|
)
|
|
(3.4
|
)
|
||
Accumulated deficit
|
(984.6
|
)
|
|
(836.7
|
)
|
||
Total stockholders’ equity
|
966.4
|
|
|
759.6
|
|
||
Total liabilities, temporary equity, and stockholders’ equity
|
$
|
5,823.0
|
|
|
$
|
3,438.3
|
|
|
Year Ended July 31,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
Revenue:
|
|
|
|
|
|
||||||
Product
|
$
|
871.5
|
|
|
$
|
709.1
|
|
|
$
|
670.8
|
|
Subscription and support
|
1,401.6
|
|
|
1,052.5
|
|
|
707.7
|
|
|||
Total revenue
|
2,273.1
|
|
|
1,761.6
|
|
|
1,378.5
|
|
|||
Cost of revenue:
|
|
|
|
|
|
||||||
Product
|
272.4
|
|
|
201.4
|
|
|
175.4
|
|
|||
Subscription and support
|
372.9
|
|
|
275.2
|
|
|
194.6
|
|
|||
Total cost of revenue
|
645.3
|
|
|
476.6
|
|
|
370.0
|
|
|||
Total gross profit
|
1,627.8
|
|
|
1,285.0
|
|
|
1,008.5
|
|
|||
Operating expenses:
|
|
|
|
|
|
||||||
Research and development
|
400.7
|
|
|
347.4
|
|
|
284.2
|
|
|||
Sales and marketing
|
1,098.4
|
|
|
919.1
|
|
|
743.2
|
|
|||
General and administrative
|
257.8
|
|
|
198.3
|
|
|
138.4
|
|
|||
Total operating expenses
|
1,756.9
|
|
|
1,464.8
|
|
|
1,165.8
|
|
|||
Operating loss
|
(129.1
|
)
|
|
(179.8
|
)
|
|
(157.3
|
)
|
|||
Interest expense
|
(29.6
|
)
|
|
(24.5
|
)
|
|
(23.4
|
)
|
|||
Other income, net
|
28.5
|
|
|
10.2
|
|
|
8.4
|
|
|||
Loss before income taxes
|
(130.2
|
)
|
|
(194.1
|
)
|
|
(172.3
|
)
|
|||
Provision for income taxes
|
17.7
|
|
|
22.5
|
|
|
20.4
|
|
|||
Net loss
|
$
|
(147.9
|
)
|
|
$
|
(216.6
|
)
|
|
$
|
(192.7
|
)
|
Net loss per share, basic and diluted
|
$
|
(1.61
|
)
|
|
$
|
(2.39
|
)
|
|
$
|
(2.21
|
)
|
Weighted-average shares used to compute net loss per share, basic and diluted
|
91.7
|
|
|
90.6
|
|
|
87.1
|
|
|
Year Ended July 31,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
Net loss
|
$
|
(147.9
|
)
|
|
$
|
(216.6
|
)
|
|
$
|
(192.7
|
)
|
Other comprehensive income (loss), net of tax:
|
|
|
|
|
|
||||||
Change in unrealized gains (losses) on investments
|
(7.5
|
)
|
|
(4.3
|
)
|
|
1.1
|
|
|||
Change in unrealized gains (losses) on cash flow hedges
|
(5.5
|
)
|
|
(0.1
|
)
|
|
—
|
|
|||
Other comprehensive income (loss)
|
(13.0
|
)
|
|
(4.4
|
)
|
|
1.1
|
|
|||
Comprehensive loss
|
$
|
(160.9
|
)
|
|
$
|
(221.0
|
)
|
|
$
|
(191.6
|
)
|
|
Common Stock
and
Additional Paid-In Capital
|
|
Accumulated
Other
Comprehensive Income (Loss)
|
|
Accumulated
Deficit
|
|
Total
Stockholders’
Equity
|
|||||||||||
|
Shares
|
|
Amount
|
|
||||||||||||||
Balance as of July 31, 2015
|
84.8
|
|
|
$
|
988.7
|
|
|
$
|
(0.1
|
)
|
|
$
|
(428.9
|
)
|
|
$
|
559.7
|
|
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
(192.7
|
)
|
|
(192.7
|
)
|
||||
Other comprehensive income
|
—
|
|
|
—
|
|
|
1.1
|
|
|
—
|
|
|
1.1
|
|
||||
Issuance of common stock in connection with employee equity incentive plans and related excess tax benefit
|
5.7
|
|
|
45.8
|
|
|
—
|
|
|
—
|
|
|
45.8
|
|
||||
Share-based compensation for equity based awards
|
—
|
|
|
393.1
|
|
|
—
|
|
|
—
|
|
|
393.1
|
|
||||
Temporary equity reclassification
|
—
|
|
|
87.9
|
|
|
—
|
|
|
—
|
|
|
87.9
|
|
||||
Balance as of July 31, 2016
|
90.5
|
|
|
1,515.5
|
|
|
1.0
|
|
|
(621.6
|
)
|
|
894.9
|
|
||||
Cumulative-effect adjustment from adoption of new accounting pronouncement
|
—
|
|
|
2.0
|
|
|
—
|
|
|
1.5
|
|
|
3.5
|
|
||||
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
(216.6
|
)
|
|
(216.6
|
)
|
||||
Other comprehensive loss
|
—
|
|
|
—
|
|
|
(4.4
|
)
|
|
—
|
|
|
(4.4
|
)
|
||||
Issuance of common stock in connection with employee equity incentive plans
|
4.3
|
|
|
46.3
|
|
|
—
|
|
|
—
|
|
|
46.3
|
|
||||
Repurchase and retirement of common stock
|
(3.3
|
)
|
|
(420.1
|
)
|
|
—
|
|
|
—
|
|
|
(420.1
|
)
|
||||
Taxes paid related to net share settlement of equity awards
|
—
|
|
|
(21.4
|
)
|
|
—
|
|
|
—
|
|
|
(21.4
|
)
|
||||
Share-based compensation for equity based awards
|
—
|
|
|
477.4
|
|
|
—
|
|
|
—
|
|
|
477.4
|
|
||||
Balance as of July 31, 2017
|
91.5
|
|
|
1,599.7
|
|
|
(3.4
|
)
|
|
(836.7
|
)
|
|
759.6
|
|
||||
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
(147.9
|
)
|
|
(147.9
|
)
|
||||
Other comprehensive loss
|
—
|
|
|
—
|
|
|
(13.0
|
)
|
|
—
|
|
|
(13.0
|
)
|
||||
Issuance of common stock in connection with employee equity incentive plans
|
3.8
|
|
|
55.0
|
|
|
—
|
|
|
—
|
|
|
55.0
|
|
||||
Repurchase and retirement of common stock
|
(1.7
|
)
|
|
(250.0
|
)
|
|
—
|
|
|
—
|
|
|
(250.0
|
)
|
||||
Taxes paid related to net share settlement of equity awards
|
—
|
|
|
(43.7
|
)
|
|
—
|
|
|
—
|
|
|
(43.7
|
)
|
||||
Share-based compensation for equity based awards
|
—
|
|
|
502.5
|
|
|
—
|
|
|
—
|
|
|
502.5
|
|
||||
Temporary equity reclassification
|
—
|
|
|
(21.9
|
)
|
|
—
|
|
|
—
|
|
|
(21.9
|
)
|
||||
Equity component of convertible senior notes, net
|
—
|
|
|
312.4
|
|
|
—
|
|
|
—
|
|
|
312.4
|
|
||||
Issuance of warrants
|
—
|
|
|
145.4
|
|
|
—
|
|
|
—
|
|
|
145.4
|
|
||||
Purchase of note hedges
|
—
|
|
|
(332.0
|
)
|
|
—
|
|
|
—
|
|
|
(332.0
|
)
|
||||
Balance as of July 31, 2018
|
93.6
|
|
|
$
|
1,967.4
|
|
|
$
|
(16.4
|
)
|
|
$
|
(984.6
|
)
|
|
$
|
966.4
|
|
|
Year Ended July 31,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
Cash flows from operating activities
|
|
|
|
|
|
||||||
Net loss
|
$
|
(147.9
|
)
|
|
$
|
(216.6
|
)
|
|
$
|
(192.7
|
)
|
Adjustments to reconcile net loss to net cash provided by operating activities:
|
|
|
|
|
|
||||||
Share-based compensation for equity based awards
|
496.7
|
|
|
474.5
|
|
|
392.8
|
|
|||
Depreciation and amortization
|
96.4
|
|
|
59.8
|
|
|
42.8
|
|
|||
Cease-use loss and asset impairment related to facility exit
|
41.1
|
|
|
20.9
|
|
|
—
|
|
|||
Amortization of debt discount and debt issuance costs
|
28.8
|
|
|
24.5
|
|
|
23.4
|
|
|||
Amortization of investment premiums, net of accretion of purchase discounts
|
0.5
|
|
|
2.7
|
|
|
3.0
|
|
|||
Changes in operating assets and liabilities, net of effects of acquisitions:
|
|
|
|
|
|
||||||
Accounts receivable, net
|
(33.0
|
)
|
|
(82.9
|
)
|
|
(136.4
|
)
|
|||
Prepaid expenses and other assets
|
(125.5
|
)
|
|
(48.1
|
)
|
|
(31.2
|
)
|
|||
Accounts payable
|
3.7
|
|
|
5.9
|
|
|
15.1
|
|
|||
Accrued compensation
|
44.2
|
|
|
42.8
|
|
|
(6.3
|
)
|
|||
Accrued and other liabilities
|
44.9
|
|
|
53.2
|
|
|
21.0
|
|
|||
Deferred revenue
|
587.1
|
|
|
531.8
|
|
|
527.1
|
|
|||
Net cash provided by operating activities
|
1,037.0
|
|
|
868.5
|
|
|
658.6
|
|
|||
Cash flows from investing activities
|
|
|
|
|
|
||||||
Purchases of investments
|
(725.7
|
)
|
|
(995.9
|
)
|
|
(1,037.0
|
)
|
|||
Proceeds from sales of investments
|
—
|
|
|
—
|
|
|
141.9
|
|
|||
Proceeds from maturities of investments
|
691.8
|
|
|
777.4
|
|
|
628.7
|
|
|||
Business acquisitions, net of cash acquired
|
(374.1
|
)
|
|
(90.7
|
)
|
|
—
|
|
|||
Purchases of property, equipment, and other assets
|
(112.0
|
)
|
|
(163.4
|
)
|
|
(72.5
|
)
|
|||
Net cash used in investing activities
|
(520.0
|
)
|
|
(472.6
|
)
|
|
(338.9
|
)
|
|||
Cash flows from financing activities
|
|
|
|
|
|
||||||
Proceeds from borrowings on convertible senior notes, net
|
1,682.4
|
|
|
—
|
|
|
—
|
|
|||
Proceeds from issuance of warrants
|
145.4
|
|
|
—
|
|
|
—
|
|
|||
Purchase of note hedges
|
(332.0
|
)
|
|
—
|
|
|
—
|
|
|||
Repurchases of common stock
|
(259.1
|
)
|
|
(411.0
|
)
|
|
—
|
|
|||
Proceeds from sales of shares through employee equity incentive plans
|
52.6
|
|
|
46.4
|
|
|
45.3
|
|
|||
Payments for taxes related to net share settlement of equity awards
|
(43.7
|
)
|
|
(21.4
|
)
|
|
—
|
|
|||
Payment of deferred consideration related to prior year business acquisition
|
—
|
|
|
—
|
|
|
(6.4
|
)
|
|||
Net cash provided by (used in) financing activities
|
1,245.6
|
|
|
(386.0
|
)
|
|
38.9
|
|
|||
Net increase in cash and cash equivalents
|
1,762.6
|
|
|
9.9
|
|
|
358.6
|
|
|||
Cash and cash equivalents—beginning of period
|
744.3
|
|
|
734.4
|
|
|
375.8
|
|
|||
Cash and cash equivalents—end of period
|
$
|
2,506.9
|
|
|
$
|
744.3
|
|
|
$
|
734.4
|
|
Non-cash investing and financing activities
|
|
|
|
|
|
||||||
Property and equipment acquired through lease incentives
|
$
|
37.8
|
|
|
$
|
—
|
|
|
$
|
11.5
|
|
Supplemental disclosures of cash flow information
|
|
|
|
|
|
||||||
Cash paid for income taxes
|
$
|
11.2
|
|
|
$
|
9.0
|
|
|
$
|
7.1
|
|
•
|
Persuasive Evidence of an Arrangement Exists.
We rely upon non-cancelable sales agreements and purchase orders to determine the existence of an arrangement.
|
•
|
Delivery has Occurred.
We use shipping documents or transmissions of product or subscription and support contract registration codes to determine delivery.
|
•
|
The Fee is Fixed or Determinable.
We assess whether the fee is fixed or determinable based on the payment terms associated with the transaction.
|
•
|
Collectability is Reasonably Assured.
We assess collectability based on credit analysis and payment history.
|
•
|
removal of the current limitation on contingent revenue may result in revenue being recognized earlier for certain contracts;
|
•
|
term license revenue associated with our virtual firewalls will be recognized upfront;
|
•
|
allocation of revenue related to software due to the removal of the residual method of revenue recognition; and
|
•
|
amortization period for incremental costs to obtain customer contracts, which primarily consist of sales commissions.
|
|
Year Ended July 31, 2018
|
|
Year Ended July 31, 2017
|
||||||||||||||||||||
|
As Reported
|
|
Impact of Adoption
|
|
As Adjusted
|
|
As Previously Reported
|
|
Impact of Adoption
|
|
As Adjusted
|
||||||||||||
Consolidated Statements of Operations
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Product revenue
|
$
|
871.5
|
|
|
$
|
8.3
|
|
|
$
|
879.8
|
|
|
$
|
709.1
|
|
|
$
|
(0.6
|
)
|
|
$
|
708.5
|
|
Subscription and support revenue
|
1,401.6
|
|
|
(7.8
|
)
|
|
1,393.8
|
|
|
1,052.5
|
|
|
(5.9
|
)
|
|
1,046.6
|
|
||||||
Total revenue
|
2,273.1
|
|
|
0.5
|
|
|
2,273.6
|
|
|
1,761.6
|
|
|
(6.5
|
)
|
|
1,755.1
|
|
||||||
Total operating expenses
|
1,756.9
|
|
|
(24.2
|
)
|
|
1,732.7
|
|
|
1,464.8
|
|
|
(20.3
|
)
|
|
1,444.5
|
|
||||||
Operating loss
|
(129.1
|
)
|
|
24.9
|
|
|
(104.2
|
)
|
|
(179.8
|
)
|
|
14.0
|
|
|
(165.8
|
)
|
||||||
Net loss
|
(147.9
|
)
|
|
25.7
|
|
|
(122.2
|
)
|
|
(216.6
|
)
|
|
13.6
|
|
|
(203.0
|
)
|
||||||
Net loss per share, basic and diluted
|
$
|
(1.61
|
)
|
|
$
|
0.28
|
|
|
$
|
(1.33
|
)
|
|
$
|
(2.39
|
)
|
|
$
|
0.15
|
|
|
$
|
(2.24
|
)
|
|
July 31, 2018
|
||||||||||
|
As Reported
|
|
Impact of Adoption
|
|
As Adjusted
|
||||||
Consolidated Balance Sheet
|
|
|
|
|
|
||||||
Accounts receivable, net
|
$
|
467.3
|
|
|
$
|
(0.3
|
)
|
|
$
|
467.0
|
|
Prepaid expenses and other current assets
|
261.3
|
|
|
6.8
|
|
|
268.1
|
|
|||
Other assets
|
206.8
|
|
|
119.4
|
|
|
326.2
|
|
|||
Accrued and other liabilities
|
107.0
|
|
|
17.6
|
|
|
124.6
|
|
|||
Deferred revenue
|
1,268.9
|
|
|
(55.3
|
)
|
|
1,213.6
|
|
|||
Long-term deferred revenue
|
1,096.0
|
|
|
(30.3
|
)
|
|
1,065.7
|
|
|||
Accumulated deficit
|
(984.6
|
)
|
|
193.9
|
|
|
(790.7
|
)
|
•
|
Level 1—Inputs are unadjusted quoted prices in active markets for identical assets or liabilities.
|
•
|
Level 2—Inputs are quoted prices for similar assets and liabilities in active markets or inputs that are observable for the assets or liabilities, either directly or indirectly through market corroboration, for substantially the full term of the financial instruments.
|
•
|
Level 3—Inputs are unobservable inputs based on our own assumptions used to measure assets and liabilities at fair value. The inputs require significant management judgment or estimation.
|
|
|
July 31, 2018
|
|
July 31, 2017
|
||||||||||||||||||||||||||||
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||||||||||
Cash equivalents:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Money market funds
|
|
$
|
1,512.3
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,512.3
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Commercial paper
|
|
—
|
|
|
52.0
|
|
|
—
|
|
|
52.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
U.S. government and agency securities
|
|
—
|
|
|
397.3
|
|
|
—
|
|
|
397.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Total cash equivalents
|
|
1,512.3
|
|
|
449.3
|
|
|
—
|
|
|
1,961.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Short-term investments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Certificates of deposit
|
|
—
|
|
|
5.4
|
|
|
—
|
|
|
5.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Non-U.S. government securities
|
|
—
|
|
|
20.0
|
|
|
—
|
|
|
20.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Commercial paper
|
|
—
|
|
|
22.3
|
|
|
—
|
|
|
22.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Corporate debt securities
|
|
—
|
|
|
139.8
|
|
|
—
|
|
|
139.8
|
|
|
—
|
|
|
159.4
|
|
|
—
|
|
|
159.4
|
|
||||||||
U.S. government and agency securities
|
|
—
|
|
|
709.0
|
|
|
—
|
|
|
709.0
|
|
|
—
|
|
|
471.3
|
|
|
—
|
|
|
471.3
|
|
||||||||
Total short-term investments
|
|
—
|
|
|
896.5
|
|
|
—
|
|
|
896.5
|
|
|
—
|
|
|
630.7
|
|
|
—
|
|
|
630.7
|
|
||||||||
Long-term investments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Certificates of deposit
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5.4
|
|
|
—
|
|
|
5.4
|
|
||||||||
Corporate debt securities
|
|
—
|
|
|
153.6
|
|
|
—
|
|
|
153.6
|
|
|
—
|
|
|
186.5
|
|
|
—
|
|
|
186.5
|
|
||||||||
U.S. government and agency securities
|
|
—
|
|
|
393.9
|
|
|
—
|
|
|
393.9
|
|
|
—
|
|
|
597.4
|
|
|
—
|
|
|
597.4
|
|
||||||||
Total long-term investments
|
|
—
|
|
|
547.5
|
|
|
—
|
|
|
547.5
|
|
|
—
|
|
|
789.3
|
|
|
—
|
|
|
789.3
|
|
||||||||
Total assets measured at fair value
|
|
$
|
1,512.3
|
|
|
$
|
1,893.3
|
|
|
$
|
—
|
|
|
$
|
3,405.6
|
|
|
$
|
—
|
|
|
$
|
1,420.0
|
|
|
$
|
—
|
|
|
$
|
1,420.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Accrued and other liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Foreign currency forward contracts
|
|
$
|
—
|
|
|
$
|
6.9
|
|
|
$
|
—
|
|
|
$
|
6.9
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Total accrued and other liabilities
|
|
—
|
|
|
6.9
|
|
|
—
|
|
|
6.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Total liabilities measured at fair value
|
|
$
|
—
|
|
|
$
|
6.9
|
|
|
$
|
—
|
|
|
$
|
6.9
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
July 31, 2018
|
||||||||||||||
|
Amortized Cost
|
|
Unrealized Gains
|
|
Unrealized Losses
|
|
Estimated Fair Value
|
||||||||
Cash equivalents:
|
|
|
|
|
|
|
|
||||||||
Money market funds
|
$
|
1,512.3
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,512.3
|
|
Commercial paper
|
52.0
|
|
|
—
|
|
|
—
|
|
|
52.0
|
|
||||
U.S. government and agency securities
|
397.3
|
|
|
—
|
|
|
—
|
|
|
397.3
|
|
||||
Total cash equivalents
|
$
|
1,961.6
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,961.6
|
|
|
|
|
|
|
|
|
|
||||||||
Investments:
|
|
|
|
|
|
|
|
||||||||
Certificates of deposit
|
$
|
5.4
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
5.4
|
|
Non-U.S. government securities
|
20.0
|
|
|
—
|
|
|
—
|
|
|
20.0
|
|
||||
Commercial paper
|
22.3
|
|
|
—
|
|
|
—
|
|
|
22.3
|
|
||||
Corporate debt securities
|
295.9
|
|
|
—
|
|
|
(2.5
|
)
|
|
293.4
|
|
||||
U.S. government and agency securities
|
1,110.6
|
|
|
—
|
|
|
(7.7
|
)
|
|
1,102.9
|
|
||||
Total investments
|
$
|
1,454.2
|
|
|
$
|
—
|
|
|
$
|
(10.2
|
)
|
|
$
|
1,444.0
|
|
|
July 31, 2017
|
||||||||||||||
|
Amortized Cost
|
|
Unrealized Gains
|
|
Unrealized Losses
|
|
Estimated Fair Value
|
||||||||
Investments:
|
|
|
|
|
|
|
|
||||||||
Certificates of deposit
|
$
|
5.4
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
5.4
|
|
Corporate debt securities
|
346.1
|
|
|
0.3
|
|
|
(0.5
|
)
|
|
345.9
|
|
||||
U.S. government and agency securities
|
1,071.2
|
|
|
0.1
|
|
|
(2.6
|
)
|
|
1,068.7
|
|
||||
Total investments
|
$
|
1,422.7
|
|
|
$
|
0.4
|
|
|
$
|
(3.1
|
)
|
|
$
|
1,420.0
|
|
|
Amortized Cost
|
|
Fair Value
|
||||
Due within one year
|
$
|
2,861.3
|
|
|
$
|
2,858.1
|
|
Due between one and three years
|
554.5
|
|
|
547.5
|
|
||
Total
|
$
|
3,415.8
|
|
|
$
|
3,405.6
|
|
|
Amount
|
||
Goodwill
|
$
|
209.8
|
|
Identified intangible assets
|
85.1
|
|
|
Net liabilities assumed
|
(2.0
|
)
|
|
Total
|
$
|
292.9
|
|
|
Fair Value
|
|
Estimated Useful Life
|
||
Developed technology
|
$
|
68.4
|
|
|
6 years
|
Trade name and trademarks
|
8.5
|
|
|
8 years
|
|
Customer relationships
|
8.2
|
|
|
8 years
|
|
Total
|
$
|
85.1
|
|
|
|
|
Amount
|
||
Goodwill
|
$
|
68.6
|
|
Identified intangible assets
|
17.3
|
|
|
Net liabilities assumed
|
(3.2
|
)
|
|
Total
|
$
|
82.7
|
|
|
Fair Value
|
|
Estimated Useful Life
|
||
Developed technology
|
$
|
16.4
|
|
|
5 years
|
Customer relationships
|
0.9
|
|
|
2 years
|
|
Total
|
$
|
17.3
|
|
|
|
|
Amount
|
||
Cash
|
$
|
12.4
|
|
Goodwill
|
75.3
|
|
|
Identified intangible assets
|
19.5
|
|
|
Net liabilities assumed
|
(4.1
|
)
|
|
Total
|
$
|
103.1
|
|
|
Fair Value
|
|
Estimated Useful Life
|
||
Developed technology
|
$
|
16.6
|
|
|
8 years
|
Customer relationships
|
2.9
|
|
|
8 years
|
|
Total
|
$
|
19.5
|
|
|
|
|
Amount
|
||
Balance as of July 31, 2017
|
$
|
238.8
|
|
Goodwill acquired
|
284.0
|
|
|
Balance as of July 31, 2018
|
$
|
522.8
|
|
|
July 31,
|
||||||||||||||||||||||
|
2018
|
|
2017
|
||||||||||||||||||||
|
Gross Carrying Amount
|
|
Accumulated Amortization
|
|
Net Carrying Amount
|
|
Gross Carrying Amount
|
|
Accumulated Amortization
|
|
Net Carrying Amount
|
||||||||||||
Intangible assets subject to amortization:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Developed technology
|
$
|
154.7
|
|
|
$
|
(38.2
|
)
|
|
$
|
116.5
|
|
|
$
|
69.7
|
|
|
$
|
(23.8
|
)
|
|
$
|
45.9
|
|
Customer relationships
|
12.2
|
|
|
(1.2
|
)
|
|
11.0
|
|
|
3.1
|
|
|
(0.4
|
)
|
|
2.7
|
|
||||||
Acquired intellectual property
|
8.9
|
|
|
(4.5
|
)
|
|
4.4
|
|
|
8.9
|
|
|
(3.8
|
)
|
|
5.1
|
|
||||||
Trade name and trademarks
|
8.5
|
|
|
(0.4
|
)
|
|
8.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Other
|
2.2
|
|
|
(2.2
|
)
|
|
—
|
|
|
2.2
|
|
|
(2.2
|
)
|
|
—
|
|
||||||
Total intangible assets subject to amortization
|
186.5
|
|
|
(46.5
|
)
|
|
140.0
|
|
|
83.9
|
|
|
(30.2
|
)
|
|
53.7
|
|
||||||
Intangible assets not subject to amortization:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
In-process research and development
|
0.8
|
|
|
—
|
|
|
0.8
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Total purchased intangible assets
|
$
|
187.3
|
|
|
$
|
(46.5
|
)
|
|
$
|
140.8
|
|
|
$
|
83.9
|
|
|
$
|
(30.2
|
)
|
|
$
|
53.7
|
|
|
Amount
|
||
Years ending July 31:
|
|
||
2019
|
$
|
27.8
|
|
2020
|
27.7
|
|
|
2021
|
25.7
|
|
|
2022
|
21.2
|
|
|
2023
|
18.8
|
|
|
2024 and thereafter
|
18.8
|
|
|
Total future amortization expense
|
$
|
140.0
|
|
|
July 31,
|
||||||
|
2018
|
|
2017
|
||||
Computers, equipment, and software
|
$
|
217.9
|
|
|
$
|
156.6
|
|
Leasehold improvements
|
159.5
|
|
|
110.1
|
|
||
Demonstration units
|
33.0
|
|
|
26.3
|
|
||
Furniture and fixtures
|
24.6
|
|
|
20.4
|
|
||
Total property and equipment
|
435.0
|
|
|
313.4
|
|
||
Less: accumulated depreciation
|
(161.9
|
)
|
|
(102.3
|
)
|
||
Total property and equipment, net
|
$
|
273.1
|
|
|
$
|
211.1
|
|
|
Conversion Rate per $1,000 Principal
|
|
Initial Conversion Price
|
|
Convertible Date
|
|
Number of Shares
|
||||
2019 Notes
|
9.0680
|
|
|
$
|
110.28
|
|
|
January 1, 2019
|
|
5.2
|
|
2023 Notes
|
3.7545
|
|
|
$
|
266.35
|
|
|
April 1, 2023
|
|
6.4
|
|
•
|
during any fiscal quarter commencing after the fiscal quarters ending on October 31, 2014 and October 31, 2018, for the
2019 Notes
and
2023 Notes
, respectively (and only during such fiscal quarter), if the last reported sale price of our common stock for at least
20
trading days (whether or not consecutive) during a period of
30
consecutive trading days ending on the last trading day of the immediately preceding fiscal quarter is greater than or equal to
130%
of the applicable conversion price for the respective Notes on each applicable trading day (the “sale price condition”);
|
•
|
during the
five
business day period after any
five
consecutive trading day period (the “measurement period”) in which the trading price per $1,000 principal amount of the applicable series of Notes for each trading day of the measurement period was less than
98%
of the product of the last reported sale price of our common stock and the applicable conversion rate for the respective Notes on each such trading day; or
|
•
|
upon the occurrence of specified corporate events.
|
|
July 31, 2018
|
|
July 31, 2017
|
||||||||||||||||||||
|
2019 Notes
|
|
2023 Notes
|
|
Total
|
|
2019 Notes
|
|
2023 Notes
|
|
Total
|
||||||||||||
Liability component:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Principal
|
$
|
575.0
|
|
|
$
|
1,693.0
|
|
|
$
|
2,268.0
|
|
|
$
|
575.0
|
|
|
$
|
—
|
|
|
$
|
575.0
|
|
Less: debt discount and debt issuance costs, net of amortization
|
24.6
|
|
|
323.3
|
|
|
347.9
|
|
|
50.3
|
|
|
—
|
|
|
50.3
|
|
||||||
Net carrying amount
|
$
|
550.4
|
|
|
$
|
1,369.7
|
|
|
$
|
1,920.1
|
|
|
$
|
524.7
|
|
|
$
|
—
|
|
|
$
|
524.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Equity component (including amounts classified as temporary equity)
|
$
|
109.8
|
|
|
$
|
315.0
|
|
|
$
|
424.8
|
|
|
$
|
109.8
|
|
|
$
|
—
|
|
|
$
|
109.8
|
|
|
Year Ended July 31, 2018
|
|
Year Ended July 31, 2017
|
|
Year Ended July 31, 2016
|
||||||||||||||||||||||||||||||
|
2019 Notes
|
|
2023 Notes
|
|
Total
|
|
2019 Notes
|
|
2023 Notes
|
|
Total
|
|
2019 Notes
|
|
2023 Notes
|
|
Total
|
||||||||||||||||||
Contractual interest expense
|
$
|
—
|
|
|
$
|
0.7
|
|
|
$
|
0.7
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Amortization of debt discount
|
22.9
|
|
|
3.0
|
|
|
25.9
|
|
|
22.0
|
|
|
—
|
|
|
22.0
|
|
|
21.1
|
|
|
—
|
|
|
21.1
|
|
|||||||||
Amortization of debt issuance costs
|
2.8
|
|
|
0.1
|
|
|
2.9
|
|
|
2.5
|
|
|
—
|
|
|
2.5
|
|
|
2.3
|
|
|
—
|
|
|
2.3
|
|
|||||||||
Total interest expense recognized
|
$
|
25.7
|
|
|
$
|
3.8
|
|
|
$
|
29.5
|
|
|
$
|
24.5
|
|
|
$
|
—
|
|
|
$
|
24.5
|
|
|
$
|
23.4
|
|
|
$
|
—
|
|
|
$
|
23.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Effective interest rate of the liability component
|
4.8
|
%
|
|
5.2
|
%
|
|
|
|
4.8
|
%
|
|
—
|
%
|
|
|
|
4.8
|
%
|
|
—
|
%
|
|
|
|
Shares
|
|
Aggregate Purchase
|
|||
2019 Note Hedges
|
5.2
|
|
|
$
|
111.0
|
|
2023 Note Hedges
|
6.4
|
|
|
$
|
332.0
|
|
|
Shares
|
|
Strike Price per Share
|
|
Aggregate Proceeds
|
|||||
2019 Warrants
|
5.2
|
|
|
$
|
137.85
|
|
|
$
|
78.3
|
|
2023 Warrants
|
6.4
|
|
|
$
|
417.80
|
|
|
$
|
145.4
|
|
|
Amount
|
||
Years ending July 31:
|
|
||
2019
|
$
|
66.3
|
|
2020
|
68.2
|
|
|
2021
|
64.0
|
|
|
2022
|
59.8
|
|
|
2023
|
58.5
|
|
|
2024 and thereafter
|
223.8
|
|
|
Committed gross lease payments
|
540.6
|
|
|
Less: proceeds from sublease rental
|
14.0
|
|
|
Net operating lease obligation
|
$
|
526.6
|
|
|
Options Outstanding
|
|||||||||||
|
Number
of Shares |
|
Weighted-
Average Exercise Price Per Share |
|
Weighted-
Average Remaining Contractual Term (Years) |
|
Aggregate
Intrinsic Value |
|||||
Balance—July 31, 2017
|
1.6
|
|
|
$
|
13.11
|
|
|
4.2
|
|
$
|
190.6
|
|
Options granted
|
1.2
|
|
|
$
|
198.50
|
|
|
|
|
|
||
Options forfeited
|
—
|
|
|
$
|
—
|
|
|
|
|
|
||
Options exercised
|
(0.6
|
)
|
|
$
|
12.76
|
|
|
|
|
|
||
Balance—July 31, 2018
|
2.2
|
|
|
$
|
109.12
|
|
|
5.2
|
|
$
|
199.8
|
|
Options exercisable—July 31, 2018
|
1.1
|
|
|
$
|
13.28
|
|
|
3.2
|
|
$
|
199.8
|
|
|
RSAs and PSAs Outstanding
|
|
RSUs and PSUs Outstanding
|
||||||||||||||||
|
Number
of Shares |
|
Weighted-
Average Grant-Date Fair Value Per Share |
|
Number
of Shares |
|
Weighted-
Average Grant-Date Fair Value Per Share |
|
Weighted-
Average Remaining Contractual Term (Years) |
|
Aggregate
Intrinsic Value |
||||||||
Balance—July 31, 2017
|
1.0
|
|
|
$
|
163.55
|
|
|
6.5
|
|
|
$
|
141.16
|
|
|
1.3
|
|
$
|
854.1
|
|
Granted
(1)
|
—
|
|
|
$
|
—
|
|
|
4.1
|
|
|
$
|
170.44
|
|
|
|
|
|
||
Vested
|
(0.5
|
)
|
|
$
|
168.62
|
|
|
(3.3
|
)
|
|
$
|
138.75
|
|
|
|
|
|
||
Forfeited
|
(0.2
|
)
|
|
$
|
157.49
|
|
|
(0.6
|
)
|
|
$
|
144.33
|
|
|
|
|
|
||
Balance—July 31, 2018
|
0.3
|
|
|
$
|
160.85
|
|
|
6.7
|
|
|
$
|
160.20
|
|
|
1.6
|
|
$
|
1,335.2
|
|
(1)
|
For PSAs and PSUs, shares granted represents the aggregate maximum number of shares that may be earned and issued with respect to these awards over their full terms.
|
|
Number of shares
|
|
Balance—July 31, 2017
|
8.8
|
|
Authorized
|
4.1
|
|
Options, RSUs, and PSUs granted
|
(5.3
|
)
|
RSAs, PSAs, and RSUs forfeited
|
0.8
|
|
Shares withheld for taxes
|
0.4
|
|
Balance—July 31, 2018
|
8.8
|
|
|
Year Ended July 31,
|
|||||||
|
2018
|
|
2017
|
|
2016
|
|||
Volatility
|
26.8% - 43.6%
|
|
|
41.0% - 50.1%
|
|
|
33.4 % - 45.5%
|
|
Expected term (in years)
|
0.5 - 2.0
|
|
|
0.5
|
|
|
0.5
|
|
Dividend yield
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
Risk-free interest rate
|
1.2% - 2.3%
|
|
|
0.5% - 0.9%
|
|
|
0.2% - 0.5%
|
|
Grant-date fair value per share
|
$34.94 - $65.04
|
|
|
$34.15 - $39.65
|
|
|
$43.07 - $44.62
|
|
|
Year Ended July 31,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
Cost of product revenue
|
$
|
7.0
|
|
|
$
|
7.3
|
|
|
$
|
6.2
|
|
Cost of subscription and support revenue
|
66.7
|
|
|
56.2
|
|
|
40.9
|
|
|||
Research and development
|
145.2
|
|
|
152.6
|
|
|
132.9
|
|
|||
Sales and marketing
|
208.0
|
|
|
186.5
|
|
|
152.4
|
|
|||
General and administrative
|
77.0
|
|
|
73.1
|
|
|
60.5
|
|
|||
Total share-based compensation
|
$
|
503.9
|
|
|
$
|
475.7
|
|
|
$
|
392.9
|
|
|
July 31,
|
||||||
|
2018
|
|
2017
|
||||
Deferred tax assets:
|
|
|
|
||||
Accruals and reserves
|
$
|
59.6
|
|
|
$
|
30.0
|
|
Deferred revenue
|
132.9
|
|
|
133.5
|
|
||
Net operating loss carryforwards
|
189.5
|
|
|
245.3
|
|
||
Research and development and foreign tax credits
|
113.4
|
|
|
69.3
|
|
||
Share-based compensation
|
21.4
|
|
|
45.4
|
|
||
Gross deferred tax assets
|
516.8
|
|
|
523.5
|
|
||
Valuation allowance
|
(420.1
|
)
|
|
(464.1
|
)
|
||
Total deferred tax assets
|
96.7
|
|
|
59.4
|
|
||
Deferred tax liabilities:
|
|
|
|
||||
Fixed assets and intangible assets
|
(43.3
|
)
|
|
(13.5
|
)
|
||
Deferred commissions
|
(34.0
|
)
|
|
(36.8
|
)
|
||
Other deferred tax liabilities
|
(10.9
|
)
|
|
(4.0
|
)
|
||
Total deferred tax liabilities
|
(88.2
|
)
|
|
(54.3
|
)
|
||
Total
|
$
|
8.5
|
|
|
$
|
5.1
|
|
|
Year Ended July 31,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
Unrecognized tax benefits at the beginning of the period
|
$
|
301.3
|
|
|
$
|
127.7
|
|
|
$
|
67.2
|
|
Additions for tax positions taken in prior years
|
3.1
|
|
|
3.1
|
|
|
25.2
|
|
|||
Reductions for tax positions taken in prior years
|
(6.3
|
)
|
|
—
|
|
|
—
|
|
|||
Additions for tax positions taken in the current year
|
39.6
|
|
|
170.5
|
|
|
35.3
|
|
|||
Unrecognized tax benefits at the end of the period
|
$
|
337.7
|
|
|
$
|
301.3
|
|
|
$
|
127.7
|
|
|
Year Ended July 31,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
Net loss
|
$
|
(147.9
|
)
|
|
$
|
(216.6
|
)
|
|
$
|
(192.7
|
)
|
Weighted-average shares used to compute net loss per share, basic and diluted
|
91.7
|
|
|
90.6
|
|
|
87.1
|
|
|||
Net loss per share, basic and diluted
|
$
|
(1.61
|
)
|
|
$
|
(2.39
|
)
|
|
$
|
(2.21
|
)
|
|
Year Ended July 31,
|
|||||||
|
2018
|
|
2017
|
|
2016
|
|||
Convertible senior notes
|
11.6
|
|
|
5.2
|
|
|
5.2
|
|
Warrants related to the issuance of convertible senior notes
|
11.6
|
|
|
5.2
|
|
|
5.2
|
|
RSUs and PSUs
|
6.7
|
|
|
6.5
|
|
|
6.5
|
|
Options to purchase common stock
|
2.2
|
|
|
1.6
|
|
|
2.1
|
|
RSAs and PSAs
|
0.3
|
|
|
1.0
|
|
|
1.1
|
|
ESPP shares
|
0.2
|
|
|
0.2
|
|
|
0.1
|
|
Total
|
32.6
|
|
|
19.7
|
|
|
20.2
|
|
|
Year Ended July 31,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
Interest income
|
$
|
27.1
|
|
|
$
|
14.7
|
|
|
$
|
8.8
|
|
Foreign currency exchange gains (losses), net
|
1.7
|
|
|
(3.4
|
)
|
|
—
|
|
|||
Other
|
(0.3
|
)
|
|
(1.1
|
)
|
|
(0.4
|
)
|
|||
Total other income, net
|
$
|
28.5
|
|
|
$
|
10.2
|
|
|
$
|
8.4
|
|
|
Year Ended July 31,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
Revenue:
|
|
|
|
|
|
||||||
Americas
|
|
|
|
|
|
||||||
United States
|
$
|
1,447.2
|
|
|
$
|
1,155.3
|
|
|
$
|
901.8
|
|
Other Americas
|
111.5
|
|
|
82.1
|
|
|
71.4
|
|
|||
Total Americas
|
1,558.7
|
|
|
1,237.4
|
|
|
973.2
|
|
|||
Europe, the Middle East, and Africa (“EMEA”)
|
439.3
|
|
|
320.1
|
|
|
247.1
|
|
|||
Asia Pacific and Japan (“APAC”)
|
275.1
|
|
|
204.1
|
|
|
158.2
|
|
|||
Total revenue
|
$
|
2,273.1
|
|
|
$
|
1,761.6
|
|
|
$
|
1,378.5
|
|
|
Year Ended July 31,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
Revenue:
|
|
|
|
|
|
||||||
Product
|
$
|
871.5
|
|
|
$
|
709.1
|
|
|
$
|
670.8
|
|
Subscription and support
|
|
|
|
|
|
||||||
Subscription
|
759.6
|
|
|
550.8
|
|
|
357.0
|
|
|||
Support
|
642.0
|
|
|
501.7
|
|
|
350.7
|
|
|||
Total subscription and support
|
1,401.6
|
|
|
1,052.5
|
|
|
707.7
|
|
|||
Total revenue
|
$
|
2,273.1
|
|
|
$
|
1,761.6
|
|
|
$
|
1,378.5
|
|
|
Year Ended July 31,
|
||||||
|
2018
|
|
2017
|
||||
Property and equipment, net:
|
|
|
|
||||
United States
|
$
|
228.4
|
|
|
$
|
178.4
|
|
International
|
44.7
|
|
|
32.7
|
|
||
Total property and equipment, net
|
$
|
273.1
|
|
|
$
|
211.1
|
|
|
Three Months Ended
|
||||||||||||||
|
Oct. 31,
2017
|
|
Jan. 31,
2018
|
|
Apr. 30,
2018
|
|
Jul. 31,
2018
|
||||||||
Revenue:
|
|
|
|
|
|
|
|
||||||||
Product
|
$
|
186.5
|
|
|
$
|
202.2
|
|
|
$
|
215.2
|
|
|
$
|
267.6
|
|
Subscription and support
|
319.0
|
|
|
340.2
|
|
|
351.9
|
|
|
390.5
|
|
||||
Total revenue
|
505.5
|
|
|
542.4
|
|
|
567.1
|
|
|
658.1
|
|
||||
Cost of revenue:
|
|
|
|
|
|
|
|
||||||||
Product
|
57.6
|
|
|
63.9
|
|
|
68.9
|
|
|
82.0
|
|
||||
Subscription and support
|
83.8
|
|
|
95.4
|
|
|
91.0
|
|
|
102.7
|
|
||||
Total cost of revenue
|
141.4
|
|
|
159.3
|
|
|
159.9
|
|
|
184.7
|
|
||||
Total gross profit
|
364.1
|
|
|
383.1
|
|
|
407.2
|
|
|
473.4
|
|
||||
Operating expenses:
|
|
|
|
|
|
|
|
||||||||
Research and development
|
94.2
|
|
|
96.6
|
|
|
99.6
|
|
|
110.3
|
|
||||
Sales and marketing
|
258.5
|
|
|
265.0
|
|
|
277.1
|
|
|
297.8
|
|
||||
General and administrative
|
65.7
|
|
|
53.3
|
|
|
82.1
|
|
|
56.7
|
|
||||
Total operating expenses
|
418.4
|
|
|
414.9
|
|
|
458.8
|
|
|
464.8
|
|
||||
Operating income (loss)
|
(54.3
|
)
|
|
(31.8
|
)
|
|
(51.6
|
)
|
|
8.6
|
|
||||
Interest expense
|
(6.3
|
)
|
|
(6.4
|
)
|
|
(6.5
|
)
|
|
(10.4
|
)
|
||||
Other income, net
|
4.8
|
|
|
4.9
|
|
|
8.6
|
|
|
10.2
|
|
||||
Income (loss) before income taxes
|
(55.8
|
)
|
|
(33.3
|
)
|
|
(49.5
|
)
|
|
8.4
|
|
||||
Provision for (benefit from) income taxes
|
8.2
|
|
|
1.6
|
|
|
(2.8
|
)
|
|
10.7
|
|
||||
Net loss
|
$
|
(64.0
|
)
|
|
$
|
(34.9
|
)
|
|
$
|
(46.7
|
)
|
|
$
|
(2.3
|
)
|
Net loss per share, basic and diluted
|
$
|
(0.70
|
)
|
|
$
|
(0.38
|
)
|
|
$
|
(0.51
|
)
|
|
$
|
(0.02
|
)
|
|
Three Months Ended
|
||||||||||||||
|
Oct. 31,
2016 |
|
Jan. 31,
2017 |
|
Apr. 30,
2017 |
|
Jul. 31,
2017 |
||||||||
Revenue:
|
|
|
|
|
|
|
|
||||||||
Product
|
$
|
163.8
|
|
|
$
|
168.8
|
|
|
$
|
164.2
|
|
|
$
|
212.3
|
|
Subscription and support
|
234.3
|
|
|
253.8
|
|
|
267.6
|
|
|
296.8
|
|
||||
Total revenue
|
398.1
|
|
|
422.6
|
|
|
431.8
|
|
|
509.1
|
|
||||
Cost of revenue:
|
|
|
|
|
|
|
|
||||||||
Product
|
42.2
|
|
|
45.8
|
|
|
49.7
|
|
|
63.7
|
|
||||
Subscription and support
|
59.0
|
|
|
67.4
|
|
|
74.0
|
|
|
74.8
|
|
||||
Total cost of revenue
|
101.2
|
|
|
113.2
|
|
|
123.7
|
|
|
138.5
|
|
||||
Total gross profit
|
296.9
|
|
|
309.4
|
|
|
308.1
|
|
|
370.6
|
|
||||
Operating expenses:
|
|
|
|
|
|
|
|
||||||||
Research and development
|
84.2
|
|
|
89.9
|
|
|
86.0
|
|
|
87.3
|
|
||||
Sales and marketing
|
220.1
|
|
|
226.7
|
|
|
226.9
|
|
|
245.4
|
|
||||
General and administrative
|
41.6
|
|
|
47.2
|
|
|
44.3
|
|
|
65.2
|
|
||||
Total operating expenses
|
345.9
|
|
|
363.8
|
|
|
357.2
|
|
|
397.9
|
|
||||
Operating loss
|
(49.0
|
)
|
|
(54.4
|
)
|
|
(49.1
|
)
|
|
(27.3
|
)
|
||||
Interest expense
|
(6.0
|
)
|
|
(6.1
|
)
|
|
(6.2
|
)
|
|
(6.2
|
)
|
||||
Other income, net
|
2.5
|
|
|
2.7
|
|
|
2.1
|
|
|
2.9
|
|
||||
Loss before income taxes
|
(52.5
|
)
|
|
(57.8
|
)
|
|
(53.2
|
)
|
|
(30.6
|
)
|
||||
Provision for income taxes
|
4.4
|
|
|
2.8
|
|
|
7.7
|
|
|
7.6
|
|
||||
Net loss
|
$
|
(56.9
|
)
|
|
$
|
(60.6
|
)
|
|
$
|
(60.9
|
)
|
|
$
|
(38.2
|
)
|
Net loss per share, basic and diluted
|
$
|
(0.63
|
)
|
|
$
|
(0.67
|
)
|
|
$
|
(0.67
|
)
|
|
$
|
(0.42
|
)
|
ITEM 9.
|
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
|
ITEM 9A.
|
CONTROLS AND PROCEDURES
|
ITEM 9B.
|
OTHER INFORMATION
|
ITEM 10.
|
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
|
ITEM 11.
|
EXECUTIVE COMPENSATION
|
ITEM 12.
|
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
|
ITEM 13.
|
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
|
ITEM 14.
|
PRINCIPAL ACCOUNTANT FEES AND SERVICES
|
ITEM 15.
|
EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
|
1.
|
Consolidated Financial Statements
|
2.
|
Financial Statement Schedules
|
3.
|
Exhibits
|
Exhibit
Number
|
|
Exhibit Description
|
|
Incorporated by Reference
|
||||||
Form
|
|
File No.
|
|
Exhibit
|
|
Filing Date
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
Restated Certificate of Incorporation of the Registrant.
|
|
10-K
|
|
001-35594
|
|
3.1
|
|
October 4, 2012
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amended and Restated Bylaws of the Registrant.
|
|
10-K
|
|
001-35594
|
|
3.2
|
|
October 4, 2012
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Certificate of Change of Location of Registered Agent and/or Registered Office.
|
|
8-K
|
|
001-35594
|
|
3.1
|
|
August 30, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Warrant to Purchase Stock by Juniper Networks, Inc.
|
|
8-K
|
|
001-35594
|
|
4.1
|
|
June 4, 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Indenture between the Registrant and U.S. Bank National Association, dated as of June 30, 2014.
|
|
8-K
|
|
001-35594
|
|
4.1
|
|
July 1, 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Indenture between the Registrant and U.S. Bank National Association, dated as of July 12, 2018.
|
|
8-K
|
|
001-35594
|
|
4.1
|
|
July 13, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Form of Global 0.75% Convertible Senior Note due 2023 (included in Exhibit 4.3).
|
|
8-K
|
|
001-35594
|
|
4.2
|
|
July 13, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
10.1
*
|
|
Form of Indemnification Agreement between the Registrant and its directors and officers.
|
|
S-1/A
|
|
333-180620
|
|
10.1
|
|
July 9, 2012
|
|
|
|
|
|
|
|
|
|
|
|
10.2
*
|
|
2005 Equity Incentive Plan and related form agreements under 2005 Equity Incentive Plan.
|
|
S-1/A
|
|
333-180620
|
|
10.2
|
|
July 9, 2012
|
|
|
|
|
|
|
|
|
|
|
|
10.3
*
|
|
2012 Equity Incentive Plan and related form agreements under 2012 Equity Incentive Plan, as amended.
|
|
10-Q
|
|
001-35594
|
|
10.2
|
|
November 21, 2017
|
|
|
|
|
|
|
|
|
|
|
|
10.4
*
|
|
2012 Employee Stock Purchase Plan and related form agreements under 2012 Employee Stock Purchase Plan, as amended and restated.
|
|
10-K
|
|
001-35594
|
|
10.4
|
|
September 7, 2017
|
|
|
|
|
|
|
|
|
|
|
|
10.5
*
|
|
Employee Incentive Compensation Plan, as amended and restated.
|
|
10-Q
|
|
001-35594
|
|
10.2
|
|
November 25, 2014
|
|
|
|
|
|
|
|
|
|
|
|
10.6
*
|
|
Clawback Policy, adopted as of August 29, 2017.
|
|
10-Q
|
|
001-35594
|
|
10.3
|
|
November 21, 2017
|
|
|
|
|
|
|
|
|
|
|
|
10.7
*
|
|
Executive Incentive Plan effective December 8, 2017.
|
|
10-Q
|
|
001-35594
|
|
10.2
|
|
February 27, 2018
|
|
|
|
|
|
|
|
|
|
|
|
10.8
*
|
|
Letter Agreement between the Registrant and Nir Zuk, dated December 19, 2011.
|
|
S-1
|
|
333-180620
|
|
10.8
|
|
April 6, 2012
|
|
|
|
|
|
|
|
|
|
|
|
Exhibit
Number
|
|
Exhibit Description
|
|
Incorporated by Reference
|
||||||
Form
|
|
File No.
|
|
Exhibit
|
|
Filing Date
|
||||
10.9
*
|
|
Letter Agreement between the Registrant and René Bonvanie, dated December 19, 2011.
|
|
S-1
|
|
333-180620
|
|
10.10
|
|
April 6, 2012
|
|
|
|
|
|
|
|
|
|
|
|
10.10
*
|
|
Offer Letter between the Registrant and Stanley J. Meresman, dated September 8, 2014.
|
|
8-K
|
|
001-35594
|
|
10.1
|
|
September 22, 2014
|
|
|
|
|
|
|
|
|
|
|
|
10.11
*
|
|
Offer Letter between the Registrant and Daniel J. Warmenhoven, dated February 14, 2012.
|
|
S-1
|
|
333-180620
|
|
10.13
|
|
April 6, 2012
|
|
|
|
|
|
|
|
|
|
|
|
10.12
*
|
|
Offer Letter between the Registrant and Mark F. Anderson, dated May 23, 2012.
|
|
S-1/A
|
|
333-180620
|
|
10.16
|
|
July 9, 2012
|
|
|
|
|
|
|
|
|
|
|
|
10.13
*
|
|
Offer Letter between the Registrant and John M. Donovan, dated September 14, 2012.
|
|
8-K
|
|
001-35594
|
|
10.1
|
|
September 20, 2012
|
|
|
|
|
|
|
|
|
|
|
|
10.14
*
|
|
Offer Letter between the Registrant and Carl Eschenbach, dated May 9, 2013.
|
|
8-K
|
|
001-35594
|
|
10.1
|
|
May 30, 2013
|
|
|
|
|
|
|
|
|
|
|
|
10.15
*
|
|
Offer Letter between the Registrant and Frank Calderoni, dated February 24, 2016.
|
|
8-K
|
|
001-35594
|
|
10.1
|
|
February 25, 2016
|
|
|
|
|
|
|
|
|
|
|
|
10.16
*
|
|
Offer Letter between the Registrant and Mary Pat McCarthy, dated October 13, 2016.
|
|
8-K
|
|
001-35594
|
|
10.1
|
|
October 24, 2016
|
|
|
|
|
|
|
|
|
|
|
|
10.17
*
|
|
Offer Letter between the Registrant and Sridhar Ramaswamy, dated August 29, 2017.
|
|
8-K
|
|
001-35594
|
|
10.1
|
|
August 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
10.18
*
|
|
Offer Letter between the Registrant and Kathleen Bonanno, dated November 17, 2017.
|
|
8-K
|
|
001-35594
|
|
10.1
|
|
November 20, 2017
|
|
|
|
|
|
|
|
|
|
|
|
10.19
*
|
|
Offer Letter between the Registrant and Jean Compeau, dated February 22, 2018.
|
|
8-K
|
|
001-35594
|
|
10.1
|
|
February 26, 2018
|
|
|
|
|
|
|
|
|
|
|
|
10.20
*
|
|
New Offer Letter between the Registrant and Mark D. McLaughlin, dated May 31, 2018.
|
|
8-K
|
|
001-35594
|
|
10.1
|
|
June 4, 2018
|
|
|
|
|
|
|
|
|
|
|
|
10.21
*
|
|
Offer Letter between the Registrant and Nikesh Arora, dated May 30, 2018.
|
|
8-K
|
|
001-35594
|
|
10.2
|
|
June 4, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
Lease between the Registrant and Santa Clara Office Partners LLC, dated October 20, 2010, as amended.
|
|
S-1
|
|
333-180620
|
|
10.14
|
|
April 6, 2012
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amendment No. 2 to Lease between the Registrant and Santa Clara Office Partners LLC, dated July 2, 2013.
|
|
10-K
|
|
001-35594
|
|
10.17
|
|
September 25, 2013
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Lease between the Registrant and SI 34 LLC, dated September 17, 2012.
|
|
10-K
|
|
001-35594
|
|
10.16
|
|
October 4, 2012
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Lease between the Registrant and SI 34 LLC, dated September 17, 2012.
|
|
10-K
|
|
001-35594
|
|
10.17
|
|
October 4, 2012
|
|
|
|
|
|
|
|
|
|
|
|
|
10.26
**
|
|
Amended and Restated Flextronics Manufacturing Services Agreement, by and between the Registrant and Flextronics Telecom Systems Ltd., dated December 8, 2015.
|
|
8-K
|
|
001-35594
|
|
10.1
|
|
December 14, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
Settlement, Release and Cross-License Agreement, dated May 27, 2014, by and between the Registrant and Juniper Networks, Inc.
|
|
8-K
|
|
001-35594
|
|
10.1
|
|
May 28, 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Share Purchase Agreement between the Registrant, Cyvera Ltd., Palo Alto Networks Holding B.V., the shareholders of Cyvera Ltd. and Shareholder Representative Services LLC, dated March 22, 2014.
|
|
10-Q
|
|
001-35594
|
|
10.1
|
|
June 3, 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amendment No. 1 to the Share Purchase Agreement between the Registrant, Cyvera Ltd., Palo Alto Networks Holding B.V., the shareholders of Cyvera Ltd. and Shareholder Representative Services LLC, dated April 9, 2014.
|
|
10-Q
|
|
001-35594
|
|
10.2
|
|
June 3, 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
Exhibit
Number
|
|
Exhibit Description
|
|
Incorporated by Reference
|
||||||
Form
|
|
File No.
|
|
Exhibit
|
|
Filing Date
|
||||
|
Purchase Agreement, dated June 24, 2014, by and among the Registrant and J.P. Morgan Securities LLC, RBC Capital Markets, LLC and Citigroup Global Markets Inc., as representatives of the initial purchasers named therein.
|
|
8-K
|
|
001-35594
|
|
10.1
|
|
June 26, 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Form of Convertible Note Hedge Confirmation.
|
|
8-K
|
|
001-35594
|
|
10.2
|
|
June 26, 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Form of Warrant Confirmation.
|
|
8-K
|
|
001-35594
|
|
10.3
|
|
June 26, 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchase Agreement, dated July 10, 2018, by and among the Registrant and Citigroup Global Markets Inc. and Wells Fargo Securities, LLC, as representatives of the several Initial Purchasers named therein.
|
|
8-K
|
|
001-35594
|
|
10.1
|
|
July 13, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Form of Convertible Note Hedge Confirmation.
|
|
8-K
|
|
001-35594
|
|
10.2
|
|
July 13, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Form of Warrant Confirmation.
|
|
8-K
|
|
001-35594
|
|
10.3
|
|
July 13, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Lease between the Registrant and Santa Clara Campus Property Owner I LLC, dated May 28, 2015.
|
|
10-K
|
|
001-35594
|
|
10.29
|
|
September 17, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Lease between the Registrant and Santa Clara Campus Property Owner I LLC, dated May 28, 2015.
|
|
10-K
|
|
001-35594
|
|
10.30
|
|
September 17, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Lease between the Registrant and Santa Clara Campus Property Owner I LLC, dated May 28, 2015.
|
|
10-K
|
|
001-35594
|
|
10.31
|
|
September 17, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Lease by and between the Registrant and Santa Clara Campus Property Owner I LLC, dated October 7, 2015.
|
|
8-K
|
|
001-35594
|
|
10.1
|
|
October 19, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amendment No. 1 to Lease by and between the Registrant and Santa Clara Phase I Property LLC, dated November 9, 2015.
|
|
10-Q
|
|
001-35594
|
|
10.2
|
|
November 24, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amendment No. 1 to Lease by and between the Registrant and Santa Clara Campus Property Owner I LLC, dated November 9, 2015.
|
|
10-Q
|
|
001-35594
|
|
10.3
|
|
November 24, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amendment No. 1 to Lease by and between the Registrant and Santa Clara Campus Property Owner I LLC, dated September 16, 2016.
|
|
10-Q
|
|
001-35594
|
|
10.1
|
|
November 22, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amendment No. 1 to Lease by and between the Registrant and Santa Clara Campus Property Owner I LLC, dated September 16, 2016.
|
|
10-Q
|
|
001-35594
|
|
10.2
|
|
November 22, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amendment No. 2 to Lease by and between the Registrant and Santa Clara Campus Property Owner I LLC, dated September 16, 2016.
|
|
10-Q
|
|
001-35594
|
|
10.3
|
|
November 22, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amendment No. 2 to Lease by and between the Registrant and Santa Clara Campus Property Owner I LLC, dated November 16, 2016.
|
|
10-Q
|
|
001-35594
|
|
10.1
|
|
March 1, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amendment No. 2 to Lease by and between the Registrant and Santa Clara Campus Property Owner I LLC, dated November 16, 2016.
|
|
10-Q
|
|
001-35594
|
|
10.2
|
|
March 1, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amendment No. 3 to Lease by and between the Registrant and Santa Clara Campus Property Owner I LLC, dated November 16, 2016.
|
|
10-Q
|
|
001-35594
|
|
10.3
|
|
March 1, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amendment No. 3 to Lease by and between the Registrant and Santa Clara EFH LLC, dated June 22, 2017.
|
|
10-K
|
|
001-35594
|
|
10.40
|
|
September 7, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
Exhibit
Number
|
|
Exhibit Description
|
|
Incorporated by Reference
|
||||||
Form
|
|
File No.
|
|
Exhibit
|
|
Filing Date
|
||||
|
Amendment No. 3 to Lease by and between the Registrant and Santa Clara G LLC, dated June 22, 2017.
|
|
10-K
|
|
001-35594
|
|
10.41
|
|
September 7, 2017
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Amendment No. 4 to Lease by and between the Registrant and Santa Clara EFH LLC, dated June 22, 2017.
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10-K
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001-35594
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10.42
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September 7, 2017
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Amendment No. 4 to Lease by and between the Registrant and Santa Clara Phase III EFH LLC, dated September 29, 2017.
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10-Q
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001-35594
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10.5
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November 21, 2017
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Amendment No. 4 to Lease by and between the Registrant and Santa Clara Phase III G LLC, dated September 29, 2017.
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10-Q
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001-35594
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10.6
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November 21, 2017
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Amendment No. 5 to Lease by and between the Registrant and Santa Clara Phase III EFH LLC, dated September 29, 2017.
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10-Q
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001-35594
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10.7
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November 21, 2017
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List of subsidiaries of the Registrant.
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Consent of Independent Registered Public Accounting Firm.
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Power of Attorney (contained in the signature page to this Annual Report on Form 10-K).
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Certification of the Chief Executive Officer pursuant to Section 302(a) of the Sarbanes-Oxley Act of 2002.
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Certification of the Chief Financial Officer pursuant to Section 302(a) of the Sarbanes-Oxley Act of 2002.
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32.1
†
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Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
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32.2
†
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Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
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101.INS
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XBRL Instance Document.
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101.SCH
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XBRL Taxonomy Schema Linkbase Document.
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101.CAL
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XBRL Taxonomy Calculation Linkbase Document.
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101.DEF
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XBRL Taxonomy Definition Linkbase Document.
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101.LAB
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XBRL Taxonomy Labels Linkbase Document.
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101.PRE
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XBRL Taxonomy Presentation Linkbase Document.
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*
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Indicates a management contract or compensatory plan or arrangement.
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**
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Registrant has omitted portions of the relevant exhibit and filed such exhibit separately with the Securities and Exchange Commission pursuant to a request for confidential treatment under Rule 406 under the Securities Act of 1933, as amended.
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†
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The certifications attached as Exhibit 32.1 and Exhibit 32.2 that accompany this Annual Report on Form 10-K, are not deemed filed with the Securities and Exchange Commission and are not to be incorporated by reference into any filing of the Registrant under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Annual Report on Form 10-K, irrespective of any general incorporation language contained in such filing.
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PALO ALTO NETWORKS, INC.
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By:
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/s/ N
IKESH
A
RORA
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Nikesh Arora
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Chief Executive Officer
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Signature
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Title
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Date
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||
/s/ N
IKESH
A
RORA
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Chief Executive Officer and Director (Principal Executive Officer)
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September 13, 2018
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Nikesh Arora
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||
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/s/ K
ATHLEEN
B
ONANNO
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Chief Financial Officer (Principal Financial Officer)
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September 13, 2018
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Kathleen Bonanno
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||
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/s/ J
EAN
C
OMPEAU
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Chief Accounting Officer (Principal Accounting Officer)
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September 13, 2018
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Jean Compeau
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||
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||
/s/ M
ARK
D. M
C
L
AUGHLIN
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Vice Chairman and Director
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September 13, 2018
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Mark D. McLaughlin
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||
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/s/ N
IR
Z
UK
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Chief Technical Officer and Director
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September 13, 2018
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Nir Zuk
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/s/ F
RANK
C
ALDERONI
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Director
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September 13, 2018
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Frank Calderoni
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||
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/s/ A
SHEEM
C
HANDNA
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Director
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September 13, 2018
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Asheem Chandna
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||
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/s/ J
OHN
M. D
ONOVAN
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Director
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September 13, 2018
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John M. Donovan
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/s/ C
ARL
E
SCHENBACH
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Director
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September 13, 2018
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Carl Eschenbach
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||
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/s/ J
AMES
J. G
OETZ
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Director
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September 13, 2018
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James J. Goetz
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||
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||
/s/ M
ARY
P
AT
M
C
C
ARTHY
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Director
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September 13, 2018
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Mary Pat McCarthy
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||
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||
/s/ S
TANLEY
J. M
ERESMAN
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Director
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September 13, 2018
|
Stanley J. Meresman
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||
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/s/ S
RIDHAR
R
AMASWAMY
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Director
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September 13, 2018
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Sridhar Ramaswamy
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||
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/s/ D
ANIEL
J. W
ARMENHOVEN
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Director
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September 13, 2018
|
Daniel J. Warmenhoven
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Name of Subsidiary
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|
Jurisdiction of Incorporation
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Palo Alto Networks (Australia) Pty Ltd
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Australia
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Palo Alto Networks (Brasil) Ltda.
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Brazil
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Palo Alto Networks (Canada) Inc.
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Canada
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Palo Alto Networks (Germany) GmbH
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Germany
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Palo Alto Networks (Malaysia), LLC
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Delaware
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Palo Alto Networks (Mexico) S. de R.L. de C.V.
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Mexico
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Palo Alto Networks (Netherlands) B.V.
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Netherlands
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Palo Alto Networks (Norway) AS
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Norway
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Palo Alto Networks (Singapore) PTE. LTD.
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Singapore
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Palo Alto Networks (UK) Limited
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United Kingdom
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Palo Alto Networks Belgium B.V.B.A.
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Belgium
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Palo Alto Networks FZ LLC
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United Arab Emirates
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Palo Alto Networks K.K. (Kabushiki Kaisha)
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Japan
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Palo Alto Networks International, Inc.
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Delaware
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Palo Alto Networks Korea, Ltd.
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South Korea
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Palo Alto Networks, L.L.C.
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Delaware
|
PAN C.V.
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Netherlands
|
PAN LLC
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Delaware
|
Cyvera Ltd., d/b/a Palo Alto Networks (Israel) Ltd.
|
|
Israel
|
Palo Alto Networks (Israel Services) Ltd.
|
|
Israel
|
Cyvera, Inc.
|
|
Delaware
|
Palo Alto Networks (India) Private Limited
|
|
India
|
Palo Alto Networks Holding B.V.
|
|
Netherlands
|
Palo Alto Networks (Singapore) Holding Company Pte. Ltd.
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Singapore
|
Palo Alto Networks (Italy) S.R.L
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Italy
|
PAN II LLC
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Delaware
|
Palo Alto Networks (Switzerland) GmbH
|
|
Switzerland
|
Palo Alto Networks (Iberia), S.L.
|
|
Spain
|
Palo Alto Networks (RUS) LLC
|
|
Russia
|
CirroSecure, Inc.
|
|
Delaware
|
Palo Alto Networks (Czech) S.R.O.
|
|
Czech Republic
|
Palo Alto Networks Denmark ApS
|
|
Denmark
|
Palo Alto Security Limited
|
|
Ireland
|
Palo Alto Networks Saudi Arabian Limited Company
|
|
Saudi Arabia
|
Palo Alto Networks (EU) B.V.
|
|
Netherlands
|
Palo Alto Networks (GEO) B.V.
|
|
Netherlands
|
Palo Alto Networks (Israel Analytics) Ltd. (fka LightCyber Ltd.)
|
|
Israel
|
LightCyber B.V.
|
|
Netherlands
|
LightCyber, Inc.
|
|
Delaware
|
Palo Alto Networks Management, LLC
|
|
Delaware
|
Palo Alto Networks Venture Fund, LLC
|
|
Delaware
|
Palo Alto Networks (Finland) Oy
|
|
Finland
|
Palo Alto Networks (QFC) LLC
|
|
Qatar
|
Evident.io, Inc.
|
|
Delaware
|
Evident.io Pyt. Ltd.
|
|
Australia
|
Palo Alto Networks (Israel CyberS) Ltd. (fka Cyber Secdo Ltd.)
|
|
Israel
|
Secdo, Inc.
|
|
Delaware
|
CyberCubes Ltd.
|
|
Israel
|
Blue Sage, Inc.
|
|
California
|
Palo Alto Networks Jersey Ltd.
|
|
Jersey (UK Channel Island)
|
(1)
|
Registration Statement on Form S-8 No. 333-182762 pertaining to the 2005 Equity Incentive Plan, 2012 Equity Incentive Plan as amended and the 2012 Employee Stock Purchase Plan as amended of Palo Alto Networks, Inc. and
|
(2)
|
Registration Statements on Form S-8 No. 333-191340, 333-198859, 333-207003, 333-213547 and 333-220383 pertaining to the 2012 Equity Incentive Plan as amended and the 2012 Employee Stock Purchase Plan as amended of Palo Alto Networks, Inc.;
|
/s/ N
IKESH
A
RORA
|
Nikesh Arora
|
Chief Executive Officer and Director
|
/s/ K
ATHLEEN
B
ONANNO
|
Kathleen Bonanno
|
Chief Financial Officer
|
/s/ N
IKESH
A
RORA
|
Nikesh Arora
|
Chief Executive Officer and Director
|
/s/ K
ATHLEEN
B
ONANNO
|
Kathleen Bonanno
|
Chief Financial Officer
|