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Delaware
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20-4645388
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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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Title of each class:
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, $0.00001 par value per share
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ENPH
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The Nasdaq Stock Market LLC
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Large accelerated filer
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☒
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Accelerated filer
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☐
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Non-accelerated filer
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☐
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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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•
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Productivity limits. If solar modules are wired using a traditional central inverter—group or “string” of modules are wired in series, and an entire string’s output is limited by the output of the lowest-performing module. Because of its string design, there is a single point of failure risk with the traditional central inverter approach.
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•
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Reliability issues. Traditional central inverters are the single most common component of solar installations to fail, resulting in system downtime and adversely impacting total energy output. As a result, central inverters typically carry warranties of only 5 to 10 years.
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•
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Complex design and installation requirements. The central inverter-based solar PV installation requires greater effort on the part of the installer, both in terms of design and on-site labor. Central inverter installations require string design and calculations for safe and reliable operation, as well as specialized equipment such as DC combiners, conduits and disconnects. In addition, the use of high-voltage direct current (“DC”) requires specialized knowledge and training and safety precautions to install central inverter technology.
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•
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Lack of monitoring. The majority of solar installations with central inverter technology offer limited monitoring capabilities. If a module in a central inverter system fails or is not performing to specification, the resulting loss of energy can go unnoticed for an extended period of time.
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•
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Safety issues. Central inverter solar PV installations have a wide distribution of high-voltage (600 volts to 1,000 volts) DC wiring. If damaged, DC wires can generate sustained electrical arcs, reaching temperatures of more than 5,000 °F. This creates the risk of fire for solar PV installation owners and injury for installers and maintenance personnel.
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•
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Installer. Solar PV installers aim for simple installation design, fast installation times and maximum system performance and predictability. The installation of high-voltage DC central inverter technology, however, requires significant preparation, precautionary safety measures, time-consuming string calculations, extensive design expertise and specialized installation equipment, training and knowledge. Together, these factors significantly increase complexity and cost of installation and limit overall productivity for the installer.
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•
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System owner. Solar power system owners aim for high energy production, low cost, high reliability, and low maintenance requirements, as well as reduced fire risks. With traditional central inverters, owners often are unable to optimize the size or shape of their solar PV installations due to string design limitations. As such, they experience performance loss from shading and other obstructions, can face frequent system failures and lack the ability to effectively monitor the performance of their solar PV installation. In addition, central inverter installations operate at high-voltage DC which bears significant fire risks. Further, due to their large size, central inverter installations can affect architectural aesthetics of the house or commercial building.
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•
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Grow market share in our core markets. We intend to capitalize on our market leadership in the microinverter category and our momentum with installers and owners to expand our market share position in our core markets.
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•
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Enter new geographic markets. We intend to further increase our market share in Europe, Asia Pacific and Latin America regions. In addition, we intend to expand into new markets with new and existing products and local go-to-market capabilities.
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•
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Expand our product offerings. We continue to invest in research and development to develop all components of our energy management solution and remain committed to providing our customers and partners with best-in-class power electronics, storage solutions, communications, and load control all managed by a cloud-based energy management system.
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•
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Increase power and efficiency and reduce cost per watt. Our engineering team is focused on continuing to increase average power conversion efficiency above 97% and AC output power beyond 350 watts in order to pair with DC modules rated over 400 watts. We intend to continue to leverage our semiconductor integration, power electronics expertise and manufacturing economies of scale to further reduce cost per watt.
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Extend our technological innovation. We distinguish ourselves from other inverter companies with our systems-based and high technology approach, and the ability to leverage strong research and development capabilities.
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•
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Product performance and features;
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•
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Total cost of ownership;
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•
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Breadth of product line;
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•
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Local sales and distribution capabilities;
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•
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Module compatibility and interoperability;
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•
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Reliability and duration of product warranty;
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•
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Technological expertise;
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•
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Brand recognition;
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•
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Customer service and support;
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•
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Compliance with industry standards and certifications;
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•
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Compliance with current and planned local electrical codes;
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•
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Integration with storage offerings;
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•
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Size and financial stability of operations;
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•
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Size of installed base; and
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•
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Local manufacturing and product content.
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•
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market acceptance of solar PV systems based on our product platform;
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•
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cost competitiveness, reliability and performance of solar PV systems compared to conventional and non-solar renewable energy sources and products;
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•
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availability and amount of government subsidies and incentives to support the development and deployment of solar energy solutions;
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•
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the extent to which the electric power industry and broader energy industries are deregulated to permit broader adoption of solar electricity generation;
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•
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the cost and availability of key raw materials and components used in the production of solar PV systems;
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•
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prices of traditional utility-provided energy sources;
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•
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levels of investment by end-users of solar energy products, which tend to decrease when economic growth slows; and
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•
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the emergence, continuance or success of, or increased government support for, other alternative energy generation technologies and products.
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•
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acceptance of microinverters in markets in which they have not traditionally been used;
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•
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our ability to compete in new product markets to which we are not accustomed;
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•
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our ability to manage manufacturing capacity and production;
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•
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willingness of our potential customers to incur a higher upfront capital investment than may be required for competing solutions;
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•
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timely qualification and certification of new products;
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our ability to reduce production costs in order to price our products competitively;
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•
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availability of government subsidies and economic incentives for solar energy solutions;
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•
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accurate forecasting and effective management of inventory levels in line with anticipated product demand;
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•
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our customer service capabilities and responsiveness; and
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•
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timely hiring of the skilled employees and efficient execution of our project plan.
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differing regulatory requirements, including tax laws, trade laws, labor, safety, local content, recycling and consumer protection regulations, tariffs, export quotas, customs duties or other trade restrictions;
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•
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limited or unfavorable intellectual property protection;
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•
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risk of change in international political or economic conditions;
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•
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restrictions on the repatriation of earnings;
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•
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fluctuations in the value of foreign currencies and interest rates;
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difficulties and increased expenses in complying with a variety of U.S. and foreign laws, regulations and trade standards, including the Foreign Corrupt Practices Act and UK Bribery Act;
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•
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potentially longer sales cycles;
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•
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generally longer payment cycles and greater difficulty in collecting accounts receivable;
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•
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higher volume requirements;
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•
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increased customer concentrations;
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•
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warranty expectations and product return policies; and
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•
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cost, performance and compatibility requirements.
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•
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our ability to produce PV systems that compete favorably against other solutions on the basis of price, quality, reliability and performance;
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•
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our ability to timely introduce and complete new designs and timely qualify and certify our products;
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whether installers, system owners and solar financing providers will continue to adopt our systems, which have a relatively limited history with respect to reliability and performance;
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•
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whether installers, system owners and solar financing providers will adopt our storage solution, which is a relatively new technology with a limited history with respect to reliability and performance;
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the ability of prospective system owners to obtain long-term financing for solar PV installations based on our product platform on acceptable terms or at all;
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our ability to develop products that comply with local standards and regulatory requirements, as well as potential in-country manufacturing requirements; and
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•
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our ability to develop and maintain successful relationships with our customers and suppliers.
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changes in customer, geographic or product mix;
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•
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increased price competition, including the impact of customer and competitor discounts and rebates;
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•
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our ability to reduce and control product costs, including our ability to make product cost reductions in a timely manner to offset declines in our product prices;
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•
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warranty costs and reserves, including changes resulting from changes in estimates related to the long-term performance of our products, product replacement costs and warranty claim rates;
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•
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loss of cost savings due to changes in component or raw material pricing or charges incurred due to inventory holding periods if product demand is not correctly anticipated;
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introduction of new products;
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ordering patterns from our distributors;
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price reductions on older products to sell remaining inventory;
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component shortages and related expedited shipping costs;
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•
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our ability to reduce production costs, such as through technology innovations, in order to offset price declines in our products over time;
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•
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changes in shipment volume;
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•
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changes in distribution channels;
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•
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excess and obsolete inventory and inventory holding charges;
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•
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expediting costs incurred to meet customer delivery requirements;
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•
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tariffs assessed on our products imported to the U.S. and elsewhere; and
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fluctuations in foreign currency exchange rates.
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manage a dynamic organization;
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expand third-party manufacturing, testing and distribution capacity;
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•
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execute on our cost reduction efforts and product initiatives with reduced headcount;
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•
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build additional custom manufacturing test equipment;
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•
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manage an increasing number of relationships with customers, suppliers and other third parties;
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•
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manage acquired businesses or technologies and integration efforts related to acquisitions;
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•
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increase our sales and marketing efforts;
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•
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train and manage a dynamic and increasingly international employee base;
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•
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broaden our customer support capabilities; and
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•
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implement new and upgrade existing operational and financial systems.
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obtain from a third-party claiming infringement a license to sell or use the relevant technology, which may not be available on reasonable terms, or at all;
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•
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stop manufacturing, selling, incorporating or using products that embody the asserted intellectual property;
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pay substantial monetary damages;
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•
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indemnify our customers under some of our customer contracts; or
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•
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expend significant resources to redesign the products that use the infringing technology, or to develop or acquire non-infringing technology.
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•
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provide additional cash reserves to support our operations;
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•
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invest in our research and development efforts;
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•
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expand our operations into new product markets and new geographies;
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•
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acquire complementary businesses, products, services or technologies; or
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•
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otherwise pursue our strategic plans and respond to competitive pressures, including adjustments to our business to mitigate the effects of any tariffs that might apply to us or our industry.
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•
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seasonal and other fluctuations in demand for our products;
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•
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the timing, volume and product mix of sales of our products, which may have different average selling prices or profit margins;
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•
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changes in our pricing and sales policies or the pricing and sales policies of our competitors;
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•
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our ability to design, manufacture and deliver products to our customers in a timely and cost-effective manner and that meet customer requirements;
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•
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our ability to manage our relationships with our contract manufacturers, customers and suppliers;
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•
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quality control or yield problems in our manufacturing operations;
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•
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the anticipation, announcement or introductions of new or enhanced products by our competitors and ourselves;
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•
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reductions in the retail price of electricity;
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•
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changes in laws, regulations and policies applicable to our business and products, particularly those relating to government incentives for solar energy applications;
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•
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the impact of tariffs on the solar industry in general and our products in particular;
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•
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unanticipated increases in costs or expenses;
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•
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the amount and timing of operating costs and capital expenditures related to the maintenance and expansion of our business operations;
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•
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the impact of government-sponsored programs on our customers;
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•
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our exposure to the credit risks of our customers, particularly in light of the fact that some of our customers are relatively new entrants to the solar market without long operating or credit histories;
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•
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our ability to estimate future warranty obligations due to product failure rates, claim rates or replacement costs;
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•
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our ability to forecast our customer demand and manufacturing requirements, and manage our inventory;
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•
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fluctuations in our gross profit;
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•
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our ability to predict our revenue and plan our expenses appropriately;
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•
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fluctuations in foreign currency exchange rates;
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•
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announcement of acquisitions or dispositions of our assets or business operations;
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•
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changes in our management;
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•
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a relatively high percentage of non-institutional investors in our shareholder base, which may result in higher volatility to our stock due to more frequent trading by shareholders without a long-term investment horizon; and
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•
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actions by research analysts, such as if they issue unfavorable commentary or downgrade our common stock or cease publishing reports about us or our business.
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•
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providing for a classified board of directors with staggered, three-year terms, which could delay the ability of stockholders to change the membership of a majority of our board of directors;
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•
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not providing for cumulative voting in the election of directors, which limits the ability of minority stockholders to elect director candidates;
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•
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authorizing our board of directors to issue, without stockholder approval, preferred stock rights senior to those of common stock, which could be used to significantly dilute the ownership of a hostile acquiror;
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•
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prohibiting stockholder action by written consent, which forces stockholder action to be taken at an annual or special meeting of our stockholders;
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•
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requiring the affirmative vote of holders of at least 66 2/3% of the voting power of all of the then outstanding shares of voting stock, voting as a single class, to amend provisions of our certificate of incorporation relating to the management of our business, our board of directors, stockholder action by written consent, advance notification of stockholder nominations and proposals, forum selection and the liability of our directors, or to amend our bylaws, which may inhibit the ability of stockholders or an acquiror to effect such amendments to facilitate changes in management or an unsolicited takeover attempt;
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•
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requiring special meetings of stockholders may only be called by our chairman of the board, if any, our chief executive officer, our president or a majority of our board of directors, which could delay the ability of our stockholders to force consideration of a proposal or to take action, including the removal of directors; and
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•
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requiring advance notification of stockholder nominations and proposals, which may discourage or deter a potential acquiror from conducting a solicitation of proxies to elect the acquiror’s own slate of directors or otherwise attempting to obtain control of us.
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December 31,
2014 |
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December 31,
2015 |
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December 31,
2016 |
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December 31,
2017 |
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December 31,
2018 |
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December 31,
2019 |
||||||||||||
Enphase Energy, Inc.
|
$
|
100
|
|
|
$
|
25
|
|
|
$
|
7
|
|
|
$
|
17
|
|
|
$
|
33
|
|
|
$
|
183
|
|
Russell 2000 Index
|
$
|
100
|
|
|
$
|
94
|
|
|
$
|
113
|
|
|
$
|
127
|
|
|
$
|
112
|
|
|
$
|
138
|
|
Guggenheim Solar Index
|
$
|
100
|
|
|
$
|
90
|
|
|
$
|
50
|
|
|
$
|
76
|
|
|
$
|
56
|
|
|
$
|
93
|
|
|
|
Years Ended December 31,
|
||||||||||||||||||
|
2019
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
||||||||||
|
(in thousands, except per share data)
|
||||||||||||||||||
Consolidated Statement of Operations Data:
|
|
|
|
|
|
|
|
|
|
||||||||||
Net revenues
|
$
|
624,333
|
|
|
$
|
316,159
|
|
|
$
|
286,166
|
|
|
$
|
322,591
|
|
|
$
|
357,249
|
|
Cost of revenues
|
403,088
|
|
|
221,714
|
|
|
230,123
|
|
|
264,583
|
|
|
249,032
|
|
|||||
Gross profit
|
221,245
|
|
|
94,445
|
|
|
56,043
|
|
|
58,008
|
|
|
108,217
|
|
|||||
Operating expenses:
|
|
|
|
|
|
|
|
|
|
||||||||||
Research and development
|
40,381
|
|
|
32,587
|
|
|
33,157
|
|
|
50,703
|
|
|
50,819
|
|
|||||
Sales and marketing
|
36,728
|
|
|
27,047
|
|
|
23,126
|
|
|
38,810
|
|
|
45,877
|
|
|||||
General and administrative
|
38,808
|
|
|
29,086
|
|
|
22,221
|
|
|
27,418
|
|
|
30,830
|
|
|||||
Restructuring charges
|
2,599
|
|
|
4,129
|
|
|
16,917
|
|
|
3,777
|
|
|
—
|
|
|||||
Total operating expenses
|
118,516
|
|
|
92,849
|
|
|
95,421
|
|
|
120,708
|
|
|
127,526
|
|
|||||
Income (loss) from operations
|
102,729
|
|
|
1,596
|
|
|
(39,378
|
)
|
|
(62,700
|
)
|
|
(19,309
|
)
|
|||||
Other expense, net
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest income
|
2,513
|
|
|
1,058
|
|
|
276
|
|
|
75
|
|
|
20
|
|
|||||
Interest expense
|
(9,691
|
)
|
|
(10,693
|
)
|
|
(8,212
|
)
|
|
(2,848
|
)
|
|
(521
|
)
|
|||||
Other (expense) income, net
|
(5,437
|
)
|
|
(2,190
|
)
|
|
1,973
|
|
|
(514
|
)
|
|
(893
|
)
|
|||||
Total other expense, net
|
(12,615
|
)
|
|
(11,825
|
)
|
|
(5,963
|
)
|
|
(3,287
|
)
|
|
(1,394
|
)
|
|||||
Income (loss) before income taxes
|
90,114
|
|
|
(10,229
|
)
|
|
(45,341
|
)
|
|
(65,987
|
)
|
|
(20,703
|
)
|
|||||
Income tax benefit (provision)
|
71,034
|
|
|
(1,398
|
)
|
|
149
|
|
|
(1,475
|
)
|
|
(1,379
|
)
|
|||||
Net income (loss)
|
$
|
161,148
|
|
|
$
|
(11,627
|
)
|
|
$
|
(45,192
|
)
|
|
$
|
(67,462
|
)
|
|
$
|
(22,082
|
)
|
Net income (loss) per share:
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
$
|
1.38
|
|
|
$
|
(0.12
|
)
|
|
$
|
(0.54
|
)
|
|
$
|
(1.34
|
)
|
|
$
|
(0.49
|
)
|
Diluted
|
$
|
1.23
|
|
|
$
|
(0.12
|
)
|
|
$
|
(0.54
|
)
|
|
$
|
(1.34
|
)
|
|
$
|
(0.49
|
)
|
Shares used in per share calculation:
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
116,713
|
|
|
99,619
|
|
|
82,939
|
|
|
50,519
|
|
|
44,632
|
|
|||||
Diluted
|
131,644
|
|
|
99,619
|
|
|
82,939
|
|
|
50,519
|
|
|
44,632
|
|
|
|
As of December 31,
|
||||||||||||||||||
|
2019
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
||||||||||
|
(in thousands)
|
||||||||||||||||||
Consolidated Balance Sheet Data:
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash, cash equivalents and restricted cash
|
$
|
296,109
|
|
|
$
|
106,237
|
|
|
$
|
29,144
|
|
|
$
|
17,764
|
|
|
$
|
28,452
|
|
Total assets
|
713,223
|
|
|
339,937
|
|
|
169,147
|
|
|
163,576
|
|
|
165,528
|
|
|||||
Warranty obligations
|
37,098
|
|
|
31,294
|
|
|
29,816
|
|
|
31,414
|
|
|
30,547
|
|
|||||
Debt
|
105,543
|
|
|
109,783
|
|
|
49,751
|
|
|
33,900
|
|
|
17,000
|
|
|||||
Total stockholders’ equity
|
272,212
|
|
|
7,776
|
|
|
(9,126
|
)
|
|
1,300
|
|
|
41,449
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Additional Data:
|
|
|
|
|
|
|
|
|
|
||||||||||
Working capital
|
$
|
300,346
|
|
|
$
|
75,141
|
|
|
$
|
38,705
|
|
|
$
|
35,092
|
|
|
$
|
48,920
|
|
Gross margin percentage
|
35.4
|
%
|
|
29.9
|
%
|
|
19.6
|
%
|
|
18.0
|
%
|
|
30.3
|
%
|
|
|
|
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Net revenues
|
$
|
624,333
|
|
|
$
|
316,159
|
|
|
$
|
286,166
|
|
Cost of revenues
|
403,088
|
|
|
221,714
|
|
|
230,123
|
|
|||
Gross profit
|
221,245
|
|
|
94,445
|
|
|
56,043
|
|
|||
Operating expenses:
|
|
|
|
|
|
||||||
Research and development
|
40,381
|
|
|
32,587
|
|
|
33,157
|
|
|||
Sales and marketing
|
36,728
|
|
|
27,047
|
|
|
23,126
|
|
|||
General and administrative
|
38,808
|
|
|
29,086
|
|
|
22,221
|
|
|||
Restructuring charges
|
2,599
|
|
|
4,129
|
|
|
16,917
|
|
|||
Total operating expenses
|
118,516
|
|
|
92,849
|
|
|
95,421
|
|
|||
Income (loss) from operations
|
102,729
|
|
|
1,596
|
|
|
(39,378
|
)
|
|||
Other expense, net
|
|
|
|
|
|
||||||
Interest income
|
2,513
|
|
|
1,058
|
|
|
276
|
|
|||
Interest expense
|
(9,691
|
)
|
|
(10,693
|
)
|
|
(8,212
|
)
|
|||
Other (expense) income, net
|
(5,437
|
)
|
|
(2,190
|
)
|
|
1,973
|
|
|||
Total other expense, net
|
(12,615
|
)
|
|
(11,825
|
)
|
|
(5,963
|
)
|
|||
Income (loss) before income taxes
|
90,114
|
|
|
(10,229
|
)
|
|
(45,341
|
)
|
|||
Income tax benefit (provision)
|
71,034
|
|
|
(1,398
|
)
|
|
149
|
|
|||
Net income (loss)
|
$
|
161,148
|
|
|
$
|
(11,627
|
)
|
|
$
|
(45,192
|
)
|
|
|
Years Ended December 31,
|
|
Change in
|
|||||||||||
|
2019
|
|
2018
|
|
$
|
|
%
|
|||||||
|
(In thousands, except percentages)
|
|||||||||||||
Net revenues
|
$
|
624,333
|
|
|
$
|
316,159
|
|
|
$
|
308,174
|
|
|
97
|
%
|
|
Years Ended December 31,
|
|
Change in
|
|||||||||||
|
2019
|
|
2018
|
|
$
|
|
%
|
|||||||
|
(In thousands, except percentages)
|
|||||||||||||
Cost of revenues
|
$
|
403,088
|
|
|
$
|
221,714
|
|
|
$
|
181,374
|
|
|
82
|
%
|
Gross profit
|
221,245
|
|
|
94,445
|
|
|
126,800
|
|
|
134
|
%
|
|||
Gross margin
|
35.4
|
%
|
|
29.9
|
%
|
|
|
|
|
|
Years Ended December 31,
|
|
Change in
|
|||||||||||
|
2019
|
|
2018
|
|
$
|
|
%
|
|||||||
|
(In thousands, except percentages)
|
|||||||||||||
Research and development
|
$
|
40,381
|
|
|
$
|
32,587
|
|
|
$
|
7,794
|
|
|
24
|
%
|
Percentage of net revenues
|
6
|
%
|
|
10
|
%
|
|
|
|
|
|
|
Years Ended December 31,
|
|
Change in
|
|||||||||||
|
2019
|
|
2018
|
|
$
|
|
%
|
|||||||
|
(In thousands, except percentages)
|
|||||||||||||
Sales and marketing
|
$
|
36,728
|
|
|
$
|
27,047
|
|
|
$
|
9,681
|
|
|
36
|
%
|
Percentage of net revenues
|
6
|
%
|
|
9
|
%
|
|
|
|
|
|
Years Ended December 31,
|
|
Change in
|
|||||||||||
|
2019
|
|
2018
|
|
$
|
|
%
|
|||||||
|
(In thousands, except percentages)
|
|||||||||||||
General and administrative
|
$
|
38,808
|
|
|
$
|
29,086
|
|
|
$
|
9,722
|
|
|
33
|
%
|
Percentage of net revenues
|
6
|
%
|
|
9
|
%
|
|
|
|
|
|
Years Ended December 31,
|
|
Change in
|
|||||||||||
|
2019
|
|
2018
|
|
$
|
|
%
|
|||||||
|
(In thousands, except percentages)
|
|||||||||||||
Restructuring charges
|
$
|
2,599
|
|
|
$
|
4,129
|
|
|
$
|
(1,530
|
)
|
|
(37
|
)%
|
Percentage of net revenues
|
0.4
|
%
|
|
1
|
%
|
|
|
|
|
|
|
Years Ended December 31,
|
|
Change in
|
|||||||||||
|
2019
|
|
2018
|
|
$
|
|
%
|
|||||||
|
(In thousands, except percentages)
|
|||||||||||||
Interest income
|
$
|
2,513
|
|
|
$
|
1,058
|
|
|
$
|
1,455
|
|
|
138
|
%
|
Interest expense
|
(9,691
|
)
|
|
(10,693
|
)
|
|
1,002
|
|
|
(9
|
)%
|
|||
Other (expense) income, net
|
(5,437
|
)
|
|
(2,190
|
)
|
|
(3,247
|
)
|
|
148
|
%
|
|||
Total other expense, net
|
$
|
(12,615
|
)
|
|
$
|
(11,825
|
)
|
|
$
|
(790
|
)
|
|
7
|
%
|
|
Years Ended December 31,
|
|
Change in
|
||||||||||
|
2019
|
|
2018
|
|
$
|
|
%
|
||||||
|
(In thousands, except percentages)
|
||||||||||||
Income tax benefit (provision)
|
$
|
71,034
|
|
|
$
|
(1,398
|
)
|
|
$
|
72,432
|
|
|
**
|
Effective tax rate
|
78.83
|
%
|
|
(13.67
|
)%
|
|
|
|
|
|
|
**
|
Not meaningful
|
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(In thousands)
|
|
|
||||||||
Net cash provided by (used in) operating activities
|
$
|
139,067
|
|
|
$
|
16,132
|
|
|
$
|
(28,442
|
)
|
Net cash used in investing activities
|
(14,788
|
)
|
|
(19,151
|
)
|
|
(4,121
|
)
|
|||
Net cash provided by financing activities
|
65,850
|
|
|
80,614
|
|
|
43,297
|
|
|||
Effect of exchange rate changes on cash
|
(257
|
)
|
|
(502
|
)
|
|
646
|
|
|||
Net increase in cash, cash equivalents and restricted cash
|
$
|
189,872
|
|
|
$
|
77,093
|
|
|
$
|
11,380
|
|
|
|
Payments Due by Period
|
||||||||||||||||||
|
Total
|
|
2020
|
|
2021-2022
|
|
2023-2024
|
|
Beyond 2024
|
||||||||||
|
(In thousands)
|
||||||||||||||||||
Operating leases
|
$
|
15,170
|
|
|
$
|
4,156
|
|
|
$
|
7,165
|
|
|
$
|
3,109
|
|
|
$
|
740
|
|
Notes due 2023 principal and interest
|
5,800
|
|
|
200
|
|
|
400
|
|
|
5,200
|
|
|
—
|
|
|||||
Notes due 2024 principal and interest
|
137,958
|
|
|
1,320
|
|
|
2,640
|
|
|
133,998
|
|
|
—
|
|
|||||
Purchase obligations (1)
|
99,520
|
|
|
99,520
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Total
|
$
|
258,448
|
|
|
$
|
105,196
|
|
|
$
|
10,205
|
|
|
$
|
142,307
|
|
|
$
|
740
|
|
|
|
(1)
|
Purchase obligations include amounts related to component inventory that our primary contract manufacturer procures on our behalf in accordance with our production forecast as well as other inventory related purchase commitments. The timing of purchases in future periods could differ materially from estimates presented above due to fluctuations in demand requirements related to varying sales levels as well as changes in economic conditions.
|
|
•
|
Products Delivered at a Point in Time. We sell our products to customers in accordance with the terms of the related customer contracts. We generate revenues from sales of our solutions, which include microinverter units and related accessories, an Envoy communications gateway and Enlighten service, communications accessories and AC Battery storage solutions to distributors, large installers, OEMs and strategic partners. Microinverter units, microinverter accessories, and AC Battery storage solutions are delivered to customers at a point in time, and we recognize revenue for these products when we transfer control of the product to the customer, which is generally upon shipment.
|
•
|
Products Delivered Over Time. The sale of an Envoy communications gateway includes our Enlighten cloud-based monitoring service. The full consideration for these products represents a single performance obligation and is deferred at the sale date and recognized over the estimated service period of 6 years. We also sell certain communication accessories that are delivered over time. The revenue from these products is recognized over the related service period, which is typically 5 or 12 years.
|
|
|
|
|
|
|
Page
|
|
|
•
|
We tested the effectiveness of controls utilized in the review of the warranty obligation calculation, including controls over the determination of estimated failure rates.
|
•
|
We evaluated the methods and assumptions used by management to estimate the failure rates used as part of the calculation of the warranty obligation by:
|
–
|
Testing the underlying data that served as the basis for the Company’s failure rate analysis, which include historical claims and historical product sales, in order to evaluate the various assumptions and historical data consisting of failure of individual components contained in its microinverters.
|
–
|
Reviewing third party data compiled on similar products in order to challenge management’s assumptions and identify supporting or contradictory evidence.
|
–
|
Comparing management’s prior-year assumptions of expected failures to actual warranty claims received during the current year to identify potential bias in the determination of the failure rate estimates used in the warranty obligation recorded.
|
–
|
Developing independent estimates of the future failure rates for product families by utilizing data analytics and compared them to management assumptions.
|
•
|
We tested the effectiveness of controls over deferred tax assets, including management’s controls over the estimates of projected future taxable income and the determination of whether it is more likely than not that the deferred tax assets will be realized.
|
•
|
We evaluated the reasonableness of the methods, assumptions, and judgments used by management to determine whether a valuation allowance was necessary.
|
|
•
|
With the assistance of our income tax specialists, we evaluated the nature of each of the deferred tax assets, including their expiration dates and their projected utilization when compared to projections of future taxable income.
|
•
|
We tested historical pretax book income at December 31, 2019, adjusted for permanent differences, including the change from a 3-year cumulative loss position to a 3-year cumulative income position that occurred in the fourth quarter of 2019.
|
•
|
We evaluated management’s ability to accurately estimate projected future taxable income by comparing actual results to management’s historical estimates and evaluating whether there have been any changes that would affect management’s ability to continue accurately estimating taxable income.
|
•
|
We tested the reasonableness of management’s estimates of projected future taxable income by comparing the estimates to internal communications to management and the Board of Directors, and historical taxable income, as adjusted for nonrecurring items.
|
|
|
|
As of
|
||||||
|
December 31,
2019 |
|
December 31,
2018 |
||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
251,409
|
|
|
$
|
106,237
|
|
Restricted cash
|
44,700
|
|
|
—
|
|
||
Accounts receivable, net of allowances of $564 and $2,138 at December 31, 2019 and December 31, 2018, respectively
|
145,413
|
|
|
78,938
|
|
||
Inventory
|
32,056
|
|
|
16,267
|
|
||
Prepaid expenses and other assets
|
26,079
|
|
|
20,860
|
|
||
Total current assets
|
499,657
|
|
|
222,302
|
|
||
Property and equipment, net
|
28,936
|
|
|
20,998
|
|
||
Operating lease, right of use asset
|
10,117
|
|
|
—
|
|
||
Intangible assets, net
|
30,579
|
|
|
35,306
|
|
||
Goodwill
|
24,783
|
|
|
24,783
|
|
||
Other assets
|
44,620
|
|
|
36,548
|
|
||
Deferred tax assets, net
|
74,531
|
|
|
—
|
|
||
Total assets
|
$
|
713,223
|
|
|
$
|
339,937
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
57,474
|
|
|
$
|
48,794
|
|
Accrued liabilities
|
47,092
|
|
|
29,010
|
|
||
Deferred revenues, current
|
81,783
|
|
|
33,119
|
|
||
Warranty obligations, current (includes $6,794 and $4,288 measured at fair value at December 31, 2019 and December 31, 2018, respectively)
|
10,078
|
|
|
8,083
|
|
||
Debt, current
|
2,884
|
|
|
28,155
|
|
||
Total current liabilities
|
199,311
|
|
|
147,161
|
|
||
Long-term liabilities:
|
|
|
|
||||
Deferred revenues, noncurrent
|
100,204
|
|
|
76,911
|
|
||
Warranty obligations, noncurrent (includes $13,012 and $7,469 measured at fair value at December 31, 2019 and December 31, 2018, respectively)
|
27,020
|
|
|
23,211
|
|
||
Other liabilities
|
11,817
|
|
|
3,250
|
|
||
Debt, noncurrent
|
102,659
|
|
|
81,628
|
|
||
Total liabilities
|
441,011
|
|
|
332,161
|
|
||
Commitments and contingent liabilities (Note 12)
|
|
|
|
|
|
||
Stockholders’ equity:
|
|
|
|
||||
Common stock, $0.00001 par value, 150,000 shares and 150,000 shares authorized; and 123,109 shares and 107,035 shares issued and outstanding at December 31, 2019 and December 31, 2018, respectively
|
1
|
|
|
1
|
|
||
Additional paid-in capital
|
458,315
|
|
|
353,335
|
|
||
Accumulated deficit
|
(185,181
|
)
|
|
(346,302
|
)
|
||
Accumulated other comprehensive income (loss)
|
(923
|
)
|
|
742
|
|
||
Total stockholders’ equity
|
272,212
|
|
|
7,776
|
|
||
Total liabilities and stockholders’ equity
|
$
|
713,223
|
|
|
$
|
339,937
|
|
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Net revenues
|
$
|
624,333
|
|
|
$
|
316,159
|
|
|
$
|
286,166
|
|
Cost of revenues
|
403,088
|
|
|
221,714
|
|
|
230,123
|
|
|||
Gross profit
|
221,245
|
|
|
94,445
|
|
|
56,043
|
|
|||
Operating expenses:
|
|
|
|
|
|
||||||
Research and development
|
40,381
|
|
|
32,587
|
|
|
33,157
|
|
|||
Sales and marketing
|
36,728
|
|
|
27,047
|
|
|
23,126
|
|
|||
General and administrative
|
38,808
|
|
|
29,086
|
|
|
22,221
|
|
|||
Restructuring charges
|
2,599
|
|
|
4,129
|
|
|
16,917
|
|
|||
Total operating expenses
|
118,516
|
|
|
92,849
|
|
|
95,421
|
|
|||
Income (loss) from operations
|
102,729
|
|
|
1,596
|
|
|
(39,378
|
)
|
|||
Other expense, net
|
|
|
|
|
|
||||||
Interest income
|
2,513
|
|
|
1,058
|
|
|
276
|
|
|||
Interest expense
|
(9,691
|
)
|
|
(10,693
|
)
|
|
(8,212
|
)
|
|||
Other (expense) income, net
|
(5,437
|
)
|
|
(2,190
|
)
|
|
1,973
|
|
|||
Total other expense, net
|
(12,615
|
)
|
|
(11,825
|
)
|
|
(5,963
|
)
|
|||
Income (loss) before income taxes
|
90,114
|
|
|
(10,229
|
)
|
|
(45,341
|
)
|
|||
Income tax benefit (provision)
|
71,034
|
|
|
(1,398
|
)
|
|
149
|
|
|||
Net income (loss)
|
$
|
161,148
|
|
|
$
|
(11,627
|
)
|
|
$
|
(45,192
|
)
|
Net income (loss) per share:
|
|
|
|
|
|
||||||
Basic
|
$
|
1.38
|
|
|
$
|
(0.12
|
)
|
|
$
|
(0.54
|
)
|
Diluted
|
$
|
1.23
|
|
|
$
|
(0.12
|
)
|
|
$
|
(0.54
|
)
|
Shares used in per share calculation:
|
|
|
|
|
|
||||||
Basic
|
116,713
|
|
|
99,619
|
|
|
82,939
|
|
|||
Diluted
|
131,644
|
|
|
99,619
|
|
|
82,939
|
|
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Net income (loss)
|
$
|
161,148
|
|
|
$
|
(11,627
|
)
|
|
$
|
(45,192
|
)
|
Other comprehensive income (loss):
|
|
|
|
|
|
||||||
Foreign currency translation adjustments
|
(1,665
|
)
|
|
1,398
|
|
|
(364
|
)
|
|||
Comprehensive income (loss)
|
$
|
159,483
|
|
|
$
|
(10,229
|
)
|
|
$
|
(45,556
|
)
|
|
|
Common Stock
|
|
Additional
Paid-In
Capital |
|
Accumulated
Income (Deficit) |
|
Accumulated
Other Comprehensive Income (Loss) |
|
Total
Stockholders’ Equity (Deficit) |
|||||||||||||
|
Shares
|
|
Amount
|
|
|
|
|
|||||||||||||||
Balance at December 31, 2016
|
62,269
|
|
|
$
|
1
|
|
|
$
|
252,126
|
|
|
$
|
(250,535
|
)
|
|
$
|
(292
|
)
|
|
$
|
1,300
|
|
Issuance of common stock from exercise of equity awards and employee stock purchase plan
|
1,752
|
|
|
—
|
|
|
531
|
|
|
—
|
|
|
—
|
|
|
531
|
|
|||||
Issuance of common stock, net of offering costs
|
21,893
|
|
|
—
|
|
|
26,425
|
|
|
—
|
|
|
—
|
|
|
26,425
|
|
|||||
Issuance of warrants
|
—
|
|
|
—
|
|
|
1,447
|
|
|
—
|
|
|
—
|
|
|
1,447
|
|
|||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
6,727
|
|
|
—
|
|
|
—
|
|
|
6,727
|
|
|||||
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
(45,192
|
)
|
|
—
|
|
|
(45,192
|
)
|
|||||
Foreign currency translation adjustment
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(364
|
)
|
|
(364
|
)
|
|||||
Balance at December 31, 2017
|
85,914
|
|
|
$
|
1
|
|
|
$
|
287,256
|
|
|
$
|
(295,727
|
)
|
|
$
|
(656
|
)
|
|
$
|
(9,126
|
)
|
Cumulative-effect adjustment to accumulated deficit related to the adoption of ASC 606
|
—
|
|
|
—
|
|
|
—
|
|
|
(38,948
|
)
|
|
—
|
|
|
(38,948
|
)
|
|||||
Issuance of common stock from exercise of equity awards and employee stock purchase plan
|
3,185
|
|
|
—
|
|
|
2,806
|
|
|
—
|
|
|
—
|
|
|
2,806
|
|
|||||
Issuance of common stock, net of offering costs
|
9,524
|
|
|
—
|
|
|
19,766
|
|
|
—
|
|
|
—
|
|
|
19,766
|
|
|||||
Issuance of common stock related to acquisition
|
7,500
|
|
|
—
|
|
|
32,319
|
|
|
—
|
|
|
—
|
|
|
32,319
|
|
|||||
Exercise of warrants
|
912
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
11,188
|
|
|
—
|
|
|
—
|
|
|
11,188
|
|
|||||
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
(11,627
|
)
|
|
—
|
|
|
(11,627
|
)
|
|||||
Foreign currency translation adjustment
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,398
|
|
|
1,398
|
|
|||||
Balance at December 31, 2018
|
107,035
|
|
|
$
|
1
|
|
|
$
|
353,335
|
|
|
$
|
(346,302
|
)
|
|
$
|
742
|
|
|
$
|
7,776
|
|
Cumulative-effect adjustment to accumulated deficit related to the adoption of ASU 2018-07
|
—
|
|
|
—
|
|
|
27
|
|
|
(27
|
)
|
|
—
|
|
|
—
|
|
|||||
Issuance of common stock from exercise of equity awards and employee stock purchase plan
|
5,273
|
|
|
—
|
|
|
4,985
|
|
|
—
|
|
|
—
|
|
|
4,985
|
|
|||||
Payment of withholding taxes related to net share settlement of equity awards
|
—
|
|
|
—
|
|
|
(8,198
|
)
|
|
—
|
|
|
—
|
|
|
(8,198
|
)
|
|||||
Conversion of convertible notes due 2023, net
|
10,801
|
|
|
—
|
|
|
58,857
|
|
|
—
|
|
|
—
|
|
|
58,857
|
|
|||||
Equity component of convertible notes due 2024, net
|
—
|
|
|
—
|
|
|
35,387
|
|
|
—
|
|
|
—
|
|
|
35,387
|
|
|||||
Cost of convertible notes hedge related to the convertible notes due 2024
|
—
|
|
|
—
|
|
|
(36,313
|
)
|
|
—
|
|
|
—
|
|
|
(36,313
|
)
|
|||||
Sale of warrants related to the convertible notes due 2024
|
—
|
|
|
—
|
|
|
29,818
|
|
|
—
|
|
|
—
|
|
|
29,818
|
|
|||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
20,417
|
|
|
—
|
|
|
—
|
|
|
20,417
|
|
|||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
161,148
|
|
|
—
|
|
|
161,148
|
|
|||||
Foreign currency translation adjustment
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,665
|
)
|
|
(1,665
|
)
|
|||||
Balance at December 31, 2019
|
123,109
|
|
|
$
|
1
|
|
|
$
|
458,315
|
|
|
$
|
(185,181
|
)
|
|
$
|
(923
|
)
|
|
$
|
272,212
|
|
|
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Cash flows from operating activities:
|
|
|
|
|
|
||||||
Net income (loss)
|
$
|
161,148
|
|
|
$
|
(11,627
|
)
|
|
$
|
(45,192
|
)
|
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
|
|
|
|
|
|
||||||
Depreciation and amortization
|
14,119
|
|
|
9,667
|
|
|
9,004
|
|
|||
Provision for doubtful accounts
|
217
|
|
|
711
|
|
|
476
|
|
|||
Asset impairment
|
1,124
|
|
|
1,601
|
|
|
1,681
|
|
|||
Non-cash interest expense
|
6,081
|
|
|
2,701
|
|
|
1,673
|
|
|||
Financing fees on extinguishment of debt
|
2,152
|
|
|
—
|
|
|
—
|
|
|||
Fees paid for repurchase and exchange of convertible notes due 2023
|
6,000
|
|
|
—
|
|
|
—
|
|
|||
Stock-based compensation
|
20,176
|
|
|
11,432
|
|
|
6,727
|
|
|||
Deferred income taxes
|
(73,375
|
)
|
|
123
|
|
|
(1,394
|
)
|
|||
Changes in operating assets and liabilities:
|
|
|
|
|
|
||||||
Accounts receivable
|
(68,745
|
)
|
|
(13,515
|
)
|
|
(4,803
|
)
|
|||
Inventory
|
(15,789
|
)
|
|
9,732
|
|
|
5,961
|
|
|||
Prepaid expenses and other assets
|
(14,293
|
)
|
|
(3,130
|
)
|
|
(1,227
|
)
|
|||
Intangible assets
|
—
|
|
|
(10,000
|
)
|
|
—
|
|
|||
Accounts payable, accrued and other liabilities
|
22,200
|
|
|
23,082
|
|
|
(5,078
|
)
|
|||
Warranty obligations
|
5,804
|
|
|
1,478
|
|
|
(1,598
|
)
|
|||
Deferred revenues
|
72,248
|
|
|
(6,123
|
)
|
|
5,328
|
|
|||
Net cash provided by (used in) operating activities
|
139,067
|
|
|
16,132
|
|
|
(28,442
|
)
|
|||
Cash flows from investing activities:
|
|
|
|
|
|
||||||
Purchases of property and equipment
|
(14,788
|
)
|
|
(4,151
|
)
|
|
(4,121
|
)
|
|||
Acquisition
|
—
|
|
|
(15,000
|
)
|
|
—
|
|
|||
Net cash used in investing activities
|
(14,788
|
)
|
|
(19,151
|
)
|
|
(4,121
|
)
|
|||
Cash flows from financing activities:
|
|
|
|
|
|
||||||
Issuance of convertible notes due 2024, net of issuance costs
|
127,413
|
|
|
—
|
|
|
—
|
|
|||
Purchase of convertible note hedges
|
(36,313
|
)
|
|
—
|
|
|
—
|
|
|||
Sale of warrants
|
29,818
|
|
|
—
|
|
|
—
|
|
|||
Fees paid for repurchase and exchange of convertible notes due 2023
|
(6,000
|
)
|
|
—
|
|
|
—
|
|
|||
Principal payments and financing fees on debt
|
(45,855
|
)
|
|
(9,976
|
)
|
|
—
|
|
|||
Proceeds from issuance of common stock, net of issuance costs
|
—
|
|
|
19,766
|
|
|
26,425
|
|
|||
Proceeds from debt, net of issuance costs
|
—
|
|
|
68,024
|
|
|
26,442
|
|
|||
Payments under revolving credit facility
|
—
|
|
|
—
|
|
|
(10,100
|
)
|
|||
Proceeds from exercise of equity awards and employee stock purchase plan
|
4,985
|
|
|
2,800
|
|
|
530
|
|
|||
Payment of withholding taxes related to net share settlement of equity awards
|
(8,198
|
)
|
|
—
|
|
|
—
|
|
|||
Net cash provided by financing activities
|
65,850
|
|
|
80,614
|
|
|
43,297
|
|
|||
Effect of exchange rate changes on cash and cash equivalents
|
(257
|
)
|
|
(502
|
)
|
|
646
|
|
|||
Net increase in cash, cash equivalents, and restricted cash
|
189,872
|
|
|
77,093
|
|
|
11,380
|
|
|||
Cash, cash equivalents and restricted cash—Beginning of period
|
106,237
|
|
|
29,144
|
|
|
17,764
|
|
|||
Cash, cash equivalents and restricted cash—End of period
|
$
|
296,109
|
|
|
$
|
106,237
|
|
|
$
|
29,144
|
|
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Reconciliation of cash, cash equivalents, and restricted cash to the consolidated balance sheets
|
|
|
|
|
|
||||||
Cash and cash equivalents
|
251,409
|
|
|
106,237
|
|
|
29,144
|
|
|||
Restricted cash
|
44,700
|
|
|
—
|
|
|
—
|
|
|||
Total cash, cash equivalents, and restricted cash
|
$
|
296,109
|
|
|
$
|
106,237
|
|
|
$
|
29,144
|
|
|
|
|
|
|
|
||||||
Supplemental cash flow disclosure:
|
|
|
|
|
|
||||||
Cash paid for interest
|
$
|
2,689
|
|
|
$
|
6,343
|
|
|
$
|
5,816
|
|
Cash paid for income taxes
|
$
|
1,755
|
|
|
$
|
775
|
|
|
$
|
909
|
|
|
|
|
|
|
|
||||||
Supplemental disclosures of non-cash investing and financing activities:
|
|
|
|
|
|
||||||
Acquisition funded by issuance of common stock
|
$
|
—
|
|
|
$
|
19,219
|
|
|
$
|
—
|
|
Purchases of fixed assets included in accounts payable
|
$
|
672
|
|
|
$
|
895
|
|
|
$
|
551
|
|
Accrued interest payable unpaid upon exchange of convertible notes due 2023
|
$
|
833
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
1.
|
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION
|
2.
|
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
|
•
|
Products Delivered at a Point in Time. The Company sells its products to customers in accordance with the terms of the related customer contracts. The Company generates revenues from sales of its solutions, which include microinverter units and related accessories, an Envoy communications gateway and Enlighten service, communications accessories and AC Battery™ storage solutions to distributors, large installers, OEMs and strategic partners. Microinverter units, microinverter accessories, and AC Battery storage solutions are delivered to customers at a point in time, and the Company recognizes revenue for these products when the Company transfers control of the product to the customer, which is generally upon shipment.
|
|
•
|
Products Delivered Over Time. The sale of an Envoy communications gateway includes the Company’s Enlighten cloud-based monitoring service. The full consideration for these products represents a single performance obligation and is deferred at the sale date and recognized over the estimated service period of 6 years. The Company also sells certain communication accessories that are delivered over time. The revenue from these products is recognized over the related service period, which is typically 5 or 12 years.
|
•
|
Products Delivered at a Point in Time. Cost of revenue from these products is recognized when the Company transfers control of the product to the customer, which is generally upon shipment.
|
•
|
Products Delivered Over Time. Cost of revenue from these products is recognized over the related service period.
|
|
|
December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(In thousands)
|
||||||||||
Balance, at beginning of year
|
$
|
2,138
|
|
|
$
|
2,378
|
|
|
$
|
2,921
|
|
Net charges to expenses
|
217
|
|
|
711
|
|
|
476
|
|
|||
Write-offs, net of recoveries
|
(1,791
|
)
|
|
(951
|
)
|
|
(1,019
|
)
|
|||
Balance, at end of year
|
$
|
564
|
|
|
$
|
2,138
|
|
|
$
|
2,378
|
|
|
|
|
|
|
|
3.
|
REVENUE RECOGNITION
|
|
Years Ended December 31,
|
||||||
|
2019
|
|
2018
|
||||
|
(In thousands)
|
||||||
Primary geographical markets:
|
|
|
|
||||
United States
|
$
|
523,577
|
|
|
$
|
219,600
|
|
International
|
100,756
|
|
|
96,559
|
|
||
Total
|
$
|
624,333
|
|
|
$
|
316,159
|
|
|
|
|
|
||||
Timing of revenue recognition:
|
|
|
|
||||
Products delivered at a point in time
|
$
|
584,556
|
|
|
$
|
270,778
|
|
Products and services delivered over time
|
39,777
|
|
|
45,381
|
|
||
Total
|
$
|
624,333
|
|
|
$
|
316,159
|
|
|
December 31,
2019 |
|
December 31,
2018 |
||||
|
(In thousands)
|
||||||
Receivables
|
$
|
145,413
|
|
|
$
|
78,938
|
|
Short-term contract assets (Prepaid expenses and other assets)
|
15,055
|
|
|
13,516
|
|
||
Long-term contract assets (Other assets)
|
42,087
|
|
|
34,148
|
|
||
Short-term contract liabilities (Deferred revenues)
|
81,783
|
|
|
33,119
|
|
||
Long-term contract liabilities (Deferred revenues)
|
100,204
|
|
|
76,911
|
|
Contract Assets
|
|
||
Balance on December 31, 2018
|
$
|
47,664
|
|
Amount recognized
|
(15,144
|
)
|
|
Increase
|
24,622
|
|
|
Balance as of December 31, 2019
|
$
|
57,142
|
|
|
Contract Liabilities
|
|
||
Balance on December 31, 2018
|
$
|
110,030
|
|
Revenue recognized
|
(39,777
|
)
|
|
Increase due to billings
|
61,825
|
|
|
Increase due to safe harbor prepayments
|
49,909
|
|
|
Balance as of December 31, 2019
|
$
|
181,987
|
|
|
December 31,
2019 |
||
|
(In thousands)
|
||
Fiscal year:
|
|
||
2020
|
$
|
81,783
|
|
2021
|
30,665
|
|
|
2022
|
25,633
|
|
|
2023
|
19,841
|
|
|
2024
|
14,650
|
|
|
Thereafter
|
9,415
|
|
|
Total
|
$
|
181,987
|
|
|
December 31,
2019 |
|
December 31,
2018 |
||||
|
(In thousands)
|
||||||
Raw materials
|
$
|
4,197
|
|
|
$
|
970
|
|
Finished goods
|
27,859
|
|
|
15,297
|
|
||
Total inventory
|
$
|
32,056
|
|
|
$
|
16,267
|
|
|
5.
|
PROPERTY AND EQUIPMENT, NET
|
|
Estimated Useful
Life |
|
December 31,
|
||||||
|
|
2019
|
|
2018
|
|||||
|
(Years)
|
|
(In thousands)
|
||||||
Equipment and machinery
|
3-10
|
|
$
|
48,114
|
|
|
$
|
43,566
|
|
Furniture and fixtures
|
5-10
|
|
2,404
|
|
|
2,239
|
|
||
Computer equipment
|
3-5
|
|
1,698
|
|
|
2,958
|
|
||
Capitalized software costs
|
3-5
|
|
11,656
|
|
|
12,114
|
|
||
Leasehold improvements
|
3-10
|
|
8,713
|
|
|
8,482
|
|
||
Construction in process
|
|
|
8,446
|
|
|
3,536
|
|
||
Total
|
|
|
81,031
|
|
|
72,895
|
|
||
Less accumulated depreciation and amortization
|
|
|
(52,095
|
)
|
|
(51,897
|
)
|
||
Property and equipment, net
|
|
|
$
|
28,936
|
|
|
$
|
20,998
|
|
6.
|
GOODWILL AND INTANGIBLE ASSETS
|
|
December 31, 2019
|
|
December 31, 2018
|
||||||||||||||||||||
|
Gross
|
|
Accumulated Amortization
|
|
Net
|
|
Gross
|
|
Accumulated Amortization
|
|
Net
|
||||||||||||
|
(In thousands)
|
||||||||||||||||||||||
Goodwill
|
$
|
24,783
|
|
|
$
|
—
|
|
|
$
|
24,783
|
|
|
$
|
24,783
|
|
|
$
|
—
|
|
|
$
|
24,783
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Intangible assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Other indefinite-lived intangibles
|
$
|
286
|
|
|
$
|
—
|
|
|
$
|
286
|
|
|
$
|
286
|
|
|
$
|
—
|
|
|
$
|
286
|
|
Intangible assets with finite lives:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Patents and licensed technology
|
—
|
|
|
—
|
|
|
—
|
|
|
1,665
|
|
|
(1,665
|
)
|
|
—
|
|
||||||
Developed technology
|
13,100
|
|
|
(3,093
|
)
|
|
10,007
|
|
|
13,100
|
|
|
(909
|
)
|
|
12,191
|
|
||||||
Customer relationships
|
23,100
|
|
|
(2,814
|
)
|
|
20,286
|
|
|
23,100
|
|
|
(271
|
)
|
|
22,829
|
|
||||||
Total purchased intangible assets
|
$
|
36,486
|
|
|
$
|
(5,907
|
)
|
|
$
|
30,579
|
|
|
$
|
38,151
|
|
|
$
|
(2,845
|
)
|
|
$
|
35,306
|
|
|
|
Years Ended December 31,
|
||||||
|
2019
|
|
2018
|
||||
|
(In thousands)
|
||||||
Developed technology, and patents and licensed technology
|
$
|
2,184
|
|
|
$
|
1,409
|
|
Customer relationships
|
2,543
|
|
|
271
|
|
||
Total amortization expense
|
$
|
4,727
|
|
|
$
|
1,680
|
|
7.
|
ACCRUED LIABILITIES
|
|
December 31,
2019 |
|
December 31,
2018 |
||||
|
(In thousands)
|
||||||
Salaries, commissions, incentive compensation and benefits
|
$
|
5,524
|
|
|
$
|
4,107
|
|
Customer rebates and sales incentives
|
24,198
|
|
|
8,527
|
|
||
Freight
|
4,908
|
|
|
7,286
|
|
||
Operating lease liabilities, current
|
3,170
|
|
|
—
|
|
||
Other
|
9,292
|
|
|
9,090
|
|
||
Total accrued liabilities
|
$
|
47,092
|
|
|
$
|
29,010
|
|
|
8.
|
WARRANTY OBLIGATIONS
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(In thousands)
|
||||||||||
Warranty obligations, beginning of period
|
$
|
31,294
|
|
|
$
|
29,816
|
|
|
$
|
31,414
|
|
Accruals for warranties issued during period
|
5,244
|
|
|
3,040
|
|
|
3,797
|
|
|||
Changes in estimates
|
8,591
|
|
|
6,515
|
|
|
(732
|
)
|
|||
Settlements
|
(10,881
|
)
|
|
(8,579
|
)
|
|
(7,037
|
)
|
|||
Increase due to accretion expense
|
2,326
|
|
|
1,989
|
|
|
2,053
|
|
|||
Other
|
524
|
|
|
(1,487
|
)
|
|
321
|
|
|||
Warranty obligations, end of period
|
37,098
|
|
|
31,294
|
|
|
29,816
|
|
|||
Less: current portion
|
(10,078
|
)
|
|
(8,083
|
)
|
|
(7,427
|
)
|
|||
Noncurrent
|
$
|
27,020
|
|
|
$
|
23,211
|
|
|
$
|
22,389
|
|
|
9.
|
FAIR VALUE MEASUREMENTS
|
•
|
Level 1—Valuations based on quoted prices in active markets for identical assets or liabilities that the Company is able to access. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of such assets or liabilities do not entail a significant degree of judgment.
|
•
|
Level 2—Valuations based on one or more quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.
|
•
|
Level 3—Valuations based on inputs that are unobservable and significant to the overall fair value measurement.
|
|
Fair Value
Hierarchy |
|
December 31,
2019 |
|
December 31,
2018 |
||||
|
|
|
(In thousands)
|
||||||
Warranty obligations
|
|
|
|
|
|
||||
Current
|
|
|
$
|
6,794
|
|
|
$
|
4,288
|
|
Non-current
|
|
|
13,012
|
|
|
7,469
|
|
||
Total warranty obligations measured at fair value
|
Level 3
|
|
$
|
19,806
|
|
|
$
|
11,757
|
|
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(In thousands)
|
||||||||||
Balance at beginning of period
|
$
|
11,757
|
|
|
$
|
9,791
|
|
|
$
|
10,332
|
|
Accruals for warranties issued during period
|
5,244
|
|
|
3,040
|
|
|
3,591
|
|
|||
Changes in estimates
|
6,167
|
|
|
2,455
|
|
|
(4,551
|
)
|
|||
Settlements
|
(6,212
|
)
|
|
(4,030
|
)
|
|
(1,956
|
)
|
|||
Increase due to accretion expense
|
2,326
|
|
|
1,989
|
|
|
2,053
|
|
|||
Other
|
524
|
|
|
(1,488
|
)
|
|
322
|
|
|||
Balance at end of period
|
$
|
19,806
|
|
|
$
|
11,757
|
|
|
$
|
9,791
|
|
|
|
|
|
|
|
Percent Used
(Weighted Average)
|
||
Item Measured at Fair Value
|
|
Valuation Technique
|
|
Description of Significant Unobservable Input
|
|
December 31,
2019 |
|
December 31,
2018 |
Warranty obligations for microinverters sold since January 1, 2014
|
|
Discounted cash flows
|
|
Profit element and risk premium
|
|
14%
|
|
16%
|
|
|
Credit-adjusted risk-free rate
|
|
16%
|
|
19%
|
10.
|
RESTRUCTURING
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(In thousands)
|
||||||||||
Redundancy and employee severance and benefit arrangements
|
$
|
1,575
|
|
|
$
|
2,228
|
|
|
$
|
2,827
|
|
Asset impairments
|
1,124
|
|
|
1,601
|
|
|
522
|
|
|||
Consultants engaged in restructuring activities
|
—
|
|
|
—
|
|
|
12,100
|
|
|||
Lease loss reserves
|
(100
|
)
|
|
300
|
|
|
1,468
|
|
|||
Total restructuring charges
|
$
|
2,599
|
|
|
$
|
4,129
|
|
|
$
|
16,917
|
|
|
|
Redundancy and Employee Severance and Benefits
|
|
Lease Loss Reserves and Contractual Obligations
|
|
Total
|
||||||
|
(In thousands)
|
||||||||||
Balance as of December 31, 2018
|
$
|
904
|
|
|
$
|
288
|
|
|
$
|
1,192
|
|
Charges
|
2,699
|
|
|
—
|
|
|
2,699
|
|
|||
Cash payments
|
(1,610
|
)
|
|
—
|
|
|
(1,610
|
)
|
|||
Non-cash settlement and other
|
(1,993
|
)
|
|
(288
|
)
|
|
(2,281
|
)
|
|||
Balance as of December 31, 2019
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Years Ended December 31,
|
||||||
|
2019
|
|
2018
|
||||
|
(In thousands)
|
||||||
Redundancy and employee severance and benefit arrangements
|
$
|
1,575
|
|
|
$
|
2,228
|
|
Asset impairments
|
1,124
|
|
|
1,636
|
|
||
Lease loss reserves
|
(100
|
)
|
|
340
|
|
||
Total restructuring charges
|
$
|
2,599
|
|
|
$
|
4,204
|
|
|
|
Employee Severance and Benefits
|
|
Lease Loss Reserves and Contractual Obligations
|
|
Total
|
||||||
|
(In thousands)
|
||||||||||
Balance as of December 31, 2017
|
229
|
|
|
1,094
|
|
|
1,323
|
|
|||
Charges and adjustments
|
—
|
|
|
(40
|
)
|
|
(40
|
)
|
|||
Cash payments and receipts, net
|
(229
|
)
|
|
537
|
|
|
308
|
|
|||
Balance as of December 31, 2018
|
—
|
|
|
$
|
1,591
|
|
|
1,591
|
|
||
Other (1)
|
—
|
|
|
(1,591
|
)
|
|
(1,591
|
)
|
|||
Balance as of December 31, 2019
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
(1)
|
Adoption of ASU 2016-02.
|
11.
|
DEBT
|
|
December 31,
2019 |
|
December 31,
2018 |
||||
|
(In thousands)
|
||||||
Convertible notes
|
|
|
|
||||
Notes due 2024
|
$
|
132,000
|
|
|
$
|
—
|
|
Less: unamortized discount and issuance costs
|
(35,815
|
)
|
|
—
|
|
||
Carrying amount of Notes due 2024
|
96,185
|
|
|
—
|
|
||
|
|
|
|
||||
Notes due 2023
|
5,000
|
|
|
65,000
|
|
||
Less: unamortized issuance costs
|
(143
|
)
|
|
(2,361
|
)
|
||
Carrying amount of Notes due 2023
|
4,857
|
|
|
62,639
|
|
||
|
|
|
|
||||
Term loan
|
—
|
|
|
41,524
|
|
||
Less: unamortized discount and issuance costs
|
—
|
|
|
(1,059
|
)
|
||
Carrying amount of term loan
|
—
|
|
|
40,465
|
|
||
|
|
|
|
||||
Sale of long-term financing receivable recorded as debt
|
4,501
|
|
|
6,679
|
|
||
Total carrying amount of debt
|
105,543
|
|
|
109,783
|
|
||
Less: current portion term loan
|
—
|
|
|
(25,417
|
)
|
||
Less: current portion of long-term financing receivable recorded as debt
|
(2,884
|
)
|
|
(2,738
|
)
|
||
Long-term debt
|
$
|
102,659
|
|
|
$
|
81,628
|
|
|
|
|
Year Ended December 31, 2019
|
||
|
(In thousands)
|
||
Contractual interest expense
|
$
|
759
|
|
Amortization of debt discount
|
3,492
|
|
|
Amortization of debt issuance costs
|
375
|
|
|
Total interest cost recognized
|
$
|
4,626
|
|
|
|
Years Ended December 31,
|
||||||
|
2019
|
|
2018
|
||||
|
(In thousands)
|
||||||
Contractual interest expense
|
$
|
1,226
|
|
|
$
|
975
|
|
Amortization of debt issuance costs
|
245
|
|
|
193
|
|
||
Total interest costs recognized
|
$
|
1,471
|
|
|
$
|
1,168
|
|
|
12.
|
COMMITMENTS AND CONTINGENT LIABILITIES
|
|
Year Ended December 31, 2019
|
||
|
(In thousands)
|
||
Operating lease costs
|
$
|
4,041
|
|
|
December 31,
2019 |
||
|
(In thousands)
|
||
Operating lease liabilities, current (Accrued liabilities)
|
$
|
3,170
|
|
Operating lease liabilities, noncurrent (Other liabilities)
|
9,542
|
|
|
Total operating lease liabilities
|
$
|
12,712
|
|
|
|
||
Supplemental lease information:
|
|
||
Weighted average remaining lease term
|
5.5 years
|
||
Weighted average discount rate
|
8.6%
|
|
Year Ended December 31, 2019
|
||
|
(In thousands)
|
||
Cash paid for amounts included in the measurement of lease liabilities:
|
|
||
Operating cash flows from operating leases
|
$
|
3,636
|
|
|
|
||
Non-cash investing activities:
|
|
||
Lease liabilities arising from obtaining right-of-use assets
|
$
|
4,834
|
|
|
|
Lease Amounts
|
||
|
(In thousands)
|
||
Year:
|
|
||
2020
|
$
|
4,156
|
|
2021
|
4,238
|
|
|
2022
|
2,927
|
|
|
2023
|
2,188
|
|
|
2024
|
921
|
|
|
2025 and thereafter
|
740
|
|
|
Total lease payments
|
15,170
|
|
|
Less: imputed lease interest
|
(2,458
|
)
|
|
Total lease liabilities
|
$
|
12,712
|
|
|
Lease Amounts
|
||
|
(In thousands)
|
||
Year:
|
|
||
2019
|
$
|
3,738
|
|
2020
|
3,532
|
|
|
2021
|
3,276
|
|
|
2022
|
1,810
|
|
|
2023
|
945
|
|
|
Thereafter
|
1,252
|
|
|
Total
|
14,553
|
|
|
Sublease income to be recognized in the future under noncancelable subleases
|
(922
|
)
|
|
Net operating lease minimum payments
|
$
|
13,631
|
|
|
13.
|
SALE OF COMMON STOCK
|
14.
|
STOCK-BASED COMPENSATION
|
|
•
|
Expected term—The expected term of the option awards represents the period of time between the grant date of the option awards and the date the option awards are either exercised, converted or canceled, including an estimate for those option awards still outstanding. The Company used the simplified method, as permitted by the SEC for companies with a limited history of stock option exercise activity, to determine the expected term for its option grants.
|
•
|
Expected volatility—The expected volatility was calculated based on the Company’s historical stock prices, supplemented as necessary with historical volatility of the common stock of several peer companies with characteristics similar to those of the Company.
|
•
|
Risk-free interest rate—The risk-free interest rate was based on the U.S. Treasury yield curve in effect at the time of grant and with a maturity that approximated the Company’s expected term.
|
•
|
Dividend yield—The dividend yield was based on the Company’s dividend history and the anticipated dividend payout over its expected term.
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Weighted average grant date fair value
|
$
|
9.16
|
|
|
$
|
2.83
|
|
|
$
|
0.76
|
|
Expected term (in years)
|
3.8
|
|
|
4.0
|
|
|
4.4
|
|
|||
Expected volatility
|
89.1
|
%
|
|
88.5
|
%
|
|
83.9
|
%
|
|||
Annual risk-free rate of return
|
2.1
|
%
|
|
2.6
|
%
|
|
1.8
|
%
|
|||
Dividend yield
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(In thousands)
|
||||||||||
Cost of revenues
|
$
|
1,650
|
|
|
$
|
1,071
|
|
|
$
|
1,072
|
|
Research and development
|
4,897
|
|
|
2,940
|
|
|
2,573
|
|
|||
Sales and marketing
|
5,678
|
|
|
3,074
|
|
|
1,157
|
|
|||
General and administrative
|
7,216
|
|
|
4,347
|
|
|
1,925
|
|
|||
Restructuring
|
735
|
|
|
—
|
|
|
—
|
|
|||
Total
|
$
|
20,176
|
|
|
$
|
11,432
|
|
|
$
|
6,727
|
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(In thousands)
|
||||||||||
Stock options, RSUs, and PSUs
|
$
|
19,216
|
|
|
$
|
10,691
|
|
|
$
|
5,559
|
|
Employee stock purchase plan
|
960
|
|
|
741
|
|
|
1,168
|
|
|||
Total
|
$
|
20,176
|
|
|
$
|
11,432
|
|
|
$
|
6,727
|
|
|
|
Number of
Shares Outstanding |
|
Weighted-
Average Exercise Price per Share |
|
Weighted-
Average Remaining Contractual Term |
|
Aggregate
Intrinsic Value (1) |
|||||
|
(In thousands)
|
|
|
|
(Years)
|
|
(In thousands)
|
|||||
Outstanding at December 31, 2016
|
8,730
|
|
|
$
|
4.55
|
|
|
|
|
|
||
Granted
|
4,500
|
|
|
1.22
|
|
|
|
|
|
|||
Exercised
|
(425
|
)
|
|
0.51
|
|
|
|
|
$
|
544
|
|
|
Canceled
|
(4,379
|
)
|
|
6.91
|
|
|
|
|
|
|||
Outstanding at December 31, 2017
|
8,426
|
|
|
$
|
1.77
|
|
|
|
|
|
||
Granted
|
213
|
|
|
4.43
|
|
|
|
|
|
|||
Exercised
|
(1,346
|
)
|
|
1.75
|
|
|
|
|
5,096
|
|
||
Canceled
|
(521
|
)
|
|
2.94
|
|
|
|
|
|
|||
Outstanding at December 31, 2018
|
6,772
|
|
|
$
|
1.76
|
|
|
|
|
|
||
Granted
|
43
|
|
|
14.58
|
|
|
|
|
|
|||
Exercised
|
(2,616
|
)
|
|
1.22
|
|
|
|
|
31,093
|
|
||
Canceled
|
(102
|
)
|
|
4.07
|
|
|
|
|
|
|||
Outstanding at December 31, 2019
|
4,097
|
|
|
$
|
2.18
|
|
|
4.3
|
|
$
|
98,103
|
|
Vested and expected to vest at December 31, 2019
|
4,097
|
|
|
$
|
2.18
|
|
|
4.3
|
|
$
|
98,103
|
|
Exercisable at December 31, 2019
|
2,887
|
|
|
$
|
2.44
|
|
|
4.1
|
|
$
|
68,397
|
|
|
|
(1)
|
The intrinsic value of options exercised is based upon the value of the Company’s stock at exercise. The intrinsic value of options outstanding, vested and expected to vest, and exercisable as of December 31, 2019 is based on the closing price of the Company’s stock fair value on December 31, 2019 or the earlier of the last trading day prior to December 31, 2019, if December 31, 2019 is a non-trading day. The Company’s stock fair value used in this computation was $26.13 per share.
|
|
|
Options Outstanding
|
|
Options Exercisable
|
||||||||||||
Range of Exercise Prices
|
|
Number of
Shares |
|
Weighted-
Average Remaining Life |
|
Weighted-
Average Exercise Price |
|
Number of
Shares |
|
Weighted-
Average Exercise Price |
||||||
|
|
(In thousands)
|
|
(Years)
|
|
|
|
(In thousands)
|
|
|
||||||
$0.64 —– $1.11
|
|
774
|
|
|
5.0
|
|
$
|
0.82
|
|
|
518
|
|
|
$
|
0.78
|
|
$1.29 —– $1.29
|
|
1,000
|
|
|
4.7
|
|
1.29
|
|
|
563
|
|
|
1.29
|
|
||
$1.31 —– $1.31
|
|
1,309
|
|
|
4.3
|
|
1.31
|
|
|
975
|
|
|
1.31
|
|
||
$1.37 —– $7.50
|
|
867
|
|
|
3.2
|
|
4.18
|
|
|
702
|
|
|
4.57
|
|
||
$7.68 —– $14.58
|
|
147
|
|
|
3.4
|
|
11.45
|
|
|
129
|
|
|
11.02
|
|
||
Total
|
|
4,097
|
|
|
4.3
|
|
$
|
2.18
|
|
|
2,887
|
|
|
$
|
2.44
|
|
|
|
Number of
Shares Outstanding |
|
Weighted-
Average Fair Value per Share at Grant Date |
|
Weighted-
Average Remaining Contractual Term |
|
Aggregate
Intrinsic Value (1) |
|||||
|
(In thousands)
|
|
|
|
(Years)
|
|
(In thousands)
|
|||||
Outstanding at December 31, 2016
|
606
|
|
|
$
|
9.33
|
|
|
|
|
|
||
Granted
|
5,418
|
|
|
1.46
|
|
|
|
|
|
|||
Vested
|
(885
|
)
|
|
3.81
|
|
|
|
|
$
|
932
|
|
|
Canceled
|
(1,634
|
)
|
|
1.90
|
|
|
|
|
|
|||
Outstanding at December 31, 2017
|
3,505
|
|
|
$
|
2.03
|
|
|
|
|
|
||
Granted
|
3,152
|
|
|
4.45
|
|
|
|
|
|
|||
Vested
|
(1,399
|
)
|
|
2.75
|
|
|
|
|
6,657
|
|
||
Canceled
|
(906
|
)
|
|
2.17
|
|
|
|
|
|
|||
Outstanding at December 31, 2018
|
4,352
|
|
|
$
|
3.52
|
|
|
|
|
|
||
Granted
|
2,112
|
|
|
11.50
|
|
|
|
|
|
|||
Vested
|
(1,707
|
)
|
|
3.87
|
|
|
|
|
27,156
|
|
||
Canceled
|
(494
|
)
|
|
4.81
|
|
|
|
|
|
|||
Outstanding at December 31, 2019
|
4,263
|
|
|
$
|
7.19
|
|
|
1.3
|
|
$
|
111,387
|
|
Expected to vest at December 31, 2019
|
4,263
|
|
|
$
|
7.19
|
|
|
1.3
|
|
$
|
111,387
|
|
|
|
(1)
|
The intrinsic value of RSUs vested is based upon the value of the Company’s stock when vested. The intrinsic value of RSUs outstanding and expected to vest as of December 31, 2019 is based on the closing price of the Company’s stock on December 31, 2019 or the earlier of the last trading day prior to December 31, 2019, if December 31, 2019 is a non-trading day. The Company’s stock fair value used in this computation was $26.13 per share.
|
|
|
Number of
Shares Outstanding |
|
Weighted-
Average Fair Value per Share at Grant Date |
|
Weighted-
Average Remaining Contractual Term |
|
Aggregate
Intrinsic Value (1) |
|||||
|
(In thousands)
|
|
|
|
(Years)
|
|
(In thousands)
|
|||||
Outstanding at December 31, 2017
|
—
|
|
|
|
|
|
|
|
||||
Granted
|
1,477
|
|
|
$
|
4.65
|
|
|
|
|
|
||
Vested
|
—
|
|
|
|
|
|
|
|
||||
Canceled
|
(147
|
)
|
|
|
|
|
|
|
||||
Outstanding at December 31, 2018
|
1,330
|
|
|
$
|
4.66
|
|
|
|
|
|
||
Granted
|
1,052
|
|
|
9.48
|
|
|
|
|
|
|||
Vested
|
(1,063
|
)
|
|
4.62
|
|
|
|
|
$
|
10,818
|
|
|
Canceled
|
(364
|
)
|
|
5.16
|
|
|
|
|
|
|||
Outstanding at December 31, 2019
|
955
|
|
|
$
|
9.83
|
|
|
0.2
|
|
$
|
24,952
|
|
|
|
(1)
|
The intrinsic value of PSUs vested is based upon the value of the Company’s stock when vested. The intrinsic value of PSUs outstanding and expected to vest as of December 31, 2019 is based on the closing price of the Company’s stock on December 31, 2019 or the earlier of the last trading day prior to December 31, 2019, if December 31, 2019 is a non-trading day. The Company’s stock fair value used in this computation was $26.13 per share.
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Proceeds from common stock issued under ESPP
|
$
|
1,692
|
|
|
$
|
397
|
|
|
$
|
313
|
|
Shares of common stock issued
|
315
|
|
|
439
|
|
|
478
|
|
|||
Weighted-average price per share
|
$
|
5.37
|
|
|
$
|
0.90
|
|
|
$
|
0.65
|
|
|
15.
|
INCOME TAXES
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(In thousands)
|
||||||||||
United States
|
$
|
85,520
|
|
|
$
|
(14,322
|
)
|
|
$
|
(47,882
|
)
|
Foreign
|
4,594
|
|
|
4,093
|
|
|
2,541
|
|
|||
Income (loss) before income taxes
|
$
|
90,114
|
|
|
$
|
(10,229
|
)
|
|
$
|
(45,341
|
)
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(In thousands)
|
||||||||||
Current:
|
|
|
|
|
|
||||||
Federal
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
State
|
327
|
|
|
42
|
|
|
21
|
|
|||
Foreign
|
1,589
|
|
|
1,233
|
|
|
1,224
|
|
|||
|
1,916
|
|
|
1,275
|
|
|
1,245
|
|
|||
Deferred:
|
|
|
|
|
|
||||||
Federal
|
(56,959
|
)
|
|
(35
|
)
|
|
(1,092
|
)
|
|||
State
|
(17,458
|
)
|
|
(21
|
)
|
|
(21
|
)
|
|||
Foreign
|
1,467
|
|
|
179
|
|
|
(281
|
)
|
|||
|
(72,950
|
)
|
|
123
|
|
|
(1,394
|
)
|
|||
Income taxes (benefit) provision
|
$
|
(71,034
|
)
|
|
$
|
1,398
|
|
|
$
|
(149
|
)
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(In thousands)
|
||||||||||
Income tax (benefit) provision at statutory federal rate
|
$
|
18,929
|
|
|
$
|
(2,148
|
)
|
|
$
|
(15,416
|
)
|
State taxes, net of federal benefit
|
(17,197
|
)
|
|
17
|
|
|
(64
|
)
|
|||
Change in valuation allowance
|
(71,300
|
)
|
|
8,198
|
|
|
(20,571
|
)
|
|||
Foreign tax rate and tax law differential
|
1,206
|
|
|
313
|
|
|
(133
|
)
|
|||
Tax credits
|
(1,803
|
)
|
|
(378
|
)
|
|
(382
|
)
|
|||
Stock-based compensation
|
(8,072
|
)
|
|
(953
|
)
|
|
761
|
|
|||
Other permanent items
|
31
|
|
|
235
|
|
|
479
|
|
|||
Other nondeductible/nontaxable items
|
2,765
|
|
|
(5,112
|
)
|
|
930
|
|
|||
Uncertain tax positions
|
504
|
|
|
107
|
|
|
106
|
|
|||
Tax law changes
|
—
|
|
|
—
|
|
|
34,141
|
|
|||
GILTI
|
1,086
|
|
|
917
|
|
|
—
|
|
|||
Section 162(m)
|
2,817
|
|
|
202
|
|
|
—
|
|
|||
Income tax (benefit) provision
|
$
|
(71,034
|
)
|
|
$
|
1,398
|
|
|
$
|
(149
|
)
|
|
|
December 31,
|
||||||
|
2019
|
|
2018
|
||||
Deferred tax assets:
|
|
|
|
||||
Allowances and reserves
|
$
|
10,726
|
|
|
$
|
10,022
|
|
Net operating loss and tax credit carryforwards
|
54,369
|
|
|
71,568
|
|
||
Stock-based compensation
|
3,753
|
|
|
3,662
|
|
||
Deferred revenue
|
16,736
|
|
|
19,562
|
|
||
Fixed assets and intangibles
|
2,720
|
|
|
3,836
|
|
||
Sec. 163(j) interest carryforward
|
—
|
|
|
2,064
|
|
||
Other
|
1,109
|
|
|
2,084
|
|
||
Subtotal
|
89,413
|
|
|
112,798
|
|
||
Less valuation allowance
|
—
|
|
|
(98,631
|
)
|
||
Total deferred tax assets, net of valuation allowance
|
89,413
|
|
|
14,167
|
|
||
Deferred tax liabilities:
|
|
|
|
||||
Goodwill
|
(1,368
|
)
|
|
(1,070
|
)
|
||
Unremitted foreign earnings
|
(5
|
)
|
|
(16
|
)
|
||
Deferred cost of goods sold
|
(14,374
|
)
|
|
(12,655
|
)
|
||
Total deferred tax liabilities
|
(15,747
|
)
|
|
(13,741
|
)
|
||
Net deferred tax asset
|
$
|
73,666
|
|
|
$
|
426
|
|
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Unrecognized tax benefits—at beginning of year
|
$
|
6,325
|
|
|
$
|
6,106
|
|
|
$
|
6,016
|
|
Decreases in balances related to tax positions taken in prior years
|
(370
|
)
|
|
—
|
|
|
(135
|
)
|
|||
Increases in balances related to tax positions taken in current year
|
771
|
|
|
329
|
|
|
306
|
|
|||
Lapses in statutes of limitations
|
(137
|
)
|
|
(110
|
)
|
|
(81
|
)
|
|||
Unrecognized tax benefits—at end of year
|
$
|
6,589
|
|
|
$
|
6,325
|
|
|
$
|
6,106
|
|
16.
|
CONCENTRATION OF CREDIT RISK AND MAJOR CUSTOMERS
|
17.
|
NET INCOME (LOSS) PER SHARE
|
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(In thousands, except per share data)
|
||||||||||
Numerator:
|
|
|
|
|
|
||||||
Net income (loss)
|
$
|
161,148
|
|
|
$
|
(11,627
|
)
|
|
$
|
(45,192
|
)
|
Notes due 2023 interest and financing costs, net
|
1,088
|
|
|
—
|
|
|
—
|
|
|||
Adjusted net income (loss)
|
$
|
162,236
|
|
|
$
|
(11,627
|
)
|
|
$
|
(45,192
|
)
|
|
|
|
|
|
|
||||||
Denominator:
|
|
|
|
|
|
||||||
Shares used in basic per share amounts:
|
|
|
|
|
|
||||||
Weighted average common shares outstanding
|
116,713
|
|
|
99,619
|
|
|
82,939
|
|
|||
|
|
|
|
|
|
||||||
Shares used in diluted per share amounts:
|
|
|
|
|
|
||||||
Weighted average common shares outstanding
|
116,713
|
|
|
99,619
|
|
|
82,939
|
|
|||
Effect of dilutive securities:
|
|
|
|
|
|
||||||
Employee stock-based awards
|
8,964
|
|
|
—
|
|
|
—
|
|
|||
Warrants
|
—
|
|
|
—
|
|
|
—
|
|
|||
Notes due 2024
|
451
|
|
|
—
|
|
|
—
|
|
|||
Notes due 2023
|
5,516
|
|
|
—
|
|
|
—
|
|
|||
Weighted average common shares outstanding for diluted calculation
|
131,644
|
|
|
99,619
|
|
|
82,939
|
|
|||
|
|
|
|
|
|
||||||
Basic and diluted net income (loss) per share
|
|
|
|
|
|
||||||
Net income (loss) per share, basic
|
$
|
1.38
|
|
|
$
|
(0.12
|
)
|
|
$
|
(0.54
|
)
|
Net income (loss) per share, diluted
|
$
|
1.23
|
|
|
$
|
(0.12
|
)
|
|
$
|
(0.54
|
)
|
|
Years Ended December 31,
|
|||||||
|
2019
|
|
2018
|
|
2017
|
|||
|
(In thousands)
|
|||||||
Employee stock options
|
27
|
|
|
7,710
|
|
|
8,433
|
|
RSUs and PSUs
|
158
|
|
|
5,273
|
|
|
3,029
|
|
Warrants to purchase common stock
|
300
|
|
|
—
|
|
|
1,083
|
|
Notes due 2023
|
—
|
|
|
11,701
|
|
|
—
|
|
Total
|
485
|
|
|
24,684
|
|
|
12,545
|
|
|
18.
|
SEGMENT AND GEOGRAPHIC INFORMATION
|
|
December 31,
|
||||||
|
2019
|
|
2018
|
||||
|
(In thousands)
|
||||||
United States
|
$
|
16,754
|
|
|
$
|
13,146
|
|
China
|
4,635
|
|
|
5,504
|
|
||
Mexico
|
3,510
|
|
|
—
|
|
||
Other
|
4,037
|
|
|
2,348
|
|
||
Total
|
$
|
28,936
|
|
|
$
|
20,998
|
|
|
19.
|
RELATED PARTY
|
|
20.
|
ACQUISITION
|
Cash consideration
|
|
$
|
25,000
|
|
Common stock issued
|
|
32,319
|
|
|
Total
|
|
$
|
57,319
|
|
Intangible assets
|
|
$
|
36,200
|
|
Goodwill
|
|
21,119
|
|
|
Net assets acquired
|
|
$
|
57,319
|
|
|
|
Preliminary Fair Value
|
|
Useful Life
|
||
|
|
(In thousands)
|
|
(Years)
|
||
Developed technology
|
|
$
|
13,100
|
|
|
6
|
Customer relationship
|
|
23,100
|
|
|
9
|
|
Total identifiable intangible assets
|
|
$
|
36,200
|
|
|
|
|
|
Cash Purchase Price
|
|
Issuance of Common Stock
|
|
Total Consideration
|
|
% of Total Consideration
|
|||||||
|
(In thousands)
|
|||||||||||||
Developed technology and goodwill
|
$
|
15,000
|
|
|
$
|
19,219
|
|
|
$
|
34,219
|
|
|
60
|
%
|
Customer relationship
|
10,000
|
|
|
13,100
|
|
|
23,100
|
|
|
40
|
%
|
|||
Total consideration
|
$
|
25,000
|
|
|
$
|
32,319
|
|
|
$
|
57,319
|
|
|
100
|
%
|
|
|
Three Months Ended
|
||||||||||||||
|
March 31, 2019
|
|
June 30, 2019
|
|
September 30, 2019
|
|
December 31, 2019
|
||||||||
Net revenues
|
$
|
100,150
|
|
|
$
|
134,094
|
|
|
$
|
180,057
|
|
|
$
|
210,032
|
|
Cost of revenues
|
66,811
|
|
|
88,775
|
|
|
115,351
|
|
|
132,151
|
|
||||
Gross profit
|
33,339
|
|
|
45,319
|
|
|
64,706
|
|
|
77,881
|
|
||||
Operating expenses:
|
|
|
|
|
|
|
|
||||||||
Research and development
|
8,524
|
|
|
9,604
|
|
|
11,085
|
|
|
11,168
|
|
||||
Sales and marketing
|
7,433
|
|
|
9,054
|
|
|
9,551
|
|
|
10,690
|
|
||||
General and administrative
|
9,880
|
|
|
8,583
|
|
|
9,895
|
|
|
10,450
|
|
||||
Restructuring charges
|
368
|
|
|
631
|
|
|
469
|
|
|
1,131
|
|
||||
Total operating expenses
|
26,205
|
|
|
27,872
|
|
|
31,000
|
|
|
33,439
|
|
||||
Income from operations
|
7,134
|
|
|
17,447
|
|
|
33,706
|
|
|
44,442
|
|
||||
Other expense, net
|
|
|
|
|
|
|
|
||||||||
Interest Income
|
211
|
|
|
593
|
|
|
894
|
|
|
815
|
|
||||
Interest expense
|
(3,751
|
)
|
|
(1,351
|
)
|
|
(2,286
|
)
|
|
(2,303
|
)
|
||||
Other income (expense)
|
(481
|
)
|
|
(5,480
|
)
|
|
(943
|
)
|
|
1,467
|
|
||||
Total other expense, net
|
(4,021
|
)
|
|
(6,238
|
)
|
|
(2,335
|
)
|
|
(21
|
)
|
||||
Income before income taxes
|
3,113
|
|
|
11,209
|
|
|
31,371
|
|
|
44,421
|
|
||||
Income tax benefit (provision)
|
(348
|
)
|
|
(591
|
)
|
|
(272
|
)
|
|
72,245
|
|
||||
Net income
|
$
|
2,765
|
|
|
$
|
10,618
|
|
|
$
|
31,099
|
|
|
$
|
116,666
|
|
Net income per share, basic
|
$
|
0.03
|
|
|
$
|
0.09
|
|
|
$
|
0.25
|
|
|
$
|
0.95
|
|
Net income per share, diluted
|
$
|
0.02
|
|
|
$
|
0.08
|
|
|
$
|
0.23
|
|
|
$
|
0.88
|
|
|
|
Three Months Ended
|
||||||||||||||
|
March 31, 2018
|
|
June 30, 2018
|
|
September 30, 2018
|
|
December 31, 2018
|
||||||||
Net revenues
|
$
|
69,972
|
|
|
$
|
75,896
|
|
|
$
|
78,002
|
|
|
$
|
92,289
|
|
Cost of revenues
|
51,657
|
|
|
53,195
|
|
|
52,738
|
|
|
64,124
|
|
||||
Gross profit
|
18,315
|
|
|
22,701
|
|
|
25,264
|
|
|
28,165
|
|
||||
Operating expenses:
|
|
|
|
|
|
|
|
||||||||
Research and development
|
7,620
|
|
|
9,462
|
|
|
8,165
|
|
|
7,340
|
|
||||
Sales and marketing
|
6,227
|
|
|
6,828
|
|
|
7,375
|
|
|
6,617
|
|
||||
General and administrative
|
6,943
|
|
|
6,969
|
|
|
7,510
|
|
|
7,664
|
|
||||
Restructuring charges
|
—
|
|
|
—
|
|
|
2,588
|
|
|
1,541
|
|
||||
Total operating expenses
|
20,790
|
|
|
23,259
|
|
|
25,638
|
|
|
23,162
|
|
||||
Income (loss) from operations
|
(2,475
|
)
|
|
(558
|
)
|
|
(374
|
)
|
|
5,003
|
|
||||
Other expense, net
|
|
|
|
|
|
|
|
||||||||
Interest income
|
93
|
|
|
154
|
|
|
321
|
|
|
490
|
|
||||
Interest expense
|
(2,385
|
)
|
|
(2,423
|
)
|
|
(2,790
|
)
|
|
(3,095
|
)
|
||||
Other expense, net
|
(126
|
)
|
|
(572
|
)
|
|
(379
|
)
|
|
(1,113
|
)
|
||||
Total other expense, net
|
(2,418
|
)
|
|
(2,841
|
)
|
|
(2,848
|
)
|
|
(3,718
|
)
|
||||
Income (loss) before income taxes
|
(4,893
|
)
|
|
(3,399
|
)
|
|
(3,222
|
)
|
|
1,285
|
|
||||
Provision for income taxes
|
(235
|
)
|
|
(339
|
)
|
|
(248
|
)
|
|
(576
|
)
|
||||
Net income (loss)
|
$
|
(5,128
|
)
|
|
$
|
(3,738
|
)
|
|
$
|
(3,470
|
)
|
|
$
|
709
|
|
Net income (loss) per share, basic
|
$
|
(0.06
|
)
|
|
$
|
(0.04
|
)
|
|
$
|
(0.03
|
)
|
|
$
|
0.01
|
|
Net income (loss) per diluted share
|
$
|
(0.06
|
)
|
|
$
|
(0.04
|
)
|
|
$
|
(0.03
|
)
|
|
$
|
0.01
|
|
|
|
|
|
|
|
|
|
|
Incorporation by Reference
|
||||||
Exhibit Number
|
|
Exhibit Description
|
|
Form
|
|
SEC File No.
|
|
Exhibit
|
|
Filing Date
|
|
Filed Herewith
|
|
|
8-K
|
|
001-35480
|
|
2.1
|
|
6/12/2018
|
|
|
||
|
|
8-K
|
|
001-35480
|
|
3.1
|
|
4/6/2012
|
|
|
||
|
|
10-Q
|
|
001-35480
|
|
3.1
|
|
8/9/2017
|
|
|
||
|
|
10-Q
|
|
001-35480
|
|
2.1
|
|
8/6/2018
|
|
|
||
|
|
S-1/A
|
|
333-174925
|
|
3.5
|
|
3/12/2012
|
|
|
||
|
|
S-1/A
|
|
333-174925
|
|
4.1
|
|
3/12/2012
|
|
|
||
|
|
8-K
|
|
001-35480
|
|
4.1
|
|
8/17/2018
|
|
|
||
|
|
8-K
|
|
001-35480
|
|
4.1
|
|
8/17/2018
|
|
|
||
|
|
8-K
|
|
001-35480
|
|
4.1
|
|
6/5/2019
|
|
|
||
|
|
8-K
|
|
001-35480
|
|
4.1
|
|
6/5/2019
|
|
|
||
|
|
|
|
|
|
|
|
|
|
X
|
||
10.1+
|
|
|
S-1/A
|
|
333-174925
|
|
10.1
|
|
8/24/2011
|
|
|
|
10.2+
|
|
|
S-8
|
|
333-181382
|
|
99.1
|
|
5/14/2012
|
|
|
|
10.3+
|
|
|
DEF 14A
|
|
001-35480
|
|
Appendix A
|
|
3/18/2016
|
|
|
|
10.4+
|
|
|
DEF 14A
|
|
001-35480
|
|
Appendix A
|
|
3/31/2017
|
|
|
|
|
|
|
|
|
|
Incorporation by Reference
|
||||||
Exhibit Number
|
|
Exhibit Description
|
|
Form
|
|
SEC File No.
|
|
Exhibit
|
|
Filing Date
|
|
Filed Herewith
|
10.5†
|
|
|
S-1
|
|
333-174925
|
|
10.16
|
|
6/15/2011
|
|
|
|
|
|
10-Q
|
|
001-35480
|
|
10.3
|
|
11/2/2016
|
|
|
||
|
|
S-1
|
|
333-174925
|
|
10.17
|
|
6/15/2011
|
|
|
||
|
|
10-Q
|
|
001-35480
|
|
10.4
|
|
11/2/2016
|
|
|
||
|
|
S-1
|
|
333-174925
|
|
10.18
|
|
6/15/2011
|
|
|
||
|
|
10-Q
|
|
001-35480
|
|
10.1
|
|
5/6/2015
|
|
|
||
|
|
S-1
|
|
333-174925
|
|
10.20
|
|
6/15/2011
|
|
|
||
|
|
S-1
|
|
333-174925
|
|
10.21
|
|
6/15/2011
|
|
|
||
|
|
10-Q
|
|
001-35480
|
|
10.28
|
|
5/8/2013
|
|
|
||
|
|
8-K
|
|
001-35480
|
|
10.1
|
|
12/5/2017
|
|
|
||
|
|
10-Q
|
|
001-35480
|
|
10.50
|
|
5/8/2013
|
|
|
||
|
|
8-K
|
|
001-35480
|
|
10.1
|
|
1/10/2017
|
|
|
||
|
|
10-Q
|
|
001-35480
|
|
10.1
|
|
8/6/2018
|
|
|
||
|
|
8-K
|
|
001-35480
|
|
10.2
|
|
8/17/2018
|
|
|
||
|
|
8-K
|
|
001-35480
|
|
10.1
|
|
2/6/2019
|
|
|
||
|
|
SC 13D
|
|
005-86790
|
|
SC 13D
|
|
8/20/2018
|
|
|
|
|
|
|
|
|
|
Incorporation by Reference
|
||||||
Exhibit Number
|
|
Exhibit Description
|
|
Form
|
|
SEC File No.
|
|
Exhibit
|
|
Filing Date
|
|
Filed Herewith
|
|
|
8-K/A
|
|
001-35480
|
|
99.1
|
|
10/23/2018
|
|
|
||
|
|
10-K
|
|
001-34166
|
|
10.74
|
|
2/14/2019
|
|
|
||
|
|
10-K
|
|
001-35480
|
|
10.45
|
|
3/15/2019
|
|
|
||
|
|
8-K
|
|
001-35480
|
|
10.2
|
|
6/5/2019
|
|
|
||
|
|
8-K
|
|
001-35480
|
|
10.3
|
|
6/5/2019
|
|
|
||
|
|
10-Q
|
|
001-35480
|
|
10.4
|
|
7/30/2019
|
|
|
||
|
|
|
|
|
|
|
|
|
|
X
|
||
|
|
|
|
|
|
|
|
|
|
X
|
||
|
|
|
|
|
|
|
|
|
|
X
|
||
|
|
|
|
|
|
|
|
|
|
X
|
||
|
|
|
|
|
|
|
|
|
|
X
|
||
32.1*
|
|
|
|
|
|
|
|
|
|
|
X
|
|
101.INS
|
|
XBRL Instance Document.
|
|
|
|
|
|
|
|
|
|
X
|
101.SCH
|
|
XBRL Taxonomy Extension Schema Document.
|
|
|
|
|
|
|
|
|
|
X
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document.
|
|
|
|
|
|
|
|
|
|
X
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document.
|
|
|
|
|
|
|
|
|
|
X
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase Document.
|
|
|
|
|
|
|
|
|
|
X
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Document.
|
|
|
|
|
|
|
|
|
|
X
|
104
|
|
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibits 101)
|
|
|
|
|
|
|
|
|
|
X
|
|
|
+
|
Management compensatory plan or arrangement.
|
†
|
Confidential treatment has been granted for certain portions of this exhibit. Omitted information has been filed separately with the Securities and Exchange Commission.
|
*
|
The certifications attached as Exhibit 32.1 accompany this quarterly report on Form 10-K pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, and shall not be deemed “filed” by Enphase Energy, Inc. for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.
|
|
|
|
Enphase Energy, Inc.
|
|
|
|
|
|
|
|
By:
|
/s/ BADRINARAYANAN KOTHANDARAMAN
|
|
|
|
Badrinarayanan Kothandaraman
|
|
|
|
President and Chief Executive Officer
|
Signature
|
|
Title
|
|
Date
|
|
|
|
|
|
/s/ BADRINARAYANAN KOTHANDARAMAN
|
|
President and Chief Executive Officer
(Principal Executive Officer) |
|
February 21, 2020
|
Badrinarayanan Kothandaraman
|
|
|
|
|
|
|
|
|
|
/s/ ERIC BRANDERIZ
|
|
Executive Vice President and Chief Financial Officer
(Principal Financial Officer) |
|
February 21, 2020
|
Eric Branderiz
|
|
|
|
|
|
|
|
|
|
/s/ MANDY YANG
|
|
Vice President, Chief Accounting Officer and Treasurer
(Principal Accounting Officer) |
|
February 21, 2020
|
Mandy Yang
|
|
|
|
|
|
|
|
|
|
/s/ STEVEN J. GOMO
|
|
Director
|
|
February 21, 2020
|
Steven J. Gomo
|
|
|
|
|
|
|
|
|
|
/s/ BENJAMIN KORTLANG
|
|
Director
|
|
February 21, 2020
|
Benjamin Kortlang
|
|
|
|
|
|
|
|
|
|
/s/ RICHARD MORA
|
|
Director
|
|
February 21, 2020
|
Richard Mora
|
|
|
|
|
|
|
|
|
|
/s/ THURMAN JOHN RODGERS
|
|
Director
|
|
February 21, 2020
|
Thurman John Rodgers
|
|
|
|
|
|
•
|
before such date, the board of directors of the corporation approved either the business combination or the transaction that resulted in the stockholder becoming an interested stockholder;
|
•
|
upon closing of the transaction that resulted in the stockholder becoming an interested stockholder, the interested stockholder owned at least 85% of the voting stock of the corporation outstanding at the time the transaction began, excluding for purposes of determining the voting stock outstanding (but not the outstanding voting stock owned by the interested stockholder) those shares owned by (1) persons who are directors and also officers and (2) employee stock plans in which employee participants do not have the right to determine confidentially whether shares held subject to the plan will be tendered in a tender or exchange offer; or
|
•
|
on or after such date, the business combination is approved by the board of directors and authorized at an annual or special meeting of the stockholders, and not by written consent, by the affirmative vote of at least 66 2/3% of the outstanding voting stock that is not owned by the interested stockholder.
|
•
|
any merger or consolidation involving the corporation and the interested stockholder;
|
•
|
any sale, transfer, pledge or other disposition of 10% or more of the assets of the corporation involving the interested stockholder;
|
•
|
subject to certain exceptions, any transaction that results in the issuance or transfer by the corporation of any stock of the corporation to the interested stockholder;
|
•
|
any transaction involving the corporation that has the effect of increasing the proportionate share of the stock or any class or series of the corporation beneficially owned by the interested stockholder; or
|
•
|
the receipt by the interested stockholder of the benefit of any loss, advances, guarantees, pledges or other financial benefits by or through the corporation.
|
Enphase Energy Australia Pty. Ltd., an Australian corporation.
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||
Enphase Energy Canada, Inc., a Canadian corporation.
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Enphase Energy S.A.S., a French corporation.
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Enphase Energy NL B.V., a Dutch private limited liability company.
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Enphase Energy New Zealand Limited, a New Zealand corporation.
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Enphase International LLC, a Delaware corporation
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Enphase Solar Energy Private Limited, an Indian private company.
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1.
|
I have reviewed this Form 10-K of Enphase Energy, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15(d)-15(f)) for the registrant and have:
|
a.
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
|
/s/ BADRINARAYANAN KOTHANDARAMAN
|
|
Badrinarayanan Kothandaraman
|
|
President and Chief Executive Officer
(Principal Executive Officer) |
1.
|
I have reviewed this Form 10-K of Enphase Energy, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15(d)-15(f)) for the registrant and have:
|
a.
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
|
/s/ ERIC BRANDERIZ
|
|
Eric Branderiz
|
|
Executive Vice President and Chief Financial Officer
(Principal Financial Officer) |
/s/ BADRINARAYANAN KOTHANDARAMAN
|
|
/s/ ERIC BRANDERIZ
|
Badrinarayanan Kothandaraman
|
|
Eric Branderiz
|
President and Chief Executive Officer
|
|
Executive Vice President and Chief Financial Officer
|