Document


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
FORM 8-K
 
 
Current Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
February 4, 2019
 
Date of Report (Date of earliest event reported)
  
HARMONIC INC.
(Exact name of Registrant as specified in its charter)
 
 
Delaware
000-25826
77-0201147
(State or other jurisdiction of
incorporation or organization)
Commission
File Number
(I.R.S. Employer
Identification Number)
4300 North First Street
San Jose, CA 95134
(408) 542-2500
(Address, including zip code, and telephone number, including area code, of Registrant’s principal executive offices)
 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
¨

Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐




Item 2.02.
Results of Operations and Financial Condition.
On February 4, 2019, Harmonic Inc. (“Harmonic”) issued a press release regarding its preliminary unaudited financial results for the quarter and year ended December 31, 2018. In the press release, Harmonic also announced that it would be holding a conference call on February 4, 2019 to discuss its financial results for the quarter and year ended December 31, 2018. A copy of the press release is furnished as Exhibit 99.1 hereto, and the information in Exhibit 99.1 is incorporated herein by reference.
The information in this Item 2.02 of this Current Report on Form 8-K and Exhibit 99.1 attached hereto is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, and this Item 2.02 of this Current Report on Form 8-K and Exhibit 99.1 furnished herewith shall not be incorporated by reference into any filing by Harmonic under the Securities Act of 1933, as amended (the “Securities Act”), or under the Exchange Act.
 
Item 9.01.
Financial Statements and Exhibits.
(d)
Exhibits.
Exhibit
Number
  
Description
99.1

  
Press release of Harmonic Inc. dated February 4, 2019, entitled “Harmonic Announces Fourth Quarter and Fiscal 2018 Results.”

EXHIBIT INDEX
 
 
 
Exhibit
Number
  
Description
99.1

  


2



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
 
 
 
 
 
Date: February 4, 2019
 
 
 
HARMONIC INC.
 
 
 
 
 
 
 
 
By:
 
/s/ Sanjay Kalra
 
 
 
 
 
 
Sanjay Kalra
 
 
 
 
 
 
Chief Financial Officer



3
Exhibit


Exhibit 99.1
http://api.tenkwizard.com/cgi/image?quest=1&rid=23&ipage=12673450&doc=3
http://api.tenkwizard.com/cgi/image?quest=1&rid=23&ipage=12673450&doc=4
FOR IMMEDIATE RELEASE
Harmonic Announces Fourth Quarter and Fiscal 2018 Results
Revenue Up 13% Year Over Year
SAN JOSE, California, February 4, 2019 - Harmonic Inc. (NASDAQ: HLIT) today announced its unaudited results for the fourth quarter and fiscal year ended December 31, 2018.
“Continued execution of our strategic initiatives drove solid revenue growth and profitability in the quarter,” said Patrick Harshman, president and chief executive officer of Harmonic. “Cable Access segment revenue grew 80% year over year as Harmonic’s CableOS™ solution continues to lead the market in defining the next generation of cable access networks. Our Video segment reported both revenue growth and record operating margin, demonstrating our market leading position in live OTT.”
Q4 Financial and Business Highlights

GAAP revenue $113.7 million, up 13% year over year; non-GAAP revenue $113.6 million, up 12% year over year.
Cable Access segment revenue: GAAP $24.1 million, up 80% year over year; non-GAAP $24.1 million, up 79% year over year.
Video segment revenue was $89.5 million, up 22% quarter over quarter and 2% year over year.
Video segment operating margin: 14.2%, sixth consecutive quarter of positive segment operating income.
Gross margin: GAAP 53.1% compared to 48.1% in the year ago period; non-GAAP 54.5% compared to 50.1% in the year ago period.
Operating income: GAAP income $7.3 million and non-GAAP income $12.7 million, compared to GAAP loss $8.1 million and non-GAAP income $1.6 million in the year ago period.
EPS: GAAP net income per share 4 cents and non-GAAP net income per share 11 cents, compared to GAAP net loss per share 14 cents and non-GAAP net loss per share zero cents in the year ago period.
CableOS deployments continued to scale, surpassing 535,000 served cable modems, up 11% quarter over quarter.
CableOS global design win momentum continued with 29 deployments and trials underway, up 16% quarter over quarter.
Over 37,000 OTT channels deployed globally, up 5% quarter over quarter.
Video SaaS customer base increased from 7 to 19 customers, up 171% year over year.

1



Select Financial Information
 
 
GAAP
 
Non-GAAP
Key Financial Results
 
Q4 2018
 
Q3 2018
 
Q4 2017
 
Q4 2018
 
Q3 2018
 
Q4 2017
 
 
(in millions, except per share data)
Net revenue
 
$
113.7

 
$
100.6

 
$
101.0

 
$
113.6

 
$
101.4

 
$
101.1

Net income (loss)
 
$
3.3

 
$
(7.8
)
 
$
(11.8
)
 
$
9.7

 
$
3.4

 
$
(0.4
)
Diluted EPS
 
$
0.04

 
$
(0.09
)
 
$
(0.14
)
 
$
0.11

 
$
0.04

 
$
0.00

 
 
 
 
 
 
 
 
 
 
 
 
 
Other Financial Information
Q4 2018
 
Q3 2018
 
Q4 2017
 
(in millions)
Bookings for the quarter
$
92.8

 
$
79.5

 
$
122.9

Backlog and deferred revenue as of quarter end
$
186.4

 
$
207.6

 
$
224.4

Cash and cash equivalents as of quarter end
$
66.0

 
$
61.7

 
$
57.0

Explanations regarding our use of non-GAAP financial measures and related definitions, and reconciliations of our GAAP and non-GAAP measures, are provided in the sections below entitled “Use of Non-GAAP Financial Measures” and “GAAP to Non-GAAP Reconciliations”.
Financial Guidance
GAAP Financial Guidance
 
Q1 2019
 
2019
 
Low
 
High
 
Low
 
High
 
 
 
(in millions, except percentages and per share data)
Net Revenue
 
$
80.0

 
$
90.0

 
$
390.0

 
$
440.0

 
Video
 
$
70.0

 
$
75.0

 
$
290.0

 
$
310.0

 
Cable Access
 
$
10.0

 
$
15.0

 
$
100.0

 
$
130.0

Gross Margin %
 
50.6
%
 
52.9
%
 
48.3
%
 
52.0
%
Operating Expenses
 
$
52.0

 
$
54.0

 
$
211.1

 
$
221.1

Operating Income (Loss)
 
$
(13.5
)
 
$
(4.4
)
 
$
(32.8
)
 
$
17.6

Tax Benefit (Expense)
 
$
(0.7
)
 
$
(0.7
)
 
$
(2.6
)
 
$
(2.6
)
EPS
 
$
(0.20
)
 
$
(0.09
)
 
$
(0.54
)
 
$
0.02

Shares
 
88.2

 
88.2

 
89.5

 
91.1

Cash
 
$
60.0

 
$
70.0

 
$
65.0

 
$
85.0

Non-GAAP Financial Guidance
 
Q1 2019
 
2019
 
Low
 
High
 
Low
 
High
 
 
 
(in millions, except percentages and per share data)
Net Revenue
 
$
80.0

 
$
90.0

 
$
390.0

 
$
440.0

 
Video
 
$
70.0

 
$
75.0

 
$
290.0

 
$
310.0

 
Cable Access
 
$
10.0

 
$
15.0

 
$
100.0

 
$
130.0

Gross Margin %
 
52.5
%
 
54.5
%
 
50.0
%
 
53.5
%
Operating Expenses
 
$
49.0

 
$
51.0

 
$
195.0

 
$
205.0

Operating Income (Loss)
 
$
(9.0
)
 
$
0.1

 
$
(10.0
)
 
$
40.4

Tax rate
 
12
%
 
12
%
 
12
%
 
12
%
EPS
 
$
(0.11
)
 
$
(0.01
)
 
$
(0.16
)
 
$
0.33

Shares
 
88.2

 
88.2

 
89.5

 
91.1

Cash
 
$
60.0

 
$
70.0

 
$
65.0

 
$
85.0


See “Use of Non-GAAP Financial Measures” and “GAAP to Non-GAAP Reconciliations” below.

2



Conference Call Information
Harmonic will host a conference call to discuss its financial results at 2:00 p.m. Pacific (5:00 p.m. Eastern) on Monday, February 4, 2019. The live webcast will be available on the Harmonic Investor Relations website at http://investor.harmonicinc.com. An audio version of the webcast will be available by calling +1.574.990.1032 or +1.800.240.9147 (passcode 6997107). A replay will be available after 4:30 p.m. PT on the same web site or by calling +1.404.537.3406 or +1.855.859.2056 (passcode 6997107).
About Harmonic Inc.
Harmonic (NASDAQ: HLIT), the worldwide leader in video delivery technology and services, enables media companies and service providers to deliver ultra-high-quality broadcast and OTT video services to consumers globally. The Company has also revolutionized cable access networking via the industry’s first virtualized cable access solution, enabling cable operators to more flexibly deploy gigabit internet service to consumers’ homes and mobile devices. Whether simplifying OTT video delivery via innovative cloud and software-as-a-service (SaaS) technologies, or powering the delivery of gigabit internet cable services, Harmonic is changing the way media companies and service providers monetize live and VOD content on every screen. More information is available at www.harmonicinc.com.
Legal Notice Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including statements related to our expectations regarding: GAAP net revenue, GAAP gross margins, GAAP operating expenses, GAAP operating income (loss), GAAP tax expense, GAAP EPS, non-GAAP revenue, non-GAAP gross margins, non-GAAP operating expenses, non-GAAP operating income (loss), non-GAAP tax rate and non-GAAP EPS. Our expectations regarding these matters may not materialize, and actual results in future periods are subject to risks and uncertainties that could cause actual results to differ materially from those projected. These risks include, in no particular order, the following: the trends toward more high-definition, on-demand and anytime, anywhere video will not continue to develop at its current pace; the possibility that our products will not generate sales that are commensurate with our expectations or that our cost of revenue or operating expenses may exceed our expectations; the mix of products and services sold in various geographies and the effect it has on gross margins; delays or decreases in capital spending in the cable, satellite, telco, broadcast and media industries; customer concentration and consolidation; the impact of general economic conditions on our sales and operations; our ability to develop new and enhanced products in a timely manner and market acceptance of our new or existing products; losses of one or more key customers; risks associated with our international operations; exchange rate fluctuations of the currencies in which we conduct business; risks associated with our CableOS™ and VOS® product solutions; dependence on market acceptance of various types of broadband services, on the adoption of new broadband technologies and on broadband industry trends; inventory management; the lack of timely availability of parts or raw materials necessary to produce our products; the impact of increases in the prices of raw materials and oil; the effect of competition, on both revenue and gross margins; difficulties associated with rapid technological changes in our markets; risks associated with unpredictable sales cycles; our dependence on contract manufacturers and sole or limited source suppliers; and the effect on our business of natural disasters. The forward-looking statements contained in this press release are also subject to other risks and uncertainties, including those more fully described in Harmonic's filings with the Securities and Exchange Commission, including our most recent Annual Report on Form 10-K for the year ended December 31, 2017, our most recent Quarterly Report on Form 10-Q and our Current Reports on Form 8-K. The forward-looking statements in this press release are based on information available to the Company as of the date hereof, and Harmonic disclaims any obligation to update any forward-looking statements.


3



Use of Non-GAAP Financial Measures
The Company reports its financial results in accordance with accounting principles generally accepted in the United States (“GAAP” or referred to herein as “reported”). However, management believes that certain non-GAAP financial measures provide management and other users with additional meaningful financial information that should be considered when assessing our ongoing performance. Our management regularly uses our supplemental non-GAAP financial measures internally to understand, manage and evaluate our business, establish operating budgets, set internal measurement targets and make operating decisions.
These non-GAAP measures are not in accordance with, or an alternative for, measures prepared in accordance with generally accepted accounting principles and may be different from non-GAAP measures used by other companies. In addition, these non-GAAP measures are not based on any comprehensive set of accounting rules or principles. The Company believes that non-GAAP measures have limitations in that they do not reflect all of the amounts associated with Harmonic's results of operations as determined in accordance with GAAP and that these measures should only be used to evaluate Harmonic's results of operations in conjunction with the corresponding GAAP measures.
The Company believes that the presentation of non-GAAP measures when shown in conjunction with the corresponding GAAP measures, provides useful information to investors and management regarding financial and business trends relating to its financial condition and its historical and projected results of operations. Non-GAAP financial measures should be viewed in addition to, and not as an alternative to, the Company’s reported results prepared in accordance with GAAP.
The non-GAAP measures presented here are: revenue, segment revenue, gross profit, operating expenses, income (loss) from operations, non-operating expenses and net income (loss) (including those amounts as a percentage of revenue), and net income (loss) per diluted share. The presentation of non-GAAP information is not intended to be considered in isolation or as a substitute for results prepared in accordance with GAAP, and is not necessarily comparable to non-GAAP results published by other companies. A reconciliation of the historical non-GAAP financial measures discussed in this press release to the most directly comparable historical GAAP financial measures is included with the financial statements provided with this press release. The non-GAAP adjustments described below have historically been excluded from our GAAP financial measures.
Our non-GAAP financial measures reflect adjustments based on the following items, as well as the related income tax effects:
Cable Access inventory charge - Harmonic from time to time incurs inventory impairment charges associated with material business shifts, such as the repositioning of our Cable Access segment. We exclude these items, because we do not believe they are reflective of our ongoing long-term business and operating results.
Stock-based compensation - Although stock-based compensation is a key incentive offered to our employees, we continue to evaluate our business performance excluding stock-based compensation expenses. We believe that management is limited in its ability to project the impact stock-based compensation would have on our operating results. In addition, for comparability purposes, we believe it is useful to provide a non-GAAP financial measure that excludes stock-based compensation in order to better understand the long-term performance of our core business and to facilitate the comparison of our results to the results of our peer companies.
Amortization of intangibles - A portion of the purchase price of our acquisitions is generally allocated to intangible assets, and is subject to amortization. However, Harmonic does not acquire businesses on a predictable cycle. Additionally, the amount of an acquisition’s purchase price allocated to intangible assets and the term of its related amortization can vary significantly and is unique to each acquisition. Therefore, we believe that the presentation of non-GAAP financial measures that adjust for the amortization of intangible assets provides investors and others with a consistent basis for comparison across accounting periods.
Restructuring and related charges - Harmonic from time to time incurs restructuring charges which primarily consist of employee severance, one-time termination benefits related to the reduction of its workforce, lease exit costs, and other costs. These charges are associated with material business shifts. We exclude these items because we do not believe they are reflective of our ongoing long-term business and operating results.

4



TVN acquisition- and integration- related costs - As a result of the Company’s acquisition of Thomson Video Networks (TVN) in February 2016, the Company incurred acquisition-and integration-related expenses, including legal, accounting and other professional services as well as integration-related costs that are not expected to generate future benefits once the integration is fully consummated. We exclude these transaction and integration expenses because we believe these expenses have no direct correlation to the operation of our business, and because we believe that the non-GAAP financial measures excluding these costs provide meaningful supplemental information regarding our operational performance and liquidity. In addition, excluding these costs from the non-GAAP measures facilitates comparisons to our historical operating results and comparisons to peer company operating results.
Deferred revenue fair value adjustment - We define non-GAAP net revenues as net revenues excluding the impact of purchase accounting. In connection with our acquisitions, the acquired deferred revenue balances were required to be written down due to purchase accounting in accordance with GAAP. The impact on revenues related to purchase accounting as a result of these transactions, limits the comparability of revenues between periods. We do not expect revenues generated from new contracts to be similarly impacted by purchase accounting adjustments. Accordingly, we believe presenting non-GAAP net revenues to exclude the impact of purchase accounting adjustments aids in the comparability between periods and in assessing our overall operating performance.
Non-cash interest expense related to convertible notes - We record the accretion of the debt discount related to the equity component and amortization of issuance costs as non-cash interest expense. We believe that excluding these costs provides meaningful supplemental information regarding operational performance and liquidity, along with enhancing investors’ ability to view the Company’s results from management’s perspective. In addition, we believe excluding these costs from the non-GAAP measures facilitates comparisons to our historical operating results and comparisons to peer company operating results.
Accounting impact related to warrant amortization - We issued a warrant to a customer, Comcast Corporation, in September 2016 pursuant to which Comcast may purchase up to 7.8 million shares of Harmonic common stock. Vesting of the warrant shares is subject to Comcast achieving certain milestones and purchase volume commitments, and therefore the accounting guidance requires that the value of the warrant be recorded as a reduction in the Company’s net revenues. Until final vesting, change in fair value of the warrant share is being marked to market and any adjustment as such is recorded in revenue. The change in fair value together with vested warrant shares are amortized to revenue using a ratio of revenue recognized from the customer in the period compared to total revenue expected from the customer. We have excluded the effect of warrant amortization in our non-GAAP financial measures. Management believes it is useful to exclude the charge for the fair value of the warrant shares in order to better understand the effects of these items on our total revenues and gross margin, as well as on Cable Access segment revenue.
Loss on impairment of long-term investments - We exclude the effect of any other-than-temporary impairment of a cost method investment in calculating our non-GAAP financial measures. We exclude these items because we do not believe they are reflective of our ongoing long-term business and operating results.
Gain (loss) on equity investments - We exclude the change in fair value and gain (loss) from sale of our equity investments in calculating our non-GAAP financial measures. We exclude these items because we do not believe they are reflective of our ongoing long-term business and operating results.
Avid litigation settlement and associated legal fees - In the third quarter of fiscal 2017, we settled the patent litigation with Avid Technology, Inc. by entering into a settlement and patent portfolio cross-license agreement with Avid. Under the agreement, we agreed to pay Avid a one-time non-recurring amount of $6 million in installments. $2.5 million was paid upfront in October 2017 and $1.5 million and $2.0 million will be paid in 2019 and 2020, respectively. Also, the Avid litigation costs of approximately $1.4 million and $0.7 million in the third and fourth fiscal quarter of 2017, respectively, were significantly higher compared to prior periods. We excluded these expenses from our non-GAAP results because we do not believe they are reflective of our ongoing long-term business and operating results.

Discrete tax items and tax effect of non-GAAP adjustments - The income tax effect of non-GAAP adjustments relates to the tax effect of the adjustments that we incorporate into non-GAAP financial measures in order to provide a more meaningful measure of non-GAAP net income.


5



CONTACTS:
 
Sanjay Kalra
Nicole Noutsios
Chief Financial Officer
Investor Relations
Harmonic Inc.
Harmonic Inc.
+1.408.490.6031
+1.510.315.1003

 
 

6



Harmonic Inc.
Preliminary Consolidated Balance Sheets
(Unaudited, in thousands, except per share data)

 
December 31, 2018
 
December 31, 2017
ASSETS
 
 
 
Current assets:
 
 
 
   Cash and cash equivalents
$
65,989

 
$
57,024

   Accounts receivable, net
81,795

 
69,844

   Inventories
25,638

 
25,976

   Prepaid expenses and other current assets
23,280

 
18,931

Total current assets
196,702

 
171,775

Property and equipment, net
22,321

 
29,265

Goodwill
240,618

 
242,827

Intangibles, net
12,817

 
21,279

Other long-term assets
38,377

 
42,913

Total assets
$
510,835

 
$
508,059

 
 
 
 
LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
Current liabilities:
 
 
 
   Other debts and capital lease obligations, current
$
7,175

 
$
7,610

   Accounts payable
33,778

 
33,112

   Income taxes payable
1,099

 
233

   Deferred revenue
41,592

 
52,429

   Accrued and other current liabilities
52,761

 
48,705

Total current liabilities
136,405

 
142,089

Convertible notes, long-term
114,808

 
108,748

Other debts and capital lease obligations, long-term
12,684

 
15,336

Income taxes payable, long-term
460

 
917

Other non-current liabilities
18,228

 
22,626

Total liabilities
282,585

 
289,716

 
 
 
 
Stockholders’ equity:
 
 
 
   Preferred stock, $0.001 par value, 5,000 shares authorized; no shares issued or outstanding

 

   Common stock, $0.001 par value, 150,000 shares authorized; 87,057 and 82,554 shares issued and outstanding at December 31, 2018 and 2017, respectively
87

 
83

   Additional paid-in capital
2,296,795

 
2,272,690

   Accumulated deficit
(2,067,416
)
 
(2,057,812
)
   Accumulated other comprehensive income (loss)
(1,216
)
 
3,382

Total stockholders’ equity
228,250

 
218,343

Total liabilities and stockholders’ equity
$
510,835

 
$
508,059



7



Harmonic Inc.
Preliminary Consolidated Statements of Operations
(Unaudited, in thousands, except per share data)
 
Three months ended
 
Year ended
 
December 31, 2018
 
December 31, 2017
 
December 31, 2018
 
December 31, 2017
Revenue:
 
 
 
 
 
 
 
     Product
$
73,291

 
$
65,988

 
$
252,067

 
$
224,645

     Service
40,364

 
34,986

 
151,491

 
133,601

Total net revenue
113,655

 
100,974

 
403,558

 
358,246

Cost of revenue:
 
 
 
 
 
 
 
     Product
36,184

 
33,959

 
127,268

 
119,802

     Service
17,150

 
18,443

 
67,081

 
68,624

Total cost of revenue
53,334

 
52,402

 
194,349

 
188,426

Total gross profit
60,321

 
48,572

 
209,209

 
169,820

Operating expenses:
 
 
 
 
 
 
 
   Research and development
21,913

 
22,752

 
89,163

 
95,978

   Selling, general and administrative
30,078

 
31,893

 
118,952

 
136,270

   Amortization of intangibles
791

 
795

 
3,187

 
3,142

   Restructuring and related charges
214

 
1,223

 
2,918

 
5,307

Total operating expenses
52,996

 
56,663

 
214,220

 
240,697

Income (loss) from operations
7,325

 
(8,091
)
 
(5,011
)
 
(70,877
)
Interest expense, net
(2,909
)
 
(3,014
)
 
(11,401
)
 
(11,078
)
Other income (expense), net
162

 
(394
)
 
(536
)
 
(2,222
)
Loss on impairment of long-term investments

 
(530
)
 

 
(530
)
Income (loss) before income taxes
4,578

 
(12,029
)
 
(16,948
)
 
(84,707
)
Provision for (benefit from) income taxes
1,248

 
(184
)
 
4,087

 
(1,752
)
Net income (loss)
$
3,330

 
$
(11,845
)
 
$
(21,035
)
 
$
(82,955
)
Net income (loss) per share:
 
 
 
 
 
 
 
   Basic
$
0.04

 
$
(0.14
)
 
$
(0.25
)
 
$
(1.02
)
   Diluted
$
0.04

 
$
(0.14
)
 
$
(0.25
)
 
$
(1.02
)
Shares used in per share calculations:
 
 
 
 
 
 
 
   Basic
86,846

 
82,014

 
85,615

 
80,974

   Diluted
89,028

 
82,014

 
85,615

 
80,974



8



Harmonic Inc.
Preliminary Consolidated Statements of Cash Flows
(Unaudited, in thousands)
 
Year ended
 
December 31, 2018
 
December 31, 2017
Cash flows from operating activities:
 
 
 
Net loss
$
(21,035
)
 
$
(82,955
)
Adjustments to reconcile net loss to net cash provided by operating activities:
 
 
 
   Amortization of intangibles
8,367

 
8,322

   Depreciation
12,971

 
14,599

   Stock-based compensation
17,289

 
16,610

   Amortization of discount on convertible debt
6,060

 
5,489

   Provision for non-cash warrant
1,178

 
153

   Restructuring, asset impairment and loss on retirement of fixed assets
1,491

 
1,906

   Loss on impairment of long-term investments

 
530

   Unrealized foreign exchange (gain) loss
(1,906
)
 
2,369

   Deferred income taxes, net
661

 
2,189

   Provision for doubtful accounts, returns and discounts
2,521

 
4,912

   Provision for excess and obsolete inventories
1,649

 
6,005

   Other non-cash adjustments, net
407

 
445

   Changes in operating assets and liabilities:
 
 
 
      Accounts receivable
(14,700
)
 
12,598

      Inventories
(2,045
)
 
11,687

      Prepaid expenses and other assets
3,227

 
6,642

      Accounts payable
1,018

 
3,432

      Deferred revenues
(4,808
)
 
(392
)
      Income taxes payable
440

 
(2,978
)
      Accrued and other liabilities
(501
)
 
(8,499
)
Net cash provided by operating activities
12,284

 
3,064

Cash flows from investing activities:
 
 
 
   Proceeds from maturities of investments

 
3,106

   Proceeds from sales of investments
104

 
3,792

   Purchases of property and equipment
(7,044
)
 
(11,399
)
Net cash used in investing activities
(6,940
)
 
(4,501
)
Cash flows from financing activities:
 
 
 
   Proceeds from other debts and capital leases
5,066

 
6,344

   Repayment of other debts and capital leases
(7,132
)
 
(7,408
)
   Proceeds from common stock issued to employees
4,947

 
4,716

   Payment of tax withholding obligations related to net share settlements of restricted stock units
(230
)
 
(2,757
)
Net cash provided by financing activities
2,651

 
895

Effect of exchange rate changes on cash, cash equivalents and restricted cash
(763
)
 
1,879

Net increase in cash, cash equivalents and restricted cash
7,232

 
1,337

Cash, cash equivalents and restricted cash, beginning of the year
58,757

 
57,420

Cash, cash equivalents and restricted cash, end of the year
$
65,989

 
$
58,757

 
 
 
 
Reconciliation of cash, cash equivalents, and restricted cash to the preliminary consolidated balance sheets

 
 
 
Cash and cash equivalents
$
65,989

 
$
57,024

Restricted cash included in prepaid expenses and other current assets

 
530

Restricted cash included in other long-term assets

 
1,203

    Total cash, cash equivalents and restricted cash
$
65,989

 
$
58,757



9



Harmonic Inc.
Preliminary Revenue Information
(Unaudited, in thousands, except percentages)
 
Three months ended
 
December 31, 2018
 
September 28, 2018
 
December 31, 2017
 
GAAP
Adjustment(1)
Non-GAAP
 
GAAP
Adjustment(1)
Non-GAAP
 
GAAP
Adjustment(1)
Non-GAAP
Product
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Video Products
$
59,499

$

$
59,499

52%
 
$
45,781

$

$
45,781

45%
 
$
59,882

$

$
59,882

59%
Cable Access
13,792

(4
)
13,788

12%
 
17,022

518

17,540

17%
 
6,106

50

6,156

6%
Services and Support
40,364

(3
)
40,361

36%
 
37,813

272

38,085

38%
 
34,986

65

35,051

35%
Total
$
113,655

$
(7
)
$
113,648

100%
 
$
100,616

$
790

$
101,406

100%
 
$
100,974

$
115

$
101,089

100%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Geography
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Americas
$
63,007

$
(7
)
$
63,000

55%
 
$
54,119

$
790

$
54,909

54%
 
$
44,563

$
115

$
44,678

44%
EMEA
25,880


25,880

23%
 
26,316


26,316

26%
 
39,209


39,209

39%
APAC
24,768


24,768

22%
 
20,181


20,181

20%
 
17,202


17,202

17%
Total
$
113,655

$
(7
)
$
113,648

100%
 
$
100,616

$
790

$
101,406

100%
 
$
100,974

$
115

$
101,089

100%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Market
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Service Provider
$
80,325

$
(7
)
$
80,318

71%
 
$
66,737

$
790

$
67,527

67%
 
$
53,052

$
115

$
53,167

53%
Broadcast and Media
33,330


33,330

29%
 
33,879


33,879

33%
 
47,922


47,922

47%
Total
$
113,655

$
(7
)
$
113,648

100%
 
$
100,616

$
790

$
101,406

100%
 
$
100,974

$
115

$
101,089

100%

 
Twelve months ended
 
December 31, 2018
 
December 31, 2017
 
GAAP
Adjustment(1)
Non-GAAP
 
GAAP
Adjustment(1)
Non-GAAP
Product
 
 
 
 
 
 
 
 
 
Video Products
$
203,133

$

$
203,133

50%
 
$
204,301

$

$
204,301

57%
Cable Access
48,935

698

49,633

12%
 
20,344

78

20,422

6%
Services and Support
151,490

480

151,970

38%
 
133,601

186

133,787

37%
Total
$
403,558

$
1,178

$
404,736

100%
 
$
358,246

$
264

$
358,510

100%
 
 
 
 
 
 
 
 
 
 
Geography
 
 
 
 
 
 
 
 
 
Americas
$
218,900

$
1,178

$
220,078

54%
 
$
171,736

$
153

$
171,889

48%
EMEA
107,074


107,074

27%
 
117,129

111

117,240

33%
APAC
77,584


77,584

19%
 
69,381


69,381

19%
Total
$
403,558

$
1,178

$
404,736

100%
 
$
358,246

$
264

$
358,510

100%
 
 
 
 
 
 
 
 
 
 
Market
 
 
 
 
 
 
 
 
 
Service Provider
$
253,421

$
1,178

$
254,599

63%
 
$
197,910

$
153

$
198,063

55%
Broadcast and Media
150,137


150,137

37%
 
160,336

111

160,447

45%
Total
$
403,558

$
1,178

$
404,736

100%
 
$
358,246

$
264

$
358,510

100%

(1) See “Use of Non-GAAP Financial Measures” above and “GAAP to Non-GAAP Reconciliations” below.


10



Harmonic Inc.
Preliminary Segment Information
(Unaudited, in thousands, except percentages)
 
Three months ended December 31, 2018
 
Video
 
Cable Access
 
Total Segment Measures
(non-GAAP)
 
Adjustments (1)
 
Consolidated GAAP Measures
Net revenue
$
89,528

 
$
24,120

 
$
113,648

 
$
7

*
$
113,655

Gross profit
51,449

 
10,509

 
61,958

 
(1,637
)
 
60,321

Gross margin%
57.5
 %
 
43.6
 %
 
54.5
 %
 
 
 
53.1
 %
Operating income (loss)
12,678

 

 
12,678

 
(5,353
)
 
7,325

Operating margin%
14.2
 %
 
 %
 
11.2
 %
 
 
 
6.4
 %
 
Three months ended September 28, 2018
 
Video
 
Cable Access
 
Total Segment Measures
(non-GAAP)
 
Adjustments (1)
 
Consolidated GAAP Measures
Net revenue
$
73,344

 
$
28,062

 
$
101,406

 
$
(790
)
*
$
100,616

Gross profit
41,937

 
10,871

 
52,808

 
(2,706
)
 
50,102

Gross margin%
57.2
 %
 
38.7
 %
 
52.1
 %
 
 
 
49.8
 %
Operating income (loss)
5,258

 
395

 
5,653

 
(9,304
)
 
(3,651
)
Operating margin%
7.2
 %
 
1.4
 %
 
5.6
 %
 
 
 
(3.6
)%
 
Three months ended December 31, 2017
 
Video
 
Cable Access
 
Total Segment Measures
(non-GAAP)
 
Adjustments (1)
 
Consolidated GAAP Measures
Net revenue
$
87,596

 
$
13,493

 
$
101,089

 
$
(115
)
*
$
100,974

Gross profit
46,639

 
4,034

 
50,673

 
(2,101
)
 
48,572

Gross margin%
53.2
 %
 
29.9
 %
 
50.1
 %
 
 
 
48.1
 %
Operating income (loss)
5,752

 
(4,192
)
 
1,560

 
(9,651
)
 
(8,091
)
Operating margin%
6.6
 %
 
(31.1
)%
 
1.5
 %
 
 
 
(8.0
)%
 
Twelve months ended December 31, 2018
 
Video
 
Cable Access
 
Total Segment Measures
(non-GAAP)
 
Adjustments (1)
 
Consolidated GAAP Measures
Net revenue
$
313,828

 
$
90,908

 
$
404,736

 
$
(1,178
)
*
$
403,558

Gross profit
178,170

 
40,207

 
218,377

 
(9,168
)
 
209,209

Gross margin%
56.8
 %
 
44.2
 %
 
54.0
 %
 
 
 
51.8
 %
Operating income (loss)
26,170

 
(578
)
 
25,592

 
(30,603
)
 
(5,011
)
Operating margin%
8.3
 %
 
(0.6
)%
 
6.3
 %
 
 
 
(1.2
)%
 
Twelve months ended December 31, 2017 (2)
 
Video
 
Cable Access
 
Total Segment Measures
(non-GAAP)
 
Adjustments (1)
 
Consolidated GAAP Measures
Net revenue
$
319,583

 
$
38,927

 
$
358,510

 
$
(264
)
*
$
358,246

Gross profit
173,526

 
9,045

 
182,571

 
(12,751
)
 
169,820

Gross margin%
54.3
 %
 
23.2
 %
 
50.9
 %
 
 
 
47.4
 %
Operating loss
(1,911
)
 
(23,002
)
 
(24,913
)
 
(45,964
)
 
(70,877
)
Operating margin%
(0.6
)%
 
(59.1
)%
 
(6.9
)%
 
 
 
(19.8
)%

(1) See “Use of Non-GAAP Financial Measures” above and “GAAP to Non-GAAP Reconciliations” below.

11



(2) The Company has historically employed an aggregate allocation methodology based on total revenues to attribute professional services revenue and sales expenses between its Video and Cable Access segments. Beginning in the fourth quarter of 2017, the Company has prospectively changed to a more precise attribution methodology as the activities of selling and supporting the CableOS solution have become increasingly distinct from those of Video solutions. The impact of making this change for fiscal year ended December 31, 2017 compared to the Company’s historical approach was an increase in operating loss of $5.9 million from the Video segment and a corresponding decrease in operating loss of the Cable Access segment. The Company believes that the updated allocation methodology will provide greater clarity regarding the operating metrics of the Video and Cable Access business segments.
* These non-GAAP adjustments are primarily for warrant amortization for the respective periods and relate to our Cable Access segment. After applying these adjustments to the non-GAAP revenue for the Cable Access segment, our GAAP revenue for the Cable Access segment for the three and twelve months ended December 31, 2018 was $24,127 and $89,730, respectively; the GAAP revenue for the three and twelve months ended December 31, 2017 was $13,378 and $38,774, respectively; and the GAAP revenue for the three months ended September 28, 2018 was $27,272. 


12



Harmonic Inc.
GAAP to Non-GAAP Reconciliations (Unaudited)
(in thousands, except percentages and per share data)
 
Three months ended December 31, 2018
 
Revenue
Gross Profit
Total Operating Expense
Income from Operations
Total Non-operating expense, net
Net Income
GAAP
$
113,655

$
60,321

$
52,996

$
7,325

$
(2,747
)
$
3,330

  Accounting impact related to warrant amortization
(7
)
(7
)

(7
)

(7
)
  Stock-based compensation

376

(2,711
)
3,087


3,087

  Amortization of intangibles

1,295

(791
)
2,086


2,086

  Restructuring and related charges

(27
)
(214
)
187


187

  Non-cash interest expenses related to convertible notes




1,577

1,577

  Discrete tax items and tax effect of non-GAAP adjustments





(593
)
Total adjustments
(7
)
1,637

(3,716
)
5,353

1,577

6,337

Non-GAAP
$
113,648

$
61,958

$
49,280

$
12,678

$
(1,170
)
$
9,667

As a % of revenue (GAAP)
 
53.1
%
46.6
%
6.4
 %
(2.4
)%
2.9
 %
As a % of revenue (Non-GAAP)
 
54.5
%
43.4
%
11.2
 %
(1.0
)%
8.5
 %
Diluted net income per share:
 
 
 
 
 
 
  Diluted net income per share-GAAP
 
 
 
 
 
$
0.04

  Diluted net income per share-Non-GAAP
 
 
 
 
 
$
0.11

Shares used to compute diluted net income per share:
 
 
 
 
 
 
  GAAP and Non-GAAP
 
 
 
 
 
89,028

 
Three months ended September 28, 2018
 
Revenue
Gross Profit
Total Operating Expense
Income (Loss) from Operations
Total Non-operating expense, net
Net Income (Loss)
GAAP
$
100,616

$
50,102

$
53,753

$
(3,651
)
$
(3,237
)
$
(7,758
)
  Accounting impact related to warrant amortization
790

790


790


790

  Stock-based compensation

614

(4,819
)
5,433


5,433

  Amortization of intangibles

1,295

(792
)
2,087


2,087

  Restructuring and related charges

7

(987
)
994


994

  Loss on equity investments





72

72

  Non-cash interest expenses related to convertible notes




1,528

1,528

  Discrete tax items and tax effect of non-GAAP adjustments





227

Total adjustments
790

2,706

(6,598
)
9,304

1,600

11,131

Non-GAAP
$
101,406

$
52,808

$
47,155

$
5,653

$
(1,637
)
$
3,373

As a % of revenue (GAAP)
 
49.8
%
53.4
%
(3.6
)%
(3.2
)%
(7.7
)%
As a % of revenue (Non-GAAP)
 
52.1
%
46.5
%
5.6
 %
(1.6
)%
3.3
 %
Diluted net income (loss) per share:
 
 
 
 
 
 
  Diluted net loss per share-GAAP
 
 
 
 
 
$
(0.09
)
  Diluted net income per share-Non-GAAP
 
 
 
 
 
$
0.04

Shares used to compute diluted net income (loss) per share:
 
 
 
 
 
 
  GAAP
 
 
 
 
 
86,321

  Non-GAAP
 
 
 
 
 
87,770

 
 
 
 
 
 
 

13



 
Three months ended December 31, 2017
 
Revenue
Gross Profit
Total Operating Expense
Income (Loss) from Operations
Total Non-operating expense, net
Net Loss
GAAP
$
100,974

$
48,572

$
56,663

$
(8,091
)
$
(3,938
)
$
(11,845
)
  Accounting impact related to warrant amortization
115

115


115


115

  Stock-based compensation

747

(4,756
)
5,503


5,503

  Amortization of intangibles

1,295

(795
)
2,090


2,090

  Restructuring and related charges

(56
)
(1,223
)
1,167


1,167

  TVN acquisition-and integration-related costs


(84
)
84


84

  Avid litigation settlement and associated legal fees


(692
)
692


692

  Loss on impairment of long-term investments




530

530

  Non-cash interest expenses related to convertible notes




1,429

1,429

  Discrete tax items and tax effect of non-GAAP adjustments





(121
)
Total adjustments
115

2,101

(7,550
)
9,651

1,959

11,489

Non-GAAP
$
101,089

$
50,673

$
49,113

$
1,560

$
(1,979
)
$
(356
)
As a % of revenue (GAAP)
 
48.1
%
56.1
%
(8.0
)%
(3.9
)%
(11.7
)%
As a % of revenue (Non-GAAP)
 
50.1
%
48.6
%
1.5
 %
(2.0
)%
(0.4
)%
Diluted net loss per share:
 
 
 
 
 
 
  Diluted net loss per share-GAAP
 
 
 
 
 
$
(0.14
)
  Diluted net loss per share-Non-GAAP
 
 
 
 
 
$
0.00

Shares used to compute diluted net loss per share:
 
 
 
 
 
 
  GAAP and Non-GAAP
 
 
 
 
 
82,014

 
Twelve months ended December 31, 2018
 
Revenue
Gross Profit
Total Operating Expense
Income (Loss) from Operations
Total Non-operating expense, net
Net Income (Loss)
GAAP
$
403,558

$
209,209

$
214,220

$
(5,011
)
$
(11,937
)
$
(21,035
)
  Accounting impact related to warrant amortization
1,178

1,178


1,178


1,178

  Stock-based compensation

1,953

(15,336
)
17,289


17,289

  Amortization of intangibles

5,180

(3,187
)
8,367


8,367

  Restructuring and related charges

857

(2,918
)
3,775


3,775

  Gain on equity investments




(111
)
(111
)
  Avid litigation settlement and associated legal fees


6

(6
)

(6
)
  Non-cash interest expenses related to convertible notes




6,060

6,060

  Discrete tax items and tax effect of non-GAAP adjustments





950

Total adjustments
1,178

9,168

(21,435
)
30,603

5,949

37,502

 
 
 
 
 
 
 
Non-GAAP
$
404,736

$
218,377

$
192,785

$
25,592

$
(5,988
)
$
16,467

As a % of revenue (GAAP)
 
51.8
%
53.1
%
(1.2
)%
(3.0
)%
(5.2
)%
As a % of revenue (Non-GAAP)
 
54.0
%
47.6
%
6.3
 %
(1.5
)%
4.1
 %
Diluted net income (loss) per share:
 
 
 
 
 
 
  Diluted net loss per share-GAAP
 
 
 
 
 
$
(0.25
)
  Diluted net income per share-Non-GAAP
 
 
 
 
 
$
0.19

Shares used to compute diluted net income (loss) per share:
 
 
 
 
 
 
  GAAP
 
 
 
 
 
85,615

  Non-GAAP
 
 
 
 
 
86,741


14



 
Twelve months ended December 31, 2017
 
Revenue
Gross Profit
Total Operating Expense
Loss from Operations
Total Non-operating expense, net
Net Loss
GAAP
$
358,246

$
169,820

$
240,697

$
(70,877
)
$
(13,830
)
$
(82,955
)
  Cable Access inventory charge

3,316


3,316


3,316

  Acquisition accounting impact related to TVN deferred revenue
111

111


111


111

  Accounting impact related to warrant amortization
153

153


153


153

  Stock-based compensation

2,370

(14,240
)
16,610


16,610

  Amortization of intangibles

5,180

(3,142
)
8,322


8,322

  Restructuring and related charges

1,279

(5,307
)
6,586


6,586

  TVN acquisition-and integration-related costs

342

(2,476
)
2,818


2,818

  Avid litigation settlement and associated legal fees


(8,048
)
8,048


8,048

  Loss on impairment of long-term investments




530

530

  Non-cash interest expenses related to convertible notes




5,489

5,489

  Discrete tax items and tax effect of non-GAAP adjustments





3,156

Total adjustments
264

12,751

(33,213
)
45,964

6,019

55,139

Non-GAAP
$
358,510

$
182,571

$
207,484

$
(24,913
)
$
(7,811
)
$
(27,816
)
As a % of revenue (GAAP)
 
47.4
%
67.2
%
(19.8
)%
(3.9
)%
(23.2
)%
As a % of revenue (Non-GAAP)


50.9
%
57.9
%
(6.9
)%
(2.2
)%
(7.8
)%
Diluted net loss per share:
 










  Diluted net loss per share-GAAP
 





$
(1.02
)
  Diluted net loss per share-Non-GAAP
 
 
 
 
 
$
(0.34
)
Shares used to compute diluted net loss per share:
 
 
 
 
 

  GAAP and Non-GAAP
 
 
 
 
 
80,974



15



Harmonic Inc.
GAAP to Non-GAAP Reconciliations on Financial Guidance
(In millions, except percentages and per share data)

 
Q1 2019 Financial Guidance
 
Revenue
Gross Profit
Total Operating Expense
Income (Loss) from Operations
Total Non-operating Expense, net
Net Loss
GAAP
$80.0 to
$90.0
$40.5 to
$47.6
$52.0 to
$54.0
$(13.5) to
$(4.4)
$(3.2)
$(17.4) to
$(8.3)
  Stock-based compensation
0.2
(2.2)
2.4
2.4
  Amortization of intangibles
1.3
(0.8)
2.1
2.1
  Non-cash interest expense related to convertible notes
1.6
1.6
  Discrete tax items and tax effect of non-GAAP adjustments
$0.9 to $2.0
Total adjustments
1.5
(3.0)
4.5
1.6
$7.0 to $8.1
Non-GAAP
$80.0 to $90.0
$42.0 to $49.1
$49.0 to $51.0
$(9.0) to $0.1
$(1.6)
$(9.3) to
$(1.3)
As a % of revenue (GAAP)
 
50.6% to 52.9%
57.8% to 67.5%
(16.9)% to (4.9)%
(3.6)%
(21.7)% to (9.2)%
As a % of revenue (Non-GAAP)
 
52.5% to 54.5%
54.4% to 63.8%
(11.3)% to 0.1%
(2.0)%
(11.6)% to (1.4)%
Diluted net loss per share:
 
 
 
 
 
 
  Diluted net loss per share-GAAP
 
 
 
 
 
$(0.20) to $(0.09)
  Diluted net loss per share-Non-GAAP
 
 
 
 
 
$(0.11) to $(0.01)
Shares used to compute diluted net loss per share:
 
 
 
 
 
 
  GAAP and Non-GAAP
 
 
 
 
 
88.2
 
 
 
 
 
 
 
 
2019 Financial Guidance
 
Revenue
Gross Profit
Total Operating Expense
Income (Loss) from Operations
Total Non-operating Expense, net
Net Income (Loss)
GAAP
$390.0 to
$440.0
$188.3 to
$228.7
$211.1 to
$221.1
$(32.8) to
$17.6
$(13.1)
$(48.5) to
$1.9
  Stock-based compensation expense
1.5
(12.9)
14.4
14.4
  Amortization of intangibles
5.2
(3.2)
8.4
8.4
  Non-cash interest expense related to convertible notes
6.7
6.7
  Discrete tax items and tax effect of non-GAAP adjustments
$(1.5) to $4.6
Total adjustments
6.7
(16.1)
22.8
6.7
$28.0 to $34.1
Non-GAAP
$390.0 to
$440.0
$195.0 to $235.4
$195.0 to $205.0
$(10.0) to $40.4
$(6.4)
$(14.4) to
$29.9
As a % of revenue (GAAP)
 
48.3% to 52.0%
48.0% to 56.7%
(8.4)% to 4.0%
(3.0)%
(12.4)% to 0.4%
As a % of revenue (Non-GAAP)
 
50.0% to 53.5%
44.3% to 52.6%
(2.6)% to 9.2%
(1.5)%
(3.7)% to 6.8%
Diluted net income (loss) per share:
 
 
 
 
 
 
  Diluted net income (loss) per share-GAAP
 
 
 
 
 
$(0.54) to $0.02
  Diluted net income (loss) per share-Non-GAAP
 
 
 
 
 
$(0.16) to $0.33
Shares used to compute diluted net loss per share:
 
 
 
 
 
 
  GAAP and Non-GAAP
 
 
 
 
 
89.5
Shares used to compute diluted net income per share:
 
 
 
 
 
 
  GAAP and Non-GAAP
 
 
 
 
 
91.1

16