UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-K

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended March 31, 20152017

Commission file number 000-21783

8x8, Inc.
(Exact name of Registrant as Specified in its Charter)

 

Delaware	77-0142404
(State or Other Jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification Number)

2125 O'Nel Drive
San Jose, CA    95131
(Address of Principal Executive Offices including Zip Code)

(408) 727-1885
(Registrant's Telephone Number, Including Area Code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class COMMON STOCK, PAR VALUE $.001 PER SHARE

Name of each exchange on which registered NASDAQ Stock Market LLC

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. YES   x        NO   ¨

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. YES   ¨        NO   x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file reports), and (2) has been subject to such filing requirements for the past 90 days. YES   x        NO   ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).     YES  x     NO  ¨

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K, or any amendment to this Form 10-K.   ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company or an emerging growth company. See definitions of "large accelerated filer," "accelerated filer"filer," "smaller reporting company" and "smaller reporting"emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):

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.   ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).
YES   ¨        NO   x

Based on the closing sale price of the Registrant's common stock on the NASDAQ Capital Market System on September 30, 2014,2016, the aggregate market value of the voting stock held by non-affiliates of the Registrant was $587,802,739.$1,362,839,166. For purposes of this disclosure only, shares of common stock held by persons who hold more than 5% of the outstanding shares of common stock and shares held by officers and directors of the Registrant and their respective affiliates, if any, have been excluded because such persons mayas shares that might be deemed to be affiliates.held by affiliates of the Registrant. The determination of affiliate status for this purpose is not necessarily a conclusive determination for any other purpose.

The number of shares of the Registrant's common stock outstanding as of May 27, 201525, 2017 was 88,152,273.91,620,610.

DOCUMENTS INCORPORATED BY REFERENCE

Items 10, 11, 12, 13 and 14 of Part III incorporate information by reference from the Proxy Statement to be filed within 120 days of March 31, 20152017 for the 20152017 Annual Meeting of Stockholders.

8X8, INC.

INDEX TO
ANNUAL REPORT ON FORM 10-K
FOR THE YEAR ENDED MARCH 31, 20152017

PART I

Forward-Looking Statements and Risk Factors

Statements contained in this annual report on Form 10-K, or Annual Report, regarding our expectations, beliefs, estimates, intentions or strategies are 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. Any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. For example, words such as "may," "will," "should," "estimates," "predicts," "potential," "continue," "strategy," "believes," "anticipates," "plans," "expects," "intends," and similar expressions are intended to identify forward-looking statements. You should not place undue reliance on these forward-looking statements. Actual results and trends may differ materially from historical results and those projected in any such forward-looking statements depending on a variety of factors. These factors include, but are not limited to, to-

• market acceptance of new or existing services and features,
• success of our efforts to targetsell to and support mid-market and larger distributed enterprises,
• changes in the competitive dynamics of the markets in which we compete,
• customer cancellations and rate of churn, impact of current economic climate and adverse credit markets on our target customers,
• our ability to scale our business,
• our reliance on infrastructure of third-party network services providers,
• risk of failure in our physical infrastructure,
• risk of failure of our software,
• our ability to maintain the compatibility of our software with third-party applications and mobile platforms,
• continued compliance with industry standards and regulatory requirements in the United States and foreign countries in which we make our software solutions available,
• risks relating to our strategies and objectives for future operations, including the execution of integration plans and realization of the expected benefits of our acquisitions,
• the amount and timing of costs associated with recruiting, training and integrating new employees,
• introduction and adoption of our cloud communications and collaboration servicessoftware solutions in markets outside of the United States, and
• general economic conditions that could adversely affect our business and operating results.

The forward-looking statements may also be impacted by the additional risks faced by us as described in this Annual Report, including those set forth under the section entitled "Risk Factors." All forward-looking statements included in this Annual Report are based on information available to us on the date hereof, and we assume no obligation to update any such forward-looking statements. Readers are urged to carefully review and consider the various disclosures made in this Annual Report, which attempt to advise interested parties of the risks and factors that may affect our business, financial condition, results of operations and prospects.

Our fiscal year ends on March 31 of each calendar year. Each reference to a fiscal year in this Annual Report, refers to the fiscal year ended March 31 of the calendar year indicated (for example, fiscal 20152017 refers to the fiscal year ended March 31, 2015)2017). Unless the context requires otherwise, references to "we," "us," "our," "8x8" and the "Company" refer to 8x8, Inc. and its consolidated subsidiaries.

ITEM 1. BUSINESS

Overview

A leading provider of enterprise cloud communications solutions, 8x8 Inc. offershelps businesses get their employees, customers and applications talking, to make people more connected and productive, no matter where they are in the world.   From a SaaS (Softwaresingle, proprietary platform, which we refer to as the 8x8 Communications Cloud™, we offer unified communications, team collaboration, contact center, analytics and other services to our business customers on a Service) communication solutionSoftware-as-a Service (SaaS) model.

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While organizations of all sizes have started to migrate from legacy, on-premises systems to cloud communications solutions like ours, the adoption of cloud communications by larger businesses has increased markedly in recent years and will, we believe, drive the next phase of cloud communications growth. Small businesses were the first to transition their communications to the cloud several years ago, often based on its cost effectiveness, ease of deployment and inherent flexibility. Now, larger businesses that have adopted cloud-based solutions for other applications and processes are increasingly looking to modernize their communications in a similar fashion. We believe this adoption is atbeing driven by the forefrontconvergence of several market trends, including the disruptive shiftincreasing costs of maintaining installed legacy communications systems; the fragmentation resulting from use of multiple on-premises systems, which has worsened as workforces have become more distributed and international; and the proliferation of personal mobile devices in the workplace.

Our solutions offer businesses a secure, reliable and simplified approach for businesses to transition their legacy, on-premises communications systems to cloud-based alternatives. We arethe cloud. Our comprehensive solution, built from core cloud technologies that we own and manage internally, enables 8x8 customers to rely on a recognized leader in the business cloudsingle provider for their global communications, industry, pioneering the development and use of Internet protocol voice, video and data communication technologies in a true SaaS model.

Our integrated, "pure-cloud" services platform is developed from internally owned and managed technologies and is uniquely positioned to serve mid-market and enterprise businesses making the shift to cloud based Unified Communications. 8x8 makes a full set of unified communications capabilities including cloud telephony, contact center video and web conferencing available from anywhere in the world. With 8x8 analytics and reporting,customer support requirements. Combining these services allows our customers have an unprecedented view into companyto eliminate information silos and expose vital, real-time communications whether employees are mobile via the mobile client or in-office using a softphone, or a desk phone. These flexible, secure, highly reliable,data spanning multiple services, applications and highly scalable services are delivered globally to more than 40,000 businesses operatingdevices — which, in over 40 countries across six continents.  

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Through a combination of open API's (application program interface)turn, can improve productivity, business performance and prebuilt integrations, 8x8 makes it easy to mix real time customer communications with critical customer context from internal customer data systems and industry leading Customer Relationship Management (CRM) systems, including cloud based solutions from Salesforce.com, NetSuite, and Zendesk.experience.

Our customers are spread across more than 100 countries and range from small businesses to large multinational enterprises. enterprises with more than 10,000 employees. In recent years, we have increased our focus on the mid-market and enterprise customer segments, and in fiscal 2017, we generated a majority of our services revenue from customers in these business segments. We provide most of our communications services on a SaaS model, with monthly billing of service fees and usage charges, under contracts with terms that generally range from one to four years.

Our turnkey solution spans the breadthIndustry

Businesses today face increasing cost and complexity with deployments of communications and collaboration needs, is provided with 99.997% availability at an affordable cost and is quick and easy to deploy through our patent-pending deployment methodology. This allows customers to focus on their business instead of trying to manage the complexities of disparate Unified Communications & Collaboration (UCC) platforms and the integration of these platforms with other cloud-based business applications, such as enterprise resource planning or ERP, CRM and/or human capital management or HCM.

Available Information

We were incorporated in California in February 1987 and reincorporated in Delaware in December 1996. We maintain a corporate Internet website at the address http://www.8x8.com. The contents of this website are not incorporated in or otherwise to be regarded as part of this Annual Report. We file reports with the Securities and Exchange Commission, or SEC, which are available on our website free of charge. These reports include annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to such reports, each of which is provided on our website as soon as reasonably practical after we electronically file such materials with or furnish them to the SEC. You also can read and copy any materials we file with the SEC at the SEC's Public Reference Room at 100 F Street, NE, Washington, DC 20549. You can obtain additional information about the operation of the Public Reference Room by calling the SEC at 1.800.SEC.0330. In addition, the SEC maintains a website (www.sec.gov) that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC, including 8x8.

Our Industry

Businesses are increasingly focused on utilizing mobility and UCC solutions to enable increased productivity, improve interactions with customers and partners, and enhance organizational agility and responsiveness. Legacy solutions have proven to be costly and cumbersome and do not meet these evolving business requirements.solutions. Companies of all sizes are managing a mobileglobal, distributed, remote and globally distributedmultigenerational workforce that seeks to leverage multiple meansforms of communications and collaboration, including voice, text, video and desktop.communication in their day-to-day interactions. The rapid rise of mobile devices in the enterprise has created demand for "bringBYOD (bring your own device," or BYOD, provisioning capabilities. Additionally, companiesdevice) integration as part of s typical business' communications needs.  Companies are looking to increase their competitive edge by also integrating their communications with ERP (Enterprise Resource Planning), CRM and(Customer Relationship Management), HCM (Human Capital Management) applications and other back-office information technology, or IT (information technology) systems withwithin their communications infrastructure. Further complicating matters, business users are circumventing their IT departments by using a variety of self-selected third-party tools for team communications and collaboration, systems. Finally, as cyber threats proliferate and Internet hacker attacks become more sophisticated, voice and data security and compliance are at the forefront of business requirements. Legacy providers have struggled to keep up with the new business paradigm and continue to require long, high-touch sales and setup cycles in an effort to solve carrier and hardware complexity. Some of the new cloud-based providers deliver point solutions and typically do not providedriving a secure, comprehensive UCC platformshift in the cloud.

Cloud Market Opportunity

We believe that the addressable market for our cloud telephony, unified communications and contactbuying center services is large, growing and underpenetrated. Our services directly address multiple markets. According to IDC (International Data Corporation), worldwide cloud-based UCC offerings are forecast to reach almost $8 billion in 2014 and grow to $13.5 billion in 2018 at a compound annual growth rate (CAGR) of 15.2%. Research and Markets forecasts worldwide growth in the cloud based contact center market from $4.15 billion in 2014 to $10.9 billion in 2019 at a CAGR of 21.3%.The global web event services market is forecasted by Frost & Sullivan to grow at an 11.0% CAGR from $424 million in 2013 to $712 million in 2018. We address these markets with our Virtual Office, Virtual Contact Center and Virtual Meeting solutions, respectively.

Legacy Approaches are Cumbersome and Expensive

Companies are facing increasing complexity with deployments of communications and collaboration services. The exponential growth and variety of mobile devices (with employees seeking to incorporate their personal devices into the workplace environment), the increase in a globally distributed workforces, demand for full functionality with third-party applications and other back office IT systems and increasing security and regulatory concerns create numerous challenges for companies seeking a comprehensive UCC solution, including:

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• Hardware/Software Vendor, Carrier and Sub-Carrier Complexity. Establishing connectivity and communications through the myriad of hardware and software vendors, carriers, sub-carriers and international carriers is becoming ever more complex. Companies need reliable connectivity without complex configurations that require long lead times to implement and extensive IT oversight to manage.

• Device Proliferation / BYOD. The exponential growth of mobile devices has resulted in BYOD in the workplace and, as a result, has increased companies' need for communications and collaboration servicesfrom IT to individuals, a phenomenon known in orderthe industry as "shadow IT."

  We believe traditional on-premises communications systems are unable to improve employee productivity. Furthermore, companies need to manage and secure voice and data while protecting customer privacy.

• Globally Distributed Enterprises and Workforces. Companies ofaccommodate all sizes and their employees are distributed globally and need to support communications and collaboration across locations and between employees on a unified system that can be easily deployed and work reliably.

• Applications Requirements. As companies look to gain an edge in an increasingly competitive environment, ERP applications help improve efficiency while CRM applications help manage and streamline customer interactions and HCM applications facilitate communication with companies' employees. Many of these applications provide additional benefits and improved productivity when integrated withneeds in a communications and collaborations suite, allowing employees to communicate information quickly.

• Compliance. Government regulations and compliance procedures add complexity to the already difficult task of managing communications for dozens or hundreds of employees. Companies need a way to secure voice and data communications, prevent fraudulent use of communication services and comply with privacy protection regulations.

• Cost of Deployment.cost-efficient manner. In addition to these complex requirements, chief information officers are facing increased budget scrutiny and a need to implement a scalable solution at an affordable cost.

Shortcomings of Existing Solutions

The current market is primarily comprised of two categories of solutions that are proving unable to adequately address today's business communications and collaboration requirements:

• Legacy Providers. Legacy providers typically provide on-premises solutions that require a long, complicated and high-touch sales and setup process with proprietary hardware. These on-premises solutions arebeing difficult to deploy and expensive to maintain in multiple locations for a globally distributed workforce. In addition, the legacyworkforce, these solutions do notoften fail to provide the mobility, resiliencybusiness continuity and business continuityintegration capabilities required by modern business customers. Legacy on-premises providers can only effectively provide service to groups of employees and the complexities of their deployment model make seamless employee communication in a distributed environment cost prohibitive. BYOD demands from employees further complicate the delivery of a companywidecompany-wide communication system.system using on-premises equipment. The result is a patchwork of communications systems with security risks that stretch across the organization. Security compliancy in this environment is impossible and information insecurity increases the chances of legal costs and theft of intellectual property.

• Point Solution Cloud Providers. New cloud providers have emerged to address the need for rapid provisioning and simple deployment of communications or collaboration software. However, these solutions are typically targeted at specific application silos and do not currently provide a comprehensive communications and collaboration suite.

The 8x8 Solution

The 8x8 unified cloud communications solution addresses the shortcomings of legacy and point solution cloud services through its pure cloud Software as a Service offering. At the core of our service are two technologies that deliver highly available UCC functionality that has been pre-integrated to CRM providers. Our Infrastructure Manager abstracts complex global interconnectivity between VoIP (Voice over Internet Protocol) and traditional PSTN (public switched telephone network) providing customers with a phone system that can reach any phone in the world whether wireless or wireline. Our Integration Manager integrates with third-party applications, including Salesforce.com, Microsoft Dynamics, NetSuite, Zendesk and many others, to provide integrated applications functionality within our communications and collaboration services. To date, we have been awarded 104 United States patents related to technology developments in these and other areas. Our solution provides the following key benefits:

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The 8x8 Solution

We offer unified communications, team collaboration, contact center, and analytics in a scalable platform that is used by businesses of all sizes across the globe, and can be accessed utilizing available Internet connections.

The key attributes of the 8x8 Communications Cloud solution include:

• Comprehensive SaaS Suite. Seamless Communication and Collaboration within a Single Integrated Software Platform.We believe that seamless, continuous communications and collaboration drives more effective employee and customer engagement and greater business productivity. Our services includeownership of the core technology underlying each of our offerings enables us to tightly integrate our solutions and provide users with the tools needed to communicate and collaborate with others in an integrated and fluid manner.  A single global corporate directory providing presence and click-to-contact functionality across all devices is the hallmark of our platform approach to communications.
• Integrated Unified Communications and Contact Center Solutions.A feature that we believe is unique to the 8x8 Communications Cloud is the integration of our 8x8 Virtual Office 8x8 Virtual Office Pro, 8x8Unified Communications solution with our Virtual Contact Center 8x8 Virtual Meeting and 8x8 Virtual Office Analytics and are delivered over an integratedsolution within a single cloud communications platform that amalgamates telephony, unified communications (UC) andplatform. One of the primary benefits of this integration is the unification of contact center users acrossagents with the enterprise with single logrest of the organization through the global corporate directory- facilitating, for example, the involvement of subject matter experts outside of the call center in customer interactions.  In addition to our full-featured Virtual Contact Center solution, we also offer 8x8 ContactNow, an intelligent, scalable and shared presenceeasy-to-use contact center solution for teams.
• Team Collaboration Interoperability.With the rise in popularity of team collaboration tools, including Slack, HipChat and various other team collaboration environments, we see a growing need for interoperability between these environments to enable cross-suite functionality. Oursupport contextual communications between teams that are utilizing these tools. A recent addition to the 8x8 Communications Cloud, our Sameroom technology enables team-to-team collaboration via interoperability between the most popular of these tools in the market today.
• Big Data and Analytics.We believe that visibility into communications data and trends helps businesses optimize productivity and customer engagement. To address this need, we have developed a robust suite of web-based tools to help customers receive a single invoice each month with transparent subscription pricing withoutmake informed business decisions based on underlying communications data. These analytics tools deliver rapid, easy-to-use, customizable insights into the billing complexities and minute overages typicallycommunications information associated with traditional providers. Unlike current on premises solutions, software updatesall 8x8 extensions and related services are delivered without complex hardware or on-premises infrastructure upgrade cycles, revolutionizing a company's ability to take advantage of new functionality to improve business efficacy and efficiency.

• Rapid Cloud Provisioning. Our UCCsupported devices in the cloud allows businesses to rapidly deploy 8x8 services within their organizations. Porting existing 1-800 numbers is often the longest part of the process. Our platform uses a proprietary deployment and provisioning methodology to ensure fast implementation compared with alternative solutions, and can be especially beneficial for companies with large and complex requirements, multiple sites, global implementations, or integration with CRM or other back end systems.an organization's communications network.  

• Global Footprint.Reach®.Our8x8's Global Reach® initiative has been designedrefers to deliver a consistently highour global strategy to provide enterprise-grade quality of service, across the globe usingreliability, security and support for our proprietary geo-routing technology. This has led to the launch of our cloud service at two new internationalmultinational customers. We serve customers operating in over 100 countries, through 12 data centers in fiscal 2015 - Hong Kong and Sydney, Australia. We currently maintain nine data center operations in fivethat cover seven dispersed regions of the world - United States, Canada, United Kingdom, Hong KongContinental Europe, Singapore/Asia, Australia and Australia.Philippines - helping provide superior call quality to customers worldwide.

• Superior QualityIntegration with other Business Applications.Many businesses are faced with customer communication challenges due to gaps in employee communication, poor internal collaboration, and Reliability.little or no contextual data available at the time of customer contact. Our software uses a combination of open application program interfaces (APIs) and pre-built integrations to enhance functionality with data from other third-party enterprise applications including Salesforce, Microsoft Dynamics, NetSuite, Zendesk, Oracle Sales Cloud and Hubspot. These integrations expose rich communications data to the applications used every day by groups such as sales, marketing, customer service, HR, finance, and more to improve workflows and drive better productivity.
• Customer & Partner APIs. WeThe 8x8 Communications Cloud offers a number of open APIs that allow customers and partners to expose rich communications data to their existing enterprise applications. These include APIs for direct access to messaging and chat, meetings, interactive voice response (IVR) /auto attendant, short messaging service (SMS), fax, analytics and data extraction, and provisioning and service management.
• Intuitive User Experience.Because we deliver our software from one integrated platform, we believe our solutions offer a comprehensiveseamless, intuitive communication experience across voice, messaging, collaboration and video.  Our web interfaces act as the communications portal for all 8x8 services and provide customers with a familiar and consistent user experience across all endpoints, as well as integration with many commonly used business productivity application, CRM solutions and vertical business applications.
• Rapid Deployment.Business agility in the global, modern economy is a competitive necessity, and we embrace the notion that communication services should be deployable as quickly as possible. Our services can be generally be provisioned in minutes from web-based administrative tools. We have automated our provisioning, billing and other systems to provide greater speed and flexibility in deployment for our customers. To ensure consistency and quality across our products and customer base, we have developed a deployment methodology, branded as Elite Touch®, that we apply to all of our deployments, from single-site remote implementation to complex deployments involving multiple sites, global implementation and integration with CRM or other back-end systems.

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• Committed Service Quality over the Public Internet.We currently offer qualifying customers a service level agreement (SLA) that guarantees thewith commitments regarding "end-to-end" service availability and voice quality, for calls transmitted over the public Internet to implement dual diverse connections to the Internet. Our SLA is subject to our customers following our guidelines for setup, and our verification. TheThis end-to-end SLA provides guarantees of more thanfor at least 99.99% uptime in addition toand a voice-quality mean opinion score (MOS) of greater than3.0 or equal to 3.0higher for at least 98% of all calls carried over the network, subject to customary exceptions and conditions, including those using compressed codecs such as G.729a, which typically exhibit less than toll quality MOS scores even under perfect network conditions.

• Applications Integration. the customer's implementation of dual diverse connections to the Internet and adherence to our setup guidelines. We integrate with third-party applications including Salesforce.com, Microsoft Dynamics, NetSuite, Zendesk, SugarCRM, eAgent and many othersare able to provide enhanced functionality withinthese commitments because of our UCC services.proprietary audio technology stack and the geographical and network architecture, designed to optimize the path for voice data across the Internet.

• Emphasis on Security and Compliance.Security and compliance in this cloud environment is difficult and expensive to achieve. We believe we have created a top-down culture of security and compliance, including a commitment to secure architecture and development. We have also invested heavily in system security and compliance with state andU.S. federal regulations including FISMA (Federal Information Security Management Act), HIPAA (Health Insurance Portability and Accountability Act) FIPS 140-2 (Federal Information Processing Standard), CPNI (Customer Proprietary Network Information), PCI-DSS (Payment Card Industry Data Security Standard) and Safe Harbor.

• Affordability. Our cloud UCC services are typically more affordable than legacy communication systemsInternational Standards such as ISO/IEC 27001, ISO/IEC 9001, the U.K. Government's Cyber Essentials Plus, and offer more UCC functionality at a fraction of the cost of traditional providers, even before including additional system integration costs that are likely to be incurred when deploying traditional services.EU-US Privacy Shield Framework.

Our Strategy

8x8 isWe are committed to developing and delivering the most innovative, reliable, scalable and secure cloud software for global business communications services available.as part of the 8x8 Communications Cloud. Our strategy is informed by evolving market dynamics, including the growing adoption of cloud communications software by larger commercial and enterprise customers, along with the unique attributes of our technology.

Key elements of our strategy include:

• Providing Superior, Enterprise Grade Functionality. We have invested in our software and software delivery infrastructure to provide a high-level of availability, reliability, security and compliance, and will continue to invest in this area. We intend to leveragecontinue to expand our proprietary, standards-based unifiedcustomer deployment and support capabilities, including our program management, professional services, and partner delivery capabilities, to meet the needs of larger, multinational customers.
• Focusing on Mid-Market and Enterprise Market Segments.We plan to capitalize on the growing adoption of cloud-based communications and collaboration solutions by commercial/mid-market and enterprise customers through increased focus on these market segments, through both a direct and channel sales strategy.
• Maintaining a Single Integrated Platform.We believe business communications solutions are increasingly requiring a breadth of software servicecapabilities, from simple voice and video collaboration to complex multi-channel contact center capabilities, and we expect this trend to continue. We believe our ability to deliver a full spectrum of capabilities within a single cloud platform from a single vendor is a competitive advantage, especially for larger customers. We plan to continue expanding these solutions globally to both small, medium businesses or SMBs, and larger, multinational enterprises and to bring the highest quality cloud telephony, virtualservices within our platform, including extending our contact center virtual meetingcapabilities, adding deeper collaboration services, and analytics and reporting servicesbringing an increasing number of analytics-driven applications to businesses at an affordable price. Our cloud communications services enhance the way our customers communicate and collaborate while delivering measurable business benefits such as improved customer engagement, increased revenue, better utilization of IT resources and business continuity.

  Our Growth Initiatives

  The following are key elements of our growth strategy:

  • Upsell our Products and Services. Our services provide additional benefits when used in concert, andmarket. Additionally, we intend to upsell our products and services by educating our customers on the additional functionalityservices we offer, and overall businessthe value that can be achieved with our UCC platform.

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  • Increase Mid-Market and Distributed Enterprise Adoption. We plan to capitalize on the growing adoption of cloud-based communications and collaboration solutionsusing them in mid-market and distributed enterprises by increasing focus on our direct and channel sales strategy.concert.
  • Expand Globally.Expanding our Global Footprint. As more and more businesses establish international operations, we believe companies will view traditional communication solutions bridging multiple geographies and carrier networks as cumbersome and expensive. We intendwill continue to focus on penetrating select markets outsideexpanding our ability to effectively and efficiently deliver our services into the United Statescountries and regions we currently serve. In addition, we plan to continue expanding the distribution of our services into new countries through a combination of organic growth, regional acquisitions and channel partners.
  • Expanding Paths to Market with Self-Service Solutions. We are investing in web-based, self-service capabilities in order to capture moreenable a broader set of customers to discover, purchase and implement our products. We have recently launched 8x8 ContactNow, our simplified contact center solution for teams, into the growing globalUS market for UCCwith full self-service capabilities, and we expect to leverage this model across additional services in the cloud which we believe is underpenetrated and lends itself to a cost effective and easily deployable cloud solution.future.
  • Build New Products and Service Offerings on our Platform.Acquiring Strategic Assets. We believe our unified software platform can be leveraged to offer additional products and services. We intend to integrate our service offerings further and provide additional functionality for our customers.
  • Pursue Strategic Acquisitions.We intend to identify, acquire and integrate strategic technologies, assets and businesses that we believe will build outto expand the breadth and adoption of our breadth of SaaScloud software offerings and drive growth, both domestically and internationally.

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  Our PlatformProducts

  Powered by internally owned and managed technologies, 8x8's solutions serve businesses of all sizes, scaling readily to serve large, globally distributed enterprise customers. All of our core software components work together and can be combined into different bundles depending on the business needs of our customers.

  Our unified software platform delivers a comprehensive, easy-to-use communications and collaboration solution for SMBs and mid-market and distributed enterprises. Our Infrastructure Manager software abstracts complex global interconnectivity between VoIP and traditional PSTN, enabling a turnkey UCC solution for our customers. Additionally, our Integration Manager software integrates with third-party applications and other back-end IT systems, allowing our customers to access important data while communicating with their clients or collaborating with colleagues. These core componentscurrent suite of our software platform enable rapid workspace and phone provisioning and seamless deployment of our UCC solutions globally. Furthermore, we have invested heavily in complying with state and federal regulations, including FISMA, HIPAA, HITECH, FIPS 140-2, CPNI, PCI-DSS and Safe Harbor. Although we cannot ever be certain that our systems fully comply with these complex regulations, we have expended significant resources on developing software and obtaining third party risk assessments that enable us to serve customers that are required to comply with these regulations.products includes:

  Our services work on smartphones, tablets, PCs, IP phones and mobile phones. In addition, our platform integrates with third party applications such as Salesforce.com, NetSuite, Microsoft Dynamics, SugarCRM, Zendesk, eAgent and many others to provide enhanced functionality.

  Our Services

  8x8 Virtual Office

  8x8 Virtual Office is a SaaS, cloud based replacement for legacy on premises business phone systems. Launched in March 2004,(VO) delivers high quality voice and unified communications-as-a-service globally. 8x8 Virtual Office is targeted at the SMB and mid-market and distributed enterprise markets. It is an affordable, easy-to-use UCCa self-contained, end-to-end solution that allows users withenables a broadband Internet connection anywhere in the world accesscustomer to use a rich set of UCC features.

  As a completely cloud-based service, Virtual Office enables SMB customers to rapidly deploy and easily manage enterprise-gradesingle business telephony capabilities, including full mobility, with no upfront capital expense and no requirement for in-house IT resources. Furthermore, our cloud-based delivery model can provide seamless connectivity across multiple offices and facilities, worldwide, for our larger mid-market and distributed enterprise customers.

  Virtual Office customers can easily move their existing phone service to 8x8 and preserve their phone number identity and investment by porting existing numbers to the new telephony service. Each extension in the virtual PBX can be located anywhere in the world that is serviced by a high-speed Internet connection. Virtual Office extension-to-extension calls and transfers are accomplished over the Internet, anywhere in the world, free of extra charges from third party telecommunications carriers. Virtual Office offers the following features:

  • Auto-attendant providing dial by extension, name or group;
  • Unlimited calling to the US, Canada, certain additional countries and other subscribers to our services, as well as low international rates;
  • Phone numbers in more than 50 countries with any desired area code for each extension;

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  • Conference bridge, three-way calling, music on hold, call park/pick-up, call transfer, hunt groups, and do not disturb;
  • Business-class voice mail including email alerts and direct transfer to mailbox;
  • Call waiting / Caller-ID;
  • Distinctive tone ringing;
  • Optional receptionist console application offering:
  • Multiple call viewing and handling;
  • Direct transfer to extension's voicemail;
  • Supervised transfers; and
  • View of extension status.

  Virtual Office Pro extends the capabilities of Virtual Office with additional functions such as synchronization of corporate directory, an integrated Virtual Meeting allowing for scheduled or ad hoc collaboration, presence management, as well as many other features required by our growing number of mid-market and distributed enterprise customers. Virtual Office Pro offers the following features:

  • A visual overview and online control of Virtual Office business calling activity including point-and-click access to inbound and outbound calls and call management features such as call transfer, do not disturb ("DND") and call forwarding;
  • Microsoft Outlook Contacts and Corporate Directory integration;
  • Virtual Meeting - allows subscribers to create, join and invite participants to web, audio and video meetings;
  • Virtual Office Mobile extension - to place and receive VoIP calls from any supported device (including desktop phones, computers with an installed software telephone app and access commonmobile devices) over any available broadband Internet connection. We offer metered, unlimited, and international service plans.

    The basic feature set of 8x8 Virtual Office servicesincludes auto attendants; unlimited, metered or international calling plans; worldwide extension dialing; corporate directory with click-to-call functionality; presence, messaging and functions from an iPhone/iPod Touch/iPad/Android mobile handset;

  • Fax - enables userschat; voicemail to send and receive unlimited faxes using either a separate phone number for fax oremail notification; conferencing; ring groups (ringing multiple extensions at the same number as your 8x8 extension;
  • Call recording -time or in sequence); hot-desking (multiple people sharing the same physical device); call recording; fax; call monitoring; music on hold; and a receptionist console with a night-attendant feature to answer and route calls when no employees are available. A web-based portal enables any inbound or outboundsystem administrators to manage their Virtual Office solution, including setting up user profiles; configuring auto-attendants, ring groups, call to be recordedqueues and later reviewed, downloaded or deleted;
  • Presence management - tells other co-workers whether a user is logged in, logged off,branches; managing corporate directories; and viewing call detail records and billing information.

    We also provide, at no additional cost, Virtual Office Mobile software that turns Apple iOS and Android-based mobile devices into extensions on the phone, off8x8 Virtual Office platform. Virtual Office Mobile can be downloaded from the phoneApple or currently unavailable; and

  • My Inbox overview - gives a comprehensive view of all voicemails, recordings, FAX messages, calls, and chat history.
  Google Play stores as an application.

  8x8 Virtual Contact Center

  We introduced8x8 Virtual Contact Center (VCC) is a multi-channel cloud based solution that enables even the smallest contact center to enjoy customer experience and agent productivity benefits that were previously available only to large contact centers at a much higher cost. 8x8 Virtual Contact Center is suitable for customer support, sales and any other corporate function that generates a high volume of inbound interactions with customers.

  Basic features of the 8x8 Virtual Contact Center service in July 2007. Virtual Contact Center is an integrated cloud-basedsolution include a programmable IVR tool for greeting customers, automatic queuing and routing of inbound inquiries, skills-based routing of inquiries to the appropriate call center solution that works with any broadband Internet connection and provides enterprise class contact center functionality combined with Virtual Office calling features. The Virtual Contact Center allows companies to quickly deploy and operate multi-channel contact centers without the time and expense of purchasing, installing and maintaining costly, specialized equipment. Delivered entirely as a cloud service, the Virtual Contact Center requires no specialized hardware or software, no telecom equipment and no up-front capital expenditures by the customer. Virtual Contact Center offers features such as skills-based routing, multi-mediaagents, browser-based agent console, multimedia management, real timereal-time monitoring and reporting, internal chat, voice recording and logging, historical reporting, Interactive Voice Response, integration with third party CRM and ERP solutions, and contact and case management tools, and integration with popular third-party CRM tools. To give customers a truly global presence, 8x8 Virtual Contact Center seamlessly connects an organization's international agents over a single platform with integrated presence, multilingual chat with automatic translation, call routing, reporting and management.

  Recent enhancements to 8x8 Virtual Contact Center include Customer Journey analytics capabilities that offer insight into customer experience and cloud-native Quality Management tools that help contact center managers evaluate every customer interaction and make timely improvements.

  8x8 Virtual Office Meetings (Web and Video Conferencing/Collaboration)

  8x8 Virtual Meeting

  We launchedOffice Meetings is a cloud-based video conferencing and collaboration solution that enables secure, continuous collaboration with borderless high definition (HD) video and audio communications from mobile and desktop devices, anywhere in the 8x8 Virtual Meeting service in September 2009 as an affordable, easy-to-use web event service that allows businesses to meet with customers, share and edit documents collaboratively, conduct training classes or deliver presentations from any computer with any browser from any location. Virtual Meeting allows unlimited meetings of unlimited duration for up to 50 participants per meeting. Additionally, Virtual Meeting seamlessly integrates withworld. Virtual Office soMeetings is built seamlessly into 8x8's Virtual Office desktop and mobile experience which allows users can easily searchto schedule meetings, initiate instant collaboration on the fly, and transition IM conversations into a meeting from a single application. In addition, the solution gives users access to their corporate directory or share their workspace with other meeting participants. Virtual Meeting also enables meeting recordingfor easy engagement and management. Delivered as a cloud-based service, Virtual Meeting requires nothing more than a web browsereliminates the need for customersusers and IT to create web events. Additionally, we offer Virtual Room, a video collaboration service, which is a low-cost alternative to traditional tele-presence solutions.manage multiple logins and passwords.

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  8x8Inside a Virtual Office AnalyticsMeeting, participants experience high definition audio conferencing (for employees or external participants using a software download), content sharing, chat conversations, high definition video conferencing and meeting recordings. Meetings can be scheduled in advance either from the software itself or from Microsoft Outlook or Google Calendar. When in a meeting, users can take advantage of 8x8's integrated presence feature to bring additional participants directly into a collaboration session using their preferred method of communication, including IM, email and voice.

  8x8 Sameroom (Team Collaboration Interoperability)

  With the surge in team messaging and collaboration apps such as Slack and HipChat, enterprises are increasingly subject to application proliferation and fragmentation that is hard to manage and govern securely. 8x8 Sameroom provides an interoperability platform that enables cross-team messaging and collaboration within a large organization and between organizations. With the Sameroom technology, our customers can collaborate across more than twenty disparate team messaging solutions.

  8x8 ContactNow (Contact Center Solution for Teams)

  8x8 Virtual Office AnalyticsContactNow is an intelligent, scalable and easy-to-use cloud contact center solution that we market for use by teams.  ContactNow provides call center functionality for teams that regularly interact with internal and external customers, such as sales, marketing, human resources, recruiting and help desks, but do not require the capabilities and feature set of a full scale, traditional contact center solution. 8x8 ContactNow offers a flexible pay-as-you-go model and is readily scalable and customizable through self-service configuration, allowing customers to add and subtract agents "on the fly" based on customer demand. We expect 8x8 ContactNow generally to be more affordable and better suited for the needs of small teams than 8x8 VCC.

  Script8 (Scripting Engine)

  Script8 is a robust suitedynamic communications flow and routing engine that offers a scripting environment for intelligently routing communications data for specific workflows. Script8 allows end-users to create simple, personalized and customizable communications experiences, including communications control, external data source integration and intelligent routing. Script8 use cases have included, for example: routing priority calls based on sales pipeline data in CRM system; IVR with two-factor authentication; sending SMS with directions to a retail store; and emergency dialing with Caller ID override.

  Our Technology

  We introduced our first communications SaaS offering in 2002, and have since expanded our solutions, features and capabilities. Our services are powered by internally-owned and operated technologies and are delivered to our customers from our 8x8 Communications Cloud platform. From inception through March 31, 2017 we have been awarded 131 United States patents covering a variety of web-based toolsvoice and video communications, signaling, processing and storage technologies. Many patents in our portfolio relate to the communications software used in our various SaaS solutions.

  We developed our Global Reach patented technology to ensure that 8x8 voice communications, placed or received anywhere on the globe on any compatible device, can have the same consistent quality as a local call within a single area code. Many hosted Voice over Internet Protocol (VoIP) solutions route call data through the same data center, regardless of the physical or geographic location of callers. By contrast, when an end-user makes a call using our solution, our patented technology seeks out the closest data center to the caller's location, subject to service quality, security and data sovereignty considerations. We call this "geo-routing." Our proprietary technologies take into account current Internet and carrier network conditions and determine the best route virtually instantaneously, ensuring that latency is minimized within the available routing options.

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  Many of our software solutions provide mission critical services to our business customers. We have therefore developed technologies and architectures that embed high reliability and uptime into our software. Based on this reliability and our Global Reach techology, we are able to offer qualifying enterprise customers an end-to-end SLA that provides enterprise-level analyticscommitments as to both the availability of our solutions, or uptime, and voice call quality.

  We believe one of the key areas that differentiates 8x8 from our competitors is the quality of our real-time service delivery over the public Internet. Real-time voice is perhaps the most difficult application to be delivered over the public Internet as there is no time for retransmission and there is little buffering that can be useddone without impacting the quality of a real-time conversation. As such, quality of the connection well beyond just the available bandwidth is the most important element of service delivery for VoIP. By having diverse routes and connectivity as well as full and granular Border Gateway Protocol (BGP) control over these connections, 8x8 is constantly inspecting the state of the Internet to make highly informedoptimize our service delivery to customers.

  In addition, we have instrumented hundreds of thousands of 8x8 endpoints to provide details of quality of connection information at the end of each call to 8x8's internal network operations environment. This is possible due to our full control over the core networking stack/equipment and the transit connections in our data centers.  

  Our technologies include a number of deployment methodologies that represent best practices for implementing our software at a customer site and driving customer adoption of our more advanced software features. We also manage and port existing business decisions. This suitenumbers globally, and we provide local number porting services in more than 40 countries. We provide software connectivity to emergency services and other regulatory services required by law in different regions of services delivers easy to use, customizablethe world. We have developed our own billing software, and rapid insights into the historicalprovide our customers with electronic monthly billing.

  Finally, a key aspect of our technology, especially critical for larger enterprise customers and real-time information associated with all extensionscertain industry verticals (such as healthcare), is our emphasis on security and devices in an organization's Virtual Office phone system. Virtual Office Analytics improves enterprise decision making by providing details about internal and external call activity, real-time call queue status, call quality, and individual end-point device status around the globe. This deep level of detail and intelligence can be used to improve businesses productivity in areascompliance, which we have addressed through specific measures such as employee performance, sales campaignsour end-to-end encryption technologies and customer experience management.certifications with various regulations and industry standards as described above.

  Sales, Marketing and Promotional Activities

  We currently sell and market our services directly to end users through our direct sales force, website,a variety of means, including search engine marketing and channel partners. Our sales force primarily handles inbound telephone calls and website leads which are generated from third partyoptimization, third-party lead generation sources, industry conferences, trade shows, and direct web advertising suchwebinars, as Google, orwell as traditional advertising channels such as in-flight magazineschannels. We employ a direct sales organization, consisting of inside and billboards. Sales representatives are paidfield-based sales agents, and an indirect channel partner network consisting of value-added resellers (VARs), master agents, system integrators and service providers. We typically contract directly with the end customer and use these channel partners to identify, qualify and manage prospects throughout the sales cycle, and have arrangements with a base salary or hourly ratenumber of partners who resell our services to their customers. For mid-market and monthly commission for sellingenterprise customers, our productssales professionals work closely with inside technical support, sales engineers and services. The commission isdeployment specialists to develop customized solution proposals based on individual customer requirements.

  In fiscal 2017, we invested in new resources and support tools for our channel partner program, including new sales made by the sales representative. Our sales department employs more than 100 people.enablement training and resources, deployment and support certification programs, online customer return on investment (ROI) tools, co-branded marketing materials and our new "PartnerConnect" portal which, among other capabilities, allows partners to launch and manage pre-built, multi-touch digital co-marketing campaigns.

  Competition

  Given the size and stage of the current market opportunity and the breadth of our communications and collaboration service platform, we face competition from a varietymany companies, including other cloud services providers, communications and collaboration software vendors and incumbent telephone companies and other resellers of firms, none of whom currently competes directly with our entire set of cloud UCC services, but who separately compete with us on one or more areas. We believe that the principal competitive factors affecting our ability to attract and retain customers are the breadth of services delivered via the Internet, reliability, call quality, price, and customer service.legacy communications equipment. For more information regarding the risks associated with such competition, please refer to our "Risk Factors" below.

  Hosted or 8

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  Cloud Based Telephony and Contact CenterServices Providers

  When companies make the moveFor customers looking to implement cloud-based communications, we compete with other cloud basedcommunication software providers of UCC, contact center, or phone service 8x8 competes with hosted or cloud providers to win that business. There are a number of competitors in this emerging market but none is dominant.such as RingCentral, Fuze, Vonage, Five9 and InContact/Nice. We believe that the integration of our breadthservices over a common platform, including contact center, differentiates our services from those offered by these competitors. We believe we also compare favorably as to security, reliability, quality of service, including our contact center capabilities give companies of all sizes a significant incentive to choose us when competing with cloud based providers that offer either UCC capabilities or contact center capabilities but not both.

  Our primary competitors of our cloud telephonyanalytics and contact center service also include traditional PBX providers including Cisco Systems, Inc. and Avaya Holdings Corp. and other cloud telephony and contact center providers such as Comcast Corporation, inContact, Inc., Interactive Intelligence and RingCentral, Inc. These competitors have services offerings primarily limited to telephony. We believe our products offer unmatched breadth and deployment simplicity of our cloud UCC services.global coverage.

  Communications and Collaboration Software Vendors

  We also face competition from communications and collaboration software vendors such as Cisco, Google, Amazon and Microsoft Corporation. These competitors provide software solutions that compete with our Virtual Meeting service. They represent a point solution that overlaps with our offering. While noneCorporation, some of which are well-established in the communications industry while others have only recently begun to market cloud communications solutions. Some of these competitors currently have cloud services offerings that span the entire breadth of our services offerings, they each havedeveloped strong software solutions for theirits respective communications and/or collaboration silos.silo. Many of these competitors are substantially larger, and better capitalized, and more well-known than we are and have advantages with larger existing customer bases and larger marketing budgets.are. However, we believe that a collective deployment of a collection of theirthese software solutions that is equivalent to a similar deployment of our services is likely to be more expensive and cumbersome for the customer.customers, when compared to similar deployments of our services.

  Legacy on Premises Telephone equipment providers and Incumbent Telephony Companies and Legacy Equipment Providers

  In telephony, we face competition fromOur cloud-based software replaces wire line business voice services sold by incumbent telephone companies,and cable companies and alternative voice and video communication providers, including cloud telephony providers. Because most of our target customers are already purchasing communications services from one or more of these providers, our success is dependent upon our ability to attract these customers away from their existing providers.

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  These competitors includesuch as AT&T, CenturyLink, Comcast, and Verizon Communications. These competitors are substantially largerCommunications, often in conjunction with on-premises hardware solutions from companies like Avaya, Cisco and better capitalized than we are and haveMitel. We believe that the advantage of a large existing customer base, and larger marketing budgets than we have. Moreover, they also provide some of the broadband services that are required to use our service, which is a significant competitive advantage. However, the servicessolutions offered by these competitors are typically more expensive to adopt, typically require on-premisecumbersome on-premises implementations, and requireneed regular hardware and IT infrastructure upgrades. Furthermore, these competitors typicallythe offerings often do not provide limitedall the functionality needed for ourlarger customers to integrate their communication systems with their IT infrastructure, therefore requiring additional system integration investments and set up.

  A deployment of a collection of services offered by these competitors equivalent to a similar deployment of our services is likely to be more expensive and difficult to manage. In addition, in a distributed office setting, on premise solutions typically will be more expensive due to the requirement to locate on premise equipment in each office location, and the incumbent telephone companies may not have service offerings across the business's entire office footprint due to the geographic centric business model of traditional telecommunications companies that limits their terrestrial service offering to geographies where they have physical network facilities. By way of example, the largest incumbent telephone exchange carriers do not have nationwide coverage across the United States for their traditional fixed line telephony service.investments.

  Operations

  Our Infrastructure Manageroperations infrastructure consists of data management, monitoring, control and billing systems that support all of our products and services. We have invested substantial resources to develop and implement our real-time call management information system. Key elements of our Infrastructure Manageroperations infrastructure include a prospective customer quotation portal, customer provisioning, customer access, fraud control, network security, call routing, call monitoring, media processing and normalization, call reliability, detailed call record storage and billing and integration with third-party applications. We maintain a call switchingcall-switching platform in software that manages call admission, call control and call rating and routes calls to an appropriate destination or customer premises equipment.

  Network Operations Center

  We maintain aglobal network operations centercenters at our headquarters in San Jose, California and in Cluj-Napoca, Romania, and employ a staff of approximately 50 individuals with experience in voice and data operations to provide 24-hour operations support, seven days per week. We use various tools to monitor and manage all elements of our network and our partners' networks in real-time.real time. We also monitor the network elements of some of our larger business customers. Additionally, our network operations center provides technical support to troubleshoot equipment and network problems. We also rely upon the network operations centers and resources of our telecommunications carrier partners such as Level 3 Communications, Inc. and data center providers such as Equinix, Inc. to augment our monitoring and response efforts.

  In the event of a major disruption at a data center, such as a natural disaster, failover between data centers for 8x8 Virtual Office is designed to occur instantly. Active calls may disconnect, but new calls can be generated immediately. In addition, most of the maintenance services performed by 8x8 are seamless and non-disruptive to customers. For example, we can move the core call flow processing from one data center to another without dropping a call. We offer local redundancy (i.e., failover to a data center within the same region) as a standard feature of 8x8 Virtual Contact Center, and geographical redundancy (i.e., failover to a data center in a different region) can be enabled as an option to provision geo-redundant tenants on multiple sites. Our ContactNow product is geographically redundant in the U.S. and, in the UK, across multiple sites in London.

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  Customer and Technical Support

  We maintain8x8 maintains a call center at our headquartersglobal customer support organization with operations in San Jose, Californiathe United States, United Kingdom, Philippines and have a staff of approximately 100 employees and contractors that provideRomania. Customers can access 8x8 customer service andsupport services directly from the company website or receive multi-channel technical support via phone, chat, web and email. Emergency support is available on a 24x7 basis.

  We take a lifecycle approach to customers. In addition, we have outsourced some customer support, activitiessupporting customers from onboarding to third parties. Customers who accessdeployment and training, and through the renewal process, to drive greater user adoption of 8x8 services. For our services directlylarger enterprise customers, our Elite Touch implementation methodology utilizes a Deployment Management team and provides active support through the "go-live" date at each customer site.  We also provide a Customer Success Manager as a single point of contact for every aspect of the post-sale relationship.  Finally, we offer a variety of training classes through our website receive customer service and technical support8x8 Academy, either through multilingual telephone communication, web-based and "chat" sessions, and e-mail support.instructor-led classes or self-paced eLearning.

  Interconnection Agreements

  We are a party to telecommunications interconnect and service agreements with VoIP providers and PSTNpublic switched telephone network (PSTN) telecommunications carriers such as Level3 Communications, Verizon Communicationsin the United States and Inteliquent.other global regions.  Pursuant to these agreements, VoIP calls originating on our network can be terminated on other VoIP networks or the PSTN. Correspondingly,PSTN, and likewise, calls originating on other VoIP networks and the PSTN can be terminated on our network.

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  Research and Development

  The UCC in the cloud communications market is characterized by rapid technological changes and advancements, typical of most SaaS markets. Accordingly, we make substantial investments in the design and development of new products and services, as well as the development of enhancements and features to our existing products and services, and make these enhancements available to our customers frequently. OurResearch and development expenses in each of the fiscal years ended March 31, 2017, 2016 and 2015 were $27.5 million, $24.0 million and $15.1 million, respectively.

  We plan to invest in expanding the set of services within our platform, including extending our contact center capabilities, adding deeper collaboration services, and bringing an increasing number of analytics-driven applications to market. We expect our future development programs also willto focus on the integration and functionality of our products and services with other SaaS products, such as Salesforce.com, Netsuite,NetSuite, Zendesk and others. Supporting a variety of standard and custom integration partners and services is essential to our success as a cloud services provider.

  We currently employ more than 140 individuals in research, development and engineering activities in our facilities in San Jose, California, London, England and Cluj, Romania as well as outsourced software development consultants. Research and development expenses in each of the fiscal years ended March 31, 2015, 2014 and 2013 were $15.1 million, $11.6 million and $8.1 million, respectively.

  Regulatory Matters

  In the United States, VoIP and other software communications and collaboration services, like ours, have been subject to less regulation at the state and federal levels than traditional telecommunications services. Providers of traditional telecommunications services are subject to the highest degree of regulation, while providers of VoIP and other information services are largely exempt from most federal and state regulations governing traditional common carriers. The FCC has subjected VoIP service providers to a smaller subset of regulations that apply to traditional telecommunications service providers and has not yet classified VoIP services as either telecommunications or information. The FCC is currently examining the status of VoIP service providers and the services they provide in multiple open proceedings. In addition, many

  Many state regulatory agencies impose taxes and other surcharges on VoIP services, and certain states take the position that offerings by VoIP providers are intrastate telecommunications services and therefore subject to state regulation. These states argue that if the beginning and end points of communications are known, and if some of these communications occur entirely within the boundaries of a state, the state can regulate that offering. We believe that the FCC has preempted states from regulatingfederal regulations largely pre-empt state regulations that treat VoIP offerings in the same manner as providers of traditional telecommunications services. However, this issuethere are many areas of regulation where pre-emption has not been resolved definitively as a matter of law, and it remainslaw. It is possible that the FCC could determine that suchVoIP services are not information services, or that there could be a judicial or legislative determination that the states are not preemptedpre-empted from regulating VoIP services as traditional telecommunications services. We cannot predict how or when these issues will be resolved or itsthe potential future impact on our business at this time.

  The effect of any future laws, regulations and orders on our operations, including, but not limited to, our cloud-based communications and collaboration services, cannot be determined. But as a general matter, increased regulation and the imposition of additional funding obligations increases service costs that may or may not be recoverable from our customers, which could result in making our services less competitive with traditional telecommunications services if we increase our prices or decreasing our profit margins if we attempt to absorb such costs.10

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  In addition to regulations addressing Internet telephony and broadband services, other regulatory issues relating to the Internet in general,generally could affect our ability to provide our services. Congress has adopted legislation that regulates certain aspects of the Internet including online content, user privacy, taxation, liability for third partythird-party activities and jurisdiction. In addition, a number of initiatives pending in Congress and state legislatures would prohibit or restrict advertising or sale of certain products and services on the Internet, which may have the effect of raising the cost of doing business on the Internet generally.

  Internationally, we are subject to a complex patchwork of regulations that vary from country to country. Some countries have adopted laws that make the provision of VoIP services illegal within the country. Other countries have adopted laws that impose stringent licensing obligations on providers of VoIP services like ours. In many countries, it is not clear how laws that have historically been applied to traditional telecommunications providers will be applied to providers of VoIP services like us.

  The effect of any future laws, regulations and orders, or any changes in existing laws or their enforcement, on our operations cannot be determined. But as a general matter, increased regulation and the imposition of additional funding obligations increases service costs that may or may not be recoverable from our customers. An increase in these costs could make our services less competitive with traditional telecommunications services, if we increase our prices, or decrease our profit margins, if we attempt to absorb such costs.

  Federal, state, local and foreign governmental organizations are considering other legislative and regulatory proposals that would regulate and/or tax applications running over the Internet. We cannot predict whether new taxes will be imposed on our services, and depending on the type of taxes imposed, whether and how our services would be affected thereafter. Increased regulation of the Internet may decrease its growth and hinder technological development, which may negatively impact the cost of doing business via the Internet or otherwise materially adversely affect our business, financial condition and results of operations. Please refer to Part I, Item 1A.1A "Risk Factors"Factors," for a discussion of regulatory risks, proceedings and issues that could adversely affect our business and operating results in the future.

  Intellectual Property and Proprietary Rights

  Our ability to compete depends, in part, on our ability to obtain and enforce intellectual property protection for our technology in the United States and internationally. We currently rely primarily on a combination of trade secrets, patents, copyrights, trademarks and licenses to protect our intellectuallyintellectual property. As ofFrom inception through March 31, 2015,2017, we have been awarded 104131 United States patents, of which we expect to expire between 20152017 and 2042.2035. We have additional United States and foreign patent applications pending.

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  We cannot predict whether our pending patent applications will result in issued patents.

  To protect our trade secrets and other proprietary information, we require our employees to sign agreements providing for the maintenance of confidentiality and also the assignment of rights to inventions made by them while in our employ.employed by us. There can be no assurance that our means of protecting our proprietary rights in the United States or abroad will be adequate or that competition will not independently develop technologies that are similar or superior to our technology, duplicate our technology or design around any of our patents. In addition, the laws of foreign countries in which our products are or may be sold domay not protect our intellectual property rights to the same extent as do the laws of the United States. Our failure to protect our proprietary information could cause our business and operating results to suffer.

  We are also subject to the risks of adverse claims and litigation alleging infringement of the intellectual property rights of others. Such claims and litigation could require us to expend substantial resources and distract key employees from their normal duties, which could have a material adverse effect on our operating results, cash flows and financial condition. The communications and software industries are subject to frequent litigation regarding patent and other intellectual property rights. Moreover, the VoIP service provider community has historically been a target of patent holders. There is a risk that we will be a target of assertions of patent rights and that we may be required to expend significant resources to investigate and defend against such assertions of patent rights. For information about specific claims, please refer to Part I, Item 1A,Risk Factors - "Our infringement of a third party's proprietary technology could disrupt our business" and Part I, Item 3. "LEGAL PROCEEDINGS."

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  We rely uponutilize certain technology, including hardware and software, licensedthat we license from third parties. TheseMost of these licenses are on standard commercial terms made generally available by the companies providing the licenses. To date, the cost and terms of these licenses individually has not been material to our business. There can be no assurance that the technology licensed by us will continue to provide competitive features and functionality or that licenses for technology currently utilized by us or other technology which we may seek to license in the future will be available to us on commercially reasonable terms or at all, however. The loss of, or inability to maintain, existing licenses could result in shipment delays or reductions until equivalent technology or suitable alternative products could be developed, identified, licensed and integrated, and could harm our business.

  Geographic Areas

  Most of our customers and substantially all of our revenues are in the U.S. Revenue from customers outside the United States was not material for the fiscal years ended March 31, 2015, 2014 and 2013. We have only onetwo reportable segment.segments. Financial information relating to revenues generated in different geographic areas are set forth in Note 12 to our consolidated financial statements contained in Part II, Item 8 of this Annual Report.

  Employees

  As of March 31, 2015,2017, our workforce consisted of 565 employees.1,019 full time employees spread across the globe. None of our employees are represented by a labor union or are subject to a collective bargaining arrangement.

  Available Information

  We were incorporated in California in February 1987 and reincorporated in Delaware in December 1996. We maintain a corporate Internet website at the address http://www.8x8.com. The contents of this website are not incorporated in or otherwise to be regarded as part of this Annual Report. We file reports with the Securities and Exchange Commission, or SEC, which are available on our website free of charge. These reports include annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to such reports, each of which is provided on our website as soon as reasonably practical after we electronically file such materials with or furnish them to the SEC. You can also read and copy any materials we file with the SEC at the SEC's Public Reference Room at 100 F Street, NE, Washington, DC 20549. You can obtain additional information about the operation of the Public Reference Room by calling the SEC at 1.800.SEC.0330. In addition, the SEC maintains a website (www.sec.gov) that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC, including 8x8.

  Executive Officers of the Registrant

  Our executive officers as of the date of this report are listed below.

  Vikram Verma, Chief Executive Officer. Vikram Verma, age 50,52, has served as Chief Executive Officer since September 2013 and as a director since January 2012. From October 2008 through August 2013, Mr. Verma was President of Strategic Venture Development for Lockheed Martin. From 2006 through 2008, Mr. Verma was President of the IS&GS Savi Group, a division of Lockheed Martin. Prior to 2006, Mr. Verma was Chairman and Chief Executive Officer of Savi Technology, Inc. Mr. Verma received a B.S.E.E. degree from Florida Institute of Technology, ana M.S.E. degree from the University of Michigan in electrical engineering, and a graduate degree of Engineer in Electrical Engineering from Stanford University.

  Bryan Martin,Chairman and Chief Technology Officer. Bryan Martin, age 47,49, has served as Chairman of the Board of Directors since December 2003, has served as Chief Technology Officer since September 2013 and as a director since February 2002. From February 2002 to September 2013, he served as Chief Executive Officer. From March 2007 to November 2008, and again from April 2011 to December 2011, he served as President. From February 2001 to February 2002, he served as our President and Chief Operating Officer. He served as our Senior Vice President, Engineering Operations from July 2000 to February 2001 and as Chief Technical Officer from August 1995 to August 2000. He also served as a director of the Company from January 1998 through July 1999. In addition, Mr. Martin served in various technical roles for the Company from April 1990 to August 1995. He received a B.S. and an M.S. in Electrical Engineering from Stanford University.

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  Mary Ellen Genovese, Chief Financial Officer. Mary Ellen Genovese, age 55,58, has served as our Chief Financial Officer since November 2014.  Ms. Genovese had been serving as our Senior Vice President of Human Resources since July 2014 and prior to that, as a consultant to the Company since April 2012. Prior to joining the Company, from 2008 to 2011, Ms. Genovese served as a consultant to a Fortune 50 security company. From 2004 through 2006, Ms. Genovese was the Chief Financial Officer of Savi Technology, Inc. Prior to joining Savi Technology, she was Chief Financial Officer of Trimble Navigation Limited from 2000 to 2004. Between 1992 and 2000, Ms. Genovese worked at Trimble in a succession of other financial and accounting positions, including VP of Finance and Corporate Controller. Ms. Genovese holds a B.S. Degree in Accounting from Fairfield University and received her CPA license from the State of Connecticut.

  Darren Hakeman, Senior Vice President of Product and Strategy. Darren Hakeman, age 45,47, has served as our Senior Vice President of Product and Strategy since September 2013, and was a consultant to the Company starting in May 2013. From 2009 to 2013, Mr. Hakeman worked as a strategic advisor to leading Silicon Valley companies and emerging start-ups including Authentication Metrics, Inc. (now Agari), Blackfire Research, and a major global security company. Prior to 2009, he served as Senior Vice President of Operations for a SaaS Business Unit of Lockheed Martin that emerged following Lockheed's acquisition of Savi Technology, Inc. He received a B.S. and an M.S. in Electrical Engineering from Stanford University.

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  Puneet Arora, Senior Vice President of Global Sales. Puneet Arora, age 39,42, has served as Senior Vice President of Global Sales since January 2015. From January 2013 to January 2015, Mr. Arora was Vice President and Head of North America Sales at LivePerson. From August 2010 to August 2012, Mr. Arora led Cloud CRM Sales - North America - West for Oracle. From September 2007 to November 2009, Mr. Arora was Vice President of Corporate Sales for Salesforce.com. He received a B.S. in Computer Engineering from Iowa State University.University and an M.B.A. from Babson College.

  Henrik Gerdes, Chief Accounting Officer. Henrik Gerdes, age 41, has served as our Chief Accounting Officer, since March 2017. Prior to joining the Company, Mr. Gerdes, served as Corporate Controller and Treasurer at Rocket Fuel Inc. from 2014 through March 2017, Director of Finance at TIBCO Software Inc. from 2011 through 2014 and SEC reporting manager from 2010 through 2011. Between 2002 and 2010, Mr. Gerdes served in different positions at PricewaterhouseCoopers in Germany and San Jose, USA. Mr. Gerdes holds a Masters of Business Economics from University of Goettingen, Germany.

  ITEM 1A. RISK FACTORS

  If any of the following risks actually occur, our business, results of operations and financial condition could suffer significantly.

  Our success depends on the growth and customer acceptance of our services.

  Our future success depends on our ability to significantly increase revenue generated from sales of our cloud communications and collaboration servicessoftware solutions to business customers, including SMBssmall and midsize businesses (SMBs) and mid-market and larger distributed enterprises. To increase our revenue, we must add new customers and encourage existing customers to continue their subscriptions on(on terms favorable to us,us), increase their usage of our services, andand/or purchase additional services from us. For customer demand and adoption of our cloud communications and collaboration servicessolutions to grow, the quality, cost and feature benefits of these services must be sufficientcompare favorably to cause customers to adopt them.those of competing services. For example, our cloud telephonyunified communications and contact center services must continue to evolve so that high-quality service and features can be consistently providedoffered at competitive prices. As our target markets mature, or as competitors introduce lower cost and/or more differentiated products or services that compete or are perceived to compete with ours, our ability to sell new customers and obtain renewals from existing customers could be impaired. As a result, we may be unable to renew or extend our agreements with existing customers or attract new customers, or new business from existing customers, on terms that would be favorable or comparable to prior periods,terms, which could have an adverse effect on our revenue and growth.

  Historically, our core service offerings have been our cloud telephony and contact center services, which contributed a substantial majority of our revenues in fiscal years ended March 31, 2015, 2014 and 2013. Marketing and selling new and enhanced features and services, and additional communications and collaboration offerings, may require increasingly sophisticated and costly sales efforts. Similarly, theThe rate at which our existing customers purchase any new or enhanced services we may offer depends on a number of factors, including general economic conditions, and their reactions to any price changes related tothe importance of these additional features and services.services to our customers, and the price at which we offer them. If our customers react negatively to our new or enhanced service offerings or our efforts to upsell to our customers are otherwise not as successful and negative reaction occurs,as we project, our business may suffer. Our sales strategies must also continue to evolve and adapt as our market matures, for example through the offering of additional customer self-service tools and automation for the SMB segment and the development of new and more sophisticated sales channels that leverage the strengths of our partners. In addition, marketing and selling new and enhanced features and services may require increasingly sophisticated and costly sales and marketing efforts, which may require us to incur additional expenses and may negatively impact the results of our operations.

  To support the successful marketing and sale of our services to new and existing customers, we must continue to offer high-quality educationtraining, deployment, and customer support. Providing this education and supportthese services effectively requires that our customer support personnel have specificindustry-specific technical knowledge and expertise, makingwhich may make it more difficult and costly for us to locate and hire qualified personnel, andparticularly in the competitive Silicon Valley labor market where we are headquartered. Our support personnel also require extensive training on our products, which may make it difficult to scale up our support operations due to the extensive training required.rapidly. The importance of high-quality customer support will increase as we expand our business globally and pursue new mid-market and distributed enterprise customers. If we do not help our customers quickly resolve post-deployment issues and provide effective ongoing support, our ability to sell additional functionalityfeatures and services to existing customers will suffer and our reputation with existing or potential customers willmay be harmed.

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  Furthermore, we operate in an industry that is subject to significant federal and state regulation in the United States and regulation by various governments and governmental bodies in other countries in which we offer our communications and collaboration services. Regulations may impede the growthAs more of our sales efforts are targeted at enterprise customers, our sales cycle may become more time-consuming and expensive, we may encounter pricing pressure and implementation and customization challenges, and we may have to delay revenue recognition for some complex transactions, all of which could harm our business impose significant additional costs, and require substantial changes to software and other technology. Also, new regulations may be adopted that materially reduce demand for our services by businesses.operating results.

  We face significant risks incurrently derive a majority of our strategyrevenues from sales of our cloud software solutions to target mid-market and larger distributed enterprises, and we believe increasing our sales to these customers is key to our future growth. Our sales cycle, which is the time between initial contact with a potential customer and the ultimate sale to that customer, is often lengthy and unpredictable for saleslarger enterprise customers. Many of our prospective enterprise customers do not have prior experience with cloud-based communications and, therefore, typically spend significant time and resources evaluating our solutions before they purchase from us. Similarly, we typically spend more time and effort determining their requirements and educating these customers about the benefits and uses of our solutions. Enterprise customers also tend to demand more customizations, integrations and additional features than SMB customers. As a result, we may be required to divert more sales and engineering resources to a smaller number of large transactions than we have in the past, which means that we will have less personnel available to support other segments or that we will need to hire additional personnel, which would increase our operating expenses.

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  It is often difficult for us to forecast when a potential enterprise sale will close, the size of the customer's initial service order and the period over which the deployment will occur, which impacts our recognition of revenue. Enterprise customers may delay their purchases from one quarter to another as they assess their budget constraints, negotiate early contract terminations with their existing providers or wait for us to develop new features. Any delay in closing, or failure to close, a large enterprise sales opportunity in a particular quarter or year could significantly harm our projected growth rates and cause the amount of new sales we book to vary significantly from quarter to quarter. We may also have to delay revenue recognition on some of these transactions until the customer's technical or implementation requirements have been met.

  In some cases, we may enter into a contract with a large enterprise customer, such as a preferred vendor agreement, that has little or no minimum purchase commitments but establishes the terms on which the customer's affiliates, clients or franchisees (as the case may be) may order services from us in the future. We may expend significant time and resources towards becoming a preferred vendor without booking significant sales from the opportunity until months or years after we sign the initial agreement. If we are unsuccessful in selling our services to the prospective purchasers under these agreements, we may not recognize revenue in excess of the expenses we incur in pursuing these opportunities, which could adversely impact our profitability and cash flow.

  We also face significant risks in implementing and supporting the services we sell to mid-market and larger distributed enterprises and, if we do not manage these efforts effectively, our business and results of operations could be materially and adversely affected.

  We currently derive a minority of our revenues from sales of our cloud communications and collaboration services to mid-market and larger distributed enterprises, but we believe penetrating these customers is key to our future growth. We have a limited history of selling our services to larger businesses and have experienced, and may continue to experience, new challenges in deploying and providing our cloud communications and collaboration servicesongoing support for the solutions we sell to large customers. As we have targeted more of our sales efforts to mid-market and larger distributed enterprises, our sales cycle has become more time-consuming and expensive. As we expand farther into this market segment, we may encounter pricing pressure and implementation and customization challenges, and revenue recognition may be delayed for some complex transactions, all of which could harm our business and operating results. In this market segment, the customer's decision to use our service may be an enterprise-wide decision and, if so, these types of sales may require us to provide greater levels of education regarding the use and benefits of our service, as well as education regarding privacy and data protection laws and regulations to prospective customers with international operations. In addition, larger customers may demand more features, integration services and customization. Furthermore, larger

  Larger customers' networks canare often more complex than those of smaller customers and generally require participation from the customer information technology (IT) team, and there is no guarantee that resources with adequate expertise will be complex, and theiravailable when we deploy our services. The lack of local IT expertiseresources may prevent us from ensuring the proper deployment of our services, which can in turn adversely impact the quality of services that we deliver over theirour customers' networks, and canand/or may result in delays in the implementation of our services that can adversely affect the installation of our services, which may lead to the cancellation of orders or services. This may create a public perception that we are unable to deliver high quality of service to the end-users, negatively impactingour customers, which could harm our reputation and creating an adverse perception of our abilitiesmake it more difficult to implementattract new customers and deliver services resulting in cancellation of orders or services.retain existing customers. Moreover, larger customers demandtend to require higher levels of customer service and individual attention (including periodic business reviews and in-person visits, for example), which can impactmay increase our cost structure to implementcosts for implementing and deliverdelivering services. If a customer is not satisfiedunsatisfied with the quality of services we provide or the quality of work performed by us or a third party, orwe may decide to incur costs beyond the scope of our contract with the type of services or solutions delivered, then we might incur additional costscustomer in order to address the situation and protect our reputation, which may in turn reduce or eliminate the profitability of that work might be impaired, andour contract with the customer's dissatisfaction with our services could damage our ability to obtain additional work from that customer. In addition, negative publicity related to our larger customer relationships, regardless of its accuracy, could injureharm our reputation and further damage our business by affecting our abilitymake it more difficult for us to compete for new business with current and prospective customers.

  Larger customers also might require services in different international locations where we may encounter technical, logistical, infrastructure and regulatory limitations on our ability to implement or deliver our services, and be unable to provide the required services. These issues could limit the expansion of our services for some of these customers or result in cancellation of all of our services to those customers that want just one vendor internationally

  As a result of these factors, these sales opportunities may require us to devote greater sales support and engineering services resources to individual customers, driving up costs and time required to complete sales and diverting our own sales and engineering resources to a smaller number of larger transactions, while potentially delaying revenue recognition on transactions for which we must meet technical or implementation requirements. Such delays in revenue recognition could adversely impact our periodic revenues and cause our operating results to become more volatile, and materially adversely affect our operating results. Furthermore, we may invest significant time and resources with no assurance that a sale will ever be made. We also face challenges building and training an integrated sales force capable of fully addressing the services and features contained in all of the components in our communications and collaborationcomprehensive product suite, as well as a staff of expert engineering and customer support personnel capable of addressing the full range of installation and deployment issues ofthat tend to arise more frequently with larger customers that can arise with a comprehensive suite of services like ours.customers. Also, we have only limited experience in developing and managing sales channels and distribution arrangements for larger businesses. If we fail to effectively execute the sale, deployment and ongoing support of our strategyservices to target mid-market and larger distributed enterprises, our results of operations and our overall ability to grow our customer base could be materially and adversely affected.

  Intense competition in the markets in which we compete could prevent us from increasing or sustaining our revenue growth and increasing or maintaining profitability.

  The business of cloud communications and collaboration servicesindustry is competitive, and we expect it to become increasingly competitive in the future. We may also face competition from companies in adjacent or overlapping industries.

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  In connection with our unified communication services, we face competition from other providers of cloud communication services, such as RingCentral, Fuze, Vonage and Dialpad. In connection with our cloud contact center services, we face competition from other providers of cloud and premise-based contact center software services, such as inContact (recently acquired by NICE), Five9 and Interactive Intelligence. In addition, because many of our target customers have historically purchased communications services from incumbent telephone companies along with legacy on-premises communication equipment, we compete with these customers' existing providers. These competitors include, for example, AT&T, CenturyLink, Comcast and Verizon Communications in the United States, as well as local incumbent communications providers in the international markets where we operate, such as Vodafone, Telefonica, Orange, America Movil and Deutsche Telekom, all in conjunction with on-premises hardware solutions from companies like Avaya, Cisco and Mitel.   We may also face competition from large Internet and cloud service companies such as Google Inc., Amazon Inc., Oracle Corporation and Microsoft Corporation, any of which might launch its owna new cloud-based business communications servicesservice, expand its existing offerings or acquire other cloud-based business communications companies in the future.

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  In connection with our cloud telephony services, we face competition from incumbent telephone companies, cable companies and alternative voice and video communication providers, including other providers of cloud telephony services. Because most of our target customers are already purchasing communications services from one or more of these providers, our success is dependent upon our ability to attract these customers away from their existing providers. The incumbent telephone companies are our primary competitors in cloud communications and collaboration. These competitors include AT&T, CenturyLink and VerizonCommunications as well as rural incumbents, such as Windstream. In addition, in connection with all of our collaboration and communications services, we face competition from traditional private branch exchange, or PBX, providers, including Cisco Systems and Avaya and other providers of cloud telephony and contact center services, such as Comcast, inContact, Microsoft and RingCentral.

  Many of our current and potential competitors have longer operating histories, significantly greater resources and brand awareness, and a larger base of customers than we have. As a result, these competitors may have greater credibility with our existing and potential customers. They also may be able to adopt more aggressive pricing policies and devote greater resources to the development, promotion and sale of their products than we can to ours.products. Our competitors may also offer bundled service arrangements that offerpresent a more completedifferentiated or better integrated product to customers. CompetitionIncreased competition could decreaserequire us to lower our prices, reduce our sales revenue, lower our gross profits and/or decrease ourcause us to lose market share. In addition, many of our customers are not subject to long-term contractual commitments and have the ability to purchaseswitch from our services and can terminateto our service and switch to competitors' offerings on relatively short notice.

  Given the significant price competition in the markets for our services, we aremay be at a significant disadvantage compared with many of ourthose competitors especially those withwho have substantially greater resources whothan us or may otherwise be better ablepositioned to withstand an extended period of downward pricing pressure. The adverse impact of a shortfall in our revenues may be magnified by our inability to adjust our expenses to compensate for such shortfall. Announcements, or expectations, as to the introduction of new products and technologies by our competitors or us could cause customers to defer purchases of our existing products, which also could have a material adverse effect on our business, financial condition or operating results.

  Because we recognize revenue from customer subscriptions over the term of the relevant contract, the effects of customer additions, cancellations and changes in subscribed services are not immediately reflected in full in our operating results.

  As a subscription-based business, we recognize revenue over the term of each of our contracts, which generally range from one to five years. As a result, much of the revenue we report each quarter results from contracts entered into during previous quarters. Consequently, a shortfall in demand for our cloud communications and collaboration services or a decline in new or renewed contracts in any one quarter may not significantly reduce our revenue for that quarter but could negatively affect our revenue in future quarters. Accordingly, the effect of significant downturns in new sales or cancellations of our services and subscriptions from new customers or for additional services from existing customers will impact our ongoing monthly recurring revenue but will not be reflected fully in our operating results until future periods. Our revenue recognition model also makes it difficult for us to rapidly increase our revenue through additional sales in any period, as revenue from new customers must be recognized over the applicable term of the contracts.

  We have a history of losses and are uncertain of our future profitability.

  We recorded an operating incomeloss of $3.9approximately $6.7 million for the fiscal year ended March 31, 20152017 and ended the period with an accumulated deficit of $104.7approximately $115 million. Although we have achieved operating income in eachthree of our five most recent fiscal years, we sufferedincurred substantial operating losses prior to that period and we may incur operating losses in the future, which mayand those loses could be substantial. As we expand our geographic reach and range of service offerings, and further invest in research and development, and sales and marketing, and regulatory compliance, we will need to increase revenues in order to generate sustainable operating profit. Given our history of fluctuating revenues and operating losses, we cannot be certain that we will be able to achieve or maintain operating profitability on an annual basis or on a quarterly basis in the future.

  A higherOur churn rate ofmay increase in future periods due to customer cancellations would negatively affect our business by reducingor other factors, which may adversely impact our revenue or requiringrequire us to spend more money to grow our customer base.

  Our customers generally do not have long-term contracts with us and may discontinue their subscriptions for our services after the expiration of their initial subscription period, which typically range from one to fivethree years. In addition, our customers may renew for lower subscription amounts or for shorter contract lengths. We may not accurately predict cancellation rates for our customers. Our cancellation rates may increase or fluctuate as a result of a number of factors, including customer usage, pricing changes, number of applications used by our customers, customer satisfaction with our service, the acquisition of our customers by other companies and deteriorating general economic conditions. If our customers do not renew their subscriptions for our service or decrease the amount they spend with us, our revenue will decline and our business will suffer.

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  Our average monthly business service revenue churn was 0.7% forless than 1% over the past two fiscal year ended March 31, 2015 compared with 1.3% for the fiscal year ended March 31, 2014.years. Our method of computing this revenue churn rate may be different from methods used by our competitors and other companies in our industry to compute their publicly disclosed churn rates. As a result, only limited reliance can be placed on our churn rate when attempting to compare it to that of other companies. Also, our churn rate can vary based on events that may not be indicative of actual trends in our business. Our churn rate could increase in the future if customers are not satisfied with our service. Other factors, including increased competition from other providers of communications and collaborations services, alternative technologies, and adverse business conditions also influence our churn rate.

  Because of churn, we must acquire new customers on an ongoing basis to maintain our existing level of customers and revenues. As a result, marketing expenditures are an ongoing requirement of our business. If our churn rate increases, we will have to acquire even more new customers in order to maintain our existing revenues. We incur significant costs to acquire new customers, and those costs are an important factor in determining our net profitability. Therefore, if we are unsuccessful in retaining customers or are required to spend significant amounts to acquire new customers beyond those budgeted, our revenue could decrease and our net incomeloss could decrease.increase.

  AlthoughOur rate of customer cancellations may increase in future periods due to a number of factors, some of which are beyond our control, such as the majorityfinancial condition of our billing arrangements with customers are prepaid, we regularly monitoror the percentagestate of customers who ceasecredit markets. In addition, a single, protracted service outage or a series of service disruptions, whether due to pay for our services due to closing or downsizing their business. Even though our customer churn rates improved in fiscal 2015, we believe that between 25% and 50%those of our totalcarrier partners, may result in a sharp increase in customer churn is related to customers' financial condition and we cannot be certain that we will continue to experience the same improvement in churn rates given current economic conditions. cancellations.

  Due to the length of our sales cycle, especially in adding new mid-market and larger distributed enterprises as customers, we may also experience delays in acquiring new customers to replace those that have terminated our services. Such delays would be exacerbated if general economic conditions worsen. An increase in churn, particularly in challenging economic times, could have a negative impact on the results of our operations.

  The impact of the current economic climate and adverse credit markets may disproportionately impact demand for our products and services due to our target customer profile.

  The majority of our existing and target customers are in the SMB and mid-market business sectors. These businesses may be more likely to be significantly affected by economic downturns than larger, more established businesses. They also may be more likely to require working capital financing from local and regional banks whose lending activities have been reduced substantially since 2008, as a result of which many of our existing and target customers may lack the funds necessary to add new equipment and services such as ours. Additionally, these customers often have limited discretionary funds which they may choose to spend on items other than our products and services. If small and medium businesses continue to experience economic hardship,this could negatively affect the overall demand for our products and services, delay and lengthen sales cycles and lead to slower growth or even a decline in our revenue, net income and cash flows.

  The market for cloud communications and collaboration servicessoftware solutions is subject to rapid technological change, and we depend on new product and service introductions in order to maintain and grow our business.

  We operate in an emerging market that is characterized by rapid changes in customer requirements, frequent introductions of new and enhanced products, and continuing and rapid technological advancement. To compete successfully in this emerging market, we must continue to design, develop, manufacture, and sell new and enhanced cloud communications and collaborationsoftware solutions products and services that provide higher levels of performance and reliability at lower cost. If we are unable to develop new services that address our customers' needs, to deliver our applications in one seamless integrated product offering that addresses our customers' needs, or to enhance and improve our services in a timely manner, we may not be able to achieve or maintain adequate market acceptance of our services. Our ability to grow is also subject to the risk of future disruptive technologies. Access and use of our services is provided via the cloud, which, itself, has been disruptive to the previous premise-basedpremises-based model.

  If new technologies emerge that are able to deliver communications and collaboration services at lower prices, more efficiently, more conveniently or more securely, such technologies could adversely impact our ability to compete.

  Maintaining adequate research and development personnel and resources is essential to new product development and continued innovation, and we intend to increase our investment in research and development activities to add new features and services to our offerings. If we are unable to develop new features and services internally due to certain constraints,factors such as competitive labor markets, high employee turnover, lack of management ability or a lack of other research and development resources, we may miss market opportunities. Further, many of our competitors expendhave historically spent a considerably greater amount of funds on their research and development programs, and those that do not may be acquired by larger companies that would allocate greater resources to our competitors' research and development programs. In addition, there is no guarantee that our research and development efforts will succeed, or that our new products and services will enable us to maintain or grow our revenue or recover our development

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  costs. Our failure to maintain adequate research and development resources, to compete effectively with the research and development programs of our competitors and to successfully monetize our research and development efforts could materially and adversely affect our business and results of operations.

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  We may not be able to scale our business efficiently or quickly enough to meet our customers' growing needs, and if we are not able to grow efficiently,in which case our operating results could be harmed.

  As usage of our communications and collaboration servicescloud software solutions by mid-market and larger distributed enterprises expands and as customers continue to integrate our services across their enterprises, we will needare required to devote additional resources to improving our application architecture, integrating our products and applications across our technology platform, integrating with third-party systems, and maintaining infrastructure performance. As our customers gain more experience with our services, the number of users and transactions managed by our services, the amount of data transferred, processed and stored by us, the number of locations where our service is being accessed, and the volume of communications managed by our services have in some cases, and may in the future, expand rapidly. In addition, we will need to appropriately scale our internal business systems and our services organization, including customer support and services and regulatory compliance, to serve our growing customer base. Any failure of or delay in these efforts could cause impaired system performance and reduced customer satisfaction. These issues could reduce the attractiveness of our cloud communications and collaboration servicessoftware solutions to customers, resulting in decreased sales to new customers, lower renewal rates by existing customers, the issuance of service credits, or requested refunds, which could hurt our revenue growth and our reputation. Even if we are ableThese system upgrades and the expansion of our support and services have been and will continue to upgrade our systems and expand our staff, any such expansion will be expensive and complex, requiring management time and attention and increasing our operating expenses. We could also face inefficiencies or operational failures as a result of our efforts to scale our infrastructure. Moreover, there are inherent risks associated with upgrading, improving and expanding our information technology systems. We cannot be sure that the expansion and improvements to ourinfrastructureour infrastructure and systems will be fully or effectively implemented on a timely basis, if at all. These efforts may reduce revenue and our margins and adversely impact our financial results.

  To provide our services, we rely on third parties for all of our network connectivity and co-location facilities.

  We currently use the infrastructure of third-party network service providers, including the services of Equinix, Inc., and Level 3 Communications, Inc., to provide all of our cloud services over their networks rather than deploying our own networks.

  We also rely on third-party network service providers to originate and terminate substantially all of the PTSN calls using our cloud-based services. We leverage the infrastructure of third partythird-party network service providers to provide telephone numbers, PSTN call termination and origination services, and local number portability for our customers rather than deploying our own network throughout the United States.States and internationally. This decision has resulted in lower capital and operating costs for our business in the short-term, but has reduced our operating flexibility and ability to make timely service changes. If any of these network service providers cease operations or otherwise terminate the services that we depend on, the delay in switching our technology to another network service provider, if available, and qualifying this new service provider could have a material adverse effect on our business, financial condition or operating results. The rates we pay to our network service providers may also increase, which may reduce our profitability and increase the retail price of our service.

  While we believe that relations with our current service providers are good, and we have contracts in place, thereThere can be no assurance that these service providers will be able or willing to supply cost-effective services to us in the future or that we will be successful in signing up alternative or additional providers. Although we believe that we could replace our current providers, if necessary, our ability to provide service to our subscribers could be impacted during this any such transition, which could have an adverse effect on our business, financial condition or results of operations. The loss of access to, or requirement to change, the telephone numbers we provide to our customers also could have a material adverse effect on our business, financial condition or operating results.

  Due to our reliance on these service providers, when problems occur in a network, it may be difficult to identify the source of the problem. The occurrence of hardware and software errors, whether caused by our service or products or those of another vendor, may result in the delay or loss of market acceptance of our products and any necessary revisions may force us to incur significant expenses. The occurrenceUnder the terms of somethe "end-to-end" service level commitments that we make for the benefit of qualifying customers, we are potentially at risk for service problems experienced by these types of problemsservice providers. Customers who do not qualify for these enhanced SLA commitments may seriouslynevertheless hold us responsible for these service issues and seek service credits, early termination rights or other remedies. Accordingly, service issues experienced by our service provider partners may harm our reputation as well as our business, financial condition or operating results.

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  Our physical infrastructure is concentrated in a few facilities and any failure in our physical infrastructure or services could lead to significant costs and disruptions and could reduce our revenue, harm our business reputation and have a material adverse effect on our financial results.

  Our leased network and data centers are subject to various points of failure. Problems with cooling equipment, generators, uninterruptible power supply, routers, switches, or other equipment, whether or not within our control, could result in service interruptions for our customers as well as equipment damage. Because our services do not require geographic proximity of our data centers to our customers, our infrastructure is consolidated into a few large data center facilities. Any failure or downtime in one of our data center facilities could affect a significant percentage of our customers. The total destruction or severe impairment of any of our data center facilities could result in significant downtime of our services and the loss of customer data. Because our ability to attract and retain customers depends on our ability to provide customers with highly reliable service, even minor interruptions in our service could harm our reputation. Additionally, in connection with the expansion or consolidation of our existing data center facilities from time to time, there is an increased risk that service interruptions may occur as a result of server relocation or other unforeseen construction-related issues.

  We have experienced interruptions in service in the past. While we have not experienced a material increase in customer attrition following these events, the harm to our reputation is difficult to assess. We havetakenhave taken and continue to take steps to improve our infrastructure to prevent service interruptions, including upgrading our electrical and mechanical infrastructure. However, service interruptions continue to be a significant risk for us and could materially impact our business.

  Any future service interruptions could:

  • cause our customers to seek service credits, or damages for losses incurred;
  • require us to replace existing equipment or add redundant facilities;
  • affect our reputation as a reliable provider of hostingcommunications services;
  • cause existing customers to cancel or elect to not renew their contracts; or
  • make it more difficult for us to attract new customers.

  Any of these events could materially increase our expenses or reduce our revenue, which would have a material adverse effect on our operating results.

  We may also be required to transfer our servers to new data center facilities in the event that we are unable to renew our leases on acceptable terms, or at all, or the owners of the facilities decide to close their facilities, and we may incur significant costs and possible service interruption in connection with doing so. In addition, any financial difficulties, such as bankruptcy or foreclosure, faced by our third-party data center operators, or any of the service providers with which we or they contract, may have negative effects on our business, the nature and extent of which are difficult to predict. Additionally, if our data centers are unable to keep up with our increasing needs for capacity, our ability to grow our business could be materially and adversely impacted.

  Failure of our information technology systems to function properly could result in significant business disruption.

  We rely on IT systems to manage numerous functions of our internal operations.  Our third party ERP software is not operating on the vendor's most updated version of the software.  Furthermore, we have internally developed IT systems that are not integrated with our ERP system.  These IT systems require specialized knowledge for which we have to train new personnel, and if we were to experience an unusual increase in attrition of our IT personnel, we may not be adequately equipped to respond to an IT system failure.  Although we have never experienced significant disruption of our IT systems based on the current infrastructure, any failure of our IT systems could result in a significant business disruption.  

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  We may incur significant costs to meet the guarantees under our service level agreements, and our failure to meet these guarantees could result in a loss of customers and expected revenue.

  Our standard service level agreement guarantees levels of service availability and voice quality for calls transmitted over the public Internet that are among the most stringent standards in our industry. Our SLAs typically provide guarantees of more than 99.99% uptime and a mean opinion score of at least 3.0 for at least 98% of all calls carried over the network.  Our SLAs further require rapid response times in order to resolve issues.  We may incur significant network support and maintenance costs in order to meet these guarantees. 

  We have in the past and may in the future experience network failures, software bugs or other problems that interrupt service or impair call quality.  If these problems are severe enough in duration or frequency, we may breach our service level guarantees under our SLAs, as a result of which our customers could be entitled to credits against future amounts due under contract, early termination rights or other remedies against us.  If a sufficient number of customers exercise these remedies, the resulting reduction in revenue could have a material adverse effect on our results of operations.

  We depend on third-party vendors for IP phones and software endpoints, and any delay or interruption in supply by these vendors would result in delayed or reduced shipments to our customers and may harm our business.

  We rely on third-party vendors for IP phones and software endpoints required to utilize our service. We currently do not have long-term supply contracts with any of these vendors. As a result, most of these third-party vendors are not obligated to provide products or services to us for any specific period, in any specific quantities or at any specific price, except as may be provided in a particular purchase order. The inability of these third-party vendors to deliver IP phones of acceptable quality and in a timely manner, particularly the sole source vendors, could adversely affect our operating results or cause them to fluctuate more than anticipated. Additionally, some of our products may require specialized or high-performance component parts that may not be available in quantities or in time frames that meet our requirements.

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  If we do not or cannot maintain the compatibility of our communications and collaboration software with third-party applications and mobile platforms that our customers use in their businesses, our revenue will decline.

  The functionality and popularity of our communications and collaboration servicescloud software solutions depends, in part, on our ability to integrate our services with third-party applications and platforms, including enterprise resource planning, customer relations management, human capital management and other proprietary application suites. Third-party providers of applications and application programmable interfaces, or APIs, may change the features of their applications and platforms, restrict our access to their applications and platforms or alter the terms governing use of their applications and APIs and access to those applications and platforms in an adverse manner. Such changes could functionally limit or terminate our ability to use these third-party applications and platforms in conjunction with our services, which could negatively impact our offerings and harm our business. If we fail to integrate our software with new third-party back-end enterprise applications and platforms used by our customers, we may not be able to offer the functionality that our customers need, which would negatively impact our ability to generate revenue and adversely impact our business.

  Our services also allow our customers to use and manage our cloud communications and collaboration servicessoftware solutions on smartphones, tablets and other mobile devices. As new smart devices and operating systems are released, we may encounter difficulties supporting these devices and services, and we may need to devote significant resources to the creation, support, and maintenance of our mobile applications. In addition, if we experience difficulties in the future integrating our mobile applications into smartphones, tablets or other mobile devices or if problems arise with our relationships with providers of mobile operating systems, such as those of Apple Inc. or Google Inc., our future growth and our results of operations could suffer.

  If our software fails due to defects or similar problems, and if we fail to correct any defect or other software problems, we could lose customers, become subject to service performance or warranty claims or incur significant costs.

  Our customers use our service to manage important aspects of their businesses, and any errors, defects, disruptions to our service or other performance problems with our service could hurt our reputation and may damage our customers' businesses. Our services and the systems infrastructure underlying our cloud communications and collaboration platform incorporate software that is highly technical and complex. Our software has contained, and may now or in the future contain, undetected errors, bugs, or vulnerabilities. Some errors in our software code may only be discovered after the code has been released. Any errors, bugs, or vulnerabilities discovered in our code after release could result in damage to our reputation, loss of users, loss of revenue, or liability for damages, any of which could adversely affect our business and financial results. We implement bug

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  fixes and upgrades as part of our regularly scheduled system maintenance, which may lead to system downtime. Even if we are able to implement the bug fixes and upgrades in a timely manner, any history of defects, or the loss, damage or inadvertent release of confidential customer data, could cause our reputation to be harmed, and customers may elect not to purchase or renew their agreements with us and subject us to service performance credits, warranty claims or increased insurance costs. The costs associated with any material defects or errors in our software or other performance problems may be substantial and could materially adversely affect our operating results.

  Our inability to use software licensed from third parties, or our use of open source software under license terms that interfere with our proprietary rights, could disrupt our business.19

  Our technology platform incorporates software licensed from third parties, including some software, known as open source software, which we use without charge. Although we monitor our use of open source software, the terms of many open source licenses to which we are subject have not been interpreted by U.S. or foreign courts, and there is a risk that such licenses could be construed in a manner that imposes unanticipated conditions or restrictions on our ability to provide our platform to our customers, content creators and brand advertisers. In the future, we could be required to seek licenses from third parties in order to continue offering our platform, which licenses may not be available on terms that are acceptable to us, or at all. Alternatively, we may need to re-engineer our platform or discontinue use of portions of the functionality provided by our platform. In addition, the terms of open source software licenses may require us to provide software that we develop using such software to others on unfavorable license terms. Our inability to use third party software could result in disruptions to our business, or delays in the development of future offerings or enhancements of existing offerings, which could impair our business.

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  Our business depends on continued, unimpeded access to the Internet by us and our users, but

  Internet access providers and Internet backbone providers may be able to block, degrade or charge for access to or bandwidth use of certain of our products and services, which could lead to additional expenses and the loss of users.

  Our products and services depend on the ability of our users to access the Internet, and certain of our products require significant bandwidth to work effectively. In addition, users who access our services and applications through mobile devices, such as smartphones and tablets, must have a high-speed connection, such as Wi-Fi, 3G, 4G or LTE, to use our services and applications. Currently, this access is provided by companies that have significant and increasing market power in the broadband and Internet access marketplace, includingincumbentincluding incumbent telephone companies, cable companies and mobile communications companies. Some of these providers offer products and services that directly compete with our own offerings, which give them a significant competitive advantage. Some of these broadband providers have stated that they may exempt their own customers from data-caps or offer other preferred treatment to their customers. Other providers have stated that they may take measures that could degrade, disrupt or increase the cost of user access to certain of our products by restricting or prohibiting the use of their infrastructure to support or facilitate our offerings, or by charging increased fees to us or our users to provide our offerings, while others, including some of the largest providers of broadband Internet access services, have committed to not engaging in such behavior. These providers have the ability generally to increase their rates, which may effectively increase the cost to our customers of using our cloud communications and collaboration services.software solutions.

  On March 12, 2015, the Federal Communications Commission, or FCC, released an order that would prevent broadband Internet access providers from degrading or otherwise disrupting a broad range of services provisioned over consumers' and enterprises' broadband Internet access lines. AWhile this order was appealed by a number of providers and trade organizations, have appealedit was subsequently upheld by the FCC's order. We cannot predictUnited States Court of Appeals for the outcomeDC Circuit on June 14, 2016. A petition for rehearing seeking an en banc rehearing is currently pending. In addition, the current Chairman of this rulemaking or predict whether the FCC's rules will be upheld on appeal.  Although we believe interference with access to our products and services is unlikely,FCC has publicly expressed an interest in changing the regulatory model for broadband Internet access under the current rules. The regulatory treatment of prioritization or degradation of traffic over the Internet, also known as net neutrality, varies widely among the jurisdictions in which we operate. While certain jurisdictions, such as the European Union have strong protections for competitive services such as ours, other countries either lack a net neutrality framework altogether or otherwise have lax enforcement of their rules. Broadband Internet access provider interference has occurred in limited circumstances in the United States and could result in a loss of existing users and increased costs, and could impair our ability to attract new users, thereby negatively impacting our revenue and growth.

  Vulnerabilities to security breaches, cyber intrusions and other malicious acts could adversely impact our business.

  Our operations depend on our ability to protect our network from interruption by damage from unauthorized entry, computer viruses or other events beyond our control. In the past, we may have been subject to denial or disruption of service, or DDOS, attacks by hackers intent on bringing down our services, and we may be subject to DDOS attacks in the future. We cannot assure you that our backup systems, regular data backups, security protocols, DDOS mitigation and other procedures that are currently in place, or that may be in place in the future, will be adequate to prevent significant damage, system failure or data loss.

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  Critical to our provision of service is the storage, processing, and transmission of confidential and sensitive data. We store, process and transmit a wide variety of confidential and sensitive information including credit card, bank account and other financial information, proprietary, trade secret or other data that may be protected by intellectual property laws, customers' and employees' personally identifiable information, as well as other sensitive information. We, along with others in the industry, will be subject to cyber threats and security breaches, either by third parties or employees, given the nature of the information we store, process and transmit. Our continued ability to securely store, process and transmit data is essential to our business.

  We are aware of the risks associated with cyber threats and we have implemented a number of measures to protect ourselves from cyber attacks. Specifically, we have redundant servers such that if we suffer equipment or software failures in one location or on one set of servers, we have the ability to provide continuity of service. We actively monitor our network for cyber threats and implement protective measures periodically. We conduct vulnerability assessments and penetration testing and engage in remedial action based on such assessments. Depending on the evolving nature of cyber threats and the measures we may have to implement to continue to maintain the security of our networks and data, our profitability may be adversely be impacted or we may have to increase the price of our services thatwhich may make our offerings less competitive with other communications providers.

  But, like all other companies in the marketplace, there is no guarantee that we will not be adversely impacted by cyber attacks. 20

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  If our employees or third parties obtainan individual obtains unauthorized access to our network, or if our network is penetrated, our service could be disrupted and sensitive information could be lost, stolen or disclosed which could have a variety of negative impacts, including legal liability, investigations by federallaw enforcement and state law enforcementregulatory agencies, and exposure to fines or penalties, any of which could harm our business reputation and have a material negative impact on our business. In addition, to the extent we market our services as compliantwithcompliant with particular laws governing data privacy and security, such as Health Insurance Portability and Accountability Act and foreign data protection laws, a security breach that exposes protected information may make us susceptible to a number of claims of false advertising and unfair trade practices for misrepresentingrelated to our level of compliance, in addition to any liability we may have for the breach itself.marketing.

  Many governments have enacted laws requiring companies to notify individuals of data security incidents involving certain types of personal data. In addition, some of our customers contractually require notification of any data security compromise. Security compromises experienced by our competitors, by our customers or by us may lead to public disclosures, which may lead to widespread negative publicity. Any security compromise in our industry, whether actual or perceived, could harm our reputation, erode customer confidence in the effectiveness of our security measures, negatively impact our ability to attract new customers, cause existing customers to elect not to renew their subscriptions or subject us to third-party lawsuits, regulatory fines or other action or liability, which could materially and adversely affect our business and operating results.

  Our customers are increasingly asking usIn contracts with larger enterprises, we often agree to assume liability for security breaches in excess of the amount of committed revenue we receive from them.the contract. In addition, there can be no assurance that any limitations of liability provisions in our contracts for a security breach would be enforceable or adequate or would otherwise protect us from any such liabilities or damages with respect to any particular claim. We also cannot be sure that our existing general liability insurance coverage and coverage for errors or omissions will continue to be available on acceptable terms or will be available in sufficient amounts to cover one or more large claims, or that the insurer will not deny coverage as to any future claim. The successful assertion of one or more large claims against us that exceed available insurance coverage, or the occurrence of changes in our insurance policies, including premium increases or the imposition of large deductible or co-insurance requirements, could have a material adverse effect on our business, financial condition and operating results.

  Failure to comply with laws and contractual obligations related to data privacy and protection could have a material adverse effect on our business, financial condition and operating results.

  We are subject to the data privacy and protection laws and regulations adopted by federal, state and foreign governmental agencies. Data privacy and protection is highly regulated and may become the subject of additional regulation in the future. For example, lawmakers and regulators worldwide are considering proposals that would require companies, like us, that encrypt users' data to ensure access to such data by law enforcement authorities. Privacy laws restrict our storage, use, processing, disclosure, transfer and protection of non-public personal information, including credit card data, provided to us by our customers.customers as well as data we collect from our customers and employees. We strive to comply with all applicable laws, regulations, policies and legal obligations relating to privacy and data protection. However, it is possible that these requirementsif we fail to comply, we may be interpretedsubject to fines, penalties and appliedlawsuits, and our reputation may suffer. We may also be required to make modifications to our data practices that could have an adverse impact on our business.

  Governmental entities, class action lawyers and privacy advocates are increasingly examining companies' data collection, processing, use, storing, sharing, transferring and transmitting or personal data and data linkable to individuals. Self-regulatory codes of conduct, enforcement actions by regulatory agencies, and lawsuits by private parties impose additional compliance costs on us negative impacting our profitability as well as subject us to unknown potential liabilities. These evolving laws, rules and practices may also curtail our current business activities which may also result in a manner that is inconsistent from one jurisdiction to anotherslimmer profit margins and may conflict with other rules or our practices. reduce new opportunities.

  We are also subject to the privacy and data protection-related obligations in our contracts with our customers and other third parties. Any failure, or perceived failure, by us to comply with federal, state, or international laws, including laws and regulations regulating privacy, data or consumer protection, or to comply with our contractual obligations related to privacy, could result in proceedings or actions against us by governmental entities, contractual parties or others, which could result in significant liability to us as well as harm to our reputation. Additionally, third parties on which we rely enter into contracts to protect and safeguard our customers' data. Should such parties violate these agreements or suffer a breach, we could be subject to proceedings or actions against us by governmental entities, contractual parties or others, which could result in significant liability to us as well as harm to our reputation.

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  There is considerable uncertainty with respect to the state of law governing data transfers between the European Union ("EU"), and other countries with similar data protection laws, and the U.S. There is ongoing litigation in the EU, as well as calls by certain political and governmental bodies in the EU to re-evaluate data transfers between the EU and the U.S., that could negatively impact the existing legally acceptable methods for transferring data between the EU and the U.S. on which we rely as do many other companies that transfer certain data between the EU and the U.S. Moreover, while we established alternative methods to transfer data between the EU and U.S. that addressed certain legal uncertainties that previously existed, some independent data regulators have adopted the position that other forms of compliance, including the methods we rely upon now as do many other companies, are also invalid though the legal grounds for these findings remains unclear at this time. Like many other companies, we continue to face uncertainty with respect to the measures we have implemented. Additionally, there is continued uncertainty regarding the legality of transferring certain data between the EU and U.S. caused by: (i) ongoing litigation that could invalidate the existing method that we, along with many other companies, rely upon for compliance with relevant law; and (ii) there is the possibility that political and other governmental bodies may invalidate the method we, along with many other companies, rely upon to comply with relevant law. We cannot predict how or if this issue will be resolved nor can we evaluate our potential liability at this time.

  We could be liable for breaches of security on our website, fraudulent activities of our users, or the failure of third partythird-party vendors to deliver credit card transaction processing services.

  A fundamental requirement for operating an Internet-based, worldwide communication and collaboration servicecloud software solutions and electronically billing our customers is the secure transmission of confidential information and media over public networks. Although we have developed systems and processes that are designed to protect consumer information and prevent fraudulent credit card transactions and other security breaches, failure to mitigate such fraud or breaches may adversely affect our operating results. The law relating to the liability of providers of online payment services is currently unsettled and states may enact their own rules with which we may not comply. We rely on third partythird-party providers to process and guarantee payments made by our subscribers up to certain limits, and we may be unable to prevent our customers from fraudulently receiving goods and services. Our liability risk will increase if a larger fraction of transactions effected using our cloud-based services involve fraudulent or disputed credit card transactions. Any costs we incur as a result of fraudulent or disputed transactions could harm our business.

  In addition, the functionality of our current billing system reliesonrelies on certain third partythird-party vendors delivering services. If these vendors are unable or unwilling to provide services, we will not be able to charge for our services in a timely or scalable fashion, which could significantly decrease our revenue and have a material adverse effect on our business, financial condition and operating results.

  We must maintain Payment Card Industry Data Security Standard, or PCI DSS, compliance to bill our customers via credit card. If we fail to meet minimum-security standards for PCI DSS compliance, credit card providers such as American Express Company or Visa Inc. could refuse to process credit card transactions on our behalf and our ability to collect payments from our customers would be adversely impacted.

  We may also experience losses due to subscriber fraud and theft of service. Subscribers have, in the past, obtained access to our service without paying for monthly service and international toll calls by unlawfully using our authorization codes or by submitting fraudulent credit card information. To date, such losses from unauthorized credit card transactions and theft of service have not been significant. We have implementedIf our existing anti-fraud procedures in order to control losses relating to these practices, but these procedures mayare not be adequate to effectively limit all of our exposure in the future from fraud. If our procedures are notor effective, consumer fraud and theft of service could significantly decrease our revenue and have a material adverse effect on our business, financial condition and operating results. In addition, software and security flaws in our software can result in unauthorized access to our core network resulting in damages such as fraudulent toll usage on our network.

  Additionally, third parties have attempted in the past, and may attempt in the future, to fraudulently induce domestic and international employees, consultants or customers into disclosing sensitive information, such as user names, passwords or customer proprietary network information, or CPNI, or other information in order to gain access to our customers' data or to our data. CPNI includes information such as the phone numbers called by a consumer, the frequency, duration, and timing of such calls, and any services/features purchased by the consumer, such as call waiting, call forwarding, and caller ID, in addition to other information that may appear on a consumer's bill.

  Natural disasters, war, terrorist attacks or malicious conduct could adversely impact our operations thatand could degrade or impede our ability to offer services.

  As a provider of "cloud-based" services, ourOur cloud communications services rely on uninterrupted connection to the Internet through data centers and networks. Any interruption or disruption to our network, or the third parties on which we rely, could adversely impact our ability to provide service. Our network could be disrupted by circumstances outside of our control including natural disasters, acts of war, terrorist attacks or other malicious acts including, but not limited to, cyber-attacks. Our headquarters, global networks operations center and one of our third-party data center facilities are located in the San Francisco Bay Area, a region known for seismic activity. Should any of these events occur and interfere with our ability to operate our network even for a limited period of time, we could incur significant expenses, lose substantial amounts of revenue, suffer damage to our reputation, and lose customers. Such an event may also impede our customers' connections to our network, since these connections also occur over the Internet, and would be perceived by our customers as an interruption of our services, even though such interruption would be beyond our control. Any of these events could have a material adverse impact on our business.

  We may also be subject to negative search engine optimization attacks intended to impair our visibility on search engines such as Google, Yahoo! and Bing. Such attacks generally involve generating a high volume of poor-quality inbound links to a company's website in order to cause the company's website ranking to decline due to the operation of a spam-detecting penalty function in the search engine's algorithm. We depend on search engine visibility for a significant portion of our revenue, so any degradation in our search engine rankings could have a material adverse impact on our revenue and profits.

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  We license technology from third parties that we do not control and cannot be assured of retaining.

  We rely upon certain technology, including hardware and software, licensed from third parties. There can be no assurance that the technology licensed by us will continue to provide competitive features and functionality or that licenses for technology currently utilized by us or other technology which we may seek to license in the future, will be available to us on commercially reasonable terms or at all. The loss of, or inability to maintain, existing licenses could result in delays or reductions in the installation and deployment of our cloud communications and collaboration services until equivalent technology or suitable alternative products could be developed, identified, licensed and integrated, and could harm our business. Software defects in the core IP and networking hardware we license from vendors, over which we have little or no control, can adversely affect ourability to deliver services to our customers and could harm our business. These licenses are on standard commercial terms made generally available by the companies providing the licenses. The cost and terms of these licenses individually are not material to our business.

  Our infringement of a third party's proprietary technology could disrupt our business.

  There has been substantial litigation in the communications, cloud telephonycommunication services, semiconductor, electronics, and related industries regarding intellectual property rights and, from time to time, third parties may claim that we, our customers, our licensees or parties'parties indemnified by us are infringing, misappropriating or otherwise violating their intellectual property rights. Third parties may also claim that our employees have misappropriated or divulged their former employers' trade secrets or confidential information. Our broad range of current and former technology, including IP telephony systems, digital and analog circuits, software, and semiconductors, increases the likelihood that third parties may claim infringement by us of their intellectual property rights. For example, on May 2, 2008,

  During our 2017 fiscal year, we receivedwere named as defendants in two lawsuits, each brought by a letter from AT&T Intellectual Property, L.L.C., or AT&T IP, expressingnon-practicing entity and alleging infringement of a single patent. During our 2016 fiscal year, we were similarly named as defendants in two lawsuits in which we were alleged to have infringed patents. We were successful in settling all four lawsuits relatively quickly, although we have in the beliefpast been involved in patent infringement lawsuits that we must license a specified patent for use in our 8x8 broadband telephone service, as well as suggesting that we obtain a license to its portfolio of MPEG-4 patents for use with our video telephone products and services. At the same time, we began an evaluation of whether AT&T IP's affiliated entities may need to license any of our patents or other intellectual property. We have continued to engage in discussions with AT&T IP to explore a mutually agreeable resolution of the parties' respective assertions regarding these intellectual property issues. We are unable at this time to state whether we will enter into any license or cross-license agreements with AT&T IP or whether we ultimately anticipate any material effects on our operating results or financial condition as a consequence of these matters.

  spanned several years. Certain technology necessary for us to provide our services may, in fact, be patented by other parties either now or in the future. If such technology were held under patent by another person, we would have to negotiate a license for the use of that technology, which we may not be able to negotiate at a price that is acceptable or at all. The existence of such a patent, or our inability to negotiate a license for any such technology on acceptable terms, could force us to cease using such technology and offering products and services incorporating such technology.

  We have recently been named as defendants in four patent infringement lawsuits. On February 22, 2011, we were named a defendant in a lawsuit, Bear Creek Technologies, Inc. v. 8x8, Inc. et al., along with 20 other defendants. On March 31, 2014, we were named a defendant in a lawsuit, CallWave Communications LLC v. 8x8, Inc. On December 31, 2014, we were named as a defendant in a lawsuit, Adaptive Data, LLC v. 8x8, Inc.  Adaptive Data, LLC also sued another 36 other defendants on December 31, 2014 and another 16 defendants on January 5, 2015 regarding the same patents asserted in our case. On April 15, 2015, we were named as a defendant in a lawsuit, UrgenSync, LLC v. 8x8, Inc. Each of these actions is described in more detail under Part I, Item 3, "Legal Proceedings". If we are found to be infringing on the intellectual property rights of any third partythird-party in these lawsuits or other claims and proceedings that may be asserted against us, in the future, we could be subject to monetary liabilities for such infringement, which could be material. We could also be required to refrain from using, manufacturing or selling certain products or using certain processes, either of which could have a material adverse effect on our business and operating results. From time to time, we have received, and may continue to receive in the future, notices of claims of infringement, misappropriation or misuse of other parties' proprietary rights. There can be no assurance that we will prevail in these discussions and actions or that other actions alleging infringement by us of third partythird-party patents will not be asserted or prosecuted against us. Furthermore, lawsuits like these may require significant time and expense to defend, may divert management's attention away from other aspects of our operations and, upon resolution, may have a material adverse effect on our business, results of operations, financial condition and cash flows. More information regarding the four pending suits is provided under Part I, Item 3 of our Annual Report on Form 10-K for the fiscal year ended March 31, 2015.

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  Inability to protect our proprietary technology would disrupt our business.

  We rely, in part, on trademark, copyright, and trade secret law to protect our intellectual property in the United States and abroad. We seek to protect our software, documentation, and other written materials under trade secret and copyright law, which afford only limited protection. We also rely, in part, on patent law toprotect our intellectual property in the United States and internationally. As of March 31, 2015, we had been awarded 104 United States patents, of which we expect to expire between 2015 and 2042. We have additional United States and foreign patentspatent applications pending. We cannot predict whether such pending patent applications will result in issued patents, and if they do, whether such patents will effectively protect our intellectual property. The intellectual property rights we obtain may not be sufficient to provide us with a competitive advantage, and could be challenged, invalidated, infringed or misappropriated. We may not be able to protect our proprietary rights in the United States or internationally (where effective intellectual property protection may be unavailable or limited), and competitors may independently develop technologies that are similar or superior to our technology, duplicate our technology or design around any patent of ours.

  We attempt to further protect our proprietary technology and content by requiring our employees and consultants to enter into confidentiality and assignment of inventions agreements and third parties to enter into nondisclosure agreements. These agreements may not effectively prevent unauthorized use or disclosure of our confidential information, intellectual property or technology and may not provide an adequate remedy in the event of unauthorized use or disclosure of our confidential information, intellectual property or technology.

  Litigation may be necessary in the future to enforce our intellectual property rights, to determine the validity and scope of our proprietary rights or the rights of others, or to defend against claims of infringement or invalidity. Such litigation could result in substantial costs and diversion of management time and resources and could have a material adverse effect on our business, financial condition, and operating results. Any settlement or adverse determination in such litigation would also subject us to significant liability.

  We also may be required to protect our proprietary technology and content in an increasing number of jurisdictions, a process that is expensive and may not be successful, or which we may not pursue in every location. In addition, effective intellectual property protection may not be available to us in every country, and the laws of some foreign countries may not be as protective of intellectual property rights as those in the United States. Additional uncertainty may result from changes to intellectual property legislation enacted in the United States and elsewhere, and from interpretations of intellectual property laws by applicable courts and agencies. Accordingly, despite our efforts, we may be unable to obtain and maintain the intellectual property rights necessary to provide us with a competitive advantage.

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  Because our long-term growth strategy involves further expansion outside the United States, our business will be susceptible to risks associated with international operations.

  An important component of our growth strategy involves the further expansion of our operations and customer base internationally. We have formed several subsidiaries outside the United States, including a Romanian subsidiary that contributes significantly to our research and development efforts. We have also acquired two UK-based companies — DXI in May 2015 and Voicenet in November 2013. The risks and challenges associated with sales and other operations outside the United States are different in some ways from those associated with our operations in the United States, and we have a limited history addressing those risks and meeting those challenges. Our current international operations and future initiatives will involve a variety of risks, including:

  • localization of our services, including translation into foreign languages and associated expenses;
  • regulation of our services as traditional telecommunications services, requiring us to obtain authorizations or licenses to operate in foreign jurisdictions, or alternatively preventing us from selling our full suite of services, or any services at all, in such jurisdictions;
  • unexpected changes in a specific country or region's regulatory requirements, taxes, trade laws, or political or economic conditions;
  • more stringent regulations relating to data security and the unauthorized use of, access to, and transfer of, commercial and personal information, particularly in the European Union;
  • differing labor regulations, especially in the European Union and Latin America, where labor laws are generally more advantageous to employees as compared to the United States, including deemed hourly wage and overtime regulations in these locations;
  • challenges inherent in efficiently managing an increased number of employees over large geographic distances, including the need to implement appropriate systems, policies, benefits and compliance programs;
  • difficulties in managing a business in new markets with diverse cultures, languages, customs, legal systems, alternative dispute systems and regulatory systems;
  • increased travel, real estate, infrastructure and legal compliance costs associated with international operations;
  • different pricing environments, longer sales cycles, longer accounts receivable payment cycles and other collection difficulties;
  • currency exchange rate fluctuations and the resulting effect on our revenue and expenses, and the cost and risk of entering into hedging transactions if we chose to do so in the future;
  • limitations on our ability to reinvest earnings from operations in one country to fund the capital needs of our operations in other countries;
  • laws and business practices favoring local competitors or general preferences for local vendors;
  • limited or insufficient intellectual property protection;
  • political instability or terrorist activities;
  • exposure to liabilities under anti-corruption and anti-money laundering laws, including the U.S. Foreign Corrupt Practices Act, the UK Bribery Act 2010 and similar laws and regulations in other jurisdictions; and
  • adverse tax burdens and foreign exchange controls that could make it difficult to repatriate earnings and cash.

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  We have limited experience in operating our business internationally, which increases the risk that any potential future expansion efforts that we may undertake will not be successful. We expect to invest substantial time and resources to expand our international operations. If we are unable to do this successfully and in a timely manner, our business and operating results could be materially adversely affected.

  Acquisitions may divert our management's attention, result in dilution to our stockholders and consume resources that are necessary to sustain our business.

  On November 29, 2013,In fiscal 2017, we acquired LeChat, Inc., the developer of Sameroom. In fiscal 2016, we acquired DXI Limited, which developed the technology on which ContactNow was based, and substantially all of the assets of Quality Software Corporation, or QSC, which developed the technology behind our Quality Management service. In fiscal 2014, we acquired Voicenet Solutions Limited, ("Voicenet"), a UK-based provider of cloud communications and collaborationcommunication services in the United Kingdom. In fiscal 2012, we completed two acquisitions of businesses. In fiscal 2011, we completed one acquisition and one investment in another company. If appropriate opportunities present themselves, we may make additional acquisitions or investments or enter into joint ventures or strategic alliances with other companies. Risks commonly encountered in such transactions include:

  • the difficulty of assimilating the operations and personnel of the combined companies;
  • the risk that we may not be able to integrate the acquired services or technologies with our current services, products, and technologies;
  • the potential disruption of our ongoing business;
  • the diversion of management attention from our existing business;
  • the inability of management to maximize our financial and strategic position through the successful integration of the acquired businesses;
  • difficulty in maintaining controls, procedures, and policies;

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  • the impairment of relationships with employees, suppliers, and customers as a result of any integration;
  • the loss of an acquired base of customers and accompanying revenue;
  • the loss of an acquired base of customers and accompanying revenue while trying to transition the customer from the legacy systems to 8x8's technology due to mismatch of the features, usability, packaging, or pricing at the renewal times.times;
  • the loss of an acquired base of customers and accompanying revenue due to failure and/or lack of maintenance/support for the legacy services and/or equipment/software/services being end of life.life;
  • additional regulatory compliance obligations and costs associated with the acquired operations;
  • litigation arising from or relating to the transaction;
  • the assumption of leased facilities, other long-term commitments or liabilities that could have a material adverse impact on our profitability and cash flow; and
  • the dilution to our existing stockholders from the issuance of additional shares of common stock or reduction of earnings per outstanding share in connection with an acquisition that fails to increase the value of our company.

  As a result of these potential problems and risks, among others, businesses that we may acquire or invest in may not produce the revenue, earnings, or business synergies that we anticipate. In addition, there can be no assurance that any potential transaction will be successfully completed or that, if completed, the acquired business or investment will generate sufficient revenue to offset the associated costs or other potential harmful effects on our business.

  Our future operating results may vary substantially from period to period and may be difficult to predict.

  Our historical operating results have fluctuated significantly and will likely continue to fluctuate in the future, and a decline in our operating results could cause our stock price to fall. On an annual and a quarterly basis, there are a number of factors that may affect our operating results, manysome of which are outside our control. These include, but are not limited to:

  • changes in market demand;
  • the timing of customer subscriptions for our cloud communications and collaboration services;software solutions;
  • customer cancellations;
  • changes in the competitive dynamics of our market, including consolidation among competitors or customers;
  • lengthy sales cycles and/or regulatory approval cycles;
  • new product introductions by us or our competitors;
  • extent of market acceptance of new or existing services and features;
  • the mix of our customer base and sales channels;
  • the mix of services sold;
  • the number of additional customers, on a net basis;

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  • the amount and timing of costs associated with recruiting, training and integrating new employees;
  • unforeseen costs and expenses related to the expansion of our business, operations and infrastructure;
  • continued compliance with industry standards and regulatory requirements;
  • material security breaches or service interruptions due to cyberattacks or infrastructure failures or unavailability;
  • introduction and adoption of our cloud communications and collaboration servicessoftware solutions in markets outside of the United States; and

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  • general economic conditions.

  Due to these and other factors, we believe that period-to-period comparisons of our results of operations are not meaningful and should not be relied upon as indicators of our future performance. It is possible that in some future periods our results of operations may be below the expectations of public market analysts and investors. If this were to occur, the price of our common stock would likely decline significantly.

  Our products must comply with industry standards, FCC regulations, state, local, country-specific and international regulations, and changes may require us to modify existing products and/or services.

  In addition to reliability and quality standards, the market acceptance of telephony over broadband IP networks is dependent upon the adoption of industry standards so that products from multiple manufacturers are able to communicate with each other. Our cloud-based communications and collaboration services rely heavily on communication standards such as SIP, MGCP and network standards such as TCP/IP and UDP to interoperate with other vendors' equipment. There is currently a lack of agreement among industry leaders about which standard should be used for a particular application, and about the definition of the standards themselves. These standards, as well as audio and video compression standards, continue to evolve. We also must comply with certain rules and regulations of the FCC regarding electromagnetic radiation and safety standards established by Underwriters Laboratories, as well as similar regulations and standards applicable in other countries. Standards are frequently modified or replaced. As standards evolve, we may be required to modify our existing products or develop and support new versions of our products. We must comply with certain federal, state and local requirements regarding how we interact with our customers, including marketing practices, consumer protection, privacy, and billing issues, the provision of 9-1-1 or other international emergency serviceservices, including location data and the quality of service we provide to our customers. The failure of our products and services to comply, or delays in compliance, with various existing and evolving standards could delay or interrupt volume production of our communications and collaboration services, subject us to fines or other imposed penalties, or harm the perception and adoption rates of our service, any of which would have a material adverse effect on our business, financial condition or operating results.

  For example:

  • The FCC has adopted network neutrality rules.In March 2015, the FCC adopted new network neutrality rules that would prevent Internet service providers from blocking, degrading and engaging in other practices that would impair or otherwise interfere with services like ours. Several parties appealedWhile the FCC's network neutrality order.FCC order survived a court challenge, a further appeal remains pending. The current FCC chairman as well as certain members of Congress have expressed a desire to eliminate or narrow the current rules. We cannot predict if the outcome of the appeal but interferencecurrent rules will remain in place. Interference with our service or higher charges for using our service could cause us to lose existing customers, impair our ability to attract new customers, and harm our revenue and growth. These problems could also arise in international markets. Most foreign countries outside of the European Union have not adopted formal net neutrality rules like those adopted by the FCC.
  • Regulation of our services as telecommunications services may require us to obtain authorizations or licenses to operate in foreign jurisdictions and comply with legal requirements applicable to traditional telephony providers. Regulators around the world, including those in the European Union generally do not distinguish between our cloud-based communications services and traditional telephony services. By entering additional international markets we may subject ourselves to significant regulation from foreign telecommunications authorities, including obligations to obtain telecommunications licenses and authorizations, complying with consumer protection laws and cooperating with local law enforcement authorities. This regulation impacts our ability to differentiate ourselves from incumbent service providers and imposes substantial compliance costs on us. Regulation restricts our ability to compete and, in some jurisdictions, it may restrict how we are able to expand our service offerings. Moreover, the regulatory environment is constantly evolving and changes to the applicable regulations may have an adverse effect upon our business by imposing additional compliance costs, modifying our technology and operations and in general affecting our profitability.

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  • Reform of federal and state Universal Service Fund programs and payment of regulatory and other fees in international markets, could increase the cost of our service to our customers diminishing or eliminating our pricing advantage. The FCC and a number of states are considering reform or other modifications to Universal Service Fund programs. Should the FCC or certain states adopt new contribution mechanisms or otherwise modify contribution obligations that increase our contribution burden, we will either need to raise the amount we currently collect from our customers to cover this obligation or absorb the costs, which would reduce our profit margins. Furthermore, the FCC has ruled that states can require us to contribute to state Universal Service Fund programs. A number of states already require us to contribute, while others are actively considering extending their programs to include the services we provide. At the same time, foreign regulatory authorities may impose regulatory fees or other contributions on our services. Should the FCC, states or foreign regulators adopt new contribution mechanisms or otherwise modify contribution obligations that increase our contribution burden, we will either need to raise the amount we currently collect from our customers to cover these obligations or absorb the costs, which would reduce our profit margins. We currently pass-through Universal Service Fund contributions and certain other fees to our customers, which may result in our services becoming less competitive as compared to those provided by others.
  • We may become subject to state regulation for certain service offerings. Certain states take the position that offerings by VoIP providers, like us, are intrastate and therefore subject to state regulation. These states argue that if the beginning and end points of communications are known, and if some of these communications occur entirely within the boundaries of a state, the state can regulate that offering. We believe that the FCC has preempted states from regulating VoIP services like ours in the same manner as providers of traditional telecommunications services. We cannot predict how this issue will be resolved or its impact on our business at this time.

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  • The FCC adopted rules concerning call completion rates to rural areas of the United States. It is possible that we, like other providers in the communications marketplace, may be subject to fines or other enforcement actions should the FCC determine that our call completion rates to rural areas are, or have been, unacceptable.
  • The FCC and foreign regulators may require providers like us to comply with regulations related to how we present bills to customers. The adoption of such obligations may require us to revise our bills and may increase our costs of providing service which could either result in price increases or reduce our profitability.
  • The FCC adoptedThere may be risk associated with our ability to comply with U.S. and foreign rules concerning disabilities access requirements thatand the FCC and foreign regulators may expand disabilities access requirements to additional services we offer. We cannot predict whether we will be subject to additional accessibility requirements or whether any of our service offerings that are not currently subject to disabilities access requirements will be subject to such obligations. It is possible that we, like other providers in the communications marketplace, may be subject to fines or other enforcement actions if we are found not to be in compliance with the FCC's and foreign accessibility requirements.
  • There may be risks associated with our ability to comply with requirements of the Telecommunications Relay Service and similar foreign statutes. The FCC requires providers of interconnected VoIP services to comply with certain regulations pertaining to people with disabilities and to contribute to the Telecommunications Relay Services fund. We are also required to offer 7-1-1 abbreviated dialing for access to relay services. At the same time, several foreign regulators also mandate accessibility requirements for people with disabilities. It is possible that we, like other providers in the communications marketplace, may be subject to fines or other enforcement actions if we are found not to be in compliance with these requirements, including the FCC's 7-1-1 abbreviated dialing obligations.
  • There may be risks associated with our ability to comply with the requirements of federalU.S. and foreign law enforcement agencies. The FCC requires all interconnected VoIP providers to comply with the Communications Assistance for Law Enforcement Act, or CALEA. The FCC allowsSimilarly, foreign regulatory frameworks require VoIP providers to comply with local assistance to law enforcement laws and cooperation with local authorities in conducting wiretaps, pentraps and other surveillance activities. The FCC and other regulators may allow VoIP providers to comply with CALEA and similar statutes through the use of a service provided by a trusted third partythird-party with the ability to extract call content and call-identifying information from a VoIP provider's network. Regardless of our reliance on a third party for compliance, it is possible that we, like other providers in the communications marketplace, may be subject to fines or other enforcement actions if we are found not to be in compliance with our obligations under CALEA or other similar assistance with law enforcement statutes.

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  • The FCCU.S. and foreign regulations may require us to deploy an E-911 or access to emergency service that automatically determines the location of our customers. On June 1, 2007, the FCC released a Notice of Proposed Rulemaking, or the VoIP E-911 order, in which it tentatively concluded that all interconnected VoIP providers that allow customers to use their service in more than one location (nomadic VoIP service providers, such as us), must utilize an automatic location technology that meets the same accuracy standards which apply to providers of commercial mobile radio services (mobile phone service providers). Since then, the FCC has been conducting proceedings and inquiries concerning the implementation of such a rule.rule, including possible changes to the manner providers provision E-911 services on mobile applications. At the same time, foreign regulatory authorities, have conducted similar proceedings mandating VoIP providers in the applicable jurisdiction to provide caller location data when completing calls to the local emergency service numbers. The outcome of these proceedings cannot be determined at this time and we may or may not be able to comply with any such obligations that may be adopted. At present, we currently have no means to automatically identify the physical location of one of our customers on the Internet. We cannot guarantee that emergency calling service consistent with the VoIP E-911 order and other similar foreign orders will be available to all of our customers, especially those accessing our services from outside of the United States. The FCC's current VoIP E-911 order or follow-on orders or clarifications or their impact on our customers due toCompliance with these obligations could result in service price increases or other factorsand could have a material adverse effect on our business, financial condition or operating results.
  • The FCC adopted orders reforming the system of payments between regulated carriers that we partner with to interface with the public switch telephone network. The FCC reformed the system under which regulated providers of telecommunications services compensate each other for various types of traffic, including VoIP traffic that terminates on the PSTN and applied new call signaling requirements to VoIP providers and other service providers. The FCC's new rules require, among other things, interconnected VoIP providers, like us, that originate interstate or intrastate traffic destined for the PSTN, to transmit the telephone number associated with the calling party to the next provider in the call path. Intermediate providers must pass calling party number or charge number signaling information they receive from other providers unaltered, to subsequent providers in the call path. While we believe we are in compliance with this rule, to the extent that we pass traffic that does not have appropriate calling party number or charge number information, we could be subject to fines, cease and desist orders, or other penalties. The FCC's Order reforming payments between carriers for various types of traffic also includes a Further Notice of Proposed Rulemaking. Depending on the rules adopted by the FCCmay result in this proceeding,increasing the payments we make to underlying carriers to access the PSTN, may increase, which may result in us increasing the retail price of our service, potentially making our offering less competitive with traditional providers of telecommunications services, or may reduce our profitability.

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  Our emergency and E-911 calling services are different from those offered by traditional wireline telephone companies and may expose us to significant liability. There may be risks associated with limitations associated with E-911 and other emergency dialing with the 8x8 service.

  Both our emergency calling service and our E-911 calling service are different, in significant respects, from the emergency calling services offered by traditional wireline telephone companies.companies in the United States and abroad. In each case, the differences may cause significant delays, or even failures, in callers' receipt of the emergency assistance they need.

  The FCC may determine that our nomadic emergency calling service does not satisfy the requirements of its VoIP E-911 order because, in some instances, our nomadic emergency calling service requires that we route an emergency call to a national emergency call center instead of connecting our customers directly to a local public-safety answering point through a dedicated connection and through the appropriate selective router. Similarly, foreign telecommunications regulators may determine that our nomadic emergency calling service does not meet applicable local emergency dialing and location requirements.

  Delays our customers may encounter when making emergency services calls and any inability of the answering point to automatically recognize the caller's location or telephone number can result in life threatening consequences. Customers may, in the future, attempt to hold us responsible for any loss, damage, personal injury or death suffered as a result of any failure of our E-911 services and other emergency dialing services.

  In July 2008, the President signed into law the New and Emerging Technologies 911 Improvement Act of 2008. The law provides public safety entities, interconnected VoIP providers and others involved in handling 911 calls the same liability protections when handling 911 calls from interconnected VoIP users as from mobile or wired telephone service users. The applicability of the liability protections to our national call center service is unclear at the present time. Also,

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  Alleged or actual failure of our solutions to comply with regulations governing outbound dialing, including regulations under the Telephone Consumer Protection Act of 1991 and similar foreign statutes, could harm our business, financial condition, results of operations and cash flows.

  The legal and contractual environment surrounding calling consumers and wireless phone numbers is complex and evolving. In the United States, two federal agencies, the Federal Trade Commission ("FTC") and the FCC, and various states have enacted laws including, at the federal level, the Telephone Consumer Protection Act of 1991, or TCPA, that restrict the placing of certain telephone calls and texts to residential and wireless telephone subscribers by means of automatic telephone dialing systems, prerecorded or artificial voice messages and fax machines. Internationally, we are also subject to similar laws imposing limitations on marketing calls to wireline and wireless numbers and compliance with do not call rules. These laws require companies to institute processes and safeguards to comply with these restrictions. Some of these laws can be enforced by the FTC, FCC, State Attorneys General, foreign regulators or private party litigants. In these types of actions, the plaintiff may seek damages, statutory penalties, costs and/or attorneys' fees.

  It is possible that the FTC, FCC, foreign regulators, private litigants or others may attempt to hold our customers, or us as a software provider, responsible for alleged violations of these laws. In the event that litigation is brought, or fines are assessed, against us, we may not successfully enforce or collect upon any contractual indemnities we may have from our customers. Additionally, any changes to these laws or their interpretation that further restrict calling consumers, any adverse publicity regarding the alleged or actual failure by companies, including our customers and competitors, to comply with such laws, or any governmental or private enforcement actions related thereto, could result in the reduced use of our solution by our clients and potential clients, which could harm our business, financial condition, results of operations and cash flows. We anticipate that these risks will increase as we begin to market and sell our EasyContactNow service in the United States.

  Failure of our back-end information technology systems to function properly could result in significant business disruption.

  We rely on IT systems to manage numerous functions of our internal operations.  We have historically utilized internally developed IT systems that are not integrated with our ERP system. These IT systems require specialized knowledge for which we have to train new personnel, and if we were to experience an unusual increase in attrition of our IT personnel, we may not be adequately equipped to respond to an IT system failure. These IT systems were developed at a time when we provided services primarily to SMB customers and they may not be able to accommodate the requirements of larger enterprises as effectively as more modern and flexible solutions. Continued reliance on these systems may harm us competitively and impede our efforts to sell to larger enterprises.

  Although we are in the process of upgrading a number of our IT systems, including our ERP software, our quote-to-cash software and our customer service and support software, we face risks relating to these transitions. For example, we may incur greater costs than we anticipate to train our personnel on the new systems; we may experience more errors in our records during the transition; and we may be exposeddelayed in meeting our various reporting obligations. To the extent any of these risks or events impact our customer service, we may experience an increase in customer attrition, which could have a material adverse impact on our results of operations.

  Our inability to liability for 911 calls made prioruse software licensed from third parties, or our use of open source software under license terms that interfere with our proprietary rights, could disrupt our business.

  Our technology platform incorporates software licensed from third parties, including some software, known as open source software, which we use without charge. Although we monitor our use of open source software, the terms of many open source licenses to the adoption of this new law althoughwhich we are unawaresubject have not been interpreted by U.S. or foreign courts, and there is a risk that such licenses could be construed in a manner that imposes unanticipated conditions or restrictions on our ability to provide our platform to our customers, content creators and brand advertisers. In the future, we could be required to seek licenses from third parties in order to continue offering our platform, which licenses may not be available on terms that are acceptable to us, or at all. Alternatively, we may need to re-engineer our platform or discontinue use of anyportions of the functionality provided by our platform. In addition, the terms of open source software licenses may require us to provide software that we develop using such liability.software to others on unfavorable license terms. Our inability to use third- party software could result in disruptions to our business, or delays in the development of future offerings or enhancements of existing offerings, which could impair our business.

  Increased energy costs, power outages, and limited availability of electrical resources may adversely affect our operating results.

  Our data centers are susceptible to increased costs of power and to electrical power outages. Our customer contracts do not contain provisions that would allow us to pass on any increased costs of energy to our customers, which could affect our operating margins. Any increases in the price of our services to recoup these costs could not be implemented until the end of a customer contract term. Further, power requirements at our data centers are increasing as a result of the increasing power demands of today's servers. Increases in our power costs could impact our operating results and financial condition. Since we rely on third parties to provide our data centers with power sufficient to meet our needs, our data centers could have a limited or inadequate amount of electrical resources necessary to meet our customer requirements. We attempt to limit exposure to system downtime due to power outages by using backup generators and power supplies. However, these protections may not limit our exposure to power shortages or outages entirely. Any system downtime resulting from insufficient power resources or power outages could damage our reputation and lead us to lose current and potential customers, which would harm our operating results and financial condition.

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  Decreasing telecommunications rates and increasing regulatory charges may diminish or eliminate our competitive pricing advantage versus legacy providers.

  Decreasing telecommunications rates may diminish or eliminate the competitive pricing advantage of our services, while increased regulation and the imposition of additional regulatory funding obligations at the federal, state, local and localforeign level could require us to either increase the retail price for our services, thus making us less competitive, or absorb such costs, thus decreasing our profit margins. International and domestic telecommunications rates have decreased significantly over the last few years in most of the markets in which we operate, and we anticipate these rates will continue to decline in all of the markets in which we do business or expect to do business. Users who select our services to take advantage of the current pricing differential betweentraditionalbetween traditional telecommunications rates and our rates may switch to traditional telecommunications carriers if such pricing differentials diminish or disappear, however, and we will be unable to use such pricing differentials to attract new customers in the future. Continued rate decreases would require us to lower our rates to remain competitive in the United States and abroad and would reduce or possibly eliminate any gross profit from our services. In addition, we may lose subscribers for our services.

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  Because our long-term growth strategy involves further expansion of our sales to customers outside the United States, our business will be susceptible to risks associated with international operations.

  A component of our growth strategy involves the further expansion of our operations and customer base internationally. In November 2013, we acquired Voicenet, demonstrating our commitment to expand our business outside of North America. The risks and challenges associated with sales of our cloud communications and collaboration services to customers outside North America are different in some ways from those associated with sales in North America, and we have a limited history addressing those risks and meeting those challenges. Our current international operations and future initiatives will involve a variety of risks, including:

  • localization of our service, including translation into foreign languages and associated expenses;
  • changes in a specific country's or region's political or economic conditions;
  • unexpected changes in regulatory requirements, taxes or trade laws;
  • more stringent regulations relating to data security and the unauthorized use of, or access to, commercial and personal information, particularly in the European Union;
  • differing labor regulations, especially in the European Union, where labor laws are generally more advantageous to employees as compared to the United States, including deemed hourly wage and overtime regulations in these locations;
  • challenges inherent in efficiently managing an increased number of employees over large geographic distances, including the need to implement appropriate systems, policies, benefits and compliance programs;
  • difficulties in managing a business in new markets with diverse cultures, languages, customs, legal systems, alternative dispute systems and regulatory systems;
  • increased travel, real estate, infrastructure and legal compliance costs associated with international operations;
  • different pricing environments, longer sales cycles, longer accounts receivable payment cycles and other collection difficulties;
  • currency exchange rate fluctuations and the resulting effect on our revenue and expenses, and the cost and risk of entering into hedging transactions if we chose to do so in the future;
  • limitations on our ability to reinvest earnings from operations in one country to fund the capital needs of our operations in other countries;
  • laws and business practices favoring local competitors or general preferences for local vendors;
  • limited or insufficient intellectual property protection;
  • political instability or terrorist activities;
  • exposure to liabilities under anti-corruption and anti-money laundering laws, including the U.S. Foreign Corrupt Practices Act and similar laws and regulations in other jurisdictions; and
  • adverse tax burdens and foreign exchange controls that could make it difficult to repatriate earnings and cash.

  We have limited experience in operating our business internationally, which increases the risk that any potential future expansion efforts that we may undertake will not be successful. We expect to invest substantial time and resources to expand our international operations. If we are unable to do this successfully and in a timely manner, our business and operating results could be materially adversely affected.

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  Our ability to offer services outside the United States is subject to different local regulatory environments, which may be unknown, complicated and uncertain.

  Regulatory treatment of VoIP telephony and cloud-based services outside the United States varies from country to country and often the laws are unclear. In January 2013, we launched our Virtual Office services in Canada. We currently distribute our products and services directly to consumers and through resellers that may be subject to telecommunications regulations in their home countries. The failure by us or our customers and resellers to comply with these laws and regulations could reduce our revenue and profitability. Because of our relationship with the resellers, some countries may assert that we are required to register as a telecommunications provider in that country. In such case, our failure to do so could subject us to fines or penalties. In addition, some countries are considering subjecting VoIP services to the regulations applied to traditional telephone companies. Regulatory developments such as these could have a material adverse effect on the use of our services in international locations.

  As we expand our operations internationally, we expect to become subject to additional government regulations. Such regulations include, but are not limited to: licensing obligations, emergency services obligations, data retention and transfer laws and regulations, privacy laws and regulations, consumer protection, national security laws and regulations, law enforcement obligations, financial reporting, surcharge and other fees that must be collected and remitted as well as other laws and regulations. For example, as a provider of electronic communications services in the UK, we are subject to regulation in the UK by the Office of Communications. Some of these regulatory obligations include providing access to emergency call services (E999/112); providing access to operator assistance, directories and directory enquiry services, offering contracts with minimum terms, providing and publishing certain information transparently, providing itemized billing, protecting customer information (including personal data); porting phone numbers upon a valid customer request and implementing a code of practice. We are also required to comply with laws and matters relating to, among other things, competition law, distance selling, e- commerce and consumer protection. We must also comply with various reporting and recordkeeping requirements.

  In some cases, the relevant laws may be uncertain or unsettled complicating our ability to comply and may subject us to fines, penalties or other enforcement actions. It is possible that we could be subject to civil and criminal liabilities that may damage our business reputation and brand. Moreover, any changes in laws, regulations or enforcement policies may expose us to unknown civil and criminal risks that could requires us to modify our offerings or expose us to fines, penalties or other enforcement actions, or compel us to require with onerous obligations that we either were not previously subject or did not foresee. We may be required to exit certain foreign markets should such changes make the provision of our service unprofitable, too costly, too risky or for other reasons that could adversely impact our profitability, or our ability to compete effectively with other service providers. Any of these occurrences could negatively impact our brand and our business reputation.

  We will also become subject to risks associated with changes in the regulatory structure of the telecommunications services marketplace in international markets. As in the United States, we will continue to dependon underlying carriers to terminate our traffic to the PSTN in each country where we offer services. As countries evaluate and change intercarrier payment schemes, remove and impose new obligations, our costs to provide service may increase. This could require us either to reduce our profitability or raise the price of our service which may make our offerings less competitive with other providers in the marketplace. We may have to exit markets that we previously thought would be profitable which could negatively impact our business, and damage our brand and reputation.

  We support local number portability, or LNP, which allows our customers to retain their existing telephone numbers when subscribing to our services. A new customer of our services must maintain both the new 8x8 service and the customer's existing telephone service during the number transfer process. By comparison, transferring wireless telephone numbers among wireless service providers generally takes several hours, and transferring wireline telephone numbers among traditional wireline service providers generally takes a few days. In foreign countries, we anticipate longer delays in porting existing telephone numbers. The additional delay that we experience is due to our reliance on third party carriers to transfer the numbers, as well as the delay the existing telephone service provider may contribute to the process. Local number portability is considered an important feature by many potential customers, especially our business customers, and if we fail to reduce related delays, we may experience increased difficulty in acquiring new customers or retaining existing customers.

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  We need to retain key personnel to support our products and ongoing operations.

  The development and marketing of our communications and collaboration services will continue to place a significant strain on our limited personnel, management, and other resources. Our future success depends upon the continued services of our executive officers and other key employees who have critical industry experience and relationships that we rely on to implement our business plan. None of our officers or key employees are bound by employment agreements for any specific term. The loss of the services of any of our officers or key employees could delay the development and introduction of, and negatively impact our ability to sell our services which could adversely affect our financial results and impair our growth. We currently do not maintain key person life insurance policies on any of our employees.

  We may need to raise additional capital to support our future operations.

  As of March 31, 2015, we had cash and cash equivalents and investments of approximately $177.1 million. While we believe these funds are sufficient to meet our current and anticipated liquidity requirements, we may need to raise additional capital to pursue our strategic objectives. We may seek additional funding through public or private equity or debt financing, including pursuant to the shelf registration statement of which this prospectus supplement is a part. We might decide to raise additional debt or equity capital at such times and upon such terms as management considers favorable and in our interests, but we cannot be certain that we will be able to complete offerings of our securities at such times and on such terms as we may consider desirable for us. Any such financings may be upon terms that are dilutive to existing stockholders. We may not be able to obtain such additional financing as needed on acceptable terms, or at all, which may require us to reduce our operating costs and other expenditures, including reductions of personnel and capital expenditures.

  Certain provisions in our charter documents and Delaware law could discourage takeover attempts and lead to management entrenchment.

  Our restated certificate of incorporation and amended and restated bylaws contain provisions that could have the effect of delaying or preventing changes in control or changes in our management without the consent of our board of directors, including, among other things:

  • no cumulative voting in the election of directors, which limits the ability of minority stockholders to elect director candidates;
  • the ability of our board of directors to issue shares of preferred stock and to determine the price and other terms of those shares, including preferences and voting rights, without stockholder approval, which could be used to significantly dilute the ownership of a hostile acquirer;
  • the exclusive right of our board of directors to elect a director to fill a vacancy created by the expansion of our board of directors or the resignation, death or removal of a director, which prevents stockholders from being able to fill vacancies on our board of directors;
  • a prohibition on stockholder action by written consent, which forces stockholder action to be taken at an annual or special meeting of our stockholders;
  • the requirement that a special meeting of stockholders may be called only by a majority vote of our Board of Directors the Chairman of our Board of Directors, our Chief Executive Officer or by stockholders holdings shares of our common stock representing in the aggregate a majority of votes then outstanding, which could delay the ability of our stockholders to force consideration of a proposal or to take action, including the removal of directors;
  • the ability of our board of directors, by majority vote, to amend our amended and restated bylaws, which may allow our board of directors to take additional actions to prevent a hostile acquisition and inhibit the ability of an acquirer to amend our amended and restated bylaws to facilitate a hostile acquisition; and
  • advance notice procedures with which stockholders must comply to nominate candidates to our board of directors or to propose matters to be acted upon at a stockholders' meeting, which may discourage or deter a potential acquirer from conducting a solicitation of proxies to elect the acquirer's own slate of directors or otherwise attempting to obtain control of us.

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  • We are also subject to certain anti-takeover provisions under the General Corporation Law of the State of Delaware, or the DGCL. Under Section 203 of the DGCL, a corporation may not, in general, engage in a business combination with any holder of 15% or more of its capital stock unless the holder has held the stock for three years or (i) our board of directors approves the transaction prior to the stockholder acquiring the 15% ownership position, (ii) upon consummation of the transaction that resulted in the stockholder acquiring the 15% ownership position, the stockholder owns at least 85% of the outstanding voting stock (excluding shares owned by directors or officers and shares owned by certain employee stock plans) or (iii) the transaction is approved by the board of directors and by the stockholders at an annual or special meeting by a vote of 66 2/3% of the outstanding voting stock (excluding shares held or controlled by the interested stockholder). These provisions in our restated certificate of incorporation and amended and restated bylaws and under Delaware law could discourage potential takeover attempts.

  ITEM 1B. UNRESOLVED STAFF COMMENTS

  None.

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  ITEM 2. PROPERTIES

  Our principal operations are located in San Jose, CACalifornia, in a facilitytwo facilities that isare approximately 104,657140,831 square feet of leased office space. Outside the United States our operations are conducted primarily in leased sites located in the United Kingdom.Kingdom and Romania. We believe our facilities will adequately meet our current and foreseeable future needs. For additional information regarding our obligations under leases, see Note 78 to the consolidated financial statements contained in Part II, Item 8 of this Annual Report.

  ITEM 3. LEGAL PROCEEDINGS

  From time to time, we become involved in various legal claims and litigation that arise in the normal course of our operations. While the results of such claims and litigation cannot be predicted with certainty, we are not currently aware of any such matters that we believe would have a material adverse effect on our financial position, results of operations or cash flows.

  On February 22, 2011, we were named a defendant in a lawsuit, Bear Creek Technologies, Inc. (BCT) v. 8x8, Inc.et al., filed in the U.S. District Court for the District of Delaware (the Delaware Court), along with 20 other defendants. OnCollectively this patent litigation is referred to asIn re Bear Creek Technologies, Inc. (MDL No.: 2344). In August 17, 2011, the suit was dismissed without prejudice as to the Company under Rule 21 of the Federal Rules of Civil Procedure. On August 17, 2011, Bear Creek Technologies, Inc.but then refiled its suit against us in the United States District Court for the District of Delaware. Further, onDelaware Court. On November 28, 2012, the U.S. Patent &and Trademark Office ("USPTO") initiated a Reexamination proceeding with a Reexamination Declaration explaining that there is a substantial new questionProceeding through which the claims of patentability,the patent asserted against us were found to be invalid based on four separate grounds and affecting each claim of the patent which is the basis for the complaint filed against us.  On March 26, 2013, the USPTO issued a first Office Action ingrounds. During the Reexamination with all claims ofProceeding, the '722 patent being rejected on each ofDelaware Court granted the four separate grounds raised in the Request for Reexamination.  On July 10, 2013, the Company filed an informational pleading in support of and joining aCompany's motion to stay the proceeding in(July 17, 2013) and administratively closed the District Court; the District Court granted the motioncase on July 17, 2013, based on the possibility that at least oneMay 5, 2015 with leave to reopen if needed. The outcome of the USPTO rejections will be upheld and consideringReexamination Proceeding was first appealed to the USPTO's conclusion that Bear Creek's patent suffers from a defective claim for priority.  On March 24, 2014, the USPTO issued another Office Action in which the rejections of the claims were maintained.  On August 15, 2014, the USPTO issued a Right of Appeal Notice, as the USPTO maintained all rejections of the patent claims.  On September 15, 2014, Bear Creek Technologies, Inc. filed a Notice of Appeal of this decision with the Patent Trial and Appeal Board.Board which affirmed the invalidity bases of all claims in a Decision dated Dec. 29, 2015 ("the Board Decision"). The case is currently on appeal. We believe that it has meritorious defensesBoard Decision was then appealed to thesethe United States Court of Appeals for the Federal Circuit ("Federal Circuit"), which also affirmed the invalidity bases of all claims as the Federal Circuit noted in a Judgment dated March 15, 2017. On April 21, 2017, the Federal Circuit issued a Mandate, which formally concludes the appeal and, is presenting a vigorous defense, but we cannot estimate potential liability inabsent any unforeseen circumstances, formally ended the Federal Circuit's jurisdiction of this case at this early stagematter, thereby for effecting finality of litigation.the Delaware Court's May 5, 2015 decision.

  On March 31, 2014,November 14, 2016, we were named as a defendant in a lawsuit, CallWave CommunicationsSerenitiva LLC (CallWave) v. 8x8, Inc. CallWave alsoInc., filed in U.S. District Court for the E.D. of Texas (Civil Action No. 6:16-cv-1290). Plaintiff Serenitiva sued Fonality Inc.us based on March 31, 2014, and previously hadalleged infringement of U.S. Patent No. 6,865,268 concerning alleged activities involving our Virtual Contact Center Agent Console (Plaintiff Serenitiva sued nine other companies including Verizon, Google, T-Mobile, and AT&T. We answereddefendants, concurrently, based on the same patent. In April 2017, we settled the suit prior to answering the complaint under the terms of a settlement agreement between the Company and filed counterclaims in response thereto. Thereafter, CallWave made numerous demands thatthe plaintiff. Under the terms of a settlement agreement between the plaintiff and us, we pay CallWave cash consideration for settling the suit. On April 21, 2015, we filed papers to present numerous counterclaims including patent misuse. On or about May 26, 2015, the parties concluded negotiations regarding CallWave's cash-payment demands and agreed to settle all claims inpay plaintiff an amount that was not material to our business, and we were granted a limited license to the suit (and potential future claims) under confidential terms which await finalization by filing dismissal papers withpatent. A Joint Motion to Dismiss was filed April 20, 2017, and an Order of Dismissal With Prejudice should be forthcoming from the Court.

  On December 31, 2014,2, 2016, we were named as a defendant in a lawsuit, Adaptive Data,Paluxy Messaging LLC v. 8x8, Inc.  Adaptive Data,, filed in U.S. District Court for the E.D. of Texas, Tyler Division (Civil Action No. 6:16-cv-1346). Plaintiff Paluxy Messaging LLC also sued another 36us based on alleged infringement U.S. Patent No. 8,411,829 concerning alleged activities involving our voicemail system (Plaintiff Paluxy Messagingsued seven other defendants, on December 31, 2014 and another 16 defendants on January 5, 2015 regarding the same patents asserted in our case. Service of process has not yet been effected on the Company.

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  On April 15, 2015, we were named as a defendant in a lawsuit, UrgenSync, LLC v. 8x8, Inc.  UrgenSync, LLC also sued another 14 other defendantsconcurrently, based on the same day regardingpatent). Based on our subscription to certain patent risk management services, we settled the same patent asserted insuit prior to answering the complaint filed against 8x8.complaint. Under the terms of a settlement agreement between the plaintiff and us, we agreed to pay plaintiff an amount that was not material to our business, and we were granted a limited license to the patent. An Order of Dismissal With Prejudice was issued March 13, 2017.

  On April 16, 2015, we were named as a defendant in a lawsuit, Slocumb Law Firm v. 8x8, Inc., filed in the United States District Court for the Middle District of Alabama. The Slocumb Law Firm allegeshas alleged that it purchased certain business services from us that did not perform as advertised or expected, assertsand has asserted various causes of actions forincluding fraud, breach of contract, violations of the Alabama Deceptive Trade Practices Act and negligence. On May 7,June 10, 2015, the Company filedUnited States Magistrate Judge issued a Report and Recommendation that the Court grant our motion withto stay the Alabama Federal Court seeking an order compellingcase and compel the Slocumb Law Firm to arbitrate its claims against us in Santa Clara County, California pursuant to a clause mandating arbitration of disputes set forth in the terms and conditions to which Slocumb Law Firm agreed in connection with its purchase of business services from the us. No briefing schedule or hearing date for theThe Court closed this case administratively when it granted our motion to compel arbitration. Slocumb Law firm has been setnot initiated arbitration. Under our standard business terms and conditions, as of this time. DiscoveryMarch 31, 2017, the period to initiate arbitration has not yet commenced in the case. We intend to vigorously defend against Slocumb Law Firm's claims.lapsed.

  ITEM 4. MINE SAFETY DISCLOSURES

  Not applicable.

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  PART II

  ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

  We completed our initial public offering on July 2, 1997 under the name 8x8, Inc. From that date through April 3, 2000, ourOur common stock was traded on the NASDAQ National Market, or the NASDAQ, under the symbol "EGHT." From April 4, 2000 through July 18, 2001, our common stock was traded on the NASDAQ under the symbol "NTRG." Since July 19, 2001 our common stock hasis traded under the symbol "EGHT." In July 2002, in connection with"EGHT" and is listed on the transformation of the NASDAQ to a national securities exchange our listing was transferred to the NASDAQ CapitalNasdaq Global Select Market of the NASDAQNasdaq Stock Market LLC.national securities exchange.

  We have never paid cash dividends on our common stock and have no plans to do so in the foreseeable future. As of May 27, 2015,25, 2017, there were 247223 holders of record of our common stock.

  The following table sets forth the range of high and low close prices for each period indicated:

  Period			High			Low			High			Low
  Fiscal 2015:
  Fiscal 2017:
  First quarter		$	11.07		$	6.80		$	14.61		$	10.19
  Second quarter		$	8.47		$	6.49		$	15.43		$	12.94
  Third quarter		$	9.31		$	5.80		$	15.63		$	13.05
  Fourth quarter		$	9.15		$	7.06		$	16.50		$	14.20
  Fiscal 2014:
  Fiscal 2016:
  First quarter		$	8.27		$	6.47		$	9.49		$	8.34
  Second quarter		$	10.84		$	8.37		$	9.05		$	7.62
  Third quarter		$	11.95		$	8.95		$	12.17		$	8.16
  Fourth quarter		$	11.47		$	9.56		$	12.91		$	9.29

  See Item 12 of Part III of this Annual Report regarding information about securities authorized for issuance under our equity compensation plans.

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  The graph below shows the cumulative total stockholder return over a five yearfive-year period assuming the investment of $100 on March 31, 20102012 in each of 8x8's common stock, the NASDAQ Composite Index and the NASDAQ Telecommunications Index. The graph is furnished, not filed, and the historical return cannot be indicative of future performance.

  

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  Issuer Purchases of Equity Securities

  The activity underregistrant did not make any repurchases of stock during the Repurchase Plans for the three monthsquarter ended March 31, 2015 is summarized as follows:2017 under a stock repurchase program. The last plan authorized by the Company's board of directors expired in October 2016 with an unused authorized repurchase amount of $15.0 million.

  								Total Number			Approximate
  								of Shares			Dollar
  								Purchased			Value of Shares
  			Total			Weighted		as Part of			that May Yet
  			Number of			Average		Publicly			be Purchased
  			Shares			Price Paid		Announced			Under the
  			Purchased			Per Share		Program			Program
  January 1 - January 31, 2015			666,973		$	7.88		666,973		$	8,103,520
  February 1 - February 28, 2015			1,029,810			7.85		1,029,810			20,000,000
  March 1 - March 31, 2015			574,467			7.38		574,467		$	15,749,279
  Total			2,271,250		$	7.72		2,271,250
  (1)Increase due to Board of Director's authorization of the 2015 Repurchase Plan.

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  ITEM 6. SELECTED FINANCIAL DATA

  The following table sets forth selected consolidated financial data of 8x8 Inc. for each year in the five yearfive-year period ended March 31, 2015.2017. The following selected consolidated financial data is qualified by reference to and should be read in conjunction with "Management's Discussion and Analysis of Financial Condition and Results of Operations" and with the consolidated financial statements, related notes thereto and other financial information included elsewhere in this Annual Report on Form 10-K.

  			Years Ended March 31,															Years Ended March 31,
  			2015			2014			2013			2012			2011			2017			2016			2015			2014			2013
  			(in thousands, except per share amounts)															(in thousands, except per share amounts)
  Total revenues		$	162,413		$	128,597		$	103,786		$	83,372		$	70,163		$	253,388		$	209,336		$	162,413		$	128,597		$	103,786
  Net income		$	1,926		$	2,514		$	13,939		$	69,228		$	6,494
  Net income per share:
  Net income (loss)																	$	(4,751)		$	(5,120)		$	1,926		$	2,514		$	13,939
  Net income (loss) per share :
  Basic		$	0.02		$	0.03		$	0.20		$	1.04		$	0.10		$	(0.05)		$	(0.06)		$	0.02		$	0.03		$	0.20
  Diluted		$	0.02		$	0.03		$	0.19		$	0.99		$	0.10		$	(0.05)		$	(0.06)		$	0.02		$	0.03		$	0.19
  Total assets		$	295,624		$	299,203		$	152,611		$	130,733		$	26,584		$	333,855		$	313,452		$	295,624		$	299,203		$	152,611
  Accumulated deficit		$	(104,739)		$	(106,665)		$	(109,179)		$	(123,118)		$	(192,346)		$	(114,610)		$	(109,859)		$	(104,739)		$	(106,665)		$	(109,179)
  Total stockholders' equity		$	272,211		$	278,178		$	137,033		$	118,450		$	15,861		$	288,601		$	275,306		$	272,211		$	278,178		$	137,033

  ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

  OVERVIEW

  We are a leading provider of VoIPenterprise cloud communications solutions, helping businesses get their employees, customers and SaaS communication solutions in the cloud for SMBsapplications talking, to make people more connected and mid-market and distributed enterprises. We deliver a broad suite of SaaS services including hosted cloud telephony, virtual contact center, and virtual meeting to in-office and mobile devices through its proprietary unified SaaS platform. We currently serve approximately 41,600 business customers with over 650,000 subscriptions, making us a leading provider of UCC services in the cloud. Our integrated, "pure-cloud" services platform is developed from internally owned and managed technologies and is uniquely positioned to serve mid-market and enterprise businesses making the shift to cloud based Unified Communications. We make a full set of unified communications capabilities including cloud telephony, contact center, video and web conferencing available from anywhereproductive, no matter where they are in the world.   WithFrom a single, proprietary platform, which we refer to as the 8x8 Communications Cloud, we offer unified communications, team collaboration, contact center, analytics and reporting,other services to our business customers have an unprecedented view into company communications whether employees are mobile via the mobile client or in-office usingon a softphone, or a desk phone. Since fiscal 2004, substantially all of our revenue has been generated from the sale, license and provision of communications services. Prior to fiscal 2003, our focus was on our Voice over Internet Protocol semiconductor business.Software-as-a Service (SaaS) model.

  SUMMARY AND OUTLOOK

  In fiscal year 2015,2017, we displayed continued momentum in four areas.key areas of our business. First, our continuedincreased focus on mid-market and distributed enterprise customers resulted in 42%approximately 54% of our total service revenue coming from mid-marketthis customer segment, compared with 37%48% in fiscal 2014. We2016. Over the course of the fiscal year, we continued to show an increase in our average monthly service revenue per customer to $320 in(ARPU). In the fourth quarter of fiscal 20152017, our ARPU grew 11% to $426, compared with $287$385 in the same period of fiscal 2014, which is the result of2016. The increase resulted from our success in selling a greater number of subscriptions to larger, more established customers.

  Second, we achieved efficiencycontinued the advancement of our technology and productivityproduct development work on several key platform infrastructure and product development initiatives. Initiatives include our new micro services platform, admin portal, desktop and mobile clients, and back office improvements fromto enable end-to-end quoting, ordering, provisioning, configuring, and billing our SMBexpanded mid-market and enterprise customer base. We also launched the 8x8 Communication Cloud Platform, an industry first solution which combines unified communications, team collaboration interoperability, contact center, and real time analytics in a single open platform.

  Third, we have made significant progress with increasing the effectiveness of our global channel network to ensure our channel partners are properly engaged and prepared to transition their customers to 8x8. We enhanced our partner enablement offering with a new Partner Connect global web portal, which offers extensive sales, group resulting from an increased focus on adding larger SMB (> five employees)technical resources, marketing, and smaller mid-market (50 - 250 employee) accounts. As we continued to focus on building a more profitable and sustaining midmarket customer base, one that can contribute significantly greater lifetime value than the average small business customer, we added fewer one - two line business customers.lead generation support.

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  Third,Fourth, we continuedhave made significant progress enhancing our global systems and customer support capabilities to focusbetter serve our multinational customers. We went live on selling a greater number and variety of services to our existing customer base. Our comprehensive suite of services, combinedSalesforce Service Cloud, an enterprise-scalable platform that is fully integrated with our abilitysales automation system. This enables any of our contact centers around the world to offer a broad range of cloud-based critical communications services brought us larger deals where we continued to displace incumbent, premises-based systems. We intend to continue to pursue opportunities to sell our comprehensive suite of unified communications, contact centerview and analytics/reporting services to SMBs and mid-market and distributed enterprises who wish to consolidate their cloud communications and collaborative service requirements with a single service provider.

  Fourth, we continued to build on our Global Reach initiative by continuing to invest in our Voicenet United Kingdom subsidiary, establishing a branch in Canada, and opening data centers in Hong Kong and Australia during the year. We are in the process of migrating servicesmanage any customer case, allowing for non-US customers to our new overseas infrastructure. Beyond serving the needs of existing customers, it is our intent to penetrate these markets through a variety of additional methods including strategic alliances, partners and acquisitions.

  To support these initiatives and strengthen our business, we intend to continue investing in research and development and sales and marketing at rates comparable to the third and fourth quarters of fiscal 2015 for the foreseeable future.seamless case handoffs across regions.

  CRITICAL ACCOUNTING POLICIES & ESTIMATES

  Our consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States of America. Note 1 to the consolidated financial statements in Part II, Item 8 of this Report describes the significant accounting policies and methods used in the preparation of our consolidated financial statements.

  We have identified the policies below as some of the more critical to our business and the understanding of our results of operations. These policies may involve a higher degree of judgment and complexity in their application and represent the critical accounting policies used in the preparation of our consolidated financial statements. Although we believe our judgments and estimates are appropriate, actual future results may differ from our estimates. If different assumptions or conditions were to prevail, the results could be materially different from our reported results. The impact and any associated risks related to these policies on our business operations is discussed throughout Management's Discussion and Analysis of Financial Condition and Results of Operations where such policies affect our reported and expected financial results.

  Use of Estimates

  The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and equity and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. On an on-going basis, we evaluate such estimates, including, but not limited to, those related to bad debts, returns reserve for expected cancellations, valuation of inventories, income and sales tax, and litigation and other contingencies. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities, and equity that are not readily apparent from other sources. Our actual results could differ from those estimates under different assumptions or conditions.

  Additional information regarding risk factors that may impact our estimates is included above under Part I, Item 1A, "Risk Factors."

  Revenue Recognition

  Our revenue recognition policies are described in Note 1 to the consolidated financial statements in Part II, Item 8 of this Annual Report. As described below, significant management judgments and estimates must be made and used in connection with the revenue recognized in any accounting period. Material differences may result in the amount and timing of our revenue for any period if our management made different judgments or utilized different estimates.

  Service and Product Revenue

  We recognize service revenue, mainly from subscription services related to its cloud-based voice, call center, video, and collaboration solutions, when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, price is fixed or determinable and collectability is reasonably assured. We defer recognition of service revenues in instances when cash receipts are received before services are delivered and we recognize deferred revenues ratably, over the course of the contract, as services are provided.

  35Under the terms of our typical subscription agreements, new customers can terminate their service within 30 days of order placement and receive a full refund of fees previously paid. We have determined that we have sufficient history of subscriber conduct to make a reasonable estimate of cancellations within the 30-day trial period. Therefore, we recognize new subscriber revenue that is fixed and determinable and that is not contingent on future performance or future deliverables, in the month in which the new order was shipped, net of an allowance for expected cancellations.

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  We recognize revenue from product sales, mainly 8x8 IP telephones, for which there are no related services to be rendered upon shipment to customers provided that persuasive evidence of an arrangement exists, the price is fixed or determinable, title has transferred, collection of resulting receivables is reasonably assured, there are no customer acceptance requirements, and there are no remaining significant obligations. Gross outbound shipping and handling charges are recorded as revenue, and the related costs are included in cost of goods sold. Reserves for returns and allowances for customer sales are recorded at the time of shipment. In accordance with the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 605,Revenue Recognition, we recorddefer revenue from shipments to distributors, retailers, channel partners, and resellers, where the right of return exists, as deferred revenue. We defer recognition of revenue on product sales to distributors, retailers, and resellers until the products have been sold to the end customer.

  We record revenue net of any sales and service related taxes and mandatory government charges that are billed to our customers. We believe this approach results in consolidated financial statements that are more easily understood by users.

  Under the terms of our typical subscription agreement, new customers can terminate their service within 30 days of order placement and receive a full refund of fees previously paid. We have determined that we have sufficient history of subscriber conduct to make a reasonable estimate of cancellations within the 30-day trial period. Therefore, we recognize new subscriber revenue in the month in which the new order was shipped, net of an allowance for expected cancellations.

  Multiple Element Arrangements

  ASC 605-25,Revenue Recognition - Multiple Element Arrangements, requires that revenue arrangements with multiple deliverables be divided into separate units of accounting if the deliverables in the arrangement meet specific criteria.  The provisioning of the 8x8 cloud service with the accompanying 8x8 IP telephone constitutes a revenue arrangement with multiple deliverables.  For arrangements with multiple deliverables, we allocate the arrangement consideration to all units of accounting based on their relative selling prices. In such circumstances, the accounting principles establish a hierarchy to determine the relative selling price to be used for allocating arrangement consideration to units of accounting as follows: (i) vendor-specific objective evidence of fair value ("VSOE"), (ii) third-party evidence of selling price ("TPE"), and (iii) best estimate of the selling price ("BESP").

  VSOE generally exists only when we sell the deliverable separately, on more than a limited basis, at prices within a relatively narrow range.  When VSOE cannot be established, we attempt to establish the selling price of deliverables based on relevant TPE. TPE is determined based on manufacturer's prices for similar deliverables when sold separately, when possible. WhenAs we arehave historically been unable to establish a selling price using VSOE or TPE, we use BESP for the allocation of arrangement consideration. The objective of BESP is to determine the price at which we would transact a sale if the product or service was sold on a stand-alone basis. BESP is generally used for offerings that are not typically sold on a stand-alone basis or for new or highly customized offerings. We determine BESP for a product or service by considering multiple factors including, but not limited to:

  • the price list established by its management which is typically based on general pricing practices and targeted gross margin of products and services sold; and
  • analysis of pricing history of new arrangements, including multiple element and stand-alone transactions.

  In accordance with the guidance of ASC 605-25, when we enter into revenue arrangements with multiple deliverables we allocate arrangement consideration, including activation fees, among the 8x8 IP telephonesproducts and subscriber services based on their relative selling prices. Arrangement consideration allocated to the IP telephonessold products that is fixed or determinable and that is not contingent on future performance or future deliverables is recognized as product revenues during the period of the sale less the allowance for estimated returns during the 30-day trial period. Arrangement consideration allocated to subscriber services that is fixed or determinable and that is not contingent on future performance or future deliverables is recognized ratably as service revenues as the related services are provided, which is generally over the initial contract term.

  Our ability to enter into revenue generating transactions and recognize revenue in the future is subject to a number of business and economic risks discussed above under Item 1A,"Risk Factors."

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  Collectability of Accounts Receivable

  We must make estimates of the collectability of our accounts receivable. Management specifically analyzes accounts receivable, including historical bad debts, customer concentrations, customer creditworthiness, current economic trends and changes in our customer payment terms when evaluating the adequacy of the allowance for doubtful accounts. As of March 31, 2015,2017, the accounts receivable balance was $6.6approximately $14.3 million, net of an allowanceallowances for doubtful accounts and returns of $0.5 million, including a reserve for disputed credits, and an estimated returns reserve of $0.1$1.3 million. If the financial condition of our customers deteriorates, our actual losses may exceed our estimates, and additional allowances would be required.

  Valuation of Inventories35

  We write down our inventory for estimated obsolescence or unmarketable inventory equal to the difference between the cost of inventory and the estimated market value based upon assumptions about future demand, market conditions and replacement costs. If actual future demand or market conditions are less favorable than those projected by us, additional inventory write-downs may be required.

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  Goodwill and Other Intangible Assets

  Goodwill and intangible assets with indefinite useful lives are not amortized. Goodwill represents the excess fair value of consideration transferred over the fair value of net assets acquired in business combinations. The carrying value of goodwill and indefinite lived intangible assets are not amortized, but are annually tested for impairment and more often if there is an indicator of impairment.

  We perform an annual impairment assessment in the fourth quarter of each year, or more frequently if indicators of potential impairment exist, to determine whether it is more likely than not that the fair value of a reporting unit in which goodwill resides is less than its carrying value. For reporting units in which this assessment concludes that it is more likely than not that the fair value is more than its carrying value, goodwill is not considered impaired and we are not required to perform the two-step goodwill impairment test. Qualitative factors considered in this assessment include industry and market considerations, overall financial performance, and other relevant events and factors affecting the reporting unit.

  Internal - Use Software Development Costs

  We account for computer software developed or obtained for internal use in accordance with ASC 350-40,Internal Use Software (ASC 350-40), which requires capitalization of certain software development costs incurred during the application development stage. In accordance with authoritative guidance, we begin to capitalize our costs to develop software when preliminary development efforts are successfully completed, management has authorized and committed project funding, and it is probable that the project will be completed and the software will be used as intended. Once the project has been completed, these costs are amortized on a straight-line basis over the estimated useful life of the related asset, generally estimated to be three years. Costs incurred prior to meeting these criteria together with costs incurred for training and maintenance are expensed as incurred and recorded in research and development expense on our consolidated statements of operations.

  Income and Other Taxes

  As part of the process of preparing our consolidated financial statements we are required to estimate our income taxes in each of the jurisdictions in which we operate. This process requires us to estimate our actual current tax expense and to assess temporary differences resulting from book-tax accounting differences for items such as accrued vacation. These differences result in deferred tax assets and liabilities, which are included within our consolidated balance sheet. We must then assess the likelihood that our deferred tax assets will be recovered from future taxable income and to the extent we believe that recovery is not likely, we must establish a valuation allowance. In the event that we determine that we would be able to realize deferred tax assets in the future in excess of the net recorded amount, an adjustment to the deferred tax asset would reduce income tax expense in the period such determination was made.

  Significant management judgment is required to determine the valuation allowance recorded against our net deferred tax assets, which include net operating loss and tax credit carry forwards. The valuation allowance is based on our estimates of taxable income by jurisdiction in which we operate and the period over which our deferred tax assets will be recoverable. As of March 31, 2017, the net deferred tax asset on the consolidated balance sheet represented the projected tax benefit we expect to realize. We maintain a valuation allowance against the portion of our deferred tax assets that we believe is not more likely than not to be used to reduce our income tax liability.

  During the fourth quarter of fiscal 2015,2017 and 2016, we evaluated the need for a valuation allowance against our net deferred tax asset and concluded that we needed less of an allowance.allowance because certain California net operating losses expired in fiscal 2017 and 2016 and will not be utilized. Therefore, we decreased our valuation allowance by approximately $1.5 million, as certain California net operating losses will not be utilized as they have expired in fiscal 2015. During the fourth quarters of fiscal 2014 and 2013, we evaluated the need for a valuation allowance against our net deferred tax asset and concluded that an additional allowance was needed. Therefore, we increased our valuation allowance related to our state and federal net operating loss and tax credit carryovers which resulted in reversals of previous income statement credits of approximately $1.3$0.8 million and $1.0$1.1 million, respectively. We determined that an increase in our valuation allowance was appropriate as a result of the change in the net income apportionment methodology in California and the acquisition of Voicenet in the third quarter of fiscal 2014. In making this determination, we considered all available positive and negative evidence, including our recent earnings trend and expected continued future taxable income. As of March 31, 2015,2017, the net deferred tax asset on the consolidated balance sheet represented the projected tax benefit we expect to realize. We continue to maintain a valuation allowance against the portion of our deferred tax assets that we believe is more likely than not to be used to reduce our income tax liability.

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  We have received inquiries, demands or audit requests from several state, municipal and 9-1-1 taxing agencies seeking payment of taxes that are applied to or collected from the customers of providers of traditional public switched telephone network services. We recorded $0.1$0.5 million, $0.1$0.4 million and $0$0.1 million of expense for the years ended March 31, 2015, 20142017, 2016 and 2013,2015, respectively, for estimated tax exposure for such assessments.

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  Stock-Based Compensation

  We account for our employee stock options, stock purchase rights, restricted stock units, and restricted performance stock units granted under the 1996 Stock Plan, 1996 Director Option Plan, the 2006 Stock Plan, the 2003 Contactual Plan, the 2012 Equity Incentive Plan, the 2013 New Employee Inducement Incentive Plan and stock purchase rights under the 1996 Employee Stock Purchase Plan (collectively "Equity Compensation Plans") under the provisions of ASC 718 -Stock Compensation. Under the provisions of ASC 718, stock-based compensation cost is measured at the grant date, based on the estimated fair value of the award, and is recognized as an expense over the employee's requisite service period (generally the vesting period of the equity grant), net of estimated forfeitures.

  We recognize stock-based compensation expense in the Consolidated Statements of Income for fiscal 2015, 2014 and 2013, based on ASC 718 criteria. Compensation expense for stock-based payment awards is recognized using the straight-line single-option method and includes the impact of estimated forfeitures. Compensation expense for restricted stock units with performance and market conditions is recognized over the requisite service period using the straight-line method and includes the impact of estimated forfeitures. ASC 718 requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates.

  To value option grants stock purchase rights and restricted stock units under the Equity Compensation Plans for stock-based compensation, we used the Black-Scholes option valuation model. Fair value determined using the Black-Scholes option valuation model varies based on assumptions used for the expected stock prices volatility, expected life, risk-free interest rates and future dividend payments. . For the twelve months ended March 31, 2015, 2014 and 2013, weWe used the historical volatility of our stock over a period equal to the expected life of the options. The expected life assumptions represent the weighted-average period stock-based awards are expected to remain outstanding. We established expected life assumptions through the review of historical exercise behavior of stock-based award grants with similar vesting periods. The risk-free interest rate was based on the closing market bid yields on actively traded U.S. treasury securities in the over-the-counter market for the expected term equal to the expected term of the option. The dividend yield assumption was based on our history and expectation of future dividend payout.

  To value restricted performance stock units under the Equity Compensation Plans, we used a Monte Carlo simulation model.  Fair value determined using the Monte Carlo simulation model varies based on the assumptions used for the expected stock price volatility, the correlation coefficient between the Company and the NASDAQ Composite Index, risk freerisk-free interest rates, and future dividend payments.  For the twelve months ended March 31, 2015 and 2014, weWe used the historical volatility and correlation of our stock and the Index over a period equal to the remaining performance period as of the grant date. The risk-free interest rate was based on the closing market bid yields on actively traded U.S. treasury securities in the over-the-counter market for the expected term equal to the remaining performance period as of the grant date. The dividend yield assumption was based on our history and expectation of future dividend payout.

  ASC 718 requires usRecently Issued and Adopted Accounting Pronouncements

  Recent accounting pronouncements are detailed in Note 1 to calculate the additional paid-in-capital pool, or APIC Pool, available to absorb tax deficiencies recognized subsequent to adopting ASC 718, as if we had adopted ASC 718 at its effective dateour Consolidated Financial Statements included in Part II, Item 8 of January 1, 1995. There are two allowable methods to calculate our APIC Pool: (1) the long form method or (2) the short form method as set forth in ASC 718. We have elected to use the long form method under which we track each award grantthis Annual Report on an employee-by-employee basis and grant-by-grant basis to determine if there is a tax benefit or tax deficiency for such award. We then compared the fair value expense to the tax deduction received for each grant and aggregated the benefits and deficiencies to establish the APIC Pool.Form 10-K.

  Due to the adoption of ASC 718, some option exercises result in tax deductions in excess of book deductions based on the option value at the time of grant. We recognize these windfall tax benefits associated with the exercise of stock options directly to stockholders' equity only when realized. We use the "with and without" approach as described in ASC 740, in determining the order in which our tax attributes are utilized. The "with and without" approach results in the recognition of the windfall stock option tax benefits only after all other tax attributes of ours have been considered in the annual tax accrual computation. Also, we have elected to ignore the indirect tax effects of share-based compensation deductions in computing our research and development tax credits and alternative tax credits and as such, we recognize the full effect of these deductions in the consolidated income statement in the period in which the taxable event occurs.

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  SELECTED OPERATING STATISTICS

  We periodically review certain key business metrics, within the context of our articulated performance goals, in order to evaluate the effectiveness of our operational strategies, allocate resources and maximize the financial performance of our business. The selected operating statistics include the following:

  		Selected Operating Statistics											Selected Operating Statistics
  		March 31,		Dec 31,		Sept. 30,		June 30,		March 31,			March 31,		Dec. 31,		Sept. 30,		June 30,		March 31,
  		2015		2014		2014		2014		2014			2017		2016		2016		2016		2016
  Total business customers(1)		41,621		41,051		40,434		39,340		37,933
  Business customers average monthly
  service revenue per customer (2)		$ 320		$ 305		$ 299		$ 293		$ 287
  Monthly business service revenue churn (3)		0.5%		1.0%		0.9%		0.4%		1.2%
  service revenue per customer (1)													$ 426		$ 414		$ 409		$ 399		$ 385
  Monthly business service revenue churn (2)(3)													0.7%		1.0%		0.6%		0.5%		0.4%
  Overall service margin		81%		80%		79%		80%		79%			83%		83%		81%		81%		81%
  Overall product margin		-19%		-11%		-8%		-9%		-23%			-9%		-20%		-6%		-16%		-18%
  Overall gross margin		73%		72%		72%		71%		70%			77%		77%		74%		74%		72%

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  ____________

  (1)	Business customers are defined as customers paying for service. Customers that are currently in the 30-day trial period are considered to be customers that are paying for service. Customers subscribing to Virtual Office Solo, DNS or Cloud VPS services are not included as business customers.
  (2)	Business customer average monthly service revenue per customer is service revenue from business customers in the period divided by the number of months in the period divided by the simple average number of business customers during the period.
  (3)(2)	Business customer service revenue churn is calculated by dividing the service revenue lost from business customers (after the expiration of 30-day trial) during the period by the simple average of business customer service revenue during the same period and dividing the result by the number of months in the period.
  (3)	Excludes DXI business customer service revenue churn for all periods presented.

  We believe it is useful to monitor these metrics together and not individually, as we do not make business decisions based upon any single metric.

  RESULTS OF OPERATIONS

  The following discussion should be read in conjunction with our Consolidated Financial Statements and related notes included elsewhere in this Annual Report.

  We have minimal seasonality in our business but typically sales of new subscriptions in our fourth fiscal quarter are greater than any of the first three quarters of the fiscal year. We believe this occurs because the customers we target have a tendency to spend a relatively greater portion of their annual capital budgets at the beginning of the calendar year compared with each of the last three quarters of the year.REVENUE

  REVENUE

  			Years Ended March 31,									Year-over-Year Change
  			2015			2014			2013			2014 to 2015						2013 to 2014
  			(dollar amounts in thousands)
  Service revenue		$	148,208		$	116,607		$	94,384		$	31,601			27.1%		$	22,223			23.5%
  Percentage of total revenue			91.3%			90.7%			90.9%

  			Years Ended March 31,									Year-over-Year Change
  			2017			2016			2015			2016 to 2017						2015 to 2016
  			(dollar amounts in thousands)
  Service revenue		$	235,816		$	192,241		$	148,208		$	43,575			22.7%		$	44,033			29.7%
  Percentage of total revenue			93.1%			91.8%			91.3%

  Service revenue consists primarily of revenues attributable to the provision of our 8x8 cloud communication and collaboration services. We expect that cloud communication and collaboration service revenues will continue to comprise nearly all of our service revenues for the foreseeable future.

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  software solutions.

  The increase in fiscal year 2015,2017, compared with fiscal year 2014,2016, was primarily attributable to an increase in our business customer subscriber base (net of customer churn), in particular, to mid-market and enterprise customers, and an increase in the average monthly service revenue per customer. Our business service subscriber base grew from approximately 38,00045,700 customers at the end of fiscal 20142016 to approximately 41,60049,200 customers on March 31, 2015.2017. Average monthly service revenue per customer for the fiscal year increased from $273$367 for fiscal 20142016 to $305$412 for fiscal 2015.2017. These growth factors were partially offset by the discontinuance of a certain customer segment of the United Kingdom based platform-as-a-service (DXI PaaS) that was acquired in fiscal 2016 as part of the DXI acquisition, and the decline of the GBP exchange rate to the USD. We expect growth in the number of business customers and average monthly service revenue per customer to continue to grow in fiscal 2016.2018.

  The increase in fiscal year 2014,2016, compared with fiscal year 2013,2015, was primarily attributable to an increase in our business customer subscriber base (net of customer churn) in particular, to mid-market and enterprise customers, revenue of approximately $10.0 million from customers acquired as part of the DXI acquisition, and an increase in the average monthly service revenue per customer. Our business service subscriber base grew from approximately 32,50041,600 customers at the end of fiscal 20132015 to approximately 38,00045,700 customers on March 31, 2014. The increase in business customers included approximately 1,000 customers obtained through our acquisition of Voicenet, on November 29, 2013.2016. Average monthly service revenue per customer for the fiscal year increased from $249$305 for fiscal 20132015 to $273$367 for fiscal 2014.2016. 

  			Years Ended March 31,									Year-over-Year Change												Years Ended March 31,									Year-over-Year Change
  			2015			2014			2013			2014 to 2015						2013 to 2014						2017			2016			2015			2016 to 2017						2015 to 2016
  			(dollar amounts in thousands)																					(dollar amounts in thousands)
  Product revenue		$	14,205		$	11,990		$	9,402		$	2,215			18.5%		$	2,588			27.5%		$	17,572		$	17,095		$	14,205		$	477			2.8%		$	2,890			20.3%
  Percentage of total revenue			8.7%			9.3%			9.1%															6.9%			8.2%			8.7%

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  Product revenue consists primarily of revenues from sales of IP telephones in conjunction with our cloud telephony service.

  The increase Product revenue is contingent whether a customer chooses to purchase an IP telephone, or use an existing cell phone, in fiscal year 2015 from fiscal year 2014 resulted from a $2.2 million increaseconjunction with the purchase of our Virtual Office service. We expect customers to continue to adopt the mobile solution in product revenue attributable to growth in our business customer subscriber base, for which we have been subsidizing equipment purchases.

  The increase in fiscal year 2014 from fiscal year 2013 resulted from a $2.6 million increase in product revenue attributable to growth in our business customer subscriber base, for which we have been subsidizing equipment purchases.the future.

  No single customer represented more than 10% of our total revenues during fiscal 2015, 20142017, 2016 or 2013.2015.

  The following table illustrates our net revenues by geographic area. Revenues are attributed to countries based on the destination of shipment and the customer's service address (in thousands):

  			Years Ended March 31,
  			2015			2014			2013
  Americas (principally US)			92%			97%			99%
  Europe			7%			2%			0%
  Asia Pacific			1%			1%			1%
  			100%			100%			100%

  			Years Ended March 31,
  			2017			2016			2015
  Americas (principally US)			89%			87%			92%
  Europe (principally UK)			11%			13%			8%
  			100%			100%			100%

  COST OF REVENUE

  			Years Ended March 31,									Year-over-Year Change												Years Ended March 31,									Year-over-Year Change
  			2015			2014			2013			2014 to 2015						2013 to 2014						2017			2016			2015			2016 to 2017						2015 to 2016
  			(dollar amounts in thousands)																					(dollar amounts in thousands)
  Cost of service revenue		$	29,701		$	22,445		$	19,928		$	7,256			32.3%		$	2,517			12.6%		$	42,400		$	37,078		$	29,701		$	5,322			14.4%		$	7,377			24.8%
  Percentage of service revenue			20.0%			19.2%			21.1%															18.0%			19.3%			20.0%

  Cost of service revenue primarily consists of costs associated with network operations and related personnel, telephonycommunication origination and termination services provided by third partythird-party carriers, and technology license and royalty expenses.

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  licenses.

  The increase in cost of service revenue for fiscal 20152017 from fiscal 20142016 was primarily due to a $3.5$2.6 million increase in third party network service expenses (due to increased call volumes associated with our subscription revenue growth), a $1.5$0.6 million increase in licenses and fees, a $0.6 million increase in stock-based compensation expenses, a $0.5 million increase in amortization expense, a $0.4 million increase in payroll and related expenses, a $1.0$0.4 million increase in depreciation,computer supply expenses, and a $0.3$0.2 million increase in stock-based compensationtemporary personnel, consulting and outside service expenses.

  The increase in cost of service revenue for fiscal 20142016 from fiscal 20132015 was primarily due to a $0.9$2.0 million increase in third-party network service expenses, a $1.6 million increase in amortization expense, a $1.4 million increase in payroll and related expenses, a $0.8$0.5 million increase in third party network service expenses,depreciation, a $0.2$0.5 million increase in consultantlicenses and outside service expensesfees, and a $0.2$0.5 million increase in repair and maintenancestock-based compensation expenses.

  			Years Ended March 31,									Year-over-Year Change												Years Ended March 31,									Year-over-Year Change
  			2015			2014			2013			2014 to 2015						2013 to 2014						2017			2016			2015			2016 to 2017						2015 to 2016
  			(dollar amounts in thousands)																					(dollar amounts in thousands)
  Cost of product revenue		$	15,863		$	15,170		$	11,801		$	693			4.6%		$	3,369			28.5%		$	19,714		$	20,168		$	15,863		$	(454)			-2.3%		$	4,305			27.1%
  Percentage of product revenue			111.7%			126.5%			125.5%															112.2%			118.0%			111.7%

  The cost of product revenue consists primarily of IP telephones, estimated warranty obligations and direct and indirect costs associated with product purchasing, scheduling, shipping and handling. We allocate a portion of service revenues to product revenues but these revenues are less than

  The decrease in the cost of product revenue for fiscal 2017 from fiscal 2016 was primarily due to a $0.2 million decrease in the product.shipment of equipment to our business customers, and a $0.1 million decrease to warranty expense.

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  The increase in the cost of product revenue for fiscal 20152016 from fiscal 20142015 was primarily due to a $1.5 million increase in the shipment of equipment to our business customers, a $0.1 million increase in freight costs, offset by a $0.9 million decrease in warranty expense.

  The increase in the cost of product revenue for fiscal 2014 from fiscal 2013 was primarily due to a $2.7$3.6 million increase in the shipment of equipment to our business customers, a $0.3 million increase in warranty expense,freight costs, and a $0.2 million increase in freight costs.to warranty expense.

  RESEARCH AND DEVELOPMENT EXPENSES

  			Years Ended March 31,									Year-over-Year Change												Years Ended March 31,									Year-over-Year Change
  			2015			2014			2013			2014 to 2015						2013 to 2014						2017			2016			2015			2016 to 2017						2015 to 2016
  			(dollar amounts in thousands)																					(dollar amounts in thousands)
  Research and development		$	15,118		$	11,633		$	8,147		$	3,485			30.0%		$	3,486			42.8%		$	27,452		$	24,040		$	15,118		$	3,412			14.2%		$	8,922			59.0%
  Percentage of total revenue			9.3%			9.0%			7.8%															10.8%			11.5%			9.3%

  Historically, our research and development expenses have consisted primarily of personnel, system prototype design, and equipment costs necessary for us to conduct our development and engineering efforts. During the fiscal year ended March 31, 2015, we expensed all research and development costs as they were incurred in accordance with ASC 985-20,Costs of Software to Be Sold, Leased, or Marketed, and we capitalized $1.5 million of payroll and related costs in accordance with ASC 350-40,Goodwill and Other - Internal-Use Software.

  The increase in research and development expenses for fiscal 20152017 from fiscal 20142016 was primarily attributable to a $0.8$6.8 million increase in payroll and related expenses, and a $0.8$1.2 million increase in temporary personnel, consulting and outside service expenses, a $1.2 million increase in facility and other allocated costs (which is based on employee headcount), a $0.5$0.8 million increase in stock-based compensation expenses, a $0.2 million increase in travel costs, partially offset by $1.5$7.0 million of capitalized payroll and related costs capitalized in accordance with ASC 350-40.consulting costs.

  The increase in research and development expenses for fiscal 20142016 from fiscal 20132015 was primarily attributable to a $1.7$6.5 million increase in payroll and related expenses, and a $1.5$1.4 million increase in stock-based compensation expenses, a $0.3 million increase in temporary personnel, consulting and outside service expenses partially offset by $0.8$0.9 million of capitalized softwarepayroll and development costs in accordance with ASC 985-20.

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  consulting costs.

  SALES AND MARKETING EXPENSES

  			Years Ended March 31,									Year-over-Year Change												Years Ended March 31,									Year-over-Year Change
  			2015			2014			2013			2014 to 2015						2013 to 2014						2017			2016			2015			2016 to 2017						2015 to 2016
  			(dollar amounts in thousands)																					(dollar amounts in thousands)
  Sales and marketing		$	80,667		$	60,906		$	45,573		$	19,761			32.4%		$	15,333			33.6%		$	139,277		$	109,379		$	80,667		$	29,898			27.3%		$	28,712			35.6%
  Percentage of total revenue			49.7%			47.4%			43.9%															55.0%			52.3%			49.7%

  Sales and marketing expenses consist primarily of personnel and related overhead costs for sales, marketing, and customer service which includes deployment engineering.engineering and technical support. Such costs also include outsourced customer service call center operations, sales commissions, as well as trade show,shows, advertising and other marketing and promotional expenses.

  The increase in sales and marketing expenses for fiscal 20152017 from fiscal 20142016 was primarily due to a $11.2$16.6 million increase in payroll and related expenses from expanding our sales force, deployment engineering, and customer success teams, a $5.0 million increase in facility and allocated costs, a $2.6 million increase in stock-based compensation expenses, a $2.1 million increase in third-party sales commissions, a $1.5 million increase in travel and meal expenses, a $1.3 million increase in advertising, a $0.5 million increase in credit card processing fees, a $0.5 increase in public relations costs, a $0.5 million increase in bad debt expense, a $0.3 million increase in depreciation expense, offset partially by a $0.8 million decrease in temporary personnel, consulting and outside service expenses, and a $0.3 million decrease in amortization expense due to intangibles acquired in acquisitions.

  The increase in sales and marketing expenses for fiscal 2016 from fiscal 2015 was primarily due to a $13.8 million increase in payroll and related expenses from an increase in our sales force, deployment engineering, customer success teams, and from the acquisition of Voicenet,DXI, a $1.9$3.5 million increase in third partythird-party sales commissions, a $1.4 million increase in stock-based compensation expenses, a $0.9$2.6 million increase in temporary personnel, consulting and outside service expenses, a $0.7$2.3 million increase in stock-based compensation expenses, a $1.2 million increase in travel and meal expenses, a $0.6$1.1 million increase in amortization expense due to intangibles acquired in acquisitions,advertising, a $0.6 million increase in trade show expenses, a $0.4$0.5 million increase in credit card processing fees, a $0.2 million increase in expensed computer, software and light furniture, offset by a $0.3 million decrease in bad debt expenses and a $0.2 million decrease in advertising expenses.

  The increase in sales and marketing expenses for fiscal 2014 from fiscal 2013 was primarily due to a $10.2 million increase in payroll and related expenses from an increase in our sales force, a $1.1 million increase in advertising expenses, a $0.8 million increase in temporary personnel, consulting and outside service expenses, a $0.5 million increase in third party sales commissions, a $0.5 million increase in travel and meal expenses, a $0.4 million increase in credit card processing fees, a $0.3 million increase in trade show expenses, a $0.3 million increase in amortization expense due to intangibles acquired in acquisitions, and a $0.2 million increase in expensed computer, software and light furniture.depreciation expense.

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  GENERAL AND ADMINISTRATIVE EXPENSES

  			Years Ended March 31,									Year-over-Year Change												Years Ended March 31,									Year-over-Year Change
  			2015			2014			2013			2014 to 2015						2013 to 2014						2017			2016			2015			2016 to 2017						2015 to 2016
  			(dollar amounts in thousands)																					(dollar amounts in thousands)
  General and administrative		$	18,182		$	15,368		$	8,558		$	2,814			18.3%		$	6,810			79.6%		$	31,214		$	25,745		$	18,182		$	5,469			21.2%		$	7,563			41.6%
  Percentage of total revenue			11.2%			12.0%			8.2%															12.3%			12.3%			11.2%

  General and administrative expenses consist primarily of personnel and related overhead costs and professional service fees for finance, legal, human resources, employee recruiting, and general management.

  The increase in general and administrative expenses for fiscal 20152017 from fiscal 20142016 was primarily due to a $1.4 million increase in payroll and related expenses, a $1.1 million increase in stock-based compensation expenses, a $1.3 million increase in temporary personnel, consulting and outside service expenses, and a $0.7 million increase in legal, accounting and tax expenses.

  The increase in general and administrative expenses for fiscal 2016 from fiscal 2015 was primarily due to a $2.6 million increase in stock-based compensation expenses, a $1.7 million increase in payroll and related expenses, a $1.0 million increase in legal expenses, a $0.3 million increase in recruiting expenses, a $0.2 million increase in facility lease and maintenance expenses, offset by a $0.6 million decrease in stock-based compensation expenses.

  The increase in general and administrative expenses for fiscal 2014 from fiscal 2013 was primarily due to a $4.8 million increase in payroll and related expenses including a one-time charge of approximately $0.1 million in severance pay and $1.1 million in stock-based compensation related to the resignation of the Company's president in October 2013, a $0.6 million increase in legal expenses, a $0.6 million increase in facility lease and maintenance expenses, a $0.2$0.9 million increase in temporary personnel, consulting and outside service expenses, a $0.2$0.8 million increase in salesfacility lease and use tax expense,maintenance expenses, a $0.2$0.5 million increase in property and franchise tax expenses,depreciation expense, and a $0.2 million increase in accounting and taxlegal expenses.

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  GAIN ON PATENT SALE

  			Years Ended March 31,									Year-over-Year Change
  			2015			2014			2013			2014 to 2015						2013 to 2014
  			(dollar amounts in thousands)
  Gain on patent sale		$	(1,000)		$	-		$	(12,965)		$	(1,000)			100.0%		$	12,965			-100.0%
  Percentage of total revenue			-0.6%			0.0%			-12.5%

  In June 2012, we entered into a patent purchase agreement for the sale of a familygroup of United States patents. We recognized a gain of slightly less thanapproximately $12.0 million, net of transaction costs, in the first fiscal quarter of 2013 approximatelyand $1.0 million in the fourth fiscal quarter of 2013, and approximately $1.0 million in the second fiscal quarter of 2015 due to the third partythird-party purchaser entering into a license agreement with its customer. The gain on patent sale has been recorded as a reduction of operating expenses in the consolidated statements of income.operations for fiscal 2015.

  INTEREST INCOME AND OTHER, NET

  			Years Ended March 31,									Year-over-Year Change												Years Ended March 31,									Year-over-Year Change
  			2015			2014			2013			2014 to 2015						2013 to 2014						2017			2016			2015			2016 to 2017						2015 to 2016
  			(dollar amounts in thousands)																					(dollar amounts in thousands)
  Interest income and other, net		$	833		$	742		$	105		$	91			12.3%		$	637			606.7%		$	1,792		$	1,107		$	833		$	685			61.9%		$	274			32.9%
  Percentage of total revenue			0.5%			0.6%			0.1%															0.7%			0.5%			0.5%

  This item primarily consisted of interest income earned on our cash, cash equivalents and investments and amortization or accretion of investments in fiscal 20152017, 2016 and 2014.2015.

  (BENEFIT) PROVISION FOR INCOME TAXES

  			Years Ended March 31,									Year-over-Year Change												Years Ended March 31,									Year-over-Year Change
  			2015			2014			2013			2014 to 2015						2013 to 2014						2017			2016			2015			2016 to 2017						2015 to 2016
  			(dollar amounts in thousands)																					(dollar amounts in thousands)
  Provision for income taxes		$	2,789		$	2,219		$	9,399		$	570			25.7%		$	(7,180)			-76.4%
  (Benefit) provision for income taxes																							$	(126)		$	(847)		$	2,789		$	721			-85.1%		$	(3,636)			-130.4%
  Percentage of total revenue			1.7%			1.7%			9.1%															0.0%			-0.4%			1.7%

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  We recorded an income tax provisionbenefit of $0.1 million, $0.8 million and an income tax expense of $2.8 million in fiscal year2017, 2016 and 2015, all of which related to netrespectively. Our income tax provision has historically been driven by our pretax profitability, tax credits, foreign losses not benefited and nondeductible expenses from operations. The decrease in income tax benefit during fiscal 2017 as compared to fiscal 2016 was mainly due to lower overall pretax loss and higher nondeductible expenses partially offset by higher tax credits. The change in income tax provision in fiscal 2016 as compared to fiscal 2015 was mainly due to the change in profitability, from a pretax income in fiscal 2015 to a pretax loss in fiscal 2016, and due to higher tax credits.

  During the fourth quarter of fiscal 2017, 2016 and 2015, we evaluated the need for a valuation allowance against our net deferred tax assetassets and determined that a decrease of $0.8 million, $1.1 million and $1.5 million, respectively, was needed asbecause of certain California net operating lossesloss carryforwards having expiredexpiring in fiscal 2015.

  We recorded an income tax provision of $2.2 million in fiscal year 2014 of which $0.9 million related to net income from operations2017, 2016 and $1.3 million due to an increase in our valuation allowance. During the fourth quarter of fiscal 2014, we evaluated the need for a valuation allowance against our net deferred tax asset and determined that an additional $1.3 million was needed for certain net operating loss and research credit carryovers that may expire before utilization. Therefore, we increased the valuation allowance related to the deferred tax asset which resulted in an additional provision for income taxes to the consolidated income statement of approximately $1.3 million.2015.

  At March 31, 2015,2017, we had net operating loss carryforwards for federal and state income tax purposes of approximately $142.8$141.7 million and $66.7$23.2 million, respectively that expire at various dates between 20162018 and 2035.2037. In addition, at March 31, 2015,2017, we had research and development credit carryforwards for federal and state tax reporting purposes of approximately $3.3$5.6 million and $5.1$7.3 million, respectively. The federal income tax credit carryforwards will expire between 2021 and 2035,2037, while the California income tax credit will carry forward indefinitely. Under the ownership change limitations of the Internal Revenue Code of 1986, as amended, the amount and benefit from the net operating losses and credit carryforwards may be limited in certain circumstances.

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  At March 31, 2015 and 2014, we had net deferred tax assets before valuation allowances of approximately $52.5 million and $55.4 million, respectively.

  INCOME FROM DISCONTINUED OPERATIONS, NET OF INCOME TAX PROVISION

  			Years Ended March 31,									Year-over-Year Change
  			2015			2014			2013			2014 to 2015						2013 to 2014
  			(dollar amounts in thousands)
  Income from discontinued
  operations, net of income
  tax provision		$	-		$	320		$	489		$	(320)			-100.0%		$	(169)			-34.6%
  Percentage of total revenue			0.0%			0.2%			0.5%

  On September 30, 2013, we sold our dedicated server hosting business. The current and historical results of our dedicated server hosting business have been reclassified to income from discontinued operations, net of income tax provision. For the years ended March 31, 2015, 2014 and 2013, income taxes were $0, $0.2 million and $0.3 million, respectively.

  GAIN ON DISPOSAL OF DISCONTINUED OPERATIONS, NET OF INCOME TAX PROVISION

  			Years Ended March 31,									Year-over-Year Change
  			2015			2014			2013			2014 to 2015						2013 to 2014
  			(dollar amounts in thousands)
  Gain on disposal of discontinued operations,
  net of income tax provision		$	-		$	596		$	-		$	(596)			-100.0%		$	596			100.0%
  Percentage of total revenue			0.0%			0.5%			0.0%

  For the year ended March 31, 2014, we recorded a gain on disposal of our dedicated server hosting business of $1.1 million, net of a tax provision of $0.5 million.

  LIQUIDITY AND CAPITAL RESOURCES

  As of March 31, 2015,2017, we had $177.1$175.0 million of cash, and cash equivalents and investments. By comparison, at March 31, 2014,2016, we had $178.4$162.9 million in cash, and cash equivalents and investments. During fiscal 2015, we repurchased approximately 2.5 million shares of our common stock on the market for a total of approximately $19.2 million. We currently have no borrowing arrangements. We believe we havethat our existing cash, cash equivalents and investment balances, and our anticipated cash flows from operations will be sufficient liquidity to fund operationsmeet our working capital and expenditure requirements for the foreseeable future. In addition, we have a shelf registration statement that would allow usnext twelve months.

  Fiscal 2017 to raise up to an additional $123.7 million from the sale of new securities of ours. Please refer to Part I, Item 1A, Risk Factors "We may need to raise additional capital to support our future operations."

  2015 to 2014Fiscal 2016

  Net cash provided by operating activities for fiscal 20152017 was $21.2$28.5 million, compared with $14.9$23.6 million provided by operating activities for fiscal 2014.2016. Cash used in or provided by operating activities has historically been affected by:

  • the amount of net income;income or loss;
  • sales of subscriptions;
  • changes in working capital accounts, particularly in deferred revenue due tothe timing of annual plan renewals;collections and payments;
  • add-backs of non-cash expense items such as deferred income tax, depreciation and amortization; and
  • the expense associated with stock options and stock-based awards.

  4442

  ---

  Net cash used in investing activities was $12.2$22.2 million in fiscal 2015,2017, compared with $136.5 million used in investing activities$36.3 in fiscal 2014.2016, which comprised investments in property and equipment of $8.9 million, cost for capitalized software projects of $5.5 million and net purchases of investments of $4.9 million. The decrease in cash used in investing activities during fiscal 2015 was primarilyoutflow related to the purchase of investments ($106.0 million) and theLeChat acquisition of property and equipment ($5.8 million). The increase in cash used in investing activities during fiscal 2015 was partially offset by the sale and maturities of investments in fiscal 2015 ($100.3 million).$2.9 million.

  Net cash used in financing activities was $14.9 million in fiscal 2015, compared with $130.5 million provided by financing activities was $1.6 million in fiscal 2014.2017, compared with $7.2 million in fiscal 2016. Our financing activities for fiscal 2015 provided2017 used cash of $4.5$3.0 million duefor share repurchases to settle payroll taxes obligations. This cash use was offset by $5.1 million proceeds from the issuance of common stock under our employee stock purchase plan andplans. During fiscal 2017, we did not repurchase shares from the issuance of shares related to the exercise of options, which was offset by approximately $19.2 million used inmarket under a stock repurchase programs.program.

  2014Fiscal 2016 to 2013Fiscal 2015

  Net cash provided by operating activities for fiscal 20142016 was $14.9$23.6 million, compared with $31.8$21.2 million provided by operating activities for fiscal 2013.2015. Cash used in or provided by operating activities has historically been affected by:

  • the amount of net income;income or loss;
  • sales of subscriptions;
  • changes in working capital accounts, particularly in deferred revenue due to timing of annual plan renewals;
  • add-backs of non-cash expense items such as deferred income tax, depreciation and amortization; and
  • the expense associated with stock options and stock-based awards.

  Net cash used in investing activities was $136.5$36.3 million in fiscal 2014,2016, compared with $5.9$12.2 million used in investing activities in fiscal 2013.2015. The increase in cash used in investing activities during fiscal 20142016 was primarily related to the purchase of investments ($141.6126.7 million) and the acquisition of a businessbusinesses ($18.523.2 million). The increase in cash used in investing activities during fiscal 20142016 was partially offset by the sale of investments in fiscal 2014 ($24.2 million)56.3) million and proceeds from dispositionmaturities of discontinued operations, net of transaction costsinvestments ($3.064.4 million).

  Net cash provided byused in financing activities was $130.5$7.2 million in fiscal 2014,2016, compared with $2.0$14.9 million used in financing activities in fiscal 2013.2015. Our financing activities for fiscal 2014 provided2016 used cash of approximately $125.8$11.7 million netfor the repurchase of issuance costs of $0.6 million, related to underwritten registered offering ofour common stock ($11.2 million under our stock repurchase program and $0.5 million for share withheld for payroll taxes). The cash used in which we sold 14,375,000 shares and $5.2financing activities in fiscal 2016 was partially offset by $4.8 million due toproceeds from the issuance of common stock under ourthe employee stock purchase plan and the issuance of shares related to the exercise of options. The cash provided by financing activities in fiscal 2014 was partially offset by $0.5 million due to repurchase of restricted shares and payment of capital leases.plan.

  Contractual Obligations

  Future operating lease payments, capital lease payments and purchase obligations at March 31, 20152017 for the next five years were as follows (in thousands):

  			Year Ending March 31,																				Year Ending March 31,
  			2016			2017			2018			2019			2020		Thereafter			Total			2018			2019			2020			2021			2022			Thereafter			Total
  Capital leases		$	25		$	-		$	-		$	-		$	-	$	-		$	25		$	1,004		$	736		$	163		$	-		$	-		$	-		$	1,903
  Office leases			1,913			1,977			1,872			1,926			1,100		-			8,788			4,707			5,596			4,906			2,435			2,140			4,768			24,553
  Purchase obligations
  Third party customer support provider			2,158			-			-			-			-		-			2,158
  Third party customer support providers																							2,158			-			-			-			-			-			2,158
  Third party network service providers			3,014			2,452			891			-			-		-			6,357			1,364			133			8			-			-			-			1,505
  Open purchase orders			48			-			-			-			-		-			48
  		$	7,158		$	4,429		$	2,763		$	1,926		$	1,100	$	-		$	17,376		$	9,233		$	6,465		$	5,096		$	2,435		$	2,140		$	4,768		$	30,119

  WeOur capital lease obligations consist of leases for computer equipment.

  Our office lease obligations consist of our principal facility and various leased facilities under operating lease agreements, which expire on various dates from fiscal 2018 through fiscal 2026. The Company leases its headquarters facility in San Jose, California under an operating lease agreement that expires in October 2019. The lease is an industrial net lease with monthly base rent of $130,821 for the first 15 months with a 3% increase each year thereafter, and requires us to pay property taxes, utilities and normal maintenance costs.

  45

  ---

  We lease our UK headquarters in Aylesbury UK under operating lease agreements that expires in March 2017. The lease was amended in September 2014 for additional space.  The lease has a base monthly rent of approximately $7,800 until March 2015, rising to approximately $8,800 thereafter, and requires us to pay property taxes, service charges, utilities and normal maintenance costs. We also lease office space in London UK under an operating lease agreement that expires in April 2019. The lease has a base monthly rent of approximately $6,700 until March 2016, rising to approximately $7,100 thereafter.

  In the third quarter of 2010, we amended our contract with one of our third partythird-party customer support vendors containing a minimum monthly commitment of approximately $0.4 million. TheAs the agreement requires a 150-day notice to terminate. At March 31, 2015,terminate, the total remaining obligation under the contract was $2.2 million.million at March 31, 2017.

  We have entered into contracts with multiple vendors for third party network service which expire on various dates in fiscal 20162018 through 2018.2020. At March 31, 2015,2017, the total remaining obligations under these contracts were $6.4$1.5 million.

  At March 31, 2015, we had open purchase orders of $48,000, primarily related to inventory purchases from our contract manufacturers.  These purchase commitments are reflected in our consolidated financial statements once goods or services have been received or at such time when we are obligated to make payments related to these goods or services. 43

  ---

  ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

  Interest Rate Fluctuation Risk

  The primary objective of our investment activities is to preserve principal while maximizing income without significantly increasing risk. Some of the securities in which we invest may be subject to market risk. This means that a change in prevailing interest rates may cause the principal amount of the investment to fluctuate. To minimize this risk, we may maintain our portfolio of cash equivalents and investments in a variety of securities, including commercial paper, money market funds, debt securities and certificates of deposit. The risk associated with fluctuating interest rates is limited to our investment portfolio and we do not believe that a 10% change in interest rates would have a significant impact on our interest income.

  During the years ended March 31, 20152017 and 2014,2016, we did not have any outstanding debt instruments other than equipment under capital leases and, therefore, we were not exposed to market risk relating to interest rates.

  Foreign Currency Exchange Risk

  We have foreign currency risks related to our revenue and operating expenses denominated in currencies other than the U.S. dollar, primarily the British Pound, causing both our revenue and our operating results to be impacted by fluctuations in the exchange rates.

  Gains or losses from the translation of certain cash balances, accounts receivable balances and intercompany balances that are denominated in these currencies impact our net income (loss). A hypothetical decrease in all foreign currencies against the US dollar of 10 percent, would not result in a material foreign currency loss on foreign-denominated balances, at March 31, 2017. As our foreign operations expand, our results may be more impacted by fluctuations in the exchange rates of the currencies in which we do business.

  At this time, we do not, but we may in the future, enter into financial instruments to hedge our foreign currency exchange risk.

  ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

  INDEX TO FINANCIAL STATEMENTS AND FINANCIAL STATEMENT SCHEDULE

  	Page
  FINANCIAL STATEMENTS:
  Report of Independent Registered Public Accounting Firm	4748
  Consolidated Balance Sheets at March 31, 20152017 and 20142016	4849
  Consolidated Statements of IncomeOperations for each of the three years in the period ended March 31, 20152017	4950
  Consolidated Statements of Comprehensive Income (Loss) for each of the three years in the period ended March 31, 20152017	5051
  Consolidated Statements of Stockholders' Equity for each of the three years in the period ended March 31, 20152017	5152
  Consolidated Statements of Cash Flows for each of the three years in the period ended March 31, 20152017	5253
  Notes to Consolidated Financial Statements	5354

   

   

  4644

  ---

  Report of Independent Registered Public Accounting FirmREPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

  The Board of Directors and Stockholders
  8x8, Inc.

  We have audited the accompanying consolidated balance sheets of 8x8, Inc. (the Company), as of March 31, 20152017 and 2014,2016, and the related consolidated statements of income,operations, comprehensive income (loss), stockholders' equity and cash flows for each of the three years in the period ended March 31, 2015.2017. Our audits also included the financial statement schedule listed in Item 15(a)(2). We also have audited the Company's internal control over financial reporting as of March 31, 2015,2017, based on criteria established inInternal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management's Report on Internal Control Over Financial Reporting appearing under Item 9A. Our responsibility is to express an opinion on these consolidated financial statements and schedule and an opinion on the Company's internal control over financial reporting based on our audits.

  We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the consolidated financial statements included examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also include performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

  A company's internal control over financial reporting is a process designed 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. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

  Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

  In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of 8x8, Inc., as of March 31, 20152017 and 2014,2016, and the consolidated results of its operations and its cash flows for each of the three years in the period ended March 31, 2015,2017, in conformity with accounting principles generally accepted in the United States of America. Also, in our opinion, the related financial statement schedule, when considered in relation to the basic financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein. Also in our opinion, 8x8, Inc., maintained, in all material respects, effective internal control over financial reporting as of March 31, 2015,2017, based on criteria established inInternal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

  /s/ Moss Adams LLP

  San Francisco, California
  May 29, 201530, 2017

  4745

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  8X8, INC.
  CONSOLIDATED BALANCE SHEETS
  (IN THOUSANDS, EXCEPT SHARE AND PER SHARE AMOUNTS)

  			March 31,						March 31,
  			2015			2014			2017			2016
  ASSETS
  Current assets:
  Cash and cash equivalents		$	53,110		$	59,159		$	41,030		$	33,576
  Short-term investments			123,984			47,181			133,959			129,274
  Accounts receivable, net			6,642			5,503			14,264			11,070
  Inventory			704			811			908			520
  Deferred cost of goods sold			428			263			619			634
  Deferred tax asset			4,454			2,065			-			5,382
  Other current assets			2,274			1,951			6,574			5,444
  Total current assets			191,596			116,933			197,354			185,900
  Long-term investments			-			72,021			-			-
  Property and equipment, net			10,248			7,711			16,384			12,375
  Intangible assets, net			12,260			15,095			17,038			21,464
  Goodwill			36,887			38,461			46,136			47,420
  Non-current deferred tax asset			43,169			47,797			48,859			43,189
  Other assets			1,464			1,185			8,084			3,104
  Total assets		$	295,624		$	299,203		$	333,855		$	313,452
  LIABILITIES AND STOCKHOLDERS' EQUITY
  Current liabilities:
  Accounts payable		$	7,775		$	6,789		$	15,711		$	10,954
  Accrued compensation			6,183			4,583			11,508			10,063
  Accrued warranty			339			660			324			326
  Accrued taxes			2,800			2,323			5,354			5,200
  Accrued outside commissions									2,920			2,186
  Deferred revenue			1,768			1,857			2,144			1,925
  Other accrued liabilities			2,965			1,909			5,383			4,080
  Total current liabilities			21,830			18,121			43,344			34,734
  Non-current liabilities			1,352			1,619			1,850			3,258
  Non-current deferred revenue			231			1,285			60			154
  Total liabilities			23,413			21,025			45,254			38,146
  Commitments and contingencies (Note 7)
  Stockholders' equity:
  Preferred stock, $0.001 par value:
  Authorized: 5,000,000 shares;
  Issued and outstanding: no shares at March 31, 2015 and 2014			-			-
  Issued and outstanding: no shares at March 31, 2017 and 2016									-			-
  Common stock, $0.001 par value:
  Authorized: 200,000,000 shares;
  Issued and outstanding: 88,065,528 shares and 88,525,015 shares
  at March 31, 2015 and 2014, respectively			88			88
  Issued and outstanding: 91,500,091 shares and 89,213,205 shares
  at March 31, 2017 and 2016, respectively									91			89
  Additional paid-in capital			378,971			384,325			412,762			389,260
  Accumulated other comprehensive (loss) income			(2,109)			430
  Accumulated other comprehensive loss									(9,642)			(4,184)
  Accumulated deficit			(104,739)			(106,665)			(114,610)			(109,859)
  Total stockholders' equity			272,211			278,178			288,601			275,306
  Total liabilities and stockholders' equity		$	295,624		$	299,203		$	333,855		$	313,452

  The accompanying notes are an integral part of these consolidated financial statements.

  46

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  8X8, INC.
  CONSOLIDATED STATEMENTS OF OPERATIONS
  (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

  			Years Ended March 31,
  			2017			2016			2015
  Service revenue		$	235,816		$	192,241		$	148,208
  Product revenue			17,572			17,095			14,205
  Total revenue			253,388			209,336			162,413
  Operating expenses:
  Cost of service revenue			42,400			37,078			29,701
  Cost of product revenue			19,714			20,168			15,863
  Research and development			27,452			24,040			15,118
  Sales and marketing			139,277			109,379			80,667
  General and administrative			31,214			25,745			18,182
  Gain on patent sale			-			-			(1,000)
  Total operating expenses			260,057			216,410			158,531
  Income (loss) from operations			(6,669)			(7,074)			3,882
  Other income, net			1,792			1,107			833
  Income (loss) before provision (benefit) for income taxes			(4,877)			(5,967)			4,715
  Provision (benefit) for income taxes			(126)			(847)			2,789
  Net income (loss)		$	(4,751)		$	(5,120)		$	1,926
  Net income (loss) per share:
  Basic		$	(0.05)		$	(0.06)		$	0.02
  Diluted		$	(0.05)		$	(0.06)		$	0.02
  Weighted average number of shares:
  Basic			90,340			88,477			89,071
  Diluted			90,340			88,477			91,652

  The accompanying notes are an integral part of these consolidated financial statements.

  47

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  8X8, INC.
  CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
  (IN THOUSANDS)

  			Years Ended March 31,
  			2017			2016			2015
  Net income (loss)		$	(4,751)		$	(5,120)		$	1,926
  Other comprehensive income (loss), net of tax
  Unrealized gain (loss) on investments in securities			70			(50)			(26)
  Foreign currency translation adjustment			(5,528)			(2,025)			(2,513)
  Comprehensive loss		$	(10,209)		$	(7,195)		$	(613)

  The accompanying notes are an integral part of these consolidated financial statements.

  48

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  8X8, INC.
  CONSOLIDATED STATEMENTS OF INCOMESTOCKHOLDERS' EQUITY
  (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)SHARES)

  			Years Ended March 31,
  			2015			2014			2013
  Service revenue		$	148,208		$	116,607		$	94,384
  Product revenue			14,205			11,990			9,402
  Total revenue			162,413			128,597			103,786
  Operating expenses:
  Cost of service revenue			29,701			22,445			19,928
  Cost of product revenue			15,863			15,170			11,801
  Research and development			15,118			11,633			8,147
  Sales and marketing			80,667			60,906			45,573
  General and administrative			18,182			15,368			8,558
  Gain on patent sale			(1,000)			-			(12,965)
  Total operating expenses			158,531			125,522			81,042
  Income from operations			3,882			3,075			22,744
  Other income, net			833			742			105
  Income from continuing operations before
  provision for income taxes			4,715			3,817			22,849
  Provision for income taxes			2,789			2,219			9,399
  Income from continuing operations			1,926			1,598			13,450
  Income from discontinued operations,
  net of income tax provision			-			320			489
  Gain on disposal of discontinued operations,
  net of income tax provision of $456			-			596			-
  Net income		$	1,926		$	2,514		$	13,939
  Income per share - continuing operations:
  Basic		$	0.02		$	0.02		$	0.19
  Diluted		$	0.02		$	0.02		$	0.18
  Income per share - discontinued operations:
  Basic		$	0.00		$	0.01		$	0.01
  Diluted		$	0.00		$	0.01		$	0.01
  Net income per share:
  Basic		$	0.02		$	0.03		$	0.20
  Diluted		$	0.02		$	0.03		$	0.19
  Weighted average number of shares:
  Basic			89,071			78,310			71,390
  Diluted			91,652			81,658			74,700

  												Accumulated
  									Additional			Other
  			Common Stock						Paid-in			Comprehensive			Accumulated
  			Shares			Amount			Capital			Income (Loss)			Deficit			Total
  Balance at March 31, 2014			88,525,015		$	88		$	384,325		$	430		$	(106,665)		$	278,178
  Issuance of common stock under
  stock plans			2,043,781			2			4,525			-			-			4,527
  Cost of issuance of common stock									(8)									(8)
  Repurchase of common stock			(2,503,268)			(2)			(19,369)			-			-			(19,371)
  Stock-based compensation expense			-			-			9,347			-			-			9,347
  Income tax benefit from stock-
  based compensation			-			-			151			-			-			151
  Unrealized investment loss			-			-			-			(26)			-			(26)
  Foreign currency translation adjustment			-			-			-			(2,513)			-			(2,513)
  Net income			-			-			-			-			1,926			1,926
  Balance at March 31, 2015			88,065,528			88			378,971			(2,109)			(104,739)			272,211
  Issuance of common stock under
  stock plans			2,218,470			2			5,386			-			-			5,388
  Cost of issuance of common stock									(3)									(3)
  Repurchase of common stock			(1,422,837)			(1)			(11,652)			-			-			(11,653)
  Stock-based compensation expense			-			-			16,334			-			-			16,334
  Issuance of common stock for
  acquisition of DXI			352,044			-			-			-			-			-
  Income tax benefit from stock-
  based compensation			-			-			224			-			-			224
  Unrealized investment loss			-			-			-			(50)			-			(50)
  Foreign currency translation adjustment			-			-			-			(2,025)			-			(2,025)
  Net loss			-			-			-			-			(5,120)			(5,120)
  Balance at March 31, 2016			89,213,205			89			389,260			(4,184)			(109,859)			275,306
  Issuance of common stock under
  stock plans			2,576,785			3			4,564			-			-			4,567
  Cost of issuance of common stock									(6)									(6)
  Repurchase of common stock			(289,899)			(1)			(3,004)			-			-			(3,005)
  Stock-based compensation expense			-			-			21,462			-			-			21,462
  Income tax benefit from stock-
  based compensation			-			-			486			-			-			486
  Unrealized investment gain			-			-			-			70			-			70
  Foreign currency translation adjustment			-			-			-			(5,528)			-			(5,528)
  Net loss			-			-			-			-			(4,751)			(4,751)
  Balance at March 31, 2017			91,500,091		$	91		$	412,762		$	(9,642)		$	(114,610)		$	288,601

  The accompanying notes are an integral part of these consolidated financial statements.

  49

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  8X8, INC.
  CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOMECASH FLOWS
  (IN THOUSANDS)

  			Years Ended March 31,
  			2015			2014			2013
  Net income		$	1,926		$	2,514		$	13,939
  Other comprehensive income (loss), net of tax
  Unrealized gain (loss) on investments in securities			(26)			(41)			22
  Foreign currency translation adjustment			(2,513)			507			-
  Comprehensive (loss) income		$	(613)		$	2,980		$	13,961

  			Years Ended March 31,
  			2017			2016			2015
  Cash flows from operating activities:
  Net income (loss)		$	(4,751)		$	(5,120)		$	1,926
  Adjustments to reconcile net income (loss) to net cash provided by
  operating activities:
  Depreciation			6,084			4,994			3,540
  Amortization of intangibles			3,762			3,557			2,232
  Impairment of long-lived assets			15			640			-
  Amortization of capitalized software			591			456			341
  Net accretion of discount and amortization of premium on marketable securities			219			740			896
  Stock-based compensation expense			21,462			16,334			9,347
  Tax benefit from stock-based compensation expense			(486)			(224)			(151)
  Deferred income tax (benefit) expense			(411)			(1,493)			2,390
  Other			977			533			256
  Changes in assets and liabilities:
  Accounts receivable			(4,799)			(4,539)			(1,529)
  Inventory			(430)			136			52
  Other current and noncurrent assets			(2,025)			(1,432)			(196)
  Deferred cost of goods sold			(60)			(224)			(207)
  Accounts payable			4,173			2,473			610
  Accrued compensation			1,615			3,566			1,632
  Accrued warranty			(2)			(13)			(321)
  Accrued taxes			247			2,292			490
  Accrued outside commissions			734			1,744			(5)
  Deferred revenue			195			(273)			(1,065)
  Other current and noncurrent liabilities			1,368			(580)			1,002
  Net cash provided by operating activities			28,478			23,567			21,240
  Cash flows from investing activities:
  Purchases of property and equipment			(8,851)			(4,894)			(5,826)
  Cost of capitalized software			(5,516)			(2,095)			(724)
  Purchase of investments - available for sale			(140,026)			(126,723)			(106,021)
  Sales of investments - available for sale			41,288			56,302			36,764
  Proceeds from maturities of investments - available for sale			93,795			64,361			63,546
  Acquisition of businesses, net of cash acquired			(2,884)			(23,246)			-
  Net cash used in investing activities			(22,194)			(36,295)			(12,261)
  Cash flows from financing activities:
  Capital lease payments			(674)			(446)			(149)
  Payment of contingent consideration			(300)			(200)			-
  Repurchase of common stock			(3,003)			(11,653)			(19,371)
  Tax benefit from stock-based compensation expense			486			224			151
  Proceeds from issuance of common stock under employee stock plans			5,087			4,827			4,455
  Net cash provided by (used in) financing activities			1,596			(7,248)			(14,914)
  Effect of exchange rate changes on cash			(426)			442			(114)
  Net increase (decrease) in cash and cash equivalents			7,454			(19,534)			(6,049)
  Cash and cash equivalents, beginning of year			33,576			53,110			59,159
  Cash and cash equivalents, end of year		$	41,030		$	33,576		$	53,110
  Supplemental and non-cash disclosures:
  Acquisition of property and equipment, net in connection with
  acquisitions of businesses		$	-		$	1,453		$	-
  Acquisition of capital lease in connection with acquisitions of businesses			-			1,332			-
  Equipment acquired under capital leases			1,152			573			-
  Interest paid			16			44			5
  Income taxes paid			460			445			159

  The accompanying notes are an integral part of these consolidated financial statements.

  50

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  8X8, INC.
  CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
  (IN THOUSANDS, EXCEPT SHARES)

  												Accumulated
  									Additional			Other
  			Common Stock						Paid-in			Comprehensive			Accumulated
  			Shares			Amount			Capital			Income (Loss)			Deficit			Total
  Balance at March 31, 2012			70,679,493		$	71		$	241,555		$	(58)		$	(123,118)		$	118,450
  Issuance of common stock under
  stock plans			1,503,238			1			2,400			-			-			2,401
  Cost of issuance of common stock			-			-			(43)			-			-			(43)
  Repurchase of common stock			(73,751)			-			(419)			-			-			(419)
  Stock-based compensation expense			-			-			2,634			-			-			2,634
  Income tax benefit from stock-
  based compensation			-			-			49			-			-			49
  Unrealized investment gain			-			-			-			22			-			22
  Net income			-			-			-			-			13,939			13,939
  Balance at March 31, 2013			72,108,980			72			246,176			(36)			(109,179)			137,033
  Issuance of common stock, net of
  issuance costs			14,375,000			14			125,736			-			-			125,750
  Issuance of common stock under
  stock plans			2,091,435			2			5,165			-			-			5,167
  Repurchase of common stock			(50,400)			-			(489)			-			-			(489)
  Stock-based compensation expense			-			-			7,595			-			-			7,595
  Income tax benefit from stock-
  based compensation			-			-			142			-			-			142
  Unrealized investment loss			-			-			-			(41)			-			(41)
  Foreign currency translation adjustment			-			-			-			507			-			507
  Net income			-			-			-			-			2,514			2,514
  Balance at March 31, 2014			88,525,015			88			384,325			430			(106,665)			278,178
  Issuance of common stock under
  stock plans			2,043,781			2			4,525			-			-			4,527
  Cost of issuance of common stock			-			-			(8)			-			-			(8)
  Repurchase of common stock			(2,503,268)			(2)			(19,369)			-			-			(19,371)
  Stock-based compensation expense			-			-			9,347			-			-			9,347
  Income tax benefit from stock-
  based compensation			-			-			151			-			-			151
  Unrealized investment loss			-			-			-			(26)			-			(26)
  Foreign currency translation adjustment			-			-			-			(2,513)			-			(2,513)
  Net income			-			-			-			-			1,926			1,926
  Balance at March 31, 2015			88,065,528		$	88		$	378,971		$	(2,109)		$	(104,739)		$	272,211

  The accompanying notes are an integral part of these consolidated financial statements.

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  8X8, INC.
  CONSOLIDATED STATEMENTS OF CASH FLOWS
  (IN THOUSANDS)

  			Years Ended March 31,
  			2015			2014			2013
  Cash flows from operating activities:
  Net income		$	1,926		$	2,514		$	13,939
  Adjustments to reconcile net income to net cash provided by
  operating activities:
  Depreciation			3,540			2,567			2,523
  Amortization of intangibles			2,232			1,643			1,428
  Amortization of capitalized software			341			147			-
  Net Accretion of discount and amortization of
  premium on marketable securities			896			114			-
  Gain on disposal of discontinued operations			-			(596)			-
  Gain on escrow settlement			-			(565)			-
  Stock-based compensation expense			9,347			7,595			2,634
  Tax benefit from stock-based compensation			(151)			(142)			(49)
  Deferred income tax expense			2,390			2,266			9,308
  Other			256			650			616
  Changes in assets and liabilities:
  Accounts receivable			(1,529)			(1,575)			(2,171)
  Inventory			52			(276)			27
  Other current and noncurrent assets			(196)			(488)			(30)
  Deferred cost of goods sold			(207)			163			(60)
  Accounts payable			605			(1,035)			410
  Accrued compensation			1,632			488			524
  Accrued warranty			(321)			208			65
  Accrued taxes			490			276			440
  Deferred revenue			(1,065)			681			345
  Other current and noncurrent liabilities			1,002			282			1,839
  Net cash provided by operating activities			21,240			14,917			31,788
  Cash flows from investing activities:
  Acquisitions of property and equipment			(5,826)			(2,853)			(5,678)
  Cost of capitalized software			(724)			(755)			(190)
  Purchase of investments			(106,021)			(141,604)			-
  Sales of investments			36,764			24,219			-
  Proceeds from maturities of investments			63,546			-			-
  Acquisition of businesses, net of cash acquired			-			(18,474)			-
  Proceeds from disposition of discontinued operations, net of transaction costs			-			3,000			-
  Net cash used in investing activities			(12,261)			(136,467)			(5,868)
  Cash flows from financing activities:
  Capital lease payments			(149)			(85)			(86)
  Repurchase of common stock			(19,371)			(489)			(419)
  Tax benefit from stock-based compensation			151			142			49
  Proceeds from (cost of) issuance of common stock, net of issuance costs			-			125,750			(43)
  Proceeds from issuance of common stock under employee stock plans			4,455			5,167			2,458
  Net cash (used in) provided by financing activities			(14,914)			130,485			1,959
  Effect of exchange rate changes on cash			(114)			(81)			-
  Net (decrease) increase in cash and cash equivalents			(6,049)			8,854			27,879
  Cash and cash equivalents, beginning of year			59,159			50,305			22,426
  Cash and cash equivalents, end of year		$	53,110		$	59,159		$	50,305
  Supplemental and non-cash disclosures:
  Acquisition of property and equipment, net in connection with
  acquisitions of businesses		$	-		$	956		$	-
  Acquisition of capital lease in connection with acquisitions of businesses			-			216			-
  Interest paid			5			5			8
  Income taxes paid			159			427			415

  The accompanying notes are an integral part of these consolidated financial statements.

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  8X8, INC.
  
  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

  1. THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES

  THE COMPANY

  8x8, Inc. ("8x8" or the "Company") was incorporated in California in February 1987 and was reincorporated in Delaware in December 1996.

  The Company is a leading provider of VoIP technology and SaaS (Software as a service) communicationenterprise cloud communications solutions, in the cloud for SMBs and mid-market and distributed enterprises. The Company delivers a broad suite of SaaS services to in-office and mobile devices spanning cloud telephony, virtualincluding unified communications, team collaboration, contact center, and virtual meeting through its proprietary unified SaaSanalytics, integrated over a single Software-as-a Service (SaaS) platform. The Company currently serves approximately 41,600 business customers with over 650,000 subscriptions, making it8x8 Communications Cloud^TM offers businesses a leading provider of UCC services insecure, reliable and simplified approach to transitioning their legacy, on-premises communications systems to the cloud. The Company's software abstracts complex networking, redundancy, securityThis comprehensive solution, built from owned and interconnection requirementsmanaged cloud technologies, enables customers to providerely on a seamless and easy-to-use solutionsingle provider for its customers. The Company's software also integrates with leading enterprise resource planning, customer relationship management, or human capital management, and other third-party application suites, such as Salesforce.com and NetSuite, to provide organizations an integrated, fully functional businesstheir global communications and collaboration experience that is criticalcontact center capabilities as well as customer support requirements. 8x8 customers are spread across more than 100 countries and range from small businesses to operate their businesses.large enterprises. Since fiscal 2004, substantially all revenue has been generated from the sale of communications services and related hardware. Prior to fiscal 2003, the Company's main business was Voice over Internet Protocol semiconductors.

  The Company's fiscal year ends on March 31 of each calendar year. Each reference to a fiscal year in these notes to the consolidated financial statements refers to the fiscal year ended March 31 of the calendar year indicated (for example, fiscal 20152017 refers to the fiscal year ended March 31, 2015)2017).

  Common Stock Offering

  In November 2013, the Company completed an underwritten registered offering of common stock in which it sold 14,375,000 shares for total cash proceeds of approximately $125.8 million, net of issuance costs of $0.6 million. The shares issued in theoffering had been registered under a shelf registration statement previously filed with the Securities and Exchange Commission relating to up to $250,000,000 of the Company's securities. A member of the Company's board of directors participated in the offering and purchased 30,000 shares at the public offering price.

  Acquisition of Voicenet Solutions LimitedAcquisitions

  In November 2013,January 2017, the Company entered into a share purchase agreement with the shareholders of LeChat, Inc., the maker of Sameroom™, an interoperability platform that enables cross-team messaging and optionholderscollaboration in the enterprise.

  In June 2015, the Company entered into an asset purchase agreement with the shareholder of Voicenet SolutionsQuality Software Corporation and other parties affiliated with the shareholder and Quality Software Corporation, a developer of cloud-native quality management capabilities and analytics.

  In May 2015, the Company entered into a share purchase agreement with the shareholders of DXI Limited, API Telecom Limited, Easycallnow Limited and RAS Telecom Limited, a provider of cloud communicationsin cloud-based outbound and collaboration services in the United Kingdom. blended contact center solutions.

  See Note 13.13 for further discussion.

  PRINCIPLES OF CONSOLIDATION

  The consolidated financial statements include the accounts of 8x8 and its subsidiaries. All material intercompany accounts and transactions have been eliminated.

  USE OF ESTIMATES

  The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and equity and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. On an on-goingongoing basis, the Company evaluates its estimates, including, but not limited to, those related to bad debts, returns reserve for expected cancellations, valuation of inventories, income and sales tax, and litigation and other contingencies. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities, and equity that are not readily apparent from other sources. Actual results could differ from those estimates under different assumptions or conditions.

  5351

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  REVENUE RECOGNITION

  Service and Product Revenue

  The Company recognizes service revenue, mainly from subscription services to its cloud-based voice, call center, video and collaboration solutions, when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, price is fixed or determinable and collectability is reasonably assured. The Company defers recognition of service revenues in instances when cash receipts are received before services are delivered and recognizes deferred revenues ratably, over the course of the contract, as services are provided.

  Under the terms of the Company's typical subscription agreements, new customers can terminate their service within 30 days of order placement and receive a full refund of fees previously paid. The Company has determined that it has sufficient history of subscriber conduct to make a reasonable estimate of cancellations within the 30-day trial period. Therefore, the Company recognizes new subscriber revenue that is fixed or determinable and that is not contingent on future performance or future deliverables in the month in which the new order was shipped, net of an allowance for expected cancellations. The Company recognizes revenue from product sales, mainly 8x8 IP telephones, for which there are no related services to be rendered upon shipment to customers provided that persuasive evidence of an arrangement exists, the price is fixed or determinable, title has transferred, collection of resulting receivables is reasonably assured, there are no customer acceptance requirements, and there are no remaining significant obligations. Gross outbound shipping and handling charges are recorded as revenue, and the related costs are included in cost of goods sold. Reserves for returns and allowances for customer sales are recorded at the time of shipment. In accordance with the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 605,Revenue Recognition, the Company records shipments to distributors, retailers, channel partners, and resellers, where the right of return exists, as deferred revenue. The Company defers recognition of revenue on product sales to distributors, retailers, channel partners, and resellers until the products have been sold to the end customer.end-customer.

  The Company records revenue net of any sales and service related taxes and mandatory government charges that are billed to its customers. The Company believes this approach results in consolidated financial statements that are more easily understood by users.

  Under the terms of the Company's typical subscription agreement, new customers can terminate their service within 30 days of order placement and receive a full refund of fees previously paid. The Company has determined that it has sufficient history of subscriber conduct to make a reasonable estimate of cancellations within the 30-day trial period. Therefore, the Company recognizes new subscriber revenue that is fixed or determinable and that are not contingent on future performance or future deliverables in the month in which the new order was shipped, net of an allowance for expected cancellations.

  Multiple Element Arrangements

  ASC 605-25, Revenue Recognition - Multiple Element Arrangements, requires that revenue arrangements with multiple deliverables be divided into separate units of accounting if the deliverables in the arrangement meet specific criteria. The provisioning of the 8x8 cloud service with the accompanying 8x8 IP telephone constitutes a revenue arrangement with multiple deliverables. For arrangements with multiple deliverables, the Company allocates the arrangement consideration to all units of accounting based on their relative selling prices. In such circumstances, the accounting principles establish a hierarchy to determine the relative selling price to be used for allocating arrangement consideration to units of accounting as follows: (i) vendor-specific objective evidence of fair value ("VSOE"), (ii) third-party evidence of selling price ("TPE"), and (iii) best estimate of the selling price ("BESP").

  VSOE generally exists only when thea Company sells the deliverable separately, on more than a limited basis, at prices within a relatively narrow range.  When VSOE cannot be established, the Company attempts to establish the selling price of deliverables based on relevant TPE. TPE is determined based on manufacturer's prices for similar deliverables when sold separately, when possible. WhenAs the Company ishas historically been unable to establish a selling price using VSOE or TPE, it uses a BESP for the allocation of arrangement consideration. The objective of BESP is to determine the price at which the Company would transact a sale if the product or service was sold on a stand-alone basis. BESP is generally used for offerings that are not typically sold on a stand-alone basis or for new or highly customized offerings. The Company determines BESP for a product or service by considering multiple factors including, but not limited to:

  • the price list established by its management which is typically based on general pricing practices and targeted gross margin of products and services sold; and

  • analysis of pricing history of new arrangements, including multiple element and stand-alone transactions.

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  In accordance with the guidance of ASC 605-25, when the Company enters into revenue arrangements with multiple deliverables the Company allocates arrangement consideration, including activation fees, among the 8x8 IP telephonesproducts and subscriber services based on their relative selling prices. Arrangement consideration allocated to the IP telephonessold products that is fixed or determinable and that is not contingent on future performance or future deliverables is recognized as product revenues during the period of the sale less the allowance for estimated returns during the 30-day trial period. Arrangement consideration allocated to

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  subscriber services that is fixed or determinable and that is not contingent on future performance or future deliverables is recognized ratably as service revenues as the related services are provided, which is generally over the initial contract term.

  DEFERRED COST OF GOODS SOLD

  Deferred cost of goods sold represents the cost of products sold for which the end customer or distributor has a right of return. The cost of the products sold is recognized contemporaneously with the recognition of revenue, when the subscriber has accepted the service.

  CASH, CASH EQUIVALENTS AND INVESTMENTS

  The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. Management determines the appropriate categorization of its investments at the time of purchase and reevaluates the classification at each reporting date. The cost of the Company's investments is determined based upon specific identification.

  The Company's investments are comprised of mutual funds, commercial paper, corporate debt, municipal securities, asset backed securities, mortgage backed securities, agency bonds, international government securities, certificates of deposit and money market funds. At March 31, 20152017 and 2014,2016, all investments were classified as available-for-sale and reported at fair value, based either upon quoted prices in active markets, quoted prices in less active markets, or quoted market prices for similar investments, with unrealized gains and losses, net of related tax, if any, included in other comprehensive income (loss) and disclosed as a separate component of consolidated stockholders' equity. Realized gains and losses on sales of all such investments are reported within the caption of other income net in the consolidated statements of incomeoperations and computed using the specific identification method. The Company classifies its investments as current based on the nature of the investments and their availability for use in current operations. The Company's investments in marketable securities are monitored on a periodic basis for impairment. In the event that the carrying value of an investment exceeds its fair value and the decline in value is determined to be other-than-temporary, an impairment charge is recorded and a new cost basis for the investment is established. These available-for-sale investments are primarily held in the custody of aone major financial institution.

  ACCOUNTS RECEIVABLE ALLOWANCE

  The Company estimates the amount of uncollectible accounts receivable at the end of each reporting period based on the aging of the receivable balance, current and historical customer trends, and communications with its customers.  Amounts are written off only after considerable collection efforts have been made and the amounts are determined to be uncollectible.

  INVENTORY

  Inventory is stated at the lower of standard cost, which approximates actual cost using the first-in, first-out method, or market. Any write-down of inventory to the lower of cost or market at the close of a fiscal period creates a new cost basis that subsequently would not be marked up based on changes in underlying facts and circumstances. On an on-goingongoing basis, the Company evaluates inventory for obsolescence and slow-moving items. This evaluation includes analysis of sales levels, sales projections, and purchases by item, as well as raw material usage related to the Company's manufacturing facilities. If the Company's review indicates a reduction in utility below carrying value, it reduces inventory to a new cost basis. If future demand or market conditions are different than the Company's current estimates, an inventory adjustment may be required, and would be reflected in cost of goods sold in the period the revision is made.

  PROPERTY AND EQUIPMENT

  Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization are computed using the straight-line method. Estimated useful lives of three years are used for equipment and software and five years for furniture and fixtures. Amortization of leasehold improvements is computed using the shorter of the remaining facility lease term or the estimated useful life of the improvements.

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  Maintenance, repairs and ordinary replacements are charged to expense. Expenditures for improvements that extend the physical or economic life of the property are capitalized. Gains or losses on the disposition of property and equipment are recorded in the Consolidated Statements of Income.Operations.

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  Construction in progress primarily relates to costs to acquire or internally develop software for internal use not fully completed as of March 31, 2015.2017.

  ACCOUNTING FOR LONG-LIVED ASSETS

  The Company reviews the recoverability of its long-lived assets, such as property and equipment, definite lived intangibles or capitalized software, when events or changes in circumstances occur that indicate that the carrying value of the asset or asset group may not be recoverable. Examples of such events could include a significant disposal of a portion of such assets, an adverse change in the market involving the business employing the related asset or a significant change in the operation or use of an asset. The assessment of possible impairment is based on the Company's ability to recover the carrying value of the asset or asset group from the expected future pre-tax cash flows (undiscounted and without interest charges) of the related operations. If these cash flows are less than the carrying value of such asset or asset group, an impairment loss is recognized for the difference between estimated fair value and carrying value. The measurement of impairment requires management to estimate future cash flows and the fair value of long-lived assets. No suchassets and asset groups through future cash flows. See Note 5 for further discussion on impairment charges were recorded in the periods presented.incurred.

  GOODWILL AND OTHER INTANGIBLE ASSETS

  Goodwill and intangible assets with indefinite useful lives are not amortized. Goodwill represents the excess fair value of consideration transferred over the fair value of net assets acquired in business combinations. The carrying value of goodwillGoodwill and indefinite lived intangible assets with indefinite useful lives are not amortized, but are tested annually for impairment and more often if there is an indicator of impairment. The Company has determined that it has twothree reporting units, and allocates goodwill to the reporting units for the purposes of theits annual test for impairment.impairment test.

  The Company's annual goodwill impairment test is performed on January 1 each year. No goodwill impairment charges were recorded in the periods presented.

  Intangible assets with finite useful lives are amortized on a straight-line basis over the periods benefited. Amortization expense for the customer relationship intangible asset is included in sales and marketing expenses. Amortization expense for technology is included in cost of service revenue.

  WARRANTY EXPENSE

  The Company accrues for estimated product warranty cost upon revenue recognition. Accruals for product warranties are calculated based on the Company's historical warranty experience adjusted for any specific requirements.

  RESEARCH, DEVELOPMENT AND SOFTWARE COSTS

  The Company accounts for software to be sold or otherwise marketed in accordance with ASC 985-20,Costs of Software to be Sold, Leased or Marketed (ASC 985-20) which requires capitalization of certain software development costs subsequent to the establishment of technological feasibility. The Company defines establishment of technological feasibility as the completion of a working model. Software development costs for software to be sold or otherwise marketed incurred prior to the establishment of technological feasibility are included in research and development and are expensed as incurred. Software development costs incurred subsequent to the establishment of technological feasibility through the period of general market availability of the product are capitalized, if material.

  In fiscal 2015 and 2014, the Company capitalized approximately $0 and $0.8 million, respectively, of software development costs in accordance with ASC 985-20. At March 31, 2015 and 2014, total capitalized software development costs included in other long-term assets was approximately $1.0 million, and accumulated amortization costs related to capitalized software was approximately $0.5 million and $0.1 million, respectively.

  The Company accounts for computerComputer software developed or obtained for internal use in accordance with ASC 350-40,Internal Use Software (ASC 350-40), which requires capitalization of certain software development costs incurredis capitalized during the application development stage. In fiscal 2015,accordance with authoritative guidance, the Company capitalized $1.5 millionbegins to capitalize our costs to develop software when preliminary development efforts are successfully completed, management has authorized and committed project funding, and it is probable that the project will be completed and the software will be used as intended. Once the project has been completed, these costs are amortized on a straight - line basis over the estimated useful life of the related asset, generally estimated to be three years. Costs incurred prior to meeting these criteria together with costs incurred for training and maintenance are expensed as incurred and recorded in accordanceresearch and development expense on our consolidated statements of operations. The Company classifies application development costs associated with ASC 350-40,the development of which $0.8 million is classifiedthe Company's products and services as other long-term assets. The Company classifies application development costs associated with purchased software as property and equipment and $0.7 million is classified as long-term assets. In fiscal 2014, no such costs were capitalized. At March 31, 2015, the projects had not yet been placed into service, and accordingly no amortization has been recognized.equipment. See Note 6 for further details.

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  ADVERTISING COSTS

  Advertising costs are expensed as incurred and were $6.8$9.5 million, $7.3$8.5 million and $6.5$6.8 million for the years ended March 31, 2015, 20142017, 2016 and 2013,2015, respectively.

  FOREIGN CURRENCY TRANSLATION

  The Company has determined that the functional currency of each of its UK foreign subsidiary issubsidiaries are the subsidiary's local currency, the British Pound Sterling, which thecurrency. The Company believes this most appropriately reflects the current economic facts and circumstances of the UK subsidiary'sCompany's subsidiaries' operations. The assets and liabilities of the subsidiarysubsidiaries are translated at the applicable exchange rate as of the end of the balance sheet period and revenue and expenses are translated at an average rate over the period presented. Resulting currency translation adjustments are recorded as a component of accumulated other comprehensive income or loss within the stockholder's equity in the consolidated balance sheets.

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  BUSINESS SEGMENTS

  The Company has onetwo reportable operating segment.segments, Americas and Europe. The Company's chief operating decision makers, the Chief Executive Officer, Chief Financial Officer, and Chief Technology Officer, evaluate performance of the Company and makes decisions regarding allocation of resources based on total Companygeographical results (see Note 12).

  SUBSCRIBERCUSTOMER ACQUISITION COSTS

  SubscriberCustomer acquisition costs are expensed as incurred and include the advertising, marketing, promotions, commissions, rebates and equipment subsidy costs associated with the Company's efforts to acquire new subscribers.

  INCOME TAXES

  Income taxes are accounted for using the asset and liability approach. Under the asset and liability approach, a current tax liability or asset is recognized for the estimated taxes payable or refundable on tax returns for the current year. A deferred tax liability or asset is recognized for the estimated future tax effects attributed to temporary differences and carryforwards. If necessary, the deferred tax assets are reduced by the amount of benefits that, based on available evidence, is more likely than not expected to be realized.

  CONCENTRATIONS

  Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash and cash equivalents, investments and trade accounts receivable. The Company has cash equivalents and investment policies that limit the amount of credit exposure to any one financial institution and restrict placement of these funds to financial institutions evaluated as highly credit-worthy. The Company has not experienced any material losses relating to its investment instruments.

  The Company sells its products to business customers and distributors. The Company performs ongoing credit evaluations of its customers' financial condition and generally does not require collateral from its customers. At March 31, 20152017 and 2014,2016, no customer accounted for more than 10% of accounts receivable.

  The Company outsources the manufacturingpurchases all of its hardware products to independent contract manufacturers.from suppliers that manufacturer the hardware directly. The inability of any contract manufacturersupplier to fulfill supply requirements of the Company could materially impact future operating results, financial position or cash flows. If any of these contract manufacturers fail to perform on their obligations to the Company, such failure to fulfill supply requirements of the Company could materially impact future operating results, financial position and cash flows.

  The Company also relies primarily on third partythird-party network service providers to provide telephone numbers and PSTN call termination and origination services for its customers. If these service providers failed to perform their obligations to the Company, such failure could materially impact future operating results, financial position and cash flows.

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  FAIR VALUE OF FINANCIAL INSTRUMENTS

  The Company defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal market or the most advantageous market in which it would transact.

  The accounting guidance for fair value measurement requires the Company to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Observable inputs are inputs that reflect the assumptions market participants would use in valuing the asset or liability and are developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company's assumptions about the factors that market participants would use in valuing the asset or liability developed based on the best information available in the circumstances.

  The standard establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value by requiring that the most observable inputs be used when available. A financial instrument's categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The fair value hierarchy is as follows:

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  • Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.

  • Level 2 applies to assets or liabilities for which there are inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly, such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets).

  • Level 3 applies to assets or liabilities for which fair value is derived from valuation techniques in which one or more significant inputs are unobservable, including the Company's own assumptions.

  The estimated fair value of financial instruments is determined by the Company using available market information and valuation methodologies considered to be appropriate. The carrying amounts of the Company's cash and cash equivalents, accounts receivable and accounts payable approximate their fair values due to their short maturities. The Company's investments are carried at fair value.

  ACCOUNTING FOR STOCK-BASED COMPENSATION

  The Company accounts for its employee stock options, stock purchase rights, restricted stock units and restricted performance stock units granted under the 1996 Stock Plan, 1996 Director Option Plan, the 2006 Stock Plan, the 2003 Contactual Plan, the 2012 Equity Incentive Plan, the 2013 New Employee Inducement Incentive Plan and stock purchase rights under the 1996 Employee Stock Purchase Plan (collectively "Equity Compensation Plans") under the provisions of ASC 718 -Stock Compensation. Under the provisions of ASC 718, stock-based compensation cost is measured at the grant date, based on the estimated fair value of the award, and is recognized as an expense over the employee's requisite service period (generally the vesting period of the equity grant), net of estimated forfeitures.

  To value option grants stock purchase rights and restricted stock units under the Equity Compensation Plans for stock-based compensation the Company used the Black-Scholes option valuation model. Fair value determined using the Black-Scholes option valuation model varies based on assumptions used for the expected stock prices volatility, expected life, risk freerisk-free interest rates and future dividend payments. For fiscal years 2015, 2014 and 2013, theThe Company used the historical volatility of its stock over a period equal to the expected life of the options. The expected life assumptions represent the weighted-average period stock-based awards are expecting to remain outstanding. These expected life assumptions were established through the review of historical exercise behavior of stock-based award grants with similar vesting periods. The risk freerisk-free interest isrates were based on the closing market bid yields onof actively traded U.S. treasury securities in the over-the-counter market for the expected term equal to the expected term of the option. The dividend yield assumption is based on the Company's history and expectation of future dividend payout.

  Compensation expense for stock-based payment awards is recognized using the straight-line single-option method and includes the impact of estimated forfeitures.

  58The Company issued restricted performance stock units (PSUs) to a group of executives with vesting that is contingent on both market performance and continued service during the fiscal year ended March 31, 2017:

  • These PSUs vest (1) 50% on September 22, 2018 and (2) 50% on September 27, 2019, in each case subject to the performance of the Company's common stock relative to the Russell 2000 Index (the benchmark) during the period from grant date through such vesting date. A 2x multiplier will be applied to the total shareholder returns (TSR) for each 1% of positive or negative relative TSR, and the number of shares earned will increase or decrease by 2% of the target numbers. In the event the Company's common stock performance is below negative 30%, relative to the benchmark, no shares will be issued.

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  The Company issued restrictedPSUs to a group of executives with vesting that is contingent on both market performance and continued service during the fiscal year ended March 31, 2016:

  • These PSUs vest (1) 50% on September 22, 2017 and (2) 50% on September 27, 2018, in each case subject to performance of the Company's common stock unitsrelative to the Russell 2000 Index during the period from grant date through such vesting date. A 2x multiplier will be applied to the (TSR) for each 1% of positive or negative relative TSR, and the number of shares earned will increase or decrease by 2% of the target numbers. In the event 8x8's common stock performance is below negative 30%, relative to the benchmark, no shares will be issued.

  The Company issued PSUs to a group of executives with vesting that is contingent on both market performance and continued service. For the market-based restricted performance stock units issued during the fiscal year ended March 31, 2015:

  • the number of shares of the Company's stock to be received at vesting if applicable service requirements are also met will range from 0% to 100% of the target amount based total shareholder return ("TSR"), which compares the performance of the price per share of the Company's common stock with the NASDAQ Composite Index ("Index") for the three performance periods ending March 31, 2016, March 31, 2017 and March 31, 2018, for the fiscal year ended March 31, 2015; and for the three performance periods ending March 31, 2015, March 31, 2016 and March 31, 2017 for the fiscal year ended March 31, 2014, in the following manner: where in each such measurement period, (1) if the performance return on the price per share of the Company's common stock exceeds the performance return on the NASDAQ Composite Index, (which shall be determined by subtracting the percentage return on the NASDAQ Composite Index from the percentage return on the price per share of the Common Stock), then all of the TSR Performance Shares for such measurement period will be deemed earned and will vest; (2) if the performance return on the price per share of Common Stock is more than 50% lower than the performance return on the NASDAQ Composite Index, then none of the TSR Performance Shares for such measurement period will be deemed earned and will vest; and (3) if the performance return on the price per share of Common Stock is between 0% and 50% lower than the performance return on the NASDAQ Composite Index, then the number of TSR Performance Shares deemed earned and vesting for such measurement period will be reduced by 2% for each 1% by which the performance return on the NASDAQ Composite Index exceeds the performance return on the Common Stock, (4) if the performance return on the price per share of Common Stock is between 0% and 50% higher than the performance return on the NASDAQ Composite Index, then the number of TSR Performance Shares deemed earned and vesting for such measurement period will increase by 2% for each 1% by which the performance return on the Common Stock exceeds the performance return on the NASDAQ Composite Index, and
  • the number of shares of the Company's stock to be received at vesting will range from 0% or 100% of the target amount based on four tranches, with each tranche vesting at the later of (a) the satisfaction of the applicable service-based vesting requirement for that tranche, and (b) on the first date that the average stock price of the Company's common stock for a consecutive 30 trading day period exceeds 150% of the grant date stock price. The minimum service vesting requirement for each tranche is as follows:

  Tranche 1: One year following the date of the grant

  Tranche 2: Two years following the date of the grant

  Tranche 3: Three years following the date of the grant

  Tranche 4: Four years following the date of the grant