UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
(Mark one)
☑QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended July 31, 2019August 1, 2020
OR
☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                    to                    
Commission File Number: 001-36250
Ciena CorporationCorporation
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of incorporation)
7035 Ridge Road,, Hanover,, MD
(Address of principal executive offices)

23-2725311
(IRS Employer Identification No.)
21076
(Zip Code)

(410) (410) 694-5700
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolName of each exchange on which registered
Common Stock, $0.01 par valueCIENNew York Stock Exchange
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 such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☑ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer☑Accelerated filer☐
Non-accelerated filer


☐Smaller reporting company☐
Emerging growth company☐

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

Indicate by check mark whether the registrant is a shell company (as determined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☑
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:
ClassOutstanding at September 6, 20194, 2020
common stock, $0.01 par value154,696,211154,319,547




CIENA CORPORATION
INDEX
FORM 10-Q
PAGE

NUMBER
PART I — FINANCIAL INFORMATION
Item 1. Financial Statements (unaudited)
3
Condensed Consolidated Statements of Operations for the Quarters and Nine Months Ended July 31,August 1, 2020 and August3, 2019 and July 31, 2018
3
Condensed Consolidated Statements of Comprehensive Income for the Quarters and Nine Months Ended July 31,August 1, 2020 and August 3, 2019 and July 31, 2018
4
Condensed Consolidated Balance Sheets at July 31,August 1, 2020 and November 2, 2019 and October 31, 2018
5
Condensed Consolidated Statements of Cash Flows for the Nine Months Ended July 31,August 1, 2020 and August 3, 2019 and July 31, 2018
6
Condensed Consolidated Statements of Changes in Stockholders’ Equity for the Nine Months Ended July 31,August 1, 2020 and August 3, 2019 and July 31, 2018
7
Notes to Condensed Consolidated Financial Statements
8
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
3128
Item 3. Quantitative and Qualitative Disclosures About Market Risk
4746
Item 4. Controls and Procedures
4746
PART II — OTHER INFORMATION
Item 1. Legal Proceedings
47
Item 1A. Risk Factors
47
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
4955
Item 3. Defaults Upon Senior Securities
5055
Item 4. Mine Safety Disclosures
5055
Item 5. Other Information
5056
Item 6. Exhibits
5157
Signatures
5258

2

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

CIENA CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
(unaudited)

Quarter EndedNine Months Ended
 August 1,August 3,August 1,August 3,
 2020201920202019
Revenue:  
Products$819,022 $810,588 $2,246,129 $2,163,808 
Services157,690 150,018 457,548 440,336 
Total revenue976,712 960,606 2,703,677 2,604,144 
Cost of goods sold:  
Products436,227 454,921 1,230,378 1,246,413 
Services75,804 81,333 224,757 235,361 
Total cost of goods sold512,031 536,254 1,455,135 1,481,774 
Gross profit464,681 424,352 1,248,542 1,122,370 
Operating expenses:  
Research and development130,221 139,880 392,651 406,482 
Selling and marketing94,763 104,230 303,043 305,845 
General and administrative41,635 42,695 126,133 124,092 
Amortization of intangible assets5,840 5,529 17,532 16,586 
Significant asset impairments and restructuring costs6,515 5,355 14,798 11,696 
Acquisition and integration costs (recoveries)(2,329)1,362 904 4,105 
Total operating expenses276,645 299,051 855,061 868,806 
Income from operations188,036 125,301 393,481 253,564 
Interest and other income, net232 1,050 1,213 5,059 
Interest expense(7,251)(9,404)(23,926)(28,316)
Loss on extinguishment and modification of debt0 0 (646)0 
Income before income taxes181,017 116,947 370,122 230,307 
Provision for income taxes38,750 30,198 73,872 57,204 
Net income$142,267 $86,749 $296,250 $173,103 
Basic net income per common share$0.92 $0.56 $1.92 $1.11 
Diluted net income per potential common share$0.91 $0.55 $1.90 $1.10 
Weighted average basic common shares outstanding154,184 155,488 154,136 156,013 
Weighted average dilutive potential common shares outstanding156,318 157,455 155,741 157,949 
 Quarter Ended July 31, Nine Months Ended July 31,
 2019 2018 2019 2018
Revenue:       
Products$810,588
 $691,758
 $2,163,808
 $1,821,593
Services150,018
 127,059
 440,336
 373,337
Total revenue960,606
 818,817
 2,604,144
 2,194,930
Cost of goods sold:       
Products454,921
 399,886
 1,246,413
 1,085,574
Services81,333
 67,388
 235,361
 192,741
Total cost of goods sold536,254
 467,274
 1,481,774
 1,278,315
Gross profit424,352
 351,543
 1,122,370
 916,615
Operating expenses:       
Research and development139,880
 121,133
 406,482
 356,581
Selling and marketing104,230
 95,395
 305,845
 281,269
General and administrative42,695
 38,212
 124,092
 115,594
Amortization of intangible assets5,529
 3,837
 16,586
 11,083
Significant asset impairments and restructuring costs5,355
 6,359
 11,696
 16,679
Acquisition and integration costs1,362
 1,333
 4,105
 1,333
Total operating expenses299,051
 266,269
 868,806
 782,539
Income from operations125,301
 85,274
 253,564
 134,076
Interest and other income (loss), net1,050
 (1,543) 5,059
 1,328
Interest expense(9,404) (13,611) (28,316) (40,376)
Income before income taxes116,947
 70,120
 230,307
 95,028
Provision for income taxes30,198
 19,280
 57,204
 503,695
Net income (loss)$86,749
 $50,840
 $173,103
 $(408,667)
Basic net income (loss) per common share$0.56
 $0.35
 $1.11
 $(2.84)
Diluted net income (loss) per potential common share$0.55
 $0.34
 $1.10
 $(2.84)
Weighted average basic common shares outstanding155,488
 143,400
 156,013
 143,766
Weighted average dilutive potential common shares outstanding157,455
 159,998
 157,949
 143,766

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.



3

CIENA CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(in thousands)
(unaudited)

Quarter EndedNine Months Ended
 August 1,August 3,August 1,August 3,
 2020201920202019
Net income$142,267 $86,749 $296,250 $173,103 
Change in unrealized gain (loss) on available-for-sale securities, net of tax(241)168 69 581 
Change in unrealized gain (loss) on foreign currency forward contracts, net of tax6,245 2,047 (1,773)2,751 
Change in unrealized gain (loss) on forward starting interest rate swaps, net of tax24 (8,716)(10,080)(19,413)
Change in cumulative translation adjustments15,169 1,943 (6,321)(1,903)
Other comprehensive gain (loss)21,197 (4,558)(18,105)(17,984)
Total comprehensive income$163,464 $82,191 $278,145 $155,119 
 Quarter Ended July 31, Nine Months Ended July 31,
 2019 2018 2019 2018
Net income (loss)$86,749
 $50,840
 $173,103
 $(408,667)
Change in unrealized gain (loss) on available-for-sale securities, net of tax168
 279
 581
 (59)
Change in unrealized gain (loss) on foreign currency forward contracts, net of tax2,047
 (1,032) 2,751
 (1,067)
Change in unrealized gain (loss) on forward starting interest rate swap, net of tax(8,716) 350
 (19,413) 5,599
Change in cumulative translation adjustments1,943
 (3,230) (1,903) (2,161)
Other comprehensive income (loss)(4,558) (3,633) (17,984) 2,312
Total comprehensive income (loss)$82,191
 $47,207
 $155,119
 $(406,355)

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.



4

CIENA CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)
(unaudited)

August 1,
2020		November 2,
2019
ASSETS 
Current assets: 
Cash and cash equivalents$1,093,749 $904,045 
Short-term investments70,404 109,940 
Accounts receivable, net of allowance for doubtful accounts of $11.8 million and $20.1 million as of August 1, 2020 and November 2, 2019, respectively.715,195 724,854 
Inventories, net363,600 345,049 
Prepaid expenses and other324,935 297,914 
Total current assets2,567,883 2,381,802 
Long-term investments0 10,014 
Equipment, building, furniture and fixtures, net266,996 286,884 
Operating right-of-use assets48,573 — 
Goodwill310,772 297,937 
Other intangible assets, net106,182 112,781 
Deferred tax asset, net655,320 714,942 
Other long-term assets99,462 88,986 
      Total assets$4,055,188 $3,893,346 
LIABILITIES AND STOCKHOLDERS’ EQUITY 
Current liabilities: 
Accounts payable$297,163 $344,819 
Accrued liabilities and other short-term obligations301,030 382,740 
Deferred revenue95,951 111,381 
Operating lease liabilities19,417 — 
Current portion of long-term debt6,930 7,000 
Total current liabilities720,491 845,940 
Long-term deferred revenue40,919 45,492 
Other long-term obligations134,914 148,747 
Long-term operating lease liabilities52,141 — 
Long-term debt, net677,856 680,406 
Total liabilities$1,626,321 $1,720,585 
Commitments and contingencies (Note 21)
Stockholders’ equity:
Preferred stock – par value $0.01; 20,000,000 shares authorized; 0 shares issued and outstanding0 0 
Common stock – par value $0.01; 290,000,000 shares authorized; 154,318,197
and 154,403,850 shares issued and outstanding
1,543 1,544 
Additional paid-in capital6,815,676 6,837,714 
Accumulated other comprehensive loss(40,189)(22,084)
Accumulated deficit(4,348,163)(4,644,413)
Total stockholders’ equity2,428,867 2,172,761 
Total liabilities and stockholders’ equity$4,055,188 $3,893,346 
 July 31,
2019		 October 31,
2018
ASSETS   
Current assets:   
Cash and cash equivalents$723,229
 $745,423
Short-term investments119,670
 148,981
Accounts receivable, net of allowance for doubtful accounts of $16.3 million and $17.4 million as of July 31, 2019 and October 31, 2018, respectively.798,884
 786,502
Inventories356,818
 262,751
Prepaid expenses and other292,631
 198,945
Total current assets2,291,232
 2,142,602
Long-term investments—
 58,970
Equipment, building, furniture and fixtures, net280,630
 292,067
Goodwill297,884
 297,968
Other intangible assets, net121,270
 148,225
Deferred tax asset, net700,206
 745,039
Other long-term assets84,486
 71,652
      Total assets$3,775,708
 $3,756,523
LIABILITIES AND STOCKHOLDERS’ EQUITY   
Current liabilities:   
Accounts payable$356,716
 $340,582
Accrued liabilities and other short-term obligations325,137
 340,075
Deferred revenue102,182
 111,134
Current portion of long-term debt7,000
 7,000
Debt conversion liability—
 164,212
Total current liabilities791,035
 963,003
Long-term deferred revenue42,848
 58,323
Other long-term obligations140,523
 119,413
Long-term debt, net681,918
 686,450
Total liabilities$1,656,324
 $1,827,189
Commitments and contingencies (Note 20)

 

Stockholders’ equity:   
Preferred stock – par value $0.01; 20,000,000 shares authorized; zero shares issued and outstanding—
 —
Common stock – par value $0.01; 290,000,000 shares authorized; 155,113,012
and 154,318,531 shares issued and outstanding		1,551
 1,543
Additional paid-in capital6,866,341
 6,881,223
Accumulated other comprehensive loss(23,764) (5,780)
Accumulated deficit(4,724,744) (4,947,652)
Total stockholders’ equity2,119,384
 1,929,334
Total liabilities and stockholders’ equity$3,775,708
 $3,756,523


The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.


5

CIENA CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
 Nine Months Ended July 31,
 2019 2018
Cash flows provided by operating activities:   
Net income (loss)$173,103
 $(408,667)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:   
Depreciation of equipment, building, furniture and fixtures, and amortization of leasehold improvements65,071
 63,104
Share-based compensation costs44,446
 38,896
Amortization of intangible assets26,610
 18,196
Deferred taxes35,949
 491,863
Provision for inventory excess and obsolescence18,833
 19,942
Provision for warranty15,933
 15,715
Other743
 18,164
Changes in assets and liabilities:   
Accounts receivable(2,517) (112,696)
Inventories(115,427) 17,751
Prepaid expenses and other(85,039) (11,163)
Accounts payable, accruals and other obligations(9,005) 14,840
Deferred revenue4,427
 (4,710)
Net cash provided by operating activities173,127
 161,235
Cash flows provided by (used in) investing activities:   
Payments for equipment, furniture, fixtures and intellectual property(49,063) (50,386)
Purchase of available for sale securities(127,601) (217,715)
Proceeds from maturities of available for sale securities120,000
 290,000
Proceeds from sales of available for sale securities98,263
 —
Settlement of foreign currency forward contracts, net(3,155) 4,759
Acquisition of business, net of cash acquired—
 (40,412)
Purchase of equity investment(2,667) (1,433)
Net cash provided by (used in) investing activities35,777
 (15,187)
Cash flows used in financing activities:   
Payment of long-term debt(5,250) (3,000)
Payment of capital lease obligations(2,599) (2,811)
Payment for debt conversion liability(111,268) —
Shares repurchased for tax withholdings on vesting of stock unit awards(23,234) —
Repurchases of common stock - repurchase program(110,484) (73,512)
Proceeds from issuance of common stock22,895
 22,735
Net cash used in financing activities(229,940) (56,588)
Effect of exchange rate changes on cash, cash equivalents and restricted cash392
 (3,759)
Net increase (decrease) in cash, cash equivalents and restricted cash(20,644) 85,701
Cash, cash equivalents and restricted cash at beginning of period745,434
 640,513
Cash, cash equivalents and restricted cash at end of period$724,790
 $726,214
Supplemental disclosure of cash flow information   
Cash paid during the period for interest$29,921
 $31,561
Cash paid during the period for income taxes, net$21,573
 $20,099
Non-cash investing activities   
Purchase of equipment in accounts payable$4,328
 $5,677
Non-cash financing activities   
Repurchase of common stock in accrued liabilities from repurchase program$1,441
 $1,275
Conversion of debt conversion liability into 1,585,140 shares of common stock$52,944
 $—

Nine Months Ended
 August 1,August 3,
 20202019
Cash flows provided by operating activities: 
Net income$296,250 $173,103 
Adjustments to reconcile net income to net cash provided by operating activities: 
Depreciation of equipment, building, furniture and fixtures, and amortization of leasehold improvements70,370 65,071 
Share-based compensation costs50,838 44,446 
Amortization of intangible assets29,035 26,610 
Deferred taxes57,636 35,949 
Provision for inventory excess and obsolescence20,176 18,833 
Provision for warranty19,172 15,933 
Other15,085 743 
Changes in assets and liabilities: 
Accounts receivable(6,688)(2,517)
Inventories(39,568)(115,427)
Prepaid expenses and other(52,945)(85,039)
Operating lease right-of-use assets12,816 — 
Accounts payable, accruals and other obligations(131,647)(9,005)
Deferred revenue(19,039)4,427 
Short and long-term operating lease liabilities(15,132)— 
Net cash provided by operating activities306,359 173,127 
Cash flows provided by (used in) investing activities: 
Payments for equipment, furniture, fixtures and intellectual property(61,333)(49,063)
Purchase of available for sale securities(39,859)(127,601)
Proceeds from maturities of available for sale securities90,000 120,000 
Proceeds from sales of available for sale securities0 98,263 
Settlement of foreign currency forward contracts, net3,067 (3,155)
Acquisition of business, net of cash acquired(28,300)0 
Purchase of equity investment0 (2,667)
Net cash provided by (used in) investing activities(36,425)35,777 
Cash flows used in financing activities: 
Payment of long-term debt(3,465)(5,250)
Payment of debt issuance costs(382)0 
Payment of finance lease obligations(2,030)(2,599)
Payment for debt conversion liability0 (111,268)
Shares repurchased for tax withholdings on vesting of stock unit awards(26,328)(23,234)
Repurchases of common stock - repurchase program(74,535)(110,484)
Proceeds from issuance of common stock27,986 22,895 
Net cash used in financing activities(78,754)(229,940)
Effect of exchange rate changes on cash, cash equivalents and restricted cash(1,526)392 
Net increase (decrease) in cash, cash equivalents and restricted cash189,654 (20,644)
Cash, cash equivalents and restricted cash at beginning of period904,161 745,434 
Cash, cash equivalents and restricted cash at end of period$1,093,815 $724,790 
Supplemental disclosure of cash flow information 
Cash paid during the period for interest$25,278 $29,921 
Cash paid during the period for income taxes, net$41,316 $21,573 
Operating lease payments$16,762 $0 
Non-cash investing and financing activities 
Purchase of equipment in accounts payable$4,200 $4,328 
Repurchase of common stock in accrued liabilities from repurchase program$0 $1,441 
Conversion of debt conversion liability into 1,585,140 shares of common stock$0 $52,944 
Operating lease right-of-use assets subject to lease liability$11,404 $0 
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

6

CIENA CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
(in thousands, except share data)
(unaudited)
Common Stock
Shares		Par ValueAdditional
Paid-in-Capital		Accumulated Other
Comprehensive Loss		Accumulated
Deficit		Total
Stockholders’
Equity
Balance at November 2, 2019154,403,850 $1,544 $6,837,714 $(22,084)$(4,644,413)$2,172,761 
Net income— — — — 296,250 296,250 
Other comprehensive loss— — — (18,105)— (18,105)
Repurchase of common stock - repurchase program(1,872,446)(19)(74,516)— — (74,535)
Issuance of shares from employee equity plans2,392,414 24 27,962 — — 27,986 
Share-based compensation expense— — 50,838 — — 50,838 
Shares repurchased for tax withholdings on vesting of stock unit awards(605,621)(6)(26,322)— — (26,328)
Balance at August 1, 2020154,318,197 $1,543 $6,815,676 $(40,189)$(4,348,163)$2,428,867 
Common Stock
Shares		Par ValueAdditional
Paid-in-Capital		Accumulated Other
Comprehensive
Loss		Accumulated
Deficit		Total
Stockholders’
Equity
Common Stock
Shares		 Par Value Additional
Paid-in-Capital		 Accumulated Other
Comprehensive
Income (Loss)		 Accumulated
Deficit		 Total
Stockholders’
Equity
Balance at October 31, 2018154,318,531
 $1,543
 $6,881,223
 $(5,780) $(4,947,652) $1,929,334
Effect of adoption of new accounting standard (Note 2)—
 —
 —
 —
 49,805
 49,805
Balance at November 3, 2018Balance at November 3, 2018154,318,531 $1,543 $6,881,223 $(5,780)$(4,947,652)$1,929,334 
Effect of adoption of new accounting standardsEffect of adoption of new accounting standards— — 0 — 49,805 49,805 
Net income—
 —
 —
 —
 173,103
 173,103
Net income— — — — 173,103 173,103 
Other comprehensive loss—
 —
 —
 (17,984) —
 (17,984)Other comprehensive loss— — — (17,984)— (17,984)
Repurchase of common stock - repurchase program(2,881,564) (29) (111,896) —
 —
 (111,925)Repurchase of common stock - repurchase program(2,881,564)(29)(111,896)— — (111,925)
Issuance of shares from employee equity plans2,717,534
 27
 22,868
 —
 —
 22,895
Issuance of shares from employee equity plans2,717,534 27 22,868 — — 22,895 
Share-based compensation expense—
 —
 44,446
 —
 —
 44,446
Share-based compensation expense— — 44,446 — — 44,446 
Settlement of debt conversion liability1,585,140
 16
 52,928
 —
 —
 52,944
Settlement of debt conversion liability1,585,140 16 52,928 — — 52,944 
Shares repurchased for tax withholdings on vesting of stock unit awards(626,629) (6) (23,228) —
 —
 (23,234)Shares repurchased for tax withholdings on vesting of stock unit awards(626,629)(6)(23,228)— — (23,234)
Balance at July 31, 2019155,113,012
 $1,551
 $6,866,341
 $(23,764) $(4,724,744) $2,119,384
Balance at August 3, 2019Balance at August 3, 2019155,113,012 $1,551 $6,866,341 $(23,764)$(4,724,744)$2,119,384 

 Common Stock
Shares		 Par Value Additional
Paid-in-Capital		 Accumulated Other
Comprehensive
Income (Loss)		 Accumulated
Deficit		 Total
Stockholders’
Equity
Balance at October 31, 2017143,043,227
 $1,430
 $6,810,182
 $(11,017) $(4,664,253) $2,136,342
Effect of adoption of new accounting standards—
 —
 832
 —
 61,291
 62,123
Net loss—
 —
 —
 —
 (408,667) (408,667)
Other comprehensive income—
 —
 —
 2,312
 —
 2,312
Repurchase of common stock(3,028,118) (30) (74,757) —
 —
 (74,787)
Issuance of shares from employee equity plans3,035,071
 31
 22,704
 —
 —
 22,735
Share-based compensation expense—
 —
 38,896
 —
 —
 38,896
Balance at July 31, 2018143,050,180
 $1,431
 $6,797,857
 $(8,705) $(5,011,629) $1,778,954

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

7

CIENA CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

(1)INTERIM FINANCIAL STATEMENTS
(1) INTERIM FINANCIAL STATEMENTS
The interim financial statements included herein for Ciena Corporation and its wholly owned subsidiaries (“Ciena”) have been prepared by Ciena, without audit, pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”).
The preparation of financial statements and related disclosures in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires Ciena to make judgments, assumptions, and estimates that affect the amounts reported in the Condensed Consolidated Financial Statements and accompanying notes. The inputs into certain of Ciena’s judgments, assumptions and estimates reflected the information available to Ciena regarding the economic implications of the COVID-19 pandemic, and expectations as to its impact on Ciena’s business. The actual results that Ciena experiences may differ materially from such inputs into Ciena’s critical and significant accounting estimates. As the duration and severity of the COVID-19 pandemic are unclear, certain of such estimates could require further judgment or modification and therefore carry a higher degree of variability and volatility as compared to prior periods. As events continue to evolve, Ciena’s estimates may change materially in future periods.
In the opinion of management, the financial statements included in this report reflect all normal recurring adjustments that Ciena considers necessary for the fair statement of the results of operations of Ciena for the interim periods covered and of the financial position of Ciena at the date of the interim balance sheets. Certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”)GAAP have been condensed or omitted pursuant to suchSEC rules and regulations. The Condensed Consolidated Balance Sheet as of October 31, 2018November 2, 2019 was derived from audited financial statements, but does not include all disclosures required by GAAP. However, Ciena believes that the disclosures are adequate to understand the information presented herein. The operating results for interim periods are not necessarily indicative of the operating results for the entire year. These financial statements should be read in conjunction with Ciena’s audited consolidated financial statements and the notes thereto included in Ciena’s annual report on Form 10-K for the fiscal year ended October 31, 20182019 (the “2019 Annual Report”).
Ciena has a 52 or 53-week fiscal year, with quarters ending on the Saturday nearest to the last day of January, April, July and October, respectively, of each year. Fiscal 2020 and 2019 is aare 52-week fiscal year. Fiscal 2018 was a 53-weekyears. Effective the second quarter of fiscal year with2020, Ciena changed the additional week occurring inpresentation of reporting for its financial statements and notes thereto to reflect the fourth quarter. Foractual dates on which fiscal years and quarterly periods ended. Because these dates can change from period to period, for consistency purposes, of financial statement presentation, each fiscal year is described as having ended on October 31, and the fiscalCiena previously presented such information indicating that its quarters are described as having ended on January 31, April 30, and July 31 and October 31. This change, affecting only the presentation of each fiscal year.such information, was made on a prospective basis and it does not impact comparability of previous financial results. References to prior reported periods have been changed to reflect the actual period end dates of August 1, 2020, August 3, 2019, November 2, 2019 and November 3, 2018 for periods reported herein.

(2)SIGNIFICANT ACCOUNTING POLICIES
(2) SIGNIFICANT ACCOUNTING POLICIES
Except for the changes in certain policies described below, there have been no material changes to Ciena’s significant accounting policies, compared to the accounting policies described in Note 1, Ciena Corporation and Significant Accounting Policies and Estimates, in Notes to Consolidated Financial Statements in Item 8 of Part II of Ciena’s annual report on Form 10-K for the fiscal year ended October 31, 2018.2019 Annual Report.

Newly Issued Accounting Standards - Effective

Revenue Recognition

Leases

In May 2014,February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers842, a new accounting standard related to revenue recognition. ASC 606 supersedes nearly all U.S. GAAP standards on revenue recognition and eliminates industry-specific guidance. The underlying principle of ASC 606 is to recognize revenue when a customer obtains control of the promised products or services at an amount that reflects the consideration that is expected to be received in exchange for those products or services. ASC 606 also requires additional disclosures regarding the nature, amount, timing, and uncertainty of revenues and cash flows related to contracts with customers.

ASC 606 allows two methods of adoption: (i) retrospectively to each prior period presented (“full retrospective method”), or (ii) retrospectively with the cumulative effect recognized in retained earnings as of the date of adoption (“modified retrospective method”). Effective upon the start of its first quarter of fiscal 2019, Ciena adopted ASC 606 using the modified retrospective method and accordingly recognized the cumulative effect in accumulated deficit for those contracts that were not completed as of October 31, 2018. Accordingly, results for the reporting periods after October 31, 2018 are presented under ASC 606, while prior periods have not been adjusted and continue to be reported in accordance with Ciena’s historical revenue recognition practices. Refer to Opening Balance Adjustments below for the impact of ASC 606 adoption on Ciena’s Condensed Consolidated Financial Statements. In connection with its adoption of ASC 606, Ciena has implemented new accounting policies and processes, and incorporated such into its existing internal control environment as necessary to support the requirements of ASC 606.

Revenue Recognition Timing Differences

The adoption of ASC 606 requires Ciena to recognize revenue when the customer obtains control of promised products or services in an amount that reflects the consideration that Ciena would expect to receive in exchange for those products or services. Under the prior revenue standard, the timing of revenue recognition for delivered products or services was limited to


such amount not contingent upon future delivery of products or service or future performance obligations, or subject to customer-specified return or privileges. In the case of multiple element software arrangements for which vendor-specific objective evidence (“VSOE”) of undelivered maintenance did not exist, under the prior revenue standard, Ciena recognized revenue for the entire arrangement over the maintenance term. The adoption of ASC 606 requires Ciena to determine the stand-alone selling price for each of the software and software-related deliverables of such multiple element arrangements at contract inception. Consequently, under ASC 606, certain software deliverables will be recognized at a point in time rather than over a period of time. In addition, under ASC 606, certain installation and deployment, and consulting and network design services, will be recognized over a period of time rather than at a point in time.

Revenue Recognition Policy Under ASC 606

Ciena recognizes revenue when control of the promised products or services is transferred to its customer, in an amount that reflects the consideration to which Ciena expects to be entitled in exchange for those products or services.

Ciena determines revenue recognition by applying the following five-step approach:

•identification of the contract, or contracts, with a customer;
•identification of the performance obligations in the contract;
•determination of the transaction price;
•allocation of the transaction price to the performance obligations in the contract; and
•recognition of revenue when, or as, Ciena satisfies a performance obligation.

Generally, Ciena makes sales pursuant to purchase orders placed by customers under framework agreements that govern the general commercial terms and conditions of the sale of Ciena’s products and services. These purchase orders under framework agreements are used to determine the identification of the contract or contracts with this customer. Purchase orders typically include the description, quantity, and price of each product or service purchased. Purchase orders may include one-line bundled pricing for both products and services. Accordingly, purchase orders can include various combinations of products and services that are generally distinct and accounted for as separate performance obligations. Ciena evaluates each promised product and service offering to determine whether it represents a distinct performance obligation. In doing so, Ciena considers, among other things, customary business practices, whether the customer can benefit from the product or service on its own or together with other resources that are readily available, and whether Ciena’s commitment to transfer the product or service to the customer is separately identifiable from other obligations in the purchase order. For transactions where Ciena delivers the product or services, Ciena is typically the principal and records revenue and costs of goods sold on a gross basis.

Purchase orders are invoiced based upon the terms set forth either in the purchase order or the framework agreement, as applicable. Generally, sales of products and software licenses are invoiced upon shipment or delivery. Maintenance and software subscription services are invoiced quarterly or annually in advance of the service term. Ciena’s other service offerings are generally invoiced upon completion of the service. Payment terms and cash received typically range from 30 to 90 days from the invoicing date. Historically, Ciena has not provided any material financing arrangements to its customers. As a practical expedient, Ciena does not adjust the amount of consideration it will receive for the effects of a significant financing component as it expects, at contract inception, that the period between Ciena transfer of the products or services to the customer, and customer payment for the products or services will be one year or less. Shipping and handling fees invoiced to customers are included in revenue, with the associated expense included in product cost of goods sold. Ciena records revenue net of any associated sales taxes.

Ciena recognizes revenue upon the transfer of control of promised products or services to a customer. Transfer of control occurs once the customer has the contractual right to use the product, generally upon shipment or delivery to the customer. Transfer of control can also occur over time for services such as software subscription, maintenance, installation, and various professional services as the customer receives the benefit over the contract term.

Significant Judgments

Revenue is allocated among performance obligations based on standalone selling price (“SSP”). SSP reflects the price at which Ciena would expect to sell that product or service on a stand-alone basis at contract inception and that Ciena would expect to be entitled to receive for the promised products or services. SSP is estimated for each distinct performance obligation, and judgment may be required in its determination. The best evidence of SSP is the observable price of a product or service when Ciena sells the products separately in similar circumstances and to similar customers. In instances where SSP is not directly observable, Ciena determines SSP using information that may include market conditions and other observable inputs.



Ciena applies judgment in determining the transaction price, as Ciena may be required to estimate variable consideration when determining the amount of revenue to recognize. Variable consideration can include various rebate, cooperative marketing, and other incentive programs that Ciena offers to its distributors, partners and customers. When determining the amount of revenue to recognize, Ciena estimates the expected usage of these programs, applying the expected value or most likely estimate and updates the estimate at each reporting period as actual utilization data becomes available. Ciena also considers any customer right of return and any actual or potential payment of liquidated damages, contractual or similar penalties, or other claims for performance failures or delays in determining the transaction price, where applicable.

When transfer of control is judged to be over time for installation and professional service arrangements, Ciena applies the input method to determine the amount of revenue to be recognized in a given period. Utilizing the input method, Ciena recognizes revenue based on the ratio of actual costs incurred to date to the total estimated costs expected to be incurred. Revenue for software subscription and maintenance is recognized ratably over the period during which the services are performed.

Capitalized Contract Acquisition Costs

Ciena has considered the impact of the guidance in ASC 340-40, Other Assets and Deferred Costs; Contracts with Customers, and the interpretations of the FASB Transition Resource Group for Revenue Recognition (“TRG”) with respect to capitalization and amortization of incremental costs of obtaining a contract. In conjunction with this interpretation, Ciena considers each customer purchase in combination with the corresponding framework agreement, if applicable, as a contract. Ciena has elected to implement the practical expedient, which allows for incremental costs to be recognized as an expense when incurred if the period of the asset recognition is one year or less. If the period of the asset recognition is greater than one year, Ciena amortizes these costs over the period of performance. Ciena considers sales commissions incurred upon receipt of purchase orders placed by customers as incremental costs to obtain such purchase orders. The practical expedient method is applied to the purchase order as a whole and thus the capitalized costs of obtaining a purchase order is applied even if the purchase order contains more than one performance obligation. In cases where a purchase order includes various distinct products or services with both short-term (one year or less) and long-term (more than a year) performance periods, the cost of commissions incurred for the total value of the purchase order is capitalized and subsequently amortized as each performance obligation is recognized.

For the additional disclosures required as part of ASC 606, see Note 3 below.

Impact of ASC 606 Adoption

The following table summarizes the impact of adopting ASC 606 on Ciena’s Condensed Consolidated Statements of Operations (in millions):
  Quarter Ended July 31, 2019
  As Reported Adjustments Balances without adoption of ASC 606
       
Total revenue $960,606
 $(2,413) $958,193
Total cost of goods sold $536,254
 $1,789
 $538,043
Net income $86,749
 $(3,879) $82,870
Diluted net income per potential common share $0.55
 $(0.02) $0.53

  Nine Months Ended July 31, 2019
  As Reported Adjustments Balances without adoption of ASC 606
       
Total revenue $2,604,144
 $(27,533) $2,576,611
Total cost of goods sold $1,481,774
 $(20,776) $1,460,998
Net income $173,103
 $(4,781) $168,322
Diluted net income per potential common share $1.10
 $(0.03) $1.07




For the third quarter and first nine months of fiscal 2019, the increase in revenue from adoption of ASC 606 was primarily the result of installation and deployment services revenue that was recognized over a period of time rather than at a point in time under the prior revenue recognition standard. The adoption of ASC 606 did not have a material impact to Ciena’s Condensed Consolidated Balance Sheets or any impact on net cash provided by operating activities as of July 31, 2019. See “Revenue Recognition Timing Differences” above. For additional information regarding ASC 606, see Note 3 below.




Opening Balance Adjustments

The following table summarizes the cumulative effect of the changes made to Ciena’s Condensed Consolidated Balance Sheets in connection with the adoption of ASC 606 (in millions):
  Balance at October 31, 2018 New Revenue Recognition Standard  Adjusted Balance at November 1, 2018
ASSETS:       
Accounts receivable, net $786,502
 $12,509
(1) 
 $799,011
Inventories $262,751
 (2,486)
(2) 
 $260,265
Prepaid expenses and other $198,945
 21,470
(3) 
 $220,415
Deferred tax asset, net $745,039
 (14,439)
(4) 
 $730,600
Other long-term assets $71,652
 3,998
(5) 
 $75,650
        
Total assets $3,756,523
 $21,052
  $3,777,575
        
LIABILITIES AND STOCKHOLDERS’ EQUITY:       
Deferred revenue $111,134
 $(14,403)
(6) 
 $96,731
Long-term deferred revenue $58,323
 (14,350)
(7) 
 $43,973
Accumulated deficit $(4,947,652) 49,805
(8) 
 $(4,897,847)
        
Total liabilities and stockholders’ equity $3,756,523
 $21,052
  $3,777,575

(1)Unpaid accounts receivable and related deferred revenue related to rights and obligations in a contract are interdependent and therefore recorded net within Ciena’s balance sheet. This represents an increase of $12.5 million from the reversal of certain net unpaid accounts receivable and related deferred revenue.
(2)Represents a decrease of $2.5 million in deferred costs of goods sold due to change in revenue recognition for certain product sales.
(3)Represents increases of $27.5 million in unbilled accounts receivable for change in recognizing revenue for installation services, $3.9 million in unbilled accounts receivable from change in recognizing revenue for certain product sales and $9.6 million related to short-term capitalized acquisition costs (e.g., commissions) and a decrease of $19.5 million related to prepaid cost of installation services.
(4)Represents a decrease of $14.4 million in deferred tax asset, net, related to the unrecognized income tax effects of the net adjustments from the new revenue recognition standard.
(5)Represents an increase of $4.0 million related to long-term capitalized acquisition costs (e.g., commissions).
(6)Represents decreases of $23.6 million in deferred revenue, primarily due to a change in revenue recognition for certain multiple-element software arrangements and $1.7 million in deferred revenue, primarily due to a change in revenue recognition for certain product sales, and increases of $2.7 million for a change in revenue recognition from certain maintenance services and $8.2 million from the reversal of balance sheet netting for certain unpaid invoices included in accounts receivable, net and deferred revenue.
(7)Represents a decrease of $18.6 million in long-term deferred revenue, primarily due to a change in revenue recognition for certain multiple-element software arrangements and an increase of $4.3 million from the reversal of balance sheet netting for certain unpaid invoices included in accounts receivable, net and long-term deferred revenue.
(8)Accumulated deficit impact from the adjustments noted above.

Intangibles

In August 2018, the FASB issued ASU No. 2018-15 (“ASU 2018-15”), Intangibles - Goodwill and Other-Internal-Use Software, which aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software.


Ciena adopted ASU 2018-15 during the first quarter of fiscal 2019. The application of this accounting standard did not have a material impact on Ciena's Condensed Consolidated Financial Statements.

Restricted Cash in Statement of Cash Flows

In November 2016, the FASB issued ASU 2016-18 (“ASU 2016-18”), Statement of Cash Flows (Topic 230): Restricted Cash, which broadens the classification and presentation of changes in restricted cash in the statement of cash flows. Ciena adopted ASU 2016-18 during the first quarter of fiscal 2019. The application of this accounting standard update did not have a material impact on Ciena’s Condensed Consolidated Statements of Cash Flows. Prior period information has been retrospectively adjusted due to the adoption of ASU 2016-18, Statement of Cash Flows, Restricted Cash at the beginning of the first quarter of fiscal 2019.

Newly Issued Accounting Standards - Not Yet Effective

In February 2016, the FASB issued ASU No. 2016-02 (“ASU 2016-02”), Leases, which requires an entity to recognize assets and liabilities on the balance sheet for the rights and obligations created by leased assets and to provide additional disclosures. Under current GAAP,Effective November 3, 2019, Ciena adopted ASC 842 which requires right-of-use ("ROU") assets and lease liabilities to be recorded on the majoritybalance sheet for leases. The guidance specifies that at the inception of a contract, an entity must determine whether the contract is or contains a lease. The contract is or contains a lease if the contract conveys the right to control the use of the property, plant, or equipment for a designated term in exchange for consideration. Ciena’s evaluation of its contracts followed the assessment of whether there was a right to obtain substantially all of the economic benefits from the use and the right to direct the use of the identified asset in the contract. Operating leases are included in the Operating right-of-use assets (“Operating ROU assets”), Operating lease liabilities and Long-term operating lease liabilities in the Condensed Consolidated Balance Sheets. Finance leases are included in Equipment,
8

building, furniture and fixtures, net (“Finance ROU assets”), Accrued liabilities and other short-term obligations and Other long-term obligations are included in the Condensed Consolidated Balance Sheets.

Ciena adopted the guidance on a modified retrospective basis as of November 3, 2019, such that related amounts in prior periods have not been restated. Ciena has operating and finance leases that primarily relate to real property. As a practical expedient for its propertiesdisclosure, Ciena has elected the “package of practical expedients” and, as a result, did not reassess existing lease identifications, lease classifications or initial direct costs. As a practical expedient, Ciena has elected not to capitalize leases with a term of 12 months or less without a purchase option that it is likely to exercise. Also as a practical expedient, Ciena has elected not to separate lease and non-lease components of operating and finance leases. Lease components are consideredpayment items directly attributable to the use of the underlying asset, while non-lease components are explicit elements of a contract not directly related to the use of the underlying asset, including pass-through operating expenses like common area maintenance and utilities.

Operating ROU assets and lease liabilities and Finance ROU assets and lease liabilities are recognized on the Condensed Consolidated Balance Sheets at the present value of the future lease payments over the life of the lease term. Ciena uses discount rates based on incremental borrowing rates, on a collateralized basis, for the respective underlying assets, for terms similar to the respective leases when implicit rates for leases are not determinable. Operating lease costs are included as rent expense in the Condensed Consolidated Statements of Operations. Fixed base payments on operating leases paid directly to the lessor are recorded as lease expense on a straight-line basis. Related variable payments based on usage, changes in an index, or market rate are expensed as incurred. Finance ROU assets are generally amortized on a straight-line basis over the lease term with the interest expense on the lease liability recorded using the interest method. The amortization and interest expense are recorded separately in the Condensed Consolidated Statements of Operations.

Upon adoption, Ciena expectsrecorded Operating ROU assets of $53.3 million and lease liabilities of $76.0 million related to its operating leases. As of November 2, 2019, the restructuring reserve liability for vacated office space of $11.1 million was included in Accrued liabilities and other short-term obligations and Other long-term obligations on the Condensed Consolidated Balance Sheet under prior accounting guidance. Upon adoption of the updated guidance, the existing lease reserve liability was reclassified as a reduction to the Operating ROU assets. ROU assets will be tested for impairment when circumstances indicate that the carrying values may not be recoverable. The adoption of this guidance did not require a cumulative effect adjustment or have an impact on the Condensed Consolidated Statements of Income or Condensed Consolidated Statements of Cash Flows.

Opening Balance Adjustments

The following table summarizes the cumulative effect of the changes made to Ciena’s Condensed Consolidated Balance Sheet in connection with the adoption of this ASU will require theseASC 842 (in thousands):
Balance at
November 2, 2019		New Lease Accounting StandardAdjusted Balance at November 3, 2019
ASSETS:
Operating right-of-use assets$— $53,334 (1)$53,334 
Total assets$3,893,346 $53,334 $3,946,680 
LIABILITIES AND STOCKHOLDERS’ EQUITY:
Accrued liabilities and other short-term obligations$382,740 $(1,484)(2)$381,256 
Short-term lease liabilities$— 20,498 (3)$20,498 
Other long-term obligations$148,747 (21,244)(4)$127,503 
Long-term operating lease liabilities$— 55,564 (5)$55,564 
Total liabilities and stockholders’ equity$3,893,346 $53,334 $3,946,680 

(1) Represents $76.0 million of operating leases to be recognized as Operating ROU assets upon adoption of ASC 842, less $5.4 million of deferred rent, $6.2 million of tenant improvement allowances, $1.5 million of short-term restructuring reserve liability and $9.6 million of long-term restructuring reserve liability all recognized as a reduction to ROU assets.
(2) Represents $1.5 million of short-term restructuring reserve liability recognized as a reduction to Operating ROU assets.
9

(3) Represents $20.5 million of lease liabilities for operating leases.
(4) Represents $9.6 million of long-term restructuring reserve liability, $5.4 million of deferred rent, and $6.2 million of tenant improvement allowances recognized as a reduction to ROU assets.
(5) Represents $55.6 million of lease liabilities for operating leases.

See Note 15 for additional information.

Fair Value Measurement

In August 2018, the FASB issued Accounting Standards Update (“ASU”) No. 2018-13 (“ASU 2018-13”), Fair Value Measurement (Topic 820): Disclosure Framework which modifies the disclosure requirements on Ciena’s balance sheet.fair value measurements. Ciena adopted ASU 2016-02 is effective for Ciena2018-13 beginning in the first quarter of fiscal year 2020. Ciena is continuing to evaluate other possible impacts of the adoptionAdoption of ASU 2016-022018-13 did not have a material effect on its Consolidated Financial Statements and disclosures.Ciena’s financial position or results of operations.

Newly Issued Accounting Standards - Not Yet Effective

In June 2016, the FASB issued ASU No. 2016-13 (“ASU 2016-13”), Financial Instruments - Credit Losses, which requires measurement and recognition of expected credit losses for financial assets held based on historical experience, current conditions, and reasonable and supportable forecasts that affect the collectibilitycollectability of the reported amount. ASU 2016-13 is effective for Ciena beginning in the first quarter of fiscal 2021, and early adoption is permitted. Ciena is currently evaluating the impact of this accounting standard updateASU on its Consolidated Financial Statements and related disclosures.

In August 2018, the FASB issued ASU No. 2018-13 (“ASU 2018-13”), Fair Value Measurement (Topic 820): Disclosure Framework(3) which modifies the disclosure requirements on fair value measurements. ASU 2018-13 is effective for Ciena beginning in the first quarter of fiscal year 2020 and early adoption is permitted. Ciena is currently evaluating this guidance to determine the impact on its disclosures.REVENUE



(3)REVENUE
Disaggregation of Revenue

Ciena’s disaggregated revenue represents similar groups that depict the nature, amount, and timing of revenue and cash flows for Ciena’s various offerings. The sales cycle, contractual obligations, customer requirements, and go-to-market strategies may differ for each of its product categories, resulting in different economic risk profiles for each category.

The tables below (in thousands) set forth Ciena’s disaggregated revenue for the respective period:period (in thousands):
Quarter Ended August 1, 2020
Networking PlatformsPlatform Software and ServicesBlue Planet Automation Software and ServicesGlobal ServicesTotal
Product lines:
Converged Packet Optical$722,512 $0 $0 $0 $722,512 
Packet Networking79,756 0 0 0 79,756 
Platform Software and Services0 46,422 0 0 46,422 
Blue Planet Automation Software and Services0 0 11,297 0 11,297 
Maintenance Support and Training0 0 0 69,099 69,099 
Installation and Deployment0 0 0 39,798 39,798 
Consulting and Network Design0 0 0 7,828 7,828 
Total revenue by product line$802,268 $46,422 $11,297 $116,725 $976,712 
Timing of revenue recognition:
Products and services at a point in time$802,268 $15,838 $410 $3,300 $821,816 
Services transferred over time0 30,584 10,887 113,425 154,896 
Total revenue by timing of revenue recognition$802,268 $46,422 $11,297 $116,725 $976,712 
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Quarter Ended July 31, 2019Quarter Ended August 3, 2019
Networking Platforms Software and Software-Related Services Global Services TotalNetworking PlatformsPlatform Software and ServicesBlue Planet Automation Software and ServicesGlobal ServicesTotal
Product lines:       Product lines:
Converged Packet Optical$724,245
 $—
 $—
 $724,245
Converged Packet Optical$724,245 $0 $0 $0 $724,245 
Packet Networking71,823
 —
 —
 71,823
Packet Networking71,823 0 0 0 71,823 
Platform Software and Services—
 37,312
 —
 37,312
Platform Software and Services0 37,312 0 0 37,312 
Blue Planet Automation Software and Services—
 10,530
 —
 10,530
Blue Planet Automation Software and Services0 0 10,530 0 10,530 
Maintenance Support and Training—
 —
 65,936
 65,936
Maintenance Support and Training0 0 0 65,936 65,936 
Installation and Deployment—
 —
 39,802
 39,802
Installation and Deployment0 0 0 39,802 39,802 
Consulting and Network Design—
 —
 10,958
 10,958
Consulting and Network Design0 0 0 10,958 10,958 
Total revenue by product line$796,068
 $47,842
 $116,696
 $960,606
Total revenue by product line$796,068 $37,312 $10,530 $116,696 $960,606 
       
Timing of revenue recognition:       Timing of revenue recognition:
Products and services at a point in time$796,068
 $14,598
 $4,804
 $815,470
Products and services at a point in time$796,068 $12,657 $1,941 $4,804 $815,470 
Services transferred over time—
 33,244
 111,892
 145,136
Services transferred over time0 24,655 8,589 111,892 145,136 
Total revenue by timing of revenue recognition$796,068
 $47,842
 $116,696
 $960,606
Total revenue by timing of revenue recognition$796,068 $37,312 $10,530 $116,696 $960,606 
Nine Months Ended August 1, 2020
Networking PlatformsPlatform Software and ServicesBlue Planet Automation Software and ServicesGlobal ServicesTotal
Product lines:
Converged Packet Optical1,968,355 $0 $0 $0 $1,968,355 
Packet Networking211,432 0 0 0 211,432 
Platform Software and Services0 143,295 0 0 143,295 
Blue Planet Automation Software and Services0 0 41,779 0 41,779 
Maintenance Support and Training0 0 0 202,370 202,370 
Installation and Deployment0 0 0 108,994 108,994 
Consulting and Network Design0 0 0 27,452 27,452 
Total revenue by product line$2,179,787 $143,295 $41,779 $338,816 $2,703,677 
Timing of revenue recognition:
Products and services at a point in time$2,179,787 $45,930 $8,891 $12,174 $2,246,782 
Services transferred over time0 97,365 32,888 326,642 456,895 
Total revenue by timing of revenue recognition$2,179,787 $143,295 $41,779 $338,816 $2,703,677 
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Nine Months Ended July 31, 2019Nine Months Ended August 3, 2019
Networking Platforms Software and Software-Related Services Global Services TotalNetworking PlatformsPlatform Software and ServicesBlue Planet Automation Software and ServicesGlobal ServicesTotal
Product lines:       Product lines:
Converged Packet Optical$1,897,080
 $—
 $—
 $1,897,080
Converged Packet Optical$1,897,080 $0 $0 $0 $1,897,080 
Packet Networking216,529
 —
 —
 216,529
Packet Networking216,529 0 0 0 216,529 
Platform Software and Services—
 114,139
 —
 114,139
Platform Software and Services0 114,139 0 0 114,139 
Blue Planet Automation Software and Services—
 37,977
 —
 37,977
Blue Planet Automation Software and Services0 0 37,977 0 37,977 
Maintenance Support and Training—
 —
 196,002
 196,002
Maintenance Support and Training0 0 0 196,002 196,002 
Installation and Deployment—
 —
 111,746
 111,746
Installation and Deployment0 0 0 111,746 111,746 
Consulting and Network Design—
 —
 30,671
 30,671
Consulting and Network Design0 0 0 30,671 30,671 
Total revenue by product line$2,113,609
 $152,116
 $338,419
 $2,604,144
Total revenue by product line$2,113,609 $114,139 $37,977 $338,419 $2,604,144 
       
Timing of revenue recognition:       Timing of revenue recognition:
Products and services at a point in time$2,113,609
 $51,017
 $13,945
 $2,178,571
Products and services at a point in time$2,113,609 $39,801 $11,216 $13,945 $2,178,571 
Products and services transferred over time—
 101,099
 324,474
 425,573
Services transferred over timeServices transferred over time0 74,338 26,761 324,474 425,573 
Total revenue by timing of revenue recognition$2,113,609
 $152,116
 $338,419
 $2,604,144
Total revenue by timing of revenue recognition$2,113,609 $114,139 $37,977 $338,419 $2,604,144 



  Quarter Ended July 31, 2019 Nine Months Ended July 31, 2019
Geographic distribution:    
North America $617,000
 $1,678,599
EMEA 169,532
 413,715
CALA 39,261
 109,635
APAC 134,813
 402,195
Total revenue by geographic distribution $960,606
 $2,604,144

Effective the beginning of fiscal 2020, Ciena’s Global Sales and Marketing organization combined its previous North America and Caribbean and Latin America (“CALA”) regions into a new “Americas” sales region. Accordingly, Ciena reflects its sales geographically around the following markets: (i) Americas; (ii) Europe, Middle East and Africa (“EMEA”); and (iii) Asia Pacific, Japan and India (“APAC”). Within each geographic area, Ciena maintains specific teams or personnel that focus on a particular region, country, customer or market vertical. These teams include sales management, account salespersons and sales engineers, as well as services professionals and commercial management personnel.
For the periods below, Ciena’s geographic distribution of revenue was as follows (in thousands):
Quarter EndedNine Months Ended
August 1,August 3,August 1,August 3,
2020201920202019
Geographic distribution:
Americas$713,340 $656,261 $1,937,725 1,788,234 
EMEA162,465 169,532 433,861 413,715 
APAC100,907 134,813 332,091 402,195 
Total revenue by geographic distribution$976,712 $960,606 $2,703,677 $2,604,144 

•
•Networking Platforms revenue reflects sales of Ciena’s Converged Packet Optical and Packet Networking product lines.
◦Converged Packet Optical - includes the 6500 Packet-Optical Platform, 5430 Reconfigurable Switching System, Waveserver® stackable interconnect system (“Waveserver”), the family of CoreDirector® Multiservice Optical Switches and the Optical Transport Network (OTN) configuration for the 5410 Reconfigurable Switching System. This product line also includes sales of the Z-Series Packet-Optical Platform.
◦reflects sales of Ciena’s Converged Packet Optical and Packet Networking product lines.
•
Converged Packet Optical - includes the 6500 Packet-Optical Platform, 5430 Reconfigurable Switching System, Waveserver® stackable interconnect system, the family of CoreDirector® Multiservice Optical Switches and the OTN configuration for the 5410 Reconfigurable Switching System. This product line also includes sales of the Z-Series Packet-Optical Platform.
•
Packet Networking - includes the 3000 family of service delivery switches and service aggregation switches and the 5000 family of service aggregation switches. This product line also includes the 8700 Packetwave Platform, the Ethernet packet configuration for the 5410 Service Aggregation Switch, and the 6500 Packet Transport System (PTS), which combines packet switching, control plane operation, and integrated optics.
The Networking Platforms segment also includes sales of operating system software and enhanced software features embedded in each of the product lines above. Revenue from this segment is included in product revenue on the Condensed Consolidated Statements of Operations. Ciena’s hardware with the embedded operatingOperating system software and enhanced software features
12

embedded in Ciena hardware are each considered distinct performance obligations for which the revenue is generally recognized upfront at a point in time upon transfer of control.

•Platform Software and Software-RelatedServices provides analytics, data, and planning tools to assist customers in managing Ciena’s Networking Platforms products in their networks. Ciena’s platform software includes its Manage, Control and Plan (MCP) domain controller solution, OneControl Unified Management System, ON-Center® Network and Service Management Suite, Ethernet Services reflectsManager, Optical Suite Release and Planet Operate. Platform software-related services revenue includes sales of subscription, installation, support, and consulting services related to Ciena’s software platforms, operating system software and enhanced software features embedded in each of the following:Networking Platforms product lines above. Revenue from the software portion of this segment is included in product revenue on the Condensed Consolidated Statements of Operations. Revenue from services portions of this segment is included in services revenue on the Condensed Consolidated Statements of Operations.
Ciena’s
•Blue Planet® Automation Software and Services which is a comprehensive, open software suite, together with related services, that allows customers to use enhanced knowledge about their networks to drive adaptive optimization of their services and operations. Ciena’s Blue Planet Automation Platform includes multi-domain service orchestration (MDSO), network function virtualization (NFV), management and orchestration (NFV MANO), analytics, network health predictor (NHP), route optimization and assurance (ROA), inventory management, unified assurance and analytics (UAA) and Ciena’s SDN Multilayer Controller and virtual wide area network (V-WAN) application. Ciena acquired the NHP and ROA software solutions as a part of its acquisition of Packet Design, LLC (“Packet Design”). Ciena acquired the inventory management software solution as a part of its acquisition of DonRiver Holdings, LLC (“DonRiver”). Services revenue includes sales of subscription, installation, support, consulting and design services related to Ciena’s Blue Planet Automation Platform.
Ciena’s Platform Software and Services provides analytics, data, and planning tools to assist customers in managing Ciena’s Networking Platforms products in their networks. Ciena’s platform software includes its Manage, Control and Plan (MCP) domain controller solution, OneControl Unified Management System, ON-Center® Network and Service Management Suite, Ethernet Services Manager, Optical Suite Release and Planet Operate. As Ciena seeks further adoption of its MCP software platform and transitions features, functionality and customers to this platform, Ciena expects revenue declines for its other platform software solutions. Platform software-related services revenue includes sales of subscription, installation, support, and consulting services related to Ciena’s software platforms, operating system software and enhanced software features embedded in each of the Networking Platforms product lines above.
Revenue from the software portionsportion of this segment is included in product revenue on the Condensed Consolidated Statements of Operations. Revenue from services portions of this segment is included in services revenue on the Condensed Consolidated Statements of Operations.

Ciena’s software platform revenue typically reflects sales of either perpetual or term-based software licenses, and these sales are considered a distinct performance obligation where revenue is generally recognized upfront at a point in time upon transfer of control. Revenue from software subscription and support are recognized ratably over the period during which the services are performed. Revenue from professional services for solution customization, software and solution support services, consulting and design, and build-operate-transfer services relating to Ciena’s software offerings are recognized over time with Ciena applying the input method to determine the amount of revenue to be recognized in a given period.



•
Global Services reflects sales of a broad range of Ciena’s services for maintenance support and training, installation and deployment, and consulting and network design activities. Revenue from this segment is included in services revenue on the Condensed Consolidated Statements of Operations.
•Global Services revenue reflects sales of a broad range of Ciena’s services for maintenance support and training, installation and deployment, and consulting and network design activities. Revenue from this segment is included in services revenue on the Condensed Consolidated Statements of Operations. Ciena’s Global Services are considered a distinct performance obligation where revenue is generally recognized over time. Revenue from maintenance support is recognized ratably over the period during which the services are performed. Revenue from installation and deployment services and consulting and network design services are recognized over time with Ciena applying the input method to determine the amount of revenue to be recognized in a given period. Revenue from training services is generally recognized at a point in time upon completion of the service.

Contract Balances

The following table provides information about receivables, contract assets and contract liabilities (deferred revenue) from contracts with customers (in thousands):
Balance at August 1, 2020Balance at November 2, 2019
Accounts receivable, net$715,195 $724,854 
Contract assets for unbilled accounts receivable$97,373 $84,046 
Deferred revenue$136,870 $156,873 
  Balance at July 31, 2019 Adjusted Balance at November 1, 2018
Accounts receivable, net $798,884
 $799,011
Contract assets $74,348
 $31,380
Deferred revenue $145,030
 $140,704


Our contract assets represent unbilled accounts receivable where transfer of a product or service has occurred but invoicing is conditional upon completion of future performance obligations. These amounts are primarily related to installation and deployment and professional services arrangements where transfer of control has occurred, but Ciena has not yet invoiced the customer. Contract assets are included in prepaid expenses and other current assets in the Condensed Consolidated Balance Sheets.

13

Contract liabilities consist of deferred revenue and represent advanced payments against non-cancelable customer orders received prior to revenue recognition. Ciena recognized approximately $91.8 million and $77.4 million of revenue during the first nine months of fiscal 2020 and 2019 that was included in the deferred revenue balance at November 1, 2018.2, 2019 and November 3, 2018, respectively. Revenue recognized due to changes in transaction price from performance obligations satisfied or partially satisfied in previous periods was immaterial during the nine months ended July 31,August 1, 2020 and August 3, 2019.

Capitalized Contract Acquisition Costs

Capitalized contract acquisition costs consist of deferred sales commissions, and were $13.2$13.0 million and $13.6$15.7 million as of July 31, 2019August 1, 2020 and November 1, 2018,2, 2019, respectively, and were included in other current assets and other assets. The amortization expense associated with these costs was $16.2 million and $12.5 million during the first nine months of fiscal 2020 and 2019, respectively, and was included in sales and marketing expense.

Remaining Performance Obligations

Remaining Performance Obligations (RPO)(“RPO”) are comprised of non-cancelable customer purchase orders for products and services that are awaiting transfer of control for revenue recognition under the applicable contract terms. As of July 31, 2019,August 1, 2020, the aggregate amount of RPO was $1.15 billion.$970.6 million. As of July 31, 2019,August 1, 2020, Ciena expects approximately 83%82% of the RPO to be recognized as revenue within the next twelve months.

(4)BUSINESS COMBINATIONS

Packet Design, LLC(4) BUSINESS COMBINATIONS

Centina Systems, Inc. Acquisition

On JulyNovember 2, 2018,2019, Ciena acquired Packet Design, LLCCentina Systems, Inc. (“Packet Design”Centina”), a provider of service assurance analytics and network performance management software focused on Layer 3 network optimization, topology and route analytics,solutions, for approximately $41$34.0 million in cash. This transaction has been accounted for as the acquisition of a business.

During the third quarterfirst nine months of fiscal 2018,2020, Ciena incurred approximately $1.3$0.8 million of acquisition-related costs associated with this transaction. These costs and expenses includedprimarily reflect fees associated with financial, legal and accounting advisors and severance and other employment-related costs, including payments to certain former Packet Design employees.



advisors.

The following table summarizes the final purchase price allocation related to the acquisition based on the estimated fair value of the acquired assets and assumed liabilities (in thousands):
 Amount
Cash and cash equivalents$642
Accounts receivable1,525
Prepaid expenses and other450
Equipment, furniture and fixtures31
Goodwill20,304
Customer relationships and contracts2,200
Developed technology21,900
Accounts payable(165)
Accrued liabilities(657)
Deferred revenue(5,176)
Total purchase consideration$41,054
Amount
Cash and cash equivalents$5,718
Accounts receivable610
Prepaid expenses and other536
Equipment, furniture and fixtures17
Goodwill13,055
Customer relationships and contracts400
Developed technology22,200
Accounts payable(47)
Accrued liabilities(286)
Deferred revenue(1,493)
Deferred tax liability(6,692)
Total purchase consideration$34,018

Customer relationships and contracts represent agreements with existing Packet DesignCentina customers and have an estimated useful life of threetwo years.
Developed technology represents purchased technology that hadhas reached technological feasibility and for which Packet DesignCentina had substantially completed development as of the date of acquisition. Fair value was determined using future discounted cash flows related to the projected income stream of the developed technology for a discrete projection period. Cash flows were discounted to their present value as of the closing date. Developed technology is amortized on a straight linestraight-line basis over its estimated useful life of five years.
14

The goodwill generated from the acquisition of Packet DesignCentina is primarily related to expected synergies. The total goodwill amount was recorded in the Blue Planet Automation Software and Software-Related Services segment. The goodwill is not deductible for income tax purposes.
Pro forma disclosures have not been included due to immateriality.

(5)RESTRUCTURING COSTS
(5) RESTRUCTURING COSTS
Ciena has undertaken a number of restructuring activities intended to reduce expense and to better align its workforce and costs with market opportunities, product development and business strategies. The following table sets forth the restructuring activity and balance of the restructuring liability accounts, which are included in Accrued liabilities and other short-term obligations on Ciena’s Condensed Consolidated Balance Sheets, for the nine months ended July 31, 2019August 1, 2020 (in thousands):
Workforce
reduction		Consolidation
of excess
facilities and other restructuring activities		Total
Balance at November 2, 2019$3,983 $11,160 $15,143 
Charges5,015 
(1)
9,783 
(2)
14,798 
Adjustments related to ASC 8420 (11,160)
(3)
(11,160)
Cash payments(7,335)(9,783)(17,118)
Balance at August 1, 2020$1,663 $0 $1,663 
Current restructuring liabilities$1,663 $0 $1,663 


(1) Reflects a global workforce reduction of 79 employees during the nine months ended August 1, 2020 as part of a business optimization strategy to improve gross margin, constrain operating expense and redesign certain business processes.
(2) Primarily represents costs and imputed interest expense related to restructured facilities and the redesign of certain business processes.
 
Workforce
reduction
 
Consolidation
of excess
facilities
 Total
Balance at October 31, 2018$2,108
 $1,739
 $3,847
Additional liability recorded10,309
(1) 
1,387
(2) 
11,696
Cash payments(10,021) (1,631) (11,652)
Balance at July 31, 2019$2,396
 $1,495
 $3,891
Current restructuring liabilities$2,396
 $348
 $2,744
Non-current restructuring liabilities$—
 $1,147
 $1,147

(1)Reflects a global workforce reduction of approximately 225 employees during the nine months ended July 31, 2019 as part of a business optimization strategy to improve gross margin, constrain operating expense and redesign certain business processes.
(2)Reflects unfavorable lease commitments in connection with a portion of the facilities for certain locations in the United States and India where Ciena has vacated unused space.

(3) Represents restructuring reserve liability recognized as a reduction to Operating ROU assets, net in relation to adoption of ASC 842. See Notes 2 and 15 for further discussion.

The following table sets forth the restructuring activity and balance of the restructuring liability accounts, which are included in Accrued liabilities and other short-term obligations on Ciena’s Condensed Consolidated Balance Sheets for the nine months ended July 31, 2018August 3, 2019 (in thousands):
Workforce
reduction		Consolidation
of excess
facilities		Total
Balance at November 3, 2018$2,108 $1,739 $3,847 
Charges10,309 
(1)
1,387 
(2)
11,696 
Cash payments(10,021)(1,631)(11,652)
Balance at August 3, 2019$2,396 $1,495 $3,891 
Current restructuring liabilities$2,396 $348 $2,744 
Non-current restructuring liabilities$0 $1,147 $1,147 
(1) Reflects a global workforce reduction of approximately 225 employees during the nine months ended August 3, 2019 as part of a business optimization strategy to improve gross margin, constrain operating expense and redesign certain business processes.

(2) Reflects unfavorable lease commitments in connection with a portion of the facilities for certain locations in the United States and India where Ciena has vacated unused space.


 
Workforce
reduction
 
Consolidation
of excess
facilities
 Total
Balance at October 31, 2017$1,291
 $1,648
 $2,939
Additional liability recorded12,876
(1) 
3,803
(2) 
16,679
Cash payments(10,987) (3,084) (14,071)
Balance at July 31, 2018$3,180
 $2,367
 $5,547
Current restructuring liabilities$3,180
 $1,076
 $4,256
Non-current restructuring liabilities$—
 $1,291
 $1,291

(1)Reflects a global workforce reduction of approximately 230 employees during the nine months ended July 31, 2018 as part of a business optimization strategy to improve gross margin, constrain operating expense and redesign certain business processes.
(2)Reflects unfavorable lease commitments in connection with a portion of facilities located in Petaluma, California and Gurgaon, India.

(6) INTEREST AND OTHER INCOME, NET
(6)INTEREST AND OTHER INCOME (LOSS), NET
The components of interest and other income, net, are as follows (in thousands):
 Quarter Ended July 31, Nine Months Ended July 31,
 2019 2018 2019 2018
Interest income$3,475
 $3,620
 $10,866
 $9,276
Gains (losses) on non-hedge designated foreign currency forward contracts119
 2,182
 (757) 4,351
Foreign currency exchange losses(2,373) (6,879) (4,585) (11,670)
Other(171) (466) (465) (629)
Interest and other income (loss), net$1,050
 $(1,543) $5,059
 $1,328
15

Quarter EndedNine Months Ended
August 1,August 3,August 1,August 3,
2020201920202019
Interest income$849 $3,475 $6,262 $10,866 
Gains (losses) on non-hedge designated foreign currency forward contracts1,282 119 3,005 (757)
Foreign currency exchange losses(2,537)(2,373)(7,376)(4,585)
Other638 (171)(678)(465)
Interest and other income, net$232 $1,050 $1,213 $5,059 

Ciena Corporation, as the U.S. parent entity, uses the U.S. Dollar as its functional currency; however, some of its foreign branch offices and subsidiaries use local currencies as their functional currencies. Ciena recorded $4.6$7.4 million and $11.7$4.6 million in foreign currency exchange rate losses during the first nine months of fiscal 20192020 and fiscal 2018,2019, respectively, as a result of monetary assets and liabilities that were transacted in a currency other than the entity’s functional currency, and the related remeasurement adjustments were recorded in interest and other income, (loss), net, on the Condensed Consolidated Statements of Operations. From time to time, Ciena uses foreign currency forwards to hedge this type of balance sheet exposure. See Note 13 for further discussion. These forwards are not designated as hedges for accounting purposes, and any net gain or loss associated with these derivatives is reported in interest and other income, (loss), net, on the Condensed Consolidated Statements of Operations. During the first nine months of fiscal 2020, Ciena recorded gains of $3.0 million from non-hedge designated foreign currency forward contracts. During the first nine months of fiscal 2019, Ciena recorded losses of $0.8 million from non-hedge designated foreign currency forward contracts. During the first nine months of fiscal 2018, Ciena recorded gains of $4.4 million from non-hedge designated foreign currency forward contracts.

(7)INCOME TAXES
(7) INCOME TAXES

On December 22, 2017,2, 2019, the U.S. Department of the Treasury released final regulations and proposed regulations under Section 59A of the Internal Revenue Code, the Base Erosion and Anti-Abuse Tax (“BEAT”). BEAT, which requires certain U.S. corporations to pay a minimum tax associated with deductible payments to non-U.S. related parties, was enacted as part of the Tax Cuts and Jobs Act (the "Tax Act"“Tax Act”) was enacted. The Tax Act significantly revised. Also, on December 2, 2019, the U.S. corporate income tax laws by, among other things, lowering the statutory corporate income tax rate from 35% to 21% effective January 1, 2018, implementing a modified territorial tax system, and imposing a mandatory one-time transition tax on accumulated earnings of foreign subsidiaries. The enactmentDepartment of the Treasury released final regulations that provide additional guidance with respect to the foreign tax credit regime under the Tax Act resulted in Ciena recording a provisional tax expense of $472.8 million in fiscal 2018.Act.

The effective tax rate for the third quarter and nine months ended July 31, 2019August 1, 2020 was lower than the effective tax rate for the third quarter and nine months ended July 31, 2018,August 3, 2019, primarily due to reduced BEAT and the impacteffect of the Tax Act. The reduction of the U.S. federal corporatefinal regulations released on December 2, 2019.

Our future income tax rate from 35% to 21% effective January 1, 2018, required the remeasurement of netprovisions and deferred tax assetsbalances may be affected by the amount of pre-tax income, the jurisdictions where it is earned, the existence and liabilities (“DTA”). Ciena also recorded U.S. transitionutilizability of tax attributes and changes in the nine months ended July 31, 2018.



As of July 31, 2019,tax laws. Ciena continues to maintain a valuation allowance primarily relatedmonitor these items and will adopt strategies to state and foreign net operating losses and credits that Ciena estimates it will not be able to use. Ciena will continue to monitor its forecasts and results and may adjust the valuation allowanceaddress their impact as conditions change.appropriate.

(8)SHORT-TERM AND LONG-TERM INVESTMENTS
(8) SHORT-TERM AND LONG-TERM INVESTMENTS

As of the dates indicated, investments are comprised of the following (in thousands):
 August 1, 2020
Amortized CostGross Unrealized
Gains		Gross Unrealized
Losses		Estimated Fair
Value
U.S. government obligations:
Included in short-term investments$70,093 $311 $0 $70,404 
$70,093 $311 $0 $70,404 

16

 July 31, 2019
 Amortized Cost 
Gross Unrealized
Gains
 
Gross
Unrealized
Losses
 
Estimated Fair
Value
U.S. government obligations:       
Included in short-term investments$119,490
 $180
 $—
 $119,670
 $119,490
 $180
 $—
 $119,670

 October 31, 2018
 Amortized Cost 
Gross Unrealized
Gains
 
Gross Unrealized
Losses
 
Estimated Fair
Value
U.S. government obligations:       
Included in short-term investments$139,365
 $—
 $(347) $139,018
Included in long-term investments59,029
 —
 (59) 58,970
 $198,394
 $—
 $(406) $197,988
        
Commercial paper:       
Included in short-term investments$9,963
 $—
 $—
 $9,963
 $9,963
 $—
 $—
 $9,963


 November 2, 2019
Amortized CostGross Unrealized
Gains		Gross Unrealized
Losses		Estimated Fair
Value
U.S. government obligations:
Included in short-term investments$109,715 $225 $0 $109,940 
Included in long-term investments10,017 0 (3)10,014 
$119,732 $225 $(3)$119,954 


The following table summarizes the final legal maturities of debt investments at July 31, 2019August 1, 2020 (in thousands):

Amortized
Cost		Estimated
Fair Value
Less than one year$70,093 $70,404 
 
Amortized
Cost
 
Estimated
Fair Value
Less than one year$119,490
 $119,670


(9)FAIR VALUE MEASUREMENTS

(9) FAIR VALUE MEASUREMENTS

As of the date indicated, the following table summarizes the assets and liabilities that are recorded at fair value on a recurring basis (in thousands):

 August 1, 2020
 Level 1Level 2Level 3Total
Assets:    
Money market funds$899,212 $0 $0 $899,212 
Bond mutual fund50,309 0 0 50,309 
Deferred compensation plan assets7,830 0 0 7,830 
U.S. government obligations0 70,404 0 70,404 
Foreign currency forward contracts0 467 0 467 
Total assets measured at fair value$957,351 $70,871 $0 $1,028,222 
Liabilities:
Foreign currency forward contracts$0 $1,273 $0 $1,273 
Forward starting interest rate swaps0 31,932 0 31,932 
Total liabilities measured at fair value$0 $33,205 $0 $33,205 

November 2, 2019
Level 1Level 2Level 3Total
Assets:
Money market funds$759,114 $0 $0 $759,114 
Deferred compensation plan assets4,974 0 0 4,974 
U.S. government obligations0 119,954 0 119,954 
Foreign currency forward contracts0 1,570 0 1,570 
Total assets measured at fair value$764,088 $121,524 $0 $885,612 
Liabilities:
Foreign currency forward contracts$0 $35 $0 $35 
Forward starting interest rate swaps0 21,093 0 21,093 
Contingent consideration0 0 3,705 3,705 
Total liabilities measured at fair value$0 $21,128 $3,705 $24,833 
 July 31, 2019
 Level 1 Level 2 Level 3 Total
Assets:       
Money market funds$595,556
 $—
 $—
 $595,556
U.S. government obligations—
 119,670
 —
 119,670
Foreign currency forward contracts—
 882
 —
 882
Total assets measured at fair value$595,556
 $120,552
 $—
 $716,108
        
Liabilities:       
Foreign currency forward contracts$—
 $1,029
 $—
 $1,029
Forward starting interest rate swap—
 20,963
 —
 20,963
Contingent consideration—
 —
 10,900
 10,900
Total liabilities measured at fair value$—

$21,992
 $10,900
 $32,892


 October 31, 2018
 Level 1 Level 2 Level 3 Total
Assets:       
Money market funds$590,684
 $—
 $—
 $590,684
U.S. government obligations—
 197,988
 —
 197,988
Commercial paper—
 69,888
 —
 69,888
Foreign currency forward contracts—
 133
 —
 133
Forward starting interest rate swaps—
 779
 —
 779
Total assets measured at fair value$590,684
 $268,788
 $—
 $859,472
        
Liabilities:       
Foreign currency forward contracts$—
 $3,231
 $—
 $3,231
Debt conversion liability—
 164,212
 —
 164,212
Contingent consideration—
 —
 10,900
 10,900
Total liabilities measured at fair value$—
 $167,443
 $10,900
 $178,343
17


As of the date indicated, the assets and liabilities above are presented on Ciena’s Condensed Consolidated Balance Sheets as follows (in thousands):
 August 1, 2020
 Level 1Level 2Level 3Total
Assets:    
Cash equivalents$949,521 $0 $0 $949,521 
Short-term investments0 70,404 0 70,404 
Prepaid expenses and other0 467 0 467 
Other long-term assets7,830 0 0 7,830 
Total assets measured at fair value$957,351 $70,871 $0 $1,028,222 
Liabilities:
Accrued liabilities and other short-term obligations0 1,273 0 1,273 
Other long-term obligations0 31,932 0 31,932 
Total liabilities measured at fair value$0 $33,205 $0 $33,205 
July 31, 2019 November 2, 2019
Level 1 Level 2 Level 3 Total Level 1Level 2Level 3Total
Assets:       Assets:    
Cash equivalents$595,556
 $—
 $—
 $595,556
Cash equivalents$759,114 $0 $0 $759,114 
Short-term investments—
 119,670
 —
 119,670
Short-term investments0 109,940 0 109,940 
Prepaid expenses and other—
 882
 —
 882
Prepaid expenses and other0 1,570 0 1,570 
Long-term investmentsLong-term investments0 10,014 0 10,014 
Other long-term assetsOther long-term assets4,974 0 0 4,974 
Total assets measured at fair value$595,556
 $120,552
 $—
 $716,108
Total assets measured at fair value$764,088 $121,524 $0 $885,612 
       
Liabilities:       Liabilities:
Accrued liabilities$—
 $1,029
 $7,491
 $8,520
Accrued liabilities and other short-term obligationsAccrued liabilities and other short-term obligations$0 $35 $0 $35 
Other long-term obligations—
 20,963
 3,409
 24,372
Other long-term obligations0 21,093 3,705 24,798 
Total liabilities measured at fair value$—

$21,992
 $10,900
 $32,892
Total liabilities measured at fair value$0 $21,128 $3,705 $24,833 




 October 31, 2018
 Level 1 Level 2 Level 3 Total
Assets:       
Cash equivalents$590,684
 $59,925
 $—
 $650,609
Short-term investments—
 148,981
 —
 148,981
Prepaid expenses and other—
 133
 —
 133
Long-term investments—
 58,970
 —
 58,970
Other long-term assets—
 779
 —
 779
Total assets measured at fair value$590,684
 $268,788
 $—
 $859,472
        
Liabilities:       
Accrued liabilities$—
 $3,231
 $—
 $3,231
Debt conversion liability—
 164,212
 —
 164,212
Other long-term obligations—
 —
 10,900
 10,900
Total liabilities measured at fair value$—
 $167,443
 $10,900
 $178,343


Ciena did not have any transfers between Level 1 and Level 2 fair value measurements during the periods presented.

As of August 1, 2020, none of Ciena’s existing liabilities were classified as Level 3. As of November 2, 2019, Ciena’s Level 3 liability is included $3.7 million in both accrued liabilities and other long-term obligations and reflectsshort-term obligations. This reflected a contingent consideration element of a three-year payout arrangement associated with Ciena’s purchase of DonRiver Holdings, LLC (“DonRiver”) in the fourth quarter of fiscal 2018. The contingent consideration is valued by applying the income approach based upon a discounted cash flow technique using Monte Carlo simulations. As of July 31, 2019, there was no material change to the fair value.

(10)INVENTORIES
(10) INVENTORIES
As of the dates indicated, inventories are comprised of the following (in thousands):
August 1,
2020		November 2,
2019
Raw materials$133,642 $99,041 
Work-in-process12,615 13,657 
Finished goods215,323 226,622 
Deferred cost of goods sold45,050 53,051 
Gross inventories406,630 392,371 
Provision for excess and obsolescence(43,030)(47,322)
Inventories, net$363,600 $345,049 
 July 31,
2019		 October 31,
2018
Raw materials$102,240
 $67,468
Work-in-process15,456
 9,589
Finished goods193,487
 188,575
Deferred cost of goods sold93,448
 48,057
 404,631
 313,689
Provision for excess and obsolescence(47,813) (50,938)
 $356,818
 $262,751
18



Ciena writes down its inventory for estimated obsolescence or unmarketable inventory by an amount equal to the difference between the cost of inventory and the estimated net realizable value based on assumptions about future demand, which are affected by changes in Ciena’s strategic direction, discontinuance of a product or introduction of newer versions of products, declines in the sales of or forecasted demand for certain products, and general market conditions. During the first nine months of fiscal 2019,2020, Ciena recorded a provision for excess and obsolescence of $18.8$20.2 million, primarily related to a decrease in the forecasted demand for certain Networking Platforms products. Deductions from the provision for excess and obsolete inventory relate primarily to disposal activities.


(11) PREPAID EXPENSES AND OTHER
(11)PREPAID EXPENSES AND OTHER
As of the dates indicated, prepaid expenses and other are comprised of the following (in thousands):

August 1,
2020		November 2,
2019
Contract assets for unbilled accounts receivable$97,373 $84,046 
Prepaid VAT and other taxes80,672 84,706 
Prepaid expenses69,832 48,680 
Product demonstration equipment, net44,803 38,900 
Other non-trade receivables22,102 28,136 
Capitalized contract acquisition costs9,015 11,677 
Deferred deployment expense671 125 
Derivative assets467 1,570 
Restricted cash0 74 
 $324,935 $297,914 


 July 31,
2019		 October 31,
2018
Prepaid VAT and other taxes$84,359
 $82,518
Contract assets for unbilled accounts receivable74,348
 —
Product demonstration equipment, net39,977
 37,623
Prepaid expenses46,666
 32,987
Other non-trade receivables36,798
 25,716
Capitalized commissions - short term9,601
 —
Financing receivable—
 626
Deferred deployment expense—
 19,342
Derivative assets882
 133
 $292,631
 $198,945


Depreciation of product demonstration equipment was $6.5 million and $6.8 million during the first nine months of fiscal 20192020 and 2019.
2018, respectively.

For further discussion on contract assets and capitalized contract acquisition costs, see Note 3 above.

(12)
ACCRUED LIABILITIES AND OTHER SHORT-TERM OBLIGATIONS
(12) OTHER BALANCE SHEET DETAILS
As of the dates indicated, accrued liabilities and other short-term obligations are comprised of the following (in thousands):
August 1,
2020		November 2,
2019
Compensation, payroll related tax and benefits (1)
$94,156 $182,363 
Warranty52,166 48,498 
Vacation26,136 22,290 
Foreign currency forward contracts1,273 35 
Contingent consideration0 4,372 
Contingent compensation3,960 0 
Finance lease obligations2,765 2,764 
Interest payable741 1,007 
Other119,833 121,411 
 $301,030 $382,740 
 July 31,
2019		 October 31,
2018
Compensation, payroll related tax and benefits 
$125,651
 $140,277
Warranty46,680
 44,740
Vacation (1)
22,076
 42,507
Contingent consideration7,491
 —
Capital lease obligations2,798
 3,547
Interest payable1,062
 1,072
Other119,379
 107,932
 $325,137
 $340,075


(1) Reduction is primarily due to the payouttiming of North America vacation accruals in conjunction with adoption of a new vacation policy.bonus payments to employees under Ciena’s annual cash incentive compensation plan.

The following table summarizes the activity in Ciena’s accrued warranty for the fiscal periods indicated (in thousands):
Beginning BalanceCurrent Period ProvisionsSettlementsEnding Balance
Nine Months Ended August 3, 2019$44,740 15,933 (13,993)$46,680 
Nine Months Ended August 1, 2020$48,498 19,172 (15,504)$52,166 
Nine Months Ended July 31, Beginning Balance Current Period Provisions Settlements Ending Balance
2018 $42,456
 15,715
 (14,021) $44,150
2019 $44,740
 15,933
 (13,993) $46,680
19



(13) DERIVATIVE INSTRUMENTS
Settlement of Conversions of 3.75% Convertible Senior Notes due October 15, 2018 (“New Notes”)
Debt Conversion Liability Associated With the New Notes
The New Notes provided Ciena the option, at its election, to settle conversions of such notes for cash, shares of its common stock, or a combination of cash and shares equal to the aggregate amount due upon conversion. On August 30, 2018, Ciena notified the noteholders that it had elected to settle conversion of the New Notes in a combination of cash and shares, provided that the cash portion would not exceed an aggregate amount of $400 million. Ciena became obligated to settle a portion of the conversion feature in cash and reclassified the cash conversion feature from equity to a derivative liability at its fair value of $164.2 million. On November 15, 2018, Ciena paid approximately $111.3 million in cash and issued 1.6 million shares in settlement of this embedded conversion feature.




(13)DERIVATIVE INSTRUMENTS

Foreign Currency Derivatives       

As of July 31,August 1, 2020 and November 2, 2019, and October 31, 2018, Ciena had forward contracts to hedge its foreign exchange exposure in order to reduce the variability in its Canadian Dollar- and Indian Rupee-denominated expense, which principally relates to research and development activities. The notional amount of these contracts was approximately $142.0$146.6 million and $163.2$197.4 million as of July 31,August 1, 2020 and November 2, 2019, and October 31, 2018, respectively. These foreign exchange contracts have maturities of 24 months or less and have been designated as cash flow hedges.


During the first nine months        As of fiscalAugust 1, 2020 and November 2, 2019, and fiscal 2018,Ciena had forward contracts to hedge its foreign exchange exposure in order to hedge foreign exchange exposuresreduce the variability in various currencies of certain balance sheet items, Ciena entered into forward contracts to mitigate risk due to variability in various currencies.items. The notional amount of these contracts was approximately $193.3$205.1 million and $162.6$206.0 million as of July 31,August 1, 2020 and November 2, 2019, and October 31, 2018, respectively. These foreign exchange contracts have maturities of 12 months or less and have not been designated as hedges for accounting purposes.

Interest Rate Derivatives

Ciena is exposed to floating rates of LIBOR interest on its term loan borrowings (see Note 1516 below) and has hedged such risk by entering into floating to fixed interest rate swap arrangements (“interest rate swaps”). The interest rate swaps fix the LIBOR rate for $350.0 million of the New 2025 Term Loan (as defined in Note 16 below) at 2.957% through September 2023. The total notional amount of interest rate swaps in effect was $350.0 million as of July 31, 2019August 1, 2020 and October 31, 2018.November 2, 2019.

Ciena expects the variable rate payments to be received under the terms of the interest rate swaps to offset exactly the forecasted variable rate payments on the equivalent notional amounts of the term loan. These derivative contracts have been designated as cash flow hedges.

Other information regarding Ciena’s derivatives is immaterial for separate financial statement presentation. See Note 6 and Note 9 above.

(14)ACCUMULATED OTHER COMPREHENSIVE INCOME

(14) ACCUMULATED OTHER COMPREHENSIVE INCOME

The following table summarizes the changes in accumulated balances of other comprehensive income (“AOCI”), net of tax, for the nine months ended July 31, 2019:August 1, 2020:
 Unrealized 
Unrealized Loss
on
 Unrealized Loss on Cumulative  
 Loss on Available-for-sale Securities Foreign Currency Forward Contracts Forward Starting Interest Rate Swaps 
Foreign Currency
Translation Adjustment
 Total
Balance at October 31, 2018$(425) $(3,060) $6,417
 $(8,712) $(5,780)
Other comprehensive income (loss) before reclassifications581
 (349) (18,370) (1,903) (20,041)
Amounts reclassified from AOCI—
 3,100
 (1,043) —
 2,057
Balance at July 31, 2019$156
 $(309) $(12,996) $(10,615) $(23,764)

Unrealized Gain/(Loss) onCumulative
Available-for-sale SecuritiesForeign Currency Forward ContractsForward Starting Interest Rate SwapsForeign Currency
Translation Adjustment		Total
Balance at November 2, 2019$152 $925 $(13,686)$(9,475)$(22,084)
Other comprehensive gain (loss) before reclassifications69 (4,515)(12,507)(6,321)(23,274)
Amounts reclassified from AOCI0 2,742 2,427 0 5,169 
Balance at August 1, 2020$221 $(848)$(23,766)$(15,796)$(40,189)

The following table summarizes the changes in AOCI, net of tax, for the nine months ended July 31, 2018:August 3, 2019:

Unrealized Gain/(Loss) onCumulative
Available-for-sale SecuritiesForeign Currency Forward ContractsForward Starting Interest Rate SwapsForeign Currency
Translation Adjustment		Total
Balance at November 3, 2018$(425)$(3,060)$6,417 $(8,712)$(5,780)
Other comprehensive income (loss) before reclassifications581 (349)(18,370)(1,903)(20,041)
Amounts reclassified from AOCI0 3,100 (1,043)0 2,057 
Balance at August 3, 2019$156 $(309)$(12,996)$(10,615)$(23,764)


 Unrealized 
Unrealized Loss
on
 Unrealized Gain on Cumulative  
 Loss on Available-for-sale Securities Foreign Currency Forward Contracts Forward Starting Interest Rate Swaps 
Foreign Currency
Translation Adjustment
 Total
Balance at October 31, 2017$(451) $(1,386) $218
 $(9,398) $(11,017)
Other comprehensive income (loss) before reclassifications(59) (9) 5,330
 (2,161) 3,101
Amounts reclassified from AOCI—
 (1,058) 269
 —
 (789)
Balance at July 31, 2018$(510) $(2,453) $5,817
 $(11,559) $(8,705)

20

All amounts reclassified from AOCI related to settlement (gains) losses on foreign currency forward contracts designated as cash flow hedges impacted revenue and research and development expense on the Condensed Consolidated Statements of Operations. All amounts reclassified from AOCI related to settlement (gains) losses on forward starting interest rate swaps designated as cash flow hedges impacted interest and other income, (loss), net, on the Condensed Consolidated Statements of Operations.

(15) LEASES

Ciena leases over 1.4 million square feet of facilities globally related to the ongoing operations of its business segments and related functions. Ciena’s principal executive offices are located in Hanover, Maryland. Ciena’s largest facilities are research and development centers located in Ottawa, Canada and Gurgaon, India. Ciena also has engineering and/or service delivery facilities located in San Jose, California; Alpharetta, Georgia; Quebec, Canada; Austin, Texas; and Pune and Bangalore, India. In addition, Ciena leases various smaller offices in regions throughout the world to support sales and services operations. Office facilities are leased under various non-cancelable operating or finance leases. Ciena's current leases have remaining terms that vary up to 13 years. Certain leases provide for options to extend up to 10 years and/or options to terminate within eight years.

As discussed in Note 2, the restructuring reserve liability related to Ciena’s subleased space and vacated space for which subleases are being pursued was $11.1 million as of November 2, 2019. Upon Ciena’s adoption of ASC 842 on November 3, 2019, the existing Accrued liabilities and other short-term obligations and Other long-term obligations were reclassified as a reduction of the Operating ROU assets recorded in accordance with the updated guidance.

Leases included in the Condensed Consolidated Balance Sheets were as follows:
ClassificationAs of August 1, 2020
Operating leases:
Operating ROU AssetsOperating right-of-use assets$48,573
Operating lease liabilitiesOperating lease liabilities and Long-term operating lease liabilities71,558
Finance leases:
Buildings, grossEquipment, building, furniture and fixtures, net$70,289
Less: accumulated depreciationEquipment, building, furniture and fixtures, net(16,592)
Buildings, net$53,697
Finance lease liabilitiesAccrued liabilities and other short-term obligations and other long-term obligations$64,608

ROU assets that involve subleased or vacant space aggregate $8.1 million as of August 1, 2020. These assets may become impaired if tenants are unable to service their obligations under the sublease, and/or if the estimates as to occupancy are not realized, either of which may be more likely as COVID-19 impacts evolve.

The components of lease expense included in the Condensed Consolidated Statement of Operations were as follows:
Quarter EndedNine Months Ended
ClassificationAugust 1, 2020August 1, 2020
Operating lease costsOperating expense$4,234 $13,435 
Finance lease cost:
Amortization of finance ROU assetOperating expense1,097 3,330 
Interest on finance lease liabilitiesInterest expense1,162 3,574 
Total finance lease cost2,259 6,904 
Non-capitalized lease costOperating expense883 2,211 
Variable lease cost(1)
Operating expense1,265 3,900 
Net lease cost(2)
$8,641 $26,450 

(1) Variable lease costs include expenses relating to insurance, taxes, maintenance and other costs required by the applicable operating lease. Variable lease costs are determined by whether they are to be included in base rent and if amounts are based on a consumer price index.
21

(2) Excludes other operating expense of $2.2 million and $8.7 million for the quarter and nine months ended August 1, 2020, respectively, related to amortization of leasehold improvements.

Future minimum lease payments and the present value of minimum lease payments related to operating and finance leases as of August 1, 2020 were as follows:
Operating LeasesFinance LeasesTotal
Remaining fiscal 2020$5,423 $7,392 $12,815 
202120,382 7,572 27,954 
202215,692 7,902 23,594 
202312,332 7,901 20,233 
20249,927 8,013 17,940 
Thereafter13,193 59,712 72,905 
Total lease payments76,949 98,492 175,441 
Less: Imputed interest(5,391)(33,884)(39,275)
Present value of lease liabilities71,558 64,608 136,166 
Less: Current portion of present value of minimum lease payments(19,417)(2,765)(22,182)
Long-term portion of present value of minimum lease payments$52,141 $61,843 $113,984 

As of August 1, 2020, the weighted average remaining lease terms and weighted average discount rates for operating and finance leases were as follows:
(15)Weighted-average remaining lease term in years:  SHORT-TERM AND LONG-TERM DEBT
Operating leases4.60
Finance leases11.97
Weighted-average discount rates:
Operating leases3.03%
Finance leases7.56%

Outstanding Term Loan Payable

As of November 2, 2019, minimum aggregate rentals under operating leases were as follows:
20202021202220232024ThereafterTotal
Operating leases (1)
$28,776 $24,184 $16,767 $13,393 $10,632 $26,110 $119,862 

(1) The amount for operating lease commitments above include estimated variable expenses relating to insurance, taxes, maintenance and other costs required by the applicable operating lease.

(16) SHORT-TERM AND LONG-TERM DEBT

New 2025 Term Loan

The net carrying valueOn January 23, 2020, Ciena entered into a Refinancing Amendment to Credit Agreement pursuant to which Ciena refinanced the entire outstanding amount of Ciena’s Term Loan dueits then existing senior secured term loan with an outstanding aggregate principal amount of $693.0 million as of January 23, 2020 and maturing on September 28, 2025 (the “2025“Old 2025 Term Loan”) wasand incurred a new senior secured term loan in an aggregate principal amount of $693.0 million and maturing on September 28, 2025 (the “New 2025 Term Loan”).

        The net carrying values of Ciena’s term loans were comprised of the following for the fiscal periods indicated (in thousands):
  July 31, 2019 October 31, 2018
Term Loan Payable due September 28, 2025 $688,918
 $693,450
22


August 1, 2020November 2, 2019
Principal BalanceUnamortized DiscountDeferred Debt Issuance CostsNet Carrying ValueNet Carrying Value
New 2025 Term Loan$689,535 $(1,659)$(3,090)$684,786 $0 
Old 2025 Term Loan$0 $0 $0 $0 $687,406 
Deferred debt issuance costs that were deducted from the carrying amounts of the 2025 Term Loanterm loans totaled $3.8$3.1 million at July 31, 2019August 1, 2020 and $4.3$3.6 million at October 31, 2018.November 2, 2019. Deferred debt issuance costs are amortized using the straight-line method, which approximates the effect of the effective interest rate, method, through the maturity of the 2025 Term Loan.term loans. The amortization of deferred debt issuance costs for the 2025 Term Loanthese term loans is included in interest expense, and was $0.5 million during the first nine months of each of fiscal 2020 and fiscal 2019. The carrying value of the 2025 Term Loanterm loans listed above is also net of any unamortized debt discounts.
The principal balance, unamortized debt discount, deferred debt issuance costs, net carrying value and
As of August 1, 2020, the estimated fair value of the New 2025 Term Loan werewas $685.2 million. Ciena’s term loan is categorized as followsLevel 2 in the fair value hierarchy. Ciena estimated the fair value of its term loan using a market approach based on observable inputs, such as of July 31, 2019 (in thousands):current market transactions involving comparable securities.
          
 Principal Balance Unamortized Debt Discount Deferred Debt Issuance Costs Net Carrying Value 
Fair Value(1)
Term Loan Payable due September 28, 2025$694,750
 $(2,043) $(3,789) $688,918
 $696,487


(1)The 2025 Term Loan is categorized as Level 2 in the fair value hierarchy. Ciena estimated the fair value of the 2025 Term Loan using a market approach based upon observable inputs, such as current market transactions involving comparable securities.

(17) EARNINGS PER SHARE CALCULATION
(16) EARNINGS PER SHARE CALCULATION
The following tabletables (in thousands except per share amounts) is a reconciliation of the numerator and denominator of thereconcile basic net income (loss) per common share (“Basic EPS”) and the diluted net income (loss) per potential common share (“Diluted EPS”). Basic EPS is computed using the weighted average number of common shares outstanding. Diluted EPS is computed using the weighted average number of the following, in each case, to the extent the effect is not anti-dilutive: (i) common shares outstanding; (ii) shares issuable upon vesting of stock unit awards; and (iii) shares issuable under Ciena’s employee stock purchase plan and upon exercise of outstanding stock options, using the treasury stock method.

Quarter EndedNine Months Ended
 August 1,August 3,August 1,August 3,
Numerator2020201920202019
Net income used to calculate Basic and Diluted EPS$142,267 $86,749 $296,250 $173,103 


 Quarter Ended July 31, Nine Months Ended July 31,
Numerator2019 2018 2019 2018
Net income (loss)$86,749
 $50,840
 $173,103
 $(408,667)
Add: Interest expense associated with 3.75% Convertible Senior Notes due 2018 (Original)—
 464
 —
 —
Add: Interest expense associated with 4.0% Convertible Senior Notes due 2020—
 2,624
 —
 —
Net income (loss) used to calculate Diluted EPS$86,749
 $53,928
 $173,103
 $(408,667)
 Quarter Ended July 31, Nine Months Ended July 31,
Denominator2019 2018 2019 2018
Basic weighted average shares outstanding155,488
 143,400
 156,013
 143,766
Add: Shares underlying outstanding stock options and stock unit awards and issuable under employee stock purchase plan1,967
 1,330
 1,936
 —
Add: Shares underlying 3.75% Convertible Senior Notes due 2018 (New)—
 3,032
 —
 —
Add: Shares underlying 3.75% Convertible Senior Notes due 2018 (Original)—
 3,038
 —
 —
Add: Shares underlying 4.0% Convertible Senior Notes due 2020—
 9,198
 —
 —
Dilutive weighted average shares outstanding157,455
 159,998
 157,949
 143,766

 Quarter Ended July 31, Nine Months Ended July 31,
EPS2019 2018 2019 2018
Basic EPS$0.56
 $0.35
 $1.11
 $(2.84)
Diluted EPS$0.55
 $0.34
 $1.10
 $(2.84)

Quarter EndedNine Months Ended
 August 1,August 3,August 1,August 3,
Denominator2020201920202019
Basic weighted average shares outstanding154,184 155,488 154,136 156,013 
Add: Shares underlying outstanding stock options and stock unit awards and issuable under employee stock purchase plan2,134 1,967 1,605 1,936 
Dilutive weighted average shares outstanding156,318 157,455 155,741 157,949 

Quarter EndedNine Months Ended
 August 1,August 3,August 1,August 3,
EPS2020201920202019
Basic EPS$0.92 $0.56 $1.92 $1.11 
Diluted EPS$0.91 $0.55 $1.90 $1.10 

The following table summarizes the weighted average shares excluded from the calculation of the denominator for Diluted EPS due to their anti-dilutive effect for the periods indicated (in thousands):

Quarter EndedNine Months Ended
 August 1,August 3,August 1,August 3,
 2020201920202019
Shares underlying stock options and stock unit awards13 253 316 256 
Total shares excluded due to anti-dilutive effect13 253 316 256 
 Quarter Ended July 31, Nine Months Ended July 31,
 2019 2018 2019 2018
Shares underlying stock options and stock unit awards253
 318
 256
 2,183
3.75% Convertible Senior Notes due 2018 (Original)—
 —
 —
 3,038
3.75% Convertible Senior Notes due 2018 (New)—
 —
 —
 2,125
4.0% Convertible Senior Notes due 2020—
 —
 —
 9,198
Total shares excluded due to anti-dilutive effect253
 318
 256
 16,544
23




(18) STOCKHOLDERS’ EQUITY
(17) STOCKHOLDERS’ EQUITY

Stock Repurchase Program
On December 13, 2018, Ciena announced that its Board of Directors authorized a program to repurchase up to $500 million of Ciena’s common stock. The program may be modified, suspended, or discontinued at any time. Due to the continued uncertainty surrounding the duration and severity of potential macroeconomic impacts of COVID-19, Ciena considered it prudent to temporarily suspend purchases of its common stock under its stock repurchase program effective as of March 17, 2020. The reinstatement of the program and the amount and timing of repurchases are subject to a variety of factors including liquidity, cash flow, stock price, and general business and market conditions. The program may be modified, suspended, or discontinued at any time.
The following table summarizes activity of the stock repurchase program, reported based on trade date:

 Shares RepurchasedWeighted-Average Price per ShareAmount Repurchased (in thousands)
Cumulative balance at November 2, 20193,838,466 $39.10 $150,076 
Repurchase of common stock under the stock repurchase program1,872,446 39.81 74,535 
Cumulative balance at August 1, 20205,710,912 $39.33 $224,611 

 Shares Repurchased Weighted-Average Price per Share Amount Repurchased (in thousands)
Cumulative balance at October 31, 2018—
 $—
 $—
Repurchase of common stock under the stock repurchase program2,881,564
 38.84
 111,925
Cumulative balance at July 31, 20192,881,564
 $38.84
 $111,925


The purchase price for the shares of Ciena’s stock repurchased is reflected as a reduction of common stock and additional paid-in capital.

Stock Repurchases Related to Stock Unit Award Tax Withholdings
Ciena repurchases shares of common stock to satisfy employee tax withholding obligations due uponon vesting of stock unit awards. The purchase price of $23.2$26.3 million for the shares of Ciena’s stock repurchased during the first nine months of fiscal 20192020 is reflected as a reduction to stockholders’ equity. Ciena is required to allocate the purchase price of the repurchased shares as a reduction of common stock and additional paid-in capital.


(19) SHARE-BASED COMPENSATION EXPENSE

(18)SHARE-BASED COMPENSATION EXPENSE
        At Ciena’s 2020 Annual Meeting of Stockholders on April 2, 2020, Ciena’s stockholders approved an amendment to Ciena's 2017 Omnibus Incentive Plan (the “2017 Plan”) to increase the number of shares available for issuance thereunder by 12.2 million shares, which became effective as of such date. As of August 1, 2020, the total number of shares authorized for issuance under the 2017 Plan is 21.1 million and approximately 14.8 million shares remained available for issuance thereunder.

The following table summarizes share-based compensation expense for the periods indicated (in thousands):
Quarter EndedNine Months Ended
 August 1,August 3,August 1,August 3,
 2020201920202019
Product costs$960 $781 $2,458 $2,120 
Service costs1,007 783 2,885 2,460 
Share-based compensation expense included in cost of goods sold1,967 1,564 5,343 4,580 
Research and development4,286 3,560 12,957 11,034 
Sales and marketing5,180 4,192 15,057 12,323 
General and administrative5,940 5,813 17,442 16,416 
Share-based compensation expense included in operating expense15,406 13,565 45,456 39,773 
Share-based compensation expense capitalized in inventory, net(114)(45)39 93 
Total share-based compensation$17,259 $15,084 $50,838 $44,446 
 Quarter Ended July 31, Nine Months Ended July 31,
 2019 2018 2019 2018
Product costs$781
 $783
 $2,120
 $2,279
Service costs783
 618
 2,460
 1,965
Share-based compensation expense included in cost of sales1,564
 1,401
 4,580
 4,244
Research and development3,560
 3,082
 11,034
 10,133
Sales and marketing4,192
 3,417
 12,323
 10,505
General and administrative5,813
 4,538
 16,416
 14,121
Share-based compensation expense included in operating expense13,565
 11,037
 39,773
 34,759
Share-based compensation expense capitalized in inventory, net(45) (101) 93
 (107)
Total share-based compensation$15,084
 $12,337
 $44,446
 $38,896


As of July 31, 2019,August 1, 2020, total unrecognized share-based compensation expense was approximately $98.8$125.6 million, which relates to unvested stock unit awards and is expected to be recognized over a weighted-average period of 1.51.54 years.
24



(20) SEGMENTS AND ENTITY-WIDE DISCLOSURES

(19) SEGMENTS AND ENTITY-WIDE DISCLOSURES
Segment Reporting

Ciena has the following operating segments for reporting purposes: (i) Networking Platforms; (ii) Platform Software and Services; (iii) Blue Planet Automation Software and Services; and (iv) Global Services. During fiscal 2019, Ciena separated its previous Software and Software-Related Services;Services segment into 2 stand-alone operating segments. Because Ciena previously disclosed its Platform Software and (iii) GlobalServices and Blue Planet Automation Software and Services as distinct product lines in its presentation of segment revenue for Software and Software-Related Services, there is no significant change to the presentation of segment revenues as a result of this separation. Comparative periods have been retrospectively adjusted to disclose segment profit for Platform Software and Services and Blue Planet Automation Software and Services. See Note 3 to Ciena’s Condensed Consolidated Financial Statements included in Item 1 of Part I of this report.

Statements.
Ciena's long-lived assets, including equipment, building, furniture and fixtures, ROU assets, finite-lived intangible assets and maintenance spares, are not reviewed by Ciena's chief operating decision maker for purposes of evaluating performance and allocating resources. As of July 31, 2019,August 1, 2020, equipment, building, furniture and fixtures, net, totaled $280.6$267.0 million, primarily supportingand operating ROU assets totaled $48.6 million both of which support asset groups within Ciena’s Networking Platforms and Software and Software-Related Services4 operating segments and supporting Ciena’s unallocated selling and general and administrative activities. As of July 31, 2019, $22.7 million of Ciena’sAugust 1, 2020, finite-lived intangible assets, net weregoodwill and maintenance spares are assigned to asset groups within Ciena’s Networking Platforms segment and $98.6 million of Ciena’s intangible assets, net were assigned to asset groups within Ciena’s Software and Software-Related Services segment. As of July 31, 2019, $65.7 million of Ciena’s Goodwill was assigned to asset groups within Ciena’s Networking Platforms segment and $232.2 million of Ciena’s Goodwill was assigned to asset groups within Ciena’s Software and Software-Related Services segment. As of July 31, 2019, all of the maintenance spares, net, totaling $51.1 million, were assigned to asset groups within Ciena’s Global Services segment.following segments (in thousands):
August 1, 2020
Networking PlatformsPlatform Software and ServicesBlue Planet Automation Software and ServicesGlobal ServicesTotal
Other intangible assets, net$13,230 $0 $92,952 $0 $106,182 
Goodwill$65,532 $156,191 $89,049 $0 $310,772 
Maintenance spares, net$0 $0 $0 $62,491 $62,491 

Segment Revenue

The table below (in thousands) sets forth Ciena’s segment revenue for the respective periods:periods (in thousands):
Quarter EndedNine Months Ended
 August 1,August 3,August 1,August 3,
 2020201920202019
Revenue: 
Networking Platforms
Converged Packet Optical$722,512 $724,245 $1,968,355 $1,897,080 
Packet Networking79,756 71,823 211,432 216,529 
Total Networking Platforms802,268 796,068 2,179,787 2,113,609 
Platform Software and Services46,422 37,312 143,295 114,139 
Blue Planet Automation Software and Services11,297 10,530 41,779 37,977 
Global Services
Maintenance Support and Training69,099 65,936 202,370 196,002 
Installation and Deployment39,798 39,802 108,994 111,746 
Consulting and Network Design7,828 10,958 27,452 30,671 
Total Global Services116,725 116,696 338,816 338,419 
Consolidated revenue$976,712 $960,606 $2,703,677 $2,604,144 
 Quarter Ended July 31, Nine Months Ended July 31,
 2019 2018 2019 2018
Revenue:       
Networking Platforms       
Converged Packet Optical$724,245
 $592,892
 $1,897,080
 $1,548,189
Packet Networking71,823
 84,559
 216,529
 216,977
Total Networking Platforms796,068
 677,451
 2,113,609
 1,765,166
        
Software and Software-Related Services       
Platform Software and Services37,312
 36,818
 114,139
 117,347
Blue Planet Automation Software and Services10,530
 4,365
 37,977
 16,068
Total Software and Software-Related Services47,842
 41,183
 152,116
 133,415
        
Global Services       
Maintenance Support and Training65,936
 60,897
 196,002
 177,759
Installation and Deployment39,802
 31,262
 111,746
 89,487
Consulting and Network Design10,958
 8,024
 30,671
 29,103
Total Global Services116,696
 100,183
 338,419
 296,349
        
Consolidated revenue$960,606
 $818,817
 $2,604,144
 $2,194,930
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Segment Profit (Loss)
Segment profit (loss) is determined based on internal performance measures used by Ciena’s chief executive officer to assess the performance of each operating segment in a given period. In connection with that assessment, the chief executive officer excludes the following items: selling and marketing costs; general and administrative costs; amortization of intangible assets; significant asset impairments and restructuring costs; acquisition and integration costs;costs (recoveries); interest and other income, (loss), net; interest expense; loss on extinguishment and modification of debt and provision for income taxes.
The table below (in thousands) sets forth Ciena’s segment profit (loss) and the reconciliation to consolidated net income (loss) during the respective periods indicated:indicated (in thousands):

Quarter EndedNine Months Ended
 August 1,August 3,August 1,August 3,
 2020201920202019
Segment profit (loss):
Networking Platforms$262,801 $230,610 $642,057 $542,391 
Platform Software and Services24,299 14,251 74,918 47,192 
Blue Planet Automation Software and Services(5,316)(8,222)(12,828)(16,210)
Global Services52,676 47,833 151,744 142,515 
Total segment profit334,460 284,472 855,891 715,888 
Less: Non-performance operating expenses 
  Selling and marketing94,763 104,230 303,043 305,845 
  General and administrative41,635 42,695 126,133 124,092 
  Amortization of intangible assets5,840 5,529 17,532 16,586 
  Significant asset impairments and restructuring costs6,515 5,355 14,798 11,696 
Acquisition and integration costs (recoveries)(2,329)1,362 904 4,105 
Add: Other non-performance financial items
  Interest expense and other income, net(7,019)(8,354)(22,713)(23,257)
Loss on extinguishment and modification of debt0 0 (646)0 
Less: Provision for income taxes38,750 30,198 73,872 57,204 
Consolidated net income$142,267 $86,749 $296,250 $173,103 

 Quarter Ended July 31, Nine Months Ended July 31,
 2019 2018 2019 2018
Segment profit:       
Networking Platforms$230,610
 $181,603
 $542,391
 $396,995
Software and Software-Related Services6,029
 9,305
 30,982
 41,216
Global Services47,833
 39,502
 142,515
 121,823
Total segment profit284,472
 230,410
 715,888
 560,034
Less: Non-performance operating expenses       
  Selling and marketing104,230
 95,395
 305,845
 281,269
  General and administrative42,695
 38,212
 124,092
 115,594
  Amortization of intangible assets5,529
 3,837
 16,586
 11,083
  Significant asset impairments and restructuring costs5,355
 6,359
 11,696
 16,679
  Acquisition and integration costs1,362
 1,333
 4,105
 1,333
Add: Other non-performance financial items       
  Interest expense and other income (loss), net(8,354) (15,154) (23,257) (39,048)
Less: Provision for income taxes30,198
 19,280
 57,204
 503,695
Consolidated net income (loss)$86,749
 $50,840
 $173,103
 $(408,667)


Entity-Wide Reporting
Ciena’s operating segments each engage in business across 3 geographic regions: Americas; EMEA; and APAC. Americas include activities in North America and South America (previously, CALA). The following table reflects Ciena’s geographic distribution of revenue principally based on the relevant location for Ciena’s delivery of products and performance of services. For the periods below, Ciena’s geographic distribution of revenue was as follows (in thousands):
Quarter EndedNine Months Ended
August 1,August 3,August 1,August 3,
2020201920202019
Americas713,340 656,261 1,937,725 1,788,234 
EMEA162,465 169,532 433,861 413,715 
APAC100,907 134,813 332,091 402,195 
Total$976,712 $960,606 $2,703,677 $2,604,144 

Ciena’s revenue includes $592.2$647.0 million and $469.2$592.2 million of United States revenue for the third quarter of fiscal 2020 and 2019, and 2018, respectively. Ciena’s revenue also includes $83.6 million of India revenue for the third quarter of fiscal 2018. For the nine months ended July 31,August 1, 2020 and August 3, 2019, and 2018, United States revenue was $1.60$1.8 billion and $1.25$1.6 billion, respectively. No other country accounted for 10% or more of total revenue for the periods presented above.
The following table reflects Ciena’s geographic distribution of equipment, building, furniture and fixtures, net, and operating ROU assets, with any country accounting for at least 10% of total equipment, building, furniture and fixtures, net, and operating ROU assets specifically identified. Equipment, building, furniture and fixtures, net, and operating ROU assets
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attributable to geographic regions outside of the U.S. and Canada are reflected as “Other International.” For the periods below, Ciena’s geographic distribution of equipment, building, furniture and fixtures, net, and operating ROU assets was as follows (in thousands):
August 1,
2020		November 2,
2019
Canada$209,679 $211,901 
United States62,748 58,119 
Other International43,142 16,864 
Total$315,569 $286,884 
 July 31,
2019		 October 31,
2018
Canada$201,126
 $198,028
United States62,231
 75,479
Other International17,273
 18,560
Total$280,630
 $292,067


For the periods below, as applicable, AT&T, Verizon and a Web-scale provider were the only customers that accounted for at least 10% of Ciena’s revenue were as follows (in thousands):
Quarter EndedNine Months Ended
Quarter Ended July 31, Nine Months Ended July 31, August 1,August 3,August 1,August 3,
2019 2018 2019 2018 2020201920202019
AT&Tn/a
 $87,389
 $297,049
 $263,453
AT&T$114,963 n/a$304,645 $297,049 
Verizon118,875
 97,103
 314,000
 221,475
Verizonn/a118,875 272,200 314,000 
Web-scale provider123,253
 86,364
 298,106
 n/a
Web-scale providern/a123,253 n/a298,106 
Total$242,128
 $270,856
 $909,155
 $484,928
Total$114,963 $242,128 $576,845 $909,155 

n/aDenotes revenue representing less than 10% of total revenue for the period


The Web-scale provider noted above contributed greater than 10% of total revenue for the first time in fiscal 2019 and purchased products from each of Ciena’s operating segments excluding Blue Planet Automation Software and Services. The other customers identified above purchased products and services from each of Ciena’s operating segments.


(21) COMMITMENTS AND CONTINGENCIES

(20)  COMMITMENTS AND CONTINGENCIES

Canadian Grant

During fiscal 2018, Ciena entered into agreements related to the Evolution of Networking Services through a Corridor in Quebec and Ontario for Research and Innovation (“ENCQOR”) project with the Canadian federal government, the government of the province of Ontario and the government of the province of Quebec to develop a 5G technology corridor between Quebec and Ontario to promote research and development, small business enterprises and entrepreneurs in Canada. Under these agreements, Ciena can receive up to an aggregate CAD$57.6 million (approximately $43.6$42.9 million) in reimbursement from the 3 Canadian government entities for eligible costs over a period commencing on February 20, 2017 and ending on March 31, 2022. Ciena anticipates receiving recurring disbursements over this period. Amounts received under the agreements are subject to recoupment in the event that Ciena fails to achieve certain minimum investment, employment and project milestones. As of July 31, 2019,August 1, 2020, Ciena has recorded CAD$25.937.0 million (approximately $19.6$27.6 million) in cumulative benefits as a reduction in research and development expense of which CAD$9.38.1 million (approximately $7.0($6.0 million) was recorded in the first nine months of fiscal 2019.2020. As of July 31, 2019,August 1, 2020, amounts receivable from this grant were CAD$10.87.0 million (approximately $8.2($5.2 million).

Tax Contingencies

Ciena is subject to various tax liabilities arising in the ordinary course of business. Ciena does not expect that the ultimate settlement of these tax liabilities will have a material effect on its results of operations, financial position or cash flows.

Litigation

As a result of the acquisition of Cyan in August 2015, Ciena became a defendant in a securities class action lawsuit. On April 1, 2014, the first of 2 purported stockholder class action lawsuits was filed in the Superior Court of California, County of San Francisco, against Cyan, the members of Cyan’s board of directors, Cyan’s former Chief Financial Officer, and the underwriters of Cyan’s initial public offering. The cases were consolidated as Beaver County Employees Retirement Fund, et al. v. Cyan, Inc. et al., Case No. CGC-14-538355. The consolidated complaint alleged violations of federal securities laws on behalf of a purported class consisting of purchasers of Cyan’s common stock pursuant or traceable to the registration statement and prospectus for Cyan’s initial public offering in April 2013, and sought unspecified compensatory damages and other relief. On May 19, 2015, the proposed class was certified. During the fourth quarter of fiscal 2018, the parties agreed to the terms of a settlement of the action, which settlement was subject to notice to class members and approval by the court. On August 8, 2019, the court approved the settlement and entered judgment in the case. The terms of the settlement, which include a release and dismissal of all claims against all defendants without any liability or wrongdoing attributed to them, are not material to Ciena’s financial results.
Internal Investigation

As first disclosed in Ciena’s Form 10-K for fiscal 2017, during that year one of Ciena’s third-party vendors raised allegations about certain questionable payments to one or more individuals employed by a customer in a country in the ASEAN region. Ciena promptly initiated an internal investigation into the matter, with the assistance of outside counsel, which investigation corroborated direct and indirect payments to one such individual and sought to determine whether the payments may have violated applicable laws and regulations, including the U.S. Foreign Corrupt Practices Act. In September 2017, Ciena voluntarily contacted the SEC and the U.S. Department of Justice (the “DOJ”) to advise them of the relevant events and the findings of Ciena’s internal investigation. On December 10, 2018, the DOJ advised that it declined to prosecute this matter and that its investigation into this matter is closed. On September 9, 2019, the SEC advised that it has concluded its investigation into this matter and that its staff does not intend to recommend any enforcement action by the SEC against Ciena.
In addition to the matters described in “Litigation” and “Internal Investigation” above, Ciena is subject to various legal proceedings, claims and other matters arising in the ordinary course of business, including those that relate to employment, commercial, tax and other regulatory matters. Ciena is also subject to intellectual property related claims, including claims against third parties that may involve contractual indemnification obligations on the part of Ciena. Ciena does not expect that the ultimate costs to resolve such matters will have a material effect on its results of operations, financial position or cash flows.


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(21)SUBSEQUENT EVENTS

Stock Repurchase Program

From the end of the third quarter of fiscal 2019 through September 6, 2019, Ciena repurchased an additional 417,819 shares of its common stock, for an aggregate purchase price of $17.3 million at an average price of $41.38 per share, inclusive of repurchases pending settlement. As of September 6, 2019, Ciena has repurchased an aggregate of 3,299,383 shares and has an aggregate of $370.8 million of authorized funds remaining under its Stock Repurchase Program.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Cautionary Note Regarding Forward-Looking Statements

This quarterly report contains statements that discuss future events or expectations, projections of results of operations or financial condition, changes in the markets for our products and services, trends in our business, business prospects and strategies and other “forward-looking” information. In some cases, you can identify “forward-looking statements” by words like “may,” “will,” “can,” “should,” “could,” “expects,” “future,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “intends,” “potential,” “projects,” “targets,” or “continue” or the negative of those words and other comparable words. These statements may relate to, among other things: our competitive landscape; market conditions and growth opportunities; factors impacting our industry and markets; factors impacting the businesses of network operatorsour customers and their network architectures; adoption of next-generation network technology and software programmability and automation of networks; our strategy, including our research and development, supply chain and go-to-market initiatives; efforts to increase application of our solutions in customer networks and to increase the reach of our business into new or growing customer and geographic markets; our backlog and seasonality in our business; expectations for our financial results, revenue, gross margin, operating expense and key operating measures in future periods; the adequacy of our sources of liquidity to satisfy our working capital needs, capital expenditures, and other liquidity requirements; business initiatives including information technology (IT) transitions or initiatives; the impact of the Tax Cuts and Jobs Act and changes in our effective tax rates; and market risks associated with financial instruments and foreign currency exchange rates.rates; and future responses to and effects of the COVID-19 pandemic on our business, operations, liquidity and financial results. These statements are subject to known and unknown risks, uncertainties and other factors, and actual events or results may differ materially due to factors such as: 
        
•our ability to execute our business and growth strategies;
•fluctuations in our revenue, gross margin and operating results and our financial results generally;
•the loss of anyour customers, including the loss of oura single large customers,customer, a significant reduction in theirone or more customers’ spending, or a material change in their networking or procurement strategies;
•the duration and severity of the COVID-19 pandemic and the impact of countermeasures taken to mitigate its spread on macroeconomic conditions, economic activity, demand for our technology solutions, short- and long-term changes in customer or end user needs, continuity of supply chain, our ability to attract and retain personnel, our business operations, liquidity and financial results;
•the competitive environment in which we operate; 
•market acceptance of products and services currently under development and delays in product or software development;
•lengthy sales cycles and onerous contract terms with communications service providers, Web-scale providers and other large customers;
•product performance or security problems and undetected errors;
•our ability to continue to diversify our customer base beyond our traditional customers and to broaden the application for our solutions in communications networks;
•the level of growth in network traffic and bandwidth consumption and the corresponding level of investment in network infrastructures by network operators;
•the international scale of our operations;
•fluctuations in currency exchange rates;
•our ability to forecast accurately demand for our products for purposes of inventory purchase practices;
•the impact of pricing pressure and price compression that we regularly encounter in our markets; 
•our ability to enforce our intellectual property rights, and costs we may incur in response toconnection with any disputes over intellectual property right infringement claims made against us;rights;
•the continued availability, on commercially reasonable terms, of software and other technology under third-party licenses;
•the potential failure to maintain the security of confidential, proprietary or otherwise sensitive business information or systems or to protect against cyber attacks;
•the performance of our third-party contract manufacturers;
•changes or disruption in components or supplies provided by third parties, including sole and limited source suppliers;
•our ability to manage effectively our relationships with third-party service partners and distributors;


•unanticipated risks and additional obligations in connection with our resale of complementary products or technology of other companies;
•our ability to grow and to maintain our new distribution relationships under which we will make available certain technology as a component;
•our exposure to the credit risks of our customers and our ability to collect receivables;
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•modification or disruption of our internal business processes and information systems;
•the effect of our outstanding indebtedness on our liquidity and business;
•fluctuations in our stock price and our ability to access the capital markets to raise capital;
•unanticipated expenses or disruptions to our operations caused by facilities transitions or restructuring activities;
•our ability to attract and retain experienced and qualified personnel;
•disruptions to our operations caused by strategic acquisitions and investments or the inability to achieve the expected benefits and synergies of newly-acquired businesses;
•our ability to commercialize and to grow our software business and address networking strategies including software-defined networking and network function virtualization;
•changes in, and the impact of, government regulations, including with respect to: the communications industry generally; the business of our customers; the use, import or export of products; and the environment, potential climate change, and other social initiatives;
•the impact of the Tax Cuts and Jobs Act, future legislation or executive action in the U.S. relating to tax policy, changes in tax regulations and related accounting, and changes in our effective tax rates;
•future legislation or executive action in the U.S. or foreign countiescountries relating to trade regulations, including the imposition of tariffs and duties;duties or efforts to withdraw from or materially modify international trade agreements;
•factors beyond our control such as natural disasters, acts of war or terrorism, and public health emergencies, including the COVID-19 pandemic;
•the write-down of goodwill, long-lived assets, or our deferred tax assets;
•our ability to maintain effective internal controls over financial reporting and liabilities that result from the inability to comply with corporate governance requirements; and
•
•adverse results in litigation matters.


These are only some of the factors that may affect the forward-looking statements contained in this quarterly report. For a discussion identifying additional important factors that could cause actual results to vary materially from those anticipated in the forward-looking statements, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors” in this quarterly report. For a more complete understanding of the risks associated with an investment in Ciena’sour securities, you should review these factors and the rest of this quarterly report in combination with the more detailed description of our business and management’s discussion and analysis of financial condition and risk factors described in our annual report on Form 10-K for fiscal 2018,2019, which we filed with the SEC on December 21, 2018.20, 2019 (the “2019 Annual Report”). However, we operate in a very competitive and rapidly changing environment and new risks and uncertainties emerge, are identified or become apparent from time to time. We cannot predict all risks and uncertainties that could have an impact on the forward-looking statements contained in this quarterly report. You should be aware that the forward-looking statements contained in this quarterly report are based on our current views and assumptions. We undertake no obligation to revise or to update any forward-looking statements made in this quarterly report to reflect events or circumstances after the date hereof or to reflect new information or the occurrence of unanticipated events, except as required by law. The forward-looking statements in this quarterly report are intended to be subject to protection afforded by the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. Unless the context requires otherwise, references in this report to “Ciena,” the “Company,” “we,” “us” and “our” refer to Ciena Corporation and its consolidated subsidiaries.

Overview

We are a networking systems, services and software company, providing solutions that enable a wide range of network operators to deploy and manage next-generation networks that deliver services to businesses and consumers. We provide network hardware, software and services that support the transport, switching, aggregation, service delivery and management of video, data and voice traffic on communications networks. Our solutions are used by communications service providers, cable and multiservice operators, Web-scale providers, submarine network operators, governments, enterprises, research and education (R&E) institutions and other emerging network operators.

Our solutions include a diverseour portfolio of high-capacity Networking PlatformPlatforms, including our Converged Packet Optical and Packet Networking products, whichthat can be applied from the network core to networkend user access points, and whichthat allow network operators to scale capacity, increase transmission speeds, allocate traffic and adapt dynamically to changing end-user service demands. We also offer Platform Software that provides management and domain control of our next-generation packet and optical platformshardware solutions and automates network lifecycle operations, including provisioning equipment and services. In addition, throughThrough our comprehensive suite of Blue Planet® Automation Software, we enable network operatorsproviders to use network data, analytics and analyticspolicy-based assurance to drive enhancedachieve closed loop automation across multi-vendor and multi-domain network environments, accelerate service delivery,streamlining key business and enable an increasingly predictive and


autonomous network infrastructure.processes. To complement our hardware and software solutions,products, we offer a broad range of attached and software-related services that help our customers to design, optimize, integrate, deploy, managebuild, operate and maintainimprove their networks and associated operational environments. Through
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        We refer to our complete portfolio of solutions, we enable our customers to transform their networksvision as the Adaptive Network™. The Adaptive Network emphasizes a programmable network infrastructure, software control and automation capabilities, and network analytics and intelligence. By transforming network infrastructures into a dynamic, programmable environmentsenvironment driven by automation and analytics, which we refernetwork operators can realize greater business agility, dynamically adapt to as the Adaptive Network. Our solutions for the Adaptive Network create businesschanging end user service demands and operational value for our customers, enabling them torapidly introduce new revenue-generating services, reduce costsservices. They can also gain valuable real-time network insights, allowing them to optimize network operation and maximize the return on their network infrastructure investment.

RevenueImpact of the COVID-19 Pandemic
        COVID-19 was declared a pandemic in March 2020 and earnings growth, technology innovationcontinues to have a significant impact on the global economy, the industries and customers we serve and our operations. In response to the COVID-19 pandemic, we have prioritized the safety of our employees and business diversification.partners, while continuing to support the needs of our customers and communities during this unprecedented period.


Employees. We have implemented travel bans and restrictions, temporarily closed offices, and have required that the vast majority of our employees globally work from home on a regular basis. Given our long-standing practice of flexible working arrangements, our distributed workforce is accustomed to the digital platforms and virtual collaboration tools we use to maintain productivity and to remain in contact with one another and our business partners. For the small number of employees who need to be in offices, laboratory environments or at business partner sites to perform their roles, we are taking appropriate precautions to protect their health and safety. We have adopted new employee benefits and wellbeing initiatives to support our employees, including initiatives for those who are now working remotely. We also continue to hire and on-board new employees while operating primarily in a remote environment. We are proud of the way in which our employees have continued to productively execute on our innovation roadmap and operating goals, including achieving the commercial availability of our fifth-generation WaveLogic coherent modem technology. However, sustained limitations on the ability of our research and development employees to work in our facilities, including in Canada, India and the United States, as a result of restrictions imposed by governments, or us, could make it more difficult for them to collaborate as effectively, particularly in the development of new solutions.
Business & Operations. We have implemented business continuity plans designed to minimize potential business disruption from the COVID-19 pandemic and to protect our supply chain and customer fulfillment and support operations.
Demand for Products & Services.During the first nine monthssecond quarter of fiscal 2019,2020, we experienced higher than typical orders for our products and services among a concentrated set of larger customers with whom we had existing positions as a supplier. At that time, we believed that some portion of these orders likely reflected short-term purchasing behaviors based on customer-specific considerations in the face of the pandemic, including: customer concerns about future continued availability of supply; implementation of customer business continuity actions; our desire for increased visibility into expected demand; customer consumption of their existing inventory or spare equipment; additional network capacity requirements; acceleration of capital spending; and, possibly, increased bandwidth demands being placed on networks due to the pandemic. During the third quarter of fiscal 2020, our order volumes declined significantly from the previous quarter, particularly within our communications service provider and cable operator customers, in the face of continued economic uncertainty stemming from COVID-19. With respect to these customer segments in particular, we believe that this greater capital expenditure restraint stems from the deferral or re-prioritization of certain new network initiatives and continued uncertainty associated with the impact of the pandemic and economic uncertainty upon their enterprise business segments. As a result, our quarterly order volumes were meaningfully below revenue and earnings growth accelerated as we benefited meaningfully from strong network operator demand for capacity, favorable industry and competitive dynamics,during the third quarter of fiscal 2020, challenging our visibility and the continued execution ofoutlook for our strategy. Our strategy has focused on innovation leadership,orders and revenue in future periods. In the diversification of our business and customer base, and market share capture. Fornear-term, we expect this more cautious spending environment to continue into the nine months ended July 31, 2019, compared to the nine months ended July 31, 2018, our revenue grew from $2.19 billion to $2.60 billion, or approximately 19%, and our income from operations grew from $134.1 million to $253.6 million, or approximately 89%. Our results can fluctuate fromfourth quarter to quarter and, given the outstanding performance of our business during the first nine months of fiscal 2019,2020 and, likely, periods thereafter in fiscal 2021. We expect these conditions to continue to adversely affect our order volumes and to adversely impact revenue in the short term, with revenue for our fourth fiscal quarter expected to decline meaningfully on a sequential and year-over-year basis. Over the longer term, we do not expectcontinue to believe that these revenuethe unique and profit growth rates will be sustainable long-term.
increased demands placed on network infrastructures as a result of the COVID-19 pandemic, and the related increase in remote working worldwide, have accelerated certain trends, including cloud network adoption, networking resilience and flexibility, and enhanced network automation. We believe that we are well positioned competitively to capitalize on the opportunities that we expect to be presented by these dynamics.

Supply Chain. We rely on third-party manufacturing operations in Mexico, Thailand, the United States and Canada. We also rely on a global component supply network involving many vendors and countries throughout the world. During the second quarter of fiscal 2020, some of our component suppliers – particularly those with facilities in China and Malaysia – experienced challenges related to COVID-19 that resulted in temporary closures or reductions of supply capacity. Although in many cases we were able to overcome these conditions through execution of our
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mitigation planning, supply chain disruptions negatively impacted our revenue for the second quarter of fiscal 2020. During the third quarter of fiscal 2020, we took a number of steps, some of which remain ongoing, including multi-sourcing and pre-ordering components and finished goods inventory, in an effort to reduce the impact of the adverse supply chain conditions that we experienced. As a result of these actions, and generally improved conditions with our suppliers or the geographies in which they operate, supply chain related challenges to our operations abated in the third quarter of fiscal 2020 and were not material to revenue. However, there can be no assurance that supply chain disruptions related to COVID-19 will not continue, or worsen, in the future.
Services and Customer Fulfillment. We have experienced some disruption in our ability to provide installation, professional and fulfillment services to customers due to site access limitations, limited customer availability, project delays or re-prioritization by customers, and travel bans or restrictions on movement or gatherings, which adversely impacted revenue, particularly in the second quarter of fiscal 2020. These conditions have also made it more challenging to execute and adversely impacted the timing of customer plans to operationalize newer projects and recent customer design wins, primarily in international markets. We expect these conditions to persist in the short-term, adversely impacting our revenue and results of operations. We continue to benefittake steps and work with customers to ensure their business needs are supported, while protecting the health and safety of our employees, customers and business partners. However, should restrictions or disruptions of transportation persist or worsen, such as through reduced availability of air transport, port closures, or increased border controls or closures, our business, operations and ability to meet customer demand could be materially adversely affected.

Sales & Marketing. The competitive nature of our business depends on our ability to conduct sales and marketing activities with our customers. For instance, in the past few years, our ability to be first to market with leading networking solutions, and to conduct sales and marketing activities around these new technology offerings, has had a significant impact on our revenue and growth. In the first half of fiscal 2020, we were the first to market with 800 gigabit technology with our fifth-generation WaveLogic® coherent modem technology. Restrictions on travel due to COVID-19 and limitations on interactions with customers, such as field and lab trials, have negatively impacted our ability to carry out certain sales and marketing activities, including our ability to secure new customers, to qualify and sell new products, and to grow sales with customers. This is particularly the case where we do not have longer-standing supply relationships, such as within international markets and for our Blue Planet Automation Software & Services segment and our Packet Networking product line.

Market Conditions. As a result of continued economic uncertainty stemming from the pandemic, during the third quarter of fiscal 2020 we experienced a significant reduction in our effortsorder volumes, as compared to our revenue, and a reduction in our short-term outlook for our orders and revenue. We believe that ongoing concerns relating to the pandemic, and its impact on the enterprise business segments of our communications service provider and cable operator customers, continue to adversely impact the velocity of business in general, with a particular impact on customer willingness and ability to initiate new network projects. For example, our service provider customers rely in part upon the sale of services to consumers and enterprises, including those in the retail, entertainment, and travel industries, which have been acutely impacted by the negative economic effects of the COVID-19 pandemic. Similarly, certain of our Web-scale customers have business models that heavily rely upon advertising revenue from enterprises, including those in industries acutely affected by the COVID-19 pandemic. We believe customers are exercising greater restraint in networking projects, including data centers, and are also more carefully prioritizing where and when to add network capacity. Delays in operationalizing new network projects that we anticipated occurring on their original timelines have also adversely affected our expectations for revenue in the future. Conversely, our recent gross margin performance has benefited from these dynamics, with a larger percentage of our revenue comprised of existing business, as compared to new design wins and early in life projects, which tend to have lower margins. As a result of these dynamics, we expect the growth rates in our addressable markets to slow and the overall market growth to be flat to down in 2020 as compared to 2019, which we expect to adversely impact our revenue in the near term. We expect these market dynamics, including constrained customer spending and the decreased velocity of new business execution, to persist through the fourth quarter of fiscal 2020 and, likely, periods thereafter in fiscal 2021.

Liquidity & Balance Sheet. As of the end of the third quarter of fiscal 2020, we had $1.2 billion in cash and short-term investments. We believe our strong liquidity and balance sheet position is an important competitive differentiator at this time. It enables us to continue to invest in innovation, ensure a strong inventory position to support customers and provide for working capital needs. We regularly evaluate our liquidity position, debt obligations, and anticipated cash needs to fund our operating or investment plans, and may consider capital raising and other market opportunities that may be available to us. In light of the uncertainty surrounding the duration and severity of potential macroeconomic impacts of COVID-19, on March 17, 2020 we temporarily suspended purchases of our common stock under our stock repurchase program and have reallocated our investments principally to U.S. government-backed funds.
Community. Our global workforce has undertaken a range of volunteering and charitable actions to support our neighbors, communities and front-line health care workers during this challenging time. We have enhanced by three times our
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corporate charitable matching program for employee donations and volunteering, and our employees have volunteered their time in important ways during this crisis. For example, we have donated personal protective equipment and have been 3-D printing and designing face shields and components for health care workers.
The COVID-19 pandemic and resulting countermeasures taken to contain its spread have caused economic and financial disruptions globally. We continue to monitor the situation and actively assess further implications to our business, supply chain, fulfillment operations and customer demand. However, the COVID-19 situation remains dynamic, and the duration and severity of its impact on our business and results of operations in future periods remains uncertain. If the COVID-19 pandemic or its adverse effects become more severe or prevalent or are prolonged in the locations where we, our customers, suppliers or manufacturers conduct business, or we experience more pronounced disruptions in our operations, or in economic activity and demand generally, our business and results of operations in future periods could be materially adversely affected.
Investment in Adaptive Network Offerings and 5G Innovation
We have continued to use our significant research and development investment capacity to push the pace of innovation in our markets and provide market-leading offerings. Keeping pace withofferings that promote our Adaptive Network vision through further advances in programmable hardware, analytics, and control and automation. In the market’s demands for technology innovation requires considerable research and development investment capacity. For example, during the first nine monthsthird quarter of fiscal 2019,2020, our fifth-generation WaveLogic coherent modem technology, which is capable of delivering 800 gigabits of capacity per second over a single wavelength, became widely commercially available on our Converged Packet Optical platforms.
In February 2020, we invested $406.5 million in researchalso announced the future addition of several new routing platforms to support the demands of mobile xHaul (fronthaul, midhaul and development activities, an increase of approximately 14% comparedbackhaul) transport, which we expect to the first nine months of fiscal 2018. We believe that our investment capacity and innovation execution are important competitive differentiators that have contributed to the growth of our business. We believe that remaining competitivemake available in the geographies, markets,second half of calendar 2020. Designed to enable mobile network operators to migrate from 4G to 5G networks, these routers leverage our Adaptive Network vision and customer segments in which we sell depends upon our continued investment in innovation and our abilityBlue Planet Automation Software to offer solutions that address evolving consumption models for networking solutions.

We continue to diversify our business and have benefited from revenue contributions across a diverse set of geographies, product solutions and customer segments. During the nine months ended July 31, 2019, we grew revenue in our North America, Europe, Middle East and Africa (“EMEA”) and Caribbean and Latin America (“CALA”) geographic regions and across each of our operating segments, with a diverse set of hardware, software and service offerings. We grew revenue with our largest service provider customers and we have benefited from a strong market position with leading Web-scale providers. We believe continued diversification of our business can help us to competedeliver end-to-end IP-based services in a more simplified and modular manner than traditional router-based IP network designs. In addition, we enhanced our Blue Planet Intelligent Automation software portfolio for 5G automation applications, including vendor-agnostic network slicing features and dynamic industry environment, continueplanning capabilities that are intended to grow our business, and better withstand potential slowdowns in particular geographies, markets, customers or customer segments. For example, salesenable mobile network operators to Web-scale provider customers have been an increasingly important contributor to our overall growth and certain of these customers were among our largest customers by revenue for the nine months ended July 31, 2019. However, we expect that our revenue growth from these customers will moderate from the significant level achieved to date in fiscal 2019. As another example, after recent years of strong growth, revenue from our Asia Pacific and India (“APAC”) region decreased for the nine months ended July 31, 2019, primarily due to lower spending levels and resulting sales declines with service providers in India. However, the decrease in India was partially offset within APAC by higher sales in Japan, and the decrease in APAC was more than offset by sales increases in other geographies and customer segments.deliver 5G mobile services.

Available Information. Our quarterly reports on Form 10-Q, annual reports on Form 10-K, current reports on Form 8-K, and any amendments thereto filed or furnished with the SEC are available through the SEC’s website at www.sec.gov and are available free of charge on our website as soon as reasonably practicable after we file or furnish these documents. We routinely post the reports above, recent news and announcements, financial results and other information about Ciena that is important to investors in the “Investors” section of our website at www.ciena.com. Information on our website is not deemed to be incorporated by reference into this report. Investors are encouraged to review the “Investors” section of our website because, as with the other disclosure channels that we use, from time to time we may post material information on that site that is not otherwise disseminated by us.

For additional information on our business, industry, market opportunity, competitive landscape, and strategy, see our annual report on Form 10-K for the fiscal year ended October 31, 2018.2019 Annual Report.



Consolidated Results of Operations

Operating Segments

We haveOur results of operations are presented based on the following operating segments for reporting purposes:segments: (i) Networking Platforms; (ii) Platform Software and Software-RelatedServices; (iii) Blue Planet Automation Software and Services; and (iii)(iv) Global Services. See Note 320 to our Condensed Consolidated Financial Statements included in Item 1 of Part I of this report.

Quarter ended July 31, 2019August 1, 2020 compared to the quarter ended July 31, 2018August 3, 2019
Revenue
As of the first quarter of fiscal 2019, we adopted ASC 606 using the modified retrospective method. See Notes 2 and 3 to our Condensed Consolidated Financial Statements included in Item 1 of Part I of this report for the impact of this adoption on our financial results.

Revenue
During the third quarter of fiscal 2019,2020, approximately 15.6%14.9% of our revenue was non-U.S. Dollar-denominated, primarily including sales in Euros, Japanese Yen, Canadian Dollars, Brazilian Reais, Indian Rupees, Argentina Pesos, British Pounds, and Mexican Pesos.Indian Rupees. During the third quarter of fiscal 2019,2020, as compared to the third quarter of fiscal 2018,2019, the U.S. dollarDollar generally strengthened against these currencies. Consequently, our revenue reported in U.S. Dollars was reduced slightly by approximately $8.2$7.5 million, or 1.0%0.8%, as compared to the third quarter of fiscal 2018.2019. The table below (in thousands, except percentage data) sets forth the changes in our operating segment revenue for the periods indicated:indicated (in thousands, except percentage data):
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Quarter Ended July 31, Increase   Quarter Ended 
2019 %* 2018 %* (decrease) %** August 1, 2020%*August 3, 2019%*Increase (decrease)%**
Revenue:           Revenue:    
Networking Platforms       Networking Platforms
Converged Packet Optical$724,245
 75.4 $592,892
 72.5 $131,353
 22.2
Converged Packet Optical$722,512 74.0 $724,245 75.4 $(1,733)(0.2)
Packet Networking71,823
 7.5 84,559
 10.3 (12,736) (15.1)Packet Networking79,756 8.1 71,823 7.5 7,933 11.0 
Total Networking Platforms796,068
 82.9 677,451
 82.8 118,617
 17.5
Total Networking Platforms802,268 82.1 796,068 82.9 6,200 0.8 
       
Software and Software-Related Services       
Platform Software and Services37,312
 3.9 36,818
 4.5 494
 1.3
Platform Software and Services46,422 4.8 37,312 3.9 9,110 24.4 
Blue Planet Automation Software and Services10,530
 1.1 4,365
 0.5 6,165
 141.2
Blue Planet Automation Software and Services11,297 1.1 10,530 1.1 767 7.3 
Total Software and Software-Related Services47,842
 5.0 41,183
 5.0 6,659
 16.2
       
Global Services       Global Services
Maintenance Support and Training65,936
 6.9 60,897
 7.4 5,039
 8.3
Maintenance Support and Training69,099 7.1 65,936 6.9 3,163 4.8 
Installation and Deployment39,802
 4.1 31,262
 3.8 8,540
 27.3
Installation and Deployment39,798 4.1 39,802 4.1 (4)— 
Consulting and Network Design10,958
 1.1 8,024
 1.0 2,934
 36.6
Consulting and Network Design7,828 0.8 10,958 1.1 (3,130)(28.6)
Total Global Services116,696
 12.1 100,183
 12.2 16,513
 16.5
Total Global Services116,725 12.0 116,696 12.1 29 — 
           
Consolidated revenue$960,606
 100.0 $818,817
 100.0 $141,789
 17.3
Consolidated revenue$976,712 100.0 $960,606 100.0 $16,106 1.7 
_____________________________
* Denotes % of total revenue
** Denotes % change from 20182019 to 20192020


•Networking Platforms segment revenue increased, reflecting a product line sales increase of $7.9 million of our Packet Networking products, partially offset by a product line sales decrease of $1.7 million of our Converged Packet Optical products.
•
Networking Platforms segment revenue increased, reflecting a product line sales increase of $131.4 million of our Converged Packet Optical products,
◦Packet Networking sales increased, primarily reflecting sales increases of $18.1 million of our 3000 and 5000 families of service delivery and aggregation switches to enterprise customers, cable and multiservice operators, and communications service providers. These sales increases were partially offset by a product line sales decrease of $12.7 million of our Packet Networking products.
◦Converged Packet Optical sales primarily reflect sales increases of $84.6 million of our Waveserver stackable interconnect system and $59.9 million of our 6500 Packet-Optical Platform. These increases were partially


offset by a sales decrease of $11.3$9.9 million of our 5410/5430 Reconfigurable Switching Systems. Waveserver stackable interconnect system6500 Packet Transport System (PTS) to communications service providers.
◦Converged Packet Optical sales reflect increaseddecreased, primarily reflecting sales to Web-scale providers, which represent a growing portiondecreases of our business as we continue to diversify. The sales increase from$34.5 million of our 6500 Packet-Optical Platform is primarily due to increased sales to communications service providers and cableWeb-scale providers. This sales decrease was partially offset by a sales increase of $32.6 million of our Waveserver products primarily to communications service providers and multiservice operators.
◦Packet Networking sales primarily reflect sales decreases of $15.2 million of our packet networking platform independent software and $9.8 million of our 3000 and 5000 families of service delivery and aggregation switches. The sales decreases were partially offset by $12.1 million in sales of our 6500 Packet Transport System.
•
Software and Software-Related ServicesWeb-scale providers. segment revenue increased, primarilyreflecting a sales increase of $6.2 million of our Blue Planet Automation Software and Services. The increase in our Blue Planet Automation Software and Services includes sales of $2.4 million and $4.1 million related to the Packet Design and DonRiver businesses acquired during fiscal 2018, respectively.
•
Global Servicessegment revenue increased, reflecting sales increases of $8.5 million of our installation and deployment services, $5.0 million of our maintenance support and training services and $2.9 million of our network transformation services.

•Platform Software and Services segment revenue increased, reflecting increases of $5.0 million related to services and $4.1 million in software sales.
•Blue Planet Automation Software and Servicessegment revenue increased, reflecting an increase of $2.7 million in software services, partially offset by a decrease of $1.9 million of software platforms. Our entrance into the software automation market is in the early stages and, as such, revenue from our Blue Planet Automation Software platform has not been significant to date.
•Global Servicessegment revenue slightly increased, primarily reflecting a sales increase of $3.2 million of our maintenance support and training, partially offset by a sales decrease of $3.1 million of our consulting and network design services, in part due to impacts of COVID-19 as described above.

Our operating segments engage in business and operations across fourthree geographic regions: North America;Americas; EMEA; CALA and APAC. Results forAs discussed in Note 3, effective the beginning of fiscal 2020, our Global Sales and Marketing organization combined our previous North America include only activitiesand CALA regions into a new Americas sales region. The decrease in our EMEA region for the quarter ended August 1, 2020 was primarily driven by decreased sales in the U.S.United Kingdom. The decrease in our APAC region for the third quarter of fiscal 2020 was primarily driven by decreased sales in India and Canada.Japan. The following table reflects our
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geographic distribution of revenue principally based on the relevant location for our delivery of products and performance of services. Our revenue, when considered by geographic distribution, can fluctuate significantly, and the timing of revenue recognition for large network projects, particularly outside of North America,the United States, can result in large variations in geographic revenue results in any particular quarter. The increase in our EMEA region for the fiscal quarter ended July 31, 2019 was primarily driven by increased sales in the United Kingdom. The increase in our CALA region for the fiscal quarter ended July 31, 2019 was primarily driven by increased sales in Brazil and Mexico. The decrease in our APAC region for the fiscal quarter ended July 31, 2019 was primarily driven by decreased sales in India after a particularly strong 2018. This decrease was partially offset by increased sales in Japan and continued execution of our strategy to capture new market share with communications service providers in the region.period. The table below (in thousands, except percentage data) sets forth the changes in geographic distribution of revenue for the periods indicated:indicated (in thousands, except percentage data):

Quarter Ended 
Quarter Ended July 31, Increase   August 1, 2020%*August 3, 2019%*Increase (decrease)%**
2019 %* 2018 %* (decrease) %**
North America$617,000
 64.2 $497,004
 60.7 $119,996
 24.1
AmericasAmericas$713,340 73.0 $656,261 68.3 $57,079 8.7 
EMEA169,532
 17.6 122,204
 14.9 47,328
 38.7
EMEA162,465 16.6 169,532 17.6 (7,067)(4.2)
CALA39,261
 4.1 27,493
 3.4 11,768
 42.8
APAC134,813
 14.1 172,116
 21.0 (37,303) (21.7)APAC100,907 10.4 134,813 14.1 (33,906)(25.2)
Total$960,606
 100.0 $818,817
 100.0 $141,789
 17.3
Total$976,712 100.0 $960,606 100.0 $16,106 1.7 

* Denotes % of total revenue
** Denotes % change from 20182019 to 20192020
•Americas revenue increased,primarily reflecting sales increases of $45.6 million within our Networking Platforms segment, $5.1 million within our Platform Software and Services segment and $6.4 million in our Global Services segment. The increase within our Networking Platforms segment reflects a product line sales increase of $40.2 million of Converged Packet Optical products, primarily related to sales increases of $31.0 million of our Waveserver products and $9.6 million of our 6500 Packet-Optical Platform. Our Waveserver sales increase primarily reflects increased sales to Web-scale customers and communications service providers. Our 6500 Packet-Optical Platform sales increase primarily reflects increased sales to cable and multiservice providers.
•
North America
•EMEA revenue decreased,primarilyreflecting decreases of $5.9 million within our Networking Platforms segment and $3.7 million within our Global Services segment, partially offset by an increase of $2.3 million in our Platform Software and Services segment. The revenue decrease within our Networking Platforms segment reflects a product line sales decrease of $9.7 million of Converged Packet Optical products, primarily related to sales decreases of $8.2 million of our 6500 Packet-Optical Platform and $1.3 million of our Waveserver products.primarily reflects increases of $108.3 million within our Networking Platforms segment and $8.8 million within our Global Services segment. The increase within our Networking Platforms segment reflects a product line sales increase of $114.1 million of Converged Packet Optical products, primarily related to sales increases of $59.6 million of our 6500 Packet-Optical Platform and $57.2 million of our Waveserver stackable interconnect system. Our 6500 Packet-Optical Platform sales primarily reflect increased sales to communications service providers. Waveserver stackable interconnect system sales reflect increased sales to Web-scale providers.
•
EMEA revenue primarilyreflects an increase of $43.8 million within our Networking Platforms segment. The increase within our Networking Platforms segment reflects a product line sales increase of $43.3 million of Converged Packet Optical products, primarily related to sales increases of $23.4 million of our Waveserver stackable interconnect system to Web-scale providers and $22.0 million of our 6500 Packet-Optical Platform to communications service providers, submarine network operators and enterprise customers.
•
CALA revenue primarilyreflects increases of $7.0 million within our Networking Platforms segment and $4.4 million within our Global Services segment. Networking Platforms segment sales largely reflect increased sales of our 6500 Packet-Optical Platform to communications service providers.

•APAC revenue decreased,primarily reflecting decreases of $33.5 million within our Networking Platforms segment and $2.7 million of our Global Services segment, partially offset by a sales increase of $1.8 million within our Platform Software and Services segment. Our Networking Platforms segment revenue decrease primarily reflects a decrease of $35.9 million in sales of our 6500 Packet-Optical Platform primarily to communications service providers in India and Japan, partially offset by an increase of $2.9 million in sales of our Waveserver products, primarily to Web-scale providers.

•
APAC revenue primarily reflects a decrease of $40.6 million within our Networking Platforms segment partially offset by an increase of $3.8 million within our Software and Software-Related Services segment. Networking Platforms segment revenue primarily reflects product line decreases of $31.5 million in Converged Packet Optical sales and $9.1 million in Packet Networking sales. The decrease in Converged Packet Optical sales is primarily due to a decrease of $24.6 million in sales of our 6500 Packet-Optical Platform to communications service providers in India.

Cost of Goods Sold and Gross Profit

Product cost of goods sold consists primarily of amounts paid to third-party contract manufacturers, component costs, employee-related costs and overhead, shipping and logistics costs associated with manufacturing-related operations, warranty and other contractual obligations, royalties, license fees, amortization of intangible assets, cost of excess and obsolete inventory and, when applicable, estimated losses on committed customer contracts.

Services cost of goods sold consists primarily of direct and third-party costs associated with our provision of services including installation, deployment, maintenance support, consulting and training activities, and, when applicable, estimated losses on committed customer contracts. The majority of these costs relate to personnel, including employee and third-party contractor-related costs.

Our gross profit as a percentage of revenue, or “gross margin,” can fluctuate due to a number of factors, particularly when viewed on a quarterly basis. Our gross margin can fluctuate and be adversely impacted depending uponon our revenue concentration within a particular segment, product line, geography, or customer, including our success in selling software in a particular period. Our gross margin remains highly dependent on our continued ability to drive product cost reductions relative to the price compressionerosion that we regularly encounter in our markets due to competitive pressures.markets. Moreover, we are often required to compete with aggressive pricing and commercial terms, and, to secure business with new and existing customers, we may agree to pricing or other unfavorable commercial terms that adversely affect our gross margin. When we have successSuccess in taking share and winning new business it can result in additional pressure on gross margin from these pricing dynamics particularly duringand the early stages of these network deployments. Early stages of new network builds also often include an increased concentration of lower margin “common” equipment, photonics
34

sales and installation services, with ourthe intent to improve margin as we sell channel cards and maintenance services and other higher margin products to customers adding capacity or services to their networks. Gross margin and revenue can be impacted by technology-based price compression and the introduction or substitution of new platforms with improved price for performance as compared to existing solutions that may carry higher margins. Gross margin can also be impacted by changes in expense for excess and obsolete inventory and warranty obligations.

Service gross margin can be affected by the mix of customers and services, particularly the mix between deployment and maintenance services, geographic mix and the timing and extent of any investments in internal resources to support this business.

The tables below (in thousands, except percentage data) set forth the changes in revenue, cost of goods sold and gross profit for the periods indicated:indicated (in thousands, except percentage data):

Quarter Ended July 31, Increase   Quarter Ended 
2019 %* 2018 %* (decrease) %** August 1, 2020%*August 3, 2019%*Increase (decrease)%**
Total revenue$960,606
 100.0 $818,817
 100.0 $141,789
 17.3Total revenue$976,712 100.0 $960,606 100.0 $16,106 1.7 
Total cost of goods sold536,254
 55.8 467,274
 57.1 68,980
 14.8Total cost of goods sold512,031 52.4 536,254 55.8 (24,223)(4.5)
Gross profit$424,352
 44.2 $351,543
 42.9 $72,809
 20.7Gross profit$464,681 47.6 $424,352 44.2 $40,329 9.5 

* Denotes % of total revenue
** Denotes % change from 20182019 to 20192020

 Quarter Ended July 31, Increase  
 2019 %* 2018 %* (decrease) %**
Product revenue$810,588
 100.0 $691,758
 100.0 $118,830
 17.2
Product cost of goods sold454,921
 56.1 399,886
 57.8 55,035
 13.8
Product gross profit$355,667
 43.9 $291,872
 42.2 $63,795
 21.9


 Quarter Ended 
 August 1, 2020%*August 3, 2019%*Increase (decrease)%**
Product revenue$819,022 100.0 $810,588 100.0 $8,434 1.0 
Product cost of goods sold436,227 53.3 454,921 56.1 (18,694)(4.1)
Product gross profit$382,795 46.7 $355,667 43.9 $27,128 7.6 

* Denotes % of product revenue
** Denotes % change from 20182019 to 20192020

Quarter Ended July 31, Increase   Quarter Ended 
2019 %* 2018 %* (decrease) %** August 1, 2020%*August 3, 2019%*Increase (decrease)%**
Service revenue$150,018
 100.0 $127,059
 100.0 $22,959
 18.1Service revenue$157,690 100.0 $150,018 100.0 $7,672 5.1 
Service cost of goods sold81,333
 54.2 67,388
 53.0 13,945
 20.7Service cost of goods sold75,804 48.1 81,333 54.2 (5,529)(6.8)
Service gross profit$68,685
 45.8 $59,671
 47.0 $9,014
 15.1Service gross profit$81,886 51.9 $68,685 45.8 $13,201 19.2 

* Denotes % of services revenue
** Denotes % change from 20182019 to 20192020

•Gross profit as a percentage of revenue increased, as our gross margin benefited significantly from a favorable mix of customers and product lines that we believe to be a short-term effect due to COVID-19 related factors, and, to a lesser extent, continued improvement in our service margin. Due to the impact of COVID-19 and related restrictions on sales and marketing activities described in “Overview” above, during the second and third quarters of fiscal 2020, a higher proportion of our revenue consisted of sales of existing technology offerings deployed in the networks of existing customers, as compared to sales to new customers, early stage network deployments for recent design wins, or the introduction of new platforms, which tend to carry lower margins. We expect our gross margins to reduce from these elevated short-term levels as some of the pandemic’s impacts on new business lessen and our overall revenue resumes a more typical composition of revenue from existing and new business. A key part of our ongoing strategy is to leverage our technology leadership, displace competitors and capture additional market share. These efforts to expand our customer base or market share have in prior periods adversely affected our gross margin as a result of the more aggressive pricing, commercial concessions and other unfavorable terms often required to be successful within these competitive dynamics. Our mix of revenues from such new wins or early stage deployments can adversely
35

•
Gross profit as a percentage of revenue reflects improved product gross profit as described below. In recent periods, we have encountered fluctuations or reductions in our gross margin as a result of our strategy to leverage our technology leadership and to capture aggressively additional market share and displace competitors, with the intent to improve margin in the long term as we sell channel cards, maintenance services, and other higher margin products to customers adding capacity or services to their networks. In the fiscal quarter ended July 31, 2019, our gross margin benefited from the success of this ongoing strategy and the resulting favorable mix of customers, network deployments and capacity additions during the period. Continued implementation of this strategy may require that we agree to aggressive pricing, commercial concessions and other unfavorable terms, or result in an unfavorable mix of revenues from early stage deployments during a particular period, which can adversely impact gross margin.
impact gross margins in a particular period. The longer term intent of this strategy is to continue to improve our margins over time, as we sell channel cards adding capacity or services to networks, maintenance services, and other higher margin products.
•Gross profit on products as a percentage of product revenue increased, primarily due to a favorable mix of customers and product lines, as described above, and continued product cost reductions, partially offset by market-based price compression we encountered during the period.
•Gross profit on services as a percentage of services revenue increased, primarily due to a higher concentration of revenue from maintenance service contracts with relatively low incremental costs, and fewer early stage network deployment activities due to the impact of COVID-19.
•
Gross profit on products as a percentage of product revenue increased, primarily due to product cost reductions, a favorable mix of customers, network deployments and capacity additions, and improved manufacturing efficiencies, partially offset by market-based price compression we encountered during the period.
•
Gross profit on services as a percentage of services revenue decreased, primarily as a result of lower margins on our Blue Planet Automation software services and the impact of early stages of international network deployments.
Operating Expense
Operating expense consists of the component elements described below.

•
Research and development expense primarily consists of salaries and related employee expense (including share-based compensation expense), prototype costs relating to design, development, product testing, depreciation expense, and third-party consulting costs.

•
Selling and marketing expense primarily consists of salaries, commissions and related employee expense (including share-based compensation expense) and sales and marketing support expense, including travel, demonstration units, trade show expense, and third-party consulting costs.

•
General and administrative expense primarily consists of salaries and related employee expense (including share-based compensation expense) and costs for third-party consulting and other services.

•
Amortization of intangible assets primarily reflects the amortization of both purchased technology and the value of customer relationships derived from our acquisitions.

•
Significant asset impairments and restructuring costs primarily reflect actions we have taken to improve the alignment of our workforce, facilities and operating costs with perceived market opportunities, business strategies, changes in market and business conditions and significant impairments of assets.

•
Acquisition and integration costs consist of expenses for financial, legal and accounting advisors, severance and other employee-related costs associated with our acquisitions of Packet Design and DonRiver, including costs associated with a three-year earn-out arrangement related to the DonRiver acquisition.


•Research and development expense primarily consists of salaries and related employee expense (including share-based compensation expense), prototype costs relating to design, development, product testing, depreciation expense, and third-party consulting costs.

•Selling and marketing expense primarily consists of salaries, commissions and related employee expense (including share-based compensation expense) and sales and marketing support expense, including travel, demonstration units, trade show expense, and third-party consulting costs.

•General and administrative expense primarily consists of salaries and related employee expense (including share-based compensation expense) and costs for third-party consulting and other services.

•Amortization of intangible assets primarily reflects the amortization of both purchased technology and the value of customer relationships derived from our acquisitions.

•Significant asset impairments and restructuring costs primarily reflect actions we have taken to improve the alignment of our workforce, facilities and operating costs with perceived market opportunities, business strategies, changes in market and business conditions, the redesign of certain business processes and significant impairments of assets.

•Acquisition and integration costs (recoveries) consist of expenses for financial, legal and accounting advisors, severance and other employee-related costs associated with our acquisitions of DonRiver and Centina, including costs and recoveries of acquisition consideration associated with a three-year earn-out arrangement related to the DonRiver acquisition.

During the third quarter of fiscal 2019,2020, approximately 50.4%50.5% of our operating expense was non-U.S. Dollar-denominated, including expenses in Canadian Dollars, British Pounds, Indian Rupees and Euros.British Pounds. During the third quarter of fiscal 20192020 as compared to the third quarter of fiscal 2018,2019, the U.S. Dollar generally strengthened against these currencies. Consequently, our operating expense reported in U.S. Dollars was reduced slightly by approximately $2.6$3.6 million, or 1.0%1.3%, as compared to the third quarter of fiscal 2018,2019, due to the strengthening U.S. Dollar, net of hedging. The table below (in thousands, except percentage data) sets forth the changes in operating expense for the periods indicated:indicated (in thousands, except percentage data):

Quarter Ended July 31, Increase   Quarter Ended 
2019 %* 2018 %* (decrease) %** August 1, 2020%*August 3, 2019%*Increase (decrease)%**
Research and development$139,880
 14.6 $121,133
 14.8 $18,747
 15.5
Research and development$130,221 13.3 $139,880 14.6 $(9,659)(6.9)
Selling and marketing104,230
 10.9 95,395
 11.7 8,835
 9.3
Selling and marketing94,763 9.7 104,230 10.9 (9,467)(9.1)
General and administrative42,695
 4.4 38,212
 4.7 4,483
 11.7
General and administrative41,635 4.3 42,695 4.4 (1,060)(2.5)
Amortization of intangible assets5,529
 0.6 3,837
 0.5 1,692
 44.1
Amortization of intangible assets5,840 0.6 5,529 0.6 311 5.6 
Significant asset impairments and restructuring costs5,355
 0.6 6,359
 0.8 (1,004) (15.8)Significant asset impairments and restructuring costs6,515 0.7 5,355 0.6 1,160 21.7 
Acquisition and integration costs1,362
 0.1 1,333
 0.2 29
 2.2
Acquisition and integration costs (recoveries)Acquisition and integration costs (recoveries)(2,329)(0.2)1,362 0.1 (3,691)(271.0)
Total operating expenses$299,051
 31.2 $266,269
 32.7 $32,782
 12.3
Total operating expenses$276,645 28.4 $299,051 31.2 $(22,406)(7.5)

36

* Denotes % of total revenue
** Denotes % change from 20182019 to 20192020
•Research and development expense benefited from $2.2 million as a result of foreign exchange rates, net of hedging, primarily due to a stronger U.S. Dollar in relation to the Canadian Dollar and Indian Rupee. Including the effect of foreign exchange rates, net of hedging, research and development expense decreased by $9.7 million. This decrease primarily reflects decreases in employee and compensation costs, facility and information technology costs, and travel and entertainment costs due to COVID-19, partially offset by increases in professional services and technology and related costs.
•
Research and development expense benefited from $0.9 million as a result of foreign exchange rates, net of hedging, primarily due to a stronger U.S. Dollar in relation to the Canadian Dollar and Indian Rupee. Including the effect of foreign exchange rates, net of hedging, research and development expenses increased by $18.7 million. This increase primarily reflects increases of $13.5 million in employee and compensation costs, $3.3 million for facility and information technology costs and $3.1 million in professional services.
•Selling and marketing expense benefited from $1.0 million as a result of foreign exchange rates, primarily due to a stronger U.S. Dollar in relation to the Brazilian Reais, Indian Rupee, and Canadian Dollar. Including the effect of foreign exchange rates, sales and marketing expenses decreased by $9.5 million. This decrease primarily reflects decreases in travel and entertainment costs due to restrictions on travel and limitations on our interactions with customers as a result of COVID-19.
•General and administrative expense decreased by $1.1 million. This decrease primarily reflects a decrease in employee and compensation costs, partially offset by an increase in bad debt expense.
•Amortization of intangible assets slightlyincreased due to additional intangibles acquired in connection with our acquisition of Centina in the first quarter of fiscal 2020.
•Significant asset impairments and restructuring costs reflect global workforce reductions as part of a business optimization strategy to improve gross margin, constrain operating expense, and redesign certain business processes.
•Acquisition and integration costs (recoveries) primarilyreflect recoveries of acquisition consideration associated with a three-year earn-out arrangement related to the DonRiver acquisition.
•
Selling and marketing expense benefited from $1.4 million as a result of foreign exchange rates primarily due to a stronger U.S. Dollar in relation to the Euro, Australian Dollar and Canadian Dollar. Including the effect of foreign exchange rates, sales and marketing expenses increased by $8.8 million, primarily reflecting an increase in employee and compensation costs.
•
General and administrative expense increasedby $4.5 million, primarily reflecting an increase in employee and compensation costs.
•
Amortization of intangible assets increased due to additional intangibles acquired in connection with our acquisitions of Packet Design and DonRiver during fiscal 2018.
•
Significant asset impairments and restructuring costs reflect global workforce reductions as part of a business optimization strategy to improve gross margin, constrain operating expense, and redesign certain business processes and unfavorable lease commitments for certain facility locations in the United States and India where we have vacated unused space.
•
Acquisition and integration costs reflect financial, legal and accounting advisors and severance and other employment-related costs related to our acquisitions of Packet Design and DonRiver.
Other itemsItems
The table below (in thousands, except percentage data) sets forth the changes in other items for the periods indicated:indicated (in thousands, except percentage data):
Quarter Ended 
Quarter Ended July 31, Increase   August 1, 2020%*August 3, 2019%*Increase (decrease)%**
Interest and other income, netInterest and other income, net$232 0.0 $1,050 0.1 $(818)(77.9)
Interest expenseInterest expense$7,251 0.7 $9,404 1.0 $(2,153)(22.9)
2019 %* 2018 %* (decrease) %**
Interest and other income (loss), net$1,050
 0.1 $(1,543) (0.2) $2,593
 (168.0)
Interest expense$9,404
 1.0 $13,611
 1.7
 $(4,207) (30.9)
Provision for income taxes$30,198
 3.1 $19,280
 2.4
 $10,918
 56.6
Provision for income taxes$38,750 4.0 $30,198 3.1 $8,552 28.3 

* Denotes % of total revenue
** Denotes % change from 20182019 to 20192020
•Interest and other income, net primarily reflects lower interest income due to reduced interest rates on our investments, partially offset by the impact of foreign exchange rates on assets and liabilities denominated in a currency other than the relevant functional currency, net of hedging activity.

•Interest expense decreased,primarily due to a reduction of LIBOR rates impacting our New 2025 Term Loan.

•
Interest and other income, net primarily reflects the impact of foreign exchange rates on assets and liabilities denominated in a currency other than the relevant functional currency, net of hedging activity.
•
Interest expense decreased,primarily due to a reduction in our aggregate outstanding debt during the fourth quarter of fiscal 2018.
•
Provision for income taxes increased, due to higher earnings for the third quarter of fiscal 2019. The effective tax rate for the third quarter of 2019•Provision for income taxes increased, due to higher earnings for the third quarter of fiscal 2020. The effective tax rate for the third quarter of fiscal 2020 was lower compared to the third quarter of fiscal 2018, primarily due to a lower statutory federal income tax rate in 2019.

Nine months ended July 31, 2019 compared to the third quarter of fiscal 2019, primarily due to reduced BEAT.
nine
Nine months ended July 31, 2018August 1, 2020 compared to the nine months ended August 3, 2019

Revenue
During the first nine months of fiscal 2019,2020, approximately 17.4%15.8% of our revenue was non-U.S. Dollar-denominated, including sales in Euros, Canadian Dollars, Japanese Yen, Canadian Dollars, Brazilian Reais, British Pounds, Indian Rupees Argentina Pesos, British Pounds and Mexican Pesos.United Arab Emirates Dirham. During the first nine months of fiscal 2019,2020, as compared to the first nine months of fiscal 2018,2019, the U.S. Dollar generally strengthened against these currencies. Consequently, our revenue reported in U.S. Dollars was reduced by approximately $37.4$13.5 million or 1.4%0.5%. The table below (in thousands, except percentage data) sets forth the changes in our operating segment revenue for the periods indicated:

indicated (in thousands, except percentage data):
37

Nine Months Ended July 31, Increase   Nine Months Ended 
2019 %* 2018 %* (decrease) %** August 1, 2020%*August 3, 2019%*Increase (decrease)%**
Revenue:           Revenue:    
Networking Platforms       Networking Platforms
Converged Packet Optical$1,897,080
 72.8 $1,548,189
 70.5 $348,891
 22.5
Converged Packet Optical$1,968,355 72.8 $1,897,080 72.8 71,275 3.8 
Packet Networking216,529
 8.3 216,977
 9.9 (448) (0.2)Packet Networking211,432 7.8 216,529 8.3 (5,097)(2.4)
Total Networking Platforms2,113,609
 81.1 1,765,166
 80.4 348,443
 19.7
Total Networking Platforms2,179,787 80.6 2,113,609 81.1 66,178 3.1 
       
Software and Software-Related Services       
Platform Software and Services114,139
 4.4 117,347
 5.3 (3,208) (2.7)Platform Software and Services143,295 5.3 114,139 4.4 29,156 25.5 
Blue Planet Automation Software and Services37,977
 1.5 16,068
 0.7 21,909
 136.4
Blue Planet Automation Software and Services41,779 1.6 37,977 1.5 3,802 10.0 
Total Software and Software-Related Services152,116
 5.9 133,415
 6.0 18,701
 14.0
       
Global Services       Global Services
Maintenance Support and Training196,002
 7.5 177,759
 8.1 18,243
 10.3
Maintenance Support and Training202,370 7.5 196,002 7.5 6,368 3.2 
Installation and Deployment111,746
 4.3 89,487
 4.1 22,259
 24.9
Installation and Deployment108,994 4.0 111,746 4.3 (2,752)(2.5)
Consulting and Network Design30,671
 1.2 29,103
 1.4 1,568
 5.4
Consulting and Network Design27,452 1.0 30,671 1.2 (3,219)(10.5)
Total Global Services338,419
 13.0 296,349
 13.6 42,070
 14.2
Total Global Services338,816 12.5 338,419 13.0 397 0.1 
           
Consolidated revenue$2,604,144
 100.0 $2,194,930
 100.0 $409,214
 18.6
Consolidated revenue$2,703,677 100.0 $2,604,144 100.0 $99,533 3.8 
_____________________________
* Denotes % of total revenue
** Denotes % change from 20182019 to 20192020


•
•Networking Platforms segment revenue increased, primarily reflecting a product line sales increase of $71.3 million of our Converged Packet Optical products, partially offset by a product line sales decrease of $5.1 million of our Packet Networking products.
◦Converged Packet Optical sales increased, reflecting an increase of $39.4 million of our Waveserver products, which benefited from increased sales to cable and multiservice operators and communications service providers, partially offset by decreased sales to Web-scale providers, and a $24.5 million sales increase of $348.9 million of our Converged Packet Optical products.
◦Converged Packet Optical sales primarily reflect sales increases of $216.3 million of our 6500 Packet-Optical Platform and $192.7 million of our Waveserver stackable interconnect system. These increases were partially offset by a sales decrease of $50.9 million of our 5410/5430 Reconfigurable Switching Systems. The sales


increase of our 6500 Packet-Optical Platform is primarily due to increased sales5430 Reconfigurable Switching Systems to communications service providers, including AT&T, submarine network operatorsproviders.
◦Packet Networking sales decreased, primarily reflecting a sales decrease of $35.5 million of our 6500 Packet Transport System (PTS) to communications service providers. These sales decreases were partially offset by a sales increase of $32.4 million of our 3000 and 5000 families of service delivery and aggregation switches to enterprise customers and cable and multiservice operators. Waveserver stackable interconnect system
•Platform Software and Services segment revenue increased, reflecting increases of $18.9 million in software sales and $10.3 million primarily reflectrelated to services to communications service providers.
•Blue Planet Automation Software and Servicessegment revenue increased, reflecting an increase of $6.5 million in software services, partially offset by a decrease in software sales of $2.7 million. Our entrance into the software automation market is in the early stages and, as such, revenue from our Blue Planet Automation Software platform has not been significant to Web-scale providers, which representdate.
•Global Services segment revenue slightlyincreased, primarily reflecting a growing portionsales increase of $6.4 million of our business as we continue to diversify.maintenance support and training partially offset by sales decreases of $3.2 million of our consulting and network design services and $2.8 million of our installation and deployment services.
◦Packet Networking sales primarily reflect $47.0 million in initial sales of our 6500 Packet Transport System to communications service providers which was slightly more than offset by sales decreases of $27.7 million of our 3000 and 5000 families of service delivery and aggregation switches and $15.1 million of our packet networking platform independent software.
•
Software and Software-Related Services segment revenue

 increased, primarilyreflecting a sales increase of $21.9 million of our Blue Planet Automation Software and Services, partially offset by a sales decrease of $3.2 million of our Platform Software and Services. The increase in our Blue Planet Automation Software and Services includes sales of $9.3 million and $11.0 million related to the Packet Design and DonRiver businesses acquired during fiscal 2018, respectively.
•
Global Servicessegment revenue increased, primarily reflecting sales increases of $22.3 million of our deployment and installation services and $18.2 million of our maintenance support and training services and $1.6 million of our network transformation services.

The following table reflects our geographic distribution of revenue principally based on the relevant location for our delivery of products and performance of services. Our revenue, particularly when considered by geographic distribution, can fluctuate significantly, and the timing of revenue recognition for large network projects, particularly outside of North America,Americas, can result in large variations in geographic revenue results in any particular quarter. The increase in our EMEA region for the nine months ended July 31, 2019August 1, 2020 was primarily driven by increased sales in the Netherlands, the United KingdomArab Emirates and Germany. The increase in our CALA region for the nine months ended July 31, 2019 was primarily drivenFrance,
38

partially offset by increaseddecreased sales in Brazil, Mexico and Chile.the United Kingdom. The decrease in our APAC region for the nine months ended July 31, 2019August 1, 2020 was primarily driven by decreased sales in India, Japan and Australia,South Korea, partially offset by increased sales in Japan.Singapore. The table below (in thousands, except percentage data) sets forth the changes in geographic distribution of revenue for the periods indicated:indicated (in thousands, except percentage data):

Nine Months Ended 
Nine Months Ended July 31, Increase   August 1, 2020%*August 3, 2019%*Increase (decrease)%**
2019 %* 2018 %* (decrease) %**
North America$1,678,599
 64.5 $1,331,148
 60.6 $347,451
 26.1
AmericasAmericas$1,937,725 71.7 $1,788,234 68.7 $149,491 8.4 
EMEA413,715
 15.9 341,785
 15.6 71,930
 21.0
EMEA433,861 16.0 413,715 15.9 20,146 4.9 
CALA109,635
 4.2 87,136
 4.0 22,499
 25.8
APAC402,195
 15.4 434,861
 19.8 (32,666) (7.5)APAC332,091 12.3 402,195 15.4 (70,104)(17.4)
Total$2,604,144
 100.0 $2,194,930
 100.0 $409,214
 18.6
Total$2,703,677 100.0 $2,604,144 100.0 $99,533 3.8 

* Denotes % of total revenue
** Denotes % change from 20182019 to 20192020


•
North America revenue primarily reflects increases of $325.6 million within our Networking Platforms segment and $20.4 million within our Global Services segment. The•Americas revenue increased,primarily reflecting sales increases of $114.3 million within our Networking Platforms segment, $22.0 million within our Platform Software and Services segment and $16.9 million within our Global Services segment. These sales increases were partially offset by a sales decrease of $3.8 million within our Blue Planet Automation Software and Services segment. Our Networking Platforms segment revenue increase reflects a product line sales increase of $123.4 million of Converged Packet Optical products, partially offset by a decrease of $9.1 million of Packet Networking products. Our Converged Packet Optical revenue increase primarily reflects sales increases of $81.8 million of our 6500 Packet-Optical Platform, $20.5 million of our Waveserver products and $16.9 million of our 5430 Reconfigurable Switching Systems. Our 6500 Packet-Optical Platform revenue increase primarily reflects increased sales to cable and multiservice operators, government customers and communications service providers. Our Waveserver sales increase reflects increased sales to cable and multiservice operators and communications service providers, partially offset by a decrease in sales to Web-scale providers. Our 5430 Reconfigurable Switching Systems sales increase within our Networking Platforms segment primarily reflects product line sales increases of $291.7 million of Converged Packet Optical products and $33.9 million of Packet Networking products. Converged Packet Optical sales primarily reflect sales increases of $168.8 million of our 6500 Packet-Optical Platform and $132.6 million of our Waveserver stackable interconnect system. 6500 Packet-Optical Platform sales primarily reflect increased sales to communications service providers, including AT&T, and enterprise customers. Waveserver stackable interconnect system sales primarily reflect increased sales to Web-scale providers.
•
EMEA revenue primarilyreflects increases of $58.0 million within our Networking Platforms segment, $10.2 million within our Global Services segment and $3.8 million within our Software and Software-Related Services segment. The increase within our Networking Platforms segment primarily reflects a product line sales increase of $55.3 million of Converged Packet Optical products. Converged Packet Optical sales primarily reflects sales increases of $46.5 million of our Waveserver stackable interconnect system to Web-scale providers and $18.1 million of our 6500 Packet-Optical Platform primarily reflecting increased sales to enterprise customers, communications services providers and Web-scale customers.

•EMEA revenue increased,primarilyreflecting increases of $25.2 million within our Networking Platforms segment and $2.9 million within our Platform Software and Services segment, partially offset by a decrease of $8.9 million within our Global Services segment. Our Networking Platforms segment revenue increase reflects a product line sales increase of $20.5 million of Converged Packet Optical products, primarily related to sales increases of $9.5 million of our 6500 Packet-Optical Platform to Web-scale providers and communications service providers, $7.9 million of our 5430 Reconfigurable Switching Systems to communications service providers and $4.7 million of our Waveserver products to communications service providers.
•APAC revenue decreased,primarily reflecting decreases of $73.4 million within our Networking Platforms segment and $7.6 million of our Global Services segment. These decreases were partially offset by sales increases of $6.7 million within our Blue Planet Automation Software and Services segment and $4.2 million within our Platform Software and Services segment. Our Networking Platforms segment revenue decrease primarily reflects a decrease of $87.2 million in sales of our 6500 Packet-Optical Platform to communications service providers in India and Japan, partially offset by an increase of $14.2 million in sales of our Waveserver products primarily to Web-scale providers.

•
CALA revenue primarilyreflects increases of $16.4 million within our Networking Platforms segment, $3.9 million within our Global Services segment and $2.2 million within our Software and Software-Related Services segment.
•
APAC revenue primarily reflects a decrease of $51.6 million within our Networking Platforms segment, partially offset by increases of $11.3 million within our Software and Software-Related Services and $7.7 million within our Global Services segment. The decrease within our Networking Platforms segment primarily reflects product line decreases of $36.9 million of Packet Networking products and $14.7 million of Converged Packet Optical products. Packet Networking sales primarily reflects sales decreases of $27.5 million of our 3000 and 5000 families of service delivery and aggregation switches and $8.2 million of our 8700 Packetwave Platform to a certain communications service provider in India. Converged Packet Optical sales primarily reflect a sales decrease of $39.3 million of our 5410/5430 Reconfigurable Switching Systems to communications service providers. This decrease was partially offset by sales increases of $17.0 million of our 6500 Packet-Optical Platform primarily to communications service providers and $8.4 million of our Waveserver stackable interconnect system to Web-scale customers.

Cost of Goods Sold and Gross Profit

The tables below (in thousands, except percentage data) set forth the changes in revenue, cost of goods sold and gross profit for the periods indicated:indicated (in thousands, except percentage data):

Nine Months Ended July 31, Increase   Nine Months Ended 
2019 %* 2018 %* (decrease) %** August 1, 2020%*August 3, 2019%*Increase (decrease)%**
Total revenue$2,604,144
 100.0 $2,194,930
 100.0 $409,214
 18.6Total revenue$2,703,677 100.0 $2,604,144 100.0 $99,533 3.8 
Total cost of goods sold1,481,774
 56.9 1,278,315
 58.2 203,459
 15.9Total cost of goods sold1,455,135 53.8 1,481,774 56.9 (26,639)(1.8)
Gross profit$1,122,370
 43.1 $916,615
 41.8 $205,755
 22.4Gross profit$1,248,542 46.2 $1,122,370 43.1 $126,172 11.2 

39

* Denotes % of total revenue
** Denotes % change from 20182019 to 20192020

Nine Months Ended July 31, Increase   Nine Months Ended 
2019 %* 2018 %* (decrease) %** August 1, 2020%*August 3, 2019%*Increase (decrease)%**
Product revenue$2,163,808
 100.0 $1,821,593
 100.0 $342,215
 18.8Product revenue$2,246,129 100.0 $2,163,808 100.0 $82,321 3.8 
Product cost of goods sold1,246,413
 57.6 1,085,574
 59.6 160,839
 14.8Product cost of goods sold1,230,378 54.8 1,246,413 57.6 (16,035)(1.3)
Product gross profit$917,395
 42.4 $736,019
 40.4 $181,376
 24.6Product gross profit$1,015,751 45.2 $917,395 42.4 $98,356 10.7 

* Denotes % of product revenue
** Denotes % change from 20182019 to 20192020

Nine Months Ended July 31, Increase   Nine Months Ended 
2019 %* 2018 %* (decrease) %** August 1, 2020%*August 3, 2019%*Increase (decrease)%**
Service revenue$440,336
 100.0 $373,337
 100.0 $66,999
 17.9Service revenue$457,548 100.0 $440,336 100.0 $17,212 3.9 
Service cost of goods sold235,361
 53.5 192,741
 51.6 42,620
 22.1Service cost of goods sold224,757 49.1 235,361 53.5 (10,604)(4.5)
Service gross profit$204,975
 46.5 $180,596
 48.4 $24,379
 13.5Service gross profit$232,791 50.9 $204,975 46.5 $27,816 13.6 

* Denotes % of services revenue
** Denotes % change from 20182019 to 20192020
•Gross profit as a percentage of revenue increased, as our gross margin benefited significantly from a favorable mix of customers and product lines that we believe to be a short-term effect due to COVID-19 related factors, and, to a lesser extent, continued improvement in our service margin. Due to the impact of COVID-19 and related restrictions on sales and marketing activities described in “Overview” above, during the second and third quarters of fiscal 2020, a higher proportion of our revenue consisted of sales of existing technology offerings deployed in the networks of existing customers, as compared to sales to new customers, early stage network deployments for recent design wins, or the introduction of new platforms.
•
Gross profit as a percentage of revenue reflects improved product gross profit partially offset by lower services gross profit as described below.
•Gross profit on products as a percentage of product revenue increased, primarily due to a favorable mix of customers and product lines as described above, and product cost reductions, partially offset by market-based price compression we encountered during the period.
•Gross profit on services as a percentage of services revenue increased, due to a higher concentration of revenue from maintenance service contracts with relatively low incremental costs, and fewer early stage network deployment activities due to the impact of COVID-19.
•
Gross profit on products as a percentage of product revenue increased, primarily due to product cost reductions and improved manufacturing efficiencies. This benefit was partially offset by an unfavorable mix of customers and early stage international network deployments, and market-based price compression we encountered during the period.


•
Gross profit on services as a percentage of services revenue decreased, primarily as a result of lower margins on our Blue Planet Automation software services and the impact of early stages of international network deployments.
Operating Expense
During the first nine months of fiscal 2019,2020, approximately 51.0%50.7% of our operating expense was non-U.S. Dollar-denominated, including Canadian Dollars, Indian Rupees, British Pounds, Indian Rupees and Euros. Consequently, our operating expense reported in U.S. Dollars was reduced by approximately $15.9$7.3 million, or 1.8%0.9%, during the first nine months of fiscal 20192020 as compared to the first nine months of fiscal 2018,2019, due to the strengthening U.S. Dollar, net of hedging. The table below (in thousands, except percentage data) sets forth the changes in operating expense for the periods indicated:

indicated (in thousands, except percentage data):
40

Nine Months Ended July 31, Increase   Nine Months Ended 
2019 %* 2018 %* (decrease) %** August 1, 2020%*August 3, 2019%*Increase (decrease)%**
Research and development$406,482
 15.6 $356,581
 16.2 $49,901
 14.0
Research and development$392,651 14.5 $406,482 15.6 $(13,831)(3.4)
Selling and marketing305,845
 11.7 281,269
 12.8 24,576
 8.7
Selling and marketing303,043 11.2 305,845 11.7 (2,802)(0.9)
General and administrative124,092
 4.8 115,594
 5.3 8,498
 7.4
General and administrative126,133 4.7 124,092 4.8 2,041 1.6 
Amortization of intangible assets16,586
 0.6 11,083
 0.5 5,503
 49.7
Amortization of intangible assets17,532 0.6 16,586 0.6 946 5.7 
Significant asset impairments and restructuring costs11,696
 0.4 16,679
 0.8 (4,983) (29.9)Significant asset impairments and restructuring costs14,798 0.5 11,696 0.4 3,102 26.5 
Acquisition and integration costs4,105
 0.2 1,333
 0.1 2,772
 208.0
Acquisition and integration costs (recoveries)Acquisition and integration costs (recoveries)904 — 4,105 0.2 (3,201)(78.0)
Total operating expenses$868,806
 33.3 $782,539
 35.7 $86,267
 11.0
Total operating expenses$855,061 31.5 $868,806 33.3 $(13,745)(1.6)

* Denotes % of total revenue
** Denotes % change from 20182019 to 20192020
•Research and development expense benefited from $2.9 million as a result of foreign exchange rates, net of hedging, primarily due to a stronger U.S. Dollar in relation to the Canadian Dollar and Indian Rupee. Including the effect of foreign exchange rates, net of hedging, research and development expensesdecreased by $13.8 million. This decrease primarily reflects decreases in employee and compensation costs, facility and information technology costs, professional services, and travel and entertainment costs as a result of COVID-19, partially offset by an increase of technology and related costs.
•
Research and development expense benefited from $8.0 million as a result of foreign exchange rates, net of hedging, primarily due to a stronger U.S. Dollar in relation to the Canadian Dollar and Indian Rupee. Including the effect of foreign exchange rates, net of hedging, research and development expenses increased by $49.9 million. This increase primarily reflects increases of $21.6 million in employee and compensation costs, $14.1 million in professional services, $4.9 million in facility and information technology costs, $4.6 million in prototype expense and $1.0 million in technology and related costs. This increase also reflects a reduced benefit of $3.5 million for the ENCQOR grant reimbursement. For more information on the ENCQOR grant, see Note 20 to our Condensed Consolidated Financial Statements included in Item 1 of Part I of this report.
•Selling and marketing expense benefited from $3.2 million as a result of foreign exchange rates, primarily due to a stronger U.S. Dollar in relation to the Euro, Brazilian Reais, Canadian Dollar and Australian Dollar. Including the effect of foreign exchange rates, net of hedging, sales and marketing expensedecreased by $2.8 million. This decrease primarily reflects decreases in travel and entertainment costs due to restrictions on travel as a result of COVID-19 partially offset an increase in employee and compensation costs.
•General and administrative expense benefited from $1.2 million as a result of foreign exchange rates, primarily due to a stronger U.S. Dollar in relation to the Indian Rupee and Brazilian Reais. Including the effect of foreign exchange rates, general and administrative expensesincreased by$2.0 million. This increase primarily reflects an increase in bad debt expense, partially offset by decreases in employee and compensation costs and travel and entertainment costs.
•Amortization of intangible assets increased due to additional intangibles acquired in connection with our acquisition of Centina in the first quarter of fiscal 2020.
•Significant asset impairments and restructuring costs reflect global workforce reductions as part of a business optimization strategy to improve gross margin, constrain operating expense, and redesign certain business processes.
•Acquisition and integration costs (recoveries) reflect employment-related costs and recoveries of acquisition consideration associated with a three-year earn-out arrangement related to the DonRiver acquisition and, legal, employee-related and other costs related to our acquisition of Centina in the first quarter of fiscal 2020.
•
Selling and marketing expense benefited from $6.3 million as a result of foreign exchange rates, primarily due to a stronger U.S. Dollar in relation to the Euro and Canadian Dollar. Including the effect of foreign exchange rates, sales and marketing expenses increased by $24.6 million, primarily reflecting increases of $21.6 million in employee and compensation costs and $3.3 million in facilities and information technology costs.
•
General and administrative expense benefited from$1.6 million as a result of foreign exchange rates, primarily due to a stronger U.S. Dollar in relation to the Euro, Brazilian Real, Canadian Dollar and Indian Rupee. Including the effect of foreign exchange rates, general and administrative expenses increased by $8.5 million, primarily reflecting an increase of $8.0 million in employee and compensation costs.
•
Amortization of intangible assets increased due to additional intangibles acquired in connection with our acquisitions of Packet Design and DonRiver.
•
Significant asset impairments and restructuring costs reflectglobal workforce reductions as part of a business optimization strategy to improve gross margin, constrain operating expense and redesign certain business processes and unfavorable lease commitments for a few of our facility locations in the United States and India where we have vacated unused space.
•
Acquisition and integration costs reflect financial, legal and accounting advisors and severance and other employment-related costs related to our acquisitions of Packet Design and DonRiver.
Other items
The table below (in thousands, except percentage data) sets forth the changes in other items for the periods indicated:indicated (in thousands, except percentage data):


Nine Months Ended 
Nine Months Ended July 31, Increase   August 1, 2020%*August 3, 2019%*Increase (decrease)%**
2019 %* 2018 %* (decrease) %**
Interest and other income (loss), net$5,059
 0.2 $1,328
 0.1 $3,731
 280.9
Interest and other income, netInterest and other income, net$1,213 — $5,059 0.2 $(3,846)(76.0)
Interest expense$28,316
 1.1 $40,376
 1.8 $(12,060) (29.9)Interest expense$23,926 0.9 $28,316 1.1 $(4,390)(15.5)
Loss on extinguishment and modification of debtLoss on extinguishment and modification of debt$646 — $— — $646 100.0 
Provision for income taxes$57,204
 2.2 $503,695
 22.9 $(446,491) (88.6)Provision for income taxes$73,872 2.7 $57,204 2.2 $16,668 29.1 

* Denotes % of total revenue
** Denotes % change from 20182019 to 20192020
41

•Interest and other income, net primarily reflects lower interest income due to reduced interest rates on our investments, partially offset by the impact of foreign exchange rates on assets and liabilities denominated in a currency other than the relevant functional currency, net of hedging activity.
•
Interest and other income (loss), net
•Interest expense decreased,primarily due to a reduction of LIBOR rates impacting our 2025 Term Loan.
•Loss on extinguishment and modification of debt reflects the refinance of our Old 2025 Term Loan into our New 2025 Term Loan in the first quarter of fiscal 2020.
•Provision for income taxes increased, due to higher earnings for the first nine months of fiscal 2020. The effective tax rate for the first nine months of fiscal 2020 was lower compared to the first nine months of fiscal 2019, primarily due to reduced BEAT and the effect of the final regulations released on December 2, 2019.

 primarily reflects a $2.0 million gain related to foreign exchange rates on assets and liabilities denominated in a currency other than the relevant functional currency, net of hedging activity and a $1.6 million gain in interest income due to higher interest rates on our investments during fiscal 2019.
•
Interest expense decreased,primarily due to a reduction in our aggregate outstanding debt during the fourth quarter of fiscal 2018.
•
Provision for income taxes decreased as the first nine months of fiscal 2018 reflects the impact of the Tax Act, including $431.3 million in expense for the remeasurement of our net deferred tax assets and a $45.6 million charge related to a transition tax on accumulated historical foreign earnings and their deemed repatriation to the U.S.

Segment Profit (Loss)

The table below (in thousands, except percentage data) sets forth the changes in our segment profit (loss) for the respective periods:periods (in thousands, except percentage data):

Quarter Ended  
Quarter Ended July 31,    August 1, 2020August 3, 2019Increase (decrease)%*
2019 2018 Increase (decrease) %*
Segment profit:       
Segment profit (loss):Segment profit (loss):  
Networking Platforms$230,610
 $181,603
 $49,007
 27.0
Networking Platforms$262,801 $230,610 $32,191 14.0 
Software and Software-Related Services$6,029
 $9,305
 $(3,276) (35.2)
Platform Software and ServicesPlatform Software and Services$24,299 $14,251 $10,048 70.5 
Blue Planet Automation Software and ServicesBlue Planet Automation Software and Services$(5,316)$(8,222)$2,906 (35.3)
Global Services$47,833
 $39,502
 $8,331
 21.1
Global Services$52,676 $47,833 $4,843 10.1 

* Denotes % change from 20182019 to 20192020


•
•Networking Platforms segment profit increased, primarily due to higher sales volume and higher gross margin as described above, partially offset by higher gross margin and higher sales volume as described above, and lower research and development costs.
•
Software and Software-Related Services segment profit decreased, primarily due to reduced gross margin on software-related services, as described above, and higher research and development costs, partially offset by higher sales volume.
•
Global Services segment profit increased, primarily due to higher sales volume and improved gross margin.

•Platform Software and Services segment profit increased, primarily due to higher sales volume as described above.
 Nine Months Ended July 31,   
 2019 2018 Increase (decrease) %*
Segment profit:       
Networking Platforms$542,391
 $396,995
 $145,396
 36.6
Software and Software-Related Services$30,982
 $41,216
 $(10,234) (24.8)
Global Services$142,515
 $121,823
 $20,692
 17.0
•Blue Planet Automation Software and Servicessegment loss decreased, primarily due to improved gross margin, higher sales volume and lower research and development costs.
•Global Services segment profit increased, primarily due to improved gross margin, as described above.
 Nine Months Ended  
 August 1, 2020August 3, 2019Increase (decrease)%*
Segment profit:  
Networking Platforms$642,057 $542,391 $99,666 18.4 
Platform Software and Services$74,918 $47,192 $27,726 58.8 
Blue Planet Automation Software and Services$(12,828)$(16,210)$3,382 (20.9)
Global Services$151,744 $142,515 $9,229 6.5 

* Denotes % change from 20182019 to 20192020


•Networking Platforms segment profit increased, primarily due to higher sales volume and higher gross margin as described above and lower research and development costs.
•Platform Software and Services segment profit increased, primarily due to higher sales volume, as described above, and lower research and development costs, partially offset by reduced gross margin on software-related services.
•Blue Planet Automation Software and Servicessegment loss decreased, primarily due to higher gross margin on software-related services and higher sales volume, partially offset by higher research and development costs and lower gross margin on product sales.
•Global Services segment profit increased, primarily due to improved gross margin as described above.
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•
Networking Platforms segment profit increased, primarily due to higher sales volume and higher gross margin as described above, partially offset by higher research and development costs.
•
Software and Software-Related Services segment profit decreased, primarily due to reduced gross margin on software-related services partially offset by higher sales volume as described above.
•
Global Services segment profit increased, primarily due to higher sales volume as described above and improved gross margin.

Liquidity and Capital Resources
Overview.For the nine months ended July 31, 2019,August 1, 2020, we generated $173.1$306.4 million of cash from operating activities, as our net income (adjusted for non-cash charges) of $380.7$558.6 million exceeded our working capital requirements of $207.6 million. The increase in working capital was primarily driven by inventory increases of $115.4$252.2 million. For additional details on our cash provided by operating activities, see the discussion below entitled “Cash Provided By Operating Activities.”
Despite our cash generated from operations, cash,Cash, cash equivalents and investments decreasedincreased by $110.5$140.2 million during the first nine months of fiscal 2019. The decrease2020. In addition to the cash from operating activities mentioned above, proceeds from the issuance of equity under our employee stock purchase plans provided $28.0 million in cash primarily reflectsduring the nine months ended August 1, 2020. Partially offsetting the increase in cash were the following items: (i) cash used for the payment of the debt conversion liability associated with our New Notes of $111.3 million on November 15, 2018, (ii) cash used to fund our investing activities for capital expenditures totaling $49.1 million,$61.3 million; (ii) cash used for the acquisition of Centina of $28.3 million; (iii) cash used for stock repurchaserepurchases under our stock repurchase program of $110.5 million,$74.5 million; and (iv) stock repurchased uponrepurchases on vesting of our stock unit awards to employees relating to tax withholding of $23.2 million and (v) cash used for payments on our term loan due September 28, 2025 (the “2025 Term Loan”) of $5.3$26.3 million. Proceeds from the issuance of equity under our employee stock purchase plans provided $22.9 million in cash during the nine months ended July 31, 2019.
August 1,
2020		November 2,
2019		Increase
(decrease)
Cash and cash equivalents$1,093,749 $904,045 $189,704 
Short-term investments in marketable debt securities70,404 109,940 (39,536)
Long-term investments in marketable debt securities— 10,014 (10,014)
Total cash and cash equivalents and investments in marketable debt securities$1,164,153 $1,023,999 $140,154 
 July 31,
2019		 October 31,
2018		 
Increase
(decrease)
Cash and cash equivalents$723,229
 $745,423
 $(22,194)
Short-term investments in marketable debt securities119,670
 148,981
 (29,311)
Long-term investments in marketable debt securities—
 58,970
 (58,970)
Total cash and cash equivalents and investments in marketable debt securities$842,899
 $953,374
 $(110,475)

Principal Sources of Liquidity. Our principal sources of liquidity on hand include our cash, cash equivalents and investments, which as of July 31, 2019August 1, 2020 totaled $842.9$1,164.2 million, as well as the senior secured asset-backed revolving credit facility to which we and certain of our subsidiaries are parties (the “ABL Credit Facility”). The ABL Credit Facility provides for a total commitment of $250$300 million with a maturity date of December 31, 2020.October 28, 2024. We principally use the ABL Credit Facility to support the issuance of letters of credit that arise in the ordinary course of our business and thereby to reduce our use of cash required to collateralize these instruments. As of July 31, 2019,August 1, 2020, letters of credit totaling $75.0$78.6 million were collateralized by our ABL Credit Facility. There were no borrowings outstanding under the ABL Credit Facility as of July 31, 2019.August 1, 2020.
Foreign Liquidity. The amount of cash, cash equivalents, and short-term investments held by our foreign subsidiaries was $73.3$96.4 million as of July 31, 2019.WeAugust 1, 2020. We intend to reinvest indefinitely our foreign earnings. If we were to repatriate the
accumulated historical foreign earnings, the estimated amount of unrecognized deferred income tax liability related to foreign
withholding taxes would be approximately $28.0 million.
Stock Repurchase Authorization. On December 13, 2018, Cienawe announced that itsthe Board of Directors authorized a program to repurchase up to $500 million of its common stock, which replaced in its entirety the previous stock repurchase program authorized in fiscal 2018. In light of the uncertainty surrounding the duration and severity of potential macroeconomic impacts of COVID-19, on March 17, 2020, we temporarily suspended purchases of our common stock under this program. We repurchased $74.5 million under this program during the first nine months of fiscal 2020, and had $275.4 million remaining under the current authorization as of August 1, 2020. The reinstatement of the program and amount and timing of repurchases are subject to a variety of factors including liquidity, cash flow, stock price and general business and market conditions. The program may be reinstated, modified, suspended, or discontinued at any time.
Liquidity Position. We regularly evaluate our liquidity position, debt obligations, and anticipated cash needs to fund our operating or investment plans and may consider capital raising and other market opportunities that may be available to us. We regularly evaluate alternatives to manage our capital structure and to reduce our debt. Based on past performance and current expectations, we believe that cash from operations, cash, cash equivalents, investments, and other sources of liquidity, including our ABL Credit Facility, will satisfy our working capital needs, capital expenditures, and other liquidity requirements associated with our operations through at least the next 12 months. We regularly evaluate our liquidity position, debt obligations, and anticipated cash needs to fund our operating or investment plans, and will continue to consider capital raising and other market opportunities that may be available to us. We regularly evaluate alternatives to manage our capital structure and market opportunities to enhance our liquidity and provide further operational and strategic flexibility. While the COVID-19 pandemic has not materially impacted our liquidity and capital resources to date, it has led to disruptions and volatility in capital markets and credit markets. The duration and severity of any further economic or market impact of the COVID-19 pandemic remains uncertain and there can be no assurance that it will not have an adverse effect on our liquidity and capital resources, including our ability to access capital markets, in the future.
Cash Provided By Operating Activities
The following sections set forth the components of our $173.1$306.4 million of cash provided by operating activities during the first nine months of fiscal 2019:2020:

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Net income (adjusted for non-cash charges)
The following table sets forth our net income (adjusted for non-cash charges) during the period (in thousands):
Nine Months Ended
August 1, 2020
Net income$296,250
Adjustments for non-cash charges:
Depreciation of equipment, building, furniture and fixtures, and amortization of leasehold improvements70,370
   Share-based compensation costs50,838
   Amortization of intangible assets29,035
   Deferred taxes57,636
   Provision for inventory excess and obsolescence20,176
   Provision for warranty19,172
   Other15,085
Net income (adjusted for non-cash charges)$558,562
 Nine months ended
 July 31, 2019
Net income$173,103
Adjustments for non-cash charges: 
   Depreciation of equipment, building, furniture and fixtures, and amortization of leasehold improvements65,071
   Share-based compensation costs44,446
   Amortization of intangible assets26,610
   Deferred taxes35,949
   Provision for inventory excess and obsolescence18,833
   Provision for warranty15,933
   Other743
Net income (adjusted for non-cash charges)$380,688

Working Capital        
We used $207.6$252.2 million of cash for working capital during the period. The following table sets forth the major components of the cash used in working capital (in thousands):
Nine Months Ended
August 1, 2020
Cash used in accounts receivable$(6,688)
Cash used in inventories(39,568)
Cash used in prepaid expenses and other(52,945)
Cash used in accounts payable, accruals and other obligations(131,647)
Cash used in deferred revenue(19,039)
Cash used in operating lease assets and liabilities, net(2,316)
 Total cash used for working capital$(252,203)
 Nine months ended
 July 31, 2019
Cash used in accounts receivable$(2,517)
Cash used in inventories(115,427)
Cash used in prepaid expenses and other(85,039)
Cash used in accounts payable, accruals and other obligations(9,005)
Cash provided by deferred revenue4,427
 Total cash used for working capital$(207,561)

As compared to the end of fiscal 2018:2019:

•The $2.5$6.7 million of cash used by accounts receivable during the first nine months of fiscal 20192020 reflects increased sales volume, partially offset by increased cash collections;
•The $115.4$39.6 million of cash used in inventoryinventories during the first nine months of fiscal 20192020 primarily reflects increases in finished goods to meet customer delivery schedules;schedules and related to some of the actions that we took during the second and third quarters of fiscal 2020 to mitigate the risk of adverse supply chain impact on our business and operations due to COVID-19 related disruptions;
•The $85.0$52.9 million of cash used in prepaid expense and other during the first nine months of fiscal 20192020 primarily reflects increases in contract assets for unbilled accounts receivable dueupfront future discounts paid to changes in recognizing revenue for installation services and certain product salescustomers and higher non-customer receivables;
•The $9.0$131.6 million of cash used in accounts payable, accruals and other obligations during the first nine months of fiscal 20192020 primarily reflects an employee payoutthe timing of accrued leave in North America duepayments for bonuses to a new paid time off policy, partially offset by increasedemployees under our annual cash incentive compensation plan and inventory purchases during fiscal 2019; andpurchases;
•The $4.4$19.0 million of cash provided byused in deferred revenue during the first nine months of fiscal 20192020 represents an increasea decrease in advanced payments received from customers prior to revenue recognition.recognition; and
•The $2.3 million of cash used in operating lease assets and liabilities, net, during the first nine months of fiscal 2020 represents cash paid for operating leases. For more details, see Note 15 to our Condensed Consolidated Financial Statements included in Item 1 of Part I of this report.
44

Our days sales outstanding (“DSOs”) for the first nine months of fiscal 20192020 were 9181 days, and our inventory turns for the first nine months of fiscal 20192020 were 4.7.4.5. The calculation of DSOs includes accounts receivables and contract assets for unbilled receivables included in prepaid expenses and other.
Cash Paid for Interest
The following table sets forth the cash paid for interest during the period (in thousands):


 Nine months ended
 July 31, 2019
Term Loan due September 28, 2025 (1)
$23,442
Interest rate swaps(2)
1,407
ABL Credit Facility(3)
1,234
Capital leases3,838
Cash paid during period$29,921

(1)Nine Months Ended
August 1, 2020
Interest on the 2025 Term Loan is payable periodically based on the interest period selected for borrowing. Thedue September 28, 2025 Term Loan bears interest at LIBOR for the chosen borrowing period plus a spread of 2.00% subject to a minimum LIBOR rate of 0.00%. At the end of the third quarter of fiscal 2019, the interest rate on the 2025 Term Loan was 4.27%(Old) (1)
$6,691.
(2)The interest rate swaps fix the LIBOR rate for $350.0 million of the 2025
Term Loan at 2.957% throughdue September 2023.28, 2025 (New) (2)
8,926
Interest rate swaps(3)
During the first nine months of fiscal 2019, we utilized the 4,762
ABL Credit Facility to collateralize certain standby letters of credit and(4)
1,320
Finance leases3,579
Cash paid $1.2 million in commitment fees, interest expense and other administrative charges relating to the ABL Credit Facility.during period$25,278

(1) Interest on the Old 2025 Term Loan was payable periodically based on the interest period selected for borrowing. The Old 2025 Term Loan bore interest at LIBOR for the chosen borrowing period plus a spread of 2.00% subject to a minimum LIBOR rate of 0.00%. On January 23, 2020, we refinanced and replaced this term loan with the New 2025 Term Loan. See Note 16 to our Condensed Consolidated Financial Statements included in Item I of Part I of this report for more information.
(2) Interest on the New 2025 Term Loan is payable periodically based on the interest period selected for borrowing. The New 2025 Term Loan bears interest at LIBOR for the chosen borrowing period plus a spread of 1.75% subject to a minimum LIBOR rate of 0.00%. At the end of the third quarter of fiscal 2020, the interest rate on the New 2025 Term Loan was 1.94%.
(3) The interest rate swaps fix the LIBOR rate for $350.0 million of the New 2025 Term Loan at 2.957% through September 2023.
(4) During the first nine months of fiscal 2020, we utilized the ABL Credit Facility to collateralize certain standby letters of credit and paid $1.3 million in commitment fees, interest expense and other administrative charges relating to the ABL Credit Facility.

Contractual Obligations
There have been no material changes to our contractual obligations since October 31, 2018.November 2, 2019. For a summary of our contractual obligations, see Item 7 of Part II of our annual report on Form 10-K for the fiscal year ended October 31, 2018.2019 Annual Report.
Off-Balance Sheet Arrangements
We do not engage in any off-balance sheet financing arrangements. In particular, we do not have any equity interests in so-called limited purpose entities, which include special purpose entities (SPEs) and structured finance entities.

Critical Accounting Policies and Estimates

The preparation of our consolidated financial statements requires that we make estimates and judgments that affect the reported amounts of assets, liabilities, revenue and expense, and related disclosure of contingent assets and liabilities. By their nature, these estimates and judgments are subject to an inherent degree of uncertainty. On an ongoing basis, we reevaluate our estimates, including those related to revenue recognition, share-based compensation, bad debts, inventories, intangible and other long-lived assets, goodwill, income taxes, warranty obligations, restructuring, derivatives and hedging, and contingencies and litigation. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. The inputs into certain of our judgments, assumptions, and estimates reflect, among other things, the information available to us regarding the economic implications of the COVID-19 pandemic, and expectations as to its impact on our business and on our critical and significant accounting estimates. Among other things, these estimates form the basis for judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ materially from these estimates under different assumptions or conditions. To the extent that there are material differences between our estimates and actual results, our consolidated financial statements will be affected. In addition, including because the duration and severity of COVID-19 pandemic are uncertain, certain of our estimates could require further judgment or modification and therefore carry a higher degree of variability and volatility. As events continue to evolve, our estimates may change materially in future periods.

45

Our critical accounting policies and estimates have not changed materially since October 31, 2018,November 2, 2019, except for items listed below. For a discussion of our critical accounting policies and estimates, see Item 7 of Part II of our annual report on Form 10-K for the fiscal year ended October 31, 2018 (Management’s Discussion and Analysis of Financial Condition and Results of Operations).2019 Annual Report.

Revenue RecognitionLeases

For changes to our revenue recognitionlease accounting policies and estimates due to ASC 606,842, see Notes 2 and 315 to our Condensed Consolidated Financial Statements included in Item 1 of Part I of this report.

Effects of Recent Accounting Pronouncements

See Note 2 to our Condensed Consolidated Financial Statements included in Item 1 of Part I of this report for information relating to our discussion of the effects of recent accounting pronouncements.



Item 3. Quantitative and Qualitative Disclosures About Market Risk

Our exposureWe are exposed to market risk has not changed materially since October 31, 2018.related to changes in interest rates and foreign currency exchange rates. For a discussion of quantitative and qualitative disclosures about market risk, see Item 7A of Part II of our annual report on Form 10-K for the fiscal year ended October 31, 2018 (Quantitative and Qualitative Disclosures About Market Risk).2019 Annual Report.

Item 4. Controls and Procedures
Disclosure Controls and Procedures
As of the end of the period covered by this report, we carried out an evaluation under the supervision and with the participation of management, including our Chief Executive Officer and Chief Financial Officer, of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended). Based upon this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of the end of the period covered by this report.
Changes in Internal Control over Financial Reporting
There was no change in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934, as amended) during the most recently completed fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. We have not experienced any significant impact to our internal control over financial reporting despite the fact that most of our employees are working remotely due to the COVID-19 pandemic. The design of our processes and controls allow for remote execution with secure accessibility to data. We are continually monitoring and assessing the COVID-19 situation to minimize the impact, if any, on the design and operating effectiveness on our internal controls.

46

PART II — OTHER INFORMATION

Item 1. Legal Proceedings

The information set forth under the headingsheading “Litigation” and “Internal Investigation” in Note 20,21, Commitments and Contingencies, to our Condensed Consolidated Financial Statements included in Item 1 of Part I of this report, is incorporated herein by reference.

Item 1A. Risk Factors

There has been no material change to our Risk Factors from those presented in our annual report on Form 10-K for the year fiscal year ended October 31, 2018, other than as set forth below. Investing in our securities involves a high degree of risk. Before investing in our securities, you should consider carefully the information contained in this report and in our annual report on Form 10-K for the fiscal year ended October 31, 2018,2019 Annual Report, including the risk factors identified in Item 1A of Part I thereof (Risk Factors). This report contains forward-looking statements that involve risks and uncertainties. See “Cautionary Note Regarding Forward-Looking Statements” in “Management’s Discussion and Analysis of Financial Conditions and Results of Operations” above. Our actual results could differ materially from those contained in the forward-looking statements. Any of the risks discussed in our annual report on Form 10-K for the fiscal year ended October 31, 2018,2019 Annual Report, in this report, in other reports we file with the SEC, and other risks we have not anticipated or discussed, could have a material adverse impact on our business, financial condition or results of operations. Except as set forth below, there has been no material change to our Risk Factors from those presented in our 2019 Annual Report.

The COVID-19 pandemic has impacted our business and results of operation and could have a material adverse effect on our business, results of operations and financial condition in the future.

On January 30, 2020, the World Health Organization (“WHO”) declared a global emergency due to the outbreak of COVID-19, and on March 11, 2020, the WHO characterized COVID-19 as a pandemic. Unprecedented actions have been taken by governments globally to try to contain the pandemic, such as travel bans and restrictions, business closures, social distancing measures, quarantines and shelter-in-place orders. This pandemic and these countermeasures to contain the virus have caused economic and financial disruptions globally, including in most of the regions in which we sell our products and services and conduct our business operations. In the second quarter of fiscal 2020, the COVID-19 pandemic adversely impacted our financial results and business operations, primarily due to supply chain disruptions, limitations on customer fulfillment activity and our level of success in obtaining new customers or selling into recent customer design wins on their original timelines. During the third quarter of fiscal 2020, our order volumes declined significantly from the previous quarter and were meaningfully below our quarterly revenue as we experienced a more cautious customer spending and customer delays in operationalizing network projects that we anticipated. The magnitude and duration of disruption from the COVID-19 pandemic, and its impact on global business activity and our business and operations remains uncertain and could worsen.

Employees

As a result of the COVID-19 pandemic, we have temporarily closed Ciena offices globally, implemented travel restrictions and withdrawn from industry events. Our transition from existing flexible working arrangements to a work from home policy for most of our employees could impact the ability of our employees to advance research and development projects as efficiently or productively as they could in a lab environment or office setting. The extent and duration of ongoing workplace restrictions and limitations could adversely impact our ability to continue to push the pace of innovation in our industry. Continued restrictions on travel and limitations on interaction with customers, such as field and lab trials, may impact our sales and marketing activities, including our ability to secure new customers, to qualify and sell new products, or to grow sales with customers where or with whom we do not have a longer-standing supply relationship, such as within international markets and for our Blue Planet Automation Software & Services segment and our Packet Networking product line.

Supply Chain

Also as a result of the COVID-19 pandemic, we have experienced some disruption and delays in our global supply chain and related operations. We rely on third-party manufacturing operations in Mexico, Thailand, the United States and Canada. We also rely on a global component supply network involving many vendors and countries throughout the world. During the second quarter of fiscal 2020, some of our component suppliers – particularly those with facilities in China and Malaysia – experienced challenges related to COVID-19 that resulted in temporary closures or reductions of supply capacity. During the third quarter of fiscal 2020, we took a number of steps, some of which remain ongoing, including multi-sourcing and pre-ordering components and finished goods inventory, in an effort to reduce the impact of the adverse supply chain conditions we experienced. However, there can be no assurance that supply chain disruptions will not continue, or worsen, in the future. Limits on manufacturing availability or capacity, or delays in production or delivery of components or raw materials, due to COVID-related restrictions could delay or inhibit our ability to obtain supply of components and produce finished goods. If the
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COVID-19 pandemic worsens, it could also result in further disruptions or restrictions on our ability to source, manufacture or distribute our products, including temporary closures of our key manufacturing facilities, or the facilities of our suppliers and their manufacturers. If we experience more pronounced disruptions in our operations, we may experience constrained supply that may materially adversely impact our business and results of operations in future periods.

Services and Customer Fulfillment

We have experienced some disruption in our ability to provide installation, professional and fulfillment services to customers during the COVID-19 pandemic due to site access limitations, limited customer availability, project delays or re-prioritization by customers, and travel bans or restrictions on movement or gatherings, which adversely impacted revenue. We have also experienced transportation disruptions, such as reduced availability of air transport, port closures, and increased border controls or closures. These conditions have also made it more challenging to execute and adversely impacted the timing of customer plans to operationalize newer projects and recent customer design wins, primarily in international markets. We expect these conditions to persist in the short-term, adversely impacting our revenue and results of operations. If any of these logistics or transportation disruptions persist for longer periods or worsen, our operations and ability to meet customer demand could be materially adversely affected. Our customers have also experienced, and may continue to experience, disruptions in their operations, which can result in delayed, reduced, or canceled orders, and increased collection risks, and which may adversely affect our results of operations.

Demand for Products and Services

During the second quarter of fiscal 2020, we experienced higher than typical orders for our products and services among a concentrated set of larger customers with whom we had existing positions as a supplier. At that time, we believed that some portion of these orders likely reflected short-term purchasing behaviors based on customer-specific considerations in the face of the pandemic, including: customer concerns about future continued availability of supply; implementation of customer business continuity actions; our desire for increased visibility into expected demand; customer consumption of their existing inventory or spare equipment; additional network capacity requirements; acceleration of capital spending; and, possibly, increased bandwidth demands being placed on networks due to the pandemic. During the third quarter of fiscal 2020, our order volumes declined significantly from the previous quarter, particularly within our communications service provider and cable operator customers, in the face of continued economic uncertainty stemming from COVID-19. With respect to these customer segments in particular, we believe that this greater capital expenditure restraint stems from the deferral or re-prioritization of certain new network initiatives and continued uncertainty associated with the impact of the pandemic and economic uncertainty upon their enterprise business segments. As a result, our quarterly order volumes were meaningfully below revenue during the third quarter of fiscal 2020, challenging our visibility and the outlook for our orders and revenue in future periods. In the near-term, we expect this more cautious spending environment to continue into the fourth quarter of fiscal 2020 and, likely, periods thereafter in fiscal 2021. We expect these conditions to continue to adversely affect our order volumes and to adversely impact revenue in the short term, with revenue for our fourth fiscal quarter expected to decline meaningfully on a sequential and year-over-year basis. In addition, as our customers and their customers evaluate the ways in which networks and working environments will change even after the pandemic subsides, there may be long-lasting changes in customer behaviors and needs, including the end-users of our customers, which may impact the demand for our products and services in the long-term.

Market and Economic Conditions

Our business and operating results depend significantly on general market and economic conditions. Market volatility and weakness in the regions in which we operate have previously resulted in sustained periods of decreased demand for our products and services, which has adversely affected our operating results. Macroeconomic and market conditions could be adversely affected by a variety of political, economic or other factors, including long-term factors emerging from the effects of the pandemic in the United States and international markets, which could in turn adversely affect spending levels of our customers and their end users, and could create volatility or deteriorating conditions in the markets in which we operate. Due to our concentration of revenue in the United States, and the increasing concentration of our customers experienced in the second and third quarters of fiscal 2020, we would expect to incur a more significant impact from any adverse change in the capital spending environment or macroeconomic or market weakness in the United States.

As a result of continued economic uncertainty stemming from the pandemic, during the third quarter of fiscal 2020 we experienced a significant reduction in our order volumes, as compared to our revenue, and a reduction in our short-term outlook for our orders and revenue. We believe that ongoing concerns relating to the pandemic, and its impact on the enterprise business segments of our communications service provider and cable operator customers continue to adversely impact the velocity of business in general, with a particular impact on customer willingness and ability to initiate new network projects. We believe customers are exercising greater restraint in these projects, and more carefully prioritizing where and when to add network
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capacity. Delays in operationalizing new network projects that we anticipated have also adversely affected our expectations for revenue in the future. As a result of these dynamics, we expect the growth rates in our addressable markets to slow and the overall market growth to be flat to down in 2020 as compared to 2019, which we expect to adversely impact our revenue in the near term. We expect these market dynamics, including constrained customer spending and the decreased velocity of new business execution, to persist through the fourth quarter of fiscal 2020 and, likely, periods thereafter in fiscal 2021. If these dynamics persist for longer periods or worsen, our revenue and operating results could be materially adversely affected.

While the COVID-19 pandemic has not materially impacted our liquidity and capital resources to date, it has led to increased disruption and volatility in capital markets and credit markets. The duration and severity of any further economic or market impact of the COVID-19 pandemic remains uncertain and there can be no assurance that it will not have an adverse effect on our liquidity and capital resources, including our ability to access capital markets, in the future. The inputs into certain of our judgments, assumptions, and estimates considered the economic implications of the COVID-19 pandemic on our critical and significant accounting estimates. The actual results that we experience may differ materially from our estimates. As the impact of COVID-19 pandemic continues, our estimates may carry a higher degree of variability and volatility, and, as events continue to evolve, our estimates may change materially in future periods. In addition, if COVID-19 impacts the financial position of our customers or resale channel partners, we may have difficulty collecting receivables, and our business and results of operations could be exposed to risks associated with uncollectible accounts. Lack of liquidity in the capital markets, macroeconomic weakness and market volatility, including disruption caused by the COVID-19 pandemic, may increase our exposure to these credit risks. Our attempts to monitor customer payment capability and to take appropriate measures to protect ourselves may not be sufficient, and it is possible that we may have to write down or write off accounts receivable. Such write-downs or write-offs could negatively affect our operating results for the period in which they occur, and, if large, could have a material adverse effect on our revenue and operating results.

Other Factors

The situation relating to the COVID-19 pandemic and its potential effects on our business and financial results remains dynamic, including in our fourth quarter of fiscal 2020 and thereafter. The broader implications for our business and results of operations remain uncertain and will depend on many factors outside our control, including, without limitation, the timing, extent, trajectory and duration of the pandemic, the development and availability of effective treatments and vaccines, the imposition of protective public safety measures, and the impact of the pandemic on the global economy and enterprise and consumer behaviors. If these and other effects of the COVID-19 pandemic, including its effect on broader economies, financial markets and overall demand environment for our products, continues or worsens, it could have a material adverse effect on our business, financial condition, results of operations, or cash flows.

The COVID-19 pandemic may also increase the likelihood and severity of other risks discussed in Item 1A of Part I of our 2019 Annual Report, including but not limited to risks related to competition, development of the market for and demand for our products, delays in the development and production of our products, reliance on third parties, our international scale, our exposure to currency exchange rate fluctuations and the credit risks of our customers and resellers, and volatility in the capital markets.

Our revenue, gross margin and operating results can fluctuate significantly and unpredictably from quarter to quarter.

Our revenue, gross margin and results of operations can fluctuate significantly and unpredictably from quarter to quarter. Our budgeted expense levels are based on our visibility into customer spending plans and our projections of future revenue and gross margin. Visibility into customer spending levels can be uncertain, spending patterns are subject to change, and reductions in our expense levels can take significant time to implement. A significant portion of our quarterly revenue is generated from customer orders received during that same quarter (which we refer to as “book to revenue”). Accordingly, our revenue for a particular quarter is difficult to predict, and a shortfall in expected orders in any given quarter can materially adversely affect our revenue and results of operations for that quarter or future quarterly periods. For example, our quarterly order volumes were meaningfully below revenue during the third quarter of fiscal 2020, challenging our visibility and the outlook for our orders and revenue in future periods. Additional factors that contribute to fluctuations in our revenue, gross margin and operating results include:

•changes in spending levels or network deployment plans by customers, particularly with respect to our service provider and Web-scale provider customers;
•order timing and volume, including book to revenue orders;
•shipment and delivery timing;
•backlog levels;
•the level of competition and pricing pressure in our industry;
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•the pace and impact of price erosion that we regularly encounter in our markets;
•the impact of commercial concessions or unfavorable commercial terms required to maintain incumbency or secure new opportunities with key customers;
•the mix of revenue by product segment, geography and customer in any particular quarter;
•our level of success in achieving targeted cost reductions and improved efficiencies in our supply chain;
•our incurrence of start-up costs, including lower margin phases of projects required to support initial deployments, gain new customers or enter new markets;
•our level of success in accessing new markets and obtaining new customers;
•long- and short-term changing behaviors or customer needs that impact demand for our products and services or the products and services of our customers;
•technology-based price compression and our introduction of new platforms with improved price for performance;
•changing market, economic and political conditions, including the impact of tariffs and other trade restrictions or efforts to withdraw from or materially modify international trade agreements;
•factors beyond our control such as natural disasters, acts of war or terrorism, and epidemics, including the COVID-19 pandemic;
•the financial stability of our customers and suppliers;
•consolidation activity among our customers, suppliers and competitors;
•the timing of revenue recognition on sales, particularly relating to large orders;
•installation service availability and readiness of customer sites;
•availability of components and manufacturing capacity;
•adverse impact of foreign exchange; and
•seasonal effects in our business.
        As a result of these factors and other conditions affecting our business and operating results, we believe that quarterly comparisons of our operating results are not necessarily a good indication of possible future performance. Quarterly fluctuations from the above factors may cause our revenue, gross margin and results of operations to underperform in relation to our guidance, long-term financial targets or the expectations of financial analysts or investors, which may cause volatility or decreases in our stock price. See the risk factor above entitled “The COVID-19 pandemic has impacted our business and results of operation and could have a material adverse effect on our business, results of operations and financial condition in the future” for additional factors related to COVID-19 that could cause our revenue, gross margin and operating results to fluctuate.
A small number of customers account for a significant portion of our revenue. The loss of any of these customers or a significant reduction in their spending could have a material adverse effect on our business and results of operations.

A significant portion of our revenue is concentrated among a small number of customers. For example, our ten largest customers contributed 56.5%56.6% of our revenue for the nine months ended August 1, 2020 and 59.3% of our fiscal 2018 revenue.2019 revenue, and we have seen a further concentration in our orders during the second and third quarters of fiscal 2020. Historically, our largest customers by revenue principally consisted of large communications service providers. For example, AT&T and Verizon accounted for approximately 12.1%11.3% and 10.3%10.0%, respectively, of our revenue for the nine months ended August 1, 2020, and 10.9% and 12.9%, respectively, of fiscal 2018 revenue, respectively.2019 revenue. As a result of efforts in recent years to diversify our business, the customer segments and geographies that comprise our customer base including some of our largestand top customers by revenue also includes certainhave changed. During fiscal 2019, three Web-scale providers. Theseproviders were among our top ten customers. Web-scale customers are increasinglyhave been important contributors to our overall growth through both our direct sales to them, including for data center interconnection, and their indirect impact on purchases by other network operators. During fiscal 2018, two Web-scale providers were among our top ten customers, and during the third quarter of fiscal 2019, a Web-scale provider was our largest customer by revenue. Consequently, our financial results and our ability to grow our business are closely correlated with the spending of a relatively small number of customerscustomers. Our business and results of operations could be materially adversely impacted by the loss of a large customer within or outside of these customer segments as well as by reductions in these important segments. Changes in their levels of network spending or theircapital expenditure budgets, changes in network deployment plans or changes in consumption models for acquiring networking solutions could adversely affectby our operating results.largest customers.



Because of our concentration of revenue with communications service providers and Web-scale providers, our business and results of operations can be significantly affected by market, industry or competitive dynamics adversely affecting these customer segments. For example, communications service providers continue to face a rapidly shifting competitive landscape as cloud service operators, “over-the-top” (OTT) providers, and other content providers challenge their traditional business models and network infrastructures. These dynamics have in the past had an adverse effect on network spending levels by certain of our largest service provider customers. Several of these, including AT&T, with whom we experienced declines in annual revenue during fiscal 2017 and fiscal 2018, have announced various procurement initiatives that seek to modify how they purchase networking infrastructure or efforts to reduce capital expenditures on network infrastructure in future periods that may adversely affect our results of operations. Moreover, a number of our communications service providers and cable operator customers, including AT&T, Verizon and Centurylink, have either recently announced significant acquisition transactions or are in the process of significant related integration activities, including the acquisition of media or content companies. Such transactions have in the past, and may in the future, result in spending delays or deferrals, or changes in preferred vendors, due to changes in strategy or leadership, the timing of regulatory approvals and debt burdens associated with such transactions. Separately,Similarly, certain of our largest Web-scale customers have announced an intention to reduce capital spending in future periods and we expect our revenue from this customer segment to moderate from the level achieved in fiscal 2019. Web-scale providers are also under consumer and government scrutiny and have been the subject of regulatory and other government actions, including inquiries and investigations, formal or informal, by competition authorities in the United States, Europe and other jurisdictions. In July 2019, the U.S. Department of Justice announced that it would commence an antitrust review into significant online technology platforms, and in September 2019, various state attorneys general announced antitrust investigations involving certain technology companies. In addition, certain committees of the U.S. Congress have recently held hearings to consider the businesses associated with these platforms and their impact on competition.investigations. There can be no assurance that these government
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actions will not adversely impact the network spending, procurement strategies, or business practices of our Web-scale customers in a manner adverse to us. Our business and results of operations could be materially adversely affected by these factors and other market, industry or competitive dynamics adversely impacting our customers.

        In addition, the negative effects of the COVID-19 pandemic on global economic conditions have affected and may continue to affect the network spending, procurement strategies, or business practices of our largest customers. For example, our service provider customers rely in part upon the sale of services to consumers and enterprises, including those in the retail, entertainment, and travel industries, which have been acutely impacted by the negative economic effects of the COVID-19 pandemic. Similarly, certain of our Web-scale customers have business models that heavily rely upon advertising revenue from enterprises, including those in industries acutely affected by the COVID-19 pandemic. If any of our large customers experience a loss in revenue due to the impact of COVID-19 on their consumer or enterprise customers, they may reduce capital spending on networking projects, including data centers, which could materially adversely affect our business and results of operations.
Generally,Our business and operating results could be adversely affected by unfavorable changes in macroeconomic and market conditions and reductions in the level of spending by customers in response to these conditions.
        Our business and operating results depend significantly on general market and economic conditions. Market volatility and weakness in the regions in which we operate have previously resulted in sustained periods of decreased demand for our customer contracts do not require customers to purchase any minimumproducts and services, which has adversely affected our operating results. The current global macroeconomic environment is challenging and volatile, and is being significantly and adversely impacted by the COVID-19 pandemic. Macroeconomic and market conditions could also be adversely affected by a variety of political, economic or guaranteed volumes,other factors in the United States and we conduct sales under purchase orders forinternational markets, which could in turn adversely affect spending levels of our customers often haveand their end users, and could create volatility or deteriorating conditions in the rightmarkets in which we operate. Due to modifyour concentration of revenue in the United States, we would expect to incur a more significant impact from any adverse change in the capital spending environment or cancel. We must regularly competemacroeconomic or market weakness in the United States. Macroeconomic uncertainty or weakness could result in:
•reductions in customer spending and delay, deferral or cancellation of network infrastructure initiatives;
•increased competition for fewer network projects and win business with existing customers. Moreover, Web-scale providers tendsales opportunities;
•increased pricing pressure that may adversely affect revenue, gross margin and profitability;
•decreased ability to operate on shorter procurementforecast operating results and make decisions about budgeting, planning and future investments;
•increased overhead and production costs as a percentage of revenue;
•tightening of credit markets needed to fund capital expenditures by us or our customers;
•customer financial difficulty, including longer collection cycles thanand difficulties collecting accounts receivable or write-offs of receivables; and
•increased risk of charges relating to excess and obsolete inventories and the write-off of other intangible assets.
Each of our traditional customers which can require ushas a unique set of circumstances, and it is unclear how the macroeconomic and market conditions created by COVID-19 may continue to competeimpact their purchasing volumes or behaviors. Reductions in customer spending in response to re-win business with these customers more frequently than required with other customers segments. As such, there is no assurance that our incumbency will be maintained at any given customerunfavorable or that our revenue levels from a customeruncertain macroeconomic and market conditions, globally or in a particular period can be achieved in future periods. Customer spending levels can be unpredictable,region where we operate, would adversely affect our business, results of operations and financial condition.

COVID-19-related restrictions on travel and gatherings could adversely impact our ability to compete for business, particularly with customers where we are not an incumbent supplier.
        Competition for sales of communications networking equipment, software and services is intense on a global basis, as we and our competitors aggressively seek to capture market share and displace incumbent equipment vendors. Our strategy is to leverage our technology leadership and to aggressively capture additional market share and displace competitors, particularly with communications service providers internationally. This market share capture has been an important contributor to our growth in recent years. Restrictions on travel and gatherings due to COVID-19 countermeasures have impacted our interaction with customers, and the timing of certain field and lab trials. Restrictions have impacted and may continue to impact our ability to carry out certain sales and marketing activities, and adversely impacted our ability to any customer could significantly decreasesecure new customers, to qualify and sell new products, and to grow sales with customers where we do not have longer-standing supply relationships, including within our Blue Planet Automation Software and Services segment and our Packet Networking product line. If we fail to win new business or cease at any time. Ourto compete successfully in our markets, our business and results of operations would be materially adversely impacted by the losscould suffer.
Investment of a large customer or reductionsresearch and development resources in spending or capital expenditure budgets by our largest customers.

The potential effects of recently announced tariffs on Chinese products by the United States government are uncertain.
We maintain a global sourcing strategy and depend on a diverse set of third-party suppliers in international markets that comprise our supply chain. We rely on these third parties for activities relating to product design, development and support, and in the sourcing of products, components, subcomponents and related raw materials. Our products include optical and electronic componentscommunications networking technologies for which reliable, high-volume supplythere is not an adequate market demand, or failure to sufficiently or timely invest in technologies for which there is market demand, would adversely affect our revenue and profitability.
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        The market for communications networking hardware and software solutions is characterized by rapidly evolving technologies, changes in market demand and increasing adoption of software-based networking solutions. We continually invest in research and development to sustain or enhance our existing hardware and software solutions and to develop or acquire new technologies including new software platforms. There is often available only from solea lengthy period between commencing these development initiatives and bringing new or limited sources. The lossimproved solutions to market. Accordingly, there is no guarantee that our new products, including our Blue Planet Automation Software and Services, or enhancements to other solutions, will achieve market acceptance or that the timing of a source of supply, or lack of sufficient availability of key components or materials, could require that we locate an alternate source or redesign our products, either of which could result in business interruption and increased costs and could negatively affect our product gross margin and results of operations.

market adoption will be as predicted. As a result of the COVID-19 pandemic, technology preferences, customer demand and the markets for our global sourcing strategy,solutions may move in directions that we had not anticipated. As a general matter, there is a significant possibility that some of our supply chain includesdevelopment decisions, including significant expenditures on acquisitions, research and development, or investments in technologies, will not meet our expectations, and that our investment in some projects will be unprofitable. There is also a possibility that we may miss a market opportunity because we failed to invest or invested too late in a technology, product or enhancement sought by our customers or the markets into which we sell. Changes in market demand or investment priorities may also cause us to discontinue existing or planned development for new products or features, which can have a disruptive effect on our relationships with customers.
        Restrictions on the ability of our research and development employees to work in our facilities, including in Canada, India and the United States, as a result of restrictions imposed by governments or us to combat the COVID-19 pandemic could reduce their effectiveness including, for example, by making it more difficult for them to collaborate as effectively in the development of new solutions. Failure to develop, on a cost-effective basis, innovative new or enhanced solutions that are attractive to customers and profitable to us could have a material adverse effect on our business, results of operations, financial condition and cash flows.
Our reliance on certain directthird-party suppliers exposes us to certain risks relating to their businesses and indirectfinancial position that, in turn, could disrupt our business or limit our sales.

We are exposed to risks relating to unfavorable economic conditions, financial difficulties and a wide range of market, regulatory and industry challenges affecting the businesses, financial position and results of operations of our third-party suppliers basedof components and certain finished goods inventory. These challenges can affect their business in a number of ways, including material costs, sales, liquidity levels, ability to continue investing in their businesses, ability to import or export goods, ability to meet development commitments and manufacturing capability.
A number of our key technology vendors rely upon sales to customers, including our competitors, in China who supply goods to us, our manufacturers or our third-party suppliers.for a material portion of their revenue. Recently, there have been a number of significant geopolitical events, including trade tensions and regulatory actions, involving the governments of the United States and China. The U.S. government has raised tariffs, and imposed new tariffs, some of which were subsequently raised, on a wide range of imports of Chinese products, including component elements of our solutions and certain finished goods products that we sell. Effective September 1, 2019, a new 15% tariff was imposed on approximately $300 billion of China-origin imports covered by the so called “List 4A,” which includes certain Ciena products. The U.S. government has also implemented prohibitions on U.S. companies from doing business with certain Chinese companies. These actions have resulted in escalating tensions between the United States and China and introduce a risk that the Chinese government may take additional steps to retaliate against U.S. industries or companies. At this time, it remains unclear what additional actions, if any, will be taken by the governments of the U.S. or China with respect to such trade and tariff matters. There can be no assurance that any future action or regulation would not adversely affect our business, operations and financial results.



Our reliance upon certain third-party component suppliers exposes us to certain risks relating to their business in China that, in turn, could disrupt our business or limit our sales.

In May 2019, the U.S. Department of Commerce amended the Export Administration Regulations by adding Huawei Technologies Co., Ltd. and 68 of its non-U.S.certain affiliates to the “Entity List” for actions contrary to the national security and foreign policy interests of the United States, which amendment imposesimposing significant new restrictions on export, reexport and transfer of U.S. regulated technologies and products to Huawei. In August 2020, the U.S. Department of Commerce further added 46additional Huawei affiliates to the Entity List, (collectively, “Huawei”).confirmed the expiration of a temporary general license applicable to Huawei and amended the foreign direct product rule in a manner that represents a significant expansion of its application to Huawei. Several of our third-party component suppliers, including certain sole and limited source suppliers, sell products to Huawei and, in some cases, Huawei is a significant customer for such suppliers. At this time, there can be no assurance regarding the scope or duration of these restrictions, including the foreign direct product rule, or further actions imposed on Huawei, and any future impact on our suppliers. Any continued restriction on our suppliers’ ability to make sales to Huawei may adversely impact their businesses. Suchbusinesses and financial position. In addition, in January 2018, China’s Ministry of Industry and Information Technology released its Optoelectronic Devices Industry Technology Roadmap, a five-year plan to improve China’s capabilities in the optoelectronics industry. There can be no assurance that this initiative, or similar efforts in China such as the Made in China 2025 initiatives, will not have an adverse impact on the business of our suppliers or our access to necessary components. These and similar industry, market and regulatory disruptions affecting theseour suppliers could, in turn, expose our business to loss or lack of supply or discontinuation of components that could result in lost revenue, additional product costs, increased lead times and deployment delays that could harm our business and customer relationships. Our business and results of operations would be negatively affected if we were to experience any significant disruption or difficulties with key suppliers affecting the price, quality, availability or timely delivery of required components. At this time, there can be no assurance regarding the scope or duration of the restrictions imposed on Huawei and any future impact on our suppliers.

We rely uponon third-party contract manufacturers, and our business and results of operations may be adversely affected by risks associated with their businesses, financial condition and the geographies in which they operate.

We rely uponon third-party contract manufacturers with facilities in Canada, Mexico, Thailand, and the United States and Canada to perform a substantial portion of our supply chain activities, including component sourcing, manufacturing, product testing and quality, and fulfillment and logistics relating to the distribution and support of our products. There are a number of risks associated with our dependence on contract manufacturers, including:
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•reduced control over delivery schedules and planning;
•reliance on the quality assurance procedures of third parties;
•potential uncertainty regarding manufacturing yields and costs;
•availability of manufacturing capability and capacity, particularly during periods of high demand;
•risks and uncertainties associated with the locations or countries where our products are manufactured, including potential manufacturing disruptions caused by social, geopolitical, environmental or environmental factors;health factors, including pandemics or widespread health epidemics such as the COVID-19 pandemic;
•changes in U.S. law or policy governing foreigntax, trade, manufacturing, development and investment in the countries where we currently manufacture our products, including the World Trade Organization Information Technology Agreement or other free trade agreements;
•inventory liability for excess and obsolete supply;
•limited warranties provided to us; and
•potential misappropriation of our intellectual property.
These and other risks could impair our ability to fulfill orders, harm our sales and impact our reputation with customers. If our contract manufacturers are unable or unwilling to continue manufacturing our products or components of our products, or if we experience a disruption of manufacturing or our contract manufacturers discontinue operations, we may be required to identify and qualify alternative manufacturers, which could cause us to be delayed in or unable to meet our supply requirements to our customers and result in the breach of our customer agreements. The process of qualifying a new contract manufacturer and commencing volume production is expensive and time-consuming, and if we are required to change or qualify a new contract manufacturer, we would likely experience significant business disruption and could lose sales revenue and damage our existing customer relationships. See the risk factor above entitled “The COVID-19 pandemic has impacted our business and results of operation and could have a material adverse effect on our business, results of operations and financial condition in the future” for additional factors related to COVID-19 and our third-party contract manufacturers that could adversely affect our business and financial results.
A substantial portionThe international scale of our sales and operations exposes us to additional risk and expense that could adversely affect our results of operations.
       ��We market, sell and service our products globally, maintain personnel in numerous countries, and rely on a global supply chain for sourcing important components and manufacturing our products. Our international sales and operations are subject to inherent risks, including:
•adverse social, political and economic conditions;
•effects of adverse changes in currency exchange rates;
•greater difficulty in collecting accounts receivable and longer collection periods;
•difficulty and cost of staffing and managing foreign operations;
•higher incidence of corruption or unethical business practices;
•less protection for intellectual property rights in some countries;
•tax and customs changes that adversely impact our global sourcing strategy, manufacturing practices, transfer-pricing, or competitiveness of our products for global sales;
•compliance with certain testing, homologation or customization of products to conform to local standards;
•significant changes to free trade agreements, trade protection measures, tariffs, export compliance, domestic preference procurement requirements, qualification to transact business and additional regulatory requirements; and
•natural disasters, acts of war or terrorism, and epidemics, including the COVID-19 pandemic.
        Our international operations are manufacturedsubject to complex foreign and distributedU.S. laws and regulations, including anti-bribery and corruption laws, antitrust or competition laws, data privacy laws, such as the EU General Data Protection Regulation, and environmental regulations, among others. In particular, recent years have seen a substantial increase in anti-bribery law enforcement activity by U.S. regulators, and we currently operate and seek to operate in many parts of the world that are recognized as having greater potential for corruption. Violations of any of these laws and regulations could result in fines and penalties, criminal sanctions against us or our employees, prohibitions on the conduct of our business and on our ability to offer our products and services in certain geographies, and significant harm to our business reputation. Our policies and procedures to ensure compliance with these laws and regulations and to mitigate these risks may not protect us from all acts committed by our employees or third-party contract manufacturersvendors, including contractors, agents and services partners. Additionally, the costs of complying with these laws (including the costs of investigations, auditing and monitoring) could adversely affect our current or future business.
        The success of our international sales and operations will depend, in Mexico.large part, on our ability to anticipate and manage these risks effectively. Our failure to manage any of these risks could harm our international operations, reduce our
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international sales, and could give rise to liabilities, costs or other business difficulties that could adversely affect our operations and financial results.
If we are unable to attract and retain qualified personnel, or if our existing personnel are harmed by COVID-19, we may be unable to manage our business effectively.
Our future success and ability to maintain a technology leadership position depends upon our ability to recruit and retain the services of executive, engineering, sales and marketing, and support personnel. Competition to attract and retain highly skilled technical, engineering and other personnel with experience in our industry is intense, and our employees have been the subject of targeted hiring by our competitors. Competition is particularly intense in certain jurisdictions where we have research and development centers, including the Silicon Valley area of northern California, and we may experience difficulty retaining and motivating existing employees and attracting qualified personnel to fill key positions. Because we rely on equity awards as a significant component of compensation, particularly for our executive team, a lack of positive performance in our stock price, reduced grant levels, or changes to our compensation program may adversely affect our ability to attract and retain key employees. In recent months,addition, none of our executive officers is bound by an employment agreement for any specific term. We have a number of workforce planning initiatives underway and our failure to manage these programs effectively could result in the loss of key personnel. Similarly, the failure to properly manage the necessary knowledge transfer required from these employee transitions could impact our ability to maintain industry and innovation leadership. The loss of members of our management team or other key personnel, including due to COVID-19, could be disruptive to our business and, were it necessary, it could be difficult to replace such individuals. If we are unable to attract and retain qualified personnel, we may be unable to manage our business effectively, and our operations and financial results could suffer.
In addition, a number of our team members are foreign nationals who rely on visas or work-entry permits in order to legally work in the United States and other countries. Changes in government policy and global events such as pandemics may interfere with our ability to hire or retain personnel who require these visas or entry permits. For example, in response to the COVID-19 pandemic, the United States has suspended entry of foreign nationals who have recently been in China, the United Kingdom, Brazil, numerous countries within the European Union, and other countries into the United States, which could impact our ability to attract, develop, integrate and retain highly skilled employees with appropriate qualifications from other countries. In addition, on April 22, 2020, in a stated effort to protect Americans from competition from foreign workers during the COVID-19 pandemic, the U.S. President signed an executive order to pause for 60 days the issuance of immigrant visas issued at U.S. embassies to enter the United States, and on June 22, 2020 extended the pause and added restrictions on the issuance of several categories of temporary visas through at least the end of the calendar year, including restrictions on H-1B visas for certain skilled workers and L-1 visas for intracompany transfers of executives/managers and specialized knowledge persons such as those employed in information technology and engineering, subject to certain exceptions. Additional changes in immigration policy, including the implementation of restrictive interpretations by the U.S. Citizenship and Immigration Services of regulatory requirements for H-1B, L-1 and other U.S. work visa categories, may also adversely affect our ability to hire or retain key talent, which could have an impact on our business operations.
Data security breaches and cyber-attacks could compromise our intellectual property or other sensitive information and cause significant damage to our business and reputation.
        In the ordinary course of our business, we maintain on our network systems, and on the networks of our third-party providers, certain information that is confidential, proprietary or otherwise sensitive in nature. This information includes intellectual property, financial information and confidential business information relating to us and our customers, suppliers and other business partners. Companies in the technology industry have been increasingly subject to a wide variety of security incidents, cyber-attacks and other attempts to gain unauthorized access to networks or sensitive information. Our network systems and storage and other business applications, and the systems and storage and other business applications maintained by our third-party providers, have been in the past, and may be in the future, subject to attempts to gain unauthorized access, breach, malfeasance or other system disruptions. In some cases, it is difficult to anticipate or to detect immediately such incidents and the damage caused thereby. If an actual or perceived breach of security occurs in our network or any of our third-party providers’ networks, we could incur significant costs and our reputation could be harmed. In addition, the internet has experienced an increase in cyber threats during the COVID-19 pandemic in the form of phishing emails, malware attachments and malicious websites. While we work to safeguard our internal network systems and validate the security of our third party providers to mitigate these potential risks, including through information security policies and employee awareness and training, there is no assurance that such actions will be sufficient to prevent cyber-attacks or security breaches. We have been subjected in the past to a range of incidents including phishing, emails purporting to come from a company executive or vendor seeking payment requests, and communications from look-alike corporate domains. While these have not had a material effect on our business or our network security to date, security incidents involving access or improper use of our systems, networks or products could compromise confidential or otherwise protected information, destroy or corrupt data, or otherwise disrupt our
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operations. These security events could also negatively impact our reputation and our competitive position and could result in litigation with third parties, regulatory action, loss of business, potential liability and increased remediation costs, any of which could have a material adverse effect on our financial condition and results of operations.
Changes in trade policy, including the imposition of tariffs and efforts to withdraw from or materially modify international trade agreements, may adversely affect our business, operations and financial condition.
        The United States and various foreign governments have established certain trade and tariff requirements under which we have implemented a global approach to the sourcing and manufacture of our products, as well as distribution and fulfillment to customers around the world. Recently, the U.S. government has generally indicated a willingness to revise, renegotiate, or terminate various existing multilateral trade agreements and to impose new taxes on certain goods imported into the U.S. Because we rely on a global sourcing strategy and third-party contract manufacturers in markets outside of the U.S. to perform substantially all of the manufacturing of our products, such steps, if adopted, could adversely impact our business and operations, increase our costs, and make our products less competitive in the U.S. and other markets. 
For example, the U.S. government has threatened to undertake a number of actions relating to trade with Mexico, including the closure of the border and the imposition of escalating tariffs on goods imported into the U.S. from Mexico. A substantial portion of our products are manufactured and distributed by third-party contract manufacturers in Mexico. If adopted, such actions could adversely impact our business and significantly disrupt our operations. These actions may also make our products less competitive in the United States and other markets. In addition, the U.S. government reached a new trade agreement with the Canadian and Mexican governments to replace the North American Free Trade Agreement (“NAFTA”) with the United States-Mexico-Canada Agreement (“USMCA”). There can be no assurance that a transition from NAFTA to the USMCA would not adversely impact our business or disrupt our operations.
        In addition, as a result of our global sourcing strategy, our supply chain includes certain direct and indirect suppliers based in China who supply goods to us, our manufacturers or our third-party suppliers. Recently, there have been a number of significant geopolitical events, including trade tensions and regulatory actions, involving the governments of the United States and China. The U.S. government has raised tariffs, and imposed new tariffs, on a wide range of imports of Chinese products, including component elements of our solutions and certain finished goods products that we sell. In May 2020, the U.S. introduced significant further restrictions limiting access to controlled U.S. technology to additional Chinese government and commercial entities, including certain of our competitors based in China. In August 2020, the U.S. Department of Commerce took further action against Huawei by adding additional affiliates to the Entity List, confirming the expiration of a temporary general license applicable to Huawei and amending the foreign direct product rule in a manner that represents a significant expansion of its application to Huawei. The situation involving U.S.-China trade relations remains volatile and uncertain and there can be no assurance that further actions by either country will not have an adverse impact on our business, operations and access to technology, or components thereof, sourced from China.
At this time, it remains unclear what additional actions, if any, will be taken by the U.S. or other governments with respect to suchinternational trade agreements, tax policy related to international commerce, or the imposition of tariffs on goods imported into the U.S., tax policy related to international commerce, or other trade matters. Based on our manufacturing practices and locations, there can be no assurance that any future executive or legislative action in the United States or other countries relating to tax policy and trade regulation would not adversely affect our business, operations and financial results.

Government regulation of usage, import or export of our products, or our technology within our products, changes in that regulation, or our failure to obtain required approvals for our products, could harm our international and domestic sales and adversely affect our revenue and costs of sales. Failure to comply with such regulations could result in enforcement actions, fines, penalties or restrictions on export privileges. In addition, costly tariffs on our equipment, restrictions on importation, trade protection measures and domestic preference requirements of certain countries could limit our access to these markets and harm our sales. These regulations could adversely affect the sale or use of our products, substantially increase our cost of sales and adversely affect our business and revenue.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds


Not applicable.

Issuer Purchases of Equity Securities
The following table provides a summary of repurchases of our common stock during the third quarter of fiscal 2019:
Period Total Number of Shares Purchased (1) Average Price Paid Per Share 
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1)
 
Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs
(in Thousands)
May 1, 2019 to May 31, 2019 392,018
 $34.92
 392,018
 $419,769
June 1, 2019 to June 30, 2019 343,370
 $41.96
 343,370
 $405,363
July 1, 2019 to July 31, 2019 393,651
 $43.92
 393,651
 $388,076
  1,129,039
 $40.19
 1,129,039
  
(1) On December 13, 2018, Ciena announced that its Board of Directors authorized a program to repurchase up to $500 million of its common stock, which replaced in its entirety the previous stock repurchase program authorized in fiscal 2018. The amount and timing of repurchases are subject to a variety of factors including liquidity, cash flow, stock price and general business and market conditions. The program may be modified, suspended, or discontinued at any time.

Item 3. Defaults Upon Senior Securities
Not applicable.

Item 4. Mine Safety Disclosures
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Not applicable.

Item 5. Other Information
Not applicable.

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Item 6. Exhibits
31.1
31.2
32.1
32.2
101.INSInline XBRL Instance Document - The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCHInline XBRL Taxonomy Extension Schema Document
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document
101.LABInline XBRL Taxonomy Extension Label Linkbase Document
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)



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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrantregistrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Ciena Corporation

 
Date:September 11, 20199, 2020By:  /s/ Gary B. Smith  
Gary B. Smith 
President, Chief Executive Officer

and Director

(Duly Authorized Officer) 
Date:September 11, 20199, 2020By:  /s/ James E. Moylan, Jr.  
James E. Moylan, Jr. 
Senior Vice President, Finance and

Chief Financial Officer

(Principal Financial Officer) 

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