Document and Entity Information
Document and Entity Information Document - shares | 3 Months Ended | |
Mar. 31, 2016 | Apr. 21, 2016 | |
Entity [Abstract] | ||
Entity Registrant Name | RUCKUS WIRELESS INC | |
Entity Central Index Key | 1,294,016 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2016 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 90,543,181 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 59,714 | $ 69,687 |
Short-term investments | 166,934 | 160,791 |
Accounts receivable, net of allowance for doubtful accounts of $800 as of March 31, 2016 and December 31, 2015 | 80,256 | 70,649 |
Inventories | 25,711 | 26,591 |
Deferred costs | 1,951 | 3,669 |
Restricted cash | 5,000 | 5,000 |
Prepaid expenses and other current assets | 7,234 | 6,168 |
Total current assets | 346,800 | 342,555 |
Property and equipment, net | 18,666 | 19,411 |
Goodwill | 16,390 | 16,390 |
Intangible assets, net | 7,707 | 8,625 |
Non-current deferred tax asset | 31,883 | 30,217 |
Other assets | 1,767 | 1,623 |
Total assets | 423,213 | 418,821 |
Current liabilities: | ||
Accounts payable | 23,074 | 30,360 |
Accrued liabilities | 11,209 | 7,748 |
Accrued compensation | 17,100 | 14,902 |
Deferred revenue | 32,086 | 36,602 |
Total current liabilities | 83,469 | 89,612 |
Non-current deferred revenue | 14,957 | 14,524 |
Other non-current liabilities | 3,274 | 3,152 |
Total liabilities | $ 101,700 | $ 107,288 |
Commitments and contingencies (Note 7) | ||
Stockholders’ equity: | ||
Common stock, $0.001 par value; 250,000 shares authorized as of March 31, 2016 and December 31, 2015; 90,063 and 89,345 shares issued and outstanding at March 31, 2016 and December 31, 2015, respectively | $ 90 | $ 89 |
Additional paid-in capital | 331,145 | 320,561 |
Accumulated other comprehensive income (loss) | 128 | (192) |
Accumulated deficit | (9,850) | (8,925) |
Total stockholders’ equity | 321,513 | 311,533 |
Total liabilities and stockholders’ equity | $ 423,213 | $ 418,821 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 800 | $ 800 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common Stock, Shares, Issued | 90,063,000 | 89,345,000 |
Common stock, shares outstanding | 90,063,000 | 89,345,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Revenue: | ||
Product | $ 91,285 | $ 75,297 |
Service | 9,288 | 6,781 |
Total revenue | 100,573 | 82,078 |
Cost of revenue: | ||
Product | 28,188 | 23,231 |
Service | 3,973 | 3,542 |
Total cost of revenue | 32,161 | 26,773 |
Gross profit | 68,412 | 55,305 |
Operating expenses: | ||
Research and development | 26,235 | 21,296 |
Sales and marketing | 30,140 | 26,078 |
General and administrative | 13,807 | 9,434 |
Total operating expenses | 70,182 | 56,808 |
Operating loss | (1,770) | (1,503) |
Interest income | 312 | 141 |
Other expense, net | 0 | (78) |
Loss before income taxes | (1,458) | (1,440) |
Income tax benefit | (533) | (867) |
Net loss | $ (925) | $ (573) |
Net income (loss) per share: | ||
Basic and diluted (USD per share) | $ (0.01) | $ (0.01) |
Weighted average number of shares outstanding, basic and diluted (in shares) | 89,741 | 85,637 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (925) | $ (573) |
Other comprehensive income, net of tax: | ||
Unrealized gain on short-term investments | 319 | 85 |
Comprehensive loss | $ (606) | $ (488) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Cash flows from operating activities | ||
Net loss | $ (925) | $ (573) |
Adjustments to reconcile net income to cash provided by operating activities: | ||
Depreciation and amortization | 3,197 | 2,833 |
Stock-based compensation | 8,085 | 7,322 |
Amortization of investment premiums, net of accretion of purchase discounts | 473 | 601 |
Deferred income taxes | (1,192) | (1,271) |
Excess tax benefit from employee stock incentive plans | (474) | (989) |
Other | 6 | 10 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (9,613) | 2,432 |
Inventories | 880 | (4,079) |
Deferred costs | 1,718 | 1,951 |
Prepaid expenses and other current assets | (1,161) | (918) |
Other assets | (154) | 93 |
Accounts payable | (5,437) | (4,209) |
Accrued compensation | 2,320 | (1,196) |
Accrued liabilities | 3,461 | 1,489 |
Deferred revenue | (4,083) | (8,808) |
Net cash used in operating activities | (2,899) | (5,312) |
Cash flows from investing activities | ||
Purchase of investments | (53,464) | (30,987) |
Proceeds from the maturity of investments | 32,458 | 25,774 |
Proceeds from the sale of investments | 14,805 | 0 |
Purchase of property, equipment and internal use software | (3,383) | (3,251) |
Change in facility lease deposits | 10 | (67) |
Net cash used in investing activities | (9,574) | (8,531) |
Cash flows from financing activities: | ||
Proceeds from exercise of stock options | 2,026 | 3,038 |
Excess tax benefit from employee stock incentive plans | 474 | 989 |
Net cash provided by financing activities | 2,500 | 4,027 |
Net decrease in cash and cash equivalents | (9,973) | (9,816) |
Cash and cash equivalents at beginning of period | 69,687 | 56,083 |
Cash and cash equivalents at end of period | 59,714 | 46,267 |
Supplemental disclosure of cash flow information | ||
Income taxes paid | 437 | 298 |
Non-cash investing and financing activities | ||
Purchases of property and equipment recorded in accounts payable and accrued liabilities | $ 804 | $ 3,914 |
DESCRIPTION OF BUSINESS AND SUM
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Description of Business — Ruckus Wireless, Inc., a Delaware corporation (“Ruckus”) is a global supplier of advanced Wi-Fi solutions. Ruckus' solutions, which are called Smart Wi-Fi, are used by service providers and enterprises to solve a range of network capacity, coverage and reliability challenges associated with increasing wireless traffic demands created by the growth in the number of users equipped with more powerful smart wireless devices using increasingly data rich applications and services. Ruckus markets and sells its products and technology directly and indirectly through a vast network of channel partners to a variety of service providers and enterprises around the world. Its Smart Wi-Fi solutions offer features and functionality such as enhanced reliability, consistent performance, extended range and massive scalability. Ruckus' products include high capacity, controllers, indoor and outdoor access points, wireless bridges, controller software platforms, software management solutions including reporting and analytics and unique Wi-Fi-related cloud services, such as location-based positioning, and certificate-based security and on-boarding of Wi-Fi devices. These hardware and software products and services incorporate various elements of Ruckus' proprietary technologies, including Smart Radio, SmartCast, SmartMesh, and Smart Scaling, to enable high performance in a variety of challenging operating environments. Organization - On April 3, 2016, Ruckus entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Brocade Communications Systems, Inc., a Delaware corporation (“Parent” or "Brocade"), and Stallion Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent (the “Offeror” or "Merger Sub"). Pursuant to the Merger Agreement, on April 29, 2016, the Offeror commenced an offer to exchange (the “Offer”) each outstanding share of Ruckus common stock (the “Company Common Stock”) for $6.45 in cash and 0.75 of a share of common stock of Brocade (the "Offer Consideration"). The Offer is scheduled to expire at midnight, Eastern time, at the end of May 26, 2016. As soon as practicable following the consummation of the Offer, and subject to the satisfaction or waiver of certain conditions set forth in the Merger Agreement, the Offeror will merge with and into Ruckus (the “Merger”) pursuant to the provisions of Section 251(h) of the Delaware General Corporation Law, with no stockholder vote required to consummate the Merger, and Ruckus will survive as a wholly owned subsidiary of Parent. The transaction is not subject to any financing condition. Parent intends to fund the transaction with a combination of cash on hand and committed debt financing. Basis of Presentation — The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the consolidated financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. Therefore, these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in Ruckus’ Annual Report on Form 10-K for the year ended December 31, 2015, filed on February 24, 2016. The condensed consolidated balance sheet as of December 31, 2015, included herein, was derived from the audited financial statements as of that date, but does not include all disclosures including notes required by GAAP. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial position, results of operations, and cash flows for the interim periods, but are not necessarily indicative of the results of operations to be anticipated for the full year 2016 or any future period. Principles of Consolidation — The condensed financial statements include the accounts of Ruckus and its wholly owned subsidiaries (collectively, the “Company”). All intercompany balances and transactions have been eliminated in consolidation. Use of Estimates — The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Significant estimates and assumptions made by management include the determination of revenue recognition, valuation of inventory, goodwill and intangible assets, accounting for income taxes and stock-based compensation. Management bases its estimates on historical experience and also on assumptions that it believes are reasonable. Actual results could materially differ from those estimates. Summary of Significant Accounting Policies — There have been no material changes to the Company's significant accounting policies as compared to those described in its Annual Report on Form 10-K for the year ended December 31, 2015. Recent Accounting Pronouncements — In March 2016, the Financial Accounting Standard Board (“FASB”) issued accounting standards update (“ASU”) 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. The standard is intended to simplify several areas of accounting for share-based compensation arrangements, including the income tax impact, classification on the statement of cash flows and forfeitures. ASU 2016-09 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016, and early adoption is permitted. The Company is currently evaluating the impact of this ASU on its condensed consolidated financial position, results of operations and cash flows. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). This ASU amends leasing guidance by requiring companies to recognize a right-of-use asset and a lease liability for all operating and capital (finance) leases with lease terms of greater than twelve months. The lease liability will be equal to the present value of lease payments. The lease asset will be based on the lease liability, subject to adjustment, such as for initial direct costs. For income statement purposes, leases will continue to be classified as operating or capital (finance), with lease expense in both cases calculated substantially the same as under the prior leasing guidance. This guidance is effective for annual reporting periods beginning after December 15, 2018, including interim periods within that reporting period, with early adoption permitted. The Company is currently evaluating the impact of this ASU on its condensed consolidated financial position, results of operations and cash flows. In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments - Overall (Subtopic 825-10), Recognition and Measurement of Financial Assets and Financial Liabilities, which addresses certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. ASU 2016-01 will be effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years, and early adoption is not permitted. The Company is currently evaluating the impact of this ASU on its condensed consolidated financial position, results of operations and cash flows. In July 2015, the FASB issued ASU 2015-11, Simplifying the Measurement of Inventory. The update replaces the concept of "lower of cost or market" with that of "lower of cost and net realizable value", which requires companies to measure certain inventory at the lower of cost and net realizable value. This accounting guidance is effective for fiscal years beginning after December 15, 2016, and interim periods within those years on a prospective basis. Early application is permitted. The Company is currently evaluating the impact of this ASU on its condensed consolidated financial position, results of operations and cash flows. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, a converged standard on revenue recognition. Some of the main areas of transition to the new standard include, among others, transfer of control (revenue is recognized when a customer obtains control of a good or service), allocation of transaction price based on relative stand-alone selling price (entities that sell multiple goods or services in a single arrangement must allocate the consideration to each of those goods or services), contract costs (entities sometimes incur costs, such as sales commissions or mobilization activities, to obtain or fulfill a contract), and disclosures (extensive disclosures are required to provide greater insight into both revenue that has been recognized, and revenue that is expected to be recognized in the future from existing contracts). In July 2015, the FASB issued ASU 2015-14 to affirm a one-year deferral of the effective date of the new revenue standard. The accounting standard will be effective for the Company beginning in its first quarter of 2018, with early adoption permitted, but not before the original effective date of annual periods beginning after December 15, 2016, using one of two methods of adoption: (i) retrospective to each prior reporting period presented, with the option to elect certain practical expedients as defined within the standard; or (ii) retrospective with the cumulative effect of initially applying the standard recognized at the date of initial application inclusive of certain additional disclosures. In March 2016, the FASB issued ASU 2016-08, Revenue from Contracts with Customers (Principal versus Agent Considerations), to clarify the implementation guidance on principal versus agent considerations. The guidance includes indicators to assist an entity in determining whether it controls a specified good or service before it is transferred to the customers. The Company is currently assessing the impact that adopting this new accounting standard will have on its condensed consolidated financial statements and footnote disclosures. Concentrations of Credit Risk and Significant Customers — Financial instruments that subject the Company to significant concentrations of credit risk primarily consist of cash, cash equivalents, short-term investments and accounts receivable. The Company invests only in high credit quality instruments and maintains its cash equivalents and short-term investments in fixed income securities. Management believes that the financial institutions that hold the Company’s investments are financially sound and, accordingly, are subject to minimal credit risk. Deposits held with banks may exceed the amount of insurance provided on such deposits. The Company’s accounts receivable are primarily derived from distributors and service providers located in the Americas, Europe and Asia Pacific. The Company generally does not require its customers to provide collateral to support accounts receivable. To reduce credit risk, management performs ongoing credit evaluations of its customers’ financial condition. The Company has recorded an allowance for doubtful accounts for those receivables management has determined not to be collectible. The percentages of revenue from individual customers totaling greater than 10% of total consolidated revenue were as follows: Three Months Ended March 31, 2016 2015 Distributor A 11.8 % 13.0 % Distributor B 10.7 % 13.2 % Distributor C * 10.2 % * Less than 10% No single end-customer accounted for more than 10% of total consolidated revenue in the three months ended March 31, 2016 and 2015. The percentage of receivables from individual customers totaling greater than 10% of total consolidated accounts receivable were as follows: March 31, December 31, 2016 2015 Distributor D 13.3 % 20.3 % |
FAIR VALUE DISCLOSURE
FAIR VALUE DISCLOSURE | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE DISCLOSURE | FAIR VALUE DISCLOSURE Assets and liabilities recorded at fair value in the condensed consolidated financial statements are categorized based upon the level of judgment associated with the inputs used to measure their fair value. The Company categorizes its financial instruments into a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. There were no transfers between levels during the three months ended March 31, 2016. Hierarchical levels that are directly related to the amount of subjectivity associated with the inputs to the valuation of these assets or liabilities are as follows: Level 1 Quoted prices (unadjusted) in active markets that are accessible at the measurement date for identical assets or liabilities. Level 2 Observable prices that are based on inputs not quoted on active markets, but corroborated by market data. Level 3 Unobservable inputs are used when little or no market data is available. The Company’s assets that were measured at fair value by level within the fair value hierarchy were as follows (in thousands): March 31, 2016 Fair Value Level 1 Level 2 Level 3 Assets: Cash equivalents: Money market funds $ 7,743 $ 7,743 $ — $ — Short-term investments: Corporate debt securities 85,881 — 85,881 — U.S. government agency securities 16,451 — 16,451 — U.S. government treasury bills 64,602 64,602 — — Total assets measured and recorded at fair value $ 174,677 $ 72,345 $ 102,332 $ — December 31, 2015 Fair Value Level 1 Level 2 Level 3 Assets: Cash equivalents: Money market funds $ 13,073 $ 13,073 $ — $ — Short-term investments: Corporate debt securities 99,747 — 99,747 — U.S. government agency securities 22,055 — 22,055 — U.S. government treasury bills 38,989 38,989 — — Total assets measured and recorded at fair value $ 173,864 $ 52,062 $ 121,802 $ — |
INVESTMENTS
INVESTMENTS | 3 Months Ended |
Mar. 31, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
INVESTMENTS | SHORT-TERM INVESTMENTS Short-term investments consisted of the following (in thousands): March 31, 2016 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Corporate debt securities $ 85,877 $ 38 $ (34 ) $ 85,881 U.S. government agency securities 16,453 1 (3 ) 16,451 U.S. government treasury bills 64,585 29 (12 ) 64,602 Total short-term investments $ 166,915 $ 68 $ (49 ) $ 166,934 December 31, 2015 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Corporate debt securities $ 99,916 $ 2 $ (171 ) $ 99,747 U.S. government agency securities 22,100 — (45 ) 22,055 U.S. government treasury bills 39,075 — (86 ) 38,989 Total short-term investments $ 161,091 $ 2 $ (302 ) $ 160,791 The gross realized gains and losses related to the Company’s short-term investments were not material for the three months ended March 31, 2016 and 2015. The cost basis and fair value of the short-term investments by contractual maturity consist of the following (in thousands): March 31, 2016 December 31, 2015 Amortized Cost Fair Value Amortized Cost Fair Value One year or less $ 129,886 $ 129,918 $ 105,266 $ 105,150 Over one year and less than two years 37,029 37,016 55,825 55,641 Total short-term investments $ 166,915 $ 166,934 $ 161,091 $ 160,791 Short-term investments in an unrealized loss position consisted of the following (in thousands): March 31, 2016 December 31, 2015 Less Than 12 Months Fair Value Unrealized Loss Fair Value Unrealized Loss Corporate debt securities $ 35,505 $ (34 ) $ 80,369 $ (171 ) U.S. government agency securities 10,228 (3 ) 22,055 (45 ) U.S. government treasury bills 16,037 (12 ) 38,989 (86 ) Total short-term investments $ 61,770 $ (49 ) $ 141,413 $ (302 ) As of March 31, 2016 and December 31, 2015, no short-term investments were in a continuous unrealized loss position for more than twelve months. The Company does not intend to sell any of these investments, and it is not more likely than not, that the Company would be required to sell these investments before recovery of their amortized cost basis, which may be at maturity. Management did not consider any of the investments to be other-than-temporarily impaired. |
BUSINESS COMBINATION
BUSINESS COMBINATION | 3 Months Ended |
Mar. 31, 2016 | |
Business Combinations [Abstract] | |
Business Combination | BUSINESS COMBINATION On October 21, 2015, the Company completed the acquisition of Cloudpath Networks, Inc. (“Cloudpath”), a privately-held company providing secure device onboarding software and certificate-based Wi-Fi security. The Company acquired all of the outstanding capital stock of Cloudpath for $ 9.0 million in cash, of which $1.4 million , subject to certain adjustments, will be paid following the second anniversary of the acquisition date. As a result of the acquisition, the Company offers Cloudpath's secure device onboarding software or software as a service to onboard all new devices simply and securely. The Company allocated the total purchase price consideration to the net assets acquired, including identifiable intangible assets, based on their respective fair values at the acquisition date. The excess purchase price over the fair value of the net assets acquired was recorded as goodwill. There are a number of factors contributing to the amount of goodwill, including Cloudpath's workforce and the expectation that the acquisition will create synergies, which will provide future value to the Company. The goodwill is not expected to be deductible for income tax purposes. The purchase allocation for Cloudpath is summarized as follows (in thousands): Fair Value Cash and cash equivalents $ 431 Other tangible assets 416 Purchased technology 2,300 Customer relationships 1,600 Trade name 360 Goodwill 6,445 Non-current deferred tax liabilities (1,813 ) Deferred revenue (510 ) Other liabilities assumed (229 ) Total purchase consideration $ 9,000 In connection with the acquisition, the Company may pay additional cash compensation of up to $ 9.0 million . The cash compensation is contingent upon the continued employment of a founder with the Company. $ 7.5 million of this cash compensation will vest and be paid in installments every 6 months over a period of two years from the date of acquisition. Up to $ 1.5 million is contingent upon certain billing targets of Cloudpath products and services as well as the founder providing continuous service and is expected to be paid in the first quarter of 2018, if the billing targets are achieved. To retain the services of former Cloudpath employees who became employees of the Company, the Company agreed to $ 0.9 million in cash incentives, which vest and are paid over a two -year period, and granted 195,705 RSUs under the Company’s Amended and Restated 2012 Equity Incentive Plan. The fair value of the equity awards of $2.3 million will be recognized over a four -year requisite service period. As the cash incentives are subject to continued employment, they will be recorded as post-acquisition compensation expense. The Company recorded post-acquisition retention expenses of $1.4 million related to Cloudpath founders and former employees for the three month ended March 31, 2016. |
GOODWILL AND INTANGIBLES ASSETS
GOODWILL AND INTANGIBLES ASSETS | 3 Months Ended |
Mar. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS | GOODWILL AND INTANGIBLE ASSETS Intangible assets consisted of the following (in thousands, except years): Gross Carrying Accumulated Net Weighted Average March 31, 2016 Purchased technology $ 14,900 $ (8,979 ) $ 5,921 2.8 Customer relationships 1,600 (142 ) 1,458 4.6 Trade name 360 (32 ) 328 4.6 Total $ 16,860 $ (9,153 ) $ 7,707 December 31, 2015 Purchased technology $ 14,900 $ (8,159 ) $ 6,741 2.9 Customer relationships 1,600 (62 ) 1,538 4.8 Trade name 360 (14 ) 346 4.8 Total $ 16,860 $ (8,235 ) $ 8,625 The following table presents the estimated future amortization expense of intangible assets as of March 31, 2016 (in thousands): Year ending December 31, Amount 2016 (remaining nine months) $ 2,465 2017 2,352 2018 1,352 2019 852 2020 686 Total amortization $ 7,707 The Company had goodwill of $16.4 million as of March 31, 2016 and December 31, 2015 . No impairment has been recognized related to the goodwill balance. |
DEFERRED REVENUE
DEFERRED REVENUE | 3 Months Ended |
Mar. 31, 2016 | |
Deferred Revenue Disclosure [Abstract] | |
DEFERRED REVENUE | DEFERRED REVENUE Deferred revenue consisted of the following (in thousands): March 31, December 31, 2016 2015 Product $ 9,404 $ 15,170 Service 37,639 35,956 Total deferred revenue $ 47,043 $ 51,126 Reported as: Current $ 32,086 $ 36,602 Non-current 14,957 14,524 Total deferred revenue $ 47,043 $ 51,126 Deferred product revenue relates to arrangements where not all revenue recognition criteria have been met. Deferred service revenue represents support contracts and software licensed as a service (“SaaS”) billed in advance and revenue is recognized ratably over the service period, typically one to five years . |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Operating Leases —The Company’s primary facilities are located in Sunnyvale, California, Taipei, Taiwan, Bangalore, India, Shenzhen, China, Singapore and Wooburn Green, United Kingdom, and are leased under non-cancelable operating lease arrangements. Future minimum lease payments under non-cancelable operating leases were as follows (in thousands): Years ending December 31, Amount 2016 (remaining nine months) $ 3,855 2017 4,824 2018 3,891 2019 2,849 2020 2,743 Thereafter 5,181 Operating lease obligations $ 23,343 Litigation — The Company is involved in legal proceedings, claims, and litigation arising in the ordinary course of business. Management is not currently aware of any matters that it expects will have a material adverse effect on the condensed consolidated financial position, results of operations, or cash flows of the Company. Purchase Commitments — As of March 31, 2016 , the Company had current purchase commitments of $14.8 million for inventory and specific contractual services. Indemnification Agreements — The Company indemnifies its officers and directors for certain events or occurrences, subject to certain limits, while the director is or was serving at the Company’s request in such capacity. The term of the indemnification period is for the director’s term of service. The Company may terminate the indemnification agreements with its directors upon the termination of their services as directors of the Company, but termination will not affect claims for indemnification related to events occurring prior to the effective date of termination. The maximum amount of potential future indemnification is unlimited; however, the Company has a director insurance liability policy that limits its exposure. The Company believes the fair value of these indemnification agreements is minimal. The Company has also entered into customary indemnification agreements with each of its officers. The Company indemnifies its channel partners against certain claims alleging that the Company’s products (excluding custom products and/or custom support) infringe a patent, copyright, trade secret, or trademark, provided that a channel partner promptly notifies the Company in writing of the claim and such channel partner cooperates with the Company and grants the Company the authority to control the defense and any related settlement. The Company has not recorded any liabilities for these agreements as of March 31, 2016 and December 31, 2015 . Reimbursement of Penalties — As of March 31, 2016 and December 31, 2015 , the Company held $5.0 million in escrow to secure an indemnification agreement. If triggered, the Company will indemnify a channel partner for reimbursement of penalties assessed under the Information Technology Act of India (“IT Act”). The IT Act specifies penalties for network service providers in the event of illegal or unauthorized use of computers, computer systems and data stored therein. In the event that Ruckus equipment is the cause of a network service provider breach, the Company is required to indemnify the channel partner, without limitation to the amount, for penalties reimbursed by the channel partner to the network service provider under the IT Act. In the second quarter of 2016, the escrow will expire, but the indemnification agreement will continue. To date no claims have been made under the IT Act, for which the Company would be potentially liable. Warranties — The Company offers a limited lifetime hardware warranty on its indoor WLAN products and a limited warranty for all other hardware products for a period of up to one year . The Company estimates the costs that may be incurred under its warranties and records a liability for products sold as a charge to cost of revenue. Estimates of future warranty costs are largely based on historical experience of product failure rates and material usage incurred in correcting product failures. The Company periodically assesses the adequacy of its recorded warranty liability and adjusts the amounts as necessary. The warranty liability is included as a component of accrued liabilities in the accompanying condensed consolidated balance sheets. Changes in the warranty liability were as follows (in thousands): Three Months Ended March 31, 2016 2015 Balance at beginning of period $ 1,084 $ 803 Changes in existing warranty (30 ) (82 ) Warranty expense 167 390 Obligations fulfilled (212 ) (187 ) Balance at end of period $ 1,009 $ 924 |
EQUITY AWARD PLANS
EQUITY AWARD PLANS | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
EQUITY AWARD PLANS | EQUITY AWARD PLANS Stock Option Activity The following table summarizes the outstanding stock option activity and a summary of information related to stock options (in thousands, except per share amounts and years): Common Stock Options Outstanding Number of Weighted Weighted (Years) Aggregate Balance, December 31, 2015 13,747 $ 6.08 5.7 $ 76,742 Options granted 34 9.48 Options exercised (643 ) 3.15 Options canceled (110 ) 13.39 Balance, March 31, 2016 13,028 $ 6.17 5.6 $ 63,069 Options exercisable as of March 31, 2016 11,281 $ 5.13 5.2 $ 62,257 Options vested and expected to vest as of March 31, 2016 12,975 $ 6.14 5.6 $ 63,061 The weighted average grant date fair value of stock options was approximately $4.24 and $5.86 per share for the three months ended March 31, 2016 and 2015, respectively. The total intrinsic value of options exercised was approximately $3.9 million and $9.9 million for the three months ended March 31, 2016 and 2015, respectively. Restricted Stock Unit Activity The following table summarizes the outstanding activity of Restricted Stock Units (“RSUs”) and a summary of information related to RSUs (in thousands, except per share amounts and years): Restricted Stock Units Outstanding Number of Shares Weighted Average Grant Date Fair Value Per Share Weighted (Years) Aggregate Intrinsic Value Balance, December 31, 2015 4,277 $ 12.17 1.7 $ 45,794 RSUs granted 486 8.57 RSUs vested (75 ) 14.09 RSUs forfeited (128 ) 12.32 Balance, March 31, 2016 4,560 $ 11.75 1.5 $ 44,733 The following table summarizes the stock activity and the total number of shares available for grant under the Company's Amended & Restated 2012 Equity Incentive Plan as of March 31, 2016 (in thousands): Number of Balance, December 31, 2015 11,735 Additional shares reserved for issuance 4,467 Options granted (34 ) Options canceled 110 RSUs granted (486 ) RSUs forfeited 128 Balance, March 31, 2016 15,920 Fair Value Disclosures Employee Stock Options The fair value of each option is estimated on the date of grant using the Black-Scholes model. The following table summarizes the weighted average assumptions relating to the Company's stock options: Three Months Ended March 31, 2016 2015 Volatility 52.5 % 57.8 % Expected term (years) 4.7 6.1 Risk-free interest rate 1.2 % 1.6 % Dividend yield — — Employee Stock Purchase Plan There were no stock purchase rights granted under the Employee Stock Purchase Plan (“ESPP”) during the three months ended March 31, 2016 and 2015 . Stock-based Compensation Expense The following table summarizes the stock-based compensation expense recorded in the condensed consolidated statements of operations (in thousands): Three Months Ended March 31, 2016 2015 Cost of revenue $ 325 $ 316 Research and development 2,817 2,722 Sales and marketing 2,089 1,617 General and administrative 2,854 2,667 Total stock-based compensation $ 8,085 $ 7,322 At March 31, 2016 , the total unrecognized stock-based compensation expense under the Company's stock plans was $55.1 million , net of estimated forfeitures. The unamortized expense will be recognized over a weighted-average period of 2.5 years. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE Basic net loss per share is computed by dividing net loss by basic weighted-average shares outstanding during the period. In loss periods, basic net loss per share and diluted net loss per share are the same since the effect of potential common shares is anti-dilutive and therefore excluded. The following table presents the calculation of basic and diluted net loss per share (in thousands, except per share data): Three Months Ended March 31, 2016 2015 Numerator: Net loss $ (925 ) $ (573 ) Denominator: Weighted-average shares used in computing net loss per share, basic and diluted: 89,741 85,637 Net loss per share, basic and diluted: $ (0.01 ) $ (0.01 ) The following table summarizes the weighted average outstanding stock awards that were excluded from the diluted per share calculation because to include them would have been anti-dilutive for the period (in thousands): Three Months Ended March 31, 2016 2015 Stock options 13,352 16,435 RSUs and ESPP 4,515 3,355 Total 17,867 19,790 |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Mar. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES Income tax benefit was $0.5 million and $0.9 million for the three months ended March 31, 2016 and March 31, 2015, respectively. The effective tax rate exceeded the statutory rate for the periods primarily due to certain non-deductible stock-based compensation expenses. The Company evaluates the realization of its deferred tax assets based on the expiration period of the asset, projections of future taxable income in the relevant tax jurisdiction, the effect of tax planning strategies, and other factors. Both positive and negative evidence is weighed using significant judgment. Based on an evaluation of these factors, the Company believes that the realization of its deferred tax assets is more likely than not and, therefore, a valuation allowance against its deferred tax assets is not required. In future periods, positive and negative evidence can change due to revised projections of future taxable income in the relevant jurisdictions and other factors listed above. If future circumstances require a valuation allowance to be recorded, there would be an increase in tax expense in the consolidated statements of operations without any change in net cash provided by operating activities in the consolidated statements of cash flows. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 3 Months Ended |
Mar. 31, 2016 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | SEGMENT INFORMATION The Company operates in one industry segment selling gateways, controllers and access points along with related software and services. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker, or decision making group, in deciding how to allocate resources and in assessing performance. The Company’s chief operating decision maker is its chief executive officer. The Company’s chief executive officer reviews financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance. The Company has one business activity, and there are no segment managers who are held accountable for operations, operating results and plans for products or components below the consolidated unit level. Accordingly, the Company reports as a single operating segment. The Company and its chief executive officer evaluate performance based primarily on revenue in the geographic locations in which the Company operates. Revenue is attributed by geographic location based on the bill-to location of the Company’s customers. The following presents total revenue by geographic region (in thousands): Three Months Ended March 31, 2016 2015 Americas: United States $ 47,057 $ 38,966 Other Americas 4,902 1,773 Total Americas 51,959 40,739 EMEA: United Kingdom 13,203 6,653 Other EMEA 16,143 15,320 Total EMEA 29,346 21,973 APAC: Total APAC 19,268 19,366 Total revenue $ 100,573 $ 82,078 As of March 31, 2016, the Company had property and equipment, net of $13.7 million , $0.6 million and $4.4 million located in the Americas, EMEA and APAC, respectively. |
SUBSEQUENT EVENT
SUBSEQUENT EVENT | 3 Months Ended |
Mar. 31, 2016 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENT | SUBSEQUENT EVENTS On April 3, 2016, Ruckus entered into the Merger Agreement with Brocade and the Offeror. Pursuant to the Merger Agreement, on April 29, 2016, the Offeror commenced the Offer to exchange each outstanding share of the Company Common Stock for the Offer Consideration. The Offer is scheduled to expire at midnight, Eastern time, at the end of May 26, 2016 unless extended in accordance with the terms of the Merger Agreement and applicable law. As soon as practicable following the consummation of the Offer, and subject to the satisfaction or waiver of certain conditions set forth in the Merger Agreement, the Offeror will merge with and into Ruckus pursuant to the provisions of Section 251(h) of the Delaware General Corporation Law, with no stockholder vote required to consummate the Merger, and Ruckus will survive as a wholly owned subsidiary of Parent. The transaction is not subject to any financing condition. Parent intends to fund the transaction with a combination of cash on hand and committed debt financing. In general, as a result of the Merger, at the closing of the transaction (i) out of the money Ruckus stock options, Ruckus RSUs and Ruckus performance stock units ("PSUs") will be rolled over into Brocade equity awards (which for the PSUs will be at target level of performance), (ii) vested Ruckus stock options that are in the money will be cashed out and (iii) unvested Ruckus stock options that are in the money will be rolled over into Brocade RSUs based on the in the money spread value of the Ruckus stock options. The Offeror’s obligation to accept for exchange, and to exchange, shares of Ruckus common stock for cash and shares of Brocade common stock in the Offer is subject to a number of conditions, including there having been validly tendered and not validly withdrawn, in accordance with the terms of the Offer and prior to the expiration of the Offer, a number of shares of Ruckus common stock that, together with any shares of Ruckus common stock then owned by Brocade, the Offeror or Brocade’s other subsidiaries, represents at least a majority of the then-outstanding shares of Ruckus common stock (the “minimum tender condition”), the absence of certain governmental prohibitions, the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (the "HSR Act"), and the receipt of any applicable approvals, consents or clearances under the competition laws of Germany. The Merger Agreement contains certain termination rights for both Ruckus and Brocade, and provides that, upon termination of the Merger Agreement under specified circumstances, including, but not limited to, if Ruckus accepts a superior acquisition proposal, Ruckus may be required to pay Brocade a termination fee of $ 50.0 million . Shareholder Class Action Following the announcement that Ruckus had entered into the Merger Agreement with Brocade and the Offeror on April 3, 2016, two putative stockholder class action complaints challenging the Offer and the Merger were filed on behalf of purported Ruckus stockholders in the Superior Court of California, County of Santa Clara. The first complaint was filed on April 12, 2016 and is captioned: Macuire v. Ruckus Wireless, Inc., et al., Case No.16CV293800 (referred to as the “Macuire complaint”). On April 19, 2016, another putative stockholder class action complaint was filed and is captioned: Jaljouli v. Ruckus Wireless, Inc., et al., Case No. 16CV294075 (referred to as the “Jaljouli complaint”). Both the Macuire complaint and the Jaljouli complaint contain similar allegations and name Ruckus, members of the Ruckus board of directors, Brocade and the Offeror as defendants. In general, the complaints allege that the members of the Ruckus board of directors breached their fiduciary duties to Ruckus stockholders by doing one or more of the following: (i) agreeing to unfair and inadequate transaction consideration for the Ruckus shares, (ii) accepting unreasonable deal protection measures in the merger agreement that dissuade other potential bidders from making competing offers, (iii) failing to properly value Ruckus and take steps to maximize the sale value of Ruckus, and (iv) engaging in self-dealing. The two complaints also allege that one or more of Ruckus, Brocade and the Offeror aided and abetted the members of the Ruckus board of directors in breaching their fiduciary duties to Ruckus stockholders. The plaintiffs have requested certification as a class, rescission and invalidation of the Merger Agreement or related agreements, injunctive relief, imposition of a constructive trust, an award of the costs and disbursements of the action (including reasonable attorneys’ and experts’ fees), and other equitable relief that the court may deem just and proper. The lawsuits are in their early stages and it is not possible to determine the potential outcome of the lawsuits or to make an estimate of probable losses, if any, at this time. The defendants believe that the lawsuits are without merit and intend to vigorously defend against all allegations that have been asserted. |
DESCRIPTION OF BUSINESS AND S19
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | Description of Business — Ruckus Wireless, Inc., a Delaware corporation (“Ruckus”) is a global supplier of advanced Wi-Fi solutions. Ruckus' solutions, which are called Smart Wi-Fi, are used by service providers and enterprises to solve a range of network capacity, coverage and reliability challenges associated with increasing wireless traffic demands created by the growth in the number of users equipped with more powerful smart wireless devices using increasingly data rich applications and services. Ruckus markets and sells its products and technology directly and indirectly through a vast network of channel partners to a variety of service providers and enterprises around the world. Its Smart Wi-Fi solutions offer features and functionality such as enhanced reliability, consistent performance, extended range and massive scalability. Ruckus' products include high capacity, controllers, indoor and outdoor access points, wireless bridges, controller software platforms, software management solutions including reporting and analytics and unique Wi-Fi-related cloud services, such as location-based positioning, and certificate-based security and on-boarding of Wi-Fi devices. These hardware and software products and services incorporate various elements of Ruckus' proprietary technologies, including Smart Radio, SmartCast, SmartMesh, and Smart Scaling, to enable high performance in a variety of challenging operating environments. |
Organization | Organization - On April 3, 2016, Ruckus entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Brocade Communications Systems, Inc., a Delaware corporation (“Parent” or "Brocade"), and Stallion Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent (the “Offeror” or "Merger Sub"). Pursuant to the Merger Agreement, on April 29, 2016, the Offeror commenced an offer to exchange (the “Offer”) each outstanding share of Ruckus common stock (the “Company Common Stock”) for $6.45 in cash and 0.75 of a share of common stock of Brocade (the "Offer Consideration"). The Offer is scheduled to expire at midnight, Eastern time, at the end of May 26, 2016. As soon as practicable following the consummation of the Offer, and subject to the satisfaction or waiver of certain conditions set forth in the Merger Agreement, the Offeror will merge with and into Ruckus (the “Merger”) pursuant to the provisions of Section 251(h) of the Delaware General Corporation Law, with no stockholder vote required to consummate the Merger, and Ruckus will survive as a wholly owned subsidiary of Parent. The transaction is not subject to any financing condition. Parent intends to fund the transaction with a combination of cash on hand and committed debt financing. |
Basis of Presentation | Basis of Presentation — The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the consolidated financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. Therefore, these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in Ruckus’ Annual Report on Form 10-K for the year ended December 31, 2015, filed on February 24, 2016. The condensed consolidated balance sheet as of December 31, 2015, included herein, was derived from the audited financial statements as of that date, but does not include all disclosures including notes required by GAAP. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial position, results of operations, and cash flows for the interim periods, but are not necessarily indicative of the results of operations to be anticipated for the full year 2016 or any future period. |
Principles of Consolidation | Principles of Consolidation — The condensed financial statements include the accounts of Ruckus and its wholly owned subsidiaries (collectively, the “Company”). All intercompany balances and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates — The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Significant estimates and assumptions made by management include the determination of revenue recognition, valuation of inventory, goodwill and intangible assets, accounting for income taxes and stock-based compensation. Management bases its estimates on historical experience and also on assumptions that it believes are reasonable. Actual results could materially differ from those estimates. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements — In March 2016, the Financial Accounting Standard Board (“FASB”) issued accounting standards update (“ASU”) 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. The standard is intended to simplify several areas of accounting for share-based compensation arrangements, including the income tax impact, classification on the statement of cash flows and forfeitures. ASU 2016-09 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016, and early adoption is permitted. The Company is currently evaluating the impact of this ASU on its condensed consolidated financial position, results of operations and cash flows. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). This ASU amends leasing guidance by requiring companies to recognize a right-of-use asset and a lease liability for all operating and capital (finance) leases with lease terms of greater than twelve months. The lease liability will be equal to the present value of lease payments. The lease asset will be based on the lease liability, subject to adjustment, such as for initial direct costs. For income statement purposes, leases will continue to be classified as operating or capital (finance), with lease expense in both cases calculated substantially the same as under the prior leasing guidance. This guidance is effective for annual reporting periods beginning after December 15, 2018, including interim periods within that reporting period, with early adoption permitted. The Company is currently evaluating the impact of this ASU on its condensed consolidated financial position, results of operations and cash flows. In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments - Overall (Subtopic 825-10), Recognition and Measurement of Financial Assets and Financial Liabilities, which addresses certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. ASU 2016-01 will be effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years, and early adoption is not permitted. The Company is currently evaluating the impact of this ASU on its condensed consolidated financial position, results of operations and cash flows. In July 2015, the FASB issued ASU 2015-11, Simplifying the Measurement of Inventory. The update replaces the concept of "lower of cost or market" with that of "lower of cost and net realizable value", which requires companies to measure certain inventory at the lower of cost and net realizable value. This accounting guidance is effective for fiscal years beginning after December 15, 2016, and interim periods within those years on a prospective basis. Early application is permitted. The Company is currently evaluating the impact of this ASU on its condensed consolidated financial position, results of operations and cash flows. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, a converged standard on revenue recognition. Some of the main areas of transition to the new standard include, among others, transfer of control (revenue is recognized when a customer obtains control of a good or service), allocation of transaction price based on relative stand-alone selling price (entities that sell multiple goods or services in a single arrangement must allocate the consideration to each of those goods or services), contract costs (entities sometimes incur costs, such as sales commissions or mobilization activities, to obtain or fulfill a contract), and disclosures (extensive disclosures are required to provide greater insight into both revenue that has been recognized, and revenue that is expected to be recognized in the future from existing contracts). In July 2015, the FASB issued ASU 2015-14 to affirm a one-year deferral of the effective date of the new revenue standard. The accounting standard will be effective for the Company beginning in its first quarter of 2018, with early adoption permitted, but not before the original effective date of annual periods beginning after December 15, 2016, using one of two methods of adoption: (i) retrospective to each prior reporting period presented, with the option to elect certain practical expedients as defined within the standard; or (ii) retrospective with the cumulative effect of initially applying the standard recognized at the date of initial application inclusive of certain additional disclosures. In March 2016, the FASB issued ASU 2016-08, Revenue from Contracts with Customers (Principal versus Agent Considerations), to clarify the implementation guidance on principal versus agent considerations. The guidance includes indicators to assist an entity in determining whether it controls a specified good or service before it is transferred to the customers. The Company is currently assessing the impact that adopting this new accounting standard will have on its condensed consolidated financial statements and footnote disclosures. |
Concentrations of Credit Risk and Significant Customers | Concentrations of Credit Risk and Significant Customers — Financial instruments that subject the Company to significant concentrations of credit risk primarily consist of cash, cash equivalents, short-term investments and accounts receivable. The Company invests only in high credit quality instruments and maintains its cash equivalents and short-term investments in fixed income securities. Management believes that the financial institutions that hold the Company’s investments are financially sound and, accordingly, are subject to minimal credit risk. Deposits held with banks may exceed the amount of insurance provided on such deposits. The Company’s accounts receivable are primarily derived from distributors and service providers located in the Americas, Europe and Asia Pacific. The Company generally does not require its customers to provide collateral to support accounts receivable. To reduce credit risk, management performs ongoing credit evaluations of its customers’ financial condition. The Company has recorded an allowance for doubtful accounts for those receivables management has determined not to be collectible. |
DESCRIPTION OF BUSINESS AND S20
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Percentage of Revenue from Individual Customers | The percentages of revenue from individual customers totaling greater than 10% of total consolidated revenue were as follows: Three Months Ended March 31, 2016 2015 Distributor A 11.8 % 13.0 % Distributor B 10.7 % 13.2 % Distributor C * 10.2 % * Less than 10% No single end-customer accounted for more than 10% of total consolidated revenue in the three months ended March 31, 2016 and 2015. The percentage of receivables from individual customers totaling greater than 10% of total consolidated accounts receivable were as follows: March 31, December 31, 2016 2015 Distributor D 13.3 % 20.3 % |
FAIR VALUE DISCLOSURE (Tables)
FAIR VALUE DISCLOSURE (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Assets measured at fair value | The Company’s assets that were measured at fair value by level within the fair value hierarchy were as follows (in thousands): March 31, 2016 Fair Value Level 1 Level 2 Level 3 Assets: Cash equivalents: Money market funds $ 7,743 $ 7,743 $ — $ — Short-term investments: Corporate debt securities 85,881 — 85,881 — U.S. government agency securities 16,451 — 16,451 — U.S. government treasury bills 64,602 64,602 — — Total assets measured and recorded at fair value $ 174,677 $ 72,345 $ 102,332 $ — December 31, 2015 Fair Value Level 1 Level 2 Level 3 Assets: Cash equivalents: Money market funds $ 13,073 $ 13,073 $ — $ — Short-term investments: Corporate debt securities 99,747 — 99,747 — U.S. government agency securities 22,055 — 22,055 — U.S. government treasury bills 38,989 38,989 — — Total assets measured and recorded at fair value $ 173,864 $ 52,062 $ 121,802 $ — |
INVESTMENTS (Tables)
INVESTMENTS (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of available-for-sale investments | Short-term investments consisted of the following (in thousands): March 31, 2016 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Corporate debt securities $ 85,877 $ 38 $ (34 ) $ 85,881 U.S. government agency securities 16,453 1 (3 ) 16,451 U.S. government treasury bills 64,585 29 (12 ) 64,602 Total short-term investments $ 166,915 $ 68 $ (49 ) $ 166,934 December 31, 2015 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Corporate debt securities $ 99,916 $ 2 $ (171 ) $ 99,747 U.S. government agency securities 22,100 — (45 ) 22,055 U.S. government treasury bills 39,075 — (86 ) 38,989 Total short-term investments $ 161,091 $ 2 $ (302 ) $ 160,791 |
Investments classified by contractual maturity date | The cost basis and fair value of the short-term investments by contractual maturity consist of the following (in thousands): March 31, 2016 December 31, 2015 Amortized Cost Fair Value Amortized Cost Fair Value One year or less $ 129,886 $ 129,918 $ 105,266 $ 105,150 Over one year and less than two years 37,029 37,016 55,825 55,641 Total short-term investments $ 166,915 $ 166,934 $ 161,091 $ 160,791 |
Schedule of available-for-sale investments in unrealized loss position | Short-term investments in an unrealized loss position consisted of the following (in thousands): March 31, 2016 December 31, 2015 Less Than 12 Months Fair Value Unrealized Loss Fair Value Unrealized Loss Corporate debt securities $ 35,505 $ (34 ) $ 80,369 $ (171 ) U.S. government agency securities 10,228 (3 ) 22,055 (45 ) U.S. government treasury bills 16,037 (12 ) 38,989 (86 ) Total short-term investments $ 61,770 $ (49 ) $ 141,413 $ (302 ) |
BUSINESS COMBINATION BUSINESS C
BUSINESS COMBINATION BUSINESS COMBINATION (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Business Combinations [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The purchase allocation for Cloudpath is summarized as follows (in thousands): Fair Value Cash and cash equivalents $ 431 Other tangible assets 416 Purchased technology 2,300 Customer relationships 1,600 Trade name 360 Goodwill 6,445 Non-current deferred tax liabilities (1,813 ) Deferred revenue (510 ) Other liabilities assumed (229 ) Total purchase consideration $ 9,000 |
GOODWILL AND INTANGIBLES ASSE24
GOODWILL AND INTANGIBLES ASSETS (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule intangible assets | Intangible assets consisted of the following (in thousands, except years): Gross Carrying Accumulated Net Weighted Average March 31, 2016 Purchased technology $ 14,900 $ (8,979 ) $ 5,921 2.8 Customer relationships 1,600 (142 ) 1,458 4.6 Trade name 360 (32 ) 328 4.6 Total $ 16,860 $ (9,153 ) $ 7,707 December 31, 2015 Purchased technology $ 14,900 $ (8,159 ) $ 6,741 2.9 Customer relationships 1,600 (62 ) 1,538 4.8 Trade name 360 (14 ) 346 4.8 Total $ 16,860 $ (8,235 ) $ 8,625 |
Estimated future amortization of purchased intangible assets | The following table presents the estimated future amortization expense of intangible assets as of March 31, 2016 (in thousands): Year ending December 31, Amount 2016 (remaining nine months) $ 2,465 2017 2,352 2018 1,352 2019 852 2020 686 Total amortization $ 7,707 |
DEFERRED REVENUE (Tables)
DEFERRED REVENUE (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Deferred Revenue Disclosure [Abstract] | |
Schedule of deferred revenue | Deferred revenue consisted of the following (in thousands): March 31, December 31, 2016 2015 Product $ 9,404 $ 15,170 Service 37,639 35,956 Total deferred revenue $ 47,043 $ 51,126 Reported as: Current $ 32,086 $ 36,602 Non-current 14,957 14,524 Total deferred revenue $ 47,043 $ 51,126 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of future minimum lease payments under non-cancellable operating leases | Future minimum lease payments under non-cancelable operating leases were as follows (in thousands): Years ending December 31, Amount 2016 (remaining nine months) $ 3,855 2017 4,824 2018 3,891 2019 2,849 2020 2,743 Thereafter 5,181 Operating lease obligations $ 23,343 |
Schedule of changes in warranty liability | The warranty liability is included as a component of accrued liabilities in the accompanying condensed consolidated balance sheets. Changes in the warranty liability were as follows (in thousands): Three Months Ended March 31, 2016 2015 Balance at beginning of period $ 1,084 $ 803 Changes in existing warranty (30 ) (82 ) Warranty expense 167 390 Obligations fulfilled (212 ) (187 ) Balance at end of period $ 1,009 $ 924 |
EQUITY AWARD PLANS (Tables)
EQUITY AWARD PLANS (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of stock options outstanding | The following table summarizes the outstanding stock option activity and a summary of information related to stock options (in thousands, except per share amounts and years): Common Stock Options Outstanding Number of Weighted Weighted (Years) Aggregate Balance, December 31, 2015 13,747 $ 6.08 5.7 $ 76,742 Options granted 34 9.48 Options exercised (643 ) 3.15 Options canceled (110 ) 13.39 Balance, March 31, 2016 13,028 $ 6.17 5.6 $ 63,069 Options exercisable as of March 31, 2016 11,281 $ 5.13 5.2 $ 62,257 Options vested and expected to vest as of March 31, 2016 12,975 $ 6.14 5.6 $ 63,061 |
Summary of restricted stock units outstanding | The following table summarizes the outstanding activity of Restricted Stock Units (“RSUs”) and a summary of information related to RSUs (in thousands, except per share amounts and years): Restricted Stock Units Outstanding Number of Shares Weighted Average Grant Date Fair Value Per Share Weighted (Years) Aggregate Intrinsic Value Balance, December 31, 2015 4,277 $ 12.17 1.7 $ 45,794 RSUs granted 486 8.57 RSUs vested (75 ) 14.09 RSUs forfeited (128 ) 12.32 Balance, March 31, 2016 4,560 $ 11.75 1.5 $ 44,733 |
Summary of stock activity and number of shares available for grant | The following table summarizes the stock activity and the total number of shares available for grant under the Company's Amended & Restated 2012 Equity Incentive Plan as of March 31, 2016 (in thousands): Number of Balance, December 31, 2015 11,735 Additional shares reserved for issuance 4,467 Options granted (34 ) Options canceled 110 RSUs granted (486 ) RSUs forfeited 128 Balance, March 31, 2016 15,920 |
Summary of stock options, valuation assumptions | The fair value of each option is estimated on the date of grant using the Black-Scholes model. The following table summarizes the weighted average assumptions relating to the Company's stock options: Three Months Ended March 31, 2016 2015 Volatility 52.5 % 57.8 % Expected term (years) 4.7 6.1 Risk-free interest rate 1.2 % 1.6 % Dividend yield — — |
Schedule of allocation of stock-based compensation expense | The following table summarizes the stock-based compensation expense recorded in the condensed consolidated statements of operations (in thousands): Three Months Ended March 31, 2016 2015 Cost of revenue $ 325 $ 316 Research and development 2,817 2,722 Sales and marketing 2,089 1,617 General and administrative 2,854 2,667 Total stock-based compensation $ 8,085 $ 7,322 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of calculation of basic and diluted net income (loss) per share | Three Months Ended March 31, 2016 2015 Numerator: Net loss $ (925 ) $ (573 ) Denominator: Weighted-average shares used in computing net loss per share, basic and diluted: 89,741 85,637 Net loss per share, basic and diluted: $ (0.01 ) $ (0.01 ) |
Summary of the outstanding redeemable convertible preferred stock, employee stock, employee stock options, RSUs and warrants excluded from the diluted per share calculation | The following table summarizes the weighted average outstanding stock awards that were excluded from the diluted per share calculation because to include them would have been anti-dilutive for the period (in thousands): Three Months Ended March 31, 2016 2015 Stock options 13,352 16,435 RSUs and ESPP 4,515 3,355 Total 17,867 19,790 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Segment Reporting [Abstract] | |
Schedule of total revenue by geographic region | The following presents total revenue by geographic region (in thousands): Three Months Ended March 31, 2016 2015 Americas: United States $ 47,057 $ 38,966 Other Americas 4,902 1,773 Total Americas 51,959 40,739 EMEA: United Kingdom 13,203 6,653 Other EMEA 16,143 15,320 Total EMEA 29,346 21,973 APAC: Total APAC 19,268 19,366 Total revenue $ 100,573 $ 82,078 |
DESCRIPTION OF BUSINESS AND S30
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Concentration of Credit Risk and Significant Customers) (Details) - customer | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Revenue, Major Customer | |||
Number of single end-customers | 0 | ||
Revenues | Distributor A [Member] | |||
Revenue, Major Customer | |||
Significant customer, as a percentage | 11.80% | 13.00% | |
Revenues | Distributor B [Member] | |||
Revenue, Major Customer | |||
Significant customer, as a percentage | 10.70% | 13.20% | |
Revenues | Distributor C | |||
Revenue, Major Customer | |||
Significant customer, as a percentage | 10.20% | ||
Accounts Receivables | Distributor D [Member] | |||
Revenue, Major Customer | |||
Significant customer, as a percentage | 13.30% | 20.30% |
FAIR VALUE DISCLOSURE (Details)
FAIR VALUE DISCLOSURE (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Total assets measured and recorded at fair value | $ 174,677 | $ 173,864 |
Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Short-term investments, at fair value | 85,881 | 99,747 |
U.S. government agency securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Short-term investments, at fair value | 16,451 | 22,055 |
U.S. government treasury bills | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Short-term investments, at fair value | 64,602 | 38,989 |
Money Market Funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Cash equivalents, at fair value | 7,743 | 13,073 |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Total assets measured and recorded at fair value | 72,345 | 52,062 |
Level 1 | Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Short-term investments, at fair value | 0 | 0 |
Level 1 | U.S. government agency securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Short-term investments, at fair value | 0 | 0 |
Level 1 | U.S. government treasury bills | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Short-term investments, at fair value | 64,602 | 38,989 |
Level 1 | Money Market Funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Cash equivalents, at fair value | 7,743 | 13,073 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Total assets measured and recorded at fair value | 102,332 | 121,802 |
Level 2 | Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Short-term investments, at fair value | 85,881 | 99,747 |
Level 2 | U.S. government agency securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Short-term investments, at fair value | 16,451 | 22,055 |
Level 2 | U.S. government treasury bills | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Short-term investments, at fair value | 0 | 0 |
Level 2 | Money Market Funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Cash equivalents, at fair value | 0 | 0 |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Total assets measured and recorded at fair value | 0 | 0 |
Level 3 | Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Short-term investments, at fair value | 0 | 0 |
Level 3 | U.S. government agency securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Short-term investments, at fair value | 0 | 0 |
Level 3 | U.S. government treasury bills | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Short-term investments, at fair value | 0 | 0 |
Level 3 | Money Market Funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Cash equivalents, at fair value | $ 0 | $ 0 |
INVESTMENTS (Details)
INVESTMENTS (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Schedule of Available-for-sale Securities | ||
Total short-term investments, Amortized Cost | $ 166,915 | $ 161,091 |
Unrealized Gains | 68 | 2 |
Unrealized Losses | (49) | (302) |
Fair Value | 166,934 | 160,791 |
Corporate debt securities | ||
Schedule of Available-for-sale Securities | ||
Total short-term investments, Amortized Cost | 85,877 | 99,916 |
Unrealized Gains | 38 | 2 |
Unrealized Losses | (34) | (171) |
Fair Value | 85,881 | 99,747 |
U.S. government agency securities | ||
Schedule of Available-for-sale Securities | ||
Total short-term investments, Amortized Cost | 16,453 | 22,100 |
Unrealized Gains | 1 | 0 |
Unrealized Losses | (3) | (45) |
Fair Value | 16,451 | 22,055 |
U.S. government treasury bills | ||
Schedule of Available-for-sale Securities | ||
Total short-term investments, Amortized Cost | 64,585 | 39,075 |
Unrealized Gains | 29 | 0 |
Unrealized Losses | (12) | (86) |
Fair Value | $ 64,602 | $ 38,989 |
INVESTMENTS (Amortized Cost and
INVESTMENTS (Amortized Cost and Fair Value by Contractual Maturity) (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Amortized Cost | ||
One year or less | $ 129,886 | $ 105,266 |
Over one year and less than two years | 37,029 | 55,825 |
Total short-term investments, Amortized Cost | 166,915 | 161,091 |
Fair Value | ||
One year or less | 129,918 | 105,150 |
Over one year and less than two years | 37,016 | 55,641 |
Total short-term investments, Fair Value | $ 166,934 | $ 160,791 |
INVESTMENTS (Continuous Unreali
INVESTMENTS (Continuous Unrealized Losses) (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Schedule of Available-for-sale Securities | ||
Less than 12 months, Fair Value | $ 61,770 | $ 141,413 |
Less than 12 months, Unrealized Loss | (49) | (302) |
Corporate debt securities | ||
Schedule of Available-for-sale Securities | ||
Less than 12 months, Fair Value | 35,505 | 80,369 |
Less than 12 months, Unrealized Loss | (34) | (171) |
U.S. government agency securities | ||
Schedule of Available-for-sale Securities | ||
Less than 12 months, Fair Value | 10,228 | 22,055 |
Less than 12 months, Unrealized Loss | (3) | (45) |
U.S. government treasury bills | ||
Schedule of Available-for-sale Securities | ||
Less than 12 months, Fair Value | 16,037 | 38,989 |
Less than 12 months, Unrealized Loss | $ (12) | $ (86) |
BUSINESS COMBINATION - Assets A
BUSINESS COMBINATION - Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 | Oct. 21, 2015 |
Business Acquisition [Line Items] | |||
Goodwill | $ 16,390 | $ 16,390 | |
Cloudpath Networks, Inc. [Member] | |||
Business Acquisition [Line Items] | |||
Cash and cash equivalents | $ 431 | ||
Other tangible assets | 416 | ||
Goodwill | 6,445 | ||
Non-current deferred tax liabilities | (1,813) | ||
Deferred revenue | (510) | ||
Other liabilities assumed | (229) | ||
Total purchase consideration | 9,000 | ||
Purchased Technology | Cloudpath Networks, Inc. [Member] | |||
Business Acquisition [Line Items] | |||
Intangible assets | 2,300 | ||
Customer relationships | Cloudpath Networks, Inc. [Member] | |||
Business Acquisition [Line Items] | |||
Intangible assets | 1,600 | ||
Trade name | Cloudpath Networks, Inc. [Member] | |||
Business Acquisition [Line Items] | |||
Intangible assets | $ 360 |
BUSINESS COMBINATION - Addition
BUSINESS COMBINATION - Additional Information (Details) - USD ($) $ in Thousands | Oct. 21, 2015 | Mar. 31, 2016 |
Business Acquisition [Line Items] | ||
Post business combination contingent cash compensation | $ 9,000 | |
Cloudpath Networks, Inc. [Member] | ||
Business Acquisition [Line Items] | ||
Purchase consideration | 9,000 | |
Business Combination, Consideration Transferred, Subject to Adjustments | 1,400 | |
Post business combination contingent cash compensation | $ 1,500 | |
Business Combination, Contingent Consideration, Vesting and Payout Frequency | 6 months | |
Business Combination, Contingent Consideration, Vesting and Payout Period | 2 years | |
Post business combination cash incentive | $ 900 | |
Business Combination, Consideration Transferred, Cash Incentive, Period | 2 years | |
Stock Issued During Period, Value, Restricted Stock Award, Gross | $ 2,300 | |
Deferred And Share-Based Compensation Expense | $ 1,400 | |
Services [Member] | Cloudpath Networks, Inc. [Member] | ||
Business Acquisition [Line Items] | ||
Post business combination contingent cash compensation | $ 7,500 | |
Restricted Stock Units (RSUs) [Member] | Cloudpath Networks, Inc. [Member] | ||
Business Acquisition [Line Items] | ||
Business combination, stock award | 195,705 | |
Share-based Compensation Arrangement by Share-based Payment Award, Award Requisite Service Period | 4 years |
GOODWILL AND INTANGIBLES ASSE37
GOODWILL AND INTANGIBLES ASSETS (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Dec. 31, 2015 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 16,860 | $ 16,860 |
Accumulated amortization | (9,153) | (8,235) |
Finite-lived intangible assets, net | 7,707 | 8,625 |
Goodwill | 16,390 | 16,390 |
Purchased technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 14,900 | 14,900 |
Accumulated amortization | (8,979) | (8,159) |
Finite-lived intangible assets, net | $ 5,921 | $ 6,741 |
Weighted average remaining useful life | 2 years 9 months 18 days | 2 years 10 months 24 days |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 1,600 | $ 1,600 |
Accumulated amortization | (142) | (62) |
Finite-lived intangible assets, net | $ 1,458 | $ 1,538 |
Weighted average remaining useful life | 4 years 7 months 6 days | 4 years 9 months 18 days |
Trade name | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 360 | $ 360 |
Accumulated amortization | (32) | (14) |
Finite-lived intangible assets, net | $ 328 | $ 346 |
Weighted average remaining useful life | 4 years 7 months 6 days | 4 years 9 months 18 days |
GOODWILL AND INTANGIBLES ASSE38
GOODWILL AND INTANGIBLES ASSETS (Future Amortization Expense) (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Estimated Future Amortization Expense By Fiscal Year Maturity | ||
2016 (remaining nine months) | $ 2,465 | |
2,017 | 2,352 | |
2,018 | 1,352 | |
2,019 | 852 | |
2,020 | 686 | |
Finite-lived intangible assets, net | $ 7,707 | $ 8,625 |
DEFERRED REVENUE (Details)
DEFERRED REVENUE (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Dec. 31, 2015 | |
Deferred Revenue Arrangement [Line Items] | ||
Deferred revenue | $ 47,043 | $ 51,126 |
Current | 32,086 | 36,602 |
Noncurrent | 14,957 | 14,524 |
Product | ||
Deferred Revenue Arrangement [Line Items] | ||
Deferred revenue | 9,404 | 15,170 |
Services | ||
Deferred Revenue Arrangement [Line Items] | ||
Deferred revenue | $ 37,639 | $ 35,956 |
Services | Minimum | ||
Deferred Revenue Arrangement [Line Items] | ||
Typical service support period, minimum | 1 year | |
Services | Maximum | ||
Deferred Revenue Arrangement [Line Items] | ||
Typical service support period, minimum | 5 years |
COMMITMENTS AND CONTINGENCIES40
COMMITMENTS AND CONTINGENCIES (Operating Leases, Purchase Commitments, and Litigation) (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Operating Leases, Future Minimum Payments [Abstract] | ||
2016 (remaining nine months) | $ 3,855 | |
2,017 | 4,824 | |
2,018 | 3,891 | |
2,019 | 2,849 | |
2,020 | 2,743 | |
Thereafter | 5,181 | |
Operating lease obligation | 23,343 | |
Current purchase commitments | 14,800 | |
Cash held in escrow to secure an indemnification agreement | $ 5,000 | $ 5,000 |
COMMITMENTS AND CONTINGENCIES41
COMMITMENTS AND CONTINGENCIES (Warranty) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Movement in Standard and Extended Product Warranty, Increase (Decrease) [Roll Forward] | ||
Beginning warranty liability | $ 1,084 | $ 803 |
Changes in existing warranty | (30) | (82) |
Warranty expense | 167 | 390 |
Obligations fulfilled | (212) | (187) |
Ending warranty liability | $ 1,009 | $ 924 |
Hardware other than Indoor WLAN Products | ||
Product Liability | ||
Standard product warranty term | 1 year |
EQUITY AWARD PLANS (Stock Optio
EQUITY AWARD PLANS (Stock Option Activity) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Aggregate Intrinsic Value | |||
Weighted average grant date fair value (in dollars per share) | $ 4.24 | $ 5.86 | |
Total intrinsic value of options exercised | $ 3,900 | $ 9,900 | |
Stock Options | |||
Number of Shares | |||
Beginning balance (shares) | 13,747 | ||
Options granted (shares) | 34 | ||
Options exercised (shares) | (643) | ||
Options canceled (shares) | (110) | ||
Ending balance (shares) | 13,028 | 13,747 | |
Options exercisable (shares) | 11,281 | ||
Options vested and expected to vest (shares) | 12,975 | ||
Weighted Average Exercise Price | |||
Beginning balance (in dollars per share) | $ 6.08 | ||
Options granted (in dollars per share) | 9.48 | ||
Options exercised (in dollars per share) | 3.15 | ||
Options canceled (in dollars per share) | 13.39 | ||
Ending balance (in dollars per share) | 6.17 | $ 6.08 | |
Options exercisable (in dollars per share) | 5.13 | ||
Options vested and expected to vest (in dollars per share) | $ 6.14 | ||
Weighted Average Remaining Contractual Life | |||
Weighted Average Remaining Contractual Life | 5 years 7 months 6 days | 5 years 8 months 12 days | |
Options exercisable | 5 years 2 months 12 days | ||
Options vested and expected to vest | 5 years 7 months 6 days | ||
Aggregate Intrinsic Value | |||
Aggregate Intrinsic Value | $ 63,069 | $ 76,742 | |
Options exercisable | 62,257 | ||
Options vested and expected to vest | $ 63,061 |
EQUITY AWARD PLANS (Restricted
EQUITY AWARD PLANS (Restricted Stock Units Activity) (Details) - RSU - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Dec. 31, 2015 | |
Number of Shares | ||
Beginning balance (shares) | 4,277 | |
RSUs granted (shares) | 486 | |
RSUs exercised (shares) | (75) | |
RSUs forfeited (shares) | (128) | |
Ending balance (shares) | 4,560 | 4,277 |
Weighted-Average Grant- Date Fair Value Per Share | ||
Beginning balance (in dollars per share) | $ 12.17 | |
RSUs granted (in dollars per share) | 8.57 | |
RSUs vested (in dollars per share) | 14.09 | |
RSUs forfeited (in dollars per share) | 12.32 | |
Ending balance (in dollars per share) | $ 11.75 | $ 12.17 |
RSU, Weighted Average Remaining Contractual Life | 1 year 6 months | 1 year 8 months 12 days |
Aggregate Intrinsic Value | ||
Aggregate Intrinsic Value | $ 44,733 | $ 45,794 |
EQUITY AWARD PLANS (Stock Activ
EQUITY AWARD PLANS (Stock Activity and Number of Shares Available for Grant) (Details) shares in Thousands | 3 Months Ended |
Mar. 31, 2016shares | |
Shares Available for Grant | |
Beginning balance (shares) | 11,735 |
Additional shares reserved for issuance (shares) | 4,467 |
Ending balance (shares) | 15,920 |
Stock Options | |
Shares Available for Grant | |
Options granted (shares) | (34) |
Options canceled (shares) | 110 |
RSU | |
Shares Available for Grant | |
RSUs granted (shares) | (486) |
RSUs forfeited (shares) | 128 |
EQUITY AWARD PLANS (Assumptions
EQUITY AWARD PLANS (Assumptions) (Details) - Stock Options | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award | ||
Volatility | 52.50% | 57.80% |
Expected term (years) | 4 years 8 months 12 days | 6 years 1 month 6 days |
Risk-free interest rate | 1.20% | 1.60% |
Dividend yield | 0.00% | 0.00% |
EQUITY AWARD PLANS Share-based
EQUITY AWARD PLANS Share-based Compensation Expenses Summary (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award | ||
Stock-based compensation | $ 8,085 | $ 7,322 |
Total unrecognized stock-based compensation expense | $ 55,100 | |
Weighted-average recognition period for unrecognized stock-based compensation expense | 2 years 6 months | |
Cost of revenue | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Stock-based compensation | $ 325 | 316 |
Research and development | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Stock-based compensation | 2,817 | 2,722 |
Sales and marketing | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Stock-based compensation | 2,089 | 1,617 |
General and administrative | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Stock-based compensation | $ 2,854 | $ 2,667 |
EARNINGS PER SHARE (Calculation
EARNINGS PER SHARE (Calculation of Basic and Diluted Net Income Per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Numerator: | ||
Net loss | $ (925) | $ (573) |
Denominator: | ||
Weighted average number of shares outstanding, basic and diluted (in shares) | 89,741 | 85,637 |
Net income per share of common stock: | ||
Basic and diluted (USD per share) | $ (0.01) | $ (0.01) |
EARNINGS PER SHARE (Antidilutiv
EARNINGS PER SHARE (Antidilutive Securities) (Details) - shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||
Shares excluded from the diluted per share calculation | 17,867 | 19,790 |
Stock Options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||
Shares excluded from the diluted per share calculation | 13,352 | 16,435 |
RSUs and ESPP | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||
Shares excluded from the diluted per share calculation | 4,515 | 3,355 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Income Tax Disclosure [Abstract] | ||
Income tax benefit | $ 533 | $ 867 |
SEGMENT INFORMATION (Details)
SEGMENT INFORMATION (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016USD ($)segmentactivityemployee | Mar. 31, 2015USD ($) | |
Segment Reporting [Abstract] | ||
Number of industry segments | segment | 1 | |
Number of business activities | activity | 1 | |
Number of segment managers | employee | 0 | |
Revenues from External Customers and Long-Lived Assets | ||
Revenue | $ 100,573 | $ 82,078 |
Americas | ||
Revenues from External Customers and Long-Lived Assets | ||
Revenue | 51,959 | 40,739 |
United States | ||
Revenues from External Customers and Long-Lived Assets | ||
Revenue | 47,057 | 38,966 |
Other Americas | ||
Revenues from External Customers and Long-Lived Assets | ||
Revenue | 4,902 | 1,773 |
EMEA | ||
Revenues from External Customers and Long-Lived Assets | ||
Revenue | 29,346 | 21,973 |
United Kingdom | ||
Revenues from External Customers and Long-Lived Assets | ||
Revenue | 13,203 | 6,653 |
Other EMEA | ||
Revenues from External Customers and Long-Lived Assets | ||
Revenue | 16,143 | 15,320 |
APAC | ||
Revenues from External Customers and Long-Lived Assets | ||
Revenue | $ 19,268 | $ 19,366 |
SEGMENT INFORMATION (Property,
SEGMENT INFORMATION (Property, Plant, and Equipment by Geographic Region) (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Segment Reporting Information | ||
Property and equipment, net | $ 18,666 | $ 19,411 |
Americas | ||
Segment Reporting Information | ||
Property and equipment, net | 13,700 | |
EMEA | ||
Segment Reporting Information | ||
Property and equipment, net | 600 | |
APAC | ||
Segment Reporting Information | ||
Property and equipment, net | $ 4,400 |
SUBSEQUENT EVENT (Details)
SUBSEQUENT EVENT (Details) - Subsequent Event [Member] - Merger Agreement with Brocade Communications Systems, Inc [Member] $ / shares in Units, $ in Millions | Apr. 03, 2016USD ($)$ / shares |
Subsequent Event [Line Items] | |
Cash consideration per share (usd per share) | $ / shares | $ 6.45 |
Conversion ratio of Ruckus stock into Brocade common stock | 0.75 |
Termination fee | $ | $ 50 |