0001193125-13-408168.txt : 20131023 0001193125-13-408168.hdr.sgml : 20131023 20131023162959 ACCESSION NUMBER: 0001193125-13-408168 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20131021 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20131023 DATE AS OF CHANGE: 20131023 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FUSION-IO, INC. CENTRAL INDEX KEY: 0001383729 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER STORAGE DEVICES [3572] IRS NUMBER: 204232255 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-35188 FILM NUMBER: 131166006 BUSINESS ADDRESS: STREET 1: 2855 E. COTTONWOOD PARKWAY, SUITE 100 CITY: SALT LAKE CITY STATE: UT ZIP: 84121 BUSINESS PHONE: 801-424-5500 MAIL ADDRESS: STREET 1: 2855 E. COTTONWOOD PARKWAY, SUITE 100 CITY: SALT LAKE CITY STATE: UT ZIP: 84121 FORMER COMPANY: FORMER CONFORMED NAME: FUSION MULTISYSTEMS INC DATE OF NAME CHANGE: 20061214 8-K 1 d616332d8k.htm FORM 8-K Form 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): October 21, 2013

 

 

Fusion-io, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-35188   20-4232255

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

2855 E. Cottonwood Parkway, Suite 100

Salt Lake City, Utah 84121

(Address of principal executive offices) (Zip code)

(801) 424-5500

Registrant’s telephone number, including area code

Not Applicable

(Former name or former address if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 2.02 Results of Operations and Financial Condition.

On October 23, 2013, Fusion-io, Inc. ( “Fusion-io”) issued a press release reporting financial results for the fiscal first quarter ended September 30, 2013. The full text of this press release is furnished as Exhibit 99.1 hereto.

Fusion-io makes reference to non-GAAP financial measures in the press release, and includes information regarding such measures in the press release. A reconciliation of these non-GAAP financial measures to the comparable GAAP financial measures is contained in the attached press release.

Pursuant to General Instruction B.2. to Form 8-K, the information set forth in this Item 2.02 and Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, or incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On October 21, 2013, the Board of Directors (the “Board”) of Fusion-io appointed Dr. Edward H. Frank as a member of the Board, effective immediately. Dr. Frank will serve as a Class II director with a term expiring at the company’s 2015 annual meeting of stockholders. The Board has affirmatively determined that Dr. Frank meets the independence standards under the Securities and Exchange Commission (the “Commission”) and New York Stock Exchange rules and regulations.

In connection with his appointment to the Board, Dr. Frank received a restricted stock unit award covering 30,000 shares of common stock, consistent with the initial award granted to non-employee directors upon joining the Board. Dr. Frank’s compensation for services as a director of Fusion-io will be consistent with that of Fusion-io’s other non-employee directors, as described in Fusion-io’s definitive proxy statement filed with the Commission on October 10, 2013. In connection with his appointment, Fusion-io and Dr. Frank will enter into Fusion-io’s standard director indemnification agreement, the form of which was filed with the Commission on May 23, 2011 as Exhibit 10.1A to Fusion-io’s registration statement on Form S-1.

There are no other understandings or arrangements between Dr. Frank or any other person and Fusion-io or any of its subsidiaries pursuant to which Dr. Frank was appointed to serve as a director. There are no family relationships between Dr. Frank and any director, executive officer or person nominated by Fusion-io to become a director or executive officer, and there are no transactions between Dr. Frank or any of his immediate family members and Fusion-io or any of its subsidiaries that would be required to be reported under Item 404(a) of Regulation S-K.

From May 2009 to October 2013, Dr. Frank served as vice president of Macintosh Hardware Systems Engineering at Apple, Inc. Since 1996, Dr. Frank has been a technology partner at Advanced Technology Ventures, a venture capital firm. Dr. Frank served as vice president of research & development at Broadcom Corporation, a developer of broadband communication solutions, from May 1999 to March 2008, and as a consultant from April 2008 to April 2009. From 1996 to 1999, Dr. Frank was the co-founder and executive vice president of Epigram, Inc., which was acquired by Broadcom in May 1999. From 1993 to 1996, Dr. Frank was the co-founder and vice president of engineering of NeTpower Inc. From 1988 to 1993, Dr. Frank was a Distinguished Engineer at Sun Microsystems, Inc. Dr. Frank holds over 50 United States patents and is a Life Trustee of Carnegie Mellon University. He holds an M.S and B.S. in Electrical Engineering from Stanford University and a Ph.D. in Computer Science from Carnegie Mellon University.

On October 23, 2013, Fusion-io announced that Dennis P. Wolf, Fusion-io’s Chief Financial Officer and Executive Vice President, is resigning his position at Fusion-io after a period of transition to pursue an opportunity at a privately held company. Fusion-io has initiated a search for Mr. Wolf’s replacement. Mr. Wolf’s resignation was not related to any issues regarding the integrity of the company’s financial statements or accounting policies and practices.


On October 23, 2013, Fusion-io also announced that James L. Dawson, the company’s Chief Sales Officer and Executive Vice President is retiring effective October 31, 2013. In connection with his resignation, Mr. Dawson will receive the following benefits in exchange for a release of claims in favor of Fusion-io: (i) continued payment of his base salary for a period of 12 months; (ii) payment for up to 12 months of COBRA premiums to continue health insurance coverage for him and his eligible dependents; and (iii) a cash payment of approximately $48,000, less applicable tax withholding. In addition, Mr. Dawson has agreed to continue to provide advisory services to the company for a period of up to 18 months following his resignation, during which time his existing equity awards will continue to vest in accordance with their terms, subject to him executing (and not revoking) a supplemental release of claims in favor of Fusion-io at the end of the 18-month term. Should a change-of-control event occur before the end of that term, his equity awards would vest in an amount that would have otherwise vested during that 18-month term, subject to executing (and not revoking) a supplemental release of claims. The foregoing descriptions of the separation agreement with Mr. Dawson does not purport to be complete and is qualified in its entirety by reference to the complete text of the separation agreement, which will be filed as an exhibit to Fusion-io’s Periodic Report on Form 10-Q for the quarter ended December 31, 2013.

In connection with Mr. Wolf’s resignation, David Sampson, who has been Fusion-io’s Vice President of Finance since June 2010, has been appointed as the company’s principal accounting officer. Since the beginning of Fusion-io’s last fiscal year, there was no transaction or series of similar transactions, nor is there any currently proposed transaction or series of similar transactions, to which Fusion-io or any of its subsidiaries was or is to be a party, in which the amount involved exceeds $120,000 and in which Mr. Sampson, or members of his immediately family, had or will have a direct or indirect material interest.

Mr. Sampson, 49, has been Fusion-io’s Vice President of Finance since June 2010. From July 2004 through June 2010, he served as Vice President of Finance at Ancestry.com, Inc., a leading family history website. From 1995 to 2004, he served as Manager and Senior Manager at Ernst & Young LLP. Mr. Sampson is a certified public accountant in California and Utah. He holds a B.S. in Accounting from Brigham Young University.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit Number

  

Description

99.1    Press Release of Fusion-io, dated October 23, 2013, reporting financial results for the fiscal first quarter ended September 30, 2013.


SIGNATURES

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

 

    FUSION-IO, INC.
Date: October 23, 2013     By:  

        /s/ Shawn L. Lindquist

    Name:   Shawn L. Lindquist
    Title:   Chief Legal Officer,
      Executive Vice President and Secretary


EXHIBIT INDEX

 

Exhibit Number

  

Description

99.1    Press Release of Fusion-io, dated October 23, 2013, reporting financial results for the fiscal first quarter ended September 30, 2013.
EX-99.1 2 d616332dex991.htm EX-99.1 EX-99.1

Exhibit 99.1

Fusion-io Reports Fiscal First Quarter 2014 Results

SALT LAKE CITY – Oct. 23, 2013 — Fusion-io (NYSE: FIO) today announced its financial results for its fiscal first quarter ended September 30, 2013.

 

    Revenue: $86.3 million

 

    GAAP Gross Margin of 57.7% and Non-GAAP Gross Margin of 59.4%

 

    GAAP Net Loss per Diluted Share: $0.28

 

    Non-GAAP Net Loss per Diluted Share: $0.07

 

    Cash and Cash Equivalents: $225.3 million

FISCAL FIRST QUARTER 2014 GAAP FINANCIAL RESULTS

Fusion-io reported revenue of $86.3 million for the fiscal first quarter of 2014, compared to $118.1 million for the same quarter of 2013. Net loss for the fiscal first quarter of 2014 was $27.9 million, or a net loss per diluted share of $0.28, compared to net income of $3.9 million, or $0.04 per diluted share, in the fiscal first quarter of 2013. Gross margin for the fiscal first quarter of 2014 was 57.7%. Operating margin for the fiscal first quarter of 2014 was a negative 32.2%.

FISCAL FIRST QUARTER 2014 NON-GAAP FINANCIAL RESULTS

Non-GAAP net loss for the fiscal first quarter of 2014 was $6.7 million, or a net loss per diluted share of $0.07, compared to non-GAAP net income of $14.9 million, or $0.14 per diluted share in the same quarter of 2013. Non-GAAP gross margin for the fiscal first quarter of 2014 was 59.4%. Non-GAAP operating margin for the fiscal first quarter of 2014 was a negative 13.3%. A complete reconciliation of GAAP to non-GAAP results is set forth in the attachment to this press release.

“We have made progress in the last several months on key technology and strategic initiatives that we believe sharpen our execution and create a strong foundation for future growth,” said Shane Robison, Fusion-io chairman and chief executive officer. “The powerful combination of our application-centric architecture, robust product roadmap, and strengthening ecosystem of partners creates significant opportunity for Fusion-io in an expanding market for accelerating information with flash memory solutions.”

OTHER FINANCIAL HIGHLIGHTS

 

    Cash and cash equivalents totaled $225.3 million at the end of fiscal first quarter 2014, a decrease of $13.1 million from the prior quarter-end.

 

    Deferred revenue at the end of fiscal first quarter 2014 was $37.2 million, a decrease of $1.8 million from the prior quarter-end.

 

    Inventory was $74.1 million at the end of fiscal first quarter 2014, an increase of $3.0 million from the prior quarter-end.

 

    Capital expenditures were $3.3 million in fiscal first quarter 2014.

 

    Cash used in operations was $17.1 million for the fiscal first quarter 2014.

 

    Fusion-io executed a new $25 million unsecured credit facility during the quarter.

RECENT BUSINESS HIGHLIGHTS

 

    Fusion-io today separately announced that Dr. Edward H. Frank has been appointed to the Board of Directors effective October 21, 2013. Dr. Frank recently retired as vice president of Macintosh Hardware Systems Engineering at Apple, Inc.

 

    Fusion-io today also announces that Dennis Wolf, chief financial officer and executive vice president, will be leaving after a period of transition to pursue an opportunity at a private company. A search for his replacement is underway. In addition, James Dawson, chief sales officer and executive vice president, is retiring from the company. His replacement is expected to be announced shortly.


    Fusion-io today announced that Gary Smerdon, former senior vice president and general manager of the accelerated solutions division (ASD) at LSI Corporation, recently joined Fusion-io as executive vice president and chief strategy officer. Additional recent hires include Robert Hon, former senior vice president of engineering at Echelon Corporation, who joined Fusion-io as senior vice president of research and development, and Keith Brown, former vice president of enterprise applications and architecture at Aflac Incorporated, who joined Fusion-io as chief information officer.

 

    Fusion ioMemory is now being integrated into Quanta QCT’s Rackgo X servers through the Open Compute Project.

 

    On October 22, Fusion-io announced that it had entered into an expanded worldwide original equipment manufacturer (OEM) relationship with Fujitsu whereby Fusion ioMemory will be offered by Fujitsu to accelerate applications in PRIMERGY and PRIMEQUEST servers.

 

    On October 15, Fusion-io announced a number of updates to its ioControl hybrid storage solutions for SMEs, including product availability in EMEA, ioControl 3.0, and ioControl SPX server caching solutions, which are the first hybrid solutions to offer server caching for increased application performance.

 

    As of October 7, nine out of 10 VMware VMmark benchmarking submissions submitted by Fusion-io OEM partners, including HP, Dell, Cisco, and Fujitsu, used ioMemory solutions to place among the top scores. Six of these benchmarks leveraged the Fusion-io ION Data Accelerator to set new world records for performance.

 

    On September 26, IBM became the first to offer ioScale solutions as the IBM PCIe Flash Adapters. In August, IBM also became first to offer caching solutions based on Fusion ioTurbine software with its introduction of the IBM FlashCache Storage Accelerator.

 

    On August 26, Fusion-io announced ioVDI software, a new product for virtual desktop infrastructure (VDI) acceleration that is optimized for flash memory to deliver seamless, reliable, and cost-effective virtual desktop performance with consistent low latency response times.

BUSINESS OUTLOOK

The following statements are based on current expectations. These statements are forward-looking, and actual results may differ materially. These statements supersede all prior statements regarding fiscal 2014 financial results.

Second quarter of fiscal year 2014:

 

    Revenue is expected to be up slightly sequentially.

 

    Non-GAAP gross margin is expected to be in the range of 52 to 54%.

 

    Non-GAAP operating margin of approximately negative 15 to 20%.

 

    Diluted shares outstanding are expected to be approximately 105 million shares.

NON-GAAP FINANCIAL MEASURES

Fusion-io uses certain non-GAAP financial measures in this release. Generally, a non-GAAP financial measure is a numerical measure of a company’s performance, financial position, or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with generally accepted accounting principles in the United States of America, or GAAP. Reconciliation between non-GAAP and GAAP measures can be found in the accompanying tables and on the investor relations page of our website at www.fusionio.com. Non-GAAP financial measures should not be considered as a substitute for, or superior to, measures of financial performance prepared in accordance with GAAP. These non-GAAP financial measures differ from GAAP measures with the same captions, may differ from non-GAAP financial measures with the same or similar captions that are used by other companies, and do not reflect a comprehensive system of accounting.

Fusion-io’s management uses the non-GAAP financial measures in the accompanying schedules to gain an understanding of Fusion-io’s comparative operating performance and future prospects, and utilizes these measures in its internal financial statements for purposes of its internal budgets and financial goals.


Management also believes that the exclusion of the items described below provides an additional measure of the company’s operating results and facilitates comparisons of Fusion-io’s core operating performance against prior periods and business model objectives. Management believes that investors should have access to the same set of tools that management uses to analyze Fusion-io’s results. These non-GAAP measures should be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for or superior to GAAP. Fusion-io endeavors to compensate for the limitation of the non-GAAP measures presented by also providing the most directly comparable GAAP measures and descriptions of the reconciling items and adjustments to derive the non-GAAP measures.

For all periods presented:

 

    Non-GAAP gross margin is calculated as non-GAAP gross profit divided by GAAP revenue. Non-GAAP gross profit consists of GAAP gross profit excluding the effects of stock-based compensation expense and amortization of intangible assets.

 

    Non-GAAP operating margin is calculated as non-GAAP income (loss) from operations divided by GAAP revenue. Non-GAAP income (loss) from operations consists of GAAP income (loss) from operations excluding the effects of stock-based compensation expense, amortization of intangible assets, and acquisition related expenses.

 

    Non-GAAP net income (loss) is calculated as GAAP net income (loss) excluding the effects of stock-based compensation expense, amortization of intangible assets, acquisition related expenses, and tax provision adjustments related to stock-based awards.

 

    Non-GAAP net income (loss) per diluted share is calculated as non-GAAP net income (loss) divided by GAAP weighted-average diluted shares outstanding.

The accompanying tables provide more details on the GAAP financial measures that are most directly comparable to the non-GAAP financial measures described above and the related reconciliations between these financial measures. With respect to our expectations under “Business Outlook” above, reconciliation of non-GAAP guidance measures to corresponding GAAP measures is not available without unreasonable efforts on a forward-looking basis due to the high variability and low visibility with respect to the charges which are excluded from these non-GAAP measures. The effects of stock-based compensation expense specific to non-employee common stock options are directly impacted by unpredictable fluctuations in our stock price. We expect the variability of the above charges to have a significant impact on our GAAP financial results.

RECLASSIFICATION

Certain expense amounts previously reported as cost of revenue, sales and marketing, research and development, and general and administrative expenses have been reclassified within those categories to conform to fiscal year 2014 presentation. The reclassifications did not change amounts previously reported as income (loss) from operations and net income (loss).

TODAY’S CONFERENCE CALL

Fusion-io will host an investor conference call and live webcast today, Wednesday, October 23, 2013, at 5:00 p.m. EDT to discuss these financial results. To access the conference call, dial 1.800.446.2782 or 1.847.413.3235 for international callers. The access code is 3582 5475. A listen-only live webcast will be accessible on the investor relations page of our website at www.fusionio.com and will be archived and available on this site for at least three months. A telephone replay of the conference call will be available until Wednesday, October 30, 2013. To access the replay, please dial 1.888.843.7419 or 1.630.652.3042 for international callers. The access code is 3582 5475. This press release and the financial information discussed on today’s conference call are available on the investor relations page of our website at www.fusionio.com.

ABOUT FUSION-IO

Fusion-io delivers the world’s data faster. Our Fusion ioMemory platform and software defined storage solutions accelerate virtualization, databases, cloud computing, big data and performance applications. From e-commerce retailers to the world’s social media leaders and Fortune Global 500 companies, our customers are improving the performance and efficiency of their data centers with Fusion-io technology to accelerate the critical applications of the information economy.


NOTE ON FORWARD-LOOKING STATEMENTS

Certain statements in this release may constitute “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934 and Section 27A of the Securities Act of 1933, including, but are not limited to, statements concerning financial guidance for our second fiscal quarter of 2014, our progress on, and effect of, our key technology and strategic initiatives, our expectations as to executive officer hires, our sales execution efforts, our expectations regarding the market opportunity and our ability to execute our go-to-market strategy, expectations concerning our product portfolio and our strategic partnerships, and benefits and value of our products and solutions to our customers and end users. These statements are based on current expectations and assumptions regarding future events and business performance and involve certain risks and uncertainties that could cause actual results to differ materially from those contained, anticipated, or implied in any forward-looking statement, including, but not limited to, risks associated with changes in the demand for our products, our expectation that large and concentrated purchases by a limited number of customers will continue to represent a substantial majority of our revenue and our ability to sustain or increase our revenue from our large customers or offset the discontinuation of concentrated purchases by our larger customers with purchases by new or existing customers, the continued adoption by customers of our ioMemory platform products, growing our sales through OEMs, resellers and channel partners and maintaining our relationships with OEMs, resellers and channel partners, including the timely qualification of our products for promotion and sale by our OEMs, long and unpredictable sales cycles, changes in the competitive dynamics of our markets, including the potential for increased pressure on the pricing of our products, reduced gross margins, increased sales and marketing expenses, the potential that we or our customers may not realize the benefits we currently expect from our acquisitions of ID7 and NexGen Storage, our ability to develop or acquire new products to meet customer needs and expectations, including additional software solutions to be integrated with our storage memory products, our acquisition and strategic partner strategy and disruptions in our business, operations and financial results as a result of acquisitions and strategic partner relationships, as well as the risks inherent in the integration and combination of complex products and technologies from acquisitions, undetected errors, defects or security vulnerabilities in our products, worldwide economic conditions and the impact these conditions have on levels of spending on datacenter technology like ours, our ability to recruit and successfully hire new executive officers, and such other risks set forth in the registration statements and reports that Fusion-io files with the U.S. Securities and Exchange Commission, which are available on the Investor Relations section of our website at www.fusionio.com. You should not rely upon forward-looking statements as predictions of future events. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee that the future results, levels of activity, performance or events and circumstances reflected in the forward-looking statements will be achieved or will occur. Fusion-io undertakes no obligation to update publicly any forward-looking statement for any reason after the date of this press release.

###

Contacts

 

Shannon McPhee    Nancy Fazioli
Fusion-io Communications    Fusion-io Investor Relations
801.937.7599    408.416.5779
prteam@fusionio.com    ir@fusionio.com


Fusion-io, Inc.

Condensed Consolidated Statements of Operations

(in thousands, except per share data)

(unaudited)

 

     Three Months Ended
September 30,
 
     2012     2013  

Revenue

   $ 118,115      $ 86,293   

Cost of revenue (1), (2)

     48,065        36,540   
  

 

 

   

 

 

 

Gross profit

     70,050        49,753   

Operating expenses:

    

Sales and marketing (1), (2)

     25,587        34,798   

Research and development (1), (2)

     22,173        29,468   

General and administrative (1), (3)

     13,841        13,291   
  

 

 

   

 

 

 

Total operating expenses

     61,601        77,557   
  

 

 

   

 

 

 

Income (loss) from operations

     8,449        (27,804

Other income (expense):

    

Interest income

     114        35   

Interest expense

     (30     (51

Other (expense) income

     (29     186   
  

 

 

   

 

 

 

Income (loss) before income taxes

     8,504        (27,634

Income tax expense (4)

     (4,571     (262
  

 

 

   

 

 

 

Net income (loss)

   $ 3,933      $ (27,896
  

 

 

   

 

 

 

Net income (loss) per common share:

    

Basic

   $ 0.04      $ (0.28

Diluted

   $ 0.04      $ (0.28

Weighted-average number of shares:

    

Basic

     94,221        99,903   

Diluted

     108,425        99,903   

 

    

(1)    Includes stock-based compensation expenses, as follows:

    

Cost of revenue

   $ 113      $ 157   

Sales and marketing

     2,169        2,923   

Research and development

     4,464        5,598   

General and administrative

     7,143        5,537   
  

 

 

   

 

 

 

Total stock-based compensation expenses

   $ 13,889      $ 14,215   
  

 

 

   

 

 

 

(2)    Includes amortization of intangible assets, as follows:

    

Cost of revenue

   $ —        $ 1,306   

Sales and marketing

     —          81   

Research and development

     656        656   
  

 

 

   

 

 

 

Total amortization of intangible assets

   $ 656      $ 2,043   
  

 

 

   

 

 

 

(3)    Includes acquisition related expenses

   $ —        $ 36   

(4)    Includes tax provision adjustments related to stock-based awards

   $ (3,563   $ 4,934   


Fusion-io, Inc.

Condensed Consolidated Balance Sheets

(in thousands)

(unaudited)

 

     June 30,
2013
    September 30,
2013
 

Assets

    

Current assets:

    

Cash and cash equivalents

   $ 238,351      $ 225,265   

Accounts receivable, net

     69,107        63,912   

Inventories

     71,160        74,115   

Prepaid expenses and other current assets

     9,530        11,416   
  

 

 

   

 

 

 

Total current assets

     388,148        374,708   

Property and equipment, net

     35,272        34,989   

Restricted cash

     4,860        1,587   

Intangible assets, net

     28,268        26,018   

Goodwill

     149,467        149,467   

Other assets

     1,433        1,428   
  

 

 

   

 

 

 

Total assets

   $ 607,448      $ 588,197   
  

 

 

   

 

 

 

Liabilities and Stockholders’ Equity

    

Current liabilities:

    

Accounts payable

   $ 14,170      $ 11,691   

Accrued and other current liabilities

     44,425        39,039   

Deferred revenue

     24,848        22,533   
  

 

 

   

 

 

 

Total current liabilities

     83,443        73,263   

Deferred revenue, less current portion

     14,167        14,643   

Other liabilities

     19,421        19,157   

Commitments and contingencies

    

Stockholders’ equity:

    

Common stock

     20        20   

Additional paid-in capital

     599,292        618,165   

Accumulated other comprehensive loss

     (110     (370

Accumulated deficit

     (108,785     (136,681
  

 

 

   

 

 

 

Total stockholders’ equity

     490,417        481,134   
  

 

 

   

 

 

 

Total liabilities and stockholders’ equity

   $ 607,448      $ 588,197   
  

 

 

   

 

 

 


Fusion-io, Inc.

Condensed Consolidated Statements of Cash Flows

(in thousands)

(unaudited)

 

     Three Months Ended
September 30,
 
     2012     2013  

Operating activities:

    

Net income (loss)

   $ 3,933      $ (27,896

Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:

    

Depreciation and amortization

     3,188        5,838   

Stock-based compensation

     13,889        14,215   

Excess tax benefit from stock-based awards

     (4,385     (3

Changes in operating assets and liabilities:

    

Accounts receivable, net

     (8,951     5,195   

Inventories

     (7,746     (2,955

Prepaid expenses and other assets

     457        (1,881

Accounts payable

     14,014        (2,479

Accrued and other liabilities

     8,658        (5,341

Deferred revenue

     5,610        (1,839
  

 

 

   

 

 

 

Net cash provided by (used in) operating activities

     28,667        (17,146

Investing activities:

    

Purchases of property and equipment

     (5,175     (3,281
  

 

 

   

 

 

 

Net cash used in investing activities

     (5,175     (3,281

Financing activities:

    

Proceeds from exercises of stock options

     4,279        3,206   

Issuance of restricted stock awards and restricted stock units, net of repurchases

     (1,055     (702

Proceeds from issuance of common stock under employee stock purchase plan

     1,459        1,569   

Excess tax benefit from stock option exercises

     4,385        3   

Change in restricted cash

     —          3,273   
  

 

 

   

 

 

 

Net cash provided by financing activities

     9,068        7,349   

Effect of exchange rate changes on cash and cash equivalents

     94        (8
  

 

 

   

 

 

 

Net increase (decrease) in cash and cash equivalents

     32,654        (13,086

Cash and cash equivalents at beginning of period

     321,239        238,351   
  

 

 

   

 

 

 

Cash and cash equivalents at end of period

   $ 353,893      $ 225,265   
  

 

 

   

 

 

 


Fusion-io, Inc.

Reconciliation of Non-GAAP Financial Measures

(in thousands, except per share data)

(unaudited)

 

     Three Months Ended  
     September 30,  
     2012     2013  

Reconciliation of Gross Profit and Gross Margin on a GAAP Basis to Gross Profit and Gross Margin on a Non-GAAP Basis:

    

Gross profit on a GAAP basis

   $ 70,050      $ 49,753   

Stock-based compensation

     113        157   

Amortization of intangible assets

     —          1,306   
  

 

 

   

 

 

 

Gross profit on a non-GAAP basis

   $ 70,163      $ 51,216   
  

 

 

   

 

 

 

Revenue

   $ 118,115      $ 86,293   

Gross margin on a GAAP basis

     59.3     57.7

Gross margin on a non-GAAP basis

     59.4     59.4

Reconciliation of Operating Income (Loss) and Operating Margin on a GAAP Basis to Operating Income (Loss) and Operating Margin on a Non-GAAP Basis:

    

Operating income (loss) on a GAAP basis

   $ 8,449      $ (27,804

Stock-based compensation

     13,889        14,215   

Amortization of intangible assets

     656        2,043   

Acquisition related expenses

     —          36   
  

 

 

   

 

 

 

Operating income (loss) on a non-GAAP basis

   $ 22,994      $ (11,510
  

 

 

   

 

 

 

Revenue

   $ 118,115      $ 86,293   

Operating margin on a GAAP basis

     7.2     -32.2

Operating margin on a non-GAAP basis

     19.5     -13.3

Reconciliation of Net Income (Loss) on a GAAP Basis to Net Income (Loss) on a Non-GAAP Basis:

    

Net income (loss) on a GAAP basis

   $ 3,933      $ (27,896

Stock-based compensation

     13,889        14,215   

Amortization of intangible assets

     656        2,043   

Acquisition related expenses

     —          36   

Tax provision adjustments related to stock-based awards

     (3,563     4,934   
  

 

 

   

 

 

 

Net income (loss) on a non-GAAP basis    

   $ 14,915      $ (6,668
  

 

 

   

 

 

 


Fusion-io, Inc.

Reconciliation of Non-GAAP Financial Measures (continued)

(in thousands, except per share data)

(unaudited)

 

     Three Months Ended  
     September 30,  
     2012     2013  

Reconciliation of Diluted Net Income (Loss) per Share on a GAAP Basis to Diluted Net Income (Loss) per Share on a Non-GAAP Basis:

    

Diluted net income (loss) per share on a GAAP basis

   $ 0.04      $ (0.28

Stock-based compensation

     0.12        0.14   

Amortization of intangible assets

     0.01        0.02   

Tax provision adjustments related to stock-based awards

     (0.03     0.05   
  

 

 

   

 

 

 

Diluted net income (loss) per share on a non-GAAP basis

   $ 0.14      $ (0.07