RESTRUCTURING AND RELATED CHARGES

The Company has implemented several restructuring plans in the past few years. The goal of these plans was to bring operational expenses to appropriate levels relative to the Company’s net revenues, while simultaneously implementing extensive company-wide expense control programs.

The Company accounts for its restructuring plans under the authoritative guidance for exit or disposal activities. The restructuring and asset impairment charges are included in “Cost of revenue” and “Operating expenses - Restructuring and related charges” in the Consolidated Statements of Operations. The following table summarizes the restructuring and related charges (in thousands):



	Year ended December 31,
Restructuring and related charges in:	2018		2017		2016 ⁽¹⁾
Cost of revenue	$	857	$	1,279	$	3,400
Operating expenses - Restructuring and related charges	2,918		5,307		14,602
Total restructuring and related charges	$	3,775	$	6,586	$	18,002

(1) The restructuring and related charges for the fiscal year ended December 31, 2016 is net of $0.6 million and $1.4 million, in Cost of revenue and Operating expenses - Restructuring and related charges, respectively, of gain from TVN pension curtailment. See “Harmonic 2016 Restructuring Plan” below for additional information.

As of December 31, 2018 and December 31, 2017, the Company’s total restructuring liability was $5.3 million and $8.0 million, respectively, of which $3.3 million and $4.4 million, respectively, were reported as a component of “Accrued and other current liabilities”, and the remaining $2.0 million and $3.6 million, respectively, were reported as a component of “Other non-current liabilities” on the Company’s Consolidated Balance Sheets.

The following table summarizes the activities related to the Company’s restructuring plans during the fiscal year ended December 31, 2018 (in thousands):



	Harmonic 2016 Restructuring Plan						Harmonic 2017 Restructuring Plan						Harmonic 2018 Restructuring Plan
	Excess facilities			TVN VDP			Excess facilities			Severance and benefits			Excess facilities			Severance and benefits			Total
Balance at December 31, 2017	$	2,426		$	5,128		$	296		$	193		$	—		$	—		$	8,043
Charges for current period	—			—			—			—			932			2,124			3,056
Adjustments to restructuring provisions	132			531			167			—			5			(116		)	719
Reclassification of deferred rent	—			—			—			—			332			—			332
Cash payments	(1,015		)	(3,066		)	(146		)	(193		)	(203		)	(2,052		)	(6,675		)
Foreign exchange effect	—			(184		)	—			—			—			44			(140		)
Balance at December 31, 2018	$	1,543		$	2,409		$	317		$	—		$	1,066		$	—		$	5,335

Harmonic 2018 Restructuring

In the first quarter of 2018, the Company approved and implemented a restructuring plan (the “Harmonic 2018 Restructuring Plan”). The restructuring activities under this plan primarily include worldwide workforce reductions of the Company. As of December 31, 2018, the Company recorded an aggregate amount of $2.1 million of restructuring and related charges for severance and employee benefits for 59 employees worldwide, primarily in the United States and across all functions. The Company made $2.1 million in payments for this plan during the fiscal year ended December 31, 2018. The activities under this plan were completed in 2018.

Excess Facility in San Jose, California

In August 2018, the Company exited an additional excess facility at its U.S. headquarters in San Jose, California and recorded $0.9 million in facility exit costs. The Company accounts for facility exit costs in accordance with ASC 420, “Exit or Disposal Cost Obligations”, which requires that a liability for such costs be recognized and measured initially at fair value on the cease-use date based on remaining lease rentals, adjusted for the effects of any prepaid or deferred items recognized, reduced by the estimated sublease rentals that could be reasonably obtained even if it is not the intent to sublease. The fair value of these liabilities is based on a net present value model using a credit-adjusted, risk-free rate. Actual sublease terms may differ from the estimates originally made by the Company. Any future changes in the estimates or in the actual sublease income could require future adjustments to the liabilities, which would impact net income in the period the adjustment is recorded. As of the cease-use date, the fair value of this restructuring liability totaled $1.2 million. Offsetting these charges was an adjustment for deferred rent liability relating to this space of $0.3 million. As of December 31, 2018, the remaining liability for the additional excess facility exited in August 2018 was $1.1 million, which will be paid out over the remainder of the leased properties’ term through August 2020.

Harmonic 2017 Restructuring

In the third quarter of 2017, the Company implemented a restructuring plan (the “Harmonic 2017 Restructuring Plan”) to better align its operating costs with the continued decline in its net revenues. In 2017, the Company recorded $2.5 million of restructuring and related charges under this plan, consisting of $2.1 million of employee severance and $0.4 million related to the closure of one of the Company’s offices in New York. The activities under this plan were completed in 2017. During 2018, as a result of a change in the estimate of the sublease income, the restructuring liability related to the New York excess facility was increased by $0.2 million. As of December 31, 2018, the remaining $0.3 million liability under the Harmonic 2017 Restructuring Plan relates to the accrual for the New York excess facility, which will be paid out over the remainder of the leased properties’ term through August 2020.

Harmonic 2016 Restructuring

In the first quarter of 2016, the Company implemented a restructuring plan (the “Harmonic 2016 Restructuring Plan”) to reduce operating costs by consolidating duplicative resources in connection with the acquisition of TVN. The planned activities included global workforce reductions, exiting certain operating facilities and disposing of excess assets and an employee voluntary departure plan in France (the “TVN VDP”).

In 2016, the Company recorded an aggregate of $20.0 million of restructuring and related charges under the Harmonic 2016 Restructuring Plan, of which $2.2 million was primarily related to the exit from the excess facility at its U.S. headquarters and the remaining $17.8 million was related to severance and benefits for the termination of 118 employees worldwide, including 83 employees in France who participated in the TVN VDP. The restructuring and related charges under this plan were partially offset by approximately $2.0 million of gain from TVN pension curtailment. For the employees who participated in the TVN VDP, their pension benefit will be funded by the TVN VDP and as a result, the TVN defined benefit pension plan was remeasured at December 31, 2016, which resulted in a non-cash curtailment gain.

TVN VDP

The Company recorded 0.5 million, $1.8 million and $13.1 million of TVN VDP costs in the years ended December 31, 2018, 2017 and 2016, respectively. In aggregate, in 2018, 2017 and 2016, the Company had paid $13.8 million of TVN VDP costs. The TVN VDP liability balance as of December 31, 2018 was $2.4 million, payable from 2019 through 2020.

Excess Facility in San Jose, California

In January 2016, the Company exited an excess facility at its U.S. headquarters in San Jose, California and recorded $1.4 million in facility exit costs. The fair value of these liabilities is based on a net present value model using a credit-adjusted risk-free rate. The liability will be paid out over the remainder of the leased properties’ term, which continues through August 2020. As of the cease-use date, the fair value of this restructuring liability totaled $2.5 million. Offsetting these charges was an adjustment for deferred rent liability relating to this space of $1.1 million. As a result of a change in the estimate of the sublease income, the restructuring liability was increased by $1.2 million as of December 31, 2017. As of December 31, 2018, the remaining liability for the excess facility exited in January 2016 was $1.5 million, which will be paid out over the remainder of the leased properties’ term through August 2020.