Item 1. Financial Statements

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Item 1. Financial Statements

CIENA CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

(unaudited)

Quarter EndedSix Months Ended
April 27,April 29,April 27,April 29,
2024202320242023
Revenue:
Products$701,316$935,330$1,537,093$1,813,045
Services209,510197,325411,442376,131
Total revenue910,8261,132,6551,948,5352,189,176
Cost of goods sold:
Products415,732541,883882,2041,042,220
Services106,433103,089210,708203,327
Total cost of goods sold522,165644,9721,092,9121,245,547
Gross profit388,661487,683855,623943,629
Operating expenses:
Research and development195,380189,993382,649371,723
Selling and marketing124,071125,083252,229248,890
General and administrative49,57350,939104,256101,835
Significant asset impairments and restructuring costs15,6558,15320,62612,451
Amortization of intangible assets7,9479,84515,19917,286
Acquisition and integration costs—857—3,415
Total operating expenses392,626384,870774,959755,600
Income (loss) from operations(3,965)102,81380,664188,029
Interest and other income, net11,7978,55122,44740,524
Interest expense(23,861)(23,889)(47,637)(39,759)
Income (loss) before income taxes(16,029)87,47555,474188,794
Provision for income taxes82029,82122,77654,899
Net income (loss)$(16,849)$57,654$32,698$133,895
Basic net income (loss) per common share$(0.12)$0.39$0.23$0.90
Diluted net income (loss) per potential common share$(0.12)$0.38$0.22$0.89
Weighted average basic common shares outstanding144,914149,616145,104149,351
Weighted average dilutive potential common shares outstanding144,914150,147146,059149,852

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

CIENA CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(in thousands)

(unaudited)

Quarter EndedSix Months Ended
April 27,April 29,April 27,April 29,
2024202320242023
Net income (loss)$(16,849)$57,654$32,698$133,895
Unrealized gain (loss) on available-for-sale securities, net of tax(1,178)648(282)1,698
Unrealized gain (loss) on foreign currency forward contracts, net of tax(2,548)(1,151)4,6084,191
Unrealized gain (loss) on interest rate swaps, net of tax13,539(1,803)4,065(6,827)
Change in cumulative translation adjustments(6,676)(8,150)7,6477,829
Other comprehensive income (loss)3,137(10,456)16,0386,891
Total comprehensive income (loss)$(13,712)$47,198$48,736$140,786

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

CIENA CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share data)

(unaudited)

April 27, 2024October 28, 2023
ASSETS
Current assets:
Cash and cash equivalents$1,091,289$1,010,618
Short-term investments165,620104,753
Accounts receivable, net of allowance for credit losses of $11.4 million and $11.7 million as of April 27, 2024 and October 28, 2023, respectively.840,1311,003,876
Inventories, net1,022,6151,050,838
Prepaid expenses and other421,692405,694
Total current assets3,541,3473,575,779
Long-term investments165,960134,278
Equipment, building, furniture and fixtures, net274,353280,147
Operating right-of-use assets30,21035,140
Goodwill444,917444,765
Other intangible assets, net184,941205,627
Deferred tax asset, net821,879809,306
Other long-term assets151,196116,453
Total assets$5,614,803$5,601,495
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable$332,106$317,828
Accrued liabilities and other short-term obligations355,258431,419
Deferred revenue196,989154,419
Operating lease liabilities16,13816,655
Current portion of long-term debt11,70011,700
Total current liabilities912,191932,021
Long-term deferred revenue80,36574,041
Other long-term obligations172,839170,407
Long-term operating lease liabilities28,51333,259
Long-term debt, net1,540,6391,543,406
Total liabilities2,734,5472,753,134
Commitments and contingencies (Note 19)
Stockholders’ equity:
Preferred stock – par value $0.01; 20,000,000 shares authorized; zero shares issued and outstanding——
Common stock – par value $0.01; 290,000,000 shares authorized; 144,199,201 and 144,829,938 shares issued and outstanding1,4421,448
Additional paid-in capital6,245,2486,262,083
Accumulated other comprehensive loss(21,729)(37,767)
Accumulated deficit(3,344,705)(3,377,403)
Total stockholders’ equity2,880,2562,848,361
Total liabilities and stockholders’ equity$5,614,803$5,601,495

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

CIENA CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands) (unaudited)

Six Months Ended
April 27,April 29,
20242023
Cash flows provided by (used in) operating activities:
Net income$32,698$133,895
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation of equipment, building, furniture and fixtures, and amortization of leasehold improvements46,01645,903
Share-based compensation expense78,07562,372
Amortization of intangible assets20,72623,600
Deferred taxes(8,946)(2,134)
Provision for inventory excess and obsolescence23,15212,691
Provision for warranty8,62913,577
Gain on equity investments, net—(26,455)
Other11,50911,331
Changes in assets and liabilities:
Accounts receivable155,107(116,914)
Inventories5,346(162,143)
Prepaid expenses and other(37,441)(41,511)
Operating lease right-of-use assets6,1117,644
Accounts payable, accruals and other obligations(56,064)(55,754)
Deferred revenue48,64168,818
Short- and long-term operating lease liabilities(9,010)(10,748)
Net cash provided by (used in) operating activities324,549(35,828)
Cash flows used in investing activities:
Payments for equipment, furniture, fixtures and intellectual property(33,500)(58,034)
Purchases of investments(171,131)(106,245)
Proceeds from sales and maturities of investments83,013123,251
Settlement of foreign currency forward contracts, net(828)(6,194)
Purchase of equity investment(16,256)—
Acquisition of business, net of cash acquired—(230,048)
Net cash used in investing activities(138,702)(277,270)
Cash flows provided by (used in) financing activities:
Proceeds from issuance of term loan, net—497,500
Payment of long-term debt(2,925)(3,465)
Payment of debt issuance costs(2,554)(5,230)
Payment of finance lease obligations(1,989)(1,864)
Shares repurchased for tax withholdings on vesting of stock unit awards(22,428)(22,022)
Repurchases of common stock - repurchase program, net(94,817)—
Proceeds from issuance of common stock16,87614,656
Net cash provided by (used in) financing activities(107,837)479,575
Effect of exchange rate changes on cash, cash equivalents and restricted cash2,6596,867
Net increase in cash, cash equivalents and restricted cash80,669173,344
Cash, cash equivalents and restricted cash at beginning of period1,010,786994,378
Cash, cash equivalents and restricted cash at end of period$1,091,455$1,167,722
Supplemental disclosure of cash flow information
Cash paid during the period for interest, net$45,782$37,514
Cash paid during the period for income taxes, net$29,193$24,218
Operating lease payments$9,964$11,689
Non-cash investing and financing activities
Purchase of equipment in accounts payable$6,365$4,618
Repurchase of common stock in accrued liabilities from repurchase program$3,859$—
Operating right-of-use assets subject to lease liability$3,639$6,177
Gain on equity investments, net$—$26,455

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

CIENA CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

(in thousands, except share data)

(unaudited)

Common Stock SharesPar ValueAdditional Paid-in-CapitalAccumulated Other Comprehensive Income (Loss)Accumulated DeficitTotal Stockholders’ Equity
Balance at October 28, 2023144,829,938$1,448$6,262,083$(37,767)$(3,377,403)$2,848,361
Net income————32,69832,698
Other comprehensive income———16,038—16,038
Repurchase of common stock - repurchase program, net(1,816,529)(18)(89,346)——(89,364)
Issuance of shares from employee equity plans1,667,5551716,859——16,876
Share-based compensation expense——78,075——78,075
Shares repurchased for tax withholdings on vesting of stock unit awards(481,763)(5)(22,423)——(22,428)
Balance at April 27, 2024144,199,201$1,442$6,245,248$(21,729)$(3,344,705)$2,880,256
Common Stock SharesPar ValueAdditional Paid-in-CapitalAccumulated Other Comprehensive Income (Loss)Accumulated DeficitTotal Stockholders’ Equity
Balance at October 29, 2022148,412,943$1,484$6,390,252$(46,645)$(3,632,230)$2,712,861
Net income————133,895133,895
Other comprehensive income———6,891—6,891
Issuance of shares from employee equity plans1,533,0851514,641——14,656
Share-based compensation expense——62,372——62,372
Shares repurchased for tax withholdings on vesting of stock unit awards(447,563)(4)(22,018)——(22,022)
Balance at April 29, 2023149,498,465$1,495$6,445,247$(39,754)$(3,498,335)$2,908,653

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

CIENA CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

(1) INTERIM FINANCIAL STATEMENTS

The interim financial statements included herein for Ciena Corporation and its wholly owned subsidiaries (“Ciena”) have been prepared by Ciena, without audit, pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”).

The preparation of financial statements and related disclosures in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires Ciena to make judgments, assumptions, and estimates that affect the amounts reported in the Condensed Consolidated Financial Statements and accompanying notes. Among other things, these estimates form the basis for judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ materially from these estimates under different assumptions or conditions. To the extent that there are material differences between Ciena’s estimates and actual results, Ciena’s consolidated financial statements will be affected.

In the opinion of management, the financial statements included in this report reflect all normal recurring adjustments that Ciena considers necessary for the fair statement of the results of operations of Ciena for the interim periods covered and of the financial position of Ciena at the date of the interim balance sheets. Certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to SEC rules and regulations. The Condensed Consolidated Balance Sheet as of October 28, 2023 was derived from audited financial statements, but does not include all disclosures required by GAAP. However, Ciena believes that the disclosures are adequate to understand the information presented herein. The operating results for interim periods are not necessarily indicative of the operating results for the entire year. These financial statements should be read in conjunction with Ciena’s audited consolidated financial statements and the notes thereto included in Ciena’s Annual Report on Form 10-K for the fiscal year ended October 28, 2023 (the “2023 Annual Report”).

Ciena has a 52 or 53-week fiscal year, with quarters ending on the Saturday nearest to the last day of January, April, July, and October, respectively, of each year. Fiscal 2024 is a 53-week fiscal year with the additional week occurring in the fourth quarter. Fiscal 2023 was a 52-week fiscal year.

(2) SIGNIFICANT ACCOUNTING POLICIES

Except for the changes in certain policies described below, there have been no material changes to Ciena’s significant accounting policies, compared to the accounting policies described in Note 1, Ciena Corporation and Significant Accounting Policies and Estimates, in Notes to Consolidated Financial Statements in Item 8 of Part II of the 2023 Annual Report.

Newly Issued Accounting Standards - Effective

In October 2021, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2021-08 (“ASU 2021-08”), Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers to improve the accounting for acquired revenue contracts with customers in a business combination to address recognition of an acquired contract liability and payment terms and their effect on subsequent revenue recognized by the acquirer. ASU 2021-08 was effective for Ciena beginning in the first quarter of fiscal 2024 without any material impact on its consolidated financial position, results of operations and related disclosures.

Newly Issued Accounting Standards - Not Yet Effective

In November 2023, the FASB issued ASU No. 2023-07 (“ASU 2023-07”), Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023 on a retrospective basis. Early adoption is permitted. Ciena is currently evaluating the impact of this ASU on its consolidated financial statements and related disclosures.

In December 2023, the FASB issued ASU No. 2023-09 (“ASU 2023-09”), Income Taxes (Topic 740): Improvement to Income Tax Disclosures to enhance the transparency and decision usefulness of income tax disclosures. ASU 2023-09 is effective for annual periods beginning after December 15, 2024; however, early adoption is permitted. ASU 2023-09 allows for

adoption using either a prospective or retrospective method. Ciena is currently evaluating the impact of this ASU on its consolidated financial statements and related disclosures.

In March 2024, the SEC adopted final rules under SEC Release No. 33-11275, The Enhancement and Standardization of Climate Related Disclosures for Investors, which requires registrants to provide certain climate-related information in their registration statements and annual reports. The rules require information about a registrant's climate-related risks that are reasonably likely to have a material impact on its business, results of operations, or financial condition. The required information about climate-related risks will also include disclosure of a registrant's greenhouse gas emissions. In addition, the rules will require registrants to present certain climate-related financial metrics in their audited financial statements. Disclosures would be required prospectively, with information for prior periods required only to the extent it was previously disclosed in an SEC filing. Ciena is currently evaluating the impact of these final rules on its consolidated financial statements and related disclosures. On April 12, 2024, the final rules were indefinitely delayed pending the completion of judicial review in consolidated proceedings in the U.S. Court of Appeals, Eighth Circuit.

**(3)**REVENUE

Disaggregation of Revenue

Ciena’s disaggregated revenue as presented below depicts the nature, amount, and timing of revenue for similar groupings of Ciena’s products and services. The sales cycle, contractual obligations, customer requirements, and go-to-market strategies may differ across Ciena’s product lines, resulting in different economic risk profiles for each line.

The tables below set forth Ciena’s disaggregated revenue for the periods indicated (in thousands):

Quarter Ended April 27, 2024
Networking PlatformsPlatform Software and ServicesBlue Planet Automation Software and ServicesGlobal ServicesTotal
Product lines:
Optical Networking$560,224$—$—$—$560,224
Routing and Switching116,034———116,034
Platform Software and Services—85,445——85,445
Blue Planet Automation Software and Services——14,434—14,434
Maintenance Support and Training———77,41077,410
Installation and Deployment———43,78543,785
Consulting and Network Design———13,49413,494
Total revenue by product line$676,258$85,445$14,434$134,689$910,826
Timing of revenue recognition:
Products and services at a point in time$676,258$22,689$2,848$10,432$712,227
Services transferred over time—62,75611,586124,257198,599
Total revenue by timing of revenue recognition$676,258$85,445$14,434$134,689$910,826
Quarter Ended April 29, 2023
Networking PlatformsPlatform Software and ServicesBlue Planet Automation Software and ServicesGlobal ServicesTotal
Product lines:
Optical Networking$784,549$—$—$—$784,549
Routing and Switching130,310———130,310
Platform Software and Services—69,443——69,443
Blue Planet Automation Software and Services——20,567—20,567
Maintenance Support and Training———73,16073,160
Installation and Deployment———39,48639,486
Consulting and Network Design———15,14015,140
Total revenue by product line$914,859$69,443$20,567$127,786$1,132,655
Timing of revenue recognition:
Products and services at a point in time$914,859$13,447$7,329$15,412$951,047
Services transferred over time—55,99613,238112,374181,608
Total revenue by timing of revenue recognition$914,859$69,443$20,567$127,786$1,132,655
Six Months Ended April 27, 2024
Networking PlatformsPlatform Software and ServicesBlue Planet Automation Software and ServicesGlobal ServicesTotal
Product lines:
Optical Networking$1,256,072$—$—$—$1,256,072
Routing and Switching227,421———227,421
Platform Software and Services—175,190——175,190
Blue Planet Automation Software and Services——28,376—28,376
Maintenance Support and Training———151,525151,525
Installation and Deployment———86,50986,509
Consulting and Network Design———23,44223,442
Total revenue by product line$1,483,493$175,190$28,376$261,476$1,948,535
Timing of revenue recognition:
Products and services at a point in time$1,483,493$50,383$3,916$20,071$1,557,863
Services transferred over time—124,80724,460241,405390,672
Total revenue by timing of revenue recognition$1,483,493$175,190$28,376$261,476$1,948,535
Six months ended April 29, 2023
Networking PlatformsPlatform Software and ServicesBlue Planet Automation Software and ServicesGlobal ServicesTotal
Product lines:
Optical Networking$1,520,183$—$—$—$1,520,183
Routing and Switching249,814———249,814
Platform Software and Services—142,888——142,888
Blue Planet Automation Software and Services——35,973—35,973
Maintenance Support and Training———141,051141,051
Installation and Deployment———74,06174,061
Consulting and Network Design———25,20625,206
Total revenue by product line$1,769,997$142,888$35,973$240,318$2,189,176
Timing of revenue recognition:
Products and services at a point in time$1,769,997$32,311$11,312$24,667$1,838,287
Services transferred over time—110,57724,661215,651350,889
Total revenue by timing of revenue recognition$1,769,997$142,888$35,973$240,318$2,189,176

Ciena reports its sales geographically using the following markets: (i) the United States, Canada, the Caribbean and Latin America (“Americas”); (ii) Europe, Middle East and Africa (“EMEA”); and (iii) Asia Pacific, Japan and India (“APAC”). Within each geographic area, Ciena maintains specific teams or personnel that focus on a particular region, country, customer or market vertical. These teams include sales management, account salespersons, and sales engineers, as well as services professionals and commercial management personnel. The following table reflects Ciena’s geographic distribution of revenue based principally on the relevant location for Ciena’s delivery of products and performance of services.

For the periods indicated, Ciena’s geographic distribution of revenue was as follows (in thousands):

Quarter EndedSix Months Ended
April 27,April 29,April 27,April 29,
2024202320242023
Geographic distribution:
Americas$662,877$794,359$1,381,075$1,559,455
EMEA155,791173,414363,203326,218
APAC92,158164,882204,257303,503
Total revenue by geographic distribution$910,826$1,132,655$1,948,535$2,189,176

Ciena’s revenue includes $618.8 million and $722.6 million of United States revenue for the second quarter of fiscal 2024 and 2023, respectively. For the six months ended April 27, 2024 and April 29, 2023, United States revenue was $1.3 billion and $1.4 billion, respectively. No other country accounted for 10% or more of total revenue for the periods indicated in the above table.

For the periods indicated, the only customers that accounted for at least 10% of Ciena’s revenue were as follows (in thousands):

Quarter EndedSix Months Ended
April 27,April 29,April 27,April 29,
2024202320242023
AT&T$125,493n/a$211,705$251,329
Cloud Providern/a$123,452n/a244,779
Total$125,493$123,452$211,705$496,108

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

AT&T purchased products and services from each of Ciena’s operating segments for each of the periods presented. The cloud provider noted in the above table purchased products from each of Ciena’s operating segments excluding Blue Planet® Automation Software and Services for each of the periods presented.

A description of each of Ciena’s operating segments is set forth below:

  • Networking Platforms revenue reflects sales of Ciena’s Optical Networking and Routing and Switching product lines.

  • Optical Networking - includes the 6500 Packet-Optical Platform, the Waveserver® modular interconnect system, the 6500 Reconfigurable Line System (RLS), the 5400 family of Packet-Optical Platforms, and the Coherent ELS open line system (OLS). This product line also includes the WaveLogic 5 Nano (WL5n) 100G-400G coherent pluggable transceivers.

  • Routing and Switching - includes the 3000 family of service delivery platforms and the 5000 family of service aggregation. This product line also includes the 6500 Packet Transport System (PTS), which combines packet switching, control plane operation, and integrated optics, the 8100 Coherent IP networking platforms, the 8700 Packetwave Platform, virtualization software and Ciena’s WaveRouter® product. This product line also includes SD-Edge software and passive optical network (PON) routing and switching portfolio products.

The Networking Platforms segment also includes sales of operating system software and enhanced software features embedded in each of the product lines above. Revenue from this segment is included in product revenue on the Condensed Consolidated Statements of Operations. Operating system software and enhanced software features embedded in Ciena hardware are each considered distinct performance obligations for which the revenue is generally recognized upfront at a point in time upon transfer of control.

  • Platform Software and Services offerings provide domain control management, analytics, data and planning tools and applications to assist customers in managing their networks, including by creating more efficient operations and providing more visibility into their networks. Ciena’s platform software includes its Navigator Network Control SuiteTM (“Navigator NCS”) domain controller solution, its suite of Navigator NCS applications, previously referred to as “Manage, Control and Plan (MCP),” its OneControl Unified Management System, and planning tools and legacy software solutions that support Ciena’s installed base of network solutions. Platform software-related services revenue includes sales of subscription, installation, support, and consulting services related to Ciena’s software platforms, operating system software and enhanced software features embedded in each of the Networking Platforms product lines above. Revenue from the software portion of this segment is included in product revenue on the Condensed Consolidated Statements of Operations. Revenue from services portions of this segment is included in services revenue on the Condensed Consolidated Statements of Operations.

  • Blue Planet Automation Software and Services is a comprehensive, cloud native, and standards-based software portfolio, together with related services, that enables customers to realize digital transformation through the automation of the services lifecycle. Ciena’s Blue Planet Automation Platform includes multi-domain service orchestration (MDSO), inventory management (BPI), route optimization and analysis (ROA), multi-cloud orchestration (MCO), and unified assurance and analytics (UAA). Services revenue includes sales of subscription, installation, support, consulting and design services related to Ciena’s Blue Planet Automation Platform. Revenue from the software portion of this segment is included in product revenue on the Condensed Consolidated Statements of Operations. Revenue from services portions of this segment is included in services revenue on the Condensed Consolidated Statements of Operations.

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

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

Contract Balances

The following table provides information about receivables, contract assets and contract liabilities (deferred revenue) from contracts with customers as of the dates indicated (in thousands):

Balance at April 27, 2024Balance at October 28, 2023
Accounts receivable, net$840,131$1,003,876
Contract assets for unbilled accounts receivable, net$151,896$150,312
Deferred revenue$277,354$228,460

Ciena’s contract assets represent unbilled accounts receivable, net where transfer of a product or service has occurred but invoicing is conditional upon completion of future performance obligations. These amounts are primarily related to installation and deployment and professional services arrangements where transfer of control has occurred, but Ciena has not yet invoiced the customer. Contract assets are included in prepaid expenses and other in the Condensed Consolidated Balance Sheets. See Note 10 below.

Deferred revenue represents contract liabilities and consists of advanced payments against non-cancelable customer orders received prior to revenue recognition. Ciena recognized approximately $105.3 million and $100.1 million of revenue during the first six months of fiscal 2024 and 2023, respectively, that was included in the deferred revenue balance as of October 28, 2023 and October 29, 2022, respectively. Revenue recognized due to changes in transaction price from performance obligations satisfied or partially satisfied in previous periods was immaterial during the six months ended April 27, 2024 and April 29, 2023.

Capitalized Contract Acquisition Costs

Capitalized contract acquisition costs consist of deferred sales commissions, and were $26.7 million and $30.2 million as of April 27, 2024 and October 28, 2023, respectively. Capitalized contract acquisition costs were included in (i) prepaid expenses and other, and (ii) other long-term assets. The amortization expense associated with these costs was $14.9 million and $16.2 million during the first six months of fiscal 2024 and 2023, respectively, and was included in selling and marketing expense on the Condensed Consolidated Statements of Operations.

Remaining Performance Obligations

Remaining Performance Obligations (“RPO”) are comprised of non-cancelable customer purchase orders for products and services that are awaiting transfer of control for revenue recognition under the applicable contract terms. As of April 27, 2024, the aggregate amount of RPO was $1.5 billion. As of April 27, 2024, Ciena expects approximately 78% of the RPO balance to be recognized as revenue within the next 12 months.

**(4)**SIGNIFICANT ASSET IMPAIRMENT AND RESTRUCTURING COSTS

Restructuring Costs

Ciena has undertaken a number of restructuring activities intended to reduce expense and to align its workforce and costs with market opportunities, product development, and business strategies. The following table sets forth the restructuring activity and balance of the restructuring liability accounts, which are included in accrued liabilities and other short-term obligations on the Condensed Consolidated Balance Sheets, for the six months ended April 27, 2024 (in thousands):

Workforce reductionOther restructuring activitiesTotal
Balance at October 28, 2023$1,913$—$1,913
Charges13,984(1)6,642(2)20,626
Cash payments(7,147)(6,642)(13,789)
Balance at April 27, 2024$8,750$—$8,750
Current restructuring liabilities$8,750$—$8,750

(1) Reflects a global workforce reduction of approximately 360 employees during the six months ended April 27, 2024 as part of a business optimization strategy to improve gross margin, constrain operating expense and redesign certain business processes.

(2) Primarily represents costs related to restructured real estate facilities and the redesign of certain business processes associated with Ciena’s supply chain and distribution structure reorganization.

The following table sets forth the restructuring activity and balance of the restructuring liability accounts, which are included in accrued liabilities and other short-term obligations on the Condensed Consolidated Balance Sheets for the six months ended April 29, 2023 (in thousands):

Workforce reductionOther restructuring activitiesTotal
Balance at October 29, 2022$1,215$4,620$5,835
Charges2,863(1)9,588(2)12,451
Cash payments(1,783)(14,208)(15,991)
Balance at April 29, 2023$2,295$—$2,295
Current restructuring liabilities$2,295$—$2,295

(1) Reflects employee costs associated with workforce reductions during the six months ended April 29, 2023 as part of a business optimization strategy to improve gross margin, constrain operating expense, and redesign certain business processes.

(2) Primarily represents costs related to restructured real estate facilities and the redesign of certain business processes associated with Ciena’s supply chain and distribution structure reorganization.

(5) INTEREST AND OTHER INCOME, NET

The components of interest and other income, net, are as follows for the periods indicated (in thousands):

Quarter EndedSix Months Ended
April 27,April 29,April 27,April 29,
2024202320242023
Interest income$15,255$10,416$30,433$17,530
Gains (losses) on non-hedge designated foreign currency forward contracts(1,114)(2,795)1,998(4,564)
Foreign currency exchange gains (losses)(411)2,987(9,604)1,104
Gain on equity investments, net———26,455
Other(1,933)(2,057)(380)(1)
Interest and other income, net$11,797$8,551$22,447$40,524

During the first quarter of fiscal 2023, the acquisition of Tibit Communications, Inc. (“Tibit”) by Ciena triggered the remeasurement of Ciena’s previously held investment in Tibit to fair value, which resulted in Ciena recognizing a gain on its equity investment of $26.5 million.

Ciena Corporation, as the U.S. parent entity, uses the U.S. Dollar as its functional currency; however, some of its foreign branch offices and subsidiaries use local currencies as their functional currencies. During the first six months of fiscal 2024, Ciena recorded $9.6 million in foreign currency exchange rate losses as a result of monetary assets and liabilities that were transacted in a currency other than Ciena’s functional currency. During the first six months fiscal 2023, Ciena recorded $1.1

million in foreign currency exchange rate gains as a result of monetary assets and liabilities that were transacted in a currency other than Ciena’s functional currency. The related remeasurement adjustments were recorded in interest and other income, net, on the Condensed Consolidated Statements of Operations. From time to time, Ciena uses foreign currency forwards to hedge this type of balance sheet exposure. These forwards are not designated as hedges for accounting purposes, and any net gain or loss associated with these derivatives is reported in interest and other income, net, on the Condensed Consolidated Statements of Operations. During the first six months of fiscal 2024, Ciena recorded gains of $2.0 million from non-hedge designated foreign currency forward contracts. During the first six months of fiscal 2023, Ciena recorded losses of $4.6 million from non-hedge designated foreign currency forward contracts.

(6) INCOME TAXES

The effective tax rate for the quarter ended April 27, 2024 was lower than the effective tax rate for the quarter ended April 29, 2023, primarily due to a decrease in pre-tax book income for the quarter.

The effective tax rate for the six months ended April 27, 2024 was higher than the effective tax rate for the six months ended April 29, 2023, primarily due to a reduction in pre-tax book income in lower tax jurisdictions.

**(7)**CASH EQUIVALENT, SHORT-TERM AND LONG-TERM INVESTMENTS

As of the dates indicated, investments classified as available-for-sale are comprised of the following (in thousands):

April 27, 2024
Amortized CostGross Unrealized GainsGross Unrealized LossesEstimated Fair Value
U.S. government obligations$261,150$—$(776)$260,374
Corporate debt securities59,6925(77)59,620
Time deposits164,19811(1)164,208
$485,040$16$(854)$484,202
Included in cash equivalents$152,622$—$—$152,622
Included in short-term investments165,82114(215)165,620
Included in long-term investments166,5972(639)165,960
$485,040$16$(854)$484,202
October 28, 2023
Amortized CostGross Unrealized GainsGross Unrealized LossesEstimated Fair Value
U.S. government obligations$170,260$28$(379)$169,909
Corporate debt securities59,6831(115)59,569
Time deposits138,8304(5)138,829
$368,773$33$(499)$368,307
Included in cash equivalents$129,276$—$—$129,276
Included in short-term investments105,0424(293)104,753
Included in long-term investments134,45529(206)134,278
$368,773$33$(499)$368,307

The following table summarizes the final legal maturities of debt investments as of April 27, 2024 (in thousands):

Amortized CostEstimated Fair Value
Less than one year$318,443$318,242
Due in 1-2 years166,597165,960
$485,040$484,202

**(8)**FAIR VALUE MEASUREMENTS

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

April 27, 2024
Level 1Level 2Level 3Total
Assets:
Money market funds$700,930$—$—$700,930
Bond mutual fund158,297——158,297
Time deposits164,208——164,208
Deferred compensation plan assets14,479——14,479
U.S. government obligations—260,374—260,374
Corporate debt securities—59,620—59,620
Foreign currency forward contracts—1,341—1,341
Interest rate swaps—30,296—30,296
Total assets measured at fair value$1,037,914$351,631$—$1,389,545
Liabilities:
Foreign currency forward contracts$—$6,173$—$6,173
Total liabilities measured at fair value$—$6,173$—$6,173
October 28, 2023
Level 1Level 2Level 3Total
Assets:
Money market funds$661,101$—$—$661,101
Bond mutual fund104,171——104,171
Time deposits138,829——138,829
Deferred compensation plan assets11,456——11,456
U.S. government obligations—169,909—169,909
Corporate debt securities—59,569—59,569
Foreign currency forward contracts—1,119—1,119
Interest rate swaps—24,953—24,953
Total assets measured at fair value$915,557$255,550$—$1,171,107
Liabilities:
Foreign currency forward contracts$—$14,509$—$14,509
Total liabilities measured at fair value$—$14,509$—$14,509

As of the dates indicated, the assets and liabilities above are presented on Ciena’s Condensed Consolidated Balance Sheets as follows (in thousands):

April 27, 2024
Level 1Level 2Level 3Total
Assets:
Cash equivalents$1,007,962$3,887$—$1,011,849
Short-term investments15,473150,147—165,620
Prepaid expenses and other—1,341—1,341
Long-term investments—165,960—165,960
Other long-term assets14,47930,296—44,775
Total assets measured at fair value$1,037,914$351,631$—$1,389,545
Liabilities:
Accrued liabilities and other short-term obligations$—$6,173$—$6,173
Total liabilities measured at fair value$—$6,173$—$6,173
October 28, 2023
Level 1Level 2Level 3Total
Assets:
Cash equivalents$891,788$2,760$—$894,548
Short-term investments12,31392,440—104,753
Prepaid expenses and other—1,119—1,119
Long-term investments—134,278—134,278
Other long-term assets11,45624,953—36,409
Total assets measured at fair value$915,557$255,550$—$1,171,107
Liabilities:
Accrued liabilities and other short-term obligations$—$14,509$—$14,509
Total liabilities measured at fair value$—$14,509$—$14,509

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

(9) INVENTORIES

As of the dates indicated, inventories are comprised of the following (in thousands):

April 27, 2024October 28, 2023
Raw materials$638,920$664,797
Work-in-process68,18255,242
Finished goods331,317314,168
Deferred cost of goods sold43,69266,634
Gross inventories1,082,1111,100,841
Reserve for inventory excess and obsolescence(59,496)(50,003)
Inventories, net$1,022,615$1,050,838

Ciena has been expanding its manufacturing capacity and had been accumulating raw materials inventory of components that are available, in some cases with expanded lead times, in an effort to prepare Ciena to produce finished goods more quickly upon the easing of supply constraints for certain common components. During the first half of fiscal 2024 Ciena reduced its raw materials inventory of components due to the consumption of raw materials in excess of purchases. The increase in finished goods and work-in-process inventories resulted primarily from planned fulfillment of customer advance orders for which some deliveries were rescheduled outside of the second quarter of fiscal 2024.

Ciena makes estimates about future customer demand for its products when establishing the appropriate reserve for excess and obsolete inventory. For the periods presented, future demand was calculated using both customer backlog and future forecasted sales. Generally, Ciena’s customers may cancel or change their orders with limited advance notice, or they may decide not to accept its products and services, although instances of both cancellation and non-acceptance are rare. Ciena writes down its inventory for estimated obsolescence or unmarketable inventory by an amount equal to the difference between the cost of inventory and the estimated net realizable value based on assumptions about future demand, which are affected by changes in Ciena’s strategic direction, discontinuance of a product or introduction of newer versions of products, declines in the sales of or forecasted demand for certain products, and general market conditions. During the first six months of fiscal 2024, Ciena recorded a provision for inventory excess and obsolescence of $23.2 million, primarily related to a decrease in the forecasted demand for certain Networking Platforms products. Deductions from the provision for excess and obsolete inventory relate primarily to disposal activities.

(10) PREPAID EXPENSES AND OTHER

As of the dates indicated, prepaid expenses and other are comprised of the following (in thousands):

April 27, 2024October 28, 2023
Contract assets for unbilled accounts receivable, net$151,897$150,312
Prepaid VAT and other taxes96,80396,724
Prepaid expenses71,60058,954
Product demonstration equipment, net41,03140,682
Other non-trade receivables38,99933,408
Capitalized contract acquisition costs19,24523,326
Derivative Assets1,3411,118
Deferred deployment expense7761,170
$421,692$405,694

Depreciation of product demonstration equipment was $3.9 million during the first six months of fiscal 2024 and $3.8 million during the first six months of fiscal 2023.

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

(11) OTHER BALANCE SHEET DETAILS

As of the dates indicated, other long-term assets are comprised of the following (in thousands):

April 27, 2024October 28, 2023
Maintenance spares inventory, net$62,331$54,042
Forward starting interest rate swaps30,29624,953
Equity investments(1)16,30448
Deferred compensation plan assets14,47911,456
Capitalized contract acquisition costs7,4716,879
Cloud computing arrangements(2)7,2658,589
Deferred debt issuance costs, net1,8791,956
Restricted cash166168
Other11,0058,362
$151,196$116,453

(1) Increase is due to an equity investment in a privately held technology company during the second quarter of fiscal 2024.

(2) Amortization of cloud computing arrangements was $2.4 million and $1.2 million during the first six months of fiscal 2024 and fiscal 2023, respectively.

As of the dates indicated, accrued liabilities and other short-term obligations are comprised of the following (in thousands):

April 27, 2024October 28, 2023
Compensation, payroll related tax and benefits$130,308$159,530
Warranty49,89657,089
Vacation31,68729,503
Income taxes payable7,43816,341
Foreign currency forward contracts6,17314,509
Interest payable4,8074,514
Finance lease liabilities4,2343,953
Other120,715145,980
$355,258$431,419

The following table summarizes the activity in Ciena’s accrued warranty for the periods indicated (in thousands):

Beginning BalanceCurrent Period ProvisionsSettlementsEnding Balance
Six Months Ended April 29, 2023$45,50313,577(9,893)$49,187
Six Months Ended April 27, 2024$57,0898,629(15,822)$49,896

As of the dates indicated, deferred revenue is comprised of the following (in thousands):

April 27, 2024October 28, 2023
Products$22,583$28,353
Services254,771200,107
Total deferred revenue277,354228,460
Less current portion(196,989)(154,419)
Long-term deferred revenue$80,365$74,041

(12) DERIVATIVE INSTRUMENTS

Foreign Currency Derivatives

Ciena conducts business globally in numerous currencies, and thus is exposed to adverse foreign currency exchange rate changes. To limit this exposure, Ciena enters into foreign currency contracts. Ciena does not enter into such contracts for speculative purposes.

As of April 27, 2024 and October 28, 2023, Ciena had forward contracts to hedge its foreign exchange exposure in order to reduce variability in certain currencies for expenses principally related to research and development activities. The notional amount of these contracts was approximately $316.9 million and $367.3 million as of April 27, 2024 and October 28, 2023, respectively. These foreign exchange contracts have maturities of 24 months or less and have been designated as cash flow hedges.

As of April 27, 2024 and October 28, 2023, Ciena had forward contracts designated as net investment hedges to minimize the effect of foreign exchange rate movements on its net investments in foreign operations. In April 2024, Ciena terminated its existing net investment hedges for a cash loss of $0.6 million, which was recorded to Other Comprehensive Income (Loss). Ciena replaced its terminated net investment hedges with new net investment hedges. The notional amount of these contracts was approximately $65.9 million and $48.0 million as of April 27, 2024 and October 28, 2023, respectively. These foreign exchange contracts have maturities of 36 months or less and have been designated as net investment hedges as of April 27, 2024.

As of April 27, 2024 and October 28, 2023, Ciena had forward contracts in place to hedge its foreign exchange exposure in order to reduce the variability in various currencies of certain balance sheet items. The notional amount of these contracts was

approximately $239.1 million and $226.3 million as of April 27, 2024 and October 28, 2023, respectively. These foreign exchange contracts have maturities of 12 months or less and have not been designated as hedges for accounting purposes.

Interest Rate Derivatives

Ciena is exposed to floating rates of interest on its term loan borrowings (see Note 13 below) and has hedged such risk by entering into floating-to-fixed interest rate swap arrangements.

In April 2022, Ciena entered into forward starting interest rate swaps to fix the Secured Overnight Financing Rate (“SOFR”) for the first $350.0 million of its floating rate debt at 2.968% from September 2023 through September 2025 (“2025 interest rate swaps”). The total notional amount of the 2025 interest swaps was $350.0 million as of April 27, 2024 and October 28, 2023.

In January 2023, Ciena entered into interest rate swaps to fix SOFR for an additional $350.0 million of its floating rate debt at 3.47% through January 2028 (“2028 interest rate swaps”). The total notional amount of these interest rate swaps in effect as of April 27, 2024 and October 28, 2023 was $350.0 million.

In December 2023, Ciena entered into forward starting interest rate swaps to fix SOFR for an additional $350.0 million of its floating rate debt at 3.287% from September 2025 through December 2028 (“2028 forward starting interest rate swaps”). The total notional amount of the 2028 forward starting interest rate swaps effective September 2025 was $350.0 million as of April 27, 2024.

Ciena expects the variable rate payments to be received under the terms of these interest rate swaps to offset exactly the forecasted variable rate payments on the equivalent notional amount of the 2030 New Term Loan (as defined in Note 13 below). These derivative contracts have been designated as cash flow hedges.

Other information regarding Ciena’s derivatives is immaterial for separate financial statement presentation. See Note 5 and Note 8 above.

(13) SHORT-TERM AND LONG-TERM DEBT

Outstanding Term Loan Payable

2030 New Term Loan

On October 24, 2023, Ciena entered into an Incremental Amendment Agreement to its Credit Agreement to which Ciena incurred a new tranche of senior secured term loans in an aggregate principal amount of $1.2 billion maturing on October 24, 2030 (the “2030 New Term Loan”) and a new senior secured revolving credit facility of $300.0 million (the “Revolving Credit Facility”). The 2030 New Term Loan requires Ciena to make installment payments of $2.9 million quarterly, or $11.7 million annually, with the remaining balance payable at maturity.

The net carrying value of the 2030 New Term Loan was comprised of the following as of the date indicated (in thousands):

April 27, 2024October 28, 2023
Principal BalanceUnamortized DiscountDeferred Debt Issuance CostsNet Carrying ValueNet Carrying Value
2030 New Term Loan$1,167,075$(4,747)$(6,071)$1,156,257$1,159,371

Deferred debt issuance costs that were deducted from the carrying amount of the 2030 New Term Loan totaled $6.1 million as of April 27, 2024 and $5.5 million at October 28, 2023. Deferred debt issuance costs are amortized using the straight-line method, which approximates the effect of the effective interest rate, through the maturity of the 2030 New Term Loan. The amortization of deferred debt issuance costs for the 2030 New Term Loan is included in interest expense and was approximately $0.5 million during the first six months of fiscal 2024.

As of April 27, 2024, the estimated fair value of the 2030 New Term Loan was $1.2 billion. The 2030 New Term Loan is categorized as Level 2 in the fair value hierarchy. Ciena estimated the fair value of its 2030 New Term Loan using a market approach based on observable inputs, such as current market transactions involving comparable securities.

Refinanced Term Loans

The proceeds of the 2030 New Term Loan, net of original issuance discount, was used to repay in full $1.2 billion of outstanding principal of the 2025 Term Loan (as defined below) and the 2030 Term Loan (as defined below), together the Refinanced Term Loans, including accrued interest.

2025 Term Loan

On January 19, 2023, pursuant to the Incremental Agreement (as defined below) to the Credit Agreement, the Credit Agreement was amended to replace the London Interbank Offered Rate (LIBOR) with SOFR for Ciena’s senior secured term loan maturing on September 28, 2025 (the “2025 Term Loan”) in response to pending impact of FASB Accounting Standards Codification 848, Reference Rate Reform. Deferred debt issuance costs are amortized using the straight-line method, which approximates the effect of the effective interest rate method, through the maturity of the 2025 Term Loan. The amortization of deferred debt issuance costs for the 2025 Term Loan is included in interest expense, and was $0.3 million for the first six months of fiscal 2023.

2030 Term Loan

On January 19, 2023, Ciena entered into an Incremental Joinder and Amendment Agreement (the “Incremental Agreement”) to its Credit Agreement, dated July 15, 2014, as amended, by and among Ciena, the lenders party thereto and Bank of America, N.A., as administrative agent, pursuant to which Ciena incurred a new tranche of senior secured term loans in an aggregate principal amount of $500.0 million and maturing on January 19, 2030 (the “2030 Term Loan”). Net of original issue discount and debt issuance costs, the $492.5 million in proceeds from the 2030 Term Loan were used for general corporate purposes. Deferred debt issuance costs are amortized using the straight-line method, which approximates the effect of the effective interest rate method, through the maturity of the 2030 Term Loan. The amortization of deferred debt issuance costs for the 2030 Term Loan is included in interest expense, and was $0.2 million for the first six months of fiscal 2023.

Outstanding Senior Notes Payable

2030 Notes

On January 18, 2022, Ciena entered into an indenture among Ciena, as issuer, certain domestic subsidiaries of Ciena, as guarantors, and U.S. Bank National Association, as trustee, pursuant to which Ciena issued $400.0 million in aggregate principal amount of 4.00% fixed-rate senior notes due 2030 (the “2030 Notes”).

The net carrying value of the 2030 Notes was comprised of the following as of the dates indicated (in thousands):

April 27, 2024October 28, 2023
Principal BalanceDeferred Debt Issuance CostsNet Carrying ValueNet Carrying Value
2030 Notes$400,000$(3,918)$396,082$395,735

Deferred debt issuance costs that were deducted from the carrying amount of the 2030 Notes totaled $3.9 million as of April 27, 2024 and $4.3 million as of October 28, 2023. Deferred debt issuance costs are amortized using the straight-line method, which approximates the effect of the effective interest rate, through the maturity of the 2030 Notes. The amortization of deferred debt issuance costs for the 2030 Notes is included in interest expense, and was approximately $0.3 million during both the first six months of fiscal 2024 and fiscal 2023.

As of April 27, 2024, the estimated fair value of the 2030 Notes was $349.0 million. The 2030 Notes are categorized as Level 2 in the fair value hierarchy. Ciena estimated the fair value of its 2030 Notes using a market approach based on observable inputs, such as current market transactions involving comparable securities.

(14) ACCUMULATED OTHER COMPREHENSIVE INCOME

The following table summarizes the changes in accumulated balances of other comprehensive income (“AOCI”), net of tax, for the six months ended April 27, 2024 (in thousands):

Unrealized Gain (Loss) on
Available-for-sale SecuritiesForeign Currency Forward ContractsInterest Rate SwapsCumulative Translation AdjustmentTotal
Balance at October 28, 2023$(372)$(8,156)$18,962$(48,201)$(37,767)
Other comprehensive gain (loss) before reclassifications(282)2,81211,6817,64721,858
Amounts reclassified from AOCI—1,796(7,616)—(5,820)
Balance at April 27, 2024$(654)$(3,548)$23,027$(40,554)$(21,729)

The following table summarizes the changes in AOCI, net of tax, for the six months ended April 29, 2023 (in thousands):

Unrealized Gain (Loss) on
Available-for-sale SecuritiesForeign Currency Forward ContractsInterest Rate SwapsCumulative Translation AdjustmentTotal
Balance at October 29, 2022$(2,965)$(10,197)$9,397$(42,880)$(46,645)
Other comprehensive gain (loss) before reclassifications1,6989,871(3,848)7,82915,550
Amounts reclassified from AOCI—(5,680)(2,979)—(8,659)
Balance at April 29, 2023$(1,267)$(6,006)$2,570$(35,051)$(39,754)

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

(15) EARNINGS (LOSS) PER SHARE CALCULATION

Basic net income (loss) per common share (“Basic EPS”) is computed using the weighted average number of common shares outstanding. Diluted net income (loss) per potential common share (“Diluted EPS”) is computed using the weighted average number of the following, in each case, to the extent that the effect is not anti-dilutive: (i) common shares outstanding; (ii) shares issuable upon vesting of stock unit awards; and (iii) shares issuable under Ciena’s employee stock purchase plan and upon exercise of outstanding stock options, using the treasury stock method.

The following table presents the calculation of Basic and Diluted EPS for the periods indicated (in thousands, except per share amounts):

Quarter EndedSix Months Ended
April 27,April 29,April 27,April 29,
2024202320242023
Net income (loss)$(16,849)$57,654$32,698$133,895
Basic weighted average shares outstanding144,914149,616145,104149,351
Effect of dilutive potential common shares—531955501
Diluted weighted average shares144,914150,147146,059149,852
Basic EPS$(0.12)$0.39$0.23$0.90
Diluted EPS$(0.12)$0.38$0.22$0.89
Antidilutive employee share-based awards, excluded2,0301,5501,5842,159

(16) STOCKHOLDERS’ EQUITY

Stock Repurchase Program

On December 9, 2021, Ciena announced that its Board of Directors authorized a program to repurchase up to $1.0 billion of its common stock.

During the first six months of fiscal 2024, Ciena repurchased an additional 1.8 million shares of its common stock for an aggregate purchase price of $89.0 million at an average price of $49.00 per share. As of April 27, 2024, Ciena (i) has repurchased 15.9 million shares for an aggregate purchase price of $839.0 million at an average price of $52.69 per share and (ii) has an aggregate of $161.0 million authorized and remaining under its stock repurchase program.

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

Stock Repurchases Related to Stock Unit Award Tax Withholdings

Ciena repurchases shares of its common stock to satisfy employee tax withholding obligations due on vesting of stock unit awards. The related purchase price of $22.4 million for the shares of Ciena’s stock repurchased during the first six months of fiscal 2024 is reflected as a reduction to stockholders’ equity. Ciena is required to allocate the purchase price of the repurchased shares as a reduction of common stock and additional paid-in capital.

(17) SHARE-BASED COMPENSATION EXPENSE

At Ciena’s 2024 Annual Meeting of Stockholders on March 21, 2024, Ciena’s stockholders approved an amendment to the Ciena Corporation 2017 Omnibus Incentive Plan (the “2017 Plan”), effective as of such date, to (i) increase the number of shares available for issuance thereunder by 10.1 million shares, and (ii) increase the recoupment period for misconduct relating to accounting restatements from 12 months to three years. As of April 27, 2024, the total number of shares authorized for issuance under the 2017 Plan is 31.2 million and approximately 10.8 million shares remained available for issuance thereunder.

The following table summarizes share-based compensation expense for the periods indicated (in thousands):

Quarter EndedSix Months Ended
April 27,April 29,April 27,April 29,
2024202320242023
Products$1,760$1,155$3,078$2,206
Services3,3442,6596,3644,956
Share-based compensation expense included in cost of goods sold5,1043,8149,4427,162
Research and development14,06610,73126,94619,965
Selling and marketing11,1668,75521,47117,179
General and administrative9,8758,46819,95417,936
Share-based compensation expense included in operating expense35,10727,95468,37155,080
Share-based compensation expense capitalized in inventory, net3792262130
Total share-based compensation expense$40,248$31,860$78,075$62,372

As of April 27, 2024, total unrecognized share-based compensation expense was approximately $291.3 million, which relates to unvested stock unit awards and is expected to be recognized over a weighted-average period of 1.48 years.

(18) SEGMENTS AND ENTITY-WIDE DISCLOSURES

Segment Reporting

Ciena has the following operating segments for reporting purposes: (i) Networking Platforms; (ii) Platform Software and Services; (iii) Blue Planet Automation Software and Services; and (iv) Global Services.

Ciena's long-lived assets, including equipment, building, furniture and fixtures, right-of-use (“ROU”) assets, finite-lived intangible assets, and maintenance spares, are not reviewed by Ciena's chief operating decision maker for purposes of evaluating performance and allocating resources. As of April 27, 2024, equipment, building, furniture and fixtures, net, totaled $274.4 million, and operating ROU assets totaled $30.2 million both of which support asset groups within Ciena’s four operating segments and unallocated selling and general and administrative activities. As of April 27, 2024, finite-lived intangible assets, goodwill, and maintenance spares are assigned to asset groups within the following segments (in thousands):

April 27, 2024
Networking PlatformsPlatform Software and ServicesBlue Planet Automation Software and ServicesGlobal ServicesTotal
Other intangible assets, net$173,232—11,709—$184,941
Goodwill$199,677156,19189,049—$444,917
Maintenance spares, net$———62,331$62,331

Segment Profit (Loss)

Segment profit (loss) is determined based on internal performance measures used by Ciena’s chief executive officer to assess the performance of each operating segment in a given period. In connection with that assessment, the chief executive officer excludes the following items: selling and marketing costs; general and administrative costs; significant asset impairments and restructuring costs; amortization of intangible assets; acquisition and integration costs; interest and other income, net; interest expense; and provision for income taxes.

The table below sets forth Ciena’s segment profit (loss) and the reconciliation to net income (loss) for the periods indicated (in thousands):

Quarter EndedSix Months Ended
April 27,April 29,April 27,April 29,
2024202320242023
Segment profit (loss):
Networking Platforms$96,566$214,754$280,341$416,901
Platform Software and Services54,03740,687112,04186,337
Blue Planet Automation Software and Services(7,763)(6,912)(14,832)(17,971)
Global Services50,44149,16195,42486,639
Total segment profit193,281297,690472,974571,906
Less: Non-performance operating expenses
Selling and marketing124,071125,083252,229248,890
General and administrative49,57350,939104,256101,835
Significant asset impairments and restructuring costs15,6558,15320,62612,451
Amortization of intangible assets7,9479,84515,19917,286
Acquisition and integration costs—857—3,415
Add: Other non-performance financial items
Interest and other income, net11,7978,55122,44740,524
Interest expense(23,861)(23,889)(47,637)(39,759)
Less: Provision for income taxes82029,82122,77654,899
Net income (loss)$(16,849)$57,654$32,698$133,895

Entity-Wide Reporting

The following table reflects Ciena’s geographic distribution of equipment, building, furniture and fixtures, net, and operating ROU assets, with any country accounting for at least 10% of total equipment, building, furniture and fixtures, net, and operating ROU assets specifically identified. Equipment, building, furniture and fixtures, net, and operating ROU assets attributable to geographic regions outside of the United States and Canada are reflected as “Other International.” For the periods indicated, Ciena’s geographic distribution of equipment, building, furniture and fixtures, net, and operating ROU assets was as follows (in thousands):

April 27, 2024October 28, 2023
Canada$224,826$229,707
United States46,28846,933
Other International33,44938,647
Total$304,563$315,287

(19) COMMITMENTS AND CONTINGENCIES

Tax Contingencies

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

Litigation

Ciena is subject to various legal proceedings, claims, and other matters arising in the ordinary course of business, including those that relate to employment, commercial, tax, and other regulatory matters. Ciena is also subject to intellectual property related claims, including claims against third parties that may involve contractual indemnification obligations on the part of Ciena. Ciena does not expect that the ultimate costs to resolve such matters will have a material effect on its results of operations, financial position, or cash flows.

Purchase Order Obligations

Ciena has certain advanced orders for supply of certain long lead time components. As of April 27, 2024, Ciena had $1.6 billion in outstanding purchase order commitments to contract manufacturers and component suppliers for inventory. In certain instances, Ciena is permitted to cancel, reschedule or adjust these orders. Consequently, only a portion of this amount relates to firm, non-cancelable and unconditional obligations.

(20) SUBSEQUENT EVENTS

Stock Repurchase Program

From the end of the second quarter of fiscal 2024 through May 31, 2024, Ciena repurchased an additional 0.5 million shares of its common stock for an aggregate purchase price of $24.0 million at an average price of $48.54 per share, inclusive of repurchases pending settlement. As of May 31, 2024, Ciena has repurchased an aggregate of 16.4 million shares and has an aggregate of $137.0 million of authorized funds remaining under its stock repurchase program.

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