Item 15. EXHIBITS, FINANCIAL STATEMENTS SCHEDULES

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Item 15. EXHIBITS, FINANCIAL STATEMENTS SCHEDULES

  1. Financial Statements

The financial statements filed as part of this report are listed in the “Index to Financial Statements” under Part II, Item 8 of this report.

Page
Report of Independent Registered Public Accounting Firm54
Consolidated Statements of Operations—Years Ended June 29, 2019, June 30, 2018, and July 1, 201755
Consolidated Statements of Comprehensive Income (Loss)—Years Ended June 29, 2019, June 30, 2018, and July 1, 201756
Consolidated Balance Sheets—June 29, 2019 and June 30, 201857
Consolidated Statements of Cash Flows—Years Ended June 29, 2019, June 30, 2018, and July 1, 201758
Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders’ Equity—Years Ended June 29, 2019, June 30, 2018, and July 1, 201760
Notes to Consolidated Financial Statements62
  1. Financial Statement Schedules

The following additional financial statement schedules should be considered in conjunction with our consolidated financial statements. All other financial statement schedules have been omitted because the required information is not present in amounts sufficient to require submission of the schedule, not applicable, or because the required information is included in the Consolidated Financial Statements or Notes thereto.

LUMENTUM HOLDINGS INC.

FINANCIAL STATEMENT SCHEDULES

SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS

(in millions)
Balance at Beginning of PeriodAssumed in Oclaro AcquisitionIncrease (decrease) to Income StatementWrite Offs and Other AdjustmentsBalance at End of Period
Accounts receivable allowance:
Fiscal year ended June 29, 2019$2.6$3.3$(0.2)$(1.2)$4.5
Fiscal year ended June 30, 2018$1.8$—$0.9$(0.1)$2.6
Fiscal year ended July 1, 2017$0.9$—$1.0$(0.1)$1.8
(in millions)
DescriptionBalance at Beginning of PeriodAdditions Charged to Expenses or Other Accounts*Deductions Credited to Expenses or Other Accounts**Balance at End of Period
Deferred tax valuation allowance:
Fiscal year ended June 29, 2019$99.4$153.9$(63.0)$190.3
Fiscal year ended June 30, 2018$296.4$234.1$(431.1)$99.4
Fiscal year ended July 1, 2017$321.4$16.7$(41.7)$296.4
  • Additions include current year additions charged to expenses and current year build due to increases in net deferred tax assets, return to provision true-ups, other adjustments to deferred taxes.

** Deductions include current year releases credited to expenses and current year reductions due to decreases in net deferred tax assets, return to provision true-ups, other adjustments to deferred taxes.

  1. Exhibits

The following exhibits are filed herewith or are incorporated by reference to exhibits previously filed with the Securities and Exchange Commission.

Incorporated by ReferenceFiled
Exhibit No.Exhibit DescriptionFormExhibitFiling DateHerewith
2.1Contribution Agreement8-K2.18/6/2015
2.1Agreement and Plan of Merger, dated as of March 11, 2018, by and among Lumentum Holdings Inc., Oclaro, Inc., Prota Merger Sub, Inc. and Prota Merger, LLC8-K2.13/12/2018
2.2Separation and Distribution Agreement8-K2.28/6/2015
3.1Amended and Restated Certificate of Incorporation8-K3.18/6/2015
3.2Amended and Restated Bylaws8-K3.28/6/2015
4.1Stockholder’s and Registration Rights Agreement8-K4.18/6/2015
4.2Indenture, dated March 8, 2017, between Lumentum Holdings Inc. and U.S. Bank National Association8-K4.13/9/2017
4.3Form of 0.250% Convertible Senior Notes due 2024 (included in Exhibit 4.2)8-K4.23/9/2017
4.4Description of Capital StockX
10.1Tax Matters Agreement8-K10.18/6/2015
10.2*Employee Matters Agreement8-K10.28/6/2015
10.3Intellectual Property Matters Agreement8-K10.38/6/2015
10.42015 Equity Incentive Plan as amended8-K10.211/9/2016
10.52015 Employee Stock Purchase PlanS-899.27/29/2015
10.6*Executive Officer Performance-Based Incentive Plan8-K10.311/9/2016
10.7Change in Control and Severance Benefits Plan, effective May 8, 201810-K10.68/28/2018
10.8*Employment Agreement for Alan Lowe8-K10.48/6/2015
10.9*Form of Indemnification Agreement10-K10.89/25/2015
10.10Purchase Agreement, dated as of March 2, 2017, between Lumentum Holdings Inc. and Goldman Sachs & Co., as representative of the Initial Purchasers listed in Schedule I thereto.8-K10.13/9/2017
10.11Commitment Letter, dated as of March 11, 2018, by and among Lumentum Holdings Inc., Deutsche Bank Securities Inc. and Deutsche Bank AG New York.8-K10.13/12/2018
10.12*Separation Agreement and General Release between Lumentum Operations LLC and Aaron Tachibana dated July 31, 201810-K10.118/28/2018
10.13Credit and Guaranty Agreement, dated as of December 10, 2018, by and among Lumentum Holdings Inc. and Deutsche Bank AG New York Branch8-K10.112/10/2018
10.14*Offer Letter, by and between the Registrant and Wajid Ali, dated as of January 11, 201910-Q10.15/7/2019
10.15Real Estate Purchase and Sale Agreement between MNCVAD-Graymark Ridder Park LLC and Lumentum Operations LLC, dated May 7, 2019X
21.1Subsidiaries of Lumentum Holdings Inc.X
23.1Consent of Independent Registered Public Accounting Firm (Deloitte & Touche LLP)X
31.1Certification of the Chief Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.X
31.2Certification of the Chief Financial Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.X
32.1†Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.X
32.2†Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.X
101The following financial information from Lumentum Holdings Inc.’s Annual Report on Form 10-K for the fiscal year ended June 29, 2019 formatted in Inline XBRL (eXtensible Business Reporting Language): (i) Consolidated Statements of Operations for the fiscal years ended June 29, 2019, June 30, 2018 and July 1, 2017; (ii) Consolidated Statements of Comprehensive Income (Loss) for the fiscal years ended June 29, 2019, June 30, 2018 and July 1, 2017; (iii) Consolidated Balance Sheets as of June 29, 2019 and June 30, 2018; (iv) Consolidated Statements of Cash Flows for the fiscal years ended June 29, 2019, June 30, 2018 and July 1, 2017; (v) Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders’ Equity for the fiscal years ended June 29, 2019, June 30, 2018 and July 1, 2017; and (vi) Notes to the Consolidated FinancialX
104The cover page from Lumentum Holdings Inc.’s Annual Report on Form 10-K for the fiscal year ended June 29, 2019, formatted in Inline XBRL (included as Exhibit 101).X
  • Indicates management contract or compensatory plan or arrangement.

† The certifications furnished in Exhibits 32.1 and 32.2 that accompany this Annual Report on Form 10-K, are not deemed filed with the Securities and Exchange Commission and are not to be incorporated by reference into any filing of the Registrant under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Annual Report on Form 10-K, irrespective of any general incorporation language contained in such filing.

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