Case 3:17-cv-05659-WHA Document 393-5 Filed 03/14/19 Page 1 of 3
`Case 3:17-cv-05659-WHA Document 393-5 Filed 03/14/19 Page 1 of 3
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`EXHIBIT 3
`EXHIBIT 3
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`Case 3:17-cv-05659-WHA Document 393-5 Filed 03/14/19 Page 2 of 3
`Case 3:17-cv-05659-WHA Document 393-5 Filed 03/14/19 Page 2 of 3
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`UNITED STATES
`SECURITIES AND EXCHANGE COMMISSION
`Washington, D.C. 20549
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`FORM 10-Q
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`(Mark One)
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`QUARTERLY REPORT PURSUANTTO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGEACT OF 1934
`For the quarterly period ended September 30, 2017
`or
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`[]_
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`TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGEACT OF 1934
`Forthe transition period from
`to
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`Commission file number: 6001-34501
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`JUNIPER NETWORKS, INC.
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`(Exact name ofregistrant as specified in its charter)
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`Delaware
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`(State or otherjurisdiction ofincorporation or organization)
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`77-04223528
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`(LR.S. Employer Identification No.)
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`1133 Innovation Way
`Sunnyvale, California
`(Address ofprincipal executive offices)
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`(408) 745-2000
`(Registrant's telephone number, including area code}
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`94089
`(Zip code)
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`Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
`preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
`Yes No
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`Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be
`submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was
`required to submit and post such files). Yes
`NoO
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`Indicate by check mark whether the registrant is a large acceleratedfiler, an accelerated filer, a non-acceleratedfiler, a smaller reporting company, or an emerging growth
`company. See the definitions of “large acceleratedfiler,” “accelerated filer,” “smaller reporting company” and “emerging growth company"in Rule 12b-2 of the Exchange Act.
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`Large accelerated filer
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`Accelerated filer 0
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`Non-accelerated filer 0
`(Do not check ifa smaller
`reporting company)
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`Smailerreporting company 0
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`Emerging growth company 0
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`If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised
`financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 0
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`Indicate by check mark whether the registrant is a shell company(as defined in Rule 12b-2 of the Exchange Act). Yes No
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`There were 374,928,303 shares of the Company's CommonStock, par value $0.00001, outstanding as of November3, 2017 .
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`FINJAN-JN 042683
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`Case 3:17-cv-05659-WHA Document 393-5 Filed 03/14/19 Page 3 of 3
`Case 3:17-cv-05659-WHA Document 393-5 Filed 03/14/19 Page 3 of 3
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`Table of Contents
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`Juniper Networks, Inc.
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`Notes to Condensed Consolidated Financial Statements (Continued)
`(Unandited)
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`the Company's conclusions on key accounting assessments and the financial impact of ASU 2014-09 on the Company's Consolidated Financial Statements. For
`further information, refer to Note 2, Significant Accounting Policies , in Notes to Consolidated Financial Statements in Item 8 of Part I of the Form 10-K.
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`Note 3. Business Combinations
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`On September 18, 2017 , the Company acquired 100% of Cyphort, Inc. ("Cyphort") for $33.5 million of cash. The acquisition of Cyphort, a software company
`providing security analytics for advancedthreat defense, is expected to strengthen Juniper's security product portfolio.
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`The following table summarizes the estimated fair value of the assets acquired at the acquisition date (in millions, except years):
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`Amount
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`Nettangible a
`co
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`Existing technology intangible asset ©
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`© Weighted average estimated useful life of 5 years.
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`Under the terms of the acquisition agreement with Cyphort, the Company assumed certain share-based awards for continuing employees, which were granted in
`contemplation of future services. The fair value of these share-based awards was $3.8 million , which will be expensed as share-based compensation over the
`remaining service period.
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`Acquisition-related costs were not material during the three and nine months ended September 30, 2017 and were expensed in the period incurred within general
`and administrative expense in the Company's Condensed Consolidated Statements of Operations.
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`The operating results of this business combination from the date of acquisition were not material to the Company's consolidated balance sheets and results of
`operations, Pro formaresults of operations for this acquisition have not been presented, as the financial impact to the Company's consolidated results of operations
`is not material. The primary areas of the preliminary purchaseprice allocation that are subject to change relate to certain legal and incometax matters.
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`FINJAN-JN 042692
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