UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-K

[X]

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended March 31, 2017

2020

OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________to _________
Commission file number 000-21783

a8x8a05.jpg

8x8, Inc.
(Exact name of Registrant as Specified in its Charter)

Delaware
77-0142404
  (State
Delaware77-0142404
(State or Other Jurisdiction of Incorporation or Organization) 
(I.R.S. Employer Identification Number)

2125 O'Nel Drive
San Jose,

675 Creekside Way
Campbell, CA    95131
95008
(Address of Principal Executive Offices including Zip Code)

(408)

(408) 727-1885
(Registrant's Telephone Number, Including Area Code)


Securities registered pursuant to Section 12(b) of the Act:

Title of each class
Trading SymbolName of each exchange on which registered
COMMON STOCK, PAR VALUE $.001 PER SHARE

Name of each exchange on which registered
NASDAQEGHT

New York Stock Market LLC

Exchange

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. YES   x        NO   ¨

YesNo

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. YES   ¨        NO   x

Yes No

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 reports), and (2) has been subject to such filing requirements for the past 90 days. YES   x        NO   ¨

YesNo

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  x     NO  ¨

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K, or any amendment to this Form 10-K.   ¨

YesNo

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See definitions of "large accelerated filer," "accelerated filer," "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filerx

Accelerated filer¨

Non-accelerated filer¨
(Do not check if a smaller reporting company)

Smaller reporting company¨

Emerging growth company ¨

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.   ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).
YES   ¨        NO   x

Based on the closing sale price of the Registrant's common stock on the NASDAQ Capital Market System on September 30, 2016, the Yes No

The aggregate market value of the voting stock held by non-affiliates of the Registrant on September 30, 2019, based on the closing price of $20.72 for shares of the Registrant’s common stock as reported by the New York Stock Exchange, was $1,362,839,166. For purposes of this disclosure only, sharesapproximately $1.6 billion. Shares of common stock held by officers and directors of the Registranteach executive officer, director, and their respective affiliates, if any,affiliated holders have been excluded as sharesin that mightsuch persons may be deemed to be held by affiliates of the Registrant.affiliates. The determination of affiliate status for this purpose is not necessarily a conclusive determination for any other purpose.

The number of shares of the Registrant's common stock outstanding as of May 25, 201715, 2020 was 91,620,610.

103,642,454.

DOCUMENTS INCORPORATED BY REFERENCE

Items 10, 11, 12, 13 and 14 of Part III incorporate information by reference from the Proxy Statement to be filed within 120 days of March 31, 20172020 for the 20172020 Annual Meeting of Stockholders.



8X8, INC.

INDEX TO
ANNUAL REPORT ON FORM 10-K
FOR THE YEAR ENDED MARCH 31, 2017

2020

Part I.

Page

Item 1.

Business 

Risk Factors

11

Page

31

31

31

32

32

34

35

46

46

79

79

79

80

80

80

80

80

80

82



PART I

Forward-Looking Statements and Risk Factors

Statements contained in this annual report on Form 10-K, or Annual Report, regarding our expectations, beliefs, estimates, intentions or strategies are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. For example, words such as "may," "will," "should," "estimates," "predicts," "potential," "continue," "strategy," "believes," "anticipates," "plans," "expects," "intends," and similar expressions are intended to identify forward-looking statements. These forward-looking statements include, but are not limited to, statements regarding: industry trends; our number of customers; average annual service revenue per customer; cost of service revenue; research and development expenses; hiring of employees; sales and marketing expenses; and general and administrative expenses in future periods; and the impact of the COVID-19 pandemic. You should not place undue reliance on these forward-looking statements. Actual results and trends may differ materially from historical results and those projected in any such forward-looking statements depending on a variety of factors. These factors include, but are not limited to-

the impact of economic downturns on us and our customers, including the impacts of the COVID-19 pandemic;
customer cancellations and rate of customer churn;
customer acceptance and demand for our cloud communication and collaboration services, including voice, contact center, video, messaging, and communication APIs;
competitive market acceptance of new or existing servicespressures, and features,
  • success of our efforts to sell to and support mid-market and larger distributed enterprises,
  • any changes in the competitive dynamics of the markets in which we compete,
  • customer cancellationscompete;
  • market acceptance of new or existing services and ratefeatures we may offer from time to time;
    the quality and reliability of churn,
  • our services;
  • our ability to scale our business,
  • business;
  • customer acquisition costs;
    our reliance on a network of channel partners to provide substantial new customer demand;
    upfront investments, including the cost to support new strategic initiatives such as our cloud migration program with value-added resellers ("VAR") and other partners, to acquire more customers may not result in additional revenue from new or existing customers;
    timing and extent of improvements in operating results from increased spending in marketing, sales, and research and development;
    the amount and timing of costs associated with recruiting, training and integrating new employees and retaining existing employees;
    our reliance on infrastructure of third-party network services providers,
  • providers;
  • risk of failure in our physical infrastructure,
  • infrastructure;
  • risk of failuredefects or bugs in our software;
    risk of our software,
  • cybersecurity breaches;
  • our ability to maintain the compatibility of our software with third-party applications and mobile platforms,
  • platforms;
  • continued compliance with industry standards and regulatory requirements, including privacy, in the United States and foreign countries in which we make our cloud software and services solutions available,
  • risks relating to our strategies and objectives for future operations, including the executioncosts of integration plans and realization of the expected benefits of our acquisitions,
  • the amount and timing of costs associated with recruiting, training and integrating new employees,
  • such compliance;
  • introduction and adoption of our cloud software solutions in markets outside of the United States,States;
    risks relating to the acquisition and
  • general economic conditions integration of businesses we have acquired (for example, Wavecell Pte. Ltd.) or may acquire in the future, particularly if the acquired business operates in a different product market space from us or is based in a region where we do not have significant operations;
  • risks related to our senior convertible notes and the related capped call transactions;
    implementation and effects of new accounting standards and policies in our reported financial results; and

    potential future intellectual property infringement claims and other litigation that could adversely affectimpact our business and operating results.

    The forward-looking statements may also be impacted by the additional risks faced by us as described in this Annual Report, including those set forth under the section entitled "Risk Factors." All forward-looking statements included in this Annual Report are based on information available to us on the date hereof, and we assume no obligation to update any such forward-looking statements. Readers are urged to carefully review and consider the various disclosures made in this Annual Report, which attemptattempts to advise interested parties of the risks and factors that may affect our business, financial condition, results of operations and prospects.

    Our fiscal year ends on March 31 of each calendar year. Each reference to a fiscal year in this Annual Report, refers to the fiscal year ended March 31 of the calendar year indicated (for example, fiscal 20172020 refers to the fiscal year ended March 31, 2017)2020). Unless the context requires otherwise, references to "we," "us," "our," "8x8" and the "Company" refer to 8x8, Inc. and its consolidated subsidiaries.

    ITEM 1. BUSINESS

    Overview

    A

    8x8 is transforming the future of business communications as a leading Software-as-a-Service ("SaaS") provider of enterprisevoice, video, chat, contact center, and enterprise-class API solutions powered by one global cloud communications solutions,platform. 8x8 helps businesses getempowers workforces worldwide by connecting individuals and teams so they can collaborate faster and work smarter. 8x8 provides real-time business analytics and intelligence giving its customers unique insights across all interactions and channels on our platform so they can delight their employees, customersend-customers and applications talking, to make people more connectedaccelerate their business. 8x8 has approximately 1.2 million global business users. Additionally, 8x8 supports its Jitsi open source video meetings platform and productive, no matter where they are8x8 free Video Meetings that surpassed 20 million monthly active users globally in May 2020.
    Until recently, the world.   From a single, proprietary platform, which we refer to as the 8x8 Communications Cloud™, we offer unified communications team collaboration, contact center, analytics and other servicesmarket had been one of the last to our business customers on a Software-as-a Service (SaaS) model.

    2


    While organizations of all sizes have started to migrate from legacy, on-premises systems to cloud communications solutions like ours, the adoption of cloud communications by larger businesses has increased markedly in recent years and will, we believe, drive the next phase of cloud communications growth. Small businesses were the first to transition their communications to the cloud several years ago, often based on its cost effectiveness, ease of deployment and inherent flexibility. Now, larger businesses that have adopted cloud-based solutions for other applications and processes are increasingly looking to modernize their communications in a similar fashion. We believe this adoption is being driven by the convergence of several market trends, including the increasing costs of maintaining installed legacy communications systems; the fragmentation resulting from use of multiple on-premises systems, which has worsened as workforces have become more distributed and international; and the proliferation of personal mobile devices in the workplace.

    Our solutions offer businesses a secure, reliable and simplified approach for businesses to transition their legacy, on-premises communications systemsmove to the cloud. Today, boards and executive leadership teams increasingly see secure cloud communications as a core element of business resilience and a key enabler for driving competitive differentiation through seamless, personalized engagement with their customers. We believe the ability for employees to communicate productively from either a single, easy-to-use application or directly within their existing business applications is quickly becoming a fundamental differentiator in digital transformation.

    The 8x8 open communications platform is one of the industry’s most complete cloud technology stack and operates in a SaaS business model. A consistent data layer across the platform powers 8x8 AI/ML (artificial intelligence/machine learning) algorithms to deliver data-driven business insights and intelligent, comprehensive, and integrated applications that drive employee productivity, resource optimization, and more effective end customer interactions. Our comprehensive solution, builtcloud communications, contact center, and collaboration solutions are designed for easy deployment, management, and use, operating across multiple devices and locations for any business workflow or global environment. Built from core cloud technologies that we own and manage internally, our platform solution enables 8x8 customers to rely on a singleone provider for their global communications, video meetings, contact center and customer support requirements. Combining these services allows our customers to eliminate information silos and expose vital, real-time communications data spanning multiple services, applications and devices — which, in turn, can improve productivity, business performance and customer experience.

    Our customers are spread across more than 100 countries and range from small businesses to large enterprises with more than 10,000 employees. In recent years, we have increased our focus on the mid-market and enterprise customer segments, and in fiscal 2017, we generated a majority of our services revenue from customers in these business segments. We provide most of our communications services on a SaaS model, with monthly billing of service fees and usage charges, under contracts with terms that generally range from one to four years.

    Our Industry

    Businesses today face increasing cost and complexity with deployments of communications and collaboration solutions. Companies of all sizes are managing a global, distributed, remote and multigenerational workforce that seeks to leverage multiple forms of communication in their day-to-day interactions. The rapid rise of mobile devices in the enterprise has created demand for BYOD (bring your own device) integration as part of s typical business' communications needs.  Companies are looking to increase their competitive edge by also integrating their communications with ERP (Enterprise Resource Planning), CRM (Customer Relationship Management), HCM (Human Capital Management) applications and other back-office IT (information technology) systems within their communications infrastructure. Further complicating matters, business users are circumventing their IT departments by using a variety of self-selected third-party tools for team communications and collaboration, driving a shift in the buying center for communications and collaboration from IT to individuals, a phenomenon known in the industry as "shadow IT."

    We believe traditional on-premises communications systems are unable to accommodate all of these needs in a cost-efficient manner. In addition to being difficult to deploy and expensive to maintain in multiple locations for a globally distributed workforce, these solutions often fail to provide the mobility, business continuity and integration capabilities required by modern business customers. BYOD demands from employees further complicate the delivery of a company-wide communication system using on-premises equipment. The result is a patchwork of communications systems with security risks that stretch across the organization.

    3


    The 8x8 Solution

    Platform Strategy

    We offer unifieda highly scalable and configurable cloud communications platform comprising voice, video meetings, chat and team collaboration, contact center, communication APIs, and analytics in a scalable platform that is used byfor businesses of all sizes across the globe,globe. Customers can start out with an individual service or combination of services, for example, with video conferencing or phone service, and can be accessed utilizing available Internet connections.

    then scale their usage over time by enabling additional services, capabilities and analytics offerings when ready. The key attributes of the 8x8 Communications Cloud solution include:

    Unified Communications, Collaboration, and Contact Center on a single, API-based Cloud Technology Platform. We believe that a common platform for communication and collaboration drives more efficient employee and customer engagement and greater business productivity. Unlike many of our principal competitors, we own the core technology and manage the platform behind all of our services: voice, video meetings, contact center, chat and team collaboration and communications APIs. We believe having control over our entire platform enables us to deliver a more consistent and seamless experience for our customers across all aspects of the service from the user interface to the technical support experience. For example, our 8x8 team messaging technology helps our customers tear down information silos by providing instant access to all employees within a global directory and real-time interoperability among multiple third-party collaboration tools.

    Big Data, Analytics, and Artificial Intelligence. We have developed a suite of web-based analytics tools to help customers make informed decisions based on underlying communications data associated with 8x8 services and supported devices. We continue to make strategic investments in Artificial Intelligence (AI) and Machine Learning (ML) to develop new capabilities and features for our customers such as context-rich customer engagements, intelligent call routing and faster first-call resolution.


    Global Reach®. 8x8's Global Reach® technology provides enterprise-grade quality of service, reliability, security and support for our multinational customers. Our platform utilizes intelligent geo-routing technology and leverages data centers across globally dispersed regions - North America, South America, Continental Europe, Asia, and Australia - to provide consistently high call quality to customers worldwide.

    Intuitive User Experience. Our web, desktop and mobile interfaces act as the communications portal for all 8x8 services and provide customers with a familiar, consistent and integrated user experience across all endpoints.

    Configurability and Flexibility.Each service plan in our flagship offering, X Series, is designed for the different roles in a company so customers only pay for the features each role needs. No matter what the business communication or contact center needs are now, X Series has a service plan designed to meet them, while giving customers an easy way to expand and upgrade their communications options in the future. The simplicity and ease of configuration and deployment is due to all solutions being owned by 8x8 and sharing the same platform.

    Rapid Deployment. Business agility in the global, modern economy is a competitive necessity, and we embrace the notion that communication services should be deployable as quickly as possible, including across highly distributed businesses with multiple facilities or remote workforces. Our services can generally be provisioned in minutes from web-based administrative tools, and we continue to increase the automation across our deployment, billing, and support systems to provide greater speed and flexibility for our customers. To ensure consistency and quality across our services and customer base, we have developed a standard, yet flexible, deployment methodology. We apply this systematic approach to all of our deployments, regardless of size or complexity.

    Integration with Third-Party Business Applications. Our software uses a combination of open APIs and pre-built integrations to retrieve contextually relevant data from, and to enhance the functionality of, a wide variety of customers' third-party applications, including Salesforce, Microsoft Dynamics, Google, NetSuite, Okta, Zendesk, Oracle Sales Cloud, Bullhorn, Aryaka, and Hubspot.

    The Jitsi Open Source Project. 8x8 is the sponsor and primary contributor to the Jitsi secure video conferencing open source project. We operate jitsi.org and the Jitsi Meet service, and we develop our Video Meetings portfolio based on this code. The Jitsi community includes thousands of developers who either use the Jitsi Meet service or run independent instances of the Jitsi code. 8x8 offers the Jitsi community an intuitive upgrade path to rich, supported communications applications.

    Committed Service Quality over the Public Internet. We currently offer our qualifying enterprise customers an "end-to-end" service level agreement (SLA), with meaningful uptime and voice quality commitments, backed by service credits and a no-penalty early termination right for the customer under specified conditions.

    Emphasis on Security and Compliance. Our security program is designed to protect the confidentiality, integrity and availability of our customers data. We believe we have created a top-down culture of security and compliance, including a commitment to secure architecture and development. As such, we have made significant investments in achieving compliance with various industry standards for data security and related third-party certifications.
    Our Solutions Through our integrated technology platform, we offer our customers a portfolio of voice, video, contact center, chat and Collaborationteam collaboration, communication APIs and business analytics solutions which include:
    8x8 Virtual Office: a self-contained, feature-rich, end-to-end solution that delivers high quality voice, secure video meetings and unified communications-as-a-service globally.

    8x8 Contact Center: a multi-channel cloud-based contact center solution that enables both large and small contact centers to enjoy the same customer experience and agent productivity benefits previously available only to large contact centers at a much higher cost.

    8x8 Meetings: a cloud-based video conferencing and collaboration solution that enables secure, continuous collaboration with borderless high definition (HD) video and audio communications from mobile and desktop devices anywhere in the world.

    8x8 Team Messaging: an integrated open team messaging platform to facilitate modern modes of communication with support for direct messages, public and private team messaging rooms, short messaging service ("SMS"), presence, emojis, and “@ mentions” (i.e., embedded links directed at named users). With our team messaging technology, our customers can collaborate across more than twenty third-party messaging solutions.

    8x8 APIs: a comprehensive set of global communications platform-as-a-service ("CPaaS") capabilities that enable business to directly integrate our platform services within their websites, mobile apps and business systems for personalized customer engagement at high scale. Our SMS, Chat App, Video Interaction and Voice APIs enable companies to reach their customers anywhere with a proven, reliable global network.


    8x8 Callstats Service: an analytics offering designed for real-time analytical responsiveness at scale. The AI-powered callstats service collects, aggregates and analyzes over 500 metrics every few seconds from each endpoint in a WebRTC session. The real-time dashboard aggregates the data and provides an at-a-glance view of service health and highlights potential issues before they happen to optimize video conferencing, contact center and business phone quality of service.
    8x8 X Series
    The capabilities of our core communications solutions are integrated into a Single Integrated Software Platform.We believecomprehensive bundled offering called 8x8 X Series in addition to being available on an individual basis. X Series service plans are designed so customers pay for only those capabilities the business needs while providing businesses with an upgrade path over time as their needs evolve and grow.
    Designated X1 through X8, we offer the following service plans and capabilities in the 8x8 X Series:
    X1 through X4provide enterprise-grade voice, unified communications, video meetings and team collaboration functionality. Delivered from a single platform, these service plans provide more than just PBX replacement by offering one application for business voice, team messaging and meetings so that employees can quickly, easily and with just one click move from a chat message to a phone call to a video conference. Users can access the essential communication and collaboration features through the desktop app, mobile app or a desk phone. As a business grows, the details and features of plans can be mapped to business needs such as a lobby or store floor, a global caller organization, or to supervisor/analyst requirements. Features expected by demanding communications and collaboration customers today, such as: auto attendants; worldwide extension dialing; corporate directory with click-to-call functionality; presence, messaging and chat; call recording; call monitoring; internet fax; and the ability to interact contextually with inbound communication (email, call or chat) can be mixed and matched for customizable packages fit for business to most effectively meet the needs of individual users.

    X5 through X8 generally provide the features of X1 through X4, plus contact center functionality. These service plans deliver employee experience and deep customer engagement through integrated cloud communication, contact center software and video meetings solutions. Whether the customer is managing a startup or a large enterprise, 8x8 X Series provides the communication capabilities that contact center agents need to respond faster using instant access to relevant information and subject matter experts. Designed to ensure that customers pay for only the requirements needed, there are four X Series Cloud Contact Center service plans: the Voice-Focused Contact Center with Predictive Dialer Plan; the Voice-Focused Contact Center with Advanced Reporting Plan; the Multichannel Contact Center with Advanced Reporting Plan; and the Multichannel Contact Center with Advanced Analytics and Predictive Dialer Plan, inclusive of quality management, speech analytics, and outbound predictive AI dialer.
    The result is a communication, meeting, and contact center engagement platform that seamless, continuous communications and collaboration drives more effectiveenables businesses to move at the speed of employee and customer engagementexpectations, leading to less churn and greater business productivity. Our ownershipmore revenue. While we believe in and continue to emphasize the power of the core technology underlying each of our offerings enables us to tightly integrate our solutions and provide users with the tools needed to communicate and collaborate with others in an integrated and fluid manner.  A single global corporate directory providing presence and click-to-contact functionality across all devices is the hallmark of our platform approach to communications.

  • Integrated Unified Communications and Contact Center Solutions.A feature that we believe is unique to the 8x8 Communications Cloud is the integration of our 8x8 Virtual Office Unified Communications solution with our Virtual Contact Center solution within a single cloud platform. One of the primary benefits of this integration is the unification of contact center agents with the rest of the organization through the global corporate directory- facilitating, for example, the involvement of subject matter experts outside of the call center in customer interactions.  In addition to our full-featured Virtual Contact Center solution, we also offer 8x8 ContactNow, an intelligent, scalable and easy-to-use contact center solution for teams.
  • Team Collaboration Interoperability.With the rise in popularity of team collaboration tools, including Slack, HipChat and various other team collaboration environments, we see a growing need for interoperability between these environments to support contextual communications between teams that are utilizing these tools. A recent addition to the 8x8 Communications Cloud, our Sameroom technology enables team-to-team collaboration via interoperability between the most popular of these tools in the market today.
  • Big Data and Analytics.We believe that visibility into communications data and trends helps businesses optimize productivity and customer engagement. To address this need, we have developed a robust suite of web-based tools to help customers make informed business decisions based on underlying communications data. These analytics tools deliver rapid, easy-to-use, customizable insights into the communications information associated with all 8x8 extensions and supported devices in an organization's communications network.  
  • Global Reach®.8x8's Global Reach® initiative refers to our global strategy to provide enterprise-grade quality of service, reliability, security and support for our multinational customers. We serve customers operating in over 100 countries, through 12 data centers that cover seven dispersed regions - United States, Canada, United Kingdom, Continental Europe, Singapore/Asia, Australia and Philippines - helping provide superior call quality to customers worldwide.
  • Integration with other Business Applications.Many businesses are faced with customer communication challenges due to gaps in employee communication, poor internal collaboration, and little or no contextual data available at the time of customer contact. Our software uses a combination of open application program interfaces (APIs) and pre-built integrations to enhance functionality with data from other third-party enterprise applications including Salesforce, Microsoft Dynamics, NetSuite, Zendesk, Oracle Sales Cloud and Hubspot. These integrations expose rich communications data to the applications used every day by groups such as sales, marketing, customer service, HR, finance, and more to improve workflows and drive better productivity.
  • Customer & Partner APIs. The 8x8 Communications Cloud offers a number of open APIs that allow customers and partners to expose rich communications data to their existing enterprise applications. These include APIs for direct access to messaging and chat, meetings, interactive voice response (IVR) /auto attendant, short messaging service (SMS), fax, analytics and data extraction, and provisioning and service management.
  • Intuitive User Experience.Because we deliver our software from one integrated platform, we believe our solutions offer a seamless, intuitive communication experience across voice, messaging, collaboration and video.  Our web interfaces act as the communications portal for all 8x8 services and provide customers with a familiar and consistent user experience across all endpoints, as well as integration with many commonly used business productivity application, CRM solutions and vertical business applications.
  • Rapid Deployment.Business agility in the global, modern economy is a competitive necessity, and we embrace the notion that communication services should be deployable as quickly as possible. Our services can be generally be provisioned in minutes from web-based administrative tools. We have automated our provisioning, billing and other systems to provide greater speed and flexibility in deployment for our customers. To ensure consistency and quality across our products and customer base, we have developed a deployment methodology, branded as Elite Touch®, that we apply to all of our deployments, from single-site remote implementation to complex deployments involving multiple sites, global implementation and integration with CRM or other back-end systems.
  • 4


    Our Strategy

    We are committed to developing and delivering the most innovative, reliable, scalable and secure cloud software for global business communications as part of the 8x8 Communications Cloud. Our strategy is informed by evolving market dynamics, including the growing adoption of cloud communications software by larger commercial and enterprise customers, along with the unique attributes of our technology.

    Key elements of our strategy include:

    5


    Our Products

    Powered by internally owned and managed technologies, 8x8's solutions serve businesses of all sizes, scaling readily to serve large, globally distributed enterprise customers. All of our core software components work together and can be combined into different bundles depending on the business needs of our customers.

    Our current suite of products includes:

    8x8 Virtual Office

    8x8 Virtual Office (VO) delivers high quality voice and unified communications-as-a-service globally. 8x8 Virtual Office is a self-contained, end-to-end solution that enables a customer to use a single business phone number to place and receive calls from any supported device (including desktop phones, computers with an installed software telephone app and mobile devices) over any available broadband Internet connection. We offer metered, unlimited, and international service plans.

    The basic feature set of 8x8 Virtual Office includes auto attendants; unlimited, metered or international calling plans; worldwide extension dialing; corporate directory with click-to-call functionality; presence, messaging and chat; voicemail to email notification; conferencing; ring groups (ringing multiple extensions at the same time or in sequence); hot-desking (multiple people sharing the same physical device); call recording; fax; call monitoring; music on hold; and a receptionist console with a night-attendant feature to answer and route calls when no employees are available. A web-based portal enables system administrators to manage their Virtual Office solution, including setting up user profiles; configuring auto-attendants, ring groups, call queues and branches; managing corporate directories; and viewing call detail records and billing information.

    We also provide, at no additional cost, Virtual Office Mobile software that turns Apple iOS and Android-based mobile devices into extensions on the 8x8 Virtual Office platform. Virtual Office Mobile can be downloaded from the Apple or Google Play stores as an application.

    8x8 Virtual Contact Center

    8x8 Virtual Contact Center (VCC) is a multi-channel cloud based solution that enables even the smallest contact center to enjoy customer experience and agent productivity benefits that were previously available only to large contact centers at a much higher cost. 8x8 Virtual Contact Center is suitable for customer support, sales and any other corporate function that generates a high volume of inbound interactions with customers.

    Basic features of the 8x8 Virtual Contact Center solution include a programmable IVR tool for greeting customers, automatic queuing and routing of inbound inquiries, skills-based routing of inquiries to the appropriate call center agents, browser-based agent console, multimedia management, real-time monitoring and reporting, internal chat, voice recording and logging, historical reporting, contact and case management tools, and integration with popular third-party CRM tools. To give customers a truly global presence, 8x8 Virtual Contact Center seamlessly connects an organization's international agents over a single platform with integrated presence, multilingual chat with automatic translation, call routing, reporting and management.

    Recent enhancements to 8x8 Virtual Contact Center include Customer Journey analytics capabilities that offer insight into customer experience and cloud-native Quality Management tools that help contact center managers evaluate every customer interaction and make timely improvements.

    8x8 Virtual Office Meetings (Web and Video Conferencing/Collaboration)

    8x8 Virtual Office Meetings is a cloud-based video conferencing and collaboration solution that enables secure, continuous collaboration with borderless high definition (HD) video and audio communications from mobile and desktop devices, anywhere in the world. Virtual Office Meetings is built seamlessly into 8x8's Virtual Office desktop and mobile experience which allows users to schedule meetings, initiate instant collaboration on the fly, and transition IM conversations into a meeting from a single application. In addition, the solution gives users access to their corporate directory for easy engagement and eliminates the need for users and IT to manage multiple logins and passwords.

    6


    Inside a Virtual Office Meeting, participants experience high definition audio conferencing (for employees or external participants using a software download), content sharing, chat conversations, high definition video conferencing and meeting recordings. Meetings can be scheduled in advance either from the software itself or from Microsoft Outlook or Google Calendar. When in a meeting, users can take advantage of 8x8's integrated presence feature to bring additional participants directly into a collaboration session using their preferred method of communication, including IM, email and voice.

    8x8 Sameroom (Team Collaboration Interoperability)

    With the surge in team messaging and collaboration apps such as Slack and HipChat, enterprises are increasingly subject to application proliferation and fragmentation that is hard to manage and govern securely. 8x8 Sameroom provides an interoperability platform that enables cross-team messaging and collaboration within a large organization and between organizations. With the Sameroom technology, our customers can collaborate across more than twenty disparate team messaging solutions.

    8x8 ContactNow (Contact Center Solution for Teams)

    8x8 ContactNow is an intelligent, scalable and easy-to-use cloud contact center solution that we market for use by teams.  ContactNow provides call center functionality for teams that regularly interact with internal and external customers, such as sales, marketing, human resources, recruiting and help desks, but do not require the capabilities and feature set of a full scale, traditional contact center solution. 8x8 ContactNow offers a flexible pay-as-you-go model and is readily scalable and customizable through self-service configuration, allowing customers to add and subtract agents "on the fly" based on customer demand. We expect 8x8 ContactNow generally to be more affordable and better suited for the needs of small teams than 8x8 VCC.

    Script8 (Scripting Engine)

    Script8 is a dynamic communications flow and routing engine that offers a scripting environment for intelligently routing communications data for specific workflows. Script8 allows end-users to create simple, personalized and customizable communications experiences, including communications control, external data source integration and intelligent routing. Script8 use cases have included, for example: routing priority calls based on sales pipeline data in CRM system; IVR with two-factor authentication; sending SMS with directions to a retail store; and emergency dialing with Caller ID override.

    Our Technology

    We introduced our first communications SaaScollective offering in 2002, and have since expanded our solutions, features and capabilities. Our services are powered by internally-owned and operated technologies and are delivered to our customers from our 8x8 Communications Cloud platform. From inception through March 31, 2017 we have been awarded 131 United States patents covering a variety of voice and video communications, signaling, processing and storage technologies. Many patents in our portfolio relate to the communications software used in our various SaaS solutions.

    We developed our Global Reach patented technology to ensure that 8x8 voice communications, placed or received anywhere on the globe on any compatible device, can have the same consistent quality as a local call within a single area code. Many hosted Voice over Internet Protocol (VoIP) solutions route call data through the same data center, regardless of the physical or geographic location of callers. By contrast, when an end-user makes a call using our solution, our patented technology seeks out the closest data center to the caller's location, subject to service quality, security and data sovereignty considerations. We call this "geo-routing." Our proprietary technologies take into account current Internet and carrier network conditions and determine the best route virtually instantaneously, ensuring that latency is minimized within the available routing options.

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    Many of our software solutions provide mission critical services to our business customers. We have therefore developed technologies and architectures that embed high reliability and uptime into our software. Based on this reliability and our Global Reach techology, we are able to offer qualifying enterprise customers an end-to-end SLA that provides commitments as to both the availability of our solutions, we also make our solutions available independently to introduce customers to our platform and expand their platform engagement over time.

    Our Customers
    We have a diverse and growing customer base of more than 55,000 companies in 150 countries, with no single customer representing 10% or uptime, and voice call quality.

    We believe one of the key areas that differentiates 8x8 from our competitors is the qualitymore of our real-time service delivery over the public Internet. Real-time voice is perhaps the most difficult application to be delivered over the public Internet as there is no time for retransmissionrevenues in fiscal 2020, 2019, and there is little buffering that can be done without impacting the quality2018. This includes companies of every size and across a real-time conversation. As such, qualitywide range of the connection well beyond just the available bandwidth is the most important element of service delivery for VoIP. By having diverse routesindustries and connectivity as well as full and granular Border Gateway Protocol (BGP) control over these connections, 8x8 is constantly inspecting the state of the Internet to optimize our service delivery to customers.

    In addition, we have instrumented hundreds of thousands of 8x8 endpoints to provide details of quality of connection information at the end of each call to 8x8's internal network operations environment. This is possible due to our full control over the core networking stack/equipment and the transit connections in our data centers.  

    Our technologies include a number of deployment methodologies that represent best practices for implementing our software at a customer site and driving customer adoption of our more advanced software features. We also manage and port existing business numbers globally, and we provide local number porting services in more than 40 countries. We provide software connectivity to emergency services and other regulatory services required by law in different regions of the world. We have developed our own billing software, and provide our customers with electronic monthly billing.

    Finally, a key aspect of our technology, especially critical for larger enterprise customers and certain industry verticals (such as healthcare), is our emphasis on security and compliance, which we have addressed through specific measures such as our end-to-end encryption technologies and certifications with various regulations and industry standards as described above.

    use cases.

    Sales, Marketing and Promotional Activities

    We market our services directly to end users through a variety of means, including search engine marketing and optimization, third-party lead generation sources, industry conferences, trade shows, webinars, and webinars, as well as traditionaldigital advertising channels. We employ a direct sales organization, consisting of inside and field-based sales agents, and we partner with an indirect channel partner network consisting of master agents and the sub-agent community, value-added resellers (VARs), master agents,independent software vendors (ISVs), system integrators and service providers. We typically contract directly with the end customer and use these channel partnersproviders selling 8x8 solutions to identify, qualify and manage prospects throughout the sales cycle, and have arrangements with a number of partners who resell our services to their customers. Forsmall, mid-market, and enterprise customers, our sales professionals work closely with inside technical support, sales engineers and deployment specialists to develop customized solution proposals based on individual customer requirements.

    In fiscal 2017, we invested in new resources and support tools for our channel partner program, including new sales enablement training and resources, deployment and support certification programs, online customer return on investment (ROI) tools, co-branded marketing materials and our new "PartnerConnect" portal which, among other capabilities, allows partners to launch and manage pre-built, multi-touch digital co-marketing campaigns.

    Competition

    Given the size and stage of the current market opportunity and the breadth of our communications and collaboration service platform, we face competition from many companies, including other cloud services providers, communications and collaboration software vendors and incumbent telephone companies and other resellers of legacy communications equipment. For more information regarding the risks associated with such competition, please refer to our "Risk Factors" below.

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    Cloud Services Providers

    For customers looking to implement cloud-based communications, we compete with other cloud communication software providers such as RingCentral, Fuze, Vonage, Five9 and InContact/Nice. We believe that the integration of our services over a common platform, including contact center, differentiates our services from those offered by these competitors. We believe we also compare favorably as to security, reliability, quality of service, analytics and global coverage.

    Communications and Collaboration Software Vendors

    We also face competition from communications and collaboration software vendors such as Cisco, Google, Amazon and Microsoft Corporation, some of which are well-established in the communications industry while others have only recently begun to market cloud communications solutions. Some of these competitors have developed strong software solutions for its respective communications and/or collaboration silo. Many of these competitors are substantially larger, better capitalized, and more well-known than we are. However, we believe that a collective deployment of these software solutions is likely to be more expensive and cumbersome for customers, when compared to similar deployments of our services.

    Incumbent Telephony Companies and Legacy Equipment Providers

    Our cloud-based software replaces wire line business voice services sold by incumbent telephone and cable companies such as AT&T, CenturyLink, Comcast, and Verizon Communications, often in conjunction with on-premises hardware solutions from companies like Avaya, Cisco and Mitel. We believe that the solutions offered by these competitors are typically more expensive to adopt, require cumbersome on-premises implementations, and need regular hardware and IT infrastructure upgrades. Furthermore, the offerings often do not provide all the functionality needed for larger customers to integrate their communication systems with their IT infrastructure, therefore requiring additional system integration investments.

    Operations

    Our operations infrastructure consists of data management, monitoring, control and billing systems that support all of our products and services. We have invested substantial resources to develop and implement our real-time call management information system. Key elements of our operations infrastructure include a prospective customer quotation portal, customer provisioning, customer access, fraud control, network security, call routing, call monitoring, media processing and normalization, call reliability, detailed call record storage and billing and integration with third-party applications. We maintain a call-switching platform in software that manages call admission, call control and call rating and routes calls to an appropriate destination or customer premises equipment.

    Network Operations Center

    We maintain global network operations centers at our headquarters in San Jose, California and in Cluj-Napoca, Romania, and employ a staff with experience in voice and data operations to provide 24-hour operations support, seven days per week. We use various tools to monitor and manage all elements of our network and our partners' networks in real time. We also monitor the network elements of some of our larger business customers. Additionally, our network operations center provides technical support to troubleshoot equipment and network problems. We also rely upon the network operations centers and resources of our telecommunications carrier partners and data center providers to augment our monitoring and response efforts.

    In the event of a major disruption at a data center, such as a natural disaster, failover between data centers for 8x8 Virtual Office is designed to occur instantly. Active calls may disconnect, but new calls can be generated immediately. In addition, most of the maintenance services performed by 8x8 are seamless and non-disruptive to customers. For example, we can move the core call flow processing from one data center to another without dropping a call. We offer local redundancy (i.e., failover to a data center within the same region) as a standard feature of 8x8 Virtual Contact Center, and geographical redundancy (i.e., failover to a data center in a different region) can be enabled as an option to provision geo-redundant tenants on multiple sites. Our ContactNow product is geographically redundant in the U.S. and, in the UK, across multiple sites in London.

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    Customer and Technical Support

    8x8 maintains a global customer support organization with operations in the United States, United Kingdom, Philippines and Romania. Customers can access 8x8 customer support services directly from the company website or receive multi-channel technical support via phone, chat, web and email. Emergency support is available on a 24x7 basis.

    We take a lifecycle approach to customer support, supporting customers from onboarding to deployment and training, and through the renewal process, to drive greater user adoption of 8x8 services. For our larger enterprise customers, our Elite Touch implementation methodology utilizes a Deployment Management team and provides active support through the "go-live" date at each customer site.  We also provide a Customer Success Manager as a single point of contact for every aspect of the post-sale relationship.  Finally, we offer a variety of training classes through our 8x8 Academy, either through instructor-led classes or self-paced eLearning.

    Interconnection Agreements

    We are a party to telecommunications interconnect and service agreements with VoIP providers and public switched telephone network (PSTN) telecommunications carriers in the United States and other global regions.  Pursuant to these agreements, VoIP calls originating on our network can be terminated on other VoIP networks or the PSTN, and likewise, calls originating on other VoIP networks and the PSTN can be terminated on our network.

    businesses.

    Research and Development

    The cloud communications market is characterized by rapid technological changes and advancements, typical of most SaaS markets. Accordingly, we make substantial investments in the design and development of new products and services, as well as the development of enhancements and features to our existing products and services, and make these enhancements available to our customers frequently. Research and development expenses in each of the fiscal years ended March 31, 2017, 2016 and 2015 were $27.5 million, $24.0 million and $15.1 million, respectively.

    We plan to invest in expanding the set of services within our platform, including extending our contact center capabilities, adding deeper collaboration services, and bringing an increasing number of analytics-driven applications to market. We expect our future development programs also to focus on the integration and functionality of our products and services with other SaaS products, such as Salesforce.com, NetSuite, Zendesk and others.

    We currently employ individuals in research, development, and engineering activities in our facilities in San Jose, California, London, Englandthe United States, United Kingdom, Romania, Singapore, and Cluj, RomaniaPhilippines, as well as outsourced software development consultants.

    consultants around the world.

    Intellectual Property
    As of March 31, 2020, we have been awarded more than 200 patents, with another 109 U.S. and foreign patent applications pending. Our portfolio of patents, with expiration dates through 2038, and patent applications cover diverse aspects of our unified communications, video, API, collaboration and contact center services and infrastructure.

    Our business relies on a combination of trade secrets, patents, copyrights, trademarks laws and contractual restrictions, such as confidentiality agreements, licenses, and intellectual property assignment agreements. We require our employees, contractors, and other third parties to sign agreements providing for the maintenance of confidentiality and also the assignment of rights to inventions made by them while providing services to us. We also use software components in our platform that are licensed to the public under open source licenses.
    See the section entitled “Risks Related to Intellectual Property” in Part I, Item 1A "Risk Factors," for more information on our intellectual property risks.
    Competition
    Given the size and stage of the current market opportunity and the breadth of services provided by our communications platform, we face competition from many companies, including cloud communications providers of voice, video, chat and collaboration, contact center and communication APIs as well as other cloud services providers, incumbent telephone companies and resellers of legacy communications equipment described below. We believe that the cost of ownership benefits and superior user experience provided by the integration of our services over a common platform differentiates our services from those offered by these competitors.
    Cloud Communications Providers of Voice, Video, Chat and Collaboration, Contact Center and Communication APIs: For customers looking to implement cloud-based communications, our single services platform competes with other cloud communication providers of voice, chat, collaboration, contact center and communication APIs such as RingCentral, Inc., Vonage Holdings Corp., Zoom Video Communications, Inc., Fuze, Inc., Five9, Inc., NICE inContact, Slack, Inc., Twilio Inc., and LogMeIn, Inc., among others.
    Large and Disruptive Internet and Cloud Services Vendors: We also face competition from large communications and cloud vendors such as Cisco Systems, Inc., Google, Inc., Amazon Web Services, Inc., and Microsoft Corporation, among others, some of which are well established in the communications industry while others have only recently begun to market cloud communications solutions.
    Incumbent Telephony Companies and Legacy Equipment Providers: Our cloud-based software replaces wire line business voice services sold by incumbent telephone and cable companies such as AT&T, Inc., CenturyLink, Inc., Comcast Corporation, and Verizon Communications, Inc. often in conjunction with on-premises hardware solutions from companies like Avaya, Inc., Cisco and Mitel Networks Corp. At the same time, some of these incumbent communication companies are now launching their own cloud communication services to more directly compete with us and other cloud communication providers.
    See the section entitled “Risks Related to Our Business and Industry” in Part I, Item 1A "Risk Factors," for more information on our risks related to competition.
    Operations
    Our operations infrastructure consists of data management, monitoring, control, and billing systems that support all of our products and services. We have invested substantial resources to develop and implement our service monitoring real-time call management information system. Key elements of our operations infrastructure include customer quoting and ordering capabilities, customer provisioning, customer access control, fraud control, network security, video, voice and SMS message routing, quality monitoring, media processing and normalization, call reliability, detailed call record and message storage, transactional metering for usage-based services, product interfaces and billing and integration with third-party applications. Our software platform manages the admission, control, rating, and routing of calls and SMS messages to their appropriate destinations. The platform and its assets have been built to ensure connectivity, redundancy, security, and scalability. Our tools and processes aim at maximizing communications range, quality, and reliability.
    Network Operations Center: We maintain global network operations centers at our headquarters in Campbell, California and in Cluj-Napoca, Romania, and employ experienced staff in voice and data operations in US, UK, Romania, Indonesia, Singapore and Philippines to provide 24-hour operations support, seven days per week, whether working in our network operations centers or remotely. We use various tools including an extensive set of synthetic tests and Application Performance Monitoring ("APMs") to monitor and manage elements of our network and our partners' and certain larger customers’ networks in real time. Additionally, our network operations centers provide technical support to troubleshoot equipment and network problems, monitor the quality of the communications transiting on the platform and connectivity with our network (including SMS and voice providers, mobile network operators, 3rd party applications, and data partners), and monitor the health and connectivity of our customer integrations. We also rely upon the network operations centers and resources of our telecommunications carrier partners and data center providers to augment our monitoring and response efforts. Even though our and our partner data centers have been designated as essential business exempt from shelter-in-place requirements in the locations where we operate during the COVID-19 pandemic, for example, our globally dispersed operations and remotely working capabilities allow us to maintain redundant back-up operations services to minimize or eliminate the impact of any local disruptions at any of our operations centers or data centers.
    In the event of a major disruption at a data center, such as a natural disaster or service disruptions caused by COVID-19 pandemic, failover between data centers or public cloud regions for 8x8 X Series and most other products is designed to occur with no or minimal disruption. In addition, most of the maintenance services performed by 8x8 do not interrupt the service we

    provide to customers. For example, we can move the core call flow processing from one data center to another without dropping a call. We offer local redundancy (i.e., failover to a data center within the same region) as a standard feature of 8x8 X Series, and geographical redundancy (i.e., failover to a data center in a different region) can be enabled as an option to provision geo-redundant tenants on multiple sites.
    Customer and Technical Support: 8x8 maintains a global customer support organization with operations in the United States, United Kingdom, Philippines, Singapore, and Romania. Customers can access 8x8 customer support services directly from the company website, or receive multi-channel technical support via phone, chat, web, and email. Emergency support is available on a 24x7 basis.
    We take a lifecycle approach to customer support, supporting customers from on-boarding to deployment and training, and through the renewal process, to drive greater user adoption of 8x8 services. For our larger enterprise customers, our Elite Touch implementation methodology utilizes a deployment management team and provides active support through the "go-live" date at each customer site. We also have an elite customer success program, and, for a certain profile of customer, a dedicated customer success manager, as a single point of contact for every aspect of the post-sale relationship.  Finally, we offer a variety of training classes through our 8x8 Academy, either through instructor-led classes or self-paced on-line learning.
    Interconnection Agreements: We have agreements with SMS, voice providers, and mobile network operators worldwide. Pursuant to these agreements, we can terminate SMS and voice calls on their network and process SMS and voice calls originating from their network and transiting via our platform.
    Regulatory Matters

    In the United States, at the federal level, we are subject to regulation by the Federal Communications Commission (FCC) as a provider of communication services over the Internet, or VoIP, as well as state and local regulations applicable to VoIP providers. For example, regulations we are subject to include E-911 services, porting of phone numbers under specific conditions, protection of customer data generated by the use of our services, and obligations to contribute to federal programs including universal service fund and other software communications and collaboration services, like ours, have been subject to less regulation at theregulatory funds as well as state and federal levels than traditional telecommunications services. The FCC has subjected VoIPlocal 911 and universal service providers to a smaller subset of regulations that apply to traditional telecommunications service providers and has not yet classified VoIP services as either telecommunications or information. The FCC is currently examining the status of VoIP service providers and the services they provide in multiple open proceedings.

    Many state regulatory agencies impose taxes and other surcharges on VoIP services, and certain states take the position that offerings by VoIP providers are intrastate telecommunications services and therefore subject to state regulation. These states argue that if the beginning and end points of communications are known, and if some of these communications occur entirely within the boundaries of a state, the state can regulate that offering. We believe that federal regulations largely pre-empt state regulations that treat VoIP offerings in the same manner as providers of traditional telecommunications services. However, there are many areas of regulation where pre-emption has not been resolved as a matter of law. It is possible that the FCC could determine that VoIP services are not information services, or that there could be a judicial or legislative determination that the states are not pre-empted from regulating VoIP services as traditional telecommunications services. We cannot predict how or when these issues will be resolved or the potential future impact on our business at this time.

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    funds.

    In addition to regulations addressing Internet telephonyat the federal and broadband services, other regulatory issues relating to the Internet generally could affect our ability to provide our services. Congress has adoptedstate levels, many states are also enacting privacy legislation that regulates certain aspectsapply to companies such as us which collect, store, and process many types of data, including personal data. In particular, California has recently enacted the Internet including online content, user privacy, taxation,California Consumer Privacy Act, or CCPA. The CCPA imposes new obligations on qualifying for- profit companies, such as us, doing business in California, and substantially increases potential liability for third-party activities and jurisdiction. In addition, a number of initiatives pending in Congress and state legislatures would prohibit or restrict advertising or sale of certain products and services on the Internet, which may have the effect of raising the cost of doing business on the Internet generally.

    such companies for failure to comply with data protection rules applicable to California residents.

    Internationally, we are subject to a complex patchwork of regulations that vary from country to country. Some countries have adopted laws that make the provision of VoIP services illegal within the country. Other countries have adopted laws that impose stringent licensing obligations on providers of VoIP services like ours. In many countries, it is not clear how laws that have historically been applied to traditional telecommunications providers will be applied to providers of VoIP services like us.

    In the European Union (EU), the General Data Protection Regulation, or GDPR, imposes obligations on all companies that collect, store, and process many types of data, including personal data, like us, and substantially increases potential liability for all companies, including us, for failure to comply with data protection rules.

    The effect of any future laws, regulations and orders, or any changes in existing laws or their enforcement, including the application of new taxes and regulations on communication applications like ours running over the internet, on our operations cannot be determined. But as a general matter, increased regulation andSee the imposition of additional funding obligations increases service costs that may or may not be recoverable from our customers. An increasesection entitled “Risks Related to Regulatory Matters” in these costs could make our services less competitive with traditional telecommunications services, if we increase our prices, or decrease our profit margins, if we attempt to absorb such costs.

    Federal, state, local and foreign governmental organizations are considering other legislative and regulatory proposals that would regulate and/or tax applications running over the Internet. We cannot predict whether new taxes will be imposed on our services, and depending on the type of taxes imposed, whether and how our services would be affected thereafter. Increased regulation of the Internet may decrease its growth and hinder technological development, which may negatively impact the cost of doing business via the Internet or otherwise materially adversely affect our business, financial condition and results of operations. Please refer to Part I, Item 1A "Risk Factors," for a discussion of regulatory risks, proceedings and issues that could adversely affect our business and operating results in the future.

    Intellectual Property and Proprietary Rights

    Our ability to compete depends, in part,more information on our ability to obtain and enforce intellectual property protection for our technology in the United States and internationally. We currently rely primarily on a combination of trade secrets, patents, copyrights, trademarks and licenses to protect our intellectual property. From inception through March 31, 2017, we have been awarded 131 United States patents, of which we expect to expire between 2017 and 2035. these risks.

    Geographic Areas
    We have additional United States and foreign patent applications pending. We cannot predict whether our pending patent applications will result in issued patents.

    To protect our trade secrets and other proprietary information, we require our employees to sign agreements providing for the maintenance of confidentiality and also the assignment of rights to inventions made by them while employed by us. There can be no assurance that our means of protecting our proprietary rights in the United States or abroad will be adequate or that competition will not independently develop technologies that are similar or superior to our technology, duplicate our technology or design around any of our patents. In addition, the laws of foreign countries in which our products are or may be sold may not protect our intellectual property rights to the same extent as do the laws of the United States. Our failure to protect our proprietary information could cause our business and operating results to suffer.

    We are also subject to the risks of adverse claims and litigation alleging infringement of the intellectual property rights of others. Such claims and litigation could require us to expend substantial resources and distract key employees from their normal duties, which could have a material adverse effect on our operating results, cash flows and financial condition. The communications and software industries are subject to frequent litigation regarding patent and other intellectual property rights. Moreover, the VoIP service provider community has historically been a target of patent holders. There is a risk that we will be a target of assertions of patent rights and that we may be required to expend significant resources to investigate and defend against such assertions of patent rights. For information about specific claims, please refer to Part I, Item 1A, Risk Factors - "Our infringement of a third party's proprietary technology could disrupt our business" and Part I, Item 3. "LEGAL PROCEEDINGS."

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    We utilize certain technology, including hardware and software, that we license from third parties. Most of these licenses are on standard commercial terms made generally available by the companies providing the licenses. To date, the cost and terms of these licenses individually has not been material to our business. There can be no assurance that the technology licensed by us will continue to provide competitive features and functionality or that licenses for technology currently utilized by us or other technology which we may seek to license in the future will be available to us on commercially reasonable terms or at all, however. The loss of, or inability to maintain, existing licenses could result in shipment delays or reductions until equivalent technology or suitable alternative products could be developed, identified, licensed and integrated, and could harm our business.

    Geographic Areas

    We have twoone reportable segments.segment. Financial information relating to revenues generated in different geographic areas are set forth in Note 12, "GEOGRAPHICAL INFORMATION", in the Notes to our consolidated financial statementsConsolidated Financial Statements contained in Part II, Item 8 of this Annual Report.

    Employees

    As of March 31, 2017,2020, our workforce consisted of 1,0191,675 full time employees spread across the globe.who are primarily located in North America, Europe and Asia Pacific. None of our employees are represented by a labor union or arenor subject to a collective bargaining arrangement.

    Available Information

    We were incorporated in California in February 1987 and reincorporated in Delaware in December 1996. We maintain a corporate Internet website at the address http://www.8x8.com. The contents of this website are not incorporated in or otherwise to be regarded as part of this Annual Report. We file reports with the Securities and Exchange Commission, or SEC, which are available on our website free of charge. These reports include annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to such reports, each of which is provided on our website as soon as reasonably practicalpracticable after we electronically file such materials with or furnish them to the SEC. You can also read and copy any materials we file with the SEC at the SEC's Public Reference Room at 100 F Street, NE, Washington, DC 20549. You can obtain additional information about the operation of the Public Reference Room by calling the SEC at 1.800.SEC.0330. In addition, the SEC maintains a website (www.sec.gov) that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC, including 8x8.


    Information About Our Executive Officers of the Registrant

    Our executive officers as of the date of this report are listed below.

    Vikram Verma, Chief Executive Officer. Vikram Verma, age 52,55, has served as our Chief Executive Officer since September 2013 and as a director since January 2012. From October 2008 through August 2013, Mr. Verma was President of Strategic Venture Development for Lockheed Martin.Martin, a global aerospace, defense, security, and advanced technologies company. From 2006 through 2008, Mr. Verma was President of the IS&GS Savi Group, a division of Lockheed Martin. Prior to 2006, Mr. Verma was Chairman and Chief Executive Officer of Savi Technology, Inc., an innovator in big data/machine learning analytic solutions, supply-chain-management software and sensor technology. Mr. Verma also has also served as a member of the board of directors of Cambium Networks Corporation (Nasdaq: CMBM), a wireless networking infrastructure solutions company, since January 2019. Mr. Verma received a B.S.E.E. degree from Florida Institute of Technology, a M.S.E. degree from the University of Michigan in electrical engineering, and athe graduate degree of Engineer in Electrical Engineering from Stanford University.

    Bryan Martin, Chairman and Chief Technology Officer. Bryan Martin, age 49,52, has served as our Chairman of the Board of Directors since December 2003, has served as our Chief Technology Officer since September 2013 and as a director since February 2002. From February 2002 to September 2013, heMr. Martin served as our Chief Executive Officer. From March 2007 to November 2008, and again from April 2011 to December 2011, he served as our President. From February 2001 to February 2002, he served as our President and Chief Operating Officer. He served as our Senior Vice President, Engineering Operations from July 2000 to February 2001 and as our Chief Technical Officer from August 1995 to August 2000. He also served as a director of the Company from January 1998 through July 1999. In addition, Mr. Martin served in various technical roles for the Company from April 1990 to August 1995. He received a B.S. and an M.S. in Electrical Engineering from Stanford University.

    Mary Ellen Genovese,

    Steven Gatoff, Chief Financial Officer. Mary Ellen Genovese,Officer. Steven Gatoff, age 58,52, joined 8x8 in October 2018 and has served as our Executive Vice President and Chief Financial Officer since November 2018. Prior to joining the Company, Mr. Gatoff served as Chief Financial Officer of Elementum, software-as-a-service company behind the supply chain exception management platform, during 2018, and from 2017 through 2018 was the Chief Financial Officer of PagerDuty, a cloud computing company that produces a SaaS incident response platform for IT departments.  Prior to that, Mr. Gatoff was Chief Financial Officer of Rapid7, a leading cybersecurity solutions provider, from 2013 to 2017 and Chief Financial Officer of iPass, a service delivery platform company for enterprise mobility services, from 2009 to 2013. From 2002 through 2009, Mr. Gatoff held a succession of financial and accounting executive roles at software and technology companies, including Senior Vice President of Finance and Corporate Controller.  Prior to these roles, Mr. Gatoff spent eight years in investment banking with Morgan Stanley, Credit Suisse and Bear Stearns.  Mr. Gatoff holds a MBA from Columbia University and received his CPA license from the State of New York.
    Dejan Deklich, Chief Product Officer. Dejan Deklich, age 45, has served as our Chief FinancialProduct Officer and Executive Vice President since November 2014.  Ms. GenoveseSeptember 2017. Mr. Deklich had been serving as our Senior Vice President of Human ResourcesResearch and Development since July 2014 and prior to that, as a consultant to the Company since April 2012.February 2017. Prior to joining the Company, from 2008 to 2011, Ms. GenoveseMr. Deklich served as Vice President of Platform and Cloud at Splunk, a consultantcompany that produces software for searching, monitoring, and analyzing machine-generated big data, from January 2013 to September 2016. Mr. Deklich also held various senior roles at Nice System, a Fortune 50 security company. From 2004 through 2006, Ms. Genovese wasleading provider of software solutions enabling organizations to improve customer experience and business results, post Merced Systems acquisition, as well as Atribbutor, a digital piracy prevention service for ebooks, Yahoo, a search engine provider, and IBM Research, an industrial research organization and the Chief Financial Officerinnovation engine of Savi Technology, Inc. Prior to joining Savi Technology, she was Chief Financial Officer of Trimble Navigation Limited from 2000 to 2004. Between 1992 and 2000, Ms. Genovese worked at Trimble in a succession of other financial and accounting positions, including VP of Finance and Corporate Controller. Ms. Genovesethe IBM corporation. Mr. Deklich holds a B.S. DegreeMasters of Science degree in AccountingComputer Engineering from FairfieldSanta Clara University and received her CPA licenseMasters in Physics from the StateUniversity of Connecticut.

    Darren Hakeman,Bremen, Germany.

    Matthew Zinn, Senior Vice President, of ProductGeneral Counsel, Chief Privacy Officer and Strategy. Darren Hakeman,Secretary. Matthew Zinn, age 47,56, has served as our Senior Vice President, of ProductGeneral Counsel, Secretary, and StrategyChief Privacy Officer since September 2013,2018. Mr. Zinn previously served as General Counsel and wasSecretary at Jaunt, Inc., a consultantmaker of augmented reality technology, from June 2017 to the Company starting in May 2013.September 2018.  From 2009 to 2013,April 2006 until January 2017, Mr. Hakeman worked as a strategic advisor to leading Silicon Valley companies and emerging start-ups including Authentication Metrics, Inc. (now Agari), Blackfire Research, and a major global security company. Prior to 2009, heZinn served as Senior Vice President, General Counsel, Secretary, and Chief Privacy Officer for TiVo Inc., a maker of Operations for a SaaS Business Unit of Lockheed Martindigital video recording products and services. Prior to that emerged following Lockheed's acquisition of Savi Technology, Inc. He received a B.S. and an M.S. in Electrical Engineering from Stanford University.

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    Puneet Arora, Seniorat TiVo, Mr. Zinn had served as Vice President, of Global Sales. Puneet Arora, age 42, has served as Senior Vice President of Global Sales since January 2015. From January 2013 to January 2015, Mr. Arora was Vice PresidentGeneral Counsel, and Head of North America Sales at LivePerson. From August 2010 to August 2012, Mr. Arora led Cloud CRM Sales - North America - West for Oracle. From September 2007 to November 2009, Mr. Arora was Vice President of Corporate Sales for Salesforce.com. He received a B.S. in Computer Engineering from Iowa State University and an M.B.A. from Babson College.

    Henrik Gerdes, Chief Accounting Officer. Henrik Gerdes, age 41, has served as our Chief AccountingPrivacy Officer since March 2017.July 2000 and as Corporate Secretary since November 2003 of TiVo Inc. Prior to joining the Company,TiVo, Mr. Gerdes, served as Corporate Controller and Treasurer at Rocket Fuel Inc. from 2014 through March 2017, Director of Finance at TIBCO Software Inc. from 2011 through 2014 and SEC reporting manager from 2010 through 2011. Between 2002 and 2010, Mr. Gerdes served in differentZinn held senior legal positions at PricewaterhouseCoopers in Germanycable television providers MediaOne Group Inc. and San Jose, USA.Continental Cablevision and the law firms of Cole, Raywid & Braverman and Fisher, Wayland, Cooper & Leader. Mr. GerdesZinn holds a Masters of Business EconomicsB.A. degree in Political Science from the University of Goettingen, Germany.

    Vermont and holds a J.D. degree from the George Washington University National Law Center.

    ITEM 1A. RISK FACTORS

    Our operations and financial results are subject to various risks and uncertainties. You should consider carefully the risks and uncertainties described below, together with all of the other information in this report. If any of the following risks or other risks actually occur, our business, financial condition, results of operations, and future prospects could be materially harmed, and the price of our common stock could decline. Our business could also be materially and adversely affected by risks and uncertainties that are not presently known to us or that we currently believe are not material. Unless otherwise indicated, references to our business being harmed in these risk factors will include harm to our results of operations, financial condition, reputation and future prospects.
    Risk Factors Table of Contents

    Risks Related to our Business and Industry
    We have a history of losses, have incurred significant negative cash flows in the past, and anticipate continuing losses in the future. As such, we may not be able to achieve or maintain profitability in the future.
    We recorded a net operating loss of approximately $159.8 million for the twelve months ended March 31, 2020 and ended the period with an accumulated deficit of approximately $422.7 million. We expect to continue to incur operating losses in the near future as we continue to invest in our business. During our fiscal year ending March 31, 2021, we intend to invest in sales and marketing (and digital demand generation in particular), and in research and development, among other areas of our business, in order to compete more successfully for the business of companies that are transitioning to cloud communications and otherwise position ourselves to take advantage of long-term revenue-generating opportunities.
    We expect to continue to incur losses for at least the next fiscal year and later and we will need to increase our rate of revenue growth in order to generate and sustain operating profitability in future periods. The investments we have made in fiscal 2020 and beyond may not generate the returns that we anticipate, which could adversely impact our financial condition and make it more difficult for us to grow revenue and/or achieve profitability in the time period that we expect, or at all. In order to achieve profitability, we will need to manage our cost structure more efficiently, not incur significant liabilities, while continuing to grow our revenues. Despite these efforts, our revenue growth may slow, revenues may decline, or we may incur significant losses in the future due to the continuing impact of COVID-19 and the resulting downturn in general economic conditions, increasing competition (including competitive pricing pressures) and users getting increased exposure to some of our competitors, decrease in the cloud communications market, or our inability to execute on business opportunities. Given our history of fluctuating revenues and operating losses, we cannot be certain that we will be able to achieve or maintain operating profitability in the future and our stock price could decline.
    Our future operating results, including our future revenues, expenditures, losses and profits, may vary substantially from period to period and may be difficult to predict. As a result, we may fail to meet or to exceed the expectations of market analysts or investors, which could negatively impact our stock price.
    Our historical operating results have fluctuated significantly and will likely continue to fluctuate in the future, and a decline in our operating results could cause our stock price to fall. On an annual and a quarterly basis, there are a number of factors that may affect our operating results, some of which are outside our control. These include, but are not limited to:
    changes in market demand;    
    the timing of customer subscriptions for our cloud software solutions;    
    customer cancellations, subscription downgrades and/or service credits;
    changes in the competitive dynamics of our market, including consolidation among competitors or customers;
    lengthy sales cycles and/or regulatory approval cycles;
    new product introductions by us or our competitors;
    extent of market acceptance of new or existing services and features;
    the mix of our customer base and sales channels;
    the mix of services sold;
    the number of additional customers, on a net basis;
    the amount and timing of costs associated with recruiting, training and integrating new employees;
    unforeseen costs and expenses related to the expansion of our business, operations and infrastructure;
    continued compliance with industry standards and regulatory requirements;
    material security breaches or service interruptions due to cyber attacks or infrastructure failures or unavailability;
    introduction and adoption of our cloud software solutions in markets outside of the United States;

    changes in the recognition pattern of revenues and operating expenses as a result of new regulations, accounting principles and their interpretations; and
    general economic conditions.
    Due to these and other factors, we believe that period-to-period comparisons of our results of operations are not meaningful and should not be relied upon as indicators of our future performance. It is possible that in some future periods our results of operations may be below the expectations of public market analysts and investors. If any of these were to occur, the price of our common stock would likely decline significantly.
    In addition, changes in regulatory and accounting principles, and our interpretation of these and judgments used in applying them to our facts and circumstances, could have a material effect on our results of operations and financial condition. We also need to revise our business processes, systems and controls which requires significant management attention and may negatively affect our financial reporting obligations.
    COVID-19 and any economic difficulty it triggers could significantly harm our business.
    The global spread of COVID-19 has created significant volatility, uncertainty and economic disruption, particularly for small and medium-sized businesses. Many of our existing and prospective customers have experienced economic hardship. This could reduce the demand for our cloud services, delay and lengthen sales cycles, force us to lower the prices for our services and/or provide customers with service credits, and lead to slower growth or even a decline in our revenues, operating results and cash flows. The impact of COVID-19 on demand for our services will depend on numerous evolving factors including: the duration and scope of the pandemic; governmental, business and individuals’ actions that have been and continue to be taken in response to the pandemic; the effect on our customers and customer demand and their ability to pay for our services; and any decline in the quality and/or availability of our services.
    We have been experiencing disruptions to our business due to shelter-in-place restrictions in effect in California, where we are headquartered, as well as other places where we have offices globally. We have also implemented modifications to employee travel and canceled the vast majority of our marketing conferences. These actions are impacting our ability to market, sell, install and support our solutions. To the extent that COVID-19 similarly impacts our customers’ or service providers’ behavior, or results in disruptions to third-party data centers and Internet service providers, for example, our ability to deliver our service in a timely and uninterrupted manner may also be negatively impacted. Any decline in the quality and/or availability of our services could increase customer churn, force us to lower the prices for our services and/or provide customers with service credits.
    We currently rely on small and medium-sized businesses for a significant portion of our revenue. Customers in this market generally have more limited financial resources, and may be affected by economic downturns, to a greater extent than larger or more established businesses. If small and medium-sized businesses experience financial hardship as a result of a weak economy or other impacts of the COVID-19 pandemic, their ability to continue to pay for or need our services, and consequently, our revenue and cash flow could be materially and adversely impacted.
    The impact of COVID-19 on macroeconomic conditions has also impacted the functioning of financial and capital markets, foreign currency exchange rates and interest rates. Since we are not cash flow positive, depending on the duration of the COVID-19 crisis and any economic recession that it triggers, we may need to access the capital markets at an unfavorable time. If we need to access the capital markets, there can be no assurance that financing may be available on attractive terms, if at all.
    Even after the COVID-19 pandemic has subsided, we may continue to experience adverse impacts to our business as a result of any economic recession that it triggers. Even in those regions where we are beginning to experience business recovery, should those regions fail to fully contain COVID-19 or suffer a COVID-19 relapse, those markets may not recover as quickly or at all, which could have a material adverse effect on our business and results of operations. Any of these events could amplify the other risks and uncertainties described elsewhere in this section.
    We experience customer churn that adversely impacts our revenues and requires us to spend money to maintain our existing customer base. If we experience further increases in customer churn in the future, our revenue growth will be further adversely impacted and our customer retention costs may increase.
    Because of churn, we must acquire new customers and sell additional 8x8 products and services to our existing customers on an ongoing basis in order to maintain our existing level of revenue. As a result, sales and marketing expenditures are an ongoing requirement of our business. Our ability to maintain and grow our revenues is adversely impacted by the rate at which our customers cancel or downgrade service. Churn is reducing our revenue growth rate, and as our churn rate increases, we will have to acquire even more new customers and/or sell more products and services to existing customers, in order to maintain and grow our revenues. We incur significant costs to acquire new customers, and those costs are a meaningful component in driving our net profitability. Churn may also prevent us from increasing the price of our services in the future as well as limiting our ability to sell additional 8x8 products and services to our existing customers and we may need to renew certain customers at a lower rate, each of which would adversely impact our revenues in the future. Therefore, if we are unsuccessful managing our existing customer churn and/or our customer churn rate increases in the future, our revenue growth would decrease and our revenues may decline causing our net loss to increase.

    Our rate of customer cancellations or downgrades in services may increase in future periods due to a number of factors, some of which are beyond our control, such as the financial condition of our customers. In addition, if we are unable to maintain the quality and performance of our service whether due to a lack of feature parity or quality of service relative to the products of our competitors or due to service outages or disruptions, we could suffer significantly.

    experience potentially sharp increases in customer cancellations and/or downgrades or customer credits which would adversely impact our revenues.

    Due to the length of our sales cycle, especially in selling to mid-market and larger enterprises as customers, we may also experience delays in acquiring new customers and/or selling additional products and offerings to existing customers to replace those that have terminated or reduced the level of our services. Such sales delays could be exacerbated if general economic conditions worsen. An increase in churn, particularly in challenging economic times, could have a negative impact on the results of our operations including a decrease in revenue growth or even a decline in actual revenues.
    Our success depends on our ability to acquire new customers, and to retain and sell additional services to our existing customers.
    We generate revenue primarily from the growthsale of subscriptions to our cloud communications services to our customers, which include small and customer acceptancemid-size businesses ("SMBs"), mid-market and larger enterprises, government agencies and other organizations. We define a “customer” as the legal entity or entities to which we provide services pursuant to a single contractual arrangement. In recent fiscal years, our business has grown steadily, and the revenue generated from sales of our services.

    products and services has increased each fiscal year. Our future success depends on our ability to significantlycontinue to increase the amount of revenue we generate from sales to new and existing customers, and the rate at which our revenues increase.

    Our customers are generally not obligated to, and may elect not to, renew their subscriptions after their current subscriptions expire. As a result, we have no assurance that the revenue stream associated with a particular customer account will continue beyond the initial subscription term, which is typically one to four years in length. Any decline in the quality and/or availability of our services could increase customer churn, force us to lower the prices for our services and/or provide customers with service credits. If a customer does elect to renew our services, it may reduce the quantity, downgrade the service plan associated with the service, or negotiate a lower price, which in each case would reduce the monthly recurring revenue generated from salesby that customer in the future. Because of our cloud software solutions to business customers, including small and midsize businesses (SMBs) and mid-market and larger distributed enterprises. To increase our revenue,customer churn, we must also continually add new customers to grow our business beyond our current user base and encourage existingto replace customers who choose not to continue their subscriptions (on terms favorable to us), increase their usageuse our platform in order to grow our revenue from one period to the next and prevent a decrease in revenue.
    Our ability to attract new customers depends on a number of factors. If our sales and marketing efforts are not effective in identifying and qualifying prospective new customers, demonstrating the quality, value, features and capabilities of our services and/or purchase additional services from us. For customer demand and adoption of our cloud communications solutions to grow,those prospects, and promoting our brand generally, we may not be able to acquire new customers at the rate necessary to achieve our revenue targets. We must also continue to design, develop, offer and sell services whose quality, cost, features and feature benefits of these services mustcapabilities compare favorably to those of competing services.offered by our competitors. For example, our cloud unified communications and contact center services must continue to evolve with changing market demands and customer preferences so that high-quality service and popular features can be consistently offered at competitive prices. As our target markets mature, or as competitors introduce lower cost and/or more differentiated products or services that compete or are perceived to compete with ours, we may be unable to renew or extend our agreements with existing customers, or attract new customers or new business from existing customers, on favorable terms, or at all, which could have an adverse effect on our revenue and growth.

    The rate at which

    In addition to acquiring new customers, we generate new revenue by selling our existing customers purchase anyadditional quantities of subscribed services, or subscriptions to new or enhancedupgraded services. Particularly in the case of large enterprises, we often have opportunities to expand the sale of our services within an organization after we have completed an initial sale to one part of the organization (for example, a business unit, division or department, or personnel based in a particular country or region) and the organization has qualified us as a vendor. We invest in efforts to educate and train users as to the features and capabilities of our services so that they can become advocates within their organization and encourage increased adoption of our solutions. However, if existing users within an organization are dissatisfied with any aspect of our cloud services, or the technical support, training or other professional services we provide, we may offer depends onface challenges in up-selling or increasing our penetration of the organization. As noted elsewhere in this Annual Report, our marketing and customer support could be negatively impacted, by shelter-in-place requirements or other measures implemented to slow the spread of COVID-19, which in turn could negatively impact our revenue.
    Intense competition for new customers and retaining existing customers (including pricing pressure) in the markets in which we compete may prevent us from increasing or sustaining our revenue growth, or achieving and maintaining profitability, which could materially harm our business.
    The cloud communications industry is competitive and rapidly evolving. We expect the industry to become more competitive in the future due to a number of factors including, general economic conditions,for example, the importanceentry into the market of new competitors or the consolidation of existing competitors. Because we offer multiple services from a single platform, we compete with businesses in several overlapping industries, including voice, video meetings, chat, team messaging, contact center and enterprise-class API solutions.
    In connection with our voice, video meetings, chat, team messaging, contact center and enterprise-class API solutions, we face competition from other cloud service providers including RingCentral, Inc., Zoom Video Communications, Inc., Fuze, Inc.,

    Vonage Holdings Corp., Five9, Inc., NICE inContact, Dialpad, Inc., LogMeIn, Inc., Nextiva, Shoretel (acquired by Mitel Corp. in 2017), Twilio Inc., Intermedia.net, Inc., among others.
    In addition, because many businesses in our target market have historically relied upon communications services provided by incumbent telephone companies, together with on-premises communication equipment, we compete with these large carriers, communications service providers and equipment manufacturers. The incumbent communications service providers with whom we compete include, for example, AT&T, Inc., CenturyLink, Inc., Comcast Corporation, and Verizon Communications, Inc. in the United States, as well as local incumbent communications providers in the international markets where we operate, such as Vodafone, Telefonica, Orange, America Movil, and Deutsche Telekom. Avaya, Cisco, and Mitel are examples of legacy on-premises communications equipment providers with whom we compete.
    We may also face competition from large Internet and cloud service companies such as Alphabet Inc. (Google Voice and Google Meet (formerly called Google Hangouts), Amazon Inc., Oracle Corporation, Microsoft Corporation, and Slack, Inc., some of which are well established in the communications industry while others have only recently begun to market cloud communications solutions. Some of these additionalcompetitors have developed strong software solutions for their respective communications and/or collaboration siloes, such as Microsoft which is investing significantly in its Teams unified communication and collaboration product. Any of these companies could launch a new cloud-based business communications service, expand its existing offerings to compete with features of our services, or enter into a strategic partnership with, or complete an acquisition of, one or more of our cloud communications competitors.
    Some of our competitors, such as Zoom, target individual users by offering free products with minimal barriers to entry. To the extent that users develop a level of familiarity with such consumer products they may request that the companies they work for adopt the enterprise solutions provided by such companies. During fiscal 2020, we launched our 8x8 free Video Meetings, which alongside our Jitsi open source video meetings platform, together now have more than 20 million monthly active users as of May 2020. However, we can't predict if the costs of this non-customer, non-revenue generating infrastructure, which will continue to grow as the volume of usage grows for our new free video meeting offering and the Jitsi open source video meetings platform, will result in an increase in future paid customers.
    Many of our current and potential competitors have significantly greater resources and brand awareness, and a larger base of customers than we have. As a result, these competitors may have greater credibility with our existing and potential customers. They also may adopt more aggressive pricing policies and devote greater resources to the development, promotion and sale of their products and services. Our competitors may also offer bundled service arrangements that present a more differentiated or better integrated product and services to customers. Increased competition could require us to lower our prices, reduce our sales revenue, increase our gross losses or cause us to lose market share. In addition, many of our customers are not subject to long-term contractual commitments and have the price at which we offer them. Ifability to switch from our customers react negativelyservices to our competitors' offerings on relatively short notice. Announcements, or expectations, as to the introduction of new products and technologies by our competitors or enhanced service offeringsus could cause customers to defer purchases of our existing products and services, which also could have a material adverse effect on our business, financial condition or operating results.
    Given the significant price competition in the markets for our effortsservices, we may be at a disadvantage compared with those competitors who have substantially greater resources than us or may otherwise be better positioned to upsell are otherwise not as successful as we project,withstand an extended period of downward pricing pressure. The harm to our business may suffer.be magnified if we are unable to adjust our expenses to compensate for such shortfall, or if we determine that we need to increase our marketing and sales efforts in order to attract new customers and retain existing customers.
    Our success in the cloud communications market depends in part on our ability to expand and enhance our marketing and sales capabilities, and to develop and maintain effective channels for the sale of our services. If we are not successful in these efforts, we may not be able to increase our revenue in future periods at the rate we predict, or at all.
    Our ability to increase our customer base and achieve broader market acceptance of our products and services will depend to a significant extent on our ability to expand our existing marketing and sales operations. We continually invest in our marketing and sales activities, including our sales force and our network of strategic partners, in the United States and internationally. Our sales strategies must also continue to evolve and adapt as our market matures, for example through the offering of additional customer self-service tools and e-commerce automation for the SMB segmentsmall business market and the development of new and more sophisticated sales channels thatfor mid-market and enterprise customers.
    Our future revenue growth depends on our ability to hire, develop, and retain our direct sales force as well as our internal channel sales and marketing teams.
    Our revenue is dependent on the success of our direct and internal channel sales teams and the efforts of our internal marketing team. The direct channel is driven largely by our dedicated sales agents, both inside and field-based, who market and sell our products and services to end customers. The success of our indirect channel is dependent on our dedicated internal channel teams who leverage the strengthsefforts of our channel partners to significantly expand our sales and marketing reach. Our future success depends on our ability to continue to grow and maintain effective direct and indirect sales organizations and properly incentivize our sales agents to find and close sales opportunities both directly with end customers and through a growing network of channel partners. We have made and continue to make significant investments in our sales teams and our marketing teams and we cannot be sure these investments will be successful. Identifying and recruiting qualified sales representatives and

    training them is time-consuming and resource-intensive, and they may not be fully trained and productive for a significant amount of time. In addition, marketing and selling new and enhanced features and services may require increasingly sophisticated and costly sales and marketing efforts whichthat may require us to incur additional expenses and may negatively impact the results of our operations.

    To support All of these efforts require us to invest significant financial and other resources, thus increasing our sales and marketing expenses and customer acquisition costs. If we are unable to hire, develop and retain talented sales personnel, if our new sales personnel are unable to achieve desired productivity levels in a reasonable period of time or if our sales and marketing programs are not effective, we may not increase our revenue in future periods at the successful marketing and salerate we predict, or at all. The efficacy of our sales agents may be harmed by shelter-in-place orders and business closures imposed by governments around the world to slow the spread of COVID-19.

    Failure to grow and manage our network of indirect sales channels partners could materially and adversely impact our revenues in the future.
    Our future business success, particularly to attract and support larger customers and expand into international markets, depends on our indirect sales channels. These channels consist of master agents and subagents (who generally earn commissions from us), independent software vendors (ISVs), system integrators, value-added resellers (VARs), and internet service providers, among others. We typically contract directly with the end customer and use these channel partners to identify, qualify and manage prospects throughout the sales cycle-although we also have arrangements with partners who purchase our services for resale to newtheir own customers. Our future success depends upon our ability to develop and existing customers,maintain successful relationships with these business partners-many of whom also market and sell services of our competitors-and increasing the portion of sales opportunities they refer to us. To do so, we must continue to offer high-quality training, deployment,services that have quality, cost, feature and customer support. Providingother elements that compare favorably to competing services; ensure our partners are adequately trained and knowledgeable about our services; and provide sufficient incentives for these partners to sell our services effectively requires thatin preference to those of our customer support personnel have industry-specific technical knowledge and expertise, which may make it difficult and costly for us to locate and hire qualified personnel, particularly in the competitive Silicon Valley labor market wherecompetitors. If we are headquartered. Our support personnel also require extensive training onunable to persuade our products, whichexisting business partners to increase their sales of our services, or to build successful partnerships with new organizations, or if our channel partners are unsuccessful in their marketing and sales efforts, we may make it difficultnot be able to scale up our support operations rapidly. The importance of high-quality customer support will increase as we expandgrow our business globally and pursue new mid-market and distributed enterprise customers. Ifincrease our revenues at the rate we do not help our customers quickly resolve post-deployment issues and provide effective ongoing support, our ability to sell additional features and services to existing customers will sufferpredict, or at all, and our reputationbusiness may be harmed.

    materially, adversely affected.

    As more of ourwe increase sales efforts are targeted atto enterprise customers, our sales cycle mayprocess has become more time-consumingcomplex and expensive, we may encounter pricing pressure and implementation and customization challenges,resource-intensive, our average sales cycle has become longer, and we may have to delay revenue recognition for some complex transactions, all of which could harm our business and operating results.

    more difficulty predicting when sales will be completed.

    We currently derive a majority of our revenuesnew revenue growth from sales of our cloud software solutions to mid-market and larger distributed enterprises, and we believe that increasing our sales to these customers is key to our future growth. Our sales cycle, which is the time between initial contact with a potential customer and the ultimate sale to that customer, is often lengthy and unpredictable for larger enterprise customers. Many of our prospective enterprise customers do not have prior experience with cloud-based communications and, therefore, typically spend significant time and resources evaluating our solutions before they purchase from us. Similarly, we typically spend more time and effort determining their requirements and educating these customers about the benefits and uses of our solutions. Enterprise customers also tend to demand more customizations, integrations and additional features than SMB customers. As a result, we may be required to divert more sales and engineering resources to a smaller number of large transactions than we have in the past, which means that we will have less personnel available to support other segmentssectors, or that we will need to hire additional personnel, which would increase our operating expenses.

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    It is often difficult for us to forecast when a potential enterprise sale will close, the size of the customer's initial service order and the period over which the deploymentimplementation will occur, any of which impacts our recognitionmay impact the amount of revenue.revenue we recognize or the timing of revenue recognition. Enterprise customers may delay their purchases from one quarter to another as they assess their budget constraints, negotiate early contract terminations with their existing providers or wait for us to develop new features. Any delay in closing, or failure to close, a large enterprise sales opportunity in a particular quarter or year could significantly harm our projected growth rates and cause the amount of new sales we book to vary significantly from quarter to quarter. We also may also have to delay revenue recognition on some of these transactions until the customer's technical or implementation requirements have been met.

    In some cases, we may enter into a contract with a large enterprise customer such as a preferred vendor agreement,that establishes the terms and conditions for future orders of services by that customer, its affiliates or clients (as the case may be) but that has little or no minimum purchase commitments but establishes the terms on which the customer's affiliates, clients or franchisees (as the case may be) may order services from us in the future.commitment. We may expend significant time and resources towards becoming a preferred vendor without booking significant sales from the opportunity until months or years after we sign the initial agreement.agreement, if at all. If we are unsuccessful in selling ourfail to persuade these customers to order services to the prospective purchasersfrom us under these agreements, we may not recognize revenue in excess of the expenses we incur in pursuing these opportunities, which could adversely impact our profitabilityresults of operations and cash flow.

    We also face significant risks in implementing and supporting the

    If we do not efficiently manage our deployment services we sell tofor our small business, mid-market and larger distributed enterprises, our margins will be adversely impacted, our costs will increase, and ifour recurring service revenue may not grow at the rate we do not manage these efforts effectively,expected, harming our business and results of operations couldoperations.
    Our future revenues and profitability depend in part on our ability to scale our business by increasing the efficiency by which we deploy our services to our customers. We have initiated plans to improve our delivery of professional services by, for example, increasing the use of automation and self-help support tools. Additionally, we are adding new service offerings to increase

    revenue. However, these investments may be materiallycostly and adversely affected.

    time-consuming and there is no guarantee that we will be successful in lowering the cost and increasing the efficiency of our deployment and implementation professional services.

    We have a limited history of selling our services to larger businesses and have experienced, and may continue to experience, new challenges in deployingconfiguring and providing ongoing support for the solutions we sell to large customers.

    customers, including the provision of professional services for these customers on a profitable basis. Larger customers' networks are often more complex than those of smaller customers, have more unique requirements, and the configuration of our services for these customers generally requirerequires participation from the customercustomer’s information technology (IT) team, and thereteam. There is no guarantee that the customer will make available to us the necessary personnel and other resources with adequate expertisefor a successful configuration of services. This will be available when we deploy our services. The lack of local resources may prevent us from ensuring the proper deployment of our services, which can in turn adversely impact the quality of services that we deliver over our customers' networks, and/or may result in delays in the implementation of our services. This may create a public perception that we are unable to deliver high quality of service to our customers, which could harm our reputation and make itmade more difficult as a result of business closure and shelter-in-place orders imposed by governments world-wide in response to attract new customers and retain existing customers. Moreover, larger customers tend to require higher levels of customer service and individual attention (including periodic business reviews and in-person visits, for example), which may increase our costs for implementing and delivering services.COVID-19. If a customer is unsatisfied with the quality of services we provide or the quality of work performed by us or a third party, we may decide to incur costs beyond the scope of our contract with the customer in order to address the situation and protect our reputation, which may in turn reduce or eliminate the profitability of our contract with the customer. In addition, negative publicity related to our larger customer relationships, regardless of its accuracy, could harm our reputation and make it more difficult

    If the emerging market for us to compete for new business with current and prospective customers.

    We also face challenges building and training an integrated sales force capable of addressing thecloud communications services and features of our comprehensive product suite, as well as a staff of expert engineering and customer support personnel capable of addressing the full range of installation and deployment issues that tend to arise more frequently with larger customers. Also, we have only limited experience in developing and managing sales channels and distribution arrangements for larger businesses. If we fail to effectively execute the sale, deployment and ongoing support of our services to mid-market and larger distributed enterprises, our results of operations and our overall abilitydoes not continue to grow, our customer basefuture business could be materially and adversely affected.

    Intense competition in the markets in which we compete could prevent us from increasing or sustaining our revenue growth and increasing or maintaining profitability.

    harmed.

    The market for cloud communications services is evolving rapidly and is characterized by an increasing number of market entrants. As is typical of a rapidly evolving industry, is competitive,the demand for and we expect it to become increasingly competitive in the future. We may also face competition from companies in adjacent or overlapping industries.

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    In connection with our unified communication services, we face competition from other providersmarket acceptance of, cloud communicationcommunications services is uncertain. Our success will depend to a substantial extent on the widespread adoption of cloud communications services as a replacement for legacy on-premise systems. Many larger organizations have invested substantial technical and financial resources and personnel to integrate legacy on-premise communications systems into their businesses and, therefore, may be reluctant or unwilling to migrate to cloud communications services such as RingCentral, Fuze, Vonageours. It is difficult to predict client adoption rates and Dialpad. In connection withdemand for our solution, the future growth rate and size of the cloud contact center services, we face competition from other providerscommunications service market, or the entry of cloudcompetitive products and premise-based contact center software services, such as inContact (recently acquired by NICE), Five9 and Interactive Intelligence. In addition, because manyservices. The expansion of our target customers have historically purchasedthe cloud communications services from incumbent telephone companies along with legacy on-premises communication equipment, we compete with these customers' existing providers. These competitors include, for example, AT&T, CenturyLink, Comcast and Verizon Communications in the United States, as well as local incumbent communications providers in the international markets where we operate, such as Vodafone, Telefonica, Orange, America Movil and Deutsche Telekom, all in conjunction with on-premises hardware solutions from companies like Avaya, Cisco and Mitel.   We may also face competition from large Internet and cloud service companies such as Google Inc., Amazon Inc., Oracle Corporation and Microsoft Corporation, any of which might launch a new cloud-based business communications service, expand its existing offerings or acquire other cloud-based business communications companies in the future.

    Many of our current and potential competitors have longer operating histories, significantly greater resources and brand awareness, and a larger base of customers than we have. As a result, these competitors may have greater credibility with our existing and potential customers. They also may be able to adopt more aggressive pricing policies and devote greater resources to the development, promotion and sale of their products. Our competitors may also offer bundled service arrangements that present a more differentiated or better integrated product to customers. Increased competition could require us to lower our prices, reduce our sales revenue, lower our gross profits and/or cause us to lose market share. In addition, many of our customers are not subject to long-term contractual commitments and have the ability to switch from our services to our competitors' offeringsdepends on relatively short notice.

    Given the significant price competition in the markets for our services, we may be at a disadvantage compared with those competitors who have substantially greater resources than us or may otherwise be better positioned to withstand an extended period of downward pricing pressure. The adverse impact of a shortfall in our revenues may be magnified by our inability to adjust our expenses to compensate for such shortfall. Announcements, or expectations, as to the introduction of new products and technologies by our competitors or us could cause customers to defer purchases of our existing products, which also could have a material adverse effect on our business, financial condition or operating results.

    We have a history of losses and are uncertain of our future profitability.

    We recorded an operating loss of approximately $6.7 million for the fiscal year ended March 31, 2017 and ended the period with an accumulated deficit of approximately $115 million. Although we have achieved operating income in three of our five most recent fiscal years, we incurred substantial operating losses prior to that period and we may incur operating losses in the future, and those loses could be substantial. As we expand our geographic reach and range of service offerings, and further invest in research and development, sales and marketing, and regulatory compliance, we will need to increase revenues in order to generate sustainable operating profit. Given our history of fluctuating revenues and operating losses, we cannot be certain that we will be able to achieve or maintain operating profitability on an annual basis or on a quarterly basis in the future.

    Our churn rate may increase in future periods due to customer cancellations or other factors, which may adversely impact our revenue or require us to spend more money to grow our customer base.

    Our customers generally do not have long-term contracts with us and may discontinue their subscriptions for our services after the expiration of their initial subscription period, which typically range from one to three years. In addition, our customers may renew for lower subscription amounts or for shorter contract lengths. We may not accurately predict cancellation rates for our customers. Our cancellation rates may increase or fluctuate as a result of a number of factors, including customer usage, pricing changes, numberthe refresh rate for legacy on-premise systems, cost, performance and perceived value associated with cloud communications services, as well as the ability of applications used by our customers, customer satisfaction with ourproviders of cloud communications solutions to address security, stability and privacy concerns. If we or other cloud communications service the acquisitionproviders experience security incidents, loss of our customers by other companies and deteriorating general economic conditions. If our customers do not renew their subscriptions for ourclient data, disruptions in service or decreaseother problems, the amount they spend with us,market for cloud communications services as a whole, including our revenue will decline and our business will suffer.

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    Our average monthly business service revenue churn was less than 1% over the past two fiscal years. Our method of computing this revenue churn rateservices, may be different from methods used byharmed. If the demand for cloud communications services fails to develop or develops more slowly than we anticipate, it could significantly harm our competitors and other companies in our industry to compute their publicly disclosed churn rates. As a result, only limited reliance can be placed on our churn rate when attempting to compare it to that of other companies. Also, our churn rate can vary based on events that may not be indicative of actual trends in our business. Our churn rate could increase in the future if customers are not satisfied with our service. Other factors, including increased competition from other providers of communications and collaborations services, alternative technologies, and adverse business conditions also influence our churn rate.

    Because of churn, we must acquire new customers on an ongoing basis to maintain our existing level of customers and revenues. As a result, marketing expenditures are an ongoing requirement of our business. If our churn rate increases, we will have to acquire even more new customers in order to maintain our existing revenues. We incur significant costs to acquire new customers, and those costs are an important factor in determining our net profitability. Therefore, if we are unsuccessful in retaining customers or are required to spend significant amounts to acquire new customers beyond those budgeted, our revenue could decrease and our net loss could increase.

    Our rate of customer cancellations may increase in future periods due to a number of factors, some of which are beyond our control, such as the financial condition of our customers or the state of credit markets. In addition, a single, protracted service outage or a series of service disruptions, whether due to our services or those of our carrier partners, may result in a sharp increase in customer cancellations.

    Due to the length of our sales cycle, especially in adding new mid-market and larger distributed enterprises as customers, we may also experience delays in acquiring new customers to replace those that have terminated our services. Such delays would be exacerbated if general economic conditions worsen. An increase in churn, particularly in challenging economic times, could have a negative impact on the results of our operations.

    The market for cloud software solutions is subject to rapid technological change, and we depend on new product and service introductions in order to maintain and grow our business.

    We operate in an emerging market that is characterized by rapid changes in customer requirements, frequent introductions of new and enhanced products and services, and continuing and rapid technological advancement. To compete successfully in this emerging market, we must continue to design, develop, manufacture, and sell highly scalable new and enhanced cloud software solutions products and services that provide higher levels of performance and reliability at lower cost. If we are unable to develop new products and services that address our customers' needs, to deliver our cloud software solution applications in one seamless integrated productservice offering that addresses our customers' needs, or to enhance and improve our products and services in a timely manner, we may not be able to achieve or maintain adequate market acceptance of our services.
    Our ability to grow is also subject to the risk of future disruptive technologies. Access and use of our services is provided via the cloud, which, itself, has been disruptive to the previous premises-based model.

    If new technologies emerge that are able to deliver communications and collaboration solutions services at lower prices, more efficiently, more conveniently or more securely, such technologies could adversely impact our ability to compete.

    If we are unable to develop new features and services internally due to factors such as competitive labor markets, high employee turnover, lack of management ability or a lack of other research and development resources, we may miss market opportunities. Further, many of our competitors have historically spent a greater amount of funds on their research and development programs, and those that do not may be acquired by larger companies that would allocate greater resources to our competitors' research and development programs. In addition, there is no guarantee that our research and development efforts will succeed, or that our new products and services will enable us to maintain or grow our revenue or recover our development costs. Our failure to maintain adequate research and development resources, to compete effectively with the research and development programs of our competitors and to successfully monetize our research and development efforts could materially and adversely affect our business and results of operations.

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    Customer demand for our solutions, including our newest X Series platform, will depend on a number of factors, including, for example, factors inherent to the product itself, such as quality of service, reliability, feature availability, and ease of use; and factors relating to our ability to implement, support and market and sell the service effectively. More fundamentally, the success of X Series may depend on whether the market for unified communications, collaborations and contact center services is trending towards convergence of these three solutions into a single platform, as we are predicting. We cannot be certain that this market trend will occur according to the timeline we are expecting, or at all. For example, if the various components of our service were to become commoditized and standardized in a way that diminishes the benefits of a single platform for customers, there may be less demand for a unified suite of services like X Series. Low customer demand could make it more difficult for us to win the business of new customers or gain additional business from existing customers, either of which in turn could cause our service revenue to grow more slowly than we expect, or to remain flat or even decrease in future periods.

    We may nothave difficulty attracting or retaining senior management and other personnel with the industry experience and technical skills necessary to support our growth.
    Companies in the cloud communications industry compete aggressively for top talent in all areas of business, but particularly senior management, sales and marketing, professional services and engineering, where employees with industry experience, technical knowledge and specialized skill sets are particularly valued. Demand can be ableexpected to scale our business efficiently or quickly enoughincrease if cloud communications continues to meet our customers' growing needs, in which case our operating results could be harmed.

    As usagegain a greater share of the global communications market. Some of our competitors may respond to these competitive pressures by increasing employee compensation, paying more on average than we pay for the same position. Any such disparity in compensation could make us less attractive to candidates as a potential employer, which in turn may make it more difficult for us to hire and retain qualified employees. Training an individual who lacks prior cloud software solutionscommunications experience to be successful in a sales or technical role can take months or even years.

    If an employee of 8x8 leaves to work for a competitor, not only are we impacted by mid-marketthe loss of the individual resource, but we also face the risk that the individual will share our trade secrets with the competitor in violation of their contractual and larger distributed enterprises expands and as customers continuelegal obligations to integrate our services across their enterprises, we are required to devote additional resources to improving our application architecture, integrating our products and applications across our technology platform, integrating with third-party systems, and maintaining infrastructure performance. As our customers gain more experience with our services, the number of users and transactions managed by our services, the amount of data transferred, processed and stored by us, the number of locations where our service is being accessed, and the volume of communications managed by our servicesus. Our competitors have in some cases,the past and may in the future expand rapidly.target their hiring efforts on a particular department, and if we lose a group of employees to a competitor over a short time period, our day-to-day operations may be impaired. While we may have remedies available to us through litigation, they would likely take significant time and expense and divert management attention from other areas of the business.
    If we increase employee compensation (beyond levels that reflect customary performance-based and/or cost-of-living adjustments) in response to competitive pressures, we may sustain greater operating losses than we predicted in the near term, and we may not achieve profitability within the timeframe we had expected, or at all. In addition, we willmay need to appropriately scaleissue equity at increased levels, now and in the future, to attract and retain key employees and executives, including weighting a greater percentage of our internal business systemsemployees total compensation in the form of equity as opposed to cash, which will have the adverse effect of increasing dilution for our stockholders.
    We also face challenges building and training an integrated sales force capable of addressing the services and features of our comprehensive service suite, as well as a staff of expert engineering and customer support personnel capable of addressing the full range of implementation and configuration issues that tend to arise more frequently with larger customers. Also, we have only limited experience in developing and managing sales channels and distribution arrangements for larger businesses. If we fail to effectively execute the sale, configuration and ongoing support of our services to mid-market and larger enterprises, our results of operations and our overall ability to grow our customer base could be materially and adversely affected.
    To support the successful marketing and sale of our services organization, includingto new and existing customers, we must continue to offer high-quality training, implementation, and customer support. Providing these services effectively requires that our customer support personnel have industry-specific technical knowledge and expertise, which may make it difficult and costly for us to locate and hire qualified personnel, particularly in the competitive labor market in Silicon Valley where we are headquartered. Our support personnel also require extensive training on our products and services, which may make it difficult to scale up our support operations rapidly or effectively. The importance of high-quality customer support will increase as we expand our business globally and regulatory compliance,pursue new mid-market and enterprise customers. If we do not help our customers quickly resolve post-implementation issues and provide effective ongoing support, our ability to serve our growing customer base. Any failure of or delay in these efforts could cause impaired system performancesell additional features and reduced customer satisfaction. These issues could reduce the attractiveness of our cloud software solutionsservices to customers, resulting in decreased sales to new customers, lower renewal rates by existing customers the issuance of service credits, or requested refunds, which could hurt our revenue growthwill suffer and our reputation. These system upgrades and the expansion of our support and services have been and will continue toreputation may be expensive and complex, requiring management time and attention and increasingharmed.
    Workforce reductions may not be effective in reducing our operating expenses. costs, might have unintended consequences, and could negatively impact our business.
    We could also face inefficiencies or operational failureshave made reductions in our workforce during the fourth quarter of fiscal 2020 and may be required to make further reductions in the future in response to changes in the economic environment, our industry and demand, including as a result of any negative economic conditions caused by the COVID-19 pandemic. Reductions in our efforts to scale our infrastructure. Moreover, there are inherent risks associated with upgrading, improving and expanding our information technology systems. We cannot be sure that the expansion and improvements to our infrastructure and systems will be fully or effectively implemented on a timely basis, if at all. These efforts may reduce revenue and our margins andworkforce could adversely impact our financial results.

    Tofuture sales and ability to provide services or recruit necessary employees in the future. In addition to being costly, such reductions may lead to additional attrition and loss of necessary human resources. While workforce reductions are expected to reduce our operating costs, we cannot be certain that these efforts will be successful or that we will not be required to implement additional actions to structure our business to operate in a cost-effective manner in the future.

    Taxing authorities may successfully assert that we should have collected or in the future should collect sales and use, value added, or similar taxes, including where similar services from competitors may not be subject to the same obligations to collect taxes from customers, and we could be subject to liability with respect to past or future sales, which could adversely affect our business.
    The applicability of state and local taxes, fees, surcharges or similar taxes to our services we rely on third parties for all of our network connectivityis complex, ambiguous and co-location facilities.

    We currently use the infrastructure of third-party network service providers, including the services of Equinix, Inc.,subject to interpretation and Level 3 Communications, Inc., to provide all of our cloud services over their networks rather than deploying our own networks.

    We also rely on third-party network service providers to originate and terminate substantially all of the PTSN calls using our cloud-based services. We leverage the infrastructure of third-party network service providers to provide telephone numbers, PSTN call termination and origination services, and local number portability for our customers rather than deploying our own network throughoutchange. In the United States, for example, we collect state and internationally. This decision has resultedlocal taxes, fees and surcharges based on our understanding of the applicable laws in lower capitalthe relevant jurisdiction. The taxing authorities may challenge our interpretation of the laws and operating costsmay assess additional taxes, penalties and interests which could have adverse effects on the results of operations and, to the extent we pass these through to our customers, demand for our businessservices. Additionally, the applicability of sales and use, value added, or similar taxes may differ between services such as unified communication, voice, video, contact center and platform communications such that the obligations to collect taxes from customers may vary between services and between companies such that we may be obligated to collect taxes at a higher rate that other services from our competitors impacting


    customer demand for our services. We currently file more than 1,000 state and municipal tax returns monthly. Periodically, we have received inquiries from state and municipal taxing agencies with respect to the remittance of state or municipal taxes, fees or surcharges. Currently, several jurisdictions are conducting audits of 8x8. As of March 31, 2020, we have accrued for state or municipal taxes, fees or surcharges that we believe are required to be remitted.
    We have accrued a liability of approximately $4.5 million as our best estimate of the probable amount of taxes, fees and surcharges that may be imposed by states, municipalities and other taxing jurisdictions on our services to date. Historically, the amounts that have been remitted for uncollected state, municipal and other similar indirect taxes, fees, or surcharges have been within the accruals we established. We adjust our accrual when facts relating to specific exposures warrant such adjustment. This accrued contingent liability is based on our analysis of several factors, including the location where our services are used, our nexus to that jurisdiction for tax purposes, and the taxability of our services under the rules and regulations in each state or municipality (as these may be interpreted by regulatory and judicial authorities from time to time). While we have accrued for these potential liabilities based on our analyses and best estimates at the short-term, but has reducedtime, state, municipal and other taxing and regulatory authorities may challenge our operating flexibilityposition, which could result in us being liable for sales and use taxes, fees, or surcharges, as well as related penalties and interest, above our accrued contingent liability. To the extent we collect or otherwise recover these taxes, fees or surcharges from our customers, our services may become less competitive, our churn rate may increase, and our revenue from new and existing customers may be materially adversely affected.
    Our ability to make timely service changes. Ifuse our net operating losses or research tax credits to offset future taxable income may be subject to certain limitations.
    As of March 31, 2020, we had federal net operating loss (“NOL”) carryforwards related to fiscal 2019 and later of approximately $280.5 million which carryforward indefinitely and carryforwards related to prior years of $156.3 million which begin to expire in 2021. As of March 31, 2020, the Company had state net operating loss carryforwards $203.7 million, which expire at various dates between 2029 and 2037. We also had research and development credit carryforwards for federal and California tax purposes of approximately $12.9 million and $14.1 million, respectively. The federal income tax credit carryforwards related to research and development will expire at various dates between 2021 and 2036, while the California income tax credits will carry forward indefinitely. Utilization of our NOL and tax credit carryforwards can become subject to a substantial annual limitation due to the ownership change limitations provided by Section 382 of the Internal Revenue Code and similar state provisions. A Section 382 ownership change generally occurs if one or more stockholders or groups of stockholders who own at least 5% of the stock increase their ownership by more than 50 percentage points over their lowest ownership percentage within a rolling three-year period. Similar rules may apply under state tax laws. Such an ownership change, or any of these network service providers cease operations or otherwise terminate the services that we depend on, the delay in switching our technology to another network service provider, if available, and qualifying this new service providerfuture ownership change, could have a material adverse effect on our business, financial conditionability to utilize the net operating loss or operating results. The rates we pay to our network service providers may also increase, which may reduce our profitabilityresearch credit carryforwards. In addition, under the Tax Cuts and increaseJobs Act, or the retail priceTax Act, the amount of our service.

    There can be no assurance that these service providers will be able or willing to supply cost-effective services to us in the future orNOLs that we willare permitted to deduct in any taxable year is limited to 80% of the taxable income in such year. Under the CARES Act, this 80% limitation has been eliminated for tax years beginning before January 1, 2021. There is a risk that due to changes under the Tax Act, regulatory changes, or other unforeseen reasons, the existing NOLs could expire or otherwise be successful in signing up alternative or additional providers. Although we believe that we could replace our current providers, if necessary, our abilityunavailable to provide service to our subscribers could be impacted during any such transition,offset future income tax liabilities, which could have an adverse effect on our business, financial condition or results of operations. The loss of access to, or requirement to change, the telephone numbers we provide to our customers also could have a material adverse effectimpact on our business, financial condition or operating results.

    Duenet income (loss) in future periods.

    Risks Related to our reliance on these service providers, when problems occurProducts and Operations
    If we are unable to migrate our customers to our newer X Series suite of services in a network,timely and efficient manner, we may experience higher customer churn rates, which will adversely impact our revenues and require us to spend more money to acquire and grow our revenue.
    The cloud communications market is characterized by significant competition, rapid changes in customer requirements, frequent introductions of new and enhanced products and services, and continuing and swift technological advancement. If we are unable to compete successfully in this emerging market by offering our customers newer features and capabilities, we will experience higher rates of customer cancellations. We launched our new technology platform, branded "X Series," in July 2018. We market X Series as an array of packaged offerings (designated X2, X4, etc.), which start at the most basic version of our unified communications solution, and add engagement capabilities at each new level, with the top-tier X Series packages combining unified communications and contact center services into a single offering. However, a large portion of our customer base continues to operate on our legacy technology product and have not yet been migrated to our X Series platform. We are no longer adding new features and capabilities to our legacy product and expect to continue to experience higher customer churn rates for our legacy customers going forward if we are unable to migrate such customers to our new X Series platform. However, migration of these customers to our new X Series platform can be time consuming, require increased professional services time and costs, and be technologically challenging depending on the unique requirements of individual customers. If we are unable to migrate such customers using our legacy product to our X Series platform in an efficient, timely, and undisruptive manner, we will experience increased customer churn, which will adversely impact our revenues and require us to spend more to acquire and grow our customer base.
    If our platform or services experience significant or repeated disruptions, outages or failures due to defects, bugs, vulnerabilities or similar software problems, or if we fail to determine the cause of any disruption or failure and correct it may be difficultpromptly, we could lose customers, become subject to identify the sourceservice performance or warranty claims or incur significant costs, reducing our revenues and adversely affecting our operating results.

    Our customers use our communications services to manage important aspects of the problem. The occurrence of hardwaretheir businesses, and softwareany errors, whether caused bydefects, outages, or disruptions to our service or products or thoseother performance problems with our service could hurt our reputation and may damage our customers' businesses, any of another vendor,which may result in our granting of credits to customers that in turn would reduce our revenue. Our services and the delaysystems infrastructure underlying our cloud communications platform incorporate software that is highly technical and complex. Our software has contained, and may now or in the future contain, undetected errors, bugs, or vulnerabilities to hackers, which have caused, and may in the future cause, temporary service outages or other disruptions for some customers. Some errors in our software code may not be discovered until after the code has been released. Any errors, bugs, or vulnerabilities discovered in our code after release could result in damage to our reputation, loss of market acceptancecustomers, loss of revenue, or liability for service credits or damages, any of which could adversely affect our business and financial results. We implement bug fixes and upgrades as part of our productsregularly scheduled system maintenance, which may lead to system downtime. Even if we are able to implement the bug fixes and upgrades in a timely manner, any necessary revisionshistory of defects, or the loss, damage or inadvertent release of confidential customer data, could cause our reputation to be harmed, and customers may forceelect not to purchase or renew their agreements with us and subject us to incur significant expenses. Under the terms of the "end-to-end" service level commitments that we make for the benefit of qualifying customers, we are potentially at risk for service problems experienced by these service providers. Customers who do not qualify for these enhanced SLA commitments may nevertheless hold us responsible for these service issues and seek serviceperformance credits, early termination rightswarranty claims or increased insurance costs. The costs associated with any material defects or errors in our software or other remedies. Accordingly, service issues experienced byperformance problems may be substantial and could materially adversely affect our service provider partners may harm our reputation as well as our business, financial condition or operating results.

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    Our physical infrastructure is concentrated in a few facilities and any failure in our physical infrastructure or servicesservice outages could lead to significant costs andand/or disruptions and could reduce our revenue, harm our business reputation and have a material adverse effect on our financial results.

    Our leased network and data centers are subject to various points of failure. Problems with cooling equipment, generators, uninterruptible power supply, routers, switches, or other equipment, whether or not within our control, could result in service interruptions for our customers as well as equipment damage. Because our services do not require geographic proximity of our data centers to our customers, our infrastructure is consolidated into a few large data center facilities. Any failure or downtime in one of our data center facilities could affect a significant percentage of our customers. While our data center facilities are currently operating as essential businesses exempt from current shelter-in-place orders, further tightening of business closure orders or social distancing or COVID-19 outbreaks could negatively impact these facilities. The total destruction, closure, or severe impairment of any of our data center facilities could result in significant downtime of our services and the loss of customer data. Because our ability to attract and retain customers depends on our ability to provide customers with highly reliable service, even minor interruptions in our service could harm our reputation. Additionally, in connection with the expansion or consolidation of our existing data center facilities from time to time, there is an increased risk that service interruptions may occur as a result of server relocation or other unforeseen construction-related issues.

    We have experienced interruptions in service in the past. While we have not experienced a material increase in customer attrition following these events, the harm to our reputation is difficult to assess. We have taken and continue to take steps to improve our infrastructure to prevent service interruptions, including upgrading our electrical and mechanical infrastructure. However, service interruptions continue to be a significant risk for us and could materiallyhave a material adverse impact on our business.

    Any future service interruptions could:

    cause our customers to seek service credits, or damages for losses incurred;
  • require us to replace existing equipment or add redundant facilities;
  • affect our reputation as a reliable provider of communications services;
  • cause existing customers to cancel or elect to not renew their contracts; or
  • make it more difficult for us to attract new customers.

    Any of these events could materially increase our expenses or reduce our revenue, which would have a material adverse effect on our operating results.

    We may also be required to transfer our servers to new data center facilities in the event that we are unable to renew our leases on acceptable terms, or at all, or the owners of the facilities decide to close their facilities, and we may incur significant costs and possible service interruption in connection with doing so. In addition, any financial difficulties, such as bankruptcy or foreclosure, faced by our third-party data center operators, or any of the service providers with which we or they contract, may have negative effects on our business, the nature and extent of which are difficult to predict. Additionally, if our data centers are unable to keep up with our increasing needs for capacity, our ability to grow our business could be materially and adversely impacted.

    We may not be able to scale our business efficiently or quickly enough to meet our customers' growing needs, leading to increased customer churn and damage to reputation and brand, each of which could harm our operating results.
    As usage of our cloud software solutions by mid-market and larger enterprises expands and as customers continue to integrate our services across their enterprises, we are required to devote additional resources to improving our application architecture, integrating our products and applications across our technology platform, integrating with third-party systems, and maintaining infrastructure performance. As a result of the COVID-19 pandemic, we have seen increased usage of our services from our existing customers and may see further increases in usage from existing and new customers in the future if remote working trends continue to increase as a result of the COVID-19 pandemic or otherwise. To the extent we increase our customer base and as our customers gain more experience with our services, the number of users and transactions managed by our services, the amount of data transferred, processed and stored by us, the number of locations where our service is being accessed, and the volume of communications managed by our services have in some cases, and may in the future, expand rapidly. For example, during fiscal 2020, we launched our 8x8 free Video Meetings, alongside our existing Jitsi open source video meetings platform, which together now have more than 20 million monthly active users as of May 2020. However, we can't predict if the

    costs of this non-customer, non-revenue generating infrastructure, which will continue to grow as the volume of usage grows for our new free video meeting offering and the Jitsi open source video meetings platform, will result in an increase in future paid customers. In addition, we will need to appropriately scale our internal business systems and our services organization, including customer support and services and regulatory compliance, to serve our growing customer base. Any failure or delay in these efforts could cause impaired system performance and reduced customer satisfaction. These issues could adversely impact our reputation and brand, reduce the attractiveness of our cloud software solutions to customers, resulting in decreased sales to new customers, lower renewal rates by existing customers, the issuance of service credits, or requested refunds, which could hurt our revenue growth and our reputation. These system upgrades and the expansion of our support and services have been and will continue to be expensive and complex, requiring management time and attention and increasing our operating expenses. We could also face inefficiencies or operational failures as a result of our efforts to scale our infrastructure and information technology systems. There are inherent risks associated with upgrading, improving and expanding our information technology systems and we cannot be sure that the expansion and improvements to our infrastructure and systems will be fully or effectively implemented on a timely basis, if at all. These efforts may reduce revenue and our margins and adversely impact our financial results.
    Because our long-term growth strategy involves continued expansion outside the United States, our business will be susceptible to risks associated with international operations.
    An important component of our growth strategy involves the further expansion of our operations and customer base internationally. We have formed several subsidiaries outside the United States, including a Romanian subsidiary that contributes significantly to our research and development efforts. We have also acquired UK-based companies, and more recently, a Singapore-based company with operations in Southeast Asia. The risks and challenges associated with sales and other operations outside the United States are different in some ways from those associated with our operations in the United States, and we have a limited history addressing those risks and meeting those challenges. Our current international operations and future initiatives, including Southeast Asia, will involve a variety of risks, including:    
    localization of our services, including translation into foreign languages and associated expenses;    
    regulation of our services as traditional telecommunications services, requiring us to obtain authorizations or licenses to operate in foreign jurisdictions, or alternatively preventing us from selling our full suite of services, or any services at all, in such jurisdictions;    
    changes in a specific country or region's regulatory requirements, taxes, trade laws, or political or economic conditions;    
    increased competition from regional and global cloud communications competitors in the various geographic markets in which we compete where such markets may have different sales cycles, selling processes, and feature requirements which may limit our ability to compete effectively in different regions globally;
    more stringent regulations relating to data security and the unauthorized use of, access to, and transfer of, commercial and personal information, particularly in the European Union, or EU;    
    differing labor regulations, especially in the EU and Latin America, where labor laws are generally more advantageous to employees as compared to the United States, including deemed hourly wage and overtime regulations in these locations;    
    challenges inherent in efficiently managing an increased number of employees over large geographic distances, including the need to implement appropriate systems, policies, benefits and compliance programs;
    difficulties in managing a business in new markets with diverse cultures, languages, customs, legal systems, alternative dispute systems and regulatory systems;    
    increased travel, real estate, infrastructure and legal compliance costs associated with international operations;    
    different pricing environments, longer sales cycles, longer accounts receivable payment cycles and other collection difficulties;    
    currency exchange rate fluctuations and the resulting effect on our revenue and expenses, and the cost and risk of entering into hedging transactions if we chose to do so in the future;    
    limitations on our ability to reinvest earnings from operations in one country to fund the capital needs of our operations in other countries;    
    laws and business practices favoring local competitors or general preferences for local vendors;    
    limited or insufficient intellectual property protection;    
    political instability or terrorist activities;    
    exposure to liabilities under anti-corruption and anti-money laundering laws, including the U.S. Foreign Corrupt Practices Act, the UK Bribery Act 2010, trade and export laws such as those enforced by the Office of Foreign Assets Control (OFAC) of the US Department of the Treasury, and similar laws and regulations in other jurisdictions;
    continuing uncertainty regarding social, political, immigration, and tax and trade policies in the U.S. and abroad, including as a result of the United Kingdom's vote to withdraw from the European Union;
    regional travel restrictions, business closures and shelter-in-place orders and resulting from COVID-19; and    
    adverse tax burdens and foreign exchange controls that could make it difficult to repatriate earnings and cash.
    We have limited experience in operating our business internationally, which increases the risk that any potential future expansion efforts that we may undertake will not be successful. We expect to invest substantial time and resources to expand our international operations. If we are unable to do this successfully and in a timely manner, our business and operating results could be materially adversely affected.

    We face risks related to acquisitions now (such as our acquisition of Wavecell Pte. Ltd. in fiscal 2020) and in the future that may divert our management's attention, result in dilution to our stockholders and consume resources that are necessary to sustain and grow our existing business.
    Although we have acquired several small companies and business units in recent years, we have limited experience with purchasing and integrating other businesses. We may not be able to identify suitable acquisition candidates in the future or negotiate and complete acquisitions on favorable terms.
    If appropriate opportunities present themselves, we may decide to acquire such companies, or their products, technologies or assets. Acquisitions involve numerous risks, and there is no guarantee that we will ultimately strengthen our competitive position or achieve other benefits expected from the transaction. Among other risks we may encounter in connection with acquisitions:
    We may experience difficulty and delays in integrating the products, technology platform, operations, systems and personnel of the acquired business with our own, particularly if the acquired business is outside of our core competencies;
    We may not be able to manage the acquired business, or the integration process, effectively, which may limit our ability to realize the financial and strategic benefits we expected from the transaction;
    The acquisition and integration may divert management’s attention from our day-to-day operations and disrupt the ordinary functioning of our ongoing business;
    We may have difficulty establishing and maintaining appropriate governance, reporting relationships, policies, controls and procedures for the acquired business, particularly if it is based in a country or region where we did not previously operate;    
    Any failure to successfully manage the integration process may also adversely impact relationships with our employees, suppliers, customers and business partners, or those of the acquired business, and may result in increased churn or the loss of key customers, business partners or employees for our business or those of the acquired business;
    We may become subject to new or more stringent regulatory compliance obligations and costs by virtue of the acquisition, including risks related to international acquisitions that may operate in new jurisdictions or geographic areas where we may have no or limited experience;    
    We may become subject to litigation, investigations, proceedings, fines or penalties arising from or relating to the transaction or the acquired business, and any resulting liabilities may exceed our forecasts;
    We may acquire businesses with different revenue models, customer concentration risks, and contractual relationships, such as our acquisition of Wavecell, which bills customers primarily on a usage-based basis, with no long-term contracts or minimum revenue commitments;
    We may assume long-term contractual obligations, commitments or liabilities (for example, those relating to leased facilities), which could adversely impact our efforts to achieve and maintain profitability and impair our cash flow;
    We may not successfully evaluate or utilize the acquired technology and accurately forecast the financial impact of an acquisition transaction, including accounting charges; and
    The acquisition may create a drag on our overall revenue growth rate, which could lead analysts and investors to reduce their valuation of our company.     
    In addition, we may have to pay cash, incur debt or issue equity securities to pay for any such acquisition, each of which could affect our financial condition or the value of our capital stock. The sale of equity to finance any such acquisitions could result in dilution to our stockholders. If we incur more debt, it would result in increased fixed obligations and could also subject us to covenants or other restrictions that would impede our ability to flexibly operate our business.
    As a result of these potential problems and risks, among others, businesses that we may acquire or invest in may not produce the revenue, competitive advantages, or business synergies that we anticipate, and the results and effects of any such acquisition may not be favorable enough to justify the amount of consideration we pay or the other investments we make in the acquired business.
    Vulnerabilities to security breaches, cyber intrusions and other malicious acts could adversely impact our business.
    Our operations depend on our ability to protect our network from interruption by damage from hackers, social engineering and phishing, ransomware, computer viruses, worms, other malicious software programs or similar disruptive problems or other events beyond our control. In the past, we may have been subject to denial or disruption of service, or DDOS, and we may be subject to DDOS attacks in the future. We cannot assure you that our backup systems, regular data backups, security protocols, DDOS mitigation and other procedures that are currently in place, or that may be in place in the future, will be adequate to prevent significant damage, system failure or data loss.
    Inherent in our provision of service are the storage, processing, and transmission of our customers' data, which may include confidential and sensitive information. Customers may use our services to store, process and transmit a wide variety of confidential and sensitive information such as credit card, bank account and other financial information, proprietary information, trade secrets or other data that may be protected by sector-specific laws and regulations like intellectual property laws, laws addressing the protection of personally identifiable information (or personal data in the European Union), as well as the Federal Communications Commission’s, or the FCC’s, customer proprietary network information (“CPNI”) rules. We may be targets of cyber threats and security breaches, given the nature of the information we store, process and transmit and the fact that we provide communications services to a broad range of businesses.

    In addition, we use third-party vendors which in some cases have access to our data and our customers' data. Despite the implementation of security measures by us or our vendors, our computing devices, infrastructure or networks, or our vendors computing devices, infrastructure or networks may be vulnerable to hackers, social engineering and phishing, ransomware, computer viruses, worms, other malicious software programs or similar disruptive problems due to a security vulnerability in our or our vendors' infrastructure or network, or our vendors, customers, employees, business partners, consultants or other internet users who attempt to invade our or our vendors' public and private computers, tablets, mobile devices, software, data networks, or voice networks. If there is a security vulnerability in our or our vendors' infrastructure or networks that is successfully targeted, we could face increased costs, liability claims, government investigations, fines, penalties or forfeitures, class action litigation, reduced revenue, or harm to our reputation or competitive position.
    Depending on the evolving nature of cyber threats, we may have to significantly increase our investment in maintaining the security of our networks and data, be exposed to significant liability in the event of a cyber breach, or potentially increase the price of our services, and our profitability may be adversely impacted.
    If an individual obtains unauthorized access to our network, or if our network is penetrated, our service could be disrupted and sensitive information could be lost, stolen or disclosed which could have a variety of negative impacts, including legal liability, investigations by law enforcement and regulatory agencies, exposure to fines, penalties, or forfeitures, or class action litigation, any of which could harm our business reputation and have a material negative impact on our business. In addition, to the extent we market our services as compliant with particular laws governing data privacy and security, such as the Health Insurance Portability and Accountability Act and foreign data protection laws, or provide representations or warranties as to such compliance in our customer contracts, a security breach that exposes protected information may make us susceptible to a number of contractual claims as well as claims related to our marketing. It could also potentially expose us to liability to individuals impacted by such a security breach.
    Many governments have enacted laws requiring companies to notify individuals of data security incidents involving certain types of personal data including CPNI, personally identifiable information (or personal data in the European Union), financial account information, government-issued identification numbers, and other information that may lead to harming individuals if subject to an unauthorized disclosure. In addition, some of our customers contractually require notification of any data security compromise. Security compromises experienced by our competitors, by our customers or by us may lead to public disclosures, which may lead to widespread negative publicity. Any security compromise in our industry, whether actual or perceived, could harm our reputation, erode customer confidence in the effectiveness of our security measures, negatively impact our ability to attract new customers, cause existing customers to elect not to renew their subscriptions or subject us to third-party lawsuits, federal and state government investigations, regulatory fines, penalties and forfeitures or other causes of action or liability, which could materially and adversely affect our business and operating results.
    In contracts with larger enterprises, we often agree to assume liability for security breaches in excess of the amount of committed revenue from the contract. In addition, there can be no assurance that any limitations of liability provisions in our contracts for a security breach would be enforceable or adequate or would otherwise protect us from any such liabilities or damages with respect to any particular claim. Also, certain classes of information, like CPNI and information subject to state data breach notification laws in the U.S., or personal data in the European Union, can expose us to liability in the form of fines, expenses associated with federal and state government investigations, penalties and forfeitures, in addition to civil liability, if such data is breached. We cannot be sure that our existing cybersecurity insurance will continue to be available on acceptable terms or will be available in sufficient amounts to cover one or more large claims, or that the insurer will not deny coverage as to any future claim. The successful assertion of one or more large claims against us that exceed available insurance coverage, or the occurrence of changes in our insurance policies, including premium increases or the imposition of large deductible or co-insurance requirements, could have a material adverse effect on our business, financial condition and operating results.
    We could be liable for breaches of security on our website, fraudulent activities by our users, or the failure of third-party vendors to deliver credit card transaction processing services.
    A fundamental requirement for operating an Internet-based, worldwide cloud software solution and electronically billing our customers is the secure transmission of confidential information and media over public networks. Although we have developed systems and processes that are designed to protect consumer information and prevent fraudulent credit card transactions and other security breaches, failure to mitigate such fraud or breaches may subject us to costly breach notification and other mitigation obligations, class action lawsuits, investigations, fines, forfeitures or penalties from governmental agencies that could adversely affect our operating results.
    The law relating to the liability of providers of online payment services is currently unsettled and states may enact their own rules with which we may not comply. We rely on third-party providers to process and guarantee payments made by our subscribers up to certain limits, and we may be unable to prevent our customers from fraudulently receiving goods and services. Our liability risk will increase if a larger fraction of transactions affected using our cloud-based services involve fraudulent or disputed credit card transactions.
    We may also experience losses due to subscriber fraud and theft of service. Subscribers have, in the past, obtained access to our service without paying for monthly service and international toll calls by unlawfully using our authorization codes or by submitting fraudulent credit card information. If our existing anti-fraud procedures are not adequate or effective, consumer fraud and theft of service could have a material adverse effect on our business, financial condition and operating results.

    If we do not or cannot maintain the compatibility of our communications and collaboration software with third-party applications and mobile platforms that our customers use in their businesses, our revenue could decline.
    The functionality and popularity of our cloud software solutions depends, in part, on our ability to integrate our services with third-party applications and platforms, including enterprise resource planning, customer relations management, human capital management and other proprietary application suites. Third-party providers of applications and application programmable interfaces, or APIs, may change the features of their applications and platforms, restrict our access to their applications and platforms or alter the terms governing use of their applications and APIs and access to those applications and platforms in an adverse manner. Such changes could functionally limit or terminate our customers’ ability to use these third-party applications and platforms in conjunction with our services, which could negatively impact our offerings and harm our business. If we fail to integrate our software with new third-party back-end enterprise applications and platforms used by our customers, we may not be able to offer the functionality that our customers need, which would negatively impact our ability to generate revenue and adversely impact our business.
    Our services also allow our customers to use and manage our cloud software solutions on smartphones, tablets and other mobile devices. As new smart devices and operating systems are released, we may encounter difficulties supporting these devices and services, and we may need to devote significant resources to the creation, support, and maintenance of our mobile applications. In addition, if we experience difficulties in the future integrating our mobile applications into smartphones, tablets or other mobile devices or if problems arise with our relationships with providers of mobile operating systems, such as those of Apple Inc. or Alphabet Inc. (Google), our future growth and our results of operations could suffer.
    To provide our services, we rely on third parties for our network service and connectivity and any disruption or deterioration in the quality of these services or the increase in the costs we incur from these third parties could adversely affect our business, results of operations and financial condition.
    We rely on third-party network service providers to originate and terminate substantially all of the PSTN calls using our cloud-based services. We leverage the infrastructure of third-party network service providers to provide telephone numbers, PSTN call termination and origination services, and local number portability for our customers rather than deploying our own network throughout the United States and internationally. We use the infrastructure of third-party network service providers, such as Equinix, Inc. and CenturyLink, Inc. and public cloud providers including AWS and Oracle, to provide our cloud services over their networks rather than deploying our own network connectivity. These decisions have resulted in lower capital and operating costs for our business in the short-term, but have reduced our operating flexibility and ability to make timely service changes. If any of these network service providers cease operations or otherwise terminate the services that we depend on, the delay in switching our technology to another network service provider, if available, and qualifying this new service provider could have a material adverse effect on our business, financial condition or operating results. In addition, the rates we pay to our network service providers and other intermediaries may also change more rapidly than we change the pricing we charge our customers, which may reduce our profitability and increase the retail price of our service.
    As we don’t have long-term contracts with many of our network service providers and our public cloud providers, there can be no assurance that these service providers will be able or willing to supply cost-effective services to us in the future or that we will be successful in signing up alternative or additional providers. Additionally, from time-to-time network service providers and our public cloud providers have increased existing fees or charged additional fees due to regulatory, competitive or other factors that increase our network costs. While we have been able to address these fee changes in the past through a combination of negotiations with our service providers, absorbing the increased costs or changing our prices to customers, there is no guarantee that we will continue to be able to do so in the future without a material negative impact to our business. Even if we are able to pass through such cost increases to our end customers, which would have the effect of increasing our revenues and cost of revenues, these cost increases would still negatively impact our gross margins. Although we believe that we could replace our current network service providers, if necessary, our ability to provide service to our subscribers could be impacted during any such transition, which could have an adverse effect on our business, financial condition or results of operations. Furthermore, our ability to minimize the impact of such fee increases, such as in our CPaaS business, may be reduced to the extent most or all network service providers in a given market institute similar fee increases. The loss of access to, or requirement to change, the telephone numbers we provide to our customers also could have a material adverse effect on our business, financial condition or operating results.
    Due to our reliance on these third party service providers, when problems occur in a network, it may be difficult to identify the source of the problem. The occurrence of hardware and software errors, whether caused by our service or products or those of another vendor, may result in the delay or loss of market acceptance of our products and services and any necessary revisions may force us to incur significant expenses. Under the terms of the "end-to-end" service level commitments that we make for the benefit of qualifying customers, we are potentially at risk for service problems experienced by these service providers. Customers who do not qualify for these enhanced service level commitments may nevertheless hold us responsible for these service issues and seek service credits, early termination rights or other remedies. Accordingly, service issues experienced by our service provider partners may harm our reputation as well as our business, financial condition or operating results.
    Failure of our back-end information technology systems to function properly could result in significant business disruption.

    We rely on IT systems to manage numerous functions of our internal operations, some of which were internally developed IT systems that were not fully integrated among themselves, or with our third-party ERP system. These IT systems require specialized knowledge for which we have to train new personnel, and if we were to experience an unusual increase in attrition of our IT personnel, we may not be adequately equipped to respond to an IT system failure. These IT systems were developed at a time when we provided services primarily to SMB customers and they may not be able to accommodate the requirements of larger enterprises as effectively as more modern and flexible solutions. To the extent we are unable to accommodate the unique and custom requirements of larger enterprise customers, which has happened in the past and may happen in the future, our continued reliance on these systems may harm us competitively and impede our efforts to sell to these larger enterprises.
    Although we are in the process of upgrading a number of our IT systems, including our quote-to-cash software and our customer service and support software, we face risks relating to these transitions. For example, we may incur greater costs than we anticipate training our personnel on the new systems; we may experience more errors in our records during the transition; and we may be delayed in meeting our various reporting obligations. To the extent any of these risks or events impact our customer service, we may experience an increase in customer attrition, which could have a material adverse impact on our results of operations.
    We depend on third-party vendors for IP phones and certain software endpoints, and any delay or interruption in supply by these vendors would result in delayed or reduced shipments to our customers and may harm our business.

    We rely on third-party vendors for IP phones and software endpoints required to utilize our service. We currently do not have long-term supply contracts with any of these vendors. As a result, most of these third-party vendors are not obligated to provide products or services to us for any specific period, in any specific quantities or at any specific price, except as may be provided in a particular purchase order. The inability of these third-party vendors to deliver IP phones of acceptable quality and in a timely manner, particularly the sole source vendors, could adversely affect our operating results or cause them to fluctuate more than anticipated. Additionally, some of our products and services may require specialized or high-performance component parts that may not be available in quantities or in time frames that meet our requirements.

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    If we do notrequirements due to COVID-19 pandemic or cannot maintain the compatibility of our communications and collaboration software with third-party applications and mobile platforms that our customers use in their businesses, our revenue will decline.

    The functionality and popularity of our cloud software solutions depends, in part, on our ability to integrate our services with third-party applications and platforms, including enterprise resource planning, customer relations management, human capital management and other proprietary application suites. Third-party providers of applications and application programmable interfaces, or APIs, may change the features of their applications and platforms, restrict our access to their applications and platforms or alter the terms governing use of their applications and APIs and access to those applications and platforms in an adverse manner. Such changes could functionally limit or terminate our ability to use these third-party applications and platforms in conjunction with our services, whichotherwise.

    Difficulty executing local number porting requests could negatively impact our offeringsbusiness.
    The FCC and harmforeign regulators require VoIP providers to support telephone number porting within specified timeframes. In order to port telephone numbers, we rely on third party telecommunications carriers to complete the process. Often number ports take longer than the specified timeframes. For many potential customers, the ability to quickly port their existing telephone numbers into our business. Ifservice in a timely fashion is a very important consideration. To the extent that we failcannot quickly port telephone numbers in, our ability to integrateacquire new customers may be negatively impacted. To the extent that we cannot quickly port telephone numbers out when a customer leaves our software with new third-party back-end enterprise applications and platforms used byservice to go to another provider, we could be subject to regulatory enforcement action.
    Natural disasters, war, terrorist attacks, global pandemics or malicious conduct, among other unforeseen events, could adversely impact our customers, we may not be ableoperations, could degrade or impede our ability to offer services, and may negatively impact our financial condition, revenues and costs going forward.
    Our cloud communications services rely on uninterrupted connection to the functionality thatInternet through data centers and networks. Any interruption or disruption to our customers need,network, or the third parties on which would negativelywe rely, could adversely impact our ability to generate revenueprovide service. Our network could be disrupted by circumstances outside of our control including natural disasters, acts of war, terrorist attacks, global pandemics or malicious acts, among other unforeseen events, including, but not limited to, cyber-attacks. For example, our headquarters, global networks operations center and adversely impactone of our business. 

    Our services also allow our customersthird-party data center facilities are located in the San Francisco Bay Area, a region known for seismic activity. Also, global pandemics, such as the one caused by COVID-19, may restrict travel by personnel, reduce the availability of materials required to use and managemaintain data centers that support our cloud software solutions on smartphones, tablets and other mobile devices. As new smart devices and operating systems are released, we may encounter difficulties supporting these devices andcommunication services, and wecould require us or our partner data centers and Internet service providers to curtail operations in certain geographic regions. Such an event may need to devote significant resources to the creation, support, and maintenance ofalso impede our mobile applications. In addition, if we experience difficulties in the future integrating our mobile applications into smartphones, tablets or other mobile devices or if problems arise with our relationships with providers of mobile operating systems, such as those of Apple Inc. or Google Inc., our future growth and our results of operations could suffer.

    If our software fails due to defects or similar problems, and if we fail to correct any defect or other software problems, we could lose customers, become subject to service performance or warranty claims or incur significant costs.

    Our customers use our service to manage important aspects of their businesses, and any errors, defects, disruptionscustomers' connections to our service or other performance problems with our service could hurt our reputation and may damage our customers' businesses. Our services and the systems infrastructure underlying our cloud communications platform incorporate software that is highly technical and complex. Our software has contained, and may now or in the future contain, undetected errors, bugs, or vulnerabilities. Some errors in our software code may only be discovered after the code has been released. Any errors, bugs, or vulnerabilities discovered in our code after release could result in damage to our reputation, loss of users, loss of revenue, or liability for damages, any of which could adversely affect our business and financial results. We implement bug fixes and upgrades as part of our regularly scheduled system maintenance, which may lead to system downtime. Even if we are able to implement the bug fixes and upgrades in a timely manner, any history of defects, or the loss, damage or inadvertent release of confidential customer data, could cause our reputation to be harmed, and customers may elect not to purchase or renew their agreements with us and subject us to service performance credits, warranty claims or increased insurance costs. The costs associated with any material defects or errors in our software or other performance problems may be substantial and could materially adversely affect our operating results.

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    Internet access providers and Internet backbone providers may be able to block, degrade or charge for access to or bandwidth use of certain of our products and services, which could lead to additional expenses and the loss of users.

    Our products and services depend on the ability of our users to accessnetwork, since these connections also occur over the Internet, and certainwould be perceived by our customers as an interruption of our products require significant bandwidth to work effectively. In addition, users who access our services, and applications through mobile devices,even though such as smartphones and tablets, must have a high-speed connection, such as Wi-Fi, 3G, 4G or LTE, to use our services and applications. Currently, this access is provided by companies that have significant and increasing market power in the broadband and Internet access marketplace, including incumbent telephone companies, cable companies and mobile communications companies. Some of these providers offer products and services that directly compete with our own offerings, which give them a significant competitive advantage. Some of these broadband providers have stated that they may exempt their own customers from data-caps or offer other preferred treatment to their customers. Other providers have stated that they may take measures that could degrade, disrupt or increase the cost of user access to certain of our products by restricting or prohibiting the use of their infrastructure to support or facilitate our offerings, or by charging increased fees to us or our users to provide our offerings, while others, including some of the largest providers of broadband Internet access services, have committed to not engaging in such behavior. These providers have the ability generally to increase their rates, which may effectively increase the cost to our customers of using our cloud software solutions.

    On March 12, 2015, the Federal Communications Commission, or FCC, released an order thatinterruption would prevent broadband Internet access providers from degrading or otherwise disrupting a broad range of services provisioned over consumers' and enterprises' broadband Internet access lines. While this order was appealed by a number of providers and trade organizations, it was subsequently upheld by the United States Court of Appeals for the DC Circuit on June 14, 2016. A petition for rehearing seeking an en banc rehearing is currently pending. In addition, the current Chairman of the FCC has publicly expressed an interest in changing the regulatory model for broadband Internet access under the current rules. The regulatory treatment of prioritization or degradation of traffic over the Internet, also known as net neutrality, varies widely among the jurisdictions in which we operate. While certain jurisdictions, such as the European Union have strong protections for competitive services such as ours, other countries either lack a net neutrality framework altogether or otherwise have lax enforcement of their rules. Broadband Internet access provider interference could result in a loss of existing users and increased costs, and could impair our ability to attract new users, thereby negatively impacting our revenue and growth.

    Vulnerabilities to security breaches, cyber intrusions and other malicious acts could adversely impact our business.

    Our operations depend on our ability to protect our network from interruption by damage from unauthorized entry, computer viruses or other eventsbe beyond our control. In the past,addition, as a result of COVID-19, we may have been subjectexperiencing changes to denial or disruptionour normal business practices due to our employees working from home in compliance with shelter-in-place orders in many of service, or DDOS,our office locations. As we implement modifications to employee travel and we may be subject to DDOS attacksemployee work locations in the future. We cannot assure you that our backup systems, regular data backups, security protocols, DDOS mitigation andresponse, among other procedures that are currently in place, or that may be in placebusiness modifications, these changes could, in the future, will be adequate to prevent significant damage, system failure or data loss.

    Critical to our provision of service is the storage, processing, and transmission of confidential and sensitive data. We store, process and transmit a wide variety of confidential and sensitive information including credit card, bank account and other financial information, proprietary, trade secret or other data that may be protected by intellectual property laws, customers' and employees' personally identifiable information, as well as other sensitive information. We, along with others in the industry, will be subject to cyber threats and security breaches, given the nature of the information we store, process and transmit.

    Depending on the evolving nature of cyber threats and the measures we may have to implement to continue to maintain the security of our networks and data, our profitability may be adversely impacted or we may have to increase the price of our services which may make our offerings less competitive with other communications providers.

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    If an individual obtains unauthorized access to our network, or if our network is penetrated, our service could be disrupted and sensitive information could be lost, stolen or disclosed which could have a variety of negative impacts, including legal liability, investigations by law enforcement and regulatory agencies, and exposure to fines or penalties, any of which could harm our business reputation and have a material negative impact on our business. In addition, to the extent we market our services as compliant with particular laws governing data privacy and security, such as Health Insurance Portability and Accountability Act and foreign data protection laws, a security breach that exposes protected information may make us susceptible to a number of claims related to our marketing.

    Many governments have enacted laws requiring companies to notify individuals of data security incidents involving certain types of personal data. In addition, some of our customers contractually require notification of any data security compromise. Security compromises experienced by our competitors, by our customers or by us may lead to public disclosures, which may lead to widespread negative publicity. Any security compromise in our industry, whether actual or perceived, could harm our reputation, erode customer confidence in the effectiveness of our security measures, negatively impact our abilitynormal provision of services, particularly in the areas of sales and marketing to attract new customers, cause existing customers to elect not to renew their subscriptions or subject us to third-party lawsuits, regulatory fines or other action or liability, which could materially and adversely affect our business and operating results.

    In contracts with larger enterprises, we often agree to assume liability for security breaches in excessprospective customers. Any of the amount of committed revenue from the contract. In addition, there can be no assurance that any limitations of liability provisions in our contracts for a security breach would be enforceable or adequate or would otherwise protect us from any such liabilities or damages with respect to any particular claim. We also cannot be sure that our existing general liability insurance coverage and coverage for errors or omissions will continue to be available on acceptable terms or will be available in sufficient amounts to cover one or more large claims, or that the insurer will not deny coverage as to any future claim. The successful assertion of one or more large claims against us that exceed available insurance coverage, or the occurrence of changes in our insurance policies, including premium increases or the imposition of large deductible or co-insurance requirements,these events could have a material adverse impact on our business causing us to incur significant expenses, lose substantial amounts of revenue, suffer damage to our reputation, and lose customers.

    If we fail to establish and maintain proper and effective internal control over financial reporting, our operating results and our ability to operate our business could be harmed.
    The Sarbanes-Oxley Act of 2002 requires, among other things, that we establish and maintain internal control over financial reporting and disclosure controls and procedures. In particular, under the current rules of the Securities and Exchange Commission (“SEC”), we must perform system and process evaluation and testing of our internal control over financial reporting to allow management to report on the effectiveness of our internal control over financial reporting, as required by Section 404 of the Sarbanes-Oxley Act. Our independent registered public accounting firm is also required to report on our internal control over

    financial reporting. Our and our auditor’s testing may reveal deficiencies in our internal control over financial reporting that are deemed to be material weaknesses and render our internal control over financial reporting ineffective. We have incurred and we expect to continue to incur substantial accounting and auditing expense and expend significant management time in complying with the requirements of Section 404. If we are not able to comply with the requirements of Section 404, or if we or our independent registered public accounting firm identify deficiencies in our internal control over financial reporting that are deemed to be material weaknesses, the market price of our stock could decline and we could be subject to investigations or sanctions by the SEC, The NYSE Stock Market, or other regulatory authorities, or subject to litigation. To the extent any material weaknesses in our internal control over financial reporting are identified in the future, we could be required to expend significant management time and financial resources to correct such material weaknesses or to respond to any resulting regulatory investigations or proceedings.
    Changes in financial accounting standards or practices may cause adverse, unexpected financial reporting fluctuations and affect our reported operating results.
    The accounting rules and regulations that we must comply with are complex and subject to interpretation by the Financial Accounting Standards Board (the “FASB”), the SEC and various bodies formed to promulgate and interpret appropriate accounting principles. Recent actions and public comments from the FASB and the SEC have focused on the integrity of financial reporting and internal controls. In addition, many companies’ accounting policies are being subjected to heightened scrutiny by regulators and the public. Further, the accounting rules and regulations are continually changing in ways that could materially impact our financial statements. For example, in May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Accounting Standards Codification 606 or ASC 606), which replaced numerous requirements in U.S. GAAP and provide companies with a single revenue recognition model for recognizing revenue from contracts with customers, which resulted changes to our accounting policies for revenue recognition and deferred commissions. We cannot predict the impact of future changes to accounting principles or our accounting policies on our financial statements going forward, which could have a significant effect on our business,reported financial conditionresults and could affect the reporting of transactions completed before the announcement of the change. In addition, if we were to change our critical accounting estimates, including those related to the recognition of subscription revenue and other revenue sources, our operating results.

    results could be significantly affected.

    Risks Related to Regulatory Matters
    Failure to comply with laws and contractual obligations related to data privacy and protection could have a material adverse effect on our business, financial condition and operating results.

    We collect, store, and process many types of data, including personal data in the course of our business. As such, we are subject to the data privacy and protection laws and regulations adopted by federal, state and foreign governmental agencies.agencies, including the European Union’s General Data Protection Regulation ("GDPR") and the California Consumer Privacy Act ("CCPA"). Data privacy and protection is highly regulated in many jurisdictions and may become the subject of additional regulation in the future. For example, lawmakers and regulators worldwide are considering proposals that would require companies, like us, that encrypt users' data to ensure access to such data by law enforcement authorities. Privacy laws restrict our storage, use, processing, disclosure, transfer and protection of personal information, including credit card data, provided to us by our customers as well as data we collect from our customers and employees. We strive to comply with all applicable laws, regulations, policies and legal obligations relating to privacy and data protection. However, if we fail to comply, we may be subject to fines, penalties and lawsuits, statutory damages at both the federal and state levels in the U.S., substantial fines and penalties under the European Union’s GDPR, class action lawsuits, and our reputation may suffer. We may also be required to make modifications to our data practices that could have an adverse impact on our business.

    Governmental entities, class action lawyers and privacy advocates are increasingly examining companies' data collection, processing, use, storing, sharing, transferring and transmitting or personal data and data linkable to individuals. Self-regulatory codes of conduct, enforcement actions by regulatory agencies, and lawsuits by private parties impose additional compliancebusiness, including increasing our operating costs on us negative impacting our profitability as well as subjectwhich may cause us to unknown potential liabilities. These evolving laws, rulesincrease our prices making our services less competitive. While the United Kingdom enacted a Data Protection Act in May 2018 that substantially implements the GDPR and practicesimplemented statutory amendments to the Data Protection Act in 2019 that further aligned it with GDPR, the United Kingdom’s exit from the European Union has created regulatory uncertainty such as with respect to the cross-border transfer of data. Such uncertainty may also curtailadversely impact the operations of our current business activities which may also result in slimmer profit marginsU.K. subsidiary and reduce new opportunities.

    add operational complexities that did not previously exist.

    We are also subject to the privacy and data protection-related obligations in our contracts with our customers and other third parties. Any failure, or perceived failure, by us to comply with federal, state, or international laws, including laws and regulations regulating privacy, data or consumer protection, or to comply with our contractual obligations related to privacy, could result in proceedings or actions against us by governmental entities, contractual parties or others, which could result in significant liability to us, as well as harm to our reputation. Additionally, third parties on which we rely enter into contracts to protect and safeguard our customers' data. Should such parties violate these agreements or suffer a breach, we could be subject to proceedings or actions against us by governmental entities, contractual parties or others, which could result in significant liability to us as well as harm to our reputation.

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    There is considerable uncertainty with respect to the state of law governing data transfers between the European Union ("EU"), and other countries with similar data protection laws, and the U.S. There is ongoing litigation in the EU, as well as calls by certain political and governmental bodies in the EU to re-evaluate data transfers between the EU and the U.S., that could negatively impact the existing legally acceptable methods for transferring data between the EU and the U.S. on which we rely as do many other companies that transfer certain data between the EU and the U.S. Moreover, while we established alternative methods to transfer data between the EU and U.S. that addressed certain legal uncertainties that previously existed, some independent data regulators have adopted the position that other forms of compliance, including the methods we rely upon now as do many other companies, are also invalid though the legal grounds for these findings remains unclear at this time. Like many other companies, we continue to face uncertainty with respect to the measures we have implemented. Additionally, there is continued uncertainty regarding the legality of transferring certain data between the EU and U.S. caused by: (i) ongoing litigation that could invalidate the existing method that we, along with many other companies, rely upon for compliance with relevant law; and (ii) there is the possibility that political and other governmental bodies may invalidate the method we, along with many other companies, rely upon to comply with relevant law. We cannot predict how or if this issue will be resolved nor can we evaluate our potential liability at this time.

    We could be liable for breaches of security on our website, fraudulent activities of our users, or the failure of third-party vendors to deliver credit card transaction processing services.

    A fundamental requirement for operating an Internet-based, worldwide cloud software solutions and electronically billing our customers is the secure transmission of confidential information and media over public networks. Although we have developed systems and processes that are designed to protect consumer information and prevent fraudulent credit card transactions and other security breaches, failure to mitigate such fraud or breaches may adversely affect our operating results. The law relating to the liability of providers of online payment services is currently unsettled and states may enact their own rules with which we may not comply. We rely on third-party providers to process and guarantee payments made by our subscribers up to certain limits, and we may be unable to prevent our customers from fraudulently receiving goods and services.

    Our liability risk will increase if a larger fraction of transactions effected using our cloud-based services involve fraudulent or disputed credit card transactions.

    In addition, the functionality of our current billing system relies on certain third-party vendors delivering services. If these vendors are unable or unwilling to provide services, we will not be able to charge for our services in a timely or scalable fashion, which could significantly decrease our revenue and have a material adverse effect on our business, financial condition and operating results.

    We must maintain Payment Card Industry Data Security Standard, or PCI DSS, compliance to bill our customers via credit card. If we fail to meet minimum-security standards for PCI DSS compliance, credit card providers such as American Express Company or Visa Inc. could refuse to process credit card transactions on our behalf and our ability to collect payments from our customers would be adversely impacted.

    We may also experience losses due to subscriber fraud and theft of service. Subscribers have, in the past, obtained access to our service without paying for monthly service and international toll calls by unlawfully using our authorization codes or by submitting fraudulent credit card information. If our existing anti-fraud procedures are not adequate or effective, consumer fraud and theft of service could have a material adverse effect on our business, financial condition and operating results.

    Natural disasters, war, terrorist attacks or malicious conduct could adversely impact our operations and could degrade or impede our ability to offer services.

    Our cloud communications services rely on uninterrupted connection to the Internet through data centers and networks. Any interruption or disruption to our network, or the third parties on which we rely, could adversely impact our ability to provide service. Our network could be disrupted by circumstances outside of our control including natural disasters, acts of war, terrorist attacks or other malicious acts including, but not limited to, cyber-attacks. Our headquarters, global networks operations center and one of our third-party data center facilities are located in the San Francisco Bay Area, a region known for seismic activity. Should any of these events occur and interfere with our ability to operate our network even for a limited period of time, we could incur significant expenses, lose substantial amounts of revenue, suffer damage to our reputation, and lose customers. Such an event may also impede our customers' connections to our network, since these connections also occur over the Internet, and would be perceived by our customers as an interruption of our services, even though such interruption would be beyond our control. Any of these events could have a material adverse impact on our business.

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    Our infringement of a third party's proprietary technology could disrupt our business.

    There has been substantial litigation in the communications, cloud communication services, semiconductor, electronics, and related industries regarding intellectual property rights and, from time to time, third parties may claim that we, our customers, our licensees or parties indemnified by us are infringing, misappropriating or otherwise violating their intellectual property rights. Third parties may also claim that our employees have misappropriated or divulged their former employers' trade secrets or confidential information. Our broad range of current and former technology, including IP telephony systems, digital and analog circuits, software, and semiconductors, increases the likelihood that third parties may claim infringement by us of their intellectual property rights.

    During our 2017 fiscal year, we were named as defendants in two lawsuits, each brought by a non-practicing entity and alleging infringement of a single patent. During our 2016 fiscal year, we were similarly named as defendants in two lawsuits in which we were alleged to have infringed patents. We were successful in settling all four lawsuits relatively quickly, although we have in the past been involved in patent infringement lawsuits that spanned several years. Certain technology necessary for us to provide our services may, in fact, be patented by other parties either now or in the future. If such technology were held under patent by another person, we would have to negotiate a license for the use of that technology, which we may not be able to negotiate at a price that is acceptable or at all. The existence of such a patent, or our inability to negotiate a license for any such technology on acceptable terms, could force us to cease using such technology and offering products and services incorporating such technology.

    If we are found to be infringing on the intellectual property rights of any third-party in lawsuits or proceedings that may be asserted against us, we could be subject to monetary liabilities for such infringement, which could be material. We could also be required to refrain from using, manufacturing or selling certain products or using certain processes, either of which could have a material adverse effect on our business and operating results. From time to time, we have received, and may continue to receive in the future, notices of claims of infringement, misappropriation or misuse of other parties' proprietary rights. There can be no assurance that we will prevail in these discussions and actions or that other actions alleging infringement by us of third-party patents will not be asserted or prosecuted against us. Furthermore, lawsuits like these may require significant time and expense to defend, may divert management's attention away from other aspects of our operations and, upon resolution, may have a material adverse effect on our business, results of operations, financial condition and cash flows.

    Inability to protect our proprietary technology would disrupt our business.

    We rely, in part, on trademark, copyright, and trade secret law to protect our intellectual property in the United States and abroad. We seek to protect our software, documentation, and other written materials under trade secret and copyright law, which afford only limited protection. We have additional United States and foreign patent applications pending. We cannot predict whether such pending patent applications will result in issued patents, and if they do, whether such patents will effectively protect our intellectual property. The intellectual property rights we obtain may not be sufficient to provide us with a competitive advantage, and could be challenged, invalidated, infringed or misappropriated. We may not be able to protect our proprietary rights in the United States or internationally (where effective intellectual property protection may be unavailable or limited), and competitors may independently develop technologies that are similar or superior to our technology, duplicate our technology or design around any patent of ours.

    We attempt to further protect our proprietary technology and content by requiring our employees and consultants to enter into confidentiality and assignment of inventions agreements and third parties to enter into nondisclosure agreements. These agreements may not effectively prevent unauthorized use or disclosure of our confidential information, intellectual property or technology and may not provide an adequate remedy in the event of unauthorized use or disclosure of our confidential information, intellectual property or technology.

    Litigation may be necessary in the future to enforce our intellectual property rights, to determine the validity and scope of our proprietary rights or the rights of others, or to defend against claims of infringement or invalidity. Such litigation could result in substantial costs and diversion of management time and resources and could have a material adverse effect on our business, financial condition, and operating results. Any settlement or adverse determination in such litigation would also subject us to significant liability.

    We also may be required to protect our proprietary technology and content in an increasing number of jurisdictions, a process that is expensive and may not be successful, or which we may not pursue in every location. In addition, effective intellectual property protection may not be available to us in every country, and the laws of some foreign countries may not be as protective of intellectual property rights as those in the United States. Additional uncertainty may result from changes to intellectual property legislation enacted in the United States and elsewhere, and from interpretations of intellectual property laws by applicable courts and agencies. Accordingly, despite our efforts, we may be unable to obtain and maintain the intellectual property rights necessary to provide us with a competitive advantage.

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    Because our long-term growth strategy involves further expansion outside the United States, our business will be susceptible to risks associated with international operations.

    An important component of our growth strategy involves the further expansion of our operations and customer base internationally. We have formed several subsidiaries outside the United States, including a Romanian subsidiary that contributes significantly to our research and development efforts. We have also acquired two UK-based companies — DXI in May 2015 and Voicenet in November 2013. The risks and challenges associated with sales and other operations outside the United States are different in some ways from those associated with our operations in the United States, and we have a limited history addressing those risks and meeting those challenges. Our current international operations and future initiatives will involve a variety of risks, including:

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    We have limited experience in operating our business internationally, which increases the risk that any potential future expansion efforts that we may undertake will not be successful. We expect to invest substantial time and resources to expand our international operations. If we are unable to do this successfully and in a timely manner, our business and operating results could be materially adversely affected.

    Acquisitions may divert our management's attention, result in dilution to our stockholders and consume resources that are necessary to sustain our business.

    In fiscal 2017, we acquired LeChat, Inc., the developer of Sameroom. In fiscal 2016, we acquired DXI Limited, which developed the technology on which ContactNow was based, and substantially all of the assets of Quality Software Corporation, or QSC, which developed the technology behind our Quality Management service. In fiscal 2014, we acquired Voicenet Solutions Limited, a UK-based provider of cloud communication services in the United Kingdom. If appropriate opportunities present themselves, we may make additional acquisitions or investments or enter into joint ventures or strategic alliances with other companies. Risks commonly encountered in such transactions include:

    As a result of these potential problems and risks, among others, businesses that we may acquire or invest in may not produce the revenue, earnings, or business synergies that we anticipate. In addition, there can be no assurance that any potential transaction will be successfully completed or that, if completed, the acquired business or investment will generate sufficient revenue to offset the associated costs or other potential harmful effects on our business.

    Our future operating results may vary substantially from period to period and may be difficult to predict.

    Our historical operating results have fluctuated significantly and will likely continue to fluctuate in the future, and a decline in our operating results could cause our stock price to fall. On an annual and a quarterly basis, there are a number of factors that may affect our operating results, some of which are outside our control. These include, but are not limited to:

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    Due to these and other factors, we believe that period-to-period comparisons of our results of operations are not meaningful and should not be relied upon as indicators of our future performance. It is possible that in some future periods our results of operations may be below the expectations of public market analysts and investors. If this were to occur, the price of our common stock would likely decline significantly.

    Our products must comply with industry standards, FCC regulations, state, local, country-specific and international regulations, and changes may require us to modify existing products and/services, potentially increase our costs or services.

    In additionprices we charge customers, and otherwise harm our business.

    As a provider of interconnected VoIP services, we are subject to reliability and quality standards, the market acceptance of telephony over broadband IP networks is dependent upon the adoption of industry standards so that products from multiple manufacturers are able to communicate with each other. Our cloud-based communications and collaboration services rely heavily on communication standards such as SIP, MGCP and network standards such as TCP/IP and UDP to interoperate with other vendors' equipment. There is currently a lack of agreement among industry leaders about which standard should be used for a particular application, and about the definition of the standards themselves. These standards, as well as audio and video compression standards, continue to evolve. We also must comply with certain rules and regulations of the FCC regarding electromagnetic radiation and safety standards established by Underwriters Laboratories, as well as similar regulations and standards applicable in other countries. Standards are frequently modified or replaced. As standards evolve, we may be required to modify our existing products or develop and support new versions of our products. We must comply with certainvarious international, federal, state and local requirements regarding how we interact withapplicable to our customers,industry, including those that address, among other matters, acceptable marketing practices, consumer protection, privacy, and billing issues,invoice presentation, the provisionaccessibility of 9-1-1 or other international emergency services, including location datalocal number porting, robo-calling, and the quality of service we provide to our customers.caller

    ID spoofing. The failure of our products and services to comply, or delays in compliance, with various existing and evolving standards could delay or interrupt volume productionour introduction of our communications and collaboration services,new products, subject us to fines or other imposed penalties, or harm the perception and adoption rates of our service,reputation, any of which would have a material adverse effect on our business, financial condition or operating results.

    For example:

    Regulations to which we may be subject address the FCC adopted new network neutrality following matters, among others:
    license requirements that apply to providers of communications services in many jurisdictions;
    our obligation to contribute to various Universal Service Fund programs, including at the state level;
    monitoring and reporting on rural call completion rates;
    the presentation of information on customer bills;
    rules that would prevent Internetconcerning access requirements for users with disabilities;
    our obligation to offer 7-1-1 abbreviated dialing for access to relay services;
    compliance with the requirements of U.S. and foreign law enforcement agencies, including the Communications Assistance for Law Enforcement Act, or CALEA, and cooperation with local authorities in conducting wiretaps, pen traps and other surveillance activities;
    the ability to dial 9-1-1 (or corresponding numbers in regions outside the US), auto-locate E-911 calls (or corresponding equivalents) when required, and access emergency services;
    the transmission of telephone numbers associated with calling parties between carriers and service providers from blocking, degradinglike us;
    regulations governing outbound dialing, including the Telephone Consumer Protection Act; and engaging in
    FCC and other practices that would impair or otherwise interfere with services like ours. While the FCC order survived a court challenge, a further appeal remains pending. The current FCC chairman as well as certain members of Congress have expressed a desireregulators efforts to eliminate or narrow the current rules. We cannot predict if the current rules will remain in place. Interference with our service or higher charges for using our service could cause us to lose existing customers, impair our ability to attract new customers,combat robo-calling and harm our revenue and growth. These problems could also arise in international markets. Most foreign countries outside of the European Union have not adopted formal net neutrality rules like those adopted by the FCC.

  • caller ID spoofing.
  • Regulation of our services as telecommunications services may require us to obtain authorizations or licenses to operate in foreign jurisdictions and comply with legal requirements applicable to traditional telephony providers. Regulators around the world, including those in the European Union generally do not distinguish between our cloud-based communications services and traditional telephony services. By entering additional international markets we may subject ourselves to significant regulation from foreign telecommunications authorities, including obligations to obtain telecommunications licenses and authorizations, complying with consumer protection laws and cooperating with local law enforcement authorities.providers. This regulation impactsmay impact our ability to differentiate ourselves from incumbent service providers and imposes substantial compliance costs on us. Regulation restricts our ability to compete and, in some jurisdictions, it may restrict how we are able to expand our service offerings. Moreover,In addition, the regulatory environment is constantly evolving and changes to the applicable regulations may have an adverse effect upon our business by imposing additional compliance costs, modifying our technology and operations and in general affecting our profitability.

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    Our emergency

    If we are not able to meet new requirements to auto-locate E-911 calls, we could be exposed to significant liability or suffer competitive harm.
    On August 1, 2019, the Federal Communications Commission adopted new rules for transmission of automatic location information for interconnected VoIP services and E-911 callingMulti-line Telephone Systems (“MLTS”). In particular as of:
    January 6, 2021 -
    Providers of fixed interconnected VoIP services must provide automated dispatchable location with each 911 call.
    On-premises, fixed devices associated with an MLTS must provide automated dispatchable location with 911 calls.
    January 6, 2022 -
    Providers of non-fixed interconnected VoIP services and providers of all outbound-only interconnected VoIP services must provide automated dispatchable location if technically feasible.
    On Premises, non-fixed devices and off-premises devices associated with an MLTS must provide automated dispatchable location with 911 calls when technically feasible.
    8x8 services are different from those offered by traditional wireline telephone companies and may expose us to significant liability. There may be risks associated with limitations associated with E-911 and other emergency dialing with the 8x8 service.

    Both our emergency callinglikely both non-fixed interconnected VoIP service and our E-911 calling serviceMLTS. We do not currently have the ability to deliver automated dispatchable location with 911 calls. If we are different, in significant respects, from the emergency calling services offered by traditional wireline telephone companies in the United States and abroad. In each case, the differences may cause significant delays, or even failures, in callers' receipt of the emergency assistance they need.

    The FCC may determine that our nomadic emergency calling service does not satisfy the requirements of its VoIP E-911 order because, in some instances, our nomadic emergency calling service requires that we route an emergency callable to implement a national emergency call center instead of connecting our customers directlysolution to a local public-safety answering point through a dedicated connection and through the appropriate selective router. Similarly, foreign telecommunications regulators may determine that our nomadic emergency calling service does not meet applicable local emergency dialing andprovide automated dispatchable location requirements.

    Delays our customers may encounter when making emergency services calls and any inability of the answering point to automatically recognize the caller's location or telephone number can result in life threatening consequences. Customers may, in the future, attempt to hold us responsible for any loss, damage, personal injury or death suffered as a result of any failure of our E-911 services and other emergency dialing services.

    In July 2008, the President signed into law the New and Emerging Technologies 911 Improvement Act of 2008. The law provides public safety entities, interconnected VoIP providers and others involved in handlingwith 911 calls, the same liability protections when handling 911 calls from interconnected VoIP users as from mobilewe could be subject to enforcement action or wired telephone service users. The applicability of the liability protectionsbe unable to provide our national call center service is unclear at the present time.

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    Alleged or actual failurevoice services.

    Failure of our solutions to comply with regulations governing outbound dialing including regulations under the Telephone Consumer Protection Act of 1991 and similar foreign statutes, could harm our business, financial condition, results of operations and cash flows.

    business.

    The legal and contractual environment surrounding calling consumers and wireless phone numbers is complex and evolving. In the United States, two federal agencies, the Federal Trade Commission ("FTC") and the FCC, and various states have enacted laws including, at the federal level, the Telephone Consumer Protection Act of 1991, or TCPA, that restrict the placing of certain telephone calls and texts to residential and wireless telephone subscribers by means of automatic telephone dialing systems, prerecorded or artificial voice messages and fax machines. Internationally, we are also subject to similar laws imposing limitations on marketing calls to wireline and wireless numbers and compliance with do not call rules. These laws require companies to institute processes and safeguards to comply with these restrictions. Some of these laws can be enforced by the FTC, FCC, State Attorneys General, foreign regulators or private party litigants. In these types of actions, the plaintiff may seek damages, statutory penalties, costs and/or attorneys' fees.

    It is possible that the FTC, FCC, foreign regulators, private litigants or others may attempt to holdfees against our customers, or us as a software provider, responsible for alleged violations of these laws. In the event that litigation is brought, or fines are assessed, against us,and we may not successfully enforce or collect upon any contractual indemnities we may have from our customers. Additionally, any changesU.S. regulators have recently taken a more aggressive stance towards Voice-over-Internet Protocol (VoIP) providers whose customers engage in telemarketing. For instance in December 2019, the FTC sued a VoIP provider alleging that it assisted and facilitated telemarketers it knew, or consciously avoided knowing, were violating telemarketing regulations. In January 2020, the FTC sent


    letters to these lawsa number of VoIP providers warning them that “assisting and facilitating” illegal telemarketing or their interpretationrobocalling is against the law. More recently in April 2020, the FCC and FTC sent joint letters to several VoIP providers warning them that further restrict calling consumers, any adverse publicity regardingrouting and transmitting illegal robocalls, including Coronavirus-related scam calls, is illegal and may lead to federal law enforcement against them. While we have in place procedures for monitoring potentially abusive and fraudulent customer practices, if we are found to be assisting illegal telemarketing or robocalling conduct by customers of our services, we could be exposed to significant financial penalties and regulatory actions.
    Efforts to address robo-calling and caller ID spoofing could cause us competitive harm.
    In June 2019, the alleged or actual failureFCC ruled that providers of voice services may by companies, including our customers and competitors,default (subject to comply with such laws, or any governmental or private enforcement actions related thereto, could resultopt-out by subscribers) block voice traffic based on reasonable analytics designed to identify unwanted calls. In March 2020, the FCC required that all voice service providers implement the STIR/SHAKEN caller ID authentication framework in the reduced useInternet Protocol (IP) portions of our solutiontheir networks by June 30, 2021. There is significant uncertainty regarding how STIR/SHAKEN will work. For example, there is currently no accepted standard by which voice service providers that do not have authorization to directly obtain telephone numbers will be able to authenticate calls originated by their customers. We are seeking authorization to directly obtain telephone numbers in the U.S. in order to be able to authenticate calls under STIR/SHAKEN originated by our clientssubscribers. The STIR/SHAKEN framework will likely be used throughout the world.  It is likely that the standards to obtain STIR/SHAKEN signing authority in other countries will differ from the U.S. requirements and potential clients, which could harmsimilar to the U.S., there are no accepted standards yet for how voice service providers that do not have direct STIR/SHAKEN signing authority will be able to authenticate calls originated by their customers.  In addition, foreign regulators have allowed terminating voice service providers to block voice traffic to address robo-calling or other unwanted calls.  If we do not have a solution in place for STIR/SHAKEN when STIR/SHAKEN becomes widely adopted, our business financial condition, results of operations and cash flows. We anticipate that these risks will increasecould be harmed as we beginwould be unable to market and sellauthenticate originating calls from our EasyContactNowsubscriber’s telephone numbers under STIR/SHAKEN.  Call recipients would be less likely to answer non-authenticated calls. In addition, the terminating voice service in the United States.

    Failure of our back-end information technology systems to function properly could result in significant business disruption.

    We rely on IT systems to manage numerous functions of our internal operations.  We have historically utilized internally developed IT systemsproviders may block calls that are not integrated withauthenticated under STIR/SHAKEN as the lack of authentication could be viewed as a reasonable indication that the call is unwanted by the recipient. This would make our ERP system. These ITservice less desirable for our customers. Further if we do not have STIR/SHAKEN caller ID authentication in place when required, we could be subject to regulatory enforcement action.

    Risks Related to Intellectual Property
    Our infringement of a third party's proprietary technology could disrupt our business.
    There has been substantial litigation in the communications, cloud communication services, semiconductor, electronics, and related industries regarding intellectual property rights and, from time to time, third parties may claim that we, our customers, our licensees or parties indemnified by us are infringing, misappropriating or otherwise violating their intellectual property rights. Third parties may also claim that our employees have misappropriated or divulged their former employers' trade secrets or confidential information. Our broad range of current and former technology, including IP telephony systems, require specialized knowledgedigital and analog circuits, software, and semiconductors, increases the likelihood that third parties may claim infringement by us of their intellectual property rights. Certain technology necessary for whichus to provide our services may, in fact, be patented by other parties either now or in the future. If such technology were held under patent by another person, we would have to train new personnel, and ifnegotiate a license for the use of that technology, which we were to experience an unusual increase in attrition of our IT personnel, we may not be adequately equipped to respond to an IT system failure. These IT systems were developed at a time when we provided services primarily to SMB customers and they may not be able to accommodate the requirementsnegotiate at a price that is acceptable or at all. The existence of larger enterprises as effectively as more modernsuch a patent, or our inability to negotiate a license for any such technology on acceptable terms, could force us to cease using such technology and flexible solutions. Continued reliance on these systems may harm us competitivelyoffering products and impede our efforts to sell to larger enterprises.

    Althoughservices incorporating such technology.

    If we are in the process of upgrading a number of our IT systems, including our ERP software, our quote-to-cash software and our customer service and support software, we face risks relatingfound to these transitions. For example, we may incur greater costs than we anticipate to train our personnelbe infringing on the new systems; we may experience more errorsintellectual property rights of any third-party in our records during the transition; and welawsuits or proceedings that may be delayed in meeting our various reporting obligations. To the extent anyasserted against us, we could be subject to monetary liabilities for such infringement, which could be material. We could also be required to refrain from using, manufacturing or selling certain products or using certain processes, either of these risks or events impact our customer service, we may experience an increase in customer attrition, which could have a material adverse impacteffect on our business and operating results. We have received and may continue to receive in the future, notices of claims of infringement, misappropriation or misuse of other parties' proprietary rights. There can be no assurance that we will prevail in these discussions and actions or that other actions alleging infringement by us of third-party patents will not be asserted or prosecuted against us. Furthermore, lawsuits like these may require significant time and expense to defend, may divert management's attention away from other aspects of our operations and, upon resolution, may have a material adverse effect on our business, results of operations.

    operations, financial condition and cash flows.

    Inability to protect our proprietary technology would disrupt our business.
    We rely, in part, on patent, trademark, copyright, and trade secret law to protect our intellectual property in the United States and abroad. We seek to protect our software, documentation, and other written materials under trade secret and copyright law, which afford only limited protection. We currently have several United States patent applications pending. We cannot predict whether such pending patent applications will result in issued patents, and if they do, whether such patents will effectively protect our intellectual property. The intellectual property rights we obtain may not be sufficient to provide us with a competitive advantage, and could be challenged, invalidated, infringed or misappropriated. We may not be able to protect our proprietary rights in the United States or internationally (where effective intellectual property protection may be unavailable or limited), and competitors may independently develop technologies that are similar or superior to our technology, duplicate our technology or design around any patent of ours.

    We attempt to further protect our proprietary technology and content by requiring our employees and consultants to enter into confidentiality and assignment of inventions agreements and third parties to enter into nondisclosure agreements. These agreements may not effectively prevent unauthorized use or disclosure of our confidential information, intellectual property or technology and may not provide an adequate remedy in the event of unauthorized use or disclosure of our confidential information, intellectual property or technology.
    Litigation may be necessary in the future to enforce our intellectual property rights, to determine the validity and scope of our proprietary rights or the rights of others, or to defend against claims of infringement or invalidity. Such litigation could result in substantial costs and diversion of management time and resources and could have a material adverse effect on our business, financial condition, and operating results. Any settlement or adverse determination in such litigation would also subject us to significant liability.
    We also may be required to protect our proprietary technology and content in an increasing number of jurisdictions, a process that is expensive and may not be successful, or which we may not pursue in every location. In addition, effective intellectual property protection may not be available to us in every country, and the laws of some foreign countries may not be as protective of intellectual property rights as those in the United States. Additional uncertainty may result from changes to intellectual property legislation enacted in the United States and elsewhere, and from interpretations of intellectual property laws by applicable courts and agencies. Accordingly, despite our efforts, we may be unable to obtain and maintain the intellectual property rights necessary to provide us with a competitive advantage.
    Our inability to use software licensed from third parties, or our use of open source software under license terms that interfere with our proprietary rights, could disrupt our business.

    Our technology platform incorporates software licensed from third parties, including some software, known as open source software, which we use without charge. Although we monitor our use of open source software, the terms of many open source licenses to which we are subject have not been interpreted by U.S. or foreign courts, and there is a risk that such licenses could be construed in a manner that imposes unanticipated conditions or restrictions on our ability to provide our platform to our customers, content creators and brand advertisers.customers. In the future, we could be required to seek licenses from third parties in order to continue offering our platform, which licenses may not be available on terms that are acceptable to us, or at all. Alternatively, we may need to re-engineer our platform or discontinue use of portions of the functionality provided by our platform. In addition, the terms of open source software licenses may require us to provide software that we develop using such software to others on unfavorable license terms. Our inability to use third- partythird-party software could result in disruptions to our business, or delays in the development of future offerings or enhancements of existing offerings, which could impair our business.

    Increased energy costs, power outages,

    Risks Related to our Debt, our Stock, and our Charter
    We may not be able to secure financing on favorable terms, or at all, to meet our future capital needs.
    We may need to pursue financing in the future to make expenditures or investments to support the growth of our business (whether through acquisitions or otherwise) and may require additional capital to pursue our business objectives, respond to new competitive pressures, service our debt, pay extraordinary expenses such as litigation settlements or judgments or fund growth, including through acquisitions, among other potential uses. Additional funds, however, may not be available when we need them on terms that are acceptable to us, or at all. If we are unable to obtain adequate financing or financing on terms satisfactory to us when we require it, our ability to continue to grow and support our business and to respond to business challenges could be significantly limited.
    Servicing our debt, including the paying down of principal, requires the use of cash, and we may not have sufficient cash flow from our business to pay down our substantial debt.
    As of November 21, 2019, we had issued $362.5 million aggregate principal amount of our 0.50% convertible senior notes due 2024 in a private placement. Pursuant to an indenture dated as of February 19, 2019 between us and Wilmington Trust, National Association, as trustee, the notes bear interest at a rate of 0.50% per annum, payable semi-annually in arrears in cash on February 1 and August 1 of each year, and they will mature on February 1, 2024, unless earlier converted, redeemed or repurchased.
    Our ability to make scheduled payments of the principal of, to pay interest on or to refinance our indebtedness, including the amounts payable under the notes, depends on our future performance, which is subject to economic, financial, competitive and other factors beyond our control. Our business may not continue to generate cash flow from operations in the future sufficient to service our debt, including paying off the principal when due, and make necessary capital expenditures. If we are unable to generate such cash flow, we may be required to adopt one or more alternatives, such as selling assets, restructuring debt or obtaining additional equity capital on terms that may be onerous or highly dilutive. Our ability to refinance our indebtedness will depend on the capital markets and our financial condition at such time. We may not be able to engage in any of these activities or engage in these activities on desirable terms, which could result in a default on our debt obligations.
    We may not have the ability to raise the funds necessary to settle conversions of the notes in cash or to repurchase the notes upon a fundamental change, and our future debt may contain limitations on our ability to pay cash upon conversion or repurchase of the notes.

    Holders of the notes have the right to require us to repurchase their notes upon the occurrence of a fundamental change at a repurchase price equal to 100% of the principal amount of the notes to be repurchased, plus accrued and unpaid interest, if any. In addition, upon conversion of the notes, unless we elect to deliver solely shares of our common stock to settle such conversion (other than paying cash in lieu of delivering any fractional share), we will be required to make cash payments in respect of the notes being converted. However, we may not have enough available cash or be able to obtain financing at the time we are required to make repurchases of notes surrendered therefor or notes being converted. In addition, our ability to repurchase the notes or to pay cash upon conversions of the notes may be limited availabilityby law, by regulatory authority or by agreements governing our future indebtedness. Our failure to repurchase notes at a time when the repurchase is required by the indenture or to pay any cash payable on future conversions of electrical resourcesthe notes as required by the indenture would constitute a default under the indenture. A default under the indenture or the occurrence of the fundamental change may also lead to a default under agreements governing our future indebtedness. If the repayment of the related indebtedness were to be accelerated after any applicable notice or grace periods, we may not have sufficient funds to repay the indebtedness and repurchase the notes or make cash payments upon conversions thereof.
    The conditional conversion feature of the notes, if triggered, may adversely affect our financial condition and operating results.

    Our data centers are susceptible

    In the event the conditional conversion feature of the notes is triggered, holders of notes will be entitled to increased costsconvert the notes at any time during specified periods at their option. If one or more holders elect to convert their notes, unless we elect to satisfy our conversion obligation by delivering solely shares of power andour common stock (other than paying cash in lieu of delivering any fractional share), we would be required to electrical power outages. Our customer contractssettle a portion or all of our conversion obligation through the payment of cash, which could adversely affect our liquidity. In addition, even if holders of notes do not contain provisionselect to convert their notes, we could be required under applicable accounting rules to reclassify all or a portion of the outstanding principal of the notes as a current rather than long-term liability, which would result in a material reduction of our net working capital.
    The accounting method for convertible debt securities that would allow usmay be settled in cash, such as the notes, could have a material effect on our reported financial results.
    Under Accounting Standards Codification 470-20, Debt with Conversion and Other Options (“ASC 470-20”), an entity must separately account for the liability and equity components of the convertible debt instruments (such as the notes) that may be settled entirely or partially in cash upon conversion in a manner that reflects the issuer’s economic interest cost. The effect of ASC 470-20 on the accounting for the notes is that the equity component is required to pass on any increased costs of energy to our customers, which could affect our operating margins. Any increasesbe included in the priceadditional paid-in capital section of stockholders’ equity on our servicesconsolidated balance sheet at the issuance date and the value of the equity component would be treated as debt discount for purposes of accounting for the debt component of the notes. As a result, we will be required to recoup these costs could not be implemented until the endrecord a greater amount of a customer contract term. Further, power requirements at our data centers are increasingnon-cash interest expense as a result of the increasing power demandsamortization of today's servers. Increasesthe discounted carrying value of the notes to their face amount over the term of the notes. We will report larger net losses (or lower net income) in our power costsfinancial results because ASC 470-20 will require interest to include both the amortization of the debt discount and the instrument’s non-convertible coupon interest rate, which could impactadversely affect our operatingreported or future financial results, the trading price of our common stock and the trading price of the notes.
    In addition, under certain circumstances, convertible debt instruments (such as the notes) that may be settled entirely or partly in cash may be accounted for utilizing the treasury stock method, the effect of which is that the shares issuable upon conversion of such notes are not included in the calculation of diluted earnings per share except to the extent that the conversion value of such notes exceeds their principal amount. Under the treasury stock method, for diluted earnings per share purposes, the transaction is accounted for as if the number of shares of common stock that would be necessary to settle such excess, if we elected to settle such excess in shares, are issued. We cannot be sure that the accounting standards in the future will continue to permit the use of the treasury stock method. If we are unable or otherwise elect not to use the treasury stock method in accounting for the shares issuable upon conversion of the notes, then our diluted earnings per share could be adversely affected.
    The capped call transactions entered into in connection with our sale of notes may affect the market value of our common stock.
    In connection with the offer and sale of the notes, we entered into capped call transactions with one or more of the initial purchasers or affiliates thereof and/or other financial condition. Sinceinstitutions (the “option counterparties”). The capped call transactions are expected generally to reduce the potential dilution upon conversion of the notes at maturity and/or offset any cash payments we rely on third partiesare required to provide our data centers with power sufficient to meet our needs, our data centers could have a limited or inadequatemake in excess of the principal amount of electrical resources necessaryconverted notes, as the case may be, with such reduction and/or offset subject to meeta cap.
    In capped call transactions similar to the ones we entered into, the option counterparties or their respective affiliates typically enter into various derivative transactions with respect to the issuer's common stock and/or purchase shares of the issuer's common stock concurrently with or shortly after the pricing of the notes. The option counterparties or their respective affiliates in our customer requirements. We attemptcapped call transactions may modify their hedge positions by entering into or unwinding various derivatives with respect to limit exposureour common stock and/or purchasing or selling our common stock or other securities of ours in secondary market transactions following the pricing of the notes and prior to system downtime duethe maturity of the notes (and are likely to power outages by using backup generators and power supplies. However, these protections may not limit our exposuredo so during the valuation period for the capped call transactions, which is expected to power shortagesoccur during the 40 trading day period beginning on the 41st scheduled trading day prior to the maturity of the notes). This activity could also cause or outages entirely. Any system downtime resulting from insufficient power resourcesavoid an increase or power outages could damage our reputation and lead us to lose current and potential customers, which would harm our operating results and financial condition.

    29


    Decreasing telecommunications rates and increasing regulatory charges may diminish or eliminate our competitive pricing advantage versus legacy providers.

    Decreasing telecommunications rates may diminish or eliminatea decrease in the competitive pricing advantagemarket price of our services, while increased regulationcommon stock.


    Future sales of our common stock or equity-linked securities in the public market could lower the market price of our common stock.
    In the future, we may sell additional shares of our common stock or equity-linked securities to raise capital. In addition, a substantial number of shares of our common stock is reserved for issuance upon the exercise of stock options, upon the vesting and settlement of restricted stock units and performance units, and upon conversion of our notes. We cannot predict the impositionsize of additional regulatory funding obligations atfuture issuances or the federal, state, local and foreign level could require us to either increaseeffect, if any, that they may have on the retailmarket price for our services, thus making us less competitive,common stock. The issuance and sale of substantial amounts of common stock or absorbequity-linked securities, or the perception that such costs, thus decreasing our profit margins. Internationalissuances and domestic telecommunications rates have decreased significantly oversales may occur, could adversely affect the last few years in mosttrading price of the marketsnotes and the market price of our common stock and impair our ability to raise capital through the sale of additional equity or equity-linked securities.
    As of March 31, 2020, our directors and executive officers held an aggregate of 1,930,992 shares, or 1.87%, of our common stock outstanding as of such date. In addition, as of March 31, 2020, 11,465,578 shares of our common stock were subject to options, restricted stock units, and performance stock units outstanding, and 18,266,046shares of our common stock were available for future grant under our equity incentive plans. These shares may be sold in which we operate,the public market upon issuance and we anticipate these rates will continueonce vested, subject to decline in allthe restrictions provided under the terms of the marketsapplicable plan or award agreement. If these additional shares are sold, or if it is perceived that they will be sold, in which wethe public market, the trading price of our common stock could decline.
    We are unable to predict the effect that sales, or the perception that our shares may be available for sale, will have on the prevailing market price of our common stock.
    If securities or industry analysts do not publish research or reports about our business, or expect to doif they change their recommendations regarding our stock adversely, our stock price and trading volume could be negatively impacted.
    The trading market for our common stock will be influenced by the research and reports that securities or industry analysts publish about us or our business. Users who select our services to take advantageIf one or more of the current pricing differential between traditional telecommunications rates andanalysts who cover us downgrades our rates may switchstock or publishes inaccurate or unfavorable research about our business, our stock price would likely decline. If one or more of these analysts ceases coverage of our company or fails to traditional telecommunications carriers if such pricing differentials diminish or disappear, and we will be unable to use such pricing differentials to attract new customers in the future. Continued rate decreases would requirepublish reports on us to lower our rates to remain competitive in the United States and abroad and would reduce or possibly eliminate any gross profit from our services. In addition, we may lose subscribersregularly, demand for our services.

    stock could decrease, which might cause our stock price and trading volume to decline.

    Furthermore, such analysts publish their own projections regarding our actual results. These projections may vary widely from one another and may not accurately predict the results we actually achieve. Our stock price may decline if we fail to meet analysts’ projections.
    Certain provisions in our charter documents and Delaware law could discourage takeover attempts and lead to management entrenchment.

    attempts.

    Our restated certificate of incorporation and amended and restated bylawsby-laws contain provisions that could have the effect of delaying or preventing changes in control or changes in our management without the consent of our board of directors, including, among other things:

    no cumulative voting in the election of directors, which limits the ability of minority stockholders to elect director candidates;
  • the ability of our board of directors to issue shares of preferred stock and to determine the price and other terms of those shares, including preferences and voting rights, without stockholder approval, which could be used to significantly dilute the ownership of a hostile acquirer;
  • the exclusive right of our board of directors to elect a director to fill a vacancy created by the expansion of our board of directors or the resignation, death or removal of a director, which prevents stockholders from being able to fill vacancies on our board of directors;
  • a prohibition on stockholder action by written consent, which forces stockholder action to be taken at an annual or special meeting of our stockholders;
  • the requirement that a special meeting of stockholders may be called only by a majority vote of our Board of Directors or by stockholders holdings shares of our common stock representing in the aggregate a majority of votes then outstanding, which could delay the ability of our stockholders to force consideration of a proposal or to take action, including the removal of directors;
  • the ability of our board of directors, by majority vote, to amend our amended and restated bylaws,by-laws, which may allow our board of directors to take additional actions to prevent a hostile acquisition and inhibit the ability of an acquirer to amend our amended and restated bylawsby-laws to facilitate a hostile acquisition; and
  • advance notice procedures with which stockholders must comply to nominate candidates to our board of directors or to propose matters to be acted upon at a stockholders' meeting, which may discourage or deter a potential acquirer from conducting a solicitation of proxies to elect the acquirer's own slate of directors or otherwise attempting to obtain control of us.

    We are also subject to certain anti-takeover provisions under the General Corporation Law of the State of Delaware, or the DGCL. Under Section 203 of the DGCL, a corporation may not, in general, engage in a business combination with any holder of 15% or more of its capital stock unless the holder has held the stock for three years or (i)(a) our board of directors approves the transaction prior to the stockholder acquiring the 15% ownership position, (ii)(b) upon consummation of the transaction that resulted in the stockholder acquiring the 15% ownership position, the stockholder owns at least 85% of the outstanding voting stock (excluding shares owned by directors or officers and shares owned by certain employee stock plans) or (iii)(c) the transaction

    is approved by the board of directors and by the stockholders at an annual or special meeting by a vote of 66 2/3% of the outstanding voting stock (excluding shares held or controlled by the interested stockholder). These provisions in our restated certificate of incorporation and amended and restated bylawsby-laws and under Delaware law could discourage potential takeover attempts.

    ITEM 1B. UNRESOLVED STAFF COMMENTS
    None.

    None.

    30


    ITEM 2. PROPERTIES

    Our principal operations are located in San Jose, California, in two facilities that are approximately 140,831 square feet of leased office space.Campbell, California. Outside the United States our operations are conducted primarily in leased sitesoffice space located in the United Kingdom (primarily used for sales and Romania. We believe oursupport in Europe), Romania (primarily used for research and development), and Singapore (primarily used for regional sales and marketing, procurement, product and engineering, as well as regional support function).
    In addition, we lease space from third-party data center hosting facilities will adequately meet our currentunder co-location agreements in the United States and foreseeable future needs. in a number of countries across the globe, including those in South America, Europe, and Asia Pacific.
    For additional information regarding our obligations under leases, see Note 86, "LEASES" in the Notes to the consolidated financial statementsConsolidated Financial Statements contained in Part II, Item 8 of this Annual Report.

    ITEM 3. LEGAL PROCEEDINGS

    From time to time, we becomeare involved in various legal claims and litigation that arise inarising out of the normalordinary course of our operations. While the results of such claims andbusiness. There are no material legal proceedings, other than ordinary routine litigation cannot be predicted with certainty, we are not currently aware of any such matters that we believe would have a material adverse effect on our financial position, results of operations or cash flows.

    On February 22, 2011, we were named a defendant in Bear Creek Technologies, Inc. (BCT) v. 8x8, Inc.et al., filed in the U.S. District Court for the District of Delaware (the Delaware Court), along with 20 other defendants. Collectively this patent litigation is referred to asIn re Bear Creek Technologies, Inc. (MDL No.: 2344). In August 2011, the suit was dismissed without prejudice but then refiled in the Delaware Court. On November 28, 2012, the U.S. Patent and Trademark Office ("USPTO") initiated a Reexamination Proceeding through which the claims of the patent asserted against us were found to be invalid based on four separate grounds. During the Reexamination Proceeding, the Delaware Court granted the Company's motion to stay the proceeding (July 17, 2013) and administratively closed the case on May 5, 2015 with leave to reopen if needed. The outcome of the Reexamination Proceeding was first appealedincidental to the USPTO Patent Trial and Appeal Board which affirmed the invalidity bases of all claims in a Decision dated Dec. 29, 2015 ("the Board Decision"). The Board Decision was then appealed to the United States Court of Appeals for the Federal Circuit ("Federal Circuit"), which also affirmed the invalidity bases of all claims as the Federal Circuit noted in a Judgment dated March 15, 2017. On April 21, 2017, the Federal Circuit issued a Mandate, which formally concludes the appeal and, absent any unforeseen circumstances, formally ended the Federal Circuit's jurisdiction of this matter, thereby for effecting finality of the Delaware Court's May 5, 2015 decision.

    On November 14, 2016, we were named as a defendant inSerenitiva LLC v. 8x8, Inc., filed in U.S. District Court for the E.D. of Texas (Civil Action No. 6:16-cv-1290). Plaintiff Serenitiva sued us based on alleged infringement of U.S. Patent No. 6,865,268 concerning alleged activities involving our Virtual Contact Center Agent Console (Plaintiff Serenitiva sued nine other defendants, concurrently, based on the same patent. In April 2017, we settled the suit prior to answering the complaint under the terms of a settlement agreement between the Company and the plaintiff. Under the terms of a settlement agreement between the plaintiff and us, we agreed to pay plaintiff an amount that was not material to our business, and we were granted a limited license to the patent. A Joint Motion to Dismiss was filed April 20, 2017, and an Order of Dismissal With Prejudice should be forthcoming from the Court.

    On December 2, 2016, we were named as a defendant inPaluxy Messaging LLC v. 8x8, Inc., filed in U.S. District Court for the E.D. of Texas, Tyler Division (Civil Action No. 6:16-cv-1346). Plaintiff Paluxy Messaging LLC sued us based on alleged infringement U.S. Patent No. 8,411,829 concerning alleged activities involving our voicemail system (Plaintiff Paluxy Messagingsued seven other defendants, concurrently, based on the same patent). Based on our subscription to certain patent risk management services, we settled the suit prior to answering the complaint. Under the terms of a settlement agreement between the plaintiff and us, we agreed to pay plaintiff an amount that was not material to our business, and we were granted a limited license to the patent. An Order of Dismissal With Prejudice was issued March 13, 2017.

    On April 16, 2015, we were named as a defendant in a lawsuit, Slocumb Law Firm v. 8x8, Inc., filed in the United States District Court for the Middle District of Alabama. The Slocumb Law Firm has alleged that it purchased certain business services from us that did not perform as advertised or expected, and has asserted various causes of actions including fraud, breach of contract, violations of the Alabama Deceptive Trade Practices Act and negligence. On June 10, 2015, the United States Magistrate Judge issued a Report and Recommendation that the Court grant our motion to stay the case and compel the Slocumb Law Firm to arbitrate its claims against us in Santa Clara County, California pursuant to a clause mandating arbitration of disputes set forth in the terms and conditions to which Slocumb Law Firm agreed in connection with its purchasewe or any of business services from us. The Court closed this case administratively when it granted our motion to compel arbitration. Slocumb Law firm has not initiated arbitration. Undersubsidiaries is a party or of which any of our standard business terms and conditions, as of March 31, 2017, the period to initiate arbitration has lapsed.

    or our subsidiaries' property is subject.

    ITEM 4. MINE SAFETY DISCLOSURES

    Not applicable.

    31


    PART II

    ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

    Our

    Market Information for Common Stock
    Since December 8, 2017, our common stock ishas been traded under the symbol "EGHT" and is listed on the New York Stock Exchange, Inc. (NYSE). Previous to December 8, 2017, our common stock traded under the symbol "EGHT" and was listed on the Nasdaq Global Select Market of the Nasdaq Stock Market national securities exchange.

    Dividend Policy
    We have never paid cash dividends on our common stock and have no plans to do so in the foreseeable future.
    Number of Common Stockholders
    As of May 25, 2017,15, 2020, there were 223approximately 213 holders of record of our common stock.

    The following table sets forth the rangeactual number of highstockholders is greater than this number of record holders and low close prices for each period indicated:

    Period  High  Low
    Fiscal 2017:      
         First quarter $14.61  $10.19 
         Second quarter $15.43  $12.94 
         Third quarter $15.63  $13.05 
         Fourth quarter $16.50  $14.20 
           
    Fiscal 2016:      
         First quarter $9.49  $8.34 
         Second quarter $9.05  $7.62 
         Third quarter $12.17  $8.16 
         Fourth quarter $12.91  $9.29 

    includes stockholders who are beneficial owners but whose shares are held in street name by brokers and other nominees.

    See Item 12 of Part III of this Annual Report regarding information about securities authorized for issuance under our equity compensation plans.

    Stock Performance Graph
    Notwithstanding any statement to the contrary in any of our previous or future filings with the Securities and Exchange Commission, the following information relating to the price performance of 8x8’s common stock shall not be deemed "filed" with the Commission or "soliciting material" under the Securities Exchange Act of 1934 and shall not be incorporated by reference into any such filings.
    The graph below shows the cumulative total stockholder return over a five-yearfive year period assuming the investment of $100 on March 31, 20122015 in each of 8x8's common stock, the NASDAQNYSE Composite Index, the Russell 2000 Index and the NASDAQ TelecommunicationsNasdaq Composite Computer & Data Processing Index. The graph is furnished, not filed, and the historical return cannot be indicative of future performance.

    32



    a5yeargraph.jpg
    Issuer Purchases of Equity Securities

    The registrant did not make any repurchases of stock during

    There was no activity under the quarterRepurchase Plan for the year ended March 31, 20172020. The dollar value of shares that may yet to be purchased under a stock repurchase program. The lastthe Repurchase plan authorized by the Company's board of directors expired in October 2016 with an unused authorized repurchase amount of $15.0is approximately $7.1 million.


    ITEM 6. SELECTED FINANCIAL DATA

    The following table sets forth selected consolidated financial data of 8x8, Inc. for each year in the five-yearfive year period ended March 31, 2017.2016 through March 31, 2020. The following selected consolidated financial data is qualified by reference to and should be read in conjunction with "Management's Discussion and Analysis of Financial Condition and Results of Operations" and with the consolidated financial statements, related notes thereto and other financial information included elsewhere in this Annual Report on Form 10-K.

       Years Ended March 31,
       2017  2016  2015  2014  2013
       (in thousands, except per share amounts)
    Total revenues $253,388  $209,336  $162,413  $128,597  $103,786 
    Net income (loss) $(4,751) $(5,120) $1,926  $2,514  $13,939 
    Net income (loss) per share :               
    Basic $(0.05) $(0.06) $0.02  $0.03  $0.20 
    Diluted $(0.05) $(0.06) $0.02  $0.03  $0.19 
    Total assets $333,855  $313,452  $295,624  $299,203  $152,611 
    Accumulated deficit $(114,610) $(109,859) $(104,739) $(106,665) $(109,179)
    Total stockholders' equity $288,601  $275,306  $272,211  $278,178  $137,033 
     Years Ended March 31,
     2020 2019 2018 2017 2016
     (in thousands, except per share amounts)
    Total revenues$446,237
     $352,586
     $296,500
     $253,388
     $209,336
    Net income (loss)$(172,368) $(88,739) $(104,497) $(4,751) $(5,120)
    Net income (loss) per share:       
      
    Basic and diluted$(1.72) $(0.94) $(1.14) $(0.05) $(0.06)
    Total assets$700,641
     $546,358
     $277,209
     $333,855
     $313,452
    Accumulated deficit$(422,670) $(250,302) $(201,464) $(114,610) $(109,859)
    Total stockholders' equity$190,731
     $249,390
     $218,774
     $288,601
     $275,306

    ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

    OVERVIEW

    We are a leading software-as-a-service (“SaaS”) provider of enterprisevoice, video, chat, contact center, and enterprise-class API solutions powered by one global cloud communications solutions, helping businesses getplatform. From our proprietary cloud technology platform, organizations across all their locations and employees customers and applications talking,have access to make people more connected and productive, no matter where they are in the world.   From a single, proprietary platform, which we refer to as the 8x8 Communications Cloud, we offer unified communications, team collaboration, video conferencing, contact center, data and analytics, communication APIs, and other services, enabling them to be more productive and responsive to their customers.
    Our customers range from small businesses to large enterprises and their users are spread across more than 150 countries. In recent years, we have increased our up-market focus on the mid-market and enterprise customer sectors.
    We have a portfolio of cloud-based offerings that are subscription based, made available at different rates varying by the specific functionalities, services and number of users. We generate service revenue from communications services subscriptions, platform usage, and professional services. We generate product revenues from the sale of office phones and other hardware equipment. We define a “customer” as one or more legal entities to which we provide services pursuant to a single contractual arrangement. In some cases, we may have multiple billing relationships with a single customer (for example, where we establish separate billing accounts for a parent company and each of its subsidiaries).
    Our flagship service is our 8x8 X Series, a next generation suite of unified communications as a service ("UCaaS") and contact center as a service ("CCaaS") solutions, which consist of service plans of increasing functionality designated X1, X2, etc., through X8. With 8x8 X Series, we provide enterprise-grade voice, unified communications, video meetings, team collaboration, and contact center functionalities from a single platform. We also offer standalone SaaS services for contact center, video meetings, and enterprise communication APIs. Through our July 2019 acquisition of Wavecell Pte. Ltd., an Asia-based global communication platform as a service ("CPaaS") provider of SMS, messaging, voice and video APIs to enterprises, we expanded our API offerings both geographically and in scope. We expect to continue integrating these services into our platform, as we believe in the value of the collective solutions.
    Prior to the launch of 8x8 X Series in 2018, our customers subscribed to our businesslegacy products. We are migrating these customers on a Software-as-a Service (SaaS) model.

    from our legacy solutions to our 8x8 X Series product suite, and we intend to accelerate the pace of customer migrations in fiscal 2021. These migrations may require us to incur professional services and related engineering costs. While we may not be able to recover these costs from our customers, we believe that we will realize other benefits including reducing the number of platforms that we are required to support and improved customer churn.

    SUMMARY AND OUTLOOK

    In fiscal year 2017, we displayed continued momentum in four key areas of our business. First, our increased focus on mid-market and distributed enterprise customers resulted in approximately 54% of2020, our total service revenue coming from this customer segment, compared with 48% ingrew 27% year-over-year to $414.1 million, exceeding that of our fiscal 2016. Over the course of the fiscal year, we2019 growth rate. We continued to show an increase in our average monthlyannualized service revenue per customer, (ARPU)which grew to $7,876 in fiscal 2020, compared with $6,629 in fiscal 2019, as we are selling more to mid-market and enterprise customers. Annual service revenue from mid-market and enterprise customers represented 43% of total annual service revenue and grew 51% over the prior year. We also increased the number of deals where customers purchase our integrated communications and contact center solutions, which we have referred to as bundled deals, 60% of our new bookings greater than $12,000 of annualized recurring revenue were from customers that selected bundled UCaaS and CCaaS, as compared to 50% one year ago.

    During the second quarter of fiscal 2020, the Company acquired Wavecell Pte. Ltd. (“Wavecell”), an Asia-based provider of CPaaS solutions. This acquisition of an enterprise-class API solution extended 8x8’s technology advantage as a fully-owned, cloud technology platform with UCaaS, CCaaS, video communication as a service ("VCaaS"), and CPaaS solutions. This unique combination on one technology platform enables 8x8 to natively offer pre-packaged communications, contact center and video solutions and open APIs to embed these and other communications into an organization’s core business processes. We expect to continue integrating CPaaS services into our platform, as we believe in the value of the collective solutions. See Note 13, "ACQUISITIONS" in the Notes to Consolidated Financial Statements contained in Part II, Item 8 of this Annual Report for more information about our acquisition of Wavecell.
    Our continued business focus is on achieving improved operating efficiencies while delivering revenue growth. In fiscal 2020, while we continued to make important investments in our products and technology platform, management recognized the importance of driving toward profitability for sustainable scale. We focused on key areas of spend in our go-to-market strategy and improving gross margin through increased spend discipline. Additionally, we looked to drive efficiencies in our small business customer acquisition and operations, and focused on expanding our business upmarket with mid-market and enterprise customers. We believe that this approach and execution will enable the Company to grow and capture market share during this phase of industry disruption in a cost-effective way and support the Company in pursuit of its path to profitability and operating cashflow improvement, which we will continue to execute throughout fiscal 2021.
    In prior years, we made strategic investments in R&D and marketing, which we considered necessary and important for delivering a robust platform to our customers and establishing the appropriate demand generation channels to connect our customers to our solutions. In fiscal 2019, we launched 8x8 X Series, our single-technology platform, and re-aligned our channel and marketing functions to support a more scalable, higher-growth, go-to-market strategy, in response to the shift of businesses from legacy on-premise communication solutions to cloud-based services. We believe that this industry trend continued throughout our fiscal 2020. Accordingly, we continued to invest in our business, but with a concurrent focus on scale and managing costs with the goal of driving to profitability.

    In fiscal 2021, we plan to continue making investments in activities to acquire more customers, including investing in our direct marketing efforts, sales force, e-commerce, and outbound marketing efforts. We also intend to continue investing in our indirect channel programs to acquire more third-party selling agents to help sell our solutions, including investments in our value added resellers ("VARs") and master agent programs. Should these upfront investments not result in additional revenue from new or existing customers, including as result of adverse impacts from the COVID-19 pandemic, and/or these cost reduction and efficiency efforts do not result in meaningful savings, our operating results may be adversely impacted.
    IMPACTS OF COVID-19
    The full extent of the impact of the COVID-19 pandemic on our business, operations and financial results will depend on numerous evolving factors that we may not be able to accurately predict, including those set forth under the section entitled "Risk Factors." In an effort to contain COVID-19 or slow its spread, governments around the world have enacted various measures, including orders to close non-essential businesses, isolate residents to their homes, and practice social distancing. To protect the health and safety of our employees, our workforce has had to spend a significant amount of time working from home and travel has been curtailed for our employees as well as our customers, which has negatively impacted our ability to conduct sales activities and market to current and prospective customers. Small and medium-sized customers have been particularly impacted by the COVID-19 pandemic. We have also experienced significant increases in usage by existing customers as our customers’ workforces are required to work from home in response to the COVID-19 pandemic accelerating trends we have seen in distributed workforces increasingly relying on cloud communication systems like ours. While we anticipate that the global health crisis caused by COVID-19 and the measures enacted to slow its spread will negatively impact business activity across the globe, it is not clear what its potential effects will be on our business, including the effects on our customers, suppliers or vendors, or on our financial results.
    COMPONENTS OF RESULTS OF OPERATIONS
    Service Revenue
    Service revenue consists of communications services subscriptions and platform usage revenue from our UCaaS, CCaaS, and CPaaS offerings and related fees. We plan to continue to drive our business to increase service revenue through a combination of increased sales and marketing efforts, geographic expansion of our customer base outside the United States, and through strategic acquisitions of technologies and businesses.
    Other Revenue
    Other revenue consists primarily of revenues from sales of IP telephones in conjunction with our cloud telephony service, and revenues from professional services, primarily in support of deployment of our solutions and/or platform. Other revenue is dependent on the number of customers who choose to purchase or rent an IP telephone in conjunction with our service instead of using the solution on their cell phone, computer or other compatible device, and/or choose to engage our services for implementation and deployment of our cloud services.

    Cost of Service Revenue
    Cost of service revenue consists primarily of costs associated with network operations and related personnel, technology licenses, amortization of internally developed software, and other costs such as customer service, and technical support costs. Cost of service revenue also includes other communication origination and termination services provided by third-party carriers and outsourced customer service call center operations. We allocate overhead costs such as facilities and IT to cost of service, as well as to each of the operating expense categories. Our facilities costs primarily consist of office leases and related expenses. IT costs include costs for IT infrastructure and personnel.
    Cost of Other Revenue
    The cost of other revenue consists primarily of direct and indirect costs associated with the purchasing of IP telephones as well as the scheduling, shipping and handling, and the personnel costs and related expenditures incurred in connection with the professional services associated with the deployment and implementation of our products.
    Research and Development
    Research and development expenses consist primarily of personnel and related costs, third-party development and related work, and equipment costs necessary for us to conduct our product and platform development and engineering efforts.
    Sales and Marketing
    Sales and marketing expenses consist primarily of personnel and related overhead costs, sales commissions, trade shows, advertising and other marketing, demand generation, channel, and promotional expenses.
    General and Administrative
    General and administrative expenses consist primarily of personnel and related costs, overhead costs, professional services fees, human resources, legal, employee recruiting, and general management. IT, facilities, and other allocable costs are allocated to other departments based on relative headcount.
    Other Income (Expense), net
    Other income (expense), net, consists primarily of interest expense related to the convertible notes, offset by income earned on our cash, cash equivalents, investments, and foreign exchange gain/losses.
    Provision for Income Taxes
    Provision for income taxes consists primarily of state minimum taxes in the United States. As we expand the scale of our international business activities, any changes in the U.S. and foreign taxation of such activities may increase our overall provision for income taxes in the future. We have a valuation allowance for our U.S. deferred tax assets, including federal and state net operating loss carryforwards, or NOLs. We expect to maintain this valuation allowance until it becomes more likely than not that the benefit of our federal and state deferred tax assets will be realized by way of expected future taxable income in the United States.
    RESULTS OF OPERATIONS
    The following discussion should be read in conjunction with our consolidated financial statements and related notes included elsewhere in this Annual Report.
    We have minimal seasonality in our business, but typically, sales of new subscriptions in our fourth fiscal quarter are greater than in any of the first three quarters of the fiscal year. We believe this occurs because the customers we target tend to spend a relatively greater portion of their annual capital budgets at the beginning of the calendar year compared with each of the last three quarters of the year.
    Income Statement Reporting Reclassifications
    During the fourth quarter of fiscal 2020, we determined that presenting service revenue as revenue from the Company's core subscription services would provide transparency and clarity to the users of the financial statements. As such, we reclassified certain revenue and cost of revenue on our consolidated statement of operations for the full year fiscal 2020, and the comparative fiscal years 2019 and 2018. The reclassifications did not have any impact on total revenue, consolidated net loss, or cash flows for any of the fiscal years presented. Professional services revenue and cost of professional services revenue previously reported in service revenue and cost of service revenue are now reported in other revenue and cost of other revenue. Product revenue and cost of product revenue are also now reported in other revenue and cost of other revenue. In addition, other immaterial expense reclassifications were made to our fiscal 2019 consolidated statement of operations to improve comparability; these reclassifications do not affect consolidated net loss, or cash flows for any of the fiscal years presented.


    During the fourth quarter of fiscal 2019, we reclassified certain expenses on our consolidated statement of operations to provide additional clarity and insights in light of strategic and organizational changes impacting our channel, marketing and support activities. The reclassifications were made to cost of revenue, sales and marketing expenses, research and development expenses, and general and administrative expenses for the full year fiscal 2019 and the comparative fiscal year 2018. These reclassifications did not have any impact on total revenue, consolidated net loss, or cash flows for any of the fiscal years presented.
    Reorganization Activities
    In the fourth quarter of fiscal 2017,2020, the Company committed to an operational initiative to adjust our ARPU grew 11%cost structure, reorganize departments, and remove redundant functions across the Company. This initiative was implemented to $426, comparedstreamline operations and structure the Company in a way that will enable our ability to more effectively scale the business and drive leverage in our cost structure and operations globally.
    The initiative was substantially completed in the fourth quarter of fiscal 2020 with $385$5.9 million of costs incurred consisting of employee termination benefits and related costs, nearly all of which resulted in cash expenditures that were substantially paid out in the same period of fiscal 2016. period.
    Revenue
    Service revenue Years Ended March 31, Year-over-Year
     2020 2019 2018 2020 vs 2019 2019 vs 2018
     (dollar amounts in thousands)    
        
    Service revenue$414,078 $325,305 $275,767 $88,773
     27.3% $49,538
     18.0%
    Percentage of total revenue92.8% 92.3% 93.0%  
      
        
    The increase resultedin service revenue in fiscal 2020, compared with fiscal 2019 was primarily attributable to an increase in our customer subscriber base (net of customer churn), with the largest part of the increase coming from our success in selling a greater number of subscriptions to larger, more established customers.

    Second, we continued the advancement of our technology and product development work on several key platform infrastructure and product development initiatives. Initiatives include our new micro services platform, admin portal, desktop and mobile clients, and back office improvements to enable end-to-end quoting, ordering, provisioning, configuring, and billing our expanded mid-market and enterprise customers, who are our fastest growing customer sector, contributing to an increase in the average annual service revenue per customer. This increase was primarily due to organic growth and to a lesser extent CPaaS revenue generated in connection with our acquisition of Wavecell in July 2019. Our service subscriber base grew from approximately 52,000 customers on March 31, 2019 to approximately 55,000 customers on March 31, 2020. Average annual service revenue per customer increased from $6,629 during fiscal 2019 to $7,876 for fiscal 2020. We expect the number of customers and average annual service revenue per customer to continue to grow in future periods. We expect total service revenue to grow over time as our business continues to expand globally.

    The increase in fiscal year 2019, compared with fiscal year 2018, was primarily attributable to an increase in our customer subscriber base (net of customer churn), with the largest part of the increase coming from our mid-market and enterprise customers, who are our fastest growing customer sector, contributing to an increase in the average annual service revenue per customer. Our service subscriber base grew from approximately 49,000 customers at the end of fiscal 2018 to approximately 52,000 customers on March 31, 2019. Average annual service revenue per customer for the fiscal year increased from $5,920 for fiscal 2018 to $6,629 for fiscal 2019.
    Other revenueYears Ended March 31, Year-over-Year Change
     2020 2019 2018 2020 vs 2019 2019 vs 2018
     (dollar amounts in thousands)        
    Other revenue$32,159
     $27,281
     $20,733
     $4,878
     17.9% $6,548
     31.6%
    Percentage of total revenue7.2% 7.7% 7.0%  
      
        
    The increase in other revenue in fiscal 2020, compared with fiscal 2019, and fiscal 2019 compared to fiscal 2018, was primarily attributable to the increase in product sales and professional services revenue resulting from the overall growth in our business and subscriber base. We expect other revenue to grow over time at a rate lower than our service revenue as we focus on delivering higher margin subscription services revenue to existing and new customers.
    No single customer represented more than 10% of our total revenues during fiscal 2020,2019, or 2018.

    The following table illustrates our revenues by geographic area. Revenues are attributed to countries based on the destination of shipment and the customer's service address.
     Years Ended March 31,
     2020 2019 2018
    United States79% 86% 90%
    International21% 14% 10%
    Total100% 100% 100%
    Revenue generated from international customers increased in fiscal 2020 compared to fiscal 2019 and fiscal 2018 due to expansion in both EMEA and APAC regions, including those added in connection with our acquisition of Wavecell.
    Cost of Revenue
    Cost of service revenueYears Ended March 31, Year-over-Year Change
     2020 2019 2018 2020 vs 2019 2019 vs 2018
     (dollar amounts in thousands)        
    Cost of service revenue$145,013 $86,122 $69,266 $58,891
     68.4% $16,856
     24.3%
    Percentage of service revenue35.0% 26.5% 25.1%  
      
        
    The increase in cost of service revenue for fiscal 2020 from fiscal 2019 was primarily due to a $33.8 million increase in communication infrastructure costs incurred to deliver our services (attributable primarily to growth in usage across our platform including those in connection with CPaaS), a $7.1 million increase in amortization of capitalized software, a $6.5 million increase in facilities and other allocated expenses, a $6.8 million increase in employee and consulting related expenditures, $1.9 million increase in amortization of intangibles, and a $1.1 million increase in software expense.
    The increase in cost of service revenue for fiscal 2019 from fiscal 2018 as primarily due to a $5.6 million increase in employee and consulting related expenditures, a $5.5 million increase in amortization of capitalized software, a $1.9 million increase in amortization of intangibles, a $1.1 million increase in third-party network service expenses (due to increased call volumes associated with our subscription revenue growth), a $1.0 million increase in licenses and fees, and a $0.8 million increase in software expense.
    We expect that cost of service revenue will increase in absolute dollars in future periods as revenue continues to grow.
    Cost of other revenueYears Ended March 31, Year-over-Year Changes
     2020 2019 2018 2020 vs 2019 2019 vs 2018
     (dollar amounts in thousands)        
    Cost of other revenue$56,215
     $43,850
     $37,460
     $12,365
     28.2% $6,390
     17.1%
    Percentage of other revenue174.8% 160.7% 180.7%  
      
        
    The increase in the cost of other revenue for fiscal 2020 from fiscal 2019 and for fiscal 2019 from 2018 was primarily due to increased product shipments and the personnel and other costs associated with customer deployments.
    Operating Expenses
    Research and developmentYears Ended March 31, Year-over-Year Change
     2020 2019 2018 2020 vs 2019 2019 vs 2018
     (dollar amounts in thousands)        
    Research and development$77,790
     $62,063
     $36,405
     $15,727
     25.3% $25,658
     70.5%
    Percentage of total revenue17.4% 17.6% 12.3%  
      
        
    The increase in research and development expenses for fiscal 2020 from fiscal 2019 was primarily due to an $8.6 million increase in stock-based compensation expenses, a $3.7 million increase in payroll and related expenses, net of capitalized costs for internally developed software, a $2.2 million increase in amortization of capitalized software expenses, and a $1.2 million increase in software expenses.
    The increase in research and development expenses for fiscal 2019 from fiscal 2018 was primarily due to an $8.2 million
    increase in payroll and related expenses (partially related to a department reclassification from sales and marketing), net of capitalized costs, a $5.9 million increase in consulting and outside service expenses, a $5.7 million increase in stock-based

    compensation expenses, a $1.7 million increase in amortization of capitalized software, and a $1.3 million increase in software expenses.
    We plan to continue investing in spend to support our research and development efforts to expand the capabilities and scope of our platform and enhance the user experience. While we expect to continue to improve our cost structure and achieve operational efficiencies, we expect that research and development expenses will increase in absolute dollars in future periods as we continue to invest in our development efforts, and vary from period-to-period as a percentage of revenue.
    Sales and marketingYears Ended March 31, Year-over-Year Changes
     2020 2019 2018 2020 vs 2019 2019 vs 2018
     (dollar amounts in thousands)        
    Sales and marketing$240,013 $177,976 $133,945 $62,037
     34.9% $44,031
     32.9%
    Percentage of total revenue53.8% 50.5% 45.2%  
      
        
    The increase in sales and marketing expenses for fiscal 2020 from fiscal 2019 was primarily due to a $20.4 million increase in advertising and marketing expenses, a $16.1 million increase in payroll and related expenses from expansion of our sales force, an $8.3 million increase in stock-based compensation expenses, a $7.2 million increase in commission expenses, a $5.3 million increase in amortization of deferred sales commissions, a $1.5 million increase in recruiting and outside services, a $1.3 million increase in licenses and fees, and a $0.9 million increase in depreciation and amortization of intangibles.
    The increase in sales and marketing expenses for fiscal 2019 from fiscal 2018 was primarily due to a $20.8 million increase in payroll and related expenses from an increase in our sales force, a $10.5 million increase in advertising, a $5.3 million increase in stock-based compensation expenses, a $3.5 million increase in consulting and outside service expenses and a $3.0 million increase in travel expenses.
    We plan to continue investing in sales and marketing to attract and retain customers on our platform and increase our brand awareness. While we expect to continue to improve our cost structure and achieve operational efficiencies, we expect that sales and marketing expenses will increase in absolute dollars in future periods and vary from period-to-period as a percentage of revenue.
    General and administrativeYears Ended March 31, Year-over-Year Change
     2020 2019 2018 2020 vs 2019 2019 vs 2018
     (dollar amounts in thousands)    
    General and administrative$87,025
     $72,208
     $51,851
     $14,817
     20.5% $20,357
     39.3%
    Percentage of total revenue19.5% 20.5% 17.5%  
      
        
    The increase in general and administrative expenses for fiscal 2020 from fiscal 2019 was primarily due to a $11.8 million  increase in payroll and related expenses, a $7.9 million increase in stock-based compensation expenses, a $3.5 million increase in rent expense related to additional office spaces, a $2.4 million increase in bad debt expense, a $2.4 million increase in acquisition and integration related expenses. These increases were partially offset by a decrease in allocated costs of $7.0 million, and the non-recurrence of sales and use tax expenses of $7.6 million that the Company recognized in fiscal 2019.
    The increase in general and administrative expenses for fiscal 2019 from fiscal 2018 was primarily due to a $6.3 million increase in sales and use tax expense, a $4.8 million increase in rent expense related to additional office space, which we started to build out during the first quarter of fiscal 2019 (and which we subleased and assigned in April 2019), a $2.8 million increase in stock-based compensation expenses, a $2.2 million increase in payroll and related expenses, a $1.5 million increase in recruiting expenses, and a $1.4 million increase in consulting and outside service expenses.
    We expect to continue improving our cost structure and achieve operational efficiencies, and therefore also launchedexpect that general and administrative expenses as a percentage of total revenue will decline over time.
    Impairment of goodwill, intangible assets and equipmentYears Ended March 31, Year-over-Year Change
     2020 2019 2018 2020 vs 2019 2019 vs 2018
     (dollar amounts in thousands)        
    Impairment of goodwill, intangible assets and equipment$— $
     $9,469
     $
     % $(9,469) (100.0)%
    Percentage of total revenue% % 3.2%  
      
        

    In fiscal 2018, we recorded a $9.5 million impairment charge for goodwill and other assets associated with DXI Limited, a UK company acquired by 8x8 in May 2015, as a result in the 8x8 Communication Cloud Platform,Company's change in product and marketing strategy for the use of DXI's technology.
    Other income (expense), netYears Ended March 31, Year-over-Year Change
     2020 2019 2018 2020 vs 2019 2019 vs 2018
     (dollar amounts in thousands)        
    Other income (expense), net$(11,717) $1,463
     $3,693
     $(13,180) (900.9)% $(2,230) (60.4)%
    Percentage of total revenue(2.6)% 0.4% 1.2%  
      
        
    The change in other income (expense), net primarily related to recognition of interest, amortization of debt discount, and amortization of issuance costs associated with our convertible senior notes issued in the fourth quarter of fiscal 2019 and the third quarter of fiscal 2020, of $15.6 million in fiscal 2020, compared to $1.5 million in fiscal 2019. These changes were offset in part by an industry first solution which combines unified communications, team collaboration interoperability, contact center,increase of $1.6 million of interest income.
    In fiscal 2019, other income (expense), net decreased by $2.2 million compared to fiscal 2018 primarily due to $1.5 million of interest expense and real time analyticsamortization associated with our convertible senior notes issued in the fourth quarter of fiscal 2019, other income of $1.5 million recorded in fiscal 2018 related to the release of cash held in escrow fund from our acquisition of DXI, and increase in unrealized losses on foreign exchanges of $0.6 million. These decreases were offset by an increase in interest income of $1.0 million.
    With the recognition of interest expense and amortization of debt discount and issuance costs in connection with our convertible senior notes, we expect other income (expense), net to continue to be in a single open platform.

    Third,net expense position in future periods.

    Provision for income taxesYears Ended March 31,Year-over-Year Change
     2020 2019 2018 2020 vs 2019 2019 vs 2018
     (dollar amounts in thousands)       
    Provision for income taxes$832
     $569
     $66,294
     $263
     46.2% $(65,725) (99.1)%
    Percentage of total revenue0.2% 0.2% 22.4%  
      
        
    For the year ended March 31, 2020 and 2019, we recorded an income tax expense of $0.8 million and $0.6 million, respectively, mostly related to the current tax liabilities of profitable foreign subsidiaries and state minimum taxes. For the 12 months ended March 31, 2018, we recorded an income tax expense of $66.3 million, mostly related to the recording of a full valuation allowance established against our deferred tax assets in the quarter ended December 31, 2017.
    We record deferred taxes based on differences between the financial statement basis and tax basis of assets and liabilities and available tax loss and credit carryforwards. In evaluating our ability to utilize our deferred tax assets, we consider available evidence, both positive and negative, in determining future taxable income on a jurisdiction-by-jurisdiction basis. We record a valuation allowance against deferred tax assets if, based on the weight of the evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. A significant item of objective negative evidence considered was the historical three-year cumulative pretax loss reached in fiscal 2018. As a result, we recorded a full valuation allowance against our U.S. deferred tax assets in the period ended December 31, 2017, and continued to record valuation allowance against our deferred tax assets generated thereafter. We also continue to maintain a valuation allowance against our U.K deferred tax assets as well as the recently acquired Singapore deferred tax assets.
    The Tax Cuts and Jobs Act ("the Act") that was enacted on December 22, 2017, significantly reformed the Internal Revenue Code of 1986, as amended. The Act contains significant changes to corporate taxation, including reduction of the corporate tax rate from 35% to 21%, limitation of the tax deduction for interest expense to 30% of earnings, limitation of the deduction for net operating losses to 80% of current year taxable income and elimination of net operating loss carrybacks, one time taxation of offshore earnings at reduced rates regardless of whether they are repatriated, elimination of U.S. tax on foreign earnings (subject to certain important exceptions), immediate deductions for certain new investments instead of deductions for depreciation expense over time, and modifying or repealing many business deductions and credits. In the third quarter of fiscal 2018, we remeasured our deferred tax assets and liabilities based on the rates at which they are expected to reverse in the future, which is generally 21%. We did not record any one-time transition tax liability for our foreign subsidiaries as our calculations concluded we do not have any untaxed foreign accumulated earnings.
    We estimate our annual effective tax rate at the end of each quarter. In estimating the annual effective tax rate, we consider, among other things, annual pre-tax income, permanent tax differences, the geographic mix of pre-tax income and the application and interpretations of existing tax laws. We record the tax effect of certain discrete items, which are unusual or occur infrequently, in the interim period in which they occur, including changes in judgment about deferred tax valuation allowances. The determination of the effective tax rate reflects tax expense and benefit generated in certain domestic and foreign jurisdictions. However, jurisdictions with a year-to-date loss where no tax benefit can be recognized are excluded from the annual effective tax rate.

    Liquidity and Capital Resources
    As of March 31, 2020, we had $170.9 million of cash, cash equivalents, and short-term investments. In addition, we had $19.0 million in restricted cash, of which $8.6 million in support of letter of credits securing leases for office facilities in California and New York and $10.4 million held in escrow for our acquisition of Wavecell, pursuant to the terms of the acquisition agreement. At March 31, 2019, we had $346.5 million of cash, cash equivalents, and short-term investments as well as the $8.1 million in deposit as restricted cash. We believe that our existing cash, cash equivalents and investment balances, and our anticipated cash flows from operations will be sufficient to meet our working capital and expenditure requirements for the next 12 months. Although we believe we have made significant progress with increasingadequate sources of liquidity over the effectivenessnext 12 months, the success of our operations, the global channel networkeconomic outlook, and the pace of sustainable growth in our markets, in each case, in light of the market volatility and uncertainty as a result of the COVID-19 pandemic, among other factors, could impact our business and liquidity.
    Year over Year Changes
    Net cash used in operating activities for fiscal 2020 was $93.9 million, compared with $14.9 million for fiscal 2019. Cash used in or provided by operating activities is primarily affected by:
    the amount of net income or loss;
    the amount of non-cash expense items such as depreciation, amortization, and impairments;
    the expense associated with stock options and stock-based awards; and
    changes in working capital accounts, particularly in the timing of collections from receivable and payments of obligations, such as commissions.
    In fiscal 2020, net cash used in operating activities was primarily related to ensurethe net loss of $172.4 million, net cash outflow from sales commissions payments and recognition of deferred sales commissions of $26.9 million, and other smaller working capital changes, which were partially offset by non-cash charges such as stock-based compensation expense of $70.9 million, amortization of capitalized software of $19.0 million, amortization of debt discount of $14.0 million, and operating lease expenses of $15.0 million.
    Net cash used in operating activities during fiscal 2019 was primarily related to the net loss of $88.7 million, net cash outflow from sales commissions of $11.1 million, and other smaller working capital changes, which were partially offset by non-cash charges such as stock-based compensation expense of $44.5 million, depreciation and amortization of intangible of $14.9 million, amortization of capitalized software of $9.7 million, and non-cash lease expense of $4.8 million.
    Net cash used in investing activities was $106.3 million in fiscal 2020, compared with $10.9 million provided by investing activities in fiscal 2019. The cash used in investing activities during fiscal 2020 was primarily related to purchases of property and equipment of $35.8 million, largely in connection with the build out of our channel partners are properly engagedcorporate office, capitalized internal software development costs of $31.6 million, and prepared to transition their customers to 8x8. We enhanced our partner enablement offering with a new Partner Connect global web portal, which offers extensive sales, technical resources, marketing, and lead generation support.

    33


    Fourth, we have made significant progress enhancing our global systems and customer support capabilities to better serve our multinational customers. We went live on Salesforce Service Cloud, an enterprise-scalable platform that is fully integratednet cash paid of $59.1 million in connection with our acquisitions. This was partially offset by the proceeds from the sales automation system.and maturities of investments, net of purchases, of $20.2 million.

    Net cash provided by investing activities of $10.9 million during fiscal 2019, compared with $7.3 million used in investing activities in fiscal 2018, was primarily related to $51.2 million of proceeds from sales and maturities of investments, net of purchases of investments. This enableswas partially offset by $9.1 million of property and equipment investments and capitalized internal software development costs of $25.6 million.
    Net cash provided by financing activities was $72.1 million in fiscal 2020, compared with $249.2 million provided by financing activities in fiscal 2019. The cash provided by financing activities in fiscal 2020 was primarily from the issuance of convertible debt of $73.9 million and $14.3 million from the issuance of common stock under employee stock purchase plans. These inflows were partially offset by $9.3 million in capped call transactions, and $6.6 million paid to settle payroll tax obligations for employee equity awards.
    Our financing activities for fiscal 2019 provided cash of $249.2 million, compared with $16.4 million used in financing activities for fiscal 2018, primarily from the issuance of convertible debt of $279.5 million and from the issuance of common stock under employee stock purchase plans of $12.2 million. These inflows were partially offset by $33.7 million in capped call transactions, $7.8 million to settle payroll tax obligations and $0.9 million to make payments for lease obligations.
    Off-Balance Sheet Arrangements
    As of March 31, 2020, we did not have any off-balance sheet arrangements, as defined in Item 303(a)(4)(ii) of SEC Regulation S-K, such as the use of unconsolidated subsidiaries, structured finance, special purpose entities or variable interest entities.
    As set forth below in our contact centers aroundcontractual obligations table, we do have inventory purchases and other commitments incurred in the worldnormal course of business. We may also agree in the normal course of business to viewindemnify other parties, including customers, lessors and manage any customer case, allowingparties to other transactions with us with respect to matters such as breaches of representations or covenants or intellectual property infringement or other claims made by third parties. See Note 7, "COMMITMENTS AND CONTINGENCIES" in the Notes to Consolidated Financial Statements for seamless case handoffs across regions.

    further information about our indemnification arrangements.


    Contractual Obligations
    Obligations related to our convertible senior notes, operating lease payments, and purchase obligations at March 31, 2020 for the next five years were as follows (in thousands):
      Payments Due by Period
      Total 
    Less than
    1 year
     1-3 years 3-5 years 
    More than
     5 years
    Convertible senior notes $362,500
     $
     $
     $362,500
     $
    Operating lease obligations(1)
     122,458
     9,765
     31,507
     23,108
     58,078
    Lease assignment contract(1) 
     9,769
     8,969
     800
     
     
    Purchase obligations 4,164
     2,933
     1,231
     
     
    Total $498,891
     $21,667
     $33,538
     $385,608
     $58,078
    (1) See Note 6, "LEASES" in the Notes to Consolidated Financial Statements for further information.
    CRITICAL ACCOUNTING POLICIES & ESTIMATES

    Our consolidated financial statements are prepared in conformityaccordance with accounting principles generally acceptedU.S. GAAP. Refer to Note 1, "THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES", in the United States of America. Note 1Notes to the consolidated financial statementsConsolidated Financial Statements in Part II, Item 8 of this Report that describes the significant accounting policies and methods used in the preparation of our consolidated financial statements.

    We have identified the policies below as some of the more critical to our business and the understanding of our results of operations. These policies may involve a higher degree of judgment and complexity in their application and represent the critical accounting policies used in the preparation of our consolidated financial statements. Although we believe our judgments and estimates are appropriate, actual future results may differ from our estimates. If different assumptions or conditions were to prevail, the results could be materially different from our reported results. The impact and any associated risks related to these policies on our business operations is discussed throughout Management's Discussion and Analysis of Financial Condition and Results of Operations where such policies affect our reported and expected financial results.

    Use of Estimates

    The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and equity and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. On an on-going basis, we evaluate such estimates, including, but not limited to, those related to bad debts, returns reserve for expected cancellations, valuation of inventories, income and sales tax, and litigation and other contingencies. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities, and equity that are not readily apparent from other sources. Our actual results could differ from those estimates under different assumptions or conditions.

    Additional information regarding risk factors that may impact our estimates is included above under Part I, Item 1A, "Risk Factors."

    Revenue Recognition

    Our revenue recognition policies are also described in Note 1, "THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES" in the Notes to the consolidated financial statementsConsolidated Financial Statements in Part II, Item 8 of this Annual Report. As described below, significant management judgments and estimates must be made and used in connection with the revenue recognized in any accounting period. Material differences may result in the amount and timing of our revenue for any period if our management made different judgments or utilized different estimates.

    Service and Product Revenue

    We recognize service revenue, mainly from subscription services related to itsour cloud-based voice, call center, video, and collaboration solutions when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, price is fixed or determinable and collectability is reasonably assured. We defer recognition of service revenues in instances when cash receipts are received before services are delivered and we recognize deferred revenues ratably, overusing the coursefive-step model as prescribed by ASU No. 2014-09, Revenue from Contracts with Customers (ASC 606), as amended: Topic 606:
    Identification of the contract, as services are provided.

    Underor contracts, with a customer;

    Identification of the terms of our typical subscription agreements, new customers can terminate their service within 30 days of order placement and receive a full refund of fees previously paid. We have determined that we have sufficient history of subscriber conduct to make a reasonable estimate of cancellations within the 30-day trial period. Therefore, we recognize new subscriber revenue that is fixed and determinable and that is not contingent on future performance or future deliverables,obligations in the month in whichcontract;
    Determination of the new order was shipped, nettransaction price;
    Allocation of an allowance for expected cancellations.

    34


    We recognize revenue from product sales, mainly 8x8 IP telephones, for which there are no related services to be rendered upon shipment to customers provided that persuasive evidence of an arrangement exists, the transaction price is fixed or determinable, title has transferred, collection of resulting receivables is reasonably assured, there are no customer acceptance requirements, and there are no remaining significant obligations. Gross outbound shipping and handling charges are recorded as revenue, and the related costs are included in cost of goods sold. Reserves for returns and allowances for customer sales are recorded at the time of shipment. In accordance with the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 605,Revenue Recognition, we defer revenue from shipments to distributors, retailers, channel partners, and resellers, where the right of return exists, until the products have been sold to the end customer.

    We record revenue net of any sales and service related taxes and mandatory government charges that are billed to our customers. We believe this approach results in consolidated financial statements that are more easily understood by users.

    Multiple Element Arrangements

    ASC 605-25,Revenue Recognition - Multiple Element Arrangements, requires that revenue arrangements with multiple deliverables be divided into separate units of accounting if the deliverablesperformance obligations in the arrangement meet specific criteria.contract; and

    Recognition of revenue when or as, the Company satisfies a performance obligation.
    We identify performance obligations in contracts with customers, which may include subscription services, usage based services, , product delivery, and professional services. The provisioning of the 8x8 cloud service with the accompanying 8x8 IP telephone constitutes a revenue arrangement with multiple deliverables.  For arrangements with multiple deliverables, we allocate the arrangement consideration to all units of accounting based on their relative selling prices. In such circumstances, the accounting principles establish a hierarchy to determine the relative sellingtransaction price to be used for allocating arrangement consideration to units of accounting as follows: (i) vendor-specific objective evidence of fair value ("VSOE"), (ii) third-party evidence of selling price ("TPE"), and (iii) best estimate of the selling price ("BESP").

    VSOE generally exists only when we sell the deliverable separately, on more than a limited basis, at prices within a relatively narrow range.  When VSOE cannot be established, we attempt to establish the selling price of deliverables based on relevant TPE. TPE is determined based on manufacturer's pricesthe amount we expect to be entitled to receive in exchange for similar deliverablestransferring the promised services or products to the customer. The transaction price in the contract is allocated to each distinct performance obligation in an amount that represents the relative amount of consideration expected to be received in exchange for satisfying each performance obligation. Revenue is recognized when sold separately, when possible. Asperformance obligations are satisfied. Revenues are recorded based on the transaction price excluding amounts collected on behalf of third parties such as sales and telecommunication taxes, which are collected on behalf of and remitted to governmental authorities. We generally bill our customers on a monthly basis. Contracts typically range from annual to multi-year agreements with payment terms of net 30 days or less. We occasionally allow a 30-day period to cancel a subscription and return products shipped for a full refund.

    When a contract with a customer is signed, we have historically been unableassess whether collection of the fees under the arrangement is probable. We maintain a revenue reserve for potential credits to establish a selling price using VSOE or TPE, we use BESPbe issued.

    We record reductions to revenue for estimated sales returns and customer credits at the allocationtime the related revenue is recognized. Sales returns and customer credits are estimated based on our historical experience, current trends and our expectations regarding future experience. We monitor the accuracy of arrangement consideration. The objective of BESP isits sales reserve estimates by reviewing actual returns and credits and adjusts them for its future expectations to determine the price at which we would transactadequacy of its current and future reserve needs. If actual future returns and credits differ from past experience, additional reserves may be required.
    When our services do not meet certain service level commitments, our customers are entitled to receive service credits, and in certain cases, refunds, each representing a sale ifform of variable consideration. We historically have not experienced any significant incidents affecting the product or service was solddefined levels of reliability and performance as required by our subscription contracts. Accordingly, the amount of any estimated refunds related to these agreements in the consolidated financial statements is not material during the periods presented.
    Service Revenue
    Service revenue from subscriptions to our cloud-based technology platform is recognized over time on a stand-alone basis. BESPratable basis over the contractual subscription term beginning on the date that the platform is made available to the customer until the end of the contractual period. Payments received in advance of subscription services being rendered are recorded as deferred revenue; revenue recognized for services rendered in advance of payments received are recorded as contract assets. Usage fees, when bundled, are billed in advance and recognized over time on a ratable basis over the contractual subscription term, which is usually the monthly contractual billing period. Non-bundled usage fees are recognized as actual usage occurs.
    Other Revenue
    Other revenue comprises primarily product revenue and professional services revenue. We recognize product revenue for telephony equipment at a point in time, when transfer of control has occurred, which is generally usedupon shipment. Sales returns are recorded as a reduction to revenue estimated based on historical experience. Professional services for offerings thatdeployment, configuration, system integration, optimization, customer training or education are not typically soldprimarily billed on a stand-alonefixed-fee basis and are performed by us directly or, for newalternatively, customers may also choose to perform these services themselves or highly customized offerings. We determine BESP for a product orengage their own third-party service by considering multiple factors including, but not limited to:

    In accordance with the guidance of ASC 605-25, when we enter into revenue arrangements with multiple deliverables we allocate arrangement consideration, among the products and subscriber services based on their relative selling prices. Arrangement consideration allocated to the sold products that is fixed or determinable and that is not contingent on future performance or future deliverables is recognized as product revenues during the periodservices are performed or upon completion of the sale less the allowance for estimated returns during the 30-day trial period. Arrangement consideration allocated to subscriber services that is fixed or determinable and that is not contingent on future performance or future deliverables is recognized ratably as service revenues as the related services are provided, which is generally over the initial contract term.

    Our ability to enter into revenue generating transactions and recognize revenue in the future is subject to a number of business and economic risks discussed above under Item 1A,"Risk Factors."

    deployment.

    Collectability of Accounts Receivable

    We must make estimatesconsider whether collection is probable at the inception of the collectability ofa contract with a customer, in determining its impact to our accounts receivable. Managementability to recognize revenue. Subsequently, on an on-going basis, management specifically analyzes accounts receivable, including historical bad debts, customer concentrations, customer creditworthiness, current economic trends and changes in our customer payment terms when evaluating the adequacy of the allowance for doubtful accounts. As of March 31, 2017, the accounts receivable balance was approximately $14.3 million, net of an allowances for doubtful accounts and returns of $1.3 million. If the financial condition of our customers deteriorates, our actual losses may exceed our estimates, and additional allowances would be required.

    35


    Goodwill and Other Intangible Assets

    Goodwill and intangible assets with indefinite useful lives are not amortized. Goodwill represents the excess fair value of consideration transferred over the fair value of net assets acquired in business combinations. The carrying value of goodwill and indefinite lived intangible assets are not amortized but are annually tested for impairment and more often if there is an indicator of impairment.

    We perform

    The Company performs testing for impairment of goodwill on an annual impairment assessment in the fourth quarter of each year,basis, or more frequently if indicators of potential impairment exist, to determine whether it isas events occur or circumstances change that would more likely than not thatreduce the fair value of athe Company’s single reporting unit in which goodwill resides is less thanbelow its carrying value. For reporting units in which this assessment concludes that itamount. Goodwill is more likely than not thatconsidered impaired if the fair value is more than its carrying value goodwill is not considered impaired and we are not required to perform the two-step goodwill impairment test. Qualitative factors considered in this assessment include industry and market considerations, overall financial performance, and other relevant events and factors affectingof the reporting unit.

    Internal - Useunit exceeds its fair value.

    See Note 1, "THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES", in the Notes to Consolidated Financial Statements in Part II, Item 8 of this Report for additional information.
    Internal-Use Software Development Costs

    We account for computer software developed or obtained for internal use in accordance with ASC 350-40,Internal Use Software (ASC 350-40), which requires capitalization of certain software development costs incurred during the application development stage. In accordance with authoritative guidance, we begin to capitalize our costs to develop software when preliminary development efforts are successfully completed, management has authorized and committed project funding, and it is probable that the project will be completed and the software will be used as intended. Once the project has been completed, these costs are amortized on a straight-line basis over the estimated useful life of the related asset, generally estimated to be three years. Costs incurred prior to meeting these criteria together with costs incurred for training and maintenance are expensed as incurred and recorded in the applicable income statement category, typically research and development, expense onin our consolidated statements of operations.

    Income and Other Taxes

    As part of the process of preparing our consolidated financial statements, we are required to estimate our income taxes in each of the jurisdictions in which we operate. This process requires us to estimate our actual current tax expense and to assess

    temporary differences resulting from book-tax accounting differences for items such as accrued vacation. These differences result in deferred tax assets and liabilities, which are included within our consolidated balance sheet. We must then assess the likelihood that our deferred tax assets will be recovered from future taxable income and to the extent we believe that recovery is not likely, we must establish a valuation allowance.

    Significant management judgment is required to determine the valuation allowance recorded against our net deferred tax assets, which include net operating loss and tax credit carry forwards.carry-forwards. The valuation allowance is based on our estimates of taxable income by jurisdiction in which we operate and the period over which our deferred tax assets will be recoverable.
    In evaluating our ability to utilize our deferred tax assets, we consider available evidence, both positive and negative, in determining future taxable income on a jurisdiction-by-jurisdiction basis. We record a valuation allowance against deferred tax assets if, based on the weight of the evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. A significant item of objective negative evidence considered was the historical three-year cumulative pretax loss as of the end of our third quarter of fiscal 2018. As a result, we recorded a full valuation allowance against our U.S. deferred tax assets during that period. As of March 31, 2017, the net deferred tax asset on the consolidated balance sheet represented the projected tax benefit2020, we expectcontinue to realize. We maintain a valuation allowance against the portion of our deferred tax assets that we believe is not more likely than not to be used to reduce our income tax liability.

    During the fourth quarter of fiscal 2017 and 2016, we evaluated the need for afull valuation allowance against our net deferred tax asset and concluded that we needed less of an allowance because certain California net operating losses expired in fiscal 2017 and 2016 and will not be utilized. Therefore, we decreased our valuation allowance by approximately $0.8 million and $1.1 million, respectively. As of March 31, 2017, the net deferred tax asset on the consolidated balance sheet representedsheet.

    We estimate our annual effective tax rate at the projectedend of each quarter. In estimating the annual effective tax rate, we consider, among other things, annual pre-tax income, permanent tax differences, the geographic mix of pre-tax income and the application and interpretations of existing tax laws. We record the tax effect of certain discrete items, which are unusual or occur infrequently, in the interim period in which they occur, including changes in judgment about deferred tax valuation allowances. The determination of the effective tax rate reflects tax expense and benefit generated in certain domestic and foreign jurisdictions. However, jurisdictions with a year-to-date loss where no tax benefit we expectcan be recognized are excluded from the annual effective tax rate.
    Our products and services are subject to realize.

    sales, use and utility taxes and other fees in many jurisdictions. We have receivedassess, collect and remit these taxes and report them to municipal, state and federal agencies on a monthly or quarterly basis. We regularly receive inquiries, demands or audit requests from several state,these municipal and 9-1-1 taxing agencies seeking payment of taxes that are applied to or collected fromstate tax agencies. During the customers of providers of traditional public switched telephone network services. We recorded $0.5 million, $0.4 million and $0.1 million of expense for the yearsyear ended March 31, 2017, 20162019, we determined that additional sales taxes were probable of being assessed and 2015, respectively, forestimable in multiple states as a result of findings from sales and use tax audits, and estimated an $8.0 million sales tax exposure for such assessments.

    36


    liability. As of March 31, 2020, we have an accrual related to sales tax liability of $4.5 million.

    Stock-Based Compensation

    We account for our employee stock options, stock purchase rights, restricted stock units (“RSUs”), and restricted performance stock units granted under the 1996 Stock Plan, 1996 Director Option Plan, the 2006 Stock Plan, the 2003 Contactual Plan, the 2012 Equity Incentive Plan, the 2013 New Employee Inducement Incentive Plan and stock purchase rights under the 1996 Employee Stock Purchase Plan (collectively "Equity Compensation Plans") under the provisions of ASC 718 -Stock Compensation. Under the provisions of ASC 718, stock-based compensation cost is measured at the grant date, based on the estimated fair value of the award, and is recognized as an expense over the employee's requisite service period (generally the vesting period of the equity grant), net of estimated forfeitures.

    Compensation expense for stock-based payment awards is recognized using the straight-line single-option method and includes the impact of estimated forfeitures. Compensation expense for restricted stock units with performance and market conditions is recognized over the requisite service period using the straight-line method and includes the impact of estimated forfeitures. ASC 718 requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates.

    To value option grants under the Equity Compensation Plans for stock-based compensation, we used the Black-Scholes option valuation model. Fair value determined using the Black-Scholes option valuation model varies based on assumptions used for the expected stock prices volatility, expected life, risk-free interest rates and future dividend payments. We used the historical volatility of our stock over a period equal to the expected life of the options. The expected life assumptions represent the weighted-average period stock-based awards are expected to remain outstanding. We established expected life assumptions through the review of historical exercise behavior of stock-based award grants with similar vesting periods. The risk-free interest rate was based on the closing market bid yields on actively traded U.S. treasury securities See Note 1, "THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES", in the over-the-counter marketNotes to Consolidated Financial Statements in Part II, Item 8 of this Report for the expected term equal to the expected term of the option. The dividend yield assumption was based on our history and expectation of future dividend payout.

    To value restricted performance stock units under the Equity Compensation Plans, we used a Monte Carlo simulation model.  Fair value determined using the Monte Carlo simulation model varies based on the assumptions used for the expected stock price volatility, the correlation coefficient between the Company and the NASDAQ Composite Index, risk-free interest rates, and future dividend payments.  We used the historical volatility and correlation of our stock and the Index over a period equal to the remaining performance period as of the grant date. The risk-free interest rate was based on the closing market bid yields on actively traded U.S. treasury securities in the over-the-counter market for the expected term equal to the remaining performance period as of the grant date. The dividend yield assumption was based on our history and expectation of future dividend payout.

    additional information.

    Recently Issued and Adopted Accounting Pronouncements

    Recent accounting pronouncements are detailed in Note 1, "THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES", in the Notes to our Consolidated Financial Statements included in Part II, Item 8 of this Annual Report on Form 10-K.

    SELECTED OPERATING STATISTICS

    We periodically review certain key business metrics, in order to evaluate the effectiveness of our operational strategies, allocate resources and maximize the financial performance of our business. The selected operating statistics include the following:

       Selected Operating Statistics
       March 31, Dec. 31, Sept. 30, June 30, March 31,
       2017 2016 2016 2016 2016
    Business customers average monthly           
         service revenue per customer (1)  $ 426  $ 414  $ 409  $ 399  $ 385 
    Monthly business service revenue churn (2)(3)  0.7% 1.0% 0.6% 0.5% 0.4%
                
    Overall service margin  83% 83% 81% 81% 81%
    Overall product margin  -9% -20% -6% -16% -18%
    Overall gross margin  77% 77% 74% 74% 72%

    37


    ____________

    (1)

    Business customer average monthly service revenue per customer is service revenue from business customers in the period divided by the number of months in the period divided by the simple average number of business customers during the period.

    (2)

    Business customer service revenue churn is calculated by dividing the service revenue lost from business customers (after the expiration of 30-day trial) during the period by the simple average of business customer service revenue during the same period and dividing the result by the number of months in the period.

    (3)

    Excludes DXI business customer service revenue churn for all periods presented.

    We believe it is useful to monitor these metrics together and not individually, as we do not make business decisions based upon any single metric.

    RESULTS OF OPERATIONS

    The following discussion should be read in conjunction with our Consolidated Financial Statements and related notes included elsewhere in this Annual Report.

    REVENUE

       Years Ended March 31,  Year-over-Year Change
       2017  2016  2015  2016 to 2017  2015 to 2016
       (dollar amounts in thousands)            
    Service revenue $235,816  $192,241  $148,208  $43,575   22.7% $44,033   29.7%
    Percentage of total revenue  93.1%  91.8%  91.3%            

    Service revenue consists primarily of revenues attributable to the provision of our 8x8 cloud communication and collaboration software solutions.

    The increase in fiscal year 2017, compared with fiscal year 2016, was primarily attributable to an increase in our business customer subscriber base (net of customer churn), in particular, to mid-market and enterprise customers, and an increase in the average monthly service revenue per customer. Our business service subscriber base grew from approximately 45,700 customers at the end of fiscal 2016 to approximately 49,200 customers on March 31, 2017. Average monthly service revenue per customer for the fiscal year increased from $367 for fiscal 2016 to $412 for fiscal 2017. These growth factors were partially offset by the discontinuance of a certain customer segment of the United Kingdom based platform-as-a-service (DXI PaaS) that was acquired in fiscal 2016 as part of the DXI acquisition, and the decline of the GBP exchange rate to the USD. We expect growth in the number of business customers and average monthly service revenue per customer to continue to grow in fiscal 2018.

    The increase in fiscal year 2016, compared with fiscal year 2015, was primarily attributable to an increase in our business customer subscriber base (net of customer churn) in particular, to mid-market and enterprise customers, revenue of approximately $10.0 million from customers acquired as part of the DXI acquisition, and an increase in the average monthly service revenue per customer. Our business service subscriber base grew from approximately 41,600 customers at the end of fiscal 2015 to approximately 45,700 customers on March 31, 2016. Average monthly service revenue per customer for the fiscal year increased from $305 for fiscal 2015 to $367 for fiscal 2016. 

       Years Ended March 31,  Year-over-Year Change
       2017  2016  2015  2016 to 2017  2015 to 2016
       (dollar amounts in thousands)            
    Product revenue $17,572  $17,095  $14,205  $477   2.8% $2,890   20.3%
    Percentage of total revenue  6.9%  8.2%  8.7%            

    38


    Product revenue consists primarily of revenues from sales of IP telephones in conjunction with our cloud telephony service. Product revenue is contingent whether a customer chooses to purchase an IP telephone, or use an existing cell phone, in conjunction with the purchase of our Virtual Office service. We expect customers to continue to adopt the mobile solution in the future.

    No single customer represented more than 10% of our total revenues during fiscal 2017, 2016 or 2015.

    The following table illustrates our net revenues by geographic area. Revenues are attributed to countries based on the destination of shipment and the customer's service address (in thousands):

       Years Ended March 31,
       2017  2016  2015
    Americas (principally US)  89%  87%  92%
    Europe (principally UK)  11%  13%  8%
      100%  100%  100%

    COST OF REVENUE

       Years Ended March 31,  Year-over-Year Change
       2017  2016  2015  2016 to 2017  2015 to 2016
       (dollar amounts in thousands)            
    Cost of service revenue$42,400  $37,078  $29,701  $5,322   14.4% $7,377   24.8%
    Percentage of service revenue  18.0%  19.3%  20.0%            

    Cost of service revenue primarily consists of costs associated with network operations and related personnel, communication origination and termination services provided by third-party carriers, and technology licenses.

    The increase in cost of service revenue for fiscal 2017 from fiscal 2016 was primarily due to a $2.6 million increase in third party network service expenses (due to increased call volumes associated with our subscription revenue growth), a $0.6 million increase in licenses and fees, a $0.6 million increase in stock-based compensation expenses, a $0.5 million increase in amortization expense, a $0.4 million increase in payroll and related expenses, a $0.4 million increase in computer supply expenses, and a $0.2 million increase in temporary personnel, consulting and outside service expenses.

    The increase in cost of service revenue for fiscal 2016 from fiscal 2015 was primarily due to a $2.0 million increase in third-party network service expenses, a $1.6 million increase in amortization expense, a $1.4 million increase in payroll and related expenses, a $0.5 million increase in depreciation, a $0.5 million increase in licenses and fees, and a $0.5 million increase in stock-based compensation expenses.

       Years Ended March 31,  Year-over-Year Change
       2017  2016  2015  2016 to 2017  2015 to 2016
       (dollar amounts in thousands)            
    Cost of product revenue $19,714  $20,168  $15,863  $(454)  -2.3% $4,305   27.1%
    Percentage of product revenue  112.2%  118.0%  111.7%            

    The cost of product revenue consists primarily of IP telephones, estimated warranty obligations and direct and indirect costs associated with product purchasing, scheduling, shipping and handling.

    The decrease in the cost of product revenue for fiscal 2017 from fiscal 2016 was primarily due to a $0.2 million decrease in the shipment of equipment to our business customers, and a $0.1 million decrease to warranty expense.

    39


    The increase in the cost of product revenue for fiscal 2016 from fiscal 2015 was primarily due to a $3.6 million increase in the shipment of equipment to our business customers, a $0.3 million increase in freight costs, and a $0.2 million increase to warranty expense.

    RESEARCH AND DEVELOPMENT EXPENSES

       Years Ended March 31,  Year-over-Year Change
       2017  2016  2015  2016 to 2017  2015 to 2016
       (dollar amounts in thousands)            
    Research and development $27,452  $24,040  $15,118  $3,412   14.2% $8,922   59.0%
    Percentage of total revenue  10.8%  11.5%  9.3%            

    Historically, our research and development expenses have consisted primarily of personnel, system prototype design, and equipment costs necessary for us to conduct our development and engineering efforts.

    The increase in research and development expenses for fiscal 2017 from fiscal 2016 was primarily attributable to a $6.8 million increase in payroll and related expenses, a $1.2 million increase in temporary personnel, consulting and outside service expenses, a $1.2 million increase in facility and other allocated costs (which is based on employee headcount), a $0.8 million increase in stock-based compensation expenses, a $0.2 million increase in travel costs, partially offset by $7.0 million of capitalized payroll and consulting costs.

    The increase in research and development expenses for fiscal 2016 from fiscal 2015 was primarily attributable to a $6.5 million increase in payroll and related expenses, and a $1.4 million increase in stock-based compensation expenses, a $0.3 million increase in temporary personnel, consulting and outside service expenses partially offset by $0.9 million of capitalized payroll and consulting costs.

    SALES AND MARKETING EXPENSES

       Years Ended March 31,  Year-over-Year Change
       2017  2016  2015  2016 to 2017  2015 to 2016
       (dollar amounts in thousands)            
    Sales and marketing $139,277  $109,379  $80,667  $29,898   27.3% $28,712   35.6%
    Percentage of total revenue  55.0%  52.3%  49.7%            

    Sales and marketing expenses consist primarily of personnel and related overhead costs for sales, marketing, and customer service which includes deployment engineering and technical support. Such costs also include outsourced customer service call center operations, sales commissions, trade shows, advertising and other marketing and promotional expenses.

    The increase in sales and marketing expenses for fiscal 2017 from fiscal 2016 was primarily due to a $16.6 million increase in payroll and related expenses from expanding our sales force, deployment engineering, and customer success teams, a $5.0 million increase in facility and allocated costs, a $2.6 million increase in stock-based compensation expenses, a $2.1 million increase in third-party sales commissions, a $1.5 million increase in travel and meal expenses, a $1.3 million increase in advertising, a $0.5 million increase in credit card processing fees, a $0.5 increase in public relations costs, a $0.5 million increase in bad debt expense, a $0.3 million increase in depreciation expense, offset partially by a $0.8 million decrease in temporary personnel, consulting and outside service expenses, and a $0.3 million decrease in amortization expense due to intangibles acquired in acquisitions.

    The increase in sales and marketing expenses for fiscal 2016 from fiscal 2015 was primarily due to a $13.8 million increase in payroll and related expenses from an increase in our sales force, deployment engineering, customer success teams, and from the acquisition of DXI, a $3.5 million increase in third-party sales commissions, a $2.6 million increase in temporary personnel, consulting and outside service expenses, a $2.3 million increase in stock-based compensation expenses, a $1.2 million increase in travel and meal expenses, a $1.1 million increase in advertising, a $0.6 million increase in trade show expenses, a $0.5 million increase in credit card processing fees, a $0.3 million increase in amortization expense due to intangibles acquired in acquisitions, and a $0.2 million increase in depreciation expense.

    40


    GENERAL AND ADMINISTRATIVE EXPENSES

       Years Ended March 31,  Year-over-Year Change
       2017  2016  2015  2016 to 2017  2015 to 2016
       (dollar amounts in thousands)            
    General and administrative $31,214  $25,745  $18,182  $5,469   21.2% $7,563   41.6%
    Percentage of total revenue  12.3%  12.3%  11.2%            

    General and administrative expenses consist primarily of personnel and related overhead costs and professional service fees for finance, legal, human resources, employee recruiting, and general management.

    The increase in general and administrative expenses for fiscal 2017 from fiscal 2016 was primarily due to a $1.4 million increase in payroll and related expenses, a $1.1 million increase in stock-based compensation expenses, a $1.3 million increase in temporary personnel, consulting and outside service expenses, and a $0.7 million increase in legal, accounting and tax expenses.

    The increase in general and administrative expenses for fiscal 2016 from fiscal 2015 was primarily due to a $2.6 million increase in stock-based compensation expenses, a $1.7 million increase in payroll and related expenses, a $0.9 million increase in temporary personnel, consulting and outside service expenses, a $0.8 million increase in facility lease and maintenance expenses, a $0.5 million increase in depreciation expense, and a $0.2 million increase in legal expenses.

    GAIN ON PATENT SALE

    In June 2012, we entered into a patent purchase agreement for the sale of a group of United States patents. We recognized a gain of approximately $12.0 million, net of transaction costs, in fiscal 2013 and $1.0 million in fiscal 2015 due to the third-party purchaser entering into a license agreement with its customer. The gain on patent sale has been recorded as a reduction of operating expenses in the consolidated statements of operations for fiscal 2015.

    INTEREST INCOME AND OTHER, NET

       Years Ended March 31,  Year-over-Year Change
       2017  2016  2015  2016 to 2017  2015 to 2016
       (dollar amounts in thousands)            
    Interest income and other, net $1,792  $1,107  $833  $685   61.9% $274   32.9%
    Percentage of total revenue  0.7%  0.5%  0.5%            

    This item primarily consisted of interest income earned on our cash, cash equivalents and investments and amortization or accretion of investments in fiscal 2017, 2016 and 2015.

    (BENEFIT) PROVISION FOR INCOME TAXES

       Years Ended March 31,  Year-over-Year Change
       2017  2016  2015  2016 to 2017  2015 to 2016
       (dollar amounts in thousands)            
    (Benefit) provision for income taxes $(126) $(847) $2,789  $721   -85.1% $(3,636)  -130.4%
    Percentage of total revenue  0.0%  -0.4%  1.7%            

    41


    We recorded an income tax benefit of $0.1 million, $0.8 million and an income tax expense of $2.8 million in fiscal

    2017, 2016 and 2015, respectively. Our income tax provision has historically been driven by our pretax profitability, tax credits, foreign losses not benefited and nondeductible expenses from operations. The decrease in income tax benefit during fiscal 2017 as compared to fiscal 2016 was mainly due to lower overall pretax loss and higher nondeductible expenses partially offset by higher tax credits. The change in income tax provision in fiscal 2016 as compared to fiscal 2015 was mainly due to the change in profitability, from a pretax income in fiscal 2015 to a pretax loss in fiscal 2016, and due to higher tax credits.

    During the fourth quarter of fiscal 2017, 2016 and 2015, we evaluated the need for a valuation allowance against our net deferred tax assets and determined that a decrease of $0.8 million, $1.1 million and $1.5 million, respectively, was because of certain California net operating loss carryforwards expiring in fiscal 2017, 2016 and 2015.

    At March 31, 2017, we had net operating loss carryforwards for federal and state income tax purposes of approximately $141.7 million and $23.2 million, respectively that expire at various dates between 2018 and 2037. In addition, at March 31, 2017, we had research and development credit carryforwards for federal and state tax reporting purposes of approximately $5.6 million and $7.3 million, respectively. The federal income tax credit carryforwards will expire between 2021 and 2037, while the California income tax credit will carry forward indefinitely. Under the ownership change limitations of the Internal Revenue Code of 1986, as amended, the amount and benefit from the net operating losses and credit carryforwards may be limited in certain circumstances.

    LIQUIDITY AND CAPITAL RESOURCES

    As of March 31, 2017, we had $175.0 million of cash, cash equivalents and investments. By comparison, at March 31, 2016, we had $162.9 million in cash, cash equivalents and investments. We believe that our existing cash, cash equivalents and investment balances, and our anticipated cash flows from operations will be sufficient to meet our working capital and expenditure requirements for the next twelve months.

    Fiscal 2017 to Fiscal 2016

    Net cash provided by operating activities for fiscal 2017 was $28.5 million, compared with $23.6 million provided by operating activities for fiscal 2016. Cash used in or provided by operating activities has historically been affected by:

    42


    Net cash used in investing activities was $22.2 million in fiscal 2017, compared with $36.3 in fiscal 2016, which comprised investments in property and equipment of $8.9 million, cost for capitalized software projects of $5.5 million and net purchases of investments of $4.9 million. The cash outflow related to the LeChat acquisition was $2.9 million.

    Net cash provided by financing activities was $1.6 million in fiscal 2017, compared with $7.2 million in fiscal 2016. Our financing activities for fiscal 2017 used cash of $3.0 million for share repurchases to settle payroll taxes obligations. This cash use was offset by $5.1 million proceeds from the issuance of common stock under employee stock purchase plans. During fiscal 2017, we did not repurchase shares from the market under a stock repurchase program.

    Fiscal 2016 to Fiscal 2015

    Net cash provided by operating activities for fiscal 2016 was $23.6 million, compared with $21.2 million provided by operating activities for fiscal 2015. Cash used in or provided by operating activities has historically been affected by:

    Net cash used in investing activities was $36.3 million in fiscal 2016, compared with $12.2 million used in investing activities in fiscal 2015. The increase in cash used in investing activities during fiscal 2016 was primarily related to the purchase of investments ($126.7 million) and the acquisition of businesses ($23.2 million). The increase in cash used in investing activities during fiscal 2016 was partially offset by the sale of investments ($56.3) million and proceeds from maturities of investments ($64.4 million).

    Net cash used in financing activities was $7.2 million in fiscal 2016, compared with $14.9 million used in financing activities in fiscal 2015. Our financing activities for fiscal 2016 used cash of approximately $11.7 million for the repurchase of our common stock ($11.2 million under our stock repurchase program and $0.5 million for share withheld for payroll taxes). The cash used in financing activities in fiscal 2016 was partially offset by $4.8 million proceeds from the issuance of common stock under the employee stock purchase plan.

    Contractual Obligations

    Future operating lease payments, capital lease payments and purchase obligations at March 31, 2017 for the next five years were as follows (in thousands):

       Year Ending March 31,   
       2018  2019  2020  2021  2022  Thereafter  Total

    Capital leases

     

    $

    1,004 

     

    $

    736 

     

    $

    163 

     

    $

     

    $

     

    $

     

    $

    1,903 

    Office leases

     

     

    4,707 

     

     

    5,596 

     

     

    4,906 

     

     

    2,435 

     

     

    2,140 

     

     

    4,768 

     

     

    24,553 

    Purchase obligations

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

         Third party customer support providers

     

     

    2,158 

     

     

     

     

     

     

     

     

     

     

     

     

    2,158 

         Third party network service providers

     

     

    1,364 

     

     

    133 

     

     

     

     

     

     

     

     

     

     

    1,505 

     

     

    $

    9,233 

     

    $

    6,465 

     

    $

    5,096 

     

    $

    2,435 

     

    $

    2,140 

     

    $

    4,768 

     

    $

    30,119 

    Our capital lease obligations consist of leases for computer equipment.

    Our office lease obligations consist of our principal facility and various leased facilities under operating lease agreements, which expire on various dates from fiscal 2018 through fiscal 2026. The Company leases its headquarters facility in San Jose, California under an operating lease agreement that expires in October 2019.

    In the third quarter of 2010, we amended our contract with one of our third-party customer support vendors containing a minimum monthly commitment of approximately $0.4 million. As the agreement requires a 150-day notice to terminate, the total remaining obligation under the contract was $2.2 million at March 31, 2017.

    We have entered into contracts with multiple vendors for third party network service which expire on various dates in fiscal 2018 through 2020. At March 31, 2017, the total remaining obligations under these contracts were $1.5 million.

    43


    ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

    Interest Rate Fluctuation Risk

    The primary objective of our investment activities is to preserve principal while maximizing income without significantly increasing risk. Some of the securities in which we invest may be subject to market risk. This means that a change in prevailing interest rates may cause the principal amount of the investment to fluctuate. To minimize this risk, we may maintain our portfolio of

    We had cash, cash equivalents, and investments in a varietytotaling $186.9 million as of securities, including commercial paper,March 31, 2020. Cash equivalents and investments were invested primarily in money market funds, debtU.S. treasury, commercial paper, and corporate bonds. Our investment policy is focused on the preservation of capital and supporting our liquidity needs. Under the policy, we invest in highly rated securities, and certificateswhile limiting the amount of deposit. The risk associated with fluctuating interest rates is limitedcredit exposure to any one issuer other than the U.S. government. We do not invest in financial instruments for trading or speculative purposes, nor do we use leveraged financial instruments. We utilize external investment managers who adhere to the guidelines of our investment portfolio and we do not believe that apolicy. A hypothetical 10% change in interest rates would not have a significantmaterial impact on the value of our cash, cash equivalents, or available-for-sale investments.
    The Company issued $362.5 million aggregate principal amount of convertible senior notes. The fair value of the convertible senior notes is subject to interest income.

    During the years ended March 31, 2017 and 2016, we did not have any outstanding debt instruments other than equipment under capital leases and, therefore, we were not exposed torate risk, market risk relatingand other factors due to the conversion feature. The fair value of the convertible senior notes will generally increase as our common stock price increases and will generally decrease as our common stock price declines. The interest rates.

    and market value changes affect the fair value of the convertible senior notes but do not impact our financial position, cash flows or results of operations due to the fixed nature of the debt obligation. Additionally, we carry the convertible senior notes at face value less unamortized discount on our consolidated balance sheets, and we present the fair value for required disclosure purposes only.


    Foreign Currency Exchange Risk

    We have foreign currency risks related to our revenue and operating expenses denominated in currencies other than the U.S. dollar, primarily the British Pound, causing both our revenue and our operating results to be impacted by fluctuations in the exchange rates.

    Gains or losses from the translationrevaluation of certain cash balances, accounts receivable balances and intercompany balances that are denominated in these currencies impact our net income (loss). A hypothetical decrease in all foreign currencies against the US dollar of 10 percent,10%, would not result in a material foreign currency loss on foreign-denominated balances, at March 31, 2017.2020. As our foreign operations expand, our results may be more impacted by fluctuations in the exchange rates of the currencies in which we do business.

    At this time, we do not, but we may in the future, enter into financial instruments to hedge our foreign currency exchange risk.


    ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

    INDEX TO FINANCIAL STATEMENTS AND FINANCIAL STATEMENT SCHEDULE

    Page

    FINANCIAL STATEMENTS:

    Page
    FINANCIAL STATEMENTS: 

    48

    49

    50

    51

    52

    53

    54

    44



    REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

    The

    To the Shareholders and the Board of Directors
    8x8, Inc.
    Opinions on the Financial Statements and Stockholders
    8x8, Inc.

    Internal Control over Financial Reporting

    We have audited the accompanying consolidated balance sheets of 8x8, Inc. (the Company),“Company”) as of March 31, 20172020 and 2016, and2019, the related consolidated statements of operations, comprehensive income (loss), stockholders'loss, stockholders’ equity, and cash flows for each of the three years in the period ended March 31, 2017. Our audits also included2020, and the related notes and Schedule II - Valuation and Qualifying Accounts (collectively referred to as the “consolidated financial statement schedule listed in Item 15(a)(2)statements”). We also have audited the Company'sCompany’s internal control over financial reporting as of March 31, 2017,2020, based on criteria established inInternal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Commission (COSO).
    In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidatedfinancial position of the Company as of March 31, 2020 and 2019, and theconsolidatedresults of its operations and its cash flows for each of the three years in the period ended March 31, 2020, in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of March 31, 2020, based on criteria established in Internal Control - Integrated Framework (2013) issued by COSO.
    Change in Accounting Principle
    As discussed in Note 1 to the consolidated financial statements, in 2020 the Company changed its method of accounting for leases due to the adoption of Accounting Standards Codification Topic No. 842.
    Basis for Opinions
    The Company'sCompany’s management is responsible for theseconsolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management'sManagement’s Report on Internal Control Over Financial Reporting appearing under Item 9A. Our responsibility is to express an opinion on thesethe Company’s consolidated financial statements and schedule and an opinion on the Company'sCompany’s internal control over financial reporting based on our audits.

    We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

    We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidatedfinancial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.
    Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures to respond to those risks. Such procedures included examining, on a test basis, evidence supportingregarding the amounts and disclosures in the consolidated financial statements, assessingstatements. Our audits also included evaluating the accounting principles used and significant estimates made by management, andas well as evaluating the overall presentation of the consolidated financial statement presentation.statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also includeincluded performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

    As discussed in Management’s Report on Internal Control over Financial Reporting, on July 17, 2019, the Company acquired Wavecell Pte. Ltd. (“Wavecell”). For the purposes of assessing internal control over financial reporting, management excluded Wavecell, whose financial statements are not significant to the Company’s consolidated financial statements. Accordingly, our audit did not include the internal control over financial reporting of Wavecell.
    Definition and Limitations of Internal Control Over Financial Reporting
    A company'scompany’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company'scompany’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company'scompany’s assets that could have a material effect on the financial statements.


    Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

    In our opinion,

    Critical Audit Matter
    The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements referredthat was communicated or required to above present fairly, in allbe communicated to the audit committee and that (1) relates to accounts or disclosures that are material respects,to the consolidated financial positionstatements; and (2) involved our especially challenging, subjective, or complex judgments. The communication of 8x8, Inc., as of March 31, 2017 and 2016, and the consolidated results of its operations and its cash flows for each of the three yearscritical audit matters does not alter in the period ended March 31, 2017, in conformity with accounting principles generally accepted in the United States of America. Also, inany way our opinion on the related financial statement schedule, when considered in relation to the basicconsolidated financial statements, taken as a whole, presents fairly,and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
    Valuation of Acquired Intangible Assets - Wavecell Acquisition
    As described in all material respects,Note 13 to the consolidated financial statements, the Company completed the acquisition of Wavecell during fiscal year 2020 for consideration of approximately $117 million. The transaction was accounted for as a business combination whereby management estimated the fair values of the identified assets acquired and liabilities assumed.
    Auditing the Company's accounting for its acquisition of Wavecell was complex due to the significant estimation uncertainty in the Company’s determination of the $21 million fair value of identified intangible assets, which consisted of trade and domain names, developed technologies, and customer relationships. The significant estimation uncertainty was primarily due to the complexity of the valuation models used to measure the fair value of the intangible assets and the sensitivity of the respective fair value estimates to the significant underlying assumptions. The significant assumptions used to estimate the fair value of the intangible assets included the discount rates, useful lives, royalty rates, internal rate of return and revenue growth rates. These significant assumptions are especially challenging to audit as they are forward looking and could be affected by future economic and market conditions. 
    The primary procedures we performed to address this critical audit matter included:
    Obtained an understanding of the Company’s acquisition process and evaluated the design and operating effectiveness of controls as it related to the Company’s valuation process and methodology for acquired intangible assets. This included testing controls over the Company’s estimation process supporting the recognition and measurement of intangible assets, as well as controls over management’s judgments and evaluation of underlying assumptions regarding their valuation.
    Evaluated the Company’s methodology used to estimate the fair value of the trade and domain names, developed technologies, and customer relationships, including involving valuation specialists to assist with our evaluation of the methodology used by the Company and of certain assumptions and conclusions included in the fair value estimates. For example, our valuation specialists performed independent comparative calculations to estimate the acquired entity’s discount rate, useful lives, royalty rate, and internal rate of return as it related to the valuation of the trade and domain names, developed technologies, and customer relationships.
    Evaluated the significant assumptions used by the Company, including projected financial information set forth therein. Alsoof the acquired entity, which primarily related to revenue growth rates, including testing the completeness and accuracy of the underlying data supporting the significant assumptions and estimates. Specifically, when evaluating the assumptions related to the revenue growth rates and changes in our opinion, 8x8, Inc., maintained, in all material respects, effective internal control over financial reportingthe business that would drive these forecasted growth rates, we compared the assumptions to industry trends, third party due diligence reports, and subsequent interim period results to evaluate management’s estimates as of March 31, 2017, based on criteria established inInternal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizationsdate of the Treadway Commission.

    transaction.


    /s/ Moss Adams LLP

    San Francisco, California
    May 30, 2017

    45


    19, 2020

    We have served as the Company's auditor since 2008.

    8X8, INC.
    CONSOLIDATED BALANCE SHEETS
    (IN THOUSANDS, EXCEPT SHARE AND PER SHARE AMOUNTS)

       March 31,
       2017  2016
    ASSETS      
    Current assets:      
         Cash and cash equivalents $41,030  $33,576 
         Short-term investments  133,959   129,274 
         Accounts receivable, net  14,264   11,070 
         Inventory  908   520 
         Deferred cost of goods sold  619   634 
         Deferred tax asset    5,382 
         Other current assets  6,574   5,444 
              Total current assets  197,354   185,900 
    Long-term investments    
    Property and equipment, net  16,384   12,375 
    Intangible assets, net  17,038   21,464 
    Goodwill  46,136   47,420 
    Non-current deferred tax asset  48,859   43,189 
    Other assets  8,084   3,104 
                   Total assets $333,855  $313,452 
           
    LIABILITIES AND STOCKHOLDERS' EQUITY      
    Current liabilities:      
         Accounts payable $15,711  $10,954 
         Accrued compensation  11,508   10,063 
         Accrued warranty  324   326 
         Accrued taxes  5,354   5,200 
         Accrued outside commissions  2,920   2,186 
         Deferred revenue  2,144   1,925 
         Other accrued liabilities  5,383   4,080 
              Total current liabilities  43,344   34,734 
           
    Non-current liabilities  1,850   3,258 
    Non-current deferred revenue  60   154 
              Total liabilities   45,254   38,146 
           
    Commitments and contingencies (Note 7)      
    Stockholders' equity:      
         Preferred stock, $0.001 par value:      
              Authorized: 5,000,000 shares;      
              Issued and outstanding: no shares at March 31, 2017 and 2016    
         Common stock, $0.001 par value:      
              Authorized: 200,000,000 shares;      
              Issued and outstanding: 91,500,091 shares and 89,213,205 shares      
              at March 31, 2017 and 2016, respectively  91   89 
         Additional paid-in capital  412,762   389,260 
         Accumulated other comprehensive loss  (9,642)  (4,184)
         Accumulated deficit  (114,610)  (109,859)
              Total stockholders' equity  288,601   275,306 
                   Total liabilities and stockholders' equity $333,855  $313,452 

    In thousands, except share and per share amounts)

     March 31,
     2020 2019
    ASSETS   
    Current assets:   
    Cash and cash equivalents$137,394
     $276,583
    Restricted cash, current10,376
     
    Short-term investments33,458
     69,899
    Accounts receivable, net37,811
     20,181
    Deferred sales commission costs, current22,444
     15,601
    Other current assets35,679
     15,127
    Total current assets277,162
     397,391
    Property and equipment, net94,382
     52,835
    Operating lease, right-of-use assets78,963
     
    Intangible assets, net24,001
     11,680
    Goodwill128,300
     39,694
    Restricted cash, non-current8,641
     8,100
    Long-term investments16,083
     
    Deferred sales commission costs, non-current53,307
     33,693
    Other assets19,802
     2,965
    Total assets$700,641
     $546,358
    LIABILITIES AND STOCKHOLDERS' EQUITY   
    Current liabilities:   
    Accounts payable$40,261
     $32,280
    Accrued compensation22,656
     18,437
    Accrued taxes10,251
     13,862
    Operating lease liabilities, current5,875
     
    Deferred revenue7,105
     3,336
    Other accrued liabilities37,277
     6,790
    Total current liabilities123,425
     74,705
    Operating lease liabilities, non-current92,452
     
    Convertible senior notes, net291,537
     216,035
    Other liabilities, non-current2,496
     6,228
    Total liabilities 509,910
     296,968
    Commitments and contingencies (Note 7)


     


    Stockholders' equity:   
    Preferred stock, $0.001 par value,
    Authorized: 5,000,000 shares
    Issued and outstanding: none at March 31, 2020 and 2019

     
    Common stock, $0.001 par value,
    Authorized: 200,000,000 shares
    Issued and outstanding: 103,178,621 shares and 96,119,888 shares at March 31,
    2020 and 2019, respectively
    103
     96
    Additional paid-in capital625,474
     506,949
    Accumulated other comprehensive loss(12,176) (7,353)
    Accumulated deficit(422,670) (250,302)
    Total stockholders' equity190,731
     249,390
    Total liabilities and stockholders' equity$700,641
     $546,358
    The accompanying notes are an integral part of these consolidated financial statements.

    46



    8X8, INC.
    CONSOLIDATED STATEMENTS OF OPERATIONS
    (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

       Years Ended March 31,
       2017  2016  2015
    Service revenue $235,816  $192,241  $148,208 
    Product revenue  17,572   17,095   14,205 
              Total revenue  253,388   209,336   162,413 
              
    Operating expenses:         
         Cost of service revenue  42,400   37,078   29,701 
         Cost of product revenue  19,714   20,168   15,863 
         Research and development  27,452   24,040   15,118 
         Sales and marketing  139,277   109,379   80,667 
         General and administrative  31,214   25,745   18,182 
         Gain on patent sale      (1,000)
              Total operating expenses  260,057   216,410   158,531 
    Income (loss) from operations  (6,669)  (7,074)  3,882 
    Other income, net  1,792   1,107   833 
    Income (loss) before provision (benefit) for income taxes  (4,877)  (5,967)  4,715 
    Provision (benefit) for income taxes  (126)  (847)  2,789 
    Net income (loss) $(4,751) $(5,120) $1,926 
              
    Net income (loss) per share:         
         Basic $(0.05) $(0.06) $0.02 
         Diluted $(0.05) $(0.06) $0.02 
              
    Weighted average number of shares:         
         Basic  90,340   88,477   89,071 
         Diluted  90,340   88,477   91,652 

    In thousands, except per share amounts)

     Years Ended March 31,
     2020 2019 2018
    Service revenue$414,078
     $325,305
     $275,767
    Other revenue32,159
     27,281
     20,733
    Total revenue446,237
     352,586
     296,500
    Operating expenses:     
    Cost of service revenue145,013
     86,122
     69,266
    Cost of other revenue56,215
     43,850
     37,460
    Research and development77,790
     62,063
     36,405
    Sales and marketing240,013
     177,976
     133,945
    General and administrative87,025
     72,208
     51,851
    Impairment of goodwill, intangible assets and equipment
     
     9,469
    Total operating expenses606,056
     442,219
     338,396
    Loss from operations(159,819) (89,633) (41,896)
    Other income (expense), net(11,717) 1,463
     3,693
    Loss before provision for income taxes(171,536) (88,170) (38,203)
    Provision for income taxes832
     569
     66,294
    Net loss$(172,368) $(88,739) $(104,497)
    Net loss per share: 
      
      
    Basic and diluted$(1.72) $(0.94) $(1.14)
    Weighted average number of shares:     
    Basic and diluted99,999
     94,533
     92,017
    The accompanying notes are an integral part of these consolidated financial statements.

    47



    8X8, INC.
    CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
    LOSS
    (IN THOUSANDS)

       Years Ended March 31,
       2017  2016  2015
    Net income (loss) $(4,751) $(5,120) $1,926 
    Other comprehensive income (loss), net of tax         
         Unrealized gain (loss) on investments in securities  70   (50)  (26)
         Foreign currency translation adjustment  (5,528)  (2,025)  (2,513)
    Comprehensive loss $(10,209) $(7,195) $(613)

    In thousands)

     Years Ended March 31,
     2020 2019 2018
    Net loss$(172,368) $(88,739) $(104,497)
    Other comprehensive income (loss), net of tax     
    Unrealized gains (losses) on investments(203) 473
     (259)
    Foreign currency translation adjustment(4,620) (2,181) 4,256
    Comprehensive loss$(177,191) $(90,447) $(100,500)
    The accompanying notes are an integral part of these consolidated financial statements.

    48



    8X8, INC.
    CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
    (IN THOUSANDS, EXCEPT SHARES)

                Accumulated      
             Additional  Other      
       Common Stock  Paid-in  Comprehensive  Accumulated   
       Shares  Amount  Capital  Income (Loss)  Deficit  Total
    Balance at March 31, 2014  88,525,015  $88  $384,325  $430  $(106,665) $278,178 
    Issuance of common stock under                  
         stock plans  2,043,781     4,525       4,527 
    Cost of issuance of common stock        (8)        (8)
    Repurchase of common stock  (2,503,268)  (2)  (19,369)      (19,371)
    Stock-based compensation expense      9,347       9,347 
    Income tax benefit from stock-                  
         based compensation      151       151 
    Unrealized investment loss        (26)    (26)
    Foreign currency translation adjustment        (2,513)    (2,513)
    Net income          1,926   1,926 
    Balance at March 31, 2015  88,065,528   88   378,971   (2,109)  (104,739)  272,211 
    Issuance of common stock under                  
         stock plans  2,218,470     5,386       5,388 
    Cost of issuance of common stock        (3)        (3)
    Repurchase of common stock  (1,422,837)  (1)  (11,652)      (11,653)
    Stock-based compensation expense      16,334       16,334 
    Issuance of common stock for                  
         acquisition of DXI  352,044           
    Income tax benefit from stock-                  
         based compensation      224       224 
    Unrealized investment loss        (50)    (50)
    Foreign currency translation adjustment        (2,025)    (2,025)
    Net loss          (5,120)  (5,120)
    Balance at March 31, 2016  89,213,205   89   389,260   (4,184)  (109,859)  275,306 
    Issuance of common stock under                  
         stock plans  2,576,785     4,564       4,567 
    Cost of issuance of common stock        (6)        (6)
    Repurchase of common stock  (289,899)  (1)  (3,004)      (3,005)
    Stock-based compensation expense      21,462       21,462 
    Income tax benefit from stock-                  
         based compensation      486       486 
    Unrealized investment gain        70     70 
    Foreign currency translation adjustment        (5,528)    (5,528)
    Net loss          (4,751)  (4,751)
    Balance at March 31, 2017  91,500,091  $91  $412,762  $(9,642) $(114,610) $288,601 

    In thousands, except shares)

     Common Stock 
    Additional
    Paid-in
    Capital
     
    Accumulated
    Other
    Comprehensive
    Income (Loss)
     
    Accumulated
    Deficit
     Total
     Shares Amount    
    Balance at March 31, 201791,500,091
     $91
     $412,762
     $(9,642) $(114,610) $288,601
    Adjustment to opening balance for change in accounting principle
     
     
     
     17,643
     17,643
    Issuance of common stock under stock plans, less withholding2,709,990
     3
     2,179
     
     
     2,182
    Repurchases of common stock(1,362,727) (1) (17,933) 
     
     (17,934)
    Stock-based compensation expense
     
     28,782
     
     
     28,782
    Unrealized investment gain (loss)
     
     
     (259) 
     (259)
    Foreign currency translation adjustment
     
     
     4,256
     
     4,256
    Net loss
     
     
     
     (104,497) (104,497)
    Balance at March 31, 201892,847,354
     93
     425,790
     (5,645) (201,464) 218,774
    Adjustment to opening balance for change in accounting principle
     
     
     
     39,901
     39,901
    Issuance of common stock under stock plans, less withholding3,272,534
     3
     4,483
     
     
     4,486
    Stock-based compensation expense
     
     45,548
     
     
     45,548
    Unrealized investment gain (loss)
     
     
     473
     
     473
    Foreign currency translation adjustment
     
     
     (2,181) 
     (2,181)
    Equity component of convertible senior notes, net of issuance costs
     
     31,128
     
     
     31,128
    Net loss
     
     
     
     (88,739) (88,739)
    Balance at March 31, 201996,119,888
     96
     506,949
     (7,353) (250,302) 249,390
    Issuance of common stock under stock plans, less withholding4,452,267
     4
     7,773
     
     
     7,777
    Issuance of common stock related to acquisition2,606,466
     3
     35,837
     
     
     35,840
    Stock-based compensation expense
     
     71,821
     
     
     71,821
    Unrealized investment gain (loss)
     
     
     (203) 
     (203)
    Foreign currency translation adjustment
     
     
     (4,620) 
     (4,620)
    Equity component of convertible senior notes, net of issuance costs
     
     3,094
     
     
     3,094
    Net loss
     
     
     
     (172,368) (172,368)
    Balance at March 31, 2020103,178,621
     $103
     $625,474
     $(12,176) $(422,670) $190,731
    The accompanying notes are an integral part of these consolidated financial statements.

    49



    8X8, INC.
    CONSOLIDATED STATEMENTS OF CASH FLOWS
    (In thousands)
     Years Ended March 31,
     2020 2019 2018
    Cash flows from operating activities:     
    Net loss$(172,368) $(88,739) $(104,497)
    Adjustments to reconcile net loss to net cash (used in) provided by operating activities:     
    Depreciation9,360
     8,748
     8,171
    Amortization of intangibles8,842
     6,175
     5,033
    Impairment of goodwill and long-lived assets
     
     9,469
    Amortization of capitalized software19,025
     9,748
     2,513
    Amortization of debt discount and issuance costs14,045
     1,355
     
    Amortization of deferred sales commission costs19,541
     14,204
     
    Provision for doubtful accounts3,479
     1,115
     839
    Operating lease expense, net of accretion14,971
     
     
    Non-cash lease expense
     4,802
     
    Stock-based compensation expense70,878
     44,508
     29,176
    Deferred income tax expense
     
     66,273
    Gain on escrow settlement
     
     (1,393)
    Other3,522
     178
     (162)
    Changes in assets and liabilities:     
    Accounts receivable(12,737) (5,393) (2,402)
    Deferred sales commission costs(46,421) (25,286) 
    Other current and non-current assets(33,137) (4,337) (3,149)
    Accounts payable and accruals2,159
     17,252
     11,860
    Deferred revenue4,936
     802
     310
    Net cash (used in) provided by operating activities(93,905) (14,868) 22,041
    Cash flows from investing activities:     
    Purchases of property and equipment(35,834) (9,096) (9,178)
    Cost of capitalized software(31,573) (25,622) (12,486)
    Proceeds from escrow settlement
     
     1,393
    Purchases of investments(42,223) (54,127) (115,224)
    Sales of investments 36,515
     54,642
     27,841
    Proceeds from maturities of investments 25,950
     50,700
     100,382
    Acquisition of businesses, net of cash acquired(59,129) (5,625) 
    Net cash (used in) provided by investing activities(106,294) 10,872
     (7,272)
    Cash flows from financing activities:     
    Finance lease payments(315) (949) (1,079)
    Payment of contingent consideration
     
     (150)
    Repurchase of common stock, including for withholding taxes(6,550) (7,823) (22,440)
    Proceeds from issuance of common stock under employee stock plans14,330
     12,202
     7,229
    Purchases of capped calls(9,288) (33,724) 
    Net proceeds from issuance of convertible senior notes73,918
     279,532
     
    Net cash provided by (used in) financing activities72,095
     249,238
     (16,440)
    Effect of exchange rate changes on cash(168) (362) 444
    Net increase (decrease) in cash, cash equivalents and restricted cash(128,272) 244,880
     (1,227)
    Cash, cash equivalents and restricted cash, beginning of year284,683
     39,803
     41,030
    Cash, cash equivalents and restricted cash, end of year$156,411
     $284,683
     $39,803
    Supplemental and non-cash disclosures:     
    Right-of-use assets obtained in exchange for new and modified operating lease liabilities$79,100
     $
     $
    Interest paid1,553
     
     36
    Income taxes paid934
     356
     38
    Equipment acquired under capital leases
     68
     765

    (IN THOUSANDS)

       Years Ended March 31,
       2017  2016  2015
    Cash flows from operating activities:         
         Net income (loss) $(4,751) $(5,120) $1,926 
         Adjustments to reconcile net income (loss) to net cash provided by          
         operating activities:         
              Depreciation  6,084   4,994   3,540 
              Amortization of intangibles  3,762   3,557   2,232 
              Impairment of long-lived assets  15   640   
              Amortization of capitalized software  591   456   341 
              Net accretion of discount and amortization of premium on marketable securities  219   740   896 
              Stock-based compensation expense  21,462   16,334   9,347 
              Tax benefit from stock-based compensation expense  (486)  (224)  (151)
              Deferred income tax (benefit) expense  (411)  (1,493)  2,390 
              Other  977   533   256 
         Changes in assets and liabilities:         
              Accounts receivable  (4,799)  (4,539)  (1,529)
              Inventory  (430)  136   52 
              Other current and noncurrent assets  (2,025)  (1,432)  (196)
              Deferred cost of goods sold  (60)  (224)  (207)
              Accounts payable  4,173   2,473   610 
              Accrued compensation  1,615   3,566   1,632 
              Accrued warranty  (2)  (13)  (321)
              Accrued taxes  247   2,292   490 
              Accrued outside commissions  734   1,744   (5)
              Deferred revenue  195   (273)  (1,065)
              Other current and noncurrent liabilities  1,368   (580)  1,002 
                   Net cash provided by operating activities  28,478   23,567   21,240 
              
    Cash flows from investing activities:         
         Purchases of property and equipment  (8,851)  (4,894)  (5,826)
         Cost of capitalized software  (5,516)  (2,095)  (724)
         Purchase of investments - available for sale  (140,026)  (126,723)  (106,021)
         Sales of investments - available for sale  41,288   56,302   36,764 
         Proceeds from maturities of investments - available for sale  93,795   64,361   63,546 
         Acquisition of businesses, net of cash acquired  (2,884)  (23,246)  
                   Net cash used in investing activities  (22,194)  (36,295)  (12,261)
              
    Cash flows from financing activities:         
         Capital lease payments  (674)  (446)  (149)
         Payment of contingent consideration  (300)  (200)  
         Repurchase of common stock  (3,003)  (11,653)  (19,371)
         Tax benefit from stock-based compensation expense  486   224   151 
         Proceeds from issuance of common stock under employee stock plans  5,087   4,827   4,455 
                   Net cash provided by (used in) financing activities  1,596   (7,248)  (14,914)
              
    Effect of exchange rate changes on cash  (426)  442   (114)
    Net increase (decrease) in cash and cash equivalents  7,454   (19,534)  (6,049)
    Cash and cash equivalents, beginning of year  33,576   53,110   59,159 
    Cash and cash equivalents, end of year $41,030  $33,576  $53,110 
              
    Supplemental and non-cash disclosures:         
         Acquisition of property and equipment, net in connection with          
              acquisitions of businesses $ $1,453  $
         Acquisition of capital lease in connection with acquisitions of businesses    1,332   
         Equipment acquired under capital leases  1,152   573   
         Interest paid  16   44   
         Income taxes paid  460   445   159 

    Reconciliation of cash, cash equivalents and restricted cash to the consolidated balance sheets (in thousands):
     March 31,
     2020 2019 2018
    Cash and cash equivalents$137,394
     $276,583
     $31,703
    Restricted cash, current10,376
     
     
    Restricted cash, non-current8,641
     8,100
     8,100
    Total cash, cash equivalents and restricted cash$156,411
     $284,683
     $39,803
    The accompanying notes are an integral part of these consolidated financial statements.

    50





    8X8, INC.

    NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

    1. THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES

    THE COMPANY

    8x8, Inc. ("8x8" or the "Company") was incorporated in California in February 1987 and was reincorporated in Delaware in December 1996.

    1996.

    The Company is a leading cloud provider of enterprise cloudSoftware-as-a-Service ("SaaS") communications solutions includingthat enable businesses of all sizes to communicate faster and smarter across voice, video meetings, chat and contact centers, transforming both employee and customer experiences with communications that work simply, integrate seamlessly, and perform reliably. From one proprietary cloud technology platform, customers have access to unified communications, team collaboration, video conferencing, contact center, data and analytics, integrated over a single Software-as-a Service (SaaS) platform. The 8x8 Communications CloudTM offers businesses a secure, reliable and simplified approach to transitioning their legacy, on-premises communications systems to the cloud. This comprehensive solution, built from owned and managed cloud technologies, enables customers to rely on a single provider for their global communications and contact center capabilities as well as customer support requirements. 8x8 customers are spread across more than 100 countries and range from small businesses to large enterprises.other services. Since fiscal 2004, substantially all revenue has been generated from the sale of communications services and related hardware. Prior to fiscal 2003, the Company's main business was Voice over Internet Protocol semiconductors.

    The Company's fiscal year ends on March 31 of each calendar year. Each reference to a fiscal year in these notesNotes to the consolidated financial statementsConsolidated Financial Statements refers to the fiscal year ended March 31 of the calendar year indicated (for example, fiscal 20172020 refers to the fiscal year ended March 31, 2017)2020).

    Acquisitions

    In January 2017,April 2018, the Company entered into an asset purchase agreement with MarianaIQ, Inc., pursuant to which the Company purchased technology and other assets to strengthen the artificial intelligence and machine learning capabilities of the Company's X Series product suite.
    In October 2018, the Company entered into an asset purchase agreement with Atlassian Corporation PLC for the purchase of the Jitsi video collaboration technology ("Jitsi"). Jitsi extends the Company's cloud technology platform with scalable video routing and interoperability capabilities built on industry standards such as WebRTC.
    In July 2019, the Company entered into a share purchase agreement with the shareholdersWavecell Pte. Ltd, an Asia-based provider of LeChat, Inc., the makercommunication platform as a service ("CPaaS") solutions. This acquisition of Sameroom™, an interoperabilityenterprise-class API solution extends 8x8’s technology advantage as a fully-owned, cloud technology platform that enables cross-team messagingwith UCaaS, CCaaS, VCaaS, and collaboration in the enterprise.

    In June 2015, the Company enteredCPaaS solutions able to natively offer pre-packaged communications, contact center, and video solutions and open APIs to embed these and other communications into an asset purchase agreement with the shareholder of Quality Software Corporation and other parties affiliated with the shareholder and Quality Software Corporation, a developer of cloud-native quality management capabilities and analytics.

    In May 2015, the Company entered into a share purchase agreement with the shareholders of DXI Limited, API Telecom Limited, Easycallnow Limited and RAS Telecom Limited, a provider of in cloud-based outbound and blended contact center solutions.

    organization’s core business processes.

    See Note 13, " ACQUISITIONS" in the Notes to Consolidated Financial Statements for further discussion.

    PRINCIPLES OF CONSOLIDATION

    The consolidated financial statements include the accounts of 8x8 and its subsidiaries. All material intercompany accounts and transactions have been eliminated.

    Income Statement Reporting Reclassifications
    During the fourth quarter of fiscal 2020, the Company determined that presenting service revenue as revenue from the Company's core subscription services would provide transparency and clarity to the users of the financial statements. As such, the Company reclassified certain revenue and cost of revenue on its consolidated statement of operations for the full year fiscal 2020, and the comparative fiscal years 2019 and 2018. The reclassifications did not have any impact on total revenue, consolidated net loss, or cash flows for any of the fiscal years presented. Professional services revenue and cost of professional services revenue previously reported in service revenue and cost of service revenue are now reported in other revenue and cost of other revenue. Product revenue and cost of product revenue are also now reported in other revenue and cost of other revenue. In addition, other immaterial expense reclassifications were made to our fiscal 2019 consolidated statement of operations to improve comparability; these reclassifications do not affect consolidated net loss, or cash flows for any of the fiscal years presented.
    During the fourth quarter of fiscal 2019, the Company reclassified certain expenses on its Consolidated Statement of Operations to provide additional clarity and insights in light of strategic and organizational changes impacting its channel, marketing and support activities. The reclassifications were made to cost of revenue, sales and marketing expenses, research and development expenses, and general and administrative expenses for the full year fiscal 2019 and the comparative fiscal year 2018. These reclassifications did not have any impact on total revenue, consolidated net loss, or cash flows for any of the fiscal years presented.
    USE OF ESTIMATES

    The preparation of the consolidated financial statements in conformity with U.S. generally accepted accounting principles generally accepted in the United States("U.S. GAAP") requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and equity and disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and

    the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, the Company evaluates its estimates, including, but not limited to, those related to bad debts, returns reserve for expected cancellations, valuationfair value of inventories,and/or potential impairment of goodwill and intangible assets, capitalization of internally developed software, benefit period for deferred commissions, stock-based compensation, incremental borrowing rate used to calculate operating lease liabilities, income and sales tax andliabilities, convertible senior notes fair value, litigation, and other contingencies. The Company bases its estimates on known facts and circumstances, historical experience, and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities, and equity that are not readily apparent from other sources.assumptions. Actual results could differ from those estimates under different assumptions or conditions.

    51


    REVENUE RECOGNITION

    Service

    As described below, significant management judgments and Product Revenue

    The Company recognizesestimates must be made and used in connection with the revenue recognized in any accounting period. Material differences may result in the amount and timing of our revenue for any period if our management made different judgments or utilized different estimates.

    We recognize service revenue, mainly from subscription services to its cloud-based voice, call center, video, and collaboration solutions when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, price is fixed or determinable and collectability is reasonably assured. The Company defers recognition of service revenues in instances when cash receipts are received before services are delivered and recognizes deferred revenues ratably, overusing the coursefive-step model as prescribed by ASU No. 2014-09, Revenue from Contracts with Customers (ASC 606), as amended: Topic 606:
    identification of the contract, or contracts, with a customer;
    identification of the performance obligations in the contract;
    determination of the transaction price;
    allocation of the transaction price to the performance obligations in the contract; and
    recognition of revenue when or as, the Company satisfies a performance obligation.
    We identify performance obligations in contracts with customers, which may include subscription services and related usage, product revenue and professional services. The transaction price is determined based on the amount we expect to be entitled to receive in exchange for transferring the promised services or products to the customer. The transaction price in the contract is allocated to each distinct performance obligation in an amount that represents the relative amount of consideration expected to be received in exchange for satisfying each performance obligation. Revenue is recognized when performance obligations are provided.

    Undersatisfied. Revenues are recorded based on the transaction price excluding amounts collected on behalf of third parties such as sales and telecommunication taxes, which are collected on behalf of and remitted to governmental authorities. We generally bill our customers on a monthly basis. Contracts typically range from annual to multi-year agreements with payment terms of net 30 days or less. We occasionally allow a 30-day period to cancel a subscription and return products shipped for a full refund.

    When a contract with a customer is signed, the Company assesses whether collection of the fees under the arrangement is probable. The Company maintains a revenue reserve for potential credits to be issued.
    The Company records reductions to revenue for estimated sales returns and customer credits at the time the related revenue is recognized. Sales returns and customer credits are estimated based on its historical experience, current trends and its expectations regarding future experience. The Company monitors the accuracy of its sales reserve estimates by reviewing actual returns and credits and adjusts them for its future expectations to determine the adequacy of its current and future reserve needs. If actual future returns and credits differ from past experience, additional reserves may be required.
    When the Company's typicalservices do not meet certain service level commitments, customers are entitled to receive service credits, and in certain cases, refunds, each representing a form of variable consideration. The Company historically has not experienced any significant incidents affecting the defined levels of reliability and performance as required by our subscription contracts. Accordingly, the amount of any estimated refunds related to these agreements new customers can terminate their service within 30 daysin the consolidated financial statements is not material during the periods presented.
    Judgments and Estimates
    The estimation of order placement and receive a full refund of fees previously paid.variable consideration for each performance obligation requires the Company to make subjective judgments. The Company has determined that it has sufficient historyservice-level agreements with customers warranting defined levels of subscriber conduct to make a reasonable estimate of cancellations within the 30-day trial period. Therefore,uptime reliability and performance. Customers may get credits or refunds if the Company recognizes new subscriber revenue that is fixedfails to meet such levels. If the services do not meet certain criteria, fees are subject to adjustment or determinable and that is not contingent on future performance or future deliverables in the month in which the new order was shipped, netrefund representing a form of an allowance for expected cancellations.variable consideration. The Company recognizesmay impose minimum revenue from product sales, mainly 8x8 IP telephones,commitments ("MRC") on its customers at the inception of the contract. Thus, in estimating variable consideration for which there are no related services to be rendered upon shipment to customers provided that persuasive evidenceeach of an arrangement exists,these performance obligations, the price is fixed or determinable, title has transferred, collectionCompany assesses both the probability of resulting receivables is reasonably assured, there are no customer acceptance requirements, and there are no remaining significant obligations. Gross outbound shipping and handling charges are recorded as revenue,MRC occurring and the related costs are included in costcollectability of goods sold. Reserves for returns and allowances for customer sales are recorded at the timeMRC, of shipment. In accordance with the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 605,Revenue Recognition, the Company records shipments to distributors, retailers, channel partners, and resellers, where the rightwhich both represent a form of return exists, as deferred revenue. variable consideration.
    The Company defers recognition of revenue on product salesenters into contracts with customers that regularly include promises to distributors, retailers, channel partners,transfer multiple services and resellers until the products, have been sold to the end-customer.

    The Company records revenue net of any salessuch as subscriptions, products, and service related taxes and mandatory government charges that are billed to its customers. The Company believes this approach results in consolidated financial statements that are more easily understood by users.

    Multiple Element Arrangements

    ASC 605-25, Revenue Recognition - Multiple Element Arrangements, requires that revenue arrangements with multiple deliverables be divided into separate units of accounting if the deliverables in the arrangement meet specific criteria. The provisioning of the 8x8 cloud service with the accompanying 8x8 IP telephone constitutes a revenue arrangement with multiple deliverables.professional services. For arrangements with multiple deliverables,services, the Company evaluates whether the individual services qualify as distinct performance obligations. In its assessment of whether a service is a distinct performance obligation, the Company determines whether the customer can benefit from the service on its own or with other readily available resources, and whether the service is separately identifiable from other services in the contract. This evaluation requires the Company to assess the nature of each individual service offering and how the services are provided in the context


    of the contract, including whether the services are significantly integrated, highly interrelated, or significantly modify each other, which may require judgment based on the facts and circumstances of the contract.
    When agreements involve multiple distinct performance obligations, the Company allocates the arrangement consideration to all unitsperformance obligations at the inception of accountingan arrangement based on their relative selling prices. In such circumstances, the accounting principles establish a hierarchy to determine the relative standalone selling priceprices ("SSP") of each performance obligation. Usage fees deemed to be usedvariable consideration meet the allocation exception for allocating arrangement consideration to units of accounting as follows: (i) vendor-specific objective evidence of fair value ("VSOE"), (ii) third-party evidence of selling price ("TPE"), and (iii) best estimate of the selling price ("BESP").

    VSOE generally exists only when a Company sells the deliverable separately, on more than a limited basis, at prices within a relatively narrow range.  When VSOE cannot be established, the Company attempts to establish the selling price of deliverables based on relevant TPE. TPE is determined based on manufacturer's prices for similar deliverables when sold separately, when possible. Asvariable consideration. Where the Company has historically been unable to establish a selling price using VSOE or TPE, it uses a BESPstandalone sales data for the allocationits performance obligations which are indicative of arrangement consideration. The objective of BESP is to determine the price at which the Company would transactsells a sale if the productpromised good or service was soldseparately to a customer, such data is used to establish SSP. In instances where standalone sales data is not available for a particular performance obligation, the Company estimates SSP by the use of observable market and cost-based inputs. The Company continues to review the factors used to establish list price and will adjust standalone selling price methodologies as necessary on a stand-aloneprospective basis. BESP

    Service Revenue
    Service revenue from subscriptions to the Company's cloud-based technology platform is recognized over time on a ratable basis over the contractual subscription term beginning on the date that the platform is made available to the customer until the end of the contractual period. Payments received in advance of subscription services being rendered are recorded as deferred revenue; revenue recognized for services rendered in advance of payments received are recorded as contract assets. Usage fees, when bundled, are billed in advance and recognized over time on a ratable basis over the contractual subscription term, which is usually the monthly contractual billing period. Non-bundled usage fees are recognized as actual usage occurs.
    Other Revenue
    Other revenue comprises primarily product revenue and professional services revenue.
    The Company recognizes product revenue for telephony equipment at a point in time, when transfer of control has occurred, which is generally usedupon shipment. Sales returns are recorded as a reduction to revenue estimated based on historical experience. Professional services for offerings thatdeployment, configuration, system integration, optimization, customer training or education are not typically soldprimarily billed on a stand-alonefixed-fee basis or for new or highly customized offerings. The Company determines BESP for a product or serviceand are performed by considering multiple factors including, but not limited to:

    In accordance with the guidance of ASC 605-25, when the Company enters intodirectly or, alternatively, customers may also choose to perform these services themselves or engage their own third-party service providers. Professional services revenue arrangements with multiple deliverables the Company allocates arrangement consideration, among the products and subscriber services based on their relative selling prices. Arrangement consideration allocated to the sold products that is fixed or determinable and that is not contingent on future performance or future deliverables is recognized as product revenues during the periodservices are performed or upon completion of the sale lessdeployment.

    Contract Assets
    Contract assets are recorded for those parts of the allowance for estimated returns during the 30-day trial period. Arrangementcontract consideration allocated to

    52


    subscriber services that is fixed or determinable and that is not contingent on future performance or future deliverables is recognized ratably as service revenues as the related services are provided, which is generally over the initial contract term.

    DEFERRED COST OF GOODS SOLD

    Deferred cost of goods sold represents the cost of products soldyet invoiced but for which the endperformance obligations are completed. The revenue is recognized when the customer receives services or distributor hasequipment for a rightreduced consideration at the onset of return. The costan arrangement, for example when the initial month's services or equipment are discounted. Contract assets are included in other current assets or other assets in the Company's consolidated balance sheets, depending on if their reduction will be recognized during the succeeding twelve-month period or beyond.

    Deferred Revenue
    Deferred revenues represent billings or payments received in advance of revenue recognition and are recognized upon transfer of control. Balances consist primarily of annual plan subscription services and professional and training services not yet provided as of the products sold isbalance sheet date. Deferred revenues that will be recognized contemporaneouslyduring the succeeding twelve-month period are recorded as deferred revenues, current in the consolidated balance sheets, with the recognitionremainder recorded as other liabilities, non-current in the Company's consolidated balance sheets.
    Deferred Sales Commission Costs
    Sales commissions are considered incremental and recoverable costs of revenue, whenacquiring customer contracts. These costs are capitalized as deferred sales commission costs, current and deferred sales commission costs, non-current and amortized on a straight-line basis over the subscriber has acceptedanticipated benefit period of five years. The benefit period was estimated by taking into consideration the service.

    length of customer contracts, technology lifecycle, and other factors. This amortization expense is recorded in sales and marketing expense within the Company's consolidated statement of operations.

    ASC 340-40, Other Assets and Deferred Costs - Contracts with Customers, sets forth the requirement of deferring incremental costs of obtaining a contract, typically sales commissions. The Company applies a practical expedient that permits it to apply Subtopic 340-40 to a portfolio of contracts, instead of on a contract-by-contract basis, as they are similar in their characteristics, and the financial statement effects of applying Subtopic 340-40 to that portfolio would not differ materially from applying it to the individual contracts within that portfolio.
    CASH, CASH EQUIVALENTS, AND INVESTMENTS

    The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. Management determines the appropriate categorization of its investments at the time of purchase and reevaluates the classification at each reporting date. The cost of the Company's investments is determined based upon specific identification.

    The Company's investments are comprised of mutual funds, commercial paper, corporate debt, municipal securities, asset backed securities, mortgage backed securities, agency bonds, international government securities, certificates of deposit and money market funds.

    At March 31, 20172020 and 2016,2019, all investments were classified as available-for-sale and reported at fair value, based either upon quoted prices in active markets, quoted prices in less active markets, or quoted market prices for similar investments, with unrealized gains and losses, net of related tax, if any, included in other comprehensive income (loss) and disclosed as a

    separate component of consolidated stockholders' equity. Realized gains and losses on sales of all such investments are reported within the caption of other income (expense), net in the consolidated statements of operations and computed using the specific identification method. The Company classifies its investments as current based on the nature of the investments and their availability for use in current operations. The Company's investments in marketable securities are monitored on a periodic basis for impairment. In the event that the carrying value of an investment exceeds its fair value and the decline in value is determined to be other-than-temporary, an impairment charge is recorded and a new cost basis for the investment is established. These available-for-sale investments are primarily held in the custody of onetwo major financial institution.

    institutions.

    ACCOUNTS RECEIVABLE ALLOWANCE

    The Company estimates the amount of uncollectible accounts receivable at the end of each reporting period based on the aging of the receivable balance, current and historical customer trends, and communications with its customers. Amounts are written off only after considerable collection efforts have been made and the amounts are determined to be uncollectible.

    INVENTORY

    Inventory is stated

    OPERATING LEASE, RIGHT-OF-USE ASSETS, AND LEASE LIABILITIES
    The Company primarily leases facilities for office and data center space under non-cancellable operating leases for its U.S. and international locations that expire at various dates through 2030. For leases with a term greater than 12 months, the lowerCompany recognizes a right-of-use asset and a lease liability based on the present value of standard cost,lease payments over the lease term. Variable lease payments are not included in the lease payments to measure the lease liability and are expensed as incurred.
    The Company’s leases have remaining terms of one to 10 years. Some of the leases include a Company option to extend the lease term for less than 12 months to five years, or more, which approximates actual costif reasonably certain to exercise, the Company includes in the determination of lease payments. The lease agreements do not contain any material residual value guarantees or material restrictive covenants.
    As most of the Company's leases do not provide a readily determinable implicit rate, the Company uses the incremental borrowing rate at lease commencement, which was determined using a portfolio approach, based on the first-in, first-out method, or market. Any write-downrate of inventoryinterest that the Company would have to pay to borrow an amount equal to the lowerlease payments on a collateralized basis over a similar term. The Company uses the implicit rate when a rate is readily determinable. Operating lease expense is recognized on a straight-line basis over the lease term.
    Leases with an initial term of cost12 months or market at the close of a fiscal period creates a new cost basis that subsequently wouldless are not be marked up basedrecognized on changes in underlying facts and circumstances. On an ongoing basis, the Company evaluates inventory for obsolescence and slow-moving items. This evaluation includes analysis of sales levels, sales projections, and purchases by item, as well as raw material usage related to the Company's manufacturing facilities. Ifconsolidated balance sheets, and the Company's review indicatesexpense for these short-term leases is recognized on a reduction in utility below carrying value, it reduces inventory to a new cost basis. If future demand or market conditions are different thanstraight-line basis over the Company's current estimates, an inventory adjustment may be required, and would be reflected in cost of goods sold in the period the revision is made.

    lease term.

    PROPERTY AND EQUIPMENT

    Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization are computed using the straight-line method. Estimated useful lives of three years are used for equipment, software and software development costs, and five years for furniture and fixtures. Amortization of leasehold improvements is computed using the shorter of the remaining facility lease term or the estimated useful life of the improvements.

    Maintenance, repairs, and ordinary replacements are charged to expense. Expenditures for improvements that extend the physical or economic life of the property are capitalized. Gains or losses on the disposition of property and equipment are recorded in the Consolidated Statementsconsolidated statements of Operations.

    53


    operations.

    Construction in progress primarily relates to costs to acquire or internally develop software for internal use not fully completed as of March 31, 2017.

    2020 and 2019.

    ACCOUNTING FOR LONG-LIVED ASSETS

    The Company reviews the recoverability of its long-lived assets, such as property and equipment, right-of-use assets, definite lived intangibles or capitalized software, when events or changes in circumstances occur that indicate that the carrying value of the asset or asset group may not be recoverable. Examples of such events could include a significant disposal of a portion of such assets, an adverse change in the market involving the business employing the related asset or a significant change in the operation or use of an asset. The assessment of possible impairment is based on the Company's ability to recover the carrying value of the asset or asset group from the expected future pre-tax cash flows (undiscounted and without interest charges) of the related operations. If these cash flows are less than the carrying value of such asset or asset group, an impairment loss is recognized for the difference between estimated fair value and carrying value. The measurement of impairment requires management to estimate the fair value of long-lived assets and asset groups through future cash flows. See Note 5 for further discussion on impairment charges incurred.

    GOODWILL AND OTHER INTANGIBLE ASSETS

    Goodwill represents the excess fair value of consideration transferred over the fair value of net assets acquired in business combinations. Goodwill and intangible assets with indefinite useful lives are not amortized but are tested annually for impairment and more often if there is an indicator of impairment. The

    For the year ended March 31, 2018, the Company hashad determined that it has threehad 3 reporting units and allocatesallocated goodwill to the reporting units for the purposes of its annual impairment test.

    For the year ended March 31, 2019, the Company has determined it had 1 reporting unit. The change in reporting units resulted from the following events:

    As of April 1, 2018, the Company's DXI operations no longer operated on a standalone basis and was integrated into the Company's existing United Kingdom operations, and
    During the third fiscal quarter of 2019, the Company assessed it had only one Chief Operating Decision Maker, who reviewed financial results on a consolidated basis.
    Following the acquisition of Wavecell in the second quarter of fiscal 2020, the Company considered whether the Chief Operating Decision Maker changed the manner in which financial results were reviewed. Financial results continue to be presented on a consolidated basis, and do not present separately the revenues and costs related to Wavecell on a stand-alone basis. As such, for the year ended March 31, 2020, the Company continued to conclude it had one reporting unit.

    The Company performs testing for impairment of goodwill on an annual goodwillbasis, or as events occur or circumstances change that would more likely than not reduce the fair value of the Company’s single reporting unit below its carrying amount. Goodwill is considered impaired if the carrying value of the reporting unit exceeds its fair value. The Company conducted its annual impairment test is performed on January 1 each year. Noof goodwill impairment charges were recorded in the periods presented.

    fourth quarter of fiscal 2020 and fiscal 2019 and determined that no adjustment to the carrying value of goodwill was required.

    Intangible assets, with finite useful livesconsisting of acquired developed technology, domain names, and customer relationships, acquired in a business combination are initially measured at fair value and were determined to have definite lives. Thereafter, intangible assets are amortized on a straight-line basis over the periods benefited.their estimated useful lives. Amortization expense for the customer relationship intangible asset is included in sales and marketing expenses. Amortization expense forrelated to developed technology is included in cost of service revenue.

    WARRANTY EXPENSE

    Amortization expense related to customer relationships and domain names are included in sales and marketing expense. Intangible assets are reviewed for impairment whenever events or changes in circumstances indicate an asset’s carrying value may not be recoverable.

    CONVERTIBLE SENIOR NOTES
    In accounting for the issuance of the convertible senior notes (the "Notes"), the Company separated the Notes into liability and equity components. The carrying amount of the liability component was calculated by measuring the fair value of similar debt instruments that do not have associated convertible features. The carrying amount of the equity component representing the conversion option was determined by deducting the fair value of the liability component from the par value of the respective Notes. The equity component is not remeasured as long as it continues to meet the condition for equity classification. The excess of the principal amount of the liability component over its carrying amount (“debt discount”) is amortized to interest expense over the term of the Notes.
    The Company accrues for estimated product warranty cost upon revenue recognition. Accruals for product warranties are calculatedallocated the issuance costs incurred to the liability and equity components of the Notes based on their relative fair values. Issuance costs attributable to the Company's historical warranty experience adjusted for any specific requirements.

    liability component were recorded as a reduction to the liability portion of the Notes and are being amortized to interest expense over the term of the Notes. Issuance costs attributable to the equity component, representing the conversion option, were netted with the equity component in stockholders' equity.

    RESEARCH & DEVELOPMENT AND SOFTWARE DEVELOPMENT COSTS

    Computer software

    Software developed or obtained for internal use in accordance with ASC 350-40,Internal UseInternal-Use Software (ASC 350-40), is capitalized during the application development stage. In accordance with authoritative guidance, the Company begins to capitalize our costs to develop software when preliminary development efforts are successfully completed, management has authorized and committed project funding, and it is probable that the project will be completed, and the software will be used as intended. Once the project has been completed, these costs are amortized to cost of service revenue on a straight - linestraight-line basis over the estimated useful life of the related asset, generally estimated to be three years. Costs incurred prior to meeting these criteria together with costs incurred for training and maintenance are expensed as incurred and recorded in research and development expense on our consolidated statementsthe Company's Consolidated Statements of operations.Operations. The Company classifies applicationsoftware development costs associated with the development of the Company's products and services as other long-term assets. The Company classifies application development costs associated with purchased software as property and equipment. See Note 6 for further details.

    ADVERTISING COSTS

    Advertising costs are expensed as incurred and were $9.5$32.2 million, $8.5$25.0 million and $6.8$14.5 million for the years ended March 31, 2017, 20162020, 2019 and 2015,2018, respectively.

    FOREIGN CURRENCY TRANSLATION

    The Company has determined that the functional currency of each of its foreign subsidiaries are the subsidiary's local currency. The Company believes that this most appropriately reflects the current economic facts and circumstances of the Company's subsidiaries' operations. The assets and liabilities of the subsidiaries are translated at the applicable exchange rate as of the end of the balance sheet period, and revenue and expenses are translated at an average rate over the period presented. Resulting currency translation adjustments are recorded as a component of accumulated other comprehensive income or loss within the stockholder's equity in the consolidated balance sheets.

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    BUSINESS SEGMENTS

    equity.


    SEGMENT INFORMATION
    The Company has two reportable segments, Americas and Europe. The Company'sdetermined the chief executive officer is its chief operating decision makers, the Chief Executive Officer, Chief Financial Officer,maker. The chief executive officer reviews financial information presented on a consolidated basis for purposes of assessing performance and Chief Technology Officer, evaluate performance of themaking decisions on how to allocate resources. The Company and makes decisions regarding allocation of resources based on geographical results (see Note 12).

    CUSTOMER ACQUISITION COSTS

    Customer acquisition costs are expensed as incurred and include the advertising, marketing, promotions, commissions, rebates and equipment subsidy costs associated with the Company's efforts to acquire new subscribers.

    INCOME TAXES

    Income taxes are accounted for using the asset and liability approach. Under the asset and liability approach,has determined that it operates in a current tax liability or asset is recognized for the estimated taxes payable or refundable on tax returns for the current year. A deferred tax liability or asset is recognized for the estimated future tax effects attributed to temporary differences and carryforwards. If necessary, the deferred tax assets are reduced by the amount of benefits that, based on available evidence, is more likely than not expected to be realized.

    single reportable segment.

    CONCENTRATIONS

    Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash and cash equivalents, investments and trade accounts receivable. The Company has cash equivalents and investment policies that limit the amount of credit exposure to any one financial institution and restrict placement of these funds to financial institutions evaluated as highly credit-worthy. The Company has not experienced any material losses relating to its investment instruments.

    investments.

    The Company sells its products to business customers and distributors. The Company performs ongoing credit evaluations of its customers' financial condition and generally does not require collateral from its customers. AtAs of and for the fiscal years ending March 31, 20172020 and 2016,2019, no customer accounted for more than 10% of accounts receivable.

    receivable or revenues.

    The Company purchases all of its hardware products from suppliers that manufacturermanufacture the hardware directly.directly, and from their distributors. The inability of any supplier to fulfill supply requirements of the Company could materially impact future operating results, financial position or cash flows.

    The Company also relies primarily on third-party network service providers to provide telephone numbers and PSTN call termination and origination services for its customers. If these service providers failed to perform their obligations to the Company, such failure could materially impact future operating results, financial position and cash flows.

    FAIR VALUE OF FINANCIAL INSTRUMENTS

    The Company defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal market or the most advantageous market in which it would transact.

    The accounting guidance for fair value measurement requires the Company to maximizemaximizes the use of observable inputs and minimizeminimizes the use of unobservable inputs when measuring fair value. Observable inputs are inputs that reflect the assumptions market participants would use in valuing the asset or liability and are developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company's assumptions about the factors that market participants would use in valuing the asset or liability developed based on the best information available in the circumstances.

    The standard establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value by requiring that the most observable inputs be used when available. A financial instrument's categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The fair value hierarchy is as follows:

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    Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.
  • Level 2 applies to assets or liabilities for which there are inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly, such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets).
  • Level 3 applies to assets or liabilities for which fair value is derived from valuation techniques in which one or more significant inputs are unobservable, including the Company's own assumptions.

    The estimated fair value of financial instruments is determined by the Company using available market information and valuation methodologies considered to be appropriate. The carrying amounts of the Company's cash and cash equivalents, accounts receivable and accounts payable approximate their fair values due to their short maturities. The Company's investments are carriedrecorded at fair value and convertible senior notes payable are recorded at net carrying value.

    See Note 8, "CONVERTIBLE SENIOR NOTES AND CAPPED CALL" in the Notes to Consolidated Financial Statement for the carrying amount the Company's the Notes, which are not recorded at fair value as of March 31, 2020 or 2019. See Note 3, "FAIR VALUE MEASUREMENTS" in the Notes to Consolidated Financial Statement for the estimated fair value of the Company's convertible senior notes.
    ACCOUNTING FOR STOCK-BASED COMPENSATION

    The Company accounts for its employee stock options, stock purchase rights,the fair value of restricted stock units (“RSUs”) using the closing market price of the Company’s common stock on the date of grant. For new-hire grants and restricted performance stock units granted underannual refresh grants, one-third of the 2006 Stock Plan,RSUs typically vest on the 2003 Contactual Plan,first anniversary of grant date, and remainder vest on a one-eighth basis quarterly over the 2012 Equity Incentive Plan, the 2013 New Employee Inducement Incentive Plan and stock purchase rights under the 1996 Employee Stock Purchase Plan (collectively "Equity Compensation Plans") under the provisions of ASC 718 -Stock Compensation. Under the provisions of ASC 718, stock-basedsubsequent two years.

    Stock-based compensation cost for RSUs is measured at the grant date based on the estimated fair value of the award and is recognized as an expense over the employee's requisite service period (generally the vesting period of the equity grant)period), net of estimated forfeitures.

    The Company estimates the fair value of the rights to acquire stock under its 1996 Employee Stock Purchase Plan (the “ESPP”) using the Black-Scholes option pricing formula. The ESPP provides for consecutive six-month offering periods and the Company uses its own historical volatility data in the valuation of shares that are purchased under the ESPP.
    To value option grants, under the Equity Compensation Plans for stock-based compensation the Company useduses the Black-Scholes option valuation model. Fair value determined using the Black-Scholes option valuation model varies based on assumptions used for the expected stock prices volatility, expected life, risk-free interest rates and future dividend payments. The Company used the historical volatility of its stock over a period equal to the expected life of the options. The expected life assumptions represent the weighted-average period stock-based awards are expecting to remain outstanding. These expected life assumptions were established through the review of historical exercise behavior of stock-based award grants with similar vesting periods. The risk-free interest rates were based on the closing market bid yields of actively traded U.S. treasury securities in the over-the-counter market for the expected term equal to the expected term of the option. The dividend yield assumption is based on the Company's history and expectation of future dividend payout.

    Compensation expense for stock-based payment awards is recognized using the straight-line single-option method and includes the impact of estimated forfeitures.

    not paying dividends.

    The Company issued restricted performance stock units (PSUs)("PSUs") to a group of executives with vesting that is contingent on both market performance and continued service during the fiscal year ended March 31, 2017:

    These PSUs vest (1) 50% on September 22, 201817, 2021 and (2) 50% on September 27, 2019,17, 2022, in each case subject to the performance of the Company's common stock relative to the Russell 2000 Index (the benchmark) during the period from grant date through such vesting date. A 2x multiplier will be applied to the total shareholder returns (TSR) for each 1% of positive or negative relative TSR, and(the "TSR"), such that the number of shares earned will increase or decrease by 2% of the target numbers.numbers, for each 1% of positive or negative relative TSR. In the event the Company's common stock performance is below negative 30%, relative to the benchmark, no shares will be issued.

    56


    In no event will the number of shares issued in each tranche exceed 200% of the target for that tranche.

    The Company issued PSUs to a group of executives with vesting that is contingent on both market performance and continued service during the fiscal year ended March 31, 2016:

    These PSUs vest (1) 50% on September 22, 2017October 23, 2020 and (2) 50% on September 27, 2018,October 23, 2021, in each case subject to the performance of the Company's common stock relative to the Russell 2000 Index (the benchmark) during the period from grant date through such vesting date. A 2x multiplier will be applied to the (TSR) for each 1% of positive or negative relative TSR, andsuch that the number of shares earned will increase or decrease by 2% of the target numbers.numbers, for each 1% of positive or negative relative TSR. In the event 8x8'sthe Company's common stock performance is below negative 30%, relative to the benchmark, no shares will be issued.

    In no event will the number of shares issued in each tranche exceed 200% of the target for that tranche.

    The Company issued PSUs to a group of executives with vesting that is contingent on both market performance and continued service. For the market-based restricted performance stock units issuedservice during the fiscal year ended March 31, 2015:

    These PSUs vest (1) 50% on September 19, 2019 and (2) 50% on September 19, 2020, in each case subject to be received at vesting if applicable service requirements are also met will range from 0% to 100% of the target amount based total shareholder return ("TSR"), which compares the performance of the price per share of the Company's common stock withrelative to the NASDAQ CompositeRussell 2000 Index ("Index")(the benchmark) during the period from grant date through such vesting date. A 2x multiplier will be applied to the TSR, such that the number of shares earned will increase or decrease by 2% of the target numbers, for each 1% of positive or negative relative TSR. In the three performance periods ending March 31, 2016, March 31, 2017 and March 31, 2018, for the fiscal year ended March 31, 2015; and for the three performance periods ending March 31, 2015, March 31, 2016 and March 31, 2017 for the fiscal year ended March 31, 2014, in the following manner: where in each such measurement period, (1) if the performance return on the price per share ofevent the Company's common stock exceedsperformance is below negative 30%, relative to the performance return on the NASDAQ Composite Index, (which shall be determined by subtracting the percentage return on the NASDAQ Composite Index from the percentage return on the price per share of the Common Stock), then all of the TSR Performance Shares for such measurement periodbenchmark, no shares will be deemed earned andissued. In no event will vest; (2) if the performance return on the price per share of Common Stock is more than 50% lower than the performance return on the NASDAQ Composite Index, then none of the TSR Performance Shares for such measurement period will be deemed earned and will vest; and (3) if the performance return on the price per share of Common Stock is between 0% and 50% lower than the performance return on the NASDAQ Composite Index, then the number of TSR Performance Shares deemed earned and vesting for such measurement period will be reduced by 2% for each 1% by which the performance return on the NASDAQ Composite Index exceeds the performance return on the Common Stock, (4) if the performance return on the price per share of Common Stock is between 0% and 50% higher than the performance return on the NASDAQ Composite Index, then the number of TSR Performance Shares deemed earned and vesting for such measurement period will increase by 2% for each 1% by which the performance return on the Common Stock exceeds the performance return on the NASDAQ Composite Index, and
  • the number of shares of the Company's stock to be received at vesting will range from 0% or 100%issued in each tranche exceed 200% of the target amount based on four tranches, with each tranche vesting at the later of (a) the satisfaction of the applicable service-based vesting requirement for that tranche, and (b) ontranche.
  • To value these market-based PSUs under the first date thatEquity Compensation Plans, the average stock price of the Company's common stock for a consecutive 30 trading day period exceeds 150% of the grant date stock price. The minimum service vesting requirement for each tranche is as follows:

    Tranche 1: One year following the date of the grant

    Tranche 2: Two years following the date of the grant

    Tranche 3: Three years following the date of the grant

    Tranche 4: Four years following the date of the grant

    Market-based restricted performance stock units are valued usingCompany used a Monte Carlo simulation model on the date of grant. Fair value determined using the Monte Carlo simulation model varies based on the assumptions used for the expected stock price volatility, the correlation coefficient between the Company and the NASDAQNasdaq Composite Index, risk-free interest rates, and future dividend payments.

    RESEARCH AND DEVELOPMENT COSTS
    Research and development expenses consist primarily of personnel, consulting and equipment costs necessary for the Company to conduct development and engineering efforts. Research and development costs are expensed as incurred.
    COMPREHENSIVE INCOME (LOSS)

    Comprehensive income (loss), as defined, includes all changes in equity (net assets) during a period from non-owner sources.period. The difference between net income (loss) and comprehensive income (loss) is due to foreign currency translation adjustments and unrealized gains or losses on investments classified as available-for-sale.

    NET INCOME (LOSS) PER SHARE

    Basic net income (loss) per share is computed by dividing net income (loss) available to common stockholders (numerator) by the weighted average number of vested, unrestricted common shares outstanding during the period (denominator). Diluted net income (loss) per share is computed on the basis of the weighted average number of shares of common stock plus the effect of

    dilutive potential common shares outstanding during the period using the treasury stock method.method unless their effect is anti-dilutive. Dilutive potential common shares include outstanding stock options, ESPP, RSUs and employee restricted purchase rights.

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    DEFERRED RENT

    In April 2012,PSUs.

    The Company would include the Company entered into an 87-month lease agreement for its new headquarters. Under the termsdilutive effects of the lease agreement:

    InNotes, it is the second quarterCompany’s intention to pay cash equal to the lesser of fiscal 2013, the Company received a $1.7 million allowance for reimbursement foraggregate principal amount or the costconversion value of tenant improvements that the CompanyNotes being converted, therefore, only the conversion spread relating to the Notes would be included in cash flows from operating activities. In accordance with the guidance in ASC 840-20,Leases, the Company accounts for its headquarters facility operating lease as follows:

    Rent Holidays.The Company recognizes the related rent expense on a straight-line basis at the earlier of the first rent payment or the date of possession of the leased property. The difference between the amounts charged to expense and the rent paidCompany’s diluted earnings per share calculation unless their effect is recorded as deferred lease incentives and amortized over the lease term.

    Rent Escalations.The Company recognizes escalating rent provisions on a straight-line basis over the lease term. The difference between the amounts charged to expense and the rent paid is recorded as deferred lease incentives and amortized over the lease term.

    Tenant Improvement Allowance. The tenant improvement allowance is deferred and amortized on a straight-line basis over the life of the lease as a reduction to rent expense.

    In January 2016, the Company entered into a 48-month lease for additional office space near the Company's US headquarters. In April 2016, the lease was amended for actual move in date. Base rent begins at $105,628 and increases 3% each year thereafter. Future minimum annual lease payments under this lease is included in "Leases" in Note 8.

    At March 31, 2017, total deferred rent included in other accrued liabilities and non-current liabilities was $1.1 million and $0.8 million, respectively. At March 31, 2016, total deferred rent included in other accrued liabilities and non-current liabilities was $0.3 million and $1.0 million, respectively.

    anti-dilutive.

    RECENTLY ADOPTED ACCOUNTING PRONOUNCEMENTS

    In August 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-15,Presentation of Financial Statements: Going Concern (Subtopic 205-40), this ASU provides guidance regarding management's responsibility in evaluating whether there is substantial doubt about a company's ability to continue as a going concern. Certain disclosures will be required if conditions give rise to substantial doubt about an entity's ability to continue as a going concern. The amendment is effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. The adoption of this update did not have a material impact on the Company's consolidated financial statements.

    In April 2015, the FASB issued ASU No. 2015-05,Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer's Accounting for Fees Paid in a Cloud Computing Arrangement. This update provides guidance in evaluating whether a cloud computing arrangement includes a software license. If a cloud computing arrangement includes a software license, then the software license element of the arrangement should be accounted for as an acquisition of a software license. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. The guidance does not change generally accepted accounting principles for a customer's accounting for service contracts. This update is effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2015. Therefore, the Company has prospectively adopted this new standard on April 1, 2016. The adoption of this standard did not have a material impact on our consolidated financial statements.

    In November 2015, the FASB issued ASU No. 2015-17,Income Taxes - Balance Sheet Classification of Deferred Taxes (Topic 740). This ASU requires all deferred tax liabilities and assets to be presented in the balance sheet as noncurrent. As permitted, the Company early adopted this standard prospectively during the quarter ended June 30, 2016. The adoption of this standard resulted in reclassifying current deferred income tax assets to noncurrent deferred income tax assets and current deferred income tax liabilities to noncurrent deferred income tax liabilities. No prior periods were retrospectively adjusted.

    58


    RECENT ACCOUNTING PRONOUNCEMENTS

    In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, along with amendments issued in 2015 and 2016, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. The new standard will become effective for the Company on April 1, 2018. The standard permits the use of either the retrospective or cumulative effect transition method. The Company has preliminary selected the modified retrospective method as the transition method.

    The Company is in the initial stages of the assessment of the impact of the new standard on the Company's accounting policies, processes and system requirements. The Company has assigned internal resources and engaged third-party service providers to assist with the assessment and implementation. The Company currently believes the most significant impact relates to the allocation of consideration in a contract between product and service performance obligations.

    In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which provides guidance for measurement and recognition of expected credit losses for financial assets held based on historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. The amendment is effective for fiscal years beginning after December 15, 2019. Early adoption is permitted for fiscal years beginning after December 15, 2018. The Company is currently assessing the impact of this pronouncement to its consolidated financial statements.

    In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments, which provides guidance on how certain cash receipts and cash payments are to be presented and classified in the statement of cash flows. This amendment is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted. The Company is currently assessing the impact of this pronouncement to its Consolidated Statements of Cash Flows.

    In October 2016, the FASB has issued ASU No. 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory, which provides guidance on how an entity should recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. This amendment is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted. The Company is currently assessing the impact of this pronouncement to its consolidated financial statements.

    In November 2016, the FASB has issued ASU No. 2016-18, Statement of Cash Flows (Topic 230), which provides guidance on how restricted cash or restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. This amendment is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted. The Company is currently assessing the impact of this pronouncement to its Consolidated Statements of Cash Flows.

    In January 2017, the FASB has issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business, which clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. This amendment is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted. The Company is currently assessing the impact of this pronouncement to its consolidated financial statements.

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    In January 2017, the FASB has issued ASU No. 2017-04, Intangibles and Other (Topic 350): Simplifying the Test for Goodwill Impairment, which eliminates the requirement to calculate the implied fair value of goodwill but rather require an entity to record an impairment charge based on the excess of a reporting unit's carrying value over its fair value. This amendment is effective for annual or interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted. The Company is currently assessing the impact of this pronouncement to its consolidated financial statements.

    In February 2016, the FASB issued ASU No. 2016-02,2016-2, Leases (Topic 842) (“ASU 2016-02”), along with amendments issued in 2018, which requires companies to generally recognize on the balance sheet operating and financing lease liabilities and corresponding right-of-use assets. The update also requires qualitative and quantitative disclosures designed to assessEffective April 1, 2019, the amount, timing, and uncertainty of cash flows arising from leases.  The update requiresCompany adopted ASU 2016-02 using the use of a modified retrospective transition approach utilizing the effective date as the date of initial application. ASU 2016-02 establishes a new lease accounting model for leases, which includesrequires lessees to recognize right-of-use assets and lease liabilities on the balance sheet, but lease expense will be recognized on the income statement in a manner similar to previous requirements. Prior years presented have not been adjusted for ASU 2016-02 and continue to be reported in accordance with our historical accounting policy.
    The new standard provides a number of optional practical expedients in transition. The Company has elected certain practical expedients permitted under the new lease standard, which among other things, allows the carryforward of the historical lease classification. As a result, there was no impact to opening retained earnings. The new standard also provides a practical expedient for an entity’s ongoing accounting. The Company has elected such practical expedient not to separate lease and non-lease components for all leases. It also made an accounting policy election to not recognize right-of-use assets and lease liabilities on the balance sheet for leases with a term of 12 months or less and will recognize lease payments as an expense on a straight-line basis over the lease term.
    The adoption of the new lease standard resulted in the recognition of right-of-use assets and lease liabilities of approximately $20.0 million and $21.4 million, respectively, for existing operating leases. The Company does not have significant finance lease right-of-use assets or liabilities. The adoption of the new lease standard did not have a material impact on the Company's accumulated deficit as of April 1, 2019. See Note 6, "LEASES" in the Notes to Consolidated Financial Statements for additional information on leases.
    RECENT ACCOUNTING PRONOUNCEMENTS NOT YET EFFECTIVE
    In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740), which enhances and simplifies various aspects of the income tax accounting guidance, including requirements such as tax basis step-up in goodwill obtained in a transaction that entities may elect to apply. Thisis not a business combination, ownership changes in investments, and interim-period accounting for enacted changes in tax law. The amendment iswill be effective for public companies with fiscal years beginning after December 15, 2018, including interim periods within those2020, which is fiscal years. Early2022 for the Company; early adoption is permitted. The Company is currently assessing the impact of this pronouncement to its consolidated financial statements.

    In March 2016,August 2018, the FASB issued ASU No. 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting 2018-13, Fair Value Measurement ("ASU 2016-09")Topic 820), which is intendedmakes modifications to simplify several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classificationdisclosure requirements on the statement of cash flows. As a result of the adoption, stock-based compensation excess tax benefits or tax deficiencies will be reflected in the consolidated statement of operations within the provision for income taxes rather than in the consolidated balance sheet within additional paid-in capital. The amount of the impact to the provision for income taxes will depend on the difference between the marketfair value of share-based awards at vesting or settlement and the grant date fair value.measurements. The amendment is effective for annual periodspublic companies with fiscal years beginning after December 15, 2016, including interim periods within those2019, which is fiscal years. Early application2021 for the Company; early adoption is permitted. The Company is currently assessing the impact of this pronouncement to its consolidated financial statements.

    In August 2018, the FASB issued ASU 2018-15, Intangibles-Goodwill and Other-Internal Use Software (Subtopic 350-40), which reduces complexity for the accounting for costs of implementing a cloud computing service arrangement. The amendment is effective for public companies with fiscal years beginning after December 15, 2019, which is fiscal 2021 for the Company; early adoption is permitted. The Company is currently assessing the impact of this pronouncement to its consolidated financial statements.
    In June 2016, the FASB issued ASU 2016‑13, Financial Instruments—Credit Losses: Measurement of Credit Losses on Financial Instruments, further amended by ASU 2018-19 issued in November 2019, ASU 2019-04 issued in April 2019, ASU 2019-05 issued in May 2019, ASU 2019-10 issued in November 2019, and ASU 2019-11 issued in November 2019, which replaces the existing impairment model with a forward-looking expected loss method. It also eliminates the concept of other-than-temporary impairment and requires credit losses related to available-for-sale debt securities to be recorded through an allowance for credit losses rather than as a reduction in the amortized cost basis of the securities. These changes will result in more timely recognition of credit losses. These ASUs are effective for annual and interim periods beginning after December 15, 2019, which is fiscal 2021 for the Company; early adoption is permitted. The Company does not expect the adoption of this standard to have a material impact on the Company’s consolidated financial statements.
    2. FAIR VALUE MEASUREMENTS

    Cash, cash equivalents, available-for-sale investments,REVENUE RECOGNITION

    Disaggregation of Revenue

    The Company disaggregates its revenue by geographic region. See Note 12, "GEOGRAPHICAL INFORMATION" in the Notes to Consolidated Financial Statements for more information.
    Contract Balances
    The following table provides information about receivables, contract assets and contingent consideration weredeferred revenues from contracts with customers (in thousands):

          Gross  Gross     Cash and   
       Amortized  Unrealized  Unrealized  Estimated  Cash  Short-Term
    As of March 31, 2017  Costs  Gain  Loss  Fair Value  Equivalents  Investments
         Cash $29,122  $ $ $29,122  $29,122  $
    Level 1:                  
         Money market funds  11,908       11,908   11,908   
         Mutual funds  2,000     (194)  1,806     1,806 
              Subtotal  43,030     (194)  42,836   41,030   1,806 
    Level 2:                  
         Commercial paper  19,144       19,152     19,152 
         Corporate debt  83,995   61   (58)  83,998     83,998 
         Asset backed securities  26,906     (22)  26,888     26,888 
         Mortgage backed securities  116     (1)  115     115 
         Agency bond  2,000       2,000     2,000 
              Subtotal  132,161   73   (81)  132,153     132,153 
              Total assets $175,191  $73  $(275) $174,989  $41,030  $133,959 
    Level 3:                  
         Contingent consideration $ $ $ $148  $ $
              Total liabilities $ $ $ $148  $ $

    60


          Gross  Gross     Cash and   
       Amortized  Unrealized  Unrealized  Estimated  Cash  Short-Term
    As of March 31, 2016  Costs  Gain  Loss  Fair Value  Equivalents  Investments
         Cash $18,596  $ $ $18,596  $18,596  $
    Level 1:                  
         Money market funds  14,980       14,980   14,980   
         Mutual funds  2,000     (187)  1,813     1,813 
              Subtotal  35,576     (187)  35,389   33,576   1,813 
    Level 2:                  
         Commercial paper  6,794       6,796     6,796 
         Corporate debt  85,164   78   (28)  85,214     85,214 
         Municipal securities  1,007     (1)  1,006     1,006 
         Asset backed securities  24,614     (11)  24,610     24,610 
         Mortgage backed securities  2,045     (17)  2,028     2,028 
         Agency bond  6,805       6,806     6,806 
         International government securities  1,000       1,001     1,001 
              Subtotal  127,429   89   (57)  127,461     127,461 
              Total assets $163,005  $89  $(244) $162,850  $33,576  $129,274 
    Level 3:                  
         Contingent consideration $ $ $ $341  $ $
              Total liabilities $ $ $ $341  $ $

    Contractual maturities

      March 31, 2020 March 31, 2019
    Accounts receivable, net $37,811
     $20,181
    Contract assets, current $10,425
     $5,717
    Contract assets, non-current $13,698
     $
    Deferred revenue, current $7,105
     $3,336
    Deferred revenue, non-current $1,119
     $6
    Contract assets, current, contract assets, non-currents, and deferred revenue, non-current are recorded in other current assets, other assets, and other liabilities, non-current, respectively.
    Changes in the contract assets and the deferred revenue balances during the year ended March 31, 2020 are as follows (in thousands):
      March 31, 2020 March 31, 2019 $ Change
    Contract assets $24,123
     $5,717
     $18,406
    Deferred revenue $8,224
     $3,342
     $4,882

    The change in contract assets was primarily driven by the recognition of investmentsrevenue that has not yet been billed. The increase in deferred revenue was due to billings in advance of performance obligations being satisfied. During the year ended March 31, 2020, the Company recognized revenues of approximately $3.0 million that was included in deferred revenue at the beginning of the year.
    Remaining Performance Obligations
    The Company's subscription terms typically range from one to five years. Contract revenue as of March 31, 2017 are set forth below2020 that has not yet been recognized was approximately $270.0 million. This excludes contracts with an original expected length of one year or less. The Company expects to recognize revenue on the vast majority of the remaining performance obligation over the next 36 months.
    3. FAIR VALUE MEASUREMENTS
    Cash, cash equivalents and available-for-sale investments were (in thousands):

    Estimated
    Fair Value
    Due within one year$78,039 
    Due after one year55,920 
         Total$133,959 

    Contingent Consideration and Escrow Liability

    The Company's contingent consideration liability and escrow liability, included in other accrued liabilities and noncurrent liabilities on

    As of March 31, 2020 
    Amortized
    Costs
     
    Gross
    Unrealized
    Gain
     
    Gross
    Unrealized
    Loss
     
    Estimated
    Fair Value
     
    Cash and
    Cash
    Equivalents
     
    Short-Term
    Investments
     
    Long-Term
    Investments
    Cash $21,002
     $
     $
     $21,002
     $21,002
     $
     $
    Level 1:              
    Money market funds 110,796
     
     
     110,796
     110,796
     
     
    Treasuries 6,192
     116
     
     6,308
     
     
     6,308
    Subtotal 137,990
     116
     
     138,106
     131,798
     
     6,308
    Level 2:              
    Commercial paper 14,979
     6
     
     14,985
     5,596
     9,389
     
    Corporate debt 34,153
     32
     (341) 33,844
     
     24,069
     9,775
    Subtotal 49,132
     38
     (341) 48,829
     5,596
     33,458
     9,775
    Total assets $187,122
     $154
     $(341) $186,935
     $137,394
     $33,458
     $16,083

    As of March 31, 2019 
    Amortized
    Costs
     
    Gross
    Unrealized
    Gain
     
    Gross
    Unrealized
    Loss
     
    Estimated
    Fair Value
     
    Cash and
    Cash
    Equivalents
     
    Short-Term
    Investments
    Cash $25,364
     $
     $
     $25,364
     $25,364
     $
    Level 1:            
    Money market funds 251,219
     
     
     251,219
     251,219
     
    Subtotal 276,583
     
     
     276,583
     276,583
     
    Level 2:            
    Corporate debt 46,516
     51
     (29) 46,538
     
     46,538
    Municipal securities 5,511
     17
     
     5,528
     
     5,528
    Asset backed securities 13,596
     9
     (17) 13,588
     
     13,588
    Agency bond 4,260
     
     (15) 4,245
     
     4,245
    Subtotal 69,883
     77
     (61) 69,899
     
     69,899
    Total assets $346,466
     $77
     $(61) $346,482
     $276,583
     $69,899

    As of March 31, 2020, the consolidated balance sheets, is associated with the Quality Software Corporation (QSC) acquisition made in the first quarter of fiscal 2016. Amounts held in escrow were measured at fair value using present value computations at the time of acquisition. The contingent consideration was measured at fair value using a probability weighted average of the potential payment outcomes that would occur should certain contract milestones be reached. As there was no market data available to use in valuing the contingent consideration; therefore, the Company developed its own assumptions related to the achievement of the milestones to evaluate theestimated fair value of the liability. As such, the contingent consideration is classified within Level 3 as described below.

    The items are classified as Level 3 within the valuation hierarchy, consisting of contingent consideration and escrow liability related to the QSC acquisition, were valuedCompany's Notes was $309.6 million, which was determined based on an estimatethe closing price for the Notes on the last trading day of the probability of successreporting period and is considered to be Level 2 in the fair value hierarchy due to limited trading activity of the milestones being achieved and present value computations, respectively. The table below presents a roll-forward of the contingent consideration and escrow liability valued using a Level 3 input (in thousands):

       Years Ended March 31,
       2017  2016
    Balance at beginning of period $341  $
         Purchase price contingent consideration    541 
         Fair value adjustment  107   
         Contingent consideration payments  (300)  (200)
    Balance at end of period $148  $341 

    61


    3. INVENTORIES

    Components of inventories were as follows (in thousands):

       March 31,
       2017  2016
    Work-in-process $ $76 
    Finished goods  908   444 
      $908  $520 

    Notes.

    4. PROPERTY AND EQUIPMENT

    FINANCIAL STATEMENT COMPONENTS

    Property and equipment consisted of the following (in thousands):

       March 31,
       2017  2016
    Computer equipment $24,293  $18,277 
    Furniture and fixtures  1,411   1,067 
    Software  7,380   5,417 
    Leasehold improvements  5,579   3,667 
    Construction in progress  689   967 
       39,352   29,395 
    Less: accumulated depreciation and amortization  (22,968)  (17,020)
      $16,384  $12,375 

     March 31,
     2020 2019
    Computer equipment$38,105
     $34,706
    Software development costs77,635
     39,131
    Software licenses1,569
     9,713
    Leasehold improvements31,706
     6,286
    Furniture and fixtures5,485
     2,324
    Construction in progress13,852
     10,071
     168,352
     102,231
    Less: accumulated depreciation and amortization(73,970) (49,396)
    Total property and equipment, net$94,382
     $52,835

    Depreciation and amortization expense related to property and equipment was $28.4 million, $18.5 million, and $10.7 million for the years ended March 31, 2020, 2019 and 2018, respectively.
    Other current asset consisted of the following (in thousands):
     March 31,
     2020 2019
    Prepaid expense$14,489
     $7,891
    Contract assets, current10,425
     5,717
    Receivable related to lease assignment6,853
     
    Other current assets3,912
     1,519
    Total other current assets$35,679
     $15,127


    Other current liabilities consisted of the following (in thousands):
     March 31,
     2020 2019
    Liability related to lease assignment$8,969
     $
    Acquisition-related holdback cash and shares18,864
     
    Accrued liabilities9,444
     6,790
    Total other current liabilities$37,277
     $6,790

    5. INTANGIBLE ASSETS,

    GOODWILL AND OTHER ASSETS

    The carrying value of intangible assets consisted of the following (in thousands):

      March 31, 2017  March 31, 2016
      Gross        Gross      
      Carrying  Accumulated  Net Carrying  Carrying  Accumulated  Net Carrying
      Amount  Amortization  Amount  Amount  Amortization  Amount
    Technology$18,685  $(7,010) $11,675  $18,640  $(4,622) $14,018 
    Customer relationships 9,419   (6,187)  3,232   9,993   (4,847)  5,146 
    Trade names/domains 2,036     2,036   2,205     2,205 
    In-process research and development 95     95   95     95 
         Total acquired identifiable intangible assets$30,235  $(13,197) $17,038  $30,933  $(9,469) $21,464 

     March 31, 2020 March 31, 2019
     
    Gross
    Carrying
    Amount
     
    Accumulated
    Amortization
     
    Net Carrying
    Amount
     
    Gross
    Carrying
    Amount
     
    Accumulated
    Amortization
     
    Net Carrying
    Amount
    Technology$33,932
     $(16,312) $17,620
     $25,702
     $(15,409) $10,293
    Customer relationships11,409
     (5,412) 5,997
     9,467
     (8,080) 1,387
    Trade names and domains983
     (599) 384
     2,108
     (2,108) 
    In-process research and development
     
     
     95
     (95) 
    Total acquired identifiable intangible assets$46,324
     $(22,323) $24,001
     $37,372
     $(25,692) $11,680

    As of March 31, 2020, the weighted average remaining useful life for technology, customer relationship, and trade names and domains was 4.9 years, 5.8 years, and 0.1 years, respectively.
    Amortization expense for related intangible assets was $8.8 million, $6.2 million, and $5.0 million for the years ended March 31, 2020, 2019 and 2018, respectively.
    During the year ended March 31, 2020, the Company wrote off approximately $11.3 million of fully amortized intangible assets and the corresponding accumulated amortization.
    At March 31, 2017,2020, annual amortization of definite lived intangible assets, based upon existing intangible assets and current useful lives, is estimated to be the following (in thousands):

       Amount
    2018 $3,854 
    2019  3,459 
    2020  3,009 
    2021  2,666 
    2022  1,701 
    Thereafter  218 
         Total $14,907 

    62


    Impairment of Long-Lived Assets

    During the year ended March 31, 2017,the Company decided to discontinue a certain customer segment of its United Kingdom based platform-as-a-service (DXI PaaS) that was acquired in fiscal 2016 as part of the DXI acquisition.The Company evaluated long-lived assets related to the DXI reporting unit including the technology, customer relationships, and trade name intangible assets for impairment and determined that the assets were not impaired. However, the Company recorded an impairment charge equal to the remaining value of the impaired DXI PaaS customer relationship in the third fiscal quarter. The impairment recorded during the fiscal year was immaterial to the consolidated statements of operations. Revenues and net income (loss) from DXI PaaS were not material for all periods presented.

    During the year ended March 31, 2016, the Company decided to end-of-life its hosted virtual desktop service (Zerigo). The Company evaluated long-lived assets related to Zerigo including the technology, customer relationships, and trade name intangible assets for impairment. The Company determined it was appropriate to record an impairment charge equal to the remaining value of the impaired long-lived assets in the third fiscal quarter. The impairment recorded during the fiscal year was $0.6 million, of which $0.4 million and $0.2 million was recorded in cost of service and sales and marketing, respectively, in the consolidated statements of operations. Revenues and net income (loss) from Zerigo were not material for all periods presented.

    6. CAPITALIZED SOFTWARE COSTS

    Capitalized software consisted of the following (in thousands):

    Other Long-Term Assets

     

     

     

    March 31,

     

     

     

    2017

     

     

    2016

    Capitalized projects in service

     

    $

    1,804 

     

    $

    Capitalized projects in process

     

     

    6,461 

     

     

    2,753 

    Accumulated amortization

     

     

    (588)

     

     

    Total capitalized software costs

     

    $

    7,677 

     

    $

    2,753 

     

     

     

     

     

     

     

    Application development stage costs capitalized during the year

     

    $

    5,516 

     

    $

    2,095 

    Application development stage costs capitalized during the year in other long-term assets consists of cost related to both completed and in-process costs capitalized in accordance with ASC 350-40.

    Property and Equipment

     

     

     

    March 31,

     

     

     

    2017

     

     

    2016

    Capitalized projects in service

     

    $

    2,904 

     

    $

    1,183 

    Capitalized projects in process

     

     

    689 

     

     

    967 

    Accumulated amortization

     

     

    (871)

     

     

    (250)

    Total capitalized software costs

     

    $

    2,722 

     

    $

    1,900 

     

     

     

     

     

     

     

    Application development stage costs capitalized during the year

     

    $

    1,452 

     

    $

    756 

    63


    Application development stage costs capitalized during the year in other property and equipment consists of cost related to both completed and in-process costs capitalized in accordance with ASC 350-40.

    7. GOODWILL

     Amount
    2021$6,871
    20224,708
    20233,156
    20242,851
    2025 and thereafter6,415
    Total$24,001

    The following table provides a summary of the changes in the carrying amounts of goodwill by reporting segment (in thousands):

       Americas  Europe  Total
    Balance at March 31, 2015 $23,940  $12,947  $36,887 
         Additions due to acquisitions  1,789   10,125   11,914 
         Foreign currency translation    (1,381)  (1,381)
    Balance at March 31, 2016  25,729   21,691   47,420 
         Additions due to acquisitions  1,580     1,580 
         Foreign currency translation    (2,864)  (2,864)
    Balance at March 31, 2017 $27,309  $18,827  $46,136 

    8.

     Total
    Balance at March 31, 2018$40,054
    Additions due to acquisitions500
    Foreign currency translation(860)
    Balance at March 31, 201939,694
    Additions due to acquisitions91,060
    Foreign currency translation(2,454)
    Balance at March 31, 2020$128,300


    Deferred Sales Commission Costs
    Amortization of deferred sales commission costs for the year ended March 31, 2020 and 2019 was $19.5 million and $14.2 million, respectively. Prior to the adoption of ASC 606, the Company did not defer sales commission costs. There were 0 material write-offs relative to the costs capitalized for the year ended March 31, 2020 and 2019.
    6. LEASES
    Operating Leases
    The following table provides balance sheet information related to operating leases as of March 31, 2020 (in thousands):
      March 31, 2020
    Assets  
    Operating lease, right-of-use assets $78,963
       
    Liabilities  
    Operating lease liabilities, current $5,875
    Operating lease liabilities, non-current 92,452
    Total operating lease liabilities $98,327

    During the year ended March 31, 2020, operating lease expense was approximately $15.0 million. Variable lease and short-term lease costs were $1.6 million during the year ended March 31, 2020.
    The following table presents supplemental information for the year ended March 31, 2020 (in thousands, except for weighted average remaining lease term and discount rate):
    Weighted average remaining lease term 8.9 years
    Weighted average discount rate 4.0%
    Cash paid for amounts included in the measurement of lease liabilities:  
    Operating cash flow from operating leases $9,856

    The following table presents maturity of lease liabilities under the Company's non-cancellable operating leases as of March 31, 2020 (in thousands):
    2021 $9,765
    2022 16,270
    2023 15,237
    2024 11,722
    2025 11,386
    Thereafter 58,078
    Total lease payments $122,458
    Less: imputed interest (21,522)
    Less: lease incentives receivable (2,609)
    Present value of lease liabilities $98,327

    On July 3, 2019, the Company entered into a lease for a new company headquarters to rent 177,815 square feet of office space as the sole tenant in a new 5-story office building located in Campbell, California.
    The lease is for a 132-month term that started on January 1, 2020. The Company has the option to extend the lease for 2 additional five-year terms, on substantially the same terms and conditions as the prior term, with the base rent rate adjusted to fair market value at that time.
    Base rent is approximately $0.7 million per month for the first 12 months of the lease, with the rate increasing by approximately 3% on each anniversary of the lease. The Company is responsible for paying its share of building and common area expenses. Lease incentive received by the Company included a full rent abatement during the first 12 months of the lease term and tenant improvement allowance of approximately $15.4 million. The Company paid to the landlord a security deposit in the amount of $2.0 million, which may be drawn down in the event the Company defaults under the lease. Upon obtaining full access to the

    leased property during the second quarter of fiscal 2020, the Company recognized an operating lease right-of-use asset of $56.8 million and operating lease liability of $56.1 million.
    Lease Assignment
    In the fourth quarter of fiscal 2018, the Company entered into a 132-month lease agreement (the "Agreement") with CAP Phase I, a Delaware limited liability company (the "Landlord"), to rent approximately 162,000 square feet of office space in a new building in San Jose, California. The lease term began on January 1, 2019. On April 30, 2019, due to the Company's rapid growth and greater than anticipated future space needs, the Company entered into an assignment and assumption (the "Assignment") of the Agreement with the Landlord, and Roku Inc., a Delaware corporation ("Roku"), whereby the Company assigned to Roku the Agreement. Pursuant to the Assignment, the Company expects to be released from all of its obligations under the lease and related standby letter of credit by the end of the Company’s fiscal year ending March 31, 2022, or shortly thereafter. The Company also expects to receive the reimbursement of base rent and direct expenses from Roku in the fourth quarter of fiscal 2021 in accordance with the Assignment.
    The obligations related to the Agreement is not included in the right-of-use asset or lease liabilities as of March 31, 2020. The remaining obligations related to the Assignment of $9.0 million and the termination fee of $0.8 million are recorded in other accrued liabilities and other liabilities, non-current, respectively, in the Company's consolidated balance sheet. The expected receivable of $6.9 million is recorded in other current assets in the Company's consolidated balance sheet.
    7. COMMITMENTS AND CONTINGENCIES

    Guarantees

    Indemnifications

    In the normal course of business, the Company may agree to indemnify other parties, including customers, lessors and parties to other transactions with the Company, with respect to certain matters such as breaches of representations or covenants or intellectual property infringement or other claims made by third parties. These agreements may limit the time within which an indemnification claim can be made and the amount of the claim. In addition, the Company has entered into indemnification agreements with its officers and directors.

    It is not possible to determine the maximum potential amount of the Company's exposure under these indemnification agreements due to the limited history of prior indemnification claims and the unique facts and circumstances involved in each particular agreement. Historically, payments made by the Company under these agreements have not had a material impact on the Company's operating results, financial position or cash flows. Under some of these agreements, however, the Company's potential indemnification liability might not have a contractual limit.

    Product Warranties

    The Company accrues for the estimated costs that may be incurred under its product warranties upon revenue recognition.

    Operating Leases

    The Company's operating lease obligations consist of the Company's principal facility and various leased facilities under operating lease agreements, which expireagreements. See Notes 6, "LEASES" in the Notes to Consolidated Financial Statements for more information on various dates from fiscal 2018 through fiscal 2026. The Companythe Company's leases its headquarters facility in San Jose, California under an operating lease agreement that expires in October 2019.

    64


    At March 31, 2017,and the future minimum annual lease payments under non-cancelable operating leases were as follows (in thousands):

    Year ending March 31:   
         2018 $4,708 
         2019  5,596 
         2020  4,906 
         2021  2,435 
         2022 and Thereafter  6,908 
    Total $24,553 

    Rent expensepayments.

    Purchase Obligation
    The Company's purchase obligations include contracts with third-party customer support vendors and third-party network service providers. These contracts include minimum monthly commitments and the requirements to maintain the service level for the years ended March 31, 2017, 2016 and 2015 was $5.1 million, $2.1 million and $1.8 million, respectively.

    Capital Leases

    several months. The Company has non-cancelable capital lease agreements for office and computer equipment bearing interest at various rates. At March 31, 2017, futuretotal contractual minimum annual lease payments under non-cancelable capital leases were as follows (in thousands):

    Year ending March 31:   
         2018 $981 
         2019  681 
         2020  169 
         2021  
         2022  
    Total minimum payments  1,841 
    Less: Amount representing interest  (116)
       1,725 
    Less: Short-term portion of capital lease obligations  (918)
    Long-term portion of capital lease obligations $807 

    Capital leases included in computer and office equipmentcommitments were approximately $2.7 million and $1.6$4.2 million at March 31, 2017 and 2016, respectively. Total accumulated amortization was approximately $1.0 million and $0.1 million at March 31, 2017 and 2016, respectively.

    Minimum Third-Party Customer Support Commitments

    In the third quarter of 2010, the Company amended its contract with one of its third-party customer support vendors containing a minimum monthly commitment of approximately $0.4 million effective April 1, 2010. As the agreement requires a 150-day notice to terminate, the total remaining obligation under the contract was $2.2 million at March 31, 2017.

    Minimum Third-Party Network Service Provider Commitments

    2020.

    Legal Proceedings
    The Company entered into contracts with multiple vendors for third-party network service which expire on various dates in fiscal 2017 through 2018. At March 31, 2017, future minimum annual payments under these third-party network service contracts were as follows (in thousands):

    Year ending March 31:   
         2018 $1,364 
         2019  133 
         2020  
              Total minimum payments $1,505 

    65


    Legal Proceedings

    The Company, from time to time, ismay be involved in various legal claims, or litigation,lawsuits, investigations and other proceedings, including patent infringement claimsintellectual property, commercial, regulatory compliance, securities and employment matters that can arise in the normal course of business. The Company accrues a liability when management believes information available prior to the Company's operations. Pendingissuance of the financial statements indicates it is probable a loss has been incurred as of the date of the financial statements and the amount of loss can be reasonably estimated. The Company adjusts its accruals to reflect the impact of negotiations, settlements, rulings, advice of legal counsel and other information and events pertaining to a particular case. Legal costs are expensed as incurred.

    The Company believes it has recorded adequate provisions for any such lawsuits, claims and proceedings and, as of March 31, 2020, it was not reasonably possible that a material loss had been incurred in excess of the amounts recognized in the Consolidated Financial Statements. Based on its experience, the Company believes that damage amounts claimed in these matters are not meaningful indicators of potential liability. Some of the matters pending against the Company involve potential compensatory, punitive or future litigationtreble damage claims or sanctions, that, if granted, could be costly,require the Company to pay damages or make other expenditures in amounts that could cause the diversion of management's attention and could upon resolution, have a material adverse effect on its Consolidated Financial Statements. Given the Company's business, resultsinherent uncertainties of operations, financial condition and cash flows.

    On February 22, 2011,litigation, the Company was named a defendant in Bear Creek Technologies, Inc. (BCT) v. 8x8, Inc. et al., filed in the U.S. District Court for the District of Delaware (the Delaware Court), along with 20 other defendants.  Collectively this patent litigation is referred to as In re Bear Creek Technologies, Inc.  (MDL No.: 2344).  In August 2011, the suit was dismissed without prejudice but then refiled in the Delaware Court against the Company. On November 28, 2012, the U.S. Patent and Trademark Office ("USPTO") initiated a Reexamination Proceeding through which the claims of the patent asserted against the Company were found to be invalid based on four separate grounds. During the Reexamination Proceeding, the Delaware Court granted the Company's motion to stay the proceeding (July 17, 2013) and administratively closed the case on May 5, 2015 with leave to reopen if needed.  Theultimate outcome of the Reexamination Proceeding was first appealedongoing matters described herein cannot be predicted with certainty. While litigation is inherently unpredictable, the Company believes it has valid defenses with respect to the USPTO Patent Trial and Appeal Board which affirmedlegal matters


    pending against it. Nevertheless, the invalidity bases of all claimsConsolidated Financial Statements could be materially adversely affected in a Decision dated Dec. 29, 2015 ("particular period by the Board Decision").  The Board Decision was then appealed to the United States Courtresolution of Appeals for the Federal Circuit ("Federal Circuit"), which also affirmed the invalidity basesone or more of all claims as the Federal Circuit noted in a Judgment dated March 15, 2017.  On April 21, 2017, the Federal Circuit issued a Mandate, which formally concluded the appeal and, absent any unforeseen circumstances, formally ended the Federal Circuit's jurisdiction of this matter, thereby for effecting finality of the Delaware Court's May 5, 2015 decision. 

    On November 14, 2016, the Company was named as a defendant inSerenitiva LLC v. 8x8, Inc., filed in U.S. District Court for the E.D. of Texas (Civil Action No. 6:16-cv-1290). Plaintiff Serenitiva sued the Company based on alleged infringement of U.S. Patent No. 6,865,268 concerning alleged activities involving the Company's Virtual Contact Center Agent Console (Plaintiff Serenitiva sued nine other defendants, concurrently, based on the same patent). Pursuant to an agreement executed by both parties in mid-April 2017, the Company settled the suit prior to answering the complaint under the terms of a settlement agreement between us and the plaintiff. Under the terms of a settlement agreement between the plaintiff and the Company, 8x8 agreed to pay plaintiff an amount that was not material to our business, and the Company was granted a limited license to the patent. A Joint Motion to Dismiss was filed April 20, 2017, and an Order of Dismissal With Prejudice should be forthcoming from the Court.

    On December 2, 2016, the Company was named as a defendant inPaluxy Messaging LLC v. 8x8, Inc., filed in U.S. District Court for the E.D. of Texas, Tyler Division (Civil Action No. 6:16-cv-1346). Plaintiff Paluxy Messaging LLC sued the Company based on alleged infringement U.S. Patent No. 8,411,829 concerning alleged activities involving the Company's voicemail system (Plaintiff Paluxy Messagingsued seven other defendants, concurrently, based on the same patent). Based on the Company's subscription to certain patent risk management services, the Company settled the suit without needing to answer the complaint. Under the terms of a settlement agreement between the plaintiff and the Company, 8x8 agreed to pay plaintiff an amount that was not material to our business, and we were granted a limited license to the patent. An Order of Dismissal With Prejudice was issued March 13, 2017.

    On April 16, 2015, the Company was named as a defendant in a lawsuit, Slocumb Law Firm v. 8x8, Inc., filed in the United States District Court for the Middle District of Alabama. The Slocumb Law Firm has alleged that it purchased certain business services from the Company that did not perform as advertised or expected, and has asserted various causes of actions including fraud, breach of contract, violations of the Alabama Deceptive Trade Practices Act and negligence. On June 10, 2015, the United States Magistrate Judge issued a Report and Recommendation that the Court grant the Company's motion to stay the case and compel the Slocumb Law Firm to arbitrate its claims in Santa Clara County, California pursuant to a clause mandating arbitration of disputes set forth in the terms and conditions to which Slocumb Law Firm agreed in connection with its purchase of business services from the Company The Court closed this case administratively when it granted the Company's motion to compel arbitration. Under the Company's standard business terms and conditions, as of March 31, 2017, the period to initiate arbitration has lapsed.

    these contingencies.

    State and MunicipalLocal Taxes

    and Surcharges

    From time to time, the Company has received inquiries from a number of state and municipallocal taxing agencies with respect to the remittance of sales, use, telecommunications, excise, and income taxes. Several jurisdictions currently are conducting tax audits of the Company's records. The Company collects or has accrued for taxes that it believes are required to be remitted. The amounts that have been remitted have historically been within the accruals established by the Company. The Company adjusts its accrual when facts relating to specific exposures warrant such adjustment.

    66


    For During the second quarter of fiscal 2019, the Company conducted a periodic review of the taxability of its services and determined that certain services may be subject to sales, use, telecommunications or other similar indirect taxes in certain jurisdictions. Accordingly, the Company recorded contingent indirect tax liabilities. As of March 31, 2020 and 2019, the Company had accrued contingent indirect tax liabilities of $4.5 million and $8.0 million, respectively.

    8. CONVERTIBLE SENIOR NOTES AND CAPPED CALL
    Convertible Senior Notes
    In February 2019, the Company issued $287.5 million aggregate principal amount of 0.50% convertible senior notes (the "Initial Notes") due 2024 in a private placement, including the exercise in full of the initial purchasers' option to purchase additional notes. The Initial Notes are senior unsecured obligations of the Company and interest is payable semiannually in arrears on February 1 and August 1 of each year, beginning on August 1, 2019. The Initial Notes will mature on February 1, 2024, unless earlier repurchased, redeemed, or converted. The total net proceeds from the debt offering, after deducting initial purchase discounts, debt issuance costs, and costs of the capped call transactions described below, were approximately $245.8 million.
    In November 2019, the Company issued an additional $75 million aggregate principal amount of 0.50% convertible senior notes (the "Additional Notes" and together with the Initial Notes, the "Notes") due 2024 in a registered offering under the same indenture as the Initial Notes. The total net proceeds from the Additional Notes, after deducting initial purchase discounts, debt issuance costs and costs of the capped call transactions described below, were approximately $64.6 million. The Additional Notes constitute a further issuance of, and form a single series with, the Company’s outstanding 0.50% convertible senior notes due 2024 issued in February 2019 in the aggregate principal amount of $287.5 million. Immediately after giving effect to the issuance of the Additional Notes, the Company has $362.5 million aggregate principal amount of convertible senior notes. The Additional Notes are senior unsecured obligations of the Company and interest is payable semiannually in arrears on February 1 and August 1 of each year, beginning on February 1, 2020. The Notes will mature on February 1, 2024, unless earlier repurchased, redeemed, or converted.
    Each $1,000 principal amount of the Notes is initially convertible into 38.9484 shares of the Company’s common stock, par value $0.001, which is equivalent to an initial conversion price of approximately $25.68 per share. The conversion rate is subject to adjustment upon the occurrence of certain specified events but will not be adjusted for any accrued and unpaid interest. In addition, upon the occurrence of certain corporate events that occur prior to the maturity date or following the Company's issuance of a notice of redemption, in each case as described in the Indenture, the Company will, in certain circumstances, increase the conversion rate for a holder that elects to convert its Notes in connection with such a corporate event or during the relevant redemption period.
    Prior to the close of business on the business day immediately preceding October 1, 2023, the Notes will be convertible only under the following circumstances:
    1.At any time during any calendar quarter commencing after the fiscal quarter ending on June 30, 2019 (and only during such calendar quarter), if the last reported sale price of the Common Stock for at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day;
    2.During the 5 business day period immediately after any 10 consecutive trading day period (the measurement period), if the trading price per $1,000 principal amount of the Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the common stock on each such trading day and the conversion rate on each such trading day;
    3.If the Company calls any or all of the Notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date; or
    4.Upon the occurrence of specified corporate events (as set forth in the indenture governing the Notes).
    On or after October 1, 2023, until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their Notes, regardless of the foregoing circumstances. Upon conversion, the Company will satisfy its conversion obligation by paying or delivering, as the case may be, cash, shares of common stock, or a combination of cash and shares of common stock, at the Company's election. The Company’s current intent is to settle the

    principal amount of the Notes in cash upon conversion. During the year ended March 31, 2017,2020, the Cityconditions allowing holders of San Francisco levied an assessment for utility taxes against the Company. Notes to convert were not met.
    The Company plansmay not redeem the Notes prior to vigorously appealFebruary 4, 2022. On or after February 4, 2022, the assessment. Based on historical experience Company may redeem for cash all or part of the Notes, at the redemption price equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if the last reported sale price of the common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company management hasprovides a redemption notice. If a fundamental change (as defined in the indenture governing the notes) occurs at any time, holders of Notes may require the Company to repurchase for cash all or any portion of their Notes at a repurchase price equal to 100% of the principal amount of the Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date.
    The Notes are senior unsecured obligations and will rank senior in right of payment to any of the Company’s indebtedness that is expressly subordinated in right of payment to the Notes; equal in right of payment with the Company’s existing and future liabilities that are not so subordinated; effectively junior in right of payment to any of the Company’s secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally junior to all indebtedness and other liabilities (including trade payables) of current or future subsidiaries of the Company.
    In accounting for the issuance of the Notes, the Company separated the Notes into liability and equity components. The carrying amount of the liability component was calculated by measuring the fair value of similar debt instruments, which do not have an associated convertible feature. The carrying amount of the equity component representing the conversion option for the Initial Notes and the Additional Notes was $64.9 million and $12.4 million, respectively, and was determined by deducting the probable lossfair value of the liability component from the par value of the Notes. The equity component is not remeasured as long as it continues to meet the condition for equity classification. The excess of the principal amounts of the liability components over the carrying amounts (“debt discount”) in connection with the Initial Notes and Additional Notes are amortized to interest expense at the effective interest rates of 6.5% and 5.3%, respectively, over the terms of the Notes.
    The Company allocated the total issuance cost incurred to the liability and equity components of the Notes based on their relative value. Issuance costs attributable to the liability component of $0.6 million for each Initial Notes and Additional Notes were recorded as additional reduction to the liability portion of the Notes and are being amortized to interest expense over the terms of the Notes. Issuance costs attributable to the equity component were netted with the equity component in stockholders’ equity.
    The net carrying amount of the liability component of the Notes were as follows (in thousands):
      March 31, 2020 March 31, 2019
    Principal $362,500
     $287,500
    Unamortized debt discount (69,987) (70,876)
    Unamortized issuance costs (976) (589)
    Net carrying amount $291,537
     $216,035

    Unamortized debt discount and issuance costs will be amortized over the remaining life of the Notes, which is approximately 46 months.
    The following table sets forth total interest expense recognized related to the Notes (in thousands):
      Years Ended March 31,
      2020 2019
    Contractual interest expense $1,572
     $156
    Amortization of debt discount 13,901
     1,343
    Amortization of issuance costs 145
     11
    Total interest expense $15,618
     $1,510

    Capped Call
    In connection with the pricing of the Notes, the Company entered into privately negotiated capped call transactions ("Capped Calls") with certain counterparties. The Capped Calls each have an initial strike price of approximately $25.68 per share, subject to certain adjustments, which corresponds to the initial conversion price of the Notes. The Capped Calls have initial cap prices of $39.50 per share, subject to certain adjustments. The Capped Calls are expected to partially offset the potential dilution to the Company’s Common Stock upon any conversion of the Notes, with such offset subject to a cap based on the cap price. The Capped Calls cover, subject to anti-dilution adjustments, approximately 14.1 million shares of the Company’s Common Stock. The Capped Calls are subject to adjustment upon the occurrence of specified extraordinary events affecting the Company,

    including merger events, tender offers and announcement events. In addition, the Capped Calls are subject to certain specified additional disruption events that may give rise to a termination of the Capped Calls, including nationalization, insolvency or delisting, changes in law, failures to deliver, insolvency filings and hedging disruptions. For accounting purposes, the Capped Calls are separate transactions, and not part of the terms of the Notes. As these transactions meet certain accounting criteria, the Capped Calls are recorded in stockholders' equity and are not accounted for as derivatives. The cost of $33.7 million incurred to purchase the Capped Calls in connection with the Initial Notes and $9.3 million in connection with the Additional Notes were recorded as a reduction to additional paid-in capital and will not be remeasured.
    The net impact to the Company’s stockholders’ equity, included in additional paid-in capital, relating to this exposure to be approximately $0.5 million. Although the outcome cannot be predicted,issuance of the estimated reasonable additional loss is between $0 to $0.5 million.

    Initial and Additional Notes was as follows (in thousands):

      Additional Notes Initial Notes
    Conversion option $12,810
     $66,700
    Payments for capped call transactions (9,288) (33,724)
    Issuance costs (428) (1,848)
    Total $3,094
     $31,128

    9. STOCKHOLDERS' EQUITY

    2006 Stock Plan

    In May 2006, the Company's board of directors approved the 2006 Stock Plan ("2006 Plan"). The Company's stockholders subsequently adopted the 2006 Plan in September 2006, andwhich became effective in October 2006. The Company reserved 7,000,000 shares of the Company's common stock for issuance under this plan. As of March 31, 2017, there are no shares available for future grants under the 2006 Plan. The 2006 Plan provides for granting incentive stock options to employees and non-statutory stock options to employees, directors or consultants. The stock option price of incentive stock options granted may not be less than the fair market value on the effective date of the grant. Other types of options and awards under the 2006 Plan may be granted at any price approved by the administrator, which generally will be the compensation committee of the board of directors. Options generally vest over four years and expire ten years after grant. In 2009, the 2006 Plan was amended to provide for the granting of stock purchase rights. The 2006 Plan expired in May 2016.

    2003 Contactual Plan

    In the second fiscal quarter As of 2012, the Company assumed the Amended and Restated Contactual, Inc. 2003 Stock Option Plan (the "2003 Contactual Plan") and registered an aggregate of 171,974March 31, 2020, there are 0 shares of the Company's common stock that may be issued upon the exercise of stock options previously grantedavailable for future grants under the 2003 Contactual Plan and assumed by the Company when it acquired Contactual. No new stock options or other awards can be granted under 2003 Contactual2006 Plan.

    2012 Equity Incentive Plan

    In June 2012, the Company's board of directors approved the 2012 Equity Incentive Plan ("2012 Plan"). The Company's stockholders subsequently adopted the 2012 Plan in July 2012, andwhich became effective in August 2012. The Company reserved 4,100,000 shares of the Company's common stock for issuance under this plan. In August 2014, 2016, 2018 and 2016,2019, the 2012 Plan was amended to allow for an additional 6,800,000, 4,500,000, 16,300,000 and 4,500,00012,000,000 shares reserved for issuance, respectively. As of March 31, 2017, 4,060,411 shares remained available under the 2012 Plan. The 2012 Plan provides for granting incentive stock options to employees and non-statutory stock options to employees, directors or consultants, and granting of stock appreciation rights, restricted stock, restricted stock units and performance units, qualified performance-based awards and stock grants. The stock option price of incentive stock options granted may not be less than the fair market value on the effective date of the grant. Other types of options and awards under the 2012 Plan may be granted at any price approved by the administrator, which generally will be the compensation committee of the board of directors. Options, restricted stock and restricted stock units generally vest over three or four years and expire ten years after grant. The 2012 Plan expires in June 2022.

    2029. As of March 31, 2020, 17.7 million shares remained available under the 2012 Plan. 

    2013 New Employee Inducement Incentive Plan

    In September 2013, the Company's board of directors approved the 2013 New Employee Inducement Incentive Plan ("2013 Plan"). The Company reserved 1,000,000 shares of the Company's common stock for issuance under this plan. In November 2014, the 2013 Plan was amended to allow for an additional 1,200,000 shares reserved for issuance. In July 2015, the Plan was amended to allow for an additional 1,200,000 shares reserved for issuance.In connection with its approval of the August 2016 amendments to the 2012 Plan, the Board of Directors has approved the suspension of future grants under the 2013 Plan, which became effective immediately upon stockholder approval of the proposed 2012 Plan amendments in August 2016. In addition, the 2013 Plan was amended to reduce the number of shares reserved for issuance under the 2013 Plan to the number of shares that are then subject to outstanding awards under the 2013 Plan, leaving no0 shares available for future grant. The 2013 Plan provided for granting non-statutory stock options, stock appreciation rights, restricted stock, restricted stock and performance units and stock grants solely to newly hired employees as a material inducement to accepting employment with the Company. Options were granted at market value on the grant date under the 2013 Plan, unless determined otherwise at the time of grant by the administrator, which generally will be the compensation committee of the board of directors. OptionsGrants generally vest over four years and expire ten years after grant.

    67


    2017 New Employee Inducement Incentive Plan
    In October 2017, the Company's board of directors approved the 2017 New Employee Inducement Incentive Plan ("2017 Plan"). The Company reserved 1,000,000 shares of the Company's common stock for issuance under this plan. In January 2018, the

    2017 Plan was amended to allow for an additional 1,500,000 shares reserved for issuance. The 2017 Plan provides for granting non-statutory stock options, stock appreciation rights, restricted stock, and performance units and stock grants solely to newly hired employees as a material inducement to accepting employment with the Company. Options are granted at market value on the grant date under the 2017 Plan, unless determined otherwise at the time of grant by the administrator, which generally will be the compensation committee of the board of directors. Grants generally vest over three years and expire ten years after grant. As of March 31, 2020, 0.5 million shares remained available under the 2017 plan.
    Stock-Based Compensation

    The following table summarizes stock-based compensation expense (in thousands):

       Years Ended March 31,
       2017  2016  2015
    Cost of service revenue $1,732  $1,159  $692 
    Cost of product revenue      
    Research and development  3,762   2,914   1,495 
    Sales and marketing  8,832   6,133   3,748 
    General and administrative  7,136   6,128   3,412 
         Total $21,462  $16,334  $9,347 

     Years Ended March 31,
     2020 2019 2018
    Cost of service revenue$5,330
     $3,752
     $2,636
    Cost of other revenue3,051
     1,775
     1,341
    Research and development19,712
     12,313
     6,625
    Sales and marketing20,205
     11,951
     6,630
    General and administrative22,580
     14,717
     11,944
    Total$70,878
     $44,508
     $29,176

    Stock Options, Stock Purchase Right and Restricted Stock Unit Activity

    Stock Option activityoption activities under all the Company's stock option plans sinceduring the years ended March 31, 2014, is2020, 2019 and 2018 are summarized as follows:

         Weighted
         Average
         Exercise
      Number of  Price
      Shares  Per Share
    Outstanding at March 31, 2014 6,002,382  $4.14 
         Granted  1,110,466   7.29 
         Exercised (1,326,385)  1.87 
         Canceled/Forfeited (458,556)  6.06 
    Outstanding at March 31, 2015 5,327,907   5.19 
         Granted  723,776   8.63 
         Exercised (1,162,175)  2.56 
         Canceled/Forfeited (96,242)  8.06 
    Outstanding at March 31, 2016 4,793,266   6.29 
         Granted  407,392   14.63 
         Exercised (603,998)  2.34 
         Canceled/Forfeited (134,248)  8.41 
    Outstanding at March 31, 2017 4,462,412  $7.52 
          
    Vested and expected to vest at March 31, 2017 4,462,412  $7.52 
    Exercisable at March 31, 2017 3,191,879  $6.47 

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    Stock Purchase Right activity since March 31, 2014 is summarized as follows:

         Weighted  Weighted
         Average  Average
         Grant-Date  Remaining
      Number of  Fair Market  Contractual
      Shares  Value  Term (in Years)
    Balance at March 31, 2014 489,627  $4.83   1.93 
    Granted 31,432   7.88    
    Vested (223,360)  3.98    
    Forfeited (73,864)  5.39    
    Balance at March 31, 2015 223,835   5.92   1.50 
    Granted   -     
    Vested (115,789)  5.32    
    Forfeited (25,875)  7.40    
    Balance at March 31, 2016 82,171   6.30   0.76 
    Granted   -     
    Vested (69,426)  6.00    
    Forfeited (1,375)  6.72    
    Balance at March 31, 2017 11,370  $8.10   1.09 

    Restricted Stock Unit activity since March 31, 2014 is summarized as follows:

         Weighted  Weighted Average
      Number of  Average Grant  Remaining Contractual
      Shares  Date Fair Value  Term (in Years)
    Balance at March 31, 2014 1,134,856  $9.00   2.00 
    Granted 1,965,786   6.68    
    Vested (187,788)  9.54    
    Forfeited (214,168)  8.30    
    Balance at March 31, 2015 2,698,686   7.33   1.88 
    Granted 2,681,997   8.78    
    Vested (589,788)  7.79    
    Forfeited (246,096)  8.15    
    Balance at March 31, 2016 4,544,799   8.08   1.67 
    Granted 2,491,877   15.15    
    Vested (1,600,831)  7.89    
    Forfeited (496,795)  9.56    
    Balance at March 31, 2017 4,939,050  $11.57   2.47 

    69


    Significant option groups outstanding at March 31, 2017 and related weighted average exercise price, contractual life, and aggregate intrinsic value information for 8x8, Inc.'s stock option plans are as follows:

      Options Outstanding  Options Exercisable
         Weighted Weighted       Weighted  
         Average Average       Average  
         Exercise Remaining Aggregate     Exercise Aggregate
         Price Contractual Intrinsic     Price Intrinsic
      Shares  Per Share Life (Years) Value  Shares  Per Share Value
    $ 0.55 to $ 4.60 912,189  $1.91  2.0 $12,168,894   912,189  $1.91 $12,168,894 
    $ 5.87 to $ 6.86 1,139,300  $6.48  6.7  9,996,307   863,274  $6.35  7,680,449 
    $ 7.52 to $ 9.21 920,268  $8.43  7.4  6,277,429   503,564  $8.47  3,414,760 
    $ 9.35 to $ 10.50 904,935  $9.73  6.6  4,998,813   758,640  $9.71  4,206,928 
    $ 10.86 to $ 15.40 585,720  $13.48  8.8  1,043,018   154,212  $11.68  551,242 
      4,462,412      $34,484,461   3,191,879    $28,022,273 

    The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value (the aggregate difference between the closing stock price of the Company's common stock on March 31, 2017 and the exercise price for in-the-money options) that would have been received by the option holders if all in-the-money options had been exercised on March 31, 2017.

     
    Number of
    Shares
     
    Weighted
    Average
    Exercise
    Price
    Per Share
    Outstanding at March 31, 20174,462,412
     7.52
    Granted 609,135
     14.95
    Exercised(773,897) 3.95
    Canceled/Forfeited(299,365) 13.05
    Outstanding at March 31, 20183,998,285
     8.93
    Granted 236,799
     21.65
    Exercised(759,884) 7.70
    Canceled/Forfeited(361,129) 15.41
    Outstanding at March 31, 20193,114,071
     9.45
    Granted 
     
    Exercised(785,281) 8.77
    Canceled/Forfeited(54,527) 17.01
    Outstanding at March 31, 20202,274,263
     9.50
        
    Vested and expected to vest March 31, 20202,255,616
     9.42
    Exercisable at March 31, 20202,115,696
     



    The total intrinsic value of options exercised in the years ended March 31, 2017, 20162020, 2019 and 20152018 was $7.2$10.1 million, $9.2$10.0 million and $8.1$9.0 million, respectively.

    Stock purchase right activities during the years ended March 31, 2020, 2019 and 2018 are summarized as follows:
     
    Number of
    Shares
     
    Weighted
    Average Grant
    Date Fair Value
     
    Weighted Average
    Remaining Contractual
    Term (in Years)
    Balance at March 31, 201711,370
     $8.10
     1.09
    Granted
     
      
    Vested and released(6,395) 8.26
      
    Forfeited
     
      
    Balance at March 31, 20184,975
     8.10
     1.09
    Granted
     
      
    Vested and released(4,625) 7.88
      
    Forfeited(350) 7.88
      
    Balance at March 31, 2019 and 2020
     
     0.00

    There were no activities related to stock purchase right during the year ended March 31, 2020.
    Activities related to PSUs and RSUs during the years ended March 31, 2020, 2019 and 2018 are summarized as follows:
     
    Number of
    Shares
     
    Weighted
    Average Grant
    Date Fair Value
     
    Weighted Average
    Remaining Contractual
    Term (in Years)
    Balance at March 31, 20174,939,050
     $11.57
     1.55
    Granted3,481,870
     14.41
      
    Vested and released(1,833,038) 10.27
      
    Forfeited(652,339) 12.73
      
    Balance at March 31, 20185,935,543
     13.51
     1.60
    Granted5,726,787
     19.77
      
    Vested and released(2,399,371) 12.87
      
    Forfeited(1,442,471) 16.85
      
    Balance at March 31, 20197,820,488
     17.68
     1.35
    Granted6,431,505
     20.62
      
    Vested and released(3,443,335) 17.02
      
    Forfeited(1,617,343) 19.06
      
    Balance at March 31, 20209,191,315
     


     1.89

    As of March 31, 2017,2020, there was $48.5$122.1 million of unamortized stock-basedtotal unrecognized compensation expensecost related to unvested stock options, PSUs and awardsRSUs, which is expected to be recognized over a weighted average period of 2.05approximately 1.9 years.

    Unamortized stock-based compensation expense related to shares issued as part of the DXI acquisition (see Note 13) was approximately $1.3 million, which will be recognized over a weighted average period of 2.17 years.

    Cash received from option exercises and purchases of shares under the Equity Compensation Plans for the years ended March 31, 2017, 2016 and 2015 were $5.1 million, $4.8 million and $4.5 million, respectively. The total tax benefit attributable to stock options exercised in the year ended March 31, 2017, 2016 and 2015 was $0.5 million, $0.2 million and $0.2 million, respectively.

    1996 Employee Stock Purchase Plan

    The Company's 1996 Stock Purchase Plan ("Employee Stock Purchase Plan") was adopted in June 1996 and became effective upon the closing of the Company's initial public offering in July 1997. Under the Employee Stock Purchase Plan, 500,000 shares of common stock were initially reserved for issuance. At the start of each fiscal year, the number of shares of common stock subject to the Employee Stock Purchase Plan increases so that 500,000 shares remain available for issuance. During fiscal 2017, 2016 and 2015, approximately 0.3 million, 0.4 million, and 0.3 million shares, respectively, were issued under the Employee Stock Purchase Plan. In May 2006, the Company's board of directors approved a ten-year extension of the Employee Stock Purchase Plan. Stockholders approved a ten-year extension of the Employee Stock Purchase Plan at the 2006 Annual Meeting of Stockholders held September 18, 2006. The Board of Directors approved a second ten-year extension in May 2017.  Stockholders approved the second ten-year extension in August 2017.  As a result of these extensions, the Employee Stock Purchase Plan is effective until August 2017.

    2027. During fiscal 2020, 2019 and 2018, approximately 0.6 million, 0.5 million and 0.4 million shares, respectively, were issued under the Employee Stock Purchase Plan.

    The Employee Stock Purchase Plan permits eligible employees to purchase common stock through payroll deductions at a price equal to 85% of the fair market value of the common stock at the beginning of each two-yearone-year offering period or the end of a six month purchase period, whichever is lower. When the Employee Stock Purchase Plan was reinstated in fiscal 2005, the offering period was reduced from two years to one year. The contribution amount may not exceed ten10 percent of an employee's base

    compensation, including commissions, but not including bonuses and overtime wages. Commencing with the purchase period beginning in August 2020, the contribution amount may not exceed 20 percent of an employee's base compensation, including commissions and standard incentive cash bonuses, but not including non-standard bonuses and overtime.overtime wages. In the event of a merger of the Company with or into another corporation or the sale of all or substantially all of the assets of the Company, the Employee Stock Purchase Plan provides that a new exercise date will be set for each optionpurchase right under the plan which exercise date will occur before the date of the merger or asset sale.

    70


    As of March 31, 2017,2020, there werewas approximately $0.8$1.1 million of total unrecognized compensation cost related to employee stock purchases. This cost is expected to be recognized over a weighted average period of 0.5 years.

    Assumptions Used to Calculate Stock-Based Compensation Expense

    The fair value of each of the Company's option grants has been estimated on the date of grant using the Black-Scholes pricing model with the following assumptions:

       Years Ended March 31,
       2017  2016  2015
    Expected volatility  44%  53%  61%
    Expected dividend yield      
    Risk-free interest rate  1.1% to 2.2%  1.5% to 1.8%  1.4% to 1.9%
    Weighted average expected option term  4.9 years  5.4 years  6.0 years
              
    Weighted average fair value of options granted $5.74  $4.17  $4.14 

     Years Ended March 31,
     2020 2019 2018
    Expected volatility—% 41% 41%
    Expected dividend yield  
    Risk-free interest rate0 2.5% to 3.0% 1.8% to 2.4%
    Weighted average expected term (in years)N/A 4.5 years 4.8 years
          
    Weighted average fair value of options granted$— $8.19 $5.70

    The Company did not grant any stock options during fiscal 2020.
    The estimated fair value of stock purchase rights granted under the Employee Stock Purchase Plan was estimated using the Black-Scholes pricing model with the following weighted-average assumptions:

       Years Ended March 31,
       2017  2016  2015
    Expected volatility  37%  43%  49%
    Expected dividend yield      
    Risk-free interest rate  0.65%  0.39%  0.12%
    Weighted average expected rights term  0.75 years  0.83 years  0.80 years
              
    Weighted average fair value of rights granted $4.19  $3.25  $2.52 

     Years Ended March 31,
     2020 2019 2018
    Expected volatility32% 41% 40%
    Expected dividend yield  
    Risk-free interest rate1.79% 2.43% 1.33%
    Weighted average expected term (in years)0.7 years 0.8 years 0.8 years
          
    Weighted average fair value of rights granted$5.66 $5.74 $4.10

    Stock Repurchases

    In February 2015,May 2017, the Company's board of directors authorized the Company to purchase up to $20.0$25.0 million of its common stock from time to time until February 29, 2016under the 2017 Repurchase Plan (the "2015 Repurchase"2017 Plan"). This trancheThe 2017 Plan expires when the maximum purchase amount is reached, or upon the earlier revocation or termination by the board of shares authorized for repurchase expireddirectors. The remaining amount available under the 2017 Plan at March 31, 2020 was approximately $7.1 million.
    10. INCOME TAXES
    The Tax Cuts and Jobs Act ("Tax Act") was enacted on December 22, 2017. Among numerous provisions, the Tax Act reduces the U.S. federal corporate tax rate from 35% to 21%, requires companies to pay a one-time transition tax on earnings of certain foreign subsidiaries that were previously tax deferred, and creates new taxes on certain foreign sourced earnings.
    The Company remeasured certain deferred tax assets and liabilities based on the rates at which they are expected to reverse in February 2016.

    In October 2015,the future, which is generally 21%. Accordingly, deferred tax assets were adjusted down by about $23 million in the period ended December 31, 2017. However, because the Company recorded a full valuation allowance during the year ended December 31, 2018, the decrease in deferred tax assets from the tax rate change was fully offset by a corresponding decrease in valuation allowance, and therefore, resulted in no impact to the tax expense.

    The one-time transition tax is based on the Company's boardtotal post-1986 earnings and profits for which U.S. income taxes have been previously deferred. The Company recorded no one-time transition tax liability for its foreign subsidiaries as the Company's calculations concluded it does not have any untaxed foreign accumulated earnings as of directors authorized the measurement date. The Company has made an accounting policy election to purchase an additional $15.0 milliontreat Global Intangible Low-Taxed Income (“GILTI”) as a current period cost.

    In response to the Tax Act, the SEC staff issued guidance on accounting for the tax effects of its common stock from timethe Tax Act. The guidance provides a one-year measurement period for companies to time until October 20, 2016 undercomplete the 2015 Repurchase Plan. The plan expired in October 2016 with an unused authorized repurchase amount of $15.0 million.

    The stock repurchase activity asaccounting. As of March 31, 2017 is summarized as follows:

         Weighted   
         Average   
      Shares  Price  Amount
      Repurchased  Per Share  Repurchased(1)
    Balance as of March 31, 2015 2,488,215   7.38  $19,200,393 
    Repurchase of common stock under 2015 Repurchase Plan 1,392,135   8.02   11,164,329 
    Balance as of March 31, 2016 3,880,350  $  $30,364,722 
    Repurchase of common stock under 2015 Repurchase Plan      
    Balance as of March 31, 2017 3,880,350  $  $30,364,722 
             
    (1) Amount excludes commission fees.        

    71


    The total purchase price of the common stock repurchased and retired was reflected as a reduction to consolidated stockholders' equity during the period of repurchase.

    In fiscal 2017, 2016 and 2015,2019, the Company also withheld 289,899, 30,702,has completed its analysis and 15,053 shares, respectively, shares related to tax withholdings on restricted stock awards with a total price of $3.0 million, $0.5 million, and $0.1 million, respectively.

    10. INCOME TAXES

    recorded no adjustments.

    For the years ended March 31, 2017, 20162020, 2019 and 2015,2018, the Company recorded a (benefit) provision for income taxes of approximately ($0.1)$0.8 million, ($0.8)$0.6 million, and $2.8$66.3 million, respectively. The components of the consolidated (benefit) provision for income taxes for fiscal 2017, 20162020, 2019 and 20152018 consisted of the following (in thousands):

       March 31,
    Current:  2017  2016  2015
         Federal $(7) $97  $92 
         State  588   551   457 
         Foreign  112   71   
              Total current tax provision  693   719   550 
              
    Deferred:         
         Federal  1,506   95   2,602 
         State  (1,095)  (854)  (363)
         Foreign  (1,230)  (807)  
              Total deferred tax (benefit) provision  (819)  (1,566)  2,239 
         Income tax (benefit) provision $(126) $(847) $2,789 

     March 31,
    Current:2020 2019 2018
    Federal$
     $
     $(395)
    State185
     291
     256
    Foreign647
     278
     185
    Total current tax provision832
     569
     46
    Deferred     
    Federal
     
     59,837
    State
     
     6,664
    Foreign
     
     (253)
    Total deferred tax provision
     
     66,248
    Income tax provision$832
     $569
     $66,294
    The Company's income (loss) from continuing operations before income taxes included ($8.4)$9.0 million, ($6.9)$0.2 million, and ($3.5)$(19.7) million of foreign subsidiary lossincome for the fiscal years ended March 31, 2017, 20162020, 2019 and 2015,2018, respectively. The Company is permanently reinvesting the earnings of its profitable foreign subsidiaries. The Company intends to reinvest these profits in expansion of overseas operations. If the Company were to remit these earnings, the tax impact would be immaterial.

    Upon adoption of ASU 2015-17 in fiscal 2017, the Company classifies all deferred tax assets or deferred tax liabilities as long-term.

    Deferred tax assets and (liabilities) were comprised of the following (in thousands):

       March 31,
    Current deferred tax assets  2017  2016
         Net operating loss carryforwards $ $2,739 
         Inventory valuation    14 
         Reserves and allowances    2,740 
              Net current deferred tax assets    5,493 
           
    Net operating loss carryforwards  36,427   38,449 
    Research and development and other credit carryforwards  8,614   7,106 
    Stock-based compensation  6,942   5,577 
    Reserves and allowances  3,266   
    Fixed assets and intangibles  (3,688)  (6,160)
              Net non-current deferred tax assets  51,561   44,972 
    Valuation allowance  (2,934)  (3,760)
                   Total $48,627  $46,705 

    72


    As of March 31, 2017, and 2016, management assessed

     March 31,
     2020 2019
    Deferred tax assets   
    Net operating loss carryforwards$109,734
     $61,740
    Research and development and other credit carryforwards19,413
     15,573
    Stock-based compensation10,343
     9,006
    Reserves and allowances3,974
     5,697
    Lease liability24,492
     
    Fixed assets and intangibles5,314
     2,709
    Gross deferred tax assets173,270
     94,725
    Valuation allowance(115,435) (65,948)
    Total deferred tax assets$57,835
     $28,777
    Deferred tax liabilities   
    Deferred sales commissions(21,608) (12,221)
    Convertible debt(16,626) (16,556)
    Lease asset(19,601) 
    Net deferred taxes$
     $

    The Company assesses the realizability of deferred tax assets based on the available evidence, including a history of taxable income and estimates of future taxable income. In assessing the realizability of deferred tax assets, the Company considers whether it is more likely than not that all or some portion of deferred tax assets will not be realized. For the year ended March 31, 2020, the Company continues to maintain a full valuation allowance against its deferred tax assets as it considered the cumulative losses in recent periods to be substantial negative evidence. At March 31, 2017,2020, management evaluated the need for a valuation allowance and determined that a valuation allowance of approximately $2.9$115.4 million was needed compared with approximately $3.8$65.9 million as of March 31, 2016. The net change in the valuation allowance for the years ended March 31, 2017 and 2016 was a decrease of $0.8 million and $1.1 million, respectively.

    2019.

    At March 31, 2017,2020, the Company had federal net operating loss carryforwards for federalrelated to fiscal 2019 and state income tax purposes2020 of approximately $141.7$280.5 million, which carryforward indefinitely, and $23.2had carry-forwards related to prior years of $156.3 million, respectively,which begin to expire in 2021. As of March 31, 2020, the Company has state net operating loss carry-forwards of $203.7 million, which expire at

    various dates between 20182029 and 2037. The net operating loss carryforwards include approximately $60.9 million in excess tax benefits resulting from employee exercises of non- qualified stock options or disqualifying dispositions of incentive stock options, the tax benefits of which, when realized, will be accounted for as an addition to additional paid-in capital rather than as a reduction of the provision for income taxes. In addition, at March 31, 2017,2020, the Company had research and development credit carryforwards for federal and California tax reporting purposes of approximately $5.6$12.9 million and $7.3$14.1 million, respectively. The federal income tax credit carryforwards will expire at various dates between 20212022 and 2037, while the California income tax credits will carry forward indefinitely. A reconciliation of the Company's provision (benefit) for income taxes to the amounts computed using the statutory U.S. federal income tax rate of 34% is as follows (in thousands):

       Years Ended March 31,
       2017  2016  2015
    Tax provision at statutory rate $(1,652) $(2,029) $1,599 
    State income taxes before valuation allowance,         
         net of federal effect  108     269 
    Foreign tax rate differential  885   (769)  
    Research and development credits  (1,484)  (1,253)  (725)
    Change in valuation allowance  (287)  (1,555)  (1,480)
    Compensation/option differences  (246)  (471)  (331)
    Non-deductible compensation  1,079   944   746 
    Acquisition costs  54   230   
    Expiring CA NOLs    1,626   1,484 
    Foreign loss not benefited  780   2,342   1,192 
    Other  637   79   35 
              Total income tax provision $(126) $(847) $2,789 

     Years Ended March 31,
     2020 2019 2018
    Tax benefit at statutory rate$(36,163) $(18,441) $(11,790)
    State income taxes before valuation allowance, net of federal effect(7,680) (3,612) (1,042)
    Foreign tax rate differential(1,422) 71
     (1,188)
    Research and development credits(3,892) (3,744) (2,189)
    Change in valuation allowance51,741
     30,558
     56,663
    Compensation/option differences(6,584) (7,277) (4,965)
    Non-deductible compensation3,017
     1,200
     1,132
    Tax Act rate change impact
     
     22,630
    Foreign loss not benefited107
     159
     6,847
    Other1,708
     1,655
     196
    Total income tax provision (benefit)$832
     $569
     $66,294

    For the yearsfiscal year ended March 31, 2017, 20162020 and 2015,2019, the Company realized excessstatutory federal rate of 21% was used. For the fiscal year ended March 31, 2018, a blended statutory U.S. federal income tax benefits as a resultrate of stock option exercises34% for 9 months and stock award settlements of $0.5 million, $0.2 million and $0.1 million, respectively, that were recorded to additional paid-in capital.

    21% for 3 months was used.

    The Company recognizes the tax benefit from uncertain tax positions if it is more likely than not that the tax positions will be sustained on examination by the tax authorities, based on the technical merits of the position. The tax benefit is measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands):

       Unrecognized Tax Benefits
       2017  2016  2015
    Balance at beginning of year $2,881  $2,420  $2,165 
    Gross increase - tax positions in prior period    82   27 
    Gross decreases - tax positions in prior period      
    Gross increases - tax positions related to the current year  450   379   228 
    Balance at end of year $3,331  $2,881  $2,420 

     Unrecognized Tax Benefits
     2020 2019 2018
    Balance at beginning of year$5,033
     $3,980
     $3,331
    Gross increases - tax position in prior period
     17
     
    Gross increases - tax position related to the current year1,082
     1,036
     649
    Balance at end of year$6,115
     $5,033
     $3,980

    At March 31, 2017,2020, the companyCompany had a liability for unrecognized tax benefits of $3.3$6.1 million, all of which, if recognized, would decreasefavorably affect the company's effective tax rate. The Company does not expect its unrecognized tax benefits to change significantly over the next 12 months.

    73


    The Company files U.S. federal and state income tax returns in jurisdictions with varying statutes of limitations. The Company has not been under examination by income tax authorities in federal, state or other foreign jurisdictions. The tax years fiscal 1998 through fiscal 2017 generally remain subject to examination by federal and most state tax authorities.

    The Company's policy for recording interest and penalties associated with tax examinations is to record such items as a component of operating expense income before taxes. During the fiscal yearyears ended March 31, 2017, 20162020, 2019 and 2015,2018, the Company did not0t recognize any interest or penalties related to unrecognized tax benefits.

    Utilization of the Company's net operating loss and tax credit carryforwards can become subject to a substantial annual limitation due to the ownership change limitations provided by Section 382 of the Internal Revenue Code and similar state provisions. Such an annual limitation could result in the expiration or elimination of the net operating loss and tax credit carryforwards before utilization. The Company has performed an analysis of its changes in ownership under Section 382 of the Internal Revenue Code. The Company currently believes that the Section 382 limitation will not limit utilization of the carryforwards prior to their expiration, with the exception of certain acquired loss and tax credit carryforwardscarryforwards.
    The Company files U.S. federal and state income tax returns in jurisdictions with varying statutes of Contactual, Inc.

    limitations. The Company is currently under examination by the Illinois Department of Revenue for the fiscal years ended March 31, 2016 and 2017. The outcome of the ongoing examination is currently unknown. The tax years fiscal 2000 through fiscal 2020 generally remain subject to examination by federal and most state tax authorities.

    11. NET INCOME (LOSS)LOSS PER SHARE

    The following is a reconciliation of the weighted average number of common shares outstanding used in calculating basic and diluted net income (loss)loss per share (in thousands, except share and per share data):

       Years Ended March 31,
       2017  2016  2015
       (In Thousands, Except Per Share Amounts)
    Numerator:         
    Net income (loss) available to common stockholders $(4,751) $(5,120) $1,926 
              
    Denominator:         
    Common shares  90,340   88,477   89,071 
              
    Denominator for basic calculation   90,340   88,477   89,071 
    Employee stock options      2,088 
    Employee restricted purchase rights      493 
    Denominator for diluted calculation  90,340   88,477   91,652 
              
              
    Net income (loss) per share:         
         Basic $(0.05) $(0.06) $0.02 
         Diluted $(0.05) $(0.06) $0.02 


     Years Ended March 31,
     2020 2019 2018
    Numerator: 
      
      
    Net loss available to common stockholders$(172,368) $(88,739) $(104,497)
          
    Denominator:     
    Denominator for basic and diluted calculation 99,999
     94,533
     92,017
          
    Net loss per share - basic and diluted$(1.72) $(0.94) $(1.14)

    The following table summarizes the potentially dilutive common shares attributable to outstanding stock options and restricted stock purchase rightsthat were excluded from the calculation of diluted earnings per share because their inclusion would have been antidilutiveanti-dilutive (in thousands):

      Years Ended March 31,
      2017 2016 2015
    Common stock options 4,462  4,793  1,812 
    Stock purchase rights 4,950  4,628  57 
      9,412  9,421  1,869 

    12. SEGMENT REPORTING

    ASC 280,Segment Reporting, establishes annual and interim reporting standards for an enterprise's business segments and related disclosures about its products, services, geographic areas and major customers. Under ASC 280,

     Years Ended March 31,
     2020 2019 2018
    Stock options2,274
     3,114
     3,998
    Restricted stock units9,191
     7,820
     5,940
    Potential shares to be issued from ESPP582
     473
     475
    Total anti-dilutive shares12,047
     11,407
     10,413

    Given the method for determining what information to report is based uponaverage market price at the way management organizesend of fiscal 2020 was below the operating segments within the Company for making operating decisions and assessing financial performance.

    74


    The Company manages its operations primarily on a geographic basis. The Chief Executive Officer, the Chief Financial Officer, and the Chief Technology Officer or the Company's Chief Operating Decision Makers (CODMs), evaluate performanceconversion price of the Company and make decisions regarding allocation of resources based on geographic results. The Company's reportable segments areNotes, no such shares were included in the Americas and Europe. The Americas segment is primarily North America. The Europe segment is primarily the United Kingdom. Each operating segment provides similar products and services.

    The Company's CODMs evaluate the performance of its operating segments based on revenues and net income. The Company does not allocate research and development, sales and marketing, general and administrative, amortization expense, stock-based compensation expense, and commitment and contingencies for each segment as management does not consider this information in its evaluation of the performance of each operating segment. Revenues are attributed to each segment based on the ordering location of the customer or ship to location.

    potentially dilutive share count.

    12. GEOGRAPHICAL INFORMATION
    The following tables set forth the segment and geographic information for each period (in thousands):

       Total Revenue for the Years Ended March 31,
       2017  2016  2015
    Americas (principally US) $227,914  $185,241  $150,764 
    Europe (principally UK)  25,474   24,095   11,649 
      $253,388  $209,336  $162,413 

    Revenue is based upon the destination of shipments and the customers' service address. In fiscal 2017, 2016 and 2015 intersegment revenues of approximately $4.9 million, $1.0 million and $0, respectively, were eliminated in consolidation, and have been excluded from the table above.

       Total Depreciation and Amortization for the Years Ended March 31,
       2017  2016  2015
    Americas (principally US) $6,842  $5,776  $4,739 
    Europe (principally UK)  3,595   3,231   1,374 
      $10,437  $9,007  $6,113 

       Total Net Income (Loss) for the Years Ended March 31,
       2017  2016  2015
    Americas (principally US) $2,557  $940  $5,433 
    Europe (principally UK)  (7,308)  (6,060)  (3,507)
      $(4,751) $(5,120) $1,926 

     

     

     

    March 31,

     

     

     

    2017

     

     

    2016

     

     

     

    Total Assets

     

     

    Property and
    Equipment, net

     

     

    Total Assets

     

     

    Property and
    Equipment, net

    Americas (principally US)

     

    $

    284,011 

     

    $

    11,803 

     

    $

    261,886 

     

    $

    9,733 

    Europe (principally UK)

     

     

    49,844 

     

     

    4,581 

     

     

    51,566 

     

     

    2,642 

     

     

    $

    333,855 

     

    $

    16,384 

     

    $

    313,452 

     

    $

    12,375 

    75


      Revenue for the Years Ended March 31,
      2020 2019 2018
    United States $350,368
     $304,378
     $266,034
    International 95,869
     48,208
     30,466
    Total revenue $446,237
     $352,586
     $296,500

      Property and Equipment as of March 31,
      2020 2019
    United States $87,673
     $45,639
    International 6,709
     7,196
    Total property and equipment, net $94,382
     $52,835

    13. ACQUISITIONS

    LeChat, Inc.

    MarianaIQ
    On January 5, 2017,April 12, 2018, the Company entered into an Asset Purchase Agreement and Plan of Merger (the "Agreement") with the preferred and common shareholders LeChatMarianaIQ Inc. (LeChat)("MarianaIQ") for the purchase of allcertain assets of MarianaIQ to strengthen the outstanding preferredartificial intelligence and common sharesmachine learning capabilities of LeChat. The transaction closed on January 6, 2017. The total aggregate purchase price was $3.1 million, consisting of approximately $2.4 million paid to the preferred shareholders at closing, $0.2 million paid to the common shareholders at closing, and approximately $0.5 million in cash deposited into escrow to be held for two years as security against indemnity claims made by the Company after the closing date.

    Company's X Series product suite.

    The Company recorded the acquired tangible anddeveloped technology as an identifiable intangible assets and liabilities assumedasset with an estimated useful life of two years. The fair value of the technology was based on their estimated fair values. estimates and assumptions made by management using a cost approach method. The intangible asset is amortized on a straight-line basis over two years.
    The excess of the consideration transferred over the aggregate fair valuesvalue of the asset acquired was recorded as goodwill. The amount of goodwill recognized was primarily attributable to the expected contributions of the acquired assets to the overall corporate strategy in addition to the acquired workforce.
    MarianaIQ did not contribute materially to revenue or net loss for the period of acquisition to March 31, 2020. Goodwill recognized upon acquisition is deductible for income tax purposes.

    Jitsi
    On October 29, 2018, the Company entered into an Asset Purchase Agreement with Atlassian Corporation PLC (Atlassian) through which the Company purchased certain assets from Atlassian relating to the Jitsi open source video communications technology ("Jitsi"). The Company intends to integrate Jitsi's video collaboration capabilities into the Company's technology platform to further enhance the Company's video and liabilities assumedX Series platform offerings.
    The Company recorded the acquired developed technology as an identifiable intangible asset with an estimated useful life of two years. The fair value of the technology was based on estimates and assumptions made by management using a cost approach method. The intangible asset is amortized on a straight-line basis over two years.
    The excess of the consideration transferred over the aggregate fair value of the asset acquired was recorded as goodwill. The amount of goodwill recognized was primarily attributable to the expected contributions of the entity to the overall corporate strategy in addition to synergies and acquired workforce of the acquired business. The finite-lived intangible asset consistedworkforce.
    Jitsi did not contribute materially to revenue or net loss for the period of developed technology, with an estimated weighted-average useful life of two years. The fair value assignedacquisition to identifiable intangible assets acquired was based on estimates and assumptions made by management using a cost approach method. Intangible assets are amortized on a straight-line basis.

    The fair values of the assets acquired and liabilities assumed are as follows (in thousands):

    Fair Value
    Assets acquired:
         Cash$231 
         Intangible assets1,200 
         Other non-current assets428 
              Total assets acquired1,859 
    Liabilities assumed:
         Current liabilities(324)
              Total liabilities assumed(324)
                   Net identifiable assets acquired1,535 
    March 31, 2020. Goodwill1,580 
                   Total consideration transferred$3,115 

    None of the goodwill recognized upon acquisition is expected to be deductible for income tax purposes.

    Revenue from LeChat from the date of acquisition to March 31, 2017 was immaterial. Total acquisition related costs were immaterial. Pro forma information has not been presented as the impact to the Company's Consolidated Financial Statements was not material.

    DXI Group Limited

    Wavecell
    On May 26, 2015,July 17, 2019, the Company entered into a share purchase agreementShare Purchase Agreement (the “Share Purchase Agreement”) with Wavecell Pte. Ltd., a corporation incorporated under the shareholderslaws of DXI Limited,the Republic of Singapore (“Wavecell”), the equity holders of Wavecell (collectively, the “Sellers”), and Qualgro Partners Pte. Ltd., in its wholly owned subsidiaries, (collectively DXI) forcapacity as the representative of the equity holders of Wavecell. Pursuant to the Share Purchase Agreement, the Company acquired all of the outstanding shares and other equity interests of Wavecell (the “Transaction”). This Transaction extends 8x8’s technology advantage as a fully-owned, cloud technology platform with UCaaS, CCaaS, VCaaS, and CPaaS solutions able to natively offer pre-packaged communications, contact center and video solutions and open APIs to embed these and other communications into an organization’s core business processes.
    The total fair value of the purchase consideration of the entire share capitalapproximately $117.1 million was comprised of DXI. The transaction closed effective May 29, 2015. The total aggregate purchase price was approximately $22.5 million, consisting of $18.7$72.8 million in cash paid toand $44.3 million in shares of common stock of the DXI shareholders at closing, and $3.8Company, of which approximately $10.4 million in cash deposited into escrowand $8.5 million in equity have been held back to be held for two years as security againstcover potential indemnity claims made by the Company after the closing date. The cash escrow isOne-third of these holdback amounts are eligible to be released in annual installments12 months from the date of the Transaction and the remainder in 18 months from the date of the Transaction. The holdback cash of $10.4 million is recorded in restricted cash, current and other accrued liabilities, respectively, in the Company's consolidated balance sheet. The holdback of $8.5 million in equity is recorded in other accrued liabilities in the Company's consolidated balance sheet. Additionally, in connection with the Transaction, the Company issued $13.2 million in time-based restricted stock awards and $6.6 million in performance-based restricted stock awards, all of which vest over twothree years from the Transaction. As of March 31, 2020, the total unrecognized compensation cost related to these awards was approximately $15.1 million, which is expected to be recognized over the next 2.3 years.

    The major classes of assets and liabilities to which the Company recordedhas preliminarily allocated the acquiredfair value of purchase consideration were as follows (in thousands):
      July 17, 2019
    Cash $4,473
    Accounts receivable 9,438
    Intangible assets 21,010
    Other assets 787
    Goodwill 91,060
    Accounts payable (9,548)
    Deferred revenue (90)
    Total consideration $117,130

    The acquisition has been accounted for as a business combination under the acquisition method and, accordingly, the total purchase price is allocated to the tangible and identifiable intangible assets acquired and the liabilities assumed based on their estimated fair values.value on the acquisition date. The excessfair value of the consideration transferred over the aggregate fair values of the assets acquired and liabilities assumed from the acquisition of Wavecell is recordedbased on a preliminary valuation and, as goodwill.such, the Company's estimates and allocations to certain assets, liabilities, and tax estimates are subject to change within the measurement period as additional information becomes available. The amount of goodwill recognized was primarily attributed to increased synergies that are expected to be achieved from the integration of Wavecell and is primarily attributable to the expected contributions of the entity to the overall corporate strategy in addition to synergies and acquired workforce of the acquired business. The finite-lived intangible assets consist of the following: customer relationships, with an estimated weighted-average useful life of two and five years; and developed technology, with an estimated weighted-average useful life of six years. The indefinite lived intangible asset consisted of a tradename. The fair value assigned to identifiable intangible assets acquired was based on estimates and assumptions made by management using income approach methods. Intangible assets are amortized on a straight-line basis.

    76


    The fair values of the assets acquired and liabilities assumed are as follows (in thousands):

    Fair Value
    Assets acquired:
         Cash$1,318 
         Current assets2,016 
         Property and equipment1,453 
         Intangible assets13,374 
              Total assets acquired18,161 
    Liabilities assumed:
         Current liabilities and non-current liabilities(5,734)
              Total liabilities assumed(5,734)
                   Net identifiable assets acquired12,427 
         Goodwill10,125 
                   Total consideration transferred$22,552 

    None of the goodwill recognized isnot expected to be deductible for income tax purposes.

    DXI contributed revenue of approximately $10.0 million and a net loss of approximately ($3.2) million for the period from the date of acquisition to March 31, 2016. Total acquisition related costs were approximately $0.9 million, which were included in general and administrative expenses.

    The Company determined that it is impractical to include pro forma information given the difficulty in obtaining the historical financial information of DXI. Inclusion of such information would require the Company to make estimates and assumptions regarding DXI's historical financial results that the Company believes may ultimately prove inaccurate.

    In the second quarter of fiscal 2016, the Company updated its analysis of the valuation of the assets and liabilities acquired, which resulted in an increase of approximately $1.1 million to goodwill, a decrease in intangible assets of approximately $1.3 million, and a decrease to current and non-current liabilities of $0.2 million, compared with the preliminary estimates recorded for the first quarter of fiscal 2016. The impact of the change in preliminary values on the first quarter of fiscal 2016 statement of operations was not material. Therefore, no measurement period adjustment was required.

    Quality Software Corporation

    On June 3, 2015, the Company entered into an asset purchase agreement with the shareholder of Quality Software Corporation (QSC) and other parties affiliated with the shareholder and QSC for the purchase of certain assets as per the purchase agreement. The total aggregate fair value of the consideration was approximately $2.9 million, which $2.2 million was paid in cash to the QSC shareholder at closing. As part of the aggregate purchases price, there is also $0.5 million in contingent consideration payable subject to attainment of certain revenue and product release milestones for the acquired business, and $0.3 million in cash held by the Company in escrow to be retained for two years as security against indemnity claims made by the Company after the closing date. The preliminary fair value of the contingent consideration and escrow amounts was $0.7 million at the acquisition date.

    The Company recorded the acquired identifiable intangible assets and liabilities assumed based on their estimated fair values. The excess of the consideration transferred over the aggregate fair values of the assets acquired and liabilities assumed is recorded as goodwill. The amount of goodwill recognized is primarily attributable to the expected contributions of the entity to the overall corporate strategy in addition to synergies and acquired workforce of the acquired business. The finite-lived intangible assets consist of the following: customer relationships, with an estimated weighted-average useful life of five years; and developed technology, with an estimated weighted-average useful life of six years. The indefinite lived intangible asset consisted of in-process research and development and a tradename. The fair value assigned to identifiable intangible assets acquired was based on estimates and assumptions made by management using income approach methods. Intangible assets are amortized on a straight-line basis.

    77


    The fair values of the assets acquired and liabilities assumed are as follows (in thousands):

    Fair Value
    Assets acquired:
         Intangible assets$1,100 
         Goodwill1,789 
              Total consideration transferred$2,889 

    QSC's contributions


      Fair Value Useful life (in Years)
    Trade and domain names $990
     0.8
    Developed technology 13,830
     7
    Customer relationships 6,190
     7
    Total intangible assets $21,010
      

    The Company incurred costs related to revenue and income forthis acquisition of approximately $1.8 million during the period from the date of acquisition toyear ended March 31, 2016 were not material. Total2020. All acquisition related costs were approximately $0.1 million, which were includedexpensed as incurred and have been recorded in general and administrative expenses. expenses in the accompanying consolidated statements of operations.
    The Company determined thatrevenue and earnings of the acquired business have been included in the Company’s results since the acquisition wasdate and are not deemedmaterial to be a material business combination and it is impractical to include such prothe Company’s consolidated financial results. Pro forma information given the difficulty in obtaining the historical financial information of QSC. Inclusion of such information would require the Company to make estimates and assumptions regarding QSC's historical financial results that the Company believes may ultimately prove inaccurate.

    In the fourth quarter of fiscal 2016, the Company updated its analysis of the valuation of the assets and liabilities acquired, which resulted in an increase of approximately $0.1million to goodwill, and a decrease in intangible assets of approximately $0.1 million compared with what was recorded for the third quarter of fiscal 2016. The impact of the change in preliminary values on the first quarter of fiscal 2016 statement of operations wasfor this acquisition have not material. Therefore, no measurement period adjustment was required.

    14. EMPLOYEE BENEFIT PLAN

    401(k) Savings Plan

    In April 1991,been presented, as the Company adopted a 401(k) savings plan (the "Savings Plan") covering substantially all of its U.S. employees. Eligible employees may contributefinancial impact to the Savings Plan from their compensation up to the maximum allowed by the Internal Revenue Service. In January 2007, the Company reactivated the employer matching contribution. The matching contributionCompany’s consolidated financial statements is 100% of each employee's contributions up to $1,500, then 50% of the employee's contributions, not to exceed $3,000 per annum, in aggregate. The matching expense in 2017, 2016 and 2015 was $1.6 million, $0.9 million and $0.7 million, respectively. The Savings Plan does not allow employee contributions to be invested in the Company's common stock.

    15. PATENT SALE

    In June 2012, the Company entered into a patent purchase agreement and sold a family of patents to a third party for approximately $12.0 million plus a future payment of up to a maximum of $3.0 million based on future license agreements entered into by the third-party purchaser. In August 2014 and February 2013, the third-party entered into two separate license agreements with its customers; therefore, the Company earned an additional $1.0 million each under the patent purchase agreement for fiscal 2015 and 2013. Under the terms and conditions of the patent purchase agreement, the Company has retained certain limited rights to continue to use the patents. The patent purchase agreement contains representations and warranties customary for transactions of this type.

    16. SUBSEQUENT EVENTS

    In May 2015, the Company had entered into a share purchase agreement with the shareholders of DXI Limited which included cash deposited into escrow to be held for two years as security against indemnity claims made by the Company after the closing date. In April 2017, the Company agreed with the shareholders of DXI Limited to return approximately $1.4 million to the Company and release the remaining funds held in escrow to the shareholders. The Company recorded a gain in the amount of this release of approximately $1.4 million in the first quarter of fiscal 2018.

    78


    17. CONSOLIDATEDmaterial.


    14. SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED)

    In thousands, except per share data amounts:

       QUARTER ENDED
       March 31,  Dec. 31,  Sept. 30,  June 30,  March 31,  Dec. 31,  Sept. 30,  June 30,
       2017  2016  2016  2016  2016  2015  2015  2015
    Service revenue $62,654  $60,149  $57,717  $55,296  $52,174  $48,948  $46,951  $44,168 
    Product revenue  3,834   3,527   5,466   4,745   5,160   4,220   3,991   3,724 
    Total revenue  66,488   63,676   63,183   60,041   57,334   53,168   50,942   47,892 
    Operating expenses:                        
         Cost of service revenue  10,803   10,525   10,837   10,235   9,720   9,713   9,186   8,459 
         Cost of product revenue  4,187   4,240   5,782   5,505   6,103   5,087   4,596   4,382 
         Research and development  7,142   7,095   6,505   6,710   6,110   6,404   6,446   5,080 
         Sales and marketing  38,228   35,667   33,691   31,691   31,240   27,585   26,730   23,824 
         General, and administrative  9,814   7,852   6,747   6,801   7,132   6,888   5,657   6,068 
              Total operating expenses  70,174   65,379   63,562   60,942   60,305   55,677   52,615   47,813 
    Income (loss) from operations  (3,686)  (1,703)  (379)  (901)  (2,971)  (2,509)  (1,673)  79 
    Other income, net  583   408   391   410   397   272   204   234 
    Income (loss) from                        
         operations before provision                         
         (benefit) for income taxes  (3,103)  (1,295)  12   (491)  (2,574)  (2,237)  (1,469)  313 
    Provision (benefit) for                        
         income taxes�� (178)  30   (15)  37   (1,498)  (557)  423   785 
    Net income (loss) $(2,925) $(1,325) $27  $(528) $(1,076) $(1,680) $(1,892) $(472)
                             
    Net income (loss) per share:                        
         Basic $(0.03) $(0.01) $0.00  $(0.01) $(0.01) $(0.02) $(0.02) $(0.01)
         Diluted $(0.03) $(0.01) $0.00  $(0.01) $(0.01) $(0.02) $(0.02) $(0.01)
                             
    Shares used in per share calculations:                     
         Basic  91,175   90,774   89,987   89,434   88,888   88,289   88,557   88,233 
         Diluted  91,175   90,774   93,447   89,434   88,888   88,289   88,557   88,233 
     Quarters Ended
     March 31,
    2020
     Dec. 31, 2019 Sept. 30, 2019 June 30, 2019 March 31,
    2019
     Dec. 31, 2018 Sept. 30, 2018 June 30, 2018
    Total revenues$121,478
     $118,567
     109,517
     $96,675
     $93,767
     $89,912
     $85,682
     $83,225
    Gross profit63,857
     62,348
     59,820
     58,984
     59,174
     56,962
     54,083
     52,395
    Loss from operations(46,154) (43,168) (37,944) (32,553) (27,425) (24,238) (21,987) (15,983)
    Net income (loss)(50,100) (47,071) (40,932) (34,265) (28,131) (23,771) (21,482) (15,355)
    Net income (loss) per share:               
    Basic and diluted$(0.49) $(0.47) $(0.42) $(0.36) $(0.29) $(0.25) $(0.23) $(0.16)


    ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
    None.

    None.

    ITEM 9A. CONTROLS AND PROCEDURES

    Changes in Internal Control Over Financial Reporting

    There have not been any changes in the Company's internal control over financial reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934, as amended (the "Exchange Act") during the most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.

    79


    We have not experienced any material impact to our internal controls over financial reporting despite the fact that most of our employees are working remotely due to the COVID-19 pandemic. We are continually monitoring and assessing the COVID-19 situation on our internal controls to minimize the impact on their design and operating effectiveness.

    Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures

    Evaluation of Disclosure Controls and Procedures

    Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures, as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, as of March 31, 2017.2020. Based on such evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that, as of March 31, 2017,2020, our disclosure controls and procedures were effective.

    Management's Report on Internal Control Over Financial Reporting

    Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rules 13a-15(f) or 15d-15(f) under the Exchange Act. Under the supervision and with the participation of our management, including our chief executive officer and chief financial officer, we conducted an assessment of the effectiveness of our internal control over financial reporting based on criteria established in the framework inInternal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

    As discussed in Note 13, "Acquisitions," to the Notes to Consolidated Financial Statements, the Company completed the business combination of Wavecell on July 17, 2019. The Company has excluded Wavecell from its assessment of the effectiveness of its internal control over financial reporting as of March 31, 2020. In accordance with guidance issued by the SEC, companies are permitted to exclude business combinations from their final assessment of internal control over financial reporting during the year of acquisition while integrating the acquired operations. The financial statements of the acquired business are not significant to the Company’s consolidated financial statements as of and for the year ended March 31, 2020.
    Based on thisour assessment, our management has concluded that its internal control over financial reporting was effective as of March 31, 2017.

    2020.

    Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risks that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

    Moss Adams LLP, an independent registered public accounting firm, has audited and reported on the consolidated financial statements of 8x8, Inc. and on the effectiveness of our internal control over financial reporting. The report of Moss Adams LLP is contained in Item 8 of this Annual Report on Form 10-K.

    ITEM 9B. OTHER INFORMATION

    On May 22, 2017, the compensation committee of our board of directors approved an amendment to the Management Incentive Bonus Plan, or MIP, that will permit the Committee, in its discretion, to approve quarterly and annual award payments to MIP participants based on the successful completion of approved individual objectives, our performance against predetermined metrics, or some combination of both. Previously, the MIP provided that quarterly awards would be payable based only on our performance in meeting specific quarterly targets. All our executive officers, along with other management level employees as approved by the compensation committee, participate in the MIP for each fiscal year.

    On May 23, 2017, the Company entered into a share repurchase program authorized by the Company's board of directors for the purpose of repurchasing up to $25 million of the Company's outstanding shares of common stock. Repurchases of shares under the program will be made pursuant to a pre-arranged Rule 10b5-1 share repurchase plan, under which transactions would be effected in accordance with specified price, volume and timing conditions. A plan under Rule 10b5-1 of the Securities Exchange Act of 1934 allows a company to repurchase shares at times when it otherwise might be prevented from doing so under insider trading laws or due to self-imposed trading blackout periods. Because repurchases under a Rule 10b5-1 share repurchase plan are subject to specified parameters, there can be no assurance regarding the number of shares, if any, that will be repurchased pursuant to the plan, and the Company may discontinue repurchases and terminate the plan at any time.

    If $25 million of shares are not purchased through the Rule 10b5-1 share repurchase plan, after the termination of that plan, the Company may from time to time purchase shares of its common stock, up to the $25 million aggregate authorization, through open market and privately negotiated transactions or through additional Rule 10b5-1 share repurchase plans, with the timing and amount of any such purchases or additional plans to be determined by the Company's management based on its evaluation of market conditions and other factors.

    None.
    PART III

    Certain information required by Part III is omitted from this Annual Report on Form 10-K. The Registrant will file its definitive Proxy Statement for its Annual Meeting of Stockholders pursuant to Regulation 14A of the Securities Exchange Act of 1934, as amended, not later than 120 days after the end of the fiscal year covered by this Annual Report, and certain information included in the 20162020 Proxy Statement is incorporated herein by reference.

    ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

    Information regarding our directors and corporate governance will be presented in our definitive proxy statement for our 20172020 Annual Meeting of Stockholders to be held on or about August 10, 2017,2020, which information is incorporated into this Annual Report by reference. However, certain information regarding current executive officers found under the heading "Executive"Information About Our Executive Officers" in Item 1 of Part I hereof is also incorporated by reference in response to this Item 10.

    80



    We have adopted a Code of Conduct and Ethics that applies to our principal executive officer, principal financial officer and all other employees at 8x8, Inc. This Code of Conduct and Ethics is posted in the corporate governance section of our website at http://investors.8x8.com. We intend to satisfy the disclosure requirement under Item 5.05 of Form 8-K regarding an amendment to, or waiver from, a provision of this Code of Conduct and Ethics by posting such information in the corporate governance section on itsour website at http://investors.8x8.com.

    ITEM 11. EXECUTIVE COMPENSATION

    Information relating to executive compensation will be presented in our definitive proxy statement for our 20172020 Annual Meeting of Stockholders to be held on or about August 10, 2017,2020, which information is incorporated into this Annual Report by reference.

    ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

    Information relating to securities authorized for issuance under equity compensation plans and other information required to be provided in response to this item will be presented in our definitive proxy statement for our 20172020 Annual Meeting of Stockholders to be held on or about August 10, 2017,2020, which information is incorporated into this Annual Report by reference. In addition, descriptions of our equity compensation plans are set forth in Part II, Item 8 "FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA − NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- Note 8 STOCKHOLDERS' EQUITY."

    ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

    Information required to be provided in response to this item will be presented in our definitive proxy statement for our 20172020 Annual Meeting of Stockholders to be held on or about August 10, 2017,2020, which information is incorporated into this Annual Report by reference.

    ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

    Information required to be provided in response to this item will be presented in our definitive proxy statement for our 20172020 Annual Meeting of Stockholders to be held on or about August 10, 2017,2020, which information is incorporated into this Annual Report by reference.


    PART IV

    ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

    (a)(1) Financial Statements. The information required by this item is included in Item 8.

    (a)(2) Financial Statement Schedules. See "Schedule II - Valuation of Qualifying Accounts" (below) within Item 15 of this Annual Report.

    (a)(3) Exhibits. The documents listed on the Exhibit Index appearing in this Annual Report are filed herewith or hereby incorporated by reference. Copies of the exhibits listed in the Exhibit Index will be furnished, upon request, to holders or beneficial owners of the Company's common stock.

    81


    SCHEDULE II
    VALUATION AND QUALIFYING ACCOUNTS
    (in thousands)

       Balance at  Additions     Balance
       Beginning  Charged to     at End
    Description  of Year  Expenses  Deductions (a)  of Year
    Total Allowance for Doubtful Accounts:            
    Year ended March 31, 2015: $466  $279  $(329) $416 
    Year ended March 31, 2016: $416  $509  $(339) $586 
    Year ended March 31, 2017: $586  $941  $(573) $954 

    Description
    Balance at
    Beginning
     of Year
     
    Additions
    Charged to
    Expenses
     Deductions (a) 
    Balance
    at End
     of Year
    Total Allowance for Doubtful Accounts:       
    Year ended March 31, 2018:$954
     $250
     $(300) $904
    Year ended March 31, 2019:$904
     $1,115
     $(1,155) $864
    Year ended March 31, 2020:$864
     $3,067
     $(825) $3,106
    (a) The deductions related to allowance for doubtful accounts represent accounts receivable which are written off.

    82



    (a)(3) Exhibits. The following exhibits are included herein or incorporated herein by reference.
      Incorporated by Reference 
    Exhibit NumberExhibit DescriptionCompany FormFiling DateExhibit NumberFiled Herewith
    2.210-Q7/31/20192.1 
    3.110-K5/28/20133.1 
    3.28-K7/28/20153.2 
    4.1   X
    4.28-K2/19/20194.1 
    10.110-Q7/31/201510.3 
    10.28-K2/19/201910.1 
    10.38-K11/21/201910.1 
    10.410-Q11/7/201810.2 
    10.5S-88/26/201910.1 
    10.7S-88/28/201210.20 
    10.8S-88/28/201210.21 
    10.9   X
    10.10S-86/1/201810.5 
    10.11S-811/2/201710.24 
    10.12S-811/2/201710.25 
    10.1310-K5/26/200910.7 
    10.1410-Q2/7/200710.1 
    10.1510-Q11/2/201610.34 
    10.16S-89/10/201310.24 
    10.17S-89/10/201310.25 
    10.1810-Q11/8/201310.2 
    10.1910-Q7/31/201510.2 
    10.210-Q11/2/201710.36 
    10.2310-Q11/7/201810.37 

      Incorporated by Reference 
    Exhibit NumberExhibit DescriptionCompany FormFiling DateExhibit NumberFiled Herewith
    10.2310-Q11/7/201810.38 
    21.1   X
    23.1   X
    24.1
    Power of Attorney (included in signature page)
       X
    31.1   X
    31.2   X
    32.1   X
    32.2   X
    101The following financial statements from the Company's Annual Report on Form 10-K for the year ended March 31, 2020, formatted in Inline XBRL: (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations, (iii) Consolidated Statements of Comprehensive Loss, (iv) Consolidated Statements of Stockholders’ Equity, (v) Consolidated Statements of Cash Flows and (vi) Notes to Consolidated Financial Statements, tagged as blocks of text and including detailed tagsXBRL Instance Document   X
    104The cover page from the Company's Annual Report on Form 10-K for the year ended March 31, 2020, formatted in Inline XBRL   X
    + Certain schedules and exhibits to this agreement have been omitted in accordance with Item 601(b)(2) of Regulation S-K. A copy of any omitted schedule and/or exhibit will be furnished to the Securities and Exchange Commission on request.
    * Indicates management contract or compensatory plan or arrangement.
    ITEM 16. FORM 10-K SUMMARY
    None.

    SIGNATURES

    Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant, 8x8, Inc., a Delaware corporation, has duly caused this Annual Report on Form 10-K to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of San Jose, State of California, on May 30, 2017.

    19, 2020.

    8X8, INC.

    8X8, INC.
    By: /s/ VIKRAM VERMA
    Vikram Verma,
    Chief Executive Officer

    POWER OF ATTORNEY

    KNOW ALL PERSONS BY THESE PRESENT, that each person whose signature appears below constitutes and appoints Vikram Verma and Mary Ellen Genovese,Steven Gatoff, jointly and severally, his or her attorneys-in-fact, each with the power of substitution, for him or her in any and all capacities, to sign any amendments to this Annual Report on Form 10-K, and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each of said attorney-in-fact,attorneys-in-fact, or his substitute or substitutes, may do or cause to be done by virtue hereof.

    Pursuant to the requirements of the Securities and Exchange Act of 1934, this Annual Report on Form 10-K has been signed by the following persons in the capacities and on the date indicated:

    Signature

    Title

    Date

    Signature
    TitleDate
    /s/ VIKRAM VERMA
    Vikram Verma

    Chief Executive Officer (Principaland Director
    (Principal Executive Officer)

    May 30, 2017

    19, 2020

    /s/ MARY ELLEN GENOVESE
    Mary Ellen Genovese

    STEVEN GATOFF
    Steven Gatoff

    Chief Financial Officer and Secretary
    (Principal Financial and Accounting Officer)

    May 30, 2017

    19, 2020

    /s/ BRYAN R. MARTIN
    Bryan R. Martin

    Chairman, Director and Chief Technology Officer

    May 30, 2017

    19, 2020

    /s/ GUY L. HECKER
    Guy L. Hecker, Jr.

    Director

    May 30, 2017

    /s/ ERIC SALZMAN
    Eric Salzman

    Director

    May 30, 2017

    19, 2020

    /s/ IAN POTTER
    Ian Potter

    Director

    May 30, 2017

    /s/TODD FORD
    Todd Ford
    DirectorMay 19, 2020
    /s/ JASWINDER PAL SINGH
    Jaswinder Pal Singh

    Director

    May 30, 2017

    19, 2020

    /s/ VLADIMIR JACIMOVIC
    Vladimir Jacimovic

    Director

    May 30, 2017

    83


    8X8, INC.
    EXHIBIT INDEX

    Exhibit
    Number

    Exhibit Title

    19, 2020

    3.1 (x)

    /s/ MONIQUE BONNER
    Monique Bonner

    Restated Certificate of Incorporation of Registrant, dated August 22, 2012

    Director
    May 19, 2020

    3.2 (a)

    Bylaws of Registrant

    10.1 (b)

    /s/ ELIZABETH THEOPHILLE
    Elizabeth Theophille

    Form of Indemnification Agreement between the Registrant and each of its directors and officers

    10.2 (c)*

    Director

    Employment Agreement dated September 9, 2013 between the Company and Vikram Verma

    10.4 **

    Second Amended and Restated 1996 Employee Stock Purchase Plan, as amended, and form of Subscription Agreement

    10.6 (h)

    Employment Agreement dated September 9, 2013 between the Company and Darren Hakeman

    10.7 (i)*

    2006 Stock Plan, as amended

    10.8 (j)*

    Severance Agreement and General Release

    10.9 (k)*

    Form of 2006 Stock Option Agreement under the 2006 Stock Plan

    10.10 (l)*

    Form of Notice of Award of Stock Purchase Right and Stock Purchase Agreement under the 2006 Stock Plan

    10.11

    Reserved

    10.12 (m)

    Lease dated April 27, 2012, between Registrant and O'Nel Office Holdings, LLC

    10.13 (n)

    Reserved

    10.14 (o)

    Reserved

    10.15

    Reserved

    10.16(p)*

    Annual Executive Incentive Plan.

    10.17(q)*

    Amended and Restated Contactual, Inc. 2003 Stock Option Plan

    10.18(q)*

    Form of Stock Option Agreement under the Amended and Restated Contactual, Inc. 2003 Stock Option Plan

    10.19(r)*

    Amended and Restated 2012 Equity Incentive Plan

    10.20(s)*

    Form of Stock Option Agreement under the Amended and Restated 2012 Equity Incentive Plan

    10.21(s)*

    Notice of Grant of Restricted Stock Unit Award and Agreement under the 2012 Equity Incentive Plan

    10.22**

    Second Amended and Restated Management Incentive Bonus Plan

    10.23(u)

    8x8, Inc. Amended and Restated 2013 New Employee Inducement Incentive Plan

    10.24(u)

    Form of Stock Option Agreement under the Amended and Restated 2013 New Employee Inducement Incentive Plan

    10.25(u)

    Form of Notice of Grant of Restricted Stock Unit Award and Agreement under the Amended and Restated 2013 New Employee Inducement Incentive Plan

    10.23(v)

    Share Purchase Agreement, dated November 11, 2013, by and among 8x8 UK Investments Limited and 8x8, Inc. and the material sellers and the material option holders and Voicenet Solutions Limited

    10.27(w)*

    Employment Agreement dated October 6, 2014 between the Company and Mary Ellen Genovese

    10.28(y)*

    Employment Agreement dated January 7, 2015 between the Company and Puneet Arora

    10.29(z)

    Executive Change-in-Control and Severance policy

    10.30(aa)*

    Amended Employment Agreement dated July 31, 2015 between the Company and Vikram Verma

    10.31(bb)

    Form of Indemnification Agreement for Directors and Certain Officers

    10.32(cc)

    Standard Form Office Lease, dated for reference purposes only as of January 20, 2016, by and between MNCVAD-Seagate 2665 North First LLC, and the Company

    10.33(dd)

    Lease dated June 22, 2016, between Registrant and One Commercial Street Management Company Limited

    10.34**

    Employment Agreement dated May 15, 2017 between the Company and Rani Hublou

    19, 2020

    84


    21.1

    Subsidiaries of Registrant

    23.1

    Consent of Independent Registered Public Accounting Firm

    24.1

    Power of Attorney (included on page 83)

    31.1

    Certification of Chief Executive Officer of the Registrant pursuant to Rule 13a-14

    31.2

    Certification of Chief Financial Officer of the Registrant pursuant to Rule 13a-14

    32.1

    Certification of Chief Executive Officer of the Registrant pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

    32.2

    Certification of Chief Financial Officer of the Registrant pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

    101.INS**

    XBRL Instance Document

    101.SCH**

    XBRL Taxonomy Extension Schema

    101.CAL**

    XBRL Taxonomy Extension Calculation Linkbase

    101.DEF**

    XBRL Taxonomy Extension Definition Linkbase

    101.LAB**

    XBRL Taxonomy Extension Label Linkbase

    101.PRE**

    XBRL Taxonomy Extension Presentation Linkbase

    __________

    * Indicates management contract or compensatory plan or arrangement.
    **Filed herewith.

    (a)

    Incorporated by reference to exhibit 3.2 to the Registrant's Report on Form 8-K filed October 23, 2013 (File No. 000-21783).

    (b)

    Incorporated by reference to the same numbered exhibits to the Registrant's Registration Statement on Form S-1 Commission (File No. 333-15627) as amended, declared effective July 1, 1997.

    (c)

    Incorporated by reference to exhibit 10.2 to the Registrant's Form 10-Q filed November 8, 2013 (File No. 000-21783).

    (d)

    Reserved.

    (e)

    Reserved.

    (f)

    Reserved.

    (g)

    Reserved.

    (h)

    Incorporated by reference to exhibit 10.6 to the Registrant's Form 10-Q filed November 8, 2013 (File No. 000-21783)

    (i)

    Incorporated by reference to exhibit 10.7 to the Registrant's Form 10-K filed May 26, 2009 (File No. 000-21783).

    (j)

    Incorporated by reference to exhibit 10.8 to the Registrant's Form 8-K filed November 5, 2013 (File No. 000-21783)

    (k)

    Incorporated by reference to exhibit 10.1 to the Registrant's Form 10-Q filed February 7, 2007 (File No. 000-21783).

    (l)

    Incorporated by reference to exhibit 10.10 to the Registrant's Form 10-K filed May 26, 2009 (File No. 000-21783).

    (m)

    Incorporated by reference to exhibit 10.12 to the Registrant's Form 10-K filed May 24, 2012 (File no. 000-21783).

    (n)

    Reserved

    (o)

    Reserved

    (p)

    Incorporated by reference to exhibit 10.15 to the Registrant's Form 10-Q filed July 22, 2011 (File No. 000-21783).

    (q)

    Incorporated by reference to exhibit 10.16 and 10.17 to the Registrant's Form S-8 filed September 19, 2011 (File No. 333-176895).

    (r)

    Incorporated by reference to exhibit 10.19 to the Registrant's Form S-8 filed August 09, 2016 (File No. 333-213032).

    (s)

    Incorporated by reference to exhibit 10.20 and 10.21 to the Registrant's Form S-8 filed August 28, 2012 (File No. 333-183597).

    (t)

    Reserved

    85


    (u)

    Incorporated by reference to exhibit 10.23, 10.24 and 10.25 to the Registrant's Form S-8 filed September 10, 2013 (File No. 333-191080).

    (v)

    Incorporated by reference to exhibit 2.2 to the Registrant's Form 8-K filed November 13, 2013 (File no. 000-21783).

    (w)

    Incorporated by reference to exhibit 10.2 to the Registrant's Form 10-Q filed October 22, 2014 (File no. 000-21783).

    (x)

    Incorporated by reference to exhibit 3.1 to the Registrant's Form 10-K filed May 28, 2013 (File No. 000-21783).

    (y)

    Incorporated by reference to exhibit 10.28 to the Registrant's Form 10-K filed May 29, 2015 (File No. 000-21783).

    (z)

    Incorporated by reference to exhibit 3.2 to the Registrant's Form 10-Q filed July 31, 2015 (File No. 000-21783).

    (aa)

    Incorporated by reference to exhibit 10.2 to the Registrant's Form 10-Q filed July 31, 2015 (File No. 000-21783).

    (bb)

    Incorporated by reference to exhibit 10.3 to the Registrant's Form 10-Q filed July 31, 2015 (File No. 000-21783).

    (cc)

    Incorporated by reference to exhibit 10.32 to the Registrant's Form 10-K filed May 31, 2016 (File No. 000-21783).

    (dd)

    Incorporated by reference to exhibit 10.33 to the Registrant's Form 10-Q filed July 29, 2016 (File No. 000-21783).

    86



    81