RVBD » Topics » Freestanding Preferred Stock Warrants

These excerpts taken from the RVBD 10-K filed Feb 15, 2008.

Freestanding Preferred Stock Warrants

Freestanding warrants and other similar instruments related to shares that are redeemable are accounted for in accordance with FASB Statement No. 150, Accounting for Certain Financial

 

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RIVERBED TECHNOLOGY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

 

Instruments with Characteristics of Both Liabilities and Equity. On March 31, 2003, we issued a warrant for the purchase of 32,967 shares of Series A convertible preferred stock with an exercise price of $0.455 per share. On June 7, 2004, we issued warrants for the purchase of 100,000 shares of Series B convertible preferred stock with an exercise price of $0.836 per share. Under Statement No. 150, these warrants that were related to our convertible preferred stock were classified as liabilities on the consolidated balance sheet. The warrants were subject to re-measurement at each balance sheet date and any change in fair value was recognized as a component of other income (expense), net. Subsequent to the IPO and the associated conversion of our outstanding convertible preferred stock to common stock, the warrants were reclassified to common stock and additional paid-in-capital and are no longer subject to re-measurement. During the year ended December 31, 2006, the warrants to purchase 100,000 common shares were exercised. During the year ended December 31, 2007, the warrants to purchase 32,967 shares were exercised.

Prior to the adoption of Statement No. 150, we accounted for freestanding warrants for the purchase of our convertible preferred stock under EITF Issue No. 96-18, Accounting for Equity Instruments That Are Issued to Other Than Employees for Acquiring, or in Conjunction with Selling Goods or Services. We accounted for the cumulative effect of the change in accounting principle as of the beginning of the third quarter of 2005. The impact consisted of a $280,000 cumulative charge for adoption as of July 1, 2005, reflecting the fair value of the warrants as of that date.

Freestanding Preferred Stock Warrants

Freestanding warrants and other similar instruments related to shares that are redeemable are accounted for in accordance with FASB Statement
No. 150, Accounting for Certain Financial

 


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RIVERBED TECHNOLOGY, INC.

FACE="ARIAL" SIZE="2">NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

 


Instruments with Characteristics of Both Liabilities and Equity. On March 31, 2003, we issued a warrant for the purchase of 32,967 shares of Series A
convertible preferred stock with an exercise price of $0.455 per share. On June 7, 2004, we issued warrants for the purchase of 100,000 shares of Series B convertible preferred stock with an exercise price of $0.836 per share. Under Statement
No. 150, these warrants that were related to our convertible preferred stock were classified as liabilities on the consolidated balance sheet. The warrants were subject to re-measurement at each balance sheet date and any change in fair value
was recognized as a component of other income (expense), net. Subsequent to the IPO and the associated conversion of our outstanding convertible preferred stock to common stock, the warrants were reclassified to common stock and additional
paid-in-capital and are no longer subject to re-measurement. During the year ended December 31, 2006, the warrants to purchase 100,000 common shares were exercised. During the year ended December 31, 2007, the warrants to purchase 32,967
shares were exercised.

Prior to the adoption of Statement No. 150, we accounted for freestanding warrants for the purchase of our convertible
preferred stock under EITF Issue No. 96-18, Accounting for Equity Instruments That Are Issued to Other Than Employees for Acquiring, or in Conjunction with Selling Goods or Services. We accounted for the cumulative effect of the change
in accounting principle as of the beginning of the third quarter of 2005. The impact consisted of a $280,000 cumulative charge for adoption as of July 1, 2005, reflecting the fair value of the warrants as of that date.

STYLE="margin-top:18px;margin-bottom:0px">2.    NET INCOME (LOSS) PER COMMON SHARE

Basic net
income (loss) per common share is computed by dividing net income (loss) by the weighted average number of vested common shares outstanding during the period. Diluted net income (loss) per common share is computed by giving effect to all potential
dilutive common shares, including options, common stock subject to repurchase, warrants and convertible preferred stock.

The following table sets
forth the computation of income (loss) per share:

 


































































































































































   Year ended December 31, 

(in thousands, except per share data)

  2007  2006  2005 

Net income (loss)

  $14,798  $(15,845) $(17,426)
             

Weighted average common shares outstanding — basic

   68,020   26,977   9,401 

Dilutive effect of employee stock plans

   5,224       
             

Weighted average common shares outstanding — diluted

   73,244   26,977   9,401 

Basic net income (loss) per share

  $0.22  $(0.59) $(1.85)
             

Diluted net income (loss) per share

  $0.20  $(0.59) $(1.85)
             

The following weighted average outstanding options, common stock subject to repurchase, convertible
preferred stock and convertible preferred stock warrants were excluded from the computation of diluted net income (loss) per common share for the periods presented because including them would have had an anti-dilutive effect:

STYLE="font-size:12px;margin-top:0px;margin-bottom:0px"> 
















































   Year ended December 31,

(in thousands)

  2007  2006  2005

Options to purchase common stock

  3,440  5,343  3,840

Common stock subject to repurchase

    2,372  4,273

Convertible preferred stock and warrants (as converted basis)

    28,170  35,837

 


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RIVERBED TECHNOLOGY, INC.

FACE="ARIAL" SIZE="2">NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

 

SIZE="2">3.    CASH, CASH EQUIVALENTS AND MARKETABLE SECURITIES

This excerpt taken from the RVBD 10-K filed Feb 9, 2007.

Freestanding Preferred Stock Warrants

Freestanding warrants and other similar instruments related to shares that are redeemable are accounted for in accordance with FASB Statement No. 150, Accounting for Certain Financial Instruments with Characteristics of Both Liabilities and Equity. On March 31, 2003, we issued a warrant for the purchase of 32,967 shares of Series A convertible preferred stock with an exercise price of $0.455 per share. On June 7, 2004, we issued warrants for the purchase of 100,000 shares of Series B convertible preferred stock with an exercise price of $0.836 per share. Under Statement No. 150, these warrants that were related to our convertible preferred stock were classified as liabilities on the consolidated balance sheet. The warrants were subject to re-measurement at each balance sheet date and any change in fair value was recognized as a component of other income (expense), net. Subsequent to the IPO and the associated conversion of our outstanding convertible preferred stock to common stock, the warrants were reclassified to common stock and additional paid-in-capital and are no longer subject to re-measurement. During the year ended December 31, 2006, the warrants to purchase 100,000 common shares were exercised.

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