What changed in this filing

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Item 1. Financial Statements

2022-10-27 compared with 2022-07-28 · 54 added, 33 removed, 362 unchanged (19% of the section changed)

3 unchanged sentences

dollars in thousands (except share data)

September 30,

2022 December 31, 2021

19 unchanged sentences

dollars in thousands (except share data)

September 30,

2022 December 31, 2021

18 unchanged sentences

issued and outstanding:

104,727,685 shares and 103,971,263 shares at June 30, 2022 (unaudited) and December 31, 2021, respectively

104,942,941 shares and 103,971,263 shares at September 30, 2022 (unaudited) and December 31, 2021, respectively

Additional paid-in capital 1,188,864 1,099,589

7 unchanged sentences

dollars in thousands (except share and per share data)

Three months ended June 30, Six months ended June 30, Year ended December 31,

Three months ended September 30, Nine months ended September 30, Year ended December 31,

2022 2021 2022 2021 2021

20 unchanged sentences

dollars in thousands

Three months ended June 30, Six months ended June 30, Year ended December 31,

Three months ended September 30, Nine months ended September 30, Year ended December 31,

2022 2021 2022 2021 2021

28 unchanged sentences

Balance as of June 30, 2022 (Unaudited) 104,727,685 $ 1,158,348 $ ( 2,095 ) $ ( 714,581 ) $ 441,672

Share-based compensation to employees — 26,305 — — 26,305

Exercise of options and vested RSUs 215,256 4,211 — — 4,211

Other comprehensive income (loss), net of tax benefit of $ 0

— — ( 211 ) — ( 211 )

Net income (loss) — — — ( 26,576 ) ( 26,576 )

Balance as of September 30, 2022 (Unaudited) 104,942,941 $ 1,188,864 $ ( 2,306 ) $ ( 741,157 ) $ 445,401

Ordinary shares Additional

18 unchanged sentences

Balance as of June 30, 2021 (Unaudited) 103,641,238 $ 1,044,732 $ ( 1,119 ) $ ( 646,344 ) $ 397,269

Share-based compensation to employees — 25,758 — — 25,758

Exercise of options and vested RSUs 176,328 3,042 — — 3,042

Other comprehensive income (loss), net of tax benefit of $ 0

— — 219 — 219

Net income (loss) — — — ( 13,124 ) ( 13,124 )

Balance as of September 30, 2021 (Unaudited) 103,817,566 $ 1,073,532 $ ( 900 ) $ ( 659,468 ) $ 413,164

The accompanying notes are an integral part of these unaudited consolidated financial statements.

2 unchanged sentences

dollars in thousands

Three months ended June 30, Six months ended June 30, Year ended December 31,

Three months ended September 30, Nine months ended September 30, Year ended December 31,

2022 2021 2022 2021 2021

74 unchanged sentences

Cash equivalents include items almost as liquid as cash with maturity periods of three months or less when purchased, and short-term investments include items with maturity dates between three months and one year when purchased.

As of June 30, 2022 and December 31, 2021, the Company’s cash and cash equivalents and short-term investments were composed of:

June 30, 2022

As of September 30, 2022 and December 31, 2021, the Company’s cash and cash equivalents and short-term investments were composed of:

September 30, 2022

Fair value level Adjusted cost basis Unrealized gains Unrealized losses Fair market value Recorded basis Cash and cash equivalents Short-term investments

8 unchanged sentences

HTM securities (2)

Treasury bills Level 1 $ 147,936 $ — $ ( 279 ) $ 147,657 $ 147,936 $ — $ 147,936

Government and governmental agencies Level 2 $ 34,582 $ — $ ( 14 ) $ 34,568 $ 34,582 $ — $ 34,582

Corporate debt securities Level 2 152,137 — ( 464 ) 151,673 152,137 14,932 137,205

14 unchanged sentences

(2) Changes in fair value of HTM securities are presented for disclosure purposes as required by ASC 320 and are recorded as finance expenses only if the unrealized loss is identified as a credit loss.

As of June 30, 2022 and December 31, 2021, all investments and equivalents mature in one year or less.

As of September 30, 2022 and December 31, 2021, all investments and equivalents mature in one year or less.

Unrealized losses from debt securities are primarily attributable to changes in interest rates.

1 unchanged sentence

Debt securities with continuous unrealized losses for less than 12 months and their related fair values were as follows:

June 30, 2022

September 30, 2022

Less than 12 months

4 unchanged sentences

Total $ 139,428 $ ( 904 )

As of June 30, 2022, no continuous unrealized losses for 12 months or greater was identified.

As of September 30, 2022, no continuous unrealized losses for 12 months or greater was identified.

Inventories are stated at the lower of cost or net realizable value.

The weighted average methodology is applied to determine cost.

As of June 30, 2022 and December 31, 2021, the Company’s inventories were composed of:

As of September 30, 2022 and December 31, 2021, the Company’s inventories were composed of:

September 30,

2022 December 31,

9 unchanged sentences

Pledged deposits and bank guarantees.

As of June 30, 2022 and December 31, 2021, the Company pledged bank deposits of $ 2,319 and $ 2,350 , respectively, to cover bank guarantees in respect of its leases of operating facilities and obtained bank guarantees for the fulfillment of the Company’s lease and other contractual commitments of $ 2,642 and $ 2,698 , respectively .

As of September 30, 2022 and December 31, 2021, the Company pledged bank deposits of $ 2,296 and $ 2,350 , respectively, to cover bank guarantees in respect of its leases of operating facilities and obtained bank guarantees for the fulfillment of the Company’s lease and other contractual commitments of $ 2,616 and $ 2,698 , respectively .

Senior secured revolving credit facility.

1 unchanged sentence

For additional information, see Note 12(c) to the Consolidated Financial Statements in the 2021 10-K.

As of June 30, 2022, the Company had no outstanding balance borrowed under the facility.

As of September 30, 2022, the Company had no outstanding balance borrowed under the facility.

CONVERTIBLE NOTE

1 unchanged sentence

The Notes mature on November 1, 2025, unless earlier repurchased, redeemed or converted as set forth in the Notes.

As of June 30, 2022, the conditions allowing holders of the Notes to convert were not met.

The Notes are therefore not convertible as of June 30, 2022 and are classified as long-term liability.

As of September 30, 2022, the conditions allowing holders of the Notes to convert were not met.

The Notes are therefore not convertible as of September 30, 2022 and are classified as long-term liability.

For additional information, see Note 10(a) to the Consolidated Financial Statements in the 2021 10-K.

The net carrying amounts of the liability of the Notes as of June 30, 2022 and December 31, 2021 are as follows:

The net carrying amounts of the liability of the Notes as of September 30, 2022 and December 31, 2021 are as follows:

September 30,

2022 December 31,

4 unchanged sentences

Net carrying amount of liability component (1) $ 564,677 $ 562,216

(1) An effective market interest rate determines the fair value of the Notes, therefore they are categorized as Level 3 in accordance with ASC 820, "Fair Value Measurements and Disclosures." The estimated fair values of the net carrying amount of liability component of the Notes as of June 30, 2022 and December 31, 2021 were $ 430,776 and $ 467,469 , respectively.

(1) An effective market interest rate determines the fair value of the Notes, therefore they are categorized as Level 3 in accordance with ASC 820, "Fair Value Measurements and Disclosures." The estimated fair values of the net carrying amount of liability component of the Notes as of September 30, 2022 and December 31, 2021 were $ 413,385 and $ 467,469 , respectively.

Finance expense related to the Notes was as follows:

Three months ended June 30, Six months ended June 30, Year ended December 31,

Three months ended September 30, Nine months ended September 30, Year ended December 31,

2022 2021 2022 2021

12 unchanged sentences

RSUs and PSUs granted under the 2015 Plan that are canceled before expiration become available for future grants.

As of June 30, 2022, 16,945,169 ordinary shares were available for grant under the 2015 Plan.

A summary of the status of the Company’s option plans as of June 30, 2022 and changes during the period then ended is presented below:

Six months ended June 30, 2022

As of September 30, 2022 , 16,836,815 ordinary shares were available for grant under the 2015 Plan.

A summary of the status of the Company’s option plans as of September 30, 2022 and changes during the period then ended is presented below:

Nine months ended September 30, 2022

of options Weighted

3 unchanged sentences

Forfeited and canceled ( 108,517 ) 83.57

Outstanding as of June 30, 2022 8,875,777 $ 36.74

Outstanding as of September 30, 2022 8,756,370 $ 37.04

Exercisable options 7,104,809 $ 25.32

For the six months ended June 30, 2022, options to purchase 269,961 ordinary shares were exercised, resulting in the issuance of 269,961 ordinary shares.

A summary of the status of the Company’s RSUs and PSUs as of June 30, 2022 and changes during the period then ended is presented below.

Six months ended June 30, 2022

For the nine months ended September 30, 2022, options to purchase 436,289 ordinary shares were exercised, resulting in the issuance of 436,289 ordinary shares.

A summary of the status of the Company’s RSUs and PSUs as of September 30, 2022 and changes during the period then ended is presented below.

Nine months ended September 30, 2022

of RSU/PSUs Weighted

4 unchanged sentences

Forfeited and cancelled ( 98,579 ) 95.45

Unvested as of June 30, 2022 (1) 5,058,544 66.88

(1) Includes PSUs that have a mix of service, market and other milestone performance vesting conditions which are vested upon achievements of performance milestones which are not probable, as of June 30, 2022, in accordance with ASC 718 as follows:

June 30, 2022

Unvested as of September 30, 2022 (1) 5,067,502 66.49

(1) Includes PSUs that have a mix of service, market and other milestone performance vesting conditions which are vested upon achievements of performance milestones which are not probable, as of September 30, 2022, in accordance with ASC 718 as follows:

September 30, 2022

PSUs Fair value at grant date per PSU Total fair value at grant date

10 unchanged sentences

In the United States, the ESPP is intended to be an “employee stock purchase plan” within the meaning of Section 423 of the Internal Revenue Code and the provisions of the ESPP are construed in a manner consistent with the requirements of such section.

As of June 30, 2022, 4,908,288 ordinary shares were available to be purchased by eligible employees under the ESPP.

As of September 30, 2022, 4,908,288 ordinary shares were available to be purchased by eligible employees under the ESPP.

The fair value of share-based awards was estimated using the Black-Scholes model for all equity grants.

1 unchanged sentence

We assessed fair value using the following underlying assumptions:

Six months ended June 30, Year ended December 31,

Nine months ended September 30, Year ended December 31,

Unaudited Audited

9 unchanged sentences

Risk-free interest rate 0.19 %- 2.52 %

0.05 %- 0.09 %

Dividend yield 0.00 % 0.00 % 0.00 %

The total non-cash share-based compensation expense related to all of the Company’s equity-based awards recognized for the three and six months ended June 30, 2022 and 2021 and the year ended December 31, 2021 was:

Three months ended June 30, Six months ended June 30, Year ended December 31,

The total non-cash share-based compensation expense related to all of the Company’s equity-based awards recognized for the three and nine months ended September 30, 2022 and 2021 and the year ended December 31, 2021 was:

Three months ended September 30, Nine months ended September 30, Year ended December 31,

2022 2021 2022 2021

9 unchanged sentences

The following table sets forth the computation of the Company’s basic and diluted net income (loss) per ordinary share:

Three months ended June 30, Six months ended June 30, Year ended December 31,

Three months ended September 30, Nine months ended September 30, Year ended December 31,

2022 2021 2022 2021

9 unchanged sentences

The following table presents long-lived assets by location:

September 30,

2022 December 31,

8 unchanged sentences

The Company’s revenues by geographic region, based on the customer’s location, are summarized as follows:

Three months ended June 30, Six months ended June 30, Year ended December 31,

Three months ended September 30, Nine months ended September 30, Year ended December 31,

2022 2021 2022 2021

8 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements