SANTA CLARA, Calif., Oct. 26, 2017 /PRNewswire/ -- Gigamon Inc. (NYSE:GIMO), the leader in traffic visibility solutions, today released financial results for its third quarter ended September 30, 2017.

Third Quarter 2017 Financial Highlights:


    --  Revenue of $79.2 million, compared to $83.5 million in the third quarter
        of fiscal 2016.
    --  GAAP gross margin was 82%, compared to 83% in the third quarter of
        fiscal 2016.
    --  Non-GAAP gross margin was 82%, compared to 83% in the third quarter of
        fiscal 2016.
    --  GAAP net income was $2.2 million, or $0.06 per basic and diluted share,
        compared to GAAP net income of $6.1 million, or $0.16 per diluted share,
        in the third quarter of fiscal 2016.
    --  Non-GAAP net income was $9.5 million, or $0.23 per diluted share,
        compared to non-GAAP net income of $14.0 million, or $0.36 per diluted
        share, in the third quarter of fiscal 2016.
    --  Cash and short-term investments were $264.6 million, up $6 million from
        the second quarter of 2017 and up $20 million from the third quarter of
        fiscal 2016.

Conference Call Information:

In light of the pending acquisition by Elliott Management, Gigamon will not hold its earnings conference call today to discuss its third quarter 2017 results. Additionally, Gigamon will not be providing financial guidance.

Additional Information and Where to Find It

Gigamon will file relevant materials with the Securities and Exchange Commission (the "SEC") in connection with the proposed merger, including a preliminary proxy statement on Schedule 14A. Under the proposed terms, promptly after filing its definitive proxy statement with the SEC, Gigamon will mail or otherwise make available the definitive proxy statement and a proxy card to each stockholder entitled to vote at the special meeting relating to the proposed transaction. GIGAMON STOCKHOLDERS AND OTHER INVESTORS ARE ADVISED TO CAREFULLY READ THESE MATERIALS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC IN RESPECT OF THE PROPOSED MERGER WHEN THEY BECOME AVAILABLE, AS THOSE DOCUMENTS WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER AND THE PARTIES TO THE PROPOSED MERGER. Gigamon stockholders and other investors may obtain free copies of the definitive proxy statement, the preliminary proxy statement and other relevant materials in connection with the proposed merger (when they become available), along with other documents filed by Gigamon with the SEC, at the SEC's website (http://www.sec.gov).

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements generally relate to future events, including the timing of the proposed transaction and other information related to the proposed transaction. In some cases, you can identify forward-looking statements because they contain words such as "may," "will," "should," "expects," "plans," "anticipates," "could," "intends," "target," "projects," "contemplates," "believes," "estimates," "predicts," "potential" or "continue" or the negative of these words or other similar terms or expressions that concern the proposed transaction and our expectations, strategy, plans or intentions regarding it. Forward-looking statements in this press release include, but are not limited to, our pending acquisition by Elliott Management. Our expectations and beliefs regarding these matters may not materialize, and actual results in future periods are subject to risks and uncertainties that could cause actual results to differ materially from those projected. These risks include the risk that the transaction may not be completed in a timely manner or at all, which may adversely affect our business and the trading price of our common stock; the failure to satisfy the conditions to closing of the transaction, including obtaining regulatory and shareholder approval; the occurrence of any event, change or other circumstance that could give rise to the termination of the definitive agreement; the potential for litigation relating to the transaction; the risk that the definitive agreement may be terminated in circumstances that require us to pay a termination fee; the effect of the announcement or pendency of the transaction on our business relationships, results of operations and business generally; risks that the proposed transaction disrupts current plans and operations; risk related to diverting management's attention; and general market, political, economic and business conditions. The forward-looking statements contained in this press release are also subject to other risks and uncertainties, including those more fully described in our filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K for the period ended December 31, 2016 and our most recently filed quarterly report on Form 10-Q. The forward-looking statements in this press release are based on information available to Gigamon as of the date hereof.

Non-GAAP Financial Measures

In addition to disclosing financial measures prepared in accordance with U.S. generally accepted accounting principles (GAAP), this press release and accompanying tables contain certain non-GAAP financial measures that exclude stock-based compensation and related payroll taxes, income tax effects of stock-based compensation expense, non-recurring items such as restructuring charges and advisory services and other costs related to non-routine stockholder matters, and periodic tax items. Non-GAAP financial measures do not have any standardized meaning and our non-GAAP financial measures may not be comparable to similarly titled measures presented by other companies. Gigamon considers these non-GAAP financial measures important because they provide useful measures of the operating performance of the company, exclusive of unusual events or factors that do not directly affect what we consider core to our operating performance, and are used by the company's management for that purpose. In addition, investors often use similar measures to evaluate the operating performance of a company. We present non-GAAP financial measures for supplemental informational purposes only to provide additional information in understanding the company's operating results. The non-GAAP financial measures should not be considered a substitute for financial information presented in accordance with GAAP. Please see the reconciliation of non-GAAP financial measures to the most directly comparable GAAP measures attached to this release.

Gigamon

Gigamon (NYSE: GIMO) provides active visibility into physical and virtual network traffic, enabling stronger security and superior performance. Gigamon's Visibility Fabric and GigaSECURE®, the industry's first Security Delivery Platform, deliver advanced intelligence so that security, network and application performance management solutions in enterprise, government and service provider networks operate more efficiently and effectively. See more at www.gigamon.com, the Gigamon Blog, or follow Gigamon on Twitter, LinkedIn or Facebook.


                                                                                                      Gigamon Inc.

                                                                                         Consolidated Statements of Operations

                                                                                        (In thousands, except per share amounts)

                                                                                                      (unaudited)


                                                                    Three Months Ended                                        Nine Months Ended


                                                         September 30,              October 1, 2016               September 30,              October 1, 2016
                                                                  2017                                                      2017
                                                                  ----                                                      ----

    Revenue:

    Product                                                               $51,861                                                   $59,835                    $139,063  $155,805

    Service                                                     27,330                                    23,677                                        78,832    70,021


    Total revenue                                               79,191                                    83,512                                       217,895   225,826

    Cost of revenue:

    Product                                                     11,401                                    12,197                                        32,429    34,414

    Service                                                      3,049                                     2,141                                         8,649     6,562
                                                                 -----                                     -----                                         -----     -----

    Total cost of revenue                                       14,450                                    14,338                                        41,078    40,976
                                                                ------                                    ------                                        ------    ------

    Gross profit                                                64,741                                    69,174                                       176,817   184,850

    Operating expenses:

    Research and development                                    18,783                                    18,306                                        59,451    50,914

    Sales and marketing                                         34,914                                    31,994                                       105,247    88,494

    General and administrative                                  10,697                                     8,887                                        30,033    26,029
                                                                ------                                     -----                                        ------    ------

    Total operating expenses                                    64,394                                    59,187                                       194,731   165,437
                                                                ------                                    ------                                       -------   -------

    Income (loss) from operations                                  347                                     9,987                                      (17,914)   19,413

    Other income (expense):

    Interest income                                                541                                       235                                         1,374       661

    Other expense, net                                           (241)                                    (144)                                        (433)    (386)
                                                                  ----                                      ----                                          ----      ----

    Income (loss) before income tax
     (provision) benefit                                           647                                    10,078                                      (16,973)   19,688

    Income tax benefit (provision)                               1,531                                   (3,999)                                        9,576    23,321

    Net income (loss)                                                      $2,178                                                    $6,079                    $(7,397)  $43,009
                                                                           ======                                                    ======                     =======   =======

    Net income (loss) per share:

    Basic                                                                   $0.06                                                     $0.17                     $(0.20)    $1.22
                                                                            =====                                                     =====                      ======     =====

    Diluted                                                                 $0.06                                                     $0.16                     $(0.20)    $1.15
                                                                            =====                                                     =====                      ======     =====

    Weighted average shares used in computing net income
     (loss) per share:

    Basic                                                       37,196                                    35,770                                        36,885    35,171
                                                                ======                                    ======                                        ======    ======

    Diluted                                                     39,574                                    38,113                                        36,885    37,341
                                                                ======                                    ======                                        ======    ======


                                                          Gigamon Inc.

                                                   Consolidated Balance Sheets

                                                         (In thousands)

                                                           (unaudited)


                                                                               September 30,          December 31,
                                                                               2017                    2016
                                                                              -------------           -------------

    ASSETS

    CURRENT ASSETS:

    Cash and cash equivalents                                                                $173,182               $148,926

    Short-term investments                                                            91,380                109,238

    Accounts receivable, net                                                          71,741                 75,522

    Inventories, net                                                                  15,472                 11,347

    Prepaid expenses and other current assets                                         12,048                  9,909
                                                                                      ------                  -----

    Total current assets                                                             363,823                354,942

    Property and equipment, net                                                       20,735                 11,809

    Deferred tax assets, non-current                                                  50,734                 33,094

    Other assets, non-current                                                          1,103                  1,154
                                                                                       -----                  -----

    TOTAL ASSETS                                                                             $436,395               $400,999
                                                                                             ========               ========

    LIABILITIES AND STOCKHOLDERS' EQUITY

    CURRENT LIABILITIES:

    Accounts payable                                                                           $5,585                 $5,208

    Accrued liabilities                                                               26,897                 34,649

    Deferred revenue                                                                  69,960                 68,997
                                                                                      ------                 ------

    Total current liabilities                                                        102,442                108,854

    Deferred revenue, non-current                                                     32,126                 28,785

    Deferred and other tax liabilities, non-current                                      553                    201

    Other liabilities, non-current                                                       933                    499
                                                                                         ---                    ---

    TOTAL LIABILITIES                                                                136,054                138,339

    STOCKHOLDERS' EQUITY

    Common stock                                                                           4                      4

    Additional paid-in-capital                                                       298,400                256,774

    Accumulated other comprehensive loss                                                (75)                  (17)

    Retained earnings (Accumulated deficit)                                            2,012                  5,899
                                                                                       -----                  -----

    TOTAL STOCKHOLDERS' EQUITY                                                       300,341                262,660
                                                                                     -------                -------

    TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                               $436,395               $400,999
                                                                                             ========               ========


                                                                                                Gigamon Inc.

                                                                                    Consolidated Statements of Cash Flows

                                                                                               (In thousands)

                                                                                                 (unaudited)


                                                                 Three Months Ended                                           Nine Months Ended


                                                      September     October 1,                    September        October 1,
                                                        30, 2017               2016                  30, 2017                  2016
                                                        --------               ----                  --------                  ----

    CASH FLOWS FROM OPERATING ACTIVITIES:

    Net income (loss)                                              $2,178                                            $6,079                       $(7,397)  $43,009

    Adjustments to reconcile net income (loss) to net
     cash provided by operating activities:

    Depreciation and amortization                          2,214                             1,642                                 6,411              4,815

    Stock-based compensation expense                      10,973                            10,104                                39,991             28,884

    Deferred and other income taxes                      (1,790)                            (679)                             (10,147)          (31,570)

    Other                                                      6                                54                                   148                366

    Changes in operating assets and liabilities:

    Accounts receivable                                  (8,221)                         (14,929)                                3,672           (11,567)

    Inventories                                          (1,336)                            (862)                              (4,761)           (4,316)

    Prepaid expenses and other assets                         78                           (1,753)                              (1,944)           (2,991)

    Accounts payable                                       1,757                               569                                   532                 54

    Accrued liabilities and other
     liabilities                                           1,083                             9,227                               (9,308)             3,470

    Deferred revenue                                       5,413                             3,290                                 4,304              1,015


    Net cash provided by (used in)
     operating activities                                 12,355                            12,742                                21,501             31,169

    CASH FLOWS FROM INVESTING ACTIVITIES:

    Purchase of short-term investments                   (8,941)                         (20,942)                             (78,099)          (84,773)

    Proceeds from maturities of short-
     term investments                                     25,300                            24,500                                96,012             85,747

    Purchase of property and equipment                   (6,977)                          (1,523)                             (12,179)           (6,001)
                                                          ------                            ------                               -------             ------

    Net cash provided by (used in)
     investing activities                                  9,382                             2,035                                 5,734            (5,027)

    CASH FLOWS FROM FINANCING ACTIVITIES:

    Proceeds from employee stock
     purchase plan                                         4,487                             3,417                                 9,443              6,785

    Proceeds from exercise of stock
     options                                                  40                             5,528                                   983              9,654

    Shares repurchased for tax
     withholdings on vesting of
     restricted stock units                              (4,188)                          (3,411)                             (12,592)           (7,240)
                                                          ------

    Net cash provided by (used in)
     financing activities                                    339                             5,534                               (2,166)             9,199
                                                             ---                             -----                                ------              -----

    NET INCREASE (DECREASE) IN CASH,
     CASH EQUIVALENTS AND RESTRICTED
     CASH                                                 22,076                            20,311                                25,069             35,341

    CASH, CASH EQUIVALENTS AND
     RESTRICTED CASH -Beginning of
     period                                              151,919                           135,242                               148,926            120,212
                                                         -------                           -------                               -------            -------

    CASH, CASH EQUIVALENTS AND
     RESTRICTED CASH -End of period                              $173,995                                          $155,553                       $173,995  $155,553
                                                                 ========                                          ========                       ========  ========


                                                                                              Gigamon Inc.

                                                                          Reconciliation of GAAP to Non-GAAP Financial Measures

                                                                                   (In thousands, except percentages)

                                                                                               (unaudited)


                                                    Three Months Ended                                     Nine Months Ended


                                             September 30,
                                                  2017                 October 1,               September 30, 2017       October 1,
                                                                          2016                                                    2016
                                                                          ----

    Total Revenue                                             $79,191                                                 $83,512                 $217,895  $225,826
                                                              =======                                                 =======                 ========  ========

    Reconciliation of GAAP Gross Profit and
     GAAP Gross Margin to Non-GAAP Gross
     Profit and Non-GAAP Gross Margin:

    GAAP gross profit                               64,741                             69,174                                       176,817     184,850

    Stock-based
     compensation expense                              333                                519                                         1,802       1,527

    Stock-based
     compensation related
     payroll taxes                                      19                                 28                                            79          64

    Non-GAAP gross profit                                     $65,093                                                 $69,721                 $178,698  $186,441
                                                              =======                                                 =======                 ========  ========

    GAAP gross margin                                  82%                               83%                                          81%        82%

    Non-GAAP gross margin                              82%                               83%                                          82%        83%

    Reconciliation of GAAP Operating Income
     (Loss) to Non-GAAP Operating Income:

    GAAP operating income
     (loss)                                                      $347                                                  $9,987                $(17,914)  $19,413

    Stock-based
     compensation expense                           10,973                             10,104                                        39,991      28,884

    Stock-based
     compensation related
     payroll taxes                                     199                                414                                         1,036         971

    Non-recurring items                              2,305                                  -                                        2,891           -

    Non-GAAP operating
     income                                                   $13,824                                                 $20,505                  $26,004   $49,268
                                                              =======                                                 =======                  =======   =======

    Reconciliation of GAAP Net Income (Loss)
     to Non-GAAP Net Income:

    GAAP net income (loss)                                     $2,178                                                  $6,079                 $(7,397)  $43,009

    Stock-based
     compensation expense                           10,973                             10,104                                        39,991      28,884

    Stock-based
     compensation related
     payroll taxes                                     199                                414                                         1,036         971

    Non-recurring items                              2,305                                  -                                        2,891           -

    Income tax effect of
     Non-GAAP adjustments                          (6,189)                           (2,593)                                     (18,468)   (39,176)


    Non-GAAP net income                                        $9,466                                                 $14,004                  $18,053   $33,688
                                                               ======                                                 =======                  =======   =======


                                                                                           Gigamon Inc.

                                                                 Reconciliation of GAAP to Non-GAAP Financial Measures (continued)

                                                                             (In thousands, except per share amounts)

                                                                                            (unaudited)


                                                          Three Months Ended                              Nine Months Ended

                                                   September 30,             October 1,                September 30,             October 1,
                                                        2017                     2016                         2017                     2016
                                                  --------------             -----------                --------------             -----------

    Reconciliation of GAAP Diluted Net Income
     (Loss) per Share to Non-GAAP Diluted Net
     Income per Share:

    GAAP diluted net income (loss)
     per share                                                      $0.06                                                $0.16                  $(0.20)  $1.15
                                                                    -----                                                -----                   ------   -----

    Stock-based compensation expense                        0.27                                0.27                                     1.08       0.77

    Stock-based compensation
     related payroll taxes                                  0.01                                0.01                                     0.03       0.03

    Non-recurring items                                     0.06                                   -                                    0.08          -

    Income tax effect of non-GAAP
     adjustments                                          (0.16)                             (0.07)                                  (0.50)    (1.05)

    Impact of difference in number
     of GAAP and non-GAAP diluted
     shares                                               (0.01)                             (0.01)                                  (0.05)    (0.01)


    Non-GAAP diluted net income per
     share                                                          $0.23                                                $0.36                    $0.44   $0.89
                                                                    =====                                                =====                    =====   =====

    Reconciliation of GAAP Diluted Weighted-
     Average Number of Shares to Non-GAAP Diluted
     Weighted-Average Number of Shares:

    GAAP diluted weighted-average
     number of shares                                     39,574                              38,113                                   36,885     37,341

    Dilutive impact due to stock-
     based compensation                                    1,546                                 544                                    3,827        673

    Non-GAAP diluted weighted-
     average number of shares                             41,120                              38,657                                   40,712     38,014
                                                          ======                              ======                                   ======     ======

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