| _id | d1b386e80 |
| title |  |
| text | Note 19 – Summarized Quarterly Financial Data (Unaudited)
The following table presents unaudited quarterly operating results for each of our last eight fiscal quarters. This information has been prepared on a basis consistent with our audited financial statements and includes all adjustments, consisting only of normal recurring adjustments, considered necessary for a fair presentation of the data.
UNAUDITED QUARTERLY OPERATING RESULTS
(In thousands, except for per share amounts)

(In thousands, except for per share amounts)
(1) Assumes exercise of dilutive securities calculated under the treasury stock method.

 |
| table | Three Months Ended                         | March 31, 2019 | June 30, 2019 | September 30, 2019 | December 31, 2019
------------------------------------------ | -------------- | ------------- | ------------------ | -----------------
Net sales                                  | $143,791       | $156,391      | $114,092           | $115,787
Gross profit                               | $60,612        | $65,015       | $46,331            | $47,209
Operating income (loss)                    | $(6,167)       | $562          | $(20,288)          | $(14,070)
Net income (loss)                          | $770           | $3,995        | $(46,123)          | $(11,624)
Earnings (loss) per common share - basic   | $0.02          | $0.08         | $(0.96)            | $(0.25)
Earnings (loss) per common share - diluted | $0.02(1)       | $0.08(1)      | $(0.96)            | $(0.25) |


| _id | d1a722202 |
| title |  |
| text | Research and Development Expense

Research and development expense increased by $19.1 million in 2018 compared to 2017. The increase was primarily due to a $18.1 million increase in employee-related costs, which includes stock-based compensation, associated with our increased headcount from 159 employees as of December 31, 2017 to 229 employees as of December 31, 2018. The remaining increase was principally the result of a $2.9 million increase in hosting and software related cost to support research and development activities and an

research and development activities and an increase of $0.3 million in software subscription cost which was offset by a $1.0 million decrease in office related expenses to support research and development activities. A total of $7.8 million of internally-developed software costs during 2018 and $6.3 million of internally-developed software costs during 2017 were capitalized, resulting in a decrease of the expense by $1.4 million compared to 2017.

 |
| table | | Year Ended December 31, |                        | Change   |
------------------------ | ----------------------- | ---------------------- | -------- | -----
                         | 2018                    | 2017                   | $        | %
                         |                         | (dollars in thousands) |          |
Research and development | $ 41,305                | $ 22,241               | $ 19,064 | 85.7%
% of revenue             | 28%                     | 21%                    |          | |


| _id | d1b2f7b68 |
| title |  |
| text | Contractual Obligations
The following table provides a summary of our contractual obligations and commercial commitments at December 31, 2019. Additional detail about these items is included in the notes to the consolidated financial statements.
(1) Items included in long-term debt with variable coupon rates exclude unamortized debt issuance costs, and are described in Note 7 to the consolidated financial statements. (2) See Note 6 to the consolidated financial statements for additional information.

(3) Items included in purchase obligations are primarily commitments to purchase content and network services, equipment, software and marketing services, which will be used or sold in the ordinary course of business. These amounts do not represent our entire anticipated purchases in the future, but represent only those items that are the subject of contractual obligations. We also purchase products and services as needed with no firm commitment.

For this reason, the amounts presented in this table alone do not provide a reliable indicator of our expected future cash outflows or changes in our expected cash position. See Note 16 to the consolidated financial statements for additional information.

(4) Other long-term liabilities represent estimated postretirement benefit and qualified pension plan contributions. Estimated qualified pension plan contributions include expected minimum funding contributions, which commence in 2026 based on the plan’s current funded status. Estimated postretirement benefit payments include expected future postretirement benefit payments.

These estimated amounts: (1) are subject to change based on changes to assumptions and future plan performance, which could impact the timing or amounts of these payments; and (2) exclude expectations beyond 5 years due to uncertainty of the timing and amounts. See Note 11 to the consolidated financial statements for additional information.

(5) Represents future minimum payments under the sublease arrangement for our tower transaction. See Note 6 to the consolidated financial statements for additional information.
We are not able to make a reasonable estimate of when the unrecognized tax benefits balance of $2.9 billion and related interest and penalties will be settled with the respective taxing authorities until issues or examinations are further developed. See Note 12 to the consolidated financial statements for additional information.

 |
| table | |           |                  |               |               | (dollars in millions) Payments Due By Period
--------------------------------------------------- | --------- | ---------------- | ------------- | ------------- | --------------------------------------------
Contractual Obligations                             | Total     | Less than 1 year | 1 to 3 years  | 3 to 5 years  | More than 5 years
Long-term debt(1)                                   | $110,865  | $ 10,470         | $ 16,431      | $ 9,803       | $ 74,161
Finance lease obligations(2)                        | 1,213     | 366              | 479           | 244           | 124
Total long-term debt, including current maturities  | 112,078   | 10,836           | 16,910        | 10,047        | 74,285
Interest on long-term debt(1)                       | 62,450    | 4,578            | 8,383         | 7,426         | 42,063
Operating leases(2)                                 | 25,968    | 4,099            | 7,127         | 5,485         | 9,257
Purchase obligations(3)                             | 18,769    | 8,384            | 7,448         | 1,441         | 1,496
Other long-term liabilities(4)                      | 4,135     | 694              | 1,692         | 1,749         | —
Finance obligations(5)                              | 1,539     | 281              | 579           | 603           | 76
Total contractual obligations                       | $ 224,939 | $ 28,872         | $ 42,139      | $ 26,751      | $ 127,177 |


| _id | d1b3aed54 |
| title |  |
| text | Deferred commissions
As a result of our adoption of ASC 606, we capitalize sales commissions that are incremental direct costs of obtaining customer contracts for which revenue is not immediately recognized. We then amortize capitalized commissions based on the transfer of goods or services to which they relate. The following tables summarize the activity related to deferred commissions and their balances as reported in our consolidated balance sheets (in millions):

 |
| table | |                | Year Ended
-------------------------- | -------------- | --------------
                           | April 26, 2019 | April 27, 2018
Other current assets       | $ 75           | $ 66
Other non-current assets   | 97             | 71
Total deferred commissions | $ 172          | $ 137 |


| _id | d1a731306 |
| title |  |
| text | AMERICAN TOWER CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Tabular amounts in millions, unless otherwise disclosed)
6. NOTES RECEIVABLE AND OTHER NON-CURRENT ASSETS
Notes receivable and other non-current assets consisted of the following:
The reduction in Long-term prepaid ground rent is a result of the reclassification of assets to the Right-of-use asset in connection with the Company’s adoption of the new lease accounting standard.

 |
| table | | As of             |
--------------------------------------------- | ----------------- | -----------------
                                              | December 31, 2019 | December 31, 2018
Long-term prepaid ground rent                 | $—                | $607.5
Notes receivable                              | 1.1               | 1.0
Other miscellaneous assets                    | 405.3             | 354.1
Notes receivable and other non-current assets | $406.4            | $962.6 |


| _id | d1b3b9614 |
| title |  |
| text | On August 1, 2019 the Company acquired 100% of the limited liability company interest in Automated Packaging Systems, LLC, formerly Automated Packaging Systems, Inc., a manufacturer of automated bagging systems. The acquisition is included in our Product Care reporting segment. Automated offers opportunities to expand the Company's automated solutions as well as expand into adjacent markets.

Consideration exchanged for Automated was $445.7 million in cash. The preliminary opening balance sheet includes $58.2 million of assumed liabilities in connection with a deferred incentive compensation plan for Automated's European employees. Of this amount $19.7 million was paid as of December 31, 2019. Sealed Air will make the remaining payments to deferred incentive compensation plan participants in approximately equal installments over the next two years.

The purchase price was primarily funded with proceeds from the incremental term facility provided for under an amendment to our Credit Agreement, as described in Note 14, "Debt and Credit Facilities," of the Notes to Consolidated Financial Statements. For the year ended December 31, 2019, transaction expenses recognized for the Automated acquisition was $3.3 million. These expenses are included within selling, general and administrative expenses in the Consolidated Statements of Operations.

The following table summarizes the consideration transferred to acquire Automated and the preliminary allocation of the purchase price among the assets acquired and liabilities assumed. The allocation of purchase price is still preliminary as the Company finalizes the final purchase price adjustment with the seller and finalizes other aspects of the valuation including deferred taxes and intangible valuations. Preliminary estimates will be finalized within one year of the date of acquisition.

(1) On August 1, 2019, $8.6 million in cash was initially recorded as Other receivables in our preliminary opening balance sheet as disclosed in the table included in our third quarter 2019 Form 10-Q filing. The Company determined this balance should be reflected in Cash as the amount was settled to Automated on the day of purchase. This change had no impact on consideration paid or on our Consolidated Balance Sheets as of September 30, 2019.

(2) On August 1, 2019, $19.4 million was initially recorded within Other non-current liabilities in our preliminary opening balance sheet as disclosed in the table included in our third quarter 2019 Form 10-Q filing. This amount was related to the second installment payment of the deferred incentive compensation plan for Automated's European employees. As two payments were expected to be made within the first twelve months after acquisition, the amount related to the second payment should have been

related to the second payment should have been reflected in other current liabilities. The preliminary allocation as of August 1, 2019 now shows the second installment within other current liabilities.

 |
| table | | Revised Preliminary  | Measurement | Revised Preliminary
----------------------------------------------------------- | -------------------- | ----------- | -----------------------
                                                            | Allocation           | Period      | Allocation
(In millions)                                               | As of August 1, 2019 | Adjustments | As of December 31, 2019
Total consideration transferred                             | $ 445.7              | $ —         | $ 445.7
Assets:                                                     |                      |             |
Cash and cash equivalents(1)                                | 16.0                 | (0.2)       | 15.8
Trade receivables, net                                      | 37.3                 | —           | 37.3
Other receivables(1)                                        | 0.3                  | —           | 0.3
Inventories, net                                            | 40.7                 | (0.7)       | 40.0
Prepaid expenses and other current assets                   | 2.3                  | —           | 2.3
Property and equipment, net                                 | 79.3                 | 9.3         | 88.6
Identifiable intangible assets, net                         | 78.7                 | (1.4)       | 77.3
Goodwill                                                    | 261.3                | (7.4)       | 253.9
Operating lease right-of-use-assets                         | —                    | 4.3         | 4.3
Other non-current assets                                    | 24.7                 | 1.3         | 26.0
Total assets                                                | $ 540.6              | $ 5.2       | $ 545.8
Liabilities:                                                |                      |             |
Accounts Payable                                            | 12.0                 | —           | 12.0
Current portion of long-term debt                           | 2.6                  | —           | 2.6
Current portion of operating lease liabilities              | —                    | 1.5         | 1.5
Other current liabilities(2)                                | 56.2                 | (1.1)       | 55.1
Long-term debt, less current portion                        | 4.3                  | —           | 4.3
Long-term operating lease liabilities, less current portion | —                    | 2.8         | 2.8
Deferred taxes                                              | —                    | 0.4         | 0.4
Other non-current liabilities(2)                            | 19.8                 | 1.6         | 21.4
Total liabilities                                           | $ 94.9               | $ 5.2       | $ 100.1 |


| _id | d1b3a358a |
| title |  |
| text | Acquisition-Related Expenses
We have incurred acquisition-related expenses related to our acquisition of Level 3. The table below summarizes our acquisition-related expenses, which consist of integration and transformation-related expenses, including severance and retention compensation expenses, and transaction-related expenses:

At December 31, 2019, we had incurred cumulative acquisition-related expenses of $950 million for Level 3. The total amounts of these expenses are included in our selling, general and administrative expenses.
Level 3 incurred transaction-related expenses of $47 million on the date of acquisition. This amount is not included in our results of operations.

 |
| table | |      | Years Ended December 31, |
----------------------------------------------- | ---- | ------------------------ | ----
                                                | 2019 | 2018                     | 2017
                                                |      | (Dollars in millions)    |
Transaction-related expenses                    | $—   | 2                        | 174
Integration and transformation-related expenses | 234  | 391                      | 97
Total acquisition-related expenses              | $234 | 393                      | 271 |


| _id | d1b386d40 |
| title |  |
| text | Provision (Benefit) For Income Taxes

Provision for income taxes reflects the tax provision on our operations in foreign and U.S. jurisdictions, offset by tax benefits from a partial release of valuation allowance against U.S. federal and state deferred tax assets ("DTAs") and from lapsing of statute of limitations related to uncertain tax positions in foreign jurisdictions. As of December 28, 2019, we maintain a valuation allowance of $36.6 million primarily against our California deferred tax assets and foreign tax credits, due to

tax assets and foreign tax credits, due to uncertainty about the future realization of these assets.

The benefit for income taxes in fiscal 2018 includes a $75.8 million reduction to our valuation allowance on our U.S. deferred tax assets as sufficient positive evidence existed to support the realization of such DTAs. The effective tax rate in fiscal 2018 also benefited from a lower statutory tax rate in the U.S., partially offset by higher profits in foreign jurisdictions.

Our effective tax rate may vary from period to period based on changes in estimated taxable income or loss by jurisdiction, changes to the valuation allowance, changes to U.S. federal, state or foreign tax laws, future expansion into areas with varying country, state, and local income tax rates, deductibility of certain costs and expenses by jurisdiction.

 |
| table | |                   | Fiscal Year Ended      |
------------------------------------ | ----------------- | ---------------------- | -----------------
                                     | December 28, 2019 | December 29, 2018      | December 30, 2017
                                     |                   | (Dollars in thousands) |
Provision (benefit) for income taxes | $11,717           | $(70,109)              | $1,293
Effective tax rate                   | 22.9 %            | (206.6) %              | 3.1 % |


| _id | d1b394044 |
| title |  |
| text | Our net sales by offering category for North America for 2019 and 2018, were as follows (dollars
in thousands):
Net sales in North America increased 12%, or $661.3 million, in 2019 compared to 2018. This increase reflects the addition of PCM, which reported $716.1 million in net sales in 2019, partially offset by a decline in net sales of the core business of $51.3 million. Net sales of hardware, software and services increased 10%, 14% and 25%, respectively, year over year.

 |
| table | | North America |            |
-------- | ------------- | ---------- | -------
SalesMix | 2019          | 2018       | %Change
Hardware | $3,957,507    | $3,610,356 | 10%
Software | 1,269,983     | 1,112,715  | 14%
Services | 796,815       | 639,910    | 25%
         | $6,024,305    | $5,362,981 | 12% |


| _id | d1b33a846 |
| title |  |
| text | 3.3 DEPRECIATION AND AMORTIZATION
(1) Fiscal 2018 was restated to comply with IFRS 15 and to reflect a change in accounting policy as well as to reclassify results from Cogeco Peer 1 as discontinued operations. For further details, please consult the "Accounting policies" and "Discontinued operations" sections.

Fiscal 2019 depreciation and amortization expense increased by 10.9% resulting mainly from the impact of the MetroCast acquisition combined with additional depreciation from the acquisitions of property, plant and equipment during the fiscal year and the appreciation of the US dollar against the Canadian dollar compared to the prior year.

 |
| table | Years ended August 31,                        | 2019    | 2018 (1) | Change
--------------------------------------------- | ------- | -------- | ------
(in thousands of dollars, except percentages) | $       | $        | %
Depreciation of property, plant and equipment | 423,432 | 387,726  | 9.2
Amortization of intangible assets             | 57,293  | 45,928   | 24.7
                                              | 480,725 | 433,654  | 10.9 |


| _id | d1b365190 |
| title |  |
| text | Long-lived assets by geographic region were as follows (amounts in millions):
The only long-lived assets that we classify by region are our long-term tangible fixed assets, which consist of property, plant, and equipment assets, and beginning with 2019, as a result of our adoption of a new lease accounting standard, our lease ROU assets; all other long-term assets are not allocated by location.
For information regarding significant customers, see “Concentration of Credit Risk” in Note 2.

 |
| table | |      | At December 31, |
-------------------------------------------- | ---- | --------------- | ----
                                             | 2019 | 2018            | 2017
Long-lived assets* by geographic region:     |      |                 |
Americas                                     | $322 | $203            | $197
EMEA                                         | 142  | 62              | 75
Asia Pacific                                 | 21   | 17              | 22
Total long-lived assets by geographic region | $485 | $282            | $294 |


| _id | d1b3558a8 |
| title |  |
| text | 20 Trade and Other Receivables
Trade receivables are non interest-bearing and are generally on 30–90 day payment terms depending on the geographical territory in which sales are generated. The carrying value of trade and other receivables also represents their fair value. During the year-ended 31 March 2019 a provision for impairment of $0.6M (2018: $0.6M) was recognised in operating expenses against receivables.

The net contract acquisition expense deferred within the Consolidated Statement of Profit or Loss was $0.9M of the total $259.9M of Sales and Marketing costs (2018: $8.4M / $239.9M).

 |
| table | | 31 March 2019 | 31 March 2018 Restated See note 2
--------------------------------------------- | ------------- | ---------------------------------
                                              | $M            | $M
Current                                       |               |
Trade receivables                             | 128.7         | 151.8
Prepayments                                   | 26.9          | 23.1
Deferral of contract acquisition costs        | 31.5          | 29.5
Other receivables                             | 8.2           | 6.4
Total current trade and other receivables     | 195.3         | 210.8
Non-current                                   |               |
Deferral of contract acquisition costs        | 15.1          | 16.2
Other receivables                             | 1.3           | 1.3
Total non-current trade and other receivables | 16.4          | 17.5 |


| _id | d1b39a5ac |
| title |  |
| text | ADVANCED ENERGY INDUSTRIES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (continued) (in thousands, except per share amounts)
The fair value of the Company’s qualified pension plan assets by category for the years ended December 31, are as follows:

At December 31, 2019 our plan’s assets of $14.9 million were invested in five separate funds including a multiasset fund (32.4%), a diversified growth fund (32.6%), an index-linked gilt (13.0%), corporate bonds (14.0%), and insurance contracts (7%). The asset and growth funds aim to generate an ‘equity-like’ return over an economic cycle with significantly reduced volatility relative to equity markets and have scope to use a diverse range of asset classes, including equities, bonds, cash and alternatives,

including equities, bonds, cash and alternatives, e.g. property, infrastructure, high yield bonds, floating rate debt, private, equity, hedge funds and currency. The bond fund and gilt fund are invested in index-linked gilts and corporate bonds. These investments are intended to provide a degree of protection against changes in the value of our plan’s liabilities related to changes in long-term expectations for interest rates and inflation expectations.

 |
| table | |         | December 31, 2019 |         |
----------------------- | ------- | ----------------- | ------- | -------
                        | Level 1 | Level 2           | Level 3 | Total
Multi-Asset Fund        | $ —     | $4,825            | $ —     | $ 4,825
Diversified Growth Fund | —       | 4,855             | —       | 4,855
Index-Linked Gilts      | —       | 1,934             | —       | 1,934
Corporate Bonds         | —       | 2,090             | —       | 2,090
Insurance Contracts     | —       | —                 | 1,045   | 1,045
Cash                    | 154     | —                 | —       | 154
Total                   | $154    | $13,704           | $1,045  | $14,903
                        |         | December 31, 2018 |         |
                        | Level 1 | Level 2           | Level 3 | Total
Multi-Asset Fund        | $ —     | $4,570            | $—      | $4,570
Diversified Growth Fund | —       | 4,650             | —       | 4,650
Index-Linked Gilts      | —       | 2,044             | —       | 2,044
Corporate Bonds         | —       | 2,044             | —       | 2,044
Insurance Contracts     | —       | —                 | 72      | 72
Cash                    | 53      | —                 | —       | 53
Total                   | $53     | $13,308           | $72     | $13,433 |


| _id | d1b3b60c2 |
| title |  |
| text | Goodwill
Goodwill consists of the excess of the consideration transferred over the fair value of net assets acquired in business combinations. Autodesk tests goodwill for impairment annually in its fourth fiscal quarter or more often if circumstances indicate a potential impairment may exist, or if events have affected the composition of reporting units.

When goodwill is assessed for impairment, Autodesk has the option to perform an assessment of qualitative factors of impairment (“optional assessment”) prior to necessitating a quantitative impairment test. Should the optional assessment be used for any given fiscal year, qualitative factors to consider include cost factors; financial performance; legal, regulatory, contractual, political, business, or other factors; entity specific factors; industry and market considerations, macroeconomic conditions, and

considerations, macroeconomic conditions, and other relevant events and factors affecting the reporting unit. If, after assessing the totality of events or circumstances, it is more likely than not that the fair value of the reporting unit is greater than its carrying value, then performing the quantitative impairment test is unnecessary.

The quantitative impairment test is necessary when either Autodesk does not use the optional assessment or, as a result of the optional assessment, it is not more likely than not that the fair value of the reporting unit is greater than its carrying value. In situations in which an entity's reporting unit is publicly traded, the fair value of the Company may be approximated by its market capitalization, in performing the quantitative impairment test.

Goodwill impairment exists when the estimated fair value of goodwill is less than its carrying value. If impairment exists, the carrying value of the goodwill is reduced to fair value through an impairment charge recorded in the Company's statements of operations. The process of evaluating the potential impairment of goodwill is subjective and requires significant judgment at many points during the analysis. The value of Autodesk’s goodwill could also be impacted by future adverse changes such as: (i)

impacted by future adverse changes such as: (i) declines in Autodesk’s actual financial results, (ii) a sustained decline in Autodesk’s market capitalization, (iii) a significant slowdown in the worldwide economy or the industries Autodesk serves, or (iv) changes in Autodesk’s business strategy.

For the annual impairment test, Autodesk's market capitalization was substantially in excess of the carrying value of the Company as of January 31, 2019. Accordingly, Autodesk has determined there was no goodwill impairment during the fiscal year ended January 31, 2019. In addition, Autodesk did not recognize any goodwill impairment losses in fiscal 2018 or 2017.
The following table summarizes the changes in the carrying amount of goodwill during the fiscal years ended January 31, 2019 and 2018:

(1) Purchase accounting adjustments reflect revisions made to the Company’s preliminary determination of estimated fair value of assets and liabilities assumed during fiscal 2019 and 2018.

 |
| table | (in million)                                                                          | January 31, 2019 | January 31, 2018
------------------------------------------------------------------------------------- | ---------------- | ----------------
Goodwill, beginning of the year                                                       | $1,769.4         | $1,710.3
Less: accumulated impairment losses, beginning of the year                            | (149.2)          | (149.2)
Additions arising from acquisitions during the year                                   | 866.9            | —
Effect of foreign currency translation, measurement period adjustments, and other (1) | (36.3)           | 59.1
Goodwill, end of the year                                                             | $2,450.8         | $1,620.2 |


| _id | d1b301ffa |
| title |  |
| text | Operating Leases and Other Contractual Commitments
VMware leases office facilities and equipment under various operating arrangements. VMware’s minimum future lease commitments and other contractual commitments at January 31, 2020 were as follows (table in millions):
(1) Amounts in the table above exclude legally binding minimum lease payments for leases signed but not yet commenced of $361 million, as well as expected sublease income.

The amount of the future lease commitments after fiscal 2025 is primarily for the ground leases on VMware’s Palo Alto, California headquarter facilities, which expire in fiscal 2047. As several of VMware’s operating leases are payable in foreign currencies, the operating lease payments may fluctuate in response to changes in the exchange rate between the U.S. dollar and the foreign currencies in which the commitments are payable.

 |
| table | | Future Lease Commitments(1) | Purchase Obligations | Asset Retirement Obligations | Total
---------- | --------------------------- | -------------------- | ---------------------------- | ------
2021       | $144                        | $168                 | $1                           | $313
2022       | 141                         | 74                   | 3                            | 218
2023       | 127                         | 13                   | 2                            | 142
2024       | 101                         | —                    | —                            | 101
2025       | 77                          | —                    | 2                            | 79
Thereafter | 612                         | —                    | 5                            | 617
Total      | $1,202                      | $255                 | $13                          | $1,470 |


| _id | d1b3a2fb8 |
| title |  |
| text | Property, plant and equipment, net
Property, plant and equipment, net consisted of the following at December 31, 2019 and 2018 (in thousands):

We periodically assess the estimated useful lives of our property, plant and equipment whenever applicable facts and circumstances indicate a change in the estimated useful life of an asset may have occurred. During the year ended December 31, 2019, we revised the estimated useful lives of certain core Series 6 manufacturing equipment from 10 years to 15 years. Such revision was primarily due to the validation of certain aspects of our Series 6 module technology, including the nature of the manufacturing

including the nature of the manufacturing process, the operating and maintenance cost profile of the manufacturing equipment, and the technology’s compatibility with our long-term module technology roadmap. We expect the revised useful lives to reduce depreciation by approximately $15.0 million per year. Depreciation of property, plant and equipment was $176.4 million, $109.1 million, and $91.4 million for the years ended December 31, 2019, 2018, and 2017, respectively.

 |
| table | | 2019        | 2018
------------------------------------ | ----------- | -----------
Land                                 | $14,241     | $14,382
Buildings and improvements .         | 664,266     | 567,605
Machinery and equipment .            | 2,436,997   | 1,826,434
Office equipment and furniture .     | 159,848     | 178,011
Leasehold improvements               | 48,772      | 49,055
Construction in progress             | 243,107     | 405,581
Property, plant and equipment, gross | 3,567,231   | 3,041,068
Accumulated depreciation .           | (1,386,082) | (1,284,857)
Property, plant and equipment, net   | $2,181,149  | $1,756,211 |


| _id | d1b391722 |
| title |  |
| text | Our financial performance

This section presents our operating performance, providing commentary on how the revenue and the adjusted EBITDA performance of the Group and its operating segments have developed over the last year. Following the adoption of IFRS 15 “Revenue from Contracts with Customers” on 1 April 2018, the Group’s statutory results for the year ended 31 March 2019 are on an IFRS 15 basis, whereas the statutory results for the year ended 31 March 2018 are on an IAS 18 basis as previously reported, with any comparison

basis as previously reported, with any comparison between the two bases of reporting not being meaningful. As a result, the discussion of our operating financial performance is primarily on an IAS 18 basis for all years presented. See “Alternative performance measures” on page 231 for more information and reconciliations to the closest respective equivalent GAAP measures.

Notes:
* All amounts in the Our financial performance section marked with an “*” represent organic growth which presents performance on a comparable basis, both in terms of merger and acquisition activity and movements in foreign exchange rates. Organic growth is an alternative performance measure. See “Alternative performance measures” on page 231 for further details and reconciliations to the respective closest equivalent GAAP measure.

Revenue and service revenue include the regional results of Europe, Rest of the World, Other (which includes the results of partner market activities) and eliminations. The 2019 results reflect average foreign exchange rates of €1:£0.88, €1:INR 80.93, €1:ZAR 15.92, €1:TKL 6.05 and €1: EGP 20.61.

2 Service revenue, adjusted EBITDA, adjusted EBIT and adjusted operating profit are alternative performance measures. Alternative performance measures are non-GAAP measures that are presented to provide readers with additional financial information that is regularly reviewed by management and should not be viewed in isolation or as an alternative to the equivalent GAAP measures. See “Alternative performance measures” on page 231 for more information and reconciliations to the closest respective equivalent

to the closest respective equivalent GAAP measure and “Definition of terms” on page 250 for further details.

3 Share of adjusted results in equity accounted associates and joint ventures excludes amortisation of acquired customer bases and brand intangible assets, restructuring costs and other costs of €0.6 billion which are included in amortisation of acquired customer base and brand intangible assets, restructuring costs and other income and expense respectively.

 |
| table | Group1,2                                                            |            |           |           |               |
------------------------------------------------------------------- | ---------- | --------- | --------- | ------------- | ----------
                                                                    | 2019       | 2019      | 2018      | IAS 18 growth |
                                                                    | IFRS 15 €m | IAS 18 €m | IAS 18 €m | Reported %    | Organic* %
Revenue                                                             | 43,666     | 45,066    | 46,571    | (3.2)         | (0.1)
Service revenue                                                     | 36,458     | 39,220    | 41,066    | (4.5)         | (0.9)
Other revenue                                                       | 7,208      | 5,846     | 5,505     |               |
Adjusted EBITDA                                                     | 13,918     | 14,139    | 14,737    | (4.1)         | (0.5)
Depreciation and amortisation                                       | (9,665)    | (9,665)   | (9,910)   |               |
Adjusted EBIT                                                       | 4,253      | 4,474     | 4,827     | (7.3)         | (2.5)
Share of adjusted results in associates and joint ventures3         | (348)      | (291)     | 389       |               |
Adjusted operating profit                                           | 3,905      | 4,183     | 5,216     | (19.8)        | (0.2)
Adjustments for:                                                    |            |           |           |               |
Impairment loss                                                     | (3,525)    |           | –         |               |
Restructuring costs                                                 | (486)      |           | (156)     |               |
Amortisation of acquired customer bases and brand intangible assets | (583)      |           | (974)     |               |
Other income and expense                                            | (262)      |           | 213       |               |
Operating (loss)/profit                                             | (951)      |           | 4,299     |               |
Non-operating income and expense                                    | (7)        |           | (32)      |               |
Net financing costs                                                 | (1,655)    |           | (389)     |               |
Income tax (expense)/credit                                         | (1,496)    |           | 879       |               |
(Loss)/profit for the financial year from continuing operations     | (4,109)    |           | 4,757     |               |
Loss for the financial year from discontinued operations            | (3,535)    |           | (1,969)   |               |
(Loss)/profit for the financial year                                | (7,644)    |           | 2,788     |               | |


| _id | d1b318f20 |
| title |  |
| text | Item 6. Selected Financial Data
You should read the following selected consolidated financial data in conjunction with Part II, Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations," and our consolidated financial statements and the related notes included in Part II, Item 8, "Financial Statements and Supplementary Data" of this Annual Report on Form 10-K.

The consolidated statements of income data for each of the years ended December 31, 2019, 2018, and 2017 and the consolidated balance sheets data as of December 31, 2019 and 2018 are derived from our audited consolidated financial statements included in Part II, Item 8, "Financial Statements and Supplementary Data" of this Annual Report on Form 10-K. The consolidated statements of income data for the years ended December 31, 2016 and 2015 and the consolidated balance sheets data as of December 31, 2017,

balance sheets data as of December 31, 2017, 2016, and 2015 are derived from our audited consolidated financial statements, except as otherwise noted, that are not included in this Annual Report on Form 10-K. Our historical results are not necessarily indicative of our results in any future period.

(1) Total costs and expenses include 4,840 million, 4,150 million, 3,720 million, 3,220 million, and 2,970 million of share-based compensation for the years ended December 31, 2019, 2018, 2017, 2016, and 2015, respectively.

 |
| table | |         |         | Year Ended December 31,              |         |
--------------------------------------------------------------------------- | ------- | ------- | ------------------------------------ | ------- | -------
                                                                            | 2019    | 2018    | 2017                                 | 2016    | 2015
                                                                            |         |         | (in millions, except per share data) |         |
Consolidated Statements of Income Data:                                     |         |         |                                      |         |
Revenue                                                                     | $70,697 | $55,838 | $40,653                              | $27,638 | $17,928
Total costs and expenses(1)                                                 | $46,711 | $30,925 | $20,450                              | $15,211 | $11,703
Income from operations                                                      | $23,986 | $24,913 | $20,203                              | $12,427 | $6,225
Income before provision for income taxes                                    | $24,812 | $25,361 | $20,594                              | $12,518 | $6,194
Net income                                                                  | $18,485 | $22,112 | $15,934                              | $10,217 | $3,688
Net income attributable to Class A and Class B common stockholders          | $18,485 | $22,111 | $15,920                              | $10,188 | $3,669
Earnings per share attributable to Class A and Class B common stockholders: |         |         |                                      |         |
Basic                                                                       | $6.48   | $7.65   | $5.49                                | $3.56   | $1.31
Diluted                                                                     | $6.43   | $7.57   | $5.39                                | $3.49   | $1.29 |


| _id | d1b344f08 |
| title |  |
| text | Repurchase of Company Shares

In November 2018, the Board of Directors authorized management to repurchase up to an additional $5.0 billion of Common Stock on such terms and conditions as it deems appropriate. These repurchases can be conducted on the open market or as private purchases and may include the use of derivative contracts with large financial institutions, in all cases subject to compliance with applicable law. This repurchase program has no termination date and may be suspended or discontinued at any time. Funding for this

or discontinued at any time. Funding for this share repurchase program may be through a combination of cash on hand, cash generation, and borrowings. As of June 30, 2019, we have purchased approximately $2.0 billion of shares under this authorization, $0.5 billion via open market trading and $1.5 billion utilizing accelerated share repurchase arrangements.

Accelerated Share Repurchase Agreements

On June 4, 2019, we entered into four separate accelerated share repurchase agreements (collectively, the “June 2019 ASR”) with two financial institutions to repurchase a total of $750 million of Common Stock. We took an initial delivery of approximately 3.1 million shares, which represented 75% of the prepayment amount divided by our closing stock price on June 4, 2019. The total number of shares received under the June 2019 ASR will be based upon the average daily volume weighted average price of our

daily volume weighted average price of our Common Stock during the repurchase period, less an agreed upon discount. Final settlement of the June 2019 ASR is anticipated to occur no later than November 20, 2019.

On January 31, 2019, we entered into two separate accelerated share repurchase agreements (collectively, the “January 2019 ASR”) with two financial institutions to repurchase a total of $760 million of Common Stock. We took an initial delivery of approximately 3.3 million shares, which represented 75% of the prepayment amount divided by our closing stock price on January 30, 2019. The total number of shares received under the January 2019 ASR was based upon the average daily volume weighted average price

the average daily volume weighted average price of our Common Stock during the repurchase period, less an agreed upon discount. Final settlement of the agreements occurred during May 2019, resulted in the receipt of approximately 0.8 million additional shares, which yielded a weighted-average share price of approximately $182.32 for the transaction period.

Share repurchases, including those under the repurchase program, were as follows:

(1) During the fiscal year ended June 30, 2019, we acquired 0.5 million shares at a total cost of $80.5 million which we withheld through net share settlements to cover minimum tax withholding obligations upon the vesting of restricted stock unit awards granted under our equity compensation plans. The shares retained by us through these net share settlements are not a part of the Board-authorized repurchase program but instead are authorized under our equity compensation plan.

(2) Average price paid per share excludes effect of accelerated share repurchases, see additional disclosure above regarding our accelerated share repurchase activity during the fiscal year.

 |
| table | Period                                            | Total Number of Shares Repurchased (1) | Average Price Paid per Share(2)       | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | Amount Available Under Repurchase Program
------------------------------------------------- | -------------------------------------- | ------------------------------------- | -------------------------------------------------------------------------------- | -----------------------------------------
                                                  |                                        | (in thousands, except per share data) |                                                                                |
Available balance as of June 24, 2018             |                                        |                                       |                                                                                | $1,733,638
Quarter ended September 23, 2018                  | 7,821                                  | $183.46                               | 7,807                                                                            | 108
Board authorization, $5.0 billion, November  2018 |                                        |                                       |                                                                                | 5,000,000
Quarter ended December 23, 2018                   | 1,693                                  | $145.30                               | 1,683                                                                            | 5,000,000
Quarter ended March 31, 2019                      | 6,125                                  | $172.06                               | 5,702                                                                            | 4,138,494
April 1, 2019 - April 28, 2019                    | 3                                      | $193.52                               | —                                                                                | 4,138,494
April 29, 2019 - May 26, 2019                     | 1,147                                  | $190.89                               | 1,143                                                                            | 3,920,258
May 27, 2019 - June 30, 2019                      | 4,728                                  | $176.68                               | 4,724                                                                            | 3,033,500
Total                                             | 21,517                                 | $181.72                               | 21,059                                                                           | $ 3,033,500 |


| _id | d1b335d96 |
| title |  |
| text | 31. NET DEFERRED GAIN (Cont’d)
NetLink Trust (“NLT”) is a business trust established as part of the Info-communications Media Development Authority of Singapore’s effective open access requirements under Singapore’s Next Generation Nationwide Broadband Network.

In prior years, Singtel had sold certain infrastructure assets, namely ducts, manholes and exchange buildings (“Assets”) to NLT. At the consolidated level, the gain on disposal of Assets recognised by Singtel is deferred in the Group’s statement of financial position and amortised over the useful lives of the Assets. The unamortised deferred gain is released to the Group’s income statement when NLT is partially or fully sold, based on the proportionate equity interest disposed.

Singtel sold its 100% interest in NLT to NetLink NBN Trust (the “Trust”) in July 2017 for cash as well as a 24.8% interest in the Trust. Net deferred gains of S$1.10 billion were correspondingly released to the Group’s income statement in the previous financial year upon this sale. Following the divestment, Singtel ceased to own units in NLT but continues to have an interest of 24.8% in the Trust which owns all the units in NLT.

Singtel sold its 100% interest in NLT to NetLink NBN Trust (the “Trust”) in July 2017 for cash as well as a 24.8% interest in the Trust. Net deferred gains of S$1.10 billion were correspondingly released to the Group’s income statement in the previous financial year upon this sale. Following the divestment, Singtel ceased to own units in NLT but continues to have an interest of 24.8% in the Trust which owns all the units in NLT.

 |
| table | |          | Group    |
------------------------------------------------ | -------- | -------- | -------
                                                 | 31 March | 31 March | 1 April
                                                 | 2019     | 2018     | 2017
                                                 | S$ Mil   | S$ Mil   | S$ Mil
Unamortised deferred gain                        | 446.3    | 452.7    | 1,616.5
Reclassification from ‘Associates’ (see Note 23) | (50.5)   | (74.9)   | (265.0)
Net deferred gain                                | 395.8    | 377.8    | 1,351.5
Classified as –                                  |          |          |
Current                                          | 20.8     | 20.1     | 68.8
Non-current                                      | 375.0    | 357.7    | 1,282.7
                                                 | 395.8    | 377.8    | 1,351.5 |


| _id | d1b3b7846 |
| title |  |
| text | 5. Income taxes: (Continued)
Our consolidated temporary differences comprising our net deferred tax assets are as follows (in thousands):

At each balance sheet date, the Company assesses the likelihood that it will be able to realize its deferred tax assets. The Company considers all available positive and negative evidence in assessing the need for a valuation allowance. The Company maintains a full valuation allowance against certain of its deferred tax assets consisting primarily of net operating loss carryforwards related to its foreign operations in Canada, Europe, Asia, Latin America and Australia and net operating losses in the United

Australia and net operating losses in the United States that are limited for use under Section 382 of the Internal Revenue Code.

As of December 31, 2019, the Company has combined net operating loss carry-forwards of $994.0 million. This amount includes federal net operating loss carry-forwards in the United States of $97.6 million, net operating loss carry-forwards related to its European, Mexican, Canadian and Asian operations of $890.1 million, $3.3 million, $1.8 million and $1.0 million, respectively. Section 382 of the Internal Revenue Code in the United States limits the utilization of net operating losses when ownership

of net operating losses when ownership changes, as defined by that section, occur. The Company has performed an analysis of its Section 382 ownership changes and has determined that the utilization of certain of its net operating loss carryforwards in the United States is limited based on the annual Section 382 limitation and remaining carryforward period. Of the net operating losses available at December 31, 2019 in the United States $38.4 million are limited for use under Section 382. Net operating loss

for use under Section 382. Net operating loss carryforwards outside of the United States totaling $896.4 million are not subject to limitations similar to Section 382. The net operating loss carryforwards in the United States will expire, if unused, between 2025 and 2036. The net operating loss carry-forwards related to the Company's Mexican, Asian and Canadian operations will expire if unused, between 2020 and 2029. The net operating loss carry- forwards related to the Company's European operations

related to the Company's European operations include $744.6 million that do not expire and $145.5 million that expire between 2020 and 2035.

Other than the $2.3 million transition tax recorded in the year ended December 31, 2017 as a result of its foreign earnings the Company has not provided for United States deferred income taxes or foreign withholding taxes on its undistributed earnings for certain non-US subsidiaries earnings or cumulative translation adjustments because these earnings and adjustments are intended to be permanently reinvested in operations outside the United States. It is not practical to determine the amount of the

is not practical to determine the amount of the unrecognized deferred tax liability on such undistributed earnings or cumulative translation adjustments.

 |
| table | | December 31, |
------------------------------------- | ------------ | ---------
                                      | 2019         | 2018
Deferred Tax Assets:                  |              |
Net operating loss carry-forwards     | $255,269     | $255,235
Tax credits                           | 2,261        | 2,458
Equity-based compensation             | 4,116        | 3,322
Operating leases                      | 32,289       | —
Total gross deferred tax assets       | 293,935      | 261,015
Valuation allowance                   | (131,069)    | (126,579)
                                      | 162,866      | 134,436
Deferred Tax Liabilities:             |              |
Depreciation and amortization         | 34,884       | 29,769
Accrued liabilities and other         | 107,711      | 101,934
Right-of-use assets                   | 29,670       | —
Gross deferred tax liabilities        | 172,265      | 131,703
Net deferred tax (liabilities) assets | $(9,399)     | $2,733 |


| _id | d1b3393c4 |
| title |  |
| text | The funded status of the plans was as follows:
(in thousands)

 |
| table | | Years Ended March 31, |
----------------------------------- | --------------------- | ---------
                                    | 2019                  | 2018
Fair value of plan assets           | $90,365               | $84,718
Less: projected benefit obligations | 143,662               | 128,915
Underfunded status                  | $(53,297)             | $(44,197) |


| _id | d1b36de6c |
| title |  |
| text | Property and Equipment
Property and equipment are stated at cost. Depreciation of these assets is generally computed using the straight-line method over their estimated useful lives based on asset class. As of December 31, 2019 and 2018, net property and equipment consisted of the following (in thousands):

 |
| table | |                                                                 | December 31, |
------------------------------ | --------------------------------------------------------------- | ------------ | ----------
                               | Useful Lives                                                    | 2019         | 2018
Computer and office equipment  | 3 - 5 years                                                     | $143,942     | $129,359
Leasehold improvements lease   | Lesser of useful life of improvement or remaining life of lease | 33,346       | 32,096
Furniture and fixtures         | 7 years                                                         | 12,980       | 12,500
Building and improvements      | 7 - 30 years                                                    | 14,553       | 14,381
Land                           | Non-depreciable                                                 | 1,785        | 1,785
Property and equipment, gross  |                                                                 | 206,606      | 190,121
Less: accumulated depreciation |                                                                 | (136,226 )   | (117,392 )
Property and equipment, net    |                                                                 | $ 70,380     | $ 72,729 |


| _id | d1b372692 |
| title |  |
| text | Markets and Pricing
The three largest customer markets in the fresh and frozen chicken industry are food service customers that purchase fresh, bulk-packed products produced from a relatively big bird, retail grocery store customers that purchase fresh, tray- packed products produced from a medium-sized bird, and quick-serve food service customers that purchase products produced from relatively small birds.

The following table sets forth, for each of the Company’s poultry processing plants, the general customer market to which the plant is devoted, the weekly capacity of each plant at full capacity expressed in number of head processed, and the industry's average size of birds processed in the relevant market.

Our big bird plants process a relatively large bird. The chicken products produced at these plants is generally sold as fresh, bulk-packed chicken cut into a variety of products, including boneless breast meat, chicken tenders, whole and cut wings and boneless thigh meat, and is sold primarily to restaurants, food service customers and further processors at negotiated spreads from quoted commodity market prices for those products. We have long-term contracts with many of our customers for these products

with many of our customers for these products produced at our big bird plants, but prices for products sold pursuant to those contracts fluctuate based on quoted commodity market prices. The contracts do not require the customers to purchase, or the Company to sell, any specific quantity of product. The dark meat from these birds that is not deboned is sold primarily as frozen leg quarters in the export market or as fresh whole legs to further processors. While we have long-standing relationships with many

we have long-standing relationships with many of our export partners, virtually all of our export sales are at negotiated or spot commodity prices, which prices exhibit fluctuations typical of commodity markets. We have few long-term contracts for this product.

As of October 31, 2019, the Company had the capacity to process 7.1 million head per week in its big bird plants, and its results are materially affected by fluctuations in the commodity market prices for boneless breast meat, chicken tenders, wings, leg quarters and boneless thigh meat as quoted by Urner Barry.

Urner Barry is an independent company specializing in the timely, accurate and independent reporting on market news and market price quotations to its customers in various food and protein industries, including poultry. The Urner Barry spot market prices for boneless breast meat, chicken tenders, leg quarters, whole wings and boneless thighs for the past five calendar years are set forth below and are published with Urner Barry's permission. Realized prices will not necessarily equal quoted market prices

will not necessarily equal quoted market prices since most contracts offer negotiated discounts to quoted market prices, which discounts are negotiated on a customer by customer basis and are influenced by many factors. Selection of a particular market price benchmark is largely customer driven:

Our chill-pack plants process medium sized birds and cut and package the product in various sized individual trays to customers’ specifications. The trays are weighed and pre-priced primarily for customers to resell through retail grocery outlets. While the Company sells some of its chill-pack product under store brand names, most of its chill-pack production is sold under the Company’s Sanderson Farms® brand name. The Company has long-term contracts with most of its chill-pack customers. These agreements

of its chill-pack customers. These agreements typically provide for the pricing of product based on agreed upon, flat prices or on negotiated formulas that use an agreed upon, regularly quoted market price as the base, as well as various other guidelines for the relationship between the parties. All of our contracts with retail grocery store customers also provide for the sale of negotiated quantities of product at periodically negotiated prices, rather than the flat and formula-driven prices discussed

than the flat and formula-driven prices discussed above. None of our contracts with retail grocery store customers require the customers to purchase, or the Company to sell, any specific quantity of product. As of October 31, 2019, the Company had the capacity to process 6.5 million head per week at its chill-pack plants, and its results are materially affected by fluctuations in Urner Barry prices and other market benchmarks.

As with products produced at our big bird plants, selection of the desired methodology for pricing chill-pack products is largely customer driven. Prior to the discontinuation in November 2016 of the Georgia Dock index, which had been published by the Georgia Department of Agriculture, many of our chill-pack customers used that index as the base for pricing formulas. As new and renewing contracts have been negotiated, many of our chill-pack customers chose to negotiate flat prices for the life of the

to negotiate flat prices for the life of the contracts, while some of our customers have chosen to use an index published by Express Markets, Inc. ("EMI").

Almost all of our products sold by our prepared chicken plant are sold under long-term contracts at fixed prices related to the spot commodity price of chicken at the time the contract is negotiated, plus a premium for additional processing.

 |
| table | Plant Location            | Market            | Capacity Per Week   | Industry Bird Size
------------------------- | ----------------- | ------------------- | ------------------
Laurel, Mississippi       | Big Bird          | 650,000             | 8.95
Hammond, Louisiana        | Big Bird          | 650,000             | 8.95
Hazlehurst, Mississippi   | Big Bird          | 650,000             | 8.95
Collins, Mississippi      | Big Bird          | 1,300,000           | 8.95
Waco, Texas               | Big Bird          | 1,300,000           | 8.95
Palestine, Texas          | Big Bird          | 1,300,000           | 8.95
St. Pauls, North Carolina | Big Bird          | 1,300,000           | 8.95
McComb, Mississippi       | Chill-Pack Retail | 1,300,000           | 6.52
Bryan, Texas              | Chill-Pack Retail | 1,300,000           | 6.52
Moultrie, Georgia         | Chill-Pack Retail | 1,300,000           | 6.52
Kinston, North Carolina   | Chill-Pack Retail | 1,300,000           | 6.52
Tyler, Texas              | Chill-Pack Retail | 1,300,000           | 6.52 |


| _id | d1b32c16a |
| title |  |
| text | Transactions involving stock options issued to employees are summarized as follows:

The expected life of awards granted represents the period of time that they are expected to be outstanding. The Company determines the expected life based on historical experience with similar awards, giving consideration to the contractual terms, vesting schedules, exercise patterns and pre-vesting and post-vesting forfeitures. The Company estimates the volatility of the Company’s common stock based on the calculated historical volatility of the Company’s common stock using the share price data for the

common stock using the share price data for the trailing period equal to the expected term prior to the date of the award. The Company bases the risk-free interest rate used in the Black-Scholes option valuation model on the implied yield currently available on U.S. Treasury zero-coupon issues with an equivalent remaining term equal to the expected life of the award. The Company has not paid any cash dividends on the Company’s common stock and does not anticipate paying any cash dividends in the

not anticipate paying any cash dividends in the foreseeable future. Consequently, the Company uses an expected dividend yield of zero in the Black-Scholes option valuation model. The Company uses historical data to estimate pre-vesting option forfeitures and records share-based compensation for those awards that are expected to vest. In accordance with ASC 718-10, the Company calculates share-based compensation for changes to the estimate of expected equity award forfeitures based on actual forfeiture

award forfeitures based on actual forfeiture experience.

 |
| table | | Number of Shares | Weighted Average Exercise Price Per Share
-------------------------------- | ---------------- | -----------------------------------------
Outstanding at January 1, 2018   | 4,376,474        | $0.16
Granted                          | 67,394           | 0.17
Exercised                        | –                | –
Cancelled or expired             | (1,094,075)      | 0.14
Outstanding at December 31, 2018 | 3,349,793        | $0.16
Granted                          | –                | –
Exercised                        | –                | –
Cancelled or expired             | –                | –
Outstanding at December 31, 2019 | 3,349,793        | $0.16 |


| _id | d1a71a016 |
| title |  |
| text | Annual Dividends Paid and Proposed

The following table sets forth in euro the annual dividends paid or proposed to be paid per ordinary share in respect of each of the years indicated. One SAP ADR currently represents one SAP SE ordinary share. Accordingly, the final dividend per ADR is equal to the dividend for one SAP SE ordinary share and is dependent on the euro/U.S. dollar exchange rate. The table does not reflect tax credits that may be available to German taxpayers who receive dividend payments. If you own our ordinary shares or ADRs

payments. If you own our ordinary shares or ADRs and if you are a U.S. resident, refer to “Item 10. Additional Information — Taxation,” for further information.

(1) Translated for the convenience of the reader from euro into U.S. dollars at the Noon Buying Rate for converting euro into U.S. dollars on the dividend payment date. The Depositary is required to convert any dividend payments received from SAP as promptly as practicable upon receipt.
(2) Subject to approval at the Annual General Meeting of Shareholders of SAP SE currently scheduled to be held on May 15, 2020.

(3) Translated for the convenience of the reader from euro into U.S. dollars at the Noon Buying Rate for converting euro into U.S. dollars on February 7, 2020 of US$1.0950 per €1.00. The dividend paid may differ due to changes in the exchange rate.

The amount of dividends paid on the ordinary shares depends on the amount of profits to be distributed by SAP SE, which depends in part upon our financial performance. In addition, the amount of dividends received by holders of ADRs may be affected by fluctuations in exchange rates (see “Item 3. Key Information — Exchange Rates”). The timing, declaration, amount and payment of any future dividend will depend upon our future earnings, capital needs and other relevant factors, in each case as proposed by the

relevant factors, in each case as proposed by the Executive Board and the Supervisory Board of SAP SE and approved by the Annual General Meeting of Shareholders.

In light of SAP’s strong financial performance and healthy balance sheet, the Supervisory Board of SAP SE approved, on November 4, 2019, the Executive Board’s plan for enhanced capital return in 2020. Under this new program, the Company intends to repurchase shares and/or issue a special dividend with a combined volume of €1.5 billion by December 31, 2020.

 |
| table | | Dividend Paid per Ordinary Share |
----------------------- | -------------------------------- | -------------
Year Ended December 31, | €                                | US$
2015                    | 1.15                             | 1.30 (1)
2016                    | 1.25                             | 1.37 (1)
2017                    | 1.40                             | 1.65 (1)
2018                    | 1.50                             | 1.68 (1)
2019 (proposed)         | 1.58 (2)                         | 1.73 (2), (3) |


| _id | d1a727810 |
| title |  |
| text | B. Remuneration to other directors:
* Relinquished the position of Independent Director w.e.f. July 10, 2018.
** Relinquished the position of Independent Director w.e.f. September 28, 2018.
*** Appointed as Additional and Independent Director w.e.f. December 18, 2018.
**** Appointed as an Additional and Independent Director w.e.f. January 10, 2019.
@ As a policy, N Chandrasekaran, Chairman, has abstained from receiving commission from the Company.

@@ In line with the internal guidelines of the Company, no payment is made towards commission to the Non-Executive Directors of the Company, who are in full time employment with any other Tata company.

 |
| table | |                                                      |            |                        | (` lakh)
----------------------------------------------------------------------------------------------- | ---------------------------------------------------- | ---------- | ---------------------- | ------------
Particulars of Remuneration                                                                     | Sitting Fees for attending board/ committee meetings | Commission | Others, please specify | Total Amount
1. Independent Directors                                                                        |                                                      |            |                        |
Aman Mehta                                                                                | 4.80                                                 | 315.00     | -                      | 319.80
V Thyagarajan*                                                                                | 3.00                                                 | 100.00     | -                      | 103.00
Prof Clayton M Christensen**                                                                    | 0.30                                                 | 75.00      | -                      | 75.30
Dr Ron Sommer                                                                                | 5.10                                                 | 220.00     | -                      | 225.10
O P Bhatt                                                                                | 7.50                                                 | 215.00     | -                      | 222.50
Dr Pradeep Kumar Khosla                                                                         | 2.10                                                 | 150.00     | -                      | 152.10
Hanne Sorensen***                                                                               | 0.60                                                 | 50.00      | -                      | 50.60
Keki Mistry***                                                                                | 0.60                                                 | 50.00      | -                      | 50.60
Don Callahan****                                                                                | 0.30                                                 | 35.00      | -                      | 35.30
Total (1)                                                                                | 24.30                                                | 1,210.00   | -                      | 1,234.30
2. Other Non-Executive Directors                                                                |                                                      |            |                        |
N Chandrasekaran@                                                                               | 3.60                                                 | -          | -                      | 3.60
Aarthi Subramanian@@                                                                            | 5.70                                                 | -          | -                      | 5.70
Total (2)                                                                                | 9.30                                                 | -          | -                      | 9.30
Total (B)=(1+2)                                                                                | 33.60                                                | 1,210.00   | -                      | 1,243.60
Total Managerial Remuneration                                                                   |                                                      |            |                        |
Ceiling as per the Act (@1% of profits calculated under Section 198 of the Companies Act, 2013) |                                                      | 40,434.81  |                        | |


| _id | d1b3b23be |
| title |  |
| text | Net sales
Net sales of $1.2 billion for fiscal year 2018 increased 58.5% from $757.3 million for fiscal year 2017. Solid Capacitor and Film and Electrolytic sales increased by $196.1 million and $19.7 million, respectively and net sales for MSA, our new reportable segment in fiscal year 2018, was $227.0 million. Prior to the acquisition of TOKIN on April 19, 2017, the Company did not have any MSA sales.

The increase in Solid Capacitors net sales was primarily driven by the addition of net sales of $133.8 million resulting from the TOKIN acquisition and an increase in net sales to the legacy products distributor channel of $81.7 million. To a lesser degree, an increase in legacy Ceramic products' net sales of $6.0 million in the EMS channel across all regions and $10.2 million in the OEM channel in the EMEA and APAC regions also contributed to the increase in Solid Capacitors net sales. These increases

in Solid Capacitors net sales. These increases were partially offset by a $28.0 million decrease in net sales in the OEM channel for legacy Tantalum products across all regions. In addition, Solid Capacitors net sales was favorably impacted by $6.1 million from foreign currency exchange due to the change in the value of the Euro compared to the U.S. dollar.

The increase in Film and Electrolytic net sales was driven by an increase in net sales in the distributor channel across the APAC and EMEA regions of $13.7 million, and to a lesser degree, a $3.3 million increase in net sales in the OEM channel of the EMEA region and a $4.2 million increase in the EMS channel across the Americas, EMEA, and APAC regions. These increases were partially offset by a decrease in net sales of $1.2 million in the OEM channel across the Americas, APAC, and JPKO regions. In

across the Americas, APAC, and JPKO regions. In addition, there was a favorable impact of $7.6 million from foreign currency exchange primarily due to the change in the value of the Euro compared to the U.S. dollar.

In fiscal years 2018 and 2017, net sales by region were as follows (dollars in thousands):

 |
| table | | Fiscal Year 2018 |            | Fiscal Year 2017 |
-------- | ---------------- | ---------- | ---------------- | ----------
         | Net Sales        | % of Total | Net Sales        | % of Total
APAC     | $479,987         | 40.0%      | $288,764         | 38.1%
EMEA     | 277,898          | 23.1%      | 237,437          | 31.4%
Americas | 259,105          | 21.6%      | 224,056          | 29.6%
JPKO     | 183,191          | 15.3%      | 7,081            | 0.9%
Total    | $ 1,200,181      |            | $ 757,338        | |


| _id | d1b34c80c |
| title |  |
| text | ADVANCED ENERGY INDUSTRIES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (continued) (in thousands, except per share amounts)
The table below summarizes the restructuring charges for the years ended:

 |
| table | | 2019   | 2018   | Cumulative Cost Through December 31, 2019
--------------------------------------- | ------ | ------ | -----------------------------------------
Severance and related charges           | $3,041 | $4,239 | $7,280
Facility relocation and closure charges | 1,996  | —      | 1,996
Total restructuring charges             | $5,038 | $4,239 | $9,277 |


| _id | d1b338c9e |
| title |  |
| text | 14. Net Loss Per Share
Basic net loss per common share for the years ended December 31, 2019 and 2018 was computed by dividing the net loss attributable to Neonode Inc. for the relevant period by the weighted average number of shares of common stock outstanding during the year. Diluted loss per common share is computed by dividing net loss attributable to Neonode Inc. for the relevant period by the weighted average number of shares of common stock and common stock equivalents outstanding during the year.

Potential common stock equivalents of approximately 0 and 350,000 outstanding stock warrants, 0 and 11,000 shares issuable upon conversion of preferred stock and 0 and 0 stock options are excluded from the diluted earnings per share calculation for the years ended December 31, 2019 and 2018, respectively, due to their anti-dilutive effect.

 |
| table | (In thousands, except per share amounts)             | Years ended December 31, |
---------------------------------------------------- | ------------------------ | --------
                                                     | 2019                     | 2018
BASIC AND DILUTED                                    |                          |
Weighted average number of common shares outstanding | 8,844                    | 5,884
Net loss attributable to Neonode Inc.                | $(5,298)                 | $(3,060)
Net loss per share basic and diluted                 | $(0.60)                  | $(0.52) |


| _id | d1b39bad8 |
| title |  |
| text | ADVANCED ENERGY INDUSTRIES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (continued)
(in thousands, except per share amounts)
In 2019, Advanced Energy finalized the assessment of fair value for the assets acquired and liabilities assumed related to the LumaSense acquisition. The following table summarizes the fair values of the assets acquired and liabilities assumed from the LumaSense acquisition, including measurement period adjustments.

During 2019, we adjusted the estimated values of the assets acquired and liabilities assumed based upon the final valuation report. These adjustments included additional liabilities, changes to deferred taxes and changes in the allocation of excess purchase price between goodwill and intangibles.

 |
| table | | Preliminary: December 31, 2018 | Measurement Period Adjustments | Adjusted: December 31, 2019
--------------------------------------- | ------------------------------ | ------------------------------ | ---------------------------
Accounts and other receivable, net      | $  7,167                       | $ -                            | $  7,167
Inventories                             | 9,372                          | -                              | 9,372
Property and equipment                  | 1,353                          | -                              | 1,353
Goodwill                                | 48,032                         | (11,774)                       | 36,258
Intangible assets                       | 26,000                         | 17,240                         | 43,240
Deferred income tax assets              | 8,116                          | (1,785)                        | 6,331
Other assets                            | 5,126                          | 878                            | 6,004
Total assets acquired                   | 105,166                        | 4,559                          | 109,725
Accounts payable                        | 5,734                          | -                              | 5,734
Deferred income tax liabilities         | 7,984                          | 3,715                          | 11,699
Other liabilities                       | 6,764                          | 844                            | 7,608
Total liabilities assumed               | 20,482                         | 4,559                          | 25,041
Total fair value of net assets acquired | $  84,684                      | $  -                           | $  84,684 |


| _id | d1a71b628 |
| title |  |
| text | The deferred tax assets and liabilities result from differences in the timing of the recognition of certain income and expense items for tax and financial accounting purposes. The sources of these differences at each balance sheet date are as follows (in thousands):

In assessing the realizability of deferred tax assets, the Company considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. The Company considers projected future taxable income, carryback opportunities, and tax planning strategies in making this assessment. Based

strategies in making this assessment. Based upon the level of historical taxable income and projections for future taxable income over the periods which the deferred tax assets are deductible, the Company believes it is more likely than not that it will realize the benefits of these deductible differences, net of the valuation allowances recorded. During the year ended December 31, 2019, the Company decreased its valuation allowance by $12.8 million which relates to a reduction in the valuation allowance

relates to a reduction in the valuation allowance on U.S. foreign tax credits offset by an increase in valuation allowance on foreign net operating losses.

At December 31, 2019, the Company had domestic federal tax net operating losses (“NOLs”) of $65.9 million, which will begin to expire in 2020. The Company had deferred tax assets equal to $1.4 million related to domestic state tax NOLs which will begin to expire in 2020. The Company does not have any valuation allowance against the federal tax NOLs but has provided a $1.2 million valuation allowance against the deferred tax asset associated with the state NOLs. The Company had foreign tax NOLs of $30.4

NOLs. The Company had foreign tax NOLs of $30.4 million, of which $28.1 million may be utilized over an indefinite life, with the remainder expiring over the next 17 years. The Company has provided a $0.7 million valuation allowance against the deferred tax asset associated with the foreign NOLs.

The Company had U.S. foreign tax credit carryforwards at December 31, 2019, of $40.7 million, for which an $1.2 million valuation allowance has been provided. The U.S. foreign tax credits will begin to expire in 2022. The Company had foreign tax credit carryforwards in other foreign jurisdictions at December 31, 2019, of $1.9 million, of which $1.3 million may be utilized over an indefinite life, with the remainder expiring over the next seven years. The Company has provided a $1.2 million valuation

The Company has provided a $1.2 million valuation allowance against the tax benefit associated with these foreign credits. The Company also has domestic federal and state general business tax credit carryforwards at December 31, 2019, of $15.7 million and $0.8 million, respectively, which will begin to expire in 2020 and 2022, respectively.

 |
| table | | December 31, |
---------------------------------------------------------------------- | ------------ | ----------
                                                                       | 2019         | 2018
Deferred income tax assets:                                            |              |
Net operating loss carryforwards                                       | $23,030      | $25,745
Tax credits                                                            | 52,902       | 43,838
Compensation                                                           | 18,791       | 15,934
Deferred revenue                                                       | 25,599       | 27,587
Research and development expense deferral                              | —            | 12,631
Other                                                                  | 4,065        | 5,393
Gross deferred income tax assets                                       | 124,387      | 131,128
Less: valuation allowance                                              | (7,653)      | (20,415 )
Net deferred income tax assets                                         | $ 116,734    | $ 110,713
Deferred income tax liabilities:                                       |              |
Depreciation and amortization                                          | $ (52,978)   | (60,872 )
Deferred revenue                                                       | (44,198)     | (54,508 )
Total deferred income tax liabilities                                  | (97,176)     | (115,380 )
Net deferred income taxes                                              | $ 19,558     | (4,667 )
Deferred income taxes / liabilities included in the balance sheet are: |              |
Deferred income tax asset – noncurrent                                 | $ 51,611     | $ 27,048
Deferred income tax liability – noncurrent                             | (32,053)     | (31,715 )
Net deferred income taxes                                              | $ 19,558     | (4,667 ) |


| _id | d1a7310a4 |
| title |  |
| text | Income Tax Provision (Benefit)
The income tax benefit for the year ended December 31, 2019 was $12.6 million or approximately 39% of pre-tax loss compared to an income tax benefit of $6.7 million or approximately 20% of pre-tax loss for the year ended December 31, 2018.

The income tax benefit for the year ended December 31, 2019 primarily related to the mix of pre-tax income among jurisdictions, discrete tax benefits related to stockbased compensation, and release of certain reserves for uncertain tax positions under ASC 740-10.

The income tax benefit for the year ended December 31, 2018 primarily related to a partial release of our valuation allowance and the mix of pre-tax income among jurisdictions, excess tax benefits related to stock-based compensation, and release of uncertain tax positions under ASC 740-10.

 |
| table | | Year Ended December 31, |                        | % Change
------------------ | ----------------------- | ---------------------- | --------
                   | 2019                    | 2018                   | 2019
                   |                         | (dollars in thousands) |
Income tax benefit | $(12,586)               | $(6,653)               | 89%
% of pre-tax loss  | 39%                     | 20%                    | |


| _id | d1b2f4cb0 |
| title |  |
| text | 2019 vs 2018

The decrease in tax expense for the year ended December 31, 2019, compared to the year ended December 31, 2018, resulted primarily from a decline in pre-tax earnings coupled with favorable benefits from the settlement of international tax audits and changes in estimate in tax expense recorded upon finalizing U.S. tax returns. These benefits were partially offset by the impact of stock based compensation related to shortfalls that occurred during the year as well as the impact of limitations on current and

well as the impact of limitations on current and future deductions for certain executive officers under IRC section 162(m).

During fiscal year 2019, the Company evaluated the impact of the Global Intangible Low-Taxed Income “GILTI”, Foreign Derived Intangible Income “FDII” and Base Erosion and Anti-abuse Tax “BEAT” provisions. These provisions resulted in a net addition to tax of $1.7 million. This amount is comprised of BEAT of $2.1 million offset by the impact of GILTI and FDII of $(0.4) million. For fiscal year 2018, the company estimated that these provisions would result on a net benefit of $(0.3) million. Included in the

a net benefit of $(0.3) million. Included in the 2019 tax expense is a benefit of $(0.7) million related to the net impact of these provisions as reported on the final U.S. tax return for the year ended December 31, 2018.

2018 vs 2017

The decrease in the effective tax rate and the decrease in tax expense for the year ended December 31, 2018, compared to the year ended December 31, 2017, resulted primarily from the combination of a decline in pre-tax earnings and the decrease in the US federal tax rate from 35% to 21%, and the impact of other provisions of the tax Cuts and Jobs Act. Additionally, tax expense for the year ended December 31, 2017 included the effect of the implementation of certain aspects of the Tax Act including

of certain aspects of the Tax Act including recording provisional expense for the transition tax of $21.7 million for US federal and state income tax purposes. Additionally, the Company recorded tax expense of $26.6 million resulting from the remeasurement of net deferred tax assets resulting from the reduction in US federal tax rate. These items resulted in higher tax expense during fiscal 2017. During fiscal year 2018, the Company completed the computation of the transition tax as part of the 2017 income

of the transition tax as part of the 2017 income tax returns filing and reduced the federal and state provisional amount by $6.7 million. The Company has also evaluated the impact of the Global Intangible Low-Taxed Income “GILTI”, Foreign Derived Intangible Income “FDII” and Base Erosion and Anti-abuse Tax “BEAT” provisions and as a result recorded a detriment of $0.4 million and a benefit of $(0.7) million in relation to GILTI and FDII respectively, resulting on a net benefit of $(0.3) million. During the

on a net benefit of $(0.3) million. During the year ended December 31, 2018, the Company recorded tax expense of $23.0 million in continuing operations related to the write-off of deferred tax assets for which the underlying assets and liabilities related to Arlo. The decrease in the effective tax rate and the decrease in tax expense for the year ended December 31, 2018, compared to the year ended December 31, 2017, resulted primarily from the combination of a decline in pre-tax earnings and the decrease

of a decline in pre-tax earnings and the decrease in the US federal tax rate from 35% to 21%, and the impact of other provisions of the tax Cuts and Jobs Act. Additionally, tax expense for the year ended December 31, 2017 included the effect of the implementation of certain aspects of the Tax Act including recording provisional expense for the transition tax of $21.7 million for US federal and state income tax purposes. Additionally, the Company recorded tax expense of $26.6 million resulting from the

tax expense of $26.6 million resulting from the remeasurement of net deferred tax assets resulting from the reduction in US federal tax rate. These items resulted in higher tax expense during fiscal 2017. During fiscal year 2018, the Company completed the computation of the transition tax as part of the 2017 income tax returns filing and reduced the federal and state provisional amount by $6.7 million. The Company has also evaluated the impact of the Global Intangible Low-Taxed Income “GILTI”, Foreign

Intangible Low-Taxed Income “GILTI”, Foreign Derived Intangible Income “FDII” and Base Erosion and Anti-abuse Tax “BEAT” provisions and as a result recorded a detriment of $0.4 million and a benefit of $(0.7) million in relation to GILTI and FDII respectively, resulting on a net benefit of $(0.3) million. During the year ended December 31, 2018, the Company recorded tax expense of $23.0 million in continuing operations related to the write-off of deferred tax assets for which the underlying assets and

tax assets for which the underlying assets and liabilities related to Arlo.

We are subject to income taxes in the U.S. and numerous foreign jurisdictions. Our future foreign tax rate could be affected by changes in the composition in earnings in countries with tax rates differing from the U.S. federal rate. We are under examination in various U.S. and foreign jurisdictions.

 |
| table | | Year Ended December 31, |          |         |          |
-------------------------------------- | ----------------------- | -------- | ------- | -------- | -------
                                       | 2019                    | % Change | 2018    | % Change | 2017
(In thousands, except percentage data) |                         |          |         |          |
Provision (benefit) for income tax     | $3,780                  | (85.4)%  | $25,878 | (54.9)%  | $57,357
Effective tax rate                     | 12.8%                   |          | 59.9%   |          | 124.1% |


| _id | d1b34c74e |
| title |  |
| text | VMware and Pivotal Employee Stock Purchase Plans

In June 2007, VMware adopted its 2007 Employee Stock Purchase Plan (the “ESPP”), which is intended to be qualified under Section 423 of the Internal Revenue Code. On June 25, 2019, VMware amended its ESPP to increase the number of shares available for issuance by 9.0 million shares of Class A common stock. As of January 31, 2020, the number of authorized shares under the ESPP was a total of 32.3 million shares. Under the ESPP, eligible VMware employees are granted options to purchase shares at the lower of

options to purchase shares at the lower of 85% of the fair market value of the stock at the time of grant or 85% of the fair market value at the time of exercise. The option period is generally twelve months and includes two embedded six-month option periods. Options are exercised at the end of each embedded option period. If the fair market value of the stock is lower on the first day of the second embedded option period than it was at the time of grant, then the twelve-month option period expires and

then the twelve-month option period expires and each enrolled participant is granted a new twelve-month option. As of January 31, 2020, 14.3 million shares of VMware Class A common stock were available for issuance under the ESPP.

The following table summarizes ESPP activity for VMware during the periods presented (cash proceeds in millions, shares in thousands):
As of January 31, 2020, $95 million of ESPP withholdings were recorded as a liability in accrued expenses and other on the consolidated balance sheets for the purchase that occurred on February 29, 2020.

Prior to the acquisition of Pivotal, Pivotal granted options to eligible Pivotal employees to purchase shares of its Class A common stock at the lower of 85% of the fair market value of the stock at the time of grant or 85% of the fair market value of the Pivotal stock at the time of exercise. Pivotal’s ESPP activity was not material during the periods presented.

 |
| table | |                  | For the Year Ended |
-------------------------------- | ---------------- | ------------------ | ----------------
                                 | January 31, 2020 | February 1, 2019   | February 2, 2018
Cash proceeds                    | $172             | $161               | $65
Class A common stock purchased   | 1,489            | 1,895              | 903
Weighted-average price per share | $115.51          | $84.95             | $72.40 |