SUNNYVALE, Calif., Jan. 26, 2017 /PRNewswire/ -- ShoreTel® (NASDAQ: SHOR), a leading provider of communication solutions that make interactions simple, today announced financial results for the second quarter of its fiscal year 2017, which ended December 31, 2016.

As the Company's strategic shift in revenue mix towards hosted revenue continued, second quarter of fiscal 2017 total revenue was $88.0 million, compared to $90.4 million in the second quarter of fiscal 2016 and $86.3 million in the prior quarter. GAAP net loss was $2.9 million, or $0.04 per share, in the second quarter of fiscal 2017, compared with a GAAP net income of $2.5 million, or $0.04 per diluted share, in the second quarter of fiscal 2016 and a GAAP net loss of $5.6 million, or $0.08 per share in the prior quarter. Non-GAAP net income, which excludes stock-based compensation charges, amortization of acquisition-related intangibles, other adjustments and related tax charges, for the second quarter of fiscal year 2017, was $2.0 million, or $0.03 per diluted share. This compares with a non-GAAP net income of $6.7 million, or $0.10 per diluted share, in the second quarter of fiscal 2016 and a non-GAAP net income in the prior quarter of $0.6 million, or $0.01 per diluted share.

"Our second quarter financial results reflect the execution of our strategic plan. Hosted revenues continue to represent the largest percentage of total revenues and product revenues were sequentially up," said Don Joos, president and CEO of ShoreTel. "The cost actions taken earlier this fiscal year drove sequentially improved financial results and cash flow from operations. We remain focused on product innovation as we introduced a number of technology advancements including video collaboration for Connect CLOUD, the expansion of multi-tenanted Connect CLOUD in the UK and our new Teamwork application, a team collaboration tool which leverages the ShoreTel Summit technology stack. At the same time, the board's Strategic Advisory Committee continues to be actively engaged in the evaluation of our alternatives."

Second Quarter Fiscal 2017 Financial Highlights

Hosted revenues of $36.7 million in the second quarter of fiscal 2017 were up 20 percent year-over-year and 3 percent sequentially. GAAP hosted gross margin for the second quarter of fiscal year 2017 was 51.8 percent, compared with 53.7 percent in the second quarter of fiscal year 2016. Non-GAAP hosted gross margin was 55.0 percent in the second quarter of fiscal 2017, compared with 57.3 percent in the second quarter of fiscal 2016. The total number of installed customer seats increased 26 percent over the second quarter of fiscal 2016 to approximately 259,000. Hosted revenue churn was 4.6 percent annualized in the second quarter of fiscal 2017.

Product revenues of $32.3 million in the second quarter of fiscal 2017 were down 21 percent year-over-year and up 1 percent sequentially. GAAP product gross margin for the second quarter of fiscal year 2017 was 66.5 percent, compared with 66.6 percent in the second quarter of fiscal year 2016. Non-GAAP product gross margin was 66.6 percent in the second quarter of fiscal 2017, compared with 66.7 percent in the second quarter of fiscal 2016.

Support and services revenues of $19.0 million in the second quarter of fiscal 2017 were up 1 percent year-over-year and were up 1 percent sequentially. GAAP support and service gross margin for the second quarter of fiscal year 2017 was 78.8 percent, compared with 74.9 percent in the second quarter of fiscal year 2016. Non-GAAP support and service gross margin was 79.3 percent in the second quarter of fiscal 2017, compared with 75.7 percent in the second quarter of fiscal 2016.

GAAP total gross margin for the second quarter of fiscal year 2017 was 63.0 percent compared with 64.0 percent in the second quarter of fiscal year 2016. Non-GAAP total gross margin for the second quarter of fiscal year 2017 was 64.5 percent compared with 65.4 percent in the second quarter of fiscal 2016.

Cash flow from operations for the second quarter of fiscal year 2017 was $3.2 million compared with $3.6 million in the second quarter of fiscal 2016. As of December 31, 2016, the Company had $103.6 million in cash, cash equivalents and short-term investments and no outstanding debt.

Selected Operational Metrics



                   Quarter Ended Quarter Ended  Quarter Ended   Quarter Ended    Quarter Ended

                        12/31/16      09/30/16       06/30/16        03/31/16         12/30/15
                        --------      --------       --------        --------         --------

    Recurring
     Revenue as a
     Percent of
     Total Revenue           61%           61%            54%             58%              52%


    Annual
     Recurring
     Revenue Run
     Rate (in
     millions)              $216           $211            $203             $198              $189


    Cloud Average
     Monthly
     Recurring
     Revenue Per
     Customer             $1,998         $2,076          $2,135           $2,209            $2,244


    Cloud Monthly
     Average
     Revenue Per
     User (ARPU)             $48            $50             $51              $52               $52


    Cloud Average
     # of Seats
     per Customer             41             42              42               43                44


    Cloud Revenue
     Churn Rate
     Annualized             4.6%          4.0%           5.8%            4.7%             6.4%


    Total Company
     Headcount             1,144          1,145           1,194            1,188             1,086

Note: The above selected operating metrics for the quarters ended March, June, September and December 2016 incorporate the operating results of the two acquisitions that were completed during fiscal 2016.

Second Quarter of Fiscal 2017 Business Highlights

ShoreTel Partners with StarLeaf to Offer Video Collaboration for Cloud Users

In December, ShoreTel and StarLeaf announced they have worked together to integrate video collaboration for multiple users with ShoreTel Connect(TM) CLOUD. StarLeaf is a global service provider with a platform that delivers secure and reliable video conferencing services.

The ability to conduct business via video conference improves collaboration, increases communication accuracy and enhances customer interactions. To add to the rich UC feature set, a ShoreTel conference can now be audio or video with multiple users. ShoreTel Connect CLOUD users can schedule a meeting from within the Connect client that includes a link to join a video conference with multiple users. Users, including ShoreTel Connect ONSITE and external participants, are then able to join the video conference quickly and easily with one simple click from within the Connect client.

This solution provides HD video quality over a secure connection. Customers with Essential, Standard and Advanced Connect CLOUD service plans can use video collaboration with up to 24 participants at no additional charge. The solution does not require additional hardware.

ShoreTel PartnerStart Program Enables Partners to Install Cloud Services

ShoreTel is now offering PartnerStart, a program that allows partners to take ownership of the installation process for ShoreTel Connect CLOUD customers. PartnerStart empowers the partner as the single point of contact for customer installations, allowing the partner to remain the central point of contact for the customer. The program was developed with input from ShoreTel partners, who are always looking for ways to deliver a great experience for customers and differentiate their services.

"Enabling our partners to provide installation of ShoreTel Connect CLOUD services for their end users is a game changer," said Heather Tenuto, vice president of global go-to-market programs and strategy at ShoreTel. "Partners get the opportunity to differentiate from each other and provide customer-centric services, previously provided by ShoreTel. This increases customer satisfaction while reducing ShoreTel's installation cost structure. With PartnerStart, everyone wins."

Retail Lockbox Merchant Services Relies on ShoreTel Summit for Personalized Self-Service Features

Retail Lockbox® Merchant Services (RLMS), a leading provider of electronic payment processing solutions headquartered in Seattle, is using the ShoreTel Summit platform to accept payments over the phone and meet end customer demands for convenient payment options. After researching off-the-shelf solutions, RLMS was unable to find a system that fully suited their needs and elected to use the ShoreTel Summit platform to create PCI-compliant, highly customized IVRs for their unique merchant clients.

"Not everybody wants to pay online or mail in a check, so some of our merchant clients wanted us to provide the option for them to let their customers pay by phone," said Walt Townes, vice president and co-founder of RLMS. "We weren't specifically looking for a development platform, but rather, a solution that would support multiple customized IVRs, which is an area where ShoreTel Summit excels."

Summit's true Communications Platform as a Service (CPaaS) architecture allowed RLMS to create complex IVRs with ease. Using Summit's built-in datastore, the Company was able to customize call flows based on the IVR entry to deliver personalized experiences for each of their merchant clients and their end customers. This customization makes it possible to play unique greetings and transfer numbers based on the dial-in phone number. Customers can also call in to make payments or access account information, such as their balance, without having to speak with a customer service representative.

ShoreTel Makes Four ANZ Management Appointments to Facilitate Growth in the Region

In November, ShoreTel announced four internal management appointments in the Company's Australia and New Zealand operations. The new appointments form part of ShoreTel's strategic transformation focusing on scaling its cloud services, while continuing to support the Company's traditional onsite business.

"This reorganization establishes a great platform for continued growth in ANZ," said Frederic Gillant, Vice President of Asia Pacific at ShoreTel. "With an increased focus on cloud-based offerings, the key to future success will be on service experience and business outcomes - in delivering on both the expectations of our partners and our customers in the region."

Business Outlook

ShoreTel is providing the following outlook for its fiscal third quarter of 2017 ending March 31, 2017:


    --  Total revenue is expected to be in the range of $82 million to $87
        million.
    --  GAAP total gross margin is expected to be in the range of 62 percent to
        63 percent.  Non-GAAP gross margin, which excludes approximately one and
        a half percentage points in stock-based compensation charges,
        amortization of acquisition-related intangibles and other adjustments,
        is expected to be in the range of 63.5 percent to 64.5 percent.
    --  GAAP total operating expenses are expected to be in the range of $58.0
        million to $59.0 million. Non-GAAP operating expenses, which excludes
        approximately $3.0 million in stock-based compensation expenses,
        amortization of acquisition-related intangibles, and other adjustments,
        are expected to be in the range of $55.0 million to $56.0 million.

Conference Call Information

The Company will host a corresponding conference call and live webcast at 2:00 p.m. Pacific Time on Thursday, January 26, 2017. To access the conference call, dial + 1-844-802-2443 for callers in the U.S. or + 1-412-317-5136 for international callers and ask to join the ShoreTel call. A live webcast will be available in the Investor Relations section of the Company's corporate website at http://ir.shoretel.com/ and an archived recording will be available beginning approximately two hours after the completion of the call. An audio telephonic replay of the conference call will also be available beginning approximately one hour after the completion of the call until February 9, 2017 by dialing + 1-877-344-7529 for callers in the U.S. or + 1-412-317-0088 for callers outside the U.S. and providing the conference identification number of 10100084.

Use of Non-GAAP Financial Measures

ShoreTel reports all required financial information in accordance with generally accepted accounting principles in the United States ("GAAP"), but it believes that evaluating its ongoing operating results may be difficult to understand if limited to reviewing only GAAP financial measures. Many investors have requested that ShoreTel disclose this non-GAAP information because it is useful in understanding the Company's performance as it excludes non-cash charges, other non-recurring adjustments and related tax changes, that many investors feel may obscure the Company's true operating performance. Likewise, management uses these non-GAAP measures to manage and assess the profitability of its business. Other than with respect to future non-GAAP gross margin and future non-GAAP operating expenses, ShoreTel has provided a reconciliation of non-GAAP financial measures following the text of this press release. ShoreTel is unable to provide a reconciliation to the future non-GAAP gross margin and future non-GAAP operating expenses, as the amount of stock-based compensation expense is subject to a number of assumptions based on future events, such as stock price, volatility and the amount of awards granted, as well as the amount of any litigation fees, which are not possible to predict. Investors are encouraged to review the related GAAP financial measures and the reconciliation of these non-GAAP financial measures to their most directly comparable GAAP financial measure.

Legal Notice Regarding Forward-Looking Statements

ShoreTel assumes no obligation to update the forward-looking statements included in this release. This release contains forward-looking statements within the meaning of the "safe harbor" provisions of the federal securities laws, including, without limitation, statements by Don Joos, statements regarding future growth and market opportunities, and statements in the "Business Outlook" section regarding ShoreTel's anticipated future revenues, gross margins and operating expenses (on a GAAP and non-GAAP basis) and other financial information. The forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those projected. The risks and uncertainties include the intense competition in our industry, our reliance on third parties to sell and support our products, our ability to continue to grow our cloud-based solutions, our ability to maintain our premises products, supply and manufacturing risks, the impact of service disruptions or security breaches, uncertainties related to global operations, our ability to control costs as we expand our business, unforeseen difficulties in integrating acquired employees, products and technologies, inability to retain acquired customers, difficulties in managing more dispersed business operations, our ability to attract, retain and ramp new personnel, potentially longer sales cycles, uncertainties inherent in the product development cycle, our ability to identify and execute on strategic opportunities, uncertainty as to market acceptance of new products and services, the potential for litigation in our industry, the impact of mergers and consolidations in our industry, the impact of the publicly-announced strategic review process, the uncertain impact of global economic conditions and foreign exchange rates, including impact on customers' purchasing decisions, and other risk factors set forth in ShoreTel's Form 10-K for the year ended June 30, 2016.

About ShoreTel

ShoreTel (NASDAQ: SHOR) provides businesses worldwide with communication solutions that make interactions simple. From business phone systems, unified communications and contact center solutions to a fully hosted voice and SMS development platform, ShoreTel delivers unmatched flexibility and ease for companies looking to increase productivity and drive innovation. ShoreTel offers solutions in the cloud, onsite or a hybrid of both, giving customers the freedom to choose the best fit for their business needs now and in the future. Headquartered in Sunnyvale, Calif., ShoreTel has offices and partners worldwide. For more information, visit shoretel.com.

ShoreTel, ShoreTel Connect and the ShoreTel logo are trademarks or registered trademarks of ShoreTel, Inc. in the United States and/or other countries. Retail Lockbox is a trademark or registered trademark of Retail Lockbox, Inc. in the United States and/or other countries. All other trademarks, trade names and service marks herein are the property of their respective owners.

Investor Contact:
Barry Hutton
Director, Investor Relations
408-962-2573
bhutton@shoretel.com

(Tables follow)


                                                                  SHORETEL, INC.

                                                       CONDENSED CONSOLIDATED BALANCE SHEETS

                                                              (Amounts in thousands)

                                                                    (Unaudited)


                                                                                                As of                        As of

                                                                                             December 31,                  June 30,

                                                                                                            2016                         2016
                                                                                                            ----                         ----


                                                     ASSETS

    Current assets:

                          Cash and cash
                          equivalents                       $54,444                                       $61,726

                          Short-term
                          investments                        49,148                                        46,433

                          Accounts receivable -
                          net                                25,698                                        32,902

                         Inventories                                           15,765                               12,488

                          Prepaid expenses and
                          other current assets               11,308                                        13,420
                                                           ------

                                                   Total current
                                                   assets                     156,363                              166,969


    Property and equipment - net                                                                      20,819                       21,551

    Goodwill                                                                                          129,449                      129,449

    Intangible assets                                                                                 14,635                       18,788

    Other assets                                                                                       5,688                        5,581

                                                  Total assets               $326,954                             $342,338
                                                                             ========                             ========



                                      LIABILITIES AND STOCKHOLDERS' EQUITY


    Current liabilities:

                         Accounts payable                   $14,835                                       $14,932

                          Accrued liabilities
                          and other                          13,767                                        20,397

                          Accrued employee
                          compensation                       14,185                                        18,925

                          Accrued taxes and
                          surcharges                          4,096                                         3,917

                         Deferred revenue                    56,929                                        56,765
                                                           ------

                                                   Total current
                                                   liabilities                103,812                              114,936


                          Long-term deferred
                          revenue                            20,505                                        20,940

                          Other long-term
                          liabilities                         3,373                                         3,733

                                                   Total
                                                   liabilities                127,690                              139,609
                                                                              -------                              -------


    Stockholders' equity:


                         Common stock                       384,170                                       379,088

                         Accumulated deficit              (184,906)                                    (176,359)

                                                   Total
                                                   stockholders'
                                                   equity                     199,264                              202,729
                                                                              -------                              -------


                          Total
                                                   liabilities
                                                   and
                                                   stockholders'
                                                   equity                    $326,954                             $342,338
                                                                             ========                             ========


                                                                                                      SHORETEL, INC.

                                                                                      CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

                                                                                     (Amounts in thousands, except per share amounts)

                                                                                                        (Unaudited)


                                                              Three Months Ended                               Six Months Ended

                                                          December 31,             September 30,                                      December 31,            December 31,              December 31,

                                                                              2016                      2016                                             2015                      2016                       2015
                                                                              ----                      ----                                             ----                      ----                       ----


    Revenue:

                            Product                                        $32,280                   $31,849                                          $41,048                   $64,129                    $82,581

                             Hosted and
                             related
                             services                                       36,694                    35,622                                           30,484                    72,316                     59,886

                             Support and
                             services                                       19,060                    18,803                                           18,899                    37,863                     37,989

                            Total revenue                                   88,034                    86,274                                           90,431                   174,308                    180,456

    Cost of revenue:

                            Product                                         10,803                    10,189                                           13,692                    20,992                     27,173

                             Hosted and
                             related
                             services                                       17,689                    17,103                                           14,119                    34,792                     27,946

                             Support and
                             services                                        4,038                     4,659                                            4,735                     8,697                      9,440

                            Total cost of revenue                           32,530                    31,951                                           32,546                    64,481                     64,559
                                                                            ------                    ------                                           ------                    ------                     ------

    Gross profit                                                          55,504                    54,323                                           57,885                   109,827                    115,897

                                           Gross profit %                   63.0%                    63.0%                                           64.0%                    63.0%                     64.2%


    Operating expenses:

                             Research and
                             development                                    16,082                    16,691                                           13,793                    32,773                     27,630

                             Sales and
                             marketing                                      30,648                    32,489                                           30,272                    63,137                     61,115

                             General and
                             administrative                                 11,111                    10,451                                            9,703                    21,562                     19,818

                             Acquisition
                             related costs                                       -                        -                                             534                         -                       534

                             Settlements and
                             defense fees                                       40                      (51)                                               -                     (11)                         -

                            Total operating expenses                        57,881                    59,580                                           54,302                   117,461                    109,097
                                                                            ------                    ------                                           ------                   -------                    -------

    Income (loss) from operations                                        (2,377)                  (5,257)                                           3,583                   (7,634)                     6,800

    Other income (expense), net                                            (304)                    (250)                                           (675)                    (554)                   (1,375)
                                                                            ----                      ----                                             ----                      ----                     ------

    Income (loss) before provision for
      income tax                                                         (2,681)                  (5,507)                                           2,908                   (8,188)                     5,425

    Provision for income tax                                                 235                       124                                              363                       359                        766

    Net income (loss)                                                   $(2,916)                 $(5,631)                                          $2,545                  $(8,547)                    $4,659
                                                                         =======                   =======                                           ======                   =======                     ======

    Net income (loss) per share:

                            Basic                                          $(0.04)                  $(0.08)                                           $0.04                   $(0.13)                     $0.07
                            =====

                            Diluted                                        $(0.04)                  $(0.08)                                           $0.04                   $(0.13)                     $0.07
                            =======


    Shares used in computing net income (loss) per share:

                            Basic                                           68,044                    67,609                                           66,184                    67,826                     65,725
                            =====

                            Diluted                                         68,044                    67,609                                           68,074                    67,826                     67,471
                            =======


                                                                                                                                                              SHORETEL, INC.

                                                                                                                                                      GAAP TO NON-GAAP RECONCILIATION

                                                                                                                                             (Amounts in thousands, except per share amounts)

                                                                                                                                                                (Unaudited)



                                                                    Three Months Ended                                         Six Months Ended

                                                   December 31,                         September 30,   December 31,                     December 31,                          December 31,

                                                                   2016                            2016                   2015                        2016                                         2015
                                                                   ----                            ----                   ----                        ----                                         ----

    GAAP Product gross profit                                 $21,477                                               $21,660                                                                 $27,356              $43,137            $55,408

                                    Stock-based
                                    compensation
                                    charges                           9                 (a)                                25             (a)                                                      12     (a)           34    (a)          41     (a)

                                   Amortization
                                    of
                                    acquisition-
                                    related
                                    intangibles                       -                (b)                                 -            (b)                                                       9     (b)            -   (b)          17     (b)

                                    Severance
                                    costs                             -                (d)                                 9             (d)                                                       -    (d)            9    (d)           -    (d)

    Non-GAAP Product gross profit                             $21,486                                               $21,694                                                                 $27,377              $43,180            $55,466
                                                              =======                                               =======                                                                 =======              =======            =======

    Non-GAAP Product gross margin                               66.6%                                                68.1%                                                                  66.7%               67.3%             67.2%


    GAAP Hosted and related
     services gross profit                                    $19,005                                               $18,519                                                                 $16,365              $37,524            $31,940

                                    Stock-based
                                    compensation
                                    charges                          52                 (a)                                85             (a)                                                     283     (a)          137    (a)         667     (a)

                                   Amortization
                                    of
                                    acquisition-
                                    related
                                    intangibles                     977                 (b)                               977             (b)                                                     825     (b)        1,954    (b)       1,651     (b)

                                    Lease
                                    termination
                                    fee                             155                 (g)                                 -            (g)                                                       -    (g)          155    (g)           -    (g)

    Non-GAAP Hosted and related
     services gross profit                                    $20,189                                               $19,581                                                                 $17,473              $39,770            $34,258
                                                              =======                                               =======                                                                 =======              =======            =======

    Non-GAAP Hosted and related
     services gross margin                                      55.0%                                                55.0%                                                                  57.3%               55.0%             57.2%


    GAAP Support and services
     gross profit                                             $15,022                                               $14,144                                                                 $14,164              $29,166            $28,549

                                    Stock-based
                                    compensation
                                    charges                          88                 (a)                               126             (a)                                                     135     (a)          214    (a)         347     (a)

                                    Severance
                                    costs                             -                (d)                               113             (d)                                                       -    (d)          113    (d)           -    (d)

    Non-GAAP Support and
     services gross profit                                    $15,110                                               $14,383                                                                 $14,299              $29,493            $28,896
                                                              =======                                               =======                                                                 =======              =======            =======

    Non-GAAP Support and
     services gross margin                                      79.3%                                                76.5%                                                                  75.7%               77.9%             76.1%


    GAAP total gross profit                                   $55,504                                               $54,323                                                                 $57,885             $109,827           $115,897

                                    Stock-based
                                    compensation
                                    charges                         149                 (a)                               236             (a)                                                     430     (a)          385    (a)       1,055     (a)

                                   Amortization
                                    of
                                    acquisition-
                                    related
                                    intangibles                     977                 (b)                               977             (b)                                                     834     (b)        1,954    (b)       1,668     (b)

                                    Severance
                                    costs                             -                (d)                               122             (d)                                                       -    (d)          122    (d)           -    (d)

                                    Lease
                                    termination
                                    fee                             155                 (g)                                 -            (g)                                                       -    (g)          155    (g)           -    (g)

    Non-GAAP total gross profit                               $56,785                                               $55,658                                                                 $59,149             $112,443           $118,620
                                                              =======                                               =======                                                                 =======             ========           ========

    Non-GAAP total gross margin                                 64.5%                                                64.5%                                                                  65.4%               64.5%             65.7%


    GAAP income (loss) from
     operations                                              $(2,377)                                             $(5,257)                                                                 $3,583             $(7,634)            $6,800

                                    Stock-based
                                    compensation
                                    charges                       2,286                 (a)                             3,207             (a)                                                   2,160     (a)        5,493    (a)       4,932     (a)

                                   Amortization
                                    of
                                    acquisition-
                                    related
                                    intangibles                   1,879                 (b)                             1,879             (b)                                                   1,683     (b)        3,758    (b)       3,339     (b)

                                    Litigation,
                                    settlements
                                    and defense
                                    fees                             40                 (c)                              (51)            (c)                                                       -    (c)         (11)   (c)           -    (c)

                                    Severance
                                    costs                             -                (d)                             1,158             (d)                                                       -    (d)        1,158    (d)           -    (d)

                                    Acquisition
                                    related
                                    costs                             -                (e)                                 -            (e)                                                     534     (e)            -   (e)         534     (e)

                                    Strategic
                                    alternatives
                                    review costs                    463                 (f)                                 -            (f)                                                       -    (f)          463    (f)           -    (f)

                                    Lease
                                    termination
                                    fee                             155                 (g)                                 -            (g)                                                       -    (g)          155    (g)           -    (g)

    Non-GAAP income from
     operations                                                $2,446                                                  $936                                                                  $7,960               $3,382            $15,605
                                                               ======                                                  ====                                                                  ======               ======            =======


    GAAP net income (loss)                                   $(2,916)                                             $(5,631)                                                                 $2,545             $(8,547)            $4,659

                                    Stock-based
                                    compensation
                                    charges                       2,286                 (a)                             3,207             (a)                                                   2,160     (a)        5,493    (a)       4,932     (a)

                                   Amortization
                                    of
                                    acquisition-
                                    related
                                    intangibles                   1,879                 (b)                             1,879             (b)                                                   1,683     (b)        3,758    (b)       3,339     (b)

                                    Litigation,
                                    settlements
                                    and defense
                                    fees                             40                 (c)                              (51)            (c)                                                       -    (c)         (11)   (c)           -    (c)

                                    Severance
                                    costs                             -                (d)                             1,158             (d)                                                       -    (d)        1,158    (d)           -    (d)

                                    Acquisition
                                    related
                                    costs                             -                (e)                                 -            (e)                                                     534     (e)            -   (e)         534     (e)

                                    Strategic
                                    alternatives
                                    review costs                    463                 (f)                                 -            (f)                                                       -    (f)          463    (f)           -    (f)

                                    Lease
                                    termination
                                    fee                             155                 (g)                                 -            (g)                                                       -    (g)          155    (g)           -    (g)

                                   Deferred tax
                                    provision
                                    arising from
                                    tax impact
                                    of above
                                    items                            86                 (h)                                 6             (h)                                                   (269)    (h)           92    (h)       (625)    (h)

    Non-GAAP net income                                        $1,993                                                  $568                                                                  $6,653               $2,561            $12,839
                                                               ======                                                  ====                                                                  ======               ======            =======


    Non-GAAP net income per share:

                                   Basic                          $0.03                                                 $0.01                                                                   $0.10                $0.04              $0.20
                                   =====

                                   Diluted                        $0.03                                                 $0.01                                                                   $0.10                $0.04              $0.19
                                   =======


    Shares used in computing net income per share:

                                   Basic                         68,044                                                67,609                                                                  66,184               67,826             65,725
                                   =====

                                   Diluted                       69,053                                                69,330                                                                  68,074               69,174             67,471
                                   =======


                                                                                                                                              SHORETEL, INC.

                                                                                                                                GAAP TO NON-GAAP RECONCILIATION FOOTNOTES

                                                                                                                                          (Amounts in thousands)

                                                                                                                                               (Unaudited)





                                                              Three Months Ended                                                   Six Months Ended

                                                    December 31,                    September 30,                                   December 31,                      December 31,              December 31,

                                                                   2016                         2016                                            2015                                    2016                 2015
                                                                   ----                         ----                                            ----                                    ----                 ----

    (a)  Stock-based
         compensation
         included in:

        Cost of product revenue                                      $9                                                         $25                                                         $12                                $34               $41

         Cost of hosted and related
         services revenue                                            52                                                          85                                                         283                                137               667

         Cost of support and services
         revenue                                                     88                                                         126                                                         135                                214               347

        Research and development                                    512                                                         676                                                         433                              1,188               920

        Sales and marketing                                         663                                                         959                                                         569                              1,622             1,431

        General and administrative                                  962                                                       1,336                                                         728                              2,298             1,526

                                                                 $2,286                                                      $3,207                                                      $2,160                             $5,493            $4,932
                                                                 ======                                                      ======                                                      ======                             ======            ======


        Amortization of
         acquisition-
         related
         intangibles
    (b)  included in:

        Cost of product revenue                            $          -                                               $          -                                                         $9                     $            -              $17

         Cost of hosted and related
         services                                                   977                                                         977                                                         825                              1,954             1,651

        Sales and marketing                                         894                                                         895                                                         849                              1,789             1,671

        General and administrative                                    8                                                           7                                                           -                                15                 -

                                                                 $1,879                                                      $1,879                                                      $1,683                             $3,758            $3,339
                                                                 ======                                                      ======                                                      ======                             ======            ======


    (c)  Litigation,
         settlements and
         defense fees
         included in:

        Settlements and defense fees                                $40                                                       $(51)                                               $          -                             $(11)   $            -

                                                                    $40                                                       $(51)                                               $          -                             $(11)   $            -
                                                                    ===                                                        ====                                                ============                              ====    ==============


    (d)  Severance costs
         included in:

        Cost of product revenue                            $          -                                                         $9                                                $          -                                $9    $            -

        Cost of support and services                                  -                                                        113                                                           -                               113                 -

        Research and development                                      -                                                         63                                                           -                                63                 -

        Sales and marketing                                           -                                                        966                                                           -                               966                 -

        General and administrative                                    -                                                          7                                                           -                                 7                 -

                                                           $          -                                                     $1,158                                                $          -                            $1,158    $            -
                                                           ============                                                     ======                                                ============                            ======    ==============


    (e)  Direct
         acquisition
         costs included
         in:

         Acquisition-related costs                         $          -                                               $          -                                                       $534                     $            -             $534

                                                           $          -                                               $          -                                                       $534                     $            -             $534
                                                           ============                                               ============                                                       ====                     ==============             ====


    (f)  Strategic
         alternatives
         review costs
         included in:

        General and administrative                                 $463                                                $          -                                               $          -                              $463    $            -

                                                                   $463                                                $          -                                               $          -                              $463    $            -
                                                                   ====                                                ============                                               ============                              ====    ==============


    (g)  Lease
         termination fee
         included in:

         Cost of hosted and related
         services                                                  $155                                                $          -                                               $          -                              $155    $            -

                                                                   $155                                                $          -                                               $          -                              $155    $            -
                                                                   ====                                                ============                                               ============                              ====    ==============



    (h)  The deferred tax benefit (provision) arising from acquisition and tax impact of the items which are excluded in (a)
         to (g) above.



                                            SHORETEL, INC.

                  RECONCILIATION OF GAAP TO NON-GAAP FOR FISCAL Q3 2017 PROJECTIONS

                                        (Amounts in millions)

                                             (Unaudited)


                                               Three Months Ending

                                                  March 31, 2017
                                                  --------------


                                                       Low                          High
                                                       ---                          ----

    GAAP gross
     profit %                                               62.0%                        63.0%

    Adjustments
     for stock-
     based
     compensation                                              0.3%                         0.3%

    Adjustments
     for
     acquisition-
     related
     intangible
     amortization
     and other
     items                                                     1.2%                         1.2%

    Non-GAAP
     gross profit
     %                                                       63.5%                        64.5%
                                                               ====                          ====


    Total GAAP
     operating
     expenses                                                 $58.0                         $59.0

    Adjustments
     for stock-
     based
     compensation                                              $2.0                          $2.0

    Adjustments
     for
     acquisition-
     related
     intangible
     amortization
     and other
     items                                                     $1.0                          $1.0
                                                               ----                          ----

    Total non-
     GAAP
     operating
     expenses                                                 $55.0                         $56.0
                                                              =====                         =====

To view the original version on PR Newswire, visit:http://www.prnewswire.com/news-releases/shoretel-reports-financial-results-for-second-quarter-fiscal-year-2017-300397504.html

SOURCE ShoreTel