SEC Comment Letter 0000000000-24-003916 to Palo Alto Networks Inc (PANW)
Palo Alto Networks Inc
Date: April 11, 2024 · CIK: 0001327567 · Accession: 0000000000-24-003916
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 001-35594
Letter
United States securities and exchange commission logo April 11, 2024 Dipak Golechha Chief Financial Officer Palo Alto Networks Inc. 3000 Tannery Way Santa Clara, CA 95054 Re:Palo Alto Networks Inc. Form 10-Q for Fiscal Quarter Ended January 31, 2024 File No. 001-35594 Dear Dipak Golechha: We have limited our review of your filing to the financial statements and related disclosures and have the following comment. Please respond to this letter within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe the comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to this letter, we may have additional comments. Form 10-Q for the Period Ended January 31, 2024 Management's Discussion and Analysis of Financial Condition and Results of Operations Provision for (Benefit from) Income Taxes , page 34 1.We note that as of January 31, 2024, your analysis of all positive and negative evidence resulted in a conclusion that it is more likely than not that deferred tax assets will be realizable based on recent profitability and continued forecasted income. This conclusion resulted in recording a deferred tax benefit of $3.2 billion, deferred tax expense of $1.7 billion and a net tax benefit of $1.5 billion in the three month period ended January 31, 2024. Please expand the discussion of income tax to include a detailed discussion of the reason for the amount and timing of the change in valuation allowance in the three month period ended January 31, 2024. Describe the facts and circumstances surrounding the recognition of the "deferred tax expense of $1.7 billion for the U.S. federal indirect tax effect of foreign deferred taxes." In this regard, please supplementally tell us and expand the discussion to explain the timing of your recognition of the expense and the nature and timing of the foreign deferred taxes. Also, describe in detail any related trends in profitability underlying your analysis pursuant to Item 303(b)(2)(ii) of Regulation S-K.
FirstName LastNameDipak Golechha Comapany NamePalo Alto Networks Inc. April 11, 2024 Page 2 FirstName LastName Dipak Golechha Palo Alto Networks Inc. April 11, 2024 Page 2 In closing, we remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please contact Claire DeLabar at 202-551-3349 or Robert Littlepage at 202-551-3361 with any questions. Sincerely, Division of Corporation Finance Office of Technology
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United States securities and exchange commission logo
April 11, 2024
Dipak Golechha
Chief Financial Officer
Palo Alto Networks Inc.
3000 Tannery Way
Santa Clara, CA 95054
Re:Palo Alto Networks Inc.
Form 10-Q for Fiscal Quarter Ended January 31, 2024
File No. 001-35594
Dear Dipak Golechha:
We have limited our review of your filing to the financial statements and related
disclosures and have the following comment.
Please respond to this letter within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe
the comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response to this letter, we may have additional comments.
Form 10-Q for the Period Ended January 31, 2024
Management's Discussion and Analysis of Financial Condition and Results of Operations
Provision for (Benefit from) Income Taxes , page 34
1.We note that as of January 31, 2024, your analysis of all positive and negative evidence
resulted in a conclusion that it is more likely than not that deferred tax assets will be
realizable based on recent profitability and continued forecasted income. This conclusion
resulted in recording a deferred tax benefit of $3.2 billion, deferred tax expense of $1.7
billion and a net tax benefit of $1.5 billion in the three month period ended January 31,
2024. Please expand the discussion of income tax to include a detailed discussion of the
reason for the amount and timing of the change in valuation allowance in the three month
period ended January 31, 2024. Describe the facts and circumstances surrounding the
recognition of the "deferred tax expense of $1.7 billion for the U.S. federal indirect tax
effect of foreign deferred taxes." In this regard, please supplementally tell us and expand
the discussion to explain the timing of your recognition of the expense and the nature and
timing of the foreign deferred taxes. Also, describe in detail any related trends in
profitability underlying your analysis pursuant to Item 303(b)(2)(ii) of Regulation S-K.
FirstName LastNameDipak Golechha
Comapany NamePalo Alto Networks Inc.
April 11, 2024 Page 2
FirstName LastName
Dipak Golechha
Palo Alto Networks Inc.
April 11, 2024
Page 2
In closing, we remind you that the company and its management are responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or
absence of action by the staff.
Please contact Claire DeLabar at 202-551-3349 or Robert Littlepage at 202-551-3361
with any questions.
Sincerely,
Division of Corporation Finance
Office of Technology