(3) We have recorded a full valuation allowance against our U.S. net deferred tax assets and a valuation allowance against net deferred tax assets in certain foreign jurisdictions. As we are profitable on a non-GAAP basis, the 2017 and 2016 non-GAAP tax provisions are being calculated assuming there is no valuation allowance. Income tax adjustments for the three months ended January 2, 2016 reflect the tax effects of non-GAAP adjustments which are calculated by applying the applicable tax rate by jurisdiction to the non-GAAP adjustments listed above.  Additionally, our non-GAAP tax provision for the three months ended January 2, 2016 excludes a $1.6 million tax provision related to a legal settlement accrual.  Beginning in the second quarter of 2016, we changed our methodology to adopt a method that is more reflective of our full year expected non-GAAP tax rate.  For the three months ended December 31, 2016, our non-GAAP tax provision is based on our annual expected non-GAAP tax rate applied to our year-to-date non-GAAP earnings.

PTC Inc.
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
				December 31,					September 30,
				2016					2016
ASSETS
Cash and cash equivalents				$	173,367				$	277,935
Marketable securities					49,834					49,616
Accounts receivable, net					132,853					161,357
Property and equipment, net					65,885					67,113
Goodwill and acquired intangible assets, net					1,453,219					1,480,118
Other assets					317,946					305,405
Total assets				$	2,193,104				$	2,341,544
LIABILITIES AND STOCKHOLDERS' EQUITY
Deferred revenue				$	375,029				$	413,657
Debt, net of deferred issuance costs					727,925					747,416
Other liabilities					271,185					337,805
Stockholders' equity					818,965					842,666
Total liabilities and stockholders' equity				$	2,193,104				$	2,341,544

PTC Inc.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
					Three Months Ended
					December 31,						January 2,
					2016						2016
Cash flows from operating activities:
	Net income (loss)				$	(9,141	)				$	(23,892	)
	Stock-based compensation					17,988						23,189
	Depreciation and amortization					21,454						20,613
	Accounts receivable					21,184						35,219
	Accounts payable and accruals					(53,608	)					10,375
	Deferred revenue					(11,726	)					1,262
	Income taxes					(6,096	)					(3,355	)
	Excess tax benefits from stock-based awards					(102	)					(56	)
	Other					(27,931	)					(2,101	)
Net cash (used) provided by operating activities						(47,978	)					61,254
Capital expenditures						(7,100	)					(4,185	)
Acquisitions of businesses, net of cash acquired (4)						-						(64,780	)
Proceeds (payments) on debt, net						(20,000	)					50,000
Proceeds from issuance of common stock						-						1
Payments of withholding taxes in connection with
	vesting of stock-based awards					(18,623	)					(14,833	)
Excess tax benefits from stock-based awards						102						56
Other financing & investing activities						(1,209	)					(2,300	)
Foreign exchange impact on cash						(9,760	)					(1,833	)
Net change in cash and cash equivalents						(104,568	)					23,380
Cash and cash equivalents, beginning of period						277,935						273,417
Cash and cash equivalents, end of period					$	173,367					$	296,797

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