Tesla Motors, Inc. – Third Quarter 2013 Shareholder Letter
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Record 5,500 Model S deliveries
Gross margin increased to 21% (non-GAAP) excluding ZEV credits
Net income (non-GAAP) of $16 million
Major WW expansion of service centers, stores and Superchargers
Cash balance nonetheless increased by $49 million to $796 million
Ramping production to meet growing demand in 2014

November 5, 2013
Dear Fellow Shareholders:
We achieved record levels of Model S production, deliveries and vehicle gross margin in Q3. This performance
drove positive free cash flow and our third consecutive quarter of non-GAAP net income, while supporting
substantial investments in future growth and customer support infrastructure.
Model S is becoming more pervasive every day. Over 19,000 Model S owners are driving in excess of 700,000
miles per day in over 20 countries and have now driven their cars more than 100 million miles. As more people see
our car on the road, take a test drive or talk with another Model S owner, more demand is created for our product.
Demand exceeds supply, despite no advertising, no discounts and no paid endorsements.

Model S Production, Deliveries and Gross Margin
We are now producing 550 cars per week withimproved process controls which consistently resultin high quality cars. Consequently, we finished thequarter with a record of slightly over 5,500 deliveries,
including over 1,000 deliveries to European
customers. Production in the quarter significantly
exceeded deliveries in order to fill the pipeline ofvehicles in transit to Europe and provide cars forservice and marketing uses.
We plan to continue to increase production over the
next several quarters in order to keep up with thegrowth in demand. Our suppliers are also ramping
up their capacity to meet our production targets.
Along those lines, we recently expanded our 2011
supplier agreement with Panasonic. Under this new
agreement, Panasonic will increase its production
European Operations in Netherlands
capacity of automotive-grade lithium-ion battery cells
Centerto supply Tesla with a minimum of 1.8 billion cells over four years, more than three times our previous
agreement. This number should be viewed as more of a floor than a ceiling.

Our operations in the Netherlands have expanded substantially to enable vehicle assembly and testing of several
hundred cars per week arriving into Europe. This facility also serves as a pan European parts warehouse andregional customer service center.
We made solid improvements in vehicle gross margin as our non-GAAP automotive gross margin (excluding zero
emission vehicle or ZEV credits) rose to 21% from 14% last quarter. Cost reductions were achieved through avariety of approaches without reducing the value proposition to the customer. This included process efficiencies,
design improvements, and reduction of waste in the supply chain. Strong average pricing, driven by more highly
optioned European deliveries and a mix shift towards 85 kWh battery pack cars, also contributed to the grossmargin improvement.

Growing Global Demand and Customer Infrastructure
Demand for Model S has continued to grow in North America and Europe. We began to take reservations in China
during the quarter and now anticipate our first Model S deliveries there in Q1 2014. Customer testimonials and test
drives remain our strongest demand drivers. With every passing week, we are hitting new records in the number oftest drives with potential customers.
We are finding that opening a service center in a new geographic area can drive demand. As a result, we havecomplemented our store strategy with sales personnel in service centers to more rapidly expand our retail footprint.
Since the end of Q2, our combined global retail and service locations have expanded by almost 20% to a total ofover 100 locations today.
During the quarter, we made dramatic
improvements in our service operations. Ourinvestments in staffing, training and locations
are beginning to bear fruit. Tesla ispioneering a new approach to vehicle
servicing that we believe will revolutionize thecustomer experience. An announcement
about this will be forthcoming shortly.

New Store in Palo Alto, CA

We are also providing highly optioned Model
S vehicles as service loaners to ensure a highlevel of customer satisfaction. The joy ofdriving a higher performance service loaner
has persuaded some of our customers totrade up to these highly optioned cars.

Model S - Safety First
Results of independent testing done by NHTSA confirmed our engineering goals regarding Model S safety.
Model S was awarded a 5-star safety rating as part of the New Car Assessment Program (NCAP), not just overall,but in every subcategory. While approximately 1% of all vehicles tested also achieve 5 stars in every category,
NHTSA also provides a more precise statistical number to manufacturers regarding the probability of injury of any
given car. By this metric, Model S has the lowest probability of injury of any car ever tested.
Safely storing and using the energy contained in our battery packs has been a core objective of Tesla. All vehicles
carry energy and face the risk that this energy could be released in an accident. Even though the electrical energy

stored in the battery pack is only about one tenth of the chemical energy stored in a tank of gasoline, we havedesigned complementary safety systems into the battery pack, including armor plating, internal firewalls andmonitoring systems which provide additional layers of protection.

Supercharger Network Enhances Value
Supercharging has become a significant part of the Tesla value proposition. Customers cite the ability tosupercharge as one of the top 5 reasons they choose a Tesla. As a result, 90% of our customers opt forsupercharging capability when they order their Model S. So
far, nearly a third of all Model S cars have beensupercharged at least once, powering these cars over 4
million supercharged miles and saving nearly 200,000
gallons of fuel.
We continue to rapidly expand the Supercharger networkwith 31 stations open in North America today. Our network
now enables free long distance driving along the entire west
coast of North America, from Vancouver to San Diego. By
year-end, we expect to have a network that will allow crosscountry driving in the United States and a higher
concentration of stations along the east coast.

Tesla Supercharger - Burlington, WA

We are also expanding our Supercharging network into
Scandinavia and Europe. In August, Tesla opened a network of six Supercharger stations in Norway, allowing
Model S owners to travel conveniently and for free across Norway’s most vital and commonly used roads andhighways.

After Norway, we are putting specific emphasis on Germany where we plan to upgrade to even faster 135 kW
Superchargers. By March 2014, we plan that more than half of Germany should be covered, with complete
coverage by mid-2014. By the end of 2014, we expect that the entire population of the Netherlands, Switzerland,
Belgium, Austria, Denmark and Luxembourg and about 90 percent of the population in England, Wales andSweden will live within 320 km of a Supercharger station.

Quarterly Results
Like last quarter, in addition to GAAP financials, we have presented non-GAAP financials excluding the effect oflease accounting. We believe these non-GAAP financials are useful because they align with the underlying cash
flow activity and timing of vehicle deliveries, and we use such information internally for operational management
and financial planning purposes. Non-GAAP financials add back deferred revenues and related costs for Q3 cars
sold with a resale value guarantee to customers who obtained financing from one of our banking partners. Thisfinancing program was very popular in the United States during the quarter, and represented about half the carsdelivered in states where the program is available.
Q3 non-GAAP revenues were $603 million, up 9% from Q2, while GAAP revenues were $431 million, up 6% fromQ2, despite the drop in ZEV credit revenue. One of the drivers for the anticipated drop in ZEV credit revenue to $10
million in Q3 from $51 million in the prior quarter was the shift in the mix of sales to Europe and non-ZEV states in
the United States.

Excluding ZEV revenue, non-GAAP revenues grew 18% from Q2. The strong revenue growth was driven by anincrease in vehicle deliveries and higher vehicle average selling prices (ASPs) due to the start of Europeandeliveries and a higher mix of cars with 85 kWh battery packs. We also continued to supply full electric powertrainsto Toyota for the RAV4 EV.
Development services gross margin was negative thisquarter due to the timing of revenue milestones anddevelopment costs incurred during Q3. The
development program with Daimler is on track for fullcompletion by early next year. Shortly thereafter, we
anticipate the start of production to support market
launch by Daimler in 2014.
Overall, Q3 non-GAAP gross margin was 22%, and 24%
on a GAAP basis.
Research and development (R&D) expenses were $48
million on a non-GAAP basis and $56 million on a GAAP
Model S in London for Store Opening
basis. R&D spending increased due to the work on
Model S right-hand drive and localization efforts forforeign markets. We have also accelerated development work on Model X.
Selling, general and administrative (SG&A) expenses were $67 million on a non-GAAP basis and $77 million on a
GAAP basis. This increase from Q2 was driven by our global expansion including service and information
technology infrastructure, and continued investments in our retail and Supercharger networks.
Q3 non-GAAP net income was $16 million, or $0.12 per share. This excludes lease accounting, stock-based
compensation and non-cash interest expense. Including these items, GAAP net loss was $38 million or $(0.32) per
share.
The Q3 non-GAAP earnings per share (EPS) calculation is based on 137.1 million fully diluted shares, and includes
0.9 million shares from the conversion feature of our convertible bond issued last quarter, since the average price ofTesla’s common shares during the third quarter exceeded the conversion price of $124.52 per share. The dilutionof 0.9 million shares from the conversion feature is fully offset by the bond hedge, but this benefit is not considered
for EPS reporting since it is anti-dilutive. Our Q3 GAAP net loss per share is calculated using 121.9 million basic
shares.
In Q3, we generated $26 million of positive free cash flow (cash flow from operations less capital expenditures).
This is a new record for positive cash flow generated in any quarter. Our total cash at quarter end was $796 million(including current restricted cash), an increase of $49 million from last quarter.

Q4 Outlook
We are continuing to expand production and plan to deliver slightly under 6,000 Model S vehicles in Q4, which
increases our total expected deliveries to 21,500 vehicles worldwide for 2013. ASPs are expected to be relatively
flat sequentially as we continue to see a rich mix of options on incoming orders.
Model S gross margin may continue to make slight improvements over the next several quarters as we continue todrive down manufacturing costs. While we expect to achieve our target of 25% non-GAAP automotive gross margin
in Q4 (assuming no contribution from ZEV credits), further progress is likely if customers continue to purchase ourvehicles with a high option take rate.

R&D expenses are expected to increase sequentially by about 25% in Q4 as we accelerate product development
efforts on Model X and Model S enhancements. SG&A expenses are expected to rise sequentially by about 20%,
driven by the growth in our retail locations, service centers and Supercharger facilities.
We expect our non-GAAP profitability to be about consistent with Q3, with approximately 139 million fully diluted
shares outstanding based on the current level of our stock price. Free cash flow is expected to be close to
breakeven.
We expect to spend about $75 to $85 million on capital expenditures for a total of approximately $250 million in2013, as we expand our factory production capability and customer support infrastructure. All these investments,
funded in part by our profitable operations, position us for further expansion of our product portfolio and global
growth.
We plan to share further details of our 2014 plan when we report Q4 results early next year.

Elon Musk, Chairman & CEO

Deepak Ahuja, Chief Financial OfficerWebcast Information
Tesla will provide a live webcast of its third quarter 2013 financial results conference call beginning at 2:30 p.m. PT on
November 5, 2013, at ir.teslamotors.com. This webcast will also be available for replay for approximately one year
thereafter.

Non-GAAP Financial Information
Consolidated financial information has been presented in accordance with GAAP as well as on a non-GAAP basis. On a
non-GAAP basis, financial measures exclude non-cash items such as stock-based compensation, the change in fairvalue related to Tesla’s warrant liability, non-cash interest expense related to Tesla's 1.5% convertible senior notes aswell as one-time expenses associated with the early repayment of the Department of Energy Loan. Non-GAAP financial
measures also exclude the impact of lease accounting on Model S related revenues and cost of revenues, as thisperspective is useful in understanding the underlying cash flow activity and timing of vehicle deliveries. Management
believes that it is useful to supplement its GAAP financial statements with this non-GAAP information because
management uses such information internally for its operating, budgeting and financial planning purposes. These nonGAAP financial measures also facilitate management’s internal comparisons to Tesla’s historical performance as well ascomparisons to the operating results of other companies. Non-GAAP information is not prepared under acomprehensive set of accounting rules and therefore, should only be read in conjunction with financial information
reported under U.S. GAAP when understanding Tesla's operating performance. A reconciliation between GAAP and
non-GAAP financial information is provided below.
Forward-Looking Statements
Certain statements in this shareholder letter, including statements in the “Q4 Outlook” section of this Shareholder Letter;statements regarding profitability and free cash flow in Q4 2013 and cost reduction efforts; statements relating to theprogress Tesla is making with respect to product development, Asian launch expectations, schedule for the introductionof future options and variants, quality improvements, delivery and volume expectations of Model S;; the ability to achieve
vehicle demand, volume, revenue, gross margin, spending, profitability and cash flow targets, and future store, service
center and Tesla Supercharger expected costs, openings and expansion plans are “forward-looking statements” that are
subject to risks and uncertainties. These forward-looking statements are based on management’s current expectations,and as a result of certain risks and uncertainties, actual results may differ materially from those projected. The following
important factors, without limitation, could cause actual results to differ materially from those in the forward-looking
statements: Tesla’s future success depends on its ability to design and achieve market acceptance of Model S and othernew vehicle models, specifically Model X; the risk of delays in the manufacture, production and delivery ramp of Model S
vehicles; the ability of suppliers to meet quality and part delivery expectations at increasing volumes; Tesla’s ability tocontinue to reduce or control manufacutring and other costs; consumers’ willingness to adopt electric vehicles;
competition in the automotive market generally and the alternative fuel vehicle market in particular; Tesla’s ability toestablish, maintain and strengthen the Tesla brand; the unavailability, reduction or elimination of governmental andeconomic incentives for electric vehicles; Tesla’s ability to establish, maintain and strengthen its relationships withstrategic partners such as Daimler, Toyota and Panasonic; and Tesla’s ability to execute on its retail strategy and for
new store, service center and Tesla Supercharger openings. More information on potential factors that could affect theCompany’s financial results is included from time to time in Tesla’s Securities and Exchange Commission filings andreports, including the risks identified under the section captioned “Risk Factors” in our quarterly report on Form 10-Q filedwith the SEC on August 9, 2013. Tesla disclaims any obligation to update information contained in these forward-looking
statements whether as a result of new information, future events, or otherwise.

Investor Relations Contact:
Jeff Evanson
VP Investor Relations – Tesla Motors
ir@teslamotors.com

Press Contact:
Liz Jarvis-Shean
Communications – Tesla Motors
ejs@teslamotors.com

Interested in keeping up with Tesla?
For more information on Tesla and its products, please visit: teslamotors.com
For more information for Tesla investors, please visit: ir.teslamotors.com
For the latest information from Tesla, including press releases and the Tesla blog, please visit: teslamotors.com/press
For additional information, please follow Elon Musk’s and Tesla’s Twitter accounts: twitter.com/elonmusk andtwitter.com/TeslaMotors

Tesla Motors, Inc.
Condensed Consolidated Statem ents of Operations(Unaudited)(In thousands, except per share data)

Sept 30,
2013
Revenues
Automotive sales (1A)
Development services
Total revenues
Cost of revenues
Automotive sales (1B)
Development services
Total cost of revenues (2)Gross profit (loss)
Operating expenses
Research and development (2)Selling, general and administrative (2)Total operating expenses
Loss from operations
Interest income
Interest expense
Other income (expense), net (3)Loss before income taxes
Provision for income taxes
Net loss
Net loss per common share, basic and diluted (4)(5)$

Three Months Ended
June 30,
Sept 30,2013
2012

430,196
1,150
431,346$

401,535
3,604
405,139$

50,023
81
50,104

Nine Months Ended
Sept 30,
Sept 30,
2013
2012
$

324,883
3,595
328,478
102,868

303,599
1,057
304,656
100,483$

56,351
77,071
133,422(30,554)
68(6,492)(740)(37,718)
778(38,496) $52,312
59,963112,275(11,792)
39(20,116)
1,668(30,201)301(30,502) $61,90137,79899,699(108,460)
38(78)(2,188)(110,688)
116(110,804)$$(0.32) $(0.26) $(1.05)$

Shares used in per share calculation, basic and diluted (4)(5)

121,862

58,86558,865(8,761)

118,194

1,386,934
11,343
1,398,277$

1,090,300
8,304
1,098,604
299,673

105,556

91,323
15,601
106,924

92,947
7,767
100,714
6,210

163,523
184,080
347,603(47,930)
97(26,705)
18,018(56,520)
1,230(57,750) $(0.49) $118,282

205,146
104,464
309,610(303,400)
203(228)(2,573)(305,998)
284(306,282)(2.91)
105,196

Notes:(1) Due to the application of lease accounting for Model S vehicles w ith the resale value guarantee, the follow ing is supplemental information for theperiods presented:(A) Net increase in deferred revenue and other long-term
liabilities as a result of lease accounting and therefore
not recognized in automotive sales$

171,229$

146,812$

318,041(B) Net increase in operating lease vehicles as a result oflease accounting and therefore not recognized in
automotive cost of sales$

138,839$

123,919$

262,758$

5,616
24,91625,03455,566

Under lease accounting, w arranty costs are expensed as incurred instead of accrued at the time of sale.
(2) Includes stock-based compensation expense of the follow ing for the periods presented:
Cost of revenues
Research and development
Selling, general and administrative
Total stock-based compensation expense

$

$

3,017
8,707
9,715
21,439

$

$

1,063
8,565
9,631
19,259

$

$

471
6,356
5,648
12,475

$

$

$

556
19,421
15,75235,729(3) Other income (expense), net, for the nine months ended September 30, 2013 includes the gain from the elimination of the $10.7 million Department ofEnergy (DoE) common stock w arrant liability and a $7.3 million favorable foreign currency exchange impact.
(4) In May 2013, the Company completed a public offering pursuant to w hich the Company sold 3,902,862 shares of common stock. Concurrent w ith
the closing of the offering, the Company sold 596,272 shares of common stock to Elon Musk in a private placement at the public offering price.
(5) In October 2012, the Company completed a public offering pursuant to w hich the Company sold 7,964,601 shares of common stock.

Tesla Motors, Inc.
Condensed Consolidated Balance Sheets(Unaudited)(In thousands)
Sept 30,
2013
AssetsCash and cash equivalents
Restricted cash - current
Accounts receivable
Inventory
Prepaid expenses and other current assets
Operating lease vehicles, net (1)Property and equipment, net
Restricted cash - noncurrent
Other assets
Total assets
Liabilities and Stockholders' Equity
Accounts payable and accrued liabilities
Deferred revenue (2)Customer deposits
Common stock w arrant liability
Capital lease obligations
Long-term debt (4)Other long-term liabilities (3)Total liabilities
Convertible debt (4)Stockholders' equity
Total liabilities and stockholders' equity

$

$

$

$

Dec 31,
2012

795,116
1,265
47,580347,545
27,260268,824
654,482
8,110
16,027
2,166,209$

376,970
195,037
140,277
16,902582,502212,858
1,524,546
77,498564,165
2,166,209$$$

201,890
19,094
26,842
268,504
8,438
10,071
552,229
5,159
21,963
1,114,190

343,180
4,964
138,817
10,692
14,330452,337
25,170989,490
124,700
1,114,190

Notes:(1) Includes the follow ing increase in operating lease vehicles related to deliveries of Model S w ith theresale value guarantee and subject to lease accounting, net of depreciation recognized in automotive
cost of sales, for the follow ing periods:
Q2 2013
Q3 2013$

123,919
138,839

Net increase during the nine months ended September 30, 2013$

262,758(2) Includes the follow ing increase in deferred revenue related to deliveries of Model S w ith the resale
value guarantee and subject to lease accounting, net of revenue amortized to automotive sales forthe follow ing periods:
Q2 2013
Q3 2013$74,45584,577

Net increase during the nine months ended September 30, 2013$

159,032(3) Includes the follow ing increase in other long-term liabilities related to deliveries of Model S w ith theresale value guarantee and subject to lease accounting for the follow ing periods:
Q2 2013
Q3 2013$72,35786,652

Net increase during the nine months ended September 30, 2013$

159,009(4) Our common stock price exceeded the conversion threshold price of our convertible senior notes due 2018 (Notes)
issued in May 2013; therefore, the Notes are convertible at the holder’s option during the fourth quarter of 2013. As
such, the carrying value of the Notes w as classified as a current liability as of September 30, 2013 and the difference
betw een the principal amount and the carrying value of the Notes w as reflected as convertible debt in mezzanine
equity on our condensed consolidated balance sheet as of September 30, 2013.

Tesla Motors, Inc.
Supplem ental Consolidated Financial Inform ation(Unaudited)(In thousands)

Sept 30,
2013
Selected Cash Flow Inform ation
Cash flow s provided by (used in) operating activities
Cash flow s used in investing activities
Cash flow s provided by financing activities
Other Selected Financial Inform ation
Cash flow s provided by (used in) operating activities
Capital expenditures
Free cash flow (cash flow from operations plus capital
expenditures)
Depreciation and amortization

Three Months Ended
June 30,
Sept 30,
2013
2012

$

102,343 $(77,501)
24,216(38,194) $(27,173)
597,007(101,026)(64,014)
40,179$128,232 $(159,912)
624,906(228,590)(146,173)
205,190$102,343 $(76,548)(38,194) $(40,514)(101,026)(62,398)$

128,232 $(174,790)(228,590)(175,175)$

25,795$(78,708) $(163,424)$(46,558) $(403,765)$

28,449$22,1997,521$

68,49816,033

Sept 30,
2013
Cash and Investm ents
Cash and cash equivalents
Restricted cash - current
Restricted cash - noncurrent

Nine Months Ended
Sept 30,
Sept 30,
2013
2012

$

795,116
1,265
8,110

$

June 30,
2013$

746,057
1,362
7,059

Sept 30,
2012$

85,693
22,861
4,688$

Tesla Motors, Inc.
Reconciliation of GAAP to Non-GAAP Financial Inform ation(Unaudited)(In thousands, except per share data)

Sept 30,
2013
Revenues (GAAP)
Model S revenue deferred due to lease accounting
Revenues (Non-GAAP)$

Gross profit (loss) (GAAP)
Model S gross profit deferred due to lease accounting (1)Stock-based compensation expense
Gross profit (loss) (Non-GAAP)$$

431,346
171,229
602,575$

102,868$

28,732
3,017
134,617

Research and developm ent expenses (GAAP)
Stock-based compensation expense
Research and developm ent expenses (Non-GAAP)$

Selling, general and adm inistrative expenses (GAAP)
Stock-based compensation expense
Selling, general and adm inistrative expenses (Non-GAAP)$Net loss (GAAP)
Stock-based compensation expense
Change in fair value of w arrant liability
Non-cash interest expense related to convertible notes
Early extinguishment of DoE loans
Net incom e (loss) (Non-GAAP) including lease accounting
Model S gross profit deferred due to lease accounting (1)$Net incom e (loss) (Non-GAAP)$Net loss per com m on share, basic (GAAP)
Stock-based compensation expense
Change in fair value of w arrant liability
Non-cash interest expense related to convertible notes

$

$

$

Early extinguishment of DoE loans
Model S gross profit deferred due to lease accounting (1)Net incom e (loss) per com m on share, basic (Non-GAAP)$

Shares used in per share calculation, basic (GAAP and Non-GAAP)$$

405,139
146,812551,951$

100,483$

19,3491,063
120,895$

Net incom e (loss) per share, diluted (Non-GAAP)$

Nine Months Ended
Sept 30,
Sept 30,
2013
2012
$

$

50,104
50,104$(8,761)$471(8,290)56,351 $(8,707)47,644 $52,312 $(8,565)43,747 $61,901(6,356)55,545$77,071 $(9,715)67,356 $59,963 $(9,631)50,332 $37,798(5,648)32,150$(38,496) $21,4394,260(12,797)(30,502) $19,2591,791
16,386
6,934(110,804)
12,475
1,205(97,124)$

28,732
15,935

19,34926,283$(97,124)(0.32) $0.18-(0.26) $0.16-(1.05)
0.12
0.01

0.03
-

0.02
0.14

-

0.24
0.13

$

$

121,862

Net loss per share, diluted (GAAP)
Stock-based compensation expense
Change in fair value of w arrant liability
Non-cash interest expense related to convertible notes
Early extinguishment of DoE loans
Net incom e (loss) (Non-GAAP) including lease accounting
Model S gross profit deferred due to lease accounting (1)Shares used in per share calculation, diluted (Non-GAAP)

Three Months Ended
June 30,
Sept 30,
2013
2012

0.16
0.22

$

118,194(0.92)(0.23) $
0.15
0.01
0.13
0.05

(1.05)
0.12
0.01(0.92)

0.21
0.12

0.15
0.20

(0.92)

137,131130,503$106,924
106,924$

299,673

$

6,210

$

48,082
5,616
353,371

$

556
6,766

163,523 $(24,916)
138,607 $205,146(19,421)
185,725

184,080 $(25,034)
159,046 $

104,464(15,752)
88,712(57,750) $55,566(10,692)
6,051
16,3869,561(306,282)
35,729896(269,657)

48,082
57,643$(269,657)(0.49) $0.47(0.09)(2.91)
0.34
0.01

0.05
0.14

-

$

$

$
$

$

105,556(0.28) $0.16
0.03(0.09)$$$

1,398,277
318,041
1,716,318$

105,556

0.41
0.49

$

118,282$$(2.56)
105,196(0.44) $0.42(0.08)
0.05
0.12
0.07

(2.91)
0.34
0.01(2.56)

0.36
0.44(2.56)

131,878$

105,196(1) Under GAAP, w arranty costs are expensed as incurred for Model S vehicle deliveries w ith lease accounting. For Non-GAAP purposes, an estimatedincremental w arranty reserve of $5.0 million and $9.0 million is included for the three and nine months ended September 30, 2013, respectively. Additionally, stockbased compensation of $1.3 million and $1.8 million is excluded for non-GAAP purposes for the three and nine months ended September 30, 2013, respectively.