Latest news with #TomStanton
Wall Street Journal
22-05-2025
- Sport
- Wall Street Journal
‘The American Game' Review: The Roots of Lacrosse
There are countless books that conflate the American character with various sports. To take two examples, consider Tom Stanton's 'Hank Aaron and the Home Run That Changed America' (2004), about the great slugger's record-breaking 715th dinger, and Sally Jenkins's 'The Real All Americans' (2007), about the Carlisle Indians football squad in the late 19th and early 20th centuries. S.L. Price's 'The American Game' is about lacrosse, a sport that hasn't changed America but instead reflects changes in America. Once a niche pursuit, lacrosse is now a national passion—if not a national pastime—and Mr. Price makes a persuasive case that the sport is the true American game. Baseball and football can arguably trace roots to Great Britain (rounders and rugby). Lacrosse sprouted on North American soil. 'On the one hand it is the most spiritual sport on Earth, a religious practice fashioned by Indigenous Americans to honor their god, heal their ailing and play in their heaven,' Mr. Price writes. 'On the other, it is the sport of Range Rovers and Vineyard Vines, a lifestyle with little on its mind beyond the right college, the next red cup of beer, and graduation into some slick-haired, big-money career.' The conundrum at the center of Mr. Price's book and its ambitious title is how the word 'American' is defined. The author is not concerned with who won this collegiate championship or that international tournament. He explores the roots of lacrosse in the indigenous experience of North America before the continent acquired its name, and how the sport flourished on the huge landmass now home to the U.S. and Canada. Lacrosse is a complicated game. This is a complicated story.
Business Wire
08-05-2025
- Business
- Business Wire
ADTRAN Holdings, Inc. reports preliminary first quarter 2025 financial results
HUNTSVILLE, Ala.--(BUSINESS WIRE)--ADTRAN Holdings, Inc. (NASDAQ: ADTN and FSE: QH9) ('ADTRAN Holdings' or the 'Company') today announced its preliminary unaudited financial results for the first quarter ended March 31, 2025. Revenue: $247.7 million, higher by 10% year-over-year, and above the mid-point of outlook. Gross margin: GAAP gross margin: 38.5%; non-GAAP gross margin: 42.6%. Operating margin: at the high end of outlook. GAAP diluted loss per share of $0.13; non-GAAP diluted earnings per share $0.03. Net cash provided by operating activities of $41.6 million. Cash and cash equivalents of $101.3 million, an increase of $23.8 million sequentially. Adtran Holdings' Chairman and Chief Executive Officer Tom Stanton stated, 'We executed on all fronts during the first quarter. Our strong performance reinforces Adtran's improved operating efficiency and the strength of our business model. We delivered solid results, improving several key operating metrics, including higher revenue, strong gross and operating margins, and robust cash from operations. Mr. Stanton added, 'We are well-positioned to navigate and capitalize on shifts in trade policy due to our globally diverse supply chain, operational flexibility, and strong customer relationships. Based on the current visibility and booking trends, we expect this positive momentum to continue into the second quarter.' The information contained in this press release is preliminary. Investors should refer to our Quarterly Report on Form 10-Q for the period ended March 31, 2025 once it is filed with the Securities and Exchange Commission ('SEC'). Business outlook 1 For the second quarter of 2025, the Company expects revenue to be within a range of $247.5 million to $262.5 million. Non-GAAP operating margin is expected to be within a range of 0% to 4%. 1 Non-GAAP operating margin (which is calculated as non-GAAP operating income (loss) divided by revenue) is a non-GAAP financial measure. The Company has provided second quarter 2025 guidance with regard to non-GAAP operating margin. This measure excludes from the corresponding GAAP financial measure the effect of adjustments as described below. The Company has not provided a reconciliation of such non-GAAP guidance to guidance presented on a GAAP basis because it cannot predict and quantify without unreasonable effort all of the adjustments that may occur during the period due to the difficulty of predicting the timing and amounts of various items within a reasonable range. In particular, non-GAAP operating margin excludes certain items, such as acquisition related expenses, amortizations and adjustments, stock-based compensation expense, restructuring expenses, integration expenses, deferred compensation adjustments, and goodwill impairment that the Company is unable to quantitatively predict. Depending on the materiality of these items, they could have a significant impact on the Company's GAAP financial results. Conference call The Company will hold a conference call to discuss its preliminary first quarter 2025 results on Thursday, May 8, 2025, at 9:30 a.m. Central Time, or 4:30 p.m. Central European Time. The Company will webcast this conference call at the events and presentations section of ADTRAN Holdings, Inc. Investor Relations website at approximately 10 minutes before the start of the call, or you may dial 1-888-330-2391 (Toll-Free US) or 1-240-789-2702, and use Conference ID 8936454. An online replay of the Company's conference call, as well as the transcript of the call, will be available on the Investor Relations site shortly following the call and will remain available for at least 12 months. For more information, visit or email Upcoming conference schedule May 12, 2025: Needham Technology Virtual One-on-One Conference May 28, 2025: 22 nd Annual Craig Hallum Institutional Investor Conference June 25, 2025: Northland Capital Virtual One-on-One Growth Conference About Adtran ADTRAN Holdings, Inc. (NASDAQ: ADTN and FSE: QH9) is the parent company of Adtran, Inc., a leading global provider of open, disaggregated networking and communications solutions that enable voice, data, video and internet communications across any network infrastructure. From the cloud edge to the subscriber edge, Adtran empowers communications service providers around the world to manage and scale services that connect people, places and things. Adtran solutions are used by service providers, private enterprises, government organizations and millions of individual users worldwide. ADTRAN Holdings, Inc. is also the majority shareholder of Adtran Networks SE, formerly ADVA Optical Networking SE ('Adtran Networks'). Find more at Adtran, LinkedIn and Twitter. Cautionary note regarding forward-looking statements Statements contained in this press release and the accompanying earnings call which are not historical facts, such as those relating to expectations regarding future revenue and future non-GAAP operating margin; future service provider spending; future profitability, and growth, including customer acquisition and booking trends, as well as future end market growth; future market trends and customer inventory levels; future operational leverage and cash generation; and ADTRAN Holdings' strategy and outlook, outlook and financial guidance, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can also generally be identified by the use of words such as 'believe,' 'expect,' 'intend,' 'estimate,' 'anticipate,' 'will,' 'may,' 'could' and similar expressions. In addition, ADTRAN Holdings, through its senior management, may from time to time make forward-looking public statements concerning the matters described herein. All such projections and other forward-looking information speak only as of the date hereof, and ADTRAN Holdings undertakes no duty to publicly update or revise such forward-looking information, whether as a result of new information, future events, or otherwise, except to the extent as may be required by law. All such forward-looking statements are necessarily estimates and reflect management's best judgment based upon current information. Actual events or results may differ materially from those anticipated in these forward-looking statements as a result of a variety of factors. While it is impossible to identify all such factors, factors which have caused and may in the future cause actual events or results to differ materially from those estimated by ADTRAN Holdings include, but are not limited to: (i) risks and uncertainties relating to our ability to comply with the covenants set forth in our credit agreement, to satisfy our payment obligations to Adtran Networks' minority shareholders under the Domination and Profit and Loss Transfer Agreement between us and Adtran Networks (the 'DPLTA'), and to make payments to Adtran Networks in order to absorb its annual net loss pursuant to the DPLTA; (ii) the risk of fluctuations in revenue due to lengthy sales and approval processes required by major and other service providers for new products, as well as shifting customer spending patterns; (iii) risks and uncertainties related to our inventory practices and ability to match customer demand; (iv) risks and uncertainties relating to our level of indebtedness and our ability to generate cash; (v) risks and uncertainties relating to ongoing material weaknesses in our internal control over financial reporting; (vi) changes in general economic conditions and monetary, fiscal and trade policies, including tariffs; (vii) risks posed by potential breaches of information systems and cyber-attacks; (viii) the risk that we may not be able to effectively compete, including through product improvements and development; and (ix) other risks set forth in our public filings made with the SEC, including our most recent Annual Report on Form 10-K for the year ended December 31, 2024 and risks to be disclosed in our Form 10-Q for the quarterly period ended March 31, 2025 to be filed with the SEC. Additionally, the financial measures presented herein are preliminary estimates, remain subject to our internal controls and procedures, and are subject to risks and uncertainties, including, among others, changes in connection with quarter-end adjustments. Any variation between the Company's actual results and the preliminary financial information set forth herein may be material. Explanation of use of non-GAAP financial measures Set forth in the tables below are reconciliations of gross profit, gross margin, operating expenses, operating loss, other expense, net loss inclusive of the non-controlling interest, net income attributable to the non-controlling interest, net loss attributable to the Company, and loss per share - basic and diluted, attributable to the Company, and net cash provided by operating activities, in each case as reported based on generally accepted accounting principles in the United States ('GAAP'), to non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating expenses, non-GAAP operating income (loss), non-GAAP other expense, non-GAAP net income (loss) inclusive of the non-controlling interest, non-GAAP net income attributable to the non-controlling interest, non-GAAP net income (loss) attributable to the Company, non-GAAP net earnings (loss) per share - basic and diluted, attributable to the Company, and free cash flow, respectively. Such non-GAAP measures exclude acquisition-related expenses, amortization and adjustments (consisting of intangible amortization of backlog, inventory fair value adjustments, developed technology, customer relationships, and trade names acquired in connection with business combinations, as well as legal and advisory fees related to a previously contemplated significant transaction, stock-based compensation expense, restructuring expenses, integration expenses, deferred compensation adjustments, goodwill impairments, amortization of pension actuarial losses, the tax effect of these adjustments to net loss and purchases of property, plant and equipment. These measures are used by management in our ongoing planning and annual budgeting processes. Additionally, we believe the presentation of these non-GAAP measures, when combined with the presentation of the most directly comparable GAAP financial measure, is beneficial to the overall understanding of ongoing operating performance of the Company. These non-GAAP financial measures are not prepared in accordance with, or an alternative for, GAAP and therefore should not be considered in isolation or as a substitution for analysis of our results as reported under GAAP. Additionally, our calculation of non-GAAP measures may not be comparable to similar measures calculated by other companies. Published by ADTRAN Holdings, Inc. Following the first quarter of 2025, the Company identified errors in its previously issued consolidated financial statements primarily impacting inventory and cost of revenue. The Company has evaluated the errors and determined that the related impacts were not material to the previously issued consolidated financial statements for any prior period. A summary description of the errors in the Company's Preliminary Condensed Consolidated Financial Statements for the periods ended December 31, 2023, March 31, 2024, June 30, 2024, September 30, 2024 and December 31, 2024, are as follows: a) For the year ended December 31, 2023 through the year ended December 31, 2024, the Company understated cost of revenue and overstated inventory in the Company's Adtran Networks subsidiary, due to a system error. In addition, there were adjustments in the Company's U.S and Australian subsidiaries related to inventory reserves that were understated. As previously disclosed in the Company's Annual Report on Form 10-K for the year ended December 31, 2024, following the third quarter of 2024, the Company identified errors primarily impacting the carrying values of the redeemable non-controlling interest, retained deficit, the net income attributable to the non-controlling interest and the net loss attributable to the Company and, as a consequence, of the loss per common share attributable to the Company. As previously disclosed, the Company evaluated the errors and determined that the related impacts were not material to the previously issued consolidated financial statements for any prior period. A summary description of the errors in the Company's Condensed Consolidated Financial Statements for the period ended March 31, 2024 is as follows: b) Pursuant to the terms of the DPLTA, each Adtran Networks shareholder (other than the Company) is entitled to receive from us an Annual Recurring Compensation payment of €0.52 per share. The Company erroneously accrued this liability every quarter at €0.59 per share, overstating the associated accrual, the net income attributable to non-controlling interest and the net loss attributable to ADTRAN Holdings, Inc. for the period ended March 31, 2024. c) For the period ended March 31, 2024 the Company remeasured the redeemable non-controlling interest each quarter-end at the current exchange rate of euros to U.S. Dollar. The Company treated the redeemable non-controlling interest as a monetary mezzanine equity instrument but should have treated it as a non-monetary mezzanine equity instrument not subject to remeasurement. The Company will be revising its previously issued 2024 interim financial statements and 2024 annual financial statements in connection with its future filings on Form 10-Q for the periods ended March 31, 2025, June 30, 2025 and September 30, 2025 and Form 10-K for the year ended December 31, 2025. The following tables reflect the expected impact of the revisions to the specific line items presented in the Company's previously reported (i) balance sheets as of March 31, 2024 and as of December 31, 2024, (ii) statements of loss and comprehensive loss for the quarter ended March 31, 2024 and the quarter and year ended December 31, 2024, (iii) the statements of changes in stockholders equity as of March 31, 2024 and December 31, 2024, (iv) statements of cash flows for the quarter ended March 31, 2024 and the year ended December 31, 2024 and (v) the net cash provided by operating activities for the quarter ended December 31, 2024. The preliminary financial information in this press release reflects these revisions. Revised Line Items in the Condensed Consolidated Balance Sheet as of March 31, 2024 (unaudited): Revised Line Items in the Condensed Consolidated Statement of Loss and Condensed Consolidated Statement of Comprehensive Loss for the fiscal quarter ended March 31, 2024 (unaudited): Revised Line Items in the Condensed Consolidated Statement of Loss for the fiscal quarter ended December 31, 2024 (unaudited): Revised Line Items in the Consolidated Balance Sheet as of December 31, 2024 (unaudited): Revised Line Items in the Consolidated Statement of Loss and Consolidated Statement of Comprehensive Loss for the fiscal year ended December 31, 2024 (unaudited): Revised Line Items in the Condensed Consolidated Statement of Changes in Stockholders Equity as of March 31, 2024 (unaudited): Revised Line Items in the Consolidated Statement of Changes in Stockholders Equity as of December 31, 2024 (unaudited): Revised Line Items in the Condensed Consolidated Statement of Cash Flows for the quarter ended March 31, 2024 (unaudited): Revised Line Items in the Consolidated Statement of Cash Flows for the year ended December 31, 2024 (unaudited): Revised Net Cash Provided by Operating Activities for the quarter ended December 31, 2024 (unaudited): For additional information, please refer to our note 1 to the Condensed Consolidated Financial Statement set forth in the Form 10-Q for the quarterly period ended March 31, 2025 to be filed with the SEC. Condensed Consolidated Statements of Loss (Preliminary, Unaudited) (In thousands, except per share amounts) Three Months Ended March 31, 2025 2024 Revenue Network Solutions $ 202,217 $ 181,273 Services & Support 45,527 44,900 Total Revenue 247,744 226,173 Cost of Revenue Network Solutions 133,925 128,278 Network Solutions - charges and inventory write-down — 8,782 Services & Support 18,327 18,810 Total Cost of Revenue 152,252 155,870 Gross Profit 95,492 70,303 Selling, general and administrative expenses 50,285 59,100 Research and development expenses 48,859 60,251 Goodwill impairment — 292,583 Operating Loss (3,652 ) (341,631 ) Interest and dividend income 126 397 Interest expense (4,761 ) (4,598 ) Net investment (loss) gain (1,686 ) 2,253 Other income, net 944 1,310 Loss Before Income Taxes (9,029 ) (342,269 ) Income tax benefit 715 18,647 Net Loss $ (8,314 ) $ (323,622 ) Less: Net Income attributable to non-controlling interest (1) 2,319 2,531 Net Loss attributable to ADTRAN Holdings, Inc. $ (10,633 ) $ (326,153 ) Weighted average shares outstanding – basic 79,534 78,814 Weighted average shares outstanding – diluted 79,534 78,814 Loss per common share attributable to ADTRAN Holdings, Inc. – basic $ (0.13 ) (2) $ (4.14 ) Loss per common share attributable to ADTRAN Holdings, Inc. – diluted $ (0.13 ) (2) $ (4.14 ) (1) For the three months ended March 31, 2025, we accrued $2.4 million net income attributable to non-controlling interest, representing the recurring cash compensation earned by non-controlling interest shareholders post-DPLTA. For the three months ended March 31, 2024, we recognized $2.5 million of net gain attributable to non-controlling interest, representing the recurring cash compensation earned by non-controlling interest shareholders post DPTLA. (2) Loss per common share attributable to ADTRAN Holdings, Inc. - basic and diluted - reflects a $(3) thousand effect of redemption of RNCI for the three months ended March 31, 2025. Expand Condensed Consolidated Statements of Cash Flows (Preliminary, Unaudited) (In thousands) March 31, 2025 2024 Cash flows from operating activities: Net loss $ (8,314 ) $ (323,622 ) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation and amortization 21,596 22,528 Goodwill impairment — 292,583 Amortization of debt issuance cost 320 1,013 Loss (Gain) on investments, net 1,631 (2,621 ) Net loss on disposal of property, plant and equipment 13 150 Stock-based compensation expense 3,210 3,957 Deferred income taxes (475 ) (19,738 ) Other, net — 545 Inventory write down - business efficiency program — 3,992 Inventory reserves 3,339 1,994 Changes in operating assets and liabilities: Accounts receivable, net 16,019 26,002 Other receivables (1,731 ) 5,605 Income taxes receivable, net (100 ) (1,296 ) Inventory 10,030 32,221 Prepaid expenses, other current assets and other assets 1,504 (15,882 ) Accounts payable (4,222 ) 553 Accrued expenses and other liabilities (1,196 ) 7,459 Income taxes payable, net 18 1,155 Net cash provided by operating activities 41,642 36,598 Cash flows from investing activities: Purchases of property, plant and equipment (7,399 ) (12,180 ) Purchases of intangibles - developed technology (11,296 ) (1,194 ) Proceeds from sales and maturities of available-for-sale investments 660 873 Purchases of available-for-sale investments (170 ) (44 ) Payments for beneficial interests in securitized accounts receivable (133 ) — Net cash used in investing activities (18,338 ) (12,545 ) Cash flows from financing activities: Tax withholdings related to stock-based compensation settlements (420 ) (176 ) Proceeds from stock option exercises 756 219 Proceeds from receivables purchase agreement — 30,231 Repayments on receivables purchase agreement — (32,437 ) Payment for redemption of redeemable non-controlling interest (12 ) (5 ) Payment of debt issuance cost — (1,994 ) Net cash provided by (used in) financing activities 324 (4,162 ) Net increase in cash and cash equivalents 23,628 19,891 Effect of exchange rate changes 126 (301 ) Cash and cash equivalents, beginning of period 77,567 87,167 Cash and cash equivalents, end of period $ 101,321 $ 106,757 Supplemental disclosure of cash financing activities: Cash paid for interest $ 4,129 $ 5,243 Cash paid for income taxes $ 1,849 $ 2,315 Cash used in operating activities related to operating leases $ 2,696 $ 2,384 Supplemental disclosure of non-cash investing activities: Redemption of redeemable non-controlling interest $ (3 ) $ — Right-of-use assets obtained in exchange for lease obligations $ 1,893 $ 842 Purchases of property, plant and equipment included in accounts payable $ 1,162 $ 1,689 Expand Supplemental Information Reconciliation of Preliminary Gross Profit and Preliminary Gross Margin to Preliminary Non-GAAP Gross Profit and Preliminary Non-GAAP Gross Margin (Unaudited) (In thousands) Three Months Ended March 31, December 31, March 31, Total Revenue $ 247,744 $ 242,852 $ 226,173 Cost of Revenue 152,252 153,593 155,870 Acquisition-related expenses, amortizations and adjustments (1) (9,831 ) (9,980 ) (10,177 ) Stock-based compensation expense (267 ) (317 ) (275 ) Restructuring expenses (2) — (538 ) (11,247 ) Integration expenses (3) — 123 (35 ) Non-GAAP Cost of Revenue $ 142,154 $ 142,881 $ 134,136 Gross Profit $ 95,492 $ 89,259 $ 70,303 Non-GAAP Gross Profit $ 105,590 $ 99,971 $ 92,037 Gross Margin 38.5 % 36.8 % 31.1 % Non-GAAP Gross Margin 42.6 % 41.2 % 40.7 % (1) Includes intangible amortization of backlog, inventory fair value adjustments, developed technology, customer relationships, and trade names acquired in connection with business combinations. We incur charges relating to the amortization of intangible assets and exclude these charges for purposes of calculating our non-GAAP measures. Such charges are significantly impacted by the timing and magnitude of our acquisitions. We exclude these charges for the purpose of calculating our non-GAAP measures, primarily because they are noncash expenses and our internal benchmarking analyses evidence that many industry participants and peers present non-GAAP financial measures excluding intangible asset amortization. Although this does not directly affect our cash position, the loss in value of intangible assets overtime can have a material impact on the equivalent GAAP earnings measure. (2) Includes expenses for a Business Efficiency Program designed to optimize the assets and business processes following the business combination with Adtran Networks. Other than the Company's aim of selling its headquarters, the Business Efficiency Program was completed as of December 31, 2024. (3) Includes expenses related to the Company's one-time integration bonus program in connection with synergy targets as a result of the business combination with Adtran Networks which was completed as of December 31, 2024. Expand Supplemental Information Reconciliation of Preliminary Operating Expenses to Preliminary Non-GAAP Operating Expenses (Unaudited) (In thousands) Three Months Ended March 31, December 31, March 31, 2025 2024 2024 Operating Expenses $ 99,144 $ 106,365 $ 411,934 Acquisition-related expenses, amortizations and adjustments (1) (2,249 ) (2) (5,294 ) (7) (4,881 ) (11) Stock-based compensation expense (2,943 ) (3) (3,351 ) (8) (3,447 ) (12) Restructuring expenses — (4) (3,567 ) (9) (5,862 ) (13) Integration expenses — (5) (586 ) (10) (480 ) (14) Deferred compensation adjustments (6) 1,547 451 (1,940 ) Goodwill impairment — — (292,583 ) (15) Non-GAAP Operating Expenses $ 95,499 $ 94,018 $ 102,741 (1) We incur charges relating to the amortization of intangible assets and exclude these charges for purposes of calculating our non-GAAP measures. Such charges are significantly impacted by the timing and magnitude of our acquisitions. We exclude these charges for the purpose of calculating our non-GAAP measures, primarily because they are non-cash expenses and our internal benchmarking analyses evidence that many industry participants and peers present non-GAAP financial measures excluding intangible asset amortization. Although this does not directly affect our cash position, the loss in value of intangible assets over time can have a material impact on the equivalent GAAP earnings measure. (2) Includes $2.2M of intangible amortization of developed technology, customer relationships, and trade names acquired in connection with business combinations. (3) $2.0 million is included in selling, general and administrative expenses and $0.9 million is included in research and development expenses on the condensed consolidated statements of loss. (4) Other than the Company's aim of selling its headquarters, the Business Efficiency Program was completed as of December 31, 2024. (5) Includes expenses related to the Company's one-time integration bonus program in connection with synergy targets as a result of the business combination with Adtran Networks and which was completed as of December 31, 2024. (6) Includes non-cash change in fair value of equity investments held in the ADTRAN Holdings, Inc. Deferred Compensation Program for certain employees, all of which is included in selling, general and administrative expenses on the condensed consolidated statement of loss. (7) Includes $4.3M of intangible amortization of developed technology, customer relationships, and trade names acquired in connection with business combinations and $1.0 million of legal and advisory fees related to a previously contemplated significant transaction which are included in selling, general and administrative expenses on the condensed consolidated statements of loss. (8) $2.4 million is included in selling, general and administrative expenses and $1.0 million is included in research and development expenses on the condensed consolidated statements of loss. (9) $1.2 million is included in selling, general and administrative expenses and $2.4 million is included in research and development expenses on the condensed consolidated statements of loss. Includes expenses for a Business Efficiency Program designed to optimize the assets and business processes following the business combination with Adtran Networks. Other than the Company's aim of selling its headquarters, the Business Efficiency Program was completed as of December 31, 2024. (10) $0.6 million is included in selling, general and administrative expenses and less than $0.1 million is included in research and development expenses on the condensed consolidated statements of loss, and is primarily related to the Company's one-time integration bonus program in connection with synergy targets as a result of the business combination with Adtran Networks. (11) Includes intangible amortization of developed technology, customer relationships, and trade names acquired in connection with business combinations, of which $4.4 million is included in selling, general and administrative expenses and $0.5 million is included in research and development expenses on the condensed consolidated statements of loss. (12) $2.5 million is included in selling, general and administrative expenses and $1.0 million is included in research and development expenses on the condensed consolidated statements of loss. (13) $1.8 million is included in selling, general and administrative expenses and $4.1 million is included in research and development expenses on the condensed consolidated statements of loss. Includes expenses for a Business Efficiency Program designed to optimize the assets and business processes following the business combination with Adtran Networks. Other than the Company's aim of selling its headquarters, the Business Efficiency Program was completed as of December 31, 2024. (14) $0.5 million is included in selling, general and administrative expenses and $0.02 million is included in research and development expenses on the condensed consolidated statements of loss. Includes legal and advisory fees totaling $0.1 million related primarily to the DPLTA proceedings that are recorded in selling, general and administrative expenses. Includes expenses totaling $0.4 million related to the Company's one-time integration bonus program in connection with synergy targets as a result of the business combination with Adtran Networks of which $0.4 million are included in selling, general and administrative expenses and $0.02 million are included in research and development expenses. The transformation bonus expense of $0.4 million includes $0.2 million of stock compensation expense. (15) Non-cash impairment of goodwill in our Network Solutions reporting unit, necessitated by factors such as a decrease in the Company's market capitalization, cautious service provider spending due to economic uncertainty and continued elevated customer inventory adjustments. Expand Supplemental Information Reconciliation of Preliminary Operating Loss to Preliminary Non-GAAP Operating Income (Loss) (Unaudited) (In thousands) Three Months Ended March 31, December 31, March 31, 2025 2024 2024 Operating Loss $ (3,652 ) $ (17,106 ) $ (341,631 ) Acquisition related expenses, amortizations and adjustments (1) 12,080 15,274 15,058 Stock-based compensation expense 3,210 3,668 3,722 Restructuring expenses (2) — 4,105 17,110 Integration expenses (3) — 464 514 Deferred compensation adjustments (4) (1,547 ) (451 ) 1,940 Goodwill impairment (5) — — 292,583 Non-GAAP Operating Income (Loss) $ 10,091 $ 5,954 $ (10,704 ) (1) Includes intangible amortization of backlog, inventory fair value adjustments, developed technology, customer relationships, and trade names acquired in connection with business combinations. We incur charges relating to the amortization of intangible assets and exclude these charges for purposes of calculating our non-GAAP measures. Such charges are significantly impacted by the timing and magnitude of our acquisitions. We exclude these charges for the purpose of calculating our non-GAAP measures, primarily because they are non-cash expenses and our internal benchmarking analyses evidence that many industry participants and peers present non-GAAP financial measures excluding intangible asset amortization. Although this does not directly affect our cash position, the loss in value of intangible assets overtime can have a material impact on the equivalent GAAP earnings measure. (2) Includes expenses for a Business Efficiency Program designed to optimize the assets and business processes following the business combination with Adtran Networks. Other than the Company's aim of selling its headquarters, the Business Efficiency Program was completed as of December 31, 2024. (3) Includes expenses related to the Company's one-time integration bonus program in connection with synergy targets as a results of the business combination with Adtran Networks. (4) Includes non-cash change in fair value of equity investments held in the ADTRAN Holdings, Inc. Deferred Compensation Program for certain employees, all of which is included in selling, general and administrative expenses on the condensed consolidated statement of loss. (5) Non-cash impairment of goodwill in our Network Solutions reporting unit, necessitated by factors such as a decrease in the Company's market capitalization, cautious service provider spending due to economic uncertainty and continued elevated customer inventory adjustments. Expand Three Months Ended March 31, December 31, March 31, 2025 2024 2024 Interest and dividend income $ 126 $ 1,631 $ 397 Interest expense (4,761 ) (4,870 ) (4,598 ) Net investment (loss) gain (1,686 ) (920 ) 2,253 Other income, net 944 687 1,310 Total Other Expense $ (5,377 ) $ (3,472 ) $ (638 ) Deferred compensation adjustments (1) 1,649 1,090 (2,439 ) Pension expense (2) 11 7 7 Non-GAAP Other Expense $ (3,717 ) $ (2,375 ) $ (3,070 ) (1) Includes non-cash change in fair value of equity investments held in the ADTRAN Holdings, Inc. Deferred Compensation Program for Employees. (2) Includes amortization of actuarial losses related to the Company's pension plan for employees in certain foreign countries. Expand Supplemental Information Reconciliation of Preliminary Net Loss inclusive of Non-Controlling Interest to Preliminary Non-GAAP Net Income (Loss) inclusive of Non-Controlling Interest (Unaudited) and Reconciliation of Preliminary Net Loss attributable to ADTRAN Holdings, Inc. and Preliminary Loss per Common Share attributable to ADTRAN Holdings, Inc. – Basic and Diluted to Preliminary Non-GAAP Net Income (Loss) attributable to ADTRAN Holdings, Inc. and Preliminary Non-GAAP Earnings (Loss) per Common Share attributable to ADTRAN Holdings, Inc. – Basic and Diluted (Unaudited) (In thousands, except per share amounts) Three Months Ended March 31, December 31, March 31, Net Loss attributable to ADTRAN Holdings, Inc. common shareholders $ (10,636 ) $ (47,885 ) $ (326,153 ) Effect of redemption of RNCI (1) 3 (5 ) — Net Loss attributable to ADTRAN Holdings, Inc. $ (10,633 ) $ (47,890 ) $ (326,153 ) Net Income attributable to non-controlling interest (2) 2,319 2,407 2,531 Net Loss inclusive of non-controlling interest $ (8,314 ) $ (45,483 ) $ (323,622 ) Acquisition related expenses, amortizations and adjustments (3) 12,080 15,274 15,058 Stock-based compensation expense 3,210 3,668 3,722 Deferred compensation adjustments (4) 102 639 (499 ) Pension adjustments (5) 11 7 7 Restructuring expenses (6) — 4,105 17,110 Integration expenses (7) — 464 514 Goodwill impairment — — 292,583 Tax effect of adjustments to net loss (8) (2,393 ) 22,071 (18,481 ) Non-GAAP Net Income (Loss) inclusive of non-controlling interest $ 4,696 $ 745 $ (13,608 ) Net Income attributable to non-controlling interest (2) 2,319 2,407 2,531 Non-GAAP Net Income (Loss) attributable to ADTRAN Holdings, Inc. $ 2,377 $ (1,662 ) $ (16,139 ) Effect of redemption of RNCI (1) (3 ) 5 - Non-GAAP Net Income (Loss) attributable to ADTRAN Holdings, Inc. common shareholders $ 2,374 $ (1,657 ) $ (16,139 ) Weighted average shares outstanding – basic 79,534 79,091 78,814 Weighted average shares outstanding – diluted 79,534 79,091 78,814 Loss per common share attributable to ADTRAN Holdings, Inc. – basic $ (0.13 ) $ (0.61 ) $ (4.14 ) Loss per common share attributable to ADTRAN Holdings, Inc. – diluted $ (0.13 ) $ (0.61 ) $ (4.14 ) $ 0.03 $ (0.02 ) $ (0.20 ) Non-GAAP Earnings (Loss) per common share attributable to ADTRAN – diluted $ 0.03 $ (0.02 ) $ (0.20 ) (1) Loss per common share attributable to ADTRAN Holdings, Inc. - basic and diluted - reflects a $3 thousand and $5 thousand effect of redemption for the three months ended March 31, 2025 and December 31, 2024 respectively. (2) Represents the non-controlling interest portion of the Company's ownership of Adtran Networks pre-DPLTA and the annual recurring compensation earned by redeemable non-controlling interests and accrued by the Company post-DPLTA. (3) We incur charges relating to the amortization of intangible assets and exclude these charges for purposes of calculating our non-GAAP measures. Such charges are significantly impacted by the timing and magnitude of our acquisitions. We exclude these charges for the purpose of calculating our non-GAAP measures, primarily because they are non-cash expenses and our internal benchmarking analyses evidence that many industry participants and peers present non-GAAP financial measures excluding intangible asset amortization. Although this does not directly affect our cash position, the loss in value of intangible assets over time can have a material impact on the equivalent GAAP earnings measure. (4) Includes non-cash change in fair value of equity investments held in deferred compensation plans offered to certain employees. (5) Includes amortization of actuarial losses related to the Company's pension plan for employees in certain foreign countries. (6) Includes expenses for a Business Efficiency Program designed to optimize the assets and business processes following the business combination with Adtran Networks. Other than the Company's aim of selling its headquarters, the Business Efficiency Program was completed as of December 31, 2024. (7) Includes expenses related to the Company's one-time integration bonus program in connection with synergy targets as a results of the business combination with Adtran Networks. Includes fees incurred for the expansion of internal controls at Adtran Networks and the implementation of the DPTLA which was completed as of December 31, 2024. (8) Represents the tax effect of non-GAAP adjustments. Beginning in the period ended September 30, 2024, the Company changed its method of calculating non-GAAP income taxes by applying blended statutory tax rates to non-GAAP losses before income taxes in order to include current and deferred income tax expenses that are commensurate with the non-GAAP measure of profitability. The blended statutory tax rate is calculated using 0%, resulting in no tax benefits net of impact of valuation allowance, for the loss jurisdiction's non-GAAP losses before income taxes and 30% for all remaining jurisdictions' non-GAAP income before income taxes. Prior periods have been adjusted to reflect the application of blended statutory tax rates, net of impact of valuation allowance, to non-GAAP losses before income taxes as opposed to the previous application of blended statutory and effective tax rates to separate non-GAAP adjustments. We previously reported the tax effect of the adjustment to non-GAAP net loss under the prior method of $5.6 million for the three months ended March 31, 2024. Expand
Yahoo
27-02-2025
- Business
- Yahoo
ADTRAN Holdings, Inc. reports preliminary fourth quarter and full-year 2024 financial results
HUNTSVILLE, Ala., February 27, 2025--(BUSINESS WIRE)--ADTRAN Holdings, Inc. (NASDAQ: ADTN and FSE: QH9) ("ADTRAN Holdings" or the "Company") today announced its preliminary unaudited financial results for the fourth quarter and full-year ended December 31, 2024. Revenue: $242.9 million, up 7% sequentially and above the mid-point of outlook. Gross margin: GAAP gross margin: 37.6%; non-GAAP gross margin: 42.0%. Operating margin: improved sequentially on a GAAP and non-GAAP basis, above the mid-point of outlook. GAAP diluted loss per share of $0.58; non-GAAP diluted earnings per share $0.00. Adtran Holdings' Chairman and Chief Executive Officer Tom Stanton stated, "Market conditions continued to improve during the fourth quarter driven by higher service provider spending, lower customer inventories, a continuing shift away from high-risk vendors, and the secular trend of increased fiber access and optical transport. The progress we made during the fourth quarter, including higher sequential and year-over-year revenue and operating margin, was supported by growth across geographies, most product lines, and the continued expansion of our customer base." Mr. Stanton added, "We finished 2024 with positive momentum in our business. Based on the current visibility and booking trends, we expect higher revenue in the first quarter of 2025, overcoming typical seasonality." Business outlook1 For the first quarter of 2025, the Company expects revenue to be within a range of $237.5 million to $252.5 million. Non-GAAP operating margin is expected to be within a range of 0% to 4%. 1 Non-GAAP operating margin (which is calculated as non-GAAP operating income (loss) divided by revenue) is a non-GAAP financial measure. The Company has provided first quarter 2025 guidance with regard to non-GAAP operating margin. This measure excludes from the corresponding GAAP financial measure the effect of adjustments as described below. The Company has not provided a reconciliation of such non-GAAP guidance to guidance presented on a GAAP basis because it cannot predict and quantify without unreasonable effort all of the adjustments that may occur during the period due to the difficulty of predicting the timing and amounts of various items within a reasonable range. In particular, non-GAAP operating margin excludes certain items, including continued restructuring expenses, that will continue to evolve as our business efficiency program is implemented that the Company is unable to quantitatively predict. Depending on the materiality of these items, they could have a significant impact on the Company's GAAP financial results. Conference call The Company will hold a conference call to discuss its preliminary fourth quarter 2024 results on Thursday, February 27, 2025, at 9:30 a.m. Central Time, or 4:30 p.m. Central European Time. The Company will webcast this conference call at the events and presentations section of ADTRAN Holdings, Inc. Investor Relations website at approximately 10 minutes prior to the start of the call, or you may dial 1-888-330-2391 (Toll-Free US) or 1-240-789-2702, and use Conference ID 8936454. An online replay of the Company's conference call, as well as the transcript of the call, will be available on the Investor Relations site shortly following the call and will remain available for at least 12 months. For more information, visit or email Upcoming conference scheduleMarch 11, 2025: Stifel 2025 NYC Technology One-on-One ConferenceMarch 17, 2025: 37th Annual ROTH ConferenceApril 1, 2025: Optical Fiber Communication (OFC) Conference and Exhibition About Adtran ADTRAN Holdings, Inc. (NASDAQ: ADTN and FSE: QH9) is the parent company of Adtran, Inc., a leading global provider of open, disaggregated networking and communications solutions that enable voice, data, video and internet communications across any network infrastructure. From the cloud edge to the subscriber edge, Adtran empowers communications service providers around the world to manage and scale services that connect people, places and things. Adtran solutions are used by service providers, private enterprises, government organizations and millions of individual users worldwide. ADTRAN Holdings, Inc. is also the majority shareholder of Adtran Networks SE, formerly ADVA Optical Networking SE. Find more at Adtran, LinkedIn and Twitter. Cautionary note regarding forward-looking statements Statements contained in this press release and the accompanying earnings call which are not historical facts, such as those relating to expectations regarding future revenue and future non-GAAP operating margin; future service provider spending; future profitability, and growth, including customer acquisition and booking trends, as well as future end market growth; future market trends and customer inventory levels; future operational leverage and cash generation; and ADTRAN Holdings' strategy and outlook, outlook and financial guidance, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can also generally be identified by the use of words such as "believe," "expect," "intend," "estimate," "anticipate," "will," "may," "could" and similar expressions. In addition, ADTRAN Holdings, through its senior management, may from time to time make forward-looking public statements concerning the matters described herein. All such projections and other forward-looking information speak only as of the date hereof, and ADTRAN Holdings undertakes no duty to publicly update or revise such forward-looking information, whether as a result of new information, future events, or otherwise, except to the extent as may be required by law. All such forward-looking statements are necessarily estimates and reflect management's best judgment based upon current information. Actual events or results may differ materially from those anticipated in these forward-looking statements as a result of a variety of factors. While it is impossible to identify all such factors, factors which have caused and may in the future cause actual events or results to differ materially from those estimated by ADTRAN Holdings include, but are not limited to: (i) risks and uncertainties relating to ADTRAN Holdings' ability to continue to reduce expenditures and the impact of such reductions on its financial results and financial condition; (ii) risks and uncertainties relating to our ability to comply with the covenants set forth in our credit agreement, to satisfy our payment obligations to Adtran Networks' minority shareholders under the Domination and Profit and Loss Transfer Agreement between us and Adtran Networks (the "DPLTA"), and to make payments to Adtran Networks in order to absorb its annual net loss pursuant to the DPLTA; (iii) the risk of fluctuations in revenue due to lengthy sales and approval processes required by major and other service providers for new products, as well as shifting customer spending patterns; (iv) risks and uncertainties relating to our level of indebtedness; (v) risks and uncertainties relating to ongoing material weaknesses in our internal control over financial reporting; (vi) risks posed by potential breaches of information systems and cyber-attacks; (vii) the risk that ADTRAN Holdings may not be able to effectively compete, including through product improvements and development; and (viii) other risks set forth in ADTRAN Holdings' public filings made with the Securities and Exchange Commission ("SEC"), including its most recent Annual Report on Form 10-K and subsequent quarterly reports on Form 10-Q or other securities filings, and the risks to be disclosed in its upcoming Annual Report on Form 10-K for the year ended December 31, 2024, to be filed with the SEC. Additionally, the financial measures presented herein are preliminary estimates, remain subject to our internal controls and procedures, and are subject to risks and uncertainties, including, among others, changes in connection with quarter-end adjustments. Any variation between the Company's actual results and the preliminary financial information set forth herein may be material. Explanation of use of non-GAAP financial measures Set forth in the tables below are reconciliations of gross profit, gross margin, operating expenses, operating loss, other (expense) income, net loss inclusive of the non-controlling interest, net income attributable to the non-controlling interest, net loss attributable to the Company, and loss per share - basic and diluted, attributable to the Company, and net cash provided by (used in) operating activities, in each case as reported based on generally accepted accounting principles in the United States ("GAAP"), to non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating expenses, non-GAAP operating income (loss), non-GAAP other expense, non-GAAP net income (loss) inclusive of the non-controlling interest, non-GAAP net income (loss) attributable to the Company, non-GAAP net earnings (loss per share) - basic and diluted, attributable to the Company, and free cash flow, respectively. Such non-GAAP measures exclude acquisition-related expenses, amortization and adjustments (consisting of intangible amortization of backlog, developed technology, customer relationships, and trade names acquired in connection with business combinations and amortization of inventory fair value adjustments as well as legal and advisory fees related to a potential significant transaction), stock-based compensation expense, restructuring expenses, integration expenses, deferred compensation adjustments, goodwill impairments, amortization of pension actuarial losses, the tax effect of these adjustments to net loss and purchases of property, plant and equipment. These measures are used by management in our ongoing planning and annual budgeting processes. Additionally, we believe the presentation of these non-GAAP measures, when combined with the presentation of the most directly comparable GAAP financial measure, is beneficial to the overall understanding of ongoing operating performance of the Company. These non-GAAP financial measures are not prepared in accordance with, or an alternative for, GAAP and therefore should not be considered in isolation or as a substitution for analysis of our results as reported under GAAP. Additionally, our calculation of non-GAAP measures may not be comparable to similar measures calculated by other companies. Published byADTRAN Holdings, Condensed Consolidated Balance Sheets (Preliminary, Unaudited) (In thousands) ASSETS December 31,2024 December 31,2023 Current Assets Cash and cash equivalents $ 77,567 $ 87,167 Accounts receivable, net 178,030 216,445 Other receivables 9,775 17,450 Income tax receivable 4,355 7,933 Inventory, net 269,337 362,295 Assets held for sale 11,901 — Prepaid expenses and other current assets 58,534 45,566 Total Current Assets 609,499 736,856 Property, plant and equipment, net 102,942 123,020 Deferred tax assets, net 17,826 25,787 Goodwill 52,918 353,415 Intangibles, net 284,893 327,985 Other non-current assets 78,128 87,706 Long-term investments 32,060 27,743 Total Assets $ 1,178,266 $ 1,682,512 LIABILITIES AND EQUITY Current Liabilities Accounts payable $ 170,451 $ 162,922 Unearned revenue 52,701 46,731 Accrued expenses and other liabilities 35,704 36,204 Accrued wages and benefits 32,853 27,030 Income tax payable, net 830 5,221 Total Current Liabilities 292,539 278,108 Non-current revolving credit agreement outstanding 189,576 195,000 Deferred tax liabilities 30,690 35,655 Non-current unearned revenue 22,065 25,109 Non-current pension liability 8,983 12,543 Deferred compensation liability 33,203 29,039 Non-current lease obligations 25,925 31,420 Other non-current liabilities 17,928 28,657 Total Liabilities 620,909 635,531 Redeemable Non-Controlling Interest 422,943 442,152 Equity Common stock 795 790 Additional paid-in capital 808,913 795,304 Accumulated other comprehensive income 10,897 47,465 Retained deficit (680,993 ) (232,905 ) Treasury stock (5,198 ) (5,825 ) Total Equity 134,414 604,829 Total Liabilities and Equity $ 1,178,266 $ 1,682,512 Condensed Consolidated Statements of Loss (Preliminary, Unaudited) (In thousands, except per share amounts) Three Months Ended Twelve Months Ended December 31, December 31, 2024 2023 2024 2023 Revenue Network Solutions $ 197,009 $ 180,405 $ 738,964 $ 974,389 Services & Support 45,843 45,074 183,756 174,711 Total Revenue 242,852 225,479 922,720 1,149,100 Cost of Revenue Network Solutions 134,184 126,248 511,070 722,582 Network Solutions - charges and inventory write-down — 3,270 8,597 24,313 Services & Support 17,435 17,496 72,739 69,142 Total Cost of Revenue 151,619 147,014 592,406 816,037 Gross Profit 91,233 78,465 330,314 333,063 Selling, general and administrative expenses 57,156 61,262 233,369 258,149 Research and development expenses 49,209 54,818 221,463 258,311 Goodwill impairment — — 292,583 37,874 Operating Loss (15,132 ) (37,615 ) (417,101 ) (221,271 ) Interest and dividend income 1,631 1,157 3,058 2,340 Interest expense (4,870 ) (4,441 ) (22,053 ) (16,299 ) Net investment (loss) gain (920 ) 1,683 3,587 2,754 Other income (expense), net 687 (3,448 ) 246 1,266 Loss Before Income Taxes (18,604 ) (42,664 ) (432,263 ) (231,210 ) Income tax expense (24,906 ) (64,632 ) (8,785 ) (28,133 ) Net Loss $ (43,510 ) $ (107,296 ) $ (441,048 ) $ (259,343 ) Net Income attributable to non-controlling interest 2,406 2,566 9,824 6,946 Net Loss attributable to ADTRAN Holdings, Inc. $ (45,916 ) $ (109,862 ) $ (450,872 ) $ (266,289 ) Weighted average shares outstanding – basic 79,091 78,530 78,928 78,416 Weighted average shares outstanding – diluted 79,091 78,530 78,928 78,416 Loss per common share attributable to ADTRAN Holdings, Inc. – basic $ (0.58 ) (1) $ (1.40 ) $ (5.67 ) (1) $ (3.39 ) Loss per common share attributable to ADTRAN Holdings, Inc. – diluted $ (0.58 ) (1) $ (1.40 ) $ (5.67 ) (1) $ (3.39 ) (1) Loss per common share attributable to ADTRAN Holdings, Inc. - basic and diluted - reflects a $5 thousand effect of redemption for the three months ended December 31, 2024 and $3.0 million effect of redemption of RNCI for the year ended December 31, 2024. Condensed Consolidated Statements of Cash Flows (Preliminary, Unaudited) (In thousands) Twelve Months EndedDecember 31, 2024 2023 Cash flows from operating activities: Net Loss $ (441,048 ) $ (259,343 ) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization 90,985 112,949 Goodwill impairment 292,583 37,874 Amortization of debt issuance cost 3,950 862 Accretion on available-for-sale investments, net — (22 ) Gain on investments (5,030 ) (2,900 ) Net loss on disposal of property, plant and equipment 1,371 458 Stock-based compensation expense 15,342 16,016 Deferred income taxes 2,247 15,558 Inventory write down 4,135 24,313 Inventory reserves 3,980 25,546 Other, net — (2,942 ) Change in operating assets and liabilities: Accounts receivable, net 46,108 65,612 Other receivables 10,713 10,315 Income taxes receivable 648 (2,637 ) Inventory 75,171 20,537 Prepaid expenses other current assets and other assets (10,718 ) (29,883 ) Accounts payable 11,784 (91,907 ) Accrued expenses and other liabilities 5,519 17,929 Income taxes payable, net (4,670 ) (3,939 ) Net cash provided by (used in) operating activities 103,070 (45,604 ) Cash flows from investing activities: Purchases of property, plant and equipment (32,454 ) (43,121 ) Purchases of intangibles - developed technology (30,671 ) — Proceeds from sales and maturities of available-for-sale investments 1,240 10,567 Purchases of available-for-sale investments (268 ) (868 ) (Payments) Proceeds from beneficial interests in securitized accounts receivable (55 ) 1,218 Net cash used in investing activities (62,208 ) (32,204 ) Cash flows from financing activities: Tax withholdings related to stock-based compensation settlements (1,143 ) (6,458 ) Proceeds from stock option exercises 824 540 Dividend payments — (21,237 ) Proceeds from receivables purchase agreement 68,556 14,099 Repayments on receivables purchase agreement (83,772 ) — Proceeds from draw on revolving credit agreements 26,000 163,733 Repayment of revolving credit agreements (31,000 ) (64,987 ) Redemption of redeemable non-controlling interest (17,398 ) (1,224 ) Payment of annual recurring compensation to non-controlling interest (10,084 ) — Payment of debt issuance cost (1,994 ) (708 ) Repayment of notes payable — (24,891 ) Net cash (used in) provided by financing activities (50,011 ) 58,867 Net decrease in cash and cash equivalents (9,149 ) (18,941 ) Effect of exchange rate changes (451 ) (2,536 ) Cash and cash equivalents, beginning of year 87,167 108,644 Cash and cash equivalents, end of year $ 77,567 $ 87,167 Supplemental disclosure of cash financing activities Cash paid for interest $ 20,884 $ 12,596 Cash paid for income taxes $ 10,384 $ 18,552 Cash used in operating activities related to operating leases $ 9,274 $ 9,682 Supplemental disclosure of non-cash investing activities Right-of-use assets obtained in exchange for lease obligations $ 5,317 $ 17,865 Purchases of property, plant and equipment included in accounts payable $ 2,635 $ 1,298 Redemption of redeemable non-controlling interest $ 2,986 $ 371 Supplemental Information Reconciliation of Preliminary Gross Profit and Preliminary Gross Margin to Preliminary Non-GAAP Gross Profit and Preliminary Non-GAAP Gross Margin (Unaudited) (In thousands) Three Months Ended Twelve Months Ended December 31, 2024 September 30, 2024 December 31, 2023 December 31, 2024 December 31, 2023 Total Revenue $ 242,852 $ 227,704 $ 225,479 $ 922,720 $ 1,149,100 Cost of Revenue $ 151,619 $ 142,453 $ 147,014 $ 592,406 $ 816,037 Acquisition-related expenses, amortization and adjustments(1) (9,980 ) (10,276 ) (10,048 ) (40,497 ) (89,602 ) Stock-based compensation expense (317 ) (270 ) (440 ) (1,142 ) (1,294 ) Restructuring expenses(2) (538 ) (7 ) (5,517 ) (14,580 ) (27,223 ) Integration expenses(3) 123 (34 ) 39 19 (115 ) Non-GAAP Cost of Revenue $ 140,907 $ 131,866 $ 131,048 $ 536,206 ... $ 697,803 Gross Profit $ 91,233 $ 85,251 $ 78,465 $ 330,314 $ 333,063 Non-GAAP Gross Profit $ 101,945 $ 95,838 $ 94,431 $ 386,514 $ 451,297 Gross Margin 37.6 % 37.4 % 34.8 % 35.8 % 29.0 % Non-GAAP Gross Margin 42.0 % 42.1 % 41.9 % 41.9 % 39.3 % (1) Includes intangible amortization of backlog, inventory fair value adjustments, developed technology, customer relationships, and trade names acquired in connection with business combinations. We incur charges relating to the amortization of intangible assets and exclude these charges for purposes of calculating our non-GAAP measures. Such charges are significantly impacted by the timing and magnitude of our acquisitions. We exclude these charges for the purpose of calculating our non-GAAP measures, primarily because they are noncash expenses and our internal benchmarking analyses evidence that many industry participants and peers present non-GAAP financial measures excluding intangible asset amortization. Although this does not directly affect our cash position, the loss in value of intangible assets over time can have a material impact on the equivalent GAAP earnings measure. (2) Includes expenses for restructuring program designed to optimize the assets and business processes following the business combination with Adtran Networks SE. These expenses include inventory write down and other charges of $8.6 million and other expenses of $0.6 million for the twelve months ended December 31, 2024, incurred as a result of a strategy shift which included discontinuance of certain product lines in connection with the Business Efficiency Program. The restructuring program commenced upon the closing of the business combination with Adtran Networks SE and was substantially completed in late 2024. Additionally, as part of the Business Efficiency Program, management determined to close a facility in Greifswald, Germany which occurred in December 2024. These expenses include restructuring wage charges of $5.4 million for the twelve months ended December 31, 2024. (3) Includes expenses related to the Company's one-time integration bonus program in connection with synergy targets as a result of the business combination with Adtran Networks SE. Supplemental Information Reconciliation of Preliminary Operating Expenses to Preliminary Non-GAAP Operating Expenses (Unaudited) (In thousands) Three Months Ended Twelve Months Ended December 31, 2024 September 30, 2024 December 31, 2023 December 31, 2024 December 31, 2023 Operating Expenses $ 106,365 $ 109,235 $ 116,080 $ 747,415 $ 554,334 Acquisition-related expenses, amortization and adjustments (1) (5,294 ) (2) (5,054 ) (7) (4,150 ) (11) (22,462 ) (15) (17,666 ) (20) Stock-based compensation expense (3,351 ) (3) (3,126 ) (8) (3,181 ) (12) (13,245 ) (16) (13,864 ) (21) Restructuring expenses (3,567 ) (4) (5,930 ) (9) (7,859 ) (13) (30,101 ) (17) (19,331 ) (22) Integration expenses (587 ) (5) (333 ) (10) (1,928 ) (14) (1,930 ) (18) (4,825 ) (23) Deferred compensation adjustments(6) 451 (1,471 ) (1,324 ) (3,808 ) 390 Goodwill impairment — — — (292,583 ) (19) (37,874 ) (24) Non-GAAP Operating Expenses $ 94,017 $ 93,321 $ 97,638 $ 383,286 $ 461,164 (1) We incur charges relating to the amortization of intangible assets and exclude these charges for purposes of calculating our non-GAAP measures. Such charges are significantly impacted by the timing and magnitude of our acquisitions. We exclude these charges for the purpose of calculating our non-GAAP measures, primarily because they are noncash expenses and our internal benchmarking analyses evidence that many industry participants and peers present non-GAAP financial measures excluding intangible asset amortization. Although this does not directly affect our cash position, the loss in value of intangible assets over time can have a material impact on the equivalent GAAP earnings measure. (2) Includes $4.3M of intangible amortization of developed technology, customer relationships, and trade names acquired in connection with business combinations and $1.0 million of legal and advisory fees related to a potential strategic transaction which are included in selling, general and administrative expenses on the condensed consolidated statements of loss. (3) $2.4 million is included in selling, general and administrative expenses and $1.0 million is included in research and development expenses on the condensed consolidated statements of loss. (4) $1.2 million is included in selling, general and administrative expenses and $2.4 million is included in research and development expenses on the condensed consolidated statements of loss. Includes expenses for restructuring program designed to optimize the assets and business processes following the business combination with Adtran Networks SE. The restructuring program commenced upon the closing of the business combination with Adtran Networks SE and was substantially completed in late 2024. Additionally, as part of the Business Efficiency Program, management determined to close a facility in Greifswald, Germany which occurred in December 2024. (5) $0.6 million is included in selling, general and administrative expenses and less than $0.1 million is included in research and development expenses on the condensed consolidated statements of loss, and is primarily related to the Company's one-time integration bonus program in connection with synergy targets as a result of the business combination with Adtran Networks SE. (6) Includes non-cash change in fair value of equity investments held in the ADTRAN Holdings, Inc. Deferred Compensation Program for Employees, all of which is included in selling, general and administrative expenses on the condensed consolidated statement of loss. (7) Includes $4.0M of intangible amortization of developed technology, customer relationships, and trade names acquired in connection with business combinations and $0.6 million of legal and advisory fees related to a potential strategic transaction which are both included in selling, general and administrative expenses and $0.5 million is included in research and development expenses on the condensed consolidated statements of loss. (8) $2.2 million is included in selling, general and administrative expenses and $0.9 million is included in research and development expenses on the condensed consolidated statements of loss. (9) $2.7 million is included in selling, general and administrative expenses and $3.2 million is included in research and development expenses on the condensed consolidated statements of loss. Includes expenses of $3.2 million of wage related and other charges due to the Greifswald facility closure of which $0.8 million is included in selling, general and administrative and $2.4 million is included in research and development expenses on the condensed consolidated statements of loss. Includes expenses for restructuring program designed to optimize the assets and business processes following the business combination with Adtran Networks SE. The restructuring program commenced upon the closing of the business combination with Adtran Networks SE and was substantially completed in late 2024. Additionally, as part of the Business Efficiency Program, management determined to close a facility in Greifswald, Germany which occurred in December 2024. (10) $0.3 million is included in selling, general and administrative expenses on the condensed consolidated statements of loss, and is primarily related to the Company's one-time integration bonus program in connection with synergy targets as a result of the business combination with Adtran Networks SE. (11) Includes intangible amortization of developed technology, customer relationships, and trade names acquired in connection with business combinations, of which $3.7 million is included in selling, general and administrative expenses and $0.5 million is included in research and development expenses on the condensed consolidated statements of loss. (12) $2.3 million is included in selling, general and administrative expenses and $0.9 million is included in research and development expenses on the condensed consolidated statements of loss. (13) $4.6 million is included in selling, general and administrative expenses and $3.2 million is included in research and development expenses on the condensed consolidated statements of loss. Includes expenses for restructuring program designed to optimize the assets and business processes following the business combination with Adtran Networks SE. The restructuring program commenced upon the closing of the business combination with Adtran Networks SE and was substantially completed in late 2024. Additionally, as part of the Business Efficiency Program, management determined to close a facility in Greifswald, Germany which occurred in December 2024. (14) $1.9 million is included in selling, general and administrative expenses and $0.02 million is included in research and development expenses on the condensed consolidated statements of loss. Includes legal and advisory fees totaling $1.2 million related to a contemplated capital raise transaction that are recorded in selling, general and administrative expenses. Includes expenses totaling $0.4 million related to the Company's one-time integration bonus program in connection with synergy targets as a result of the business combination with Adtran Networks SE of which $0.4 million are included in selling, general and administrative expenses and $0.02 million are included in research and development expenses. The integration bonus expense of $0.4 million includes $0.2 million of stock compensation expense. Additionally, includes fees relating to the expansion of internal controls at Adtran Networks and the implementation of the DPLTA. (15) Includes $17.6M of intangible amortization of developed technology, customer relationships, and trade names acquired in connection with business combinations and $4.9 million of legal and advisory fees related to a potential strategic transaction which are included in selling, general and administrative expenses on the condensed consolidated statements of loss. (16) $9.4 million is included in selling, general and administrative expenses and $3.8 million is included in research and development expenses on the condensed consolidated statements of loss. (17) $9.1 million is included in selling, general and administrative expenses and $21.0 million is included in research and development expenses on the condensed consolidated statements of loss. Includes expenses for restructuring program designed to optimize the assets and business processes following the business combination with Adtran Networks SE. The restructuring program commenced upon the closing of the business combination with Adtran Networks SE and was substantially completed in late 2024. Additionally, as part of the Business Efficiency Program, management determined to close a facility in Greifswald, Germany which occurred in December 2024. (18) $1.8 million is included in selling, general and administrative expenses and $0.1 million is included in research and development expenses on the condensed consolidated statements of loss, and is primarily related to the Company's one-time integration bonus program in connection with synergy targets as a result of the business combination with Adtran Networks SE. (19) Non-cash impairment of goodwill in our Network Solutions reporting unit, necessitated by factors such as a decrease in the Company's market capitalization, cautious service provider spending due to economic uncertainty and continued elevated customer inventory adjustments. (20) Includes intangible amortization of developed technology, customer relationships, and trade names acquired in connection with business combinations, of which $15.8 million is included in selling, general and administrative expenses and $1.9 million is included in research and development expenses on the condensed consolidated statements of loss. (21) $9.8 million is included in selling, general and administrative expenses and $4.0 million is included in research and development expenses on the condensed consolidated statements of loss. (22) $11.6 million is included in selling, general and administrative expenses and $7.7 million is included in research and development expenses on the condensed consolidated statements of loss. Includes expenses for restructuring program designed to optimize the assets and business processes following the business combination with Adtran Networks SE. The restructuring program commenced upon the closing of the business combination with Adtran Networks SE and was substantially completed in late 2024. Additionally, as part of the Business Efficiency Program, management determined to close a facility in Greifswald, Germany which occurred in December 2024. (23) $4.8 million is included in selling, general and administrative expenses and $0.1 million is included in research and development expenses on the condensed consolidated statements of loss. Includes expenses related to the integration bonus program and fees relating to the expansion of internal controls at Adtran Networks and the implementation of the DPLTA. Additionally, includes legal and advisory fees totaling $1.2 million related to a contemplated capital raise transaction that are recorded in selling, general and administrative expenses. (24) Includes non-cash goodwill impairment charge related to our Services and Support reporting unit. The impairment primarily resulted from a decrease in projected revenue growth rates and EBITDA margins. Supplemental Information Reconciliation of Preliminary Operating Loss to Preliminary Non-GAAP Operating Income (Loss) (Unaudited) (In thousands) Three Months Ended Twelve Months Ended December 31, 2024 September 30, 2024 December 31, 2023 December 31, 2024 December 31, 2023 Operating Loss $ (15,132 ) $ (23,984 ) $ (37,615 ) $ (417,101 ) $ (221,271 ) Acquisition related expenses, amortizations and adjustments(1) 15,274 15,330 14,198 62,959 107,267 Stock-based compensation expense 3,668 3,396 3,621 14,387 15,158 Restructuring expenses(2) 4,105 5,936 13,376 44,681 46,554 Integration expenses(3) 464 367 1,890 1,911 4,941 Deferred compensation adjustments(4) (451 ) 1,471 1,324 3,808 (390 ) Goodwill impairment — — — 292,583 (5) 37,874 (6) Non-GAAP Operating Income (Loss) $ 7,928 $ 2,516 $ (3,206 ) $ 3,228 $ (9,867 ) (1) Includes intangible amortization of backlog, inventory fair value adjustments, developed technology, customer relationships, and trade names acquired in connection with business combinations. We incur charges relating to the amortization of intangible assets and exclude these charges for purposes of calculating our non-GAAP measures. Such charges are significantly impacted by the timing and magnitude of our acquisitions. We exclude these charges for the purpose of calculating our non-GAAP measures, primarily because they are noncash expenses and our internal benchmarking analyses evidence that many industry participants and peers present non-GAAP financial measures excluding intangible asset amortization. Although this does not directly affect our cash position, the loss in value of intangible assets over time can have a material impact on the equivalent GAAP earnings measure. (2) Includes expenses for restructuring program designed to optimize the assets and business processes following the business combination with Adtran Networks SE. The restructuring program commenced upon the closing of the business combination with Adtran Networks SE and was substantially completed in late 2024. Additionally, as part of the Business Efficiency Program, management determined to close a facility in Greifswald, Germany which occurred in December 2024. (3) Includes expenses related to the Company's one-time integration bonus program in connection with synergy targets as a results of the business combination with Adtran Networks SE. Includes fees incurred for the expansion of internal controls at Adtran Networks SE and the implementation of the DPTLA. (4) Includes non-cash change in fair value of equity investments held in the ADTRAN Holdings, Inc. Deferred Compensation Program for Employees, all of which is included in selling, general and administrative expenses on the condensed consolidated statement of loss. (5) Non-cash impairment of goodwill in our Network Solutions reporting unit, necessitated by factors such as a decrease in the Company's market capitalization, cautious service provider spending due to economic uncertainty and continued elevated customer inventory adjustments. (6) Non-cash goodwill impairment charge related to our Services and Support reporting unit. The impairment primarily resulted from a decrease in projected revenue growth rates and EBITDA margins. Supplemental Information Reconciliation of Preliminary Other Expense to Preliminary Non-GAAP Other Expense (Unaudited) (In thousands) Three Months Ended Twelve Months Ended December 31, 2024 September 30, 2024 December 31, 2023 December 31, 2024 December 31, 2023 Interest and dividend income $ 1,631 $ 664 $ 1,157 $ 3,058 $ 2,340 Interest expense (4,870 ) (5,679 ) (4,441 ) (22,053 ) (16,299 ) Net investment (loss) gain (920 ) 1,382 1,683 3,587 2,754 Other income (expense), net 687 (850 ) (3,448 ) 246 1,266 Total Other Expense $ (3,472 ) $ (4,483 ) $ (5,049 ) $ (15,162 ) $ (9,939 ) Deferred compensation adjustments (1) 1,090 (1,294 ) (1,590 ) (3,539 ) (2,977 ) Pension expense (2) 7 7 6 28 26 Non-GAAP Other Expense $ (2,375 ) $ (5,770 ) $ (6,633 ) $ (18,673 ) $ (12,890 ) (1) Includes non-cash change in fair value of equity investments held in the ADTRAN Holdings, Inc. Deferred Compensation Program for Employees. (2) Includes amortization of actuarial losses related to the Company's pension plan for employees in certain foreign countries. Supplemental Information Reconciliation of Preliminary Net Loss inclusive of Non-Controlling Interest to Preliminary Non-GAAP Net Income (Loss) inclusive of Non-Controlling Interest (Unaudited) and Reconciliation of Preliminary Net Income attributable to Non-Controlling Interest to Preliminary Non-GAAP Net Income attributable to Non-Controlling Interest (Unaudited) and Reconciliation of Preliminary Net Loss attributable to ADTRAN Holdings, Inc. and Preliminary Loss per Common Share attributable to ADTRAN Holdings, Inc. – Basic and Diluted to Preliminary Non-GAAP Net Income (Loss) attributable to ADTRAN Holdings, Inc. and Preliminary Non-GAAP Earnings (Loss) per Common Share attributable to ADTRAN Holdings, Inc. – Basic and Diluted (Unaudited) (In thousands, except per share amounts) Three Months Ended Twelve Months Ended December 31, 2024 September 30, 2024 December 31, 2023 December 31, 2024 December 31, 2023 Net Loss attributable to ADTRAN Holdings, Inc. common stockholders $ (45,911 ) $ (28,263 ) $ (109,592 ) $ (447,886 ) $ (266,289 ) Effect of redemption of RNCI(1) (5 ) (2,976 ) — (2,986 ) — Net Loss attributable to ADTRAN Holdings, Inc. $ (45,916 ) $ (31,239 ) $ (109,592 ) $ (450,872 ) $ (266,289 ) Net Income attributable to non-controlling interest(2) 2,407 2,382 2,566 9,824 6,946 Net Loss inclusive of non-controlling interest $ (43,509 ) $ (28,857 ) $ (107,026 ) $ (441,048 ) $ (259,343 ) Acquisition related expenses, amortization and adjustments (3) 15,274 15,330 14,198 62,959 107,267 Stock-based compensation expense 3,668 3,396 3,621 14,387 15,158 Deferred compensation adjustments(4) 639 177 (267 ) 269 (3,368 ) Pension adjustments(5) 7 7 6 28 26 Restructuring expenses(6) 4,105 5,936 13,376 44,681 46,554 Integration expenses(7) 464 367 1,890 1,911 4,941 Goodwill impairment — — — 292,583 37,874 Tax effect of adjustments to net loss(8) 21,804 (712 ) 62,221 2,782 12,076 Non-GAAP Net Income (Loss) inclusive of non-controlling interest $ 2,451 $ (4,356 ) $ (11,981 ) $ (21,448 ) $ (38,815 ) Net Income attributable to non-controlling interest(2) 2,407 2,382 2,566 9,824 8,475 Non-GAAP Net Income (Loss) attributable to ADTRAN Holdings, Inc. $ 45 $ (6,738 ) $ (14,547 ) $ (31,272 ) $ (47,290 ) Effect of redemption of RNCI (1) 5 2,976 — 2,986 — Non-GAAP Net Income (Loss) attributable to ADTRAN Holdings, Inc. common stockholders $ 50 $ (3,762 ) $ (14,547 ) $ (28,286 ) $ (47,290 ) GAAP Net Income attributable to non-controlling interest (2) $ 2,407 $ 2,382 $ 2,566 $ 9,824 $ 6,946 Acquisition related expenses, amortizations and adjustments(3) — — — — 1,457 Restructuring expenses(6) — — — — 29 Integration expenses(7) — — — — 6 Stock-based compensation expense — — — — 37 Pension adjustments(5) — — — — — Non-GAAP Net Income attributable to non-controlling interest (2) $ 2,407 $ 2,382 $ 2,566 $ 9,824 $ 8,475 Weighted average shares outstanding – basic 79,091 78,952 78,530 78,928 78,416 Weighted average shares outstanding – diluted 79,091 78,952 78,530 78,928 78,416 Loss per common share attributable to ADTRAN Holdings, Inc. - basic $ (0.58 ) $ (0.36 ) $ (1.40 ) $ (5.67 ) $ (3.39 ) Loss per common share attributable to ADTRAN Holdings, Inc. - diluted $ (0.58 ) $ (0.36 ) $ (1.40 ) $ (5.67 ) $ (3.39 ) Non-GAAP Earnings (Loss) per common share attributable to ADTRAN Holdings, Inc. - basic $ 0.00 $ (0.05 ) $ (0.19 ) $ (0.36 ) $ (0.60 ) Non-GAAP Earnings (Loss) per common share attributable to ADTRAN Holdings, Inc. - diluted $ 0.00 $ (0.05 ) $ (0.19 ) $ (0.36 ) $ (0.60 ) (1) Loss per common share attributable to ADTRAN Holdings, Inc. - basic and diluted - reflects a $5 thousand and $3.0 million effect of redemption for the three months ended December 31, 2024 and September 30, 2024 respectively and $3.0 million effect of redemption of RNCI for the year ended December 31, 2024. (2) Represents the non-controlling interest portion of the Company's ownership of Adtran Networks pre-DPLTA and the annual recurring compensation earned by redeemable non-controlling interests and accrued by the Company post-DPLTA. (3) We incur charges relating to the amortization of intangible assets and exclude these charges for purposes of calculating our non-GAAP measures. Such charges are significantly impacted by the timing and magnitude of our acquisitions. We exclude these charges for the purpose of calculating our non-GAAP measures, primarily because they are noncash expenses and our internal benchmarking analyses evidence that many industry participants and peers present non-GAAP financial measures excluding intangible asset amortization. Although this does not directly affect our cash position, the loss in value of intangible assets over time can have a material impact on the equivalent GAAP earnings measure. (4) Includes non-cash change in fair value of equity investments held in deferred compensation plans offered to certain employees. (5) Includes amortization of actuarial losses related to the Company's pension plan for employees in certain foreign countries. (6) Includes expenses for restructuring program designed to optimize the assets and business processes following the business combination with Adtran Networks SE. The restructuring program commenced upon the closing of the business combination with Adtran Networks SE and was substantially completed in late 2024. Additionally, as part of the Business Efficiency Program, management determined to close a facility in Greifswald, Germany which occurred in December 2024. (7) Includes expenses related to the Company's one-time integration bonus program in connection with synergy targets as a result of the business combination with Adtran Networks SE. (8) Represents the tax effect of non-GAAP adjustments. Beginning in the period ended September 30, 2024, the Company changed its method of calculating non-GAAP income taxes by applying blended statutory tax rates to non-GAAP losses before income taxes in order to include current and deferred income tax expenses that are commensurate with the non-GAAP measure of profitability. The blended statutory tax rate is calculated using 0%, resulting in no tax benefits net of impact of valuation allowance, for the loss jurisdiction's non-GAAP losses before income taxes and 30% for all remaining jurisdictions' non-GAAP income before income taxes. Prior periods have been adjusted to reflect the application of blended statutory tax rates, net of impact of valuation allowance, to non-GAAP losses before income taxes as opposed to the previous application of blended statutory and effective tax rates to separate non-GAAP adjustments. We previously reported the tax effect of the adjustment to non-GAAP net loss under the prior method of $8.7 million and $57.8 million for the three and twelve months ended December 31, 2023. Supplemental Information Reconciliation of Preliminary Net Cash Provided By (Used In) Operating Activities to Preliminary Free Cash Flow (Unaudited) (In thousands) Three Months Ended Twelve Months Ended December 31, September 30, December 31, December 31, December 31, 2024 2024 2023 2024 2023 Net Cash provided by (used in) operating activities $ 4,544 $ 42,030 $ (16,290 ) $ 103,070 $ (45,604 ) Purchases of property, plant and equipment and developed technologies(1) (14,942 ) (18,814 ) (9,447 ) (63,125 ) (43,121 ) Free cash flow $ (10,398 ) $ 23,216 $ (25,737 ) $ 39,945 $ (88,725 ) (1) Purchases related to capital expenditures and developed technologies. View source version on Contacts For media Gareth Spence+44 1904 699 For investors Peter Schuman, IRC+1 256 963 Sign in to access your portfolio
Associated Press
27-02-2025
- Business
- Associated Press
ADTRAN Holdings, Inc. reports preliminary fourth quarter and full-year 2024 financial results
ADTRAN Holdings, Inc. (NASDAQ: ADTN and FSE: QH9) ('ADTRAN Holdings' or the 'Company') today announced its preliminary unaudited financial results for the fourth quarter and full-year ended December 31, 2024. Revenue: $242.9 million, up 7% sequentially and above the mid-point of outlook. Gross margin: GAAP gross margin: 37.6%; non-GAAP gross margin: 42.0%. Operating margin: improved sequentially on a GAAP and non-GAAP basis, above the mid-point of outlook. GAAP diluted loss per share of $0.58; non-GAAP diluted earnings per share $0.00. Adtran Holdings' Chairman and Chief Executive Officer Tom Stanton stated, 'Market conditions continued to improve during the fourth quarter driven by higher service provider spending, lower customer inventories, a continuing shift away from high-risk vendors, and the secular trend of increased fiber access and optical transport. The progress we made during the fourth quarter, including higher sequential and year-over-year revenue and operating margin, was supported by growth across geographies, most product lines, and the continued expansion of our customer base.' Mr. Stanton added, 'We finished 2024 with positive momentum in our business. Based on the current visibility and booking trends, we expect higher revenue in the first quarter of 2025, overcoming typical seasonality.' Business outlook 1 For the first quarter of 2025, the Company expects revenue to be within a range of $237.5 million to $252.5 million. Non-GAAP operating margin is expected to be within a range of 0% to 4%. 1 Non-GAAP operating margin (which is calculated as non-GAAP operating income (loss) divided by revenue) is a non-GAAP financial measure. The Company has provided first quarter 2025 guidance with regard to non-GAAP operating margin. This measure excludes from the corresponding GAAP financial measure the effect of adjustments as described below. The Company has not provided a reconciliation of such non-GAAP guidance to guidance presented on a GAAP basis because it cannot predict and quantify without unreasonable effort all of the adjustments that may occur during the period due to the difficulty of predicting the timing and amounts of various items within a reasonable range. In particular, non-GAAP operating margin excludes certain items, including continued restructuring expenses, that will continue to evolve as our business efficiency program is implemented that the Company is unable to quantitatively predict. Depending on the materiality of these items, they could have a significant impact on the Company's GAAP financial results. Conference call The Company will hold a conference call to discuss its preliminary fourth quarter 2024 results on Thursday, February 27, 2025, at 9:30 a.m. Central Time, or 4:30 p.m. Central European Time. The Company will webcast this conference call at the events and presentations section of ADTRAN Holdings, Inc. Investor Relations website at approximately 10 minutes prior to the start of the call, or you may dial 1-888-330-2391 (Toll-Free US) or 1-240-789-2702, and use Conference ID 8936454. An online replay of the Company's conference call, as well as the transcript of the call, will be available on the Investor Relations site shortly following the call and will remain available for at least 12 months. For more information, visit or email [email protected]. Upcoming conference schedule March 11, 2025: Stifel 2025 NYC Technology One-on-One Conference March 11, 2025: Stifel 2025 NYC Technology One-on-One Conference March 17, 2025: 37 th Annual ROTH Conference April 1, 2025: Optical Fiber Communication (OFC) Conference and Exhibition About Adtran ADTRAN Holdings, Inc. (NASDAQ: ADTN and FSE: QH9) is the parent company of Adtran, Inc., a leading global provider of open, disaggregated networking and communications solutions that enable voice, data, video and internet communications across any network infrastructure. From the cloud edge to the subscriber edge, Adtran empowers communications service providers around the world to manage and scale services that connect people, places and things. Adtran solutions are used by service providers, private enterprises, government organizations and millions of individual users worldwide. ADTRAN Holdings, Inc. is also the majority shareholder of Adtran Networks SE, formerly ADVA Optical Networking SE. Find more at Adtran, LinkedIn and Twitter. Cautionary note regarding forward-looking statements Statements contained in this press release and the accompanying earnings call which are not historical facts, such as those relating to expectations regarding future revenue and future non-GAAP operating margin; future service provider spending; future profitability, and growth, including customer acquisition and booking trends, as well as future end market growth; future market trends and customer inventory levels; future operational leverage and cash generation; and ADTRAN Holdings' strategy and outlook, outlook and financial guidance, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can also generally be identified by the use of words such as 'believe,' 'expect,' 'intend,' 'estimate,' 'anticipate,' 'will,' 'may,' 'could' and similar expressions. In addition, ADTRAN Holdings, through its senior management, may from time to time make forward-looking public statements concerning the matters described herein. All such projections and other forward-looking information speak only as of the date hereof, and ADTRAN Holdings undertakes no duty to publicly update or revise such forward-looking information, whether as a result of new information, future events, or otherwise, except to the extent as may be required by law. All such forward-looking statements are necessarily estimates and reflect management's best judgment based upon current information. Actual events or results may differ materially from those anticipated in these forward-looking statements as a result of a variety of factors. While it is impossible to identify all such factors, factors which have caused and may in the future cause actual events or results to differ materially from those estimated by ADTRAN Holdings include, but are not limited to: (i) risks and uncertainties relating to ADTRAN Holdings' ability to continue to reduce expenditures and the impact of such reductions on its financial results and financial condition; (ii) risks and uncertainties relating to our ability to comply with the covenants set forth in our credit agreement, to satisfy our payment obligations to Adtran Networks' minority shareholders under the Domination and Profit and Loss Transfer Agreement between us and Adtran Networks (the 'DPLTA'), and to make payments to Adtran Networks in order to absorb its annual net loss pursuant to the DPLTA; (iii) the risk of fluctuations in revenue due to lengthy sales and approval processes required by major and other service providers for new products, as well as shifting customer spending patterns; (iv) risks and uncertainties relating to our level of indebtedness; (v) risks and uncertainties relating to ongoing material weaknesses in our internal control over financial reporting; (vi) risks posed by potential breaches of information systems and cyber-attacks; (vii) the risk that ADTRAN Holdings may not be able to effectively compete, including through product improvements and development; and (viii) other risks set forth in ADTRAN Holdings' public filings made with the Securities and Exchange Commission ('SEC'), including its most recent Annual Report on Form 10-K and subsequent quarterly reports on Form 10-Q or other securities filings, and the risks to be disclosed in its upcoming Annual Report on Form 10-K for the year ended December 31, 2024, to be filed with the SEC. Additionally, the financial measures presented herein are preliminary estimates, remain subject to our internal controls and procedures, and are subject to risks and uncertainties, including, among others, changes in connection with quarter-end adjustments. Any variation between the Company's actual results and the preliminary financial information set forth herein may be material. Explanation of use of non-GAAP financial measures Set forth in the tables below are reconciliations of gross profit, gross margin, operating expenses, operating loss, other (expense) income, net loss inclusive of the non-controlling interest, net income attributable to the non-controlling interest, net loss attributable to the Company, and loss per share - basic and diluted, attributable to the Company, and net cash provided by (used in) operating activities, in each case as reported based on generally accepted accounting principles in the United States ('GAAP'), to non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating expenses, non-GAAP operating income (loss), non-GAAP other expense, non-GAAP net income (loss) inclusive of the non-controlling interest, non-GAAP net income (loss) attributable to the Company, non-GAAP net earnings (loss per share) - basic and diluted, attributable to the Company, and free cash flow, respectively. Such non-GAAP measures exclude acquisition-related expenses, amortization and adjustments (consisting of intangible amortization of backlog, developed technology, customer relationships, and trade names acquired in connection with business combinations and amortization of inventory fair value adjustments as well as legal and advisory fees related to a potential significant transaction), stock-based compensation expense, restructuring expenses, integration expenses, deferred compensation adjustments, goodwill impairments, amortization of pension actuarial losses, the tax effect of these adjustments to net loss and purchases of property, plant and equipment. These measures are used by management in our ongoing planning and annual budgeting processes. Additionally, we believe the presentation of these non-GAAP measures, when combined with the presentation of the most directly comparable GAAP financial measure, is beneficial to the overall understanding of ongoing operating performance of the Company. These non-GAAP financial measures are not prepared in accordance with, or an alternative for, GAAP and therefore should not be considered in isolation or as a substitution for analysis of our results as reported under GAAP. Additionally, our calculation of non-GAAP measures may not be comparable to similar measures calculated by other companies. Published by ADTRAN Holdings, Inc. ADTRAN Holdings, Inc. Condensed Consolidated Balance Sheets (Preliminary, Unaudited) (In thousands) ASSETS December 31, 2024 December 31, 2023 Current Assets Cash and cash equivalents $ 77,567 $ 87,167 Accounts receivable, net 178,030 216,445 Other receivables 9,775 17,450 Income tax receivable 4,355 7,933 Inventory, net 269,337 362,295 Assets held for sale 11,901 — Prepaid expenses and other current assets 58,534 45,566 Total Current Assets 609,499 736,856 Property, plant and equipment, net 102,942 123,020 Deferred tax assets, net 17,826 25,787 Goodwill 52,918 353,415 Intangibles, net 284,893 327,985 Other non-current assets 78,128 87,706 Long-term investments 32,060 27,743 Total Assets $ 1,178,266 $ 1,682,512 LIABILITIES AND EQUITY Current Liabilities Accounts payable $ 170,451 $ 162,922 Unearned revenue 52,701 46,731 Accrued expenses and other liabilities 35,704 36,204 Accrued wages and benefits 32,853 27,030 Income tax payable, net 830 5,221 Total Current Liabilities 292,539 278,108 Non-current revolving credit agreement outstanding 189,576 195,000 Deferred tax liabilities 30,690 35,655 Non-current unearned revenue 22,065 25,109 Non-current pension liability 8,983 12,543 Deferred compensation liability 33,203 29,039 Non-current lease obligations 25,925 31,420 Other non-current liabilities 17,928 28,657 Total Liabilities 620,909 635,531 Redeemable Non-Controlling Interest 422,943 442,152 Equity Common stock 795 790 Additional paid-in capital 808,913 795,304 Accumulated other comprehensive income 10,897 47,465 Retained deficit (680,993 ) (232,905 ) Treasury stock (5,198 ) (5,825 ) Total Equity 134,414 604,829 Total Liabilities and Equity $ 1,178,266 $ 1,682,512 Condensed Consolidated Statements of Loss (Preliminary, Unaudited) (In thousands, except per share amounts) Three Months Ended Twelve Months Ended December 31, December 31, 2024 2023 2024 2023 Revenue Network Solutions $ 197,009 $ 180,405 $ 738,964 $ 974,389 Services & Support 45,843 45,074 183,756 174,711 Total Revenue 242,852 225,479 922,720 1,149,100 Cost of Revenue Network Solutions 134,184 126,248 511,070 722,582 Network Solutions - charges and inventory write-down — 3,270 8,597 24,313 Services & Support 17,435 17,496 72,739 69,142 Total Cost of Revenue 151,619 147,014 592,406 816,037 Gross Profit 91,233 78,465 330,314 333,063 Selling, general and administrative expenses 57,156 61,262 233,369 258,149 Research and development expenses 49,209 54,818 221,463 258,311 Goodwill impairment — — 292,583 37,874 Operating Loss (15,132 ) (37,615 ) (417,101 ) (221,271 ) Interest and dividend income 1,631 1,157 3,058 2,340 Interest expense (4,870 ) (4,441 ) (22,053 ) (16,299 ) Net investment (loss) gain (920 ) 1,683 3,587 2,754 Other income (expense), net 687 (3,448 ) 246 1,266 Loss Before Income Taxes (18,604 ) (42,664 ) (432,263 ) (231,210 ) Income tax expense (24,906 ) (64,632 ) (8,785 ) (28,133 ) Net Loss $ (43,510 ) $ (107,296 ) $ (441,048 ) $ (259,343 ) Net Income attributable to non-controlling interest 2,406 2,566 9,824 6,946 Net Loss attributable to ADTRAN Holdings, Inc. $ (45,916 ) $ (109,862 ) $ (450,872 ) $ (266,289 ) Weighted average shares outstanding – basic 79,091 78,530 78,928 78,416 Weighted average shares outstanding – diluted 79,091 78,530 78,928 78,416 Loss per common share attributable to ADTRAN Holdings, Inc. – basic $ (0.58 ) (1) $ (1.40 ) $ (5.67 ) (1) $ (3.39 ) Loss per common share attributable to ADTRAN Holdings, Inc. – diluted $ (0.58 ) (1) $ (1.40 ) $ (5.67 ) (1) $ (3.39 ) (1) Loss per common share attributable to ADTRAN Holdings, Inc. - basic and diluted - reflects a $5 thousand effect of redemption for the three months ended December 31, 2024 and $3.0 million effect of redemption of RNCI for the year ended December 31, 2024. Condensed Consolidated Statements of Cash Flows (Preliminary, Unaudited) (In thousands) Twelve Months Ended December 31, 2024 2023 Cash flows from operating activities: Net Loss $ (441,048 ) $ (259,343 ) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization 90,985 112,949 Goodwill impairment 292,583 37,874 Amortization of debt issuance cost 3,950 862 Accretion on available-for-sale investments, net — (22 ) Gain on investments (5,030 ) (2,900 ) Net loss on disposal of property, plant and equipment 1,371 458 Stock-based compensation expense 15,342 16,016 Deferred income taxes 2,247 15,558 Inventory write down 4,135 24,313 Inventory reserves 3,980 25,546 Other, net — (2,942 ) Change in operating assets and liabilities: Accounts receivable, net 46,108 65,612 Other receivables 10,713 10,315 Income taxes receivable 648 (2,637 ) Inventory 75,171 20,537 Prepaid expenses other current assets and other assets (10,718 ) (29,883 ) Accounts payable 11,784 (91,907 ) Accrued expenses and other liabilities 5,519 17,929 Income taxes payable, net (4,670 ) (3,939 ) Net cash provided by (used in) operating activities 103,070 (45,604 ) Cash flows from investing activities: Purchases of property, plant and equipment (32,454 ) (43,121 ) Purchases of intangibles - developed technology (30,671 ) — Proceeds from sales and maturities of available-for-sale investments 1,240 10,567 Purchases of available-for-sale investments (268 ) (868 ) (Payments) Proceeds from beneficial interests in securitized accounts receivable (55 ) 1,218 Net cash used in investing activities (62,208 ) (32,204 ) Cash flows from financing activities: Tax withholdings related to stock-based compensation settlements (1,143 ) (6,458 ) Proceeds from stock option exercises 824 540 Dividend payments — (21,237 ) Proceeds from receivables purchase agreement 68,556 14,099 Repayments on receivables purchase agreement (83,772 ) — Proceeds from draw on revolving credit agreements 26,000 163,733 Repayment of revolving credit agreements (31,000 ) (64,987 ) Redemption of redeemable non-controlling interest (17,398 ) (1,224 ) Payment of annual recurring compensation to non-controlling interest (10,084 ) — Payment of debt issuance cost (1,994 ) (708 ) Repayment of notes payable — (24,891 ) Net cash (used in) provided by financing activities (50,011 ) 58,867 Net decrease in cash and cash equivalents (9,149 ) (18,941 ) Effect of exchange rate changes (451 ) (2,536 ) Cash and cash equivalents, beginning of year 87,167 108,644 Cash and cash equivalents, end of year $ 77,567 $ 87,167 Supplemental disclosure of cash financing activities Cash paid for interest $ 20,884 $ 12,596 Cash paid for income taxes $ 10,384 $ 18,552 Cash used in operating activities related to operating leases $ 9,274 $ 9,682 Supplemental disclosure of non-cash investing activities Right-of-use assets obtained in exchange for lease obligations $ 5,317 $ 17,865 Purchases of property, plant and equipment included in accounts payable $ 2,635 $ 1,298 Redemption of redeemable non-controlling interest $ 2,986 $ 371 Supplemental Information Reconciliation of Preliminary Gross Profit and Preliminary Gross Margin to Preliminary Non-GAAP Gross Profit and Preliminary Non-GAAP Gross Margin (Unaudited) (In thousands) Three Months Ended Twelve Months Ended December 31, 2024 September 30, 2024 December 31, 2023 December 31, 2024 December 31, 2023 Total Revenue $ 242,852 $ 227,704 $ 225,479 $ 922,720 $ 1,149,100 Cost of Revenue $ 151,619 $ 142,453 $ 147,014 $ 592,406 $ 816,037 Acquisition-related expenses, amortization and adjustments (1) (9,980 ) (10,276 ) (10,048 ) (40,497 ) (89,602 ) Stock-based compensation expense (317 ) (270 ) (440 ) (1,142 ) (1,294 ) Restructuring expenses (2) (538 ) (7 ) (5,517 ) (14,580 ) (27,223 ) Integration expenses (3) 123 (34 ) 39 19 (115 ) Non-GAAP Cost of Revenue $ 140,907 $ 131,866 $ 131,048 $ 536,206 $ 697,803 Gross Profit $ 91,233 $ 85,251 $ 78,465 $ 330,314 $ 333,063 Non-GAAP Gross Profit $ 101,945 $ 95,838 $ 94,431 $ 386,514 $ 451,297 Gross Margin 37.6 % 37.4 % 34.8 % 35.8 % 29.0 % Non-GAAP Gross Margin 42.0 % 42.1 % 41.9 % 41.9 % 39.3 % (1) Includes intangible amortization of backlog, inventory fair value adjustments, developed technology, customer relationships, and trade names acquired in connection with business combinations. We incur charges relating to the amortization of intangible assets and exclude these charges for purposes of calculating our non-GAAP measures. Such charges are significantly impacted by the timing and magnitude of our acquisitions. We exclude these charges for the purpose of calculating our non-GAAP measures, primarily because they are noncash expenses and our internal benchmarking analyses evidence that many industry participants and peers present non-GAAP financial measures excluding intangible asset amortization. Although this does not directly affect our cash position, the loss in value of intangible assets over time can have a material impact on the equivalent GAAP earnings measure. (2) Includes expenses for restructuring program designed to optimize the assets and business processes following the business combination with Adtran Networks SE. These expenses include inventory write down and other charges of $8.6 million and other expenses of $0.6 million for the twelve months ended December 31, 2024, incurred as a result of a strategy shift which included discontinuance of certain product lines in connection with the Business Efficiency Program. The restructuring program commenced upon the closing of the business combination with Adtran Networks SE and was substantially completed in late 2024. Additionally, as part of the Business Efficiency Program, management determined to close a facility in Greifswald, Germany which occurred in December 2024. These expenses include restructuring wage charges of $5.4 million for the twelve months ended December 31, 2024. (3) Includes expenses related to the Company's one-time integration bonus program in connection with synergy targets as a result of the business combination with Adtran Networks SE. (1) We incur charges relating to the amortization of intangible assets and exclude these charges for purposes of calculating our non-GAAP measures. Such charges are significantly impacted by the timing and magnitude of our acquisitions. We exclude these charges for the purpose of calculating our non-GAAP measures, primarily because they are noncash expenses and our internal benchmarking analyses evidence that many industry participants and peers present non-GAAP financial measures excluding intangible asset amortization. Although this does not directly affect our cash position, the loss in value of intangible assets over time can have a material impact on the equivalent GAAP earnings measure. (2) Includes $4.3M of intangible amortization of developed technology, customer relationships, and trade names acquired in connection with business combinations and $1.0 million of legal and advisory fees related to a potential strategic transaction which are included in selling, general and administrative expenses on the condensed consolidated statements of loss. (3) $2.4 million is included in selling, general and administrative expenses and $1.0 million is included in research and development expenses on the condensed consolidated statements of loss. (4) $1.2 million is included in selling, general and administrative expenses and $2.4 million is included in research and development expenses on the condensed consolidated statements of loss. Includes expenses for restructuring program designed to optimize the assets and business processes following the business combination with Adtran Networks SE. The restructuring program commenced upon the closing of the business combination with Adtran Networks SE and was substantially completed in late 2024. Additionally, as part of the Business Efficiency Program, management determined to close a facility in Greifswald, Germany which occurred in December 2024. (5) $0.6 million is included in selling, general and administrative expenses and less than $0.1 million is included in research and development expenses on the condensed consolidated statements of loss, and is primarily related to the Company's one-time integration bonus program in connection with synergy targets as a result of the business combination with Adtran Networks SE. (6) Includes non-cash change in fair value of equity investments held in the ADTRAN Holdings, Inc. Deferred Compensation Program for Employees, all of which is included in selling, general and administrative expenses on the condensed consolidated statement of loss. (7) Includes $4.0M of intangible amortization of developed technology, customer relationships, and trade names acquired in connection with business combinations and $0.6 million of legal and advisory fees related to a potential strategic transaction which are both included in selling, general and administrative expenses and $0.5 million is included in research and development expenses on the condensed consolidated statements of loss. (8) $2.2 million is included in selling, general and administrative expenses and $0.9 million is included in research and development expenses on the condensed consolidated statements of loss. (9) $2.7 million is included in selling, general and administrative expenses and $3.2 million is included in research and development expenses on the condensed consolidated statements of loss. Includes expenses of $3.2 million of wage related and other charges due to the Greifswald facility closure of which $0.8 million is included in selling, general and administrative and $2.4 million is included in research and development expenses on the condensed consolidated statements of loss. Includes expenses for restructuring program designed to optimize the assets and business processes following the business combination with Adtran Networks SE. The restructuring program commenced upon the closing of the business combination with Adtran Networks SE and was substantially completed in late 2024. Additionally, as part of the Business Efficiency Program, management determined to close a facility in Greifswald, Germany which occurred in December 2024. (10) $0.3 million is included in selling, general and administrative expenses on the condensed consolidated statements of loss, and is primarily related to the Company's one-time integration bonus program in connection with synergy targets as a result of the business combination with Adtran Networks SE. (11) Includes intangible amortization of developed technology, customer relationships, and trade names acquired in connection with business combinations, of which $3.7 million is included in selling, general and administrative expenses and $0.5 million is included in research and development expenses on the condensed consolidated statements of loss. (12) $2.3 million is included in selling, general and administrative expenses and $0.9 million is included in research and development expenses on the condensed consolidated statements of loss. (13) $4.6 million is included in selling, general and administrative expenses and $3.2 million is included in research and development expenses on the condensed consolidated statements of loss. Includes expenses for restructuring program designed to optimize the assets and business processes following the business combination with Adtran Networks SE. The restructuring program commenced upon the closing of the business combination with Adtran Networks SE and was substantially completed in late 2024. Additionally, as part of the Business Efficiency Program, management determined to close a facility in Greifswald, Germany which occurred in December 2024. (14) $1.9 million is included in selling, general and administrative expenses and $0.02 million is included in research and development expenses on the condensed consolidated statements of loss. Includes legal and advisory fees totaling $1.2 million related to a contemplated capital raise transaction that are recorded in selling, general and administrative expenses. Includes expenses totaling $0.4 million related to the Company's one-time integration bonus program in connection with synergy targets as a result of the business combination with Adtran Networks SE of which $0.4 million are included in selling, general and administrative expenses and $0.02 million are included in research and development expenses. The integration bonus expense of $0.4 million includes $0.2 million of stock compensation expense. Additionally, includes fees relating to the expansion of internal controls at Adtran Networks and the implementation of the DPLTA. (15) Includes $17.6M of intangible amortization of developed technology, customer relationships, and trade names acquired in connection with business combinations and $4.9 million of legal and advisory fees related to a potential strategic transaction which are included in selling, general and administrative expenses on the condensed consolidated statements of loss. (16) $9.4 million is included in selling, general and administrative expenses and $3.8 million is included in research and development expenses on the condensed consolidated statements of loss. (17) $9.1 million is included in selling, general and administrative expenses and $21.0 million is included in research and development expenses on the condensed consolidated statements of loss. Includes expenses for restructuring program designed to optimize the assets and business processes following the business combination with Adtran Networks SE. The restructuring program commenced upon the closing of the business combination with Adtran Networks SE and was substantially completed in late 2024. Additionally, as part of the Business Efficiency Program, management determined to close a facility in Greifswald, Germany which occurred in December 2024. (18) $1.8 million is included in selling, general and administrative expenses and $0.1 million is included in research and development expenses on the condensed consolidated statements of loss, and is primarily related to the Company's one-time integration bonus program in connection with synergy targets as a result of the business combination with Adtran Networks SE. (19) Non-cash impairment of goodwill in our Network Solutions reporting unit, necessitated by factors such as a decrease in the Company's market capitalization, cautious service provider spending due to economic uncertainty and continued elevated customer inventory adjustments. (20) Includes intangible amortization of developed technology, customer relationships, and trade names acquired in connection with business combinations, of which $15.8 million is included in selling, general and administrative expenses and $1.9 million is included in research and development expenses on the condensed consolidated statements of loss. (21) $9.8 million is included in selling, general and administrative expenses and $4.0 million is included in research and development expenses on the condensed consolidated statements of loss. (22) $11.6 million is included in selling, general and administrative expenses and $7.7 million is included in research and development expenses on the condensed consolidated statements of loss. Includes expenses for restructuring program designed to optimize the assets and business processes following the business combination with Adtran Networks SE. The restructuring program commenced upon the closing of the business combination with Adtran Networks SE and was substantially completed in late 2024. Additionally, as part of the Business Efficiency Program, management determined to close a facility in Greifswald, Germany which occurred in December 2024. (23) $4.8 million is included in selling, general and administrative expenses and $0.1 million is included in research and development expenses on the condensed consolidated statements of loss. Includes expenses related to the integration bonus program and fees relating to the expansion of internal controls at Adtran Networks and the implementation of the DPLTA. Additionally, includes legal and advisory fees totaling $1.2 million related to a contemplated capital raise transaction that are recorded in selling, general and administrative expenses. (24) Includes non-cash goodwill impairment charge related to our Services and Support reporting unit. The impairment primarily resulted from a decrease in projected revenue growth rates and EBITDA margins. (1) Includes intangible amortization of backlog, inventory fair value adjustments, developed technology, customer relationships, and trade names acquired in connection with business combinations. We incur charges relating to the amortization of intangible assets and exclude these charges for purposes of calculating our non-GAAP measures. Such charges are significantly impacted by the timing and magnitude of our acquisitions. We exclude these charges for the purpose of calculating our non-GAAP measures, primarily because they are noncash expenses and our internal benchmarking analyses evidence that many industry participants and peers present non-GAAP financial measures excluding intangible asset amortization. Although this does not directly affect our cash position, the loss in value of intangible assets over time can have a material impact on the equivalent GAAP earnings measure. (2) Includes expenses for restructuring program designed to optimize the assets and business processes following the business combination with Adtran Networks SE. The restructuring program commenced upon the closing of the business combination with Adtran Networks SE and was substantially completed in late 2024. Additionally, as part of the Business Efficiency Program, management determined to close a facility in Greifswald, Germany which occurred in December 2024. (3) Includes expenses related to the Company's one-time integration bonus program in connection with synergy targets as a results of the business combination with Adtran Networks SE. Includes fees incurred for the expansion of internal controls at Adtran Networks SE and the implementation of the DPTLA. (4) Includes non-cash change in fair value of equity investments held in the ADTRAN Holdings, Inc. Deferred Compensation Program for Employees, all of which is included in selling, general and administrative expenses on the condensed consolidated statement of loss. (5) Non-cash impairment of goodwill in our Network Solutions reporting unit, necessitated by factors such as a decrease in the Company's market capitalization, cautious service provider spending due to economic uncertainty and continued elevated customer inventory adjustments. (6) Non-cash goodwill impairment charge related to our Services and Support reporting unit. The impairment primarily resulted from a decrease in projected revenue growth rates and EBITDA margins. (1) Includes non-cash change in fair value of equity investments held in the ADTRAN Holdings, Inc. Deferred Compensation Program for Employees. (2) Includes amortization of actuarial losses related to the Company's pension plan for employees in certain foreign countries. Supplemental Information Reconciliation of Preliminary Net Loss inclusive of Non-Controlling Interest to Preliminary Non-GAAP Net Income (Loss) inclusive of Non-Controlling Interest (Unaudited) and Reconciliation of Preliminary Net Income attributable to Non-Controlling Interest to Preliminary Non-GAAP Net Income attributable to Non-Controlling Interest (Unaudited) and Reconciliation of Preliminary Net Loss attributable to ADTRAN Holdings, Inc. and Preliminary Loss per Common Share attributable to ADTRAN Holdings, Inc. – Basic and Diluted to Preliminary Non-GAAP Net Income (Loss) attributable to ADTRAN Holdings, Inc. and Preliminary Non-GAAP Earnings (Loss) per Common Share attributable to ADTRAN Holdings, Inc. – Basic and Diluted (Unaudited) (In thousands, except per share amounts) Three Months Ended Twelve Months Ended December 31, 2024 September 30, 2024 December 31, 2023 December 31, 2024 December 31, 2023 Net Loss attributable to ADTRAN Holdings, Inc. common stockholders $ (45,911 ) $ (28,263 ) $ (109,592 ) $ (447,886 ) $ (266,289 ) Effect of redemption of RNCI (1) (5 ) (2,976 ) — (2,986 ) — Net Loss attributable to ADTRAN Holdings, Inc. $ (45,916 ) $ (31,239 ) $ (109,592 ) $ (450,872 ) $ (266,289 ) Net Income attributable to non-controlling interest (2) 2,407 2,382 2,566 9,824 6,946 Net Loss inclusive of non-controlling interest $ (43,509 ) $ (28,857 ) $ (107,026 ) $ (441,048 ) $ (259,343 ) Acquisition related expenses, amortization and adjustments (3) 15,274 15,330 14,198 62,959 107,267 Stock-based compensation expense 3,668 3,396 3,621 14,387 15,158 Deferred compensation adjustments (4) 639 177 (267 ) 269 (3,368 ) Pension adjustments (5) 7 7 6 28 26 Restructuring expenses (6) 4,105 5,936 13,376 44,681 46,554 Integration expenses (7) 464 367 1,890 1,911 4,941 Goodwill impairment — — — 292,583 37,874 Tax effect of adjustments to net loss (8) 21,804 (712 ) 62,221 2,782 12,076 Non-GAAP Net Income (Loss) inclusive of non-controlling interest $ 2,451 $ (4,356 ) $ (11,981 ) $ (21,448 ) $ (38,815 ) Net Income attributable to non-controlling interest (2) 2,407 2,382 2,566 9,824 8,475 Non-GAAP Net Income (Loss) attributable to ADTRAN Holdings, Inc. $ 45 $ (6,738 ) $ (14,547 ) $ (31,272 ) $ (47,290 ) Effect of redemption of RNCI (1) 5 2,976 — 2,986 — Non-GAAP Net Income (Loss) attributable to ADTRAN Holdings, Inc. common stockholders $ 50 $ (3,762 ) $ (14,547 ) $ (28,286 ) $ (47,290 ) GAAP Net Income attributable to non-controlling interest (2) $ 2,407 $ 2,382 $ 2,566 $ 9,824 $ 6,946 Acquisition related expenses, amortizations and adjustments (3) — — — — 1,457 Restructuring expenses (6) — — — — 29 Integration expenses (7) — — — — 6 Stock-based compensation expense — — — — 37 Pension adjustments (5) — — — — — Non-GAAP Net Income attributable to non-controlling interest (2) $ 2,407 $ 2,382 $ 2,566 $ 9,824 $ 8,475 Weighted average shares outstanding – basic 79,091 78,952 78,530 78,928 78,416 Weighted average shares outstanding – diluted 79,091 78,952 78,530 78,928 78,416 Loss per common share attributable to ADTRAN Holdings, Inc. - basic $ (0.58 ) $ (0.36 ) $ (1.40 ) $ (5.67 ) $ (3.39 ) Loss per common share attributable to ADTRAN Holdings, Inc. - diluted $ (0.58 ) $ (0.36 ) $ (1.40 ) $ (5.67 ) $ (3.39 ) Non-GAAP Earnings (Loss) per common share attributable to ADTRAN Holdings, Inc. - basic $ 0.00 $ (0.05 ) $ (0.19 ) $ (0.36 ) $ (0.60 ) Non-GAAP Earnings (Loss) per common share attributable to ADTRAN Holdings, Inc. - diluted $ 0.00 $ (0.05 ) $ (0.19 ) $ (0.36 ) $ (0.60 ) (1) Loss per common share attributable to ADTRAN Holdings, Inc. - basic and diluted - reflects a $5 thousand and $3.0 million effect of redemption for the three months ended December 31, 2024 and September 30, 2024 respectively and $3.0 million effect of redemption of RNCI for the year ended December 31, 2024. (2) Represents the non-controlling interest portion of the Company's ownership of Adtran Networks pre-DPLTA and the annual recurring compensation earned by redeemable non-controlling interests and accrued by the Company post-DPLTA. (3) We incur charges relating to the amortization of intangible assets and exclude these charges for purposes of calculating our non-GAAP measures. Such charges are significantly impacted by the timing and magnitude of our acquisitions. We exclude these charges for the purpose of calculating our non-GAAP measures, primarily because they are noncash expenses and our internal benchmarking analyses evidence that many industry participants and peers present non-GAAP financial measures excluding intangible asset amortization. Although this does not directly affect our cash position, the loss in value of intangible assets over time can have a material impact on the equivalent GAAP earnings measure. (4) Includes non-cash change in fair value of equity investments held in deferred compensation plans offered to certain employees. (5) Includes amortization of actuarial losses related to the Company's pension plan for employees in certain foreign countries. (6) Includes expenses for restructuring program designed to optimize the assets and business processes following the business combination with Adtran Networks SE. The restructuring program commenced upon the closing of the business combination with Adtran Networks SE and was substantially completed in late 2024. Additionally, as part of the Business Efficiency Program, management determined to close a facility in Greifswald, Germany which occurred in December 2024. (7) Includes expenses related to the Company's one-time integration bonus program in connection with synergy targets as a result of the business combination with Adtran Networks SE. (8) Represents the tax effect of non-GAAP adjustments. Beginning in the period ended September 30, 2024, the Company changed its method of calculating non-GAAP income taxes by applying blended statutory tax rates to non-GAAP losses before income taxes in order to include current and deferred income tax expenses that are commensurate with the non-GAAP measure of profitability. The blended statutory tax rate is calculated using 0%, resulting in no tax benefits net of impact of valuation allowance, for the loss jurisdiction's non-GAAP losses before income taxes and 30% for all remaining jurisdictions' non-GAAP income before income taxes. Prior periods have been adjusted to reflect the application of blended statutory tax rates, net of impact of valuation allowance, to non-GAAP losses before income taxes as opposed to the previous application of blended statutory and effective tax rates to separate non-GAAP adjustments. We previously reported the tax effect of the adjustment to non-GAAP net loss under the prior method of $8.7 million and $57.8 million for the three and twelve months ended December 31, 2023. Supplemental Information Reconciliation of Preliminary Net Cash Provided By (Used In) Operating Activities to Preliminary Free Cash Flow (Unaudited) (In thousands) Three Months Ended Twelve Months Ended December 31, September 30, December 31, December 31, December 31, 2024 2024 2023 2024 2023 Net Cash provided by (used in) operating activities $ 4,544 $ 42,030 $ (16,290 ) $ 103,070 $ (45,604 ) Purchases of property, plant and equipment and developed technologies (1) (14,942 ) (18,814 ) (9,447 ) (63,125 ) (43,121 ) Free cash flow $ (10,398 ) $ 23,216 $ (25,737 ) $ 39,945 $ (88,725 ) (1) Purchases related to capital expenditures and developed technologies. View source version on CONTACT: For media Gareth Spence +44 1904 699 358 [email protected] investors Peter Schuman, IRC +1 256 963 6305 [email protected] KEYWORD: UNITED STATES NORTH AMERICA ALABAMA INDUSTRY KEYWORD: NETWORKS AUDIO/VIDEO VOIP TECHNOLOGY TELECOMMUNICATIONS SOURCE: ADTRAN Holdings, Inc. Copyright Business Wire 2025. PUB: 02/26/2025 11:00 PM/DISC: 02/26/2025 11:00 PM
