ADTRAN Holdings, Inc. reports preliminary first quarter 2025 financial results

EQS-News: Adtran Holdings, Inc. / Key word(s): Quarter Results
ADTRAN Holdings, Inc. reports preliminary first quarter 2025 financial results
08.05.2025 / 05:00 CET/CEST
The issuer is solely responsible for the content of this announcement.

ADTRAN Holdings, Inc. reports preliminary first quarter 2025 financial results 

Huntsville, Alabama, USA. — May 7, 2025 — 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 outlook1

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 https://events.q4inc.com/attendee/184900731 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  https://investors.adtran.com/shortly following the call and will remain available for at least

12 months. For more information, visit investors.adtran.com or email investor.relations@adtran.com.

Upcoming conference schedule

May 12, 2025: Needham Technology Virtual One-on-One Conference

May 28, 2025: 22nd 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.

www.adtran.com

For media

Gareth Spence

+44 1904 699 358

public.relations@adtran.com

For investors

Peter Schuman, IRC

+1 256 963 6305

investor.relations@adtran.com



Revision of Previously Issued Consolidated Financial Statements

 

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:

  1. 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:

  1. 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.
  2. 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):

 

      March 31, 2024  
(In thousands)     As Previously Reported     Revision     As Revised  
Inventory, net     $ 322,147     $ (3,460 )  (a) $ 318,687  
Total Current Assets     $ 696,958     $ (3,460 )   $ 693,498  
Total Assets     $ 1,327,906     $ (3,460 )   $ 1,324,446  
Accrued Expenses and Other Liabilities     $ 36,404     $ (1,403 )  (b) $ 35,001  
Total Current Liabilities     $ 282,746     $ (1,403 )   $ 281,343  
Other non-current liabilities     $ 35,375     $ (350 )  (b) $ 35,025  
Total Liabilities     $ 620,488     $ (1,753 )   $ 618,735  
Redeemable Non-Controlling Interest     $ 441,635     $ 511    (c) $ 442,146  
Accumulated Other Comprehensive Income     $ 29,656     $ 19    (a)(b) $ 29,675  
Retained Deficit     $ (558,363 )   $ (2,237 ) (a)(b)
(c)
$ (560,600 )
Total Equity     $ 265,783     $ (2,218 )   $ 263,565  
Total Liabilities, Redeemable Non-Controlling Interest and Equity     $ 1,327,906     $ (3,460 )   $ 1,324,446  

 

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):

 

      For the Three Months Ended March 31, 2024  
(In thousands)     As Previously Reported     Revision     As Revised  
Cost of Revenue - Network Solutions     $ 126,326     $ 1,952    (a) $ 128,278  
Total Cost of Revenue     $ 153,918     $ 1,952     $ 155,870  
Gross Profit     $ 72,255     $ (1,952 )   $ 70,303  
Operating Loss     $ (339,679 )   $ (1,952 )   $ (341,631 )
Loss before Income Taxes     $ (340,317 )   $ (1,952 )   $ (342,269 )
Net Loss     $ (321,670 )   $ (1,952 )   $ (323,622 )
Less: Net Income attributable to non-controlling interest     $ 2,880     $ (349 )  (b) $ 2,531  
Net Loss attributable to ADTRAN Holdings, Inc.     $ (324,550 )   $ (1,603 )   $ (326,153 )
Loss per common share attributable to ADTRAN Holdings, Inc. – basic     $ (4.12 )   $ (0.02 )   $ (4.14 )
Loss per common share attributable to ADTRAN Holdings, Inc. – diluted     $ (4.12 )   $ (0.02 )   $ (4.14 )
Net Loss     $ (321,670 )   $ (1,952 )   $ (323,622 )
Foreign currency translation loss     $ (17,745 )   $ 15    (a)(b) $ (17,730 )
Other Comprehensive Loss, net of tax     $ (17,805 )   $ 15     $ (17,790 )
Comprehensive Loss, net of tax     $ (339,475 )   $ (1,937 )   $ (341,412 )
Less: Comprehensive Income attributable to non-controlling interest, net of tax     $ 2,880     $ (349 )  (b) $ 2,531  
Comprehensive Loss attributable to ADTRAN Holdings, Inc., net of tax     $ (342,355 )   $ (1,588 )   $ (343,943 )

 

Revised Line Items in the Condensed Consolidated Statement of Loss for the fiscal quarter ended December 31, 2024 (unaudited):

 

      For the Three Months Ended December 31, 2024  
(In thousands)     As Previously Reported     Revision     As Revised  
Cost of Revenue - Network Solutions     $ 134,184     $ 1,974    (a) $ 136,158  
Total Cost of Revenue     $ 151,619     $ 1,974     $ 153,593  
Gross Profit     $ 91,233     $ (1,974 )   $ 89,259  
Operating Loss     $ (15,132 )   $ (1,974 )   $ (17,106 )
Loss before Income Taxes     $ (18,604 )   $ (1,974 )   $ (20,578 )
Net Loss     $ (43,509 )   $ (1,974 )   $ (45,483 )
Net Loss attributable to ADTRAN Holdings, Inc.     $ (45,916 )   $ (1,974 )   $ (47,890 )
Loss per common share attributable to ADTRAN Holdings, Inc. – basic     $ (0.58 )   $ (0.02 )   $ (0.61 )
Loss per common share attributable to ADTRAN Holdings, Inc. – diluted     $ (0.58 )   $ (0.02 )   $ (0.61 )

 

Revised Line Items in the Consolidated Balance Sheet as of December 31, 2024 (unaudited):

 

      December 31, 2024  
(In thousands)     As Previously Reported     Revision     As Revised  
Inventory, net     $ 269,337     $ (7,683 )  (a) $ 261,654  
Total Current Assets     $ 610,605     $ (7,683 )   $ 602,922  
Total Assets     $ 1,179,372     $ (7,683 )   $ 1,171,689  
Accumulated Other Comprehensive Income     $ 10,897     $ 322    (a) $ 11,219  
Retained Deficit     $ (680,993 )   $ (8,005 )  (a) $ (688,998 )
Total Equity     $ 134,414     $ (7,683 )   $ 126,731  
Total Liabilities, Redeemable Non-Controlling Interest and Equity     $ 1,179,372     $ (7,683 )   $ 1,171,689  

 

Revised Line Items in the Consolidated Statement of Loss and Consolidated Statement of Comprehensive Loss for the fiscal year ended December 31, 2024 (unaudited):

 

      For the Year Ended December 31, 2024  
(In thousands)     As Previously Reported     Revision     As Revised  
Cost of Revenue - Network Solutions     $ 511,070     $ 6,483    (a) $ 517,553  
Total Cost of Revenue     $ 592,406     $ 6,483     $ 598,889  
Gross Profit     $ 330,314     $ (6,483 )   $ 323,831  
Operating Loss     $ (417,101 )   $ (6,483 )   $ (423,584 )
Loss before Income Taxes     $ (432,263 )   $ (6,483 )   $ (438,746 )
Net Loss     $ (441,048 )   $ (6,483 )   $ (447,531 )
Net Loss attributable to ADTRAN Holdings, Inc.     $ (450,872 )   $ (6,483 )   $ (457,355 )
Loss per common share attributable to ADTRAN Holdings, Inc. – basic     $ (5.67 )   $ (0.08 )   $ (5.75 )
Loss per common share attributable to ADTRAN Holdings, Inc. – diluted     $ (5.67 )   $ (0.08 )   $ (5.75 )
Net Loss     $ (441,048 )   $ (6,483 )   $ (447,531 )
Foreign currency translation loss     $ (38,047 )   $ 322    (a) $ (37,725 )
Other Comprehensive Loss, net of tax     $ (36,568 )   $ 322     $ (36,246 )
Comprehensive Loss, net of tax     $ (477,616 )   $ (6,161 )   $ (483,777 )
Comprehensive Loss attributable to ADTRAN Holdings, Inc., net of tax     $ (487,440 )   $ (8,015 )   $ (495,455 )

 

Revised Line Items in the Condensed Consolidated Statement of Changes in Stockholders Equity as of March 31, 2024 (unaudited):

 

      Retained Deficit     Accumulated Other Comprehensive Income  
(In thousands)     As Previously Reported     Revision     As Revised     As Previously Reported     Revision     As Revised  
Balance as of December 31, 2023     $ (243,908 )   $ 9,481    (b) $ (234,427 )   $ 47,461     $ 4    (b) $ 47,465  
Net loss     $ (321,670 )   $ (1,952 )  (a) $ (323,622 )   $ -     $ -     $ -  
Annual recurring compensation earned     $ (2,880 )   $ 349    (b) $ (2,531 )   $ -     $ -     $ -  
Other comprehensive loss, net of tax     $ -     $ -     $ -     $ (17,805 )   $ 15    (a)
(b)
$ (17,790 )
Foreign currency remeasurement of redeemable non-controlling interest     $ 10,115     $ (10,115 )  (c) $ -     $ -     $ -     $ -  
Balance as of March 31, 2024     $ (558,363 )   $ (2,237 )   $ (560,600 )   $ 29,656     $ 19     $ 29,675  

 

Revised Line Items in the Consolidated Statement of Changes in Stockholders Equity as of December 31, 2024 (unaudited):

 

      Retained Deficit     Accumulated Other Comprehensive Income  
(In thousands)     As Previously Reported     Revision     As Revised     As Previously Reported     Revision     As Revised  
Balance as of December 31, 2023     $ (232,905 )   $ (1,522 )  (a) $ (234,427 )   $ 47,465     $ -     $ 47,465  
Net loss     $ (441,048 )   $ (6,483 )  (a) $ (447,531 )   $ -     $ -     $ -  
Other comprehensive income, net of tax     $ -     $ -     $ -     $ (36,568 )   $ 322    (a) $ (36,246 )
Balance as of December 31, 2024     $ (680,993 )   $ (8,005 )   $ (688,998 )   $ 10,897     $ 322     $ 11,219  

 

Revised Line Items in the Condensed Consolidated Statement of Cash Flows for the quarter ended March 31, 2024 (unaudited):

 

      Three months ended March 31, 2024  
(In thousands)     As Previously Reported     Revision     As Revised  
Net Loss     $ (321,670 )   $ (1,952 )  (a) $ (323,622 )
Adjustments to reconcile net loss to net cash provided by operating activities                    
Inventory reserves     $ 1,837     $ 157    (a) $ 1,994  
Change in operating assets and liabilities:                    
Inventory     $ 30,426     $ 1,795    (a) $ 32,221  
Net Cash Provided by operating activities     $ 36,598     $     $ 36,598  

 

Revised Line Items in the Consolidated Statement of Cash Flows for the year ended December 31, 2024 (unaudited):

 

      Year ended December 31, 2024  
(In thousands)     As Previously Reported     Revision     As Revised  
Net Loss     $ (441,048 )   $ (6,483 )  (a) $ (447,531 )
Adjustments to reconcile net loss to net cash provided by operating activities                    
Inventory reserves     $ 3,980     $ 352    (a) $ 4,332  
Change in operating assets and liabilities:                    
Inventory     $ 75,171     $ 6,100    (a) $ 81,271  
Net Cash Provided by operating activities     $ 103,070     $ (31 )   $ 103,039  
Effect of exchange rate changes     $ (451 )   $ 31     $ (420 )

 

Revised Net Cash Provided by Operating Activities for the quarter ended December 31, 2024 (unaudited):

 

      Three months ended December 31, 2024  
(In thousands)     As Previously Reported     Revision     As Revised  
Net Cash Provided by operating activities     $ 4,544     $ 12    (a) $ 4,556  

 

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 Balance Sheets

(Preliminary, Unaudited)

(In thousands)

  March 31,     December 31,  
  2025     2024  
Assets          
Current Assets          
Cash and cash equivalents $ 101,321     $ 77,567  
Accounts receivable, net   166,519       178,030  
Other receivables   9,613       9,775  
Income tax receivable   6,632       5,461  
Inventory, net   254,055       261,654  
Assets held for sale   11,901       11,901  
Prepaid expenses and other current assets   64,456       58,534  
Total Current Assets   614,497       602,922  
Property, plant and equipment, net   105,940       102,942  
Deferred tax assets   17,826       17,826  
Goodwill   55,261       52,918  
Intangibles, net   293,064       284,893  
Other non-current assets   75,659       78,128  
Long-term investments   29,973       32,060  
Total Assets $ 1,192,220     $ 1,171,689  
           
Liabilities, Redeemable Non-Controlling Interest and Equity          
Current Liabilities          
Accounts payable $ 170,477     $ 170,451  
Unearned revenue   66,459       52,701  
Accrued expenses and other liabilities   38,161       35,704  
Accrued wages and benefits   25,910       32,853  
Income tax payable, net   999       1,936  
Total Current Liabilities   302,006       293,645  
Non-current revolving credit agreement outstanding   190,085       189,576  
Deferred tax liabilities   30,768       30,690  
Non-current unearned revenue   24,082       22,065  
Non-current pension liability   8,886       8,983  
Deferred compensation liability   31,283       33,203  
Non-current lease obligations   26,369       25,925  
Other non-current liabilities   16,531       17,928  
Total Liabilities   630,010       622,015  
Redeemable Non-Controlling Interest   422,934       422,943  
Equity          
Common stock   800       795  
Additional paid-in capital   812,071       808,913  
Accumulated other comprehensive income   31,601       11,219  
Retained deficit   (700,088 )     (688,998 )
Treasury stock   (5,108 )     (5,198 )
Total Equity   139,276       126,731  
Total Liabilities, Redeemable Non-Controlling Interest and Equity $ 1,192,220     $ 1,171,689  

 

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.

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  

  

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,  
    2025     2024     2024  
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.

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.

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.

Supplemental Information

Reconciliation of Preliminary Other Expense to Preliminary Non-GAAP Other Expense

(Unaudited)

(In thousands)

 

    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.

 

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,  
    2025     2024     2024  
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 )
                   
Non-GAAP Earnings (Loss) per common share attributable to ADTRAN – basic   $ 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.

 

Supplemental Information

Reconciliation of Preliminary Net Cash Provided By Operating Activities to Preliminary Free Cash Flow

(Unaudited)

(In thousands)

 

    Three Months Ended  
    March 31,     December 31,     March 31,  
    2025     2024     2024  
Net Cash provided by operating activities   $ 41,642     $ 4,556     $ 36,598  
Purchases of property, plant and equipment and developed technologies (1)     (18,695 )     (14,942 )     (13,374 )
Free cash flow (Non-GAAP)   $ 22,947     $ (10,386 )   $ 23,224  

 

(1) Purchases related to capital expenditures and developed technologies.



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