|
Condensed Consolidated Balance Sheet
(Unaudited)
(In thousands)
|
|
|
|
|
|
|
|
December 31,
2012
|
|
December 31,
2011
|
|
Assets
|
|
|
|
|
Cash and cash equivalents
|
$
|
68,457
|
|
$
|
42,979
|
|
Short-term investments
|
|
160,481
|
|
|
159,347
|
|
Accounts receivable, net
|
|
81,194
|
|
|
76,130
|
|
Other receivables
|
|
16,253
|
|
|
9,743
|
|
Inventory
|
|
102,583
|
|
|
87,800
|
|
Prepaid expenses
|
|
4,148
|
|
|
3,119
|
|
Deferred tax assets, net
|
|
13,055
|
|
|
12,125
|
|
Total Current Assets
|
|
446,171
|
|
|
391,243
|
|
|
|
|
|
|
Property, plant and equipment, net
|
|
80,246
|
|
|
75,295
|
|
Deferred tax assets, net
|
|
10,261
|
|
|
8,345
|
|
Goodwill
|
|
3,492
|
|
|
3,492
|
|
Other assets
|
|
13,482
|
|
|
7,131
|
|
Long-term investments
|
|
332,729
|
|
|
332,008
|
|
|
|
|
|
|
Total Assets
|
$
|
886,381
|
|
$
|
817,514
|
|
|
|
|
|
|
Liabilities and Stockholders' Equity
|
|
|
|
|
Accounts payable
|
$
|
42,173
|
|
$
|
29,404
|
|
Unearned revenue
|
|
38,051
|
|
|
9,965
|
|
Accrued expenses
|
|
10,309
|
|
|
5,876
|
|
Accrued wages and benefits
|
|
15,022
|
|
|
13,518
|
|
Income tax payable, net
|
|
1,211
|
|
|
3,169
|
|
Total Current Liabilities
|
|
106,766
|
|
|
61,932
|
|
|
|
|
|
|
Non-current unearned revenue
|
|
23,803
|
|
|
4,874
|
|
Other non-current liabilities
|
|
17,406
|
|
|
12,077
|
|
Bonds payable
|
|
46,000
|
|
|
46,500
|
|
Total Liabilities
|
|
193,975
|
|
|
125,383
|
|
|
|
|
|
|
Stockholders' Equity
|
|
692,406
|
|
|
692,131
|
|
|
|
|
|
|
Total Liabilities and Stockholders' Equity
|
$
|
886,381
|
|
$
|
817,514
|
|
Consolidated Statements of Income
(Unaudited)
(In thousands, except per share data)
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Twelve Months Ended
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
2012
|
|
|
2011
|
|
|
2012
|
|
|
2011
|
|
|
|
|
|
|
|
|
|
|
|
|
Sales
|
$
|
139,756
|
|
|
$
|
175,286
|
|
|
$
|
620,614
|
|
|
$
|
717,229
|
|
|
Cost of sales
|
|
72,373
|
|
|
|
76,066
|
|
|
|
303,971
|
|
|
|
302,911
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross Profit
|
|
67,383
|
|
|
|
99,220
|
|
|
|
316,643
|
|
|
|
414,318
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling, general and administrative expenses
|
|
31,393
|
|
|
|
32,954
|
|
|
|
134,523
|
|
|
|
124,879
|
|
|
Research and development expenses
|
|
33,116
|
|
|
|
25,151
|
|
|
|
125,951
|
|
|
|
100,301
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income
|
|
2,874
|
|
|
|
41,115
|
|
|
|
56,169
|
|
|
|
189,138
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest and dividend income
|
|
2,006
|
|
|
|
1,813
|
|
|
|
7,657
|
|
|
|
7,642
|
|
|
Interest expense
|
|
(591
|
)
|
|
|
(603
|
)
|
|
|
(2,347
|
)
|
|
|
(2,398
|
)
|
|
Net realized investment gain
|
|
2,197
|
|
|
|
3,333
|
|
|
|
9,550
|
|
|
|
12,454
|
|
|
Other income (expense), net
|
|
(82
|
)
|
|
|
(297
|
)
|
|
|
183
|
|
|
|
(694
|
)
|
|
Gain on bargain purchase of a business
|
|
-
|
|
|
|
-
|
|
|
|
1,753
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before provision for income taxes
|
|
6,404
|
|
|
|
45,361
|
|
|
|
72,965
|
|
|
|
206,142
|
|
|
|
|
|
|
|
|
|
|
|
|
Provision for income taxes
|
|
(2,443
|
)
|
|
|
(14,198
|
)
|
|
|
(25,702
|
)
|
|
|
(67,565
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Net Income
|
$
|
3,961
|
|
|
$
|
31,163
|
|
|
$
|
47,263
|
|
|
$
|
138,577
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares outstanding - basic
|
|
62,542
|
|
|
|
63,685
|
|
|
|
63,259
|
|
|
|
64,145
|
|
|
Weighted average shares outstanding - diluted (1)
|
|
62,690
|
|
|
|
64,586
|
|
|
|
63,774
|
|
|
|
65,416
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per common share - basic
|
$
|
0.06
|
|
|
$
|
0.49
|
|
|
$
|
0.75
|
|
|
$
|
2.16
|
|
|
Earnings per common share - diluted (1)
|
$
|
0.06
|
|
|
$
|
0.48
|
|
|
$
|
0.74
|
|
|
$
|
2.12
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) Assumes exercise of dilutive stock options calculated under the treasury stock method.
|
|
|
|
|
Consolidated Statements of Comprehensive Income
(Unaudited)
(In thousands)
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Twelve Months Ended
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
2012
|
|
|
2011
|
|
|
2012
|
|
|
2011
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income
|
|
$
|
3,961
|
|
|
$
|
31,163
|
|
|
$
|
47,263
|
|
|
$
|
138,577
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Comprehensive Income (Loss), net of tax:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net change in unrealized gains (losses) on marketable securities
|
|
|
(2,042
|
)
|
|
|
(1,745
|
)
|
|
|
(187
|
)
|
|
|
(13,004
|
)
|
|
Reclassification adjustments for amounts included in net income
|
|
|
(29
|
)
|
|
|
(6
|
)
|
|
|
135
|
|
|
|
(688
|
)
|
|
Defined benefit plan adjustments
|
|
|
(1,952
|
)
|
|
|
-
|
|
|
|
(1,952
|
)
|
|
|
-
|
|
|
Foreign currency translation
|
|
|
(21
|
)
|
|
|
877
|
|
|
|
170
|
|
|
|
(154
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Other Comprehensive Income (Loss), net of tax
|
|
|
(4,044
|
)
|
|
|
(874
|
)
|
|
|
(1,834
|
)
|
|
|
(13,846
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive Income (Loss), net of tax
|
|
$
|
(83
|
)
|
|
$
|
30,289
|
|
|
$
|
45,429
|
|
|
$
|
124,731
|
|
|
Consolidated Statements of Cash Flows
(Unaudited)
(In thousands)
|
|
|
|
|
|
|
|
Twelve Months Ended
|
|
|
|
December 31,
|
|
|
|
2012
|
|
|
2011
|
|
|
Cash flows from operating activities:
|
|
|
|
|
|
Net income
|
|
$
|
47,263
|
|
|
$
|
138,577
|
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
Depreciation and amortization
|
|
|
14,079
|
|
|
|
11,499
|
|
|
Amortization of net premium on available-for-sale investments
|
|
|
8,257
|
|
|
|
6,617
|
|
|
Net realized gain on long-term investments
|
|
|
(9,550
|
)
|
|
|
(12,454
|
)
|
|
Net (gain) loss on disposal of property, plant and equipment
|
|
|
(214
|
)
|
|
|
6
|
|
|
Gain on bargain purchase of a business
|
|
|
(1,753
|
)
|
|
|
-
|
|
|
Stock-based compensation expense
|
|
|
9,264
|
|
|
|
9,169
|
|
|
Deferred income taxes
|
|
|
(3,785
|
)
|
|
|
575
|
|
|
Tax benefit from stock option exercises
|
|
|
1,905
|
|
|
|
10,525
|
|
|
Excess tax benefits from stock-based compensation arrangements
|
|
|
(1,456
|
)
|
|
|
(9,373
|
)
|
|
Change in operating assets and liabilities:
|
|
|
|
|
|
Accounts receivable, net
|
|
|
(4,365
|
)
|
|
|
(4,939
|
)
|
|
Other receivables
|
|
|
2,977
|
|
|
|
(5,781
|
)
|
|
Income tax receivable, net
|
|
|
-
|
|
|
|
2,741
|
|
|
Inventory
|
|
|
7,163
|
|
|
|
(12,734
|
)
|
|
Prepaid expenses and other assets
|
|
|
(1,045
|
)
|
|
|
522
|
|
|
Accounts payable
|
|
|
7,265
|
|
|
|
6,178
|
|
|
Accrued expenses and other liabilities
|
|
|
11,583
|
|
|
|
6,309
|
|
|
Income tax payable, net
|
|
|
(1,960
|
)
|
|
|
3,169
|
|
|
Net cash provided by operating activities
|
|
|
85,628
|
|
|
|
150,606
|
|
|
|
|
|
|
|
|
Cash flows from investing activities:
|
|
|
|
|
|
Purchases of property, plant and equipment
|
|
|
(12,075
|
)
|
|
|
(11,912
|
)
|
|
Proceeds from disposals of property, plant and equipment
|
|
|
266
|
|
|
|
-
|
|
|
Proceeds from sales and maturities of available-for-sale investments
|
|
|
282,039
|
|
|
|
466,243
|
|
|
Purchases of available-for-sale investments
|
|
|
(282,740
|
)
|
|
|
(554,629
|
)
|
|
Acquisition of business
|
|
|
7,496
|
|
|
|
(22,661
|
)
|
|
Net cash used in investing activities
|
|
|
(5,014
|
)
|
|
|
(122,959
|
)
|
|
|
|
|
|
|
|
Cash flows from financing activities:
|
|
|
|
|
|
Proceeds from stock option exercises
|
|
|
6,049
|
|
|
|
34,125
|
|
|
Purchases of treasury stock
|
|
|
(39,362
|
)
|
|
|
(35,565
|
)
|
|
Dividend payments
|
|
|
(22,813
|
)
|
|
|
(23,124
|
)
|
|
Payments on long-term debt
|
|
|
(500
|
)
|
|
|
(1,000
|
)
|
|
Excess tax benefits from stock-based compensation arrangements
|
|
|
1,456
|
|
|
|
9,373
|
|
|
Net cash used in financing activities
|
|
|
(55,170
|
)
|
|
|
(16,191
|
)
|
|
|
|
|
|
|
|
Net increase in cash and cash equivalents
|
|
|
25,444
|
|
|
|
11,456
|
|
|
Effect of exchange rate changes
|
|
|
34
|
|
|
|
(154
|
)
|
|
Cash and cash equivalents, beginning of period
|
|
|
42,979
|
|
|
|
31,677
|
|
|
|
|
|
|
|
|
Cash and cash equivalents, end of period
|
|
$
|
68,457
|
|
|
$
|
42,979
|
|
|
Supplemental Information
Acquisition Related Expenses, Amortizations and Adjustments
(Unaudited)
(In thousands)
|
|
|
|
|
|
|
On August 4, 2011, we closed on the acquisition of Bluesocket, Inc. and on May 4, 2012, we closed on the acquisition of the Nokia Siemens Networks Broadband Access business (NSN BBA). Acquisition related expenses, amortizations and adjustments for the three and twelve months ended December 31, 2012 and 2011 for both transactions are as follows:
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Twelve Months Ended
|
|
|
December 31,
|
|
December 31,
|
|
|
2012
|
|
|
2011
|
|
|
2012
|
|
|
2011
|
|
|
Bluesocket, Inc. acquisition
|
|
|
|
|
|
|
|
|
Amortization of acquired intangible assets
|
$
|
267
|
|
|
$
|
297
|
|
|
$
|
1,020
|
|
|
$
|
495
|
|
|
Amortization of other purchase accounting adjustments
|
|
29
|
|
|
|
304
|
|
|
|
443
|
|
|
|
521
|
|
|
Acquisition related professional fees, travel and other expenses
|
|
-
|
|
|
|
100
|
|
|
|
-
|
|
|
|
730
|
|
|
|
|
|
|
|
|
|
|
|
Subtotal
|
|
296
|
|
|
|
701
|
|
|
|
1,463
|
|
|
|
1,746
|
|
|
|
|
|
|
|
|
|
|
|
NSN BBA acquisition
|
|
|
|
|
|
|
|
|
Amortization of acquired intangible assets
|
|
290
|
|
|
|
-
|
|
|
|
762
|
|
|
|
-
|
|
|
Amortization of other purchase accounting adjustments
|
|
587
|
|
|
|
-
|
|
|
|
2,305
|
|
|
|
-
|
|
|
Acquisition related professional fees, travel and other expenses
|
|
323
|
|
|
|
1,035
|
|
|
|
4,860
|
|
|
|
2,027
|
|
|
|
|
|
|
|
|
|
|
|
Subtotal
|
|
1,200
|
|
|
|
1,035
|
|
|
|
7,927
|
|
|
|
2,027
|
|
|
|
|
|
|
|
|
|
|
|
Total acquisition related expenses, amortizations and adjustments
|
|
1,496
|
|
|
|
1,736
|
|
|
|
9,390
|
|
|
|
3,773
|
|
|
Tax effect
|
|
(488
|
)
|
|
|
(658
|
)
|
|
|
(3,148
|
)
|
|
|
(1,434
|
)
|
|
|
|
|
|
|
|
|
|
|
Total acquisition related expenses, amortizations and adjustments, net of tax
|
$
|
1,008
|
|
|
$
|
1,078
|
|
|
$
|
6,242
|
|
|
$
|
2,339
|
|
|
The acquisition related expenses, amortizations and adjustments above were recorded in the following Consolidated Statements of Income categories for the three and twelve months ended December 31, 2012 and 2011:
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Twelve Months Ended
|
|
|
December 31,
|
|
December 31,
|
|
|
2012
|
|
|
2011
|
|
|
2012
|
|
|
2011
|
|
|
|
|
|
|
|
|
|
|
|
Revenue (adjustments to deferred revenue recognized in the period)
|
$
|
377
|
|
|
$
|
207
|
|
|
$
|
1,528
|
|
|
$
|
362
|
|
|
Cost of goods sold
|
|
154
|
|
|
|
99
|
|
|
|
1,086
|
|
|
|
165
|
|
|
|
|
|
|
|
|
|
|
|
Subtotal
|
|
531
|
|
|
|
306
|
|
|
|
2,614
|
|
|
|
527
|
|
|
|
|
|
|
|
|
|
|
|
Selling, general and administrative expenses
|
|
330
|
|
|
|
1,133
|
|
|
|
4,510
|
|
|
|
2,557
|
|
|
Research and development expenses
|
|
635
|
|
|
|
297
|
|
|
|
2,266
|
|
|
|
689
|
|
|
|
|
|
|
|
|
|
|
|
Subtotal
|
|
965
|
|
|
|
1,430
|
|
|
|
6,776
|
|
|
|
3,246
|
|
|
|
|
|
|
|
|
|
|
|
Total acquisition related expenses, amortizations and adjustments
|
|
1,496
|
|
|
|
1,736
|
|
|
|
9,390
|
|
|
|
3,773
|
|
|
Tax effect
|
|
(488
|
)
|
|
|
(658
|
)
|
|
|
(3,148
|
)
|
|
|
(1,434
|
)
|
|
|
|
|
|
|
|
|
|
|
Total acquisition related expenses, amortizations and adjustments, net of tax
|
$
|
1,008
|
|
|
$
|
1,078
|
|
|
$
|
6,242
|
|
|
$
|
2,339
|
|
|
Supplemental Information
Stock-based Compensation Expense
(Unaudited)
(In thousands)
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Twelve Months Ended
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
2012
|
|
|
2011
|
|
|
2012
|
|
|
2011
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock-based compensation expense included in cost of sales
|
|
$
|
118
|
|
|
$
|
132
|
|
|
$
|
422
|
|
|
$
|
412
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling, general and administrative expense
|
|
|
1,146
|
|
|
|
1,220
|
|
|
|
4,351
|
|
|
|
4,316
|
|
|
Research and development expense
|
|
|
1,217
|
|
|
|
1,362
|
|
|
|
4,491
|
|
|
|
4,441
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock-based compensation expense included in operating expenses
|
|
|
2,363
|
|
|
|
2,582
|
|
|
|
8,842
|
|
|
|
8,757
|
|
|
|
|
|
|
|
|
|
|
|
|
Total stock-based compensation expense
|
|
|
2,481
|
|
|
|
2,714
|
|
|
|
9,264
|
|
|
|
9,169
|
|
|
Tax benefit for expense associated with non-qualified options
|
|
|
(318
|
)
|
|
|
(303
|
)
|
|
|
(1,234
|
)
|
|
|
(1,321
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Total stock-based compensation expense, net of tax
|
|
$
|
2,163
|
|
|
$
|
2,411
|
|
|
$
|
8,030
|
|
|
$
|
7,848
|
|
|
Reconciliation of GAAP net income per share, diluted, to
Non-GAAP net income per share, diluted
(Unaudited)
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Twelve Months Ended
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
2012
|
|
2011
|
|
2012
|
|
|
2011
|
|
|
|
|
|
|
|
|
|
|
|
GAAP earnings per common share – diluted
|
|
$
|
0.06
|
|
$
|
0.48
|
|
$
|
0.74
|
|
|
$
|
2.12
|
|
|
|
|
|
|
|
|
|
|
|
Acquisition related expenses, amortizations and adjustments
|
|
|
0.02
|
|
|
0.02
|
|
|
0.10
|
|
|
|
0.04
|
|
Stock-based compensation expense
|
|
|
0.03
|
|
|
0.04
|
|
|
0.13
|
|
|
|
0.12
|
|
Bargain purchase gain – NSN BBA acquisition
|
|
-
|
|
-
|
|
|
(0.03
|
)
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP earnings per common share – diluted
|
|
$
|
0.11
|
|
$
|
0.54
|
|
$
|
0.94
|
|
|
$
|
2.28
|

Source: ADTRAN, Inc.
ADTRAN, Inc.
Jim Matthews, 256-963-8775
Senior Vice President/CFO
or
INVESTOR SERVICES/ASSISTANCE:
Gayle Ellis, 256-963-8220
|