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8-K - FORM 8-K - OCLARO, INC. | f58068e8vk.htm |
Exhibit 99.1
Oclaro Announces Second Quarter Fiscal 2011 Financial Results
SAN JOSE, Calif., January 27, 2011 Oclaro, Inc. (NASDAQ: OCLR), a tier-one provider of
innovative optical communications and laser solutions, today announced the financial results for
its second quarter of fiscal year 2011, which ended January 1, 2011.
We delivered to our key financial metrics in the December quarter as expected, said Alain Couder,
president and CEO, Oclaro. The strategic tone and tenure of the recent annual allotment and
pricing process with major customers was positive. Market conditions remain strong, and we are
expecting revenue growth in the seasonally softer March quarter.
Highlights for Second Quarter Fiscal 2011:
| Revenues were $120.3 million for the second quarter of fiscal 2011, compared to $121.3 million in the first quarter of fiscal 2011. | ||
| GAAP gross margin was 30% for the second quarter of fiscal 2011, compared to 29% in the first quarter of fiscal 2011. |
| Non-GAAP gross margin was 30% for the second quarter of fiscal 2011, compared to 29% in the first quarter of fiscal 2011. |
| GAAP operating income was $1.6 million for the second quarter of fiscal 2011, compared to $5.0 million in the first quarter of fiscal 2011. |
| Non-GAAP operating income was $6.6 million, or 5.5% of revenues, for the second quarter of fiscal 2011, compared to $7.7 million, or 6.3% of revenues, in the first quarter of fiscal 2011. |
| Adjusted EBITDA was $10.1 million for the second quarter of fiscal 2011, compared to $10.9 million in the first quarter of fiscal 2011. | ||
| GAAP net loss for the second quarter of fiscal 2011was $0.2 million, compared to GAAP net income of $0.4 million in the first quarter of fiscal 2011. |
| Non-GAAP net income for the second quarter of fiscal 2011 was $5.9 million, compared to $6.6 million in the first quarter of fiscal 2011. |
| Cash, cash equivalents and restricted cash were $78.1 million as of January 1, 2011. | ||
| Within the quarter Oclaro conducted a well-attended analyst day at the NASDAQ MarketSite emphasizing the depth of its technology, the strength of its customer relationships and the positioning of its product portfolio for continuing growth through calendar 2011 and beyond. |
Other Business
We are entering a new phase following the integration of our past acquisitions. After successfully
maintaining design momentum we are now focused on ramping new products across many of our key
markets, said Alain Couder. Consistent with those priorities, we have enhanced our
organizational structure to simplify our customer interface and to strengthen our execution.
Oclaro has consolidated its divisions into two primary business units, led by two of our
experienced optical industry executives. Jim Haynes, formerly Chief Operating Officer, has been
appointed President and General Manager of the new Photonic Components business unit; and Terry
Unter, formerly Executive Vice President of Transmission Systems Solutions division, has been named
President and
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Oclaro Announces Second Quarter Fiscal 2011 Financial Results
General Manager of the new Optical Networks Solutions business unit. In addition, Oclaro has added
two senior executives to the management team. Gray Williams joins Oclaro as Executive Vice
President, Supply Chain Operations and Quality and Bob Quinn joins Oclaro as Chief Information
Officer.
Third Quarter Fiscal 2011 Outlook
The results of Oclaro, Inc. for the third quarter of fiscal 2011, which ends April 2, 2011, are
expected to be:
| Revenues in the range of $123 million to $131 million. | ||
| Non-GAAP gross margin in the range of 27% to 31%. | ||
| Adjusted EBITDA in the range of $6 million to $11 million. |
The foregoing guidance is based on current expectations. These statements are forward looking, and
actual results may differ materially. Please see the Safe Harbor Statement in this earnings release
for a description of certain important risk factors that could cause actual results to differ, and
refer to Oclaro, Inc.s most recent annual and quarterly reports on file with the Securities and
Exchange Commission (SEC) for a more complete description of the risks. Furthermore, our outlook
excludes items that may be required by GAAP, including, but not limited to, restructuring and
related costs, acquisition or disposal related costs, expenses or income from certain legal
actions, settlements and related costs outside our normal course of business, impairments of other
long-lived assets, depreciation and amortization, extraordinary items, as well as the expensing of
stock options and restricted stock grants. We do not intend to update this guidance as a result of
developments occurring after the date of this release.
Conference Call
Oclaro will hold a conference call to discuss financial results for the second quarter of fiscal
2011 today at 1:30 p.m. PT/4:30 p.m. ET. To listen to the live conference call, please dial (480)
629-9714. A replay of the conference call will be available through February 3, 2011. To access
the replay, dial (858)384-5517. The passcode for the replay is 4401353. A webcast of this call will
be available in the investors section of Oclaros website at www.oclaro.com.
About Oclaro
Oclaro, Inc. (NASDAQ: OCLR) is a tier-one provider of optical communications and laser components,
modules and subsystems for a broad range of diverse markets, including telecommunications,
industrial, scientific, consumer electronics, and medical. Oclaro is a global leader, dedicated to
photonics innovation with cutting-edge research and development (R&D) and chip fabrication
facilities in the U.K., Switzerland and Italy, and in-house and contract manufacturing sites in the
U.S., Thailand and China. To support its diverse and global customer base, Oclaro maintains design,
sales and service organizations in each of the major regions around the world. For more information
visit www.oclaro.com.
Copyright 2011. All rights reserved. Oclaro, the Oclaro logo, and certain other Oclaro trademarks
and logos are trademarks and/or registered trademarks of Oclaro, Inc. or its subsidiaries in the
U.S. and other countries. Information in this release is subject to change without notice.
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Oclaro Announces Second Quarter Fiscal 2011 Financial Results
Safe Harbor Statement
This press release and the statements made by management contain statements about managements
future expectations, plans or prospects of Oclaro, Inc. and its business, and the assumptions
underlying these statements, constitute forward-looking statements for the purposes of the safe
harbor provisions of The Private Securities Litigation Reform Act of 1995. These forward-looking
statements include statements concerning (i) financial targets and expectations, and progress
toward our targeted business model, including financial guidance for the fiscal quarter ending
April 2, 2011 regarding revenue, non-GAAP gross margin and Adjusted EBITDA, (ii) the impact of
mergers or acquisitions on the combined entitys financial performance, (iii) sources for
improvement of gross margin and operating expenses, including supply chain synergies, optimizing
mix of product offerings, transition to higher margin product offerings, benefits of combined R&D
and sales organizations and single public company costs, including statements regarding the
expectation of further synergies, (iv) opportunities to grow in adjacent markets and (v) our
organizational restructuring with the formation of two new business units focused on photonic
components and networks solutions. Such statements can be identified by the fact that they do not
relate strictly to historical or current facts and may contain words such as anticipate,
estimate, expect, project, intend, plan, believe, will, should, outlook, could,
target, and other words and terms of similar meaning in connection the any discussion of future
operations or financial performance. There are a number of important factors that could cause
actual results or events to differ materially from those indicated by such forward-looking
statements, including the impact of continued uncertainty in world financial markets and any
resulting reduction in demand for our products, our ability to maintain our gross margin, the
effects of fluctuating product mix on our results, our ability to respond to evolving technologies
and customer requirements, our dependence on a limited number of customers for a significant
percentage of our revenues, our ability to effectively compete with companies that have greater
name recognition, broader customer relationships and substantially greater financial, technical and
marketing resources than we do, the future performance of Oclaro, Inc. following the closing of
mergers or acquisitions, the potential inability to realize the expected benefits and synergies of
mergers or acquisitions, increased costs related to downsizing and compliance with regulatory
compliance in connection with such downsizing, competition and pricing pressure, the potential lack
of availability of credit or opportunity for equity based financing, the risks associated with our
international operations, and other factors described in Oclaros most recent annual report on Form
10-K, most recent quarterly reports on Form 10-Q and other documents we periodically file with the
SEC. The forward-looking statements included in this announcement represent Oclaros view as of
the date of this announcement. Oclaro anticipates that subsequent events and developments may
cause Oclaros views and expectations to change. Oclaro specifically disclaims any intention or
obligation to update any forward-looking statements as a result of developments occurring after the
date of this announcement.
Non-GAAP Financial Measures
Oclaro provides certain supplemental non-GAAP financial measures to its investors as a complement
to the most comparable GAAP measures. The GAAP measure most directly comparable to non-GAAP gross
margin rate is gross margin rate. The GAAP measure most directly comparable to non-GAAP operating
income/loss is operating income/loss. The GAAP measure most directly comparable to non-GAAP net
income/loss and Adjusted EBITDA is net income/loss. An explanation and reconciliation of each of
these non-GAAP financial measures to GAAP information is set forth below.
Oclaro believes that providing these non-GAAP measures to its investors, in addition to
corresponding income statement measures, provides investors the benefit of viewing Oclaros
performance using the same financial metrics that the management team uses in making many key
decisions and evaluating how Oclaros core operating performance and its results of operations
may look in the future. Oclaro
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Oclaro Announces Second Quarter Fiscal 2011 Financial Results
defines core operating performance as its on-going performance in the ordinary course of its
operations. Items that are non-recurring or do not involve cash expenditures, such as impairment
charges, income taxes, restructuring and severance programs, costs relating to specific major
projects, and non-cash compensation related to stock and options, are not included in Oclaros view
of core operating performance. Management does not believe these items are reflective of
Oclaros ongoing core operations and accordingly excludes those items from non-GAAP gross margin
rate, non-GAAP operating income/loss and non-GAAP net income/loss. Additionally, each non-GAAP
measure has historically been presented by Oclaro as a complement to its most comparable GAAP
measure, and Oclaro believes that the continuation of this practice increases the consistency and
comparability of Oclaros earnings releases.
Non-GAAP financial measures are not in accordance with, or an alternative for, generally accepted
accounting principles in the United States of America. Non-GAAP measures should not be considered
in isolation from or as a substitute for financial information presented in accordance with
generally accepted accounting principles, and may be different from non-GAAP measures used by other
companies.
Non-GAAP Gross Margin Rate
Non-GAAP gross margin rate is calculated as gross margin rate as determined in accordance with GAAP
(gross profit as a percentage of revenues) excluding non-cash compensation related to stock and
options. Oclaro evaluates its performance using non-GAAP gross margin rate to assess Oclaros
historical and prospective operating financial performance, as well as its operating performance
relative to its competitors.
Non-GAAP Operating Income/Loss
Non-GAAP operating income/loss is calculated as operating income/loss as determined in accordance
with GAAP excluding the impact of amortization of intangible assets, restructuring, merger and
related costs, non-cash compensation related to stock and options granted to employees and
directors, and certain other one-time charges and credits specifically identified in the non-GAAP
reconciliation schedules set forth below. Oclaro evaluates its performance using, among other
things, non-GAAP operating income/loss in evaluating Oclaros historical and prospective operating
financial performance, as well as its operating performance relative to its competitors.
Non-GAAP Net Income/Loss
Non-GAAP net income/loss is calculated as net income/loss excluding the impact of restructuring,
merger and related costs, non-cash compensation related to stock and options granted to employees
and directors, net foreign currency translation gains/losses, the impact of amortization of
intangible assets and certain other one-time charges and credits specifically identified in the
non-GAAP reconciliation schedules set forth below. Oclaro uses non-GAAP net income/loss in
evaluating Oclaros historical and prospective operating financial performance, as well as its
operating performance relative to its competitors.
Adjusted EBITDA
Adjusted EBITDA is calculated as net income/loss excluding the impact of income taxes, net interest
income/expense, depreciation and amortization, net foreign currency translation gains/losses, as
well as restructuring, merger and related costs, non-cash compensation related to stock and options
and certain other one-time charges and credits specifically identified in the non-GAAP
reconciliation schedules set forth below. Oclaro uses Adjusted EBITDA in evaluating Oclaros
historical and prospective cash usage, as well as its cash usage relative to its competitors.
Specifically, management uses this non-GAAP measure to further understand and analyze the cash used
in/generated from Oclaros core operations. Oclaro believes that by excluding these non-cash and
non-recurring charges, more accurate expectations of its future cash needs can be assessed in
addition to providing a better
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Oclaro Announces Second Quarter Fiscal 2011 Financial Results
understanding of the actual cash used in or generated from core operations for the periods
presented. Oclaro further believes that providing this information allows Oclaros investors
greater transparency and a better understanding of Oclaros core cash position.
Oclaro, Inc. Contact
|
Investor Contact | |
Jerry Turin
|
Jim Fanucchi | |
Chief Financial Officer
|
Summit IR Group Inc. | |
(408) 383-1400
|
(408) 404-5400 | |
ir@oclaro.com
|
ir@oclaro.com |
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Oclaro Announces Second Quarter Fiscal 2011 Financial Results
OCLARO, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited, in thousands, except per share amounts)
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited, in thousands, except per share amounts)
Three Months Ended | ||||||||||||
January 1, 2011 | October 2, 2010 | January 2, 2010 | ||||||||||
Revenues |
$ | 120,299 | $ | 121,347 | $ | 93,574 | ||||||
Cost of revenues |
84,556 | 86,521 | 68,715 | |||||||||
Gross profit |
35,743 | 34,826 | 24,859 | |||||||||
Operating expenses: |
||||||||||||
Research and development |
15,696 | 13,711 | 9,675 | |||||||||
Selling, general and administrative |
15,149 | 14,813 | 14,835 | |||||||||
Amortization of intangible assets |
739 | 619 | 125 | |||||||||
Restructuring, merger and related
costs |
903 | 670 | 3,040 | |||||||||
Legal settlements |
1,678 | | | |||||||||
Gain on sale of property and
equipment |
(48 | ) | (21 | ) | (71 | ) | ||||||
Total operating expenses |
34,117 | 29,792 | 27,604 | |||||||||
Operating income (loss) |
1,626 | 5,034 | (2,745 | ) | ||||||||
Other income (expense): |
||||||||||||
Interest income |
9 | 7 | 2 | |||||||||
Interest expense |
(479 | ) | (573 | ) | (33 | ) | ||||||
Gain (loss) on foreign currency
translation |
(1,119 | ) | (3,587 | ) | 793 | |||||||
Other income |
| | 28 | |||||||||
Total other income (expense) |
(1,589 | ) | (4,153 | ) | 790 | |||||||
Income (loss) before income taxes |
37 | 881 | (1,955 | ) | ||||||||
Income tax provision |
250 | 525 | 524 | |||||||||
Net income (loss) |
$ | (213 | ) | $ | 356 | $ | (2,479 | ) | ||||
Net income (loss) per share: |
||||||||||||
Basic |
$ | | $ | 0.01 | $ | (0.07 | ) | |||||
Diluted |
$ | | $ | 0.01 | $ | (0.07 | ) | |||||
Shares used in computing net income (loss) per share: |
||||||||||||
Basic |
48,262 | 48,115 | 37,980 | |||||||||
Diluted |
48,262 | 50,984 | 37,980 | |||||||||
Stock-based compensation included in the following: |
||||||||||||
Cost of revenues |
$ | 350 | $ | 310 | $ | 219 | ||||||
Research and development |
391 | 318 | 290 | |||||||||
Selling, general and administrative |
933 | 730 | 522 | |||||||||
Total |
$ | 1,674 | $ | 1,358 | $ | 1,031 | ||||||
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Oclaro Announces Second Quarter Fiscal 2011 Financial Results
OCLARO, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited, in thousands)
CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited, in thousands)
January 1, 2011 | July 3, 2010 | |||||||
ASSETS |
||||||||
Current assets: |
||||||||
Cash and cash equivalents |
$ | 77,279 | $ | 107,176 | ||||
Restricted cash |
845 | 4,458 | ||||||
Accounts receivable, net |
105,715 | 93,412 | ||||||
Inventories |
82,840 | 62,570 | ||||||
Prepaid expenses and other current
assets |
15,858 | 14,905 | ||||||
Total current assets |
282,537 | 282,521 | ||||||
Property and equipment, net |
54,086 | 37,516 | ||||||
Other intangible assets, net |
21,060 | 10,610 | ||||||
Goodwill |
30,904 | 20,000 | ||||||
Other non-current assets |
10,094 | 10,148 | ||||||
Total assets |
$ | 398,681 | $ | 360,795 | ||||
LIABILITIES AND STOCKHOLDERS EQUITY |
||||||||
Current liabilities: |
||||||||
Accounts payable |
$ | 61,763 | $ | 50,103 | ||||
Accrued expenses and other liabilities |
45,520 | 35,404 | ||||||
Total current liabilities |
107,283 | 85,507 | ||||||
Deferred gain on sale-leaseback |
12,899 | 12,969 | ||||||
Other long-term liabilities |
14,631 | 9,785 | ||||||
Total liabilities |
134,813 | 108,261 | ||||||
Stockholders equity: |
||||||||
Common stock |
499 | 494 | ||||||
Additional paid-in capital |
1,308,538 | 1,304,779 | ||||||
Accumulated other comprehensive income |
34,334 | 26,907 | ||||||
Accumulated deficit |
(1,079,503 | ) | (1,079,646 | ) | ||||
Total stockholders equity |
263,868 | 252,534 | ||||||
Total liabilities and stockholders
equity |
$ | 398,681 | $ | 360,795 | ||||
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Oclaro Announces Second Quarter Fiscal 2011 Financial Results
OCLARO, INC.
RECONCILIATION OF GAAP FINANCIAL MEASURES TO NON-GAAP FINANCIAL MEASURES
(unaudited, in thousands, except per share amounts)
RECONCILIATION OF GAAP FINANCIAL MEASURES TO NON-GAAP FINANCIAL MEASURES
(unaudited, in thousands, except per share amounts)
Three Months Ended | ||||||||||||
January 1, 2011 | October 2, 2010 | January 2, 2010 | ||||||||||
Reconciliation of GAAP net income (loss) to
non-GAAP net income (loss) and adjusted EBITDA: |
||||||||||||
GAAP net income (loss) |
$ | (213 | ) | $ | 356 | $ | (2,479 | ) | ||||
Stock-based compensation included in: |
||||||||||||
Cost of revenues |
350 | 310 | 219 | |||||||||
Research and development |
391 | 318 | 290 | |||||||||
Selling, general and administrative |
933 | 730 | 522 | |||||||||
Amortization expense |
739 | 619 | 125 | |||||||||
Restructuring, merger and related
costs |
903 | 670 | 3,040 | |||||||||
Legal settlements |
1,678 | | | |||||||||
(Gain) loss on foreign currency
translation |
1,119 | 3,587 | (793 | ) | ||||||||
Non-GAAP net income |
5,900 | 6,590 | 924 | |||||||||
Income tax provision |
250 | 525 | 524 | |||||||||
Depreciation expense |
3,481 | 3,214 | 2,822 | |||||||||
Other (income) expense items, net |
| | (28 | ) | ||||||||
Interest (income) expense, net |
470 | 566 | 31 | |||||||||
Adjusted EBITDA |
$ | 10,101 | $ | 10,895 | $ | 4,273 | ||||||
Non-GAAP net income per share: |
||||||||||||
Basic |
$ | 0.12 | $ | 0.14 | $ | 0.02 | ||||||
Diluted |
$ | 0.12 | $ | 0.13 | $ | 0.02 | ||||||
Shares used in computing Non-GAAP net income
per share: |
||||||||||||
Basic |
48,262 | 48,115 | 37,980 | |||||||||
Diluted |
51,193 | 50,984 | 39,425 | |||||||||
Reconciliation of GAAP gross margin rate to
non-GAAP gross margin rate: |
||||||||||||
GAAP gross profit |
$ | 35,743 | $ | 34,826 | $ | 24,859 | ||||||
Stock-based compensation in cost of revenues |
350 | 310 | 219 | |||||||||
Non-GAAP gross profit |
$ | 36,093 | $ | 35,136 | $ | 25,078 | ||||||
GAAP gross margin rate |
29.7 | % | 28.7 | % | 26.6 | % | ||||||
Non-GAAP gross margin rate |
30.0 | % | 29.0 | % | 26.8 | % | ||||||
Reconciliation of GAAP operating income (loss) to
non-GAAP operating income: |
||||||||||||
GAAP operating income
(loss) |
$ | 1,626 | $ | 5,034 | $ | (2,745 | ) | |||||
Stock-based compensation included in: |
||||||||||||
Cost of revenues |
350 | 310 | 219 | |||||||||
Research and development |
391 | 318 | 290 | |||||||||
Selling, general and administrative |
933 | 730 | 522 | |||||||||
Amortization of intangible assets |
739 | 619 | 125 | |||||||||
Restructuring, merger and related costs |
903 | 670 | 3,040 | |||||||||
Legal settlements |
1,678 | | | |||||||||
Non-GAAP operating income |
$ | 6,620 | $ | 7,681 | $ | 1,451 | ||||||
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