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EX-99.3 - EXHIBIT 99.3 - Avaya Holdings Corp.ex993avayaq4fy18erpresen.htm
EX-99.2 - EXHIBIT 99.2 - Avaya Holdings Corp.ex992avayaq4fy18cfocomment.htm
8-K - 8-K - Avaya Holdings Corp.form8-kq4fy18earnings.htm
Exhibit 99.1

avayalogoera01.jpg

        
Media Inquiries:                            Investor Inquiries:
Alex Alias                                Peter Schuman
669-242-8034                                669-242-8098
alalias@avaya.com                             pschuman@avaya.com


Avaya Reports Fourth Quarter and Fiscal 2018 Financial Results


Q4 FY'18
Revenue was $735 million
Non-GAAP revenue was $770 million, of which 82.6% was from Software and Services, a fourth quarter record, and 56.2% was from recurring revenue
Midmarket Public Cloud MRR grew 165% year-over-year
Signed deals with significant Total Contract Value ("TCV"), including 12 deals over $5 million, and 117 deals over $1 million

FY'18
Revenue for the Combined periods described below was $2.851 billion
Non-GAAP revenue for the Combined periods described below was $3.057 billion, of which 82.2% was from Software and Services and 57.4% was from recurring revenue, both annual records
UCaaS/CCaaS seats grew 312% year-over-year
Added over 6,800 new logos
Signed deals with significant TCV including 15 deals over $10 million, 55 deals over $5 million and over 440 deals over $1 million

Santa Clara, Calif., - December 4, 2018 - Avaya Holdings Corp. (NYSE: AVYA) today reported financial results for the fourth quarter and fiscal year ended September 30, 2018.
 
GAAP
 
Non-GAAP (1)
(In millions, except percentages)
 
Q4 2018
 
Q3 2018
 
Q4 2017
 
Q4 2018
 
Q3 2018
 
Q4 2017
Revenue
 
$
735

 
$
692

 
$
790

 
$
770

 
$
755

 
$
790

Gross margin
 
53.1
%
 
50.9
 %
 
62.8
%
 
63.4
%
 
61.9
%
 
63.3
%
Operating margin
 
1.5
%
 
(7.1
)%
 
8.7
%
 
20.4
%
 
20.0
%
 
23.2
%
“Our strong finish to the fiscal year was the direct result of accelerating business momentum driven by our forward facing investment strategy,” said Jim Chirico, President and CEO, Avaya. "Our public cloud solutions are gaining traction as we leverage the strong Avaya brand and our enterprise installed base. Additionally, we are investing in technology that complements our core solutions, including artificial intelligence and mobility. Our foundation is solid and we are well positioned for growth in 2019 and beyond.”
GAAP revenue for the fourth quarter of fiscal 2018 was $735 million, $43 million higher than the third quarter of fiscal 2018, and $55 million lower than the fourth quarter of fiscal 2017 ended September 30, 2017. Non-GAAP




revenue for the fourth quarter of fiscal 2018 was $770 million, $15 million higher than the prior quarter, and $20 million lower than the fourth quarter of fiscal 2017.

GAAP gross margin for the fourth quarter of fiscal 2018 was 53.1% compared to 50.9% for the third quarter of fiscal 2018 and 62.8% for the fourth quarter of fiscal 2017. Non-GAAP gross margin was 63.4%, compared to 61.9% for the third quarter of fiscal 2018 and 63.3% for the fourth quarter of fiscal 2017.

GAAP operating income for the fourth quarter of fiscal 2018 was $11 million, compared to an operating loss of $49 million for the third quarter of fiscal 2018, and operating income of $69 million for the fourth quarter of fiscal 2017. Non-GAAP operating income(1) for the fourth quarter of fiscal 2018 was $157 million, compared to $151 million for the prior quarter, and $183 million for the fourth quarter of fiscal 2017.

Net income for the fourth quarter of fiscal 2018 was $268 million, compared to net loss of $88 million for the third quarter of fiscal 2018, and net income of $27 million for the fourth quarter of fiscal 2017.
    
Adjusted EBITDA(1) for the fourth quarter of fiscal 2018 was $178 million or 23.1% of non-GAAP revenue, compared to adjusted EBITDA of $175 million, or 23.2% of non-GAAP revenue, for the third quarter of fiscal 2018 and $225 million, or 28.5% of non-GAAP revenue, for the fourth quarter of fiscal 2017.

For fiscal 2018, Avaya reported revenue for the “Combined” Predecessor period (October 1, 2017 through December 15, 2017) and the “Successor” period (from December 16, 2017 through September 30, 2018)(2) of $2,851 million, a decrease of 13% compared to fiscal 2017, or down 14% in constant currency. Non-GAAP revenue adjusted to further exclude the revenue of the Networking business was $3,049 million for the Combined fiscal 2018 periods, $47 million lower than fiscal 2017, resulting primarily from lower service revenue.

Gross margin for the Combined fiscal 2018 periods was 52.8%. Non-GAAP gross margin for the Combined fiscal 2018 periods was 62.5%, which compares to 62.0% for fiscal 2017. Operating loss for the Combined fiscal 2018 periods was $89 million, primarily a result of $275 million for the amortization of intangible assets as well as $95 million of restructuring charges, compared to operating income of $171 million for fiscal 2017. Non-GAAP operating income was $637 million, or 20.8% of revenue, for the Combined fiscal 2018 periods, compared to $703 million, or 21.5% of revenue for fiscal 2017. Net income for the Combined fiscal 2018 periods was $3,264 million compared to a net loss of $182 million in the prior year. Combined fiscal 2018 adjusted EBITDA of $746 million represented 24.4% of non-GAAP revenue, compared to $866 million for fiscal 2017.

Cash provided by operating activities for the fourth quarter of fiscal 2018 was $25 million, compared to $83 million during the third quarter of fiscal 2018 and $166 million during the fourth quarter of fiscal 2017. Cash used for operating activities for the Combined fiscal 2018 periods was $212 million, primarily due to payments related to the




company's reorganization and emergence from bankruptcy, which included payments to the PBGC ($340 million), general unsecured creditors ($58 million) and the Avaya pension plan for represented employees ($49 million), compared to $291 million cash provided by operating activities for fiscal 2017.
Cash and cash equivalents totaled $700 million at the end of the fourth quarter of fiscal 2018, compared to $685 million at the end of the third quarter of fiscal 2018 and $876 million at the end of the fourth quarter of fiscal 2017. The sequential increase in cash and cash equivalents is primarily due to positive cash flows from operating activities and proceeds from the sale of assets, partially offset by capital expenditures. The year-over-year change in cash and cash equivalents is primarily due to cash outflows including emergence payments to the former debt holders, the PBGC and other creditors, and funding of the acquisition of Spoken, offset by net proceeds from the issuance of convertible notes and cash generated from operations.

(1) Non-GAAP revenue, Non-GAAP gross margin, Non-GAAP operating margin, Non-GAAP operating income and adjusted EBITDA are not measures calculated in accordance with generally accepted accounting principles in the U.S. (“GAAP”). Refer to the Supplemental Financial Information accompanying this press release for more information, including a reconciliation of these measures to the most closely comparable measure calculated in accordance with GAAP.
(2) Due to the company’s emergence from Chapter 11 proceedings during the first quarter of fiscal 2018 and adoption of fresh start accounting effective on December 15, 2017, the results for fiscal year 2018 are required by GAAP to be presented separately as the predecessor period from October 1, 2017 through December 15, 2017 (the “Predecessor” period) and the successor period from December 16, 2017 through September 30, 2018 (the “Successor” period). The application of fresh start accounting results in a new basis of accounting making the results of the Predecessor period not comparable to the results of the Successor period. Where applicable we have, however, combined results of the Predecessor and Successor periods for discussion purposes as we believe it provides the most meaningful basis to analyze our results. Refer to Supplemental Financial Information accompanying this press release for more information, including a reconciliation of combined results to our Predecessor and Successor results.

Q4 FY'18 Highlights
Grew non-GAAP revenue 2% and bookings 6% quarter-over-quarter (excluding Networking)
Added over 1,600 new logos
Invested in Cogito, a leader in AI for contact center solutions
Recognized for innovation and leadership:
Avaya unified communications solutions named Customers’ Choice in 2018 Gartner Peer Insights
Avaya VantageTM awarded Best Endpoint Solution of 2018 at UC Today
Winner in three categories of the 2018 Conarec Awards
Received 2018 Competitive Strategy Innovation and Leadership Award by Frost & Sullivan
FY'18 Combined Periods Highlights
Grew product revenue during fiscal 2018 (excluding Networking)
Grew TCV by 7%, year-over-year to over $2.4 billion (excluding Networking)
Increased cloud revenue to approximately 11% of non-GAAP revenue, up from 9% during fiscal 2017.
Invested in innovation and technology:




Acquired Spoken Communications, a leading innovator in CCaaS solutions
Launched 117 new products
Global launch of new Avaya IP Office™, with enterprise-grade capabilities including cloud UCaaS with voice and video, meetings, team collaboration, and content sharing
Established an Innovation Incubator, chartered with creating disruptive solutions with a focus on mobility, security and artificial intelligence 
Obtained first patent and customer implementations for groundbreaking Avaya Mobile Experience technology that optimizes the experience for mobile callers into the contact center
Entered a strategic alliance including joint development to incorporate Afiniti International Holding’s AI and analytics into the industry-leading Avaya contact center platform
Launched Cloud Master Agent program to accelerate sales of cloud solutions to small and midmarket businesses
Named to Gartner's Leaders Quadrant for both Contact Center and Unified Communications Magic Quadrants, and received CRN’s prestigious 2018 5-Star Partner Program rating for ninth consecutive year

Our financial outlook presented below reflects the adoption of the new ASC 606 revenue recognition standard that became effective October 1, 2018 and replaced ASC 605. Avaya has adopted the modified retrospective transition method.
The net impact of adoption is expected to be a decrease of fiscal 2019 Adjusted EBITDA compared to ASC 605, substantially offset by earlier revenue recognition for certain products and services under ASC 606 and incremental revenue.

Financial Outlook - Q1 Fiscal 2019 under ASC 606
GAAP revenue of $740-$765 million, non-GAAP revenue of $750-$775 million
GAAP operating income of 4-7% of revenue, non-GAAP operating income of 21.5-22.5% of non-GAAP revenue
GAAP operating income of $30-$50 million, non-GAAP operating income of $162-$173 million
Cash taxes of approximately $8 million
Adjusted EBITDA of $185-$197 million, or adjusted EBITDA margin of 24.5-25.5% of non-GAAP revenue
Approximately 111 million shares outstanding

Financial Outlook - Fiscal Year 2019 under ASC 606
GAAP revenue of $3.01-$3.12 billion, non-GAAP revenue of $3.05-$3.15 billion
GAAP and non-GAAP R&D of $220-$225 million, or 15-16% of non-GAAP product revenue
Operating income of $200-$280 million, non-GAAP operating income of $675-$730 million or 22-23% of non-GAAP revenue




Adjusted EBITDA $763-$819 million, or 25-26% of non-GAAP revenue
Approximately 113 million shares outstanding

Avaya’s outlook does not include the potential impact of any business combinations, asset acquisitions, divestitures, strategic investments, or other significant transactions that may be completed after December 4, 2018. Actual results may differ materially from Avaya’s outlook as a result of, among other things, the factors described under “Forward-Looking Statements” below.

Conference Call and Webcast
Avaya will host a webcast and conference call to discuss its financial results and Q&A at 8:30 AM ET/5:30 AM PT on December 4, 2018. On the call will be Jim Chirico, President and CEO, and Pat O’Malley, Senior Vice President and CFO. The call will be moderated by Peter Schuman, Senior Director of Investor Relations.

To join the financial results live webcast and view supplementary materials including an earnings presentation and CFO commentary, listeners should access the investor page of Avaya’s website https://investors.avaya.com. Following the live webcast, a replay will be available in the event archives at the same web address for a period of one year.
To access the financial results call live by phone, dial +1-866-393-4306 in the U.S. or Canada and +1-734-385-2616 for international callers. Listeners should access the webcast or the call 10-15 minutes before the start time to ensure they are able to connect.
A replay of the financial results live conference call will be available for two business days soon after the call by phone by dialing +1-855-859-2056 in the U.S. or Canada and +1-404-537-3406 for international callers, using the conference access code: 3187748.
Links to this financial results press release and accompanying slides are available on the investor page of Avaya’s website https://investors.avaya.com.
2018 Investor Day
Avaya will move up the start time for its 2018 Investor Day on Wednesday, December 12 in New York City by 30 minutes. The webcast is now scheduled to begin promptly at 12:30 p.m. ET and is expected to conclude at approximately 4:30 p.m. ET. The event will be webcast live and all interested parties are invited to access the webcast from the investor page of Avaya’s website https://investors.avaya.com. 
About Avaya
Businesses are built on the experiences they provide, and every day millions of those experiences are built by Avaya (NYSE: AVYA). For over one hundred years, we’ve enabled organizations around the globe to win - by creating intelligent communications experiences for customers and employees. Avaya builds open, converged and innovative solutions to enhance and simplify communications and collaboration - in the cloud, on-premise or a




hybrid of both. To grow your business, we’re committed to innovation, partnership, and a relentless focus on what’s next. We’re the technology company you trust to help you deliver Experiences that Matter. Visit us at www.avaya.com.

Cautionary Note Regarding Forward-Looking Statements
This document contains certain “forward-looking statements.” All statements other than statements of historical fact are “forward-looking” statements for purposes of the U.S. federal and state securities laws. These statements may be identified by the use of forward looking terminology such as "anticipate," "believe," "continue," "could," "estimate," "expect," "intend," "may," "might," “our vision,” "plan," "potential," "preliminary," "predict," "should," "will," or “would” or the negative thereof or other variations thereof or comparable terminology and include, but are not limited to, the outlook for the first quarter of fiscal 2019 and fiscal year 2019, including the expected impact of ASC 606. The company has based these forward-looking statements on its current expectations, assumptions, estimates and projections. While the company believes these expectations, assumptions, estimates and projections are reasonable, such forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of which are beyond its control. These factors are discussed in Amendment No. 3 to the company’s Registration Statement on Form 10 and subsequent Quarterly Reports on Form 10-Q filed with the Securities and Exchange Commission (the “SEC”), and may cause its actual results, performance or achievements to differ materially from any future results, performance or achievements expressed or implied by these forward-looking statements. For a further list and description of such risks and uncertainties, please refer to the company’s filings with the SEC that are available at www.sec.gov. The company cautions you that the list of important factors included in the company’s SEC filings may not contain all of the material factors that are important to you. In addition, in light of these risks and uncertainties, the matters referred to in the forward-looking statements contained in this report may not in fact occur. The company undertakes no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.




Avaya Holdings Corp.
Condensed Consolidated Statements of Operations (Unaudited)
(In millions, except per share amounts)
 
Successor
 
 
Predecessor
 
Successor
 
 
Predecessor
 
Three months ended
September 30, 2018
 
 
Three months ended
September 30, 2017
 
Period from December 16, 2017
through
September 30, 2018
 
 
Period from
October 1, 2017
through
December 15, 2017
 
Fiscal year ended September 30, 2017
REVENUE
 
 
 
 
 
 
 
 
 
 
 
Products
$
325

 
 
$
343

 
$
989

 
 
$
253

 
$
1,437

Services
410

 
 
447

 
1,258

 
 
351

 
1,835

 
735

 
 
790

 
2,247

 
 
604

 
3,272

COSTS
 
 
 
 
 
 
 
 
 
 
 
Products:
 
 
 
 
 
 
 
 
 
 
 
Costs
115

 
 
105

 
372

 
 
84

 
499

Amortization of technology intangible assets
43

 
 
4

 
135

 
 
3

 
20

Services
187

 
 
185

 
597

 
 
155

 
745

 
345

 
 
294

 
1,104

 
 
242

 
1,264

GROSS PROFIT
390

 
 
496

 
1,143

 
 
362

 
2,008

OPERATING EXPENSES
 
 
 
 
 
 
 
 
 
 
 
Selling, general and administrative
275

 
 
338

 
888

 
 
264

 
1,261

Research and development
62

 
 
47

 
172

 
 
38

 
225

Amortization of intangible assets
41

 
 
34

 
127

 
 
10

 
204

Impairment of indefinite-lived intangible assets

 
 

 

 
 

 
65

Goodwill impairment

 
 

 

 
 

 
52

Restructuring charges, net
1

 
 
8

 
81

 
 
14

 
30

 
379

 
 
427

 
1,268

 
 
326

 
1,837

OPERATING INCOME (LOSS)
11

 
 
69

 
(125
)
 
 
36

 
171

Interest expense
(57
)
 
 
(17
)
 
(169
)
 
 
(14
)
 
(246
)
Other income (expense), net
3

 
 
2

 
35

 
 
(2
)
 
(25
)
Reorganization items, net

 
 
(21
)
 

 
 
3,416

 
(98
)
(LOSS) INCOME BEFORE INCOME TAXES
(43
)
 
 
33

 
(259
)
 
 
3,436

 
(198
)
Benefit from (provision for) income taxes
311

 
 
(6
)
 
546

 
 
(459
)
 
16

NET INCOME (LOSS)
$
268

 
 
$
27

 
$
287

 
 
$
2,977

 
$
(182
)
Net income (loss) per share:
 
 
 
 
 
 
 
 
 
 
 
Basic
$
2.44

 
 
$
0.04

 
$
2.61

 
 
$
5.19

 
$
(0.43
)
Diluted
$
2.41

 
 
$
0.04

 
$
2.58

 
 
$
5.19

 
$
(0.43
)
Weighted average shares outstanding:
 
 
 
 
 
 
 
 
 
 
 
Basic
110.0

 
 
497.2

 
109.9

 
 
497.3

 
497.1

Diluted
111.4

 
 
502.5

 
111.1

 
 
497.3

 
497.1






Avaya Holdings Corp.
Condensed Consolidated Balance Sheets (Unaudited)
(In millions, except per share and shares amounts)
 
Successor
 
 
Predecessor
 
September 30, 2018
 
 
September 30, 2017
ASSETS
 
 
 
 
Current assets:
 
 
 
 
Cash and cash equivalents
$
700

 
 
$
876

Accounts receivable, net
377

 
 
536

Inventory
81

 
 
90

Other current assets
170

 
 
275

TOTAL CURRENT ASSETS
1,328

 
 
1,777

Property, plant and equipment, net
250

 
 
200

Deferred income taxes, net
29

 
 

Intangible assets, net
3,234

 
 
311

Goodwill
2,764

 
 
3,542

Other assets
74

 
 
68

TOTAL ASSETS
$
7,679

 
 
$
5,898

LIABILITIES
 
 
 
 
Current liabilities:
 
 
 
 
Debt maturing within one year
$

 
 
$
725

Long-term debt, current portion
29

 
 

Accounts payable
266

 
 
282

Payroll and benefit obligations
145

 
 
127

Deferred revenue
484

 
 
614

Business restructuring reserve
51

 
 
35

Other current liabilities
148

 
 
90

TOTAL CURRENT LIABILITIES
1,123

 
 
1,873

Non-current liabilities:
 
 
 
 
Long-term debt, net of current portion
3,097

 
 

Pension obligations
671

 
 
513

Other post-retirement obligations
176

 
 

Deferred income taxes, net
140

 
 
32

Business restructuring reserve
47

 
 
34

Other liabilities
374

 
 
170

TOTAL NON-CURRENT LIABILITIES
4,505

 
 
749

LIABILITIES SUBJECT TO COMPROMISE

 
 
7,705

TOTAL LIABILITIES
5,628

 
 
10,327

Commitments and contingencies
 
 
 
 
Predecessor equity awards on redeemable shares

 
 
7

Predecessor preferred stock, $0.001 par value, 250,000 shares authorized at September 30, 2017
 
 
 
 
Convertible Series B preferred stock; 48,922 shares issued and outstanding at September 30, 2017

 
 
393

Series A preferred stock; 125,000 shares issued and outstanding at September 30, 2017

 
 
184

Successor preferred stock, $0.01 par value; 55,000,000 shares authorized, no shares issued or outstanding at September 30, 2018

 
 

STOCKHOLDERS' EQUITY (DEFICIT)
 
 
 
 
Predecessor common stock, $0.001 par value; 750,000,000 shares authorized, 494,768,243 issued and outstanding at September 30, 2017

 
 

Successor common stock, $0.01 par value; 550,000,000 shares authorized, 110,218,653 shares issued and 110,012,790 shares outstanding at September 30, 2018
1

 
 

Additional paid-in capital
1,745

 
 
2,389

Retained earnings (accumulated deficit)
287

 
 
(5,954
)
Accumulated other comprehensive income (loss)
18

 
 
(1,448
)
TOTAL STOCKHOLDERS' EQUITY (DEFICIT)
2,051

 
 
(5,013
)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
$
7,679

 
 
$
5,898





Avaya Holdings Corp.
Condensed Statements of Cash Flows
(Unaudited; in millions)
 
 
Successor
 
 
Predecessor
 
Non-GAAP Combined (1)
 
Predecessor
(In millions)
 
Period from December 16, 2017
through
September 30, 2018
 
 
Period from
October 1, 2017
through
December 15, 2017
 
Fiscal year ended September 30, 2018
 
Fiscal year ended September 30, 2017
Net cash provided by (used for):
 
 
 
 
 
 
 
 
 
Operating activities
 
$
202

 
 
$
(414
)
 
$
(212
)
 
291

Investing activities
 
(134
)
 
 
8

 
(126
)
 
(70
)
Financing activities
 
273

 
 
(102
)
 
171

 
314

Effect of exchange rate changes on cash and cash equivalents
 
(7
)
 
 
(2
)
 
(9
)
 
5

Net increase (decrease) in cash and cash equivalents
 
334

 
 
(510
)
 
(176
)
 
540

Cash and cash equivalents at beginning of period
 
366

 
 
876

 
876

 
336

Cash and cash equivalents at end of period
 
$
700

 
 
$
366

 
$
700

 
$
876

(1) Due to the company’s emergence from Chapter 11 proceedings during the first quarter of fiscal 2018 and adoption of fresh start accounting effective on December 15, 2017, the results for fiscal year 2018 are required by GAAP to be presented separately as the predecessor period from October 1, 2017 through December 15, 2017 (the “Predecessor” period) and the successor period from December 16, 2017 through September 30, 2018 (the “Successor” period). The application of fresh start accounting results in a new basis of accounting making the results of the Predecessor period not comparable to the results of the Successor period. Where applicable we have, however, combined results of the Predecessor and Successor periods for discussion purposes as we believe it provides the most meaningful basis to analyze our results. Refer to Supplemental Financial Information accompanying this press release for more information, including a reconciliation of combined results to our Predecessor and Successor results.

Use of non-GAAP (Adjusted) Financial Measures
The information furnished in this release includes non-GAAP financial measures that differ from measures calculated in accordance with generally accepted accounting principles in the United States of America (“GAAP”), including the combined three month period ending December 31, 2017, combined twelve month period ending September 30, 2018 and financial measures labeled as “non-GAAP” or “adjusted.”
Although GAAP requires that we report on our results for the periods October 1, 2017 through December 15, 2017 and December 16, 2017 through December 31, 2017 or September 30, 2018 as applicable, separately, management reviews the company’s operating results for the three months ended December 31, 2017 and the twelve months ended September 30, 2018 by combining the results of these periods because such presentation provides the most meaningful comparison of our results. The company cannot adequately benchmark the operating results of the 16-day period ended December 31, 2017 against any of the previous periods reported in its condensed consolidated financial statements and does not believe that reviewing the results of this period in isolation would be useful in identifying any trends regarding the company’s overall performance. Management believes that the key performance metrics such as revenue, gross margin and operating income, among others, when combined for the three and twelve months ended December 31, 2017 and September 30, 2018, respectively, provide meaningful comparisons to other periods and are useful in identifying current business trends.




EBITDA is defined as net income (loss) before income taxes, interest expense, interest income and depreciation and amortization. Adjusted EBITDA is EBITDA further adjusted to exclude certain charges and other adjustments described in our SEC filings and the tables below.
We believe that including supplementary information concerning adjusted EBITDA is appropriate because it serves as a basis for determining management and employee compensation and it is used as a basis for calculating covenants in our credit agreements. In addition, we believe adjusted EBITDA provides more comparability between our historical results and results that reflect purchase accounting and our current capital structure. We also present EBITDA and adjusted EBITDA because we believe analysts and investors utilize these measures in analyzing our results. Accordingly, adjusted EBITDA measures our financial performance based on operational factors that management can impact in the short-term, such as our pricing strategies, volume, costs and expenses of the organization and it presents our financial performance in a way that can be more easily compared to prior quarters or fiscal years.
EBITDA and adjusted EBITDA have limitations as analytical tools. EBITDA measures do not represent net income (loss) or cash flow from operations as those terms are defined by GAAP and do not necessarily indicate whether cash flows will be sufficient to fund cash needs. However, these terms are not necessarily comparable to other similarly titled captions of other companies due to the potential inconsistencies in the method of calculation. Adjusted EBITDA excludes the impact of earnings or charges resulting from matters that we consider not to be indicative of our ongoing operations. In particular, our formulation of adjusted EBITDA allows adjustment for certain amounts that are included in calculating net income (loss), however, these are expenses that may recur, may vary and are difficult to predict.
We also present the measures non-GAAP revenue, non-GAAP gross margin, non-GAAP operating margin and non-GAAP operating income, as a supplement to our unaudited condensed consolidated financial statements presented in accordance with GAAP. We believe these non-GAAP measures are the most meaningful for period to period comparisons because they exclude the impact of the earnings and charges noted in the applicable tables below that resulted from matters that we consider not to be indicative of our ongoing operations. The presentation of these non-GAAP financial measures is not intended to be considered in isolation from, as substitute for, or superior to, the financial information prepared and presented in accordance with GAAP, and may be different from the non-GAAP financial measures used by other companies. In addition, these non-GAAP measures have limitations in that they do not reflect all of the amounts associated with the company’s results of operations as determined in accordance with GAAP.
We do not provide a forward-looking reconciliation of expected first quarter of fiscal 2019 adjusted EBITDA, Non-GAAP operating income or Non-GAAP revenue guidance as the amount and significance of special items required to develop meaningful comparable GAAP financial measures cannot be estimated at this time without unreasonable efforts. These special items could be meaningful.
The following tables present Successor, Predecessor and combined results and reconcile historical GAAP measures to non-GAAP measures.




Avaya Holdings Corp.
Supplemental Schedules of Non-GAAP Adjusted EBITDA
(Unaudited; in millions)
 
Successor
 
 
Predecessor
 
Successor
 
 
Predecessor
(In millions)
Three months ended
September 30, 2018
 
Three months ended
June 30,
2018
 
 
Three months ended
September 30, 2017
 
Period from December 16, 2017
through
September 30, 2018
 
 
Period from
October 1, 2017
through
December 15, 2017
 
Fiscal year ended September 30, 2017
Net income (loss)
$
268

 
$
(88
)
 
 
$
27

 
$
287

 
 
$
2,977

 
$
(182
)
Interest expense
57

 
56

 
 
17

 
169

 
 
14

 
246

Interest income
(3
)
 
(1
)
 
 
(2
)
 
(5
)
 
 
(2
)
 
(4
)
(Benefit from) provision for income taxes
(311
)
 
20

 
 
6

 
(546
)
 
 
459

 
(16
)
Depreciation and amortization
120

 
119

 
 
63

 
384

 
 
31

 
326

EBITDA
131

 
106

 
 
111

 
289

 
 
3,479

 
370

Impact of fresh start accounting adjustments
29

 
54

 
 

 
196

 
 

 

Restructuring charges, net
1

 
30

 
 
8

 
81

 
 
14

 
30

Advisory fees
3

 
3

 
 
3

 
18

 
 
3

 
85

Acquisition-related costs
4

 
4

 
 

 
15

 
 

 
1

Reorganization items, net

 

 
 
21

 

 
 
(3,416
)
 
98

Non-cash share-based compensation
6

 
7

 
 
1

 
19

 
 

 
11

Impairment of indefinite-lived intangible assets

 

 
 

 

 
 

 
65

Goodwill impairment

 

 
 

 

 
 

 
52

Impairment of long-lived assets

 

 
 

 

 
 

 
3

Loss on sale/disposal of long-lived assets, net

 
2

 
 

 
4

 
 
1

 

Gain on sale of Networking business

 

 
 
(2
)
 

 
 

 
(2
)
Resolution of certain legal matters

 

 
 
64

 

 
 
37

 
64

Change in fair value of Emergence Date Warrants
8

 
(6
)
 
 

 
17

 
 

 

Gain on foreign currency transactions
(4
)
 
(25
)
 
 
(1
)
 
(28
)
 
 

 
(2
)
Pension/OPEB/nonretirement postemployment benefits and long-term disability costs

 

 
 
20

 

 
 
17

 
90

Other

 

 
 

 

 
 

 
1

Adjusted EBITDA
$
178

 
$
175

 
 
$
225

 
$
611

 
 
$
135

 
$
866


 




Avaya Holdings Corp.
Supplemental Schedules of Non-GAAP Revenue
(Unaudited; in millions)
 
 
Successor
 
Predecessor
 
 
 
Successor
 
 
 
 
Three Months Ended
 
Three Months Ended Sept. 30, 2017
 
Change
 
Three Months Ended
 
 
Sept. 30, 2018
 
Adj. for Fresh Start Accounting
 
Non-GAAP Sept. 30, 2018
 
 
Amount
 
Pct.
 
Pct., net of fx impact
 
June 30, 2018 (1)
 
Mar. 31, 2018 (2)
 
Q118
Non-GAAP Combined Results
(3)
Revenue by Segment
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Products & Solutions
 
$
336

 
$

 
$
336

 
$
343

 
$
(7
)
 
(2
)%
 
(2
)%
 
$
322

 
$
317

 
$
330

Services
 
434

 

 
434

 
447

 
(13
)
 
(3
)%
 
(2
)%
 
433

 
440

 
445

Unallocated amounts
 
(35
)
 
35

 

 

 

 
n/a

 
n/a

 

 

 

Total revenue
 
$
735

 
$
35

 
$
770

 
$
790

 
$
(20
)
 
(3
)%
 
(2
)%
 
$
755

 
$
757

 
$
775

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue by Geography
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
U.S.
 
$
393

 
$
24

 
$
417

 
$
447

 
$
(30
)
 
(7
)%
 
(7
)%
 
$
399

 
$
409

 
$
425

International:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  EMEA
 
196

 
6

 
202

 
194

 
8

 
4
 %
 
5
 %
 
202

 
196

 
208

  APAC - Asia Pacific
 
78

 
3

 
81

 
79

 
2

 
1
 %
 
4
 %
 
86

 
83

 
76

  Americas International - Canada and Latin America
 
68

 
2

 
70

 
70

 

 
 %
 
5
 %
 
68

 
69

 
66

Total International
 
342

 
11

 
353

 
343

 
10

 
3
 %
 
5
 %
 
356

 
348

 
350

Total revenue
 
$
735

 
$
35

 
$
770

 
$
790

 
$
(20
)
 
(3
)%
 
(2
)%
 
$
755

 
$
757

 
$
775

 
(1) Q318 Non-GAAP Results
 
(2) Q218 Non-GAAP Results
 
(3) Q118 Non-GAAP Combined Results
 
 
Three Months Ended
 
Three Months Ended
 
Successor
 
 
Predecessor
 
 
 
 
 
 
June 30, 2018
 
Adj. for Fresh Start Accounting
 
Non-GAAP
June 30, 2018
 
Mar. 31, 2018
 
Adj. for Fresh Start Accounting
 
Non-GAAP
Mar. 31, 2018
 
Period from Dec. 16, 2017 through
Dec. 31, 2017
 
 
Period from Oct. 1, 2017 through
Dec. 15, 2017
 
Adj. for Fresh Start Accounting
 
Q118
Non-GAAP
Combined Results
Revenue by Segment
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Products & Solutions
 
$
322

 
$

 
$
322

 
$
317

 

 
$
317

 
$
77

 
 
$
253

 

 
$
330

Services
 
433

 

 
433

 
440

 

 
440

 
94

 
 
351

 

 
445

Unallocated amounts
 
(63
)
 
63

 

 
(85
)
 
85

 

 
(23
)
 
 

 
23

 

Total revenue
 
$
692

 
$
63

 
$
755

 
$
672

 
$
85

 
$
757

 
$
148

 
 
$
604

 
$
23

 
$
775

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue by Geography
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
U.S.
 
$
356

 
$
43

 
$
399

 
$
354

 
$
55

 
$
409

 
$
71

 
 
$
331

 
$
13

 
$
425

International:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  EMEA
 
193

 
9

 
202

 
178

 
18

 
196

 
42

 
 
166

 
7

 
208

  APAC - Asia Pacific
 
81

 
5

 
86

 
80

 
3

 
83

 
19

 
 
57

 
2

 
76

  Americas International - Canada and Latin America
 
62

 
6

 
68

 
60

 
9

 
69

 
16

 
 
50

 
1

 
66

Total International
 
336

 
20

 
356

 
321

 
30

 
348

 
77

 
 
273

 
10

 
350

Total revenue
 
$
692

 
$
63

 
$
755

 
$
672

 
$
85

 
$
757

 
$
148

 
 
$
604

 
$
23

 
$
775

Note: Effective September 30, 2018, the Company changed the name of its Global Communications Solutions and Avaya Global Services segments to "Products & Solutions" and "Services," respectively. These were name changes only and did not have an impact on the operating results of each segment. Avaya also previously had a Networking business, which was sold on July 14, 2017.





Avaya Holdings Corp.
Supplemental Schedules of Non-GAAP Reconciliations
(Unaudited; in millions)
 
 
Successor
 
 
Predecessor
 
Q118 Non-GAAP Combined Results
 
Predecessor
 
 
Three Months Ended
 
Period from Dec. 16, 2017 through
Dec. 31, 2017
 
 
Period from Oct. 1, 2017 through
Dec. 15, 2017
 
 
Three months ended
Sept. 30, 2017
(In millions)
 
Sept. 30, 2018
 
June 30, 2018
 
March 31, 2018
 
 
 
 
 
Reconciliation of Non-GAAP Gross Profit and Non-GAAP Gross Margin
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Gross Profit
 
$
390

 
$
352

 
$
323

 
$
78

 
 
$
362

 
$
440

 
$
496

Items excluded:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adj. for fresh start accounting
 
54

 
69

 
106

 
 
 
 
 
 
35

 

Amortization of technology intangible assets
 
43

 
44

 
41

 
 
 
 
 
 
10

 
4

Loss on disposal of long-lived assets
 

 
2

 
2

 
 
 
 
 
 

 

Share-based compensation
 
1

 

 

 
 
 
 
 
 

 

Non-GAAP Gross Profit
 
$
488

 
$
467

 
$
472

 
 
 
 
 
 
$
485

 
$
500

GAAP Gross Margin
 
53.1
%
 
50.9
 %
 
48.1
 %
 
52.7
%
 
 
59.9
%
 
58.5
%
 
62.8
%
Non-GAAP Gross Margin
 
63.4
%
 
61.9
 %
 
62.4
 %
 
 
 
 
 
 
62.6
%
 
63.3
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Reconciliation of Non-GAAP Operating Income
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating Income (Loss)
 
$
11

 
$
(49
)
 
$
(89
)
 
$
2

 
 
$
36

 
$
38

 
$
69

Items excluded:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adj. for fresh start accounting
 
48

 
71

 
107

 
 
 
 
 
 
33

 

Amortization of intangible assets
 
84

 
83

 
81

 
 
 
 
 
 
27

 
38

Restructuring charges, net
 
1

 
30

 
40

 
 
 
 
 
 
24

 
8

Acquisition-related costs
 
4

 
4

 
7

 
 
 
 
 
 

 

Loss on disposal of long-lived assets
 

 
2

 
2

 
 
 
 
 
 
1

 

Advisory fees
 
3

 
3

 
4

 
 
 
 
 
 
11

 
3

Share-based compensation
 
6

 
7

 
5

 
 
 
 
 
 
1

 
1

Costs in connection with certain legal matters
 

 

 

 
 
 
 
 
 
37

 
64

Non-GAAP Operating Income
 
$
157

 
$
151

 
$
157

 
 
 
 
 
 
$
172

 
$
183

GAAP Operating Margin
 
1.5
%
 
-7.1
 %
 
-13.2
 %
 
1.4
%
 
 
6.0
%
 
5.1
%
 
8.7
%
Non-GAAP Operating Margin
 
20.4
%
 
20.0
 %
 
20.7
 %
 
 
 
 
 
 
22.2
%
 
23.2
%




Avaya Holdings Corp.
Supplemental Schedules of Non-GAAP Reconciliation of Gross Profit and Gross Margin by Portfolio
(Unaudited; in millions)
 
 
Successor
 
 
Predecessor
 
Q118
Non-GAAP Combined Results
 
Predecessor
 
 
Three months ended
 
Period from December 16, 2017
through December 31, 2017
 
 
Period from October 1, 2017
through December 15, 2017
 
 
Three months ended
Sept. 30, 2017
(In millions)
 
Sept. 30, 2018
 
June 30, 2018
 
March 31, 2018
 
 
 
 
 
Reconciliation of Non-GAAP Gross Profit and Non-GAAP Gross Margin - Products
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
$
325

 
$
300

 
$
293

 
$
71

 
 
$
253

 
$
324

 
$
343

Costs
 
115

 
114

 
110

 
33

 
 
84

 
117

 
105

Amortization of technology intangible assets
 
43

 
44

 
41

 
7

 
 
3

 
10

 
4

GAAP Gross Profit
 
167

 
142

 
142

 
31

 
 
166

 
197

 
234

Items excluded:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adj. for fresh start accounting
 
16

 
24

 
33

 
 
 
 
 
 
11

 

Amortization of technology intangible assets
 
43

 
44

 
41

 
 
 
 
 
 
10

 
4

Loss on disposal of long-lived assets
 

 
1

 
1

 
 
 
 
 
 

 

Non-GAAP Gross Profit
 
$
226

 
$
211

 
$
217

 
 
 
 
 
 
$
218

 
$
238

GAAP Gross Margin
 
51.4
%
 
47.3
%
 
48.5
%
 
43.7
%
 
 
65.6
%
 
60.8
%
 
68.2
%
Non-GAAP Gross Margin
 
67.3
%
 
65.5
%
 
68.5
%
 
 
 
 
 
 
66.1
%
 
69.4
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Reconciliation of Non-GAAP Gross Profit and Non-GAAP Gross Margin - Services
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
$
410

 
$
392

 
$
379

 
$
77

 
 
$
351

 
$
428

 
$
447

Costs
 
187

 
182

 
198

 
30

 
 
155

 
185

 
185

GAAP Gross Profit
 
223

 
210

 
181

 
47

 
 
196

 
243

 
262

Items excluded:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adj. for fresh start accounting
 
38

 
45

 
73

 
 
 
 
 
 
24

 

Loss on disposal of long-lived assets
 

 
1

 
1

 
 
 
 
 
 

 

Share-based compensation
 
1

 

 

 
 
 
 
 
 

 

Non-GAAP Gross Profit
 
$
262

 
$
256

 
$
255

 
 
 
 
 
 
$
267

 
$
262

GAAP Gross Margin
 
54.4
%
 
53.6
%
 
47.8
%
 
61.0
%
 
 
55.8
%
 
56.8
%
 
58.6
%
Non-GAAP Gross Margin
 
60.4
%
 
59.1
%
 
58.0
%
 
 
 
 
 
 
60.0
%
 
58.6
%














Avaya Holdings Corp.
Reconciliation of GAAP to Non-GAAP results
Three months ended September 30, 2018
(Unaudited; in millions)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Q417
 
 
 GAAP Results
 
 Adj. for Fresh Start Accounting
 
Amortization of Intangible Assets
 
Restructuring Charges, net
 
Acquisition Costs
 
 Share-based Comp
 
Advisory Fees
 
Other Costs, net
 
Non-GAAP Results
 
GAAP Results
 
Non-GAAP Results
Revenue
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Products
 
$
325

 
$
11

 
$

 
$

 
$

 
$

 
$

 
$

 
$
336

 
$
343

 
$
343

Services
 
410

 
24

 

 

 

 

 

 

 
434

 
447

 
447

 
 
735

 
35

 

 

 

 

 

 

 
770

 
790

 
790

Costs
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Products:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Costs
 
115

 
(5
)
 

 

 

 

 

 

 
110

 
105

 
105

Amortization of technology intangible assets
 
43

 

 
(43
)
 

 

 

 

 

 

 
4

 

Services
 
187

 
(14
)
 

 

 

 
(1
)
 

 

 
172

 
185

 
185

 
 
345

 
(19
)
 
(43
)
 

 

 
(1
)
 

 

 
282

 
294

 
290

GROSS PROFIT
 
390

 
54

 
43

 

 

 
1

 

 

 
488

 
496

 
500

OPERATING EXPENSES
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Selling, general and administrative
 
275

 
17

 

 

 
(4
)
 
(5
)
 
(3
)
 

 
280

 
338

 
270

Research and development
 
62

 
(11
)
 

 

 

 

 

 

 
51

 
47

 
47

Amortization of intangible assets
 
41

 

 
(41
)
 

 

 

 

 

 

 
34

 

Restructuring charges, net
 
1

 

 

 
(1
)
 

 

 

 

 

 
8

 

 
 
379

 
6

 
(41
)
 
(1
)
 
(4
)
 
(5
)
 
(3
)
 

 
331

 
427

 
317

OPERATING INCOME
 
11

 
48

 
84

 
1

 
4

 
6

 
3

 

 
157

 
69

 
183

Interest expense
 
(57
)
 

 

 

 

 

 

 

 
(57
)
 
(17
)
 
(17
)
Other income (expense), net
 
3

 

 

 

 

 

 

 
1

 
4

 
2

 
(1
)
Reorganization items, net
 

 

 

 

 

 

 

 

 

 
(21
)
 

(LOSS) INCOME BEFORE INCOME TAXES
 
$
(43
)
 
$
48

 
$
84

 
$
1

 
$
4

 
$
6

 
$
3

 
$
1

 
$
104

 
$
33

 
$
165






Avaya Holdings Corp.
Reconciliation of GAAP to Non-GAAP results
Fiscal year ended September 30, 2018
(Unaudited; in millions)
 
Successor
Predecessor
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
FY17
 
Period from Dec. 16, 2017
through
Sept. 30, 2018
 
Period from
Oct. 1, 2017
through
Dec. 15, 2017
 
Combined Results
 
 Adj. for Fresh Start Acctg.
 
Amt. of Int. Assets
 
Restr. Charges, net
 
Acq. Costs
 
Loss on Disposal of Long-lived Assets
 
Reorg items, net
 
 Share-based Comp
 
Costs of Certain Legal Matters
 
Adv. Fees
 
Other Costs, net
 
Non-GAAP Results
GAAP Results
 
Non-GAAP Results
Revenue
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Products
$
989

 
$
253

 
$
1,242

 
$
63

 
$

 
$

 
$

 
$

 
$

 
$

 
$

 
$

 
$

 
$
1,305

$
1,437

 
$
1,437

Services
1,258

 
351

 
1,609

 
143

 

 

 

 

 

 

 

 

 

 
1,752

1,835

 
1,835

 
2,247

 
604

 
2,851

 
206

 

 

 

 

 

 

 

 

 

 
3,057

3,272

 
3,272

Costs
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Products:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Costs
372

 
84

 
456

 
(21
)
 

 

 

 
(2
)
 

 

 

 

 

 
433

499

 
499

Amortization of technology intangible assets
135

 
3

 
138

 

 
(138
)
 

 

 

 

 

 

 

 

 

20

 

Services
597

 
155

 
752

 
(37
)
 

 

 

 
(2
)
 

 
(1
)
 

 

 

 
712

745

 
745

 
1,104

 
242

 
1,346

 
(58
)
 
(138
)
 

 

 
(4
)
 

 
(1
)
 

 

 

 
1,145

1,264

 
1,244

GROSS PROFIT
1,143

 
362

 
1,505

 
264

 
138

 

 

 
4

 

 
1

 

 

 

 
1,912

2,008

 
2,028

OPERATING EXPENSES
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Selling, general and administrative
888

 
264

 
1,152

 
16

 

 

 
(15
)
 
(1
)
 

 
(17
)
 
(37
)
 
(21
)
 

 
1,077

1,261

 
1,100

Research and development
172

 
38

 
210

 
(11
)
 

 

 

 

 

 
(1
)
 

 

 

 
198

225

 
225

Amortization of intangible assets
127

 
10

 
137

 

 
(137
)
 

 

 

 

 

 

 

 

 

204

 

Impairment of indefinite-lived intangible assets

 

 

 

 

 

 

 

 

 

 

 

 

 

65

 

Goodwill impairment

 

 

 

 

 

 

 

 

 

 

 

 

 

52

 

Restructuring charges, net
81

 
14

 
95

 

 

 
(95
)
 

 

 

 

 

 

 

 

30

 

 
1,268

 
326

 
1,594

 
5

 
(137
)
 
(95
)
 
(15
)
 
(1
)
 

 
(18
)
 
(37
)
 
(21
)
 

 
1,275

1,837

 
1,325

OPERATING (LOSS) INCOME
(125
)
 
36

 
(89
)
 
259

 
275

 
95

 
15

 
5

 

 
19

 
37

 
21

 

 
637

171

 
703

Interest expense
(169
)
 
(14
)
 
(183
)
 

 

 

 

 

 

 

 

 

 

 
(183
)
(246
)
 
(246
)
Other income (expense), net
35

 
(2
)
 
33

 

 

 

 

 

 

 

 

 

 
(18
)
 
15

(25
)
 
(31
)
Reorganization items, net

 
3,416

 
3,416

 

 

 

 

 

 
(3,416
)
 

 

 

 

 

(98
)
 

(LOSS) INCOME BEFORE INCOME TAXES
$
(259
)
 
$
3,436

 
$
3,177

 
$
259

 
$
275

 
$
95

 
$
15

 
$
5

 
$
(3,416
)
 
$
19

 
$
37

 
$
21

 
$
(18
)
 
$
469

$
(198
)
 
$
426





Source: Avaya Newsroom




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