US Market News
2月前
ADTRAN Holdings, Inc. reports first quarter 2026 financial resultsMay 4, 2026 11:00 PM
Business Wire ADTRAN Holdings, Inc. (NASDAQ: ADTN and FSE: QH9) (“ADTRAN Holdings” “ADTRAN” or the “Company”) today announced its unaudited financial results for the first quarter ended March 31, 2026. Revenue: $286.1 million, up 15.5% year-over-year. GAAP gross margin of 39.5%; Non-GAAP gross margin of 43.0%; up 108 and 55 basis points year-over-year, respectively. Operating margin: GAAP operating margin of 2.2 %; non-GAAP operating margin of 6.9%. Net cash provided by operating activities of $12.7 million. GAAP diluted loss per share of $0.01; non-GAAP diluted earnings per share of $0.14. Cash and cash equivalents of $88.3 million. ADTRAN Holdings Chairman and Chief Executive Officer Tom Stanton stated, “We delivered solid first quarter results, with revenue increasing 15.5% year-over-year, and GAAP and non-GAAP operating margin rising 380 and 300 basis points from a year ago, respectively. These results reflect the continued strength of our core markets and the operating leverage we have been building.” Mr. Stanton added, “We believe that the demand drivers underpinning our business continue to build. In the US, broadband momentum continues with BEAD deployment funds now beginning to reach operators in a growing number of states. In Europe, high-risk vendor displacement continues to progress, reinforced by the European Commission's advancing legislation such as Cybersecurity Act 2.0. Also during the quarter, we introduced LiteWave800™, our first product purpose-built for intra-data center AI infrastructure, setting a new benchmark for power efficiency at 800G.” Business outlook1 For the second quarter of 2026, the Company expects revenue to be within a range of $283.0 million to $303.0 million. Non-GAAP operating margin is expected to be within a range of 5.0% to 9.0%. 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 guidance for its second quarter 2026 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, amortization and adjustments, stock-based compensation expense, deferred compensation adjustments, professional fees and other expenses, amortization of pension actuarial losses, the tax effect of these adjustments to net loss and purchases of property, plant and equipment, and developed technologies, 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 first quarter 2026 results on Tuesday , May 5, 2026, at 7:30 a.m. Central Time (2:30 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/656998876 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 20, 2026: B. Riley Institutional Investor Conference - Marina Del Rey, CA 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.com, LinkedIn and X. 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 market trends, future demand driver growth (including with respect to future fiber expansion, service provider fiber networking demand, future high-risk vendor displacement, data center expansion, and future customer opportunities), the impact of AI on customer network operations, future AI uses, and ADTRAN Holdings’ strategy, 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,” “look forward,” 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 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 remain in compliance with the covenants set forth in and satisfy the payment obligations under our credit agreement and convertible notes, 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) risks posed by changes in general economic conditions and monetary, fiscal and trade policies, including tariffs; (vii) risks and uncertainties relating to our international operations, including potential exposure to ongoing military conflicts (including the conflicts in Iran, Ukraine, and Israel and the surrounding areas); (viii) risks posed by potential breaches of information systems and cyber-attacks (ix) the risk that we may not be able to effectively compete, including through product improvements and development; and (x) the other risks set forth in our public filings made with the Securities and Exchange Commission (the “SEC”), including our most recent Annual Report on Form 10-K for the year ended December 31, 2025 and our Form 10-Q for the quarterly period ended March 31, 2026 to be filed with the SEC. Explanation of use of non-GAAP financial measures Set forth in the tables below under the heading “Supplemental Information” are reconciliations of cost of revenue, gross profit, gross margin, operating expenses, operating income (loss), operating margin, other expense, net income (loss) inclusive of 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 cost of revenue, non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating expenses, non-GAAP operating income, non-GAAP operating margin, non-GAAP other expense, non-GAAP net income inclusive of the non-controlling interest, non-GAAP net income attributable to the Company, non-GAAP net earnings per share - basic and diluted, attributable to the Company, and free cash flow, respectively. Such non-GAAP measures exclude acquisition-related expenses, amortizations and adjustments (consisting of intangible amortization of backlog, developed technology, customer relationships, and trade names acquired in connection with business combinations), stock-based compensation expense, deferred compensation adjustments, professional fees and other expenses, amortization of pension actuarial losses, the tax effect of these adjustments to net loss and purchases of property, plant and equipment, and developed technologies. 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. Furthermore, 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 Condensed Consolidated Balance Sheets (Unaudited) (In thousands) March 31, December 31, 2026 2025 Assets Current Assets Cash and cash equivalents $ 88,270 $ 95,696 Accounts receivable, net 215,473 210,687 Other receivables 10,292 7,046 Inventory, net 209,003 215,736 Income tax receivable 2,971 3,667 Prepaid expenses and other current assets 62,492 55,317 Short-term investments - deferred compensation 33,813 35,174 Assets held for sale 11,901 11,901 Total Current Assets 634,215 635,224 Property, plant and equipment, net 123,849 124,384 Goodwill 59,003 59,983 Intangible assets, net 281,280 294,047 Deferred tax assets 16,223 16,481 Other non-current assets 69,560 73,352 Long-term investments 937 1,022 Total Assets $ 1,185,067 $ 1,204,493 Liabilities, Redeemable Non-Controlling Interest and Equity Current Liabilities Accounts payable $ 170,605 $ 167,337 Unearned revenue 90,752 87,541 Accrued expenses and other liabilities 31,736 33,690 Accrued wages and benefits 23,449 32,203 Deferred compensation liability 37,051 37,447 Income tax payable 5,613 3,642 Total Current Liabilities 359,206 361,860 Non-current revolving credit agreement 25,000 25,000 Non-current convertible senior notes, net of debt issuance costs 193,425 193,038 Deferred tax liabilities 26,776 27,453 Non-current unearned revenue 26,227 27,143 Non-current pension liability 6,305 6,277 Non-current lease obligations 24,940 27,000 Other non-current liabilities 16,646 17,564 Total Liabilities 678,525 685,335 Redeemable Non-Controlling Interest 369,017 373,328 Equity Common stock 808 802 Additional paid-in capital 803,031 801,269 Accumulated other comprehensive income 70,046 78,877 Retained deficit (731,345 ) (730,010 ) Treasury stock (5,015 ) (5,108 ) Total Equity 137,525 145,830 Total Liabilities, Redeemable Non-Controlling Interest and Equity $ 1,185,067 $ 1,204,493 Condensed Consolidated Statements of Loss (Unaudited) (In thousands, except per share amounts) Three Months Ended March 31, 2026 2025 Revenue Network Solutions $ 237,941 $ 202,217 Services & Support 48,145 45,527 Total Revenue 286,086 247,744 Cost of Revenue Network Solutions 154,648 134,241 Services & Support 18,450 18,327 Total Cost of Revenue 173,098 152,568 Gross Profit 112,988 95,176 Selling, general and administrative expenses 55,836 50,285 Research and development expenses 50,777 48,859 Operating Income (Loss) 6,375 (3,968 ) Interest and dividend income 300 126 Interest expense (4,241 ) (4,761 ) Net investment loss (850 ) (1,686 ) Other income, net 1,263 944 Income (Loss) Before Income Taxes 2,847 (9,345 ) Income tax (expense) benefit (1,917 ) 397 Net Income (Loss) $ 930 $ (8,948 ) Less: Net Income attributable to non-controlling interest (1) 2,251 2,319 Net Loss attributable to ADTRAN Holdings, Inc. $ (1,321 ) $ (11,267 ) Weighted average shares outstanding – basic 80,321 79,534 Weighted average shares outstanding – diluted 80,321 79,534 Loss per common share attributable to ADTRAN Holdings, Inc. – basic (2) $ (0.01 ) $ (0.14 ) Loss per common share attributable to ADTRAN Holdings, Inc. – diluted (2) $ (0.01 ) $ (0.14 ) (1) For the three months ended March 31, 2026 and 2025 we accrued $2.2 million and $2.4 million, respectively, of net income attributable to non-controlling interest, representing the recurring cash compensation earned by non-controlling interest shareholders post-DPLTA. (2) Loss per common share attributable to ADTRAN Holdings, Inc. - basic and diluted - reflects a $0.3 million and a $(3) thousand effect of redemption of RNCI for the three months ended March 31, 2026 and 2025. Condensed Consolidated Statements of Cash Flows (Unaudited) (In thousands) Three Months Ended March 31, 2026 2025 Cash flows from operating activities: Net income (loss) $ 930 $ (8,948 ) Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation and amortization 24,916 21,596 Amortization of debt issuance cost 374 320 Amortization of convertible notes issuance costs 386 — Loss on investments, net 822 1,631 Net loss on disposal of property, plant and equipment 60 13 Stock-based compensation expense 1,819 3,210 Deferred income taxes (244 ) (157 ) Inventory reserves 143 3,339 Changes in operating assets and liabilities: Accounts receivable, net (6,192 ) 16,011 Other receivables (3,312 ) (1,141 ) Income taxes receivable 896 (690 ) Inventory 4,671 10,345 Prepaid expenses, other current assets and other assets (5,558 ) 1,504 Accounts payable 366 (4,222 ) Accrued expenses and other liabilities (9,197 ) 352 Income taxes payable 1,790 18 Net cash provided by operating activities 12,670 43,181 Cash flows from investing activities: Purchases of property, plant and equipment (7,505 ) (7,399 ) Purchases of intangibles - developed technology (8,435 ) (11,296 ) Proceeds from sales and maturities of available-for-sale investments 736 660 Purchases of available-for-sale investments (75 ) (170 ) Payments for beneficial interests in securitized accounts receivable (574 ) (133 ) Net cash used in investing activities (15,853 ) (18,338 ) Cash flows from financing activities: Tax withholdings related to stock-based compensation settlements (1,645 ) (420 ) Proceeds from stock option exercises 1,369 756 Payments on financing agreement (1,400 ) — Redemption of redeemable non-controlling interest (8 ) (12 ) Net cash (used in) provided by financing activities (1,684 ) 324 Net (decrease) increase in cash and cash equivalents (4,867 ) 25,167 Effect of exchange rate changes (2,559 ) 133 Cash and cash equivalents, beginning of period 95,696 76,021 Cash and cash equivalents, end of period $ 88,270 $ 101,321 Supplemental disclosure of cash financing activities: Cash paid for interest expense $ 4,451 $ 4,129 Cash (refund) paid for income taxes, net $ (814 ) $ 2,367 Cash used in operating activities related to operating leases $ 2,425 $ 2,696 Supplemental disclosure of non-cash investing and financing activities: Redemption of redeemable non-controlling interest $ 301 $ (3 ) Right-of-use assets obtained in exchange for lease obligations $ 183 $ 1,893 Purchases of property, plant and equipment included in accounts payable $ 1,296 $ 1,162 Supplemental Information Reconciliation of Cost of Revenue Gross Profit and Gross Margin to Non-GAAP Cost of Revenue, Non-GAAP Gross Profit and Non-GAAP Gross Margin (Unaudited) (In thousands) Three Months Ended March 31, December 31, March 31, 2026 2025 2025 Total Revenue $ 286,086 $ 291,560 $ 247,744 Cost of Revenue $ 173,098 $ 177,831 $ 152,568 Acquisition-related expenses, amortizations and adjustments (1) (10,021 ) (9,964 ) (9,831 ) Stock-based compensation expense (140 ) (232 ) (267 ) Non-GAAP Cost of Revenue $ 162,937 $ 167,635 $ 142,470 Gross Profit $ 112,988 $ 113,729 $ 95,176 Non-GAAP Gross Profit $ 123,149 $ 123,925 $ 105,274 Gross Margin 39.5 % 39.0 % 38.4 % Non-GAAP Gross Margin 43.0 % 42.5 % 42.5 % (1) Includes intangible amortization of backlog, developed technology, customer relationships, and trade names acquired in connection with business combinations. We incur charges relating to the amortization of intangible assets and exclude these charges for purposes of calculating our non-GAAP measures. Such charges are significantly impacted by the timing and magnitude of our acquisitions. We exclude these charges for the purpose of calculating our non-GAAP measures, primarily because they are noncash expenses and our internal benchmarking analyses evidence that many industry participants and peers present non-GAAP financial measures excluding intangible asset amortization. Although this does not directly affect our cash position, the loss in value of intangible assets over time can have a material impact on the equivalent GAAP earnings measure. Supplemental Information Reconciliation of Operating Expenses to Non-GAAP Operating Expenses (Unaudited) (In thousands) Three Months Ended March 31, December 31, March 31, 2026 2025 2025 Operating Expenses $ 106,613 $ 109,251 $ 99,144 Acquisition-related expenses, amortizations and adjustments (1) (1,641 ) (2) (1,805 ) (6) (2,249 ) (9) Stock-based compensation expense (1,679 ) (3) (1,092 ) (7) (2,943 ) (10) Deferred compensation adjustments (4) 11 781 1,547 Professional fees and other expenses (30 ) (5) (1,988 ) (8) — Non-GAAP Operating Expenses $ 103,274 $ 105,147 $ 95,499 (1) We incur charges relating to the amortization of intangible assets and exclude these charges for purposes of calculating our non-GAAP measures. Such charges are significantly impacted by the timing and magnitude of our acquisitions. We exclude these charges for the purpose of calculating our non-GAAP measures, primarily because they are noncash expenses and our internal benchmarking analyses evidence that many industry participants and peers present non-GAAP financial measures excluding intangible asset amortization. Although this does not directly affect our cash position, the loss in value of intangible assets over time can have a material impact on the equivalent GAAP earnings measure. (2) Includes intangible amortization of developed technology, customer relationships, and trade names acquired in connection with business combinations, of which $1.4 million is included in selling, general and administrative expenses and $0.2 million is included in research and development expenses on the condensed consolidated statements of loss. (3) $1.2 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. (4) Includes non-cash change in fair value of equity investments held in the ADTRAN Holdings, Inc. Deferred Compensation Program for Employees, all of which is included in selling, general and administrative expenses on the condensed consolidated statement of loss. (5) Included in selling, general and administrative expenses on the condensed consolidated statements of loss. Includes one-time professional fees and business expenses. (6) Includes intangible amortization of developed technology, customer relationships, and trade names acquired in connection with business combinations, of which $1.4 million is included in selling, general and administrative expenses and $0.4 million is included in research and development expenses on the condensed consolidated statements of loss. (7) $0.4 million is included in selling, general and administrative expenses and $0.7 million is included in research and development expenses on the condensed consolidated statements of loss. (8) $2.0 million is included in selling, general and administrative expenses on the condensed consolidated statements of loss. Includes professional fees related to an internal investigation and a related SEC inquiry, a provision in connection with a potential 401(k) plan corrective action, and fees relating to other one-time professional fees and business expenses. (9) Includes $2.2 million of intangible amortization of developed technology, customer relationships, and trade names acquired in connection with business combinations. (10) $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. Supplemental Information Reconciliation of Operating Income (Loss) and Operating Margin to Non-GAAP Operating Income and Non-GAAP Operating Margin (Unaudited) (In thousands) Three Months Ended March 31, December 31, March 31, 2026 2025 2025 Total Revenue $ 286,086 $ 291,560 $ 247,744 Operating Income (Loss) $ 6,375 $ 4,478 $ (3,968 ) Acquisition related expenses, amortizations and adjustments (1) 11,662 11,769 12,080 Stock-based compensation expense 1,819 1,324 3,210 Deferred compensation adjustments (2) (11 ) (781 ) (1,547 ) Professional fees and other expenses (3) 30 1,988 — Non-GAAP Operating Income $ 19,875 $ 18,778 $ 9,775 Operating Margin 2.2 % 1.5 % -1.6 % Non-GAAP Operating Margin 6.9 % 6.4 % 3.9 % (1) Includes intangible amortization of backlog, developed technology, customer relationships, and trade names acquired in connection with business combinations. We incur charges relating to the amortization of intangible assets and exclude these charges for purposes of calculating our non-GAAP measures. Such charges are significantly impacted by the timing and magnitude of our acquisitions. We exclude these charges for the purpose of calculating our non-GAAP measures, primarily because they are noncash expenses and our internal benchmarking analyses evidence that many industry participants and peers present non-GAAP financial measures excluding intangible asset amortization. Although this does not directly affect our cash position, the loss in value of intangible assets over time can have a material impact on the equivalent GAAP earnings measure. (2) Includes 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. (3) Includes professional fees related to an internal investigation and a related SEC inquiry, a provision in connection with a potential 401(k) plan corrective action, employee exit costs and fees relating to other one-time professional fees and business expenses. Supplemental Information Reconciliation of Other Expense to Non-GAAP Other Expense (Unaudited) (In thousands) Three Months Ended March 31, December 31, March 31, 2026 2025 2025 Interest and dividend income $ 300 $ 1,703 $ 126 Interest expense (4,241 ) (4,520 ) (4,761 ) Net investment loss (850 ) (574 ) (1,686 ) Other income, net 1,263 805 944 Total Other Expense $ (3,528 ) $ (2,586 ) $ (5,377 ) Deferred compensation adjustments (1) 1,012 601 1,649 Pension expense (2) (20 ) 12 11 Non-GAAP Other Expense $ (2,536 ) $ (1,973 ) $ (3,717 ) (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 Net Income (Loss) inclusive of Non-Controlling Interest to Non-GAAP Net Income inclusive of Non-Controlling Interest (Unaudited) and Reconciliation of Net Loss attributable to ADTRAN Holdings, Inc. and Loss per Common Share attributable to ADTRAN Holdings, Inc. – Basic and Diluted to Non-GAAP Net Income attributable to ADTRAN Holdings, Inc. and Non-GAAP Earnings 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, 2026 2025 2025 Net Loss attributable to ADTRAN Holdings, Inc. common stockholders $ (1,020 ) $ (1,521 ) $ (11,270 ) Effect of redemption of RNCI (1) (301 ) (2,075 ) 3 Net Loss attributable to ADTRAN Holdings, Inc. $ (1,321 ) $ (3,596 ) $ (11,267 ) Net Income attributable to non-controlling interest (2) 2,251 2,316 2,319 Net Income (Loss) inclusive of non-controlling interest $ 930 $ (1,280 ) $ (8,948 ) Acquisition related expenses, amortizations and adjustments (3) 11,662 11,769 12,080 Stock-based compensation expense 1,819 1,324 3,210 Deferred compensation adjustments (4) 1,001 (180 ) 102 Pension adjustments (5) (20 ) 12 11 Professional fees and other expenses (6) 30 1,988 — Tax effect of adjustments to net loss (2,509 ) (628 ) (1,980 ) Non-GAAP Net Income inclusive of non-controlling interest $ 12,913 $ 13,005 $ 4,475 Net Income attributable to non-controlling interest (2) 2,251 2,316 2,319 Non-GAAP Net Income attributable to ADTRAN Holdings, Inc. $ 10,662 $ 10,689 $ 2,156 Effect of redemption of RNCI (1) 301 2,075 (3 ) Non-GAAP Net Income attributable to ADTRAN Holdings, Inc. common stockholders $ 10,963 $ 12,764 $ 2,153 Weighted average shares outstanding – basic 80,321 79,877 79,534 Weighted average shares outstanding – diluted 80,321 79,877 79,534 Loss per common share attributable to ADTRAN Holdings, Inc. – basic $ (0.01 ) $ (0.02 ) $ (0.14 ) Loss per common share attributable to ADTRAN Holdings, Inc. – diluted $ (0.01 ) $ (0.02 ) $ (0.14 ) Non-GAAP Earnings per common share attributable to ADTRAN – basic $ 0.14 $ 0.16 $ 0.03 Non-GAAP Earnings per common share attributable to ADTRAN – diluted $ 0.14 $ 0.16 $ 0.03 (1) Loss per common share attributable to ADTRAN Holdings, Inc. - basic and diluted - reflects a $0.3 million and a $(3) thousand effect of redemption of RNCI for the three months ended March 31, 2026 and 2025. (2) Represents the non-controlling interest portion of the Company's ownership of Adtran Networks pre-DPLTA and the annual recurring compensation earned by redeemable non-controlling interests and accrued by the Company post-DPLTA. (3) We incur charges relating to the amortization of intangible assets and exclude these charges for purposes of calculating our non-GAAP measures. Such charges are significantly impacted by the timing and magnitude of our acquisitions. We exclude these charges for the purpose of calculating our non-GAAP measures, primarily because they are noncash expenses and our internal benchmarking analyses evidence that many industry participants and peers present non-GAAP financial measures excluding intangible asset amortization. Although this does not directly affect our cash position, the loss in value of intangible assets over time can have a material impact on the equivalent GAAP earnings measure. (4) Includes non-cash change in fair value of equity investments held in deferred compensation plans offered to certain employees. (5) Includes amortization of actuarial losses related to the Company's pension plan for employees in certain foreign countries. (6) Includes professional fees related to an internal investigation and a related SEC inquiry, a provision in connection with a potential 401(k) plan corrective action and fees relating to other one-time professional fees and business expenses. Supplemental Information Reconciliation of Net Cash Provided By Operating Activities to Free Cash Flow (Unaudited) (In thousands) Three Months Ended March 31, December 31, March 31, 2026 2025 2025 Net cash provided by operating activities $ 12,670 $ 42,238 $ 43,181 Purchases of property, plant and equipment and developed technologies (1) (15,940 ) (19,708 ) (18,695 ) Free cash flow (Non-GAAP) $ (3,270 ) $ 22,530 $ 24,486 (1) Purchases related to capital expenditures and developed technologies. View source version on businesswire.com: https://www.businesswire.com/news/home/20260504551223/en/ For media
Gareth Spence
+44 1904 699 358
public.relations@adtran.com For investors
Rob Fink
investor.relations@adtran.com Original: ADTRAN Holdings, Inc. reports first quarter 2026 financial results
US Market News
4月前
ADTRAN Holdings, Inc. reports fourth quarter and full year 2025 financial resultsFebruary 25, 2026 11:00 PM
Business Wire
ADTRAN Holdings, Inc. (NASDAQ: ADTN and FSE: QH9) (“ADTRAN Holdings” “ADTRAN” or the “Company”) today announced its unaudited financial results for the fourth quarter ended December 31, 2025.
Revenue: $291.6 million, up 20.1% year-over-year.
GAAP gross margin of 39.0%; Non-GAAP gross margin of 42.5%; up 213 and 122 basis points year-over-year, respectively.
Operating margin: GAAP operating margin of 1.5%; non-GAAP operating margin of 6.4%.
Net cash provided by operating activities of $42.2 million.
GAAP diluted loss per share of $0.02; non-GAAP diluted earnings per share of $0.16.
Cash and cash equivalents of $95.7 million.
ADTRAN Holdings Chairman and Chief Executive Officer Tom Stanton stated, “We delivered a strong fourth quarter, with revenue above our outlook and growth across all three revenue categories. Performance reflected solid execution and sustained fiber investment across our core markets.”
Mr. Stanton added, “As we look at 2026, we see solid momentum with cloud and enterprise customers, strong broadband activity in the US and increasing high-risk vendor replacement initiatives in Europe. Our priorities remain focused on expanding operating margin, cash generation, and converting the customer opportunities we are seeing across our portfolio.”
Business outlook1
For the first quarter of 2026, the Company expects revenue to be within a range of $275.0 to $295.0 million. Non-GAAP operating margin is expected to be within a range of 4.0% to 8.0%.
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 guidance for its first quarter 2026 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, professional fees and other expenses, 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 fourth quarter and full year 2025 results on Thursday, February 26, 2026, at 7:30 a.m. Central Time (2:30 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/203363753 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
March 10, 2026: Stifel 2026 One-on-One Conference – New York
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.com, LinkedIn and X.
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 future market conditions, future priorities, customer demand, (including with respect to future fiber investments, upgrade activity in the U.S. and Europe, and future customer opportunities), and ADTRAN Holdings’ strategy, 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,” “look forward,” 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 remain in compliance with the covenants set forth in and satisfy the payment obligations under our credit agreement and convertible notes, 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) risks posed by 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) the other risks set forth in our public filings made with the Securities and Exchange Commission (the “SEC”), including our most recent Annual Report on Form 10-K for the year ended December 31, 2024, as amended, our Quarterly Reports on Form 10-Q for the quarters ended March 31, 2025, June 30, 2025, and September 30, 2025, and our Annual Reporting on Form 10-K for the year ended December 31, 2025 to be filed with the SEC.
Explanation of use of non-GAAP financial measures
Set forth in the tables below under the heading “Supplemental Information” are reconciliations of gross profit, gross margin, operating expenses, operating income (loss), operating margin, other expense, net loss inclusive of 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 operating margin, non-GAAP other expense, non-GAAP net income (loss) inclusive of the non-controlling interest, non-GAAP net income (loss) attributable to the Company, non-GAAP net earnings (loss) per share - basic and diluted, attributable to the Company, and free cash flow, respectively. Such non-GAAP measures exclude acquisition-related expenses, amortization and adjustments (consisting of intangible amortization of backlog, inventory fair value adjustments, developed technology, customer relationships, and trade names acquired in connection with business combinations), stock-based compensation expense, restructuring expenses, integration expenses, deferred compensation adjustments, goodwill impairments, professional fees and other expenses, amortization of pension actuarial losses, the tax effect of these adjustments to net loss and purchases of property, plant and equipment, and developed technologies. 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
Condensed Consolidated Balance Sheets
(Unaudited)
(In thousands)
ASSETS
December 31,
2025
December 31,
2024
Current Assets
Cash and cash equivalents
$
95,696
$
76,021
Accounts receivable, net
210,687
178,030
Other receivables
7,046
9,775
Inventory, net
215,736
261,557
Income tax receivable
3,667
5,461
Prepaid expenses and other current assets
55,317
56,395
Short-term investments - deferred compensation
35,174
—
Assets held for sale
11,901
11,901
Total Current Assets
635,224
599,140
Property, plant and equipment, net
124,384
106,454
Goodwill
59,983
52,918
Intangibles, net
294,047
284,893
Deferred tax assets
16,481
17,826
Other non-current assets
73,352
78,128
Long-term investments
1,022
32,060
Total Assets
$
1,204,493
$
1,171,419
LIABILITIES AND EQUITY
Current Liabilities
Accounts payable
$
167,337
$
171,825
Unearned revenue
87,541
52,701
Accrued expenses and other liabilities
33,690
34,158
Accrued wages and benefits
32,203
32,853
Deferred compensation liability
37,447
—
Income tax payable
3,642
1,936
Total Current Liabilities
361,860
293,473
Non-current revolving credit agreement outstanding
25,000
189,576
Non-current convertible senior notes, net of debt issuance costs
193,038
—
Deferred tax liabilities
27,453
30,372
Non-current unearned revenue
27,143
22,065
Non-current pension liability
6,277
8,983
Non-current deferred compensation liability
—
33,203
Non-current lease obligations
27,000
25,925
Other non-current liabilities
17,564
17,928
Total Liabilities
685,335
621,525
Redeemable Non-Controlling Interest
373,328
422,943
Equity
Common stock
802
795
Additional paid-in capital
801,269
808,913
Accumulated other comprehensive income
78,877
11,254
Retained deficit
(730,010
)
(688,813
)
Treasury stock
(5,108
)
(5,198
)
Total Equity
145,830
126,951
Total Liabilities and Equity
$
1,204,493
$
1,171,419
Condensed Consolidated Statements of Loss
(Unaudited)
(In thousands, except per share amounts)
Three Months Ended
Twelve Months Ended
December 31,
December 31,
2025
2024
2025
2024
Revenue
Network Solutions
$
242,653
$
197,009
$
896,911
$
738,964
Services & Support
48,907
45,843
186,896
183,756
Total Revenue
291,560
242,852
1,083,807
922,720
Cost of Revenue
Network Solutions
157,472
135,861
592,141
517,220
Network Solutions - charges and inventory write-down
—
—
—
8,597
Services & Support
20,359
17,435
76,711
72,739
Total Cost of Revenue
177,831
153,296
668,852
598,556
Gross Profit
113,729
89,556
414,955
324,164
Selling, general and administrative expenses
57,409
57,013
226,275
232,918
Research and development expenses
51,842
49,314
204,276
221,458
Goodwill impairment
—
—
—
297,353
Operating Income (Loss)
4,478
(16,771
)
(15,596
)
(427,565
)
Interest and dividend income
1,703
1,631
2,321
3,058
Interest expense
(4,520
)
(4,870
)
(19,344
)
(22,053
)
Net investment (loss) gain
(574
)
(920
)
3,001
3,587
Other income (expense), net
805
687
(1,632
)
246
Income (Loss) Before Income Taxes
1,892
(20,243
)
(31,250
)
(442,727
)
Income tax expense
(3,172
)
(23,461
)
(4,993
)
(7,340
)
Net Loss
$
(1,280
)
$
(43,704
)
$
(36,243
)
$
(450,067
)
Net Income attributable to non-controlling interest (1)
2,316
2,407
9,413
9,824
Net Loss attributable to ADTRAN Holdings, Inc.
$
(3,596
)
$
(46,111
)
$
(45,656
)
$
(459,891
)
Weighted average shares outstanding – basic
79,877
79,091
79,742
78,928
Weighted average shares outstanding – diluted
79,877
79,091
79,742
78,928
Loss per common share attributable to ADTRAN Holdings, Inc. – basic
$
(0.02
)
(2
)
$
(0.58
)
$
(0.52
)
(1
)
$
(5.79
)
Loss per common share attributable to ADTRAN Holdings, Inc. – diluted
$
(0.02
)
(2
)
$
(0.58
)
$
(0.52
)
(1
)
$
(5.79
)
(1) For the three and twelve months ended December 31, 2025 we accrued $2.3 million and $9.3 million, respectively, net income attributable to non-controlling interest, representing the recurring cash compensation earned by non-controlling interest shareholders post-DPLTA. For the three and twelve months ended December 31, 2024, we accrued $2.4 million and $9.8 million, respectively, representing the recurring cash compensation earned by non-controlling interest shareholders post-DPLTA.
(2) Loss per common share attributable to ADTRAN Holdings, Inc. - basic and diluted - reflects $2.1 million and $4.1 million effect of redemption of RNCI for the three and twelve months ended December 31, 2025 and $0 and $3.0 million effect of redemption of RNCI for the three and twelve months ended December 31, 2024.
Condensed Consolidated Statements of Cash Flows
(Unaudited)
(In thousands)
Twelve Months Ended
December 31,
2025
2024
Cash flows from operating activities:
Net Loss
$
(36,243
)
$
(450,067
)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization
92,546
90,529
Goodwill impairment
—
297,353
Amortization of revolving credit facility issuance costs
1,351
3,950
Amortization of convertible notes issuance costs
441
—
Gain on investments
(4,740
)
(5,030
)
Net loss on disposal of property, plant and equipment
228
1,371
Stock-based compensation expense
10,062
15,988
Deferred income taxes
(3,847
)
5,576
Inventory write down - business efficiency program
—
4,135
Inventory reserves
(2,541
)
5,316
Change in operating assets and liabilities:
Accounts receivable, net
(18,301
)
46,108
Other receivables
5,767
10,713
Income taxes receivable
2,034
648
Inventory
64,494
79,985
Prepaid expenses other current assets and other assets
19,223
(13,445
)
Accounts payable
17,982
10,238
Accrued expenses and other liabilities
(17,967
)
4,873
Income taxes payable
(722
)
(4,670
)
Net cash provided by operating activities
129,767
103,571
Cash flows from investing activities:
Purchases of property, plant and equipment
(31,737
)
(34,501
)
Purchases of intangibles - developed technology
(37,528
)
(30,671
)
Proceeds from sales and maturities of available-for-sale investments
1,019
1,240
Purchases of available-for-sale investments
(383
)
(268
)
Payments for beneficial interests in securitized accounts receivable
(539
)
(55
)
Net cash used in investing activities
(69,168
)
(64,255
)
Cash flows from financing activities:
Tax withholdings related to stock-based compensation settlements
(1,478
)
(1,143
)
Proceeds from stock option exercises
1,829
824
Proceeds from receivables purchase agreement
—
68,556
Repayments on receivables purchase agreement
—
(83,772
)
Proceeds from draw on revolving credit agreements
49,000
26,000
Repayment of revolving credit agreements
(214,000
)
(31,000
)
Redemption of redeemable non-controlling interest
(46,575
)
(17,398
)
Payment of annual recurring compensation to non-controlling interest
(10,053
)
(10,084
)
Payment of debt issuance cost
(9,003
)
(1,994
)
Proceeds from issuance of senior convertible notes
201,250
—
Payments for capped call transactions related to convertible senior notes
(17,650
)
—
Net cash used in financing activities
(46,680
)
(50,011
)
Net increase (decrease) in cash and cash equivalents
13,919
(10,695
)
Effect of exchange rate changes
5,756
(451
)
Cash and cash equivalents, beginning of year
76,021
87,167
Cash and cash equivalents, end of year
$
95,696
$
76,021
Supplemental disclosure of cash financing activities:
Cash paid for interest
$
13,273
$
20,884
Cash used in operating activities related to operating leases
$
10,216
$
9,274
Supplemental disclosure of non-cash investing activities and financing activities:
Right-of-use assets obtained in exchange for lease obligations
$
6,432
$
5,317
Purchases of property, plant and equipment included in accounts payable
$
3,716
$
2,635
Purchases of property, plant and equipment included in other non-current liabilities
$
5,119
$
—
Redemption of redeemable non-controlling interest
$
4,085
$
2,986
Supplemental Information
Reconciliation of Gross Profit and Gross Margin to
Non-GAAP Gross Profit and Non-GAAP Gross Margin
(Unaudited)
(In thousands)
Three Months Ended
Twelve Months Ended
December 31, 2025
September 30, 2025
December 31, 2024
December 31, 2025
December 31, 2024
Total Revenue
$
291,560
$
279,435
$
242,852
$
1,083,807
$
922,720
Cost of Revenue
$
177,831
$
172,309
$
153,296
$
668,852
$
598,556
Acquisition-related expenses, amortization and adjustments (1)
(9,964
)
(10,140
)
(9,980
)
(40,534
)
(40,497
)
Stock-based compensation expense
(232
)
(265
)
(317
)
(986
)
(1,142
)
Restructuring expenses (2)
—
—
(538
)
—
(14,580
)
Integration expenses (3)
—
—
123
—
19
Non-GAAP Cost of Revenue
$
167,635
$
161,904
$
142,584
$
627,332
$
542,356
Gross Profit
$
113,729
$
107,126
$
89,556
$
414,955
$
324,164
Non-GAAP Gross Profit
$
123,925
$
117,531
$
100,268
$
456,475
$
380,364
Gross Margin
39.0
%
38.3
%
36.9
%
38.3
%
35.1
%
Non-GAAP Gross Margin
42.5
%
42.1
%
41.3
%
42.1
%
41.2
%
(1) Includes intangible amortization of backlog, inventory fair value adjustments, developed technology, customer relationships, and trade names acquired in connection with business combinations. We incur charges relating to the amortization of intangible assets and exclude these charges for purposes of calculating our non-GAAP measures. Such charges are significantly impacted by the timing and magnitude of our acquisitions. We exclude these charges for the purpose of calculating our non-GAAP measures, primarily because they are noncash expenses and our internal benchmarking analyses evidence that many industry participants and peers present non-GAAP financial measures excluding intangible asset amortization. Although this does not directly affect our cash position, the loss in value of intangible assets over time can have a material impact on the equivalent GAAP earnings measure.
(2) Includes expenses for a Business Efficiency Program designed to optimize the assets and business processes following the business combination with Adtran Networks. 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 bonus program was completed as of December 31, 2024.
Supplemental Information
Reconciliation of Operating Expenses to Non-GAAP Operating Expenses
(Unaudited)
(In thousands)
Three Months Ended
Twelve Months Ended
December 31, 2025
September 30, 2025
December 31, 2024
December 31, 2025
December 31, 2024
Operating Expenses
$
109,251
$
109,914
$
106,327
$
430,551
$
751,729
Acquisition-related expenses, amortization and adjustments (1)
(1,805
)
(2)
(1,898
)
(8)
(5,294
)
(11)
(8,127
)
(15)
(22,462
)
(19)
Stock-based compensation expense
(1,092
)
(3)
(2,589
)
(9)
(2,853
)
(12)
(9,076
)
(16)
(12,810
)
(20)
Restructuring expenses (4)
—
—
(3,567
)
(13)
284
(17)
(30,101
)
(21)
Integration expenses (5)
—
—
(586
)
(14)
—
(1,930
)
(22)
Deferred compensation adjustments (6)
781
(2,317
)
451
(3,023
)
(3,808
)
Goodwill impairment
—
—
—
—
(297,353
)
(23)
Professional fees and other expenses
(1,988
)
(7)
(694
)
(10)
—
(5,835
)
(18)
—
Non-GAAP Operating Expenses
$
105,147
$
102,416
$
94,478
$
404,774
$
383,265
(1) We incur charges relating to the amortization of intangible assets and exclude these charges for purposes of calculating our non-GAAP measures. Such charges are significantly impacted by the timing and magnitude of our acquisitions. We exclude these charges for the purpose of calculating our non-GAAP measures, primarily because they are noncash expenses and our internal benchmarking analyses evidence that many industry participants and peers present non-GAAP financial measures excluding intangible asset amortization. Although this does not directly affect our cash position, the loss in value of intangible assets over time can have a material impact on the equivalent GAAP earnings measure.
(2) Includes intangible amortization of developed technology, customer relationships, and trade names acquired in connection with business combinations, of which $1.4 million is included in selling, general and administrative expenses and $0.4 million is included in research and development expenses on the condensed consolidated statements of loss.
(3) $0.4 million is included in selling, general and administrative expenses and $0.7 million is included in research and development expenses on the condensed consolidated statements of loss.
(4) Includes expenses for a Business Efficiency Program designed to optimize the assets and business processes following the business combination with Adtran Networks. 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, 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 Employees, all of which is included in selling, general and administrative expenses on the condensed consolidated statement of loss.
(7) $2.0 million is included in selling, general and administrative expenses on the condensed consolidated statements of loss. Includes professional fees related to an internal investigation and a related SEC inquiry, a provision in connection with a potential 401(k) plan corrective action, and fees relating to other one-time professional fees and business expenses.
(8) Includes intangible amortization of developed technology, customer relationships, and trade names acquired in connection with business combinations, of which $1.4 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.
(9) $1.8 million is included in selling, general and administrative expenses and $0.8 million is included in research and development expenses on the condensed consolidated statements of loss.
(10) $0.7 million is included in selling, general and administrative expenses on the condensed consolidated statements of loss. Includes professional fees related to an internal investigation and a related SEC inquiry, as well as fees relating to other one-time professional fees and business expenses.
(11) Includes $4.3 million of intangible amortization of developed technology, customer relationships, and trade names acquired in connection with business combinations and $1.0 million of legal and advisory fees related to a potential strategic transaction which are included in selling, general and administrative expenses on the condensed consolidated statements of loss.
(12) $1.9 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) $1.2 million is included in selling, general and administrative expenses and $2.4 million is included in research and development expenses on the condensed consolidated statements of loss. Includes expenses for restructuring program designed to optimize the assets and business processes following the business combination with Adtran Networks SE. The restructuring program commenced upon the closing of the business combination with Adtran Networks SE and was substantially completed in late 2024. Additionally, as part of the Business Efficiency Program, management determined to close a facility in Greifswald, Germany which occurred in December 2024. The Business Efficiency Program was completed as of December 31, 2024.
(14) $0.6 million is included in selling, general and administrative expenses on the condensed consolidated statements of loss, and is primarily related to the Company's one-time integration bonus program in connection with synergy targets as a result of the business combination with Adtran Networks SE which bonus program was completed as of December 31, 2024.
(15) Includes intangible amortization of developed technology, customer relationships, and trade names acquired in connection with business combinations, of which $6.4 million is included in selling, general and administrative expenses and $1.7 million is included in research and development expenses on the condensed consolidated statements of loss.
(16) $6.0 million is included in selling, general and administrative expenses and $3.1 million is included in research and development expenses on the condensed consolidated statements of loss.
(17) Includes a true-up of expenses on the condensed consolidated statements of loss for a Business Efficiency Program designed to optimize the assets and business processes following the business combination with Adtran Networks. The Business Efficiency Program was completed as of December 31, 2024.
(18) $5.8 million is included in selling, general and administrative expenses on the condensed consolidated statements of loss. Includes professional fees related to an internal investigation and a related SEC inquiry, a provision in connection with a potential 401(k) plan corrective action, employee exit costs and fees relating to other one-time professional fees and business expenses.
(19) Includes $17.6 million of intangible amortization of developed technology, customer relationships, and trade names acquired in connection with business combinations and $4.9 million of legal and advisory fees related to a potential strategic transaction which are included in selling, general and administrative expenses on the condensed consolidated statements of loss.
(20) $9.0 million is included in selling, general and administrative expenses and $3.8 million is included in research and development expenses on the condensed consolidated statements of loss.
(21) $9.1 million is included in selling, general and administrative expenses and $21.0 million is included in research and development expenses on the condensed consolidated statements of loss. Includes expenses for restructuring program designed to optimize the assets and business processes following the business combination with Adtran Networks SE. The restructuring program commenced upon the closing of the business combination with Adtran Networks SE and was substantially completed in late 2024. Additionally, as part of the Business Efficiency Program, management determined to close a facility in Greifswald, Germany which occurred in December 2024. The Business Efficiency Program was completed as of December 31, 2024.
(22) $1.8 million is included in selling, general and administrative expenses and $0.1 million is included in research and development expenses on the condensed consolidated statements of loss, and is primarily related to the Company's one-time integration bonus program in connection with synergy targets as a result of the business combination with Adtran Networks SE.
(23) 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 Operating Income (Loss) and Operating Margin to Non-GAAP Operating Income (Loss)
and Non-GAAP Operating Margin
(Unaudited)
(In thousands)
Three Months Ended
Twelve Months Ended
December 31, 2025
September 30, 2025
December 31, 2024
December 31, 2025
December 31, 2024
Total Revenue
$
291,560
$
279,435
$
242,852
$
1,083,807
$
922,720
Operating Income (Loss)
$
4,478
$
(2,788
)
$
(16,771
)
$
(15,596
)
$
(427,565
)
Acquisition related expenses, amortizations and adjustments (1)
11,769
12,038
15,274
48,661
62,959
Stock-based compensation expense
1,324
2,855
3,169
10,062
13,951
Restructuring expenses (2)
—
—
4,105
(284
)
44,681
Integration expenses (3)
—
—
464
—
1,911
Deferred compensation adjustments (4)
(781
)
2,317
(451
)
3,023
3,808
Goodwill impairment (5)
—
—
—
—
297,353
Professional fees and other expenses (6)
1,988
694
—
5,835
—
Non-GAAP Operating Income (Loss)
$
18,778
$
15,116
$
5,790
$
51,701
$
(2,902
)
Operating Margin
1.5
%
-1.0
%
-6.9
%
-1.4
%
-46.3
%
Non-GAAP Operating Margin
6.4
%
5.4
%
2.4
%
4.8
%
-0.3
%
(1) Includes intangible amortization of backlog, inventory fair value adjustments, developed technology, customer relationships, and trade names acquired in connection with business combinations. We incur charges relating to the amortization of intangible assets and exclude these charges for purposes of calculating our non-GAAP measures. Such charges are significantly impacted by the timing and magnitude of our acquisitions. We exclude these charges for the purpose of calculating our non-GAAP measures, primarily because they are noncash expenses and our internal benchmarking analyses evidence that many industry participants and peers present non-GAAP financial measures excluding intangible asset amortization. Although this does not directly affect our cash position, the loss in value of intangible assets over time can have a material impact on the equivalent GAAP earnings measure.
(2) Includes expenses for the Company's Business Efficiency Program, which was designed to optimize the assets and business processes following the business combination with Adtran Networks. 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, which bonus program was completed as of December 31, 2024.
(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.
(6) Includes professional fees related to an internal investigation and a related SEC inquiry, a provision in connection with a potential 401(k) plan corrective action, employee exit costs and fees relating to other one-time professional fees and business expenses.
Supplemental Information
Reconciliation of Other Expense to Non-GAAP Other Expense
(Unaudited)
(In thousands)
Three Months Ended
Twelve Months Ended
December 31, 2025
September 30, 2025
December 31, 2024
December 31, 2025
December 31, 2024
Interest and dividend income
$
1,703
$
291
$
1,631
$
2,321
$
3,058
Interest expense
(4,520
)
(5,499
)
(4,870
)
(19,344
)
(22,053
)
Net investment (loss) gain
(574
)
2,186
(920
)
3,001
3,587
Other income (expense), net
805
(745
)
687
(1,632
)
246
Total Other Expense
$
(2,586
)
$
(3,767
)
$
(3,472
)
$
(15,654
)
$
(15,162
)
Deferred compensation adjustments (1)
601
(2,210
)
1,090
(2,928
)
(3,539
)
Pension expense (2)
12
13
7
47
28
Non-GAAP Other Expense
$
(1,973
)
$
(5,964
)
$
(2,375
)
$
(18,535
)
$
(18,673
)
(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 Net Loss inclusive of Non-Controlling Interest to
Non-GAAP Net Income (Loss) inclusive of Non-Controlling Interest
(Unaudited)
and
Reconciliation of Net Loss attributable to ADTRAN Holdings, Inc. and
Loss per Common Share attributable to ADTRAN Holdings, Inc. – Basic and Diluted to
Non-GAAP Net Income (Loss) attributable to ADTRAN Holdings, Inc. and
Non-GAAP Earnings (Loss) per Common Share attributable to ADTRAN Holdings, Inc. – Basic and Diluted
(Unaudited)
(In thousands, except per share amounts)
Three Months Ended
Twelve Months Ended
December 31, 2025
September 30, 2025
December 31, 2024
December 31, 2025
December 31, 2024
Net Loss attributable to ADTRAN Holdings, Inc. common stockholders
$
(1,521
)
$
(9,743
)
$
(46,106
)
$
(41,571
)
$
(456,910
)
Effect of redemption of RNCI (1)
(2,075
)
(519
)
(5
)
(4,085
)
(2,981
)
Net Loss attributable to ADTRAN Holdings, Inc.
$
(3,596
)
$
(10,262
)
$
(46,111
)
$
(45,656
)
$
(459,891
)
Net Income attributable to non-controlling interest (2)
2,316
2,505
2,407
9,413
9,824
Net Loss inclusive of non-controlling interest
$
(1,280
)
$
(7,757
)
$
(43,704
)
$
(36,243
)
$
(450,067
)
Acquisition related expenses, amortization and adjustments (3)
11,769
12,038
15,274
48,661
62,959
Stock-based compensation expense
1,324
2,855
3,169
10,062
13,951
Deferred compensation adjustments (4)
(180
)
107
639
95
269
Pension adjustments (5)
12
13
7
47
28
Restructuring expenses (6)
—
—
4,105
(284
)
44,681
Integration expenses (7)
—
—
464
—
1,911
Goodwill impairment
—
—
—
—
297,353
Professional fees and other expenses (8)
1,988
694
—
5,835
—
Tax effect of adjustments to net loss
(628
)
(2,301
)
20,675
(4,521
)
2,709
Non-GAAP Net Income (Loss) inclusive of non-controlling interest
$
13,005
$
5,649
$
629
$
23,652
$
(26,206
)
Net Income attributable to non-controlling interest (2)
2,316
2,505
2,407
9,413
9,824
Non-GAAP Net Income (Loss) attributable to ADTRAN Holdings, Inc.
$
10,689
$
3,144
$
(1,778
)
$
14,239
$
(36,030
)
Effect of redemption of RNCI (1)
2,075
519
5
4,085
2,981
Non-GAAP Net Income (Loss) attributable to ADTRAN Holdings, Inc. common stockholders
$
12,764
$
3,663
$
(1,773
)
$
18,324
$
(33,049
)
Weighted average shares outstanding – basic
79,877
79,803
79,091
79,742
78,928
Weighted average shares outstanding – diluted
79,877
79,803
79,091
79,742
78,928
Loss per common share attributable to ADTRAN Holdings, Inc. - basic
$
(0.02
)
$
(0.12
)
$
(0.58
)
$
(0.52
)
$
(5.79
)
Loss per common share attributable to ADTRAN Holdings, Inc. - diluted
$
(0.02
)
$
(0.12
)
$
(0.58
)
$
(0.52
)
$
(5.79
)
Non-GAAP Earnings (Loss) per common share attributable to ADTRAN Holdings, Inc. - basic
$
0.16
$
0.05
$
(0.02
)
$
0.23
$
(0.42
)
Non-GAAP Earnings (Loss) per common share attributable to ADTRAN Holdings, Inc. - diluted
$
0.16
$
0.05
$
(0.02
)
$
0.23
$
(0.42
)
(1) Loss per common share attributable to ADTRAN Holdings, Inc. - basic and diluted - reflects a $2.1 million and a $4.1 million effect of redemption of RNCI for the three and twelve months ended December 31, 2025 and a $0 and a $3.0 million effect of redemption of RNCI for the three and twelve months ended December 31, 2024.
(2) Represents the non-controlling interest portion of the Company's ownership of Adtran Networks pre-DPLTA and the annual recurring compensation earned by redeemable non-controlling interests and accrued by the Company post-DPLTA.
(3) We incur charges relating to the amortization of intangible assets and exclude these charges for purposes of calculating our non-GAAP measures. Such charges are significantly impacted by the timing and magnitude of our acquisitions. We exclude these charges for the purpose of calculating our non-GAAP measures, primarily because they are noncash expenses and our internal benchmarking analyses evidence that many industry participants and peers present non-GAAP financial measures excluding intangible asset amortization. Although this does not directly affect our cash position, the loss in value of intangible assets over time can have a material impact on the equivalent GAAP earnings measure.
(4) Includes non-cash change in fair value of equity investments held in deferred compensation plans offered to certain employees.
(5) Includes amortization of actuarial losses related to the Company's pension plan for employees in certain foreign countries.
(6) Includes expenses for a Business Efficiency Program designed to optimize the assets and business processes following the business combination with Adtran Networks. 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 result of the business combination with Adtran Networks. Includes fees incurred for the expansion of internal controls at Adtran Networks and the implementation of the DPLTA which was completed as of December 31, 2024.
(8) Includes professional fees related to an internal investigation and a related SEC inquiry, a provision in connection with a potential 401(k) plan corrective action, employee exit costs and fees relating to other one-time professional fees and business expenses.
Supplemental Information
Reconciliation of Net Cash Provided By Operating Activities to Free Cash Flow
(Unaudited)
(In thousands)
Three Months Ended
Twelve Months Ended
December 31,
September 30,
December 31,
December 31,
December 31,
2025
2025
2024
2025
2024
Net cash provided by operating activities
$
42,238
$
12,188
$
2,438
$
129,767
$
103,571
Purchases of property, plant and equipment and developed technologies (1)
(19,708
)
(17,029
)
(14,335
)
(69,265
)
(65,172
)
Free cash flow (Non-GAAP)
$
22,530
$
(4,841
)
$
(11,897
)
$
60,502
$
38,399
(1) Purchases related to capital expenditures and developed technologies.
View source version on businesswire.com: https://www.businesswire.com/news/home/20260225454653/en/
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
Original: ADTRAN Holdings, Inc. reports fourth quarter and full year 2025 financial results
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