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Press Release -- February 17th, 2021
Source: rbbn
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Ribbon Communications Inc. Reports Fourth Quarter and Full Year 2020 Financial Results

Second Consecutive Quarter of Positive Net Income and Record Adjusted EBITDA - Revenue Grew 6% Sequentially
February 17, 2021

WESTFORD, Mass., Feb. 17, 2021 /PRNewswire/ -- Ribbon Communications Inc. (NASDAQ: RBBN), a global provider of real time communications software and IP optical transport solutions to service providers, enterprises, and critical infrastructure sectors, today announced its financial results for the fourth quarter and full year 2020.

Revenue for the fourth quarter of 2020 was $244 million, compared to $161 million for the fourth quarter of 2019, an increase of 52%.  Revenue for 2020 was $844 million, compared to $563 million in 2019, an increase of 50%.  Approximately $89 million of the year-over-year revenue increase in the fourth quarter and $261 million of the increase in 2020 was attributable to the Company's acquisition of ECI Telecom Group, Ltd. (ECI), which closed on March 3, 2020.

"We are very pleased with our fourth quarter results, in particular our second consecutive quarter of record adjusted EBITDA as we benefitted from strong sales and gross margins, along with efficiencies in operating expense," noted Bruce McClelland, President and Chief Executive Officer of Ribbon Communications.  "We are excited to carry this momentum forward in 2021 as we continue to focus on growing our IP Optical sales and improving overall profitability."

Financial Highlights 1, 2, 3

The following table summarizes the consolidated financial highlights for the three months and years ended December 31, 2020 and 2019 (in millions, except per share amounts).

Three months ended

Year ended

December 31,

December 31,

2020

2019

2020

2019

GAAP Revenue

$ 244

$ 161

$ 844

$563

GAAP Net income (loss)

$ 124

($ 150)

$   89

($130)

Non-GAAP Net income

$   27

$   30

$   62

$  51

GAAP diluted earnings (loss) per share

$0.81

($1.36)

$0.61

($1.19)

Non-GAAP diluted earnings per share

$0.18

$0.27

$0.43

$0.47

Weighted average shares (basic and diluted) outstanding

153

110

145

110

Non-GAAP Adjusted EBITDA

$  49

$  43

$ 131

$ 86

Cash was $136 million at December 31, 2020, compared with $111 million at September 30, 2020 and $45 million at December 31, 2019.

1 Results for the three months ended December 31, 2020 represent three months of Ribbon and ECI.  Results for the year ended December 31, 2020 represent twelve months of Ribbon and the period March 3, 2020 to December 31, 2020 for ECI.  Results for the year ended December 31, 2019 represent twelve months of Ribbon.

2 GAAP Net Income (loss) and GAAP diluted earnings per share (loss) for both the three months and year ended December 31, 2020 include Other Income, net, of approximately $114 million of income associated with the fair value and subsequent remeasurement of the convertible debt and warrants received from the sale of Kandy to American Virtual Cloud Technologies Inc. (AVCT).  The income was calculated using valuation methods in accordance with accounting guidance.  Fluctuations in AVCT's stock price will impact the future amounts that are recorded in Other Income, net, and could materially impact our quarterly results.

3 Please see the reconciliations of non-GAAP financial measures to the most directly comparable GAAP measures and additional information about non-GAAP measures in the section entitled "Discussion of Non-GAAP Financial Measures" in the attached schedules.

"This was an exceptional year from a cash perspective," said Mick Lopez, Chief Financial Officer of Ribbon Communications. "Our performance once again demonstrated strong focus and execution as we ended the year on a high note with strong growth and profitability."

Customer and Company Highlights

  • In addition to the Company's first IP Optical win in North America with a Top 4 cable MSO, Ribbon earned new IP Optical business with 5 regional telco carriers
  • Closed significant new orders with North American Tier-1 service providers as they continue to utilize Ribbon solutions to grow and evolve their networks
  • Revenue from customers outside the United States increased to 60% of total sales in 4Q20; international highlights include:
    • New network transformation project with a Tier-1 carrier in CALA using new virtualized C20 Call Session Controller
    • Secured the first large-scale OTN deployment for metro access for a defense customer in Europe
    • Implementing metro optical networks globally with Telecom Italia and collaborating with them to win new regional public, private, and enterprise IP optical opportunities in Europe
    • Signed over $10 million in Cloud and Edge deals in Japan with Tier-1 service providers
    • 4Q20 India sales consistent with those in 3Q20 with improvements in several accounts

Business Outlook1

The Company's outlook is based on current indications for its business, which are subject to change.  For the first quarter of 2021, the Company projects revenue of $190 million to $200 million, non-GAAP gross margin of 55% to 56%, non-GAAP earnings per share of $0.01 to $0.03, and Adjusted EBITDA of $14 million to $18 million. For the full year 2021, the Company projects revenue of $925 million to $945 million, non-GAAP gross margin of 55% to 56%, non-GAAP earnings per share of $0.49 to $0.54, and Adjusted EBITDA of $145 million to $155 million. The current outlook assumes no worsening of conditions related to the COVID-19 pandemic.

1 Please see the reconciliations of non-GAAP financial measures to the most directly comparable GAAP measures and additional information about the non-GAAP measures in the section entitled "Discussion of Non-GAAP Financial Measures" in the attached schedules.

Upcoming Virtual Investor Conference Schedule

  • May 24-26, 2021 – JP Morgan Global Technology, Media and Communications Conference (presentation and one-on-one institutional investor meetings).

Conference Call Details
Conference call to discuss the Company's financial results for the fourth quarter and year ended December 31, 2020 on February 17, 2021, via the investor section of its website at http://investors.ribboncommunications.com, where a replay will also be available shortly following the conference call.

Conference Call Details:
Date:  February 17, 2021
Time:  4:30 p.m. (ET)
Dial-in number (Domestic): 877-407-2991
Dial-in number (Intl): 201-389-0925
Instant Telephone Access:  Call me™

Replay information:
A telephone playback of the call will be available following the conference call until March 3, 2021 and can be accessed by calling 877-660-6853 or 201-612-7415 for international callers. The reservation number for the replay is 13715444.

About Ribbon

Ribbon Communications (NASDAQ: RBBN) delivers communications software, IP and optical networking solutions to service providers, enterprises and critical infrastructure sectors globally. We engage deeply with our customers, helping them modernize their networks for improved competitive positioning and business outcomes in today's smart, always-on and data-hungry world. Our innovative, end-to-end solutions portfolio delivers unparalleled scale, performance, and agility, including core to edge software-centric solutions, cloud-native offers, leading-edge security and analytics tools, along with IP and optical networking solutions for 5G. To learn more about Ribbon visit rbbn.com.

Important Information Regarding Forward-Looking Statements

The information in this release contains "forward-looking" statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995, which are subject to several risks and uncertainties.  All statements other than statements of historical facts contained in this release, including without limitation statements regarding, projected financial results for the first quarter 2021 and beyond, sales trends, and plans and objectives of management for future operations are forward-looking statements.  Without limiting the foregoing, the words "believes", "estimates", "expects", "expectations", "intends", "may", "plans", "projects" and other similar language, whether in the negative or affirmative, are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words.

Forward-looking statements are based on our current expectations and assumptions regarding our business, the economy and other future conditions.  Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict.  Our actual results may differ materially from those contemplated in these forward-looking statements due to various risks, uncertainties and other important factors, including, among others, risks related to the COVID-19 pandemic; risks that the business of ECI will not be integrated successfully or that the combined companies will not realize estimated cost savings; failure to realize anticipated benefits of the merger with ECI or the sale of the Kandy business; disruptions from the integration efforts or sale of the Kandy business that could harm our business; our ability to recruit and retain key personnel; reductions in customer spending; geopolitical tensions, including those in India, that could disrupt shipments to customers; a slowdown in customer payments and changes in customer requirements, including the timing of customer purchasing decisions and our recognition of revenues; conditions in the credit markets, credit risks and risks related to the terms of our credit agreement; our international operations, which are subject to the risks of currency fluctuations and foreign exchange controls; unpredictable fluctuations in quarterly revenue and business from our existing customers; increases in tariffs, trade restrictions or taxes on our products; and currency fluctuations.

These factors are not intended to be an all-encompassing list of risks and uncertainties that may affect our business and results from operations. Additional information regarding these and other factors can be found in our reports filed with the Securities and Exchange Commission, including our Form 10-K for the year ended December 31, 2019 and our Form 10-Q for the quarter ended September 30, 2020. In providing forward-looking statements, the Company expressly disclaims any obligation to update these statements publicly or otherwise, whether as a result of new information, future events or otherwise, except as required by law.

Discussion of Non-GAAP Financial Measures

Ribbon Communications' management uses several different financial measures, both GAAP and non-GAAP, in analyzing and assessing the overall performance of its business, making operating decisions, planning and forecasting future periods, and determining payments under compensation programs.  We consider the use of non-GAAP financial measures helpful in assessing the core performance of our continuing operations and when planning and forecasting future periods.  Our annual financial plan is prepared on a non-GAAP basis and is approved by our board of directors.  In addition, budgeting and forecasting for revenue and expenses are conducted on a non-GAAP basis and actual results on a non-GAAP basis are assessed against the annual financial plan.  By continuing operations, we mean the ongoing results of the business adjusted for certain expenses and credits, as described below.  We believe that providing non-GAAP information to investors will allow investors to view the financial results in the way our management views them and helps investors to better understand our core financial and operating performance and evaluate the efficacy of the methodology and information used by our management to evaluate and measure such performance.

While our management uses non-GAAP financial measures as tools to enhance their understanding of certain aspects of our financial performance, our management does not consider these measures to be a substitute for, or superior to, GAAP measures.  In addition, our presentations of these measures may not be comparable to similarly titled measures used by other companies.  These non-GAAP financial measures should not be considered alternatives for, or in isolation from, the financial information prepared and presented in accordance with GAAP.  Investors are cautioned that there are material limitations associated with the use of non-GAAP financial measures.  In particular, many of the adjustments to our financial measures reflect the exclusion of items that are recurring and will be reflected in our financial results for the foreseeable future.

Acquisition-Related Inventory Adjustment
Acquisition-related inventory adjustment amounts are inconsistent in frequency and amount and are significantly impacted by the then-current market prices of such inventory items.  We believe that excluding non-cash inventory adjustments arising from acquisitions facilitates the comparison of our financial results to our historical operating results and to other companies in our industry as if the inventory had been acquired by us through our normal channels rather than acquired.

Stock-Based Compensation
The expense related to stock-based awards is generally not controllable in the short-term and can vary significantly based on the timing, size and nature of awards granted.  We believe that presenting non-GAAP operating results that exclude stock-based compensation provides investors with visibility and insight into our management's method of analysis and the Company's core operating performance.

Amortization of Acquired Intangible Assets
Amortization amounts are inconsistent in frequency and amount and are significantly impacted by the timing and size of acquisitions.  We believe that excluding non-cash amortization of intangible assets facilitates the comparison of our financial results to our historical operating results and to other companies in our industry as if the acquired intangible assets had been developed internally rather than acquired.

Impairment of Goodwill
We performed our annual testing for impairment of goodwill in the fourth quarter of 2019, determined as a result of the testing that our goodwill was impaired, and recorded an impairment charge.  We believe that such expenses are not part of our core business or ongoing operations.  Accordingly, we believe that excluding the goodwill impairment charge facilitates the comparison of our financial results to our historical operating results and to other companies in our industry.

Litigation Costs
We have been involved in litigation with one of our competitors and with a former GENBAND business partner and have reached settlements in both cases.  We exclude the costs of such litigation because we believe such costs are not part of our core business or ongoing operations.

Acquisition-, Disposal- and Integration-Related Expense
We consider certain acquisition-, disposal- and integration-related costs to be unrelated to the organic continuing operations of our acquired businesses and the Company, and such costs are generally not relevant to assessing or estimating the long-term performance of the acquired assets.  We exclude such acquisition-, disposal- and integration-related costs to allow more accurate comparisons of our financial results to our historical operations and the financial results of less acquisitive peer companies and allows management and investors to consider the ongoing operations of the business both with and without such expenses.

Restructuring and Related Expense
We have recorded restructuring and related expense to streamline operations and reduce operating costs by closing and consolidating certain facilities and reducing our worldwide workforce.  We believe that excluding restructuring and related expense facilitates the comparison of our financial results to our historical operating results and to other companies in our industry, as there are no future revenue streams or other benefits associated with these costs.

Gain on Sale of Business
On December 1, 2020, we completed the sale of Kandy to AVCT.  As consideration, we received units of AVCT securities, comprised of AVCT's Series A-1 convertible debentures ("Debentures") and warrants to purchase shares of AVCT's common stock ("Warrants"), with an aggregate fair value approximating $84 million on the date of sale.  We exclude this gain because we believe that such gain is not part of our core business or ongoing operations.

Increase in Fair Value of Investments
We calculate the fair value of the Debentures and Warrants at each quarter-end and record any adjustments to their fair values in Other income, net.  We recorded the increase in the aggregate fair value of the Debentures and Warrants as of December 31, 2020 for the period since the sale of Kandy.  We exclude this and any subsequent gains and losses from the change in fair value of the Debentures and Warrants because we believe that such gains or losses are not part of our core business or ongoing operations.

Reduction to Deferred Purchase Consideration
We reached an agreement related to the outstanding cash deferred purchase consideration for our acquisition of Edgewater Networks, Inc. in the first quarter of 2019 and recorded the gain on the reduction in Other income, net.  We believe that such reductions to the cash deferred purchase consideration are not part of our core business or ongoing operations, as they relate to specific acquisitive transactions and that excluding such reductions facilitates the comparison of our financial results to our historical results and to other companies in our industry.

Gain on Litigation Settlement
We were involved in litigation with one of our competitors with whom we reached a settlement in the second quarter of 2019, which we recorded in Other income, net.  We believe that such gains are not part of our core business or ongoing operations and that excluding such gains facilitates the comparison of our financial results to our historical operating results and to other companies in our industry.

Tax Effect of Non-GAAP Adjustments
Non-GAAP income tax expense is presented based on an estimated tax rate applied against forecasted annual non-GAAP income.  Non-GAAP income tax expense assumes no available net operating losses or valuation allowances for the U.S. because of reporting significant cumulative non-GAAP income over the past several years.  On a go-forward basis, we intend to report our non-GAAP quarterly income taxes by computing an annual rate for the Company and applying that single rate (rather than multiple rates by jurisdiction) to our consolidated quarterly results.  We expect that this methodology will provide a more consistent rate throughout the year and allow investors to better understand the impact of income taxes on our results.  We have re-cast the 2020 and 2019 historical results using this methodology; this did not change our full year non-GAAP income tax expense.  Due to the methodology applied to our estimated annual tax rate, our estimated tax rate on non-GAAP income will differ from our GAAP tax rate and from our actual tax liabilities.

Adjusted EBITDA
We use Adjusted EBITDA as a supplemental measure to review and assess our performance.  We calculate Adjusted EBITDA by excluding from Income (loss) from operations: depreciation; amortization of acquired intangible assets; stock-based compensation; acquisition-related inventory adjustments; certain litigation costs; impairment of goodwill; acquisition-, disposal- and integration-related expense; and restructuring and related expense.  In general, we exclude the expenses that we consider to be non-cash and/or not part of our ongoing operations.  We may exclude other items in the future that have those characteristics.  Adjusted EBITDA is a non-GAAP financial measure that is used by our investing community for comparative and valuation purposes.  We disclose this metric to support and facilitate our dialogue with research analysts and investors.  Other companies may calculate Adjusted EBITDA differently than we do, limiting its usefulness as a comparative measure.

RIBBON COMMUNICATIONS INC.

Consolidated Statements of Operations

(in thousands, except percentages and per share amounts)

(unaudited)

Three months ended

December 31,

September 30,

December 31,

2020

2020

2019

Revenue:

Product

$        142,225

$         128,926

$          81,339

Service

101,977

102,192

79,770

Total revenue

244,202

231,118

161,109

Cost of revenue:

Product

59,669

58,545

23,977

Service

40,171

37,619

27,873

Total cost of revenue

99,840

96,164

51,850

Gross profit

144,362

134,954

109,259

Gross margin:

Product

58.0%

54.6%

70.5%

Service

60.6%

63.2%

65.1%

Total gross margin

59.1%

58.4%

67.8%

Operating expenses:

Research and development

51,321

49,113

35,604

Sales and marketing

37,551

36,898

26,701

General and administrative

14,966

16,021

13,037

Amortization of acquired intangible assets

15,558

16,349

12,396

Impairment of goodwill

-

-

164,300

Acquisition-, disposal- and integration-related expense

2,557

1,366

6,092

Restructuring and related expense

5,509

3,290

(49)

Total operating expenses

127,462

123,037

258,081

Income (loss) from operations

16,900

11,917

(148,822)

Interest expense, net

(5,393)

(6,854)

(525)

Other income, net

115,534

407

316

Income (loss) before income taxes

127,041

5,470

(149,031)

Income tax (provision) benefit

(3,281)

782

(1,332)

Net income (loss)

$        123,760

$             6,252

$       (150,363)

Earnings (loss) per share:

Basic

$              0.85

$               0.04

$             (1.36)

Diluted

$              0.81

$               0.04

$             (1.36)

Weighted average shares used to compute earnings (loss) per share:

Basic

145,311

144,948

110,269

Diluted

153,441

151,680

110,269

RIBBON COMMUNICATIONS INC.

Consolidated Statements of Operations

(in thousands, except percentages and per share amounts)

(unaudited)

Year ended

December 31,

December 31,

2020

2019

Revenue:

Product

$       467,912

$       262,030

Service

375,883

301,081

Total revenue

843,795

563,111

Cost of revenue:

Product

204,772

95,774

Service

145,916

112,680

Total cost of revenue

350,688

208,454

Gross profit

493,107

354,657

Gross margin:

Product

56.2%

63.4%

Service

61.2%

62.6%

Total gross margin

58.4%

63.0%

Operating expenses:

Research and development

194,525

141,060

Sales and marketing

139,318

106,310

General and administrative

63,286

53,870

Amortization of acquired intangible assets

60,910

49,225

Impairment of goodwill

-

164,300

Acquisition-, disposal- and integration-related expense

17,164

12,953

Restructuring and related expense

16,235

16,399

Total operating expenses

491,438

544,117

Income (loss) from operations

1,669

(189,460)

Interest expense, net

(21,042)

(3,877)

Other income, net

112,690

70,444

Income (loss) before income taxes

93,317

(122,893)

Income tax provision

(4,726)

(7,182)

Net income (loss)

$         88,591

$      (130,075)

Earnings (loss) per share:

Basic

$             0.64

$            (1.19)

Diluted

$             0.61

$            (1.19)

Weighted average shares used to compute earnings (loss) per share:

Basic

138,967

109,734

Diluted

144,650

109,734

RIBBON COMMUNICATIONS INC.

Consolidated Balance Sheets

(in thousands)

(unaudited)

December 31,

December 31,

2020

2019

Assets

Current assets:

Cash and cash equivalents

$         128,428

$           44,643

Restricted cash

7,269

-

Accounts receivable, net

237,738

192,706

Inventory

45,750

14,800

Other current assets

28,461

27,146

Total current assets

447,646

279,295

Property and equipment, net

48,888

28,976

Intangible assets, net

417,356

213,366

Goodwill

416,892

224,896

Investments

115,183

-

Deferred income taxes

10,651

4,959

Operating lease right-of-use assets

69,757

36,654

Other assets

20,892

26,762

$      1,547,265

$         814,908

Liabilities and Stockholders' Equity

Current liabilities:

Current portion of term debt

$           15,531

$             2,500

Revolving credit facility

-

8,000

Accounts payable

63,387

31,412

Accrued expenses and other

134,865

56,700

Operating lease liabilities

17,023

7,719

Deferred revenue

96,824

100,406

Total current liabilities

327,630

206,737

Long-term debt, net of current

369,035

45,995

Operating lease liabilities, net of current

72,614

37,202

Deferred revenue, net of current

26,010

20,482

Deferred income taxes

16,842

4,648

Other long-term liabilities

48,281

16,589

Total liabilities

860,412

331,653

Commitments and contingencies

Stockholders' equity:

Common stock

15

11

Additional paid-in capital

1,870,256

1,747,784

Accumulated deficit

(1,178,476)

(1,267,067)

Accumulated other comprehensive (loss) income

(4,942)

2,527

Total stockholders' equity

686,853

483,255

$      1,547,265

$         814,908

RIBBON COMMUNICATIONS INC.

Consolidated Statements of Cash Flows

(in thousands)

(unaudited)

Year ended

 December 31, 

 December 31, 

2020

2019

Cash flows from operating activities:

Net income (loss)

$             88,591

$         (130,075)

Adjustments to reconcile net income (loss) to cash flows provided by operating activities:

Depreciation and amortization of property and equipment

17,188

11,949

Amortization of intangible assets

60,910

49,225

Amortization of debt issuance costs

5,673

360

Stock-based compensation

13,899

12,601

Impairment of intangible assets and goodwill

-

164,300

Deferred income taxes

(5,305)

5,299

Gain on sale of business

(83,552)

-

Increase in fair value of investments

(30,296)

-

Reduction in deferred purchase consideration

(70)

(8,124)

Foreign currency exchange losses

2,961

1,090

Changes in operating assets and liabilities:

Accounts receivable

9,578

(3,936)

Inventory

11,842

7,776

Other operating assets

45,032

(17,849)

Accounts payable

(49,561)

(16,282)

Accrued expenses and other long-term liabilities

20,629

(18,538)

Deferred revenue

(5,955)

(2,111)

Net cash provided by operating activities

101,564

55,685

Cash flows from investing activities:

Purchases of property and equipment

(26,721)

(10,824)

Business acqusitions, net of cash acquired

(346,852)

-

Maturities of marketable securities

-

7,295

Proceeds from the sale of fixed assets

43,500

-

Net cash used in investing activities

(330,073)

(3,529)

Cash flows from financing activities:

Borrowings under revolving line of credit

615

117,000

Principal payments on revolving line of credit

(8,615)

(164,000)

Proceeds from issuance of term debt

478,500

50,000

Principal payment of debt, related party

-

(24,716)

Principal payments of term debt

(134,188)

(1,250)

Payment of deferred purchase consideration

-

(21,876)

Principal payments of finance leases

(1,258)

(913)

Payment of debt issuance costs

(14,147)

(891)

Proceeds from the sale of common stock in connection with employee stock purchase plan

-

863

Proceeds from the exercise of stock options

70

235

Payment of tax withholding obligations related to net share settlements of restricted stock awards

(1,674)

(1,193)

Repurchase of common stock

-

(4,536)

Net cash provided by (used in) financing activities

319,303

(51,277)

Effect of exchange rate changes on cash, cash equivalents and restricted cash

260

70

Net increase in cash, cash equivalents and restricted cash

91,054

949

Cash and cash equivalents, beginning of year

44,643

43,694

Cash, cash equivalents and restricted cash, end of year

$           135,697

$             44,643

RIBBON COMMUNICATIONS INC.

Supplemental Information

(in thousands)

(unaudited)

The following tables provide the details of stock-based compensation included as components of other line items in the Company's Consolidated Statements of Operations and the line items in which these amounts are reported.  

 Three months ended 

 Year ended 

December 31,

September 30,

December 31,

December 31,

December 31,

2020

2020

2019

2020

2019

Stock-based compensation

Cost of revenue - product

$                51

$                 57

$                14

$              174

$                    76

Cost of revenue - service

208

204

111

701

478

Cost of revenue

259

261

125

875

554

Research and development

804

868

539

2,968

1,898

Sales and marketing

1,177

1,189

763

4,129

3,028

General and administrative

1,492

1,651

3,020

5,927

7,121

Operating expense

3,473

3,708

4,322

13,024

12,047

Total stock-based compensation

$           3,732

$            3,969

$           4,447

$         13,899

$             12,601

RIBBON COMMUNICATIONS INC.

Reconciliation of Non-GAAP and GAAP Financial Measures

(in thousands, except per share amounts)

(unaudited)

Three months ended

December 31,

September 30,

December 31,

2020

2020

2019

GAAP Total gross margin

59.1%

58.4%

67.8%

Stock-based compensation

0.1%

0.1%

0.1%

Acquisition-related inventory adjustment

0.0%

0.9%

0.0%

Non-GAAP Total gross margin

59.2%

59.4%

67.9%

GAAP Net income (loss)

$       123,760

$            6,252

$      (150,363)

Acquisition-related inventory adjustment

-

2,000

-

Stock-based compensation

3,732

3,969

4,447

Amortization of acquired intangible assets

15,558

16,349

12,396

Impairment of goodwill

-

-

164,300

Litigation costs

-

-

1,767

Acquisition-, disposal- and integration-related expense

2,557

1,366

6,092

Restructuring and related expense

5,509

3,290

(49)

Gain on sale of business

(83,552)

-

-

Increase in fair value of investments

(30,296)

-

-

Tax effect of non-GAAP adjustments

(10,000)

(11,409)

(8,904)

Non-GAAP Net income

$         27,268

$          21,817

$         29,686

Earnings (loss) per share

GAAP Diluted earnings per share or (loss) per share

$             0.81

$              0.04

$            (1.36)

Acquisition-related inventory adjustment

-

0.01

-

Stock-based compensation

0.02

0.03

0.04

Amortization of acquired intangible assets

0.10

0.11

0.10

Impairment of goodwill

-

-

1.49

Litigation costs

-

-

0.02

Acquisition-, disposal- and integration-related expense

0.02

0.01

0.06

Restructuring and related expense

0.04

0.02

 * 

Gain on sale of business

(0.54)

-

-

Increase in fair value of investments

(0.20)

-

-

Tax effect of non-GAAP adjustments

(0.07)

(0.08)

(0.08)

Non-GAAP Diluted earnings per share

$             0.18

$              0.14

$             0.27

Weighted average shares used to compute diluted earnings per share or (loss) per share

  Shares used to compute GAAP diluted earnings per share or (loss) per share

153,441

151,680

110,269

  Shares used to compute Non-GAAP diluted earnings per share

153,441

151,680

110,491

Adjusted EBITDA

GAAP Income (loss) from operations

$         16,900

$          11,917

$      (148,822)

Depreciation

4,434

4,494

3,125

Amortization of acquired intangible assets

15,558

16,349

12,396

Stock-based compensation

3,732

3,969

4,447

Acquisition-related inventory adjustment

-

2,000

-

Litigation costs

-

-

1,767

Impairment of goodwill

-

-

164,300

Acquisition-, disposal- and integration-related expense

2,557

1,366

6,092

Restructuring and related expense

5,509

3,290

(49)

Non-GAAP Adjusted EBITDA

$         48,690

$          43,385

$         43,256

*  Less than $0.01 impact on earnings (loss) per share.

RIBBON COMMUNICATIONS INC.

Reconciliation of Non-GAAP and GAAP Financial Measures

(in thousands, except per share amounts)

(unaudited)

Year ended

December 31,

December 31,

2020

2019

GAAP Total gross margin

58.4%

63.0%

Stock-based compensation

0.1%

0.1%

Acquisition-related inventory adjustment

0.3%

0.0%

Non-GAAP Total gross margin

58.8%

63.1%

GAAP Net income (loss)

$         88,591

$      (130,075)

Acquisition-related inventory adjustment

2,000

-

Stock-based compensation

13,899

12,601

Amortization of acquired intangible assets

60,910

49,225

Impairment of goodwill

-

164,300

Litigation costs

2,101

7,734

Acquisition-, disposal- and integration-related expense

17,164

12,953

Restructuring and related expense

16,235

16,399

Gain on sale of business

(83,552)

-

Increase in fair value of investments

(30,296)

-

Reduction to deferred purchase consideration

-

(8,124)

Gain on litigation settlement

-

(63,000)

Tax effect of non-GAAP adjustments

(25,335)

(10,560)

Non-GAAP Net income

$         61,717

$         51,453

Earnings (loss) per share

GAAP Diluted earnings per share or (loss) per share

$             0.61

$            (1.19)

Acquisition-related inventory adjustment

0.01

-

Stock-based compensation

0.11

0.11

Amortization of acquired intangible assets

0.42

0.46

Impairment of goodwill

-

1.49

Litigation costs

0.01

0.07

Acquisition-, disposal- and integration-related expense

0.12

0.12

Restructuring and related expense

0.11

0.15

Gain on sale of business

(0.58)

-

Increase in fair value of investments

(0.21)

-

Reduction to deferred purchase consideration

-

(0.07)

Gain on litigation settlement

-

(0.57)

Tax effect of non-GAAP adjustments

(0.17)

(0.10)

Non-GAAP Diluted earnings per share

$             0.43

$             0.47

Weighted average shares used to compute diluted earnings per share or (loss) per share

  Shares used to compute GAAP diluted earnings per share or (loss) per share

144,650

109,734

  Shares used to compute Non-GAAP diluted earnings per share

144,650

110,271

Adjusted EBITDA

GAAP Income (loss) from operations

$           1,669

$      (189,460)

Depreciation

17,188

11,949

Amortization of acquired intangible assets

60,910

49,225

Stock-based compensation

13,899

12,601

Acquisition-related inventory adjustment

2,000

-

Litigation costs

2,101

7,734

Impairment of goodwill

-

164,300

Acquisition-, disposal- and integration-related expense

17,164

12,953

Restructuring and related expense

16,235

16,399

Non-GAAP Adjusted EBITDA

$       131,166

$         85,701

RIBBON COMMUNICATIONS INC.

Reconciliation of Non-GAAP and GAAP Financial Measures - Outlook

(unaudited)

 Three months ending 

 Year ending 

 March 31, 2021 

December 31, 2021

 Range 

 Range 

Revenue ($ millions)

$       190

 to 

$       200

$       925

$       945

Gross margin

GAAP outlook

54.8%

55.8%

54.9%

55.9%

Stock-based compensation

0.2%

0.2%

0.1%

0.1%

Non-GAAP outlook

55.0%

56.0%

55.0%

56.0%

(Loss) earnings per share **

GAAP outlook

$     (0.18)

$     (0.15)

$     (0.03)

$      0.03

Stock-based compensation

0.03

0.03

0.12

0.12

Amortization of acquired intangible assets

0.10

0.10

0.43

0.43

Acquisition-, disposal- and integration-related expense

0.01

0.01

0.02

0.02

Restructuring and related expense

0.05

0.05

0.07

0.07

Tax effect of non-GAAP adjustments

 * 

(0.01)

(0.12)

(0.13)

Non-GAAP outlook

$      0.01

$      0.03

$      0.49

$      0.54

Weighted average shares used to compute (loss) per share or diluted earnings per share (in thousands)

Shares used to compute GAAP loss per share or diluted earnings per share

146,000

146,000

147,000

154,000

Shares used to compute Non-GAAP diluted earnings per share

153,000

153,000

154,000

154,000

Adjusted EBITDA ($ millions)

GAAP (loss) income from operations

$     (19.9)

$     (15.9)

$      27.5

$      37.5

Depreciation

4.2

4.2

17.4

17.4

Amortization of acquired intangible assets

15.9

15.9

66.7

66.7

Stock-based compensation

4.4

4.4

19.1

19.1

Acquisition-, disposal- and integration-related expense

1.7

1.7

3.5

3.5

Restructuring and related expense

7.7

7.7

10.8

10.8

Non-GAAP outlook

$      14.0

$      18.0

$    145.0

$    155.0

*

Less than $0.01 impact on earnings (loss) per share

**

Excludes any income (loss) related to the change in fair value of the Debentures and Warrants received as sale consideration

APAC, CALA & EMEA Press
Catherine Berthier
North America Press
Dennis Watson
Analyst Relations
Michael Cooper
Investor Relations
Tom Berry

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