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Exhibit 99.1

 

 

For Release

 

MRV ANNOUNCES THIRD QUARTER 2011 FINANCIAL RESULTS

 

CHATSWORTH, CA — November 9, 2011 — MRV Communications, Inc. (OTCQB: MRVC) (“MRV” or the “Company”), a leading provider of optical communications network infrastructure equipment and integration and managed services, today announced financial results for the third quarter ended September 30, 2011.

 

Dilip Singh, chief executive officer of MRV, commented, “MRV’s transformation continues as we remain focused on cultivating shareholder value by enhancing our products and services portfolios across business units and adding over 30 new customers worldwide during this quarter.”

 

Commenting on the financial results of the quarter, Singh continued, “Our local markets exhibited some slowness in the third quarter which adversely impacted revenue and gross margins.  Although we had a decline in revenues and lower gross margins, our efforts this year to control and reduce our operating expenses allowed us to deliver a six percent operating income margin. Despite the slowness seen in our markets this quarter, we believe our long-term growth prospects remain strong as our customers will continue to make infrastructure investments in their networks to meet bandwidth growth requirements.”

 

Consolidated Results

 

MRV reported third quarter 2011 revenue of $62.5 million, compared with revenue of $68.2 million last quarter and $66.1 million in the third quarter of 2010. The year-over-year decrease is attributable to a decline of $3.3 million in the Company’s Network Integration Group and, to a lesser degree, a decline of $0.7 million at MRV’s Network Equipment Group, offset by a decrease in intersegment sales between each of these two business units, which are eliminated in the Company’s consolidated reporting. The declines in revenue came from our French and Italian subsidiaries, which are experiencing a soft local telecom market, and from the Company’s Optical Communications Systems division (“OCS”).  OCS saw an 8% year-over-year decline in revenue, partly attributable to the loss of revenue from the free-space optics product line and other less profitable products discontinued since the third quarter of 2010. Product sales of out-of-band networking and fiber optic components were also weaker than last year. Partially offsetting the declines, OCS saw an increase in service revenues.

 

Gross margin for the third quarter of 2011 was 40.3%, down from 43.1% last quarter and 42.1% in the third quarter of 2010 due to margin declines across all business units. Gross margin was impacted by several factors including lower revenues, changes in product mix at certain business units, changes in the contribution of revenue by each business unit, pricing pressures, fluctuations in foreign exchange rates, most notably at Creative Electronic Systems S.A. (“CES”), where costs of revenue are incurred in Swiss Francs but revenue is denominated in U.S. dollars and Euros, and the aforementioned decline in intersegment sales between MRV’s Network Integration Group and Network Equipment Group.

 

Operating expenses declined 2% year-over-year to $21.6 million. In the same quarter of 2010 MRV recorded a credit of $1.4 million for the reversal of a litigation accrual related to a lawsuit against Source Photonics and MRV which was settled in the third quarter of 2010 by Source Photonics. MRV was released from the claim as part of the settlement.  Adjusting for the favorable prior year impact of this credit, operating expenses declined by $1.9 million and SG&A for the third quarter of 2011 improved to 25.5% of sales from 27.0% of sales reported in the third quarter of 2010. Compared to the prior quarter, operating expenses declined $4.2 million, or 16%, and improved from 37.9% of revenue last quarter to 34.6% this quarter. The year-over-year decrease primarily came from OCS and relates in part to the closure of our free-space optics product line and rationalization of certain foreign offices and decreased employee benefits and voluntary reductions in headcount.

 

On a year-to-date basis, MRV reported revenues of $192.6 million, a $10.2 million, or 5.6%, increase compared to $182.5 million for the nine month period of 2010.  A decrease in gross margins of 342 basis points, partially offset by a decrease in operating expenses as a percent of revenue of 191 basis points, led to a decrease in operating margin from 6.0% to 4.5%.

 

A more detailed discussion of MRV’s third quarter results, including an analysis by business segment, is included in the Management Discussion and Analysis section of the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2011 filed with the Securities Exchange Commission today.

 

About MRV Communications, Inc.

MRV Communications, Inc. is a leading global provider of carrier Ethernet, wavelength division multiplexing optical

 



 

transport, infrastructure management equipment and solutions, as well as network integration and managed services.  MRV’s solutions enable the delivery and provisioning of next-generation optical transport and carrier Ethernet services over any fiber infrastructure. MRV provides equipment and services worldwide to telecommunications service providers, enterprises, and governments, enabling network evolution and increasing efficiency, while reducing complexity and costs.  Through its subsidiaries, MRV operates research and development centers in North America and Europe, along with support centers and sales offices around the world.  For more information about MRV, visit http://www.mrv.com.

 

Forward Looking Statements

This press release may contain statements regarding future financial and operating results of MRV, management’s assessment of business trends, and other statements about management’s future expectations, beliefs, goals, plans or prospects and those of the market segments in which MRV is engaged that are based on management’s current expectations, estimates, forecasts and projections about MRV and its consolidated businesses and the respective market segments in which MRV’s businesses operate, in addition to management’s assumptions. Statements in this press release regarding MRV’s future financial and operating results, which are not statements of historical facts, constitute forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Words such as “expects,” “anticipates,” “envisions,” “estimates,” “targets,” “intends,” “plans,” “believes,” “seeks,” “should,” “could,” “forecasts,” “projects,” variations of such words and similar expressions, are intended to identify such forward-looking statements which are not statements of historical facts. These forward-looking statements are not guarantees of future performance nor guarantees that the events anticipated will occur or expected conditions will remain the same or improve. These statements involve certain risks, uncertainties and assumptions, the likelihood of which are difficult to assess and may not occur, including risks that each of its business segments may not make the expected progress in its respective market, or that management’s long-term strategy may not achieve the expected results. Therefore, actual outcomes, performance and results may differ from what is expressed or forecast in such forward-looking statements, and such differences may vary materially from current expectations.

 

For further information regarding risks and uncertainties associated with MRV’s businesses, please refer to the “Management’s Discussion and Analysis of Results of Operations and Financial Condition” and “Risk Factors” sections of MRV’s SEC filings, including, but not limited to, its annual report on Form 10-K for the year ended December 31, 2010, and its quarterly report on Form 10-Q for the quarter ended September 30, 2011, copies of which may be obtained by contacting MRV’s investor relations department or at MRV’s website at http://www.mrv-corporate.com or from the SEC’s EDGAR website at http://www.sec.gov.

 

All information in this release is as of September 30, 2011 unless otherwise stated. MRV undertakes no duty to update any forward-looking statement to conform the statement to actual results or changes in MRV’s expectations.

 

Contacts

Investor Relations:

MRV Communications, Inc.

(818) 886-MRVC (6782)

ir@mrv.com

 

or

 

CJP Communications for MRV

Thomas J. Rozycki, Jr.

(212) 279-3115 x208

trozycki@cjpcom.com

 

Media Relations:

MRV Communications, Inc.

pr@mrv.com

 

(Financial tables follow)

 



 

MRV Communications, Inc.

 

Statements of Operations

(In thousands, except per share data)

 

 

 

Three months ended September 30,

 

Nine months ended September 30,

 

 

 

2011

 

2010

 

2011

 

2010

 

 

 

(unaudited)

 

(unaudited)

 

(unaudited)

 

(unaudited)

 

Revenue:

 

 

 

 

 

 

 

 

 

Product revenue

 

$

48,154

 

$

52,940

 

$

151,066

 

$

145,237

 

Service revenue

 

14,301

 

13,180

 

41,549

 

37,222

 

Total revenue

 

62,455

 

66,120

 

192,615

 

182,459

 

Cost of sales

 

37,368

 

38,631

 

113,056

 

100,862

 

Gross profit

 

25,087

 

27,489

 

79,559

 

81,597

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Product development and engineering

 

5,666

 

5,654

 

18,059

 

15,770

 

Selling, general and administrative

 

15,918

 

16,443

 

52,853

 

54,896

 

Total operating expenses

 

21,584

 

22,097

 

70,912

 

70,666

 

Operating income

 

3,503

 

5,392

 

8,647

 

10,931

 

Interest expense

 

(217

)

(242

)

(687

)

(674

)

Gain from settlement of deferred consideration obligation

 

 

 

 

520

 

Other loss, net

 

(1,548

)

(1,245

)

(1,837

)

(1,336

)

Income from continuing operations before income taxes

 

1,738

 

3,905

 

6,123

 

9,441

 

Provision (benefit) for income taxes

 

(343

)

874

 

3,038

 

4,567

 

Income from continuing operations

 

2,081

 

3,031

 

3,085

 

4,874

 

Income (loss) from discontinued operations, net of income taxes of $20 in 2011 and $859 and $2,102 for the three and nine months in 2010, respectively

 

 

543

 

(3,414

)

6,409

 

Net income (loss)

 

2,081

 

3,574

 

(329

)

11,283

 

Less:

 

 

 

 

 

 

 

 

 

Net income from continuing operations attributable to noncontrolling interests

 

 

696

 

 

1,816

 

Net income (loss) attributable to MRV

 

$

2,081

 

$

2,878

 

$

(329

)

$

9,467

 

Net income from continuing operations attributable to MRV

 

$

2,081

 

$

2,335

 

$

3,085

 

$

3,058

 

Net income (loss) from discontinued operations attributable to MRV

 

$

 

$

543

 

$

(3,414

)

$

6,409

 

Net income (loss) attributable to MRV per share — basic:

 

 

 

 

 

 

 

 

 

From continuing operations

 

$

0.01

 

$

0.01

 

$

0.02

 

$

0.02

 

From discontinued operations

 

$

 

$

 

$

(0.02

)

$

0.04

 

Net income attributable to MRV per share — basic (1)

 

$

0.01

 

$

0.02

 

$

 

$

0.06

 

Net income (loss) attributable to MRV per share — diluted:

 

 

 

 

 

 

 

 

 

From continuing operations

 

$

0.01

 

$

0.01

 

$

0.02

 

$

0.02

 

From discontinued operations

 

$

 

$

 

$

(0.02

)

$

0.04

 

Net income attributable to MRV per share — diluted (1)

 

$

0.01

 

$

0.02

 

$

 

$

0.06

 

Weighted average number of shares:

 

 

 

 

 

 

 

 

 

Basic

 

157,535

 

157,707

 

157,518

 

157,674

 

Diluted

 

158,601

 

158,590

 

158,518

 

158,561

 

 


(1) Amounts may not add due to rounding.

 

1


 


 

MRV Communications, Inc.

 

Balance Sheets

 

(In thousands, except par values)

 

 

 

September 30,
2011
(Unaudited)

 

December 31,
2010

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

153,754

 

$

141,001

 

Short-term marketable securities

 

 

13,474

 

Restricted time deposits

 

1,760

 

1,709

 

Accounts receivable, net

 

57,915

 

61,455

 

Other receivables

 

15,783

 

15,294

 

Inventories

 

36,654

 

41,072

 

Deferred income taxes

 

2,487

 

2,511

 

Other current assets

 

7,670

 

9,838

 

Current assets of discontinued operations

 

 

2,774

 

Total current assets

 

276,023

 

289,128

 

Property and equipment, net

 

8,653

 

8,461

 

Goodwill

 

25,879

 

25,229

 

Other intangibles

 

375

 

 

Deferred income taxes, net of current portion

 

3,337

 

2,125

 

Other assets

 

544

 

571

 

Noncurrent assets of discontinued operations

 

 

1,352

 

Total assets

 

$

314,811

 

$

326,866

 

 

 

 

 

 

 

Liabilities and equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Short-term debt

 

$

13,188

 

$

18,036

 

Deferred consideration payable

 

4,615

 

4,615

 

Accounts payable

 

25,373

 

32,279

 

Accrued liabilities

 

21,339

 

23,714

 

Deferred revenue

 

13,724

 

14,186

 

Other current liabilities

 

3,491

 

2,166

 

Current liabilities of discontinued operations

 

 

1,376

 

Total current liabilities

 

81,730

 

96,372

 

Other long-term liabilities

 

6,434

 

8,931

 

Long-term liabilities from discontinued operations

 

 

462

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Preferred Stock, $0.01 par value: Authorized — 1,000 shares; no shares issued or outstanding

 

 

 

Common Stock, $0.0017 par value:

 

 

 

 

 

Authorized — 320,000 shares

 

 

 

 

 

Issued — 160,341 shares in 2011 and 160,038 shares in 2010

 

 

 

 

 

Outstanding — 157,649 shares in 2011 and 157,600 shares in 2010

 

270

 

270

 

Additional paid-in capital

 

1,412,410

 

1,410,234

 

Accumulated deficit

 

(1,200,681

)

(1,200,352

)

Treasury stock — 2,692 shares in 2011 and 2,437 in 2010

 

(3,271

)

(2,846

)

Accumulated other comprehensive income

 

17,919

 

13,795

 

Total stockholders’ equity

 

226,647

 

221,101

 

Total liabilities and stockholders’ equity

 

$

314,811

 

$

326,866

 

 

2