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8-K - 8-K - WESTELL TECHNOLOGIES INCa1q178kearningsrelease.htm


Exhibit 99.1

                                    
 
NEWS RELEASE

Westell Technologies Reports Fiscal First Quarter 2017 Revenue of $14.8M

Sequential revenue growth of 5% for the IBW segment

AURORA, IL, August 10, 2016 – Westell Technologies, Inc. (NASDAQ: WSTL), a leading provider of high-performance wireless infrastructure solutions, today announced results for its fiscal 2017 first quarter ended June 30, 2016 (1Q17). Management will host a conference call to discuss financial and business results tomorrow, Thursday, August 11, 2016, at 9:30 AM Eastern Time (details below).
Consistent with the Company’s preliminary announcement on July 27, consolidated revenue in 1Q17 was $14.8 million, and comprised $6.1 million from the In-Building Wireless (IBW) segment, $4.1 million from the Intelligent Site Management and Services (ISMS) segment, and $4.6 million from the Communication Network Solutions (CNS) segment.
 
1Q17
4Q16
1Q16
1Q17
1Q17
3 months ended
3 months ended
3 months ended
vs.
vs.
06/30/16
03/31/16
06/30/15
4Q16
1Q16
Consolidated Revenue
$14.8M
$20.9M
$21.6M
-29%
-31%
Gross Margin
30.8%
37.8%
39.1%
-7.0%
-8.3%
Net Income (Loss)
($7.8M)
($5.1M)
($3.9M)
($2.7M)
($3.9M)
Earnings (Loss) Per Share
($0.13)
($0.08)
($0.06)
($0.05)
($0.07)
Non-GAAP Gross Margin (1)
40.5%
38.1%
39.3%
2.4%
+1.2%
Non-GAAP Net Income (Loss) (1)
($3.6M)
($2.6M)
($2.0M)
($1.0M)
($1.6M)
Non-GAAP Earnings (Loss) Per Share (1)
($0.06)
($0.04)
($0.03)
($0.02)
($0.03)
(1)  Please refer to the schedule at the end of this press release for a complete GAAP to non-GAAP reconciliation and other information related to non-GAAP financial measures.

“As indicated in our preliminary 1Q17 revenue announcement, a general slowdown in carrier spending and a strike-related work stoppage at a major customer adversely impacted first quarter results. That notwithstanding, the quarter included a 5% sequential revenue increase for our IBW segment,” said Tom Gruenwald, CEO and President of Westell Technologies. “We are now implementing the comprehensive expense reduction plan that we announced last month. We are also experiencing improved order momentum in July and early August, which should result in a sequential revenue increase in 2Q17.”

Cash and short-term investments were $25.3 million at June 30, 2016, compared to $29.7 million at March 31, 2016. The $4.4 million use of cash was driven primarily by the net loss in the quarter, partly offset by favorable working capital.





In-Building Wireless (IBW) Segment
IBW’s revenue decrease year-over-year was due primarily to lower sales of DAS Conditioners, while the sequential increase was due primarily to higher sales of Repeaters. IBW’s segment gross margin in 1Q17, excluding one-time charges, was 39.0%, a decrease compared to 1Q16 due primarily to the lower revenue, and an increase compared to 4Q16 due primarily to a more favorable mix.
 
1Q17
4Q16
1Q16
1Q17
1Q17
3 months ended
3 months ended
3 months ended
vs.
vs.
06/30/16
03/31/16
06/30/15
4Q16
1Q16
IBW Segment Revenue
$6.1M
$5.8M
$9.1M
5%
-33%
IBW Segment Gross Margin (1)
16.2%
35.6%
44.1%
-19.4%
-27.9%
IBW Segment R&D Expense
$2.4M
$2.4M
$3.2M
$—
($0.8M)
IBW Segment Profit (Loss)
($1.4M)
($0.3M)
$0.8M
($1.1M)
($2.2M)
(1)  1Q17 IBW Segment Gross Margin was 39.0% when excluding a charge of $1.4 million related to the previously announced discontinuation of the ClearLink DAS and stock-based compensation. Please refer to the GAAP to non-GAAP reconciliation of IBW segment gross margin at the end of the Segment Statement of Operations section.
Intelligent Site Management & Services (ISMS) Segment
ISMS’s revenue decrease year-over-year was due primarily to lower Services revenue, while the sequential decrease was driven largely by lower sales of ISM Remote units. While ISMS’s gross margin in 1Q17 was generally consistent with 1Q16, it was down compared to 4Q16 due primarily to lower revenue.
 
1Q17
4Q16
1Q16
1Q17
1Q17
3 months ended
3 months ended
3 months ended
vs.
vs.
06/30/16
03/31/16
06/30/15
4Q16
1Q16
ISMS Segment Revenue
$4.1M
$5.2M
$4.5M
-21%
-9%
ISMS Segment Gross Margin
48.8%
53.6%
49.1%
-4.8%
-0.3%
ISMS Segment R&D Expense
$1.3M
$1.5M
$1.3M
($0.2M)
$—
ISMS Segment Profit (Loss)
$0.7M
$1.3M
$0.9M
($0.6M)
($0.2M)
Communication Network Solutions Group (CNS) Segment
CNS’s revenue decrease year-over-year was due to lower revenues across all products in this segment, with lower sales of Tower Mounted Amplifiers (TMAs) representing the largest decline. On a sequential basis, the largest contributor to the lower revenue was the decrease in sales of Integrated Cabinets. CNS’s gross margin improvement when compared to both 1Q16 and 4Q16 was due primarily to a more favorable mix.
 
1Q17
4Q16
1Q16
1Q17
1Q17
3 months ended
3 months ended
3 months ended
vs.
vs.
06/30/16
03/31/16
06/30/15
4Q16
1Q16
CNS Segment Revenue
$4.6M
$9.8M
$8.0M
-53%
-43%
CNS Segment Gross Margin
34.1%
30.6%
27.7%
+3.5%
+6.4%
CNS Segment R&D Expense
$0.6M
$0.8M
$0.6M
($0.2M)
$—
CNS Segment Profit (Loss)
$0.9M
$2.2M
$1.6M
($1.3M)
($0.7M)






Conference Call Information
Management will discuss financial and business results during the quarterly conference call on Thursday, August 11, 2016 at 9:30 AM Eastern Time. Investors may quickly register online in advance of the call at https://www.conferenceplus.com/Westell. After registering, participants receive dial-in numbers, a passcode and a registration ID that is used to uniquely identify their presence and automatically join them into the audio conference. A participant may also register by telephone on August 11, 2016 by calling 888-206-4065 no later than 8:15 AM Central Time (9:15 AM Eastern Time) and providing the operator confirmation number 43011348.

This news release and related information that may be discussed on the conference call, will be posted on the Investor Relations section of Westell's website: http://www.westell.com. A digital recording of the entire conference will be available for replay on Westell's website by approximately 1:00 PM Eastern Time following the conclusion of the conference.

About Westell Technologies
Westell is a leading provider of high-performance wireless infrastructure solutions focused on innovation and differentiation at the edge of communication networks, where end users connect. The Company's comprehensive set of products and solutions enable service providers and network operators to improve performance and reduce operating expenses. With millions of products successfully deployed worldwide, Westell is a trusted partner for transforming networks into high quality, reliable systems. For more information, please visit www.westell.com.
 
“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995
Certain statements contained herein that are not historical facts or that contain the words “believe,” “expect,” “intend,” “anticipate,” “estimate,” “may,” “will,” “plan,” “should,” or derivatives thereof and other words of similar meaning are forward-looking statements that involve risks and uncertainties.  Actual results may differ materially from those expressed in or implied by such forward-looking statements.  Factors that could cause actual results to differ materially include, but are not limited to, product demand and market acceptance risks, customer spending patterns, need for financing and capital, economic weakness in the United States (“U.S.”) economy and telecommunications market, the effect of international economic conditions and trade, legal, social and economic risks (such as import, licensing and trade restrictions), the impact of competitive products or technologies, competitive pricing pressures, customer product selection decisions, product cost increases, component supply shortages, new product development, excess and obsolete inventory, commercialization and technological delays or difficulties (including delays or difficulties in developing, producing, testing and selling new products and technologies), the ability to successfully consolidate and rationalize operations, the ability to successfully identify, acquire and integrate acquisitions, the effect of the Company's accounting policies, retention of key personnel and other risks more fully described in the Company's SEC filings, including the Form 10-K for the fiscal year ended March 31, 2016, under Item 1A - Risk Factors.  The Company undertakes no obligation to publicly update these forward-looking statements to reflect current events or circumstances after the date hereof, or to reflect the occurrence of unanticipated events, or otherwise.
Financial Tables to Follow:





Westell Technologies, Inc.
Condensed Consolidated Statement of Operations
(Amounts in thousands, except per share amounts)
(Unaudited)

 
 
Three months ended
 
 
June 30,
 
March 31,
 
June 30,
 
 
2016
 
2016
 
2015
Revenue
 
$
14,816

 
$
20,904

 
$
21,570

Gross profit
 
4,565

 
7,893

 
8,429

Gross margin
 
30.8
%
 
37.8
%
 
39.1
%
Operating expenses:
 
 
 
 
 
 
R&D
 
4,277

 
4,713

 
5,086

Sales and marketing
 
3,381

 
4,608

 
3,196

General and administrative
 
2,345

 
1,747

 
2,969

Intangible amortization
 
1,200

 
1,305

 
1,399

Restructuring
 
(36
)
 
731

(1) 
17

Long-lived assets impairment
 
1,181

(2) 

 

Total operating expenses
 
12,348

 
13,104

 
12,667

Operating profit (loss)
 
(7,783
)
 
(5,211
)
 
(4,238
)
Other income (expense), net
 
17

 
107

 
38

Income (loss) before income taxes and discontinued operations
 
(7,766
)
 
(5,104
)
 
(4,200
)
Income tax benefit (expense)
 
(2
)
 
27

 
62

Net income (loss) from continuing operations
 
(7,768
)
 
(5,077
)
 
(4,138
)
Income from discontinued operations (3)
 

 
1

 
272

Net income (loss)
 
$
(7,768
)
 
$
(5,076
)
 
$
(3,866
)
Basic net income (loss) per share:
 
 
 
 
 
 
Basic net income (loss) from continuing operations
 
$
(0.13
)
 
$
(0.08
)
 
$
(0.07
)
Basic net income (loss) from discontinued operations
 

 

 

Basic net income (loss) (4)
 
$
(0.13
)
 
$
(0.08
)
 
$
(0.06
)
Diluted net income (loss) per share:
 
 
 
 
 
 
Diluted net income (loss) from continuing operations
 
$
(0.13
)
 
$
(0.08
)
 
$
(0.07
)
Diluted net income (loss) from discontinued operations
 

 

 

Diluted net income (loss) (4)
 
$
(0.13
)
 
$
(0.08
)
 
$
(0.06
)
Weighted-average number of common shares outstanding:
 
 
 
 
 
 
Basic
 
61,016

 
60,847

 
60,703

Diluted
 
61,016

 
60,847

 
60,703



(1)
The Company recorded restructuring expense primarily relating to severance costs for terminated employees.
(2)
Impairment related to long-lived assets associated with ClearLink DAS.
(3)
Income from discontinued operations resulted from the expiration of indemnity periods and release of contingency reserves related to the sale of ConferencePlus.
(4)
Totals may not sum due to rounding.





Westell Technologies, Inc.
Condensed Consolidated Balance Sheet
(Amounts in thousands)


 
 
June 30, 2016 (Unaudited)
 
March 31, 2016
Assets
 
 
 
 
Cash and cash equivalents
 
$
15,178

 
$
19,169

Short-term investments
 
10,090

 
10,555

Accounts receivable, net
 
10,885

 
16,361

Inventories
 
13,732

 
13,498

Prepaid expenses and other current assets
 
1,780

 
1,900

Total current assets
 
51,665

 
61,483

Land, property and equipment, net
 
2,809

 
3,977

Intangible assets, net
 
19,188

 
20,388

Other non-current assets
 
173

 
183

Total assets
 
$
73,835

 
$
86,031

Liabilities and Stockholders’ Equity
 
 
 
 
Accounts payable
 
$
5,087

 
$
7,856

Accrued expenses
 
5,425

 
5,932

Accrued restructuring
 
1,090

 
1,537

Contingent consideration payable
 
47

 
311

Deferred revenue
 
989

 
1,601

Total current liabilities
 
12,638

 
17,237

Deferred revenue non-current
 
1,400

 
1,236

Deferred income tax liability
 
12

 
10

Accrued restructuring non-current
 
271

 
550

Other non-current liabilities
 
276

 
314

Total liabilities
 
14,597

 
19,347

Total stockholders’ equity
 
59,238

 
66,684

Total liabilities and stockholders’ equity
 
$
73,835

 
$
86,031






Westell Technologies, Inc.
Condensed Consolidated Statement of Cash Flows
(Amounts in thousands)
(Unaudited)
 
 
 
Three months ended June 30,
 
 
2016
 
2015
Cash flows from operating activities:
 
 
Net income (loss)
 
$
(7,768
)
 
$
(3,866
)
Reconciliation of net loss to net cash used in operating activities:
 
 
 
 
Depreciation and amortization
 
1,585

 
1,696

Long-lived assets impairment
 
1,181

 

Stock-based compensation
 
406

 
457

Restructuring
 
(36
)
 
17

Deferred taxes
 
2

 
110

Exchange rate loss (gain)
 
6

 
(6
)
Changes in assets and liabilities:
 
 
 
 
Accounts receivable
 
5,470

 
(2,607
)
Inventory
 
(234
)
 
1,420

Accounts payable and accrued expenses
 
(4,144
)
 
2,521

Deferred revenue
 
(448
)
 
(275
)
Other
 
128

 
(76
)
Net cash provided by (used in) operating activities
 
(3,852
)
 
(609
)
Cash flows from investing activities:
 
 
 
 
Net maturity (purchase) of short-term investments and debt securities
 
465

 
7,835

Proceeds from sale of land
 

 
264

Purchases of property and equipment, net
 
(396
)
 
(455
)
Net cash provided by (used in) investing activities
 
69

 
7,644

Cash flows from financing activities:
 
 
 
 
Purchase of treasury stock
 
(84
)
 
(49
)
Payment of contingent consideration
 
(127
)
 
(167
)
Net cash provided by (used in) financing activities
 
(211
)
 
(216
)
(Gain) loss of exchange rate changes on cash
 
3

 
2

Net increase (decrease) in cash and cash equivalents
 
(3,991
)
 
6,821

Cash and cash equivalents, beginning of period
 
19,169

 
14,026

Cash and cash equivalents, end of period
 
$
15,178

 
$
20,847






Westell Technologies, Inc.
Segment Statement of Operations
(Amounts in thousands)
(Unaudited)

Sequential Quarter Comparison
 
 
Three months ended June 30, 2016
 
Three Months ended March 31, 2016
 
 
IBW
 
ISMS
 
CNS
 
Total
 
IBW
 
ISMS
 
CNS
 
Total
Revenue
 
$
6,121

 
$
4,139

 
$
4,556

 
$
14,816

 
$
5,838

 
$
5,245

 
$
9,821

 
$
20,904

Gross profit
 
994

 
2,019

 
1,552

 
4,565

 
2,077

 
2,809

 
3,007

 
7,893

Gross margin (1)
 
16.2
%
 
48.8
%
 
34.1
%
 
30.8
%
 
35.6
%
 
53.6
%
 
30.6
%
 
37.8
%
R&D expenses
 
2,364

 
1,294

 
619

 
4,277

 
2,421

 
1,471

 
821

 
4,713

Segment profit (loss)
 
$
(1,370
)
 
$
725

 
$
933

 
$
288

 
$
(344
)
 
$
1,338

 
$
2,186

 
$
3,180

(1)  1Q17 IBW Segment Gross Margin was 39.0% when excluding a charge of $1.4 million related to the previously announced discontinuation of the ClearLink DAS and stock-based compensation. Please refer to the GAAP to non-GAAP reconciliation of IBW segment gross margin at the end of the Segment Statement of Operations section.

Year-over-Year Quarter Comparison
 
 
Three months ended June 30, 2016
 
Three months ended June 30, 2015
 
 
IBW
 
ISMS
 
CNS
 
Total
 
IBW
 
ISMS
 
CNS
 
Total
Revenue
 
$
6,121

 
$
4,139

 
$
4,556

 
$
14,816

 
$
9,070

 
$
4,505

 
$
7,995

 
$
21,570

Gross profit
 
994

 
2,019

 
1,552

 
4,565

 
4,001

 
2,211

 
2,217

 
8,429

Gross margin (1)
 
16.2
%
 
48.8
%
 
34.1
%
 
30.8
%
 
44.1
%
 
49.1
%
 
27.7
%
 
39.1
%
R&D expenses
 
2,364

 
1,294

 
619

 
4,277

 
3,162

 
1,281

 
643

 
5,086

Segment profit (loss)
 
$
(1,370
)
 
$
725

 
$
933

 
$
288

 
$
839

 
$
930

 
$
1,574

 
$
3,343

(1)  1Q17 IBW Segment Gross Margin was 39.0% when excluding a charge of $1.4 million related to the previously announced discontinuation of the ClearLink DAS and stock-based compensation. Please refer to the GAAP to non-GAAP reconciliation of IBW segment gross margin at the end of the Segment Statement of Operations section.

Reconciliation of GAAP to non-GAAP IBW Segment Gross Margin
 
 
Three months ended June 30, 2016
 
 
Revenue
 
Gross Profit
 
Gross Margin
GAAP - IBW segment
 
$
6,121

 
$
994

 
16.2
%
ClearLink DAS E&O (2)
 

 
1,389

 
 
Stock-based compensation (3)
 

 
3

 
 
Non-GAAP - IBW segment
 
$
6,121

 
$
2,386

 
39.0
%
(2)  Excess and Obsolete inventory charges on ClearLink DAS inventory and firm purchase commitments.
(3)  Stock-based compensation is a non-cash expense incurred in accordance with share-based compensation accounting standards.





Westell Technologies, Inc.
Reconciliation of GAAP to non-GAAP Financial Measures
(Amounts in thousands, except per share amounts)
(Unaudited)

 
 
Three months ended June 30, 2016
 
Three Months ended March 31, 2016
 
Three Months ended June 30, 2015
 
 
Revenue
 
Gross Profit
 
Gross Margin
 
Revenue
 
Gross Profit
 
Gross Margin
 
Revenue
 
Gross Profit
 
Gross Margin
GAAP - Consolidated
 
$
14,816

 
$
4,565

 
30.8
%
 
$
20,904

 
7,893

 
37.8
%
 
$
21,570

 
$
8,429

 
39.1
%
Deferred revenue adjustment (1)
 
63

 
63

 
 
 
63

 
63

 
 
 
73

 
73

 
 
ClearLink DAS E&O (2)
 

 
1,389

 
 
 

 
59

 
 
 

 

 
 
Stock-based compensation (3)
 

 
6

 
 
 

 
(29
)
 
 
 

 
(3
)
 
 
Non-GAAP - Consolidated
 
$
14,879

 
$
6,023

 
40.5
%
 
$
20,967

 
$
7,986

 
38.1
%
 
$
21,643

 
$
8,499

 
39.3
%

 
 
Three months ended
 
 
June 30,
 
March 31,
 
June 30,
 
 
2016
 
2016
 
2015
GAAP consolidated operating expenses
 
$
12,348

 
$
13,104

 
$
12,667

Adjustments:
 
 
 
 
 
 
Stock-based compensation (3)
 
(400
)
 
(320
)
 
(460
)
Long-lived asset impairment (4)
 
(1,181
)
 

 

Amortization of intangibles (5)
 
(1,200
)
 
(1,305
)
 
(1,399
)
Restructuring, separation, and transition (6)
 
36

 
(799
)
 
(164
)
    Total adjustments
 
(2,745
)
 
(2,424
)
 
(2,023
)
Non-GAAP consolidated operating expenses
 
$
9,603

 
$
10,680

 
$
10,644


 
 
Three months ended
 
 
June 30,
 
March 31,
 
June 30,
 
 
2016
 
2016
 
2015
GAAP consolidated operating profit (loss)
 
$
(7,783
)
 
$
(5,211
)
 
$
(4,238
)
Adjustments:
 
 
 
 
 
 
Deferred revenue adjustment (1)
 
63

 
63

 
73

ClearLink DAS E&O (2)
 
1,389

 
59

 

Stock-based compensation (3)
 
406

 
291

 
457

Long-lived asset impairment (4)
 
1,181

 

 

Amortization of intangibles (5)
 
1,200

 
1,305

 
1,399

Restructuring, separation, and transition (6)
 
(36
)
 
799

 
164

    Total adjustments
 
4,203

 
2,517

 
2,093

Non-GAAP consolidated operating profit (loss) from continuing operations
 
$
(3,580
)
 
$
(2,694
)
 
$
(2,145
)
Depreciation
 
385

 
458

 
297

Non-GAAP consolidated Adjusted EBITDA from continuing operations
 
$
(3,195
)
 
$
(2,236
)
 
$
(1,848
)






 
 
 
Three months ended
 
 
June 30,
 
March 31,
 
June 30,
 
 
2016
 
2016
 
2015
GAAP consolidated net income (loss)
 
$
(7,768
)
 
$
(5,076
)
 
$
(3,866
)
Adjustments:
 
 
 
 
 
 
Deferred revenue adjustment (1)
 
63

 
63

 
73

ClearLink DAS E&O (2)
 
1,389

 
59

 

Stock-based compensation (3)
 
406

 
291

 
457

Long-lived asset impairment (4)
 
1,181

 

 

Amortization of intangibles (5)
 
1,200

 
1,305

 
1,399

Restructuring, separation, and transition (6)
 
(36
)
 
799

 
164

(Income) loss from discontinued operations (7)
 

 
(1
)
 
(272
)
    Total adjustments
 
4,203

 
2,516

 
1,821

Non-GAAP consolidated net income (loss)
 
$
(3,565
)
 
$
(2,560
)
 
$
(2,045
)
GAAP consolidated net income (loss) per common share:
 
 
 
 
 
 
Basic and diluted
 
$
(0.13
)
 
$
(0.08
)
 
$
(0.06
)
Non-GAAP consolidated net income (loss) per common share:
 
 
 
 
 
 
Basic and diluted
 
$
(0.06
)
 
$
(0.04
)
 
$
(0.03
)
Average number of common shares outstanding:
 
 
 
 
 
 
Basic and diluted
 
61,016

 
60,847

 
60,703


The Company conforms to U.S. Generally Accepted Accounting Principles (GAAP) in the preparation of its financial statements. The schedules above reconcile the Company's non-GAAP financial measures to the most directly comparable GAAP measure. The adjustments share one or more of the following characteristics: they are unusual and the Company does not expect them to recur in the ordinary course of its business; they do not involve the expenditure of cash; they are unrelated to the ongoing operation of the business in the ordinary course; or their magnitude and timing is largely outside of the Company's control. Management believes that the non-GAAP financial information provides meaningful supplemental information to investors. Management also believes the non-GAAP financial information reflects the Company's core ongoing operating performance and facilitates comparisons across reporting periods. The Company uses these non-GAAP measures when evaluating its financial results. Non-GAAP measures should not be viewed as a substitute for the Company's GAAP results.
 
(1)
On April 1, 2013, the Company purchased Kentrox. The acquisition required the step-down on acquired deferred revenue, which resulted in lower revenue that will not recur once those liabilities have fully settled. The adjustment removes the step-down on acquired deferred revenue that was recognized.
(2)
Excess and Obsolete inventory charges on ClearLink DAS inventory and firm purchase commitments.
(3)
Stock-based compensation is a non-cash expense incurred in accordance with share-based compensation accounting standards.
(4)
Impairment related to long-lived assets associated with ClearLink DAS.
(5)
Amortization of intangibles is a non-cash expense arising from the acquisition of intangible assets.
(6)
Restructuring expenses are not directly related to the ongoing performance of our fundamental business operations. This adjustment also includes severance benefits related to the departure of certain former executives.
(7)
The release of contingent liabilities related to the sale of ConferencePlus are presented as discontinued operations.
For additional information, contact:
Tom Minichiello
Chief Financial Officer
Westell Technologies, Inc.
+1 (630) 375 4740
tminichiello@westell.com