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8-K - 8-K - WESTELL TECHNOLOGIES INCa2q178kearningsrelease.htm


Exhibit 99.1
                        
westelllogoonelinexa01a05.jpg
 
NEWS RELEASE

Westell Technologies Reports Fiscal Second Quarter 2017 Sequential
Revenue Increase of 20% to $17.8M

Expense reductions take effect, resulting in sequential EPS improvement of 31%
AURORA, IL, November 2, 2016 – Westell Technologies, Inc. (NASDAQ: WSTL), a leading provider of high-performance wireless infrastructure solutions, today announced results for its fiscal 2017 second quarter ended September 30, 2016 (2Q17). Management will host a conference call to discuss financial and business results tomorrow, Thursday, November 3, 2016, at 9:30 AM Eastern Time (details below).
Consolidated revenue in 2Q17 was $17.8 million, and comprised $6.6 million from the In-Building Wireless (IBW) segment, $5.1 million from the Intelligent Site Management and Services (ISMS) segment, and $6.0 million from the Communication Network Solutions (CNS) segment.

GAAP operating expenses were $12.2 million in 2Q17 compared to $12.3 million in 1Q17. Non-GAAP operating expenses, which excludes stock-based compensation, amortization of acquired intangible assets, and restructuring and restructuring-related charges, were $7.8 million in 2Q17 compared to $9.6 million in 1Q17.
 
2Q17
3 months ended 9/30/16
1Q17
3 months ended 6/30/16
 + favorable /
- unfavorable
Consolidated Revenue
$17.8M
$14.8M
+20%
Net Income (Loss)
($5.8M)
($7.8M)
+26%
Earnings (Loss) Per Share
($0.09)
($0.13)
+31%
Non-GAAP Net Income (Loss) (1)
($1.1M)
($3.6M)
+69%
Non-GAAP Earnings (Loss) Per Share (1)
($0.02)
($0.06)
+67%
(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 anticipated, 2Q17 revenue was up significantly from 1Q17, and all three segments grew sequentially with IBW up 9%, ISMS up 23%, and CNS up 32%,” said Kirk Brannock, President and CEO of Westell Technologies. “We also made great progress on the expense side and the bottom line, as we are now seeing the positive effects of our initial actions to reduce expenses.”

In October, Westell began to transition its IBW final assembly and test operations to Spinnaker Contract Manufacturing, Inc. of Tilton, New Hampshire, with an expected completion date of mid-December 2016. “Spinnaker is a trusted partner that has provided Westell with high-quality subassemblies since 2000,” Brannock said. “Streamlining operations is an important part of our path to profitability that will also reduce lead times and drive improved customer satisfaction.”






Cash and short-term investments were $20.9 million at September 30, 2016, compared to $25.3 million at June 30, 2016. Of the $4.4 million change during the quarter, cash used for operating activities was $4.1 million, which included a $2.7 million increase in customer receivables as of September 30, 2016, and $0.5 million for employee severance payments.
In-Building Wireless (IBW) Segment
IBW’s sequential revenue increase was driven primarily by higher sales of our Universal DAS Interface Tray (UDIT) active conditioner. IBW’s segment gross margin, excluding charges (see below), decreased to 36.5% in 2Q17 from 39.0% in 1Q17, due primarily to a less favorable mix.
 
2Q17
3 months ended 9/30/16
1Q17
3 months ended 6/30/16
 + favorable /
- unfavorable
IBW Segment Revenue
$6.6M
$6.1M
+9%
IBW Segment Gross Margin (1)
33.6%
16.2%
+17.4%
IBW Segment R&D Expense
$1.6M
$2.4M
+33%
IBW Segment Profit (Loss)
$0.6M
($1.4M)
+147%
(1)  Excluding charges of $0.2 million in 2Q17 and $1.4 million in 1Q17 related to the previously announced discontinuation of the ClearLink DAS, IBW segment gross margin was 36.5% and 39.0%, respectively. Please refer to the schedule at the end of this press release for a complete GAAP to non-GAAP reconciliation.
Intelligent Site Management & Services (ISMS) Segment
ISMS’s sequential revenue increase was driven primarily by higher deployment services revenue which, in turn, resulted in a less favorable mix that drove ISMS’s gross margin to decrease in 2Q17 compared to 1Q17.
 
2Q17
3 months ended 9/30/16
1Q17
3 months ended 6/30/16
 + favorable /
- unfavorable
ISMS Segment Revenue
$5.1M
$4.1M
+23%
ISMS Segment Gross Margin
47.1%
48.8%
-1.7%
ISMS Segment R&D Expense
$1.2M
$1.3M
+4%
ISMS Segment Profit (Loss)
$1.2M
$0.7M
+61%
Communication Network Solutions Group (CNS) Segment
CNS’s sequential revenue increase was driven primarily by higher sales of Integrated Cabinets which, in turn, resulted in a less favorable mix that drove CNS’s gross margin to decrease in 2Q17 compared to 1Q17.
 
2Q17
3 months ended 9/30/16
1Q17
3 months ended 6/30/16
 + favorable /
- unfavorable
CNS Segment Revenue
$6.0M
$4.6M
+32%
CNS Segment Gross Margin
28.7%
34.1%
-5.4%
CNS Segment R&D Expense
$0.5M
$0.6M
+20%
CNS Segment Profit (Loss)
$1.2M
$0.9M
+32%






Conference Call Information
Management will discuss financial and business results during the quarterly conference call on Thursday, November 3, 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 November 3, 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 43632542.

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/about-us/investor-relations/. 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
 
Six months ended
 
 
 
September 30,
 
June 30,
 
September 30,
 
September 30,
 
September 30,
 
 
 
2016
 
2016
 
2015
 
2016
 
2015
 
Revenue
 
$
17,780

 
$
14,816

 
$
25,514

 
$
32,596

 
$
47,084

 
Gross profit
 
6,367

 
4,565

 
10,231

 
10,932

 
18,660

 
Gross margin
 
35.8
%
 
30.8
%
 
40.1
%
 
33.5
%
 
39.6
%
 
Operating expenses:
 
 
 
 
 
 
 
 
 
 
 
R&D
 
3,327

 
4,277

 
4,625

 
7,604

 
9,711

 
Sales and marketing
 
2,896

 
3,381

 
4,113

 
6,277

 
7,309

 
General and administrative
 
2,218

 
2,345

 
2,493

 
4,563

 
5,462

 
Intangible amortization
 
1,201

 
1,200

 
1,432

 
2,401

 
2,831

 
Restructuring
 
2,601

(1) 
(36
)
 

 
2,565

(1) 
17

 
Long-lived assets impairment
 

 
1,181

(2) 

 
1,181

(2) 

 
Total operating expenses
 
12,243

 
12,348

 
12,663

 
24,591

 
25,330

 
Operating profit (loss)
 
(5,876
)
 
(7,783
)
 
(2,432
)
 
(13,659
)
 
(6,670
)
 
Other income (expense), net
 
74

 
17

 
(61
)
 
91

 
(23
)
 
Income (loss) before income taxes and discontinued operations
 
(5,802
)
 
(7,766
)
 
(2,493
)
 
(13,568
)
 
(6,693
)
 
Income tax benefit (expense)
 
(8
)
 
(2
)
 
20

 
(10
)
 
82

 
Net income (loss) from continuing operations
 
(5,810
)
 
(7,768
)
 
(2,473
)
 
(13,578
)
 
(6,611
)
 
Income from discontinued operations (3)
 

 

 

 

 
272

 
Net income (loss)
 
$
(5,810
)
 
$
(7,768
)
 
$
(2,473
)
 
$
(13,578
)
 
$
(6,339
)
 
Basic net income (loss) per share:
 
 
 
 
 
 
 
 
 
 
 
Basic net income (loss) from continuing operations
 
$
(0.09
)
 
$
(0.13
)
 
$
(0.04
)
 
$
(0.22
)
 
$
(0.11
)
 
Basic net income (loss) from discontinued operations
 

 

 

 

 

 
Basic net income (loss) (4)
 
$
(0.09
)
 
$
(0.13
)
 
$
(0.04
)
 
$
(0.22
)
 
$
(0.10
)
 
Diluted net income (loss) per share:
 
 
 
 
 
 
 
 
 
 
 
Diluted net income (loss) from continuing operations
 
$
(0.09
)
 
$
(0.13
)
 
$
(0.04
)
 
$
(0.22
)
 
$
(0.11
)
 
Diluted net income (loss) from discontinued operations
 

 

 

 

 

 
Diluted net income (loss) (4)
 
$
(0.09
)
 
$
(0.13
)
 
$
(0.04
)
 
$
(0.22
)
 
$
(0.10
)
 
Weighted-average number of common shares outstanding:
 
 
 
 
 
 
 
 
 
 
 
Basic
 
61,199

 
61,016

 
60,783

 
61,108

 
60,743

 
Diluted
 
61,199

 
61,016

 
60,783

 
61,108

 
60,743

 


(1)
The Company recorded restructuring expense primarily relating to abandonment of excess office space at its headquarters and in New Hampshire, and severance costs for terminated employees.
(2)
1Q17 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)


 
 
September 30, 2016 (Unaudited)
 
March 31, 2016
Assets
 
 
 
 
Cash and cash equivalents
 
$
20,917

 
$
19,169

Short-term investments
 

 
10,555

Accounts receivable, net
 
13,639

 
16,361

Inventories
 
12,678

 
13,498

Prepaid expenses and other current assets
 
1,923

 
1,900

Total current assets
 
49,157

 
61,483

Land, property and equipment, net
 
2,454

 
3,977

Intangible assets, net
 
17,987

 
20,388

Other non-current assets
 
168

 
183

Total assets
 
$
69,766

 
$
86,031

Liabilities and Stockholders’ Equity
 
 
 
 
Accounts payable
 
$
4,619

 
$
7,856

Accrued expenses
 
4,967

 
5,932

Accrued restructuring
 
2,951

 
1,537

Contingent consideration payable
 

 
311

Deferred revenue
 
1,318

 
1,601

Total current liabilities
 
13,855

 
17,237

Deferred revenue non-current
 
1,388

 
1,236

Deferred income tax liability
 
24

 
10

Accrued restructuring non-current
 
192

 
550

Other non-current liabilities
 
249

 
314

Total liabilities
 
15,708

 
19,347

Total stockholders’ equity
 
54,058

 
66,684

Total liabilities and stockholders’ equity
 
$
69,766

 
$
86,031






Westell Technologies, Inc.
Condensed Consolidated Statement of Cash Flows
(Amounts in thousands)
(Unaudited)
 
 
 
Three months ended September 30,
 
Six months
 ended
 September 30,
 
 
2016
 
2016
 
2015
Cash flows from operating activities:
 
 
Net income (loss)
 
$
(5,810
)
 
$
(13,578
)
 
$
(6,339
)
Reconciliation of net loss to net cash used in operating activities:
 
 
 
 
 
 
Depreciation and amortization
 
1,645

 
3,230

 
3,495

Long-lived assets impairment
 

 
1,181

 

Stock-based compensation
 
687

 
1,093

 
710

Restructuring
 
2,601

 
2,565

 
17

Deferred taxes
 
12

 
14

 
57

Other loss (gain)
 
5

 
11

 
60

Changes in assets and liabilities:
 
 
 
 
 
 
Accounts receivable
 
(2,748
)
 
2,722

 
(5,342
)
Inventory
 
1,054

 
820

 
4,009

Accounts payable and accrued expenses
 
(1,765
)
 
(5,909
)
 
3,476

Deferred revenue
 
317

 
(131
)
 
(845
)
Other
 
(136
)
 
(8
)
 
933

Net cash provided by (used in) operating activities
 
(4,138
)
 
(7,990
)
 
231

Cash flows from investing activities:
 
 
 
 
 
 
Net maturity (purchase) of short-term investments and debt securities
 
10,090

 
10,555

 
20,430

Proceeds from sale of land
 

 

 
264

Purchases of property and equipment, net
 
(102
)
 
(498
)
 
(1,530
)
Net cash provided by (used in) investing activities
 
9,988

 
10,057

 
19,164

Cash flows from financing activities:
 
 
 
 
 
 
Purchase of treasury stock
 
(57
)
 
(141
)
 
(85
)
Payment of contingent consideration
 
(48
)
 
(175
)
 
(455
)
Net cash provided by (used in) financing activities
 
(105
)
 
(316
)
 
(540
)
(Gain) loss of exchange rate changes on cash
 
(6
)
 
(3
)
 
(3
)
Net increase (decrease) in cash and cash equivalents
 
5,739

 
1,748

 
18,852

Cash and cash equivalents, beginning of period
 
15,178

 
19,169

 
14,026

Cash and cash equivalents, end of period
 
$
20,917

 
$
20,917

 
$
32,878






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

Sequential Quarter Comparison
 
 
Three months ended September 30, 2016
 
Three months ended June 30, 2016
 
 
IBW
 
ISMS
 
CNS
 
Total
 
IBW
 
ISMS
 
CNS
 
Total
Revenue
 
$
6,644

 
$
5,109

 
$
6,027

 
$
17,780

 
$
6,121

 
$
4,139

 
$
4,556

 
$
14,816

Gross profit
 
2,233

 
2,407

 
1,727

 
6,367

 
994

 
2,019

 
1,552

 
4,565

Gross margin (1)
 
33.6
%
 
47.1
%
 
28.7
%
 
35.8
%
 
16.2
%
 
48.8
%
 
34.1
%
 
30.8
%
R&D expenses
 
1,594

 
1,237

 
496

 
3,327

 
2,364

 
1,294

 
619

 
4,277

Segment profit (loss)
 
$
639

 
$
1,170

 
$
1,231

 
$
3,040

 
$
(1,370
)
 
$
725

 
$
933

 
$
288

(1)  Excluding charges of $0.2 million in 2Q17 and $1.4 million in 1Q17 related to the previously announced discontinuation of the ClearLink DAS, IBW segment gross margin was 36.5% and 39.0%, respectively. Please refer to the schedule at the end of this press release for a complete GAAP to non-GAAP reconciliation.

Year-over-Year Quarter Comparison
 
 
Three months ended September 30, 2016
 
Three months ended September 30, 2015
 
 
IBW
 
ISMS
 
CNS
 
Total
 
IBW
 
ISMS
 
CNS
 
Total
Revenue
 
$
6,644

 
$
5,109

 
$
6,027

 
$
17,780

 
$
10,819

 
$
5,886

 
$
8,809

 
$
25,514

Gross profit
 
2,233

 
2,407

 
1,727

 
6,367

 
4,547

 
3,164

 
2,520

 
10,231

Gross margin (1)
 
33.6
%
 
47.1
%
 
28.7
%
 
35.8
%
 
42.0
%
 
53.8
%
 
28.6
%
 
40.1
%
R&D expenses
 
1,594

 
1,237

 
496

 
3,327

 
2,775

 
1,302

 
548

 
4,625

Segment profit (loss)
 
$
639

 
$
1,170

 
$
1,231

 
$
3,040

 
$
1,772

 
$
1,862

 
$
1,972

 
$
5,606

(1)  2Q17 IBW Segment Gross Margin was 36.5% when excluding a charge of $0.2 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-to-Date Comparison
 
 
Six months ended September 30, 2016
 
Six months ended September 30, 2015
 
 
IBW
 
ISMS
 
CNS
 
Total
 
IBW
 
ISMS
 
CNS
 
Total
Revenue
 
$
12,765

 
$
9,248

 
$
10,583

 
$
32,596

 
$
19,889

 
$
10,391

 
$
16,804

 
$
47,084

Gross profit
 
3,227

 
4,426

 
3,279

 
10,932

 
8,548

 
5,375

 
4,737

 
18,660

Gross margin (1)
 
25.3
%
 
47.9
%
 
31.0
%
 
33.5
%
 
43.0
%
 
51.7
%
 
28.2
%
 
39.6
%
R&D expenses
 
3,958

 
2,531

 
1,115

 
7,604

 
5,937

 
2,583

 
1,191

 
9,711

Segment profit (loss)
 
$
(731
)
 
$
1,895

 
$
2,164

 
$
3,328

 
$
2,611

 
$
2,792

 
$
3,546

 
$
8,949

(1)  The six month ended September 30, 2016, IBW Segment Gross Margin was 37.7% when excluding a charge of $1.6 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
 September 30, 2016
 
Three months ended
June 30, 2016
 
Three months ended
September 30, 2015
 
 
Revenue
 
Gross Profit
 
Gross Margin
 
Revenue
 
Gross Profit
 
Gross Margin
 
Revenue
 
Gross Profit
 
Gross Margin
GAAP - IBW segment
 
$
6,644

 
$
2,233

 
33.6
%
 
$
6,121

 
$
994

 
16.2
%
 
$
10,819

 
$
4,547

 
42.0
%
ClearLink DAS E&O (1)
 

 
192

 
 
 

 
1,389

 
 
 

 

 
 
Stock-based compensation (2)
 

 
2

 
 
 

 
3

 
 
 

 

 
 
Non-GAAP - IBW segment
 
$
6,644

 
$
2,427

 
36.5
%
 
$
6,121

 
$
2,386

 
39.0
%
 
$
10,819

 
$
4,547

 
42.0
%
(1)  Excess and Obsolete inventory charges on ClearLink DAS inventory and firm purchase commitments.
(2)  Stock-based compensation is a non-cash expense incurred in accordance with share-based compensation accounting standards.

 
 
Six months ended September 30, 2016
 
Six months ended September 30, 2015
 
 
Revenue
 
Gross Profit
 
Gross Margin
 
Revenue
 
Gross Profit
 
Gross Margin
GAAP - IBW segment
 
$
12,765

 
$
3,227

 
25.3
%
 
$
19,889

 
$
8,548

 
43.0
%
ClearLink DAS E&O (1)
 

 
1,581

 
 
 

 

 
 
Stock-based compensation (2)
 

 
5

 
 
 

 

 
 
Non-GAAP - IBW segment
 
$
12,765

 
$
4,813

 
37.7
%
 
$
19,889

 
$
8,548

 
43.0
%
(1)  Excess and Obsolete inventory charges on ClearLink DAS inventory and firm purchase commitments.
(2)  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
 September 30, 2016
 
Three months ended
 June 30, 2016
 
Three months ended
 September 30, 2015
 
 
Revenue
 
Gross Profit
 
Gross Margin
 
Revenue
 
Gross Profit
 
Gross Margin
 
Revenue
 
Gross Profit
 
Gross Margin
GAAP - Consolidated
 
$
17,780

 
$
6,367

 
35.8
%
 
$
14,816

 
4,565

 
30.8
%
 
$
25,514

 
$
10,231

 
40.1
%
Deferred revenue adjustment (1)
 
63

 
63

 
 
 
63

 
63

 
 
 
73

 
73

 
 
ClearLink DAS E&O (2)
 

 
192

 
 
 

 
1,389

 
 
 

 

 
 
Stock-based compensation (3)
 

 
8

 
 
 

 
6

 
 
 

 
14

 
 
Non-GAAP - Consolidated
 
$
17,843

 
$
6,630

 
37.2
%
 
$
14,879

 
$
6,023

 
40.5
%
 
$
25,587

 
$
10,318

 
40.3
%

 
 
Three months ended
 
Six months ended
 
 
September 30,
 
June 30,
 
September 30,
 
September 30,
 
September 30,
 
 
2016
 
2016
 
2015
 
2016
 
2015
GAAP consolidated operating expenses
 
$
12,243

 
$
12,348

 
$
12,663

 
$
24,591

 
$
25,330

Adjustments:
 
 
 
 
 
 
 
 
 
 
Stock-based compensation (3)
 
(679
)
 
(400
)
 
(239
)
 
(1,079
)
 
(699
)
Long-lived asset impairment (4)
 

 
(1,181
)
 

 
(1,181
)
 

Amortization of intangibles (5)
 
(1,201
)
 
(1,200
)
 
(1,432
)
 
(2,401
)
 
(2,831
)
Restructuring, separation, and transition (6)
 
(2,601
)
 
36

 
(59
)
 
(2,565
)
 
(223
)
    Total adjustments
 
(4,481
)
 
(2,745
)
 
(1,730
)
 
(7,226
)
 
(3,753
)
Non-GAAP consolidated operating expenses
 
$
7,762

 
$
9,603

 
$
10,933

 
$
17,365

 
$
21,577


 
 
Three months ended
 
Six months ended
 
 
September 30,
 
June 30,
 
September 30,
 
September 30,
 
September 30,
 
 
2016
 
2016
 
2015
 
2016
 
2015
GAAP consolidated operating profit (loss)
 
$
(5,876
)
 
$
(7,783
)
 
$
(2,432
)
 
$
(13,659
)
 
$
(6,670
)
Adjustments:
 
 
 
 
 
 
 
 
 
 
Deferred revenue adjustment (1)
 
63

 
63

 
73

 
126

 
146

ClearLink DAS E&O (2)
 
192

 
1,389

 

 
1,581

 

Stock-based compensation (3)
 
687

 
406

 
253

 
1,093

 
710

Long-lived asset impairment (4)
 

 
1,181

 

 
1,181

 

Amortization of intangibles (5)
 
1,201

 
1,200

 
1,432

 
2,401

 
2,831

Restructuring, separation, and transition (6)
 
2,601

 
(36
)
 
59

 
2,565

 
223

    Total adjustments
 
4,744

 
4,203

 
1,817

 
8,947

 
3,910

Non-GAAP consolidated operating profit (loss) from continuing operations
 
$
(1,132
)
 
$
(3,580
)
 
$
(615
)
 
$
(4,712
)
 
$
(2,760
)
Depreciation
 
444

 
385

 
367

 
829

 
664

Non-GAAP consolidated Adjusted EBITDA (7) from continuing operations
 
$
(688
)
 
$
(3,195
)
 
$
(248
)
 
$
(3,883
)
 
$
(2,096
)






 
 
 
Three months ended
 
Six months ended
 
 
September 30,
 
June 30
 
September 30,
 
September 30,
 
September 30,
 
 
2016
 
2016
 
2015
 
2016
 
2015
GAAP consolidated net income (loss)
 
$
(5,810
)
 
$
(7,768
)
 
$
(2,473
)
 
$
(13,578
)
 
$
(6,339
)
Adjustments:
 
 
 
 
 
 
 
 
 
 
Deferred revenue adjustment (1)
 
63

 
63

 
73

 
126

 
146

ClearLink DAS E&O (2)
 
192

 
1,389

 

 
1,581

 

Stock-based compensation (3)
 
687

 
406

 
253

 
1,093

 
710

Long-lived asset impairment (4)
 

 
1,181

 

 
1,181

 

Amortization of intangibles (5)
 
1,201

 
1,200

 
1,432

 
2,401

 
2,831

Restructuring, separation, and transition (6)
 
2,601

 
(36
)
 
59

 
2,565

 
223

(Income) loss from discontinued operations (8)
 

 

 

 

 
(272
)
    Total adjustments
 
4,744

 
4,203

 
1,817

 
8,947

 
3,638

Non-GAAP consolidated net income (loss)
 
$
(1,066
)
 
$
(3,565
)
 
$
(656
)
 
$
(4,631
)
 
$
(2,701
)
GAAP consolidated net income (loss) per common share:
 
 
 
 
 
 
 
 
 
 
Basic and diluted
 
$
(0.09
)
 
$
(0.13
)
 
$
(0.04
)
 
$
(0.22
)
 
$
(0.10
)
Non-GAAP consolidated net income (loss) per common share:
 
 
 
 
 
 
 
 
 
 
Basic and diluted
 
$
(0.02
)
 
$
(0.06
)
 
$
(0.01
)
 
$
(0.08
)
 
$
(0.04
)
Average number of common shares outstanding:
 
 
 
 
 
 
 
 
 
 
Basic and diluted
 
61,199

 
61,016

 
60,783

 
61,108

 
60,743

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.
Footnotes:
 
(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 inventory and firm purchase commitments associated with the previously announced discontinuation of ClearLink DAS.
(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 previously acquired intangible assets.
(6) 
Restructuring expenses are not directly related to the ongoing performance of our fundamental business operations including costs relating to abandonment of excess office space at its headquarters and in New Hampshire, and severance costs for terminated employees. This adjustment also includes severance benefits related to the departure of certain former executives.
(7) 
EBITDA is a non-GAAP measure that represents Earnings Before Interest, Taxes, Depreciation, and Amortization. The Company presents Adjusted EBITDA in its reconciliation of GAAP to non-GAAP consolidated operating profit (loss) rather than in its reconciliation of GAAP to non-GAAP consolidated net income (loss) because (a) non-GAAP consolidated operating profit (loss) is more closely aligned with Adjusted EBITDA and (b) the difference between the Company's GAAP consolidated operating profit (loss) and its GAAP consolidated net income (loss) is immaterial.
(8) 
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