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U.S. Technology Company News from the Inside

ARRIS Announces Preliminary and Unaudited Fourth Quarter and Full Year 2011 Results

Companies mentioned in this article: ARRIS Group, Inc.

SUWANEE, Ga., Feb. 8, 2012 /PRNewswire/ -- ARRIS Group, Inc. (NASDAQ: ARRS), today announced preliminary and unaudited financial results for the fourth quarter and full year 2011.

Revenues in the fourth quarter 2011 were $281.1 million, up from both the fourth quarter 2010 revenues of $266.2 million, and third quarter 2011 revenues of $274.4 million. Full year 2011 and 2010 revenues were $1,088.7 million and $1,087.5 million, respectively.

Adjusted net income (a non-GAAP measure) in the fourth quarter 2011 was $0.21 per diluted share, compared to $0.19 per diluted share for the fourth quarter 2010 and $0.21 per diluted share for the third quarter of 2011. Adjusted net income in the fourth quarter 2011 includes approximately $(0.01) net loss per diluted share related to BigBand's operations (excluding acquisition, severance, amortization expenses). Adjusted net income was $0.82 per diluted share for the full year 2011 and compares to $0.85 per diluted share for the full year 2010.

During the fourth quarter the company recorded an estimated non-cash goodwill and intangible assets impairment associated with the MCS segment (net of related estimated tax benefits) of approximately $(59) million, or $(0.50) per diluted share, resulting from the Company's lower year over year long-term projections for this segment. This analysis is not complete and the impairment related estimates may change when the analysis is completed. As a result, the GAAP net loss in the fourth quarter 2011 is estimated to be $(0.47) per diluted share, as compared to fourth quarter 2010 GAAP net income of $0.09 per diluted share and third quarter 2011 GAAP net income of $0.11 per diluted share. Full year 2011 GAAP net loss is estimated to be $(0.11) per diluted share as compared to GAAP net income of $0.50 per diluted share in 2010. Significant GAAP items that have been adjusted in computing adjusted net income and adjusted net income per diluted share include: purchase accounting impacts related to acquired deferred revenue; amortization of intangible assets; goodwill, intangible and long term investment impairments; equity compensation; non-cash interest expense; acquisition and restructuring charges; and certain discrete tax items. A reconciliation of adjusted net income to GAAP net income (loss) per diluted share is attached to this release and also can be found on the Company's website (www.arrisi.com).

Gross margin for the fourth quarter 2011 was 37.9%, which compares to the fourth quarter 2010 gross margin of 36.2% and the third quarter 2011 gross margin of 36.5%.

The Company ended the fourth quarter 2011 with $561.1 million of cash resources, which includes $518.8 million of cash, cash equivalents and short-term investments, and $42.3 million of long-term marketable security investments, as compared to $620.1 million at the end of the fourth quarter 2010 and $590.6 million at the end of the third quarter 2011. During the fourth quarter the Company used $34.4 million to repurchase 3.3 million shares of its common stock. During 2011, the Company used a total of $109.1 million to repurchase 10.0 million shares of its common stock and $5 million in face value of convertible notes. Also, in the fourth quarter 2011 the Company used approximately $53 million of cash (net of cash and marketable securities acquired) to complete the acquisition of BigBand Networks. The Company generated $60.9 million of cash from operating activities during the fourth quarter 2011 and $113.2 million during the full year 2011, which compares to $22.6 million and $118.5 million during the same periods in 2010, respectively.

Order backlog at the end of the fourth quarter 2011 was $148.5 million as compared to $140.4 million and $155.3 million at the end of the fourth quarter 2010 and the third quarter 2011, respectively. The Company's book-to-bill ratio in the fourth quarter 2011 was 0.98 as compared to the fourth quarter 2010 of 1.08 and the third quarter 2011 of 1.00.

"Our business continues to be driven by the dramatic rise in the number and usage of connected devices in the home. This in turn drove strong demand for our products during the December quarter. Our customers continue to increase their broadband market share and expand their networks as they meet subscribers' demand for more bandwidth," said Bob Stanzione, ARRIS Chairman & CEO, "Looking forward, I believe we are well positioned for revenue growth as we continue to see gathering momentum across our entire product line."

During the fourth quarter, the Company closed its acquisition of BigBand Networks. This acquisition supports the Company's strategy of expanding its video product suite and the ongoing investment in the evolution towards network convergence onto an all IP platform.

"With respect to the first quarter, we now project that revenues for the Company will be in the range of $285 to $305 million, with adjusted net income per diluted share in the range of $0.13 to $0.17 and GAAP net income per diluted share in the range of $0.01 to $0.05," said David Potts, ARRIS EVP & CFO. "Included in our first quarter guidance we estimate an approximate non-GAAP $(0.03) per diluted share loss related to the full quarter inclusion of BigBand in our results. Also, Congress has not renewed the R&D tax credit legislation resulting in an approximate $(0.01) per diluted share impact in the first quarter."

ARRIS management will conduct a conference call at 5:00 pm EST, today, Wednesday, February 8, 2012, to discuss these results in detail. You may participate in this conference call by dialing 888-680-0879 or 617-213-4856 for international calls prior to the start of the call and providing the ARRIS Group, Inc. name, conference pass code 14376738 and Jim Bauer as the moderator. Please note that ARRIS will not accept any calls related to this earnings release until after the conclusion of the 5:00 pm EST conference call. A replay of the conference call can be accessed approximately two hours after the call through Monday, February 13, 2012 by dialing 888-286-8010 or 617-801-6888 for international calls and using the pass code 16001901. A replay also will be made available for a period of 12 months following the conference call on ARRIS' website at www.arrisi.com.

About ARRIS

ARRIS is a global communications technology company specializing in the design, engineering and supply of communications and IP technologies that support broadband services for residential and business customers around the world. The company supplies broadband operators with the tools and platforms they need to deliver and monitor advanced video, data and voice subscriber services, including whole home video across multiple screens, ultra high-speed data, personalized advertising and carrier-grade telephony. Headquartered near Atlanta, in Suwanee, Georgia, USA, ARRIS has R&D centers in Beaverton, OR; Beijing, China, Chicago, IL; Cork, Ireland; Kirkland, WA; Redwood City, CA; Shenzhen, China; State College, PA; Tel Aviv, Israel; Wallingford, CT and Waltham, MA, and operates support and sales offices throughout the world. Information about ARRIS products and services can be found at www.arrisi.com.

Forward-looking statements:

Statements made in this press release, including those related to:

    --  growth expectations and business prospects;
    --  revenues and net income for the first quarter 2012, full year 2012, and
        beyond;
    --  expected market and product expansion;
    --  expected sales levels and acceptance of new ARRIS products; and
    --  the general market outlook and industry trends

are forward-looking statements. These statements involve risks and uncertainties that may cause actual results to differ materially from those set forth in these statements. Among other things,

    --  projected results for the first quarter as well as the general outlook
        for 2012 and beyond are based on preliminary estimates, assumptions and
        projections that management believes to be reasonable at this time, but
        are beyond management's control;
    --  ARRIS' customers operate in a capital intensive consumer based industry,
        and the current volatility in the capital markets or changes in customer
        spending may adversely impact their ability or willingness  to purchase
        the products that the Company offers; and
    --  because the market in which ARRIS operates is volatile, actions taken
        and contemplated may not achieve the desired impact relative to changing
        market conditions and the success of these strategies will be dependent
        on the effective implementation of those plans while minimizing
        organizational disruption.

In addition to the factors set forth elsewhere in this release, other factors that could cause results to differ materially from current expectations include: the uncertain current economic climate and its impact on our customers' plans and access to capital; the impact of rapidly changing technologies; the impact of competition on product development and pricing; the ability of ARRIS to react to changes in general industry and market conditions including regulatory developments; rights to intellectual property, market trends and the adoption of industry standards; and consolidations within the telecommunications industry of both the customer and supplier base. These factors are not intended to be an all-encompassing list of risks and uncertainties that may affect the Company's business. Additional information regarding these and other factors can be found in ARRIS' reports filed with the Securities and Exchange Commission, including its Form 10-Q for the quarter ended September 30, 2011. In providing forward-looking statements, the Company expressly disclaims any obligation to update publicly or otherwise these statements, whether as a result of new information, future events or otherwise.



                                                   ARRIS GROUP, INC.
                                        PRELIMINARY CONSOLIDATED BALANCE SHEETS
                                                     (in thousands)
                                                      (unaudited)


                                                             September
                                     December 31,               30,            June 30,    March 31,   December 31,
                                             2011                  2011              2011        2011          2010
                                             ----                  ----              ----        ----          ----

    ASSETS

    Current assets:
      Cash and cash equivalents          $235,875              $354,659          $360,281    $358,747      $353,121
      Short-term investments, at
       fair value                         282,904               220,318           231,254     260,862       266,981
                                          -------               -------           -------     -------       -------
        Total cash, cash equivalents
         and short term investments       518,779               574,977           591,535     619,609       620,102

      Restricted cash                       4,101                 3,647             3,646       4,176         4,937
      Accounts receivable, net            152,437               165,821           152,436     149,976       125,933
      Other receivables                     8,789                 5,296               406       5,275         6,528
      Inventories, net                    115,912               116,769           113,020     105,787       101,763
      Prepaids                             10,408                10,692            10,272      12,115         9,237
      Current deferred income tax
       assets                              22,048                24,239            22,681      20,450        19,819
      Other current assets                 28,148                21,695            25,216      33,535        33,054
                                           ------                ------            ------      ------        ------
        Total current assets              860,622               923,136           919,212     950,923       921,373

    Property, plant and
     equipment, net                        61,375                57,619            57,100      56,617        56,306
    Goodwill                              194,047               233,430           233,440     233,471       234,964
    Intangible assets, net                131,192               141,784           150,728     159,672       168,616
    Investments                            71,095                47,221            34,237      32,787        31,015
    Noncurrent deferred income
     tax assets                            35,982                 9,637             9,839      10,183         6,293
    Other assets                           10,997                 5,400             5,878       5,798         5,520
                                           ------                 -----             -----       -----         -----
                                       $1,365,310            $1,418,227        $1,410,434  $1,449,451    $1,424,087
                                       ==========            ==========        ==========  ==========    ==========


    LIABILITIES AND
     STOCKHOLDERS' EQUITY

    Current liabilities:
      Accounts payable                    $40,671               $38,918           $27,825     $35,796       $50,736
      Accrued compensation,
       benefits and related taxes          36,764                25,320            20,832      26,278        28,778
      Accrued warranty                      3,350                 2,933             3,300       2,931         2,945
      Deferred revenue                     43,746                39,094            47,166      43,019        31,625
      Other accrued liabilities            32,907                19,653            17,805      17,594        18,847
                                           ------                ------            ------      ------        ------
        Total current liabilities         157,438               125,918           116,928     125,618       132,931
    Long-term debt, net of
     current portion                      209,766               206,825           208,336     205,447       202,615
    Accrued pension                        25,260                17,989            17,730      17,472        17,213
    Accrued severance liability             4,191                     -                 -           -             -
    Noncurrent income taxes
     payable                               24,450                22,471            21,844      21,844        17,702
    Noncurrent deferred income
     tax liabilities                            -                21,117            24,808      25,827        29,151
    Other noncurrent liabilities           23,088                16,253            17,367      18,271        15,406
                                           ------                ------            ------      ------        ------
         Total liabilities                444,193               410,573           407,013     414,479       415,018

    Stockholders' equity:
      Preferred stock                           -                     -                 -           -             -
      Common stock                          1,449                 1,446             1,443       1,438         1,409
      Capital in excess of par
       value                            1,245,115             1,237,852         1,228,729   1,219,615     1,206,157
      Treasury stock at cost             (254,409)             (220,034)         (202,933)   (145,286)     (145,286)
      Unrealized gain (loss) on
       marketable securities                 (648)                   26             1,530       1,244           392
      Unfunded pension liability           (9,850)               (5,813)           (5,813)     (5,813)       (5,813)
      Accumulated deficit                 (60,356)               (5,639)          (19,351)    (36,042)      (47,606)
      Cumulative translation
       adjustments                           (184)                 (184)             (184)       (184)         (184)
                                             ----                  ----              ----        ----          ----
        Total stockholders' equity        921,117             1,007,654         1,003,421   1,034,972     1,009,069
                                          -------             ---------         ---------   ---------     ---------
                                       $1,365,310            $1,418,227        $1,410,434  $1,449,451    $1,424,087
                                       ==========            ==========        ==========  ==========    ==========



                                     ARRIS GROUP, INC.
                      PRELIMINARY CONSOLIDATED STATEMENTS OF OPERATIONS
                           (in thousands, except per share data)
                                        (unaudited)

                                        For the Three Months              For the Twelve Months
                                         Ended December 31,                 Ended December 31,
                                         ------------------                 ------------------
                                         2011             2010            2011             2010
                                         ----             ----            ----             ----

    Net
     sales                           $281,076         $266,168      $1,088,685       $1,087,506
    Cost
     of
     sales                            174,531          169,855         678,172          663,417
                                      -------          -------         -------          -------
      Gross
       margin                         106,545           96,313         410,513          424,089
     Operating
     expenses:
       Selling,
       general,
       and
       administrative
       expenses                        40,829       34,205      148,755      137,694
       Research
       and
       development
       expenses                        37,785           35,427         146,519          140,468
       Acquisition
       costs                            2,730                -           3,205                -
       Restructuring
       charges                          3,391               (8)          4,360               65
       Goodwill
       and
       intangibles
       impairment                      82,561                -          82,561                -
       Amortization
       of
       intangible
       assets                           6,520            8,944          33,352           35,957
                                      173,816           78,568         418,752          314,184
                                      -------           ------         -------          -------
     Operating
     income
     (loss)                           (67,271)          17,745          (8,239)         109,905
    Other
     expense
     (income):
       Interest
       expense                          4,258            4,237          16,940           17,965
       Impairment
       of
       investment                       3,000                -           3,000                -
      Gain
       on
       investments                       (926)             (13)         (1,430)            (414)
      Gain
       on
       foreign
       currency                          (705)            (327)           (579)             (44)
       Interest
       income                            (715)            (528)         (3,154)          (1,997)
      Loss
       (gain)
       on
       debt
       redemption                           -            5           19         (373)
      Other
       (income)
       expense,
       net                               (211)              31            (893)             138
                                         ----              ---            ----              ---
    Income
     (loss)
     from
     continuing
     operations
     before
     income
     taxes                            (71,972)      14,340      (22,142)      94,630
      Income
       tax
       expense
       (benefit)                      (17,255)           3,019          (9,392)          30,502
                                                                        ------           ------
        Net
         income
         (loss)                      $(54,717)         $11,321        $(12,750)         $64,128
                                     ========          =======        ========          =======

    Net
     income
     (loss)
     per
     common
     share:
      Basic                            $(0.47)           $0.09          $(0.11)           $0.51
                                       ======            =====          ======            =====
      Diluted                          $(0.47)           $0.09          $(0.11)           $0.50
                                       ======            =====          ======            =====

     Weighted
     average
     common
     shares:
      Basic                           117,316          122,866         120,157          125,157
                                      =======          =======         =======          =======
      Diluted                         117,316          125,758         120,157          128,271
                                      =======          =======         =======          =======



                                                        ARRIS GROUP, INC.
                                        PRELIMINARY CONSOLIDATED STATEMENTS OF CASH FLOWS
                                                          (in thousands)
                                                           (unaudited)

                                                                  For the Three Months               For the Twelve Months
                                                                   Ended December 31,                 Ended December 31,
                                                                   ------------------                 ------------------
                                                                   2011              2010           2011              2010
                                                                   ----              ----           ----              ----

    Operating Activities:
      Net income (loss)                                        $(54,717)          $11,321       $(12,750)          $64,128
        Depreciation                                              6,589             5,972         24,139            22,865
        Amortization of intangible assets                         6,520             8,944         33,352            35,956
        Amortization of deferred finance fees                       160               164            647               691
        Impairment of goodwill & intangibles                     82,561                 -         82,561                 -
        Non-cash interest expense                                 2,941             2,777         11,545            11,325
        Deferred income tax provision (benefit)                   2,997             5,990        (12,490)            8,588
        Deferred income tax related to goodwill
         & intangible impairment                                (23,242)                -        (23,242)                -
        Stock compensation expense                                5,108             5,769         22,055            21,827
        Provision for doubtful accounts                             201              (366)           200              (283)
        Loss (gain) on debt retirement                                -                 5             19              (373)
        Loss on disposal of fixed assets                             10                37             16               406
        Gain on investments                                        (926)              (13)        (1,430)             (414)
        Impairment of investment                                  3,000                 -          3,000                 -
        Excess tax benefits from stock-based
         compensation plans                                        (679)              (69)        (3,668)           (2,752)
      Changes in operating assets & liabilities, net of
       effects of acquisitions and disposals:
        Accounts receivable                                      17,794             8,348        (22,093)           18,058
        Other receivables                                        (1,618)           (2,819)        (1,635)              (59)
        Inventory                                                 7,862           (12,560)        (7,144)           (5,912)
        Income taxes payable/recoverable                         (2,158)           (3,614)        15,795           (17,787)
        Accounts payable and accrued
         liabilities                                              7,003            (6,082)           671           (48,308)
        Other, net                                                1,476            (1,236)         3,605            10,553
                                                                  -----            ------          -----            ------
          Net cash provided by operating
           activities                                            60,882            22,568        113,153           118,509

    Investing Activities:
      Purchases of investments                                  (49,833)         (182,829)      (277,937)         (514,376)
      Disposals of investments                                   36,547           204,163        296,774           364,077
      Purchases of property & equipment, net                     (4,359)           (5,518)       (23,307)          (22,645)
      Cash proceeds from sale of property &
       equipment                                                     14                 2             84               245
      Cash paid for acquisition, net of cash
       acquired (1)                                            (130,227)           (4,000)      (130,227)           (4,000)
                                                               --------            ------       --------            ------
          Net cash provided by (used in)
           investing activities                                (147,858)           11,818       (134,613)         (176,699)

    Financing Activities:
      Payment of debt obligations                                     -               (12)             -              (124)
      Early redemption of long-term debt                              -            (4,956)        (4,984)          (23,287)
      Repurchase of common stock                                (34,375)          (30,038)      (109,123)          (69,326)
      Excess income tax benefits from stock-
       based compensation plans                                     679                69          3,668             2,752
      Repurchase of shares to satisfy
       employee tax withholdings                                    (72)              (25)        (8,332)           (6,447)
      Fees and proceeds from issuance of
       common stock, net                                          1,960             1,803         22,985             7,178
                                                                  -----             -----         ------             -----
          Net cash used in financing activities                 (31,808)          (33,159)       (95,786)          (89,254)

          Net increase (decrease) in cash and
           cash equivalents                                    (118,784)            1,227   -   (117,246)         (147,444)
    Cash and cash equivalents at beginning
     of period                                                  354,659           351,894        353,121           500,565
                                                                -------           -------        -------           -------
    Cash and cash equivalents at end of
     period                                                    $235,875          $353,121       $235,875          $353,121
                                                               ========          ========       ========          ========


      (1) Excludes $77,074 thousand of short and long-term investments acquired from BigBand in
       2011



                                                                                        ARRIS GROUP, INC.
                                                                    PRELIMINARY SUPPLEMENTAL SALES & NET INCOME RECONCILIATION
                                                                        (in thousands, except per share data) (unaudited)


                                                                         Q4 2011                             YTD 2011
                                                                         -------                             --------

                                                                Amount                            Amount
                                                                ------                            ------
     Sales                                                      $281,076                         $1,088,685

     Highlighted items:
         Purchase accounting impacts of deferred revenue           4,332                              4,332
     Sales excluding highlighted items                          $285,408                         $1,093,017
                                                                ========                         ==========





                                                                       Q4 2011                         YTD 2011                         Q4 2010                        YTD 2010
                                                                       -------                         --------                         -------                        --------
                                                                              Per Diluted                        Per Diluted                       Per Diluted                       Per Diluted
                                                                Amount           Share            Amount            Share            Amount           Share            Amount           Share
                                                                ------           -----            ------            -----            ------           -----            ------           -----
     Net income (loss)                                          $(54,717)          $(0.47)         $(12,750)          $(0.11)         $11,321            $0.09          $64,128            $0.50

     Highlighted items:
       Impacting gross margin:
         Purchase accounting impacts of deferred revenue           3,126             0.03             3,126             0.03                -                -                -                -
         Stock compensation expense                                  521                -             2,040             0.02              492                -            1,897             0.01

       Impacting operating expenses:
         Acquisition costs                                         2,730             0.02             3,205             0.03                -                -                -                -
         Restructuring                                             3,391             0.03             4,360             0.04               (8)               -               65                -
         Amortization of intangible assets                         6,520             0.05            33,352             0.27            8,944             0.07           35,957             0.28
         Goodwill and intangibles impairment                      82,561             0.69            82,561             0.67                -                -                -                -
         Stock compensation expense                                4,587             0.04            20,015             0.16            5,277             0.04           19,930             0.15

       Impacting other (income) / expense:
         Non-cash interest expense                                 2,941             0.02            11,545             0.09            2,777             0.02           11,325             0.09
         Impairment of investment                                  3,000             0.03             3,000             0.02                -                -                -                -
         Loss on retirement of debt                                    -                -                19                -                5                -             (373)               -

       Impacting income tax expense:
         Adjustments of income tax valuation allowances and
          other                                                    2,344             0.02            (3,573)           (0.03)           1,058             0.01              889             0.01
         Tax impact related to goodwill and intangibles
          impairment                                             (23,242)           (0.19)          (23,242)           (0.19)               -                -                -                -

       Tax related to highlighted items above, except
        goodwill and                                              (8,448)           (0.07)          (23,652)           (0.19)          (6,503)           (0.05)         (24,311)           (0.19)
       intangibles impairment

     Total highlighted items                                      80,031             0.67           112,756             0.92           12,042             0.10           45,379             0.35
                                                                  ------             ----           -------             ----           ------             ----           ------             ----
     Net income excluding highlighted items                      $25,314            $0.21          $100,006            $0.82          $23,363            $0.19         $109,507            $0.85
                                                                 =======            =====          ========            =====          =======            =====         ========            =====

     Weighted average common shares - basic                                       117,316                            120,157
                                                                                  =======                            =======
     Weighted average common shares - diluted (1)                                 119,609                            122,555                           125,758                           128,271
                                                                                  =======                            =======                           =======                           =======



                                                        (1)  Basic shares used for 2001 as losses were reported for those periods and the inclusion of dilutive shares would be antidilutive

     See Notes to GAAP to Adjusted Non-GAAP Financial Measures



                Notes to GAAP to Adjusted Non-GAAP Financial Measures

The Company reports its financial results in accordance with accounting principles generally accepted in the United States ("GAAP" or referred to herein as "reported"). However, management believes that certain non-GAAP financial measures provide management and other users with additional meaningful financial information that should be considered when assessing our ongoing performance. Our management regularly uses our supplemental non-GAAP financial measures internally to understand, manage and evaluate our business and make operating decisions. These non-GAAP measures are among the factors management uses in planning for and forecasting future periods. Non-GAAP financial measures should be viewed in addition to, and not as an alternative to, the Company's reported results prepared in accordance with GAAP. Our non-GAAP financial measures reflect adjustments based on the following items, as well as the related income tax effects:

Purchase Accounting Impacts Related to Deferred Revenue: In connection with our acquisition of BigBand, business combination rules require us to account for the fair values of arrangements for which acceptance has not been obtained, and post contract support in our purchase accounting. The non-GAAP adjustment to our sales and cost of sales is intended to include the full amounts of such revenues. We believe the adjustment to these revenues is useful as a measure of the ongoing performance of our business. We have historically experienced high renewal rates related to our support agreements and our objective is to increase the renewal rates on acquired post contract support agreements; however, we cannot be certain that our customers will renew our contracts.

Stock-Based Compensation Expense: We have excluded the effect of stock-based compensation expenses in calculating our non-GAAP operating expenses and net income (loss) measures. Although stock-based compensation is a key incentive offered to our employees, we continue to evaluate our business performance excluding stock-based compensation expenses. We record non-cash compensation expense related to grants of options and restricted stock. Depending upon the size, timing and the terms of the grants, the non-cash compensation expense may vary significantly but will recur in future periods.

Acquisition Costs: We have excluded the effect of acquisition related and other expenses and the effect of restructuring expenses in calculating our non-GAAP operating expenses and net income (loss) measures. We incurred significant expenses in connection with our recent acquisition of BigBand, which we generally would not have otherwise incurred in the periods presented as part of our continuing operations. Acquisition related expenses consist of transaction costs, costs for transitional employees, other acquired employee related costs, and integration related outside services. We believe it is useful to understand the effects of these items on our total operating expenses.

Restructuring Costs: We have excluded the effect of restructuring charges in calculating our non-GAAP operating expenses and net income (loss) measures. Restructuring expenses consist of employee severance, abandoned facilities, and other exit costs. We believe it is useful to understand the effects of these items on our total operating expenses.

Amortization of Intangible Assets: We have excluded the effect of amortization of intangible assets in calculating our non-GAAP operating expenses and net income (loss) measures. Amortization of intangible assets is non-cash, and is inconsistent in amount and frequency and is significantly affected by the timing and size of our acquisitions. Investors should note that the use of intangible assets contributed to our revenues earned during the periods presented and will contribute to our future period revenues as well. Amortization of intangible assets will recur in future periods.

Impairment of Goodwill and Intangibles: We have excluded the effect of the estimated impairment of goodwill and intangible assets in calculating our non-GAAP operating expenses and net income (loss) measures. Although an impairment does not directly impact the Company's current cash position, such expense represents the declining value of the technology and other intangibles assets that were acquired. We exclude these impairments when significant and they are not reflective of ongoing business and operating results.

Non-Cash Interest on Convertible Debt: We have excluded the effect of non-cash interest in calculating our non-GAAP operating expenses and net income (loss) measures. We record the accretion of the debt discount related to the equity component non-cash interest expense. We believe it is useful to understand the component of interest expense that will not be paid out in cash.

Impairment of Investment: We have excluded the effect of an other-than-temporary impairment of a cost method investment in calculating our non-GAAP financial measures. We believe it is useful to understand the effect of this non-cash item in our other expense (income).

Loss (Gain) on Retirement of Debt: We have excluded the effect of the loss (gain) on retirement of debt in calculating our non-GAAP financial measures. We believe it is useful for investors to understand the effect of this non-cash item in our other expense (income).

Income Tax Expense (Benefit): We have excluded the tax effect of the non-GAAP items mentioned above. Additionally, we have excluded the effects of certain tax adjustments related to state valuation allowances, research and development tax credits and provision to return differences.

SOURCE ARRIS Group, Inc.