SUWANEE, Ga., Feb. 11 /PRNewswire-FirstCall/ -- ARRIS Group, Inc. (NASDAQ: ARRS), a global technology leader in the development of advanced cable telephony, next generation high-speed data, demand driven video solutions, operations software and broadband access equipment, today announced preliminary and unaudited financial results for the fourth quarter and full year 2008. Fourth quarter 2008 revenues of $292.4 million grew by $42.8 million, or 17%, as compared to the fourth quarter 2007 revenues of $249.6 million. Full year 2008 revenues were $1,144.6 million, up $152.4 million, or 15%, as compared to full year 2007 revenues of $992.2 million. The revenue growth in 2008 was a result of strong market acceptance of both ARRIS products and of new product offerings that resulted from the late 2007 acquisition of C-COR, Inc. ARRIS products benefit from continuing growth of video and data traffic over the internet. Non-GAAP net income in the fourth quarter 2008 was $0.25 per diluted share, as compared to the fourth quarter 2007 of $0.16 per diluted share, and as compared to the third quarter 2008 of $0.24 per diluted share. Net income per diluted share on a non-GAAP basis for the full year 2008 was $0.77 as compared to $0.79 in 2007. Preliminary GAAP net loss in the fourth quarter 2008 was $(1.09) per diluted share, as compared to the fourth quarter 2007 net income of $0.08 per diluted share, and as compared to the third quarter 2008 net income of $0.19 per diluted share. The fourth quarter loss is the result of a goodwill impairment (net of a related estimated tax benefit) of approximately $(157) million, or $(1.27) per diluted share resulting from the Company's annual analysis of goodwill impairment in the context of the current and continuing decline in the market value of communications equipment suppliers in general and the impact of deteriorating macro economic conditions. This analysis is not complete and the impairment related estimates may change when the analysis is completed. The goodwill impairment, like intangible amortization, is non- cash in nature and does not affect liquidity or cash flows from operations. Preliminary GAAP net loss for the full year 2008 was $(0.76) per diluted share, as compared to GAAP net income of $0.87 per diluted share in 2007. Significant non-GAAP items include: preliminary estimate of goodwill impairment, tax impacts associated with the impairment of goodwill, in-process research and development expense, equity compensation expense, amortization of intangibles, restructuring/product line exit accruals and adjustments, certain acquisition-related gains and expenses, and certain tax benefits and costs. A reconciliation of GAAP to non-GAAP earnings per share is attached to this release and also can be found on the Company's website (http://www.arrisi.com/). The Company ended 2008 with $427.3 million of cash and short-term investments, which compares to $391.8 million at the end of 2007. The Company generated approximately $102.5 million of cash from operating activities in the fourth quarter 2008 and $189.0 million for the full year 2008. This compares to cash generated from operating activities of $52.8 million and $63.4 million during the fourth quarter and full year 2007, respectively. Order backlog at the end of 2008 was $114.8 million and the Company's book to bill ratio in the fourth quarter was approximately 0.90. This compares to order backlog of $144.1 million and book to bill ratio of 0.79 for the third quarter of 2008. "Despite the challenging market conditions, ARRIS delivered a solid year of both financial and market performance in 2008," said Bob Stanzione, ARRIS Chairman & CEO. "We are very proud of the fact that we reached and exceeded the financial goals that we established for the Company in early 2008 and at the same time gained market share in many product areas. The successful integration of the C-COR acquisition into ARRIS enhanced our stature in the industry, added scope and scale to our business and improved our financial model. Our strong balance sheet and the ongoing introduction of new products and technologies should enable ARRIS to help our customers' respond to their customers needs for faster speeds, more video and higher quality service. I am confident that we are well positioned to meet those needs in 2009." "As we enter 2009, macro economic factors may have an effect on our results," said David Potts, ARRIS EVP & CFO. "As a result, we now project that revenues for the Company in the first quarter 2009 will be in the range of $245 to $265 million with non-GAAP net income per diluted share in the range of $0.14 to $0.19 and GAAP net income per diluted share, in the range of $0.06 to $0.11. Looking forward, we will continue our focus on operational efficiencies and cash generation," concluded Potts. ARRIS management will conduct a conference call at 5:00pm EST, today, Wednesday, February 11, 2009, to discuss these results in detail. You may participate in this conference call by dialing 888-680-0890 or 617-213-4857 for international calls prior to the start of the call and providing the ARRIS Group, Inc. name, conference passcode 64968525 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 5:00pm EST conference call. A replay of the conference call can be accessed approximately two hours after the call through Monday, February 16, 2009 by dialing 888-286-8010 or 617-801- 6888 for international calls and using the passcode 53814736. A replay also will be made available for a period of 12 months following the conference call on ARRIS' website at http://www.arrisi.com/. ARRIS is a global communications technology company specializing in the design, engineering and supply of technology supporting triple and quad-play broadband services for residential and business customers around the world. The company supplies broadband operators with the tools and platforms they need to deliver reliable telephony, demand driven video, next-generation advertising and high-speed data services. ARRIS products expand and help grow network capacity with access and outside plant construction equipment, reliably deliver voice, video and data services and assure optimal service delivery for end customers. Headquartered in Suwanee, Georgia, USA, ARRIS has R&D centers in Atlanta; Chicago; Beaverton, Oregon; State College, Pennsylvania; Wallingford, Connecticut; Ireland and China, and operates support and sales offices throughout the world. Information about ARRIS products and services can be found at http://www.arrisi.com/. Forward-looking statements: Statements made in this press release, including those related to: -- first quarter and 2009 revenues and net income; -- expected sales levels and acceptance of certain ARRIS products; -- estimated goodwill impairment charges; -- the general market outlook; and -- the outlook for 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 2009 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; -- Our customers operate in a capital intensive industry, and the current disruptions in the capital markets may adversely impact their ability to finance, and therefore purchase, the products that we offer; -- Impairment analysis is complex, and the proper techniques for that analysis in a market characterized by broad share price declines and high volatility are unclear and, as a result, our impairment analysis is preliminary and subject to future refinement; 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 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, 2008. 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) Dec. 31, Sep. 30, June 30, 2008 2008 (1) 2008 (1) (unaudited) (unaudited) (unaudited) ASSETS Current assets: Cash and cash equivalents $409,894 $305,987 $290,266 Short-term investments, at fair value 17,371 23,571 7,503 Total cash, cash equivalents and short-term investments 427,265 329,558 297,769 Restricted cash 5,673 5,768 7,051 Accounts receivable, net 159,443 180,367 178,178 Other receivables 4,749 5,180 9,067 Inventories, net 129,752 139,598 144,507 Prepaids 8,004 5,156 5,305 Current deferred income tax assets 43,402 42,714 47,412 Other current assets 19,782 22,132 18,916 Total current assets 798,070 730,473 708,205 Property, plant and equipment, net 59,204 60,268 60,823 Goodwill 268,398 449,418 452,398 Intangible assets, net 227,348 236,689 244,575 Investments 14,681 12,784 9,937 Noncurrent deferred income tax assets 7,463 3,312 3,547 Other assets 8,294 11,282 11,383 $1,383,458 $1,504,226 $1,490,868 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $75,863 $54,304 $68,476 Accrued compensation, benefits and related taxes 27,024 21,831 18,072 Accrued warranty 6,752 7,554 7,566 Deferred revenue 44,461 35,986 37,614 Current portion of long-term debt 146 234 314 Other accrued liabilities 28,691 30,205 26,884 Total current liabilities 182,937 150,114 158,926 Long-term debt, net of current portion 276,137 276,371 276,606 Accrued pension 18,820 10,622 11,362 Noncurrent income tax payable 12,645 10,128 6,250 Noncurrent deferred income tax liability 16,302 42,337 48,725 Other long-term liabilities 14,243 16,888 18,694 Total liabilities 521,084 506,460 520,563 Stockholders' equity: Preferred stock - - - Common stock 1,362 1,360 1,358 Capital in excess of par value 1,105,998 1,102,112 1,098,581 Treasury stock at cost (75,960) (75,960) (76,007) Unrealized gain (loss) on marketable securities (274) (128) 66 Unfunded pension liability (8,070) (3,358) (3,358) Accumulated deficit (160,498) (26,076) (50,151) Cumulative translation adjustments (184) (184) (184) Total stockholders' equity 862,374 997,766 970,305 $1,383,458 $1,504,226 $1,490,868 March 31, Dec. 31, 2008 (1) 2007 (unaudited) (audited) ASSETS Current assets: Cash and cash equivalents $243,515 $323,797 Short-term investments, at fair value 49,513 68,011 Total cash, cash equivalents and short-term investments 293,028 391,808 Restricted cash 7,186 6,977 Accounts receivable, net 172,719 166,953 Other receivables 6,074 4,330 Inventories, net 122,361 131,792 Prepaids 5,680 5,856 Current deferred income tax assets 51,993 44,939 Other current assets 10,952 4,841 Total current assets 669,993 757,496 Property, plant and equipment, net 60,747 59,156 Goodwill 453,454 455,352 Intangible assets, net 257,029 269,893 Investments 10,200 6,412 Noncurrent deferred income tax assets 3,688 3,459 Other assets 12,624 10,181 $1,467,735 $1,561,949 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $60,490 $58,852 Accrued compensation, benefits and related taxes 14,397 26,177 Accrued warranty 7,919 8,298 Deferred revenue 32,738 8,474 Current portion of long-term debt 310 35,305 Other accrued liabilities 32,922 42,121 Total current liabilities 148,776 179,227 Long-term debt, net of current portion 276,686 276,765 Accrued pension 10,905 10,455 Noncurrent income tax payable 6,487 6,322 Noncurrent deferred income tax liability 47,090 45,255 Other long-term liabilities 19,704 18,158 Total liabilities 509,648 536,182 Stockholders' equity: Preferred stock - - Common stock 1,357 1,356 Capital in excess of par value 1,095,716 1,093,498 Treasury stock at cost (76,007) (572) Unrealized gain (loss) on marketable securities 151 20 Unfunded pension liability (3,358) (3,358) Accumulated deficit (59,588) (64,993) Cumulative translation adjustments (184) (184) Total stockholders' equity 958,087 1,025,767 $1,467,735 $1,561,949 (1) Certain amounts have been reclassified to conform to the current period's financial statement presentation. ARRIS GROUP, INC. PRELIMINARY CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data) For the Three Months For the Twelve Months Ended December 31, Ended December 31, 2008 2007 2008 2007 (unaudited)(unaudited) (unaudited) (audited) Net sales $292,398 $249,561 $1,144,565 $992,194 Cost of sales 183,535 185,636 751,436 718,312 Gross margin 108,863 63,925 393,129 273,882 Gross margin % 37.2% 25.6% 34.3% 27.6% Operating expenses: Selling, general, and administrative expenses 36,957 25,471 143,997 99,879 Research and development expenses 29,285 17,549 112,542 71,233 Restructuring charges 429 39 1,211 460 Preliminary estimate of goodwill impairment 175,000 - 175,000 - In-process research and development - 6,120 - 6,120 Amortization of intangible assets 9,341 2,105 44,195 2,278 Total operating expenses 251,012 51,284 476,945 179,970 Operating income (loss) (142,149) 12,641 (83,816) 93,912 Other expense (income): Interest expense 1,776 1,611 6,740 6,614 Loss (gain) on investments 507 282 717 (4,596) Loss (gain) on foreign currency (164) (16) (422) 48 Interest income (1,333) (5,527) (7,224) (24,776) Gain related to terminated acquisition, net of expenses - - - (22,835) Other (income) expense, net (1,000) 39 (1,043) 370 Income (loss) from continuing operations before income taxes (141,935) 16,252 (82,584) 139,087 Income tax expense (benefit) (7,943) 6,556 12,491 40,951 Net income (loss) from continuing operations (133,992) 9,696 (95,075) 98,136 Income (loss) from discontinued operations - (126) - 204 Net income (loss) (133,992) 9,570 (95,075) 98,340 Net income (loss) per common share - basic: Income (loss) from continuing operations $(1.09) $0.08 $(0.76) $0.89 Income (loss) from discontinued operations - - - - Net income (loss) $(1.09) $0.08 $(0.76) $0.89 Net income (loss) per common share - diluted: Income (loss) from continuing operations $(1.09) $0.08 $(0.76) $0.87 Income (loss) from discontinued operations - - - - Net income (loss) $(1.09) $0.08 $(0.76) $0.87 Weighted average common shares: Basic 123,128 115,261 124,878 110,843 Diluted 123,128 117,060 124,878 113,027 ARRIS GROUP, INC. PRELIMINARY CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) For the Three Months For the Twelve Months Ended December 31, Ended December 31, 2008 2007 2008 2007 (unaudited) (unaudited) (unaudited) (audited) Operating Activities: Net income (loss) $(133,992) $9,570 $(95,075) $98,340 Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation 5,394 2,849 20,915 10,852 Preliminary estimate of goodwill impairment 175,000 - 175,000 - Amortization of intangible assets 9,341 2,105 44,195 2,278 Stock compensation expense 2,991 2,193 11,277 10,903 Deferred income tax provision (benefit) 910 (9,914) 6,656 4,405 Deferred tax on preliminary estimate of goodwill impairment (18,000) - (18,000) - Amortization of deferred finance fees 278 280 1,113 1,116 Provision for doubtful accounts 454 (205) 819 279 Gain related to previously written off receivables - - - (377) Gain on discontinued product line - 126 - (204) Loss on disposal of fixed assets 29 15 14 182 Loss (gain) on investments 507 274 717 (4,604) Gain related to terminated acquisition, net of expenses - - - (22,835) Write-off of acquired in-process R&D - 6,120 - 6,120 Excess tax benefits from stock-based compensation plans (32) (888) (56) (9,157) Changes in operating assets & liabilities, net of effects of acquisitions and disposals: Accounts receivable 20,682 (2,102) 8,579 (17,498) Other receivables 3,530 670 (471) (1,774) Inventory 10,051 14,499 4,023 (9,502) Income taxes payable 3,699 10,785 3,042 3,090 Accounts payable and accrued liabilities 30,727 14,479 40,470 (9,906) Other, net (9,028) 1,978 (14,192) 1,716 Net cash provided by operating activities 102,541 52,834 189,026 63,424 Investing Activities: Purchases of property, plant, and equipment (4,908) (3,934) (21,352) (15,072) Cash proceeds related to terminated acquisition, net of expenses paid - - - 10,554 Cash paid for hedge related to terminated acquisition - - - (26,469) Cash proceeds from hedge related to terminated acquisition - - - 38,750 Cash paid for acquisition, net of cash acquired (434) (285,284) (10,500) (285,284) Cash proceeds from sale of property, plant & equipment - - 250 3 Cash proceeds from sale of short-term investments - - 16 - Purchases of short-term- investments (26,349) (60,740) (109,347) (356,366) Disposals of short-term- investments 32,628 249,315 155,098 412,217 Purchases of investment securities (387) - (4,387) - Net cash provided by (used in) investing activities 550 (100,643) 9,778 (221,667) Financing Activities: Payment of debt and capital lease obligations (346) (19) (35,864) (19) Repurchase of common stock - - (75,913) - Excess tax benefits from stock-based compensation plans 32 888 56 9,157 Employer repurchase of shares to satisfy minimum tax withholdings - (1) (1,035) (3,093) Fees and proceeds from issuance of common stock, net 1,130 30 49 14,377 Net cash provided by (used in) financing activities 816 898 (112,707) 20,422 Net increase (decrease) in cash and cash equivalents 103,907 (46,911) 86,097 (137,821) Cash and cash equivalents at beginning of period 305,987 370,708 323,797 461,618 Cash and cash equivalents at end of period $409,894 $323,797 $409,894 $323,797 ARRIS GROUP, INC. PRELIMINARY SUPPLEMENTAL NET INCOME (LOSS) RECONCILIATION (in thousands, except per share data) (unaudited) Q4 2008 YTD 2008 Per Per Diluted Diluted Amount Share (1) Amount Share (1) Net income (loss) $(133,992) $(1.08) $(95,075) $(0.75) Highlighted items: Impacting gross margin: Stock compensation expense 269 - 979 0.01 Impacting operating expenses: Integration costs - - 427 - Restructuring charges - adjustments to existing accruals 429 - 1,211 0.01 Amortization of intangible assets 9,341 0.08 44,195 0.35 Stock compensation expense 2,722 0.02 10,298 0.08 Preliminary estimate of goodwill impairment 175,000 1.41 175,000 1.39 Impacting income tax expense: Adjustments of tax related to goodwill impairment and certain provision to return adjustments (18,000) (0.14) (19,530) (0.15) Tax related to highlighted items above (4,105) (0.03) (20,281) (0.16) Total highlighted items 165,656 1.33 192,299 1.52 Net income excluding highlighted items $31,664 $0.25 $97,224 $0.77 Weighted average common shares - diluted (1) 124,355 126,277 Q4 2007 YTD 2007 Per Per Diluted Diluted Amount Share Amount Share Net income $9,570 $0.08 $98,340 0.87 Highlighted items: Stock compensation expense 195 0.00 785 0.01 Write-off discontinued inventory 1,046 0.01 1,046 0.01 Impacting operating expenses: Gains related to previously written off receivables - - (377) - Write-off of in-process research and development 6,120 0.05 6,120 0.05 Acquisition Costs 1,415 0.01 1,415 0.01 Restructuring charges - adjustments to existing accruals - - 421 - Amortization of intangible assets 2,105 0.02 2,278 0.02 Stock compensation expense 1,998 0.02 10,118 0.09 Impacting net income (loss) from continuing operations: Gains related to terminated acquisition, net of expenses - - (22,835) (0.20) Gain on investments - - (4,864) (0.04) Impacting discontinued operations: Gains related to previously written off receivables - - (330) - Impacting income tax expense: Adjustments of income tax valuation allowances and research & development credits and other (1,247) (0.01) (7,959) (0.07) Tax related to highlighted items above (2,373) (0.02) 5,134 0.05 Total highlighted items 9,259 0.08 (9,048) (0.08) Net income excluding highlighted items $18,829 $0.16 $89,292 $0.79 Weighted average common shares - diluted 117,060 113,027 (1) Although net income for these periods is a loss and inclusion of options would be antidilutive, weighted average diluted shares are used in this calculation as the earnings excluding highlighted items is net income. With respect to stock compensation expense, ARRIS records non-cash compensation expense related to grants of options and restricted stock. Depending upon the size, timing and the terms of the grants, this non-cash compensation expense may vary significantly. ARRIS recognized a gain in both Q1 and Q3 of 2007 associated with previously written off receivables. With respect to amortization of intangibles, the intangibles being amortized relate to our recent acquisition of C-COR. The restructuring charge adjustments reflect items that, although they or similar items might recur, are of a nature and magnitude that identifying them separately provides investors with a greater ability to project ARRIS' future performance. In the second quarter of 2007, ARRIS realized a gain before tax of $1.3 million on its deferred compensation asset that had been previously recorded as an unrealized gain on the balance sheet. During the third quarter of 2007, ARRIS bought and sold investments and realized a gain of $3.5 million. In the third quarter of 2007, a tax benefit of approximately $3.5 million was recorded for a reversal of valuation allowances and research and development tax credits related to a tax credit study that was undertaken for prior years (2001 - 2006). During the first quarter of 2007, ARRIS announced that it entered into a transaction agreement with TANDBERG Television ASA, in which ARRIS was to buy all the outstanding shares of TANDBERG. ARRIS was subsequently outbid by another buyer and the transaction agreement was terminated during the first quarter 2007. ARRIS recorded gains, net before tax, of $22.8 million related to the termination of the transaction (termination fee, foreign exchange gains, and expenses). The net termination fee resulted in a capital gain which provided greater access to prior tax capital losses that had previously been viewed as more likely than not unrealizable. As a result, net income tax valuation allowances totaling $3.2 million were reversed in the first quarter 2007. The $0.9 and $0.1 million in the fourth quarter of 2007 relate to inventory of a product line that management decided to discontinue. During the fourth quarter of 2007 ARRIS completed the C-COR acquisition and recorded incremental costs of $0.9 million as a result of the acquisition. Due to the acquisition, we acquired in process research and development of $6.2 million which was written off during the fourth quarter 2007. ARRIS also recorded severance costs of approximately $0.5 million related to a reduction in the legacy ARRIS workforce. The workforce reduction was due to an overlap of personnel following the C-COR acquisition. During the first quarter of 2008, ARRIS recorded incremental costs of $0.4 million as a result of the C-COR integration. In the third quarter of 2008, ARRIS recorded a net tax benefit of $1.6 million related to provision to return differences resulting from the filing of the 2007 tax return. Lastly, during the fourth quarter 2008, ARRIS recorded a preliminary estimate of an impairment on goodwill of $140 million and the related deferred tax adjustment of $12.6 million. In assessing operating performance and preparing budgets and forecasts, ARRIS' management considers performance after making these adjustments and believes that providing investors with the same information provides greater transparency and insight into management's analysis. ARRIS GROUP, INC. Net Income Reconciliation (unaudited) Q1 EPS 2009 Guidance Estimated GAAP EPS - diluted $0.06 - $0.11 Reconciling Items Amortization of intangibles, after tax 0.05 Stock compensation expense, after tax 0.02 Non-cash interest expense, after tax 0.01 Subtotal 0.08 Estimated adjusted (non-GAAP) EPS - diluted $0.14 - $0.19 See the Supplemental Net Income Reconciliation for a discussion regarding management's reasoning for providing this non-GAAP financial measure DATASOURCE: ARRIS Group, Inc. CONTACT: Jim Bauer, Investor Relations, ARRIS Group, Inc., +1-678-473-2647, Web site: http://www.arrisi.com/

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