SAN JOSE, Calif., Nov. 1, 2017 /PRNewswire/ -- Oclaro, Inc. (Nasdaq: OCLR), a leading provider and innovator of optical communications solutions, today announced its financial results for the first quarter of fiscal year 2018, which ended September 30, 2017.

"The Oclaro team once again produced strong quarterly results, fueled by our CFP2-ACO and QSFP product lines. We generated sequential revenue growth and strong profitability," said Greg Dougherty, Chief Executive Officer, Oclaro. "Our near-term visibility includes continued softness in China, compounded by a recent slowdown in data center sales. Despite our reduced outlook, we expect to remain solidly profitable for the December quarter, which would serve as a further testament to our strong financial model."

Results for the First Quarter of Fiscal 2018


    --  Revenues were $155.6 million for the first quarter of fiscal 2018. This
        compares with revenues of $149.4 million in the fourth quarter of fiscal
        2017, and revenues of $135.5 million in the first quarter of fiscal
        2017.
    --  GAAP gross margin was 40.3% for the first quarter of fiscal 2018. This
        compares with GAAP gross margin of 41.1% in the fourth quarter of fiscal
        2017, and GAAP gross margin of 34.2% in the first quarter of fiscal
        2017.
    --  Non-GAAP gross margin was 40.6% for the first quarter of fiscal 2018.
        This compares with non-GAAP gross margin of 41.4% in the fourth quarter
        of fiscal 2017, and non-GAAP gross margin of 34.4% in the first quarter
        of fiscal 2017.
    --  GAAP operating income was $31.2 million for the first quarter of fiscal
        2018. This compares with GAAP operating income of $29.9 million in the
        fourth quarter of fiscal 2017, and GAAP operating income of $17.9
        million in the first quarter of fiscal 2017.
    --  Non-GAAP operating income was $34.6 million for the first quarter of
        fiscal 2018. This compares with non-GAAP operating income of $33.3
        million in the fourth quarter of fiscal 2017, and non-GAAP operating
        income of $20.9 million in the first quarter of fiscal 2017.
    --  GAAP net income for the first quarter of fiscal 2018 was $26.5 million.
        This compares with GAAP net income of $56.0 million in the fourth
        quarter of fiscal 2017, and GAAP net income of $3.4 million in the first
        quarter of fiscal 2017.
    --  Non-GAAP net income for the first quarter of fiscal 2018 was $34.5
        million. This compares with non-GAAP net income of $33.9 million in the
        fourth quarter of fiscal 2017, and non-GAAP net income of $20.0 million
        in the first quarter of fiscal 2017.
    --  GAAP earnings per diluted share for the first quarter of fiscal 2018
        were $0.16. This compares with GAAP earnings per diluted share of $0.33
        in the fourth quarter of fiscal 2017, and GAAP earnings per diluted
        share of $0.02 in the first quarter of fiscal 2017.
    --  Non-GAAP earnings per diluted share for the first quarter of fiscal 2018
        were $0.20. This compares with non-GAAP earnings per diluted share of
        $0.20 in the fourth quarter of fiscal 2017, and non-GAAP earnings per
        diluted share of $0.14 in the first quarter of fiscal 2017.
    --  Cash, cash equivalents, restricted cash, and short-term investments were
        $279.8 million at September 30, 2017.

Second Quarter Fiscal Year 2018 Outlook

The guidance for the quarter ending December 30, 2017 is:


    --  Revenues in the range of $135 million to $143 million.
    --  Non-GAAP gross margin in the range of 36% to 39%.
    --  Non-GAAP operating income in the range of $19 million to $23 million.

The foregoing guidance is based on current expectations. These statements are forward looking, and actual results may differ materially. Please see the Safe Harbor Statement in this earnings release for a description of certain important risk factors that could cause actual results to differ, and refer to Oclaro's most recent annual and quarterly reports on file with the Securities and Exchange Commission (SEC) for a more complete description of these risks. Furthermore, we have not provided reconciliations from non-GAAP to GAAP for our outlook. Certain elements of such reconciliations, such as restructuring and related costs, acquisition or disposal related costs, expenses or income from certain legal actions, settlements and related costs outside our normal course of business, impairments of other long-lived assets and other costs and contingencies unrelated to our current and future operations, are highly variable and we are not able to forecast these items within a meaningful range. We are better able to forecast stock-based compensation and amortization of other intangible assets, the two largest elements of such reconciliation, and we expect those elements to be approximately $3.9 million and $0.2 million, respectively, for the second quarter. We do not intend to update this guidance as a result of developments occurring after the date of this release.

Conference Call

Oclaro will hold a conference call to discuss financial results for the first quarter of fiscal year 2018 today at 2:00 p.m. PT/5:00 p.m. ET. To listen to the live conference call, please dial (719) 325-4789. A replay of the conference call will be available through November 15, 2017. To access the replay, dial (412) 317-6671. The passcode for the replay is 2460877. A webcast of this call and a supplemental presentation will be available in the investor section of Oclaro's website at www.oclaro.com.

About Oclaro

Oclaro, Inc. (NASDAQ: OCLR), is a leader in optical components and modules for the long-haul, metro and data center markets. Leveraging more than three decades of laser technology innovation and photonics integration, Oclaro provides differentiated solutions for optical networks and high-speed interconnects driving the next wave of streaming video, cloud computing, application virtualization and other bandwidth-intensive and high-speed applications. For more information, visit www.oclaro.com or follow on Twitter at @OclaroInc.

Copyright 2017. All rights reserved. Oclaro, the Oclaro logo, and certain other Oclaro trademarks and logos are trademarks and/or registered trademarks of Oclaro, Inc. or its subsidiaries in the US and other countries. All other trademarks are the property of their respective owners. Information in this release is subject to change without notice.

Safe Harbor Statement

This press release, in association with Oclaro's first quarter of fiscal year 2018 financial results conference call, contains statements about management's future expectations regarding the plans or prospects of Oclaro and its business, and together with the assumptions underlying these statements, constitute forward-looking statements for the purposes of the safe harbor provisions of The Private Securities Litigation Reform Act of 1995. Investors should not unduly rely on such forward-looking statements. These forward-looking statements include statements concerning (i) financial guidance for the fiscal quarter ending December 30, 2017 regarding revenues, non-GAAP gross margin, and non-GAAP operating income, (ii) customer demand for Oclaro's products, (iii) Oclaro's future financial performance and operating prospects and (iv) the statements in our CEO's quote. Such statements can be identified by the fact that they do not relate strictly to historical or current facts and may contain words such as "anticipate," "estimate," "expect," "forecast," "project," "intend," "plan," "believe," "will," "should," "outlook," "could," "target," "model," "objective," and other words and terms of similar meaning in connection with any discussion of future operations or financial performance. There are a number of important factors that could cause actual results or events to differ materially from those indicated by such forward-looking statements, including (i) the absence of long-term purchase commitments from many of our long-term customers, (ii) our dependence on a limited number of customers for a significant percentage of our revenues, (iii) competition and pricing pressure, (iv) our ability to respond to evolving technologies, customer requirements and demands, and product design challenges, (v) our ability to meet or exceed our gross margin expectations, (vi) our ability to timely develop, commercialize and ramp the production of new products to customer required volumes, (vii) potential operating or reporting disruptions that could result from the implementation of our new enterprise resource planning system, (viii) our ability to effectively manage our inventory, (ix) our ability to conclude agreements with our customers on favorable terms, (x) fluctuations in our revenues, growth rates and operating results, (xi) our manufacturing yields, (xii) the risks associated with delays, disruptions or quality control problems in manufacturing, (xiii) our ability to continue increasing the percentage of sales associated with our new products, (xiv) the effects of fluctuations in foreign currency exchange rates, (xv) our ability to obtain governmental licenses and approvals for international trading activities or technology transfers, including export licenses, (xvi) our dependence on a limited number of suppliers and key contract manufacturers, (xvii) the impact of financial market and general economic conditions in the industries in which we operate and any resulting reduction in demand for our products, (xviii) our ability to protect our intellectual property rights, (xix) the outcome of pending litigation against us, and (xx) other factors described under the caption "Risk Factors" and elsewhere in our most recent annual report on Form 10-K and other documents we periodically file with the SEC.

Non-GAAP Financial Measures

Oclaro provides certain supplemental non-GAAP financial measures to its investors as a complement to the most comparable GAAP measures. The GAAP measure most directly comparable to non-GAAP gross margin rate is gross margin rate. The GAAP measure most directly comparable to non-GAAP operating income/loss is operating income/loss. The GAAP measure most directly comparable to Adjusted EBITDA is net income/loss. The GAAP measure most directly comparable to non-GAAP net income/loss is net income/loss. An explanation and reconciliation of each of these non-GAAP financial measures to GAAP information is set forth below.

Oclaro believes that providing these non-GAAP measures to its investors, in addition to corresponding income statement measures, provides investors the benefit of viewing Oclaro's performance using the same financial metrics that the management team uses in making many key decisions and evaluating how Oclaro's core operating performance and its results of operations may look in the future. Oclaro defines "core operating performance" as its ongoing performance in the ordinary course of its operations. Management excludes certain items from its view of Oclaro's core operating performance, such as impairment charges, deferred income taxes, restructuring and severance programs, costs relating to specific major projects (such as acquisitions), non-cash compensation related to stock and options, impairment of fixed assets and inventory and related expenses, certain other income and expense items, and the tax effects thereof. Management does not believe these items are reflective of Oclaro's ongoing core operating performance and accordingly excludes those items from non-GAAP gross margin rate, non-GAAP operating income/loss, non-GAAP net income/loss and Adjusted EBITDA. Additionally, each non-GAAP measure has historically been presented by Oclaro as a complement to its most comparable GAAP measure, and Oclaro believes that the continuation of this practice increases the consistency and comparability of Oclaro's earnings releases.

Non-GAAP financial measures are not in accordance with, or an alternative for, generally accepted accounting principles in the United States of America. Non-GAAP measures should not be considered in isolation from or as a substitute for financial information presented in accordance with generally accepted accounting principles, and may be different from non-GAAP measures used by other companies.

Adjusted EBITDA

Adjusted EBITDA is calculated as net income/loss excluding the impact of income taxes, net interest income/expense, depreciation and amortization, net gains/losses on foreign currency transactions, as well as restructuring, acquisition and related costs, non-cash compensation related to stock and options, and other unusual one-time charges, specifically identified in the non-GAAP reconciliation schedules set forth below. Oclaro uses Adjusted EBITDA in evaluating Oclaro's historical and prospective cash usage, as well as its cash usage relative to its competitors. Specifically, management uses this non-GAAP measure to further understand and analyze the cash used in/generated from Oclaro's core operations. Oclaro believes that by excluding these non-cash and non-recurring charges, more accurate expectations of its future cash needs can be assessed in addition to providing a better understanding of the actual cash used in or generated from core operations for the periods presented. Oclaro further believes that providing this information allows Oclaro's investors greater transparency and a better understanding of Oclaro's core cash position.



    Oclaro, Inc. Contact                              Investor Contact

    Pete Mangan                                       Jim Fanucchi

    Chief Financial Officer                           Darrow Associates, Inc.

    (408) 383-1400                                    (408) 404-5400

    ir@oclaro.com                                     ir@oclaro.com
    -------------                                     -------------


                                                               OCLARO, INC.

                                                  CONDENSED CONSOLIDATED BALANCE SHEETS

                                                               (Unaudited)




                                                           September 30, 2017               July 1, 2017
                                                           ------------------               ------------

                                                                            (Thousands)

                                    ASSETS

    Current assets:

    Cash and cash equivalents                                                      $192,420                           $219,270

    Restricted cash                                                       268                                     716

    Short-term investments                                             87,091                                  37,559

    Accounts receivable, net                                          122,640                                 122,287

    Inventories                                                       104,201                                 101,068

    Prepaid expenses and other current
     assets                                                            47,477                                  40,870
                                                                       ------

    Total current assets                                              554,097                                 521,770
                                                                      -------                                 -------

    Property and equipment, net                                       126,936                                 114,333

    Other intangible assets, net                                          553                                     699

    Deferred tax assets, non-current                                   19,889                                  25,774

    Other non-current assets                                            2,785                                   2,573
                                                                        -----                                   -----

    Total assets                                                                   $704,260                           $665,149
                                                                                   ========                           ========

                     LIABILITIES AND STOCKHOLDERS' EQUITY

    Current liabilities:

    Accounts payable                                                                $96,780                            $88,316

    Accrued expenses and other
     liabilities                                                       43,036                                  42,499

    Capital lease obligations, current                                  2,339                                   2,368
                                                                        -----

    Total current liabilities                                         142,155                                 133,183
                                                                      -------                                 -------

    Deferred gain on sale-leasebacks                                    5,882                                   5,895

    Capital lease obligations, non-
     current                                                            1,239                                   1,379

    Other non-current liabilities                                      11,155                                  11,019
                                                                       ------                                  ------

    Total liabilities                                                 160,431                                 151,476
                                                                      -------                                 -------

    Stockholders' equity:

    Preferred stock                                                         -                                      -

    Common stock                                                        1,688                                   1,676

    Additional paid-in capital                                      1,691,198                               1,688,777

    Accumulated other comprehensive
     income                                                            42,475                                  40,973

    Accumulated deficit                                           (1,191,532)                            (1,217,753)
                                                                   ----------                              ----------

    Total stockholders' equity                                        543,829                                 513,673
                                                                      -------                                 -------

    Total liabilities and stockholders'
     equity                                                                        $704,260                           $665,149
                                                                                   ========                           ========


                                                                                  OCLARO, INC.

                                                                CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

                                                                                  (Unaudited)




                                                                           Three Months Ended
                                                                          ------------------

                                                   September 30,                 July 1, 2017                   October 1,
                                                            2017                                                       2016
                                                            ----                                                       ----

                                                                 (Thousands, except per share amounts)

    Revenues                                                        $155,598                                         $149,380          $135,492

    Cost of revenues                                      92,894                             88,049                             89,136
                                                          ------                             ------                             ------

    Gross profit                                          62,704                             61,331                             46,356

    Operating expenses:

    Research and development                              16,435                             15,750                             13,107

    Selling, general and
     administrative                                       14,866                             15,578                             14,792

    Amortization of other
     intangible assets                                       152                                151                                244

    Restructuring, acquisition
     and related (income)
     expense, net                                              -                              (32)                               311

    (Gain) loss on sale of
     property and equipment                                   22                                (3)                              (37)
                                                             ---                                ---                                ---

    Total operating expenses                              31,475                             31,444                             28,417
                                                          ------                             ------                             ------

    Operating income                                      31,229                             29,887                             17,939

    Other income (expense):

    Interest income (expense),
     net (1)                                                 434                                300                           (13,858)

    Gain (loss) on foreign
     currency transactions, net                              489                              (497)                             (518)

    Other income (expense), net                              574                                227                                194
                                                             ---                                ---                                ---

    Total other income (expense)                           1,497                                 30                           (14,182)
                                                           -----                                ---                            -------

    Income before income taxes                            32,726                             29,917                              3,757

    Income tax provision
     (benefit) (2)                                         6,237                           (26,110)                               406
                                                           -----                            -------                                ---

    Net income                                                       $26,489                                          $56,027            $3,351
                                                                     =======                                          =======            ======

    Net income per share:

    Basic                                                              $0.16                                            $0.33             $0.03
                                                                       =====                                            =====             =====

    Diluted                                                            $0.16                                            $0.33             $0.02
                                                                       =====                                            =====             =====

    Shares used in computing net income per share:

    Basic                                                168,137                            167,349                            132,480

    Diluted                                              170,849                            170,204                            135,529



    (1)              Interest income (expense), net
                     for the first quarter of
                     fiscal year 2017 includes
                     $13.3 million in make whole
                     and inducement expenses
                     related to the exchanges for
                     all the Company's outstanding
                     6.00% Convertible Senior
                     Notes.


    (2)              Income tax provision (benefit)
                     includes a $25.7 million
                     benefit relating to the
                     release of a valuation
                     reserve on net operating
                     losses and other net deferred
                     tax assets in our Japan
                     subsidiary in the fourth
                     quarter of fiscal year 2017.


                                                                                 OCLARO, INC.

                                                             RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

                                                                                  (Unaudited)



                                                                         Three Months Ended
                                                                         ------------------

                                                September 30,              July 1, 2017               October 1,
                                                         2017                                                2016
                                                         ----                                                ----

                                                                           (Thousands)

    Reconciliation of GAAP gross margin rate to non-GAAP gross margin rate:

    GAAP gross profit                                            $62,704                                           $61,331           $46,356

    Stock-based compensation
     in cost of revenues                                  438                                    504                             289
                                                          ---                                    ---                             ---

    Non-GAAP gross profit                                        $63,142                                           $61,835           $46,645
                                                                 =======                                           =======           =======

    GAAP gross margin rate                              40.3%                                 41.1%                          34.2%

    Non-GAAP gross margin
     rate                                               40.6%                                 41.4%                          34.4%

    Reconciliation of GAAP operating income to non-GAAP operating income:

    GAAP operating income                                        $31,229                                           $29,887           $17,939

    Stock-based compensation                            3,199                                  3,273                           2,443

    Amortization of other
     intangible assets                                    152                                    151                             244

    Restructuring,
     acquisition and related
     (income) expense, net                                  -                                  (32)                            311

    (Gain) loss on sale of
     property and equipment                                22                                    (3)                           (37)

    Non-GAAP operating income                                    $34,602                                           $33,276           $20,900
                                                                 =======                                           =======           =======

    Reconciliation of GAAP net income to non-GAAP net income and adjusted EBITDA:

    GAAP net income                                              $26,489                                           $56,027            $3,351

    Stock-based compensation                            3,199                                  3,273                           2,443

    Amortization of other
     intangible assets                                    152                                    151                             244

    Restructuring,
     acquisition and related
     (income) expense, net                                  -                                  (32)                            311

    Payments related to the
     interest make-whole
     charge and induced
     conversion expense on
     the convertible notes
     (1)                                                   -                                     -                         13,250

    Other (income) expense
     items, net                                         (574)                                 (227)                          (194)

    (Gain) loss on sale of
     property and equipment                                22                                    (3)                           (37)

    (Gain) loss on foreign
     currency translation                               (489)                                   497                             518

    Income tax effect (2)                               5,664                               (25,756)                            105
                                                        -----

    Non-GAAP net income                                          $34,463                                           $33,930           $19,991
                                                                 -------                                           -------           -------

    Income tax provision
     (benefit)                                            573                                  (354)                            301

    Interest (income)
     expense, net                                       (434)                                 (300)                            608

    Depreciation expense                                6,195                                  6,032                           4,748

    Adjusted EBITDA                                              $40,797                                           $39,308           $25,648
                                                                 =======                                           =======           =======


    Non-GAAP net income per share:

    Basic                                                          $0.20                                             $0.20             $0.15

    Diluted (3)                                                    $0.20                                             $0.20             $0.14

    Shares used in computing Non-GAAP net income per share:

    Basic                                             168,137                                167,349                         132,480

    Diluted                                           170,849                                170,204                         150,541




                                                                   Three Months Ended
                                                                   ------------------

                                                September 30,              July 1, 2017            October 1,
                                                         2017                                             2016
                                                         ----                                             ----

                                                             (Thousands, except per share amounts)

    Stock-based compensation for the above included the following:

    Cost of revenues                                                $438                                         $504         $289

    Research and development                              867                                  717                      457

    Selling, general and
     administrative                                     1,894                                2,052                    1,697
                                                        -----

    Total                                                         $3,199                                       $3,273       $2,443
                                                                  ======                                       ======       ======



    (1)              Interest income (expense), net for
                     the first quarter of fiscal year
                     2017 includes $13.3 million in
                     make whole and inducement expenses
                     related to the exchanges for all
                     the Company's outstanding 6.00%
                     Convertible Senior Notes.


    (2)              Income tax provision (benefit)
                     includes a $25.7 million benefit
                     relating to the release of a
                     valuation reserve on net operating
                     losses and other net deferred tax
                     assets in our Japan subsidiary in
                     the fourth quarter of fiscal year
                     2017.


    (3)              The numerator for the October 1,
                     2016 fiscal quarter Non-GAAP
                     diluted earnings per share
                     calculation includes an add back
                     of approximately $0.6 million of
                     interest costs related to our
                     Convertible Notes. Non-GAAP
                     diluted shares outstanding for the
                     October 1, 2016 fiscal quarter
                     includes the full impact of the
                     number of shares related to the
                     Company's Convertible Notes,
                     adding approximately 15 million
                     additional shares.

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