ADTRAN Holdings, Inc 8-K/A, filed Feb 26, 2021
ADTRAN Holdings, Inc. (ADTN)
About this 8-K/A
ADTRAN Holdings, Inc filed this 8-K/A on February 26, 2021, reporting on events of February 3, 2021.
Items reported
- Item 2.02: Financial results
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
(Exact name of Registrant as Specified in Its Charter)
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(Address of Principal Executive Offices) |
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Registrant’s Telephone Number, Including Area Code: (
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class |
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Name of exchange on which registered |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
EXPLANATORY NOTE
The information contained herein is being furnished pursuant to Item 2.02 of Form 8‑K, “Results of Operations and Financial Condition.” This information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, (the “Securities Act”) or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
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Item 2.02 |
Results of Operations and Financial Condition. |
The Initial Form 8-K included, as Exhibit 99.1, a copy of the Company’s press release that was issued on February 3, 2021 and that announced the financial results of the Company for the fiscal quarter and twelve months ended December 31, 2020 (the “Earnings Release”). While conducting final procedures in connection with the preparation of the Company’s audited financial statements as of and for the year ended December 31, 2020, a variance was identified in the accounting for inventory and the associated accounts payable related to goods that were “in transit” as of such date. Accordingly, the Company’s inventory, net as of December 31, 2020 was understated in the Earnings Release by approximately $6.7 million, with the associated accounts payable understated by the same amount. In addition, these variances resulted in a corresponding $6.7 million understatement of total current assets and total assets and a $6.7 million understatement of total current liabilities, total liabilities and total liabilities and stockholders’ equity on the consolidated balance sheet as of December 31, 2020. The variances also affected the inventory, net and accounts payable, net line items in the Company’s consolidated statement of cash flows for the twelve months ended December 31, 2020, but did not affect the Company’s net cash used in operating activities. The Company’s consolidated statements of income for the three and twelve months ended December 31, 2020 were not affected.
Revised and corrected versions of the condensed consolidated balance sheets and consolidated statements of cash flows appearing in the Earnings Release are attached hereto as Exhibit 99.1. The following tables summarize the revisions:
Corrected Condensed Consolidated Balance Sheet Items (unaudited) (in thousands)
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As of December 31, 2020 |
As Reported |
Adjustment |
As Revised |
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Assets: |
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Inventory, net |
$118,715 |
$6,742 |
$125,457 |
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Total Current Assets |
$310,676 |
$6,742 |
$317,418 |
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Total Assets |
$518,937 |
$6,742 |
$525,679 |
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Liabilities and Stockholders’ Equity: |
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Accounts payable |
$43,187 |
$6,742 |
$49,929 |
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Total Current Liabilities |
$87,451 |
$6,742 |
$94,193 |
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Total Liabilities |
$145,993 |
$6,742 |
$152,735 |
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Total Liabilities and Stockholders’ Equity |
$ 518,937 |
$ 6,742 |
$ 525,679 |
Corrected Consolidated Statement of Cash Flow Items (unaudited) (in thousands)
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For the Twelve Months Ended December 31, 2020 |
As Reported |
Adjustment |
As Revised |
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Cash flows from operating activities – Change in operating assets and liabilities: |
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Inventory, net |
$(18,840) |
$(6,742) |
$(25,582) |
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Accounts payable, net |
$(2,199) |
$6,742 |
$4,543 |
Item 9.01Financial Statements and Exhibits.
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Description |
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99.1 |
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104 |
Cover Page Interactive Data File – the cover page iXBRL tags are embedded within the Inline XBRL document |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Date: February 26, 2021 |
ADTRAN, Inc.
By: /s/ Michael Foliano |
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Chief Financial Officer
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Corrected Financial Information
On February 3, 2021, ADTRAN, Inc. (“ADTRAN” or the “Company”) issued a press release that reported the Company’s financial results for the fiscal quarter and twelve months ended December 31, 2020 (the “Earnings Release”). A copy of the Earnings Release was attached as Exhibit 99.1 to the Company’s Current Report on Form 8‑K that was furnished to the Securities and Exchange Commission on February 4, 2021. While conducting final procedures in connection with the preparation of the Company’s audited financial statements as of and for the year ended December 31, 2020, a variance was identified in the accounting for inventory related to goods that were “in transit” as of such date. The Company’s inventory, net as of December 31, 2020 was understated in the Earnings Release by approximately $6.7 million, with the associated accounts payable understated by the same amount. In addition, these variances resulted in a corresponding $6.7 million understatement of total current assets and total assets and a $6.7 million understatement of total current liabilities, total liabilities and total liabilities and stockholders’ equity on the consolidated balance sheet as of December 31, 2020. The variances also affected the inventory, net and accounts payable, net line items in the Company’s consolidated statement of cash flows for the twelve months ended December 31, 2020, but did not affect the Company’s net cash used in operating activities. The Company’s consolidated statements of income for the three and twelve months ended December 31, 2020 were not affected.
Revised and corrected versions of the condensed consolidated balance sheets and consolidated statements of cash flows appearing in the Earnings Release are provided below (with the revised information identified by a “^”):
Condensed Consolidated Balance Sheets
(Unaudited)
(In thousands)
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December 31, |
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December 31, |
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2020 |
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2019 |
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Assets |
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Cash and cash equivalents |
$ |
60,161 |
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$ |
73,773 |
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Restricted cash |
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18 |
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— |
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Short-term investments |
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3,131 |
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33,243 |
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Accounts receivable, net |
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98,827 |
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90,531 |
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Other receivables |
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21,531 |
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16,566 |
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Inventory, net |
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125,457 |
^ |
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98,305 |
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Prepaid expenses and other current assets |
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8,293 |
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7,892 |
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Total Current Assets |
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317,418 |
^ |
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320,310 |
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Property, plant and equipment, net |
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62,399 |
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68,086 |
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Deferred tax assets, net |
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9,869 |
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7,561 |
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Goodwill |
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6,968 |
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6,968 |
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Intangibles, net |
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23,470 |
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27,821 |
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Other non-current assets |
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25,425 |
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19,883 |
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Long-term investments |
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80,130 |
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94,489 |
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Total Assets |
$ |
525,679 |
^ |
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$ |
545,118 |
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Liabilities and Stockholders' Equity |
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Accounts payable |
$ |
49,929 |
^ |
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$ |
44,870 |
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Bonds payable |
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— |
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24,600 |
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Unearned revenue |
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14,092 |
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11,963 |
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Accrued expenses and other liabilities |
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13,609 |
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13,876 |
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Accrued wages and benefits |
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15,262 |
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13,890 |
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Income tax payable, net |
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1,301 |
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3,512 |
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Total Current Liabilities |
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94,193 |
^ |
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112,711 |
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Non-current unearned revenue |
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6,888 |
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6,012 |
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Pension liability |
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18,664 |
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15,886 |
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Deferred compensation liability |
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25,866 |
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21,698 |
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Other non-current liabilities |
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7,124 |
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8,385 |
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Total Liabilities |
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152,735 |
^ |
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164,692 |
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Stockholders' Equity |
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372,944 |
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380,426 |
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Total Liabilities and Stockholders' Equity |
$ |
525,679 |
^ |
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$ |
545,118 |
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Consolidated Statements of Cash Flows
(Unaudited)
(In thousands)
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Twelve Months Ended |
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December 31, |
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2020 |
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2019 |
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Cash flows from operating activities: |
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Net Income (Loss) |
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$ |
2,378 |
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$ |
(52,982 |
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Adjustments to reconcile net income (loss) to net cash used in operating activities: |
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Depreciation and amortization |
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16,627 |
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17,771 |
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Asset impairments |
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65 |
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3,872 |
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Gain on investments |
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(5,802 |
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(11,434 |
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Stock-based compensation expense |
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6,834 |
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6,962 |
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Deferred income taxes |
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(1,356 |
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30,070 |
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Gain on contingency payment |
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— |
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(1,230 |
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Gain on life insurance proceeds |
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— |
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(1,000 |
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Other |
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216 |
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(33 |
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Change in operating assets and liabilities: |
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Accounts receivable, net |
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(7,269 |
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8,282 |
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Other receivables |
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(4,732 |
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20,046 |
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Inventory, net |
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(25,582 |
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^ |
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1,252 |
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Prepaid expenses and other assets |
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(5,239 |
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2,749 |
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Accounts payable, net |
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4,543 |
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^ |
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(13,494 |
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Accrued expenses and other liabilities |
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5,093 |
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(4,598 |
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Income taxes payable |
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(2,294 |
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(8,705 |
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Net cash used in operating activities |
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(16,518 |
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(2,472 |
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Cash flows from investing activities: |
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Purchases of property, plant and equipment |
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(6,413 |
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(9,494 |
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Proceeds from disposals of property, plant and equipment |
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2 |
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— |
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Proceeds from sales and maturities of available-for-sale investments |
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105,100 |
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47,268 |
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Purchases of available-for-sale investments |
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(56,767 |
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(48,578 |
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Acquisition of note receivable |
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(523 |
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— |
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Life insurance proceeds received |
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— |
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1,000 |
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Acquisition of business |
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— |
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13 |
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Net cash provided by (used in) investing activities |
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41,399 |
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(9,791 |
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Cash flows from financing activities: |
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Dividend payments |
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(17,334 |
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(17,212 |
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Repayment of bonds payable |
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(24,600 |
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— |
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Tax withholdings related to stock-based compensation settlements |
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(1,043 |
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— |
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Proceeds from stock option exercises |
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— |
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526 |
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Purchases of treasury stock |
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— |
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(184 |
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Payments on long-term debt |
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— |
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(1,000 |
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Net cash used in financing activities |
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(42,977 |
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(17,870 |
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Net decrease in cash and cash equivalents |
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(18,096 |
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(30,133 |
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Effect of exchange rate changes |
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4,502 |
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(1,598 |
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Cash, cash equivalents and restricted cash, beginning of year |
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73,773 |
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105,504 |
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Cash, cash equivalents and restricted cash, end of year |
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$ |
60,179 |
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$ |
73,773 |
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Supplemental disclosure of cash flow information |
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Cash paid during the year for interest |
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$ |
24 |
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$ |
512 |
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Cash paid during the year for income taxes |
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$ |
7,609 |
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$ |
9,357 |
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Supplemental disclosure of non-cash investing activities |
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Purchases of property, plant and equipment included in accounts payable |
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$ |
108 |
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$ |
90 |
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