ARRIS Announces Preliminary and Unaudited Second Quarter 2018 Results

SUWANEE, Ga., Aug. 1, 2018 /PRNewswire/ -- ARRIS International plc (NASDAQ: ARRS) today announced preliminary and unaudited financial results for the second quarter 2018.

Second Quarter 2018 Financial Highlights

    --  Revenues were $1.727 billion
    --  GAAP net income was $0.19 per diluted share
    --  Adjusted net income (a non-GAAP measure) was $0.72 per diluted share
    --  End-of-quarter cash resources were $548 million
    --  $100 million of share repurchases ($175 million YTD as of 8/1/2018)
    --  Order backlog was $1.3 billion
    --  Book-to-bill ratio was 0.98

"ARRIS posted a solid second quarter, with non-GAAP earnings growing 14% year-over-year to $0.72 per share with continued strong performance from our higher margin Network & Cloud and Enterprise businesses," said Bruce McClelland, ARRIS CEO. "Revenue grew by 4% year-over-year with the addition of Ruckus and increased E6000 CCAP sales. We have been active buyers of our stock in 2018 and intend to allocate the majority of our free cash flow to stock repurchases for the remainder of the year, targeting a minimum of $400 million for the year."

"For the third quarter 2018, we are estimating revenues in the range of $1.680 billion to $1.730 billion. We expect GAAP net income per diluted share in the range of $0.20 to $0.25 and adjusted net income per diluted share in the range of $0.65 to $0.70. For full year 2018, we now expect sales to be in the range of $6.850 billion to $7.0 billion, GAAP net income per diluted share in the range of $0.68 to $0.83 and adjusted net income per diluted share in the range of $2.85 to $3.00."

Revenues in the second quarter 2018 of $1.727 billion were up $63 million, or 4%, as compared to second quarter 2017 revenues of $1.664 billion and up $149 million, or 9%, as compared to first quarter 2018 revenues of $1.578 billion.

Through the first six months of 2018, revenues were $3.304 billion, up $157 million, or 5%, as compared to the first six months of 2017 revenues of $3.147 billion.

GAAP net income in the second quarter 2018 was $0.19 per diluted share, as compared to GAAP net income of $0.16 per diluted share in the second quarter 2017 and a GAAP net loss of $(0.07) per diluted share in the first quarter 2018.

Year to date 2018 GAAP net income was $0.12 per diluted share, as compared to the first six months of 2017 GAAP net loss of $(0.05) per diluted share.

Adjusted net income (a non-GAAP measure) in the second quarter 2018 was $0.72 per diluted share, as compared to $0.63 per diluted share for the second quarter 2017, and first quarter 2018 adjusted net income of $0.73 per diluted share.

Year to date adjusted net income was $1.45 per diluted share for 2018 as compared to the first six months of 2017 adjusted net income of $1.04 per diluted share.

A reconciliation of adjusted net income per diluted share to GAAP net income per diluted share is attached to this release and can be found on the Company's website (www.arris.com).

Cash & Cash Equivalents - The Company ended the second quarter 2018 with $548 million of cash resources, as compared to $543 million at the end of the first quarter 2018. The Company generated $103 million of cash from operating activities during the second quarter 2018, as compared to $246 million during the second quarter of 2017. Through the first six months of 2018 the company generated $199 million of cash from operating activities. This compares to $496 million during the same period in 2017.

The Company repurchased approximately 4.0 million ordinary shares for $100 million during the second quarter of 2018. Since the end of the second quarter, the Company has repurchased approximately 2.0 million additional ordinary shares for $50 million. Through August 1, 2018, the Company has repurchased 6.9 million ordinary shares for $175 million. As of August 1, 2018, the Company has $350 million remaining in available repurchase authorization.

Order backlog at the end of the second quarter 2018 was $1.258 billion as compared to $1.326 billion and $1.293 billion at the end of the second quarter 2017 and the first quarter 2018, respectively. The Company's book-to-bill ratio in the second quarter 2018 was 0.98 as compared to the second quarter 2017 of 1.01 and the first quarter 2018 of 1.11.

ARRIS management will conduct a conference call at 5:00 pm EDT, today, Wednesday, August 1, 2018, to discuss second quarter 2018 results. You may participate in this conference call by dialing 888-655-5028 or 503-343-6025 for international calls prior to the start of the call. Please note that ARRIS will not accept any calls related to this earnings release until after the conclusion of the conference call. A replay of the conference call can be accessed approximately two hours after the call through August 8, 2018, by dialing 855-859-2056 or 404-537-3406 for international calls and using the pass code 4368658. A replay also will be made available for a period of 12 months following the conference call on ARRIS' website at www.arris.com.

Forward-Looking Statements

Statements made in this press release, including those related to revenues and net income for the third quarter and full year 2018, growth expectations, share repurchases, cost initiatives, 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 third quarter 2018, as well as the general
        outlook for 2018, are based on preliminary estimates, assumptions and
        projections that management believes to be reasonable at this time, but
        are beyond management's control;
    --  volatility in component pricing and supply could impact revenues and
        gross margins more than currently anticipated;
    --  fluctuations in share price or reductions in free cash flow may impact
        the volume of share repurchases;
    --  recently enacted tariffs on imports from China and the proposed 10%
        tariff on additional products imported from China could have a material
        adverse impact on our financial results;
    --  the anticipated benefits from the Ruckus Networks acquisition may not be
        realized;
    --  volatility in currency fluctuation may adversely impact our
        international customers' ability or willingness to purchase products and
        the pricing of products;
    --  impacts of the U.K. invoking Article 50 of the Lisbon Treaty to leave
        the European Union, could have an adverse impact on results of
        operations;
    --  regulatory changes, including those related to recently completed
        changes to the U.S. income tax code, could have an adverse impact on
        operations and results of operations;
    --  the impact of litigation and similar regulatory proceedings that we are
        involved in or may become involved in, including the costs of such
        litigation; and
    --  the Company's customers operate in a capital-intensive consumer-based
        industry, and 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.

These factors are not intended to be an all-encompassing list of risks and uncertainties that may affect the Company's business and results from operations. Additional information regarding these and other factors can be found in the Company's reports filed with the Securities and Exchange Commission, including its Form 10-Q for the quarter ended March 31, 2018. In providing forward-looking statements, the Company expressly disclaims any obligation to update these statements publicly or otherwise, whether as a result of new information, future events or otherwise, except as required by law.

About ARRIS
ARRIS International plc (NASDAQ: ARRS) is powering a smart, connected world. The company's leading hardware, software and services transform the way that people and businesses stay informed, entertained and connected. For more information, visit www.arris.com.

For the latest ARRIS news:

    --  Check out our blog: ARRIS EVERYWHERE
    --  Follow us on Twitter: @ARRIS

ARRIS and the ARRIS Logo are trademarks or registered trademarks of ARRIS Enterprises, LLC. All other trademarks are the property of their respective owners. © 2018 ARRIS Enterprises, Inc. All rights reserved.

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:

Reduction in Revenue Related to Warrants: We entered into agreements with two customers for the issuance of warrants to purchase up to 14.0 million of ARRIS's ordinary shares. Vesting of the warrants is subject to certain purchase volume commitments, and therefore the accounting guidance requires that we record any change in the fair value of warrants as a reduction in revenue. Until final vesting, changes in the fair value of the warrants will be marked to market and any adjustment recorded in revenue. We have excluded the effect of the implied fair value in calculating our non-GAAP financial measures. We believe it is useful to understand the effects of these items on our total revenues and gross margin.

Acquisition Accounting Impacts Related to Deferred Revenue: In connection with the accounting related to our acquisitions, business combination rules require us to account for the fair values of deferred revenue arrangements for 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 as if these purchase accounting adjustments had not been applied. We believe the adjustment to these revenues is useful as a measure of the ongoing performance of our business. We historically have 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 their 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 restricted stock units. 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 Accounting Impacts Related to Inventory Valuation: In connection with the accounting related to our acquisitions, business combinations rules require the acquired inventory be recorded at fair value on the opening balance sheet. This is different from historical cost. Essentially, we are required to write the inventory up to the end customer price less a reasonable margin as a distributor. We have excluded the resulting adjustments in inventory and cost of goods sold as the historic and forward gross margin trends will differ as a result of the adjustments. We believe it is useful to understand the effects of this on cost of goods sold and margin.

Integration, Acquisition, Restructuring and Other Costs: We have excluded the effect of acquisition, integration, and other expenses and the effect of restructuring expenses in calculating our non-GAAP operating expenses and net income measures. We incurred expenses in connection with the Pace and Ruckus Networks acquisitions, which we generally would not otherwise incur in the periods presented as part of our continuing operations. Acquisition and integration expenses consist of transaction costs, costs for transitional employees, other acquired employee related costs, and integration related outside services. Restructuring expenses consist of employee severance, abandoned facilities, product line disposition and other exit costs. We believe it is useful to understand the effects of these items on our total operating expenses.

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

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.

Noncontrolling Interest share of Non-GAAP Adjustments: The joint venture formed for the ActiveVideo acquisition is accounted for by ARRIS under the consolidation method. As a result, the consolidated Statements of Income include the revenues, expenses, and gains and losses of the noncontrolling interest. The amount of net income (loss) related to the noncontrolling interest are reported and presented separately in the consolidated Statements of Operations. We have excluded the noncontrolling share of any non- GAAP adjusted measures recorded by the venture, as we believe it is useful to understand the effect of excluding this item when evaluating our ongoing performance.

Impairment on Investments: We have excluded the effect of other-than-temporary impairments and certain gains on investments 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).

Debt Amendment Fees: In 2017, the Company amended its credit agreement. This debt modification allowed us to improve the terms and conditions of the credit agreement and extend the maturities of certain loan facilities. We have excluded the effect of the associated fees in calculating our non-GAAP financial measures. We believe it is useful to understand the effect of this item in our other expense (income).

Remeasurement of Deferred Taxes: The Company records foreign currency remeasurement gains and losses related to deferred tax liabilities in the United Kingdom. The foreign currency remeasurement gains and losses derived from the remeasurement of the deferred income taxes from GBP to USD. We have excluded the impact of these gains and losses in the calculation of our non-GAAP measures. We believe it is useful to understand the effects of this item on our total 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 tax and legal restructuring, state and non-US valuation allowances, benefits for releases of uncertain tax positions due to settlement, change in law or statute of limitations and provision to return differences.


                                                                                                ARRIS INTERNATIONAL PLC

                                                                                        PRELIMINARY CONSOLIDATED BALANCE SHEETS

                                                                                                    (in thousands)

                                                                                                      (unaudited)



                                                                         June 30,                                               March 31,            December 31,             September 30,              June 30,

                                                                                        2018                                                    2018                     2017                       2017                   2017
                                                                                        ----                                                    ----                     ----                       ----                   ----


    ASSETS


    Current assets:

    Cash and cash equivalents                                                       $501,410                                                $506,240                 $487,573                 $1,379,827             $1,346,028

    Short-term investments, at fair value                                             46,698                                                  36,804                   23,874                     33,309                 38,759
                                                                                      ------                                                  ------                   ------                     ------                 ------

    Total cash, cash equivalents and short term investments                          548,109                                                 543,044                  511,447                  1,413,136              1,384,787


    Accounts receivable, net                                                       1,183,360                                               1,034,608                1,218,089                  1,056,225                991,539

    Other receivables                                                                192,067                                                 169,681                  157,845                    145,658                132,742

    Inventories, net                                                                 803,217                                                 849,069                  825,211                    775,142                657,881

    Prepaid income taxes                                                              10,406                                                  26,409                   28,351                     41,780                 16,354

    Prepaids                                                                          40,290                                                  36,308                   26,644                     27,954                 32,149

    Other current assets                                                             196,014                                                 172,993                  145,953                    109,567                119,405
                                                                                     -------                                                 -------                  -------                    -------                -------

    Total current assets                                                           2,973,463                                               2,832,112                2,913,540                  3,569,462              3,334,857


    Property, plant and equipment, net                                               299,991                                                 309,457                  372,467                    347,506                355,033

    Goodwill                                                                       2,259,177                                               2,336,820                2,278,512                  2,016,580              2,014,550

    Intangible assets, net                                                         1,580,393                                               1,583,299                1,771,362                  1,406,591              1,491,103

    Investments                                                                       69,902                                                  69,858                   71,082                     73,199                 61,047

    Deferred income taxes                                                            146,443                                                 131,417                  115,436                    193,703                199,102

    Other assets                                                                      72,155                                                 103,525                  101,858                     57,246                 54,843
                                                                                      ------                                                 -------                  -------                     ------                 ------

                                                                                  $7,401,524                                              $7,366,488               $7,624,257                 $7,664,287             $7,510,535
                                                                                  ==========                                              ==========               ==========                 ==========             ==========



    LIABILITIES AND STOCKHOLDERS' EQUITY


    Current liabilities:

    Accounts payable                                                              $1,125,619                                              $1,010,812               $1,206,656                 $1,266,214             $1,201,883

    Accrued compensation, benefits and related taxes                                 140,387                                                 113,029                  155,966                    102,222                 81,355

    Accrued warranty                                                                  38,651                                                  42,434                   44,507                     45,036                 44,812

    Deferred revenue                                                                 123,590                                                 143,740                  115,224                    118,598                130,454

    Current portion of LT debt & financing lease obligations                          83,709                                                  83,633                   83,559                     89,156                 89,336

    Income taxes payable                                                               2,093                                                   4,937                    6,244                      4,420                  9,487

    Other accrued liabilities                                                        361,315                                                 316,206                  321,113                    327,099                303,013
                                                                                     -------                                                 -------                  -------                    -------                -------

    Total current liabilities                                                      1,875,365                                               1,714,791                1,933,269                  1,952,745              1,860,340

    Long-term debt & financing lease obligations, net of current portion           2,074,352                                               2,095,320                2,116,244                  2,112,494              2,134,506

    Accrued pension                                                                   31,889                                                  43,443                   42,637                     54,867                 55,532

    Noncurrent deferred revenue                                                       58,233                                                  56,041                   54,090                     34,569                 36,855

    Noncurrent income taxes                                                          120,987                                                 159,148                  144,665                    115,434                114,187

    Deferred income taxes                                                             62,886                                                  68,825                   68,888                     83,058                 83,516

    Other noncurrent liabilities                                                      68,507                                                  71,546                   80,430                     83,852                 83,526
                                                                                      ------                                                  ------                   ------                     ------                 ------

    Total liabilities                                                              4,292,219                                               4,209,114                4,440,223                  4,437,018              4,368,462


    Stockholders' equity:

    Ordinary shares                                                                    2,722                                                   2,769                    2,768                      2,788                  2,786

    Capital in excess of par value                                                 3,424,906                                               3,392,415                3,387,128                  3,367,940              3,356,183

    Accumulated other comprehensive loss                                             (4,649)                                                 12,545                    4,552                      8,838                  2,211

    Accumulated deficit                                                            (329,731)                                              (266,264)               (225,881)                 (188,375)             (256,705)
                                                                                    --------                                                --------                 --------                   --------               --------

         Total ARRIS International plc stockholders' equity                        3,093,248                                               3,141,465                3,168,567                  3,191,191              3,104,475

    Stockholders' equity attributable to noncontrolling interest                      16,056                                                  15,909                   15,467                     36,078                 37,598
                                                                                      ------                                                  ------                   ------                     ------                 ------

     Total stockholders' equity                                                    3,109,304                                               3,157,374                3,184,034                  3,227,269              3,142,073
                                                                                   ---------                                               ---------                ---------                  ---------              ---------

                                                                                  $7,401,524                                              $7,366,488               $7,624,257                 $7,664,287             $7,510,535
                                                                                  ==========                                              ==========               ==========                 ==========             ==========


                                                                                           ARRIS INTERNATIONAL PLC

                                                                              PRELIMINARY CONSOLIDATED STATEMENTS OF OPERATIONS

                                                                                   (in thousands, except per share data)

                                                                                                (unaudited)




                                                                                                                                For the Three Months            For the Six Months

                                                                                                                                   Ended June 30,                 Ended June 30,
                                                                                                                                   --------------                 --------------

                                                                                                                                        2018               2017                       2018       2017
                                                                                                                                        ----               ----                       ----       ----


    Net sales                                                                                                                     $1,726,540         $1,664,170                 $3,304,250 $3,147,276

    Cost of sales                                                                                                                  1,227,785          1,260,813                  2,329,812  2,406,661
                                                                                                                                   ---------          ---------                  ---------  ---------

    Gross margin                                                                                                                     498,755            403,357                    974,438    740,615

    Operating expenses:

    Selling, general, and administrative expenses                                                                                    173,353            113,921                    334,557    218,560

    Research and development expenses                                                                                                167,200            133,098                    336,997    266,060

    Amortization of intangible assets                                                                                                 90,485             91,012                    205,193    184,657

    Impairment of goodwill                                                                                                                 -                 -                     3,400          -

    Integration, acquisition, restructuring and other costs                                                                           22,844              9,690                     36,500     19,785

                                                                                                                                     453,882            347,721                    916,647    689,062
                                                                                                                                     -------            -------                    -------    -------

    Operating income                                                                                                                  44,873             55,636                     57,792     51,553

    Other expense (income):

    Interest expense                                                                                                                  23,647             23,344                     46,173     43,027

    (Gain) loss on investments                                                                                                         (844)             3,609                      (317)     8,139

    (Gain) loss on foreign currency                                                                                                    (824)             9,373                      4,009     14,113

    Interest income                                                                                                                  (1,792)           (1,788)                   (3,324)   (3,709)

    Other (income) expense, net                                                                                                        (169)               926                       (61)       841
                                                                                                                                        ----                ---                        ---        ---

    Income (loss) before income taxes                                                                                                 24,855             20,172                     11,312   (10,858)

    Income tax (benefit) expense                                                                                                     (9,944)           (8,302)                   (6,454)     1,699
                                                                                                                                      ------             ------                     ------      -----

    Consolidated net income (loss)                                                                                                    34,799             28,474                     17,766   (12,557)

    Net loss attributable to noncontrolling interests                                                                                  (955)           (1,862)                   (4,388)   (3,795)
                                                                                                                                        ----             ------                     ------     ------

    Net income (loss) attributable to ARRIS International plc                                                                        $35,754            $30,336                    $22,154   ($8,762)
                                                                                                                                     =======            =======                    =======    =======


    Net net (loss) per ordinary share (1):

    Basic                                                                                                                              $0.19              $0.16                      $0.12    $(0.05)
                                                                                                                                       =====              =====                      =====     ======

    Diluted                                                                                                                            $0.19              $0.16                      $0.12    $(0.05)
                                                                                                                                       =====              =====                      =====     ======


    Weighted average ordinary shares:

    Basic                                                                                                                            184,216            186,803                    184,376    188,291
                                                                                                                                     =======            =======                    =======    =======

    Diluted                                                                                                                          185,669            189,002                    186,288    188,291
                                                                                                                                     =======            =======                    =======    =======


    (1)  Calculated based on net income (loss) attributable to shareowners of ARRIS International plc


                                                                                                                                                                                    ARRIS INTERNATIONAL PLC

                                                                                                                                                                       PRELIMINARY CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                                                                                                                                                        (in thousands)

                                                                                                                                                                                          (unaudited)



                                                                                                                                                                                                                                              For the Three Months                      For the Six Months

                                                                                                                                                                                                                                                  Ended June 30,                          Ended June 30,
                                                                                                                                                                                                                                                  --------------                          --------------

                                                                                                                                                                                                                                                      2018                        2017                         2018                      2017
                                                                                                                                                                                                                                                      ----                        ----                         ----                      ----


    Operating Activities:

                                                                   Consolidated net income (loss)                                                                                                                                   $34,799                     $28,474                    $17,766                     $(12,557)

                                                                   Depreciation                                                                                                                                                      21,235                      21,690                     44,109                        43,003

                                                                   Amortization of acquired intangible assets                                                                                                                        92,360                      92,672                    208,955                       187,978

                                                                   Amortization of deferred finance fees and debt discount                                                                                                            1,207                       1,988                      2,422                         3,891

                                                                   Impairment of goodwill                                                                                                                                                 -                          -                     3,400                             -

                                                                   Deferred income taxes                                                                                                                                           (32,750)                   (16,740)                  (46,077)                     (37,523)

                                                                   Foreign currency remeasurement of deferred income taxes                                                                                                          (3,676)                      4,060                         21                         7,191

                                                                   Stock compensation expense                                                                                                                                        23,503                      22,325                     42,759                        41,740

                                                                   Provision for non-cash warrants                                                                                                                                        -                      2,658                          -                        5,081

                                                                   Provision (recovery) for doubtful accounts                                                                                                                             -                       (69)                     (292)                        (248)

                                                                    Loss on disposal of plant, property and equipment and
                                                                    other                                                                                                                                                                66                       1,298                        222                         1,590

                                                                   Loss on investments and others                                                                                                                                     (844)                      3,609                      (182)                        8,139

                                                                    Changes in operating assets & liabilities, net of effects of
                                                                    acquisitions and
                                                                   disposals:

                                                                   Accounts receivable                                                                                                                                            (162,538)                     24,060                     20,862                       368,020

                                                                   Other receivables                                                                                                                                               (22,386)                   (23,625)                  (34,222)                     (59,549)

                                                                   Inventories                                                                                                                                                       43,817                   (103,689)                     19,420                     (106,841)

                                                                   Accounts payable and accrued liabilities                                                                                                                         123,764                     181,521                  (104,470)                       36,881

                                                                   Prepaids and other, net                                                                                                                                         (15,220)                      5,628                     24,557                         9,124
                                                                                                                                                                                                                                    -------                       -----                     ------                         -----

                                                                                                                                 Net cash provided by operating activities                                                                         103,337                     245,860                      199,250                   495,920


    Investing Activities:

                                                                   Purchases of investments                                                                                                                                        (10,809)                    (6,371)                  (37,309)                     (62,250)

                                                                   Sales of investments                                                                                                                                                 549                      58,416                     11,549                       150,301

                                                                   Purchases of property, plant & equipment, net                                                                                                                   (13,450)                   (21,033)                  (28,646)                     (42,900)

                                                                   Deposit proceeds for sale of property, plant and equipment                                                                                                        20,000                           -                    30,000                             -

                                                                   Purchases of intangible assets                                                                                                                                     (423)                      (422)                     (423)                        (422)

                                                                   Other, net                                                                                                                                                             -                          -                       171                           826


                                                                                                                                 Net cash (used in) provided by investing activities                                                               (4,133)                     30,590                     (24,658)                   45,555


    Financing Activities:

                                                                   Proceeds from issuance of debt                                                                                                                                         -                     30,314                          -                       30,314

                                                                   Payment of financing lease obligation                                                                                                                              (224)                      (201)                     (414)                        (405)

                                                                   Payment of debt obligations                                                                                                                                     (21,875)                   (52,864)                  (43,750)                     (75,239)

                                                                   Payment for deferred financing costs and debt discount                                                                                                                 -                    (1,462)                         -                      (1,462)

                                                                   Repurchase of shares                                                                                                                                            (86,244)                   (43,855)                 (111,244)                    (126,965)

                                                                    Repurchase of shares to satisfy employee minimum tax
                                                                    withholdings                                                                                                                                                        (3)                      (128)                  (13,979)                     (13,882)

                                                                   Proceeds from issuance of shares, net                                                                                                                              8,996                       8,530                      9,018                         8,553

                                                                   Contribution from noncontrolling interest                                                                                                                          1,050                       3,500                      2,257                         3,500


                                                                                                                                 Net cash used in financing activities                                                                            (98,300)                   (56,166)                   (158,112)                (175,586)


    Effect of exchange rate changes on cash, cash equivalents and restricted cash                                                                                                                                                            (6,440)                      (450)                     (2,649)                      147

    Net (decrease) increase in cash, cash equivalents and restricted cash                                                                                                                                                                      (5,536)                    219,834                       13,831                   366,036

    Cash, cash equivalents and restricted cash at beginning of period                                                                                                                                                                          508,483                   1,127,894                      489,116                   981,692
                                                                                                                                                                                                                                               -------                   ---------                      -------                   -------

    Cash, cash equivalents and restricted cash at end of period                                                                                                                                                          $502,947 $1,347,728                    $502,947                 $1,347,728
                                                                                                                                                                                                                         ======== ==========                    ========                 ==========



    Reconciliation of cash, cash equivalents and restricted cash reported within the Consolidated Balance Sheets


                                                                   Cash and cash equivalent                                                                                                                                         501,410                   1,346,028

                                                                   Restricted cash included in other current assets                                                                                                                     820                         165

                                                                   Restricted cash included in other assets                                                                                                                             717                       1,535

                                                                   Total                                                                                                                                                                           502,947                   1,347,728


                                                                                                                              ARRIS INTERNATIONAL PLC

                                                                                                               PRELIMINARY ADJUSTED SALES & NET INCOME RECONCILIATION

                                                                                                                 (in thousands, except per share data) (unaudited)




                                                              Q2 2017                               Q1 2018                                 Q2 2018                   JUN YTD 2017                                   JUN YTD 2018
                                                              -------                               -------                                 -------                   ------------                                   ------------

                                                              Amount                 Per                    Amount                            Per                        Amount                        Per                        Amount                    Per               Amount                      Per
                                                                                 Diluted                                                  Diluted                                                  Diluted                                              Diluted                                       Diluted
                                                                                  Share                                                    Share                                                    Share                                                Share                                         Share
                                                                                                                                                                                               ---                                                 ---                                           ---                          --- -----

    Sales                                                             $1,664,170                                       $1,577,710                                                  $1,726,540                                             $3,147,276                                   $3,304,250
    -----                                                             ----------                                       ----------                                                  ----------                                             ----------                                   ----------

    Highlighted items:                                                     2,658                                                -                                                          -                                                 5,081                                            -
        Reduction in revenue related to warrants

       Acquisition accounting impacts of deferred revenue                      -                                           5,694                                                       3,307                                                      -                                       9,002
       --------------------------------------------------

    Adjusted sales                                                    $1,666,828                                       $1,583,404                                                  $1,729,847                                             $3,152,357                                   $3,313,252
    --------------                                                    ----------                                       ----------                                                  ----------                                             ----------                                   ----------


    Net income (loss) attributable to ARRIS International plc            $30,336              $0.16                      $(13,600)                     $(0.07)                        $35,754                   $0.19                        $(8,762)              $(0.05)                $22,154                   $0.12
    ---------------------------------------------------------            -------              -----                       --------                       ------                         -------                   -----                         -------                ------                 -------                   -----

    Highlighted Items:
    Impacting gross margin:
    -----------------------

    Stock compensation expense                                             3,495               0.02                          3,253                         0.02                           3,809                    0.02                           6,747                  0.04                   7,062                    0.04
    --------------------------                                             -----               ----                          -----                         ----                           -----                    ----                           -----                  ----                   -----                    ----

    Reduction in revenue related to warrants                               2,658               0.01                              -                           -                              -                      -                          5,081                  0.03                       -                      -
    ----------------------------------------                               -----               ----                            ---                         ---                            ---                    ---                          -----                  ----                     ---                    ---

    Acquisition accounting impacts of deferred revenue                         -                 -                         5,694                         0.03                           3,307                    0.02                               -                    -                  9,002                    0.05
    --------------------------------------------------                       ---               ---                         -----                         ----                           -----                    ----                             ---                  ---                  -----                    ----

    Acquisition accounting impacts of fair valuing inventory                   -                 -                        16,971                         0.09                               -                      -                            908                  0.00                  16,971                    0.09
    --------------------------------------------------------                 ---               ---                        ------                         ----                             ---                    ---                            ---                  ----                  ------                    ----

    Impacting operating expenses:
    -----------------------------

    Integration, acquisition, restructuring and other costs                9,690               0.05                         13,655                         0.07                          22,844                    0.12                          19,785                  0.10                  36,499                    0.20
    -------------------------------------------------------                -----               ----                         ------                         ----                          ------                    ----                          ------                  ----                  ------                    ----

    Amortization of intangible assets                                     91,012               0.48                        114,708                         0.61                          90,485                    0.49                         184,657                  0.97                 205,193                    1.10
    ---------------------------------                                     ------               ----                        -------                         ----                          ------                    ----                         -------                  ----                 -------                    ----

    Impairment on goodwill and intangible assets                               -                 -                         3,400                         0.02                               -                      -                              -                    -                  3,400                    0.02
    --------------------------------------------                             ---               ---                         -----                         ----                             ---                    ---                            ---                  ---                  -----                    ----

    Stock compensation expense                                            18,829               0.10                         16,003                         0.09                          19,694                    0.11                          34,992                  0.18                  35,697                    0.19
    --------------------------                                            ------               ----                         ------                         ----                          ------                    ----                          ------                  ----                  ------                    ----

    Noncontrolling interest share of non-GAAP adj                          (811)                 -                       (2,321)                      (0.01)                          (867)                 (0.00)                        (1,615)               (0.01)                (3,188)                 (0.02)
    ---------------------------------------------                           ----                ---                        ------                        -----                            ----                   -----                          ------                 -----                  ------                   -----

    Impacting other (income)/expense:
    ---------------------------------

    Impairment on investments                                              2,782               0.01                              -                           -                              -                      -                          2,750                  0.01                       -                      -
    -------------------------                                              -----               ----                            ---                         ---                            ---                    ---                          -----                  ----                     ---                    ---

    Debt amendment fees                                                        -                 -                             -                           -                              -                      -                          2,782                  0.01                       -                      -
    -------------------                                                      ---               ---                           ---                         ---                            ---                    ---                          -----                  ----                     ---                    ---

    Remeasurement of deferred taxes                                        2,828               0.01                          3,697                         0.02                         (3,676)                 (0.02)                          4,940                  0.03                      20                    0.00
    -------------------------------                                        -----               ----                          -----                         ----                          ------                   -----                           -----                  ----                     ---                    ----

    Impacting income tax expense:
    -----------------------------

    Net tax items                                                       (40,937)            (0.22)                      (24,541)                      (0.13)                       (37,387)                 (0.20)                       (54,270)               (0.28)               (61,928)                 (0.33)
                                                                         -------                                          -------                                                     -------                                                -------                                      -------

    Total highlighted items                                               89,546               0.47                        150,519                         0.80                          98,209                    0.53                         206,757                  1.08                 248,728                    1.34
    -----------------------                                               ------               ----                        -------                         ----                          ------                    ----                         -------                  ----                 -------                    ----

    Adjusted net income                                                 $119,882              $0.63                       $136,919                        $0.73                        $133,963                   $0.72                        $197,995                 $1.04                $270,882                   $1.45
                                                                        --------              -----                       --------                        -----                        --------                   -----                        --------                 -----                --------                   -----

    Weighted average ordinary shares - basic                                             186,803                                                    184,805                                                184,216                                              188,291                                        184,376
    ----------------------------------------                                             -------                                                    -------                                                -------                                              -------                                        -------

    Weighted average ordinary shares - diluted                                           189,002                                                    187,175                                                185,669                                              190,932                                        186,288
    ------------------------------------------                                           -------                                                    -------                                                -------                                              -------                                        -------


                                                                                        ARRIS INTERNATIONAL PLC

                                                             PRELIMINARY SUPPLEMENTAL GAAP TO ADJUSTED SALES & GROSS MARGIN RECONCILIATION

                                                                                             (in thousands)

                                                                                              (unaudited)


                                                                                                           Q2 2017                         Q1 2018           Q2 2018           Jun YTD 2017            Jun YTD 2018
                                                                                                           -------                         -------           -------           ------------            ------------

    Sales - GAAP                                                                                                    1,664,170                      1,577,710         1,726,540               3,147,276                3,304,250

    Adjustment to revenue related to warrants                                                                           2,658                              -                -                  5,081                        -

    Acquisition accounting impacts of deferred revenue                                                                      -                         5,694             3,307                       -                   9,002

    Adjusted Sales - Non-GAAP                                                                                       1,666,828                      1,583,404         1,729,847               3,152,357                3,313,252
                                                                                                                    =========                      =========         =========               =========                =========


    GAAP Gross Margin                                                                                                 403,357                        475,683           498,755                 740,615                  974,438

    Acquisition accounting impacts of fair valuing inventory                                                                -                        16,971                 -                    908                   16,971

    Acquisition accounting impacts of deferred revenue                                                                      -                         5,694             3,307                       -                   9,002

    Stock compensation expense                                                                                          3,495                          3,253             3,809                   6,747                    7,062

    Adjustment to revenue related to warrants                                                                           2,658                              -                -                  5,081                        -

    Adjusted Gross Margin - Non-GAAP                                                                                  409,510                        501,601           505,871                 753,351                1,007,473
                                                                                                                      =======                        =======           =======                 =======                =========


    GAAP Gross Margin - %                                                                                             24.2%                         30.2%            28.9%                  23.5%                   29.5%

    Adjusted Gross Margin - Non-GAAP -  %                                                                             24.6%                         31.7%            29.2%                  23.9%                   30.4%


                                                                                                                                    ARRIS INTERNATIONAL PLC

                                                                                                 PRELIMINARY SUPPLEMENTAL GAAP TO ADJUSTED SALES & ADJUSTED DIRECT CONTRIBUTION RECONCILIATION

                                                                                                                                        (in thousands)

                                                                                                                                          (unaudited)


                                                                                                                                                      Q2 2018
                                                                                                                                                    -------

                                                                                                                                    Network &                           CPE                    Enterprise         Corp/ Other           Total
                                                                                                                                      Cloud
                                                                                                                                      -----

    Net Sales                                                                                                                                   549,496                         1,008,131                 172,240               (3,327)       1,726,540

    Non GAAP Adjustments (1)                                                                                                                          -                                -                      -                3,307            3,307
                                                                                                                                                    ---                              ---                    ---

    Adjusted Net Sales                                                                                                                          549,496                         1,008,131                 172,240                  (20)       1,729,847
                                                                                                                                                =======                         =========                 =======                   ===        =========


    Direct Contribution(2)                                                                                                                      201,282                            85,723                  17,774             (146,577)         158,202

    Adjusted Direct Contribution (3)                                                                                                            187,886                            78,946                  19,194              (83,092)         202,934
                                                                                                                                                -------                            ------                  ------               -------          -------

    Adjusted Direct Contribution % of sales                                                                                                       34.2%                             7.8%                  11.1%                                11.7%


    Other Items
    -----------

    Amortization of intangibles                                                                                                                  24,749                            50,621                  14,300                   815           90,485

    Integration,acquisition, restructuring and other costs                                                                                        6,427                            14,589                   1,650                   179           22,845

    Depreciation expense                                                                                                                          6,571                             6,958                   3,158                 4,543           21,230

    Equity compensation expense                                                                                                                   8,647                             5,927                   4,485                 4,444           23,503


    (1)  Impact of adjustment related to acquisition accounting impacts

    (2) Defined as gross margin less direct operating expenses, excluding amortization of intangible assets, restructuring charges, acquisition, integration and other costs.

    (3) Defined as direct contribution less allocated facility costs, service provider sales and marketing costs plus equity compensation and depreciation expense


                                                                                                                                ARRIS INTERNATIONAL PLC

                                                                                              PRELIMINARY SUPPLEMENTAL DIRECT CONTRIBUTION TO ADJUSTED DIRECT CONTRIBUTION RECONCILIATION

                                                                                                                                    (in thousands)

                                                                                                                                      (unaudited)


                                                                                                                                 Q2 2018
                                                                                                                               -------

                                                                                                                Network &                             CPE                            Enterprise           Corp/ Other           Total
                                                                                                                  Cloud
                                                                                                                  -----

    Direct Contribution(1)                                                                                                     201,282                          85,723                             17,774             (146,577)        158,202

    Allocated costs (2)                                                                                                       (28,614)                       (19,622)                           (6,223)               54,499          40,446
                                                                                                                               -------                         -------                             ------                ------          ------

    Direct Contribution after allocation                                                                                       172,668                          66,101                             11,551              (92,078)        158,242

    Equity compensation expense                                                                                                  8,647                           5,927                              4,485                 4,444          23,503

    Depreciation expense                                                                                                         6,571                           6,958                              3,158                 4,543          21,230

    Adjusted Direct Contribution                                                                                               187,886                          78,986                             19,194              (83,091)        202,975
                                                                                                                               =======                          ======                             ======               =======         =======



    (1) Defined as gross margin less direct operating expenses, excluding amortization of intangible assets, restructuring charges, acquisition, integration and other costs.

    (2) Allocated facility costs and service provider sales and marketing costs


                                                                                   ARRIS INTERNATIONAL PLC

                                                            PRELIMINARY SUPPLEMENTAL GAAP TO ADJUSTED EPS GUIDANCE RECONCILIATION

                                                                            (in millions, except per share data)


                                                                                                                                  Q3 2018 Guidance                 FY 2018 Guidance
                                                                                                                                  ----------------                 ----------------

    Estimated GAAP EPS                                                                                                                             $ 0.20 - $ 0.25                $ 0.68 - $ 0.83

    Reconciling Items:

    Amortization of intangibles                                                                                                                               0.48                            2.09

    Stock compensation expense                                                                                                                                0.13                            0.49

    Integration, acquisition, restructuring and other costs                                                                                                   0.02                            0.13

    Purchase accounting Items                                                                                                                                 0.01                            0.16

    Impairment of goodwill                                                                                                                                       -                           0.02

    Net Tax items                                                                                                                                           (0.19)                         (0.72)
                                                                                                                                                             -----                           -----

    Subtotal                                                                                                                                                  0.45                            2.17
                                                                                                                                                              ----                            ----

    Estimated Adjusted (Non-GAAP) EPS                                                                                                              $ 0.65 - $ 0.70                $ 2.85 - $ 3.00
                                                                                                                                                   ===============                ===============


                                                                                                                                           ARRIS INTERNATIONAL PLC

                                                                                                                              PRELIMINARY ADJUSTED SALES & EBITDA RECONCILIATION

                                                                                                                                                (in millions)

                                                                                                                                                 (unaudited)


                                                             Q2 2015        Q3 2015        Q4 2015        Q1 2016                          Q2 2016                              Q3 2016             Q4 2016             Q1 2017             Q2 2017             Q3 2017              Q4 2017               Q1 2018                Q2 2018

    Sales                                                            $1,260         $1,221         $1,102              $1,615                                $1,730                          $1,725              $1,759              $1,483              $1,664               $1,729                $1,739                 $1,578                  $1,727

    Highlighted items:                                                    -             -             -                  -                                    4                              10                  16                   2                   3                    3                   (8)                     -                      -
        Reduction in revenue related to warrants

       Acquisition accounting impacts of deferred revenue                 -             -             -                  -                                    -                              -                  -                  -                  -                   -                    1                      6                       3

    Adjusted sales                                                    1,260          1,221          1,102               1,615                                 1,734                           1,735               1,775               1,486               1,667                1,732                 1,732                  1,583                   1,730
                                                                      =====          =====          =====               =====                                 =====                           =====               =====               =====               =====                =====                 =====                  =====                   =====


    Trailing Twelve Months Adjusted Sales                                                                         $5,198                                $5,672                          $6,185              $6,859              $6,730              $6,663               $6,659                $6,616                 $6,713                  $6,776




    Net income (loss) as reported                                       $15            $23            $27              $(205)                                  $82                             $46                 $86               $(41)                $28                  $87                  $(8)                 $(17)                    $35

    Income tax expense (benefit)                                         13             12            (7)                 86                                  (69)                              9                (11)                 10                 (8)                (14)                 (32)                     3                    (10)

    Interest income                                                     (1)           (1)           (1)                (1)                                  (1)                            (1)                (2)                (2)                (2)                 (2)                  (2)                   (2)                    (2)

    Interest expense                                                     28             15             14                  20                                    19                              20                  21                  20                  23                   20                    24                     23                      24

    Depreciation expense                                                 17             17             18                  24                                    22                              23                  22                  21                  22                   22                    23                     23                      21

    Amortization of intangible assets                                    57             57             56                  98                                   110                              89                 100                  94                  91                   90                   101                    115                      90

    EBITDA                                                              130            124            107                  22                                   164                             186                 216                 102                 154                  203                   105                    145                     158


    Adjustments

    Stock-based compensation expense                                     16             16             18                  14                                    12                              18                  16                  19                  22                   20                    19                     19                      24

    Integration, acquisition, restructuring and other costs              13              8              8                  91                                    41                              11                   8                  10                  10                   11                    68                     14                      23

    Impairment on goodwill and intangible assets                          -             -             -                  -                                    2                               -                  -                  -                  -                   -                   55                      3                       -

    Reduction in revenue related to warrants                              -             -             -                  -                                    4                              10                  16                   -                  -                   -                    -                     -                      -

    Acquisition accounting impacts of deferred revenue                    -             -             -                  -                                    -                              -                  -                  2                   3                    3                   (7)                     6                       3

    Acquisition accounting impacts of fair valuing inventory              -             -             -                 30                                    20                               -                  1                   1                   -                   -                    8                     17                       -

    Impairment (gain) on investments                                      0              -           (0)                  -                                    5                               3                   4                   3                   -                 (2)                    -                     -                      -

    Credit facility - ticking fees                                        -             1              1                 (0)                                    -                              -                  -                  -                  -                   -                    -                     -                      -

    FX contract losses related to acquisition                           (7)            15             14                   2                                     -                              -               (16)                  -                  -                   -                    -                     -                      -

    Adjustment to liability related to foreign tax credit                 -           (4)             -                  -                                    -                              -                  -                  -                  -                   -                    -                     -                      -

    Remeasurement of deferred taxes                                       -             -             -                  -                                    -                              -                  -                  2                   3                    4                     1                      4                     (4)

    Adjusted EBITDA - Non-GAAP                                         $152           $160           $148                $159                                  $248                            $227                $245                $139                $192                 $239                  $248                   $208                    $204
                                                                       ====           ====           ====                ====                                  ====                            ====                ====                ====                ====                 ====                  ====                   ====                    ====


    Trailing Twelve Months Adjusted EBITDA                                                                          $619                                  $715                            $782                $879                $859                $803                 $815                  $818                   $886                    $899

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SOURCE ARRIS