\nADTRAN Holdings, Inc. (NASDAQ: ADTN and FSE: QH9) (\u201cADTRAN Holdings\u201d or the \u201cCompany\u201d) today announced preliminary unaudited revenue, as well as GAAP and non-GAAP operating margin, for the fiscal quarter and year ended December 31, 2025.<\/p>\n
\nThis press release announcement is being provided due to German ad hoc disclosure requirements following, among others, the Company’s expected outperformance relative to its previously issued revenue guidance. All figures in this release are preliminary and subject to completion of the Company’s quarter- and year-end financial close procedures.<\/p>\n
\nFor the fourth quarter of 2025, preliminary revenue is expected to be in the range of $290.0 million to $293.0 million, exceeding the Company\u2019s previously announced guidance range of $275.0 million to $285.0 million. Full year preliminary U.S. GAAP revenue is expected to be between $1,082.2 million to $1,085.2 million.<\/p>\n
\nPreliminary GAAP operating margin for the fourth quarter is expected to be between 1.4% to 1.7%. Preliminary non-GAAP operating margin for the fourth quarter is expected to be between 6.0% to 6.9%, which is within our previously announced guidance range of 3.5% to 7.5%.<\/p>\n
\nFull year preliminary GAAP operating margin is expected to be between (1.5)% to (1.4)%, while full year preliminary non-GAAP operating margin is expected to be between 4.6% to 4.9%.<\/p>\n
\nThe Company currently expects fourth quarter non-GAAP earnings per share to exceed current analyst consensus estimates, however, the Company is unable to confirm the amount of the variance at this time. The Company\u2019s non-GAAP earnings per share, will be provided when the Company reports its complete results.<\/p>\n
\nADTRAN Holdings\u2019 Chairman and Chief Executive Officer, Tom Stanton, stated, \u201cOur preliminary fourth quarter results reflect higher demand and strong execution, outperforming our expectations amid typical year-end seasonality. We look forward to providing additional detail on our fourth quarter results when we report audited results in late February.\u201d<\/p>\n
\nThe information contained in this press release is preliminary. The Company will release its final financial results for the fourth quarter and full year 2025 after the market close on Wednesday, February 25, 2026, at https:\/\/investors.adtran.com\/<\/a>. The Company will conduct a conference call on Thursday, February 26, 2026 at 7:30 a.m. Central Time (2:30 p.m. Central European Time).<\/p>\n \nThe Company will webcast this conference call, or you may dial in to participate. To listen, visit the events and presentations section of ADTRAN Holdings, Inc. Investor Relations site at https:\/\/events.q4inc.com\/attendee\/203363753<\/a> approximately 10 minutes before the start of the call, or you may dial 1-888-330-2391 (Toll-Free US) or 1-240-789-2702, and use Conference ID 8936454. An online replay of the conference call and a transcript of the call will be available on the Investor Relations site shortly following the call and will remain available for at least 12 months.<\/p>\n \nThe information contained in this press release is solely based on preliminary unaudited results. Non-GAAP operating margin (which is calculated as non-GAAP operating income divided by revenue) is a non-GAAP financial measure. Reconciliations between GAAP operating loss and GAAP operating margin for the fourth quarter and full year 2025 and non-GAAP operating income and non-GAAP operating margin, respectively, are set forth in the table provided below.<\/p>\n Cautionary Note Regarding Forward-Looking Statements<\/b><\/p>\n \nStatements contained in this press release which are not historical facts are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can also generally be identified by the use of words such as \u201cbelieve,\u201d \u201cexpect,\u201d \u201cintend,\u201d \u201cestimate,\u201d \u201canticipate,\u201d \u201cwill,\u201d \u201cmay,\u201d \u201ccould\u201d and similar expressions. Examples of forward-looking statements include, among others, statements regarding management\u2019s expectations with the Company\u2019s final revenue, final GAAP and non-GAAP operating margin, and final non-GAAP earnings per share for the fourth quarter and year ended December 31, 2025. In addition, ADTRAN Holdings, through its senior management, may from time to time make forward-looking public statements concerning the matters described herein. All such forward-looking information speaks only as of the date hereof, and ADTRAN Holdings undertakes no duty to publicly update or revise such forward-looking information, whether as a result of new information, future events, or otherwise, except to the extent as may be required by law. All such forward-looking statements are necessarily estimates and reflect management\u2019s best judgment based upon current information. Actual events or results may differ materially from those anticipated in these forward-looking statements as a result of a variety of factors. While it is impossible to identify all such factors, factors which have caused and may in the future cause actual events or results to differ materially from those estimated by ADTRAN Holdings include, but are not limited to: (i) risks and uncertainties relating to our ability to remain in compliance with the covenants set forth in and satisfy the payment obligations under our credit agreement and convertible notes, to satisfy our payment obligations to Adtran Networks\u2019 minority shareholders under the Domination and Profit and Loss Transfer Agreement between us and Adtran Networks (the \u201cDPLTA\u201d), and to make payments to Adtran Networks in order to absorb its annual net loss pursuant to the DPLTA; (ii) the risk of fluctuations in revenue due to lengthy sales and approval processes required by major and other service providers for new products, as well as shifting customer spending patterns; (iii) risks and uncertainties related to our inventory practices and ability to match customer demand; (iv) risks and uncertainties relating to our level of indebtedness and our ability to generate cash; (v) risks and uncertainties relating to ongoing material weaknesses in our internal control over financial reporting; (vi) risks posed by changes in general economic conditions and monetary, fiscal and trade policies, including tariffs; (vii) risks posed by potential breaches of information systems and cyber-attacks\u037e (viii) the risk that we may not be able to effectively compete, including through product improvements and development; and (ix) other risks set forth in our public filings made with the SEC, including our most recent Annual Report on Form 10-K for the year ended December 31, 2024, as amended, and our Quarterly Reports on Form 10-Q for the quarters ended March 31, 2025, June 30, 2025, and September 30, 2025.<\/p>\n \nAdditionally, the financial measures presented herein are a preliminary estimate, remain subject to our internal controls and procedures, and are subject to risks and uncertainties, including, among others, changes in connection with quarter-end adjustments. Any variation between the Company\u2019s actual financial results and the preliminary ranges set forth herein may be material.<\/p>\n Explanation of Use of Non-GAAP Financial Measures<\/b><\/p>\n \nSet forth in the table below is a reconciliation of operating income (loss) and operating margin as reported based on generally accepted accounting principles in the United States (\u201cGAAP\u201d) to non-GAAP operating income and non-GAAP operating margin, respectively. Non-GAAP operating income excludes acquisition-related expenses, amortization and adjustments (consisting of intangible amortization of backlog, inventory fair value adjustments, developed technology, customer relationships, and trade names acquired in connection with business combinations), stock-based compensation expense, restructuring expenses, deferred compensation adjustments, and certain one-time professional fees and other expenses. These measures are used by management in our ongoing planning and annual budgeting processes. Additionally, we believe the presentation of these non-GAAP measures, when combined with the presentation of the most directly comparable GAAP financial measures, are beneficial to the overall understanding of ongoing operating performance of the Company.<\/p>\n \nThese non-GAAP financial measures are not prepared in accordance with, or an alternative for, GAAP and therefore should not be considered in isolation or as a substitution for analysis of our results as reported under GAAP. Additionally, our calculation of these non-GAAP measures may not be comparable to similar measures calculated by other companies.<\/p>\n About Adtran<\/b><\/p>\n \nADTRAN Holdings, Inc. (NASDAQ: ADTN and FSE: QH9) is the parent company of Adtran, Inc., a leading global provider of open, disaggregated networking and communications solutions that enable voice, data, video and internet communications across any network infrastructure. From the cloud edge to the subscriber edge, Adtran empowers communications service providers around the world to manage and scale services that connect people, places and things. Adtran solutions are used by service providers, private enterprises, government organizations and millions of individual users worldwide. ADTRAN Holdings, Inc. is also the majority shareholder of Adtran Networks SE, formerly ADVA Optical Networking SE (\u201cAdtran Networks\u201d). Find more at Adtran.com<\/a>, LinkedIn<\/a> and X<\/a>.<\/p>\n Published by Reconciliation of Preliminary Operating Income (Loss) and Preliminary Operating Margin to Preliminary Non-GAAP Operating Income and Preliminary Non-GAAP Operating Margin<\/b><\/p>\n (Unaudited)<\/b><\/p>\n (In millions)<\/b><\/p>\n<\/td>\n<\/tr>\n \n\u00a0<\/p>\n<\/td>\n Three Months Ended \n\u00a0<\/p>\n<\/td>\n \n\u00a0<\/p>\n<\/td>\n Year Ended Total Revenue<\/b><\/p>\n<\/td>\n $290.0 – $293.0<\/b><\/p>\n<\/td>\n \n\u00a0<\/p>\n<\/td>\n \n\u00a0<\/p>\n<\/td>\n $1,082.2 – $1,085.2<\/b><\/p>\n<\/td>\n<\/tr>\n \n\u00a0<\/p>\n<\/td>\n \n\u00a0<\/p>\n<\/td>\n \n\u00a0<\/p>\n<\/td>\n \n\u00a0<\/p>\n<\/td>\n \n\u00a0<\/p>\n<\/td>\n<\/tr>\n Operating Income (Loss)<\/b><\/p>\n<\/td>\n $4.0 – $5.0<\/b><\/p>\n<\/td>\n \n\u00a0<\/p>\n<\/td>\n \n\u00a0<\/p>\n<\/td>\n ($16.1) – ($15.1)<\/b><\/p>\n<\/td>\n<\/tr>\n \nAcquisition related expenses, amortizations and adjustments (1)<\/sup><\/p>\n<\/td>\n \n$11.4 – $12.0<\/p>\n<\/td>\n \n\u00a0<\/p>\n<\/td>\n \n\u00a0<\/p>\n<\/td>\n \n$48.3 – $48.9<\/p>\n<\/td>\n<\/tr>\n \nStock-based compensation expense<\/p>\n<\/td>\n \n$1.0 – $1.6<\/p>\n<\/td>\n \n\u00a0<\/p>\n<\/td>\n \n\u00a0<\/p>\n<\/td>\n \n$9.7 – $10.3<\/p>\n<\/td>\n<\/tr>\n \nRestructuring expense<\/p>\n<\/td>\n \n\u00a0<\/p>\n<\/td>\n \n\u2014<\/p>\n<\/td>\n \n\u00a0<\/p>\n<\/td>\n \n\u00a0<\/p>\n<\/td>\n \n($0.3) – ($0.3)<\/p>\n<\/td>\n<\/tr>\n \nDeferred compensation adjustments (2)<\/sup><\/p>\n<\/td>\n \n($0.6) – ($1.0)<\/p>\n<\/td>\n \n\u00a0<\/p>\n<\/td>\n \n\u00a0<\/p>\n<\/td>\n \n$2.8 – $3.2<\/p>\n<\/td>\n<\/tr>\n \nProfessional fees and other expenses (3)<\/sup><\/p>\n<\/td>\n \n$1.5 – $2.5<\/p>\n<\/td>\n \n\u00a0<\/p>\n<\/td>\n \n\u00a0<\/p>\n<\/td>\n \n$5.4 – $6.4<\/p>\n<\/td>\n<\/tr>\n Non-GAAP Operating Income<\/b><\/p>\n<\/td>\n $17.3 – $20.1<\/b><\/p>\n<\/td>\n \n\u00a0<\/p>\n<\/td>\n \n\u00a0<\/p>\n<\/td>\n $49.8 – $53.4<\/b><\/p>\n<\/td>\n<\/tr>\n \n\u00a0<\/p>\n<\/td>\n \n\u00a0<\/p>\n<\/td>\n \n\u00a0<\/p>\n<\/td>\n \n\u00a0<\/p>\n<\/td>\n \n\u00a0<\/p>\n<\/td>\n<\/tr>\n Operating Margin<\/b><\/p>\n<\/td>\n 1.4% – 1.7%<\/b><\/p>\n<\/td>\n \n\u00a0<\/p>\n<\/td>\n \n\u00a0<\/p>\n<\/td>\n (1.5)% – (1.4)%<\/b><\/p>\n<\/td>\n<\/tr>\n Non-GAAP Operating Margin<\/b><\/p>\n<\/td>\n 6.0% – 6.9%<\/b><\/p>\n<\/td>\n \n\u00a0<\/p>\n<\/td>\n \n\u00a0<\/p>\n<\/td>\n 4.6% – 4.9%<\/b><\/p>\n<\/td>\n<\/tr>\n (1) Includes intangible amortization of backlog, inventory fair value adjustments, developed technology, customer relationships, and trade names acquired in connection with business combinations. We incur charges relating to the amortization of intangible assets and exclude these charges for purposes of calculating our non-GAAP measures. Such charges are significantly impacted by the timing and magnitude of our acquisitions. We exclude these charges for the purpose of calculating our non-GAAP measures, primarily because they are noncash expenses and our internal benchmarking analyses evidence that many industry participants and peers present non-GAAP financial measures excluding intangible asset amortization. Although this does not directly affect our cash position, the loss in value of intangible assets over time can have a material impact on the equivalent GAAP earnings measure.<\/sup><\/p>\n (2) Includes non-cash change in fair value of equity investments held in the ADTRAN Holdings, Inc. Deferred Compensation Program for certain employees, all of which is included in selling, general and administrative expenses on the condensed consolidated statement of loss.<\/sup><\/p>\n (3) Includes professional fees related to an internal investigation, a benefit plan adjustment, and fees relating to other one-time professional fees and business expenses.<\/sup><\/p>\n<\/td>\n<\/tr>\n<\/table>\n \n\u00a0<\/p>\n View source version on businesswire.com: <\/span>https:\/\/www.businesswire.com\/news\/home\/20260121408805\/en\/<\/a><\/span><\/p>\n For media For investors KEYWORDS:<\/b> Alabama United States North America<\/p>\n INDUSTRY KEYWORDS:<\/b> Hardware Mobile\/Wireless Other Technology Technology Telecommunications<\/p>\n
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<\/b>ADTRAN Holdings, Inc.
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www.adtran.com<\/a><\/p>\n\n
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December 31, 2025
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December 31, 2025
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Gareth Spence
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+44 1904 699 358
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public.relations@adtran.com<\/a><\/p>\n
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Peter Schuman, IRC
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+1 256 963 6305
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investor.relations@adtran.com<\/a><\/p>\n
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