August 25, 2010

Aviat Networks Announces Fiscal Fourth Quarter 2010 Financial Results

Details Operational and Strategic Plans

SANTA CLARA, Calif., Aug 25, 2010 /PRNewswire via COMTEX News Network/ -- Aviat Networks, Inc. ("Aviat," Nasdaq: AVNW), a leading wireless expert in advanced IP network migration, today reported financial results for the fourth quarter and fiscal year 2010, which ended July 2, 2010.

Revenue for the fourth quarter of fiscal 2010 was $116.3 million, compared with $135.2 million in the year ago period. Net loss was $88.8 million, or $1.49 per share, compared with a net loss of $3.4 million, or $0.06 per share, in the year ago quarter. The results in the fourth quarter of fiscal 2010 include $71.1 million of impairment charges for intangible assets and property, plant and equipment.

Cash equivalents and short-term investments were $141.7 million, compared with $140.5 million in the prior quarter. The Company generated positive operating cash flow of $6.5 million in the quarter due to continued focus on cash management during the period.

Non-GAAP Financial Results

Non-GAAP net loss for the quarter was $7.5 million, or $0.13 per diluted share, compared with non-GAAP net income of $5.1 million, or $0.09 per diluted share, in the year ago quarter. Non-GAAP results exclude $83.5 million of pre-tax charges comprised primarily of a $75.3 million related to intangible assets and property, plant and equipment and software impairment charges, $5.1 million of restructuring and stock compensation expense and $3.2 million for amortization of purchased intangibles and partially offset by $2.2 million in gains from settlement of the Telsima acquisition purchase price and the sale of the San Antonio facility.

A reconciliation of GAAP to non-GAAP financial measures is provided on Table 4 along with the accompanying notes.

Fourth Quarter Revenue by Segment

Revenue in the North America segment was $38.1 million in the fourth quarter of fiscal 2010, compared with $59.4 million in the year ago period. International revenue was $78.2 million, compared with $75.8 million in the year ago period.

Fiscal 2010 Results

For fiscal year 2010, the Company reported revenue of $478.9 million, compared with revenue of $679.9 million in the prior year. Net loss for fiscal year 2010 was $130.2 million, or a loss per share of $2.19, compared with a net loss of $355.0 million, or a loss per share of $6.05 for fiscal year 2009. On a non-GAAP basis, net loss was $14.2 million or $0.24 per diluted share compared with net income of $28.3 million or $0.48 per diluted share in the prior year period. Fiscal year 2010 non-GAAP results exclude $119.8 million of pre-tax charges comprised primarily of $75.9 million related to intangible assets and property, plant and equipment and software, impairment charges, $10.3 million of restructuring and stock compensation expense, $16.9 million in charges for product transition, $13.8 million for amortization of purchased intangibles, $2.7 million for Harris transitional and rebranding costs and partially offset by $2.2 million in gains from settlement of the Telsima acquisition purchase price and the sale of the San Antonio facility.

"While the overall economic environment had an adverse impact on our business in fiscal 2010, we have recently begun to implement significant and meaningful strategic and operational changes that will allow Aviat Networks to stabilize revenues and form a foundation - based on our core competencies - upon which we can resume profitable growth," said Chuck Kissner, Chairman and CEO of Aviat Networks. "In addition to implementing our restructuring plan, as we had announced, we have finalized several aspects of our strategic plan. Where the restructuring plan reduces costs, streamlines our business and restores future profitability, our strategic plan refocuses our programs, optimizes our product portfolio and prioritizes key markets where we have a competitive advantage to drive long-term sustainable revenue growth."

"During the quarter, as planned, we implemented a change to our revenue recognition standards, ASU 2009-13 and ASU 2009-14," said Tom Cronan, CFO of Aviat Networks. "In addition, we incurred several charges totaling $83.5 million, including $75.9 million related to intangible assets and property, plant and equipment and software impairment charges. With these changes and charges behind us, we can focus on executing our strategic and operational plan for fiscal 2011. With our new operating model, strong balance sheet and consistent cash flow generation, we believe we are well-positioned to resume profitable growth once our restructuring actions are complete."

Strategic Plan

The Company has identified several elements of its going-forward strategic plan which will be complete in September. It will:

  • Accelerate innovation in wireless transmission, including microwave backhaul, in order to extend its performance leadership over competitive solutions
  • Realign its WiMAX business to become more complementary with and integral to its wireless transmission offerings
  • Expand its solutions orientation, increasing focus on its services business, specifically network operations management and network design and installation

Operational Objectives for 2011

The Company has established four key objectives for fiscal 2011. They are to:

  • improve operational efficiency,
  • improve its ability to serve its customers as a strategic vendor,
  • focus on innovation in the Company's areas of core competency,
  • and achieve profitability post-restructuring.

Outlook

Based on current backlog, business trends and taking into account operational changes and the uncertain macro-economic environment, we believe revenue will be in the range of $100 million to $120 million in the first fiscal quarter of 2011.

Conference Call

Aviat Networks will host a conference call today at 4:30 p.m. Eastern Time to discuss the Company's financial results. Those wishing to join the call should dial 480-629-9725 (access code: 4350879) at approximately 4:20 p.m. A replay of the call will be available starting approximately one hour after the call's completion until September 1, 2010. To access the replay, dial 303-590-3030 (Conference ID: 4350879). A live and archived webcast of the conference call will also be available via the company's Web site at http://investors.aviatnetworks.com/events.cfm

Non-GAAP Measures and Comparative Financial Information

Aviat Networks, Inc. reports information in accordance with U.S. Generally Accepted Accounting Principles ("GAAP"). Management of Aviat Networks monitors revenues, cost of product sales and services, research and development expenses, selling and administrative expenses, operating income or loss, tax expense or benefit, net income or loss, and net income or loss per share on a non-GAAP basis for planning and forecasting results in future periods, and may use these measures for some management compensation purposes. These measures exclude certain costs, expenses and gains as shown on the attached GAAP reconciliation table. As a result, management is presenting these non-GAAP measures in addition to results reported in accordance with GAAP to better communicate underlying operational and financial performance in each period. Management believes these non-GAAP measures provide information that is useful to investors in understanding period-over-period operating results separate and apart from items that may, or could, have a disproportionate positive or negative impact on results in any given period. Management also believes that these non-GAAP measures enhance the ability of an investor to analyze trends in Aviat Networks' business and to better understand our performance.

Aviat Networks' management does not, nor does it suggest that investors should, consider such non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Aviat Networks presents such non-GAAP financial measures in reporting its financial results to provide investors with an additional tool to evaluate the Company's financial performance. Reconciliations of these non-GAAP financial measures with the most directly comparable financial measures calculated in accordance with GAAP are included in the tables below.

About Aviat Networks, Inc.

Aviat Networks, Inc. (Nasdaq: AVNW), previously known as Harris Stratex Networks, Inc. is a leading wireless expert in advanced IP network migration, building the foundation for the 4G/LTE broadband future. We offer best-of-breed wireless transmission solutions including LTE-ready microwave backhaul and a complete portfolio of essential service options that enable wireless public and private telecommunications operators to deliver advanced data, voice and video and mobility services around the world. Aviat Networks is agile and adaptive to anticipate what's coming to help our customers make the right choices, and our products and services are designed for flexible evolution, no matter what the future brings. With global reach and local presence on the ground we work by the side of our customers, allowing them to quickly and cost effectively seize new market and service opportunities, while managing migration toward an all- IP future. For more information, please visit www.aviatnetworks.com or join the dialogue at www.twitter.com/aviatnetworks.

Forward-Looking Statements

The information contained in this document includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 21E of the Securities Exchange Act and Section 27A of the Securities Act. All statements, trend analyses and other information contained herein about the markets for the services and products of Aviat Networks and trends in revenue, as well as other statements identified by the use of forward-looking terminology, including "anticipated", "believe", "plan", "estimate", "expect", "goal", "will", "see", "continues", "delivering", "view", and "intend", or the negative of these terms or other similar expressions, constitute forward-looking statements. These forward-looking statements are based on estimates reflecting the current beliefs of the senior management of Aviat Networks. These forward-looking statements involve a number of risks and uncertainties that could cause actual results to differ materially from those suggested by the forward-looking statements. Forward-looking statements should therefore be considered in light of various important factors, including those set forth in this document. Important factors that could cause actual results to differ materially from estimates or projections contained in the forward-looking statements include the following:

  • continued weakness in the global economy affecting customer spending;
  • continued price erosion as a result of increased competition in the microwave transmission industry;
  • the volume, timing and customer, product and geographic mix of our product orders may have an impact on our operating results;
  • the ability to maintain projected product rollouts, product functionality, anticipated cost reductions or market acceptance of planned products;
  • the ability to retain key personnel;
  • the ability to achieve business plans for Aviat Networks;
  • the ability to manage and maintain key customer relationships;
  • uncertain economic conditions in the telecommunications sector combined with operator and supplier consolidation which makes it difficult to estimate growth;
  • future costs or expenses related to litigation;
  • the ability of our subcontractors to perform or our key suppliers to manufacture or deliver material;
  • customers may not pay for products or services in a timely manner, or at all;
  • the failure of Aviat Networks to protect its intellectual property rights and its ability to defend itself against intellectual property infringement claims by others;
  • currency and interest rate risks;
  • the impact of political, economic and geographic risks on international sales.

For more information regarding the risks and uncertainties for our business, see "Risk Factors" in our form 10-K filed with the U.S. Securities and Exchange Commission ("SEC") on September 4, 2009 as well as other reports filed by Aviat Networks, Inc., previously known as Harris Stratex Networks, Inc., with the SEC from time to time. Aviat Networks undertakes no obligation to update publicly any forward-looking statement for any reason, except as required by law, even as new information becomes available or other events occur in the future.

Financial Tables to Follow:

                                     Table 1

                               AVIAT NETWORKS, INC.

                     Fiscal Year 2010 Fourth Quarter Summary
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS



                                  Quarter Ended         Fiscal Year Ended
                                  -------------         -----------------
                              July 2,    July 3,    July 2,     July 3,
                                2010       2009       2010        2009
                             --------   --------   --------    --------
                                     (In millions, except per share
                                                amounts)
    Revenue from product
     sales and services         $116.3     $135.2     $478.9      $679.9
    Cost of product sales
     and services                (79.2)     (85.4)    (320.4)     (468.2)
    Charges for product
     transition                      -          -      (16.9)      (29.8)
    Amortization of
     purchased technology         (1.9)      (2.1)      (8.2)       (7.5)
                                  ----       ----       ----        ----
    Gross margin                  35.2       47.7      133.4       174.4
    Research and development
     expenses                    (10.1)     (10.8)     (41.1)      (40.4)
    Selling and
     administrative expenses     (39.8)     (34.3)    (141.0)     (138.3)
    Amortization of
     intangible assets            (1.3)      (1.4)      (5.6)       (5.6)
    Acquired in-process
     research and
     development                     -          -          -        (2.4)
    Intangible assets,
     goodwill and other
     impairment charges          (71.9)     (10.9)     (71.9)     (314.8)
    Restructuring charges         (3.8)      (3.3)      (7.1)       (8.2)
                                  ----       ----       ----        ----
    Operating loss               (91.7)     (13.0)    (133.3)     (335.3)
    Other income                   1.2          -        1.2           -
    Interest income                0.2          -        0.3         0.9
    Interest expense              (0.7)      (0.6)      (2.2)       (2.8)
                                  ----       ----       ----        ----
    Loss before income taxes     (91.0)     (13.6)    (134.0)     (337.2)
    Income tax benefit
     (expense)                     2.2       10.2        3.8       (17.8)
                                   ---       ----        ---       -----
    Net loss                    $(88.8)     $(3.4)   $(130.2)    $(355.0)
                                ======      =====    =======     =======
    Net loss per share of
     Common Stock (Note 1):
    Basic and diluted           $(1.49)    $(0.06)    $(2.19)     $(6.05)
    Basic and diluted
     weighted average shares
     outstanding                  59.7       59.0       59.4        58.7



    (1)  In fiscal year 2009, we had Class A and Class B shares of common
     stock outstanding. The net loss per common share amounts were the same
     for Class A and Class B during fiscal year 2009 because the holders of
     each class were legally entitled to equal per share distributions
     whether through dividends or in liquidation. There were no shares of
     Class B common stock outstanding during fiscal year 2010. Effective
     November 19, 2009, under a change to our certificate of incorporation
     approved by shareholders, all shares of our Class A common stock were
     reclassified on a one-to-one basis to shares of Common Stock without a
     class designation; we no longer have Class A or Class B common stock
     authorized, issued or outstanding.



                                Table 2

                          AVIAT NETWORKS, INC.

                Fiscal Year 2010 Fourth Quarter Summary
                 CONDENSED CONSOLIDATED BALANCE SHEETS
                              (Unaudited)


                                                 July 2,      July 3,
                                                   2010       2009(1)
                                                --------     --------
                                                      (In millions)
    Assets
      Cash and cash equivalents                    $141.7       $136.8
      Short-term investments                            -          0.3
      Receivables                                   104.8        142.9
      Inventories and unbilled costs                103.7        126.4
      Other current assets                           22.3         29.7
      Property, plant and equipment                  37.6         57.4
      Goodwill                                        6.2          3.2
      Identifiable intangible assets                  7.5         84.1
      Non-current deferred taxes                     13.1          8.0
      Other assets                                   10.1         11.4
                                                     ----         ----
                                                   $447.0       $600.2
                                                   ======       ======
    Liabilities and Stockholders' Equity
      Short-term debt                                $5.0        $10.0
      Accounts payable                               58.6         69.6
      Accrued expenses and other current
       liabilities                                   97.1        114.8
      Restructuring and other long-term
       liabilities                                    8.6          4.3
      Redeemable preference shares                    8.3          8.3
      Non-current deferred taxes and reserve
       for uncertain tax positions                    6.2          5.3
      Stockholders' equity                          263.2        387.9
                                                    -----        -----
                                                   $447.0       $600.2
                                                   ======       ======


    (1) Derived from audited financial statements.

                                     Table 3

                               AVIAT NETWORKS, INC.

                     Fiscal Year 2010 Fourth Quarter Summary
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)


                                                             Fiscal Year
                                                                Ended
                                                               -----------
                                                         July 2,   July 3,
                                                             2010      2009
                                                             ----      ----
                                                            (In millions)
    Operating Activities
      Net loss                                            $(130.2)  $(355.0)
      Adjustments to reconcile net loss to net cash
       provided by operating activities:
        Amortization of identifiable intangible assets       13.8      13.8
        Depreciation and amortization of property, plant
         and equipment and capitalized software              21.9      24.3
        Non-cash share-based compensation expense             3.2       2.8
        Goodwill impairment charges                             -     279.0
        Intangible assets impairment charges                 63.2      32.6
        Property, plant and equipment impairment charges      7.9         -
        Charges for product transition and related
         impairments, including software                     13.5      29.3
        Acquired in-process research and development            -       2.4
        Decrease in fair value of warrants                      -      (0.6)
        Deferred income tax expense                           4.2      16.0
        Non-cash other income                                (1.2)        -
      Changes in operating assets and liabilities:
        Receivables                                          38.5      61.1
        Unbilled costs and inventories                       14.6      (9.6)
        Accounts payable and accrued expenses               (20.1)    (18.7)
        Advance payments and unearned income                 (0.1)      7.2
        Other assets and liabilities, net                    (0.9)    (13.3)
                                                             ----     -----
    Net cash provided by operating activities                28.3      71.3
    Investing Activities
      Cash paid related to acquisition of Telsima            (4.2)     (4.3)
      Proceeds from sale of property, plant and
       equipment                                              5.4         -
      Purchases of short-term investments and
       available for sale securities                            -      (1.2)
      Sales of short-term investments and available
       for sale securities                                    0.3       4.0
      Additions of property, plant and equipment            (17.9)    (15.8)
      Additions to capitalized software                      (2.9)     (5.8)
                                                             ----      ----
    Net cash used in investing activities                   (19.3)    (23.1)
    Financing Activities
      Proceeds from exercise of stock options                 0.1         -
      (Decrease) increase in short-term debt                 (5.0)     10.0
      Payments on long-term debt                                -      (9.8)
      Payments on capital lease obligations                  (0.4)     (1.3)
                                                             ----      ----
    Net cash used in financing activities                    (5.3)     (1.1)
    Effect of exchange rate changes on cash and cash
     equivalents                                              1.2      (5.3)
                                                              ---      ----
    Net increase in cash and cash equivalents                 4.9      41.8
    Cash and cash equivalents, beginning of year            136.8      95.0
                                                            -----      ----
    Cash and cash equivalents, end of quarter              $141.7    $136.8
                                                           ======    ======


                               Table 3 (Continued)

                               AVIAT NETWORKS, INC.

                     Fiscal Year 2010 Fourth Quarter Summary
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)


                                                            Quarter Ended
                                                            -------------
                                                         July 2,   July 3,
                                                             2010     2009
                                                             ----     ----
                                                            (In millions)
    Operating Activities
      Net loss                                             $(88.8)   $(3.4)
      Adjustments to reconcile net loss to net cash
       provided by operating activities:
        Amortization of identifiable intangible assets        3.2      3.8
        Depreciation and amortization of property, plant
         and equipment and capitalized software               6.1      6.7
        Non-cash share-based compensation expense             1.4      1.0
        Intangible assets impairment charges                 63.2     10.6
        Property, plant and equipment impairment charges      7.9        -
        Decrease in fair value of warrants                      -     (0.1)
        Deferred income tax benefit                           3.3     (3.9)
        Non-cash other income                                (1.2)       -
      Changes in operating assets and liabilities:
        Receivables                                          10.4      0.4
        Unbilled costs and inventories                       (3.7)     5.7
        Accounts payable and accrued expenses                (3.0)    11.3
        Advance payments and unearned income                 (1.1)     2.4
        Other assets and liabilities, net                     8.8     (8.5)
                                                              ---     ----
    Net cash provided by operating activities                 6.5     26.0
    Investing Activities
      Cash paid related to acquisition of Telsima               -     (0.3)
      Proceeds from sale of property, plant and
       equipment                                              5.4        -
      Sales of short-term investments and available
       for sale securities                                      -      0.3
      Additions of property, plant and equipment             (4.2)    (4.6)
      Additions to capitalized software                      (0.8)    (2.7)
                                                             ----     ----
    Net cash provided by (used in) investing
     activities                                               0.4     (7.3)
    Financing Activities
      Decrease in short-term debt                            (5.0)       -
      Payments on capital lease obligations                     -     (0.5)
                                                                      ----
    Net cash used in financing activities                    (5.0)    (0.5)
    Effect of exchange rate changes on cash and cash
     equivalents                                             (0.7)     3.0
                                                             ----      ---
    Net increase in cash and cash equivalents                 1.2     21.2
    Cash and cash equivalents, beginning of quarter         140.5    115.6
                                                            -----    -----
    Cash and cash equivalents, end of quarter              $141.7   $136.8
                                                           ======   ======


AVIAT NETWORKS, INC. (FORMERLY HARRIS STRATEX NETWORKS, INC.)

Quarter and Fiscal Year Ended July 2, 2010 Summaries

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES AND REGULATION G DISCLOSURE

To supplement our consolidated financial statements presented in accordance with accounting principles generally accepted in the United States (GAAP), we provide additional measures of revenue, cost of product sales and services, gross margin, research and development expenses, selling and administrative expenses, operating income (loss), income (loss) before income taxes, income taxes, net income (loss), and net income (loss) per basic and diluted share adjusted to exclude certain costs, charges, gains and losses, including such amounts related to our merger with Stratex Networks. Aviat Networks, Inc. ("we" or "our") believes that these non-GAAP financial measures, when considered together with the GAAP financial measures provide information that is useful to investors in understanding period-over-period operating results separate and apart from items that may, or could, have a disproportionate positive or negative impact on results in any particular period. We also believe these non-GAAP measures enhance the ability of investors to analyze trends in our business and to understand our performance. In addition, we may utilize non-GAAP financial measures as a guide in our forecasting, budgeting and long-term planning process and to measure operating performance for some management compensation purposes. Any analysis of non-GAAP financial measures should be used only in conjunction with results presented in accordance with GAAP. A reconciliation of these non-GAAP financial measures with the most directly comparable financial measures calculated in accordance with GAAP follows.

                         Table 4

                  AVIAT NETWORKS, INC.

         Fiscal Year 2010 Fourth Quarter Summary
      RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
     Condensed Consolidated Statements of Operations
                       (Unaudited)


                                        Quarter Ended
                                        -------------
                                             July 2, 2010
                                             ------------
                                  As        Non-GAAP    Non-GAAP   % of
                               Reported    Adjustments  --------  Sales
                               --------    -----------            -----
                              (In millions, except per share amounts)
    Revenue from product
     sales and services           $116.3            $-    $116.3
    Cost of product sales and
     services (A)                  (79.2)         (0.9)    (80.1)
    Amortization of purchased
     technology (B)                 (1.9)          1.9         -
                                    ----           ---       ---
    Gross margin                    35.2           1.0      36.2    31.1%
    Research and development
     expenses (C)                  (10.1)          0.2      (9.9)    8.5%
    Selling and
     administrative expenses
     (D)                           (39.8)          6.5     (33.3)   28.6%
    Amortization of
     intangible assets (E)          (1.3)          1.3         -
    Intangible assets,
     goodwill and other
     impairment charges (F)        (71.9)         71.9         -
    Restructuring charges (G)       (3.8)          3.8         -
                                    ----           ---
    Operating (loss) income        (91.7)         84.7      (7.0)  (6.0)%
    Other income (H)                 1.2          (1.2)        -
    Interest income                  0.2             -       0.2
    Interest expense                (0.7)                   (0.7)
                                    ----           ---      ----
    (Loss) income before                                             Tax
     income taxes                  (91.0)         83.5      (7.5)   rate
    Income tax benefit
     (expense) (I)                   2.2          (2.2)        -       0%
                                     ---          ----       ---
    Net (loss) income             $(88.8)        $81.3     $(7.5)
                                  ======         =====     =====
    Net (loss) income per
     common share:
    Basic and diluted             $(1.49)                 $(0.13)
                                  ======                  ======
    Basic and diluted
     weighted average shares
     outstanding                    59.7                    59.7
                                    ====                    ====



                                      Quarter Ended
                                            July 3, 2009
                                   As       Non-GAAP    Non-GAAP   % of
                                Reported   Adjustments  --------  Sales
                                --------   -----------            -----
                            (In millions, except per share amounts)
    Revenue from product
     sales and services           $135.2            $-    $135.2
    Cost of product sales
     and services (A)              (85.4)          0.3     (85.1)
    Amortization of
     purchased technology
     (B)                            (2.1)          2.1         -
                                    ----           ---       ---
    Gross margin                    47.7           2.4      50.1    37.1%
    Research and
     development expenses
     (C)                           (10.8)          0.2     (10.6)    7.8%
    Selling and
     administrative
     expenses (D)                  (34.3)          0.7     (33.6)   24.9%
    Amortization of
     intangible assets (E)          (1.4)          1.4         -
    Intangible assets,
     goodwill and other
     impairment charges (F)        (10.9)         10.9         -
    Restructuring charges
     (G)                            (3.3)          3.3         -
                                    ----           ---       ---
    Operating (loss) income        (13.0)         18.9       5.9     4.4%
    Other income (H)                   -             -         -
    Interest income                    -             -         -
    Interest expense                (0.6)                   (0.6)
                                    ----           ---      ----
    (Loss) income before                                             Tax
     income taxes                  (13.6)         18.9       5.3    rate
    Income tax benefit
     (expense) (I)                  10.2         (10.4)     (0.2)      4%
                                    ----         -----      ----
    Net (loss) income              $(3.4)         $8.5      $5.1
                                   =====          ====      ====
    Net (loss) income per
     common share:
    Basic and diluted             $(0.06)                  $0.09
                                  ======                   =====
    Basic and diluted
     weighted average
     shares outstanding             59.0                    59.0
                                    ====                    ====


    Notes to Table 4:

    Note A - Cost of sales and services - Includes adjustment to cost
    of product sales and services for the fourth quarter of fiscal 2010
    to remove a $1.0 million gain on sale of land and building in San
    Antonio and to remove share-based compensation expense ($0.1
    million).

    For the fourth quarter of fiscal 2009, includes adjustment to cost of
    product sales and services to remove purchase accounting adjustments
    for the amortization of the step-up in the value of fixed assets
    ($0.1 million) and adjustment to remove share-based compensation
    expense ($0.2 million).

    Note B -Amortization of purchased technology -Adjustment for the
    fourth quarters of fiscal 2010 and 2009 to remove amortization of
    purchased intangibles.

    Note C - Research and development expenses - Adjustment for the
    fourth quarter of fiscal 2010 to remove non-cash share-based
    compensation expense of $0.2 million.

    For the fourth quarter of fiscal 2009, adjustment is to remove non-
    cash share-based compensation expense of $0.2 million.

    Note D - Selling and administrative expenses - Includes adjustment
    for the fourth quarter of fiscal 2010 to remove non-cash share-
    based compensation expense ($1.0 million) and various charges for
    lease and other asset impairments ($3.4 million). Also includes
    adjustments to remove expenses related to rebranding in connection
    with the change in Company name required by the license agreement
    termination notice from Harris Corporation ($0.3 million). Also
    includes $1.8 million to remove severance costs accrued for the
    former CEO.

    For the fourth quarter of fiscal 2009, includes adjustment to remove
    purchase accounting adjustments related to the amortization of the
    step-up in the value of fixed assets ($0.1 million) and non-cash
    share-based compensation expense ($0.6 million).

    Note E -Amortization of intangible assets -Adjustment for the
    fourth quarter of fiscal 2010 and 2009 to remove amortization of
    purchased intangibles.

    Note F - Intangible assets, goodwill and other impairment charges -
    Adjustments for the fourth quarter of fiscal 2009 to remove
    impairment charges.

    Note G -Restructuring charges -Adjustment to remove charges for
    restructuring incurred during the fourth quarters of fiscal 2010 and
    2009.

    Note H -Other income -Adjustment to remove a $1.2 million gain on
    the settlement of purchase price for the Telsima acquisition.

    Note I -Provision for income taxes -Adjustment to reflect a zero
    percent pro forma tax rate for the fourth quarter of fiscal 2010 and
    a pro forma 4 percent tax rate for the fourth quarter of fiscal
    2009. We estimate zero tax expense for the fourth quarter of fiscal
    2010 due to recording net losses in fourth quarter of fiscal 2010.


                         Table 5

                   AVIAT NETWORKS, INC.

                 Fiscal Year 2010 Summary
      RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
     Condensed Consolidated Statements of Operations
                       (Unaudited)


                                     Fiscal Year Ended
                                     -----------------
                                           July 2, 2010
                                           ------------
                            As Reported     Non-GAAP    Non-GAAP   % of
                            -----------    Adjustments  --------  Sales
                                           -----------            -----
                           (In millions, except per share amounts)
    Revenue from product
     sales and services           $478.9            $-    $478.9
    Cost of product sales
     and services (A)             (320.4)         (0.5)   (320.9)
    Charges for product
     transition (B)                (16.9)         16.9         -
    Amortization of
     purchased technology
     (C)                            (8.2)          8.2         -
                                    ----           ---       ---
    Gross margin                   133.4          24.6     158.0    33.0%
    Research and
     development expenses
     (D)                           (41.1)          0.6     (40.5)    8.5%
    Selling and
     administrative
     expenses (E)                 (141.0)         11.2    (129.8)   27.1%
    Amortization of
     intangible assets (F)          (5.6)          5.6         -
    Acquired in-process
     research and
     development (G)                   -             -         -
    Intangible assets,
     goodwill and other
     impairment charges
     (H)                           (71.9)         71.9         -
    Restructuring charges
     (I)                            (7.1)          7.1         -
                                    ----           ---       ---
    Operating (loss)
     income                       (133.3)        121.0     (12.3)  (2.6)%
    Other income (J)                 1.2          (1.2)        -
    Interest income                  0.3             -       0.3
    Interest expense                (2.2)            -      (2.2)
                                    ----           ---      ----
    (Loss) income before                                             Tax
     income Taxes                 (134.0)        119.8     (14.2)   rate
    Income tax benefit
     (expense) (K)                   3.8          (3.8)        -       0%
                                     ---          ----       ---
    Net (loss) income            $(130.2)       $116.0    $(14.2)
                                 =======        ======    ======
     Net (loss) income per
      common share:
    Basic and diluted             $(2.19)                 $(0.24)
                                  ======                  ======
    Basic and diluted
     weighted average
     shares outstanding             59.4                    59.4
                                    ====                    ====



                                      Fiscal Year Ended
                                      -----------------
                                            July 3, 2009
                                            ------------
                                  As
                               Reported    Non-GAAP    Non-GAAP     %
                                                                    of
                              ---------   Adjustments  --------    Sales
                                          -----------             ------
                              (In millions, except per share amounts)
    Revenue from product
     sales and services          $679.9            $-    $679.9
    Cost of product sales and
     services (A)                (468.2)          1.0    (467.2)
    Charges for product
     transition (B)               (29.8)         29.8         -
    Amortization of purchased
     technology (C)                (7.5)          7.5         -
                                   ----           ---       ---
    Gross margin                  174.4          38.3     212.7     31.3%
    Research and development
     expenses (D)                 (40.4)          0.7     (39.7)     5.8%
    Selling and
     administrative expenses
     (E)                         (138.3)          3.0    (135.3)    19.9%
    Amortization of
     intangible assets (F)         (5.6)          5.6         -
    Acquired in-process
     research and development
     (G)                           (2.4)          2.4         -
    Intangible assets,
     goodwill and other
     impairment charges (H)      (314.8)        314.8         -
    Restructuring charges (I)      (8.2)          8.2         -
                                   ----           ---       ---
    Operating (loss) income      (335.3)        373.0      37.7      5.5%
    Other income (J)                  -             -         -
    Interest income                 0.9             -       0.9
    Interest expense               (2.8)            -      (2.8)
                                   ----           ---      ----
    (Loss) income before                                             Tax
     income Taxes                (337.2)        373.0      35.8     rate
    Income tax benefit
     (expense) (K)                (17.8)         10.3      (7.5)      21%
                                  -----          ----      ----
    Net (loss) income           $(355.0)       $383.3     $28.3
                                =======        ======     =====
     Net (loss) income per
      common share:
    Basic and diluted            $(6.05)                  $0.48
                                 ======                   =====
    Basic and diluted
     weighted average shares
     outstanding                   58.7                    58.7
                                   ====                    ====


    Notes to Table 5:

    Note A - Cost of sales and services - Includes adjustment to cost
    of product sales and services for fiscal 2010 to remove a $1.0
    million gain on sale of land and building in San Antonio, to remove
    purchase accounting adjustments for the amortization of the step-up
    in the value of fixed assets ($0.3 million) and to remove non-cash
    share-based compensation expense ($0.2 million).

    For fiscal 2009, includes adjustment to cost of product sales and
    services to remove purchase accounting adjustments for the
    amortization of the step-up in the value of fixed assets ($0.6
    million) and adjustment to remove non-cash share-based
    compensation expense ($0.4 million).

    Note B -Charges for product transition -Adjustments for fiscal 2010
    to converge our products onto a single platform. These charges
    included $7.9 million related to provisions for legacy product
    excess and obsolete inventory, and $5.5 million for impairment of a
    building and idle equipment. Additionally, $3.5 million in charges
    were recorded for inventory purchase commitments.

    Adjustments for fiscal 2009 to remove charges for an accelerated
    transition towards a common IP-based platform. These charges
    included $26.4 million related to provisions for legacy product
    excess and obsolete inventory, and write-downs of property, plant,
    manufacturing and test equipment. Additionally, $3.4 million in
    charges were recorded for inventory purchase commitments.

    Note C -Amortization of purchased technology -Adjustment for fiscal
    2010 and 2009 to remove amortization of purchased intangibles.

    Note D - Research and development expenses - Adjustment for fiscal
    2010 to remove non-cash share-based compensation expense of $0.6
    million.

    For fiscal 2009, adjustment is to remove non-cash share-based
    compensation expense of $0.7 million.

    Note E - Selling and administrative expenses - Includes adjustment
    for fiscal 2010 to remove non-cash share-based compensation
    expense ($2.4 million), to remove purchase accounting adjustments
    related to the amortization of the step-up in the value of fixed
    assets ($0.3 million) and to remove various charges for lease and
    other asset impairments ($3.4 million). Also includes adjustments to
    remove expenses related to rebranding in connection with the change
    in Company name required by the license agreement termination notice
    from Harris Corporation ($1.6 million) and expenses related to
    implementing new internal information systems required to provide
    services previously provided under the Transitional Services
    Agreement with Harris ($1.1 million). Also includes $2.4 million to
    remove severance costs accrued for the former CEO and to move
    certain executive positions to the new California corporate
    headquarters office.

    For fiscal 2009, includes adjustment to remove purchase accounting
    adjustments related to the amortization of the step-up in the value
    of fixed assets ($1.1 million) and non-cash share-based
    compensation expense ($1.9 million).

    Note F -Amortization of intangible assets -Adjustment for fiscal
    2010 and 2009 to remove amortization of purchased intangibles.

    Note G - Acquired in-process research and development - Adjustment
    to remove charges incurred during fiscal 2009 from the Telsima
    acquisition, which occurred on February 27, 2009.

    Note H - Intangible assets, goodwill and other impairment charges -
    Adjustments for fiscal 2009 to remove impairment charges.

    Note I -Restructuring charges -Adjustment to remove charges for
    restructuring incurred during fiscal 2010 and 2009.

    Note J -Other income -Adjustment to remove a $1.2 million gain on
    the settlement of purchase price for the Telsima acquisition.

    Note K -Provision for income taxes -Adjustment to reflect a zero
    percent pro forma tax rate for fiscal 2010 and a pro forma 21
    percent tax rate for fiscal 2009. The adjustment in fiscal 2009
    primarily consisted of removing the effect of a $25.1 million
    increase in the valuation allowance on certain deferred tax assets.


                           Table 6

                     AVIAT NETWORKS, INC.

           Fiscal Year 2010 Fourth Quarter Summary
    SUPPLEMENTAL SCHEDULE OF REVENUE BY GEOGRAPHICAL AREA
                         (Unaudited)


                                          Quarter Ended
                                          -------------
                                 July 2, 2010   July 3, 2009
                                 ------------   ------------
                                          (In millions)
    North America                       $38.1           $59.4
    International:
      Africa                             38.0            32.7
      Europe, Middle East, and
       Russia                            17.0            20.1
      Latin America and AsiaPac          23.2            23.0
                                         ----            ----
    Total International                  78.2            75.8
                                         ----            ----
                                       $116.3          $135.2
                                       ======          ======


                           Table 7

                     AVIAT NETWORKS, INC.

                   Fiscal Year 2010 Summary
    SUPPLEMENTAL SCHEDULE OF REVENUE BY GEOGRAPHICAL AREA
                         (Unaudited)


                                        Fiscal Year Ended
                                        -----------------
                                 July 2, 2010   July 3, 2009
                                 ------------   ------------
                                          (In millions)
    North America                      $175.1          $232.0
    International:
      Africa                            124.2           213.8
      Europe, Middle East, and
       Russia                            88.4           139.7
      Latin America and AsiaPac          91.2            94.4
                                         ----            ----
    Total International                 303.8           447.9
                                        -----           -----
                                       $478.9          $679.9
                                       ======          ======


SOURCE Aviat Networks, Inc.

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