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Nortel Reports Financial Results for the Second Quarter 2010

13 Aug, 2010 @ 04:12 pm EDT
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TORONTO, ONTARIO -- (Marketwire) -- 08/13/10 -- Nortel(1) Networks Corporation (OTCBB: NRTLQ) -

Financial Presentation and Q2 2010 Results

The presentation of financial results continues to be significantly impacted by accounting conclusions resulting from developments in the creditor protection process. The second quarter loss of $1.5 billion includes non-cash charges of $1.4 billion related to a change in accounting for the EMEA Subsidiaries. Further, the presentation and accounting changes may make comparisons to prior periods less meaningful.


--  EMEA subsidiaries accounted for as an investment using the cost method
    as of June 1, 2010 resulting in non-cash charges of $1.4 billion
    --  Financial results of the EMEA Subsidiaries no longer included in
        Nortel's consolidated financial results after May 31, 2010
--  Consolidated cash balance as of June 30, 2010 was $1.7 billion, which
    excluded EMEA Subsidiaries cash of $829 million (no longer included in
    consolidated results) and restricted cash of $3.2 billion of primarily
    divestiture proceeds
--  Second quarter consolidated revenues of $145 million, which excluded $93
    million related to discontinued operations
    --  Excluded EMEA Subsidiaries revenues of $65 million up to May 31,
        2010
--  Completed the divestitures of the CVAS business to GENBAND and LGN joint
    venture to Ericsson in the second quarter and recorded gains of $196
    million in continuing operations and $53 million in discontinued
    operations, respectively

Nortel(i) Networks Corporation (OTCBB: NRTLQ) announced its results for the second quarter 2010. Results were prepared in accordance with United States generally accepted accounting principles (GAAP) in U.S. dollars.

As previously announced, beginning with January 14, 2009 (being the date that Nortel commenced its creditor protection proceedings), Nortel accounted for the results of its Europe, Middle East and Africa (EMEA) Subsidiaries by the equity method of accounting in its consolidated results. As of May 31, 2010, Nortel determined that it no longer had significant influence over the operating and financial policies of the EMEA Subsidiaries primarily due to the significance of the completed business divestitures. As a result, Nortel accounted for the EMEA Subsidiaries as an investment using the cost method as of June 1, 2010. The fair value of the EMEA Subsidiaries investment was determined to be nil, resulting in a charge in the second quarter of approximately $760 million due to the recognition in income of pension charges previously deferred in shareholders' equity and of intercompany payables offset by the write-off of the net liabilities of the EMEA Subsidiaries. A related charge of approximately $650 million was recorded to reflect Nortel's guarantees of the U.K. pension funding. Commencing June 1, 2010, the financial results of the EMEA Subsidiaries are no longer included in Nortel's financial results.

As a result of the divestitures of: (1) the Code Division Multiple Access (CDMA)/LTE Access and Enterprise Solutions (ES) businesses in the fourth quarter of 2009; (2) the Optical Networking and Carrier Ethernet, and Global System for Mobile communications (GSM)/GSM for Railways (GSM-R) businesses in the first quarter of 2010; and (3) the Carrier VoIP and Application Solutions (CVAS) business in the second quarter of 2010, only the residual contracts related to those businesses were included in the respective reportable segments. The Metro Ethernet Networks (MEN) reportable segment also continued to include the multiservice switching products and related services (MSS) business.

The ES and LGN businesses were presented as Discontinued Operations while the other residual businesses were presented as Continuing Operations. Except in the Segment Revenues section, the discussion below relates to Results from Continuing Operations under U.S. GAAP and excludes the financial results of the EMEA Subsidiaries. Notwithstanding the change in accounting for the EMEA Subsidiaries as an investment using the cost method, Nortel continues to manage its business segments globally. The financial information in the Segment Revenues section includes the results of the EMEA Subsidiaries for the entire second quarter within each segment, but does not include the results of discontinued operations. Therefore, in order to reconcile the financial information for the business segments discussed below to Nortel's consolidated financial information, the net financial results of the EMEA Subsidiaries must be removed.

Financial Summary

Nortel's overall financial performance in the second quarter of 2010 was impacted by the sale of the businesses.


--  Revenues in the second quarter of $145 million, with declines year over
    year in all segments and in all regions. These revenues excluded second
    quarter revenues related to the EMEA Subsidiaries of $65 million up to
    May 31, 2010 and $93 million related to discontinued operations.
--  Gross margin of 4.1 percent in the second quarter, a decrease of 42.4
    percentage points from the year ago quarter.
--  SG&A expense in the second quarter of $135 million, flat from the year
    ago quarter. SG&A expense in the second quarter excluded $45 million up
    to May 31, 2010 related to the EMEA Subsidiaries.
--  R&D expense in the second quarter of $21 million, a decrease of 88.3
    percent from the year ago quarter. R&D expense in the second quarter
    excluded $1 million up to May 31, 2010 related to the EMEA Subsidiaries.
--  Consolidated cash balance as of June 30, 2010 was $1.7 billion, compared
    to $1.9 billion at March 31, 2010. Consolidated cash balance excluded
    the EMEA Subsidiaries cash of $829 million no longer included in
    Nortel's consolidated balance sheet as of May 31, 2010.

Segment Revenues

Segment revenues from continuing operations were $237 million in the second quarter of 2010 compared to $1.3 billion for the second quarter of 2009, reflecting a reduction of 81.1 percent primarily as a result of the business divestitures.


                          Segment Revenues B/(W)
----------------------------------------------------------------------------
----------------------------------------------------------------------------
                                                     Q2 2010           YoY
----------------------------------------------------------------------------
Wireless Networks (WN)                                   $47           (94%)
Carrier VoIP and Application Solutions (CVAS)             89           (45%)
Metro Ethernet Networks (MEN)                             97           (71%)
Other                                                      4            33%
----------------------------------------------------------------------------
 Total Segment Revenues from Continuing
  Operations                                            $237           (81%)
----------------------------------------------------------------------------

----------------------------------------------------------------------------
Discontinued Operations (i)                              $95           (87%)
----------------------------------------------------------------------------
----------------------------------------------------------------------------

(i) Includes revenues related to the discontinued operations of the EMEA Subsidiaries

Discontinued operations revenues in the second quarter of 2010 were $95 million, a decrease of 87 percent compared with the year ago quarter. ES revenues were $7 million, a decrease of 99 percent as a result of the divestiture of the ES, NGS and DiamondWare businesses in the fourth quarter of 2009. LGN revenues were $88 million, a decrease of 56 percent compared with the year ago quarter mainly related to volumes related to its 3G wireless products in the second quarter of 2009 not repeated to the same extent in 2010.

In the third quarter of 2010, Nortel's reportable segments will be: WN, consisting of residual CDMA and GSM/GSM-R contracts; MEN, consisting of the MSS business and residual contracts not included in the sale to Ciena; and CVAS, consisting of residual contracts not included in the sale to GENBAND.

Gross Margin

Gross margin declined to 4.1 percent of revenues in the second quarter of 2010 compared to 46.5 percent for the second quarter of 2009, primarily as a result of the business divestitures. Gross margin was also impacted by the ongoing costs related to delivery of the transition services agreements, the recovery of which is recorded in other operating income.

Operating Expenses


                          Operating Expenses B/(W)
----------------------------------------------------------------------------
----------------------------------------------------------------------------
                                                            Q2 2010     YoY
----------------------------------------------------------------------------
 SG&A                                                     $     135       0%
 R&D                                                             21      88%
----------------------------------------------------------------------------
Total Operating Expenses                                  $     156      51%
----------------------------------------------------------------------------

----------------------------------------------------------------------------
----------------------------------------------------------------------------

A focus on reducing costs, and the business divestitures resulted in lower operating expenses compared to the year ago quarter. Operating expenses were $156 million in the second quarter of 2010 compared to $316 million for the second quarter of 2009. Operating expenses were also impacted by a change in methodology resulting in ceasing of the allocation of certain SG&A expenses related to corporate overhead costs to R&D expense and cost of revenues.

SG&A expense was $135 million in the second quarter of 2010, compared to $135 million for the second quarter of 2009. SG&A expense was flat primarily as a result of the change in allocation methodology described above. SG&A expense in the second quarter excluded $45 million of expense related to the EMEA Subsidiaries (up to May 31, 2010).

R&D expense was $21 million in the second quarter of 2010, compared to $181 million for the second quarter of 2009, which reduction was a result of the reasons described above. R&D expense in the second quarter excluded $1 million of expense related to the EMEA Subsidiaries (up to May 31, 2010).

Net Loss

The Company reported a net loss in the second quarter of 2010 of $1.5 billion compared to a net loss of $274 million in the second quarter of 2009.

The net loss included reorganization costs of $1.4 billion, interest expense of $75 million and other expense of $28 million, partially offset by other operating income of $96 million comprised primarily of billings under transition services agreements, $41 million in income tax recovery and earnings from discontinued operations of $35 million related primarily to a gain on the divestiture of NNL's interest in LGN. The $1.4 billion in reorganization costs primarily related to the impact of accounting for the EMEA Subsidiaries as an investment using the cost method of $763 million, guarantees related to the funding of the U.K. defined benefit pension plan of $634 million and asset impairments of $113 million, partially offset by gains on the divestiture of the CVAS business of $196 million. Other expense of $28 million was comprised primarily of a currency exchange loss of $44 million partially offset by rental income of $16 million.

The net loss in the second quarter of 2009 of $274 million included a loss from discontinued operations of $119 million, $167 million equity in net loss of the EMEA Subsidiaries, interest expense of $74 million, and reorganization items of $58 million.

Cash

The consolidated cash balance as of June 30, 2010 was $1.7 billion and restricted cash was $3.2 billion primarily related to the business divestiture proceeds, compared to a consolidated cash balance of $1.9 billion and restricted cash of $2.7 billion primarily related to the divestiture proceeds as of March 31, 2010. The decrease in the consolidated cash balance was primarily due to cash used in operating activities of $110 million, cash used in financing activities of $78 million primarily related to dividends paid by subsidiaries to non controlling interests, cash used in investing activities of $53 million, which included proceeds from sales of businesses largely offset by proceeds from those sales recorded as restricted cash, and a net unfavorable foreign exchange impact of $14 million. The consolidated cash balance excluded the EMEA Subsidiaries cash of $829 million no longer included in Nortel's consolidated balance sheet as of May 31, 2010.

As previously announced, Nortel does not expect that the Company's common shareholders or the NNL preferred shareholders will receive any value from the creditor protection proceedings and expects that the proceedings will result in the cancellation of these equity interests.

About Nortel

For more information, visit Nortel on the Web at www.nortel.com. For the latest Nortel news, visit www.nortel.com/news.

About Nortel

Certain statements in this press release may contain words such as "could", "expects", "may", "should", "will", "anticipates", "believes", "intends", "estimates", "targets", "plans", "envisions", "seeks" and other similar language and are considered forward-looking statements or information under applicable securities laws. These statements are based on Nortel's current expectations, estimates, forecasts and projections about the operating environment, economies and markets in which Nortel operates. These statements are subject to important assumptions, risks and uncertainties that are difficult to predict, and the actual outcome may be materially different. Nortel's assumptions, although considered reasonable by Nortel at the date of this press release, may prove to be inaccurate and consequently Nortel's actual results could differ materially from the expectations set out herein.

Actual results or events could differ materially from those contemplated in forward-looking statements as a result of the following: (i) risks and uncertainties relating to the Creditor Protection Proceedings including: (a) risks associated with Nortel's ability to: stabilize the business and maximize the value of Nortel's businesses; obtain required approvals and successfully consummate pending and future divestitures; ability to satisfy transition services agreement obligations in connection with divestiture of operations; successfully conclude ongoing discussions for the sale of Nortel's other assets or businesses; develop, obtain required approvals for, and implement a court approved plan; resolve ongoing issues with creditors and other third parties whose interests may differ from Nortel's; generate cash from operations and maintain adequate cash on hand in each of its jurisdictions to fund operations within the jurisdiction during the Creditor Protection Proceedings; access the EDC Facility given the current discretionary nature of the facility, or arrange for alternative funding; if necessary, arrange for sufficient debtor-in-possession or other financing; continue to have cash management arrangements and obtain any further required approvals from the Canadian Monitor, the U.K. Administrators, the French Administrator, the Israeli Administrators, the U.S. Creditors' Committee, or other third parties; raise capital to satisfy claims, including Nortel's ability to sell assets to satisfy claims against Nortel; maintain R&D investments; realize full or fair value for any assets or business that are divested; utilize net operating loss carryforwards and certain other tax attributes in the future; avoid the substantive consolidation of NNI's assets and liabilities with those of one or more other U.S. Debtors;

operate Nortel's business effectively under the new organizational structure, and in consultation with the Canadian Monitor, and the U.S. Creditors' Committee and work effectively with the U.K. Administrators, French Administrator and Israeli Administrators in their respective administration of the EMEA businesses subject to the Creditor Protection Proceedings; continue as a going concern; actively and adequately communicate on and respond to events, media and rumors associated with the Creditor Protection Proceedings that could adversely affect Nortel's relationships with customers, suppliers, partners and employees; retain and incentivize key employees and attract new employees as may be needed; retain, or if necessary, replace major suppliers on acceptable terms and avoid disruptions in Nortel's supply chain; maintain current relationships with reseller partners, joint venture partners and strategic alliance partners; obtain court orders or approvals with respect to motions filed from time to time; resolve claims made against Nortel in connection with the Creditor Protection Proceedings for amounts not exceeding Nortel's recorded liabilities subject to compromise; prevent third parties from obtaining court orders or approvals that are contrary to Nortel's interests; reject, repudiate or terminate contracts;

and (b) risks and uncertainties associated with: limitations on actions against any Debtor during the Creditor Protection Proceedings; the values, if any, that will be prescribed pursuant to any court approved plan to outstanding Nortel securities and, in particular, that Nortel does not expect that any value will be prescribed to the NNC common shares or the NNL preferred shares in any such plan; the delisting of NNC common shares from the NYSE; and the delisting of NNC common shares and NNL preferred shares from the TSX; and (ii) risks and uncertainties relating to Nortel's business including: the sustained economic downturn and volatile market conditions and resulting negative impact on Nortel's business, results of operations and financial position and its ability to accurately forecast its results and cash position; cautious capital spending by customers as a result of factors including current economic uncertainties; fluctuations in foreign currency exchange rates; any requirement to make larger contributions to defined benefit plans in the future; a high level of debt, arduous or restrictive terms and conditions related to accessing certain sources of funding; the sufficiency of workforce and cost reduction initiatives; any negative developments associated with Nortel's suppliers and contract manufacturers including Nortel's reliance on certain suppliers for key optical networking solutions components and on one supplier for most of its manufacturing and design functions;

potential penalties, damages or cancelled customer contracts from failure to meet contractual obligations including delivery and installation deadlines and any defects or errors in Nortel's products; significant competition, competitive pricing practices, industry consolidation, rapidly changing technologies, evolving industry standards, frequent new product introductions and short product life cycles, and other trends and industry characteristics affecting the telecommunications industry; a failure to protect Nortel's intellectual property rights; any adverse legal judgments, fines, penalties or settlements related to any significant pending or future litigation actions; failure to maintain integrity of Nortel's information systems; and changes in regulation of the Internet or other regulatory changes.

For additional information with respect to certain of these and other factors, see Nortel's Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other securities filings with the SEC. Unless otherwise required by applicable securities laws, Nortel disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

(1)Nortel, the Nortel logo and the Globemark are trademarks of Nortel Networks.

Note that Nortel will not be hosting a teleconference/audio webcast to discuss second quarter 2010 results.


                        NORTEL NETWORKS CORPORATION
       (Under Creditor Protection Proceedings as of January 14, 2009)
        Condensed Consolidated Statements of Operations (unaudited)
      (U.S. GAAP; Millions of U.S. dollars, except per share amounts)

                             Three months ended            Six months ended
                     -------------------------------------------------------
                         June 30,      June 30,      June 30,      June 30,
                             2010          2009          2010          2009
                     -------------------------------------------------------

Revenues:
 Products             $       116   $       934   $       406   $     1,717
 Services                      29            75           101           146
                     -------------------------------------------------------
                              145         1,009           507         1,863
                     -------------------------------------------------------

Cost of revenues
 Products                     130           517           371           992
 Services                       9            23            33            51
                     -------------------------------------------------------
                              139           540           404         1,043
                     -------------------------------------------------------

Gross profit                    6           469           103           820
                              4.1%         46.5%         20.3%         44.0%

Selling, general and
 administrative
 expense                      135           135           301           353
Research and
 development expense           21           181           103           401
                     -------------------------------------------------------
Management operating
 margin                      (150)          153          (301)           66
                           -103.4%         15.2%        -59.4%          3.5%

Amortization of
 intangible assets              -            (1)            -            (1)
Gain on sale of
 businesses and
 assets                         1           (16)            3           (16)
Other operating
 expense (income) -
 net                          (96)            8          (156)           (3)
                     -------------------------------------------------------
Total operating
 expenses                      61           307           251           734
                     -------------------------------------------------------

Operating earnings
 (loss)                       (55)          162          (148)           86
Other income
 (expense) - net              (28)            6            32           (40)
Interest expense
 Long-term debt               (75)          (74)         (150)         (149)
 Other                          -             -             -            (1)
                     -------------------------------------------------------
Earnings (loss) from
 operations before
 reorganization
 items, income taxes,
 equity in net
 earnings of
 associated companies
 and Equity Investees        (158)           94          (266)         (104)
Reorganization items
 - net                     (1,387)          (58)         (891)          (66)
                     -------------------------------------------------------
Earnings (loss) from
 operations before
 incomes taxes and
 equity in net
 earnings of
 associated companies
 and Equity Investees      (1,545)           36        (1,157)         (170)
Income tax benefit
 (expense)                     41           (17)           33           (13)
                     -------------------------------------------------------
Earnings (loss) from
 continuing
 operations before
 equity in net
 earnings of
 associated companies
 and Equity Investees      (1,504)           19        (1,124)         (183)
Equity in net
 earnings (loss) of
 associated companies
 - net of tax                   -             1            (1)           (1)
Equity in net loss of
 Equity Investee (a)          (30)         (167)          (50)         (289)
                     -------------------------------------------------------
Net loss from
 continuing
 operations                (1,534)         (147)       (1,175)         (473)
Net earnings (loss)
 from discontinued
 operations - net of
 tax (b)                       35          (119)           33          (294)
                     -------------------------------------------------------
Net loss                   (1,499)         (266)       (1,142)         (767)
Income attributable
 to noncontrolling
 interests                     (5)           (8)           (7)          (14)
                     -------------------------------------------------------
Net loss attributable
 to Nortel Networks
 Corporation          $    (1,504)  $      (274)  $    (1,149)  $      (781)
                     -------------------------------------------------------
                     -------------------------------------------------------

Average shares
 outstanding
 (millions) - Basic           499           499           499           499
Average shares
 outstanding
 (millions) - Diluted         499           499           499           499

Basic and diluted
 earnings (loss) per
 common share -
 continuing
 operations                ($3.09)       ($0.31)       ($2.37)       ($0.98)
Basic and diluted
 earnings (loss) per
 common share -
 discontinued
 operations           $      0.07        ($0.24)  $      0.07        ($0.59)
                     -------------------------------------------------------
Total basic and
 diluted earnings
 (loss) per common
 share                     ($3.02)       ($0.55)       ($2.30)       ($1.57)
                     -------------------------------------------------------
                     -------------------------------------------------------

(a) Nortel had determined that, as of the Petition Date, the presentation
of the Equity Investees under the equity method of accounting was more
appropriate based on the conclusion that Nortel exercises significant
influence over those entities. The equity method of accounting resulted
in the financial position and results of operations of the Equity Investees
being presented net on a single line on the balance sheet and statement of
operations, respectively, versus being combined gross into each individual
line item. As of May 31, 2010, the Equity Investees are accounted for under
the cost method of accounting.

(b) The ES business as well as the shares of NGS and DiamondWare are
presented as discontinued operations beginning with the quarter ended
September 30, 2009. The LGN business is presented as discountined
operations beginning with the quarter ended June 30, 2010. Accordingly,
comparative periods have been recast to give effect for the changes in
presentation.

                        NORTEL NETWORKS CORPORATION
       (Under Creditor Protection Proceedings as of January 14, 2009)
             Condensed Consolidated Balance Sheets (unaudited)
      (U.S. GAAP; Millions of U.S. dollars, except per share amounts)


                                         -----------------------------------
                                                 June 30,      December 31,
                                                     2010              2009
                                         -----------------------------------
                  ASSETS
Current assets
 Cash and cash equivalents                $         1,668   $         1,998
 Short-term investments                                 -                18
 Restricted cash and cash equivalents                 186                92
 Accounts receivable - net                            254               625
 Inventories - net                                     53               183
 Deferred income taxes - net                            -                24
 Other current assets                                 352               348
 Assets held for sale                                 232               272
 Assets of discontinued operations                     37               148
                                         -----------------------------------
Total current assets                                2,782             3,708

Restricted cash                                     3,011             1,928
Investments                                             -               117
Plant and equipment - net                             203               688
Goodwill                                                -                 9
Intangible assets - net                                 -                51
Deferred income taxes - net                             -                10
Other assets                                          147               177
                                         -----------------------------------
Total assets                              $         6,143   $         6,688
                                         -----------------------------------
                                         -----------------------------------

  LIABILITIES AND SHAREHOLDERS' DEFICIT
Current liabilities
 Trade and other accounts payable         $           170   $           294
 Payroll and benefit-related liabilities               97               128
 Contractual liabilities                               83                93
 Restructuring liabilities                              7                 4
 Other accrued liabilities                            227               660
 Liabilities held for sale                              -               205
 Liabilities of discontinued operations                38                53
                                         -----------------------------------
Total current liabilities                             622             1,437

Long-term liabilities
Long-term debt                                         41                41
Investment in net liabilities of Equity
 Investees                                              -               534
Deferred income taxes - net                             -                 7
Other liabilities                                      64               226
                                         -----------------------------------
Total long-term liabilities                           105               808

Liabilities subject to compromise                   8,589             7,358
Liabilities subject to compromise of
 discontinued operations                              117               129

                                         -----------------------------------
Total liabilities                                   9,433             9,732
                                         -----------------------------------



          SHAREHOLDERS' DEFICIT
Common shares, without par value -
 Authorized shares: unlimited; Issued and
 outstanding shares: 498,206,366 as of
 June 30, 2010 and December 31, 2009
 respectively                                      35,604            35,604
Additional paid-in capital                          3,596             3,623
Accumulated deficit                               (43,025)          (41,876)
Accumulated other comprehensive income                (79)           (1,124)
                                         -----------------------------------
Total Nortel Networks Corporation
 shareholders' deficit                             (3,904)           (3,773)
                                         -----------------------------------

Noncontrolling interest                               614               729
                                         -----------------------------------
Total shareholders' deficit                        (3,290)           (3,044)

                                         -----------------------------------
Total liabilities and shareholders'
 deficit                                  $         6,143   $         6,688
                                         -----------------------------------
                                         -----------------------------------

                        NORTEL NETWORKS CORPORATION
       (Under Creditor Protection Proceedings as of January 14, 2009)
              Condensed Consolidated Statements of Cash Flows
                   (U.S. GAAP; Millions of U.S. dollars)

                             Three months ended            Six months ended
                     -------------------------------------------------------
                         June 30,      June 30,      June 30,      June 30,
                             2010          2009          2010          2009
                     -------------------------------------------------------

Cash flows from (used
 in) operating
 activities
 Net earnings (loss)
  attributable to
  Nortel Networks
  Corporation         $    (1,504)  $      (274)  $    (1,149)  $      (781)
 Net (earnings) loss
  from discontinued
  operations - net of
  tax                         (35)          119   $       (33)  $       294
 Adjustments to
  reconcile net
  earnings (loss) to
  net cash from (used
  in) operating
  activities, net of
  effects from
  acquisitions and
  divestitures of
  businesses:
  Amortization and
   depreciation                14            46            36           101
  Non-cash portion of
   cost reduction
   activities                   -             3             -             8
  Equity in net
   earnings of
   associated
   companies - net of
   tax                          -             -             1             1
  Equity in net
   (earnings) loss of
   Equity Investees            30           167            50           289
  Share-based
   compensation
   expense                      -             -             -            73
  Deferred income
   taxes                      (11)            7            (6)            7
  Pension and other
   accruals                    23             6            53            22
  Loss on sales of
   business and
   impairment of
   assets - net                 -           (12)            2           (12)
  Income (loss)
   attributable to
   noncontrolling
   interests - net of
   tax                          5             8             7            14
  Reorganization
   items - non cash         1,328            58           798            62
  Other - net                 347          (184)          392          (207)
  Change in operating
   assets and
   liabilities: Other          (6)           18             4           278
                     -------------------------------------------------------
 Net cash from (used
  in) operating
  activities of
  continuing
  operations                  191           (38)          155           149
 Net cash from (used
  in) operating
  activities of
  discontinued
  operations                 (301)           15          (341)          (52)
                     -------------------------------------------------------
 Net cash from (used
  in) operating
  activities                 (110)          (23)         (186)           97
                     -------------------------------------------------------

Cash flows from (used
 in) investing
 activities
 Expenditures for
  plant and equipment          (2)          (10)           (7)          (19)
 Proceeds on
  disposals of plant
  and equipment                 -            86             -            87
 Change in restricted
  cash and cash
  equivalents                (408)          (14)       (1,178)          (43)
 Decrease in short-
  term and long-term
  investments                   -            16            24            40
 Acquisitions of
  investments and
  businesses - net of
  cash acquired                (1)            -            (2)            -
 Proceeds from sales
  of investments and
  businesses and
  assets - net                216             -           970             6
                     -------------------------------------------------------
 Net cash from (used
  in) investing
  activities of
  continuing
  operations                 (195)           78          (193)           71
 Net cash from (used
  in) investing
  activities of
  discontinued
  operations                  142            (2)          167            10
                     -------------------------------------------------------
 Net cash from (used
  in) investing
  activities                  (53)           76           (26)           81
                     -------------------------------------------------------


Cash flows from (used
 in) financing
 activities
 Dividends paid,
  including paid by
  subsidiaries to
  noncontrolling
  interests                     -            (6)          (11)           (6)
 Decrease in notes
  payable                       -             -             -           (41)
 Repayment of capital
  leases                       (1)           (3)           (3)           (5)
                     -------------------------------------------------------
 Net cash from (used
  in) financing
  activities of
  continuing
  operations                   (1)           (9)          (14)          (52)
 Net cash from (used
  in) financing
  activities of
  discontinued
  operations                  (77)          (28)          (77)          (29)
                     -------------------------------------------------------
 Net cash from (used
  in) financing
  activities                  (78)          (37)          (91)          (81)
                     -------------------------------------------------------
Effect of foreign
 exchange rate
 changes on cash and
 cash equivalents             (14)           44            (1)           10
Reduction of cash and
 cash equivalents of
 deconsolidated
 subsidiaries                  (2)            -           (26)            -
                     -------------------------------------------------------
Net cash from (used
 in) continuing
 operations                   (21)           75           (79)          178
Net cash from (used
 in) discontinued
 operations                  (236)          (15)         (251)          (71)
                     -------------------------------------------------------
Net increase
 (decrease) in cash
 and cash equivalents        (257)           60          (330)          107

Cash and cash
 equivalents at
 beginning of period        1,925         1,683         1,998         2,397
Less cash and cash
 equivalents of
 Equity Investees               -             -             -          (761)
                     -------------------------------------------------------
Adjusted cash and
 cash equivalents at
 beginning of period        1,925         1,683         1,998         1,636
                     -------------------------------------------------------

Cash and cash
 equivalents at end
 of period                  1,668         1,743         1,668         1,743
Less cash and cash
 equivalents of
 discontinued
 operations at end of
 period                         -          (301)            -          (301)
                     -------------------------------------------------------
Cash and cash
 equivalents of
 continuing
 operations at end of
 period               $     1,668   $     1,442   $     1,668   $     1,442
                     -------------------------------------------------------
                     -------------------------------------------------------

                        NORTEL NETWORKS CORPORATION
       (Under Creditor Protection Proceedings as of January 14, 2009)
               Consolidated Financial Information (unaudited)
                   (U.S. GAAP; Millions of U.S. dollars)

Segmented revenues
The following table summarizes our revenue and management operating margin
by segment. The financial information for our business segments includes
the results of the Equity Investees as if they were consolidated, which is
consistent with the way we manage our business segments.

                             Three months ended            Six months ended
                     -------------------------------------------------------
                         June 30,      June 30,      June 30,      June 30,
                             2010          2009          2010          2009
                     -------------------------------------------------------

Segment Revenues

Wireless Networks     $        47   $       757   $       215   $     1,325
Carrier VoIP and
 Application Systems           89           163           243           332
Metro Ethernet
 Networks                      97           333           313           693
                     -------------------------------------------------------
Total reportable
 segments                     233         1,253           771         2,350
Other                           4             3             8             5
                     -------------------------------------------------------
Total segment
 revenues                     237         1,256           779         2,355
Less: Equity
 Investees revenues -
 equity method
 revenues                     (63)         (247)         (243)         (492)
Less: Equity
 Investees revenues -
 cost method revenues         (29)            -           (29)            -
                     -------------------------------------------------------
Total consolidated
 revenues             $       145   $     1,009   $       507   $     1,863
                     -------------------------------------------------------
                     -------------------------------------------------------

Management Operating
 Margin
Wireless Networks     $         9   $       220   $        64   $       280
Carrier VoIP and
 Application Systems          (33)           (7)          (41)          (25)
Metro Ethernet
 Networks                      29            27            20            69
                     -------------------------------------------------------
Total reportable
 segments                       5           240            43           324
Other                        (200)         (166)         (418)         (412)
                     -------------------------------------------------------
Total Management
 Operating Margin            (195)           74          (375)          (88)
                           -82.28%         5.89%       -48.14%        -3.74%
Impact of
 deconsolidation of
 Equity Investees             (45)          (79)          (74)         (154)
Amortization of
 intangible assets              -            (1)            -            (1)
Loss on sales of
 businesses and
 assets                         1           (16)            3           (16)
Other operating
 expense (income) -
 net                          (96)            8          (156)           (3)
                     -------------------------------------------------------
Total operating loss          (55)          162          (148)           86
Other income
 (expense) - net              (28)            6            32           (40)
Interest expense              (75)          (74)         (150)         (150)
Reorganization items
 - net                     (1,387)          (58)         (891)          (66)
Income tax expense             41           (17)           33           (13)
Equity in net
 earnings (loss) of
 associated companies
 - net of tax                   -             1            (1)           (1)
Equity in net
 earnings (loss) of
 Equity Investees             (30)         (167)          (50)         (289)
                     -------------------------------------------------------
Net earnings (loss)
 attributable to
 Nortel Networks
 Corporation from
 continuing
 operations           $    (1,534)  $      (147)  $    (1,175)  $      (473)
                     -------------------------------------------------------
                     -------------------------------------------------------


Geographic revenues
The following table summarizes our geographic revenues based on the
location of the customer for:

                             Three months ended            Six months ended
                     -------------------------------------------------------
                         June 30,      June 30,      June 30,      June 30,
                             2010          2009          2010          2009
                     -------------------------------------------------------
Revenues

United States         $        71   $       674   $       311   $     1,242
EMEA (a)                        1             3             2             2
Canada                          6            73            44           156
Asia                           51           195           104           319
CALA (b)                       16            64            46           144
                     -------------------------------------------------------
Total revenues        $       145   $     1,009   $       507   $     1,863
                     -------------------------------------------------------
                     -------------------------------------------------------
(a) Europe, Middle
 East and Africa
(b) Caribbean and
 Latin America

Network Solutions revenues
The following table summarizes our revenue by segment. The financial
information for our business segments includes the results of the Equity
Investees as if they were consolidated, which is consistent with the way we
manage our business segments.


                             Three months ended            Six months ended
                     -------------------------------------------------------
                         June 30,      June 30,      June 30,      June 30,
                             2010          2009          2010          2009
                     -------------------------------------------------------
Revenues

Wireless Networks
 CDMA solutions       $        12   $       555   $        24   $       948
 GSM and UMTS
  solutions                    35           202           191           377
                     -------------------------------------------------------
                               47           757           215         1,325
Carrier VoIP and
 Application Systems
 Circuit and packet
  voice solutions              89           163           243           332
                     -------------------------------------------------------
                               89           163           243           332

Metro Ethernet
 Networks
 Optical networking
  solutions                    18           264           173           540
 Data networking and
  security solutions           79            69           140           153
                     -------------------------------------------------------
                               97           333           313           693

Other                           4             3             8             5
                     -------------------------------------------------------

Total revenues        $       237   $     1,256   $       779   $     2,355
                     -------------------------------------------------------
                     -------------------------------------------------------

Contacts:
Nortel
Media Relations
MediaRelations@nortel.com
www.nortel.com

For more information, go to www.marketwire.com
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