UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549

 
FORM 8-K
 
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
 
Date of Report (Date of earliest event reported): April 15, 2003

 
ADTRAN, Inc.
(Exact name of registrant as specified in its charter)
 
Delaware	 	0-24612	 	63-0918200	
(State of Incorporation)	 	(Commission file number)	 	(I.R.S. Employer
(Identification Number)	
 
901 Explorer Boulevard, Huntsville, Alabama 35806-2807
(Address of principal executive offices, including zip code)
 
(256) 963-8000
(Registrant’s telephone number, including area code)

 
Item 7.    Financial Statements and Exhibits
 
(c)    Exhibits.
 
The following exhibit is filed as part of this Current Report on Form 8-K.
 
Exhibit Number
	  	Description
	
99.1	  	Press Release dated April 15, 2003	

Item 9.    Regulation FD Disclosure (furnished pursuant to Item 12 “Results of Operations and Financial Condition”)
 
On April 15, ADTRAN Inc. announced its financial results for the fiscal quarter ended March 31, 2003 and certain other information. A copy of ADTRAN’s press release announcing such financial results and other information is attached as Exhibit 99.1 hereto and incorporated by reference herein.

 
SIGNATURES
 
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on April 15, 2003.
 
ADTRAN, Inc.
(Registrant)	
		
By:	 	/s/ James E. Matthews
	
 	 	James E. Matthews
Senior Vice President – Finance,
Chief Financial Officer and Treasurer	

 
EXHIBIT INDEX
 
Exhibit Number
	  	Description
	
99.1	  	Press Release dated April 15, 2003	

EXHIBIT 99.1
 
ADTRAN, INC.
REPORTS FIRST QUARTER 2003 RESULTS
 
HUNTSVILLE, Ala., April 15, 2003—ADTRAN, Inc. (NASDAQ:ADTN) reported results for the first quarter ended March 31, 2003. Sales were $86,223,000 for the quarter compared to $83,342,000 for the first quarter of 2002.
 
Net income increased 143% to $10,539,000 for the quarter compared to $4,341,000 for the first quarter of 2002. Earnings per share, assuming dilution, were $0.27 for the quarter compared to $0.11 for the first quarter of 2002. Gross margins were 54.6% for the quarter compared to 47.2% in the first quarter of 2002. Net cash provided by operating activities totaled $12 million for the quarter. Cash and marketable securities, net of debt, totaled $286 million at quarter-end.
 
ADTRAN Chairman and Chief Executive Officer Mark Smith stated, “Our increase in revenue over the prior year’s first quarter was the result of new product sales and market share expansion of existing products. Access routers, DSLAMS and optical access products broaden our product portfolio. This commitment to new product development augmented by our financial strength and strong operating model continues to strengthen our competitive posture, particularly during a very difficult market environment. Continued concerns over geopolitical proceedings and the economy may persist to dampen customer spending decisions; however, we remain confident of continued market share gains in current and new markets during this time of uncertainty, and beyond.”
 
There will be a conference call today at 10:30 a.m. Eastern Time to discuss our first quarter 2003 financial results. To listen to the webcast of this conference call, visit our Investor Relations page at http://www.adtran.com approximately 10 minutes before the start of the call and click on the conference call link provided. As indicated in our press release of April 7, 2003, an online replay of the webcast of the conference call, as well as the text of this release, will also be available on the Investor Relations page of our website at http://www.adtran.com for at least 12 months following the date of this release.
 
ADTRAN, Inc. is an established supplier of advanced transmission products that provide users access to today’s expansive telecommunications networks. Widely deployed in carrier, enterprise and global networks worldwide, ADTRAN products support all major digital access technologies. ADTRAN equipment is widely deployed by major Incumbent Local Exchange Carriers, Inter-exchange Carriers, ISPs, Competitive Service Providers, international service providers, public and private enterprises, and original equipment manufacturers.
 
This press release contains forward-looking statements which reflect management’s best judgment based on factors currently known. However, these statements involve risks and uncertainties, including the successful development and market acceptance of new products, the degree of competition in the market for such products, the product and channel mix, component costs, manufacturing efficiencies, and other risks detailed in our annual report on Form 10-K for the year ended December 31, 2002. Such risks and uncertainties could cause actual results to differ materially from those in the forward-looking statements included in this press release.

 
Condensed Balance Sheet
March 31, 2003
Unaudited
(Dollars in thousands)
 
 	  	March 31, 2003
	
Assets	  	 	 	
Cash and cash equivalents	  	$	138,678	
Short-term investments	  	$	39,566	
Accounts receivable (net)	  	$	49,232	
Other receivables	  	$	4,252	
Inventory, net	  	$	37,382	
Prepaid expenses and other current assets	  	$	6,414	
		
Total current assets	  	$	275,524	
		
Equipment (net)	  	$	31,765	
Land	  	$	4,263	
Bldg. & land improvements (net)	  	$	67,224	
Other assets	  	$	486	
 	  			
Deferred tax assets	  	$	4,836	
Long-term investments	  	$	158,865	

Total Assets	  	$	542,963	

Liabilities and stockholders’ equity	  	 	 	
Accounts payable	  	$	19,949	
Accrued wages and benefits	  	$	8,514	
Accrued income taxes	  	$	6,133	
Accrued liabilities	  	$	2,274	

Total current liabilities	  	$	36,870	
		
Deferred tax liabilities	  	$	5,146	
Long term debt	  	$	50,000	

Total long term liabilities	  	$	55,146	

Total Liabilities	  	$	92,016	
		
Stockholders’ equity	  	$	450,947	

Total liabilities and stockholders’ equity	  	$	542,963	

 
Condensed Statements of Income
For the periods ending 3/31/03 and 3/31/02
(Dollars in thousands, except per share data)
 
 	  	First Quarter 2003
	 	  	First Quarter 2002
	 	
Sales	  	$	86,223	 	  	$	83,342	 	
Cost of sales	  	 	39,149	 	  	 	43,983	 	

Gross profit	  	 	47,074	 	  	 	39,359	 	
		
Selling, general and administrative expenses	  	 	20,152	 	  	 	20,790	 	
Research and development expenses	  	 	14,271	 	  	 	13,834	 	

Profit from operations	  	 	12,651	 	  	 	4,735	 	
		
Interest expense	  	 	(660	)	  	 	(690	)	
Other income (primarily interest)	  	 	2,854	 	  	 	1,984	 	

Income before income taxes	  	 	14,845	 	  	 	6,029	 	
Provision for income taxes	  	 	(4,306	)	  	 	(1,688	)	

Net income	  	$	10,539	 	  	$	4,341	 	

Weighted average shares
outstanding assuming dilution (1)	  	 	38,961,790	 	  	 	38,760,293	 	
		
Earnings per common share—assuming dilution (1)	  	$	0.2705	 	  	$	0.1120	 	
		
Earnings per common share	  	$	0.2803	 	  	$	0.1126	 	

(1)	 	Assumes exercise of dilutive stock options calculated under the treasury stock method	
 
CONTACT:
Jim Matthews
Senior Vice President/CFO
256-963-8775
 
INVESTOR SERVICES/ASSISTANCE:
Charlene Little
256-963-8611
 
Cathy Bartels
256-963-8220