Agere Systems Reports First Full Year of GAAP Profitability
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Agere Systems Reports First Full Year of GAAP Profitability

ALLENTOWN, Pa., Oct. 31 /PRNewswire-FirstCall/ -- Agere Systems (NYSE: AGR) today reported GAAP net income of $20 million, or $0.12 per share, for the fiscal year ended September 30, 2006, compared to a GAAP net loss of $8 million, or $0.04 per share, for fiscal 2005. The results represent the first fiscal year that Agere has been profitable on a GAAP basis.

(Logo: http://www.newscom.com/cgi-bin/prnh/20040618/AGERELOGO )

Richard Clemmer, President and CEO of Agere, said, "Our results for fiscal 2006 mark Agere's first full-year profit as a public company. This milestone in financial performance demonstrates that we are executing on our turnaround strategy. With our first profitable year behind us, we have established a firm foundation for Agere's future growth."

For the fourth quarter ended September 30, 2006, Agere reported GAAP net income of $13 million, or $0.08 per share, nearly double the net income of $7 million, or $0.04 per share, in the same period of 2005.

For the full fiscal year of 2006, Agere's non-GAAP* net income was $121 million, or $0.69 per share, compared to $72 million, or $0.41 per share, for fiscal 2005. On a non-GAAP basis, Agere's fourth quarter of fiscal 2006 net income was $51 million, or $0.30 per share, versus $38 million, or $0.21 per share, in the year ago period.

The following chart shows quarterly and annual revenue, including revenue from the licensing of intellectual property, by business segment:


    ($ in millions)              Quarter Ended
                       Sep 30       Jun 30       Sep 30          Fiscal Year
                        2006         2006         2005        2006        2005
    Storage             $146         $135         $158       $ 625       $ 620
    Mobility             104          105          106         394         430
    Consumer segment     250          240          264       1,019       1,050
    Networking segment   138          142          152         551         626
    Total               $388         $382         $416      $1,570      $1,676


    Product and Customer Highlights
     Recent company highlights include:
     * Agere launched TrueNTRY(TM) X125 EDGE platform enabling entry-level
       cell phones to deliver CD-quality music.

     * Amoi Electronics announced shipments of six next-generation feature
       phones using Agere's X115 EDGE platform.

     * Preamplifier revenue for the year increased 140 percent from fiscal
       2005.

     * Samsung announced a new flash-HDD hybrid disk drive based on Agere's
       read channel technology.  This combination drive will reduce overall
       boot time, increase reliability and reduce power consumption, improving
       the end user experience.

     * Agere continues to make progress with TrueONE(TM) networking solutions,
       as a number of designs are ramping into production.

    Outlook

In the December quarter, the company expects to report revenues in the range of $365 million to $390 million. The company expects GAAP net income to be in the range of $0.08 to $0.13 per share. Non-GAAP net income* is expected to be in the range of $0.18 to $0.23 per share.

Earnings Webcast

Agere Systems will host a conference call today at 8:30 a.m. EST to discuss its financial results and outlook. To listen to the conference call via the Internet, visit http://www.agere.com/webcast . Subsequent to the conference call, a replay will be available at the same web address.

About Agere Systems

Agere Systems is a global leader in semiconductors and software solutions for storage, mobility and networking markets. The company's products enable a broad range of services and capabilities, from cell phones, PCs and hard disk drives to the world's most sophisticated wireless and wireline networks. Agere's customers include top manufacturers of consumer electronics and communications and computing equipment. Agere works to transform the performance of networks and consumer electronics by integrating systems knowledge and leading technology that enable people to stay connected -- perfecting the connected lifestyle.

About Non-GAAP Financial Measures

* Non-GAAP financial measures exclude gain or loss from the sale of, and income or loss from, discontinued operations; restructuring-related charges included in costs; primarily increased depreciation; certain other non-cash charges including equity compensation; net restructuring and other charges; purchased in-process research and development charges, amortization of acquired intangible assets, net gain or loss from the sale of operating assets, certain tax adjustments, cumulative effect of accounting changes, and certain nonrecurring charges. Reconciliations of non-GAAP financial measures used in this press release to corresponding GAAP amounts are attached.

Agere, Agere Systems, and the Agere Systems logo are registered trademarks and TrueNTRY and TrueONE are trademarks of Agere Systems Inc.

This release contains forward-looking statements based on information currently available to Agere. Agere's actual results could differ materially from the results stated or implied by those forward-looking statements due to a number of risks and uncertainties. These risks and uncertainties include, but are not limited to, our reliance on major customers and suppliers, our ability to keep pace with technological change, our dependence on new product development, price and product competition, availability of manufacturing capacity, customer demand for our products and services, and general industry and market conditions. For a further discussion of these and other risks and uncertainties, see our annual report on Form 10-K for the fiscal year ended September 30, 2005, and our quarterly report on Form 10-Q for the quarter ended June 30, 2006. Agere disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.



                              Agere Systems Inc.
          Unaudited Condensed Consolidated Statements of Operations
                (Dollars in millions except per share amounts)

                                             Quarter Ended       Year Ended
                                         Sep 30 Jun 30 Sep 30  Sep 30  Sep 30
                                           2006   2006   2005    2006    2005

    Revenue                                $388   $382   $416  $1,570  $1,676
    Costs                                   202    188    227     808   1,012
    Gross profit - $                        186    194    189     762     664
    Gross profit - %                      47.9%  50.8%  45.4%   48.5%   39.6%
    Operating Expenses
    Selling, general and administrative      48     56     54     225     234
    Research and development                101    107    111     445     462
    Amortization of acquired intangible
     assets                                   1      2      1       5       6
    Purchased in-process research and
     development                              -      -      -       -      55
    Restructuring and other charges - net    22      6      5      87      24
    Gain on sale of operating assets -
     net                                      -     (2)    (1)     (6)     (9)
    Total operating expenses                172    169    170     756     772
    Operating Income (Loss)                  14     25     19       6    (108)
    Other income  - net                       7      5      2      24       7
    Interest expense                          6      6      7      25      29
    Income (Loss) before income taxes        15     24     14       5    (130)
    Provision (benefit) for income taxes      1    (23)     7     (12)   (122)
    Income (Loss) from continuing
     operations                              14     47      7      17      (8)
    Income from operations of
     discontinued business                    -      -      -       4       -
    Cumulative effect of accounting
     change (net of tax)                     (1)     -      -      (1)      -
    Net Income (Loss)                       $13    $47     $7     $20     $(8)

    Basic income (loss) per share
     information
    Income (loss) from continuing
     operations                           $0.08  $0.28  $0.04   $0.10  $(0.04)
    Income from discontinued operations       -      -      -    0.02       -
    Net income (loss)                     $0.08  $0.28  $0.04   $0.12  $(0.04)
    Weighted average shares outstanding
     -- (in millions)                       169    171    182     175     178

    Diluted income (loss) per share
     information
    Income (loss) from continuing
     operations                           $0.08  $0.27  $0.04   $0.10  $(0.04)
    Income from discontinued operations       -      -      -    0.02       -
    Net income (loss)                     $0.08  $0.27  $0.04   $0.12  $(0.04)
    Weighted average shares outstanding
     -- (in millions)                       170    172    182     175     178



                              Agere Systems Inc.
            Reconciliation of Non-GAAP to Unaudited GAAP Measures
                (Dollars in millions except per share amounts)

                                             Quarter Ended       Year Ended
                                         Sep 30 Jun 30 Sep 30  Sep 30  Sep 30
                                          2006   2006   2005    2006    2005

    Reconciliation of Non-GAAP
     Net Income to Net Income (Loss)
    Non-GAAP Net Income                   $ 51   $ 37   $ 38    $121   $ 72
    Restructuring related charges,
     including increased depreciation       (1)    (2)   (26)     (5)  (139)
    Stock-based compensation expenses
     (excludes $2 included in
     restructuring and other charges -
     net in Q1 2006)                       (10)   (10)     -     (38)     -
    Amortization of acquired
     intangible assets                      (1)    (2)    (1)     (5)    (6)
    Purchased in-process research
     and development                         -      -      -       -    (55)
    Restructuring and other charges - net  (22)    (6)    (5)    (87)   (24)
    Expenses related to reverse split
     and loss on guarantee                   -      1      -       1     (7)
    Gain on sale of operating assets - net   -      2      1       6      9
    Taxes excluded from Non-GAAP            (3)    27      -      24    142
    Income from operations of
     discontinued business                   -      -      -       4      -
    Cumulative effect of accounting change
     (net of taxes)                         (1)     -      -      (1)     -
    Net Income (Loss)                     $ 13   $ 47     $7    $ 20    $(8)

    Reconciliation of Non-GAAP Net
     Income Per Share to Net Income
     (Loss) Per Share
    Non-GAAP Net Income per share
     - diluted                           $0.30  $0.22  $0.21   $0.69  $0.41
    Restructuring related charges,
     including increased depreciation   (0.01)  (0.01) (0.14)  (0.03) (0.78)
    Stock-based compensation expenses
     (excludes $0.01 included in
     restructuring and other charges
     - net in Q1 2006)                  (0.06)  (0.06)     -   (0.22)     -
    Amortization of acquired
     intangible assets                  (0.00)  (0.01) (0.00)  (0.03) (0.03)
    Purchased in-process research
     and development                        -       -      -       -  (0.31)
    Restructuring and other charges
     - net                              (0.13)  (0.04) (0.03)  (0.50) (0.14)
    Expenses related to reverse split
     and loss on guarantee                  -       -      -    0.01  (0.04)
    Gain on sale of operating assets
     - net                                  -    0.01   0.00    0.04   0.05
    Taxes excluded from Non-GAAP        (0.02)   0.16      -    0.14   0.80
    Income from operations of
     discontinued business                  -       -      -    0.02      -

    Cumulative effect of accounting
     change (net of taxes)              (0.00)      -      -   (0.00)     -
    Net Income (Loss) per share
     - diluted                          $0.08   $0.27  $0.04   $0.12 $(0.04)



                                Agere Systems Inc.
                 Unaudited Condensed Consolidated Balance Sheets
                              (Dollars in Millions)

                                                      Sep 30            Jun 30
                                                       2006              2006
    ASSETS
    CURRENT ASSETS
         Cash and cash equivalents                     $406              $490
         Accounts receivable                            243               215
         Inventories                                    116               135
         Other current assets                            33                24
              TOTAL CURRENT ASSETS                      798               864
    Property, plant and equipment - net                 402               421
    Goodwill                                            196               196
    Acquired intangible assets - net                     10                11
    Other assets                                         91                91
              TOTAL ASSETS                           $1,497            $1,583

    LIABILITIES AND STOCKHOLDERS' EQUITY
    CURRENT LIABILITIES
         Accounts payable                              $152              $171
         Other current liabilities                      223               235
              TOTAL CURRENT LIABILITIES                 375               406
    Long-term debt                                      362               362
    Other liabilities                                   458               471
              TOTAL LIABILITIES                       1,195             1,239

    STOCKHOLDERS' EQUITY                                302               344
    TOTAL LIABILITIES AND STOCKHOLDERS'
     EQUITY                                          $1,497            $1,583



                               Agere Systems Inc.
            Unaudited Condensed Consolidated Statements of Cash Flows
                              (Dollars in Millions)

                                                        Three Months Ended
                                                     Sep 30            Jun 30
                                                      2006              2006

           OPERATING ACTIVITIES
     Net income                                        $13               $47
     Less:  Cumulative effect of
      accounting change                                 (1)                -
     Income (Loss) from Continuing
      Operations                                        14                47

     Adjustments to reconcile net income
      to net cash used by operating
      activities:

     Restructuring and other charges -
      net of cash payments                               5               (22)
     Depreciation and amortization                      29                28
     Pension plan contributions                        (31)              (35)
     (Increase) decrease in receivables                (28)               12
     Decrease (increase) in inventories                 17                (6)
     Decrease in accounts payable                      (18)              (17)
     Other operating activities - net                  (14)              (19)
     NET CASH USED BY OPERATING
      ACTIVITIES                                       (26)              (12)

           INVESTING ACTIVITIES
     Capital expenditures                               (7)              (22)
     Other investing activities                          -                 6
     NET CASH USED BY INVESTING
      ACTIVITIES                                        (7)              (16)

           FINANCING ACTIVITIES
     Purchase of treasury stock                        (55)             (100)
     Principal repayments of long-term
      debt                                               -               (10)
     Other financing - net                               4                 8
     NET CASH USED BY  FINANCING
      ACTIVITIES                                       (51)             (102)

     Net decrease in cash and cash
      equivalents                                      (84)             (130)

     Cash and cash equivalents at
      beginning of period                              490               620

     Cash and cash equivalents at end of
      period                                          $406              $490



                                Agere Systems Inc.
                  Unaudited Net Income (Loss) Per Share Guidance

                                                          Quarter Ending
                                                              Dec 31
                                                                2006

    Non-GAAP Net Income  (High End of Range)                   $0.23
    Non-GAAP Net Income  (Low End of Range)                    $0.18

    Less:  Restructuring and related costs                      0.03
    Stock-based compensation expenses                           0.07
    Amortization of acquired intangible assets                     -
                                                                0.10

    Net Income  (High End of Range)                            $0.13
    Net Income  (Low End of Range)                             $0.08

Web site: http://www.agere.com/
http://www.agere.com/webcast/