1 EXHIBIT 99.2 PRESS RELEASE DATED SEPTEMBER 14, 1998 INVESTOR CONTACT: Suzanne DuLong (888) 243-6223 email: ir@CIENA.com PRESS CONTACT: Denny Bilter (410) 865-8677 email: dbilter@ciena.com FOR IMMEDIATE RELEASE CIENA Reports Final Fiscal Third Quarter Results; Issues Cautious Short-Term Outlook LINTHICUM, MD - SEPTEMBER 14, 1998 - CIENA Corporation (NASDAQ: CIEN) today reported final results for its third fiscal quarter ended August 1, 1998, in-line with its previously announced expectations. Revenue for the quarter totaled $129.1 million. This compares with $121.8 million in revenue reported for the third fiscal quarter of 1997. Net income for the quarter was $16.1 million, or $0.15 per share, exclusive of one-time charges associated with CIENA's previously announced settlement with Pirelli and costs related to the proposed merger with Tellabs. This compares with net income for the third fiscal quarter of 1997 of $35.7 million, or $0.34 cents per share.(1) For the nine months ended August 1, 1998, revenue increased to $416.9 million from $283.1 million for the first nine months of 1997. Net income for the period was $86.8 million, or $0.81 per share, compared to $81.1 million, or $0.78 per share, for the same period in 1997, once again, excluding the effect of one-time charges for purchased research and development and merger costs in 1998 and additional expense accruals pertaining to the Company's litigation with Pirelli in both 1997 and 1998.(1) Net income and earnings per share amounts reported in the attached consolidated statement of operations are inclusive of the effects of one-time charges and litigation 2 expenses. All earnings per share amounts represent diluted earnings per share as defined within Statement of Financial Accounting Standards No. 128 (SFAS 128). "As we discussed previously, CIENA's gross margins during the third fiscal quarter were impacted by the combination of price concessions to a strategic customer in return for higher volume commitments, and lower than expected overall volume during the quarter," said CIENA's Senior Vice President, Finance and Chief Financial Officer, Joseph Chinnici. "In light of continued evidence that our (more) 3 competitors are heavily discounting their prices in an attempt to gain a market presence, we're adjusting our long-term gross margin target model range to 45 to 50 percent." "During the last year CIENA grew its manufacturing infrastructure to accommodate a higher level of business than we will realize in the near-term; as a result it is likely that unabsorbed manufacturing overhead will pull gross margins below the target model short-term," continued Chinnici. "Provided volumes increase as we progress through fiscal 1999 as we currently expect, unabsorbed manufacturing overhead will diminish in significance. We also expect to continue our focus on lowering material costs and reducing the costs in our products through ongoing engineering efforts in order to partially mitigate the potential negative impact of pricing pressure on gross margins." CIENA continued to make positive progress toward its goal of diversifying both its product and customer base during the quarter, announcing and shipping to a total of 11 customers including two new customers: Telecom Developpment and Racal; both of which are expected to contribute to revenue during fiscal year 1999. Commenting on his expectations for CIENA's fiscal fourth quarter and fiscal year 1999, Patrick Nettles, CIENA's President and Chief Executive Officer, said: "Feedback received from our sales force indicates that the uncertainty created by the events of the last few weeks and attempts of our competitors to capitalize on that uncertainty may delay or alter some customers' near-term purchase decisions. As a result, and due to the loss of expected incremental business at DTI, we believe fiscal fourth quarter revenues and operating results will be materially below those reported for the third fiscal quarter. In addition, while visibility is, as always, very limited beyond the next quarter, we are now resetting our fiscal 1999 business model at a level that anticipates modest growth in year-over-year revenue and net income." "Going forward, we intend to restore shareholder value as quickly as possible by: 1) continuing our proven record of rapid product introduction and technology innovation that enables our customers to simplify their networks and lower the cost of bandwidth; 2) driving down costs in our products to help us achieve and maintain solid margins, and; 3) bolstering our sales and marketing efforts," said Nettles. 4 In a separate press release made today, CIENA announced it has restructured its sales and marketing organization to better address the rapidly evolving DWDM market opportunity and the company's growing customer base. (more) 5 "There is no doubt that the next several quarters will be challenging for CIENA as we work to rebuild shareholder value," said Jon Bayless, CIENA's Chairman of the Board. "The company has recently experienced first-hand a number of the risks we've regularly discussed as being inherent in growing a dynamic business in an industry dominated by large competitors. CIENA's Board of Directors has complete confidence that CIENA's management team will restore positive momentum and lead this company through the challenges it faces during its next important phase of development." In conclusion Nettles said: "As an emerging company, CIENA has battled the underdog status for most of its corporate life. As a team, our employees have faced and conquered enormous hurdles and their spirit is unyielding. Ultimately, it is these highly motivated people, our field-proven products, and our industry-leading technology that will enable us to capitalize on the opportunities ahead." (1) Past financial results have been restated to reflect the consolidated results of Alta Telecom, Inc., acquired by CIENA on February 19, 1998. NOTE TO INVESTORS: Forward-looking statements in this release, including statements regarding (1) the anticipation that fiscal fourth quarter revenues and operating results will be materially below those reported for the third fiscal quarter and that net income also will likely be significantly lower and, (2) the setting of the fiscal 1999 business model to a level that shows modest year-over-year revenue and net income growth, are based on information available to the Company as of the date hereof. The Company's actual results could differ materially from those stated or implied by such forward-looking statements, due to risks and uncertainties associated with the Company's business. The forward-looking statements should be considered in the context of these and other risk factors disclosed in the Company's Quarterly Report on Form 10-Q, as filed with the Securities and Exchange Commission on September 14, 1998. ABOUT CIENA Based in Linthicum, Maryland, CIENA Corporation is a worldwide market leader of open architecture, dense wavelength division multiplexing (DWDM) systems for long-distance and local exchange carriers. CIENA's DWDM solutions include the MultiWave(R) 1600 long-haul transport system, WaveWatcher(R) network management software, the MultiWave Optical Add/Drop Multiplexer, the MultiWave Sentry(TM) enhanced long-distance transport system and the new MultiWave(R) Firefly and MultiWave Metro(TM) short-haul systems. Through its Alta subsidiary, based in Norcross, GA, CIENA provides a range of engineering, furnishing and installation (EF&I) services for telecommunications service providers in the areas of transport, switching and wireless communications. Additional information about CIENA can be found on its World Wide Website: http://www.ciena.com. (CONSOLIDATED STATEMENTS OF OPERATIONS AND CONSOLIDATED BALANCE SHEETS FOLLOW) 6 CIENA CORPORATION CONSOLIDATED STATEMENTS OF OPERATIONS (IN THOUSANDS, EXCEPT SHARE DATA) QUARTER ENDED NINE MONTHS ENDED JULY 31, JULY 31, JULY 31, JULY 31, 1997 1998 1997 1998 --------- --------- --------- --------- Revenue $ 121,845 $ 129,116 $ 283,121 $ 416,926 Cost of goods sold 47,569 70,431 116,222 193,326 --------- --------- --------- --------- Gross profit 74,276 58,685 166,899 223,600 --------- --------- --------- --------- Operating expenses: Research and development 7,245 18,805 14,994 45,656 Selling and marketing 6,722 12,526 14,738 33,538 General and administrative 3,241 3,908 8,041 12,148 Purchased research and development - - - 9,503 Pirelli litigation - 20,579 5,000 30,579 Merger costs - 2,017 - 2,017 --------- --------- --------- --------- Total operating expenses 17,208 57,835 42,773 133,441 --------- --------- --------- --------- Income from operations 57,068 850 124,126 90,159 Interest and other income, net 1,511 2,577 3,893 9,783 Interest expense (85) (58) (319) (223) --------- --------- --------- --------- Income before income taxes 58,494 3,369 127,700 99,719 Provision for income taxes 22,770 1,280 49,641 42,627 --------- --------- --------- --------- Net income $ 35,724 $ 2,089 $ 78,059 $ 57,092 ========= ========= ========= ========= Basic net income per common share $ 0.36 $ 0.02 $ 1.15 $ 0.56 ========= ========= ========= ========= Diluted net income per common share and dilutive potential common share $ 0.34 $ 0.02 $ 0.75 $ 0.53 ========= ========= ========= ========= Weighted average basic common shares outstanding 98,021 102,089 68,010 101,360 ========= ========= ========= ========= Weighted average basic common and dilutive potential common shares outstanding 106,296 108,215 103,705 107,775 ========= ========= ========= ========= 7 CIENA CORPORATION CONSOLIDATED BALANCE SHEETS (IN THOUSANDS, EXCEPT SHARE DATA) OCTOBER 31, JULY 31, 1997 1998 ------------ ----------- ASSETS Current assets: Cash and cash equivalents $ 268,588 $ 193,486 Marketable debt securities - 28,132 Accounts receivable, net 72,336 108,480 Inventories, net 41,109 76,343 Deferred income taxes 9,139 7,628 Prepaid income taxes - 20,499 Prepaid expenses and other 3,093 10,345 --------- --------- Total current assets 394,265 444,913 Equipment, furniture and fixtures, net 67,618 125,260 Goodwill and other intangible assets, net - 17,102 Other assets 1,396 3,960 --------- --------- Total assets $ 463,279 $ 591,235 ========= ========= LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 24,760 $ 42,767 Accrued liabilities 32,022 32,571 Income taxes payable 261 943 Deferred revenue 2,591 192 Other current obligations 1,179 893 --------- --------- Total current liabilities 60,813 77,366 Deferred income taxes 28,167 31,346 Other long-term obligations 1,885 1,592 --------- --------- Total liabilities 90,865 110,304 Commitments and contingencies - - Stockholders' equity: Preferred stock - par value $.01; 20,000,000 shares authorized; zero shares issued and outstanding - - Common stock - par value $.01; 360,000,000 shares authorized; 100,287,653 and 102,541,814 shares issued and outstanding 1,003 1,025 Additional paid-in capital 245,219 296,951 Notes receivable from stockholders (64) (333) Translation adjustment (5) (65) Retained earnings 126,261 183,353 --------- --------- Total stockholders' equity 372,414 480,931 --------- --------- Total liabilities and stockholders' equity $ 463,279 $ 591,235 ========= ========= # # #