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Press release from Business Wire

Itron Announces Fourth Quarter and Fiscal 2012 Financial Results

Wednesday, February 13, 2013

Itron Announces Fourth Quarter and Fiscal 2012 Financial Results16:00 EST Wednesday, February 13, 2013 LIBERTY LAKE, Wash. (Business Wire) -- Itron, Inc. (NASDAQ:ITRI) announced today financial results for its fourth quarter and full year ended December 31, 2012. Highlights include: Quarterly and full year revenues of $523 million and $2.2 billion; Quarterly and full year GAAP diluted net earnings per share of 40 cents and $2.71; Quarterly and full year non-GAAP diluted net earnings per share of 58 cents and $3.62; Full year cash flow from operations and free cash flow of $205 million and $155 million; Quarterly and full year adjusted EBITDA of $44 million and $260 million; Twelve-month backlog of $568 million and total backlog of $1.0 billion; and Quarterly bookings of $467 million. “Our fourth quarter results reflect transition in Itron's business as we successfully complete more than $1.5 billion of OpenWay projects in North America and begin new electricity, gas and water smart system pilots and deployments around the world,” said Philip Mezey, Itron's president and chief executive officer. “While total revenues declined in the quarter compared to last year, our base business revenues excluding these large OpenWay contracts grew six percent. Non-GAAP earnings for the quarter were impacted by higher product development, sales and marketing expenses as we prepare for new projects developing in nearly every major geographic region.” “Itron has a solid, profitable financial foundation,” continued Mr. Mezey. “With our financial strength, large customer base and next-generation technologies for electricity, gas and water applications, Itron is well-positioned to lead a transformation in the utility sector. In 2013, we will accelerate our commitment to innovation and we will continue to invest in new solutions to help our customers build the smart cities of the next decade. I am excited to lead our company at a time when we can truly make a difference in our industry.” Financial Results Revenues were $523 million for the quarter and $2.2 billion for the full year, compared with $642 million and $2.4 billion in the same periods in 2011. Changes in foreign currency exchange rates unfavorably impacted revenue by $9 million for the quarter and $92 million for the year. Excluding the impact from foreign currency, revenues for the quarter and year decreased $110 million and $164 million compared with the same periods in 2011. Higher revenue in the Water segment was offset by lower revenue in the Energy segment due to the completion of several OpenWay projects in North America. Itron Cellular Solutions, which was acquired in May 2012, added $10 million and $22 million in revenue in the fourth quarter and full year 2012, respectively. Gross margin for the quarter was 31.2 percent compared with the prior year period margin of 30.0 percent. Gross margin for the Energy segment improved due to lower warranty costs and manufacturing efficiencies, partially offset by the impact of lower volumes and product mix. The gross margin for the Water segment decreased primarily due to higher service costs. For the year, gross margin was 32.8 percent compared with 30.7 percent in 2011. Gross margin improvement over the prior year was driven by lower warranty costs in both the Energy and Water segments, which positively impacted gross margin by 1.7 percentage points. Additionally, benefits from our restructuring actions and manufacturing efficiencies offset the impact of decreased volumes. GAAP operating expenses were $144 million in the quarter compared with $253 million in the same period last year. The decrease in expenses was primarily due to lower restructuring and goodwill impairment charges. For the year, operating expenses were $565 million compared with $1.2 billion in 2011. The decrease was due to a favorable impact of $25 million from changes in foreign currency rates, lower restructuring expenses, goodwill impairment and intangible asset amortization costs partially offset by increased sales and marketing activity and product development efforts to position us for upcoming global smart grid opportunities. GAAP operating income for the quarter and year was $19 million and $151 million, compared with an operating loss of $60 million and $459 million in the respective 2011 periods. Itron Cellular Solutions negatively impacted GAAP operating income by $2.3 million and $12.4 million in the fourth quarter and full year 2012, respectively. Net interest expense was $2.2 million for the quarter and $9.2 million for the year compared with $2.2 million and $35.9 million in the same periods last year. The decrease in net interest expense in the year was due to a reduced principal balance and lower effective interest rates due to a refinancing of bank debt in August 2011. GAAP net income and diluted EPS for the fourth quarter and year were $16 million, or 40 cents per share, and $108 million, or $2.71 per share, respectively. This compares to a net loss of $55 million, or $1.35 per share, and $510 million, or $12.56 per share in the same periods in 2011, respectively. The 2012 net income for the quarter was positively impacted by a tax benefit. The net income for the year was positively impacted by decreased interest expense which was partially offset by an increase in tax expense driven by discrete tax benefits recognized in the prior year. Non-GAAP operating expenses exclude amortization of intangibles, restructuring charges, acquisition related expenses and the impairment of goodwill. Non-GAAP operating expenses for the quarter and year increased $6 million and $20 million over the 2011 respective periods. Foreign currency favorably impacted non-GAAP operating expenses by $2 million in the quarter and $19 million in the year. Excluding the impact of foreign currency, non-GAAP operating expenses increased for both periods due to increased global sales and marketing activity and product development. Non-GAAP operating income was $30 million and $206 million for the quarter and year, compared with $65 million and $257 million in the same periods in 2011. Itron Cellular Solutions negatively impacted non-GAAP operating income by $1.4 million and $8.3 million in the fourth quarter and full year 2012, respectively. Non-GAAP net income and diluted EPS for the quarter and year were $23 million, or 58 cents per share, and $145 million, or $3.62 per share, respectively. This compares with $49 million, or $1.19 cents per share, and $176 million, or $4.29 per share, respectively, in the same periods in 2011. The decrease in non-GAAP net income for the quarter was due to lower gross profit and increased operating expenses, partially offset by decreased tax expense. The decrease in non-GAAP net income for the year was due to lower gross profit, higher operating expenses and increased tax expense, partially offset by decreased interest expense. The company repurchased 157,772 shares of Itron common stock during the quarter at an average price of $42.73 per share pursuant to Board authorization to repurchase up to $100 million of Itron common stock beginning October 2011 through the expiration date of February 15, 2013. As of December 31, 2012 the company had repurchased approximately 2 million shares of Itron common stock at an average price of $37.96 per share since inception of the program, representing approximately 5.0 percent of total shares outstanding as of October 2011. Financial Guidance Itron's guidance for the full-year 2013 is as follows: • Revenue between $2.0 billion and $2.1 billion • Non-GAAP diluted EPS between $3.00 and $3.25 The company's guidance assumes a gross margin of approximately 33.5 percent, a Euro to U.S. dollar average exchange rate of $1.34, average shares outstanding of approximately 40 million for the year and a non-GAAP effective tax rate for the year of 25 percent. Earnings Conference Call: Itron will host a conference call to discuss the financial results and guidance contained in this release at 5:00 p.m. Eastern Time (ET) on February 13, 2013. The call will be webcast in a listen-only mode. Webcast information and conference call materials will be made available 15 minutes before the start of the call and are accessible on Itron's website at www.itron.com under the Investors page. The webcast replay will begin after the conclusion of the live call and will be available for two weeks. A telephone replay of the call will also be available after the conclusion of the live call, for 48 hours, and is accessible by dialing (888) 203-1112 (Domestic) or (719) 457-0820 (International), entering passcode 4441088. About Itron Itron is a global technology company. We build solutions that help utilities measure, monitor and manage energy and water. Our broad product portfolio includes electricity, gas, water and thermal energy measurement and control technology; communications systems; software; and professional services. With thousands of employees supporting nearly 8,000 utilities in more than one hundred countries, Itron empowers utilities to responsibly and efficiently manage energy and water resources. Join us in creating a more resourceful world, start here: www.itron.com. Forward Looking Statements: This release contains forward-looking statements concerning our expectations about operations, financial performance, sales, earnings and cash flows. These statements reflect our current plans and expectations and are based on information currently available. The statements rely on a number of assumptions and estimates, which could be inaccurate, and which are subject to risks and uncertainties that could cause our actual results to vary materially from those anticipated. Risks and uncertainties include the rate and timing of customer demand for our products, rescheduling of current customer orders, changes in estimated liabilities for product warranties, changes in laws and regulations, our dependence on new product development and intellectual property, future acquisitions, changes in estimates for stock-based and bonus compensation, increasing volatility in foreign exchange rates, international business risks and other factors that are more fully described in our Annual Report on Form 10-K for the year ended December 31, 2011 and other reports on file with the Securities and Exchange Commission. Itron undertakes no obligation to update publicly or revise any forward-looking statements, including our business outlook. Non-GAAP Financial Information: To supplement our consolidated financial statements presented in accordance with GAAP, we use certain non-GAAP financial measures, including non-GAAP operating expense, non-GAAP operating income, non-GAAP net income, non-GAAP diluted EPS, adjusted EBITDA, and free cash flow. We provide these non-GAAP financial measures because we believe they provide greater transparency and represent supplemental information used by management in its financial and operational decision making. Specifically, these non-GAAP financial measures are provided to enhance investors' overall understanding of our current financial performance and our future anticipated performance by excluding infrequent or non-cash costs, particularly those associated with acquisitions. We exclude certain costs in our non-GAAP financial measures as we believe the net result is a measure of our core business. Non-GAAP performance measures should be considered in addition to, and not as a substitute for, results prepared in accordance with GAAP. Our non-GAAP financial measures may be different from those reported by other companies. A more detailed discussion of why we use non-GAAP financial measures, the limitations of using such measures, and reconciliations between non-GAAP and the nearest GAAP financial measures are included in this press release. Statements of operations, segment information, balance sheets, cash flow statements and reconciliations of non-GAAP financial measures to the most directly comparable GAAP financial measures follow. ITRON, INC.CONSOLIDATED STATEMENTS OF OPERATIONS             (Unaudited, in thousands, except per share data) Three Months Ended December 31,Twelve Months Ended December 31,   2012     2011     2012     2011   Revenues $ 523,335 $ 642,477 $ 2,178,178 $ 2,434,124 Cost of revenues   359,835     449,944     1,463,031     1,687,666   Gross profit 163,500 192,533 715,147 746,458   Operating expenses Sales and marketing 51,987 47,086 197,603 185,105 Product development 44,358 42,158 178,653 161,305 General and administrative 37,527 38,281 138,290 142,908 Amortization of intangible assets 11,943 15,587 47,810 63,394 Restructuring expense (1,790 ) 65,079 1,665 68,082 Goodwill impairment   -     44,447     -     584,847   Total operating expenses   144,025     252,638     564,021     1,205,641     Operating income (loss) 19,475 (60,105 ) 151,126 (459,183 ) Other income (expense) Interest income 285 231 952 862 Interest expense (2,521 ) (2,464 ) (10,115 ) (36,794 ) Other income (expense), net   (1,520 )   (2,309 )   (5,744 )   (6,651 ) Total other income (expense)   (3,756 )   (4,542 )   (14,907 )   (42,583 )   Income (loss) before income taxes 15,719 (64,647 ) 136,219 (501,766 ) Income tax benefit (provision)   745     11,099     (25,995 )   (4,430 ) Net income (loss) 16,464 (53,548 ) 110,224 (506,196 ) Net income attributable to non-controlling interests   504     1,083     1,949     3,961   Net income (loss) attributable to Itron, Inc. $ 15,960   $ (54,631 ) $ 108,275   $ (510,157 )     Earnings per common share - Basic $ 0.41   $ (1.35 ) $ 2.73   $ (12.56 ) Earnings per common share - Diluted $ 0.40   $ (1.35 ) $ 2.71   $ (12.56 )     Weighted average common shares outstanding - Basic 39,233 40,506 39,625 40,612 Weighted average common shares outstanding - Diluted 39,619 40,506 39,934 40,612   ITRON, INC.SEGMENT INFORMATION               (Unaudited, in thousands) Three Months Ended December 31,Twelve Months Ended December 31,   2012     2011     2012     2011   Revenues Energy Electricity $ 229,844 $ 358,899 $ 1,024,340 $ 1,239,428 Gas   161,855     163,549     627,193     672,999   Total Energy $ 391,699 $ 522,448 $ 1,651,533 $ 1,912,427 Water   131,636     120,029     526,645     521,697   Total Company $ 523,335   $ 642,477   $ 2,178,178   $ 2,434,124     Gross profit Energy $ 121,339 $ 152,118 $ 530,396 $ 578,575 Water   42,161     40,415     184,751     167,883   Total Company $ 163,500   $ 192,533   $ 715,147   $ 746,458     Operating income (loss) Energy $ 19,158 $ (35,265 ) $ 135,369 $ (112,831 ) Water 9,314 (13,190 ) 59,210 (303,772 ) Corporate unallocated   (8,997 )   (11,650 )   (43,453 )   (42,580 ) Total Company $ 19,475   $ (60,105 ) $ 151,126   $ (459,183 )     METER AND MODULE SUMMARY   (Units in thousands) Three Months Ended December 31,Twelve Months Ended December 31,   2012     2011     2012     2011   Meters Standard 4,310 4,720 17,920 19,570 Advanced and Smart   1,920     3,010     8,030     9,320   Total meters   6,230     7,730     25,950     28,890     Stand-alone communication modules Advanced and Smart   1,410     1,490     6,460     6,330     ITRON, INC.CONSOLIDATED BALANCE SHEETS       (Unaudited, in thousands) December 31, 2012December 31, 2011   ASSETS Current assets Cash and cash equivalents $ 136,411 $ 133,086 Accounts receivable, net 375,326 371,641 Inventories 170,719 195,837 Deferred tax assets current, net 33,536 58,172 Other current assets   104,958     81,618   Total current assets 820,950 840,354   Property, plant, and equipment, net 255,212 262,670 Deferred tax assets noncurrent, net 44,584 22,144 Other long-term assets 28,908 62,704 Intangible assets, net 238,771 239,500 Goodwill   701,016     636,910   Total assets $ 2,089,441   $ 2,064,282     LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities Accounts payable $ 227,739 $ 246,775 Other current liabilities 49,950 53,734 Wages and benefits payable 91,802 93,730 Taxes payable 9,305 11,526 Current portion of debt 18,750 15,000 Current portion of warranty 27,115 52,588 Unearned revenue   42,712     37,369   Total current liabilities 467,373 510,722   Long-term debt 398,750 437,502 Long-term warranty 26,490 26,948 Pension plan benefit liability 90,533 62,449 Deferred tax liabilities noncurrent, net 16,682 31,699 Other long-term obligations   80,100     73,417   Total liabilities 1,079,928 1,142,737   Commitments and contingencies   Equity Preferred stock - - Common stock 1,294,213 1,319,222 Accumulated other comprehensive loss, net (34,384 ) (37,160 ) Accumulated deficit   (266,862 )   (375,137 ) Total Itron, Inc. shareholders' equity 992,967 906,925 Non-controlling interests   16,546     14,620   Total equity   1,009,513     921,545   Total liabilities and equity $ 2,089,441   $ 2,064,282     ITRON, INC.CONSOLIDATED STATEMENTS OF CASH FLOWS         (Unaudited, in thousands) Twelve Months Ended December 31,   2012     2011   Operating activities Net income (loss) $ 110,224 $ (506,196 ) Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 109,471 129,466 Stock-based compensation 19,512 16,411 Amortization of prepaid debt fees 1,597 5,715 Amortization of convertible debt discount - 5,336 Deferred taxes, net (6,775 ) (12,985 ) Goodwill impairment - 584,847 Restructuring expense, non-cash (4,839 ) 25,144 Other adjustments, net (189 ) (44 ) Changes in operating assets and liabilities, net of acquisition: Accounts receivable 36,300 (22,770 ) Inventories 28,253 6,389 Other current assets (20,052 ) (3,859 ) Other long-term assets 10,578 (17,401 ) Accounts payables, other current liabilities, and taxes payable (47,367 ) 22,715 Wages and benefits payable (8,967 ) (19,813 ) Unearned revenue 12,009 19,070 Warranty (25,919 ) 29,616 Other operating, net   (8,746 )   (9,283 ) Net cash provided by operating activities 205,090 252,358   Investing activities Acquisitions of property, plant, and equipment (50,543 ) (60,076 ) Business acquisitions, net of cash equivalents acquired (79,017 ) (20,092 ) Other investing, net   4,115     1,427   Net cash used in investing activities (125,445 ) (78,741 )   Financing activities Proceeds from borrowings 80,000 670,000 Payments on debt (115,002 ) (848,054 ) Issuance of common stock 4,781 4,625 Repurchase of common stock (47,441 ) (29,428 ) Other financing, net   134     (6,596 ) Net cash used in financing activities (77,528 ) (209,453 )   Effect of foreign exchange rate changes on cash and cash equivalents   1,208     (555 ) Increase (decrease) in cash and cash equivalents 3,325 (36,391 ) Cash and cash equivalents at beginning of period   133,086     169,477   Cash and cash equivalents at end of period $ 136,411   $ 133,086     Itron, Inc.About Non-GAAP Financial Measures The accompanying press release contains non-GAAP financial measures. To supplement our consolidated financial statements, which are prepared and presented in accordance with GAAP, we use certain non-GAAP financial measures, including non-GAAP operating expense, non-GAAP operating income, non-GAAP net income, non-GAAP diluted EPS, adjusted EBITDA, and free cash flow. The presentation of this financial information is not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP. For more information on these non-GAAP financial measures please see the table captioned “Reconciliations of Non-GAAP Financial Measures to Most Directly Comparable GAAP Financial Measures.” We use these non-GAAP financial measures for financial and operational decision making and as a means for determining executive compensation. Management believes that these non-GAAP financial measures provide meaningful supplemental information regarding our performance and ability to service debt by excluding certain expenses that may not be indicative of our recurring core operating results. These non-GAAP financial measures facilitate management's internal comparisons to our historical performance as well as comparisons to our competitors' operating results. Our executive compensation plans exclude non-cash charges related to amortization of intangibles and non-recurring discrete cash and non-cash charges that are infrequent in nature such as purchase accounting adjustments, restructuring charges or goodwill impairment charges. We believe that both management and investors benefit from referring to these non-GAAP financial measures in assessing our performance and when planning, forecasting and analyzing future periods. We believe these non-GAAP financial measures are useful to investors because they provide greater transparency with respect to key metrics used by management in its financial and operational decision making and because they are used by our institutional investors and the analyst community to help them analyze the health of our business. Non-GAAP operating expense and non-GAAP operating income – We define non-GAAP operating expense as operating expense excluding certain expenses related to the amortization of intangible assets, restructuring, acquisitions and goodwill impairment. We define non-GAAP operating income as operating income excluding the expenses related to the amortization of intangible assets, restructuring, acquisitions and goodwill impairment. We consider these non-GAAP financial measures to be useful metrics for management and investors because they exclude the effect of expenses that are related to previous acquisitions and restructurings. By excluding these expenses we believe that it is easier for management and investors to compare our financial results over multiple periods and analyze trends in our operations. For example, expenses related to amortization of intangible assets are decreasing, which is improving GAAP operating margins, yet the improvement in GAAP operating margins due to this lower expense is not necessarily reflective of an improvement in our core business. There are some limitations related to the use of non-GAAP operating expense and non-GAAP operating income versus operating expense and operating income calculated in accordance with GAAP. Non-GAAP operating expense and non-GAAP operating income exclude some costs that are recurring. Additionally, the expenses that we exclude in our calculation of non-GAAP operating expense and non-GAAP operating income may differ from the expenses that our peer companies exclude when they report the results of their operations. We compensate for these limitations by providing specific information about the GAAP amounts we have excluded from our non-GAAP operating expense and non-GAAP operating income and evaluating non-GAAP operating expense and non-GAAP operating income together with GAAP operating expense and GAAP operating income. Non-GAAP net income and non-GAAP diluted EPS – We define non-GAAP net income as net income excluding the expenses associated with amortization of intangible assets, restructuring, acquisitions, goodwill impairment, amortization of debt placement fees and amortization of convertible debt discount. We define non-GAAP diluted EPS as non-GAAP net income divided by the weighted average shares, on a diluted basis, outstanding during each period. We consider these financial measures to be useful metrics for management and investors for the same reasons that we use non-GAAP operating income. The same limitations described above regarding our use of non-GAAP operating income apply to our use of non-GAAP net income and non-GAAP diluted EPS. We compensate for these limitations by providing specific information regarding the GAAP amounts excluded from these non-GAAP measures and evaluating non-GAAP net income and non-GAAP diluted EPS together with GAAP net income and GAAP diluted EPS. Adjusted EBITDA – We define adjusted EBITDA as net income (a) minus interest income, (b) plus interest expense, depreciation and amortization of intangible asset expenses, restructuring expense, acquisition related expenses and goodwill impairment and (c) exclude the tax expense or benefit. We believe that providing this financial measure is important for management and investors to understand our ability to service our debt as it is a measure of the cash generated by our core business. Management uses adjusted EBITDA as a performance measure for executive compensation. A limitation to using adjusted EBITDA is that it does not represent the total increase or decrease in the cash balance for the period and the measure includes some non-cash items and excludes other non-cash items. Additionally, the items that we exclude in our calculation of adjusted EBITDA may differ from the items that our peer companies exclude when they report their results. Management compensates for this limitation by providing a reconciliation of this measure to GAAP net income. Free cash flow – We define free cash flow as net cash provided by operating activities less cash used for acquisitions of property, plant, and equipment. We believe free cash flow provides investors with a relevant measure of liquidity and a useful basis for assessing our ability to fund our operations and repay our debt. The same limitations described above regarding our use of non-GAAP operating income apply to our use of free cash flow. We compensate for these limitations by providing specific information regarding the GAAP amounts and reconciling to free cash flow. The accompanying tables have more detail on the GAAP financial measures that are most directly comparable to the non-GAAP financial measures and the related reconciliations between these financial measures. ITRON, INC.RECONCILIATIONS OF NON-GAAP FINANCIAL MEASURESTO THE MOST DIRECTLY COMPARABLE GAAP FINANCIAL MEASURES             (Unaudited, in thousands, except per share data) Three Months Ended December 31,Twelve Months Ended December 31,   2012     2011     2012     2011   NON-GAAP OPERATING INCOME - ENERGY Energy - GAAP operating income (loss) $ 19,158 $ (35,265 ) $ 135,369 $ (112,831 ) Amortization of intangible assets 8,688 11,304 34,765 45,951 Restructuring expense (2,219 ) 49,939 1,317 51,873 Acquisition related expenses 667 - 2,495 - Goodwill impairment   -     38,650     -     254,735   Energy - Non-GAAP operating income $ 26,294   $ 64,628   $ 173,946   $ 239,728     NON-GAAP OPERATING INCOME - WATER Water - GAAP operating income (loss) $ 9,314 $ (13,190 ) $ 59,210 $ (303,772 ) Amortization of intangible assets 3,255 4,283 13,045 17,443 Restructuring expense 106 14,765 (765 ) 15,321 Goodwill impairment   -     5,797     -     330,112   Water - Non-GAAP operating income $ 12,675   $ 11,655   $ 71,490   $ 59,104     NON-GAAP OPERATING LOSS - CORPORATE UNALLOCATED Corporate unallocated - GAAP operating loss $ (8,997 ) $ (11,650 ) $ (43,453 ) $ (42,580 ) Restructuring expense 323 375 1,113 888 Acquisition related expenses   -     -     2,962     -   Corporate unallocated - Non-GAAP operating loss $ (8,674 ) $ (11,275 ) $ (39,378 ) $ (41,692 )   NON-GAAP OPERATING INCOME GAAP operating income (loss) $ 19,475 $ (60,105 ) $ 151,126 $ (459,183 ) Amortization of intangible assets 11,943 15,587 47,810 63,394 Restructuring expense (1,790 ) 65,079 1,665 68,082 Acquisition related expenses 667 - 5,457 - Goodwill impairment   -     44,447     -     584,847   Non-GAAP operating income $ 30,295   $ 65,008   $ 206,058   $ 257,140     NON-GAAP OPERATING EXPENSE Total Company - GAAP operating expense $ 144,025 $ 252,638 $ 564,021 $ 1,205,641 Amortization of intangible assets (11,943 ) (15,587 ) (47,810 ) (63,394 ) Restructuring expense 1,790 (65,079 ) (1,665 ) (68,082 ) Acquisition related expenses (667 ) - (5,457 ) - Goodwill impairment   -     (44,447 )   -     (584,847 ) Total Company - Non-GAAP operating expense $ 133,205   $ 127,525   $ 509,089   $ 489,318     NON-GAAP NET INCOME & DILUTED EPS GAAP net income (loss) $ 15,960 $ (54,631 ) $ 108,275 $ (510,157 ) Amortization of intangible assets 11,943 15,587 47,810 63,394 Amortization of debt placement fees 397 349 1,558 5,435 Amortization of convertible debt discount - - - 5,336 Restructuring expense (1,790 ) 65,079 1,665 68,082 Acquisition related expenses 667 - 5,457 - Goodwill impairment - 44,447 - 584,847 Income tax effect of non-GAAP adjustments   (4,238 )   (22,319 )   (20,185 )   (40,986 ) Non-GAAP net income $ 22,939   $ 48,512   $ 144,580   $ 175,951           Non-GAAP diluted EPS $ 0.58   $ 1.19   $ 3.62   $ 4.29     Weighted average common shares outstanding - Diluted   39,619     40,805     39,934     40,985     ADJUSTED EBITDA GAAP net income (loss) $ 15,960 $ (54,631 ) $ 108,275 $ (510,157 ) Interest income (285 ) (231 ) (952 ) (862 ) Interest expense 2,521 2,464 10,115 36,794 Income tax provision (745 ) (11,099 ) 25,995 4,430 Depreciation and amortization 27,615 32,547 109,471 129,466 Restructuring expense (1,790 ) 65,079 1,665 68,082 Acquisition related expenses 667 - 5,457 - Goodwill impairment   -     44,447     -     584,847   Adjusted EBITDA $ 43,943   $ 78,576   $ 260,026   $ 312,600     FREE CASH FLOW Net cash provided by operating activities $ 68,087 $ 98,557 $ 205,090 $ 252,358 Acquisitions of property, plant, and equipment   (16,265 )   (14,277 )   (50,543 )   (60,076 ) Free Cash Flow $ 51,822   $ 84,280   $ 154,547   $ 192,282   Itron, Inc.Barbara Doyle, 509-891-3443Vice President, Investor Relationsbarbara.doyle@itron.comorMarni Pilcher, 509-891-3847Director, Investor Relationsmarni.pilcher@itron.com