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Zhone Technologies Reports Second Quarter 2007 Financial Results
[July 24, 2007]

Zhone Technologies Reports Second Quarter 2007 Financial Results


OAKLAND, Calif. --(Business Wire)-- Zhone Technologies, Inc. (NASDAQ:ZHNE), a global provider of advanced communications equipment and a leader in VoIP, IPTV, and Ethernet over both copper and fiber access lines, today reported its financial results for the second quarter ended June 30, 2007.

Revenue for the second quarter of 2007 was $44.1 million compared with $43.1 million for the first quarter of 2007 and $54.2 million for the second quarter of 2006. Net loss for the second quarter of 2007, calculated in accordance with generally accepted accounting principles ("GAAP"), was $4.6 million or $0.03 per share compared with a net loss of $4.8 million or $0.03 per share for the first quarter of 2007, and a net loss of $13.1 million or $0.09 per share for the second quarter of 2006. Pro forma earnings before stock-based compensation, interest, taxes, impairment, depreciation and amortization ("EBITDA") was a $2.9 million loss for the second quarter of 2007, compared to a pro forma EBITDA loss of $2.9 million for the first quarter of 2007, and pro forma EBITDA loss of $10.1 million for the second quarter of 2006.

"During the second quarter of 2007, we launched our new GPON solution and are excited about the significant level of interest by our customers. In addition, our SLMS revenue continued to grow almost 5% over the prior quarter," said Mory Ejabat, chairman and chief executive officer of Zhone Technologies, Inc. "Our next generation technologies continue to gain traction in markets across the globe."


Zhone will hold a conference call and audio webcast today, July 24, 2007, at approximately 2:00 p.m. PT / 5:00 p.m. ET to review its second quarter 2007 results. This call is open to the public by dialing +1 (888) 680-0879 for U.S. callers and +1 (617) 213-4856 for international callers and then entering passcode 31271514. The audio webcast will be simultaneously available on the Investor Relations section of Zhone's website at http://www.zhone.com/about/investors/.

A replay of the conference call will be available for approximately one week following the original call by dialing +1 (888) 286-8010 for U.S. callers and +1 (617) 801-6888 for international callers and then entering passcode 66796909. An audio webcast replay will also be available online at http://www.zhone.com/about/investors/ for approximately one week following the original call.

Non-GAAP Financial Measures

To supplement Zhone's consolidated financial statements presented in accordance with GAAP, Zhone uses pro forma EBITDA, a non-GAAP measure Zhone believes is appropriate to enhance an overall understanding of Zhone's past financial performance and prospects for the future. These adjustments to GAAP results are made with the intent of providing greater transparency to supplemental information used by management in its financial and operational decision-making. These non-GAAP results are among the primary indicators that management uses as a basis for making operating decisions because they provide meaningful supplemental information regarding the company's operational performance, including the company's ability to provide cash flows to invest in research and development, and to fund capital expenditures. In addition, these non-GAAP financial measures facilitate management's internal comparisons to the company's historical operating results and comparisons to competitors' operating results. The presentation of this additional information is not meant to be considered in isolation or as a substitute for measures of financial performance prepared in accordance with GAAP. A reconciliation between net loss calculated on a GAAP basis and pro forma EBITDA on a non-GAAP basis is provided in a table immediately following the Unaudited Condensed Consolidated Statements of Operations.

About Zhone Technologies, Inc.

Zhone Technologies, Inc. (NASDAQ:ZHNE) is a provider of advanced communications equipment to more than 600 operators worldwide. The company's broad line of access and transport networking solutions enables the full range of multi-play services, including residential and business broadband, VoIP, IPTV, and Ethernet. Zhone's converged access platform improves network agility and reduces costs, allowing operators to rapidly deploy premium services on their existing copper and fiber infrastructure while providing a seamless migration path to an efficient, all-IP network. www.zhone.com

Zhone, the Zhone logo, and all Zhone product names are trademarks of Zhone Technologies, Inc. Other brand and product names are trademarks of their respective holders. Specifications, products, and/or product names are all subject to change without notice. Copyright (C) 2007 Zhone Technologies, Inc. All rights reserved.

           ZHONE TECHNOLOGIES, INC.
   Unaudited Condensed Consolidated Statements of Operations
        (In thousands, except per share data)
             Three Months Ended    Six Months Ended
          ----------------------------- -------------------
          June 30, March 31, June 30, June 30, June 30,
           2007   2007   2006   2007   2006
          -------------------------------------------------
Net revenue     $ 44,085 $ 43,146 $ 54,214 $ 87,231 $106,900
Cost of revenue    29,028  27,487  42,291  56,515  74,795
Stock-based
compensation       81    120    235    201    556
          -------------------------------------------------
Gross profit      14,976  15,539  11,688  30,515  31,549
          -------------------------------------------------
Operating expenses:
 Research and
 product
 development (a)   8,528   8,656   9,817  17,184  18,429
 Sales and
 marketing (a)    8,068   8,627  10,684  16,695  20,274
 General and
 administrative
 (a)         2,783   2,825   3,627   5,608   7,138
 Amortization and
 impairment of
 intangible assets    -     -    559     -   2,457
          -------------------------------------------------
  Total operating
  expenses     19,379  20,108  24,687  39,487  48,298
          -------------------------------------------------
  Operating loss   (4,403)  (4,569) (12,999)  (8,972) (16,749)
Other expense, net    (26)   (179)   (46)   (205)   (93)
          -------------------------------------------------
  Loss before
  income taxes   (4,429)  (4,748) (13,045)  (9,177) (16,842)
Income tax provision   125    38    55    163    162
          -------------------------------------------------
  Net loss     $ (4,554) $ (4,786) $(13,100) $ (9,340) $(17,004)
          =================================================
Basic and diluted
net loss per share $ (0.03) $ (0.03) $ (0.09) $ (0.06) $ (0.11)
Weighted average
shares outstanding
used to compute
basic and diluted
net loss per share  149,533  149,338  148,721  149,462  148,430
(a) Amounts include
stock-based
compensation costs
as follows:
  Research and
   product
   development     184    262    391    446    929
  Sales and
   marketing      147    211    332    358    776
  General and
   administrative   360    389    478    749    646
          -------------------------------------------------
             691    862   1,201   1,553   2,351
GAAP net loss    $ (4,554) $ (4,786) $(13,100) $ (9,340) $(17,004)
Stock-based
compensation       772    982   1,436   1,754   2,907
Interest expense,
net            77    167    235    244    234
Income taxes       125    38    55    163    162
Depreciation       672    656    678   1,328   1,265
Amortization and
impairment of
intangible assets     -     -    559     -   2,457
          -------------------------------------------------
Non-GAAP pro forma
EBITDA       $ (2,908) $ (2,943) $(10,137) $ (5,851) $ (9,979)
          =================================================
Revenue by product
line:
 SLMS         31,657  30,221  35,272  61,878  68,427
 Legacy, service
 and other      12,428  12,925  18,942  25,353  38,473
          -------------------------------------------------
           44,085  43,146  54,214  87,231  106,900


       ZHONE TECHNOLOGIES, INC. AND SUBSIDIARIES
     Unaudited Condensed Consolidated Balance Sheets
              (In thousands)
                       June 30,  December 31,
                        2007     2006
                       ----------- ------------
         Assets
Current assets:
 Cash, cash equivalents and short-term
  investments                $  57,234  $  64,310
 Accounts receivable              34,802    31,828
 Inventories                  42,890    45,036
 Prepaid expenses and other current assets    3,429    3,852
                       ------------------------
   Total current assets            138,355   145,026
Property and equipment, net            21,730    23,704
Goodwill                     70,737    70,737
Restricted cash                   646     636
Other assets                     90      79
                       ------------------------
   Total assets              $ 231,558  $ 240,182
                       ========================
  Liabilities and Stockholders' Equity
Current liabilities:
 Accounts payable              $  19,460  $  18,893
 Line of credit                 14,500    14,500
 Current portion of long-term debt        7,683    7,673
 Accrued and other liabilities         18,047    20,088
                       ------------------------
   Total current liabilities          59,690    61,154
 Long-term debt, less current portion      19,262    19,376
 Other long-term liabilities           2,063    2,048
                       ------------------------
   Total liabilities              81,015    82,578
                       ------------------------
Stockholders' equity:
 Common stock                   150     149
 Additional paid-in capital         1,060,412  1,058,317
 Other stockholders' equity            281      98
 Accumulated deficit             (910,300)  (900,960)
                       ------------------------
   Total stockholders' equity         150,543   157,604
                       ------------------------
   Total liabilities and stockholders'
   equity                 $ 231,558  $ 240,182
                       ========================


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