8-K

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): July 20, 2010

CALIX, INC.

(Exact name of Registrant as specified in its charter)

Delaware	001-34674	68-0438710
(State or other jurisdiction of incorporation)	(Commission File No.)	(I.R.S. Employer Identification No.)

1035 N. McDowell Boulevard, Petaluma, California	94954
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (707) 766-3000

Not Applicable

(Former name or former address if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02. Results of Operations and Financial Condition.

On July 22, 2010, Calix, Inc. (the “Company”) publicly disseminated a press release announcing financial results for the second quarter ended June 26, 2010.

The foregoing description is qualified in its entirety by reference to the Company’s press release, dated July 22, 2010, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference. Such information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(b) On July 20, 2010, the Board of Directors (the “Board”) of the Company accepted the resignation of Paul Ferris as a member of the Board effective as of July 20, 2010.

On July 22, 2010, the Company publicly disseminated a press release announcing the departure of Mr. Ferris, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 7.01. Regulation FD Disclosure

The disclosure under Item 2.01 is incorporated herein by reference.

On July 22, 2010, the Company publicly disseminated a press release announcing historical quarterly financial information for the quarters ended March 31, 2008 through June 26, 2010.

The foregoing description is qualified in its entirety by reference to the Company’s press release, dated July 22, 2010, a copy of which is attached hereto as Exhibit 99.2 and incorporated herein by reference. Such information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
99.1	Press Release dated July 22, 2010 announcing financial results and resignation of Paul Ferris as a director of the Company.
99.2	Press Release dated July 22, 2010 announcing historical quarterly financial information.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: July 22, 2010	CALIX, INC.
	By:	/s/ Kelyn Brannon-Ahn
		Kelyn Brannon-Ahn
		Chief Financial Officer

INDEX TO EXHIBITS

Exhibit No.	Description
99.1	Press Release dated July 22, 2010 announcing financial results and resignation of Paul Ferris as a director of the Company.
99.2	Press Release dated July 22, 2010 announcing historical quarterly financial information.

EX-99.1

Exhibit 99.1

Calix Reports Second Quarter 2010 Financial Results

PETALUMA, CA — July 22, 2010 — Calix, Inc. (NYSE: CALX) today announced unaudited financial results for the second quarter ended June 26, 2010. Revenue for the second quarter of 2010 was $71.7 million, an increase of 50% from revenue reported for the second quarter of 2009 of $47.8 million.

GAAP net loss for the second quarter of 2010 was $3.2 million, or pro forma $(0.09) per share, compared to a GAAP net loss of $8.8 million, or pro forma $(0.33) per share, reported for the second quarter of 2009 (assuming the conversion of preferred stock into common stock as of the beginning of the second quarter of 2009). GAAP results for the periods presented include stock-based compensation, amortization of acquisition-related intangible assets, changes in the fair market value of preferred stock warrants and preferred stock dividends. A reconciliation of GAAP and non-GAAP results is included as part of this release.

Excluding the above-mentioned non-cash items and assuming the conversion of preferred stock to common stock as of the beginning of each quarter, non-GAAP net income for the second quarter of 2010 was $5.5 million, or $0.14 per fully diluted share, as compared to non-GAAP net loss of $5.2 million, or $(0.19) per fully diluted share, in the second quarter of 2009.

GAAP Results

	Q2 2010			Q2 2009			Vs. Q2 2009
Revenue	$	71.7 million		$	47.8 million		+ 50	%
Net Loss	$	(3.2 million	)	$	(8.8 million	)	+ 64	%
Loss per Share	$	(0.09	)	$	(2.18	)	+ 96	%
Pro Forma Loss per Share(1)	$	(0.09	)	$	(0.33	)	+ 73	%

Non-GAAP Results

	Q2 2010		Q2 2009			Vs. Q2 2009
Net Income (Loss)	$	5.5 million	$	(5.2 million	)	+ 207	%
Diluted Income (Loss) per Share(1)(2)	$	0.14	$	(0.19	)	+ 174	%

(1) Includes outstanding common shares and common shares resulting from the assumed conversion of preferred shares as if conversion occurred at the beginning of the second quarter of 2009.

(2) Includes the dilutive effect of outstanding stock options, warrants and restricted stock units for the second quarter of 2010.

Press Release Page 2

“Second quarter results were ahead of our expectations and represented strong growth and increased market momentum,” said Calix president and CEO Carl Russo. “Communications service providers continued to leverage the increasing strength of our Unified Access portfolio to bring ‘Fiber Forward’ in their networks. As we look into the third quarter, we see a clear path to achieving our goals, but we will continue to manage our business closely as we monitor the macroeconomic climate.”

Calix also announced today that long-time board of directors member Paul Ferris, general partner at Azure Capital Partners, has resigned effective July 20, 2010.

“As our first venture board member and an active member of our board for ten years, Paul was instrumental in guiding Calix through significant growth during a variety of market conditions,” continued Russo. “We deeply appreciate the decade of service that Paul provided to the company, and wish him well as he ushers other companies to new stages of growth.”

“It has been hugely gratifying to help guide a small company with a big vision to the market leadership position Calix finds itself in today,” said Ferris. “Calix is well-positioned to benefit from a number of strong growth opportunities in both its existing and in new markets, and I am confident that the company has the resources in place continue to expand its market success.”

Conference Call

In conjunction with this announcement, Calix will host a conference call at 1:30 p.m. PDT (4:30 p.m. EDT) today to discuss its second quarter 2010 financial results. A live audio webcast and replay of the call will be available in the Investor Relations section of the Calix web site at http://investor-relations.calix.com.

Live call access information:

• Dial-in number: (800) 688-0836 (U.S.) or (617) 614-4072 (outside the U.S.)

• Passcode: 25726993

Replay call access information:

• Replay call dial-in: (888) 286-8010 (U.S.) or (617) 801-6888 (outside the U.S.)

• Passcode: 24737813

The conference call and webcast will include forward looking information.

About Calix

Calix, Inc. (NYSE: CALX) is a leading provider in North America of broadband communications access systems and software for copper- and fiber- based network architectures that enable communications service providers to connect to their residential and business subscribers. Calix enables communications service providers to provide a wide range of revenue-generating services, from basic voice and data to advanced broadband services, over legacy and next-generation access networks. The Calix Unified Access Portfolio helps these companies to transform their legacy and mixed protocol access networks to fiber and Ethernet. Calix has shipped over six million ports of its Unified Access Infrastructure portfolio to more than 500 North American and international customers, whose networks serve over 40 million subscriber lines in total. For more information, visit the Calix website at www.calix.com.

Press Release Page 3

Forward-Looking Statements

This press release and its attachments contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements include the quotations from management in this press release, including the Company’s beliefs about the strength of its Unified Access portfolio and its ability to bring ‘Fiber Forward’ in the networks of communication service providers and the Company’s ability to achieve its goals, as well as any statements regarding the Company’s strategic and operational plans. You are cautioned not to place undue reliance on these forward-looking statements, which are based on management’s expectations, estimates and judgment and current trends and market conditions and involve risks and uncertainties that may cause actual results to differ materially from those contained in the forward-looking statements. Information on potential factors that could affect Calix’s results and other risks and uncertainties are detailed in its report on Form 10-Q for the fiscal quarter ended March 27, 2010, filed with the SEC on May 7, 2010, available at http://www.sec.gov and from time to time in the Company’s periodic reports.

All forward-looking statements are made as of the date of this release, and except as required by law, the Company does not intend, and undertake no duty, to update this information to reflect new information, future events or circumstances or otherwise. Although this release may remain available on the Company’s website or elsewhere, its continued availability does not indicate that the Company is reaffirming or confirming any of the information contained herein.

Use of Non-GAAP financial information

The Company uses certain non-GAAP financial measures in this press release to supplement its consolidated financial statements, which are presented in accordance with GAAP. These non-GAAP measures include non-GAAP net income (loss) and non-GAAP basic and diluted income (loss) per share. These non-GAAP measures are provided to enhance the reader’s understanding of the Company’s operating performance as they exclude certain non-cash charges which the Company believes are not indicative of its core operating results. Management believes that the non-GAAP measures used in this press release provide investors with important perspectives into the Company’s ongoing business performance and management uses these non-GAAP measures to evaluate financial results and to establish operational goals. The presentation of these non-GAAP measures is not meant to be a substitute for results presented in accordance with GAAP, but rather should be evaluated in conjunction with these results. A reconciliation of the non-GAAP results to the most directly comparable GAAP results is provided in the financial schedules portion of this press release. The non-GAAP financial measures used by the company may be calculated differently from, and therefore may not be comparable to, similarly titled measures used by other companies.

The Company makes adjustments for the following items in analyzing its operating results as it does not consider these items to part of the Company’s ongoing operating activities or meaningful in evaluating the Company’s financial performance:

Stock-based compensation

A non-cash expense incurred in accordance with SFAS 123R using the modified prospective transition method.

Press Release Page 4

Amortization of acquisition related intangible assets

A non-cash expense resulting from intangible assets acquired in the acquisition of Optical Solutions, Inc. (OSI) in February 2006. The Company is required to amortize these assets over their expected useful lives.

Change in fair value of preferred stock warrants

A non-cash expense or benefit resulting from the revaluation of the Company’s preferred stock warrant liability. Upon completion of the Company’s initial public offering, the preferred warrant liability was reclassified as a component of stockholders’ equity, and the Company is no longer required to revalue the warrants.

Preferred stock dividends

Preferred stock dividends represent Series I preferred stock dividends paid to the Company’s Series I stockholders prior to the conversion of preferred stock into common stock in connection with the Company’s initial public offering.

Investor Relations Contact:

Carolyn Bass

415-445-3232

Carolyn.Bass@Calix.com

Press Contact:

Catherine Koo

415-992-4400

calix@lewispr.com

Press Release Page 5

Condensed Statement of Operations

(in thousands)

	Three Months Ended						Six Months Ended
	June  26, 2010			June  27, 2009			June 26, 2010			June 27, 2009
	(unaudited)						(unaudited)
Revenue	$	71,653		$	47,842		$	119,856		$	84,988
Cost of revenue:
Products and services(1)		41,855			31,076			72,026			56,467
Amortization of existing technologies		1,360			1,360			2,720			2,720
Total cost of revenue		43,215			32,436			74,746			59,187
Gross profit		28,438			15,406			45,110			25,801
Operating expenses:
Research and development(1)		13,086			10,742			24,933			21,210
Sales and marketing(1)		10,184			7,988			18,606			15,197
General and administrative(1)		7,423			4,238			12,171			7,901
Amortization of intangible assets		185			185			370			370
Total operating expenses		30,878			23,153			56,080			44,678
Loss from operations		(2,440	)		(7,747	)		(10,970	)		(18,877	)
Other income (expense):
Interest income		103			27			177			106
Interest expense		(620	)		(1,079	)		(1,093	)		(2,022	)
Change in fair value of preferred stock warrants		—			95			(173	)		95
Other income (expense)		(2	)		40			9			104
Loss before provision for income taxes		(2,959	)		(8,664	)		(12,050	)		(20,594	)
Provision for income taxes		243			138			414			268
Net loss		(3,202	)		(8,802	)		(12,464	)		(20,862	)
Preferred stock dividends		—			—			900			652
Net loss attributable to common stockholders	$	(3,202	)	$	(8,802	)	$	(13,364	)	$	(21,514	)
Net loss per common share:
Basic and diluted	$	(0.09	)	$	(2.18	)	$	(0.63	)	$	(5.34	)
Pro forma basic and diluted	$	(0.09	)	$	(0.33	)	$	(0.36	)	$	(0.80	)
Weighted average number of shares used to compute net loss per common share:
Basic and diluted		37,212			4,030			21,305			4,028
Pro forma basic and diluted (2)		37,212			26,855			34,614			26,149

(1) Includes stock-based compensation as follows:

	Three Months Ended				Six Months Ended
	June  26, 2010		June  27, 2009		June  26, 2010		June 27, 2009
	(unaudited)				(unaudited)
Cost of revenue	$	484	$	168	$	624	$	347
Research and development		1,686		619		2,256		1,348
Sales and marketing		1,247		422		1,681		877
General and administrative		3,764		968		5,427		1,878
	$	7,181	$	2,177	$	9,988	$	4,450

(2) Includes outstanding common shares and common shares resulting from the assumed conversion of preferred shares as if conversion occurred at the beginning of the second quarter of 2009 and the beginning of the six month periods ended June 26, 2010 and June 27, 2009.

Press Release Page 6

Reconciliation of GAAP to Non-GAAP Results

(Unaudited, in thousands except per share data)

	Three Months Ended						Six Months Ended
	June 26, 2010			June 27, 2009			June 26, 2010			June 27, 2009
GAAP net loss attributable to common stockholders	$	(3,202	)	$	(8,802	)	$	(13,364	)	$	(21,514	)
Adjustments to reconcile GAAP net loss to non-GAAP net loss:
Stock-based compensation		7,181			2,177			9,988			4,450
Amortization of intangible assets		1,545			1,545			3,090			3,090
Change in fair value of preferred stock warrants		—			(95	)		173			(95	)
Preferred stock dividends		—			—			900			652
Non-GAAP net income (loss)	$	5,524		$	(5,175	)	$	787		$	(13,417	)
Non-GAAP net income (loss) per common share
Basic	$	0.15		$	(0.19	)	$	0.02		$	(0.51	)
Diluted	$	0.14		$	(0.19	)	$	0.02		$	(0.51	)
Weighted average shares used to compute non-GAAP net income (loss) per common share - Basic (1)		37,212			26,855			34,614			26,149
Weighted average shares used to compute non-GAAP net income (loss) per common share - Diluted (1)(2)		39,413			26,855			36,409			26,149

(1) Includes outstanding common shares and common shares resulting from the assumed conversion of preferred shares as if conversion occurred at the beginning of the second quarter ended June 27, 2009 and the beginning of the six month periods ended June 26, 2010 and June 27, 2009.

(2) Includes the dilutive effect of oustanding stock options, warrants and restricted stock units for the three and six months ended June 26, 2010.

	Three Months Ended								Six Months Ended
	June 26,				June 27,				June 26,				June 27,
	2010				2009				2010				2009
GAAP gross profit and gross margin	$	28,438	39.7	%	$	15,406	32.2	%	$	45,110	37.6	%	$	25,801	30.4	%
Adjustments to reconcile GAAP gross profit and gross margin to non-GAAP gross profit and gross margin:
Stock-based compensation		484				168				624				347
Amortization of intangible assets		1,360				1,360				2,720				2,720
Non-GAAP gross profit and gross margin	$	30,282	42.3	%	$	16,934	35.4	%	$	48,454	40.4	%	$	28,868	34.0	%

Press Release Page 7

Condensed Balance Sheets

(In thousands)

	June 26,			December 31,
	2010			2009
	(unaudited)
ASSETS
Current Assets:
Cash and cash equivalents	$	24,721		$	31,821
Marketable securities		77,166			36,228
Restricted cash		—			629
Accounts receivable, net		35,540			46,992
Inventory		24,943			18,556
Deferred cost of goods sold		15,846			16,468
Prepaid and other current assets		3,584			4,018
Total current assets		181,800			154,712
Property and equipment, net		11,818			11,293
Goodwill		65,576			65,576
Intangible assets, net		3,605			6,695
Other assets		2,416			2,840
Total assets	$	265,215		$	241,116
LIABILITIES, CONVERTIBLE PREFERRED STOCK AND
STOCKHOLDERS’ EQUITY (DEFICIT)
Current liabilities:
Accounts payable	$	4,309		$	14,635
Accrued liabilities		26,510			28,629
Preferred stock warrant liabilities		—			195
Loans payable		—			3,333
Deferred revenue		29,263			29,921
Total current liabilities		60,082			76,713
Loans payable		—			16,667
Long-term portion of deferred revenue		8,572			6,556
Other long term liabilities		1,040			910
Total liabilities		69,694			100,846
Convertible preferred stock		—			479,628
Stockholders’ equity (deficit):
Common stock		933			102
Additional paid-in capital		600,157			52,739
Other comprehensive income (loss)		(23	)		(17	)
Accumulated deficit		(405,546	)		(392,182	)
Total stockholders’ equity (deficit)		195,521			(339,358	)
Total liabilities, convertible preferred stock and stockholders’ equity (deficit)	$	265,215		$	241,116

Press Release Page 8

Condensed Statement of Cash Flows

(in thousands)

	Six Months Ended
	June 26, 2010			June 27, 2009
	(unaudited)
Operating activities
Net cash used in operating activities	$	(200	)	$	(8,027	)
Investing activities
Acquisition of property and equipment		(2,906	)		(1,559	)
Purchase of marketable securities		(56,567	)		—
Sales and maturities of marketable securities		15,208			—
Net cash used in investing activities		(44,265	)		(1,559	)
Financing activities
Proceeds from initial public offering of common stock, net of issuance costs		57,293			—
Principal payments on loans		(20,000	)		—
Proceeds from issuance of Series J preferred stock		47			34,258
Proceeds from exercise of stock options		25			10
Repurchase of common and preferred stock		—			(12	)
Net cash provided by financing activities		37,365			34,256
Net increase (decrease) in cash and cash equivalents		(7,100	)		24,670
Cash and cash equivalents at beginning of year		31,821			23,214
Cash and cash equivalents at end of year	$	24,721		$	47,884

# # #

EX-99.2

Exhibit 99.2

Calix Reports Historical Quarterly Financial Information

PETALUMA, CA — July 22, 2010 — Calix, Inc. (NYSE: CALX) today publicly released historical quarterly financial information for the quarters ended March 31, 2008 through June 26, 2010.

About Calix

Calix, Inc. (NYSE: CALX) is a leading provider in North America of broadband communications access systems and software for copper- and fiber- based network architectures that enable communications service providers to connect to their residential and business subscribers. Calix enables communications service providers to provide a wide range of revenue-generating services, from basic voice and data to advanced broadband services, over legacy and next-generation access networks. The Calix Unified Access Portfolio helps these companies to transform their legacy and mixed protocol access networks to fiber and Ethernet. Calix has shipped over six million ports of its Unified Access Infrastructure portfolio to more than 500 North American and international customers, whose networks serve over 40 million subscriber lines in total. For more information, visit the Calix website at www.calix.com.

Use of Non-GAAP financial information

The Company uses certain non-GAAP financial measures in the attachments to this press release to supplement its consolidated financial statements, which are presented in accordance with GAAP. These non-GAAP measures are provided to enhance the reader’s understanding of the Company’s operating performance as they exclude certain non-cash charges which the Company believes are not indicative of its core operating results. Management believes that the non-GAAP measures used in the attachments to this press release provide investors with important perspectives into the Company’s ongoing business performance and management uses these non-GAAP measures to evaluate financial results and to establish operational goals. The presentation of these non-GAAP measures is not meant to be a substitute for results presented in accordance with GAAP, but rather should be evaluated in conjunction with these results. A reconciliation of the non-GAAP results to the most directly comparable GAAP results is provided in the attachments to this press release. The non-GAAP financial measures used by the company may be calculated differently from, and therefore may not be comparable to, similarly titled measures used by other companies.

The Company makes adjustments for the following items in analyzing its operating results as it does not consider these items as part of the Company’s ongoing operating activities or meaningful in evaluating the Company’s financial performance:

Stock-based compensation

A non-cash expense incurred in accordance with SFAS 123R using the modified prospective transition method.

Amortization of acquisition related intangible assets

A non-cash expense resulting from intangible assets acquired in the acquisition of Optical Solutions, Inc. (OSI) in February 2006. The Company is required to amortize these assets over their expected useful lives.

Press Release Page 2

Change in fair value of preferred stock warrants

A non-cash expense or benefit resulting from the revaluation of the Company’s preferred stock warrant liability. Upon completion of the Company’s initial public offering, the preferred warrant liability was reclassified as a component of stockholders’ equity, and the Company is no longer required to revalue the warrants.

Preferred stock dividends

Preferred stock dividends represent Series I preferred stock dividends paid to the Company’s Series I stockholders prior to the conversion of preferred stock into common stock in connection with the Company’s initial public offering.

Investor Relations Contact:

Carolyn Bass

415-445-3232

Carolyn.Bass@Calix.com

Press Contact:

Catherine Koo

415-992-4400

calix@lewispr.com

Press Release Page 3

Calix, Inc.
Historical Financials
Non-GAAP Income Statements 2010
($ in thousands)
	GAAP			Non-GAAP			GAAP			Non-GAAP			GAAP			Non-GAAP
	Qtr  Ending 3/27/2010			Qtr Ending 3/27/2010			Qtr  Ending 6/26/2010			Qtr Ending 6/26/2010			Ytd  Ending 6/26/2010			Ytd  Ending 6/26/2010
Revenue	$	48,203		$	48,203		$	71,653		$	71,653		$	119,856		$	119,856
Cost of revenue:
Products and services (1)		30,171			30,031			41,855			41,371			72,026			71,402
Amortization of existing technologies (2)		1,360			—			1,360			—			2,720			—
Total cost of revenue		31,531			30,031			43,215			41,371			74,746			71,402
Gross profit		16,672			18,172			28,438			30,282			45,110			48,454
Gross margin %		34.6	%		37.7	%		39.7	%		42.3	%		37.6	%		40.4	%
Research and development (3)		11,847			11,277			13,086			11,400			24,933			22,677
Sales and marketing (4)		8,422			7,988			10,184			8,937			18,606			16,925
General and Administrative (5)		4,748			3,085			7,423			3,659			12,171			6,744
Amortization of intangible assets (6)		185			—			185			—			370			—
Total operating expenses		25,202			22,350			30,878			23,996			56,080			46,346
Net operating income (loss)		(8,530	)		(4,178	)		(2,440	)		6,286			(10,970	)		2,108
Interest income		74			74			103			103			177			177
Interest expense		(473	)		(473	)		(620	)		(620	)		(1,093	)		(1,093	)
Change in fair value of preferred stock warrants (7)		(173	)		—			—			—			(173	)		—
Other income / (expense)		11			11			(2	)		(2	)		9			9
Total other income / (expense)		(561	)		(388	)		(519	)		(519	)		(1,080	)		(907	)
Provision for income taxes		171			171			243			243			414			414
Net income / (loss)		(9,262	)		(4,737	)		(3,202	)		5,524			(12,464	)		787
Preferred stock dividends (8)		(900	)		—			—			—			(900	)		—
Net income / (loss) attributable to common stockholders	$	(10,162	)	$	(4,737	)	$	(3,202	)	$	5,524		$	(13,364	)	$	787
Non-GAAP bridge to GAAP
(1) Cost of Sales (stock-based compensation)					140						484						624
(2) Cost of Sales (amortization of existing technologies)					1,360						1,360						2,720
(3) Research and development (stock-based compensation)					570						1,686						2,256
(4) Sales and marketing (stock-based compensation)					434						1,247						1,681
(5) General and administration (stock-based compensaton)					1,663						3,764						5,427
(6) Operating expense (amortization of intangible assets)					185						185						370
(7) Change in fair value of preferred stock warrants					173						—						173
(8) Preferred stock dividends					900						—						900
Total Non-Cash Expenses					5,425						8,726						14,151
GAAP net income / (loss) attributable to common stockholders				$	(10,162	)				$	(3,202	)				$	(13,364	)

Calix’s non-GAAP measures are not in accordance with, or an alternative for, generally accepted accounting principles and may be different from non-GAAP measures used by other companies. In addition, the above non-GAAP Consolidated Statements of Operations are not based on a comprehensive set of accounting rules or principles.

Press Release Page 4

Calix, Inc.
Historical Financials
Condensed Statements of Cash Flows 2010
($ in thousands)
	Qtr Ending 3/27/2010			Qtr Ending 6/26/2010			Ytd Ending 6/26/2010
Operating activities
Net cash used in operating activities	$	5,058		$	(5,258	)	$	(200	)
Investing activities
Acquisition of property and equipment		(1,481	)		(1,425	)		(2,906	)
Purchase of marketable securities		(7,434	)		(49,133	)		(56,567	)
Sale of marketable securities		6,708			8,500			15,208
Net cash provided by (used in) investing activities		(2,207	)		(42,058	)		(44,265	)
Financing activities
Proceeds from bank borrowings		—			—			—
Principal payments on bank borrowings		—			(20,000	)		(20,000	)
Proceeds from exercise of stock options and warrants		62			10			72
Repurchase of common and preferred stock		—			—			—
Proceeds from initial public offering of common stock		46,229			11,064			57,293
Net cash provided by (used in) financing activities		46,291			(8,926	)		37,365
Net increase (decrease) in cash and cash equivalents		49,142			(56,242	)		(7,100	)
Cash and cash equivalents at beginning of period		31,821			80,963			31,821
Cash and cash equivalents at end of period	$	80,963		$	24,721		$	24,721

Press Release Page 5

Calix, Inc.
Historical Financials
Non-GAAP Income Statements 2009
($ in thousands)
	GAAP			Non-GAAP			GAAP			Non-GAAP			GAAP			Non-GAAP			GAAP			Non-GAAP			GAAP			Non-GAAP
	Qtr Ending 3/28/2009			Qtr Ending 3/28/2009			Qtr Ending 6/27/2009			Qtr Ending 6/27/2009			Qtr Ending 9/26/2009			Qtr Ending 9/26/2009			Qtr Ending 12/31/2009			Qtr Ending 12/31/2009			Ytd Ending 12/31/2009			Ytd Ending 12/31/2009
Revenue	$	37,146		$	37,146		$	47,842		$	47,842		$	59,600		$	59,600		$	88,359		$	88,359		$	232,947		$	232,947
Cost of revenue:
Products and services (1)		25,391			25,212			31,076			30,908			37,117			36,948			57,279			57,113			150,863			150,181
Amortization of existing technologies (2)		1,360			—			1,360			—			1,360			—			1,360			—			5,440			—
Total cost of revenue		26,751			25,212			32,436			30,908			38,477			36,948			58,639			57,113			156,303			150,181
Gross profit		10,395			11,934			15,406			16,934			21,123			22,652			29,720			31,246			76,644			82,766
Gross margin %		28.0	%		32.1	%		32.2	%		35.4	%		35.4	%		38.0	%		33.6	%		35.4	%		32.9	%		35.5	%
Research and development (3)		10,468			9,739			10,742			10,123			11,977			11,356			12,945			12,257			46,132			43,475
Sales and marketing (4)		7,209			6,754			7,988			7,566			8,494			8,084			9,795			9,343			33,486			31,747
General and Administrative (5)		3,663			2,753			4,238			3,270			3,728			2,688			3,984			2,784			15,613			11,495
Amortization of intangible assets (6)		185			—			185			—			185			—			185			—			740			—
Total operating expenses		21,525			19,246			23,153			20,959			24,384			22,128			26,909			24,384			95,971			86,717
Net operating income (loss)		(11,130	)		(7,312	)		(7,747	)		(4,025	)		(3,261	)		524			2,811			6,862			(19,327	)		(3,951	)
Interest income		79			79			27			27			38			38			101			101			245			245
Interest expense		(943	)		(943	)		(1,079	)		(1,079	)		(1,404	)		(1,404	)		(441	)		(441	)		(3,867	)		(3,867	)
Change in fair value of preferred stock warrants (7)		—			—			95			—			(23	)		—			(35	)		—			37			—
Other income / (expense)		64			64			40			40			9			9			6			6			119			119
Total other income / (expense)		(800	)		(800	)		(917	)		(1,012	)		(1,380	)		(1,357	)		(369	)		(334	)		(3,466	)		(3,503	)
Provision for income taxes		130			130			138			138			(217	)		(217	)		(403	)		(403	)		(352	)		(352	)
Net income / (loss)		(12,060	)		(8,242	)		(8,802	)		(5,175	)		(4,424	)		(616	)		2,845			6,931			(22,441	)		(7,102	)
Preferred stock dividends (8)		(652	)		—			—			—			(2,389	)		—			(706	)		—			(3,747	)		—
Net income / (loss) attributable to common stockholders	$	(12,712	)	$	(8,242	)	$	(8,802	)	$	(5,175	)	$	(6,813	)	$	(616	)	$	2,139		$	6,931		$	(26,188	)	$	(7,102	)
Non-GAAP bridge to GAAP
(1) Cost of Sales (stock-based compensation)					179						168						169						166						682
(2) Cost of Sales (amortization of existing technologies)					1,360						1,360						1,360						1,360						5,440
(3) Research and development (stock-based compensation)					729						619						621						688						2,657
(4) Sales and marketing (stock-based compensation)					455						422						410						452						1,739
(5) General and administration (stock-based compensaton)					910						968						1,040						1,200						4,118
(6) Operating expense (amortization of intangible assets)					185						185						185						185						740
(7) Change in fair value of preferred stock warrants					—						(95	)					23						35						(37	)
(8) Preferred stock dividends					652						—						2,389						706						3,747
Total Non-Cash Expenses					4,470						3,627						6,197						4,792						19,086
GAAP net income / (loss) attributable to common stockholders				$	(12,712	)				$	(8,802	)				$	(6,813	)				$	2,139					$	(26,188	)

Calix’s non-GAAP measures are not in accordance with, or an alternative for, generally accepted accounting principles and may be different from non-GAAP measures used by other companies. In addition, the above non-GAAP Consolidated Statements of Operations are not based on a comprehensive set of accounting rules or principles.

Press Release Page 6

Calix, Inc.

Historical Financials

Condensed Balance Sheets 2009

($ in thousands)

	3/28/2009			6/27/2009			9/26/2009			12/31/2009
Assets
Current assets:
Cash and cash equivalents	$	18,980		$	47,884		$	55,622		$	31,821
Marketable securities		—			—			6,272			36,228
Restricted cash		2,815			628			628			629
Accounts receivable, net		24,665			34,830			42,515			46,992
Inventory		19,744			17,508			13,917			18,556
Deferred cost of goods sold		14,510			18,073			19,370			16,468
Prepaids and other current assets		2,022			1,616			1,712			4,018
Total current assets		82,736			120,539			140,036			154,712
Property and equipment, net		9,383			8,890			10,900			11,293
Goodwill		65,576			65,576			65,576			65,576
Intangible assets, net		11,330			9,785			8,240			6,695
Other assets		360			309			681			2,840
Total assets	$	169,385		$	205,099		$	225,433		$	241,116
Liabilities, convertible preferred stock and stockholder’s deficit
Current liabilities:
Accounts payable	$	6,187		$	8,266		$	10,669		$	14,635
Accrued liabilities		15,896			14,640			19,221			28,629
Preferred stock warrant liabilities		232			137			160			195
Loans payable		—			—			1,111			3,333
Current portion of deferred revenue		26,144			33,044			34,242			29,921
Total current liabilities		48,459			56,087			65,403			76,713
Loan payable		21,000			21,000			18,889			16,667
Long-term portion of deferred revenue		4,758			4,738			5,260			6,556
Other long-term liabilities		963			1,424			959			910
Convertible preferred stock		427,055			461,313			478,981			479,628
					—
Stockholders’ deficit:					—			—
Common stock		100			100			100			102
Additional paid-in capital		45,758			47,945			50,185			52,739
Other comprehensive income		—			—			(23	)		(17	)
Accumulated deficit		(378,708	)		(387,508	)		(394,321	)		(392,182	)
Total stockholders’ deficit		(332,850	)		(339,463	)		(344,059	)		(339,358	)
Total liabilities, convertible preferred stock and
Stockholders’ deficit	$	169,385		$	205,099		$	225,433		$	241,116

Press Release Page 7

Calix, Inc. Historical Financials Condensed Statements of Cash Flows 2009 ($ in thousands)
	Qtr Ending 3/28/2009			Qtr Ending 6/27/2009			Qtr Ending 9/26/2009			Qtr Ending 12/31/2009			Ytd Ending 12/31/2009
Operating activities
Net cash used in operating activities	$	(3,432	)	$	(4,595	)	$	1,681		$	7,736		$	1,390
Investing activities
Acquisition of property and equipment		(790	)		(769	)		(1,927	)		(1,578	)		(5,064	)
Purchase of marketable securities		—			—			(6,295	)		(29,950	)		(36,245	)
Sale of marketable securities		—			—			—			—			—
Net cash provided by (used in) investing activities		(790	)		(769	)		(8,222	)		(31,528	)		(41,309	)
Financing activities
Proceeds from bank borrowings		—			—			20,000			—			20,000
Principal payments on bank borrowings		—			—			(21,000	)		—			(21,000	)
Proceeds from Series J investors, net of issuance costs		—			34,258			15,279			(59	)		49,478
Proceeds from exercise of stock options and warrants		—			10			—			50			60
Repurchase of common and preferred stock		(12	)		—			—			—			(12	)
Proceeds from initial public offering of common stock		—			—			—			—			—
Net cash provided by (used in) financing activities		(12	)		34,268			14,279			(9	)		48,526
Net increase (decrease) in cash and cash equivalents		(4,234	)		28,904			7,738			(23,801	)		8,607
Cash and cash equivalents at beginning of period		23,214			18,980			47,884			55,622			23,214
Cash and cash equivalents at end of period	$	18,980		$	47,884		$	55,622		$	31,821		$	31,821

Press Release Page 8

Calix, Inc.

Historical Financials

Non-GAAP Income Statements 2008

($ in thousands)

	GAAP			Non-GAAP			GAAP			Non-GAAP			GAAP			Non-GAAP			GAAP			Non-GAAP			GAAP			Non-GAAP
	Qtr Ending 3/31/2008			Qtr Ending 3/31/2008			Qtr Ending 6/30/2008			Qtr Ending 6/30/2008			Qtr Ending 9/29/2008			Qtr Ending 9/29/2008			Qtr Ending 12/31/2008			Qtr Ending 12/31/2008			Ytd Ending 12/31/2008			Ytd Ending 12/31/2008
Revenue	$	59,661		$	59,661		$	60,820		$	60,820		$	59,317		$	59,317		$	70,665		$	70,665		$	250,463		$	250,463
Cost of revenue:
Products and services (1)		41,358			41,227			39,331			39,121			39,158			38,967			46,078			45,881			165,925			165,196
Amortization of existing technologies (2)		1,360			—			1,360			—			1,360			—			1,360			—			5,440			—
Total cost of revenue		42,718			41,227			40,691			39,121			40,518			38,967			47,438			45,881			171,365			165,196
Gross profit		16,943			18,434			20,129			21,699			18,799			20,350			23,227			24,784			79,098			85,267
Gross margin %		28.4	%		30.9	%		33.1	%		35.7	%		31.7	%		34.3	%		32.9	%		35.1	%		31.6	%		34.0	%
Research and development (3)		10,850			10,291			11,900			10,810			11,055			10,288			10,543			9,770			44,348			41,159
Sales and marketing (4)		7,303			6,956			8,396			7,811			7,814			7,354			8,114			7,618			31,627			29,739
General and Administrative (5)		3,392			2,525			4,066			2,741			3,948			3,040			3,847			2,813			15,253			11,119
Amortization of intangible assets (6)		185			—			185			—			185			—			185			—			740			—
Total operating expenses		21,730			19,772			24,547			21,362			23,002			20,682			22,689			20,201			91,968			82,017
Net operating income (loss)		(4,787	)		(1,338	)		(4,418	)		337			(4,203	)		(332	)		538			4,583			(12,870	)		3,250
Interest income		221			221			101			101			153			153			145			145			620			620
Interest expense		(215	)		(215	)		(164	)		(164	)		(809	)		(809	)		(901	)		(901	)		(2,089	)		(2,089	)
Change in fair value of preferred stock warrants (7)		546			—			—			—			557			—			226			—			1,329			—
Other income / (expense)		10			10			(23	)		(23	)		14			14			9			9			10			10
Total other income / (expense)		562			16			(86	)		(86	)		(85	)		(642	)		(521	)		(747	)		(130	)		(1,459	)
Provision for income taxes		45			45			101			101			73			73			(300	)		(300	)		(81	)		(81	)
Net income / (loss)		(4,270	)		(1,367	)		(4,605	)		150			(4,361	)		(1,047	)		317			4,136			(12,919	)		1,872
Preferred stock dividends (8)		(479	)		—			(540	)		—			(2,441	)		—			(605	)		—			(4,065	)		—
Net income / (loss) attributable to common stockholders	$	(4,749	)	$	(1,367	)	$	(5,145	)	$	150		$	(6,802	)	$	(1,047	)	$	(288	)	$	4,136		$	(16,984	)	$	1,872
Non-GAAP bridge to GAAP
(1) Cost of Sales (stock-based compensation)					131						210						191						197						729
(2) Cost of Sales (amortization of existing technologies)					1,360						1,360						1,360						1,360						5,440
(3) Research and development (stock-based compensation)					559						1,090						767						773						3,189
(4) Sales and marketing (stock-based compensation)					347						585						460						496						1,888
(5) General and administration (stock-based compensation)					867						1,325						908						1,034						4,134
(6) Operating expense (amortization of intangible assets)					185						185						185						185						740
(7) Change in fair value of preferred stock warrants					(546	)					—						(557	)					(226	)					(1,329	)
(8) Preferred stock dividends					479						540						2,441						605						4,065
Total Non-Cash Expenses					3,382						5,295						5,755						4,424						18,856
GAAP net income / (loss) attributable to common stockholders				$	(4,749	)				$	(5,145	)				$	(6,802	)				$	(288	)				$	(16,984	)

Calix’s non-GAAP measures are not in accordance with, or an alternative for, generally accepted accounting principles and may be different from non-GAAP measures used by other companies. In addition, the above non-GAAP Consolidated Statements of Operations are not based on a comprehensive set of accounting rules or principles.

Press Release Page 9

Calix, Inc.
Historical Financials
Condensed Balance Sheets 2008
($ in thousands)
	3/31/2008			6/30/2008			9/29/2008			12/31/2008
Assets
Current assets:
Cash and cash equivalents	$	8,564		$	22,354		$	27,735		$	23,214
Marketable securities		5,029			3,011			—			—
Restricted cash		4,625			—			4,840			4,856
Accounts receivable, net		33,040			38,905			36,265			32,783
Inventory		14,323			13,798			17,392			23,397
Deferred cost of goods sold		17,922			18,596			20,719			14,208
Prepaids and other current assets		1,321			1,932			1,608			2,247
Total current assets		84,825			98,596			108,559			100,705
Property and equipment, net		9,613			9,403			9,495			9,940
Goodwill		65,576			65,576			65,576			65,576
Intangible assets, net		17,510			15,965			14,420			12,875
Other assets		386			391			395			359
Total assets	$	177,910		$	189,931		$	198,445		$	189,455
Liabilities, convertible preferred stock and stockholder’s deficit
Current liabilities:
Accounts payable	$	11,864		$	24,188		$	18,930		$	18,490
Accrued liabilities		15,230			17,073			18,608			16,347
Preferred stock warrant liabilities		1,015			1,015			457			232
Loans payable		11,000			9,750			—			—
Current portion of deferred revenue		30,434			30,875			34,095			24,233
Total current liabilities		69,543			82,901			72,090			59,302
Related party loan payable		—			—			21,000			21,000
Long-term portion of deferred revenue		3,833			3,874			4,200			4,580
Other long-term liabilities		—			—						567
Convertible preferred stock		422,817			423,357			425,797			426,403
					—
Stockholders’ deficit:					—			—
Common stock		100			100			100			100
Additional paid-in capital		35,337			38,590			40,964			43,497
Other comprehensive income		39			13			—			—
Accumulated deficit		(353,759	)		(358,904	)		(365,706	)		(365,994	)
Total stockholders’ deficit		(318,283	)		(320,201	)		(324,642	)		(322,397	)
Total liabilities, convertible preferred stock and Stockholders’ deficit	$	177,910		$	189,931		$	198,445		$	189,455

Press Release Page 10

Calix, Inc.
Historical Financials
Condensed Statements of Cash Flows 2008
($ in thousands)
	Qtr Ending 3/31/2008			Qtr Ending 6/30/2008			Qtr Ending 9/29/2008			Qtr Ending 12/31/2008			Ytd Ending 12/31/2008
Operating activities
Net cash used in operating activities	$	(9,534	)	$	14,212		$	(7,478	)	$	(2,751	)	$	(5,551	)
Investing activities
Acquisition of property and equipment		(1,036	)		(1,151	)		(1,436	)		(1,804	)		(5,427	)
Purchase of marketable securities		—			—			—			—			—
Sale of marketable securities		3,286			1,991			2,999			—			8,276
Net cash provided by (used in) investing activities		2,251			840			1,563			(1,805	)		2,849
Financing activities
Proceeds from bank borrowings		—			—			21,000			—			21,000
Principal payments on bank borrowings		(5,512	)		(1,250	)		(9,750	)		—			(16,512	)
Proceeds from Series J investors, net of issuance costs		—			—			—			—			—
Proceeds from exercise of stock options and warrants		17			7			46			35			105
Repurchase of common and preferred stock		—			(19	)		—			—			(19	)
Proceeds from initial public offering of common stock		—			—			—			—			—
Net cash provided by (used in) financing activities		(5,495	)		(1,262	)		11,296			35			4,574
Net increase (decrease) in cash and cash equivalents		(12,778	)		13,790			5,381			(4,521	)		1,872
Cash and cash equivalents at beginning of period		21,342			8,564			22,354			27,735			21,342
Cash and cash equivalents at end of period	$	8,564		$	22,354		$	27,735		$	23,214		$	23,214

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