Business Combination (Tables)

6 Months Ended

Jun. 30, 2023

Business Combinations [Abstract]

Summary of Purchase Price for Business Combination

The following table summarizes the purchase price for the Adtran Networks business combination:

(In thousands, except shares, share price and exchange ratio)	Purchase Price
Adtran Networks shares exchanged		33,957,538
Exchange ratio		0.8244
ADTRAN Holdings, Inc. shares issued		27,994,595
ADTRAN Holdings, Inc. share price on July 15, 2022	$	20.20
Purchase price paid for Adtran Networks shares	$	565,491
Equity compensation (1)	$	12,769
Total purchase price	$	578,260

(1) Represents the portion of replacement share-based payment awards that relates to pre-combination vesting.

Summary of Purchase Price Allocation of Assets Acquired and Liabilities Assumed

The following table summarizes the purchase price allocation for each major class of assets acquired and liabilities assumed in the Business Combination (in thousands):

(In thousands)
Total purchase price	$	578,260
Non-controlling interest	$	316,415
Net Assets:
Cash and cash equivalents	$	44,003
Accounts receivable		114,659
Other receivables		1,457
Inventory		200,331
Prepaid expenses and other current assets		28,208
Property plant and equipment		55,480
Deferred tax assets		1,759
Intangibles		403,780
Other non-current assets		31,074
Accounts payable		(98,587	)
Current unearned revenue		(26,047	)
Accrued expenses and other liabilities		(59,600	)
Current portion of notes payable		(25,254	)
Income tax payable, net		(4,898	)
Tax liabilities		(1,400	)
Non-current unearned revenue		(11,498	)
Pension liability		(6,820	)
Other non-current liabilities		(6,094	)
Non-current portion of revolving credit agreements and notes payable		(15,250	)
Non-current lease obligations		(20,046	)
Deferred tax liabilities		(61,040	)
Total net assets acquired	$	544,217
Goodwill	$	350,458

Summary of Fair Value of Intangible Assets Acquired

The fair value of the identifiable intangible assets acquired as of the acquisition date:

(In thousands)	Estimated-average useful life (in years) (1)		Fair value		Income Statement Amortization Classification
Developed technology		8.5	$	291,925	Cost of revenue - Network Solutions
Backlog		1.4		52,165	Cost of revenue - Network Solutions and Services & Support
Customer relationships		10.5		32,704	Selling, general and administrative expenses
Trade name		2.8		26,986	Selling, general and administrative expenses
Total			$	403,780

(1) Determination of the weighted average period of the individual categories of intangible assets was based on the nature of the applicable intangible asset and the expected future cash flows to be derived from the intangible asset. Amortization of intangible assets with definite lives is recognized over the period of time the assets are expected to contribute to future cash flows.

Summary of Unaudited Pro Forma Financial Information

The unaudited pro forma information also does not include any integration costs that the Company has incurred and may continue to incur related to the Business Combination as part of combining the operations of the companies.

	Three Months Ended		Six Months Ended
(In thousands)	June 30, 2022		June 30, 2022
Revenue	$	339,474	$	685,318
Net income (loss)	$	61,079	$	(12,410	)