Avaya Inc. Consolidated S tatements of Operations (Unaudited; in millions) Three months ended December 31, 2014 2013 REVENUE Products Services $ COSTS Products: Costs (exclusive of amortization of acquired technology intangible assets) Amortization of acquired technology intangible assets Services 549 530 1,079 $ 574 557 1,131 203 9 229 441 638 228 14 249 491 640 374 88 57 15 534 393 95 58 7 553 OPERATING INCOM E 104 87 Interest expense Other income, net (112) 14 (119) 1 GROSS PROFIT OPERATING EXPENSES Selling, general and administrative Research and development Amortization of acquired intangible assets Restructuring charges, net INCOME (LOSS) FROM CONTINUING OPERATIONS BEFORE INCOME TAXES Provision for income taxes of continuing operations INCOME (LOSS) FROM CONTINUING OPERATIONS Income from discontinued operations, net of income taxes NET INCOME (LOSS) 6 (31) (3) (26) 3 (57) $ 3 3 $ (54) Avaya Inc. Consolidated Balance S heets (Unaudited; in millions) December 31, 2014 AS S ETS Current assets: Cash and cash equivalents Accounts receivable, net Inventory Deferred income taxes, net Other current assets TOTAL CURRENT ASSETS Property, plant and equipment, net Deferred income taxes, net Acquired intangible assets, net Goodwill Other assets TOTAL AS S ETS LIABILITIES Current liabilities: Debt maturing within one year Accounts payable Payroll and benefit obligations Deferred revenue Business restructuring reserve, current portion Other current liabilities TOTAL CURRENT LIABILITIES $ $ $ Long-term debt Pension obligations Other postretirement obligations Deferred income taxes, net Business restructuring reserve, non-current portion Other liabilities TOTAL NON-CURRENT LIABILITIES S eptember 30, 2014 328 704 192 21 238 1,483 279 46 1,157 4,047 136 7,148 $ 32 406 208 669 86 260 1,661 $ $ 322 745 197 24 224 1,512 281 52 1,224 4,047 141 7,257 32 416 228 668 86 254 1,684 5,973 1,493 267 254 111 421 8,519 5,991 1,535 273 249 119 475 8,642 2,969 (4,828) (1,173) (3,032) 7,148 2,962 (4,831) (1,200) (3,069) 7,257 Commitments and contingencies S TOCKHOLDER'S DEFICIENCY Common stock Additional paid-in capital Accumulated deficit Accumulated other comprehensive loss TOTAL STOCKHOLDER'S DEFICIENCY TOTAL LIABILITIES AND S TOCKHOLDER'S DEFICIENCY $ $ Avaya Inc. Condensed S tatements of Cash Flows (Unaudited; in millions) Three months ended December 31, 2014 2013 Net cash provided by (used for): Net Netincome loss (loss) Income from discontinued operations, net of income taxes Income (loss) from continuing operations Adjustments to income (loss) from continuing operations for non-cash items Changes in operating assets and liabilities Continuing operating activities Changes Discontinued in operating operating assets activities and liabilities Operating activities Investing activities Financing activities Effect of exchange rate changes on cash and cash equivalents Net increase in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period $ 3 $ 3 (54) 3 (57) 86 (25) 64 64 (26) (22) (10) 6 322 328 120 (6) 57 7 64 (43) (10) 1 12 288 300 - $ $ Avaya Inc. S upplemental S chedules of Revenue (Unaudited; in millions) Three Months Ended Three Months Ended December 31, Mix Revenues Mar. 31, 2014 June 30, 2014 S ept. 30, 2014 $ 476 56 532 528 $ 1,060 $ 450 61 511 543 $ 1,054 $ $ $ $ 532 543 520 59 579 547 $ 1,126 588 313 112 297 108 321 111 103 528 $ 1,060 106 511 $ 1,054 106 538 $ 1,126 Revenue by S egment GCS Networking Total ECS product revenue AGS Total revenue Revenue by Geography U.S. International: EM EA APAC - Asia Pacific Americas International - Canada and Latin America Total International Total revenue 2014 2013 Amount Change 2013 $ 481 68 549 530 $ 1,079 $ 507 67 574 557 $ 1,131 45% 6% 51% 49% 100% 45% 6% 51% 49% 100% $ (26) 1 (25) (27) $ (52) -5% 1% -4% -5% -5% -4% 3% -3% -3% -3% $ 572 $ 604 53% 53% $ (32) -5% -5% 301 101 303 114 28% 9% 27% 10% (2) (13) -1% -11% 3% -11% 105 507 $ 1,079 110 527 $ 1,131 10% 47% 100% 10% 47% 100% (5) (20) (52) -5% -4% -5% 2% 0% -3% $ Pct. Pct., net of FX impact 2014 Use of non-GAAP (Adjusted) Financial Measures The information furnished in this release includes non-GAAP financial measures that differ from measures calculated in accordance with generally accepted accounting principles in the United States (GAAP), including adjusted EBITDA, non-GAAP gross margin as a percentage of revenue, and non-GAAP operating income. EBITDA is defined as net income (loss) before income taxes, interest expense, interest income and depreciation and amortization and excludes the results of discontinued operations for all periods presented. Adjusted EBITDA is EBITDA further adjusted to exclude certain charges and other adjustments permitted in calculating covenant compliance under our debt agreements as further described in our SEC filings. We believe that including supplementary information concerning Adjusted EBITDA is appropriate to provide additional information to investors to demonstrate compliance with our debt agreements and because it serves as a basis for determining management compensation. In addition, we believe Adjusted EBITDA provides more comparability between our historical results and results that reflect purchase accounting and our current capital structure. Accordingly, Adjusted EBITDA measures our financial performance based on operational factors that management can impact in the short-term, namely the Company’s pricing strategies, volume, costs and expenses of the organization. Adjusted EBITDA has limitations as an analytical tool. Adjusted EBITDA does not represent net income (loss) or cash flow from operations as those terms are defined by GAAP and does not necessarily indicate whether cash flows will be sufficient to fund cash needs. While adjusted EBITDA and similar measures are frequently used as measures of operations and the ability to meet debt service requirements, these terms are not necessarily comparable to other similarly titled captions of other companies due to the potential inconsistencies in the method of calculation. Adjusted EBITDA does not reflect the impact of earnings or charges resulting from matters that we consider not to be indicative of our ongoing operations. In particular, based on our debt agreements the definition of Adjusted EBITDA allows us to add back certain non-cash charges that are deducted in calculating net income (loss). Our debt agreements also allow us to add back restructuring charges, certain fees payable to our private equity sponsors and other specific cash costs and expenses as defined in the agreements and that portion of our pension costs, other post-employment benefits costs, and non-retirement post-employment benefits costs representing the amortization of pension service costs and actuarial gain or loss associated with these employment benefits. However, these are expenses that may recur, may vary and are difficult to predict. Further, our debt agreements require that Adjusted EBITDA be calculated for the most recent four fiscal quarters. As a result, the measure can be disproportionately affected by a particularly strong or weak quarter. Further, it may not be comparable to the measure for any subsequent four-quarter period or any complete fiscal year. Non-GAAP gross margin excludes the amortization of acquired technology intangible assets, share based compensation, impairment of long lived assets and purchase accounting adjustments. We have included non-GAAP gross margin because we believe it provides additional useful information to investors regarding our operations by excluding those charges that management does not believe are reflective of the Company’s ongoing operating results when assessing the performance of the business. Non-GAAP operating income excludes the amortization of technology intangible assets, restructuring and impairment charges, acquisition and integration related costs, share based compensation, impairment of long lived assets and purchase accounting adjustments. We have included non-GAAP operating income because we believe it provides additional useful information to investors regarding our operations by excluding those charges that management does not believe are reflective of the company’s ongoing operating results when assessing the performance of the business. These non-GAAP measures are not based on any comprehensive set of accounting rules or principles and have limitations as analytical tools in that they do not reflect all of the amounts associated with Avaya’s results of operations as determined in accordance with GAAP. As such, these measures should only be used to evaluate Avaya's results of operations in conjunction with the corresponding GAAP measures. The following tables reconcile GAAP measures to non-GAAP measures: Avaya Inc. S upplemental S chedule of Non-GAAP Adjusted EBITDA (Unaudited; in millions) Income (loss) from continuing operations Interest expense Provision for income taxes Depreciation and amortization EBITDA Restructuring charges, net Sponsors’ fees Integration-related costs Non-cash share-based compensation Change in certain tax indemnifications Gain on foreign currency transactions Pension/OPEB/nonretirement postemployment benefits and longterm disability costs Other Adjusted EBITDA Three months ended December 31, 2014 2013 $ 3 $ (57) 112 119 3 26 94 119 212 207 15 7 2 2 1 2 7 6 (9) (6) (2) $ 17 239 $ 13 2 237 Avaya Inc. S upplemental S chedules of Non-GAAP Reconciliations (Unaudited; in millions) Reconciliation of Non-GAAP Gross Profit and Non-GAAP Gross Margin Gross Profit - Adjusted for discontinued operations Gross M argin - Adjusted for discontinued operations Items excluded: Amortization of acquired technology intangible assets Share-based compensation Incremental accelerated depreciation associated with vacating a facility Non-GAAP Gross Profit - Adjusted for discontinued operations Dec. 31, 2013 Three Months Ended Mar. 31, June 30, S ept. 30, 2014 2014 2014 $ $ $ Non-GAAP Gross M argin - Adjusted for discontinued operations Reconciliation of Non-GAAP Operating Income Operating Income - Adjusted for discontinued operations Percentage of Revenue Non-GAAP Operating M argin - Adjusted for discontinued operations 14 3 657 $ 58.1% $ Items excluded: Amortization of acquired intangible assets Restructuring and impairment charges, net Integration-related costs Divestiture-related costs Share-based compensation Incremental accelerated depreciation associated with vacating certain facilities Resolution of certain legal matters Other Non-GAAP Operating Income - Adjusted for discontinued operations 640 56.6% 87 7.7% 193 17.1% 14 4 6 621 $ $ 58.6% $ 72 7 3 6 16 2 $ 597 56.3% 0.0% 142 13.4% 14 3 624 $ $ 59.2% $ 71 42 2 8 19 $ 607 57.6% 48 4.6% 180 17.1% 14 3 672 $ $ 62 5.5% $ 212 18.8% 649 60.1% $ 70 71 3 5 1 $ 638 59.1% 9 2 59.7% 70 45 1 2 6 8 $ 655 58.2% Dec. 31, 2014 104 9.6% 66 15 1 7 $ 193 17.9% Avaya Inc. S upplemental S chedules of Non-GAAP Reconciliation of Gross Profit and Gross Margin by Portfolio (Unaudited; in millions) Reconciliation of Non-GAAP Gross Profit and Non-GAAP Gross Margin - Products Revenue Costs (exclusive Costs (exclusiveofof amortization amortization of acquired of technology technology intangible intangible assets) assets) Amortization of Amortization ofacquired technology technology intangible intangible assets assets GAAP Gross Profit GAAP Gross M argin Items excluded: Amortization of acquired technology intangible assets Incremental accelerated depreciation associated with vacating a facility Non-GAAP Gross Profit Dec. 31, 2013 Three Months Ended Mar. 31, June 30, S ept. 30, 2014 2014 2014 Dec. 31, 2014 $ $ $ $ Non-GAAP Gross M argin Reconciliation of Non-GAAP Gross Profit and Non-GAAP Gross Margin - S ervices Revenue Costs GAAP Gross Profit GAAP Gross M argin Items excluded: Share-based compensation Incremental accelerated depreciation associated with vacating a facility Non-GAAP Gross Profit Non-GAAP Gross M argin 574 228 14 332 57.8% 14 346 $ 60.3% $ $ 557 249 308 55.3% 3 311 55.8% 532 206 14 312 58.6% 14 3 329 $ $ 61.8% $ $ 528 243 285 54.0% 4 3 292 55.3% 511 199 14 298 58.3% 14 312 $ $ 61.1% $ $ 543 234 309 56.9% 3 312 57.5% 579 221 14 344 59.4% 14 358 $ 61.8% $ $ 547 236 311 56.9% 3 314 57.4% 549 203 9 337 61.4% 9 346 63.0% $ $ 530 229 301 56.8% 2 303 57.2%