Good day, and thank you for standing by. Welcome to the CommScope Second Quarter 2025 Earnings Conference Call. [Operator Instructions] Please be advised that today's conference is being recorded. I would now like to hand the conference over to your speaker today, Massimo Disabato, Vice President, Investor Relations.

Good afternoon, and thank you for joining us today to discuss the recently announced CCS transaction and CommScope's 2025 Second Quarter Results. I'm Massimo Disabato, Vice President of Investor Relations for CommScope, and with me on today's call are Chuck Treadway, President and CEO; and Kyle Lorentzen, Executive Vice President and CFO. You can find the slides that accompany this report on our Investor Relations website. Please note that some of our comments today will contain forward-looking statements based on our current view of our business, and actual future results may differ materially. Please see our recent SEC filings which identify the principal risks and uncertainties that could affect future performance. Before I turn the call over to Chuck, I have a few housekeeping items to review. Today, we will discuss certain adjusted or non-GAAP financial measures which are described in more detail in this morning's earnings materials. Reconciliation of non-GAAP financial measures and other associated disclosures are contained in our earnings materials and posted on our website. All references during today's discussion will be to our adjusted results. All quarterly growth rates described during today's presentation are on a year-over-year basis, unless otherwise noted. I'll now turn the call over to our President and CEO, Chuck Treadway.

Thank you, Massimo. Good afternoon, everyone. I'll begin on Slide 2. This morning, we announced that we entered into a definitive agreement to sell our CCS business to Amphenol for $10.5 billion in an all-cash transaction. The deal is subject to customary closing conditions, including receipt of applicable regulatory and shareholder approval. We would expect the deal to close in the first half of 2026. Amphenol is a strong buyer of the CCS assets. Our customers and our employees going with this transaction will be in very good hands. I'm excited to announce this transformational deal that unlocks equity value, returns cash to our shareholders and strengthens the business. Our equity price was not reflective of the true value of our company. This transaction now brings improved clarity to CommScope equity value. The company expects net proceeds after taxes and transaction expenses to be approximately $10 billion. After repaying all of our debt, redeeming our preferred equity and adding modest leverage on the remaining company, we would expect to have significant excess cash. We expect to distribute this excess cash to our shareholders as a dividend within 60 to 90 days following the closing of the proposed transaction after taking into account all relevant factors. The exact amount and timing of the dividend will be determined by the company after closing. I'd like to personally thank our shareholders, debt holders, customers, suppliers and employees as we have navigated through challenging market conditions and leverage uncertainty. We really appreciate your patience. I'm excited for the future of the remaining ANS and RUCKUS businesses. They have been a bit slower to recover than the CCS business. However, both of these businesses have had very strong second quarters and are poised for continued strong performance and growth. The second quarter 2025 LTM adjusted…

Thank you, Chuck, and good afternoon, everyone. I'll start with an overview of our second quarter results on Slide 4. For CommScope, we reported adjusted EBITDA of $338 million for the second quarter of 2025, which increased 79% from prior year. Second quarter adjusted EBITDA results were up 41% sequentially versus the first quarter of 2025. Our adjusted EBITDA as a percentage of revenues was 24.3%, the best we have seen since the ARRIS acquisition and increased by 640 basis points year-over- year and 270 basis points versus the first quarter of 2025. For the second quarter, CommScope reported net sales of $1.388 billion, an increase of 32% from the prior year, driven by an increase in all segments. Adjusted EPS was $0.44 per share versus $0.03 per share in the second quarter of 2024. Order rates were up 26% sequentially in the second quarter of 2025, reflecting the stronger demand and positioning us well for the third quarter. CommScope backlog ended the quarter at $1.431 billion, up $265 million or 23% versus the end of the first quarter of 2025. With our CCS transaction announcement, I would like to separately discuss the strong performance of our 2 businesses that will make up RemainCo, ANS and RUCKUS. Second quarter revenue in these 2 businesses was $513 million, up 58% year-over-year and 32% sequentially, the stronger revenue resulted in adjusted EBITDA in the RemainCo businesses of $127 million, up 326% versus prior year and 101% sequentially. Turning now to our second quarter segment highlights on Slide 5. Starting with our ANS segment. Net sales of $322 million increased 65% from the prior year as customer inventory levels stabilized and shipments of our DOCSIS 4.0 products have increased. ANS adjusted EBITDA of $80 million was up $45 million or 132% from the…

Thank you, Kyle. In closing, we are very excited about the CCS transaction. It is a transformational deal that unlocks equity value, returns cash to our shareholders and strengthens the businesses. Our shareholders, customers, employees and other stakeholders should be very pleased with this outcome. Additionally, we are encouraged by the performance and positioning of ANS and RUCKUS. On the RemainCo business, the second quarter performance demonstrates the strong positioning of Ruckus and ANS. Finally, I would like to thank our team for strong execution. The hard work and dedication of our team with the strong support of our equity holders, debt holders, customers and suppliers has driven strong results and positioned all of our businesses for future success. And with that, we'll now open the line for questions.

[Operator Instructions] Our first question comes from Meta Marshall with Morgan Stanley.

Great. Congrats on the deal. A couple of questions for me. One, just in terms of kind of the RemainCo, whether these assets kind of make sense together? Or is this kind of the final step in the journey. Just any commentary there. And then just second question, just to get a sense of kind of what are the corporate overhead costs that we should think of kind of from on a go-forward basis of kind of the ANS and RUCKUS businesses together without CCS.

Speakers, please check your button.

Can you hear me?

We can hear you now, but we didn't hear anything previously.

Okay. I'll start over then. I'd say -- thanks for the question, Meta. Look, we're focused on running the businesses and closing the recently announced transaction. We have, and we'll continue to invest in both of these businesses, including new technology, capital, incremental resources. You hear me talk in the prepared remarks about the positive developments for ANS and RUCKUS, and that -- we're driving improved new product development, think about RUCKUS One, Wi-Fi 7 portfolio in RUCKUS and unified products as well as virtual CMTS wins at ANS. We've worked hard over the last 5 years to improve the positions of these businesses. And I think our second -- really strong results in the second quarter, and both ANS and RUCKUS show the progress of those businesses and the progress they've made in the last year. I'd finish answering that question by saying, since I arrived for our CommScope NEXT program, we always look at ways to improve shareholder value as we support our customers and employees, and we're going to continue this strategy.

The second part of your question on the overhead costs -- corporate overhead costs. As part of the transaction, we're going to convey or transfer a significant amount of our G&A team to Amphenol. And I think when we're sort of done with conveying those people and setting up the RemainCo, we would expect the G&A costs that are currently being allocated to ANS and into RUCKUS to be representative of what we believe a go-forward G&A organization is going to look like for RemainCo.

Our next question comes from George Notter with Wolfe Research.

I guess I was just curious on -- I assume there's a CapEx and working capital obligation you'll have on the CCS business going forward. I'm just curious what that would look like.

Yes, we're not going to provide any specifics on that. I mean we're required to continue to support the business. We'll continue to support the business and obviously get the cash flow that comes from that business between sign and close. We provided some guidance around our cash flow for 2025 in the prepared remarks. And all of those costs would be considered within that guidepost.

Got it. Okay. Super. And then I'm just curious about what the customer concentration looks like in RemainCo? I would imagine that Comcast and Charter are quite significant customers here. Could you give us a sense for what that might look like as a percentage of RemainCo sales?

Yes, we're not going to provide the details on that. But as you can understand the ANS business has higher concentration. However, the RUCKUS business, as we think about the 3 businesses that we have, has the least amount of concentration. So on a blend basis, ANS has a lot of -- more concentration than RUCKUS. And I think it's something that we've been managing and we'll continue to manage as we move forward.

[Operator Instructions] Our next question comes from Tim Savageaux with Northland Capital Markets.

Congrats on the deal and the results. I, too, was going to ask a concentration question. But instead, I do want to dig a little bit deeper into ANS, however, maybe along a couple of fronts, which is can you give us -- you mentioned the kind of surge in DOCSIS 4.0 revenue. As you look at the business now, I guess how much it -- could we reasonably say is sort of next-gen or growth business versus what we might consider legacy CMTS, give us -- and really, along with that, how does that translate in your mind into a growth rate? I mean it seems to me across both businesses, you ought to be able to grow double digits here. But I'd be interested in your view on that.

Yes. I mean I don't think we want to get into the specifics about the new-gen versus the prior generation in ANS, I think what we could sort of tell you is that with the things that happened in the first half of the year, on a revenue basis, the majority of our revenue is coming from next-gen products in ANS, the legacy technology and business that we have on a revenue basis is clearly less than 50%. And as that technology -- and we've said this in the past, as the upgrade cycle continues to gain momentum, we'd expect the legacy business to continue to decline and the next-gen business to replace that revenue.

One thing I'd add to that, we support our customers that have, let's say, existing technologies that they want to extend, so think about like doing more high splits and getting better down speeds and up speeds with new modems. So in some cases, it's existing technology with some different splits and then some modems, but they're going to be able to extend the life of their product portfolio. And I would say that's kind of like somewhere in the middle between new and existing but that just gives you a little more color on it.

Okay. And if I could follow up, did you guys want to sign up for double-digit growth for RemainCo going forward?

No, I think as we talked about in our prepared remarks, I mean, we're watching particularly in ANS, we're watching the upgrade cycle. And I think we've said now a couple of quarters that although it's gaining momentum. It still hasn't picked up across all the customer base. And the 1 thing on the ANS business that we'll see is it will continue to be sort of cyclical from the standpoint of how those projects come in and how we ship those products. So I think there's different profiles in the 2 businesses. So I'm not -- we're not here to guide to '26, but even in '25, we sort of guided toward a lower second half than first half, really driven from what I talked about just from a project standpoint timing and some of the license revenue we get. So again, I don't think we're here to guide '26 yet.

But in '25, if you think about the $325 million to $350 million, that's a significant improvement over 2024.

Okay. Congrats again.

[Operator Instructions] Our next question comes from Simon Leopold with Raymond James.

I wanted to see if you could help us understand the breakout of free cash flow between RemainCo and the CCS segment within your forecast. Is that something you're able to split?

Yes, that's not something that we have. As I mentioned earlier, clearly, CCS is performing well, and it will be a contributor to our cash generation that we're going to see in the second half of the year.

And the other thing I wanted to see if you could comment on is, clearly, you have not had troubles with tariffs, and so that has not pressured your results. But I'm wondering if there's any possibility that it affected your customer behavior in whether or not you perceived or potential that there were pull forwards of customers buying ahead of any new tariff rules. Is that something you can discern, or do you have a comment on that?

Yes. Look, I would say that our customers understood and recognize that we have a flexible global manufacturing network in a very broad supplier base. And I would say most of our products in Mexico are being exempt under the USMCA exemption. And then we had a large percentage or all, we had a tariff exemption on the RUCKUS products as well. So I mean, those 2 cases, there might have been some pull in maybe in the RUCKUS side because they weren't sure about what this exemption was going to do. But so far, it looks like it's going to stay.

This concludes the question-and-answer session. I would now like to turn it back to Chuck Treadway for closing remarks.

Well, thank you for your time today, and I appreciate your interest in our company, and have a great rest of your week. Thank you.

This concludes today's conference call. Thank you for participating. You may now disconnect.