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`UNITED STATES SECURITIES AND EXCHANGE COMMISSION
`WASHINGTON, D.C. 20549
`
`FORM 10-K
`For the fiscal year ended December 31, 2009
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`of
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`ARRIS GROUP, INC.
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`A Delaware Corporation
`IRS Employer Identification No. 58-2588724
`SEC File Number 000-31254
`
`3871 Lakefield Drive
`Suwanee, GA 30024
`(678) 473-2000
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`Securities registered pursuant to Section 12(b) of the Act:
`Common stock, $0.01 par value — NASDAQ Global Market System
`Preferred Stock Purchase Rights — NASDAQ Global Market System
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`ARRIS Group, Inc. is a well-known seasoned issuer.
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`ARRIS Group, Inc. (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
`the preceding 12 months and (2) has been subject to such filing requirements for the past 90 days.
`Except as set forth in Item 10, ARRIS Group, Inc. is unaware of any delinquent filers pursuant to Item 405 of Regulation S-K.
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`ARRIS Group, Inc. is a large accelerated filer and is not a shell company.
`
`ARRIS is not yet required to submit electronically and post on its corporate web site Interactive Data Files required to be submitted
`and posted pursuant to Rule 405 of regulation S-T.
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`The aggregate market value of ARRIS Group, Inc.’s Common Stock held by non-affiliates as of June 30, 2009 was approximately
`$1.5 billion (computed on the basis of the last reported sales price per share of such stock of $ $12.17 on the NASDAQ Global Market
`System). For these purposes, directors, officers and 10% shareholders have been assumed to be affiliates.
`
`As of January 31, 2010, 125,646,726 shares of ARRIS Group, Inc.’s Common Stock were outstanding.
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`Portions of ARRIS Group, Inc.’s Proxy Statement for its 2010 Annual Meeting of Stockholders are incorporated by reference into
`Part III.
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`TABLE OF CONTENTS
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`PART I
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` Business
` Risk Factors
` Unresolved Staff Comments
` Properties
` Legal Proceedings
` Submission of Matters to a Vote of Security Holders
` Executive Officers and Board Committees
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`PART II
`Market for Registrant’s Common Equity, Related Stockholder Matters, Issuer Purchases of Equity
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`Securities, and Stock Performance Graph
` Selected Consolidated Historical Financial Data
` Management’s Discussion and Analysis of Financial Condition and Results of Operations
` Quantitative and Qualitative Disclosures About Market Risk
` Consolidated Financial Statements and Supplementary Data
` Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
` Controls and Procedures
` Other Information
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`PART III
` Directors, Executive Officers, and Corporate Governance
` Executive Compensation
` Security Ownership of Certain Beneficial Owners, Management and Related Stockholders Matters
` Certain Relationships, Related Transactions, and Director Independence
` Principal Accountant Fees and Services
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` Exhibits and Financial Statement Schedules
` Signatures
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`PART IV
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` 114
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`ITEM 1.
`ITEM 1A.
`ITEM 1B.
`ITEM 2.
`ITEM 3.
`ITEM 4.
`ITEM 4A.
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`ITEM 5.
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`ITEM 6.
`ITEM 7.
`ITEM 7A.
`ITEM 8.
`ITEM 9.
`ITEM 9A.
`ITEM 9B.
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`ITEM 10.
`ITEM 11.
`ITEM 12.
`ITEM 13.
`ITEM 14.
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`ITEM 15.
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` EX-21
` EX-23
` EX-24
` EX-31.1
` EX-31.2
` EX-32.1
` EX-32.2
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`PART I
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`Item 1. Business
`As used in this Annual Report, “we,” “our,” “us,” “the Company,” and “ARRIS” refer to ARRIS Group, Inc. and our consolidated
`subsidiaries.
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`General
`Our principal executive offices are located at 3871 Lakefield Drive, Suwanee, Georgia 30024, and our telephone number is
`(678) 473-2000. We also maintain a website at www.arrisi.com. The information contained on this website is not part of, and is not
`incorporated by reference in this Form 10-K. On our website we provide links to copies of the annual, quarterly and current reports that
`we file with the Securities and Exchange Commission, any amendments to those reports, and all Company press releases. Investor
`presentations also frequently are posted on our website. Copies of our code of ethics and the charters of our board committees also are
`available on our website. We will provide investors copies of these documents in electronic or paper form upon request, free of charge.
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`Glossary of Terms
`Below are commonly used acronyms in our industry and their meanings:
`
`Acronym
`AdVOD
`ARPU
`Cable VoIP
`CAM
`CBR
`CLEC
`CMTS
`CPE
`CWDM
`DBS
`DOCSIS®
`DPI
`DSG
`DSL
`DVR
`DWDM
`EBIF
`EMTA
`eQAM
`FMC
`FPGA
`FTTH
`FTTP
`GAAP
`GHZ
`GPA
`HDTV
`HFC
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`T e r m i n o l o g y
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` Linear and Demand Oriented Advertising
` Average Revenue Per User
` Cable Voice over Internet Protocol
` Cable Access Module
` Constant Bit Rate
` Competitive Local Exchange Carrier
` Cable Modem Termination System
` Customer Premises Equipment
` Coarse Wave Division Multiplexing
` Digital Broadcast Satellite
` Data Over Cable Service Interface Specification
` Digital Program Insertion
` DOCSIS Set-Top Gateway
` Digital Subscriber Line
` Digital Video Recorder
` Dense Wave Division Multiplexing
` Enhanced Binary Interface Format
` Embedded Multimedia Terminal Adapter
` Edge Quadrature Amplitude Modulator
` Fixed Mobile Convergence
` Field Programmable Gate Arrays
` Fiber to the Home
` Fiber to the Premises
` Generally Accepted Accounting Principles
` Gigahertz
` General Purchase Agreements
` High Definition Television
` Hybrid Fiber-Coaxial
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`Acronym
`IFRS
`ILEC
`IP
`IPTV
`Mbps
`MPEG-2
`MPEG-4
`M-CMTS
`MSO
`MTA
`NGNA
`nPVR
`NSM
`NIU
`OLT
`ONU
`PCS
`PCT
`PON
`PSTN
`PVR
`QAM
`QoS
`RF
`RGU
`SCTE
`SDV
`SLA
`STB
`VAR
`VOD
`VoIP
`VPN
`VSOE
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`
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`T e r m i n o l o g y
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`International Financial Reporting Standards
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`Incumbent Local Exchange Carrier
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`Internet Protocol
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`Internet Protocol Television
` Megabits per Second
` Moving Picture Experts Group, Standard No. 2
` Moving Picture Experts Group, Standard No. 4
` Modular CMTS
` Multiple Systems Operator
` Multimedia Terminal Adapter
` Next Generation Network Architecture
` Network Personal Video Recorder
` Network Service Manager
` Network Interface Unit
` Optical Line Termination
` Optical Network Unit
` Post Contract Support
` Patent Convention Treaty
` Passive Optical Network
` Public-Switched Telephone Network
` Personal Video Recorder
` Quadrature Amplitude Modulation
` Quality of Service
` Radio Frequency
` Revenue Generating Unit
` Society of Cable Telecommunication Engineers
` Switched Digital Video
` Service Level Agreement
` Set Top Box
` Value-Added Reseller
` Video on Demand
` Voice over Internet Protocol
` Virtual Private Network
` Vendor-Specific Objective Evidence
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`Overview
`We are a global communications technology company, headquartered in Suwanee, Georgia. We operate in three business segments,
`Broadband Communications Systems, Access, Transport & Supplies, and Media & Communications Systems, specializing in
`integrated broadband network solutions that include products, systems and software for content and operations management (including
`video on demand, or VOD), and professional services. We are a leading developer, manufacturer and supplier of telephony, data, video,
`construction, rebuild and maintenance equipment for the broadband communications industry. In addition, we are a leading supplier of
`infrastructure products used by cable system operators to build-out and maintain hybrid fiber-coaxial (“HFC”) networks. We provide our
`customers with products and services that enable reliable, high speed, two-way broadband transmission of video, telephony, and data.
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`Industry Overview
`In recent years, the technology offered by cable system operators has evolved significantly. Historically, cable system operators
`offered only one-way analog video service. In order to increase revenues and better position themselves competitively, MSOs have
`aggressively upgraded their networks, spending over 100 billion dollars during the past decade, to support and deliver enhanced voice
`and video services and enhanced data services, such as high speed data, telephony, digital video and video on demand.
`By offering bundled packages of broadband services, these MSOs are seeking to gain a competitive edge over telephone companies
`and Digital Broadcast Satellite (“DBS”) providers, and to create additional revenue streams. Delivery of enhanced services also has
`helped MSOs offset slowing basic video subscriber growth and reduce their subscriber churn. To compete effectively against the DBS
`providers and telephone companies, MSOs have been upgrading and rebuilding their networks to offer digital video, which enables them
`to provide more channels and better picture quality than analog video. These upgrades to digital video also allow MSOs to roll out High
`Definition Television (“HDTV”) and new interactive services such as Video on Demand (“VOD”). VOD services require video storage
`equipment and servers, systems to manage increasing amounts of various types of content and complementary devices capable of
`transporting, multiplexing and modulating signals to individual subscribers over a network. Additionally, the delivery of HDTV
`channels requires significantly more bandwidth than the equivalent number of standard definition digital channels. This demand for
`additional bandwidth is a key driver behind many of the changes being made to the cable operators’ network, and the MSO investment in
`the products provided by ARRIS.
`Demand for high speed data bandwidth on cable systems is increasing as content providers (such as Google, Yahoo, YouTube,
`Hulu, MySpace, Facebook, Blockbuster, Netflix, ABC, CBS, NBC, movie and music studios, and gaming vendors) increasingly offer
`personalized content “over the top” over the Internet to multiple devices in addition to the secure video network of the MSOs. For example,
`broadcast network shows and user-generated content, such as video downloads, personalized web pages, and video and photo sharing,
`have become commonplace on the Internet. Likewise, cable operators are starting to offer their subscribers the option of accessing the
`video content that they have subscription via the Internet. They are also experimenting with offering more content through the use of
`network personal video recorders (“nPVRs”), which are expected to add more traffic to the networks. Another bandwidth intensive service
`being offered by a major cable operator allows cable video subscribers to re-start programs on demand if they miss the beginning of a
`television show (“time-shifted television”). Television today has thus become more interactive and personalized, thereby increasing the
`demand on a service provider’s network. Further, the Internet has raised the bar on personalization with viewers increasingly looking for
`“similar” experience across multiple screens — television, PC and phone, further increasing the challenges in delivering broadband
`content.
`Cable operators are offering enhanced broadband services, including high definition television, digital video, interactive and on
`demand video services, high speed data and Voice over Internet Protocol (“VoIP”). As these enhanced broadband services continue to
`attract new subscribers, we expect that cable operators will continue to invest in their networks to re-purpose network capacity to support
`increased customer demand for personalized services. In the access portion, or “last-mile,” of the network, operators will need to upgrade
`headends, hubs, nodes, and radio frequency distribution equipment to support increased bandwidth allocated to narrowcast or
`personalized content distribution. Much of this upgrade includes driving fiber networks closer to the subscribers to better accommodate
`the technologies that support growing demand for subscriber specific content. While many domestic cable operators have substantially
`completed the initial network upgrades necessary to support existing enhanced broadband services, they will need to take a scalable
`approach to continue upgrades as new services are developed and deployed. In addition, many international cable operators have not yet
`completed the initial upgrades necessary to offer such enhanced broadband services and are expected to continue purchasing equipment to
`complete these upgrades.
`Data and VoIP services provided by the MSOs are governed by a set of technical specifications promulgated by CableLabs® in
`North America and Cable Europe Labs® in Europe. While the specifications developed by these two bodies necessarily differ in a few
`details in order to accommodate the differences in HFC network architectures between North America and Europe, a significant feature set
`is common. The primary data standard specification
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`for cable operators in North America is entitled Data over Cable System Interface Specification (“DOCSIS®”). Release 3.0 of DOCSIS® is
`the current governing standard for data services in North America. The parallel release for European operators is Euro-DOCSIS® Release
`3.0. DOCSIS® 3.0 builds upon the capabilities of DOCSIS® 2.0 and dramatically increases the bandwidth that can provide the
`subscriber in both the downstream and upstream directions. DOCSIS® is also a key enabler of Video over IP where multiple channels can
`now be used to deliver video over a common network infrastructure. MSOs are beginning to investigate Video over IP as an alternative and
`are engaging the vendor community, including ARRIS, in discussions. ARRIS designs and manufactures DOCSIS® CMTS, cable
`modems and EMTAs. In addition to the DOCSIS® standards that govern data transmission, CableLabs® has defined the PacketCabletm
`specifications for VoIP and multimedia over cable. These specifications define the interfaces between network elements such as cable
`modem termination systems, or CMTSs, multimedia terminal adapters, or MTAs, gateways and call management servers to provide
`high quality Internet protocol (“IP”) telephony and Video over IP services over the HFC network.
`MSOs have benefited from the use of standard technologies like DOCSIS® 1.1, 2.0 and 3.0 and PacketCabletm. One of the fastest
`growing services, based on DOCSIS® and PacketCabletm standards, offered by the MSOs has been cable telephony. Cable telephony
`allows MSOs to offer their customers local and long distance residential telephone service. Constant bit rate, or CBR, technology was the
`technology of choice for telephone services by MSOs until late 2004. Rapid maturation of VoIP technology in 2003 and 2004 resulted in
`PacketCabletm certified Internet protocol technology as the technology of choice for offering next-generation cable IP telephony services and,
`as a result, 2005 became a breakout year for the deployment of IP based voice services in the cable market. PacketCabletm certified Voice
`over IP, or Cable VoIP, permits cable operators to utilize the ubiquitous IP protocol to deliver toll-quality cable telephony services. The
`broad adoption of Cable VoIP by the MSOs has usurped the deployment of data-only cable modems, as the customer premises devices
`that support VoIP also offer high speed data access on the same equipment. We are a leading supplier of both headend and customer
`premises equipment for VoIP services over cable. The demand for single family residential Voice over IP subscriber devices (“EMTA”)
`has been robust since the technology was first introduced in 2003, and reached a steady state in 2009. Cable operators worldwide have
`adopted VoIP as the primary method to offer voice services. Price pressures are strong in this market and therefore revenue growth is not
`linear with unit growth. However, because of our current leadership position in this market, we expect to be able to maintain cost
`leadership and to lead in innovations which could expand the size of the market by creating demand in commercial, enterprise and
`multiple-dwelling unit applications. As penetration of enhanced bandwidth services increases the demand for DOCSIS3.0 devices, we
`believe a technology replacement cycle has started and is in its early stages.
`A new, emerging service is Video over IP or “IPTV”. This service utilizes extremely fast Internet Protocol channels enabled by
`DOCSIS 3.0 and PacketCabletm 2.0 to deliver high quality video content to any IP-enabled device within the subscriber’s home and to
`mobile devices outside the home. ARRIS is collaborating with MSOs to develop headend and home gateway devices to cost effectively
`enable this new service.
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`Our Strategy
`Our long-term business strategy, “Convergence Enabled”, includes the following key elements:
`• Maintain a strong capital structure, mindful of our debt maturity (which could potentially be repaid in 2013), share repurchase
`opportunities and other capital needs including mergers and acquisitions.
`• Grow our current business into a more complete portfolio including a strong video product suite.
`• Continue to invest in the evolution toward enabling true network convergence onto an all IP platform.
`• Continue to expand our product/service portfolio through internal developments, partnerships and acquisitions.
`• Expand our international business and begin to consider opportunities in markets other than cable.
`• Continue to invest in and evolve the ARRIS talent pool to implement the above strategies.
`To fulfill our strategy, we develop technology, facilitate its implementation, and enable operators to put their subscribers in control of
`their entertainment, information, and communication needs. Through a set of business
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`solutions that respond to specific market needs, we are integrating our products, software, and services solutions to work with our
`customers as they address Internet Protocol telephony deployment, high speed data deployment, high definition television content
`expansion, on demand video rollout, operations management, network integration, and business services opportunities.
`Specific aspects of our strategy include internal development effort, partnerships and acquisitions:
`Providing a Comprehensive Line of Broadband Products. We offer a full range of high speed data, voice and video solutions
`including IP based headend and subscriber premises product, fiber optic transmission and radio frequency products. These solutions
`transmit both radio frequency and optical signals in both directions over HFC networks between “the headend and the home.”
`Offering a Unified Video Platform for On Demand Services. We offer a Unified Video Delivery Platform that allows network
`operators to offer a full line of on demand services such as switched digital video, video on demand, dynamic digital advertising, video
`encoding and transcoding, and network based-personal video recorders, from a single server and software management system. Using
`open industry standards, we help network operators build new systems and transition existing facilities.
`Providing Integrated Software Solutions to Enhance Content and Operations Management. Our applications-oriented IP
`software allows cable operators to automate and proactively manage their networks to maximize quality of service and return on
`investment. Cable operators need enhanced network visibility, flexibility, and scalability to provide the latest services to their customers.
`Our modular, interoperable applications provide network operators with the subscriber management, content management, and network
`optimization and service assurance tools needed to efficiently manage and operate their networks.
`Integrating Products, Content and Operations Management Systems, and Services for End-to-End Solutions. We integrate our
`expertise in products, content and operations management systems, and professional services to offer customer-focused applications for
`expanding network capacity, combining video on demand programming with dynamic advertisements, coordinating management of
`network devices and services with technicians in the field, controlling network traffic and verifying subscriber usage levels, and
`managing the full lifecycle for deploying voice over Internet services.
`Expansion via Strategic Acquisitions. To further our strategy, in 2009 we acquired EG Technologies, a manufacturer of video
`processing systems for the encoding, transcoding and transrating of IP-based digital video content. We also acquired Digeo, the maker of
`the Moxi Digital HD receiver/DVR. These acquisitions strengthen our portfolio of digital video technology and further our goal of enabling
`a completely converged solution to our customers. In December 2007 we acquired C-COR Incorporated (“C-COR”). As a result of these
`acquisitions, we have substantially increased our scale and critical mass, as well as achieved greater product breadth and enhanced
`customer diversity. As the cable system industry has continued to consolidate, supplier scale and product breadth have become
`increasingly important. We expect our increased product breadth and greater scale to be strategically relevant to our customers, thereby
`giving us an opportunity to capture a larger share of their spending. The ability to offer end-to-end solutions should enable us to optimize
`customer relationships and derive greater product pull through. We expect to regularly consider acquisition opportunities that could cost
`effectively expand our technology portfolio or strengthen our market presence or opportunities.
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`Our Principal Products
`A broadband cable system consists of three principal components:
`• Headend. The headend is a central point in the cable system where signals are received via satellite and other sources. High
`capacity routers connect the Internet and public switched telephone networks to the local cable access network in the headend.
`The headend organizes, processes and retransmits signals through the distribution network to subscribers. Larger networks
`include both primary headends and a series of secondary headends or hubs.
`• Distribution Network. The distribution network consists of fiber optic and coaxial cables and associated optical and electronic
`equipment that take the combined signals from the headend and transmits them
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`throughout the cable system to optical nodes and ultimately the subscriber premises. The distribution network also collects
`requests and transmissions from subscribers and transports them back to the headend for processing and transmission.
`• Subscriber Premises. Cable drops extend from multi taps to subscribers’ homes and connect to a subscriber’s television set,
`set-top box, telephony network interface device or high speed cable modem.
`We provide cable system operators with a comprehensive product offering for the headend, distribution network and subscriber
`premises. We divide our product offerings into three segments:
`Broadband Communications Systems (“BCS”):
`• VoIP and High Speed Data products
`• CMTS Edge Router
`• 2-Line Residential EMTA
`• Multi-line EMTA for Residential and Commercial Services
`• Wireless Gateway EMTA
`• High speed data Cable Modems
`• Video / IP products
`• CMTS Edge Router
`• Universal EdgeQAM
`• Whole Home DVR
`• Video Processing products
`• Digital Video Encoders and Multiplexers
`• Transcoders, Transraters, and Statistical Multiplexers
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` Access, Transport & Supplies (“ATS”):
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`• HFC plant equipment products
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`• Headend and Hub products
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`• Optical Transmitters
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`• Optical Amplifiers
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`• Optical Repeaters
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`• Optical Nodes
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`• ePON Optical Network Units
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`• ePON Optical Line Terminals
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`• RF over Glass (RFOG) Optical Network Units
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`• Radio Frequency products
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`• Infrastructure products for fiber optic or coaxial networks built under or above ground
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`• Cable and strand
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`• Vaults
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`• Conduit
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`• Drop materials
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`• Tools
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`• Connectors
`• Test equipment
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` Media & Communications Systems (“MCS”):
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`• Content and Operations management systems
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`• Video on Demand
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`• Ad Insertion
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`• Digital Advertising
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`• Operations management systems
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`• Service Assurance
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`• Service Fulfillment
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`• Mobile Workforce Management
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`• Fixed Mobile Convergence Network
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`• Mobility Application Server (“MAS”) for continuity of services across wireless and PacketCabletm Networks
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`• Voice Call Continuity (“VCC”) Application Server for continuity of services in IP Multimedia Subsystem (“IMS”) Networks
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`Broadband Communications Systems
`Voice over IP and Data Products
`Headend — The heart of a Voice over IP or data headend is a CMTS Edge Router. A CMTS, along with a call agent, a gateway, and
`provisioning systems, provides the ability to integrate the Public-Switched Telephone Network (“PSTN”), and high speed data services
`over a HFC network. The CMTS provides many of the same capabilities found in a Metro Router, with the addition of the cable-specific
`interface functions to provide IP capability over the HFC network. The CMTS is also responsible for initializing and monitoring all cable
`modems and EMTAs connected to the HFC network. We provide two Cable Edge Router products, the C4®CMTS and the C4c tm
`CMTS, used in the cable operator’s headend that provide VoIP, Video over IP, and high speed data services to residential or business
`subscribers. The CMTS is a highly complex, reliable, real-time sensitive element of a carrier-grade broadband network, responsible for
`ensuring the quality of the services provided.
`During 2009, we introduced the C4c, a compact version of the C4 chassis which utilizes the same line cards as the large C4 CMTS.
`The C4c is an economical choice for smaller operators who want to upgrade to DOCSIS 3.0 wideband Edge Router services but do not
`need the density and capacity of the full C4.
`Subscriber Premises — Subscriber premises equipment includes DOCSIS® certified cable modems for high speed data
`applications as well as Euro-DOCSIS® certified versions and PacketCabletm Certified EMTAs for VoIP applications in both DOCSIS®
`and Euro-DOCSIS® networks. The PacketCabletm solution builds on DOCSIS® and its quality of service enhancements to support
`lifeline telephony deployed over HFC networks. Our Touchstone® product line provides carrier-grade performance to enable operators to
`provide all data, telephony and video services on the same network using common equipment.
`During 2009, we introduced the WBM760 DOCSIS Wideband Cable Modem capable of speeds up to 140Mbps and the TM722
`DOCSIS Wideband Multimedia Terminal Adapter capable of speeds up to 160Mbps. Both units allow cable operators to compete
`favorably against telephone company fiber to the home services.
`Our Moxi® Whole Home DVR and its companion Moxi-mate® are marketed directly to consumers. With the addition of a
`CableCard® provided from the consumer’s serving MSO, the Moxi provides a robust digital cable set-top box and video recording
`experience with extended capability to access video and audio content stored on other devices connected to the home network or available
`over the Internet. Moxi-mate extends this capability via the
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`home network to any TV in the home. In 2009, we introduced a three tuner version of the Moxi Whole Home DVR that enables recording
`and/or watching three live programs simultaneously.
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`Video/IP Products
`Headend — Digital Video streams are bridged on to the HFC network using an edge multiplexer/modulator such as the D5tm
`Universal Edge QAM. The D5tm multiplexes digital video and IP data and modulates the signals for transmission on a cable service
`provider’s HFC plant. The D5tm Universal Edge QAM is compatible with DOCSIS® cable modems as well as MPEG-2 and MPEG-4
`set-top boxes. The D5tm Universal Edge QAM is ideal for service providers deploying video on demand and switched digital video (SDV)
`services where many unicast channels are required. During 2009 we introduced the QPM 8DX4 module for the D5.
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`Video Processing
`Headend — We market a line of MPEG digital video encoders and processors under the Encore®, Quartet®, HEMi® and VIPr®
`brands. Encore is designed to provide very high quality MPEG-2 digital video encoding and multiplexing. Quartet is designed to provide
`good quality, economical MPEG-2 encoding for regional channel digitization. HEMi provides a means to digitally encode several local
`analog channels, multiplex them into an existing MPEG stream and modulate the stream for inclusion in a digital service to multiple
`dwelling units and small headends. The VIPr platform is a multipurpose video processor providing HD-to-SD transcoding, transrating,
`rate shaping, and up to 4:1 HD channel statistical multiplexing. All of our video processing products are IP-based and address advanced
`digital video services.
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`Access, Transport & Supplies
`The traditional HFC network connects a headend to individual residential and or business users through a progression of fiber optic
`and coaxial cables and a variety of electrical and optical devices that modulate, transmit, receive, and amplify the radio frequency and
`optical signals as they move over the network. The local HFC network consists of three major components: the headend and hubs, optical
`nodes, and the radio frequency plant. We offer product lines for all three components. The optics platforms support both coarse wave
`division multiplexing (CWDM) and Dense Wave Division Multiplexing (DWDM), which provide more capacity per subscriber over
`existing infrastructures and provide state-of-the-art capacity for new networks.
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`Headend and Hubs
`We offer a broad range of managed and scalable headend and hub equipment for domestic and international applications. The
`benchmark design of CHPtm 5000 converged headend platform with advanced CWDM and DWDM technologies that lower the capital
`costs of delivering more bandwidth per subscriber while enabling network operators to increase their network capacity for advanced
`services, such as video on demand, high definition television, high speed Internet, and voice over Internet Protocol.
`
`Optical Transmission
`Optical transport continues to migrate deeper into the networks, closer to the customer driven both by competition and improving
`economics around optical technologies. We have put specific focus into supporting this migration with the development of advanced,
`multi-wavelength optical transmitters, optical amplifiers and optical repeaters. These platforms allow the operators to rapidly and
`significantly multiply the capacity of their existing fiber infrastructures and leverage them closer to the end user. These components are
`also essential elements of the rapidly evolving Passive Optical Networks (PON) such as radio frequency over glass (RFoG) which
`leverages existing back office and customer premise equipment and ethernet passive optical networks (ePON) which provides gigabit data
`rates to commercial customers again utilizing existing optical infrastructures and DOCSIS® provisioning systems.
`
`8
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`

`
`Table of Contents
`
`Optical Nodes
`The general function of the optical node in the local hybrid fiber coax network is to convert information from optical signals to
`electronic signals for distribution to the home or business. Our node series offers the performance service, segmentability, and cost
`efficiency required to meet the demands of the most advanced network architectures. Our nodes utilize scalable space and cost-saving
`technology that allows network operators to have a “pay-as-they-grow” approach in deploying their infrastructure, minimizing capital
`expenditures while maximizing network service availability and performance.
`During 2009, we introduced the 1 GHz CORWave II C-Band downstream optics products. The CORWave II Optical Multiplexing
`Technology delivers more wavelengths over longer distances than the CWDM technology it complements with comparable performance.
`CORWave platforms support the essential delivery of HD SDV, On Demand and business services on existing MSO fiber networks with
`superior quality service levels. CORWave is an extension of the broadly deployed, field proven CHP CWDM optics that deliver more
`capacity over longer-link distances on existing fiber.
`
`ePON Solutions
`Commercial customers have gained increasing MSO focus in recent years as residential penetration has peaked. Commercial
`customers by their nature place greater demands on data networks than traditional residential customers; ePON solutions ideally address
`those demands. We have crafted its headend optical line terminations (OLT’s) to be compatible with the widely deployed CHP platform.
`The optical wavelengths are designed to co-exist in existing residential networks. The customer premise, optical network units (ONU’s)
`have been created with a flexible feature set to meet the variety of commercial requirements and enable commercial customers access to
`gigabit speed data rates. Finally, t