Veeco Instruments Inc. (Nasdaq: VECO) today announced financial
results for its fourth quarter and fiscal year ended December 31,
2023. Results are reported in accordance with U.S. generally
accepted accounting principles (“GAAP”) and are also reported
adjusting for certain items (“Non-GAAP”). A reconciliation between
GAAP and Non-GAAP operating results is provided at the end of this
press release.
|
U.S. Dollars in millions, except per share data |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4th Quarter |
|
Full Year |
GAAP Results |
|
Q4 '23 |
|
Q4 '22 |
|
2023 |
|
2022 |
Revenue |
|
$ |
173.9 |
|
$ |
153.8 |
|
$ |
666.4 |
|
|
$ |
646.1 |
Net income (loss) |
|
$ |
21.6 |
|
$ |
128.9 |
|
$ |
(30.4 |
) |
|
$ |
166.9 |
Diluted earnings (loss) per
share |
|
$ |
0.37 |
|
$ |
2.00 |
|
$ |
(0.56 |
) |
|
$ |
2.71 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4th Quarter |
|
Full Year |
Non-GAAP Results |
|
Q4 '23 |
|
Q4 '22 |
|
2023 |
|
2022 |
Operating income |
|
$ |
32.1 |
|
$ |
23.8 |
|
$ |
109.6 |
|
$ |
99.8 |
Net income |
|
$ |
29.8 |
|
$ |
21.9 |
|
$ |
98.3 |
|
$ |
89.6 |
Diluted earnings per
share |
|
$ |
0.51 |
|
$ |
0.38 |
|
$ |
1.69 |
|
$ |
1.57 |
“2023 was a critical year for Veeco, highlighted by our
Semiconductor business outperforming WFE growth for the 3rd
consecutive year,” commented Bill Miller, Ph.D., Veeco’s Chief
Executive Officer. “I’m proud to say we successfully grew the
business, improved profitability, and most importantly, laid the
groundwork for future growth. We achieved a significant milestone
by shipping evaluation systems for two important core technologies
in Nanosecond Annealing and Ion Beam Deposition. These technologies
enable our customers to fabricate devices that enable higher
performance and reduced power consumption.”
Guidance and Outlook
The following guidance is provided for Veeco’s first quarter
2024:
- Revenue is expected in the range of $160 million to $180
million
- GAAP diluted earnings per share are expected in the range of
$0.22 to $0.33
- Non-GAAP diluted earnings per share are expected in the range
of $0.36 to $0.46
Conference Call Information
A conference call reviewing these results has
been scheduled for today, February 14, 2024 starting at 5:00pm ET.
To join the call, dial 1-877-407-8029 (toll-free) or
1-201-689-8029. Participants may also access a live webcast of the
call by visiting the investor relations section of Veeco's website
at ir.veeco.com. A replay of the webcast will be made available on
the Veeco website that evening. We will post an
accompanying slide presentation to our website prior to the
beginning of the call.
About Veeco
Veeco (NASDAQ: VECO) is an innovative
manufacturer of semiconductor process equipment. Our laser
annealing, ion beam, chemical vapor deposition (CVD), metal organic
chemical vapor deposition (MOCVD), single wafer etch & clean
and lithography technologies play an integral role in the
fabrication and packaging of advanced semiconductor devices. With
equipment designed to optimize performance, yield and cost of
ownership, Veeco holds leading technology positions in the markets
we serve. To learn more about Veeco’s systems and service
offerings, visit www.veeco.com.
Forward-looking Statements
This press release contains “forward-looking
statements”, within the meaning of the safe harbor provisions of
the U.S. Private Securities Litigation Reform Act of 1995, as
amended, that are based on management’s expectations, estimates,
projections and assumptions. Words such as “expects,”
“anticipates,” “plans,” “believes,” “scheduled,” “estimates” and
variations of these words and similar expressions are intended to
identify forward-looking statements. Forward-looking statements
include, but are not limited to, those regarding anticipated growth
and trends in our businesses and markets, industry outlooks and
demand drivers, our investment and growth strategies, our
development of new products and technologies, our business outlook
for current and future periods, our ongoing transformation
initiative and the effects thereof on our operations and financial
results; and other statements that are not historical facts. These
statements and their underlying assumptions are subject to risks
and uncertainties and are not guarantees of future performance.
Factors that could cause actual results to differ materially from
those expressed or implied by such statements include, without
limitation: the level of demand for our products; global economic
and industry conditions; global trade issues, including the ongoing
trade disputes between the U.S. and China, and changes in trade and
export license policies; our dependency on third-party suppliers
and outsourcing partners; the timing of customer orders; our
ability to develop, deliver and support new products and
technologies; our ability to expand our current markets, increase
market share and develop new markets; the concentrated nature of
our customer base; our ability to obtain and protect intellectual
property rights in key technologies; the effects of regional or
global health epidemics, including the effects of the COVID-19
pandemic on the Company’s operations and on those of our customers
and suppliers; our ability to achieve the objectives of operational
and strategic initiatives and attract, motivate and retain key
employees; the variability of results among products and
end-markets, and our ability to accurately forecast future results,
market conditions, and customer requirements; the impact of our
indebtedness, including our convertible senior notes and our capped
call transactions; and other risks and uncertainties described in
our SEC filings on Forms 10-K, 10-Q and 8-K, and from time-to-time
in our other SEC reports. All forward-looking statements speak only
to management’s expectations, estimates, projections and
assumptions as of the date of this press release or, in the case of
any document referenced herein or incorporated by reference, the
date of that document. The Company does not undertake any
obligation to update or publicly revise any forward-looking
statements to reflect events, circumstances or changes in
expectations after the date of this press release.
-financial tables attached-
Veeco Contacts:
Investors: |
Anthony
Pappone |
(516)
500-8798 |
apappone@veeco.com |
Media: |
Kevin Long |
(516) 714-3978 |
klong@veeco.com |
Veeco Instruments Inc. and
SubsidiariesCondensed Consolidated Statements of
Operations(in thousands, except per share
amounts)(unaudited)
|
|
Three months ended December 31, |
|
Year ended December 31, |
|
|
2023 |
|
2022 |
|
2023 |
|
2022 |
Net sales |
|
$ |
173,924 |
|
|
$ |
153,799 |
|
|
$ |
666,435 |
|
|
$ |
646,137 |
|
Cost of sales |
|
|
95,269 |
|
|
|
90,881 |
|
|
|
381,376 |
|
|
|
382,989 |
|
Gross profit |
|
|
78,655 |
|
|
|
62,918 |
|
|
|
285,059 |
|
|
|
263,148 |
|
Operating expenses, net: |
|
|
|
|
|
|
|
|
|
|
|
|
Research and development |
|
|
29,091 |
|
|
|
26,327 |
|
|
|
112,853 |
|
|
|
103,565 |
|
Selling, general, and administrative |
|
|
23,493 |
|
|
|
20,965 |
|
|
|
92,756 |
|
|
|
88,952 |
|
Amortization of intangible assets |
|
|
2,123 |
|
|
|
2,505 |
|
|
|
8,481 |
|
|
|
10,018 |
|
Other operating expense (income), net |
|
|
(235 |
) |
|
|
(271 |
) |
|
|
1,029 |
|
|
|
317 |
|
Total operating expenses,
net |
|
|
54,472 |
|
|
|
49,526 |
|
|
|
215,119 |
|
|
|
202,852 |
|
Operating income |
|
|
24,183 |
|
|
|
13,392 |
|
|
|
69,940 |
|
|
|
60,296 |
|
Interest expense, net |
|
|
— |
|
|
|
(1,558 |
) |
|
|
(1,187 |
) |
|
|
(9,311 |
) |
Other income (expense), net |
|
|
— |
|
|
|
— |
|
|
|
(97,091 |
) |
|
|
— |
|
Income (loss) before income
taxes |
|
|
24,183 |
|
|
|
11,834 |
|
|
|
(28,338 |
) |
|
|
50,985 |
|
Income tax expense (benefit) |
|
|
2,546 |
|
|
|
(117,081 |
) |
|
|
2,030 |
|
|
|
(115,957 |
) |
Net income (loss) |
|
$ |
21,637 |
|
|
$ |
128,915 |
|
|
$ |
(30,368 |
) |
|
$ |
166,942 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) per common
share: |
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
$ |
0.39 |
|
|
$ |
2.58 |
|
|
$ |
(0.56 |
) |
|
$ |
3.35 |
|
Diluted |
|
$ |
0.37 |
|
|
$ |
2.00 |
|
|
$ |
(0.56 |
) |
|
$ |
2.71 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of
shares: |
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
|
55,537 |
|
|
|
49,912 |
|
|
|
53,769 |
|
|
|
49,906 |
|
Diluted |
|
|
59,821 |
|
|
|
65,684 |
|
|
|
53,769 |
|
|
|
65,607 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Veeco Instruments Inc. and
SubsidiariesCondensed Consolidated Balance
Sheets(in thousands)
|
|
December 31, |
|
December 31, |
|
|
2023 |
|
2022 |
|
|
(unaudited) |
|
|
|
Assets |
|
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
158,781 |
|
$ |
154,925 |
Restricted cash |
|
|
339 |
|
|
547 |
Short-term investments |
|
|
146,664 |
|
|
147,488 |
Accounts receivable, net |
|
|
103,018 |
|
|
124,221 |
Contract assets |
|
|
24,370 |
|
|
16,507 |
Inventories |
|
|
237,635 |
|
|
206,908 |
Prepaid expenses and other current assets |
|
|
35,471 |
|
|
18,305 |
Total current assets |
|
|
706,278 |
|
|
668,901 |
Property, plant and equipment,
net |
|
|
118,459 |
|
|
107,281 |
Operating lease right-of-use
assets |
|
|
24,377 |
|
|
26,467 |
Intangible assets, net |
|
|
43,945 |
|
|
23,887 |
Goodwill |
|
|
214,964 |
|
|
181,943 |
Deferred income taxes |
|
|
117,901 |
|
|
116,349 |
Other assets |
|
|
3,117 |
|
|
3,355 |
Total assets |
|
$ |
1,229,041 |
|
$ |
1,128,183 |
|
|
|
|
|
|
|
Liabilities and
stockholders’ equity |
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
Accounts payable |
|
$ |
42,383 |
|
$ |
52,049 |
Accrued expenses and other current liabilities |
|
|
57,624 |
|
|
56,031 |
Contract liabilities |
|
|
118,026 |
|
|
127,223 |
Income taxes payable |
|
|
— |
|
|
2,432 |
Current portion of long-term debt |
|
|
— |
|
|
20,169 |
Total current liabilities |
|
|
218,033 |
|
|
257,904 |
Deferred income taxes |
|
|
6,552 |
|
|
1,285 |
Long-term debt |
|
|
274,941 |
|
|
254,491 |
Long-term operating lease
liabilities |
|
|
31,529 |
|
|
33,581 |
Other liabilities |
|
|
25,544 |
|
|
3,098 |
Total liabilities |
|
|
556,599 |
|
|
550,359 |
|
|
|
|
|
|
|
Total stockholders’ equity |
|
|
672,442 |
|
|
577,824 |
Total liabilities and stockholders’ equity |
|
$ |
1,229,041 |
|
$ |
1,128,183 |
|
|
|
|
|
|
|
Note on Reconciliation Tables
The below tables include financial measures
adjusted for the impact of certain items; these financial measures
are therefore not calculated in accordance with U.S. generally
accepted accounting principles (“GAAP”). These Non-GAAP financial
measures exclude items such as: share-based compensation expense;
charges relating to restructuring initiatives; non-cash asset
impairments; certain other non-operating gains and losses; and
acquisition-related items such as transaction costs, non-cash
amortization of acquired intangible assets, and certain integration
costs.
These Non-GAAP financial measures may be
different from Non-GAAP financial measures used by other companies.
Non-GAAP financial measures should not be considered a substitute
for, or superior to, measures of financial performance prepared in
accordance with GAAP. By excluding these items, Non-GAAP financial
measures are intended to facilitate meaningful comparisons to
historical operating results, competitors’ operating results, and
estimates made by securities analysts. Management is evaluated on
key performance metrics including Non-GAAP Operating income (loss),
which is used to determine management incentive compensation as
well as to forecast future periods. These Non-GAAP financial
measures may be useful to investors in allowing for greater
transparency of supplemental information used by management in its
financial and operational decision-making. In addition, similar
Non-GAAP financial measures have historically been reported to
investors; the inclusion of comparable numbers provides consistency
in financial reporting. Investors are encouraged to review the
reconciliation of the Non-GAAP financial measures used in this news
release to their most directly comparable GAAP financial
measures.
Reconciliation of GAAP to Non-GAAP
Financial Data (Q4 2023)(in thousands)(unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP Adjustments |
|
|
|
|
|
|
|
|
|
|
|
Share-Based |
|
|
|
|
|
|
|
|
|
Three months ended December 31, 2023 |
|
GAAP |
|
|
Compensation |
|
Amortization |
|
Other |
|
|
Non-GAAP |
|
Net sales |
|
$ |
173,924 |
|
|
|
|
|
|
|
|
|
$ |
173,924 |
|
Gross profit |
|
|
78,655 |
|
|
334 |
|
|
|
|
|
|
|
|
78,989 |
|
Gross margin |
|
|
45.2 |
% |
|
|
|
|
|
|
|
|
|
45.4 |
% |
Operating expenses |
|
|
54,472 |
|
|
(5,845 |
) |
|
(2,123 |
) |
|
363 |
|
|
|
|
46,867 |
|
Operating income |
|
|
24,183 |
|
|
6,179 |
|
|
2,123 |
|
|
(363 |
) |
^ |
|
|
32,122 |
|
Net income |
|
|
21,637 |
|
|
6,179 |
|
|
2,123 |
|
|
(116 |
) |
^ |
|
|
29,823 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
^ - See table
below for additional details. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Non-GAAP Adjustments (Q4
2023)(in thousands)(unaudited)
Three months ended December 31, 2023 |
|
|
Changes in contingent consideration |
|
$ |
(465 |
) |
Other |
|
|
102 |
|
Subtotal |
|
|
(363 |
) |
Non-cash interest expense |
|
|
294 |
|
Non-GAAP tax adjustment * |
|
|
(47 |
) |
Total Other |
|
$ |
(116 |
) |
|
|
|
|
|
* - The ‘with or without’ method is utilized to
determine the income tax effect of all Non-GAAP adjustments. |
|
|
|
|
|
Net Income per Common Share (Q4
2023)(in thousands, except per share
amounts)(unaudited)
|
|
|
|
|
|
|
|
|
Three months ended December 31, 2023 |
|
|
GAAP |
|
Non-GAAP |
Numerator: |
|
|
|
|
|
Net income |
$ |
21,637 |
|
$ |
29,823 |
Interest expense
associated with 2025 and 2027 Convertible Senior Notes |
|
511 |
|
|
466 |
Net income
available to common shareholders |
$ |
22,148 |
|
$ |
30,289 |
|
|
|
|
|
|
|
Denominator: |
|
|
|
|
|
Basic weighted
average shares outstanding |
|
55,537 |
|
|
55,537 |
Effect of
potentially dilutive share-based awards |
|
1,391 |
|
|
1,391 |
Dilutive effect of
2025 Convertible Senior Notes |
|
1,104 |
|
|
1,104 |
Dilutive effect of
2027 Convertible Senior Notes (1) |
|
1,789 |
|
|
1,355 |
Diluted weighted
average shares outstanding |
|
59,821 |
|
|
59,387 |
|
|
|
|
|
|
|
Net income
per common share: |
|
|
|
|
|
Basic |
|
$ |
0.39 |
|
$ |
0.54 |
Diluted |
|
$ |
0.37 |
|
$ |
0.51 |
|
|
|
|
|
|
|
(1) - The non-GAAP
incremental dilutive shares includes the impact of the Company’s
capped call transaction issued concurrently with our 2027 Notes,
and as such, an effective conversion price of $18.46 is used when
determining incremental shares to add to the dilutive share count.
The GAAP incremental dilutive shares does not include the impact of
the Company’s capped call transaction, and as such, an effective
conversion price of $13.98 is used when determining incremental
shares to add to the dilutive share count. |
|
|
|
|
|
|
|
Reconciliation of GAAP to Non-GAAP
Financial Data (Q4 2022)(in thousands, except per share
amounts)(unaudited)
|
|
|
|
|
|
Non-GAAP Adjustments |
|
|
|
|
|
|
|
|
|
|
|
Share-based |
|
|
|
|
|
|
|
|
Three months ended December 31, 2022 |
|
|
GAAP |
|
|
Compensation |
|
Amortization |
|
Other |
|
|
Non-GAAP |
|
Net sales |
|
$ |
153,799 |
|
|
|
|
|
|
|
|
|
$ |
153,799 |
|
Gross profit |
|
|
62,918 |
|
|
1,167 |
|
|
|
|
1,011 |
|
|
|
|
65,096 |
|
Gross margin |
|
|
40.9 |
% |
|
|
|
|
|
|
|
|
|
42.3 |
% |
Operating expenses |
|
|
49,526 |
|
|
(4,858 |
) |
|
(2,505 |
) |
|
(821 |
) |
|
|
|
41,342 |
|
Operating income |
|
|
13,392 |
|
|
6,025 |
|
|
2,505 |
|
|
1,832 |
|
^ |
|
|
23,754 |
|
Net income |
|
|
128,915 |
|
|
6,025 |
|
|
2,505 |
|
|
(115,554 |
) |
^ |
|
|
21,891 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
^ - See table
below for additional details. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Non-GAAP Adjustments (Q4
2022)(in thousands)(unaudited)
Three months ended December 31, 2022 |
|
|
Transition
expenses related to San Jose expansion project |
$ |
1,788 |
|
Depreciation of
PP&E fair value step-up associated with the Ultratech purchase
accounting |
|
44 |
|
Subtotal |
|
1,832 |
|
Non-cash interest
expense |
|
244 |
|
Release of
valuation allowance on deferred tax assets |
|
(104,971 |
) |
Non-GAAP tax
adjustment * |
|
(12,659 |
) |
Total Other |
$ |
(115,554 |
) |
|
|
|
|
|
* - The ‘with or without’ method is utilized to
determine the income tax effect of all Non-GAAP adjustments. |
|
|
|
|
|
Net Income per Common Share (Q4
2022)(in thousands, except per share
amounts)(unaudited)
|
|
Three months ended December 31, 2022 |
|
|
GAAP |
|
Non-GAAP |
Numerator: |
|
|
|
|
|
Net income |
$ |
128,915 |
|
$ |
21,891 |
Interest expense
associated with convertible notes |
|
2,712 |
|
|
2,467 |
Net income
available to common shareholders |
$ |
131,627 |
|
$ |
24,358 |
|
|
|
|
|
|
|
Denominator: |
|
|
|
|
|
Basic weighted
average shares outstanding |
|
49,912 |
|
|
49,912 |
Effect of
potentially dilutive share-based awards |
|
805 |
|
|
805 |
Dilutive effect of
2023 Convertible Senior Notes |
|
504 |
|
|
504 |
Dilutive effect of
2025 Convertible Senior Notes |
|
5,521 |
|
|
5,521 |
Dilutive effect of
2027 Convertible Senior Notes (1) |
|
8,942 |
|
|
6,771 |
Diluted weighted
average shares outstanding |
|
65,684 |
|
|
63,513 |
|
|
|
|
|
|
|
Net income
per common share: |
|
|
|
|
|
Basic |
$ |
2.58 |
|
$ |
0.44 |
Diluted |
$ |
2.00 |
|
$ |
0.38 |
|
|
|
|
|
|
|
(1) - The
non-GAAP incremental dilutive shares includes the impact of the
Company’s capped call transaction issued concurrently with our 2027
Notes, and as such, an effective conversion price of $18.46 is used
when determining incremental shares to add to the dilutive share
count. The GAAP incremental dilutive shares does not include the
impact of the Company’s capped call transaction, and as such, an
effective conversion price of $13.98 is used when determining
incremental shares to add to the dilutive share count. |
|
|
|
|
|
|
|
Reconciliation of GAAP Net Income
to Non-GAAP Operating Income (Q4 2023 and 2022)(in
thousands)(unaudited)
|
|
|
|
|
|
|
|
|
Three months ended |
|
Three months ended |
|
|
December 31, 2023 |
|
December 31, 2022 |
GAAP Net income |
|
$ |
21,637 |
|
|
$ |
128,915 |
|
Share-based compensation |
|
|
6,179 |
|
|
|
6,025 |
|
Amortization |
|
|
2,123 |
|
|
|
2,505 |
|
Transition expenses related to
San Jose expansion project |
|
|
57 |
|
|
|
1,788 |
|
Depreciation of PP&E fair
value step-up associated with the Ultratech purchase
accounting |
|
|
— |
|
|
|
44 |
|
Changes in contingent
consideration |
|
|
(465 |
) |
|
|
— |
|
Acquisition related |
|
|
45 |
|
|
|
— |
|
Interest (income) expense,
net |
|
|
— |
|
|
|
1,558 |
|
Income tax expense
(benefit) |
|
|
2,546 |
|
|
|
(117,081 |
) |
Non-GAAP Operating income |
|
$ |
32,122 |
|
|
$ |
23,754 |
|
|
|
|
|
|
|
|
|
|
Reconciliation of GAAP to Non-GAAP
Financial Data (FY 2023)(in thousands)(unaudited)
|
|
|
|
|
|
Non-GAAP Adjustments |
|
|
|
|
|
|
|
|
|
|
|
Share-based |
|
|
|
|
|
|
|
|
For the year ended December 31, 2023 |
|
|
GAAP |
|
|
Compensation |
|
Amortization |
|
Other |
|
|
Non-GAAP |
|
Net sales |
|
$ |
666,435 |
|
|
|
|
|
|
|
|
|
|
$ |
666,435 |
|
Gross profit |
|
|
285,059 |
|
|
|
4,913 |
|
|
|
|
232 |
|
|
|
|
290,204 |
|
Gross margin |
|
|
42.8 |
|
% |
|
|
|
|
|
|
|
|
|
43.5 |
% |
Operating expenses |
|
|
215,119 |
|
|
|
(23,645 |
) |
|
(8,481 |
) |
|
(2,363 |
) |
|
|
|
180,630 |
|
Operating income |
|
|
69,940 |
|
|
|
28,558 |
|
|
8,481 |
|
|
2,595 |
|
^ |
|
|
109,574 |
|
Net income (loss) |
|
|
(30,368 |
) |
|
|
28,558 |
|
|
8,481 |
|
|
91,668 |
|
^ |
|
|
98,339 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
^ - See table below for additional details. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Non-GAAP Adjustments (FY
2023)(in thousands)(unaudited)
|
|
|
|
For the year ended December 31, 2023 |
|
|
Acquisition related |
$ |
1,056 |
|
Changes in
contingent consideration |
|
701 |
|
Transition
expenses related to San Jose expansion project |
|
838 |
|
Subtotal |
|
2,595 |
|
Non-cash interest
expense |
|
1,118 |
|
Other (income)
expense, net |
|
97,091 |
|
Non-GAAP tax
adjustment * |
|
(9,136 |
) |
Total Other |
$ |
91,668 |
|
|
|
|
|
|
* - The
‘with or without’ method is utilized to determine the income tax
effect of all Non-GAAP adjustments. |
|
|
|
|
|
Net Income per Common Share (FY
2023)(in thousands, except per share
amounts)(unaudited)
|
|
Year ended December 31, 2023 |
|
|
GAAP |
|
Non-GAAP |
Numerator: |
|
|
|
|
|
Net income
(loss) |
$ |
(30,368 |
) |
|
$ |
98,339 |
Interest expense
associated with convertible notes |
|
— |
|
|
|
4,768 |
Net income (loss)
available to common shareholders |
$ |
(30,368 |
) |
|
$ |
103,107 |
|
|
|
|
|
|
|
Denominator: |
|
|
|
|
|
Basic weighted
average shares outstanding |
|
53,769 |
|
|
|
53,769 |
Effect of
potentially dilutive share-based awards |
|
— |
|
|
|
850 |
Dilutive effect of
2023 Convertible Senior Notes |
|
— |
|
|
|
21 |
Dilutive effect of
2025 Convertible Senior Notes |
|
— |
|
|
|
2,786 |
Dilutive effect of
2027 Convertible Senior Notes (1) |
|
— |
|
|
|
3,417 |
Diluted weighted
average shares outstanding |
|
53,769 |
|
|
|
60,843 |
|
|
|
|
|
|
|
Net income
(loss) per common share: |
|
|
|
|
|
Basic |
$ |
(0.56 |
) |
|
$ |
1.83 |
Diluted |
$ |
(0.56 |
) |
|
$ |
1.69 |
|
|
|
|
|
|
|
|
(1) - The
non-GAAP incremental dilutive shares includes the impact of the
Company’s capped call transaction issued concurrently with our 2027
Notes, and as such, an effective conversion price of $18.46 is used
when determining incremental shares to add to the dilutive share
count. The GAAP incremental dilutive shares does not include the
impact of the Company’s capped call transaction, and as such, an
effective conversion price of $13.98 is used when determining
incremental shares to add to the dilutive share count. |
|
|
|
|
|
|
|
|
Reconciliation of GAAP to Non-GAAP
Financial Data (FY 2022)(in thousands)(unaudited)
|
|
|
|
|
|
Non-GAAP Adjustments |
|
|
|
|
|
|
|
|
|
|
|
Share-based |
|
|
|
|
|
|
|
|
For the year ended December 31, 2022 |
|
|
GAAP |
|
|
Compensation |
|
Amortization |
|
Other |
|
|
Non-GAAP |
|
Net sales |
|
$ |
646,137 |
|
|
|
|
|
|
|
|
|
$ |
646,137 |
|
Gross profit |
|
|
263,148 |
|
|
4,551 |
|
|
|
|
3,300 |
|
|
|
|
270,999 |
|
Gross margin |
|
|
40.7 |
% |
|
|
|
|
|
|
|
|
|
41.9 |
% |
Operating expenses |
|
|
202,852 |
|
|
(18,443 |
) |
|
(10,018 |
) |
|
(3,212 |
) |
|
|
|
171,179 |
|
Operating income |
|
|
60,296 |
|
|
22,994 |
|
|
10,018 |
|
|
6,512 |
|
^ |
|
|
99,820 |
|
Net income |
|
|
166,942 |
|
|
22,994 |
|
|
10,018 |
|
|
(110,379 |
) |
^ |
|
|
89,575 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
^ - See
table below for additional details. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Non-GAAP Adjustments (FY
2022)(in thousands)(unaudited)
For the year ended December 31, 2022 |
|
|
Transition
expenses related to San Jose expansion project |
$ |
6,202 |
|
Depreciation of
PP&E fair value step-up associated with the Ultratech purchase
accounting |
|
310 |
|
Subtotal |
|
6,512 |
|
Non-cash interest
expense |
|
962 |
|
Other (income)
expense, net |
|
(104,971 |
) |
Non-GAAP tax
adjustment * |
|
(12,882 |
) |
Total Other |
$ |
(110,379 |
) |
|
|
|
|
|
* - The
‘with or without’ method is utilized to determine the income tax
effect of all Non-GAAP adjustments. |
|
|
|
|
|
Net Income per Common Share (FY
2022)(in thousands, except per share
amounts)(unaudited)
|
|
Year ended December 31, 2022 |
|
|
GAAP |
|
Non-GAAP |
Numerator: |
|
|
|
|
|
Net
income |
$ |
166,942 |
|
$ |
89,575 |
Interest expense
associated with convertible notes |
|
10,832 |
|
|
9,870 |
Net income
available to common shareholders |
$ |
177,774 |
|
$ |
99,445 |
|
|
|
|
|
|
|
Denominator: |
|
|
|
|
|
Basic weighted
average shares outstanding |
|
49,906 |
|
|
49,906 |
Effect of
potentially dilutive share-based awards |
|
734 |
|
|
734 |
Dilutive effect of
2023 Convertible Senior Notes |
|
504 |
|
|
504 |
Dilutive effect of
2025 Convertible Senior Notes |
|
5,521 |
|
|
5,521 |
Dilutive effect of
2027 Convertible Senior Notes (1) |
|
8,942 |
|
|
6,771 |
Diluted weighted
average shares outstanding |
|
65,607 |
|
|
63,436 |
|
|
|
|
|
|
|
Net income
per common share: |
|
|
|
|
|
Basic |
$ |
3.35 |
|
$ |
1.79 |
Diluted |
$ |
2.71 |
|
$ |
1.57 |
|
|
|
|
|
|
|
(1) - The
non-GAAP incremental dilutive shares includes the impact of the
Company’s capped call transaction issued concurrently with our 2027
Notes, and as such, an effective conversion price of $18.46 is used
when determining incremental shares to add to the dilutive share
count. The GAAP incremental dilutive shares does not include the
impact of the Company’s capped call transaction, and as such, an
effective conversion price of $13.98 is used when determining
incremental shares to add to the dilutive share count. |
|
|
|
|
|
|
|
Reconciliation of GAAP Net Income to
Non-GAAP Operating Income (FY 2023 and 2022)(in
thousands)(unaudited)
|
|
Year ended |
|
Year ended |
|
|
December 31, 2023 |
|
December 31, 2022 |
GAAP Net income (loss) |
|
$ |
(30,368 |
) |
|
$ |
166,942 |
|
Share-based compensation |
|
|
28,558 |
|
|
|
22,994 |
|
Amortization |
|
|
8,481 |
|
|
|
10,018 |
|
Acquisition related |
|
|
1,056 |
|
|
|
— |
|
Changes in contingent
consideration |
|
|
701 |
|
|
|
— |
|
Transition expenses related to
San Jose expansion project |
|
|
838 |
|
|
|
6,202 |
|
Depreciation of PP&E fair
value step-up associated with the Ultratech purchase
accounting |
|
|
— |
|
|
|
310 |
|
Interest (income) expense,
net |
|
|
1,187 |
|
|
|
9,311 |
|
Other (income) expense,
net |
|
|
97,091 |
|
|
|
— |
|
Income tax expense
(benefit) |
|
|
2,030 |
|
|
|
(115,957 |
) |
Non-GAAP Operating income
(loss) |
|
$ |
109,574 |
|
|
$ |
99,820 |
|
|
|
|
|
|
|
|
|
|
Reconciliation of GAAP to Non-GAAP
Financial Data (Q1 2024)(in millions, except per share
amounts)(unaudited)
|
|
|
|
|
|
|
|
|
|
Non-GAAP Adjustments |
|
|
|
|
|
|
|
|
Guidance for the three
months ending |
|
|
|
|
|
|
|
|
|
Share-based |
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2024 |
|
GAAP |
|
Compensation |
|
Amortization |
|
Other |
|
Non-GAAP |
Net sales |
|
$ |
160 |
|
|
- |
|
$ |
180 |
|
|
|
|
|
|
|
|
$ |
160 |
|
|
- |
|
$ |
180 |
|
Gross profit |
|
|
68 |
|
|
- |
|
|
78 |
|
|
1 |
|
|
— |
|
|
— |
|
|
|
69 |
|
|
- |
|
|
79 |
|
Gross margin |
|
|
42 |
% |
|
- |
|
|
43 |
% |
|
|
|
|
|
|
|
|
43 |
% |
|
- |
|
|
44 |
% |
Operating expenses |
|
|
53 |
|
|
- |
|
|
56 |
|
|
(6 |
) |
|
(2 |
) |
|
— |
|
|
|
46 |
|
|
- |
|
|
48 |
|
Operating income |
|
|
15 |
|
|
- |
|
|
22 |
|
|
7 |
|
|
2 |
|
|
— |
|
|
|
24 |
|
|
- |
|
|
31 |
|
Net income |
|
$ |
13 |
|
|
- |
|
$ |
20 |
|
|
7 |
|
|
2 |
|
|
(1 |
) |
|
$ |
21 |
|
|
- |
|
$ |
27 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income per diluted common
share |
|
$ |
0.22 |
|
|
- |
|
$ |
0.33 |
|
|
|
|
|
|
|
|
$ |
0.36 |
|
|
- |
|
$ |
0.46 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income per Diluted Common Share (Q1
2024) (in millions, except per share
amounts)(unaudited)
Guidance for the three months ending March 31,
2024 |
GAAP |
|
Non-GAAP |
Numerator: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
income |
$ |
13 |
|
- |
|
$ |
20 |
|
$ |
21 |
|
- |
|
$ |
27 |
Interest expense
associated with convertible notes |
|
— |
|
|
|
|
— |
|
|
— |
|
|
|
|
— |
Net income
available to common shareholders |
$ |
13 |
|
- |
|
$ |
20 |
|
$ |
21 |
|
- |
|
$ |
27 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Denominator: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic weighted
average shares outstanding |
|
56 |
|
|
|
|
56 |
|
|
56 |
|
|
|
|
56 |
Effect of
potentially dilutive share-based awards |
|
1 |
|
|
|
|
1 |
|
|
1 |
|
|
|
|
1 |
Dilutive effect of
2025 Convertible Senior Notes |
|
— |
|
|
|
|
1 |
|
|
1 |
|
|
|
|
1 |
Dilutive effect of
2027 Convertible Senior Notes (1) |
|
2 |
|
|
|
|
2 |
|
|
1 |
|
|
|
|
1 |
Dilutive effect of
2029 Convertible Senior Notes |
|
1 |
|
|
|
|
1 |
|
|
1 |
|
|
|
|
1 |
Diluted weighted
average shares outstanding |
|
60 |
|
|
|
|
61 |
|
|
60 |
|
|
|
|
60 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income
per common share: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income per diluted
common share |
$ |
0.22 |
|
- |
|
$ |
0.33 |
|
$ |
0.36 |
|
- |
|
$ |
0.46 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) - The
non-GAAP incremental dilutive shares includes the impact of the
Company’s capped call transaction issued concurrently with our 2027
Notes, and as such, an effective conversion price of $18.46 is used
when determining incremental shares to add to the dilutive share
count. The GAAP incremental dilutive shares does not include the
impact of the Company’s capped call transaction, and as such, an
effective conversion price of $13.98 is used when determining
incremental shares to add to the dilutive share count. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of GAAP Net Income to
Non-GAAP Operating Income (Q1 2024)(in
millions)(unaudited)
|
|
|
|
|
|
|
|
|
Guidance for the three months ending March 31,
2024 |
|
|
|
|
|
|
|
|
GAAP Net income |
|
$ |
13 |
|
- |
|
$ |
20 |
Share-based compensation |
|
|
7 |
|
- |
|
|
7 |
Amortization |
|
|
2 |
|
- |
|
|
2 |
Income tax expense
(benefit) |
|
|
2 |
|
- |
|
|
2 |
Non-GAAP Operating income |
|
$ |
24 |
|
- |
|
$ |
31 |
Note: Amounts may not calculate precisely due to
rounding.
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