SOURCE: Veeco Instruments Inc.

Veeco

May 04, 2017 16:05 ET

Veeco Reports First Quarter 2017 Financial Results

PLAINVIEW, NY--(Marketwired - May 04, 2017) -

First Quarter 2017 Highlights:

  • Revenues of $94.4 million, up 21% compared with the same period last year
  • GAAP earnings per share of $0.03, and non-GAAP earnings per share of $0.09
  • Non-GAAP adjusted EBITDA of $7.3 million
  • Announced agreement to acquire Ultratech, Inc., a leading supplier of lithography, laser-processing and inspection systems addressing the advanced packaging, semiconductor and LED industries

Veeco Instruments Inc. (NASDAQ: VECO) today announced financial results for its first fiscal quarter ended March 31, 2017. 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
 
GAAP Results Q1 '17 Q1 '16
Revenue $94.4 $78.0
Net income (loss) $1.1 ($15.5)
Diluted earnings (loss) per share $0.03 ($0.40)
     
Non-GAAP Results Q1 '17 Q1 '16
Net income (loss) $3.6 ($5.7)
Adjusted EBITDA $7.3 ($2.1)
Diluted earnings (loss) per share $0.09 ($0.15)
     

"Veeco's first quarter sales were above seasonal average and increased by more than 20% year-over-year, reflecting a recovery in LED industry conditions. We are continuing to build backlog and see a healthy sales pipeline, which supports top line growth in the second half of 2017. Our Q1 gross margin reflects, among other factors, the temporary impact of our manufacturing consolidation efforts. We now expect to complete these plans in the third quarter. We believe our consolidation efforts combined with sustained cost discipline will drive positive operating leverage, as revenues scale," commented John R. Peeler, Chairman and Chief Executive Officer.

"In addition, we are pleased with the progress we've made towards completing the Ultratech acquisition, which we expect to close in late May. Integration planning is well under way and we expect to hit the ground running on day one," Mr. Peeler concluded.

 

Guidance and Outlook

The following guidance is provided for Veeco's second quarter 2017:

  • Revenue is expected to be in the range of $85 million to $100 million
  • Adjusted EBITDA is expected to be in the range of $4 million to $10 million
  • GAAP earnings (loss) per share are expected to be in the range of ($0.14) to $0.02 and includes a pre-tax interest expense estimated to be ~$5 million associated with the 2023 Convertible Notes
  • Non-GAAP earnings per share are expected to be in the range of ($0.05) to $0.09 and includes a pre-tax interest expense estimated to be ~$2 million associated with the 2023 Convertible Notes

Please refer to the tables at the end of this press release for further details.

Conference Call Information

A conference call reviewing these results has been scheduled for today, May 4, 2017 starting at 5:00pm ET. To join the call, dial 877-741-4251 (toll free) or 719-325-4760 and use passcode 3255654. The call will also be webcast live on the Veeco website at ir.veeco.com. A replay of the webcast will be made available on the Veeco website beginning at 8:00pm ET this evening. We will post an accompanying slide presentation to our website prior to the beginning of the call.

About Veeco

Veeco's process equipment solutions enable the manufacture of LEDs, displays, power electronics, compound semiconductors, hard disk drives, semiconductors, MEMS and wireless chips. We are the leader in MOCVD, MBE, Ion Beam, Wet Etch single wafer processing and other advanced thin film process technologies. Our high performance systems drive innovation in energy efficiency, consumer electronics and network storage and allow our customers to maximize productivity and achieve lower cost of ownership. For information on our company, products and worldwide service and support, please visit www.veeco.com.

Forward-looking Statements

This written communication contains forward-looking statements that involve risks and uncertainties concerning the proposed acquisition by Veeco Instruments Inc. ("Veeco" or the "Company") of Ultratech, Inc. ("Ultratech"), Ultratech's and the Company's expected financial performance, as well as Ultratech's and the Company's strategic and operational plans. Actual events or results may differ materially from those described in this written communication due to a number of risks and uncertainties. The potential risks and uncertainties include, among others, the possibility that Ultratech may be unable to obtain required stockholder approval or that other conditions to closing the transaction may not be satisfied, such that the transaction will not close or that the closing may be delayed; the reaction of customers to the transaction; general economic conditions; the transaction may involve unexpected costs, liabilities or delays; risks that the transaction disrupts current plans and operations of the parties to the transaction; the ability to recognize the benefits of the transaction; the amount of the costs, fees, expenses and charges related to the transaction and the actual terms of any financings that will be obtained for the transaction; the outcome of any legal proceedings related to the transaction; the occurrence of any event, change or other circumstances that could give rise to the termination of the transaction agreement. In addition, please refer to the documents that the Company and Ultratech file with the Securities and Exchange Commission (the "SEC") on Forms 10-K, 10-Q and 8-K. The filings by the Company and Ultratech identify and address other important factors that could cause its financial and operational results to differ materially from those contained in the forward-looking statements set forth in this written communication.

All forward-looking statements speak only as of the date of this written communication or, in the case of any document incorporated by reference, the date of that document. Neither the Company nor Ultratech is under any duty to update any of the forward-looking statements after the date of this written communication to conform to actual results.

Additional Information and Where to Find It

In connection with the proposed acquisition of Ultratech by Veeco pursuant to the Agreement and Plan of Merger by and among Ultratech, Veeco and Ulysses Acquisition Subsidiary Corp., Veeco filed with the SEC a Registration Statement on Form S-4 on April 24, 2017, which contains a proxy statement of Ultratech and a prospectus of Veeco, which proxy statement/prospectus was mailed or otherwise disseminated to Ultratech's stockholders on April 24, 2017. Investors are urged to read the proxy statement/prospectus (including all amendments and supplements) because they contain important information. Investors may obtain free copies of the proxy statement/prospectus, as well as other filings containing information about Veeco and Ultratech, without charge, at the SEC's Internet site (www.sec.gov). Copies of these documents may also be obtained for free from the companies' web sites at www.Veeco.com or www.Ultratech.com.

Participants in Solicitation

Veeco, Ultratech and their respective officers and directors may be deemed to be participants in the solicitation of proxies from the stockholders of Ultratech in connection with the proposed transaction. Information about Veeco's executive officers and directors is set forth in its Annual Report on Form 10-K, which was filed with the SEC on February 22, 2017, and its proxy statement for its 2017 annual meeting of stockholders, which was filed with the SEC on March 17, 2017. Information about Ultratech's executive officers and directors is set forth in its Annual Report on Form 10-K, which was filed with the SEC on March 1, 2017, and the amendment to its Annual Report on Form 10-K/A, which was filed with the SEC on April 20, 2017. Investors may obtain more detailed information regarding the direct and indirect interests of Veeco, Ultratech and their respective executive officers and directors in the acquisition by reading the proxy statement/prospectus regarding the transaction, which has been filed with the SEC.

  
Veeco Instruments Inc. and Subsidiaries  
Condensed Consolidated Statements of Operations  
(in thousands, except per share amounts)  
(unaudited)  
  
  Three months ended March 31,  
 
  2017   2016  
Net sales $94,386   $78,011  
Cost of sales  60,186    46,055  
Gross profit  34,200    31,956  
Operating expenses, net:          
 Research and development  14,989    22,110  
 Selling, general, and administrative  20,466    19,839  
 Amortization of intangible assets  2,867    5,251  
 Restructuring  1,338    100  
 Asset impairment  463    -  
 Other, net  (78 )  (71 )
Total operating expenses, net  40,045    47,229  
Operating income (loss)  (5,845 )  (15,273 )
 Interest income (expense), net  (3,342 )  268  
Income (loss) before income taxes  (9,187 )  (15,005 )
 Income tax expense (benefit)  (10,282 )  528  
Net income (loss) $1,095   $(15,533 )
           
Income (loss) per common share:          
 Basic $0.03   $(0.40 )
 Diluted $0.03   $(0.40 )
           
Weighted average number of shares:          
 Basic  39,619    39,113  
 Diluted  40,140    39,113  
 
Veeco Instruments Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(in thousands)
 
      
  March 31, 2017  December 31, 2016
   (unaudited)    
Assets       
Current assets:       
 Cash and cash equivalents $423,661  $277,444
 Short-term investments  258,196   66,787
 Accounts receivable, net  51,433   58,020
 Inventories  64,697   77,063
 Deferred cost of sales  4,684   6,160
 Prepaid expenses and other current assets  19,777   16,034
  Total current assets  822,448   501,508
Property, plant and equipment, net  63,684   60,646
Intangible assets, net  55,511   58,378
Goodwill  114,908   114,908
Deferred income taxes  4,044   2,045
Other assets  21,047   21,047
  Total assets $1,081,642  $758,532
        
Liabilities and stockholders' equity       
Current liabilities:       
 Accounts payable $30,732  $22,607
 Accrued expenses and other current liabilities  28,480   33,201
 Customer deposits and deferred revenue  70,785   85,022
 Income taxes payable  2,441   2,311
 Current portion of long-term debt  375   368
  Total current liabilities  132,813   143,509
Deferred income taxes  14,063   13,199
Long-term debt  268,098   826
Other liabilities  1,652   6,403
  Total liabilities  416,626   163,937
        
  Total stockholders' equity  665,016   594,595
        
   Total liabilities and stockholders' equity $1,081,642  $758,532
  
Veeco Instruments Inc. and Subsidiaries  
Reconciliation of GAAP to Non-GAAP Financial Data  
(in thousands, except per share amounts)  
(unaudited)  
  
                     
       Non-GAAP Adjustments      
Three months ended
March 31, 2017
 GAAP   Share-based Compensation   Amortization  Other   Non-GAAP  
Net sales  $94,386              $94,386  
Gross profit   34,200   657      89    34,946  
Gross margin   36.2 %             37.0 %
Research and development   14,989   (429 )         14,560  
Selling, general, and administrative and Other   20,388   (3,100 )    (1,361 )  15,927  
Net income (loss)   1,095   4,186   2,867  (4,504 )  3,644  
                       
Income (loss) per common share:                      
 Basic  $0.03              $0.09  
 Diluted   0.03               0.09  
Weighted average number of shares:                      
 Basic   39,619               39,619  
 Diluted   40,140               40,140  
                       
  
Veeco Instruments Inc. and Subsidiaries  
Other Non-GAAP Adjustments  
(in thousands)  
(unaudited)  
Three months ended March 31, 2017     
 Asset impairment  463  
 Restructuring  1,338  
 Acquisition related  1,361  
 Accelerated depreciation  89  
 Non-cash interest expense  2,185  
 Non-GAAP tax adjustment *  (9,940 )
  Total Other  (4,504 )
      

* - The 'with or without' method is utilized to determine the income tax effect of all non-GAAP adjustments. Also included in the non-GAAP tax adjustment is the exclusion of a $4.9 million tax benefit associated with the Convertible Senior Notes, as well as a $4.9 million tax benefit associated with the reversal of a reserve for an uncertain tax position.

These 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 incremental transaction-related compensation.

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 adjusted EBITDA, 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.

  
Veeco Instruments Inc. and Subsidiaries  
Reconciliation of GAAP to Non-GAAP Financial Data  
(in thousands, except per share amounts)  
(unaudited)  
                     
       Non-GAAP Adjustments      
Three months ended
March 31, 2016
 GAAP   Share-based Compensation   Amortization  Other   Non-GAAP  
Net sales  $78,011              $78,011  
Gross profit   31,956   546           32,502  
Gross margin   41.0 %             41.7 %
Research and development   22,110   (1,099 )         21,011  
Selling, general, and administrative and Other   19,768   (2,743 )    (63 )  16,962  
Net income (loss)   (15,533 ) 4,388   5,251  163    (5,731 )
                       
Income (loss) per common share:                      
 Basic  $(0.40 )            $(0.15 )
 Diluted   (0.40 )             (0.15 )
Weighted average number of shares:                      
 Basic   39,113               39,113  
 Diluted   39,113               39,113  
                       
 
Veeco Instruments Inc. and Subsidiaries
Other Non-GAAP Adjustments
(in thousands)
(unaudited)
 
Three months ended March 31, 2016   
 Restructuring  100
 Acquisition Related  63
  Total Other  163
    

The 'with or without' method is utilized to determine the income tax effect of all non-GAAP adjustments.

These 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 incremental transaction-related compensation.

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 adjusted EBITDA, 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.

  
Veeco Instruments Inc. and Subsidiaries  
Reconciliation of GAAP Net Income (loss) to Adjusted EBITDA  
(in thousands)  
(unaudited)  
  Three months ended March 31,  
 
  2017   2016  
GAAP Net income (loss) $1,095   $(15,533 )
Share-based compensation  4,186    4,388  
Amortization  2,867    5,251  
Asset impairment  463    -  
Restructuring  1,338    100  
Acquisition related  1,361    63  
Accelerated depreciation  89    -  
Interest expense (income), net  3,342    (268 )
Depreciation  2,843    3,341  
Income tax expense (benefit)  (10,282 )  528  
Adjusted EBITDA $7,302   $(2,130 )
           
   

This table includes 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 incremental transaction-related compensation.

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 adjusted EBITDA, 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.

 
Veeco Instruments Inc. and Subsidiaries
Reconciliation of GAAP to Non-GAAP Financial Data
(in millions, except per share amounts)
(unaudited)
                  
        Non-GAAP Adjustments   
Guidance for the three months ended June 30, 2017  GAAP  Share-based Compensation  Amortization  Other  Non-GAAP
Net sales  $85 - $100           $85 - $100
                
Gross profit  32 - 39  1  -  -  33 - 40
 Gross margin  37% - 39%           38% - 40%
                
Net income (loss)  $(5) - $1  4  3  (4)  $(2) - $4
                
Income (loss) per diluted common share  $(0.14) - $0.02           $(0.05) - $0.09
 Weighted average number of shares  39 - 40           39 - 40
                
 
Veeco Instruments Inc. and Subsidiaries
Reconciliation of GAAP Net Income (loss) to Adjusted EBITDA
(in millions)
(unaudited)
    
Guidance for the three months ended June 30, 2017   
GAAP Net income (loss)  $(5) - $1
Share-based compensation  4 - 4
Amortization  3 - 3
Restructuring  2 - 2
Acquisition related  2 - 2
Interest expense, net  4 - 4
Depreciation  3 - 3
Income tax expense (benefit)  (9) - (9)
Adjusted EBITDA  $4 - $10
    

Note: Amounts may not calculate precisely due to rounding.

These 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 incremental transaction-related compensation.

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 adjusted EBITDA, 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.

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