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8-K - 8-K - ENTEGRIS INCentg-20200723.htm
EX-99.2 - EX-99.2 - ENTEGRIS INCentgq22020ex992.htm
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PRESS RELEASE

Bill Seymour
VP of Investor Relations
T + 1 952 556 1844
bill.seymour@entegris.com


Exhibit 99.1
FOR RELEASE AT 6:00 AM EST

ENTEGRIS REPORTS RESULTS FOR SECOND QUARTER OF 2020

Second-quarter revenue of $448.4 million, increased 18% from prior year
Second-quarter GAAP diluted EPS of $0.50, decreased 45%
Second-quarter Non-GAAP diluted EPS of $0.60, increased 54%


BILLERICA, Mass., July 23, 2020 - Entegris, Inc. (NASDAQ: ENTG), today reported its financial results for the Company’s second quarter ended June 27, 2020.
Second-quarter sales were $448.4 million, an increase of 18% from the same quarter last year. GAAP second-quarter net income was $68.0 million, or $0.50 per diluted share, which included $13.2 million of amortization of intangible assets and $2.0 million of severance and restructuring costs. Non-GAAP net income was $81.6 million and non-GAAP earnings per diluted share was $0.60.
Bertrand Loy, president and chief executive officer, said: “I am very pleased with our second quarter results, especially in light of the operational risks and business uncertainty we faced coming into the quarter related to the pandemic. This stronger than expected performance was particularly driven by accelerated demand of our leading-edge solutions.”
Mr. Loy added: “While risks related to the ongoing impact of the pandemic still exist, we are optimistic about our prospects for the rest of 2020. We expect to continue to significantly outperform the market, driven by additional product wins in advanced technology nodes. We feel confident that our disciplined execution and strong liquidity will allow us to navigate this period of uncertainty, while continuing to invest in the future.”

Quarterly Financial Results Summary
(in thousands, except percentages and per share data)
GAAP ResultsJune 27, 2020June 29, 2019March 28, 2020
Net sales$448,405$378,874$412,327
Operating income $94,712$54,909$80,744
Operating margin - as a % of net sales21.1 %14.5%  19.6%  
Net income$68,036$123,997$61,006
Diluted earnings per common share$0.50$0.91$0.45
Non-GAAP Results
Non-GAAP adjusted operating income$110,835$76,793$99,638
Non-GAAP adjusted operating margin - as a % of net sales24.7 %20.3 %24.2 %
Non-GAAP net income$81,581$53,432$75,571
Diluted non-GAAP earnings per common share$0.60$0.39$0.55

Third-Quarter Outlook
For the third quarter ending September 26, 2020, the Company expects sales of $450 million to $475 million, net income of $70 million to $78 million and diluted earnings per common share between $0.51 and $0.57. On a non-GAAP basis, diluted earnings per common share is expected to range from $0.60 to $0.66, which reflects net income on a non-GAAP basis in the range of $82 million to $90 million.








Segment Results
The Company reports its results in the following segments:
Specialty Chemicals and Engineered Materials (SCEM): SCEM provides high-performance and high-purity process chemistries, gases and materials, and safe and efficient delivery systems to support semiconductor and other advanced manufacturing processes.
Microcontamination Control (MC): MC offers solutions to filter and purify critical liquid chemistries and gases used in semiconductor manufacturing processes and other high-technology industries.
Advanced Materials Handling (AMH): AMH develops solutions to monitor, protect, transport, and deliver critical liquid chemistries, wafers, and substrates for a broad set of applications in the semiconductor industry and other high-technology industries.

Entegris’ 2020 Investor and Analyst Day
Entegris will be hosting an Investor and Analyst Day on November 17, 2020 in New York City (or virtually if necessary). More information on this event will be made available in the near future. If you have any questions please reach out to Bill Seymour, V.P. Investor Relations.

Second-Quarter Results Conference Call Details
Entegris will hold a conference call to discuss its results for the second quarter on Thursday, July 23, 2020, at 9:00 a.m. Eastern Time. Participants should dial 888-254-3590 or +1 323-994-2093, referencing confirmation code 4374647. Participants are asked to dial in 5 to 10 minutes prior to the start of the call. For a replay of the call, please Click Here using passcode 4374647.

The call can also be accessed live and on-demand from the Entegris website. Point your web browser to
http://investor.entegris.com/events.cfm and follow the link to the webcast. The on-demand playback will be available for six weeks after the conclusion of the teleconference.

Management’s slide presentation concerning the results for the second quarter, which may be referred to during the call, will be posted on the investor relations section of www.entegris.com Thursday morning before the call.

Entegris, Inc. - page 2 of 14





ABOUT ENTEGRIS
Entegris is a world-class supplier of advanced materials and process solutions for the semiconductor and other high-tech industries. Entegris is ISO 9001 certified and has manufacturing, customer service and/or research facilities in the United States, Canada, China, France, Germany, Israel, Japan, Malaysia, Singapore, South Korea and Taiwan. Additional information can be found at www.entegris.com.

Non-GAAP Information
The Company’s condensed consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States (GAAP). Adjusted EBITDA, Adjusted Gross Profit, Adjusted Segment Profit, and Adjusted Operating Income, together with related measures thereof, and non-GAAP net income, non-GAAP adjusted operating margin and diluted non-GAAP earnings per common share, are considered “Non-GAAP financial measures” under the rules and regulations of the Securities and Exchange Commission. The presentation of this financial information is not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP. The Company uses these non-GAAP financial measures for financial and operational decision-making, as a means to evaluate period-to-period comparisons, as well as comparisons to the Company’s competitors' operating results. Management believes that these non-GAAP financial measures provide meaningful supplemental information regarding the Company’s performance and liquidity by excluding certain items that may not be indicative of the Company’s recurring business operating results, such as amortization, depreciation and discrete cash charges that may vary significantly from period to period. The Company believes that both management and investors benefit from referring to these non-GAAP financial measures in assessing and understanding the Company’s results and performance and when planning, forecasting, and analyzing future periods. The Company believes these non-GAAP financial measures are useful to investors both because (1) they allow for greater transparency with respect to key metrics used by management in its financial and operational decision-making and (2) they are used by the Company’s institutional investors and the analyst community to help them analyze the Company’s business. The reconciliations of GAAP Gross Profit to Adjusted Gross Profit, GAAP Segment Profit to Adjusted Operating Income, GAAP Net Income to Adjusted Operating Income and Adjusted EBITDA, GAAP Net Income and Diluted Earnings per Common Share to Non-GAAP Net Income and Diluted Non-GAAP Earnings per Common Share and GAAP Outlook to Non-GAAP Outlook are included elsewhere in this release.

Forward-Looking Statements
This press release contains forward-looking statements. The words “believe,” “expect,” “anticipate,” “intend,” “estimate,” “forecast,” “project,” “should,” “may,” “will,” “would” or the negative thereof and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include statements related to future period guidance; future sales, net income, net income per diluted share, non-GAAP EPS, non-GAAP net income, expenses and other financial metrics; the Company’s performance relative to its markets, including the drivers of such performance; the impact, financial or otherwise, of any organizational changes; market and technology trends, including the expected impact of the Covid-19 pandemic; the development of new products and the success of their introductions; the Company's capital allocation strategy, which may be modified at any time for any reason, including share repurchases, dividends, debt repayments and potential acquisitions; the impact of the acquisitions the Company has made and commercial partnerships the Company has established; the Company’s ability to execute on its strategies; and other matters. These statements involve risks and uncertainties, and actual results may differ materially from those projected in the forward-looking statements. These risks and uncertainties include, but are not limited to, risks related to the Covid-19 pandemic on the global economy and financial markets, as well as on the Company, our customers and suppliers, which may impact our sales, gross margin, customer demand and our ability to supply our products to our customers; weakening of global and/or regional economic conditions, generally or specifically in the semiconductor industry, which could decrease the demand for the Company’s products and solutions; the Company’s ability to meet rapid demand shifts; the Company’s ability to continue technological innovation and introduce new products to meet customers' rapidly changing requirements; the Company’s concentrated customer base; the Company’s ability to identify, effect and integrate acquisitions, joint ventures or other transactions; the Company’s ability to effectively implement any organizational changes; the Company’s ability to protect and enforce intellectual property rights; operational, political and legal risks of the Company’s international operations; the Company’s dependence on sole source and limited source suppliers; the increasing complexity of certain manufacturing processes; raw material shortages, supply constraints and price increases; changes in government regulations of the countries in which the Company operates; fluctuation of currency exchange rates; fluctuations in the market price of the Company’s stock; the level of, and obligations associated with, the Company’s indebtedness; and other risk factors and additional information described in the Company’s
Entegris, Inc. - page 3 of 14





filings with the Securities and Exchange Commission, including under the heading “Risks Factors" in Item 1A of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019, filed on February 7, 2020, and in the Company’s other periodic filings. The Company assumes no obligation to update any forward-looking statements or information, which speak as of their respective dates.

Entegris, Inc. - page 4 of 14





Entegris, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations
(In thousands, except per share data)
(Unaudited)
Three months ended
 June 27, 2020June 29, 2019March 28, 2020
Net sales$448,405$378,874$412,327
Cost of sales241,033212,600226,849
Gross profit207,372166,274185,478
Selling, general and administrative expenses66,87264,15058,891
Engineering, research and development expenses32,57230,62429,632
Amortization of intangible assets13,21616,59116,211
Operating income94,71254,90980,744
Interest expense, net12,7929,69210,238
Other (income) expense, net(477)(122,015)878
Income before income tax expense82,397167,23269,628
Income tax expense14,36143,2358,622
Net income$68,036$123,997$61,006
Basic earnings per common share:$0.51$0.92$0.45
Diluted earnings per common share:$0.50$0.91$0.45
Weighted average shares outstanding:
Basic134,700135,378134,745
Diluted136,007136,581136,369

Entegris, Inc. - page 5 of 14





Entegris, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations
(In thousands, except per share data)
(Unaudited)
Six months ended
 June 27, 2020June 29, 2019
Net sales$860,732$769,921
Cost of sales467,882426,254
Gross profit392,850343,667
Selling, general and administrative expenses125,763146,404
Engineering, research and development expenses62,20459,615
Amortization of intangible assets29,42735,248
Operating income175,456102,400
Interest expense, net23,03019,351
Other expense (income), net401(122,263)
Income before income tax expense152,025205,312
Income tax expense22,98348,657
Net income$129,042$156,655
Basic earnings per common share:$0.96$1.16
Diluted earnings per common share:$0.95$1.15
Weighted average shares outstanding:
Basic134,722135,338
Diluted136,188136,637

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Entegris, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(In thousands)
(Unaudited)
June 27, 2020December 31, 2019
ASSETS
Current assets:
Cash and cash equivalents $532,667$351,911
Trade accounts and notes receivable, net275,557234,409
Inventories, net332,885287,098
Deferred tax charges and refundable income taxes20,29124,552
Other current assets 27,44734,427
Total current assets1,188,847932,397
Property, plant and equipment, net475,202479,544
Other assets:
Right-of-use assets47,91150,160
Goodwill725,678695,044
Intangible assets, net342,258333,952
Deferred tax assets and other noncurrent tax assets11,77211,245
Other12,37213,744
Total assets$2,804,040$2,516,086
LIABILITIES AND EQUITY
Current liabilities
Long-term debt, current maturities$—$4,000
Accounts payable80,35984,207
Accrued liabilities133,117150,118
Income tax payable24,47926,108
Total current liabilities237,955264,433
Long-term debt, excluding current maturities 1,183,992932,484
Long-term lease liability41,70443,827
Other liabilities108,600109,453
Shareholders’ equity1,231,7891,165,889
   Total liabilities and equity$2,804,040$2,516,086

Entegris, Inc. - page 7 of 14





Entegris, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)

Three months endedSix months ended
June 27, 2020June 29, 2019June 27, 2020June 29, 2019
Operating activities:
Net income$68,036$123,997$129,042$156,655
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation 20,63918,59641,28735,317
Amortization13,21616,59129,42735,248
Stock-based compensation expense5,6554,93610,6499,589
Other7,33244612,8956,140
Changes in operating assets and liabilities, net of effects of acquisitions:
Trade accounts and notes receivable1,90814,545(42,087)5,436
Inventories(37,157)5,840(55,362)3,709
Accounts payable and accrued liabilities43,663(7,688)5,643(52,707)
Income taxes payable, refundable income taxes and noncurrent taxes payable4,63758,2644,41215,391
Other2,092(4,626)5,51813,585
Net cash provided by operating activities130,021230,901141,424228,363
Investing activities:
Acquisition of property and equipment(24,288)(25,636)(46,873)(60,101)
Acquisition of business, net of cash acquired(15)522(75,645)(49,267)
Other206211197
Net cash used in investing activities(24,097)(25,114)(122,307)(109,171)
Financing activities:
Proceeds from short-term borrowings and long-term debt400,000617,000
Payments of long-term debt(293,000)(1,000)(368,000)(2,000)
Payments for dividends(10,805)(9,494)(21,652)(18,964)
Issuance of common stock1,1981,749917
Taxes paid related to net share settlement of equity awards(1,280)(574)(12,720)(8,301)
Repurchase and retirement of common stock(15,000)(29,564)(50,321)
Deferred acquisition payments(16,125)
Other(3,965)(247)(6,855)(497)
Net cash provided by (used in) financing activities92,148(26,315)163,833(79,166)
Effect of exchange rate changes on cash and cash equivalents(482)(450)(2,194)(706)
Increase in cash and cash equivalents197,590179,022180,75639,320
Cash and cash equivalents at beginning of period335,077342,360351,911482,062
Cash and cash equivalents at end of period$532,667$521,382$532,667$521,382

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Entegris, Inc. and Subsidiaries
Segment Information
(In thousands)
(Unaudited)

Three months endedSix months ended
Net salesJune 27, 2020June 29, 2019March 28, 2020June 27, 2020June 29, 2019
Specialty Chemicals and Engineered Materials$146,213$127,552$144,214$290,427$252,022
Microcontamination Control183,758150,185159,261343,019307,891
Advanced Materials Handling126,434107,515116,137242,571223,579
Inter-segment elimination(8,000)(6,378)(7,285)(15,285)(13,571)
Total net sales$448,405$378,874$412,327$860,732$769,921

Three months endedSix months ended
Segment profitJune 27, 2020June 29, 2019March 28, 2020June 27, 2020June 29, 2019
Specialty Chemicals and Engineered Materials$32,938$24,000$32,670$65,608$48,431
Microcontamination Control62,13743,12650,167112,30490,449
Advanced Materials Handling22,80915,04320,63243,44137,410
Total segment profit 117,88482,169103,469221,353176,290
Amortization of intangibles 13,21616,59116,21129,42735,248
Unallocated expenses9,95610,6696,51416,47038,642
Total operating income$94,712$54,909$80,744$175,456$102,400


Entegris, Inc. - page 9 of 14





Entegris, Inc. and Subsidiaries
Reconciliation of GAAP Gross Profit to Adjusted Gross Profit
(In thousands)
(Unaudited)
Three months endedSix months ended
June 27, 2020June 29, 2019March 28, 2020June 27, 2020June 29, 2019
Net sales$448,405$378,874$412,327$860,732$769,921
Gross profit-GAAP$207,372$166,274$185,478$392,850$343,667
Adjustments to gross profit:
Integration costs(1,557)(1,557)
Severance and restructuring costs465465358
Charge for fair value mark-up of acquired inventory sold6953613612,850
Adjusted gross profit$206,280$166,969$185,839$392,119$346,875
Gross margin - as a % of net sales46.2 %43.9 %45.0 %45.6 %44.6 %
Adjusted gross margin - as a % of net sales46.0 %44.1 %45.1 %45.6 %45.1 %

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Entegris, Inc. and Subsidiaries
Reconciliation of GAAP Segment Profit to Adjusted Operating Income
(In thousands)
(Unaudited)

Three months endedSix months ended
Segment profit-GAAPJune 27, 2020June 29, 2019March 28, 2020June 27, 2020June 29, 2019
Specialty Chemicals and Engineered Materials (SCEM)$32,938$24,000$32,670$65,608$48,431
Microcontamination Control (MC)62,13743,12650,167112,30490,449
Advanced Materials Handling (AMH)22,80915,04320,63243,44137,410
Total segment profit117,88482,169103,469221,353176,290
Amortization of intangible assets13,21616,59116,21129,42735,248
Unallocated expenses9,95610,6696,51416,47038,642
    Total operating income$94,712$54,909$80,744$175,456$102,400

Three months endedSix months ended
Adjusted segment profitJune 27, 2020June 29, 2019March 28, 2020June 27, 2020June 29, 2019
SCEM segment profit$32,938$24,000$32,670$65,608$48,431
Integration costs(1,557)(1,557)
Severance and restructuring costs455174629519
Charge for fair value write-up of acquired inventory sold695235235815
SCEM adjusted segment profit$31,836$24,695$33,079$64,915$49,765
MC segment profit$62,137$43,126$50,167$112,304$90,449
Severance and restructuring costs494190684724
Charge for fair value write-up of acquired inventory sold1261262,035
MC adjusted segment profit$62,631$43,126$50,483$113,114$93,208
AMH segment profit$22,809$15,043$20,632$43,441$37,410
Severance and restructuring costs814135949578
AMH adjusted segment profit$23,623$15,043$20,767$44,390$37,988
Unallocated general and administrative expenses$9,956$10,669$6,514$16,470$38,642
Unallocated deal and integration costs(2,415)(2,428)(1,479)(3,894)(24,484)
Unallocated severance and restructuring costs(286)(2,170)(344)(630)(2,170)
Adjusted unallocated general and administrative expenses$7,255$6,071$4,691$11,946$11,988
Total adjusted segment profit$118,090$82,864$104,329$222,419$180,961
Adjusted amortization of intangible assets
Adjusted unallocated general and administrative expenses7,2556,0714,69111,94611,988
    Total adjusted operating income$110,835$76,793$99,638$210,473$168,973

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Entegris, Inc. and Subsidiaries
Reconciliation of GAAP Net Income to Adjusted Operating Income and Adjusted EBITDA
(In thousands)
(Unaudited)

Three months endedSix months ended
June 27, 2020June 29, 2019March 28, 2020June 27, 2020June 29, 2019
Net sales$448,405$378,874$412,327$860,732$769,921
Net income$68,036$123,997$61,006$129,042$156,655
Net income - as a % of net sales15.2 %32.7 %14.8 %15.0 %20.3 %
Adjustments to net income:
Income tax expense14,36143,2358,62222,98348,657
Interest expense, net12,7929,69210,23823,03019,351
Other (income) expense, net(477)(122,015)878401(122,263)
GAAP - Operating income94,71254,90980,744175,456102,400
Operating margin - as a % of net sales21.1 %14.5 %19.6 %20.4 %13.3 %
Charge for fair value write-up of acquired inventory sold6953613612,850
Deal and transaction costs5031,1641,4311,93420,300
Integration costs3551,264484034,184
Severance and restructuring costs2,0492,1708432,8923,991
Amortization of intangible assets13,21616,59116,21129,42735,248
Adjusted operating income110,83576,79399,638210,473168,973
Adjusted operating margin - as a % of net sales24.7 %20.3 %24.2 %24.5 %21.9 %
Depreciation20,63918,59620,64841,28735,317
Adjusted EBITDA$131,474$95,389$120,286$251,760$204,290
Adjusted EBITDA - as a % of net sales29.3 %25.2 %29.2 %29.2 %26.5 %

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Entegris, Inc. and Subsidiaries
Reconciliation of GAAP Net Income and Diluted Earnings per Common Share to Non-GAAP Net Income and Diluted Non-GAAP Earnings per Common Share
(In thousands, except per share data)
(Unaudited)
Three months endedSix months ended
June 27, 2020June 29, 2019March 28, 2020June 27, 2020June 29, 2019
GAAP net income$68,036$123,997$61,006$129,042$156,655
Adjustments to net income:
Charge for fair value write-up of inventory acquired6953613612,850
Deal and transaction costs5031,1641,4311,93420,711
Integration costs3551,264484034,184
Severance and restructuring costs2,0492,1708432,8923,991
Loss on debt extinguishment and modification1,4701,470
Versum termination fee, net(122,000)(122,000)
Amortization of intangible assets13,21616,59116,21129,42735,248
Tax effect of legal entity restructuring9,3989,398
Tax effect of adjustments to net income and discrete items1
(4,048)20,153(4,329)(8,377)10,289
Non-GAAP net income$81,581$53,432$75,571$157,152$121,326
Diluted earnings per common share$0.50$0.91$0.45$0.95$1.15
Effect of adjustments to net income $0.10$(0.52)$0.11$0.21$(0.26)
Diluted non-GAAP earnings per common share$0.60$0.39$0.55$1.15$0.89
1The tax effect of pre-tax adjustments to net income was calculated using the applicable marginal tax rate during the respective years.
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Entegris, Inc. and Subsidiaries
Reconciliation of GAAP Outlook to Non-GAAP Outlook
(In millions, except per share data)
(Unaudited)
Third-Quarter Outlook
Reconciliation GAAP net income to non-GAAP net incomeSeptember 26, 2020
GAAP net income$70 - $78
Adjustments to net income:
Restructuring and integration costs 
Amortization of intangible assets12  
Income tax effect(3) 
Non-GAAP net income$82 - $90

Third-Quarter Outlook
Reconciliation GAAP diluted earnings per share to non-GAAP diluted earnings per shareSeptember 26, 2020
Diluted earnings per common share$0.51 - $0.57
Adjustments to diluted earnings per common share:
Restructuring and integration costs0.03  
Amortization of intangible assets0.09  
Income tax effect(0.03) 
Diluted non-GAAP earnings per common share$0.60 to $0.66

### END ###

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