entg-20210427
0001101302ENTEGRIS INCfalse00011013022021-04-272021-04-27


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 ________________________________________
FORM 8-K
________________________________________ 
 
 CURRENT REPORT
PURSUANT TO SECTIONS 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported) April 27, 2021
entg-20210427_g1.jpg
_______________________________________
 Entegris, Inc.
(Exact name of registrant as specified in its charter)
 _______________________________________

Delaware001-32598 41-1941551
(State or Other Jurisdiction of Incorporation)(Commission File Number) (I.R.S. Employer Identification No.)

129 Concord Road,Billerica,MA 01821
(Address of principal executive offices) (Zip Code)
(978) 436-6500
(Registrant’s telephone number, including area code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
___________________________________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, $0.01 par value per shareENTGThe Nasdaq Stock Market LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.



Item 2.02.    Results of Operations and Financial Condition.
On April 27, 2021, Entegris, Inc. issued a press release to announce results for the first quarter of 2021 and will hold a conference call to discuss such results. A copy of this press release and the supplemental slides to which management will refer during the conference call are attached hereto as Exhibit 99.1 and Exhibit 99.2, respectively, and are incorporated herein by reference.
In accordance with General Instructions B.2 of Form 8-K, the information in this Item 2.02 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing. The information set forth herein will not be deemed an admission as to the materiality of any information required to be disclosed solely to satisfy the requirements of Regulation FD.
Item 9.01.    Financial Statements and Exhibits.
        (d) Exhibits
EXHIBIT INDEX
Exhibit
No.
 Description
99.1 
99.2 
101.INS  XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCHXBRL Taxonomy Extension Schema Document
101.CALXBRL Taxonomy Extension Calculation Linkbase Document
101.DEFXBRL Taxonomy Extension Definition Linkbase Document
101.LABXBRL Taxonomy Extension Label Linkbase Document
101.PREXBRL Taxonomy Extension Presentation Linkbase Document
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
 




SIGNATURE

    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
ENTEGRIS, INC.
Dated: April 27, 2021By:/s/ Gregory B. Graves
Name:Gregory B. Graves
Title:Executive Vice President and Chief Financial Officer


entegrislogoq420191a.gif
PRESS RELEASE

Bill Seymour
VP of Investor Relations
T + 1 952 556 1844


Exhibit 99.1
FOR RELEASE AT 6:00 AM EDT

ENTEGRIS REPORTS RESULTS FOR FIRST QUARTER OF 2021

First-quarter revenue of $513 million, increased 24% from prior year
First-quarter GAAP diluted EPS of $0.62, increased 38%
First-quarter Non-GAAP diluted EPS of $0.70, increased 27%



BILLERICA, Mass., April 27, 2021 - Entegris, Inc. (NASDAQ: ENTG), today reported its financial results for the Company’s first quarter ended April 3, 2021.
First-quarter sales were $512.8 million, an increase of 24% from the same quarter last year. First-quarter GAAP net income was $84.7 million, or $0.62 per diluted share, which included $11.9 million of amortization of intangible assets and $2.0 million of integration costs. Non-GAAP net income was $95.5 million for the first-quarter and non-GAAP earnings per diluted share was $0.70.
Bertrand Loy, Entegris’ president and chief executive officer, said: “First quarter revenue growth was primarily driven by accelerating industry conditions and strong demand for our leading-edge solutions, especially in liquid filtration, advanced deposition materials and specialty coatings. We also continued to have strong demand for our Aramus high purity bags, which are used for the distribution and storage of the Covid-19 vaccine and other biologics.”
Mr. Loy added: “The semiconductor market looks very healthy across all customer segments, bolstered by a robust global GDP outlook and strong overall chip demand, driven by accelerated digitalization, 5G and high-performance computing. In addition, more wafers are being produced at the more advanced nodes where we enjoy greater Entegris content per wafer. Consequently, our outlook for the full year 2021 has improved significantly, and our teams are intensely focused on meeting the record level of demand for our products.”

Quarterly Financial Results Summary
(in thousands, except percentages and per share data)
GAAP ResultsApril 03, 2021March 28, 2020December 31, 2020
Net sales$512,844$412,327$517,594
Operating income $113,978$80,744$113,228
Operating margin - as a % of net sales22.2 %19.6 %21.9 %
Net income$84,676$61,006$86,624
Diluted earnings per common share$0.62$0.45$0.63
Non-GAAP Results
Non-GAAP adjusted operating income$128,036$99,638$126,945
Non-GAAP adjusted operating margin - as a % of net sales25.0 %24.2 %24.5 %
Non-GAAP net income$95,513$75,571$97,123
Diluted non-GAAP earnings per common share$0.70$0.55$0.71

Second-Quarter Outlook
For the second quarter ending July 3, 2021, the Company expects sales of $530 million to $545 million, net income of $77 million to $84 million and diluted earnings per common share between $0.56 and $0.61. On a non-GAAP basis, the company expects diluted earnings per common share to range from $0.77 to $0.82, reflecting net income on a non-GAAP basis in the range of $106 million to $113 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 other substrates for a broad set of applications in the semiconductor industry, life sciences and other high-technology industries.

First-Quarter Results Conference Call Details
Entegris will hold a conference call to discuss its results for the first quarter on Tuesday, April 27, 2021, at 9:00 a.m. Eastern Time. Participants should dial 800-437-2398 or +1 323-289-6576, referencing confirmation code 3813181. 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 3813181.

The call can also be accessed live and on-demand from the Entegris website. Go to
https://investor.entegris.com/events-and-presentations 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 first quarter, which may be referred to during the call, will be posted on the Investor Relations section of www.entegris.com Tuesday morning before the call.

Entegris, Inc. - page 2 of 13





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, adjusted operating income, non-GAAP net income, non-GAAP adjusted operating margin and diluted non-GAAP earnings per common share, together with related measures thereof, 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 provides supplemental non-GAAP financial measures to better understand and manage its business and believes these measures provide investors and analysts additional and meaningful information for the assessment of the Company’s ongoing results. Management also uses these non-GAAP measures to assist in the evaluation of the performance of its business segments and to make operating decisions. Management believes that the Company’s non-GAAP measures help indicate the Company’s baseline performance before certain gains, losses or other charges that may not be indicative of the Company’s business or future outlook, and that non-GAAP measures offer a more consistent view of business performance. The Company believes the non-GAAP measures aid investors’ overall understanding of the Company’s results by providing a higher degree of transparency for such items and providing a level of disclosure that will help investors generally understand how management plans, measures and evaluates the Company’s business performance. Management believes that the inclusion of non-GAAP measures provides greater consistency in its financial reporting and facilitates investors’ understanding of the Company’s historical operating trends by providing an additional basis for comparisons to prior periods. 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, complete 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 13





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, 2020, filed on February 5, 2021, 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 13





Entegris, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations
(In thousands, except per share data)
(Unaudited)
Three months ended
 April 3, 2021March 28, 2020December 31, 2020
Net sales$512,844$412,327$517,594
Cost of sales277,858226,849286,722
Gross profit234,986185,478230,872
Selling, general and administrative expenses71,38958,89168,170
Engineering, research and development expenses37,74829,63237,558
Amortization of intangible assets11,87116,21111,916
Operating income113,97880,744113,228
Interest expense, net11,58110,23812,133
Other expense (income), net4,330878(5,305)
Income before income tax expense98,06769,628106,400
Income tax expense13,3918,62219,776
Net income$84,676$61,006$86,624
Basic earnings per common share:$0.63$0.45$0.64
Diluted earnings per common share:$0.62$0.45$0.63
Weighted average shares outstanding:
Basic135,068134,745134,945
Diluted136,502136,369136,438

Entegris, Inc. - page 5 of 13





Entegris, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(In thousands)
(Unaudited)
April 3, 2021December 31, 2020
ASSETS
Current assets:
Cash and cash equivalents $548,520$580,893
Trade accounts and notes receivable, net282,649264,392
Inventories, net358,819323,944
Deferred tax charges and refundable income taxes20,22721,136
Other current assets 34,39143,892
Total current assets1,244,6061,234,257
Property, plant and equipment, net542,605525,367
Other assets:
Right-of-use assets48,05745,924
Goodwill747,518748,037
Intangible assets, net325,454337,632
Deferred tax assets and other noncurrent tax assets14,68414,519
Other10,61511,960
Total assets$2,933,539$2,917,696
LIABILITIES AND EQUITY
Current liabilities
Accounts payable$93,045$81,618
Accrued liabilities131,535177,012
Income tax payable41,69143,996
Total current liabilities266,271302,626
Long-term debt, excluding current maturities 1,086,1861,085,783
Long-term lease liability42,95339,730
Other liabilities109,796110,063
Shareholders’ equity1,428,3331,379,494
   Total liabilities and equity$2,933,539$2,917,696

Entegris, Inc. - page 6 of 13





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

Three months ended
April 3, 2021March 28, 2020
Operating activities:
Net income$84,676$61,006
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation 22,09520,648
Amortization11,87116,211
Stock-based compensation expense7,1384,994
Other8,1665,563
Changes in operating assets and liabilities, net of effects of acquisitions:
Trade accounts and notes receivable(21,564)(43,995)
Inventories(39,337)(18,205)
Accounts payable and accrued liabilities(28,591)(38,020)
Income taxes payable, refundable income taxes and noncurrent taxes payable(3,588)(225)
Other12,2493,426
Net cash provided by operating activities53,11511,403
Investing activities:
Acquisition of property and equipment(43,330)(22,585)
Acquisition of business, net of cash acquired(75,630)
Other725
Net cash used in investing activities(43,258)(98,210)
Financing activities:
Proceeds from short-term borrowings and long-term debt217,000
Payments of short-term borrowings and long-term debt(75,000)
Payments for dividends(10,908)(10,847)
Issuance of common stock1,572551
Taxes paid related to net share settlement of equity awards(15,038)(11,440)
Repurchase and retirement of common stock(15,000)(29,564)
Deferred acquisition payments(16,125)
Other(1)(2,890)
Net cash (used in) provided by financing activities(39,375)71,685
Effect of exchange rate changes on cash and cash equivalents(2,855)(1,712)
Decrease in cash and cash equivalents(32,373)(16,834)
Cash and cash equivalents at beginning of period580,893351,911
Cash and cash equivalents at end of period$548,520$335,077

Entegris, Inc. - page 7 of 13





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

Three months ended
Net salesApril 3, 2021March 28, 2020December 31, 2020
Specialty Chemicals and Engineered Materials$166,541$144,214$168,625
Microcontamination Control207,099159,261205,626
Advanced Materials Handling148,541116,137151,741
Inter-segment elimination(9,337)(7,285)(8,398)
Total net sales$512,844$412,327$517,594

Three months ended
Segment profitApril 3, 2021March 28, 2020December 31, 2020
Specialty Chemicals and Engineered Materials$34,556$32,670$29,761
Microcontamination Control70,56650,16771,691
Advanced Materials Handling32,09520,63234,321
Total segment profit 137,217103,469135,773
Amortization of intangibles 11,87116,21111,916
Unallocated expenses11,3686,51410,629
Total operating income$113,978$80,744$113,228


Entegris, Inc. - page 8 of 13





Entegris, Inc. and Subsidiaries
Reconciliation of GAAP Gross Profit to Adjusted Gross Profit
(In thousands)
(Unaudited)
Three months ended
April 3, 2021March 28, 2020December 31, 2020
Net sales$512,844$412,327$517,594
Gross profit-GAAP$234,986$185,478$230,872
Adjustments to gross profit:
Charge for fair value mark-up of acquired inventory sold361
Adjusted gross profit$234,986$185,839$230,872
Gross margin - as a % of net sales45.8 %45.0 %44.6 %
Adjusted gross margin - as a % of net sales45.8 %45.1 %44.6 %

Entegris, Inc. - page 9 of 13





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

Three months ended
Segment profit-GAAPApril 3, 2021March 28, 2020December 31, 2020
Specialty Chemicals and Engineered Materials (SCEM)$34,556$32,670$29,761
Microcontamination Control (MC)70,56650,16771,691
Advanced Materials Handling (AMH)32,09520,63234,321
Total segment profit137,217103,469135,773
Amortization of intangible assets11,87116,21111,916
Unallocated expenses11,3686,51410,629
    Total operating income$113,978$80,744$113,228

Three months ended
Adjusted segment profitApril 3, 2021March 28, 2020December 31, 2020
SCEM segment profit$34,556$32,670$29,761
Severance and restructuring costs47174155
Charge for fair value write-up of acquired inventory sold235
SCEM adjusted segment profit$34,603$33,079$29,916
MC segment profit$70,566$50,167$71,691
Severance and restructuring costs51190167
Charge for fair value write-up of acquired inventory sold126
MC adjusted segment profit$70,617$50,483$71,858
AMH segment profit$32,095$20,632$34,321
Severance and restructuring costs37135121
AMH adjusted segment profit$32,132$20,767$34,442
Unallocated general and administrative expenses$11,368$6,514$10,629
Unallocated deal and integration costs(2,044)(1,479)(1,300)
Unallocated severance and restructuring costs(8)(344)(58)
Adjusted unallocated general and administrative expenses$9,316$4,691$9,271
Total adjusted segment profit$137,352$104,329$136,216
Adjusted amortization of intangible assets
Adjusted unallocated general and administrative expenses9,3164,6919,271
    Total adjusted operating income$128,036$99,638$126,945

Entegris, Inc. - page 10 of 13





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

Three months ended
April 3, 2021March 28, 2020December 31, 2020
Net sales$512,844$412,327$517,594
Net income$84,676$61,006$86,624
Net income - as a % of net sales16.5 %14.8 %16.7 %
Adjustments to net income:
Income tax expense13,3918,62219,776
Interest expense, net11,58110,23812,133
Other expense (income), net4,330878(5,305)
GAAP - Operating income113,97880,744113,228
Operating margin - as a % of net sales22.2 %19.6 %21.9 %
Charge for fair value write-up of acquired inventory sold361
Deal and transaction costs1,431
Integration costs2,044481,300
Severance and restructuring costs143843501
Amortization of intangible assets11,87116,21111,916
Adjusted operating income128,03699,638126,945
Adjusted operating margin - as a % of net sales25.0 %24.2 %24.5 %
Depreciation22,09520,64821,366
Adjusted EBITDA$150,131$120,286$148,311
Adjusted EBITDA - as a % of net sales29.3 %29.2 %28.7 %

Entegris, Inc. - page 11 of 13





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 ended
April 3, 2021March 28, 2020December 31, 2020
GAAP net income$84,676$61,006$86,624
Adjustments to net income:
Charge for fair value write-up of inventory acquired361
Deal and transaction costs1,431
Integration costs2,044481,300
Severance and restructuring costs143843501
Amortization of intangible assets11,87116,21111,916
Tax effect of adjustments to net income and discrete items1
(3,221)(4,329)(3,218)
Non-GAAP net income$95,513$75,571$97,123
Diluted earnings per common share$0.62$0.45$0.63
Effect of adjustments to net income $0.08$0.11$0.08
Diluted non-GAAP earnings per common share$0.70$0.55$0.71
1The tax effect of pre-tax adjustments to net income was calculated using the applicable marginal tax rate during the respective years.
Entegris, Inc. - page 12 of 13





Entegris, Inc. and Subsidiaries
Reconciliation of GAAP Outlook to Non-GAAP Outlook
(In millions, except per share data)
(Unaudited)
Second-Quarter Outlook
Reconciliation GAAP net income to non-GAAP net incomeJuly 3, 2021
GAAP net income$77 - $84
Adjustments to net income:
Restructuring and integration costs
Amortization of intangible assets12 
Loss on extinguishment of debt23 
Income tax effect(8)
Non-GAAP net income$106 - $113

Second-Quarter Outlook
Reconciliation GAAP diluted earnings per share to non-GAAP diluted earnings per shareJuly 3, 2021
Diluted earnings per common share$0.56 - $0.61
Adjustments to diluted earnings per common share:
Restructuring and integration costs0.01 
Amortization of intangible assets0.09 
Loss on extinguishment of debt0.17 
Income tax effect(0.06)
Diluted non-GAAP earnings per common share$0.77 - $0.82

### END ###

Entegris, Inc. - page 13 of 13
Earnings Summary April 27, 2021 First Quarter 2021 Exhibit 99.2


 
This presentation 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 net revenue, operating expenses, net income, diluted earnings per common share, non-GAAP operating expenses, non-GAAP net income, diluted non-GAAP earnings per common share, and other financial metrics; future repayments under the Company's credit facilities; 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, complete 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 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, 2020, filed with the Securities and Exchange Commission on February 5, 2021, 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. This presentation contains references to “Adjusted EBITDA,” “Adjusted EBITDA – as a % of Net Sales,” “Adjusted Operating Income,” “Adjusted Operating Margin,” “Adjusted Gross Profit,” “Adjusted Gross Margin – as a % of Net Sales,” “Adjusted Segment Profit,” “Adjusted Segment Profit Margin,” “Non-GAAP Operating Expenses,” "Non-GAAP Tax Rate," “Non-GAAP Net Income,” “Diluted Non-GAAP Earnings per Common Share” and "Free Cash Flow" that are not presented in accordance GAAP. The non-GAAP financial measures should not be considered in isolation or as a substitute for GAAP financial measures but should instead be read in conjunction with the GAAP financial measures. Further information with respect to and reconciliations of such measures to the most directly comparable GAAP financial measure can be found attached to this presentation. 2 Safe Harbor


 
+24% 1$513M REVENUE +41%$114M OPERATING INCOME +38% $0.70 DILUTED NON-GAAP EPS 2 +260 bps22.2% 3 OPERATING MARGIN 1. All growth data on this slide is year-on-year. 2. See appendix for GAAP to Non-GAAP reconciliations. 3. As a % of net sales. 3 $0.62 DILUTED GAAP EPS +27% First Quarter 2021 Financial Summary $128M ADJUSTED OPERATING INCOME 2 +29% 25.0% 3 ADJUSTED OPERATING MARGIN 2 +80 bps


 
4 $ in millions, except per share data 1Q21 1Q21 Guidance 4Q20 1Q20 1Q21 over 1Q20 1Q21 over 4Q20 Net Revenue $512.8 $510 - $525 $517.6 $412.3 24.4% (0.9%) Gross Margin 45.8% 44.6% 45.0% Operating Expenses $121.0 $118 - $120 $117.6 $104.7 15.6% 2.9% Operating Income $114.0 $113.2 $80.7 41.3% 0.7% Operating Margin 22.2% 21.9% 19.6% Tax Rate 13.7% 18.6% 12.4% Net Income $84.7 $83 - $90 $86.6 $61.0 38.9% (2.2%) Diluted Earnings Per Common Share $0.62 $0.61 - $0.66 $0.63 $0.45 37.8% (1.6%) Summary – Consolidated Statement of Operations (GAAP)


 
5 $ in millions, except per share data 1Q21 1Q21 Guidance 4Q20 1Q20 1Q21 over 1Q20 1Q21 over 4Q20 Net Revenue $512.8 $510 - $525 $517.6 $412.3 24.4% (0.9%) Adjusted Gross Margin – as a % of Net Sales2 45.8% 44.6% 45.1% Non-GAAP Operating Expenses3 $107.0 $104 - $106 $103.9 $86.2 24.1% 3.0% Adjusted Operating Income $128.0 $126.9 $99.6 28.5% 0.9% Adjusted Operating Margin 25.0% 24.5% 24.2% Non-GAAP Tax Rate4 14.8% 19.1% 14.6% Non-GAAP Net Income5 $95.5 $94 - $101 $97.1 $75.6 26.3% (1.6%) Diluted Non-GAAP Earnings Per Common Share $0.70 $0.69 - $0.74 $0.71 $0.55 27.3% (1.4%) Summary – Consolidated Statement of Operations (Non-GAAP)1 1. See GAAP to Non-GAAP reconciliation tables in the appendix of this presentation. 2. Excludes charges for fair value write-up of acquired inventory sold. 3. Excludes amortization expense, deal and transaction costs, integration costs and severance and restructuring costs. 4. Reflects the tax effect of non-GAAP adjustments and discrete tax items to GAAP taxes. 5. Excludes the items noted in footnotes 2 and 3 and the tax effect of non-GAAP adjustments .


 
6 1. See GAAP to Non-GAAP reconciliation tables in the appendix of this presentation. Sales growth (YOY): primarily driven by advanced deposition materials, cleaning chemistries, specialty gases and advanced coatings. –––––– Adj. segment profit margin (SEQ): increase in operating margin was primarily related to improvement in gross margin. $ in millions 1Q21 4Q20 1Q20 1Q21 over 1Q20 1Q21 over 4Q20 Net Revenue $166.5 $168.6 $144.2 15.5% (1.2%) Segment Profit $34.6 $29.8 $32.7 5.8% 16.1% Segment Profit Margin 20.7% 17.6% 22.7% Adj. Segment Profit1 $34.6 $29.9 $33.1 4.6% 15.7% Adj. Segment Profit Margin1 20.8% 17.7% 22.9% Specialty Chemicals and Engineered Materials (SCEM) 1Q21 Highlights


 
7 1. See GAAP to Non-GAAP reconciliation tables in the appendix of this presentation. Microcontamination Control (MC) 1Q21 Highlights $ in millions 1Q21 4Q20 1Q20 1Q21 over 1Q20 1Q21 over 4Q20 Net Revenue $207.1 $205.6 $159.3 30.0% 0.7% Segment Profit $70.6 $71.7 $50.2 40.7% (1.6%) Segment Profit Margin 34.1% 34.9% 31.5% Adj. Segment Profit1 $70.6 $71.9 $50.5 39.9% (1.7%) Adj. Segment Profit Margin1 34.1% 34.9% 31.7% Sales growth (YOY): primarily driven by liquid filtration and gas purification. Gas filtration had best quarter in years.


 
8 1. See GAAP to Non-GAAP reconciliation tables in the appendix of this presentation. Advanced Materials Handling (AMH) 1Q21 Highlights $ in millions 1Q21 4Q20 1Q20 1Q21 over 1Q20 1Q21 over 4Q20 Net Revenue $148.5 $151.7 $116.1 27.9% (2.1%) Segment Profit $32.1 $34.3 $20.6 55.6% (6.5%) Segment Profit Margin 21.6% 22.6% 17.8% Adj. Segment Profit1 $32.1 $34.4 $20.8 54.7% (6.7%) Adj. Segment Profit Margin1 21.6% 22.7% 17.9% Sales increase (YOY): primarily driven by growth across all major product platforms, strong sales of our Aramus high purity bags and the impact of the GMTI acquisition. –––––– Adj. segment profit margin (YOY): increase in operating margin was driven by the higher sales volume and solid cost management.


 
9 $ in millions 1Q21 4Q20 1Q20 $ Amount % Total $ Amount % Total $ Amount % Total Cash & Cash Equivalents $548.5 18.7% $580.9 19.9% $335.1 12.9% Accounts Receivable, net $282.6 9.6% $264.4 9.1% $277.8 10.7% Inventories $358.8 12.2% $323.9 11.1% $300.7 11.6% Net PP&E $542.6 18.5% $525.4 18.0% $474.8 18.3% Total Assets $2,933.5 $2,917.7 $2,598.6 Current Liabilities1 $266.3 9.1% $302.6 10.4% $202.0 7.8% Long-term Debt, Excluding Current Maturities $1,086.2 37.0% $1,085.8 37.2% $1,074.9 41.4% Total Liabilities $1,505.2 51.3% $1,538.2 52.7% $1,427.2 54.9% Total Shareholders’ Equity $1,428.3 48.7% $1,379.5 47.3% $1,171.3 45.1% AR – DSOs 50.3 46.6 61.5 Inventory Turns 3.3 3.5 3.1 Summary – Balance Sheet Items 1. Current Liabilities includes $4 million of current maturities of long term debt in 1Q20.


 
10 $ in millions 1Q21 4Q20 1Q20 Beginning Cash Balance $580.9 $448.0 $351.9 Cash provided by operating activities $53.1 $204.0 $11.4 Capital expenditures ($43.3) ($52.2) ($22.6) Proceeds from short-term borrowings and long-term debt — — $217.0 Payments on short-term borrowings and long-term debt — — ($75.0) Acquisition of business, net of cash — ($0.8) ($75.6) Repurchase and retirement of common stock ($15.0) ($15.0) ($29.6) Payments for dividends ($10.9) ($10.8) ($10.8) Other investing activities $0.1 $0.1 — Other financing activities ($13.5) $3.6 ($29.9) Effect of exchange rates ($2.9) $4.0 ($1.7) Ending Cash Balance $548.5 $580.9 $335.1 Free Cash Flow1 $9.8 $151.8 ($11.2) Adjusted EBITDA2 $150.1 $148.3 $120.3 Adjusted EBITDA – as a % of net sales2 29.3% 28.7% 29.2% Cash Flows 1. Free cash flow equals cash from operations less capital expenditures. 2. See GAAP to Non-GAAP reconciliation tables in the appendix of this presentation.


 
11 GAAP $ in millions, except per share data 2Q21 Guidance 1Q21 Actual 4Q20 Actual Net Revenue $530 - $545 $512.8 $517.6 Operating Expenses $122 - $124 $121.0 $117.6 Net Income $77 - $84 $84.7 $86.6 Diluted Earnings per Common Share $0.56 - $0.61 $0.62 $0.63 Non-GAAP $ in millions, except per share data 2Q21 Guidance 1Q21 Actual 4Q20 Actual Net Revenue $530 - $545 $512.8 $517.6 Non-GAAP Operating Expenses1 $108 - $110 $107.0 $103.9 Non-GAAP Net Income1 $106 - $113 $95.5 $97.1 Diluted non-GAAP Earnings per Common Share1 $0.77 - $0.82 $0.70 $0.71 Outlook 1. See GAAP to Non-GAAP reconciliation tables in the appendix of this presentation.


 
Entegris®, the Entegris Rings Design®, and other product names are trademarks of Entegris, Inc. as listed on entegris.com/trademarks. All product names, logos, and company names are trademarks or registered trademarks of their respective owners. Use of them does not imply any affiliation, sponsorship, or endorsement by the trademark owner. ©2020 Entegris, Inc. All rights reserved. 12


 
Appendix 13


 
14 Reconciliation of GAAP Gross Profit to Adjusted Gross Profit Three months ended $ in thousands April 3, 2021 March 28, 2020 December 31, 2020 Net sales $512,844 $412,327 $517,594 Gross profit-GAAP $234,986 $185,478 $230,872 Adjustments to gross profit: Charge for fair value mark-up of acquired inventory sold — 361 — Adjusted gross profit $234,986 $185,839 $230,872 Gross margin – as a % of net sales 45.8% 45.0% 44.6% Adjusted gross margin – as a % of net sales 45.8% 45.1% 44.6%


 
15 Reconciliation of GAAP Operating Expenses and Tax Rate to Non-GAAP Operating Expenses and Tax Rate Three months ended $ in millions April 3, 2021 March 28, 2020 December 31, 2020 GAAP operating expenses $121.0 $104.7 $117.6 Adjustments to operating expenses: Deal and transaction costs — 1.4 — Integration costs 2.0 0.1 1.3 Severance and restructuring costs 0.1 0.8 0.5 Amortization of intangible assets 11.9 16.2 11.9 Non-GAAP operating expenses $107.0 $86.2 $103.9 GAAP tax rate 13.7% 12.4% 18.6% Other 1.1% 2.2% 0.5% Non-GAAP tax rate 14.8% 14.6% 19.1%


 
16 $ in thousands Three months ended Adjusted segment profit April 3, 2021 March 28, 2020 December 31, 2020 SCEM segment profit $34,556 $32,670 $29,761 Severance and restructuring costs 47 174 155 Charge for fair value write-up of acquired inventory sold — 235 — SCEM adjusted segment profit $34,603 $33,079 $29,916 MC segment profit $70,566 $50,167 $71,691 Severance and restructuring costs 51 190 167 Charge for fair value write-up of acquired inventory sold — 126 — MC adjusted segment profit $70,617 $50,483 $71,858 AMH segment profit $32,095 $20,632 $34,321 Severance and restructuring costs 37 135 121 AMH adjusted segment profit $32,132 $20,767 $34,442 Unallocated general and administrative expenses $11,368 $6,514 $10,629 Unallocated deal and integration costs (2,044) (1,479) (1,300) Unallocated severance and restructuring costs (8) (344) (58) Adjusted unallocated general and administrative expenses $9,316 $4,691 $9,271 Total adjusted segment profit $137,352 $104,329 $136,216 Adjusted amortization of intangible assets — — — Adjusted unallocated general and administrative expenses 9,316 4,691 9,271 Total adjusted operating income $128,036 $99,638 $126,945 $ in thousands Three Months Ended Segment profit-GAAP April 3, 2021 March 28, 2020 December 31, 2020 Specialty Chemicals and Engineered Materials (SCEM) $34,556 $32,670 $29,761 Microcontamination Control (MC) 70,566 50,167 71,691 Advanced Materials Handling (AMH) 32,095 20,632 34,321 Total segment profit 137,217 103,469 135,773 Amortization of intangible assets 11,871 16,211 11,916 Unallocated expenses 11,368 6,514 10,629 Total operating income $113,978 $80,744 $113,228 Reconciliation of GAAP Segment Profit to Adjusted Operating Income and Adjusted Segment Profit


 
17 $ in thousands Three Months Ended April 3, 2021 March 28, 2020 December 31, 2020 Net sales $512,844 $412,327 $517,594 Net income $84,676 $61,006 $86,624 Net income – as a % of net sales 16.5% 14.8% 16.7% Adjustments to net income: Income tax expense 13,391 8,622 19,776 Interest expense, net 11,581 10,238 12,133 Other expense (income), net 4,330 878 (5,305) GAAP - Operating income 113,978 80,744 113,228 Operating margin - as a % of net sales 22.2% 19.6% 21.9% Charge for fair value write-up of acquired inventory sold — 361 — Deal and transaction costs — 1,431 — Integration costs 2,044 48 1,300 Severance and restructuring costs 143 843 501 Amortization of intangible assets 11,871 16,211 11,916 Adjusted operating income 128,036 99,638 126,945 Adjusted operating margin - as a % of net sales 25.0% 24.2% 24.5% Depreciation 22,095 20,648 21,366 Adjusted EBITDA $150,131 $120,286 $148,311 Adjusted EBITDA – as a % of net sales 29.3% 29.2% 28.7% Reconciliation of GAAP Net Income to Adjusted Operating Income and Adjusted EBITDA


 
18 $ in thousands, except per share data Three months ended April 3, 2021 March 28, 2020 December 31, 2020 GAAP net income $84,676 $61,006 $86,624 Adjustments to net income: Charge for fair value write-up of inventory acquired — 361 — Deal and transaction costs — 1,431 — Integration costs 2,044 48 1,300 Severance and restructuring costs 143 843 501 Amortization of intangible assets 11,871 16,211 11,916 Tax effect of adjustments to net income and discrete items1 (3,221) (4,329) (3,218) Non-GAAP net income $95,513 $75,571 $97,123 Diluted earnings per common share $0.62 $0.45 $0.63 Effect of adjustments to net income $0.08 $0.11 $0.08 Diluted non-GAAP earnings per common share $0.70 $0.55 $0.71 Weighted average diluted shares outstanding 136,502 136,369 136,438 Reconciliation of GAAP Net Income and Diluted Earnings per Common Share to Non-GAAP Net Income and Diluted Non-GAAP Earnings per Common Share 1. The tax effect of pre-tax adjustments to net income was calculated using the applicable marginal tax rate during the respective years.


 
19 $ in millions Second-Quarter Outlook Reconciliation GAAP net income to non-GAAP net income GAAP net income $77 - $84 Adjustments to net income: Restructuring costs 2 Amortization of intangible assets 12 Loss on extinguishment of debt 23 Income tax effect (8) Non-GAAP net income $106 - $113 Second-Quarter Outlook Reconciliation GAAP diluted earnings per share to non-GAAP diluted earnings per share Diluted earnings per common share $0.56 - $0.61 Adjustments to diluted earnings per common share: Restructuring costs 0.01 Amortization of intangible assets 0.09 Loss on extinguishent of debt 0.17 Income tax effect (0.06) Diluted non-GAAP earnings per common share $0.77 - $0.82 $ in millions Second-Quarter Outlook Reconciliation GAAP operating expenses to non-GAAP operating expenses GAAP operating expenses $122 - $124 Adjustments to net income: Restructuring costs 2 Amortization of intangible assets 12 Non-GAAP operating expenses $108 - $110 Reconciliation of GAAP Outlook to Non-GAAP Outlook


 
20 $ in thousands Q119 Q219 Q319 Q419 Q120 Q220 Q320 Q420 Q121 Sales SCEM $124,470 $127,552 $127,750 $146,747 $144,214 $146,213 $150,480 $168,625 $166,541 MC 157,706 150,185 155,979 169,794 159,261 183,758 193,541 205,626 207,099 AMH 116,064 107,515 117,256 117,455 116,137 126,434 144,370 151,741 148,541 Inter-segment elimination (7,193) (6,378) (6,838) (6,998) (7,285) (8,000) (7,404) (8,398) (9,337) Total Sales $391,047 $378,874 $394,147 $426,998 $412,327 $448,405 $480,987 $517,594 $512,844 Segment Profit SCEM $24,431 $24,000 $17,074 $32,822 $32,670 $32,938 $32,600 $29,761 $34,556 MC 47,323 43,126 46,792 57,157 50,167 62,137 64,915 71,691 70,566 AMH 22,367 15,043 17,077 20,686 20,632 22,809 33,266 34,321 32,095 Total Segment Profit $94,121 $82,169 $80,943 $110,665 $103,469 $117,884 $130,781 $135,773 $137,217 Segment Profit Margin SCEM 19.6% 18.8% 13.4% 22.4% 22.7% 22.5% 21.7% 17.6% 20.7% MC 30.0% 28.7% 30.0% 33.7% 31.5% 33.8% 33.5% 34.9% 34.1% AMH 19.3% 14.0% 14.6% 17.6% 17.8% 18.0% 23.0% 22.6% 21.6% GAAP Segment Trend Data1 1. In 1Q19 the Company changed its definition of segment profit to include inter-segment sales. Prior period information has been recast to reflect the change.


 
21 $ in thousands Q119 Q219 Q319 Q419 Q120 Q220 Q320 Q420 Q121 Sales SCEM $124,470 $127,552 $127,750 $146,747 $144,214 $146,213 $150,480 $168,625 $166,541 MC 157,706 150,185 155,979 169,794 159,261 183,758 193,451 205,626 207,099 AMH 116,064 107,515 117,256 117,455 116,137 126,434 144,370 151,741 148,541 Inter-segment elimination (7,193) (6,378) (6,838) (6,998) (7,285) (8,000) (7,404) (8,398) (9,337) Total Sales $391,047 $378,874 $394,147 $426,998 $412,327 $448,405 $480,897 $517,594 $512,844 Adjusted Segment Profit SCEM segment profit $24,431 $24,000 $17,074 $32,822 $32,670 $32,938 $32,600 $29,761 $34,556 Integration costs — — — — — (1,557) — — — Severance and restructuring costs 519 — 2,143 184 174 455 277 155 47 Charge for fair value write-up of acquired inventory sold 120 695 4,483 (476) 235 — — — — SCEM adjusted segment profit $25,070 $24,695 $23,700 $32,530 $33,079 $31,836 $32,877 $29,916 $34,603 MC segment profit $47,323 $43,126 $46,792 $57,157 $50,167 $62,137 $64,915 $71,691 $70,566 Severance and restructuring costs 724 — 2,977 195 190 494 301 167 51 Charge for fair value write-up of acquired inventory sold 2,035 — — 687 126 — — — — MC adjusted segment profit $50,082 $43,126 $49,769 $58,039 $50,483 $62,631 $65,216 $71,858 $70,617 AMH segment profit $22,367 $15,043 $17,077 $20,686 $20,632 $22,809 $33,266 $34,321 $32,095 Severance and restructuring costs 578 — 3,135 (379) 135 814 213 121 37 Charge for fair value write-up of acquired inventory sold — — — — — — 229 — — AMH adjusted segment profit $22,945 $15,043 $20,212 $20,307 $20,767 $23,623 $33,708 $34,442 $32,132 Adjusted Segment Profit Margin SCEM 20.1% 19.4% 18.6% 22.2% 22.9% 21.8% 21.8% 17.7% 20.8% MC 31.8% 28.7% 31.9% 34.2% 31.7% 34.1% 33.7% 34.9% 34.1% AMH 19.8% 14.0% 17.2% 17.3% 17.9% 18.7% 23.3% 22.7% 21.6% Non-GAAP Segment Trend Data1 1. In 1Q19 the Company changed its definition of segment profit to include inter-segment sales. Prior period information has been recast to reflect the change.