PLAB 8-K
Photronics Inc (PLAB)
8-K
2025-08-27
For: 2025-08-27
View Original
Added on
April 07, 2026
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Date of report (Date of earliest event reported)
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(Exact name of registrant as specified in its charter)
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(IRS Employer Identification No.) |
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(Zip Code) |
| Registrant’s Telephone Number, including area code | ( |
(Former name or former address, if changed since last report)
Securities registered or to be registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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.
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On August 27, 2025, Photronics, Inc. (the “Company”) issued a press release reporting third quarter fiscal 2025 results.
On August 27, 2025, the Company will conduct a conference call with respect to its financial results and other matters during which it will also disclose a slide
presentation.
A copy of the press release is furnished as Exhibit 99.1 to this report and a copy of the slide presentation is furnished as Exhibit 99.2 to this report. The
information contained in this Item 2.02 and the attached Exhibits 99.1 and 99.2 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 and shall not be incorporated by reference in any filing under the
Securities Act of 1933 except as shall be expressly set forth by specific reference in such filing.
| Item 9.01. | Financial Statements and Exhibits. |
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(d)
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Exhibits
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Press Release dated August 27, 2025.
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Photronics Q3 2025 Financial Results Conference Call August 27, 2025 slides.
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SIGNATURES
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 hereunto
duly authorized.
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PHOTRONICS, INC. | |
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(Registrant) | |
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By: |
/s/ Christopher J. Lutzo
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Name: | Christopher J. Lutzo |
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Title: |
Vice President,
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General Counsel and Secretary |
| Date: August 27, 2025 |
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Exhibit 99.1
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Photronics Reports Third Quarter Fiscal 2025 Financial Results
BROOKFIELD, Conn. August 27, 2025 (GLOBE NEWSWIRE) — Photronics, Inc. (NASDAQ:PLAB), a worldwide leader in
photomask technologies and solutions, today reported financial results for its third quarter of fiscal year 2025 ended August 3, 2025.
Commenting on the third-quarter performance, Chairman and CEO George Macricostas said, "Photronics delivered very good results in our fiscal third quarter with
revenue, profitability and EPS ahead of expectations. Looking ahead, we remain focused on operational efficiency to maintain our excellent standard of maximizing customer cycle times. We will further accelerate internal investment efforts to
enhance geographic revenue diversification and position the company for sustained revenue and earnings growth.”
Third Quarter Fiscal 2025 Results
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Revenue was $210.4 million, down 0.3% year-over-year and 0.3% sequentially.
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GAAP Net income attributable to Photronics, Inc. shareholders was $22.9 million, or $0.39 per diluted share, compared with $34.4 million, or $0.55 per diluted share, in the third quarter of 2024
and $8.9 million, or $0.15 per diluted share, in the second quarter of 2025.
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Non-GAAP Net income attributable to Photronics, Inc. shareholders was $29.4 million, or $0.51 per diluted share, compared with $31.9 million, or $0.51 per diluted share in the third quarter of 2024
and $24.3 million, or $0.40 per diluted share, in the second quarter of 2025.
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IC revenue was $147.8 million, down 5% year-over-year and 5% sequentially.
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FPD revenue was $62.6 million, up 14% from the same quarter last year and 14% sequentially.
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Cash, cash equivalents and short-term investments at the end of the quarter were $575.8 million, of which $396.8 million was associated with our Joint Ventures of which we own 50%.
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Cash generated from operating activities was $50.1 million, cash invested in organic growth through capital expenditures was $24.8 million, and cash returned to shareholders through share
repurchases was $20.7 million.
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The Board of Directors approved an increase of $25.0 million to the share repurchase authorization.
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Fourth Quarter Fiscal 2025 Guidance
For the fourth quarter of fiscal 2025, Photronics expects Revenue to be between $201 million and $209 million and non-GAAP Net income attributable to Photronics, Inc.
shareholders to be between $0.42 and $0.48 per diluted share.
Webcast
A webcast to discuss these results is scheduled for 8:30 a.m. Eastern time on August 27, 2025. The call will be broadcast live and on-demand on the Events and Presentations link on the Photronics website. Analysts and investors who wish to participate in the Q&A portion of the call should click here. It is suggested that participants register fifteen minutes prior to the call's scheduled start time.
About Photronics
Photronics is a leading worldwide manufacturer of
integrated circuit (IC) and flat panel display (FPD) photomasks. High precision quartz plates that contain microscopic images of electronic circuits, photomasks are a key element in
the IC and FPD manufacturing process. Founded in 1969, Photronics has been a trusted photomask supplier for over 56 years. The company operates 11 strategically located manufacturing facilities
in Asia, Europe, and North America. Additional information on the company can be accessed at www.photronics.com.
Forward-Looking Statements
Certain statements in this press release constitute “forward-looking statements” regarding our industry, our strategic position, and our financial and operating
results. These forward-looking statements are subject to a number of risks and uncertainties that could cause actual results, performance or achievements to differ materially. Please refer to Item
1A “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended October 31, 2024 and other subsequent filings with the Securities and Exchange Commission. These documents contain and identify important factors that could cause our
actual results to differ materially from those contained in these forward-looking statements. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of
activity, performance, or achievements. We are under no duty to update any of the forward-looking statements after the date of this release to conform these statements to actual results.
Non-GAAP Financial Measures
Non-GAAP Net Income attributable to Photronics, Inc. shareholders and non-GAAP diluted earnings per share attributable to Photronics, Inc. shareholders, are
"non-GAAP financial measures" as such term is defined by Regulation G of the Securities and Exchange Commission, and may differ from similarly named non-GAAP financial measures used by other companies. The attached financial supplement reconciles
Photronics, Inc. financial results under GAAP to non-GAAP financial information. We believe these non-GAAP financial measures that exclude certain items are useful for analysts and investors to evaluate our on-going performance because they
enable a more meaningful comparison of our projected performance with our historical results. These non-GAAP metrics are not a measure of consolidated operating results under U.S. GAAP and should not be considered as an alternative to Net income
(loss), Net income (loss) per share, or any other measure of consolidated results under U.S. GAAP. The items excluded from these non-GAAP metrics, but included in the calculation of their closest GAAP equivalent, are significant components of the
condensed consolidated statement of income and must be considered in performing a comprehensive assessment of overall financial performance. Please refer to the non-GAAP reconciliations below.
PHOTRONICS, INC.
Condensed Consolidated Statements of Income
(in thousands, except per share amounts)
(Unaudited)
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Three Months Ended
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Nine Months Ended
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August 3,
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May 4,
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July 28,
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August 3,
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July 28,
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|||||||||||||||
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2025
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2025
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2024
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2025
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2024
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Revenue
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$
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210,394
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$
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210,992
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$
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210,984
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$
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633,524
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$
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644,318
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Cost of goods sold
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139,539
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133,086
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135,846
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409,228
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410,674
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Gross Profit
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70,855
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77,906
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75,138
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224,296
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233,644
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Gross margin %
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33.7
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%
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36.9
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%
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35.6
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%
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35.4
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%
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36.3
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%
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Operating Expenses:
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Selling, general and administrative
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18,423
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18,099
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19,436
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55,624
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56,753
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Research and development
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4,271
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4,090
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3,555
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12,618
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11,291
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Total Operating Expenses
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22,694
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22,189
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22,991
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68,242
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68,044
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Other operating gain
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-
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-
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1
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-
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90
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Operating Income
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48,161
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55,717
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52,148
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156,054
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165,690
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Operating Margin
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22.9
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%
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26.4
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%
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24.7
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%
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24.6
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%
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25.7
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%
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Non-operating (loss) income, net
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(9,428
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(25,786
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10,145
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(10,232
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26,931
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Income Before Income Tax Provision
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38,733
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29,931
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62,293
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145,822
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192,621
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Income tax provision
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9,594
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5,714
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14,124
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34,209
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48,998
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Net Income
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29,139
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24,217
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48,169
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111,613
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143,623
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Net income attributable to noncontrolling interests
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6,248
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15,356
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13,781
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37,009
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46,804
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Net income attributable to Photronics, Inc. shareholders
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$
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22,891
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$
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8,861
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$
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34,388
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$
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74,604
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$
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96,819
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Earnings per share attributed to Photronics, Inc. shareholders:
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Basic
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$
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0.40
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$
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0.15
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$
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0.56
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$
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1.24
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$
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1.57
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Diluted
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$
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0.39
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$
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0.15
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$
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0.55
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$
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1.23
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$
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1.55
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Weighted-average number of common shares outstanding:
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Basic
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57,937
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60,793
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61,815
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60,274
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61,681
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Diluted
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58,068
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60,974
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62,414
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60,567
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62,369
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PHOTRONICS, INC.
Condensed Consolidated Balance Sheets
(in thousands)
(Unaudited)
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August 3,
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October 31,
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2025
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2024
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Assets
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Current assets:
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Cash and cash equivalents
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$
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479,521
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$
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598,485
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Short-term investments
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96,277
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42,184
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Accounts receivable
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190,875
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200,830
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Inventories
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63,490
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56,527
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Other current assets
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42,073
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33,036
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Total current assets
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872,236
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931,062
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Property, plant and equipment, net
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838,988
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745,257
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Other assets
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41,541
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35,740
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Total assets
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$
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1,752,765
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$
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1,712,059
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Liabilities and Equity
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Current liabilities:
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Current portion of long-term debt
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$
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11
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$
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17,972
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Accounts payable and accrued liabilities
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174,914
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165,839
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Total current liabilities
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174,925
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183,811
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Long-term debt
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16
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25
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Other liabilities
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39,824
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47,464
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Equity:
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Photronics, Inc. shareholders' equity
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1,125,551
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1,120,864
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||||||
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Noncontrolling interests
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412,449
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359,895
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Total equity
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1,538,000
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1,480,759
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Total liabilities and equity
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$
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1,752,765
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$
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1,712,059
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PHOTRONICS, INC.
Condensed Consolidated Statements of Cash Flows
(in thousands)
(Unaudited)
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Nine Months Ended
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August 3,
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July 28,
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2025
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2024
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Cash flows from operating activities:
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Net income
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$
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111,613
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$
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143,623
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Adjustments to reconcile net income to net cash
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provided by operating activities:
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Depreciation and amortization
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59,234
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61,613
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Share-based compensation
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10,003
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9,841
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Changes in operating assets, liabilities and other
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(20,876
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)
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(22,003
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)
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Net cash provided by operating activities
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159,974
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193,074
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Cash flows from investing activities:
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Purchases of property, plant and equipment
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(120,588
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)
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(87,733
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)
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Purchases of short-term investments
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(96,571
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)
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(100,558
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)
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Proceeds from maturities of short-term investments
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42,148
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44,696
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Government incentives
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1,469
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1,541
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Other
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(57
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)
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(4
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)
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Net cash used in investing activities
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(173,599
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)
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(142,058
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)
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Cash flows from financing activities:
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Repayments of debt
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(17,969
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)
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(4,500
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)
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Common stock repurchases
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(97,422
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)
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-
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|||||
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Proceeds from share-based arrangements
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2,120
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1,074
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Net settlements of restricted stock awards
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(2,013
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)
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(3,002
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)
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||||
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Net cash used in financing activities
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(115,284
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)
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(6,428
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)
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||||
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Effects of exchange rate changes on cash, cash equivalents, and restricted cash
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10,129
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(6,454
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)
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|||||
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Net (decrease) increase in cash, cash equivalents, and restricted cash
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(118,780
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)
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38,134
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|||||
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Cash, cash equivalents, and restricted cash, beginning of period
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601,243
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501,867
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||||||
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Cash, cash equivalents, and restricted cash, end of period
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$
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482,463
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$
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540,001
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PHOTRONICS, INC.
Reconciliation of GAAP Net income and Earnings per Share attributable to Photronics, Inc. shareholders to Non-GAAP Net income and Earnings per Share attributable to Photronics,
Inc. shareholders
(in thousands, except per share amounts)
(Unaudited)
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Three Months ended
|
|||||||||||
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August 3,
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May 4,
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July 28,
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2025
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2025
|
2024
|
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GAAP Net income attributable to Photronics, Inc. shareholders
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$
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22,891
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$
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8,861
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$
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34,388
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||||||
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FX (gain) loss
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14,258
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31,111
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(4,068
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)
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||||||||
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Estimated tax effects of FX (gain) loss
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(3,663
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)
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(8,337
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)
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914
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|||||||
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Estimated noncontrolling interest effects of above
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(4,130
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)
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(7,376
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)
|
681
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|||||||
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Non-GAAP Net income attributable to Photronics, Inc. shareholders
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$
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29,356
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$
|
24,259
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$
|
31,915
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||||||
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Weighted-average number of common shares outstanding - Diluted
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58,068
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60,974
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62,414
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|||||||||
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GAAP Diluted earnings per share attributable to Photronics, Inc. shareholders
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$
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0.39
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$
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0.15
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$
|
0.55
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||||||
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Effects of non-GAAP adjustments above
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0.12
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0.25
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(0.04
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)
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||||||||
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Non-GAAP Diluted earnings per share attributable to Photronics, Inc. shareholders
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$
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0.51
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$
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0.40
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$
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0.51
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||||||
Exhibit 99.2
