PLAB 8-K
Photronics Inc (PLAB)
8-K
2024-05-22
For: 2024-05-22
View Original
Added on
April 07, 2026
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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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(State or Other Jurisdiction of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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(Address of principal executive offices)
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(Zip Code)
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Registrant's Telephone Number, including area code
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(
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(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:
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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. ☐
Securities 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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| Item 2.02. |
Results of Operations and Financial Condition.
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On May 22, 2024, Photronics, Inc. (the “Company”) issued a press release reporting second quarter fiscal 2024 results.
A copy of the press release is furnished as Exhibit 99.1 to this report. The information contained in this Item 2.02 and the attached Exhibits 99.1,
99.2, 99.3, 99.4, 99.5, 99.6 and 99.7, 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.
On May 22, 2024, the Company will conduct a conference call during which certain unaudited, non-GAAP financial information related to the Company’s
operations for the three months ended April 28, 2024 may be disclosed. This information is set forth in Exhibit 99.7.
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Financial Statements and Exhibits.
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(d)
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Exhibits
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Press Release May 22, 2024.
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Condensed Consolidated Statements of Income.
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Condensed Consolidated Balance Sheets.
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Condensed Consolidated Statements of Cash Flows.
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Reconciliation of GAAP to Non-GAAP Financial Information.
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Reconciliation of GAAP to Non-GAAP Financial Information (cont.).
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Photronics Q2 2024 Financial Results Conference Call May 22, 2024 slides.
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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 hereunto
duly authorized.
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PHOTRONICS, INC.
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(Registrant)
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By:
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/s/ Richelle E. Burr
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Name:
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Richelle E. Burr
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Title:
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Executive Vice President,
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Chief Administrative Officer,
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General Counsel and Secretary
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Date: May 22, 2024
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Exhibit 99.1
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For Further Information:
Eric Rivera
Vice President & Interim CFO
203.740.5283
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Photronics Reports Second Quarter Fiscal 2024 Results
BROOKFIELD, Conn. May 22, 2024 (GLOBE NEWSWIRE) — Photronics, Inc. (NASDAQ:PLAB), a worldwide leader in photomask technologies and solutions, today reported
financial results for its second quarter of fiscal year 2024 ended April 28, 2024.
“Second quarter revenue and gross margin were in line with the first quarter as positive seasonality trends were offset by business headwinds primarily related to
temporary soft demand following the Chinese New Year holiday and the impact from earthquakes in Taiwan beginning in early April,” said Frank Lee, chief executive officer. “Order rates, which typically pause during Lunar New Year, have recovered at a
slower rate than we typically observe. In addition, the recent earthquakes in Taiwan caused a loss of production across both IC and FPD, resulting in an approximately $3 million revenue impact. Despite these challenges, we maintained gross margin as
the global Photronics team performed well, serving our customers by quickly and efficiently recovering from the disruptions. We achieved good earnings and cash generation, further strengthening our balance sheet and positioning us to continue
investing in profitable growth. We are building momentum for solid performance in 2024 and beyond.”
Second Quarter Fiscal 2024 Results
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Revenue was $217.0 million, down 5% year-over-year and up 0.3% sequentially
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GAAP net income attributable to Photronics, Inc. shareholders was $36.3 million, or $0.58 per diluted share, compared with $39.9 million, or $0.65 per diluted share in the second quarter 2023 and
$26.2 million, or $0.42 per diluted share in the first quarter of 2024
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Non-GAAP net income attributable to Photronics, Inc. shareholders was $28.7 million, or $0.46 per diluted share, compared with $32.9 million, or $0.54 per diluted share in the second quarter 2023 and
$29.9 million, or $0.48 per diluted share in the first quarter of 2024
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IC revenue was $160.9 million, down 4% year-over-year and up 2% sequentially
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FPD revenue was $56.1 million, down 10% from the same quarter last year and 5% sequentially
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Cash generated from operating activities was $76.5 million, and cash invested in organic growth through capital expenditures was $20.0 million
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Cash balance at the end of the quarter was $539.2 million, with $20.7 million in short-term investments and $21.8 million in debt
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Third Quarter Fiscal 2024 Guidance
For the third quarter of fiscal 2024, Photronics expects revenue to be between $221 million and $229 million and non-GAAP net income attributable to Photronics, Inc.
shareholders to be between $0.53 and $0.59 per diluted share.
Webcast
A webcast to discuss these results is scheduled for 8:30 a.m. Eastern time on Wednesday, May 22, 2024. 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 50 years. As of October 31, 2023, the company had
approximately 1,885 employees. 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 the documents we file 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.
These certain factors can be found in our most recent SEC filings. 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, non-GAAP earnings per share, and Net Cash are "non-GAAP financial measures" as such term is defined by
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 future on-going performance because they enable a more meaningful comparison of our projected performance with
our historical results. These non-GAAP metrics are not intended to represent funds available for our discretionary use and are not intended to represent, or be used as a substitute for, gross profit, operating income, net income, cash and cash
equivalents, or cash flows from operations, as measured under 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 balance
sheets and statement of cash flows and must be considered in performing a comprehensive assessment of overall financial performance. Please refer to the non-GAAP reconciliations on the following pages.
Exhibit 99.2
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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Six Months Ended
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April 28,
2024
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January 28,
2024
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April 30,
2023
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April 28,
2024
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April 30,
2023
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Revenue
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$
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217,000
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$
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216,334
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$
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229,306
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$
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433,334
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$
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440,397
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Cost of goods sold
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137,749
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137,079
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140,904
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274,828
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275,918
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Gross Profit
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79,251
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79,255
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88,402
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158,506
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164,479
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Operating Expenses:
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Selling, general and administrative
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18,996
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18,321
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17,878
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37,317
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34,696
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Research and development
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4,292
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3,445
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3,479
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7,736
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6,781
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Total Operating Expenses
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23,288
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21,766
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21,357
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45,053
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41,477
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Other operating gain
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89
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-
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-
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89
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-
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Operating Income
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56,052
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57,489
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67,045
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113,542
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123,002
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Non-operating (loss) income, net
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20,534
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(3,747
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)
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13,571
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16,786
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(854
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)
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Income Before Income Tax Provision
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76,586
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53,742
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80,616
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130,328
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122,148
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Income tax provision
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20,214
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14,660
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21,343
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34,874
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33,925
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Net Income
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56,372
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39,082
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59,273
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95,454
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88,223
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Net income attributable to noncontrolling interests
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20,121
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12,902
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19,344
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33,023
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34,308
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Net income attributable to Photronics, Inc. shareholders
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$
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36,251
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$
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26,180
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$
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39,929
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$
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62,431
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$
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53,915
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Earnings per share:
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Basic
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$
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0.59
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$
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0.43
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$
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0.65
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$
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1.01
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$
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0.88
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Diluted
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$
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0.58
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$
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0.42
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$
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0.65
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$
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1.00
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$
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0.88
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Weighted-average number of common shares outstanding:
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Basic
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61,771
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61,455
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61,138
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61,613
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61,016
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Diluted
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62,409
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62,283
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61,507
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62,346
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61,489
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Exhibit 99.3
PHOTRONICS, INC.
Condensed Consolidated Balance Sheets
(in thousands)
(Unaudited)
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April 28,
2024
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October 31,
2023
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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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539,160
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$
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499,292
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Short-term investments
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20,732
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12,915
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Accounts receivable
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197,523
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194,927
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Inventories
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54,257
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49,963
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Other current assets
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32,461
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28,353
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Total current assets
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844,133
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785,450
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Property, plant and equipment, net
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729,489
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709,244
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Other assets
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29,831
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31,527
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Total assets
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$
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1,603,453
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$
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1,526,221
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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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19,318
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$
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6,621
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Accounts payable and accrued liabilities
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176,249
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178,602
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Total current liabilities
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195,567
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185,223
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Long-term debt
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2,456
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17,998
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Other liabilities
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37,401
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47,391
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Photronics, Inc. shareholders' equity
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1,034,857
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975,008
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Noncontrolling interests
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333,172
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300,601
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Total equity
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1,368,029
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1,275,609
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Total liabilities and equity
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$
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1,603,453
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$
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1,526,221
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Exhibit 99.4
PHOTRONICS, INC.
Condensed Consolidated Statements of Cash Flows
(in thousands)
(Unaudited)
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Six Months Ended
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||||||||
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April 28,
2024
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April 30,
2023
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|||||||
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Cash flows from operating activities:
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Net income
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$
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95,454
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$
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88,223
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||||
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Adjustments to reconcile net income to net cash
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||||||||
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provided by operating activities:
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Depreciation and amortization
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41,487
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39,085
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Share-based compensation
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6,499
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3,830
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Changes in operating assets, liabilities and other
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(25,446
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)
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(21,461
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)
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Net cash provided by operating activities
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117,994
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109,677
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Cash flows from investing activities:
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Purchases of property, plant and equipment
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(63,311
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)
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(57,728
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)
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Purchases of available-for-sale debt securities
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(16,551
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)
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(9,837
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)
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Proceeds from maturities of available-for-sale debt securities
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9,000
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4,000
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Government incentives
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1,419
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1,393
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Other
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(6
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)
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(88
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)
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Net cash used in investing activities
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(69,449
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)
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(62,260
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)
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Cash flows from financing activities:
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Repayments of debt
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(2,844
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)
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(14,720
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)
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||||
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Proceeds from share-based arrangements
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1,055
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730
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||||||
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Net settlements of restricted stock awards
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(2,938
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)
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(1,252
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)
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||||
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Net cash used in financing activities
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(4,727
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)
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(15,242
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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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(3,839
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)
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15,621
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|||||
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Net increase in cash, cash equivalents, and restricted cash
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39,979
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47,796
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||||||
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Cash, cash equivalents, and restricted cash, beginning of period
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501,867
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322,409
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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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541,846
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$
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370,205
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Exhibit 99.5
PHOTRONICS, INC.
Reconciliation of GAAP to Non-GAAP Financial Information
(in thousands)
(Unaudited)
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Three Months ended
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||||||||||||
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April 28,
2024
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January 28,
2024
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April 30,
2023
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||||||||||
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Reconciliation of GAAP to Non-GAAP Net Income:
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||||||||||||
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GAAP Net Income
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$
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36,251
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$
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26,180
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$
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39,929
|
||||||
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FX (gain) loss
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(14,766
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)
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8,909
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(10,718
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)
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|||||||
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Estimated tax effects of above
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3,743
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(2,244
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)
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2,823
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||||||||
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Estimated noncontrolling interest effects of above
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3,489
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(2,939
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)
|
901
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||||||||
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Non-GAAP Net Income
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$
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28,717
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$
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29,906
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$
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32,935
|
||||||
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Weighted-average number of common shares outstanding - Diluted
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62,409
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62,283
|
61,507
|
|||||||||
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Reconciliation of GAAP to Non-GAAP EPS:
|
||||||||||||
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GAAP diluted earnings per share
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$
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0.58
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$
|
0.42
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$
|
0.65
|
||||||
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Effects of the above adjustments
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$
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(0.12
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)
|
$
|
0.06
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$
|
(0.11
|
)
|
||||
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Non-GAAP diluted earnings per share
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$
|
0.46
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$
|
0.48
|
$
|
0.54
|
||||||
Exhibit 99.6
PHOTRONICS, INC.
Reconciliation of GAAP to Non-GAAP Financial Information (cont.)
(in thousands)
(Unaudited)
Reconciliation of Cash and cash equivalents to Net Cash:
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As of
|
||||||||||||
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April 28,
2024
|
October 31,
2023
|
April 30,
2023
|
||||||||||
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Cash and cash equivalents
|
$
|
539,160
|
$
|
499,292
|
$
|
367,485
|
||||||
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Current portion of Long-term debt
|
(19,318
|
)
|
(6,621
|
)
|
(7,017
|
)
|
||||||
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Long-term Debt
|
(2,456
|
)
|
(17,998
|
)
|
(21,322
|
)
|
||||||
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Net Cash
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$
|
517,386
|
$
|
474,673
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$
|
339,146
|
||||||
Exhibit 99.7
