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Lam Research Corporation Reports Financial Results for the Quarter Ended September 29, 2024
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FREMONT, Calif., Oct. 23, 2024 /PRNewswire/ — Lam Research Corporation (the “Company,” “Lam,” “Lam Research”) today announced financial results for the quarter ended September 29, 2024 (the “September 2024 quarter”).
On May 21, 2024, the Company announced a ten-for-one stock split which was effective October 2, 2024. All references made to share or per share amounts in this press release have been adjusted to reflect the stock split, unless otherwise indicated.
Highlights for the September 2024 quarter were as follows:
Revenue of $4.17 billion.U.S. GAAP gross margin of 48.0%, U.S. GAAP operating income as a percentage of revenue of 30.3%, and U.S. GAAP diluted EPS of $0.86.Non-GAAP gross margin of 48.2%, non-GAAP operating income as a percentage of revenue of 30.9%, and non-GAAP diluted EPS of $0.86.
Key Financial Data for the Quarters Ended
September 29, 2024 and June 30, 2024
(in thousands, except per-share data, percentages, and basis points)
U.S. GAAP
September 2024
June 2024
Change Q/Q
Revenue
$ 4,167,976
$ 3,871,507
+ 8 %
Gross margin as percentage of revenue
48.0 %
47.5 %
+ 50 bps
Operating income as percentage of revenue
30.3 %
29.1 %
+ 120 bps
Diluted EPS pre-split
$ 8.56
$ 7.78
+ 10 %
Diluted EPS post-split
$ 0.86
$ 0.78
+ 10 %
Non-GAAP
September 2024
June 2024
Change Q/Q
Revenue
$ 4,167,976
$ 3,871,507
+ 8 %
Gross margin as percentage of revenue
48.2 %
48.5 %
– 30 bps
Operating income as percentage of revenue
30.9 %
30.7 %
+ 20 bps
Diluted EPS pre-split
$ 8.60
$ 8.14
+ 6 %
Diluted EPS post-split
$ 0.86
$ 0.81
+ 6 %
U.S. GAAP Financial Results
For the September 2024 quarter, revenue was $4,168 million, gross margin was $2,003 million, or 48.0% of revenue, operating expenses were $738 million, operating income was 30.3% of revenue, and net income was $1,116 million, or $0.86 per diluted share on a U.S. GAAP basis. This compares to revenue of $3,872 million, gross margin of $1,840 million, or 47.5% of revenue, operating expenses of $714 million, operating income of 29.1% of revenue, and net income of $1,020 million, or $0.78 per diluted share, for the quarter ended June 30, 2024 (the “June 2024 quarter”).
Non-GAAP Financial Results
For the September 2024 quarter, non-GAAP gross margin was $2,009 million, or 48.2% of revenue, non-GAAP operating expenses were $722 million, non-GAAP operating income was 30.9% of revenue, and non-GAAP net income was $1,122 million, or $0.86 per diluted share. This compares to non-GAAP gross margin of $1,876 million, or 48.5% of revenue, non-GAAP operating expenses of $689 million, non-GAAP operating income of 30.7% of revenue, and non-GAAP net income of $1,067 million, or $0.81 per diluted share, for the June 2024 quarter.
“With continued strong execution, Lam delivered financial performance ahead of expectations,” said Tim Archer, Lam Research’s President and Chief Executive Officer. “Looking forward, etch and deposition are fundamental to enabling the next generation of semiconductors. Our investments in key technology inflections position us well to outperform WFE growth in 2025 and beyond.”
Balance Sheet and Cash Flow Results
Cash, cash equivalents, and restricted cash balances increased to $6.1 billion at the end of the September 2024 quarter compared to $5.9 billion at the end of the June 2024 quarter. The increase was primarily the result of cash generated from operating activities, partially offset by cash deployed for capital return activities and capital expenditures during the quarter.
Deferred revenue at the end of the September 2024 quarter increased to $2,047 million compared to $1,552 million as of the end of the June 2024 quarter. Lam’s deferred revenue balance does not include shipments to customers in Japan, to whom control does not transfer until customer acceptance. Shipments to customers in Japan are classified as inventory at cost until the time of acceptance. The estimated future revenue from shipments to customers in Japan was approximately $184 million as of September 29, 2024 and $98 million as of June 30, 2024.
Revenue
The geographic distribution of revenue during the September 2024 quarter is shown in the following table:
Region
Revenue
China
37 %
Korea
18 %
Taiwan
15 %
United States
12 %
Japan
7 %
Southeast Asia
6 %
Europe
5 %
The following table presents revenue disaggregated between system and customer support-related revenue:
Three Months Ended
September 29,
2024
June 30,
2024
September 24,
2023
(In thousands)
Systems revenue
$ 2,392,730
$ 2,169,885
$ 2,056,655
Customer support-related revenue and other
1,775,246
1,701,622
1,425,407
$ 4,167,976
$ 3,871,507
$ 3,482,062
Systems revenue includes sales of new leading-edge equipment in deposition, etch and clean markets.
Customer support-related revenue includes sales of customer service, spares, upgrades, and non-leading-edge equipment from our Reliant® product line.
Outlook
For the quarter ended December 29, 2024, Lam is providing the following guidance:
U.S. GAAP
Reconciling Items
Non-GAAP
Revenue
$4.30 Billion
+/-
$300 Million
—
$4.30 Billion
+/-
$300 Million
Gross margin as a percentage of revenue
46.9 %
+/-
1 %
$ 2.8
Million
47.0 %
+/-
1 %
Operating income as a percentage of revenue
29.9 %
+/-
1 %
$ 3.4
Million
30.0 %
+/-
1 %
Net income per diluted share
$0.87
+/-
$0.10
$ 3.9
Million
$0.87
+/-
$0.10
Diluted share count
1.29 Billion
—
1.29 Billion
The information provided above is only an estimate of what the Company believes is realizable as of the date of this release and does not incorporate the potential impact of any business combinations, asset acquisitions, divestitures, restructuring, balance sheet valuation adjustments, financing arrangements, other investments, or other significant arrangements that may be completed or realized after the date of this release, except as described below. U.S. GAAP to non-GAAP reconciling items provided include only those items that are known and can be estimated as of the date of this release. Actual results will vary from this model and the variations may be material. Reconciling items included above are as follows:
Gross margin as a percentage of revenue – amortization related to intangible assets acquired through business combinations, $2.8 million.
Operating income as a percentage of revenue – amortization related to intangible assets acquired through business combinations, $3.4 million.
Net income per diluted share – amortization related to intangible assets acquired though business combinations, $3.4 million; amortization of debt discounts, $0.8 million; and associated tax benefit for non-GAAP items ($0.3 million); totaling $3.9 million.
Use of Non-GAAP Financial Results
In addition to U.S. GAAP results, this press release also contains non-GAAP financial results. The Company’s non-GAAP results for both the September 2024 and June 2024 quarters exclude amortization related to intangible assets acquired through business combinations, the effects of elective deferred compensation-related assets and liabilities, amortization of note discounts, and the net income tax effect of non-GAAP items. The June 2024 non-GAAP results also exclude net restructuring charges, and transformational costs.
Management uses non-GAAP gross margin, operating expense, operating income, operating income as a percentage of revenue, net income, and net income per diluted share to evaluate the Company’s operating and financial results. The Company believes the presentation of non-GAAP results is useful to investors for analyzing business trends and comparing performance to prior periods, along with enhancing investors’ ability to view the Company’s results from management’s perspective. Tables presenting reconciliations of non-GAAP results to U.S. GAAP results are included at the end of this press release and on the Company’s website at https://investor.lamresearch.com.
Caution Regarding Forward-Looking Statements
Statements made in this press release that are not of historical fact are forward-looking statements and are subject to the safe harbor provisions created by the Private Securities Litigation Reform Act of 1995. Such forward-looking statements relate to, but are not limited to: our outlook and guidance for future financial results, including revenue, gross margin, operating income and net income; our operational execution; the technologies that will enable the next generation of semiconductors; the extent of our investments in product development and the relevance of those investments to key technology inflections; our competitive positioning; wafer fabrication equipment (“WFE”) spending growth; and our positioning and prospects for performance relative to WFE growth. Some factors that may affect these forward-looking statements include: trade regulations, export controls, trade disputes, and other geopolitical tensions may inhibit our ability to sell our products; business, political and/or regulatory conditions in the consumer electronics industry, the semiconductor industry and the overall economy may deteriorate or change; the actions of our customers and competitors may be inconsistent with our expectations; supply chain cost increases and other inflationary pressures have impacted and may continue to impact our profitability; supply chain disruptions or manufacturing capacity constraints may limit our ability to manufacture and sell our products; and natural and human-caused disasters, disease outbreaks, war, terrorism, political or governmental unrest or instability, or other events beyond our control may impact our operations and revenue in affected areas; as well as the other risks and uncertainties that are described in the documents filed or furnished by us with the Securities and Exchange Commission, including specifically the Risk Factors described in our annual report on Form 10-K for the fiscal year ended June 30, 2024. These uncertainties and changes could materially affect the forward-looking statements and cause actual results to vary from expectations in a material way. The Company undertakes no obligation to update the information or statements made in this release.
Lam Research Corporation is a global supplier of innovative wafer fabrication equipment and services to the semiconductor industry. Lam’s equipment and services allow customers to build smaller and better performing devices. In fact, today, nearly every advanced chip is built with Lam technology. We combine superior systems engineering, technology leadership, and a strong values-based culture, with an unwavering commitment to our customers. Lam Research (Nasdaq: LRCX) is a FORTUNE 500® company headquartered in Fremont, Calif., with operations around the globe. Learn more at www.lamresearch.com. (LRCX)
Consolidated Financial Tables Follow.
LAM RESEARCH CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data and percentages)
(unaudited)
Three Months Ended
September 29,
2024
June 30,
2024
September 24,
2023
Revenue
$ 4,167,976
$ 3,871,507
$ 3,482,062
Cost of goods sold
2,165,293
2,026,133
1,819,420
Restructuring charges, net – cost of goods sold
—
5,276
7,940
Total cost of goods sold
2,165,293
2,031,409
1,827,360
Gross margin
2,002,683
1,840,098
1,654,702
Gross margin as a percent of revenue
48.0 %
47.5 %
47.5 %
Research and development
495,358
497,829
422,629
Selling, general and administrative
243,128
216,477
207,023
Restructuring charges, net – operating expenses
—
(768)
2,021
Total operating expenses
738,486
713,538
631,673
Operating income
1,264,197
1,126,560
1,023,029
Operating income as a percent of revenue
30.3 %
29.1 %
29.4 %
Other income (expense), net
30,081
27,796
2,601
Income before income taxes
1,294,278
1,154,356
1,025,630
Income tax expense
(177,834)
(134,074)
(138,232)
Net income
$ 1,116,444
$ 1,020,282
$ 887,398
Pre-split:
Net income per share:
Basic
$ 8.59
$ 7.81
$ 6.69
Diluted
$ 8.56
$ 7.78
$ 6.66
Number of shares used in per share calculations:
Basic
129,924
130,633
132,584
Diluted
130,407
131,112
133,166
Cash dividend declared per common share
$ 2.30
$ 2.00
$ 2.00
Post-split:
Net income per share:
Basic
$ 0.86
$ 0.78
$ 0.67
Diluted
$ 0.86
$ 0.78
$ 0.67
Number of shares used in per share calculations:
Basic
1,299,236
1,306,333
1,325,840
Diluted
1,304,066
1,311,118
1,331,664
Cash dividend declared per common share
$ 0.23
$ 0.20
$ 0.20
LAM RESEARCH CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
September 29,
2024
June 30,
2024
September 24,
2023
(unaudited)
(1)
(unaudited)
ASSETS
Cash and cash equivalents
$ 6,067,471
$ 5,847,856
$ 5,126,150
Accounts receivable, net
2,937,217
2,519,250
2,810,953
Inventories
4,209,878
4,217,924
4,747,781
Prepaid expenses and other current assets
277,802
298,190
308,678
Total current assets
13,492,368
12,883,220
12,993,562
Property and equipment, net
2,214,269
2,154,518
2,110,511
Goodwill and intangible assets
1,758,344
1,765,073
1,784,000
Other assets
2,067,508
1,941,917
1,650,384
Total assets
$ 19,532,489
$ 18,744,728
$ 18,538,457
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current portion of long-term debt and finance lease obligations
$ 504,682
$ 504,814
$ 3,861
Other current liabilities
4,837,986
3,833,624
4,243,316
Total current liabilities
5,342,668
4,338,438
4,247,177
Long-term debt and finance lease obligations
4,479,087
4,478,520
4,980,460
Income taxes payable
664,717
813,304
780,511
Other long-term liabilities
574,126
575,012
482,979
Total liabilities
11,060,598
10,205,274
10,491,127
Stockholders’ equity (2)
8,471,891
8,539,454
8,047,330
Total liabilities and stockholders’ equity
$ 19,532,489
$ 18,744,728
$ 18,538,457
(1)
Derived from audited financial statements.
(2)
Common shares issued and outstanding were 1,291,958 as of September 29, 2024, 1,303,769 as of June 30, 2024, and 1,320,721 as of September 24, 2023.
LAM RESEARCH CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands, unaudited)
Three Months Ended
September 29,
2024
June 30,
2024
September 24,
2023
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income
$ 1,116,444
$ 1,020,282
$ 887,398
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization
94,295
88,357
90,479
Deferred income taxes
(108,722)
(61,375)
(24,238)
Equity-based compensation expense
80,011
79,092
67,211
Other, net
(457)
(3,999)
(150)
Changes in operating assets and liabilities
386,900
(259,927)
(69,537)
Net cash provided by operating activities
1,568,471
862,430
951,163
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures and intangible assets
(110,588)
(100,748)
(76,992)
Net maturities and sales of available-for-sale securities
—
—
7,275
Other, net
37
(865)
(4,966)
Net cash used for investing activities
(110,551)
(101,613)
(74,683)
CASH FLOWS FROM FINANCING ACTIVITIES:
Principal payments on debt, including finance lease obligations
(934)
(949)
(253,109)
Treasury stock purchases
(997,035)
(373,550)
(843,238)
Dividends paid
(260,985)
(261,462)
(230,332)
Reissuance of treasury stock related to employee stock purchase plan
—
66,885
—
Proceeds from issuance of common stock, net issuance costs
(43)
2,796
2,818
Other, net
(324)
(7,871)
(2,151)
Net cash used for financing activities
(1,259,321)
(574,151)
(1,326,012)
Effect of exchange rate changes on cash, cash equivalents, and restricted cash
22,682
(9,616)
(11,031)
Net change in cash, cash equivalents, and restricted cash
221,281
177,050
(460,563)
Cash, cash equivalents, and restricted cash at beginning of period (1)
5,850,803
5,673,753
5,587,372
Cash, cash equivalents, and restricted cash at end of period (1)
$ 6,072,084
$ 5,850,803
$ 5,126,809
(1)
Restricted cash is reported within Other assets in the Condensed Consolidated Balance Sheets
Non-GAAP Financial Summary
(in thousands, except percentages and per share data)
(unaudited)
Three Months Ended
September 29,
2024
June 30,
2024
Revenue
$ 4,167,976
$ 3,871,507
Gross margin
$ 2,009,022
$ 1,876,345
Gross margin as percentage of revenue
48.2 %
48.5 %
Operating expenses
$ 722,148
$ 689,133
Operating income
$ 1,286,874
$ 1,187,212
Operating income as a percentage of revenue
30.9 %
30.7 %
Net income
$ 1,121,507
$ 1,066,890
Pre-split:
Net income per diluted share
$ 8.60
$ 8.14
Shares used in per share calculation – diluted
130,407
131,112
Post-split:
Net income per diluted share
$ 0.86
$ 0.81
Shares used in per share calculation – diluted
1,304,066
1,311,118
Reconciliation of U.S. GAAP Net Income to Non-GAAP Net Income
(in thousands, except per share data)
(unaudited)
Three Months Ended
September 29,
2024
June 30,
2024
U.S. GAAP net income
$ 1,116,444
$ 1,020,282
Pre-tax non-GAAP items:
Amortization related to intangible assets acquired through certain business combinations – cost of goods sold
3,076
3,076
Elective deferred compensation (“EDC”) related liability valuation increase – cost of goods sold
3,263
2,488
Restructuring charges, net – cost of goods sold
—
5,276
Transformational costs – cost of goods sold
—
25,407
EDC related liability valuation increase – research and development
8,136
4,479
Transformational costs – Research and development
—
8,469
Amortization related to intangible assets acquired through certain business combinations – selling, general and administrative
692
770
EDC related liability valuation increase – selling, general and administrative
7,510
2,986
Transformational costs – selling, general and administrative
—
8,469
Restructuring charges, net – operating expenses
—
(768)
Amortization of note discounts – other income (expense), net
765
759
Gain on EDC related asset – other income (expense), net
(17,420)
(9,643)
Net income tax benefit on non-GAAP items
(959)
(5,160)
Non-GAAP net income
$ 1,121,507
$ 1,066,890
Pre-split
Non-GAAP net income per diluted share
$ 8.60
$ 8.14
U.S. GAAP net income per diluted share
$ 8.56
$ 7.78
U.S. GAAP and non-GAAP number of shares used for per diluted share calculation
130,407
131,112
Post-split
Non-GAAP net income per diluted share
$ 0.86
$ 0.81
U.S. GAAP net income per diluted share
$ 0.86
$ 0.78
U.S. GAAP and non-GAAP number of shares used for per diluted share calculation
1,304,066
1,311,118
Reconciliation of U.S. GAAP Gross Margin, Operating Expenses and Operating Income to Non-GAAP Gross Margin, Operating Expenses and Operating Income
(in thousands, except percentages)
(unaudited)
Three Months Ended
September 29,
2024
June 30,
2024
U.S. GAAP gross margin
$ 2,002,683
$ 1,840,098
Pre-tax non-GAAP items:
Amortization related to intangible assets acquired through certain business combinations
3,076
3,076
EDC related liability valuation increase
3,263
2,488
Restructuring charges, net
—
5,276
Transformational costs
—
25,407
Non-GAAP gross margin
$ 2,009,022
$ 1,876,345
U.S. GAAP gross margin as a percentage of revenue
48.0 %
47.5 %
Non-GAAP gross margin as a percentage of revenue
48.2 %
48.5 %
U.S. GAAP operating expenses
$ 738,486
$ 713,538
Pre-tax non-GAAP items:
Amortization related to intangible assets acquired through certain business combinations
(692)
(770)
EDC related liability valuation increase
(15,646)
(7,465)
Restructuring charges, net
—
768
Transformational costs
—
(16,938)
Non-GAAP operating expenses
$ 722,148
$ 689,133
U.S. GAAP operating income
$ 1,264,197
$ 1,126,560
Non-GAAP operating income
$ 1,286,874
$ 1,187,212
U.S. GAAP operating income as percent of revenue
30.3 %
29.1 %
Non-GAAP operating income as a percent of revenue
30.9 %
30.7 %
Lam Research Corporation Contacts:
Ram Ganesh, Investor Relations, phone: 510-572-1615, e-mail: investor.relations@lamresearch.com
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SOURCE Lam Research Corporation
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In addition, this earnings release, the slide presentation accompanying the related earnings call, non-GAAP reconciliations and a note containing details of historical and anticipated, future financial performance have been posted to the “Investors” section of Veralto’s website (www.veralto.com) under the subheading “Quarterly Earnings.”
FORWARD-LOOKING STATEMENTS
Certain statements in this release, including the statement regarding the Company’s anticipated fourth quarter and full year 2024 financial performance, the Company’s differentiation and positioning to continue delivering sustainable, long-term shareholder value and any other statements regarding events or developments that we believe or anticipate will or may occur in the future are “forward-looking” statements within the meaning of the federal securities laws. All statements other than historical factual information are forward-looking statements, including, without limitation, statements regarding: projections of revenue, expenses, profit, profit margins, tax rates, tax provisions, cash flows, pension and benefit obligations and funding requirements, Veralto’s liquidity position or other financial measures; Veralto’s management’s plans and strategies for future operations, including statements relating to anticipated operating performance, cost reductions, restructuring activities, new product and service developments, competitive strengths or market position, acquisitions and the integration thereof, divestitures, spin-offs, split-offs or other distributions, strategic opportunities, securities offerings, stock repurchases, dividends and executive compensation; the effects of the separation or the distribution on Veralto’s business; growth, declines and other trends in markets Veralto sells into; new or modified laws, regulations and accounting pronouncements; future regulatory approvals and the timing thereof; outstanding claims, legal proceedings, tax audits and assessments and other contingent liabilities; future foreign currency exchange rates and fluctuations in those rates; general economic and capital markets conditions; the anticipated timing of any of the foregoing; assumptions underlying any of the foregoing; and any other statements that address events or developments that Veralto intends or believes will or may occur in the future. Additional information regarding the factors that may cause actual results to differ materially from these forward-looking statements is available in our SEC filings, including our 2023 Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. These forward-looking statements speak only as of the date of this release and except to the extent required by applicable law, the Company does not assume any obligation to update or revise any forward-looking statement, whether as a result of new information, future events and developments or otherwise.
VERALTO CORPORATION
CONSOLIDATED AND COMBINED CONDENSED STATEMENTS OF EARNINGS
($ and shares in millions, except per share amounts)
(unaudited)
Three-Month Period Ended
Nine-Month Period Ended
September 27, 2024
September 29, 2023
September 27, 2024
September 29, 2023
Sales
$ 1,314
$ 1,255
$ 3,848
$ 3,733
Cost of sales
(531)
(532)
(1,544)
(1,578)
Gross profit
783
723
2,304
2,155
Operating costs:
Selling, general and administrative expenses
(412)
(395)
(1,220)
(1,133)
Research and development expenses
(63)
(55)
(184)
(168)
Operating profit
308
273
900
854
Nonoperating income (expense):
Other income (expense), net
5
—
(9)
(14)
Interest expense, net
(27)
(5)
(85)
(5)
Earnings before income taxes
286
268
806
835
Income taxes
(67)
(63)
(200)
(196)
Net earnings
$ 219
$ 205
$ 606
$ 639
Net earnings per common share:
Basic
$ 0.89
$ 0.83
$ 2.45
$ 2.59
Diluted
$ 0.88
$ 0.83
$ 2.43
$ 2.59
Average common stock and common equivalent shares outstanding:
Basic
247.4
246.3
247.2
246.3
Diluted
250.0
246.3
249.4
246.3
This information is presented for reference only.
VERALTO CORPORATION
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
Reconciliation of GAAP to Non-GAAP Financial Measures
($ in millions)
Three-Month Period Ended September 27, 2024
Sales
Operating
profit
Operating
profit margin
Net earnings
for calculation
of diluted
earnings per
common share
Diluted net
earnings per
common
share
Reported (GAAP)
$ 1,314
$ 308
23.4 %
$ 219
$ 0.88
Amortization of acquisition-related intangible assets A
—
7
0.5 %
7
0.03
Loss on disposition of certain product lines B
—
—
—
(5)
(0.02)
Other items C
—
2
0.2 %
2
0.01
Tax effect of the above adjustments F
—
—
—
(1)
—
Discrete tax adjustments G
—
—
—
1
—
Rounding
—
—
—
—
(0.01)
Adjusted (Non-GAAP)
$ 1,314
$ 317
24.1 %
$ 223
$ 0.89
Three-Month Period Ended September 29, 2023
Sales
Operating
profit
Operating
profit margin
Net earnings
for calculation
of diluted
earnings per
common share
Diluted net
earnings per
common
share
Reported (GAAP)
$ 1,255
$ 273
21.8 %
$ 205
$ 0.83
Amortization of acquisition-related intangible assets A
—
12
1.0
12
0.05
Impairments and other charges D
—
6
0.5
6
0.02
Standalone Adjustment E
2
(10)
(0.8)
(40)
(0.16)
Tax effect of the above adjustments F
—
—
—
7
0.03
Discrete tax adjustments G
—
—
—
(6)
(0.02)
Rounding
—
—
(0.1)
—
—
Adjusted (Non-GAAP)
$ 1,257
$ 281
22.4 %
$ 184
$ 0.75
VERALTO CORPORATION
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
Notes to Reconciliation of GAAP to Non-GAAP Financial Measures
($ in millions)
A
Amortization of acquisition-related intangible assets in the following historical periods (only the pretax amounts set forth below are reflected in the amortization line item above):
Three-Month Period Ended
September 27, 2024
September 29, 2023
Pretax
$ 7
$ 12
After-tax
5
9
B
Gain on the disposition of a certain product line in the three-month period ended September 29, 2023 ($5 million gain pretax as reported in this line item, $4 million gain after-tax).
C
Costs incurred in the three-month period ended September 27, 2024 related to certain strategic initiatives ($2 million pretax and after-tax as reported in this line item).
D
Impairment charge related to tradenames in the Product Quality & Innovation segment for the three-month period ended September 29, 2023 totaling $6 million, as reported in this line item, and $5 million after-tax.
E
This amount encompasses management estimates of operating as a standalone entity. The management estimate includes recurring and ongoing costs required to operate new functions required for a public company such as certain corporate functions including finance, tax, legal, human resources and other general and administrative related functions. The pre-tax and after-tax effect of these estimates are summarized below:
Three-Month Period Ended
September 29, 2023
Impact to Operating Profit
$ (10)
Pretax
(40)
After-tax
(29)
F
This line item reflects the aggregate tax effect of all nontax adjustments reflected in the preceding line items of the table. In addition, the footnotes above indicate the after-tax amount of each individual adjustment item. Veralto estimates the tax effect of each adjustment item by applying Veralto’s overall estimated effective tax rate to the pretax amount, unless the nature of the item and/or the tax jurisdiction in which the item has been recorded requires application of a specific tax rate or tax treatment, in which case the tax effect of such item is estimated by applying such specific tax rate or tax treatment.
G
Discrete tax matters relate to changes in estimates associated with prior period uncertain tax positions, audit settlements and excess tax benefits from stock-based compensation.
VERALTO CORPORATION
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
Sales Growth by Segment, Core Sales Growth by Segment
% Change Three-Month Period Ended September 27, 2024
vs. Comparable 2023 Period
Segments
Total Company
Water Quality
Product Quality
and Innovation
Total sales growth (GAAP)
4.7 %
3.6 %
6.3 %
Impact of:
Acquisitions/divestitures
— %
0.2 %
(0.2) %
Currency exchange rates
(0.1) %
0.2 %
(0.4) %
Core sales growth (non-GAAP)
4.6 %
4.0 %
5.7 %
VERALTO CORPORATION
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
Forecasted Core Sales Growth, Adjusted Operating Profit Margin, and Adjusted Diluted Net Earnings per Share
The Company provides forecasted sales only on a non-GAAP basis because of the difficulty in estimating the other components of GAAP revenue, such as currency translation, acquisitions and divested product lines. Additionally, we do not reconcile adjusted operating profit margin (or components thereof), adjusted diluted earnings per share or free cash flow to net earnings conversion ratio to the comparable GAAP measures because of the difficulty in estimating the other unknown components such as investment gains and losses, impairments and separation costs, which would be reflected in any forecasted GAAP operating profit, forecasted diluted earnings per share or forecasted net earnings ratio.
% Change Three-Month
Period Ending December 31, 2024
vs. Comparable 2023 Period
Core sales growth (non-GAAP)
+Low-single digit to
+Mid-single digit
Three-Month Period Ending
December 31, 2024
Adjusted Operating Profit Margin (non-GAAP)
~24.0%
Adjusted Diluted Net Earnings per Share (non-GAAP)
$0.86 to $0.90
% Change Year Ending
December 31, 2024 vs.
Comparable 2023 Period
Core sales growth (non-GAAP)
+Low-single digits
Year Ending December 31,
2024
Adjusted Operating Profit Margin (non-GAAP)
~75 basis points
Adjusted Diluted Net Earnings per Share (non-GAAP)
$3.44 to $3.48
Free cash flow to net earnings conversion ratio (non-GAAP)
100% to 110%
VERALTO CORPORATION
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
Cash Flow and Free Cash Flow
($ in millions)
Three-Month Period Ended
Year-over-Year
Change
September 27,
2024
September 29,
2023
Total Cash Flows:
Net cash provided by operating activities (GAAP)
$ 224
$ 243
Total cash used in investing activities (GAAP)
$ (6)
$ (14)
Total cash provided by (used in) financing activities (GAAP)
$ (16)
$ 206
Free Cash Flow:
Total cash provided by operating activities (GAAP)
$ 224
$ 243
~ (8.0) %
Less: payments for additions to property, plant & equipment (capital expenditures) (GAAP)
(9)
(11)
Plus: proceeds from sales of property, plant & equipment (capital disposals) (GAAP)
—
—
Free cash flow (non-GAAP)
$ 215
$ 232
~ (7.5) %
We define free cash flow as operating cash flows, less payments for additions to property, plant and equipment (“capital expenditures”) plus the proceeds from sales of plant, property and equipment (“capital disposals”).
Statement Regarding Non-GAAP Measures
Each of the non-GAAP measures set forth above should be considered in addition to, and not as a replacement for or superior to, the comparable GAAP measure, and may not be comparable to similarly titled measures reported by other companies. Management believes that these measures provide useful information to investors by offering additional ways of viewing Veralto Corporation’s (“Veralto” or the “Company”) results that, when reconciled to the corresponding GAAP measure, help our investors:
with respect to the profitability-related non-GAAP measures, understand the long-term profitability trends of our business and compare our profitability to prior and future periods and to our peers;with respect to core sales and related sales measures, identify underlying growth trends in our business and compare our sales performance with prior and future periods and to our peers; andwith respect to free cash flow and related cash flow measures (the “FCF Measure”), understand Veralto’s ability to generate cash without external financings, strengthen its balance sheet, invest in its business and grow its business through acquisitions and other strategic opportunities (although a limitation of free cash flow is that it does not take into account the Company’s non-discretionary expenditures, and as a result the entire free cash flow amount is not necessarily available for discretionary expenditures).
Management uses these non-GAAP measures to measure the Company’s operating and financial performance.
The items excluded from the non-GAAP measures set forth above have been excluded for the following reasons:Amortization of Intangible Assets: We exclude the amortization of acquisition-related intangible assets because the amount and timing of such charges are significantly impacted by the timing, size, number and nature of the acquisitions we consummate. While we have a history of significant acquisition activity, we do not acquire businesses on a predictable cycle, and the amount of an acquisition’s purchase price allocated to intangible assets and related amortization term are unique to each acquisition and can vary significantly from acquisition to acquisition. Exclusion of this amortization expense facilitates more consistent comparisons of operating results over time between our newly acquired and long-held businesses, and with both acquisitive and non-acquisitive peer companies. We believe however that it is important for investors to understand that such intangible assets contribute to sales generation and that intangible asset amortization related to past acquisitions will recur in future periods until such intangible assets have been fully amortized.Restructuring Charges: We exclude costs incurred pursuant to discrete restructuring plans that are fundamentally different (in terms of the size, strategic nature and planning requirements, as well as the inconsistent frequency, of such plans) from the ongoing productivity improvements that result from application of the Veralto Enterprise System. Because these restructuring plans are incremental to the core activities that arise in the ordinary course of our business and we believe are not indicative of Veralto’s ongoing operating costs in a given period, we exclude these costs to facilitate a more consistent comparison of operating results over time.Other Adjustments: With respect to the other items excluded from the profitability-related non-GAAP measures, we exclude these items because they are of a nature and/or size that occur with inconsistent frequency, occur for reasons that may be unrelated to Veralto’s commercial performance during the period and/or we believe that such items may obscure underlying business trends and make comparisons of long-term performance difficult.Standalone Adjustments: We believe these adjustments provide additional insight into how our businesses are performing, on a normalized basis. However, these non-GAAP financial measures should not be construed as inferring that our future results will be unaffected by the items for which the measure adjusts.With respect to core operating profit margin changes, in addition to the explanation set forth in the bullets above relating to “restructuring charges” and “other adjustments”, we exclude the impact of businesses owned for less than one year (or disposed of during such period and not treated as discontinued operations) because the timing, size, number and nature of such transactions can vary significantly from period to period and may obscure underlying business trends and make comparisons of long-term performance difficult.With respect to core sales related measures, (1) we exclude the impact of currency translation because it is not under management’s control, is subject to volatility and can obscure underlying business trends, and (2) we exclude the effect of acquisitions and divested product lines because the timing, size, number and nature of such transactions can vary significantly from period-to-period and between us and our peers, which we believe may obscure underlying business trends and make comparisons of long-term performance difficult.With respect to the FCF Measure, we exclude payments for additions to property, plant and equipment (net of the proceeds from capital disposals) to demonstrate the amount of operating cash flow for the period that remains after accounting for the Company’s capital expenditure requirements.
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SOURCE Veralto
Technology
Notice regarding Plan to Delist American Depositary Receipts from NASDAQ Capital Market and Deregister with U.S. Securities and Exchange Commission.
Published
58 mins agoon
October 23, 2024By
NEW YORK and TOKYO, Oct. 23, 2024 /PRNewswire/ – Pixie Dust Technologies, Inc. (the “Company”) announced that its board of directors resolved, at its meeting held on October 23, 2024, to delist its American Depositary Receipts (“ADRs”) from the NASDAQ Capital Market (“NASDAQ”) and submit an application for deregistration with the U.S. Securities and Exchange Commission (“SEC”). The Company has also announced that it has notified NASDAQ of its intention to delist its ADRs voluntarily. Plans regarding the delisting and deregistration are as follows:
1. Reasons for Applying for Delisting
The Company listed its ADRs on NASDAQ in August 2023 to access the U.S. capital markets and raise capital through its initial public offering, while benefiting from the increased visibility and credibility of being listed on a major U.S. exchange. Since then, the Company has taken steps to uphold active information disclosure to its shareholders and investors, including the fulfillment of disclosure obligations under the Securities Exchange Act, the preparation of financial statements in accordance with accounting principles generally accepted in the United States, and the establishment of internal control systems as required by the Sarbanes-Oxley Act.
The Company has now decided to delist its ADRs due to the substantial cost of maintaining its NASDAQ listing and the ongoing reporting obligations of the United States Securities laws, and considering all other facts and circumstances, the Company has decided to divert its financial and human resources toward its business growth. Consequently, the Company has also decided to apply for voluntary delisting from NASDAQ and deregistration from the SEC reporting requirements.
The Company plans to file Form 25 with the SEC on or about 10 days after Notice to NASDAQ, which will serve as formal notice to the SEC of our intention to delist. The delisting will become effective 10 days after the Form 25 is filed with the SEC.
2. Upon Delisting, the Company’s shares will not be listed on any exchange.
3. Schedule for Delisting and Other Matters (Eastern Standard Time)
October 23, 2024 (planned)
Notice of voluntary delisting to NASDAQ;
Notice regarding termination of deposit
agreement to depositary bank
November 4, 2024 (planned)
Filing of Form 25 with the SEC for delisting
from NASDAQ and deregistration with the
SEC
November 15, 2024 (planned)
Delisting from NASDAQ to become
effective
November 15, 2024 (planned)**
Filing of Form 15-F with the SEC to
terminate the Company’s ongoing
disclosure obligations under the Securities
Exchange Act. Subject to confirmation of
qualification to file.
January 21, 2025 (planned)
Termination of deposit agreement with
depositary bank to become effective
(termination of the ADR program)
February 12, 2025 (planned)**
Deregistration from SEC to become
effective, terminating of the Company’s
ongoing disclosure obligations under the
Securities Exchange Act
** subject to 15-F Filing Qualification.
Note that the schedule above (including planned effective dates) may change if the Company receives notification from the SEC that it objects to deregistration or requests an extended review or for other reasons.
4. After the Delisting and Deregistration
The Company’s ongoing disclosure obligations under the Securities Exchange Act, including the obligation to file annual reports (Form 20-F), will terminate on February 12, 2025, which will be 90 days after the filing of the Form 15-F with the SEC planned November 15, 2024.
The Company’s ADR program is also expected to be terminated on January 21, 2025, in conjunction with the applications for NASDAQ delisting and SEC deregistration. ADR holders with questions should contact The Bank of New York Mellon, the Depositary Bank, using the contact info below.
After the termination of ADR program, outstanding common shares on deposit with Depositary Bank may be settled in accordance with the Deposit Agreement.
5. Forward-Looking Statements
Certain statements contained in this press release, including those that express a belief, expectation or intention, as well as those that are not statements of historical fact, are forward-looking statements. These forward-looking statements may include projections and estimates concerning our possible or assumed future results of operations, financial condition, business strategies and plans, market opportunity, competitive position, industry environment, and potential growth opportunities. In some cases, you can identify forward-looking statements by terms such as “may”, “will”, “should”, “believe”, “expect”, “could”, “intend”, “plan”, “anticipate”, “estimate”, “continue”, “predict”, “project”, “potential”, “target,” “goal” or other words that convey the uncertainty of future events or outcomes. You can also identify forward-looking statements by discussions of strategy, plans or intentions. We have based these forward-looking statements on our current expectations and assumptions about future events. While our management considers these expectations and assumptions to be reasonable, because forward-looking statements relate to matters that have not yet occurred, they are inherently subject to significant business, competitive, economic, regulatory and other risks, contingencies and uncertainties, most of which are difficult to predict and many of which are beyond our control. These and other important factors, including, among others, those discussed in our most recent annual report for the fiscal year ending April 30, 2024, filed under cover of Form 20-F with U.S. Securities and Exchange Commission, under the headings “Risk Factors”, “Operating and Financial Review and Prospects”, and “Business Overview” may cause our actual results, performance or achievements to differ materially from any future results, performance or achievements expressed or implied by the forward-looking statements in this annual report. Some of the factors that could cause actual results to differ materially from those expressed or implied by the forward-looking statements in this press release include our expectations regarding our revenue, expenses, and other operating results.
6. Contact information for inquiries regarding the Company’s ADRs:
Depositary Bank:
The Bank of New York Mellon (United States)
Depositary Receipts
Phone:
+1 888 269 2377 (USA toll-free number)
+1 201 680 6825 (International number)
(Available from Monday through Friday, from 9 a.m. to 5 p.m., Eastern Standard Time)
Website:
www.adrbny.com
Mail:
shrrelations@cpushareownerservices.com
For Japanese ADR holders applying for share settlement, the Company established a contact center to provide share settlement guidance. See below.
Company:
Pixie Dust Technologies delisting call center
Phone:
81-3-6636-6314
Website:
https://pixiedusttech.com/en/ir
Mail:
pxdt_ir@pixiedusttech.com
SOURCE Pixie Dust Technologies
Technology
SNAP! MOBILE ANNOUNCES UPDATES IN TWO LEGAL CASES
Published
58 mins agoon
October 23, 2024By
Vertical Raise LLC forced to pay damages in lawsuit confirming tortious interference with contract, unfair competition, and misappropriation of trade secrets
SEATTLE, Oct. 23, 2024 /PRNewswire/ — Snap! Mobile, the market leader in school fundraising and technology solutions for high school sports, clubs, and extracurriculars, today announced the following updates in two legal cases:
Snap! Mobile, Inc. v. Vertical Raise LLC (Idaho State Court 2020)
In this action, Snap! Mobile, Inc. (“Snap!” or the “Company”) successfully presented a case that Vertical Raise LLC had tortiously interfered with its contracts. The Company completed a jury trial in August 2021. The final case decision was reached in 2024, resulting in a seven-figure judgment against Vertical Raise LLC plus interest on the judgment from the original verdict date.
Snap! Mobile, Inc. v. Argyrou et. al. (Washington State Court 2019)
In this matter, Snap! Mobile, Inc. sued various former employees who went to work for Vertical Raise LLC, in violation of their agreements with Snap!. Earlier this year, the Washington Court of Appeals reversed a decision of the trial court granting summary judgment in favor of the defendants. The Company now intends to move to trial for damages for their conduct and violations of their agreements. The next stage will include discovery of profits generated while working at Vertical Raise LLC and violating their agreements to determine the extent of damages to be awarded.
About Snap! Mobile, Inc.
Snap! Mobile, the safest and most secure platform for school software and fundraising, has been proudly supporting programs around the country with simple and dependable services since 2014. Snap! Raise has raised more than $900 million dollars for over 125,000 groups and teams through over 12.5 million participants and donors. In addition to the Snap! Raise fundraising solution, Snap! Mobile further supports schools, groups, and teams with its other brands and products: Snap! Spend (transparent money management solution), Snap! Store (spirit wear), FanX, and Snap! Manage (integrated scheduling, communication, and registration solution). To see how Snap! Mobile can support your program, visit snapraise.com.
Contact:
Mark Ballard
646-391-0453
mark@harmonica.co
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SOURCE Snap! Mobile
Veralto Reports Third Quarter 2024 Results
Notice regarding Plan to Delist American Depositary Receipts from NASDAQ Capital Market and Deregister with U.S. Securities and Exchange Commission.
SNAP! MOBILE ANNOUNCES UPDATES IN TWO LEGAL CASES
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