EX-99.1 2 a12-24574_1ex99d1.htm EX-99.1

EXHIBIT 99.1

| NEWS

Veeco Instruments Inc., 1 Terminal Drive, Plainview, NY 11803 Tel. 516-677-0200 Fax. 516-677-0380

FOR IMMEDIATE RELEASE

Financial Contact: Debra Wasser, SVP Investor Relations & Corporate Communications, 516-677-0200 x1472

Media Contact: Fran Brennen, Senior Director Marcom, 516-677-0200 x1222

VEECO REPORTS THIRD QUARTER 2012 FINANCIAL RESULTS

Plainview, NY, October 22, 2012 — Veeco Instruments Inc. (Nasdaq: VECO) announced its financial results for the third quarter ended September 30, 2012. Veeco reports its results on a U.S. generally accepted accounting principles (“GAAP”) basis, and also provides results excluding certain items. Please refer to the attached table for details of the reconciliation between GAAP operating results and Non-GAAP operating results. All results presented herein are for Veeco’s “Continuing Operations.”

GAAP Results* ($M except EPS)

|  | Q3 ‘12 |  | Q3 ‘11 |
Revenues |  | $ | 126.9 |  | $ | 268.0 |
Net income |  | $ | 9.4 |  | $ | 52.6 |
EPS (diluted) |  | $ | 0.24 |  | $ | 1.31 |

Non-GAAP Results ($M except EPS)

|  | Q3 ‘12 |  | Q3 ‘11 |
Net income |  | $ | 13.4 |  | $ | 53.4 |
EPS (diluted) |  | $ | 0.34 |  | $ | 1.33 |

* 2012 GAAP results include $2.0M restructuring charge for Company-wide reorganization.

Third Quarter 2012 Results

John R. Peeler, Veeco’s Chairman and Chief Executive Officer, commented, “Veeco’s third quarter revenue was $127 million, and adjusted EBITA and non-GAAP earnings per share were $17 million and $0.34, in line with our guidance. Veeco generated $46 million in cash flow from operations, ending the quarter with $574 million in cash and short term investments.” Third quarter LED & Solar revenues were $94 million: approximately $79 million in MOCVD and $15 million in MBE. Data Storage revenues were $33 million.

Mr. Peeler continued, “Third quarter bookings were weak at $84 million, representing trough levels in all businesses. LED & Solar orders totaled $68 million: MOCVD continued to bump along the bottom at $63 million as LED customers work through overcapacity and delay significant fab expansions. MBE bookings declined 33% sequentially to $5 million, with customer consolidation causing a slowdown in production buys for wireless applications. Data Storage customers froze spending due to hard drive overcapacity and a weakening demand outlook, resulting in a 37% sequential decline in orders to $16 million.” Veeco’s book-to-bill ratio was 0.66 to 1 and quarter-end backlog was $187 million.

Fourth Quarter 2012 Guidance & Outlook

Veeco’s fourth quarter 2012 revenue is currently forecasted to be between $100 million and $115 million. Earnings per share are currently forecasted to be between ($0.09) to $0.03 on a GAAP basis, and $0.04 to $0.16 on a non-GAAP basis. Veeco is likely to take additional restructuring actions in the fourth quarter. Please refer to the attached financial table for more details.

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Mr. Peeler added, “Taking into account our fourth quarter guidance, Veeco’s 2012 revenue is forecasted to be over $500 million and we will have delivered double digit profitability, successfully managing through a challenging year.”

“We are cautious about short-term business conditions since there is still no clear sign that the economy is improving,” added Mr. Peeler. “However, the LED market is getting better — general lighting is growing, excess capacity is being absorbed, and customers are reporting more stable business conditions. An MOCVD order snap-back is inevitable as LEDs go from 5% of all lighting to over 30% over the next few years. Insatiable demand for storage will drive future hard drive industry capital expenditures and technology investments. We anticipate that Veeco’s orders will improve in the coming quarters.”

“In the meantime, we are focused on lowering our cost structure while protecting investments in R&D and new products,” concluded Mr. Peeler. “Our goal is to remain profitable while funding our future. We are market leaders with exceptional technology and customer roadmap alignment. We are well positioned for future growth as our end markets recover and the world adopts solid state lighting.”

Conference Call Information

A conference call reviewing these results has been scheduled for 5:00pm ET today at 1-877-741-4249 (toll free) or 1-719-325-4767 using passcode 9733840. The call will also be webcast live on the Veeco website at www.veeco.com. A replay of the call will be available beginning at 8:00pm ET tonight through midnight on November 5, 2012 at 888-203-1112 or 719-457-0820, using passcode 9733840, or on the Veeco website. Please follow along with our slide presentation also posted on the website.

About Veeco

Veeco’s process equipment solutions enable the manufacture of LEDs, power electronics, hard drives, MEMS and wireless chips. We are the market leader in MOCVD, MBE, Ion Beam and other advanced thin film process technologies. Our high performance systems drive innovation in energy efficiency, consumer electronics and network storage and allow our customers to maximize productivity and achieve lower cost of ownership. For information on our company, products and worldwide service and support, please visit www.veeco.com.

To the extent that this news release discusses expectations or otherwise makes statements about the future, such statements are forward-looking and are subject to a number of risks and uncertainties that could cause actual results to differ materially from the statements made. These factors include the risks discussed in the Business Description and Management’s Discussion and Analysis sections of Veeco’s Annual Report on Form 10-K for the year ended December 31, 2011 and in our subsequent quarterly reports on Form 10-Q, current reports on Form 8-K and press releases. Veeco does not undertake any obligation to update any forward-looking statements to reflect future events or circumstances after the date of such statements.

-financial tables attached-

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Veeco Instruments Inc. and Subsidiaries

Condensed Consolidated Statements of Income

(In thousands, except per share data)

(Unaudited)

|  | Three months ended |  | Nine months ended |
|  | September 30, |  | September 30, |
|  | 2012 |  | 2011 |  | 2012 |  | 2011 |
Net sales |  | $ | 126,928 |  | $ | 267,959 |  | $ | 403,384 |  | $ | 787,450 |
Cost of sales |  | 73,195 |  | 143,025 |  | 223,129 |  | 396,204 |
Gross profit |  | 53,733 |  | 124,934 |  | 180,255 |  | 391,246 |
Operating expenses (income): |  |  |  |  |  |  |  |  |
Selling, general and administrative |  | 17,484 |  | 23,569 |  | 58,150 |  | 73,966 |
Research and development |  | 23,706 |  | 26,404 |  | 70,922 |  | 69,927 |
Amortization |  | 1,185 |  | 1,277 |  | 3,585 |  | 3,519 |
Restructuring |  | 2,014 |  | — |  | 2,077 |  | — |
Other, net |  | (519 | ) | (199 | ) | (408 | ) | (228 | )
Total operating expenses |  | 43,870 |  | 51,051 |  | 134,326 |  | 147,184 |
Operating income |  | 9,863 |  | 73,883 |  | 45,929 |  | 244,062 |
Interest (income) expense, net |  | (175 | ) | (244 | ) | (707 | ) | 1,142 |
Loss on extinguishment of debt |  | — |  | — |  | — |  | 3,349 |
Income from continuing operations before income taxes |  | 10,038 |  | 74,127 |  | 46,636 |  | 239,571 |
Income tax provision |  | 620 |  | 21,510 |  | 9,745 |  | 72,657 |
Income from continuing operations |  | 9,418 |  | 52,617 |  | 36,891 |  | 166,914 |
Discontinued operations: |  |  |  |  |  |  |  |  |
Income (loss) from discontinued operations, net of tax |  | 4,048 |  | (16,754 | ) | 4,805 |  | (59,203 | )
Net income |  | $ | 13,466 |  | $ | 35,863 |  | $ | 41,696 |  | $ | 107,711 |
Income (loss) per common share: |  |  |  |  |  |  |  |  |
Basic: |  |  |  |  |  |  |  |  |
Continuing operations |  | $ | 0.24 |  | $ | 1.34 |  | $ | 0.96 |  | $ | 4.16 |
Discontinued operations |  | 0.11 |  | (0.43 | ) | 0.13 |  | (1.48 | )
Income |  | $ | 0.35 |  | $ | 0.91 |  | $ | 1.09 |  | $ | 2.68 |
Diluted: |  |  |  |  |  |  |  |  |
Continuing operations |  | $ | 0.24 |  | $ | 1.31 |  | $ | 0.95 |  | $ | 3.98 |
Discontinued operations |  | 0.10 |  | (0.41 | ) | 0.12 |  | (1.41 | )
Income |  | $ | 0.34 |  | $ | 0.90 |  | $ | 1.07 |  | $ | 2.57 |
Weighted average shares outstanding: |  |  |  |  |  |  |  |  |
Basic |  | 38,577 |  | 39,335 |  | 38,402 |  | 40,132 |
Diluted |  | 39,169 |  | 40,069 |  | 39,006 |  | 41,941 |

Veeco Instruments Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

(In thousands)

|  | September 30, |  | December 31, |
|  | 2012 |  | 2011 |
|  | (Unaudited) |  |  |
ASSETS |  |  |  |  |
Current assets: |  |  |  |  |
Cash and cash equivalents |  | $ | 387,048 |  | $ | 217,922 |
Short-term investments |  | 185,692 |  | 273,591 |
Restricted cash |  | 852 |  | 577 |
Accounts receivable, net |  | 60,319 |  | 95,038 |
Inventories, net |  | 80,756 |  | 113,434 |
Prepaid expenses and other current assets |  | 37,612 |  | 40,756 |
Assets of discontinued segment held for sale |  | — |  | 2,341 |
Deferred income taxes, current |  | 8,973 |  | 10,885 |
Total current assets |  | 761,252 |  | 754,544 |
Property, plant and equipment, net |  | 99,060 |  | 86,067 |
Goodwill |  | 55,828 |  | 55,828 |
Other assets, net |  | 41,755 |  | 39,624 |
Total assets |  | $ | 957,895 |  | $ | 936,063 |
LIABILITIES AND EQUITY |  |  |  |  |
Current liabilities: |  |  |  |  |
Accounts payable |  | $ | 35,498 |  | $ | 40,398 |
Accrued expenses and other current liabilities |  | 85,582 |  | 107,656 |
Deferred profit |  | 9,399 |  | 10,275 |
Income taxes payable |  | 525 |  | 3,532 |
Liabilities of discontinued segment held for sale |  | — |  | 5,359 |
Current portion of long-term debt |  | 263 |  | 248 |
Total current liabilities |  | 131,267 |  | 167,468 |
Deferred income taxes |  | 5,023 |  | 5,029 |
Long-term debt |  | 2,207 |  | 2,406 |
Other liabilities |  | 303 |  | 640 |
Total liabilities |  | 138,800 |  | 175,543 |
Equity |  | 819,095 |  | 760,520 |
Total liabilities and equity |  | $ | 957,895 |  | $ | 936,063 |

Veeco Instruments Inc. and Subsidiaries

Reconciliation of GAAP to non-GAAP results

(In thousands, except per share data)

(Unaudited)

|  | Guidance for |
|  | the three months ending December 31, 2012 |
|  | LOW |  | HIGH |
Adjusted EBITA |  |  |  |  |
Operating income |  | $ | (3,773 | ) | $ | 2,491 |
Adjustments: |  |  |  |  |
Amortization |  | 1,265 |  | 1,265 |
Restructuring |  | 1,183 | (2) | 1,183 | (2)
Equity-based compensation |  | 4,026 |  | 4,026 |
Earnings from continuing operations before interest, income taxes and amortization excluding certain items (“Adjusted EBITA”) |  | $ | 1,518 |  | $ | 7,782 |
Non-GAAP Net Income |  |  |  |  |
Net income from continuing operations (GAAP basis) |  | $ | (3,593 | ) | $ | 1,363 |
Non-GAAP adjustments: |  |  |  |  |
Amortization |  | 1,265 |  | 1,265 |
Restructuring |  | 1,183 | (2) | 1,183 | (2)
Equity-based compensation |  | 4,026 |  | 4,026 |
Income tax effect of non-GAAP adjustments |  | (1,442 | )(1) | (1,734 | )(1)
Non-GAAP Net Income |  | $ | 1,439 |  | $ | 6,103 |
Non-GAAP earnings per diluted share excluding certain items (“Non-GAAP EPS”) |  | $ | 0.04 |  | $ | 0.16 |
Diluted weighted average shares outstanding |  | 39,250 |  | 39,250 |

(1) The Company utilizes the with and without method to determine the income tax effect of non-GAAP adjustments.

(2) Represents the fourth quarter charge relating to the company-wide restructuring that occurred during third quarter.

NOTE - This reconciliation is not in accordance with, or an alternative method for, generally accepted accounting principles in the United States, and may be different from similar measures presented by other companies. Management of the Company evaluates performance of its business units based on adjusted EBITA, which is the primary indicator used to plan and forecast future periods. The presentation of this financial measure facilitates meaningful comparison with prior periods, as management of the Company believes adjusted EBITA reports baseline performance and thus provides useful information.

Veeco Instruments Inc. and Subsidiaries

Reconciliation of GAAP to non-GAAP results

(In thousands, except per share data)

(Unaudited)

|  | Three months ended |  | Nine months ended |
|  | September 30, |  | September 30, |
|  | 2012 |  | 2011 |  | 2012 |  | 2011 |
Adjusted EBITA |  |  |  |  |  |  |  |  |
Operating income |  | $ | 9,863 |  | $ | 73,883 |  | $ | 45,929 |  | $ | 244,062 |
Adjustments: |  |  |  |  |  |  |  |  |
Amortization |  | 1,185 |  | 1,277 |  | 3,585 |  | 3,519 |
Equity-based compensation |  | 3,446 |  | 2,955 |  | 10,590 |  | 9,472 |
Restructuring |  | 2,014 | (1) | — |  | 2,077 | (1) | — |
Earnings from continuing operations before interest, income taxes and amortization excluding certain items (“Adjusted EBITA”) |  | $ | 16,508 |  | $ | 78,115 |  | $ | 62,181 |  | $ | 257,053 |
Non-GAAP Net Income |  |  |  |  |  |  |  |  |
Net income from continuing operations (GAAP basis) |  | $ | 9,418 |  | $ | 52,617 |  | $ | 36,891 |  | $ | 166,914 |
Non-GAAP adjustments: |  |  |  |  |  |  |  |  |
Amortization |  | 1,185 |  | 1,277 |  | 3,585 |  | 3,519 |
Equity-based compensation |  | 3,446 |  | 2,955 |  | 10,590 |  | 9,472 |
Restructuring |  | 2,014 | (1) | — |  | 2,077 | (1) | — |
Loss on extinguishment of debt |  | — |  | — |  | — |  | 3,349 |
Non-cash portion of interest expense |  | — |  | — |  | — |  | 1,260 | (2)
Income tax effect of non-GAAP adjustments |  | (2,695 | )(3) | (3,498 | )(3) | (6,323 | )(3) | (6,441 | )(3)
Non-GAAP net income |  | $ | 13,368 |  | $ | 53,351 |  | $ | 46,820 |  | $ | 178,073 |
Non-GAAP earnings per diluted share excluding certain items (“Non-GAAP EPS”) |  | $ | 0.34 |  | $ | 1.33 |  | $ | 1.20 |  | $ | 4.25 |
Diluted weighted average shares outstanding |  | 39,169 |  | 40,069 |  | 39,006 |  | 41,941 |

(1) During the three months ended September 30, 2012, we recorded restructuring charges totaling $2.0 million related to a company-wide reorganization. During the nine months ended September 30, 2012, we recorded restructuring charges totaling $2.1 million related to company-wide reorganizations executed during the second half of 2011 and 2012.

(2) Adjustment to exclude non-cash interest expense on convertible subordinated notes.

(3) The Company utilized the with and without method to determine the income tax effect of non-GAAP adjustments.

NOTE - This reconciliation is not in accordance with, or an alternative method for, generally accepted accounting principles in the United States, and may be different from similar measures presented by other companies. Management of the Company evaluates performance of its business units based on adjusted EBITA, which is the primary indicator used to plan and forecast future periods. The presentation of this financial measure facilitates meaningful comparison with prior periods, as management of the Company believes adjusted EBITA reports baseline performance and thus provides useful information.

Veeco Instruments Inc. and Subsidiaries

Segment Bookings, Revenues, and Reconciliation

of Operating Income (Loss) to Adjusted EBITA (Loss)

(In thousands)

(Unaudited)

|  | Three months ended |  | Nine months ended |
|  | September 30, |  | September 30, |
|  | 2012 |  | 2011 |  | 2012 |  | 2011 |
LED & Solar |  |  |  |  |  |  |  |  |
Bookings |  | $ | 67,842 |  | $ | 111,898 |  | $ | 229,765 |  | $ | 583,424 |
Revenues |  | $ | 93,714 |  | $ | 233,865 |  | $ | 276,066 |  | $ | 667,697 |
Operating income |  | $ | 9,664 |  | $ | 70,899 |  | $ | 32,853 |  | $ | 227,917 |
Amortization |  | 861 |  | 924 |  | 2,585 |  | 2,364 |
Equity-based compensation |  | 1,019 |  | 996 |  | 3,121 |  | 2,567 |
Restructuring |  | 660 |  | — |  | 718 |  | — |
Adjusted EBITA |  | $ | 12,204 |  | $ | 72,819 |  | $ | 39,277 |  | $ | 232,848 |
Data Storage |  |  |  |  |  |  |  |  |
Bookings |  | $ | 15,850 |  | $ | 21,188 |  | $ | 69,858 |  | $ | 91,350 |
Revenues |  | $ | 33,214 |  | $ | 34,094 |  | $ | 127,318 |  | $ | 119,753 |
Operating income |  | $ | 2,518 |  | $ | 7,185 |  | $ | 22,075 |  | $ | 31,087 |
Amortization |  | 324 |  | 353 |  | 1,000 |  | 1,072 |
Equity-based compensation |  | 338 |  | 339 |  | 1,189 |  | 999 |
Restructuring |  | 1,296 |  | — |  | 1,301 |  | — |
Adjusted EBITA |  | $ | 4,476 |  | $ | 7,877 |  | $ | 25,565 |  | $ | 33,158 |
Unallocated Corporate |  |  |  |  |  |  |  |  |
Operating loss |  | $ | (2,319 | ) | $ | (4,201 | ) | $ | (8,999 | ) | $ | (14,942 | )
Amortization |  | — |  | — |  | — |  | 83 |
Equity-based compensation |  | 2,089 |  | 1,620 |  | 6,280 |  | 5,906 |
Restructuring |  | 58 |  | — |  | 58 |  | — |
Adjusted loss |  | $ | (172 | ) | $ | (2,581 | ) | $ | (2,661 | ) | $ | (8,953 | )
Total |  |  |  |  |  |  |  |  |
Bookings |  | $ | 83,692 |  | $ | 133,086 |  | $ | 299,623 |  | $ | 674,774 |
Revenues |  | $ | 126,928 |  | $ | 267,959 |  | $ | 403,384 |  | $ | 787,450 |
Operating income |  | $ | 9,863 |  | $ | 73,883 |  | $ | 45,929 |  | $ | 244,062 |
Amortization |  | 1,185 |  | 1,277 |  | 3,585 |  | 3,519 |
Equity-based compensation |  | 3,446 |  | 2,955 |  | 10,590 |  | 9,472 |
Restructuring |  | 2,014 |  | — |  | 2,077 |  | — |
Adjusted EBITA |  | $ | 16,508 |  | $ | 78,115 |  | $ | 62,181 |  | $ | 257,053 |