EX-99 3 octexh992.htm EXHIBIT 99.2 Exhibit 99.2

ASML — Summary Consolidated Statements of Operations1


  Three months ended, Nine months ended,
  Sep. 28, 2003 Sep. 28, 2004 Sep. 28, 2003 Sep. 28, 2004
(Amounts in thousands EUR except per share data)        
Net sales   370,067   610,472   1,017,227   1,680,215  
Cost of sales   276,631   378,180   798,449   1,082,412  
Gross profit on sales   93,436   232,292   218,778   597,803  
 
Research and development costs   66,469   123,2932   224,432   271,6882  
Research and development credits   (4,653 ) (5,726 ) (13,787 ) (15,548 )
Selling, general and administrative expenses   50,318   51,509   166,273   149,513  
Restructuring expenses   –   –   24,485   (5,862 )
Total expenses   112,134   169,0762   401,403   399,7912  
 
Operating income (loss) from continuing  
operations   (18,698 ) 63,2162   (182,625 ) 198,0122  
Interest expense, net   (8,395 ) (3,051 ) (24,824 ) (11,508 )
 
Income (Loss) from continuing operations before  
income taxes   (27,093 ) 60,165   (207,449 ) 186,504  
Benefits from (provision for) income taxes on  
income from continuing operations   9,520   (19,253 ) 67,235   (59,681 )
Net income (loss) from continuing operations   (17,573 ) 40,9122   (140,214 ) 126,8232  
 
Loss from discontinued operations  
before income tax   (21,369 ) –   (59,026 ) –  
Benefits from income taxes on discontinued  
operations   8,441   –   23,316   –  
Net loss from discontinued operations   (12,928 ) –   (35,710 ) –  
 
Net income (loss)   (30,501 ) 40,9122   (175,924 ) 128,8232  
Basic net income (loss) per ordinary share:   (0.06 ) 0.082   (0.36 ) 0.262  
Diluted net income (loss) per ordinary share:   (0.06 ) 0.082,3   (0.36 ) 0.262,3  
 
Number of ordinary shares used in computing per share amounts (in thousands):  
Basic   482,225   483,605   482,197   483,376  
Diluted   482,225   484,2053   482,197   484,9783  



1.) Except for balance sheet data as of December 31, 2003, all figures are unaudited.
2.) ASML, Nikkon Corporation and Carl Zeiss SMT AG agreed to a comprehensive settlement of legal proceedings and cross-license of patents related to lithography equipment. This agreement resulted in:
  - an increase of EUR 48.8 million in our Research and Development costs and consequently a decrease in Operating income from continuing operations.
  - a decrease of EUR 33.1 million in Net Income or EUR 0.07 per ordinary share.
3.) The calculation of the diluted net income epr ordinary shares does not assume conversion of ASML's outstanding Convertible Subordinated Notes, as such conversions would have an anti-dilutive effect.

ASML — Ratios and Other Data1

  Three months ended, Nine months ended,    
  Sep. 28, 2003 Sep. 28, 2004 Sep. 28, 2003 Sep. 28, 2004
Gross profit on sales of continuing operations                  
as a % of net sales   25.2   38.1   21.5   35.6  
Operating income (loss) from continuing  
operations as a % of net sales   (5.1 ) 10.4      18.34 (18.0 ) 11.8      14.74
Net income (loss) from continuing operations  
as a % of net sales   (4.7 ) 6.7 12.14 (13.8 ) 7.5 9.54
Shareholders' equity as a % of total assets   36.1   39.3   36.1   39.3  
Sales of new systems (units)   28   55   83   154  
Sales of used systems (units)   6   16   25   47  
Sales of systems total (units)   34   71   108   201  
Backlog Sales of new systems (units)   80   162   80   162  
Backlog Sales of used systems (units)   11   21   11   21  
Backlog Sales of systems total (units)   91   183   91   183  
Number of employees in continuing operations   5,218   5,042   5,218   5,042  
Number of employees in discontinued operations   408   –   408   –  
Number of employees total   5,626   5,042   5,626   5,042  

  4.) Excludes the impact of the agreement between ASML, Nikon corporation and Carl Zeiss SMT AG with respect to a comprehensive settlement of legal proceedings and cross-license of patents related to lithography equipment.


ASML — Summary Consolidated Balance Sheets1

  Sep. 28, Dec. 31, Mar. 28, Jun. 27, Sep. 26,
  2003 2003 2004 2004 2004
(Amounts in thousands, EUR)          
ASSETS                      
Cash and cash equivalents   1,103,848   1,027,806   1,152,022   1,235,611   1,315,758  
Accounts receivable, net   301,129   314,495   317,368   396,721   397,064  
Inventories, net   675,582   595,017   599,110   591,146   685,969  
Other current assets   154,496   207,502   237,919   198,972   165,276  
Assets held for sale   76,699   5,007   –   –   –  
Total current assets   2,311,754   2,149,827   2,306,419   2,422.450   2,564,067  
 
Deferred tax asset   378,636   325,271   335,262   336,059   330,784  
Other assets   71,294   30,711   32,274   31,358   30,071  
Intangible assets   15,503   14,590   13,660   12,727   34,919  
Property, plant and equipment   392,907   347,883   326,135   321,577   315,487  
Total assets   3,170,094   2,868,282   3,013,750   3,124,171   3,275,328  
LIABILITIES AND SHAREHOLDERS' EQUITY  
Current liabilities   559,397   673,068   776,389   832,980   923,080  
Liabilities held for sale   58,460   13,451   –   –   –  
Convertible subordinated bonds   1,224,018   842,543   862,292   856,038   848,350  
Long term debt and deferred liabilities   184,729   198,013   196,280   194,736   215,611  
Shareholders' equity   1,143,490   1,141,207   1,178,789   1,240,417   1,288,287  
Total liabilities and Shareholders' equity   3,170,094   2,868,282   3,013,750   3,124,171   3,275,328  

ASML — Summary Consolidated Statements of Cash Flows1

  Three months ended, Nine months ended    
  Sep. 28, 2003 Sep. 28, 2004 Sep. 28, 2003 Sep. 28, 2004
(Amounts in thousands EUR)        
CASH FLOWS FROM OPERATING ACTIVITIES:                  
Net income (loss) from continuing operations   (17,573 ) 40,912   (140,214 ) 126,823  
Depreciation and amortization   45,426   22,098   111.888   72,370  
Change in tax assets and liabilities   143,647   15,832   104,652   51,016  
Change in assets and liabilities   (184,121)   17,173   181,328   48,254  
Net cash provided by operating  
activities from continuing operations   (12,621 ) 96,015   257,654   298,463  
 
CASH FLOWS FROM INVESTING ACTIVITIES:  
Capital expenditures   (19,168 ) (28,854 ) (56,283 ) (61,407 )
Disposals   17,358   11,367   37,174   28,821  
Net cash provided by (used in) investing activities  
from continuing operations   1,810   (17,487 ) (19,109 ) (32,586 )
Net cash provided by operating and  
investing activities from continuing operations   (14,431 ) 78,528   238,545   265,877  
 
CASH FLOWS FROM FINANCING ACTIVITIES:  
Proceeds from issuance of convertible  
subordinated loans, net   –   –   371,450   –  
Redemption and/or repayment of loans   (125,502 ) (292 ) (126,691 ) (828 )
Proceeds from share issuance   –   3,911   –   18,953  
Net cash provided by financing  
activities from continuing operations   125,502   3,619   245,259   18,125  
Net cash flow from continuing operations   (139,933 ) 82,147   483,804   284,002  
Effect of changes in exchange rates on cash   (2503 ) (2,000 )  (34,769 ) 3,950  
Net cash flow provided by (used in)  
discontinued operations   (3,621 ) –   (13,947 ) –  
Net increase in cash and cash equivalents   (146,057 ) 80,147   435,088   287,952  

ASML — Quarterly Summary Consolidated Statements of operations1

    Three months ended,        
  Sep. 28, Dec. 31, Mar. 28, Jun. 27, Sep. 28,  
  2003 2003 2004 2004 2004  
(Amounts in millions EUR)            
                       
Net Sales   370 .0 525 .5 453 .5 616 .2 610 .5  
Cost of Sales   276 .6 375 .5 307 .5 396 .7 378 .2  
Gross profit on sales   93 .4 150 .0 146 .0 219 .5 232 .3  
 
Research and development costs, net of credits   61 .8 76 .1 69 .8 68 .7 117 .6 68 .84
Selling, general and administrative expenses   50 .3 46 .3 47 .7 50 .3 51 .5    
Restructuring expenses   –   –   (5 .8) –   –  
Total expenses   112 .1 122 .4 111 .7 119 .0 169 .1    
 
Operating income (loss) from continuing  
operations   (18 .7) 27 .6 34 .3 100 .5 63 .22
112
 .04
Interest expense, net   (8 .4) (4 .3) (4 .1) (4 .4) (3 .0)    
Income (loss) from continuing operations before  
Income taxes   (27 .1) (23 .3) 30 .2 96 .1 60 .2
109
 .04
Benefits from (provision) for income taxes on income  
from continuing operations   9 .5 (7 .6) (9 .7) (30 .7) (19 .3)
(35
 .0)4
Net income (loss) from continuing operations   (17 .6) (15 .7) 20 .5 65 .4 40 .92
74
 .04
Net loss from discontinued operations   (12 .9) –   –   –   –      
Net income (loss)   (30 .5) (15 .7) 20 .5 65 .4 40 .92
74
 .04

ASML — Quarterly Summary Ratios and other data1

   Three months ended,    
  Sep. 28, Dec. 31, Mar. 28, Jun. 27, Sep. 26,
  2003 2003 2004 2004 2004
Gross profit on sales of continuing operations as                      
a % of net sales   25.2   28.5   32.2   35.6   38.1  
Operating income (loss) from continuing  
operations as a % of net sales   (5.1 ) 5.3   7.6   16.3   10.44
18.34
Net income (loss) from continuing operations as  
a % of net sales   (4.7 ) 3 .0 4.5   10.6   6.74
12.14
Shareholders' equity as a % of total assets   36 .1 39.8   39.1   39.7   39.3  
Sales of new systems (units)   28   43   42   57   55  
Sales of used systems (units)   6   18   16   15   16  
Sales of systems total (units)   34   61   58   72   71  
Backlog Sales of new systems (units)   80   103   135   147   162  
Backlog of Sales used systems (units)   11   21   28   27   21  
Backlog Sales of systems total (units)   91   124   163   174   183  
Value of backlog new systems (EUR million)   817   946   1,293   1,723   2,000  
Value of backlog used systems (EUR million)   42   47   64   77   53  
Value of backlog systems total (EUR million)   859   993   1,357   1,800   2,053  
Number of employees in continuing operations   5,218   5,059   5,005   5,043   5,042  
Number of employees in discontinuing operations   408   119   –   –   –  
Number of employees total   5,626   5,178   5,005   5,043   5,042  

ASML — Notes to the Summary Consolidated Financial Statements


Basis of Presentation

ASML follows accounting principles generally accepted in the United States of America (“U.S. GAAP”). Further disclosures, as required under U.S. GAAP in annual reports, are not included in the summary consolidated financial statements. The accompanying consolidated financial statements are stated in thousands of euros (‘EUR’).

Principles of consolidation

The consolidated financial statements include the accounts of ASML Holding N.V. and all of its majority-owned subsidiaries. All inter-company profits, transactions and balances have been eliminated in the consolidation.

Recognition of revenues, income and expenses

ASML distinguishes between revenues from “new” and “proven” technology systems. Revenue for “proven technology” systems is recognized upon shipment, since title passes to the customer at that moment, and the customer has unconditionally accepted the system during a factory test prior to shipment. Revenues on “new technology” systems are deferred until installation and acceptance at the customer’s premises are completed. As soon as a track record has been established regarding the successful and timely installation and acceptance of equipment previously identified as “new technology,” ASML considers the equipment to be “proven technology”. At that time, ASML changes the timing of revenue recognition to the shipment date in accordance with its revenue policy for “proven technology” and recognizes previously deferred revenue.

The fair value of installation services provided to customers is initially deferred and is recognized when installation is completed. Sales from service contracts are recognized when performed. Revenue from prepaid service contracts is recognized over the life of the contract.

Use of estimates

The preparation of ASML’s consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities on the balance sheet dates and the reported amounts of revenue and expense during the reported periods. Actual results could differ from those estimates.

‘Safe Harbor’ Statement under the U.S. Private Securities Litigation Reform Act of 1995: the matters discussed in this document include forward-looking statements that are subject to risks and uncertainties including, but not limited to, economic conditions, product demand and industry capacity, competitive products and pricing, manufacturing efficiencies, new product development, ability to enforce patents, the outcome of intellectual property litigation, availability of raw materials and critical manufacturing equipment, trade environment, and other risks indicated in filings with the U.S. Securities and Exchange Commission.