MILPITAS, Calif., Jan. 28, 2016 /PRNewswire/ -- KLA-Tencor Corporation (NASDAQ: KLAC) today announced operating results for its second quarter of fiscal year 2016, which ended on December 31, 2015, and reported GAAP net income of $152 million and GAAP earnings per diluted share of $0.98 on revenues of $710 million.

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                             GAAP Results

                         Q2 FY 2016       Q1 FY 2016      Q2 FY 2015

    Revenues               $710 million     $643 million    $676 million
    --------               ------------     ------------    ------------

    Net Income             $152 million     $105 million     $20 million
                                             ------------     -----------

    Earnings per Diluted
     Share                        $0.98             $0.66            $0.12
    --------------------          -----             -----            -----


                         Non-GAAP Results

                         Q2 FY 2016       Q1 FY 2016      Q2 FY 2015

    Net Income             $162 million     $112 million    $113 million
                                          ------------    ------------

    Earnings per Diluted
     Share                        $1.04             $0.71            $0.68
    --------------------          -----             -----            -----

A reconciliation between GAAP operating results and non-GAAP operating results is provided following the financial statements that are part of this release. Non-GAAP results include the impact of stock-based compensation, but exclude the impact of acquisitions, restructuring, severance and other related charges, merger-related charges, and debt extinguishment loss and recapitalization charges.

In light of the pending merger transaction with Lam Research Corporation, KLA-Tencor will discontinue conducting quarterly earnings conference calls to discuss financial results, but instead publish a quarterly stockholder letter and other supplemental data on the Investor Relations section of the KLA-Tencor website.

About KLA-Tencor:
KLA-Tencor Corporation, a leading provider of process control and yield management solutions, partners with customers around the world to develop state-of-the-art inspection and metrology technologies. These technologies serve the semiconductor, LED and other related nanoelectronics industries. With a portfolio of industry-standard products and a team of world-class engineers and scientists, the company has created superior solutions for its customers for nearly 40 years. Headquartered in Milpitas, California, KLA-Tencor has dedicated customer operations and service centers around the world. Additional information may be found at www.kla-tencor.com. (KLAC-F)

Use of Non-GAAP Financial Information:
The non-GAAP and supplemental information provided in this press release is a supplement to, and not a substitute for, KLA-Tencor's financial results presented in accordance with United States GAAP.

To supplement KLA-Tencor's condensed consolidated financial statements presented in accordance with GAAP, the company provides certain non-GAAP financial information, which is adjusted from results based on GAAP to exclude certain costs and expenses, as well as other supplemental information. The non-GAAP and supplemental information is provided to enhance the user's overall understanding of KLA-Tencor's operating performance and its prospects in the future. Specifically, KLA-Tencor believes that the non-GAAP information provides useful measures to both management and investors regarding financial and business trends relating to KLA-Tencor's financial performance by excluding certain costs and expenses that the company believes are not indicative of its core operating results. The non-GAAP information is among the budgeting and planning tools that management uses for future forecasting. However, because there are no standardized or generally accepted definitions for most non-GAAP financial metrics, definitions of non-GAAP financial metrics (for example, determining which costs and expenses to exclude when calculating such a metric) are inherently subject to significant discretion. As a result, non-GAAP financial metrics may be defined very differently from company to company, or even from period to period within the same company, which can potentially limit the usefulness of such information to an investor. The presentation of non-GAAP and supplemental information is not meant to be considered in isolation or as a substitute for results prepared and presented in accordance with United States GAAP.



    KLA-Tencor
     Corporation

    Condensed
     Consolidated
     Unaudited Balance
     Sheets


    (In thousands)       December 31,
                              2015               June 30, 2015
    --------------      -------------            -------------

    ASSETS

    Cash, cash
     equivalents and
     marketable
     securities                       $2,241,425               $2,387,111

    Accounts
     receivable, net          427,115                  585,494

    Inventories               691,786                  617,904

    Other current
     assets                   324,379                  314,067

    Land, property and
     equipment, net           292,393                  314,591

    Goodwill                  335,205                  335,263

    Purchased
     intangibles, net           6,934                   11,895

    Other non-current
     assets                   253,279                  259,687

    Total assets                      $4,572,516               $4,826,012
                                      ==========               ==========

    LIABILITIES AND
     STOCKHOLDERS'
     EQUITY

    Current
     liabilities:

    Accounts payable                    $122,314                 $103,342

    Deferred system
     profit                   131,848                  148,691

    Unearned revenue           63,587                   71,335

    Current portion of
     long-term debt                 -                  16,981

    Other current
     liabilities              540,581                  661,414
                              -------                  -------

    Total current
     liabilities              858,330                1,001,763

    Non-current
     liabilities:

    Long-term debt          3,131,676                3,173,435

    Unearned revenue           49,360                   47,145

    Other non-current
     liabilities              167,525                  182,230
                              -------                  -------

    Total liabilities       4,206,891                4,404,573

    Stockholders'
     equity:

    Common stock and
     capital in excess
     of par value             416,144                  474,374

    Accumulated deficit             -                (12,362)

    Accumulated other
     comprehensive
     income (loss)           (50,519)                (40,573)
                              -------                  -------

    Total stockholders'
     equity                   365,625                  421,439
                                                      -------

    Total liabilities
     and stockholders'
     equity                           $4,572,516               $4,826,012
                                      ==========               ==========



    KLA-Tencor Corporation

    Condensed Consolidated Unaudited Statements of Operations


                                                  Three months ended December 31,     Six months ended December 31,
                                                  -------------------------------     -----------------------------

    (In thousands, except
     per share amounts)                              2015                        2014      2015                      2014
    ---------------------                            ----                        ----      ----                      ----

    Revenues:

    Product                                                    $527,780               $503,884                            $988,519 $980,482

    Service                                       182,465                     172,473   364,370                   338,776
                                                  -------                     -------   -------                   -------

    Total revenues                                710,245                     676,357 1,352,889                 1,319,258

    Costs and expenses:

    Costs of revenues                             280,980                     283,213   551,224                   571,680

    Engineering, research
     and development                              118,272                     133,557   238,215                   277,194

    Selling, general and
     administrative                                96,532                     104,873   188,195                   206,517

    Interest expense and
     other, net                                    28,986                      29,313    55,481                    39,459

    Loss on extinguishment
     of debt and other, net                             -                    131,669         -                  131,669
                                                      ---                    -------       ---                  -------

    Income (loss) before
     income taxes                                 185,475                     (6,268)  319,774                    92,739

    Provision for (benefit
     from) income taxes                            33,268                    (26,536)   62,670                       238
                                                                                       ------                       ---

    Net income                                                 $152,207                $20,268                            $257,104  $92,501
                                                               ========                =======                            ========  =======

    Net income per share:

    Basic                                                         $0.98                  $0.12                               $1.65    $0.56

    Diluted                                                       $0.98                  $0.12                               $1.64    $0.56

    Cash dividends declared
     per share (including a
     special cash dividend
     of $16.50 per share
     declared during the
     three months ended
     December 31, 2014)                                           $0.52                 $17.00                               $1.04   $17.50
                                                                  -----                 ------                               -----   ------

    Weighted-average
     number of shares:

    Basic                                         155,252                     164,036   156,036                   164,440

    Diluted                                       155,996                     165,317   156,971                   165,950



    KLA-Tencor Corporation

    Condensed Consolidated Unaudited Statements of Cash Flows


                                                               Three months ended

                                        December 31,
                                        ------------

    (In thousands)                                           2015                       2014
    -------------                                            ----                       ----

    Cash flows from operating
     activities:

    Net income                                                       $152,207                 $20,268

    Adjustments to reconcile net
     income to net cash provided by
     operating activities:

    Depreciation and
     amortization                                          16,529                     18,901

    Asset impairment
     charges                                                  358                          -

    Loss on
     extinguishment of
     debt and other,
     net                                                        -                   131,669

    Non-cash stock-
     based compensation
     expense                                               11,325                     14,848

    Excess tax benefit
     from equity awards                                   (1,382)                     (565)

    Net gain on sales
     of marketable
     securities and
     other investments                                       (25)                     (281)

    Changes in assets and liabilities

    Decrease (increase)
     in accounts
     receivable, net                                       32,098                  (200,282)

    Decrease (increase)
     in inventories                                      (36,668)                    10,702

    Increase in other
     assets                                              (38,044)                  (79,856)

    Increase in
     accounts payable                                      15,047                        478

    Increase (decrease)
     in deferred system
     profit                                               (2,339)                    79,285

    Increase (decrease)
     in other
     liabilities                                         (48,782)                    15,917
                                                          -------                     ------

    Net cash provided
     by operating
     activities                                           100,324                     11,084

    Cash flows from investing
     activities:

    Capital
     expenditures, net                                    (7,938)                  (12,783)

    Proceeds from sale
     of assets                                              1,215                          -

    Purchases of
     available-for-
     sale securities                                    (281,503)                 (469,416)

    Proceeds from sale
     of available-for-
     sale securities                                      284,734                    709,123

    Proceeds from
     maturity of
     available-for-
     sale securities                                      141,362                    248,035

    Purchases of
     trading securities                                  (16,738)                  (16,999)

    Proceeds from sale
     of trading
     securities                                            20,036                     17,807
                                                           ------                     ------

    Net cash provided
     by investing
     activities                                           141,168                    475,767

    Cash flows from financing
     activities:

    Proceeds from
     issuance of debt,
     net of issuance
     costs                                                      -                 3,224,906

    Repayment of debt                                    (20,000)                 (877,367)

    Issuance of common
     stock                                                 21,908                     24,726

    Tax withholding
     payments related
     to vested and
     released
     restricted stock
     units                                                  (495)                     (632)

    Common stock
     repurchases                                         (39,119)                 (141,521)

    Payment of
     dividends to
     stockholders                                        (81,380)               (2,796,739)

    Excess tax benefit
     from equity awards                                     1,382                        565
                                                            -----                        ---

    Net cash used in
     financing
     activities                                         (117,704)                 (566,062)

    Effect of exchange
     rate changes on
     cash and cash
     equivalents                                            (894)                   (5,607)
                                                             ----                     ------

    Net increase
     (decrease) in cash
     and cash
     equivalents                                          122,894                   (84,818)

    Cash and cash
     equivalents at
     beginning of
     period                                               763,697                    669,683


    Cash and cash
     equivalents at end
     of period                                                       $886,591                $584,865
                                                                     ========                ========

    Supplemental cash flow
     disclosures:

    Income taxes paid,
     net                                                              $51,631                 $37,368

    Interest paid                                                     $56,711                 $33,092

    Non-cash activities:

    Purchase of land,
     property and
     equipment -
     investing
     activities                                                        $2,253                  $3,962

    Unsettled common
     stock repurchase -
     financing
     activities                                                 $           -                $12,589

    Dividends payable -
     financing
     activities                                                       $20,284                 $42,829



    KLA-Tencor Corporation

    Condensed Consolidated Unaudited Supplemental Information

    (In thousands, except per share amounts)


    Reconciliation of GAAP Net Income to Non-GAAP Net Income
    --------------------------------------------------------


                                                                                                 Three months ended                                                Six months ended
                                                                                                 ------------------                                                ----------------

                                                                            December 31,                September 30,               December 31,                 December 31,                December 31,
                                                                                2015                          2015                        2014                          2015                          2014
                                                                           -------------                --------------               -------------                 -------------                -------------

    GAAP net income                                                             $152,207                                  $104,897                                      $20,268                                 $257,104               $92,501

    Adjustments to reconcile GAAP net income
     to non-GAAP net income
    ----------------------------------------

                                                              Acquisition-related charges          a                    1,309                        3,581                        3,832                        4,890            7,830

                                                               Restructuring, severance and other
                                                               related charges                     b                    1,742                        7,066                        3,299                        8,808            7,356

                                                              Merger-related charges               c                    8,820                            -                           -                       8,820                -

                                                               Debt extinguishment loss and
                                                               recapitalization charges            d                        -                           -                     134,147                            -         134,147

                                                               Income tax effect of non-GAAP
                                                               adjustments                         e                  (2,321)                     (3,348)                    (48,720)                     (5,669)        (50,259)

    Non-GAAP net income                                                         $161,757                                  $112,196                                     $112,826                                 $273,953              $191,575
                                                                                ========                                  ========                                     ========                                 ========              ========

    GAAP net income per diluted share                                              $0.98                                     $0.66                                        $0.12                                    $1.64                 $0.56
                                                                                   =====                                     =====                                        =====                                    =====                 =====

    Non-GAAP net income per diluted share                                          $1.04                                     $0.71                                        $0.68                                    $1.75                 $1.15
                                                                                   =====                                     =====                                        =====                                    =====                 =====

    Shares used in diluted shares
     calculation                                                 155,996                      157,984                       165,317                      156,971                      165,950
                                                                 =======                      =======                       =======                      =======                      =======



    Pre-tax impact of items included in Condensed Consolidated Unaudited Statements of Operations
    ---------------------------------------------------------------------------------------------


                                              Acquisition                      Restructuring,       Merger-related   Debt extinguishment             Total pre-tax
                                            related charges                 severance and other         charges            loss and
                                                                                                                       recapitalization            GAAP to non-GAAP
                                                                              related charges                              charges                    adjustments
                                                                              ---------------                              -------                    -----------

    Three months ended
     December 31, 2015
    ------------------

    Costs of revenues                                                $663                                      $470                            $67                        $         -   $1,200

    Engineering, research
     and development                                      -                                 479                   -                     -                        479

    Selling, general and
     administrative                                     646                                  793               8,753                      -                     10,192

    Total in three months
     ended December 31,
     2015                                                          $1,309                                    $1,742                         $8,820                        $         -  $11,871
                                                                   ======                                    ======                         ======                      ===       ===  =======

    Three months ended
     September 30, 2015
    -------------------

    Costs of revenues                                              $2,285                                    $2,770                      $       -                       $         -   $5,055

    Engineering, research
     and development                                    650                                1,010                   -                     -                      1,660

    Selling, general and
     administrative                                     646                                3,286                   -                     -                      3,932
                                                        ---                                -----                 ---                   ---

    Total in three months
     ended September 30,
     2015                                                          $3,581                                    $7,066                      $       -                       $         -  $10,647
                                                                   ======                                    ======                    ===     ===                     ===       ===  =======

    Three months ended
     December 31, 2014
    ------------------

    Costs of revenues                                              $2,577                         $               -                     $       -                       $         -   $2,577

    Engineering, research
     and development                                    700                                1,289                   -                     -                      1,989

    Selling, general and
     administrative                                     555                                2,010                   -                 2,478                       5,043

    Loss on
     extinguishment of
     debt and other, net                                  -                                   -                  -               131,669                     131,669
                                                        ---                                 ---

    Total in three months
     ended December 31,
     2014                                                          $3,832                                    $3,299                      $       -                          $134,147  $141,278
                                                                   ======                                    ======                    ===     ===                          ========  ========

To supplement our condensed consolidated financial statements presented in accordance with GAAP, we provide certain non-GAAP financial information, which is adjusted from results based on GAAP to exclude certain costs and expenses, as well as other supplemental information. The non-GAAP and supplemental information is provided to enhance the user's overall understanding of our operating performance and our prospects in the future. Specifically, we believe that the non-GAAP information provides useful measures to both management and investors regarding financial and business trends relating to our financial performance by excluding certain costs and expenses that we believe are not indicative of our core operating results. The non-GAAP information is among the budgeting and planning tools that management uses for future forecasting. However, because there are no standardized or generally accepted definitions for most non-GAAP financial metrics, definitions of non-GAAP financial metrics (for example, determining which costs and expenses to exclude when calculating such a metric) are inherently subject to significant discretion. As a result, non-GAAP financial metrics may be defined very differently from company to company, or even from period to period within the same company, which can potentially limit the usefulness of such information to an investor. The presentation of non-GAAP and supplemental information is not meant to be considered in isolation or as a substitute for results prepared and presented in accordance with United States GAAP.



    a.             Acquisition-related charges
                   includes amortization of intangible
                   assets associated with
                   acquisitions. Management believes
                   that the expense associated with
                   the amortization of acquisition
                   related intangible assets is
                   appropriate to be excluded because
                   a significant portion of the
                   purchase price for acquisitions may
                   be allocated to intangible assets
                   that have short lives, and
                   exclusion of these expenses allows
                   comparisons of operating results
                   that are consistent over time for
                   both KLA-Tencor's newly acquired
                   and long-held businesses.
                   Management believes excluding these
                   items helps investors compare our
                   operating performance with our
                   results in prior periods as well as
                   with the performance of other
                   companies.


    b.             Restructuring, severance and other
                   related charges include costs
                   associated with employee severance
                   and other exit costs, impairment of
                   certain long-lived assets.
                   Management believes excluding these
                   items helps investors compare our
                   operating performance with our
                   results in prior periods as well as
                   with the performance of other
                   companies.


    c.             Merger-related charges that are
                   directly related to the pending
                   merger between KLA-Tencor and Lam
                   as announced on October 21, 2015.
                   Charges primarily includes costs
                   for advisory services, appraisals,
                   legal services and auditing
                   services. Management believes that
                   it is appropriate to exclude these
                   items as they are not indicative of
                   ongoing operating results and
                   therefore limit comparability and
                   excluding these items helps
                   investors compare our operating
                   performance with our results in
                   prior periods as well as with the
                   performance of other companies.


    d.             Debt extinguishment loss and
                   recapitalization charges include a
                   pre-tax loss on early
                   extinguishment of debt related to
                   the 6.900% Senior Notes due in
                   2018, net and certain other
                   expenses incurred in connection
                   with the leveraged recapitalization
                   plan which was completed in the
                   second quarter of fiscal year ended
                   June 30, 2015. Management believes
                   that it is appropriate to exclude
                   these items as they are not
                   indicative of ongoing operating
                   results and therefore limit
                   comparability and excluding these
                   items helps investors compare our
                   operating performance with our
                   results in prior periods as well as
                   with the performance of other
                   companies.


    e.             Income tax effect of non-GAAP
                   adjustments includes the income tax
                   effects of the excluded items noted
                   above. Management believes that it
                   is appropriate to exclude the tax
                   effects of the items noted above in
                   order to present a more meaningful
                   measure of non-GAAP net income.

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SOURCE KLA-Tencor Corporation