MILPITAS, Calif., Oct. 23, 2014 /PRNewswire/ -- KLA-Tencor Corporation (NASDAQ: KLAC) today announced operating results for its first quarter of fiscal year 2015, which ended on September 30, 2014, and reported GAAP net income of $72 million and GAAP earnings per diluted share of $0.43 on revenues of $643 million.

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                            GAAP Results

                        Q1 FY 2015       Q4 FY 2014      Q1 FY 2014

    Revenues              $643 million     $734 million    $658 million
                                            ------------    ------------

    Net Income             $72 million     $129 million    $111 million
                                             -----------    ------------

    Earnings per
     Diluted Share               $0.43             $0.77            $0.66
    --------------               -----             -----            -----


                        Non-GAAP Results

                   Q1 FY 2015            Q4 FY 2014      Q1 FY 2014

    Net Income             $79 million     $133 million    $115 million
                                          -----------    ------------

    Earnings per
     Diluted Share               $0.47             $0.80            $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, and restructuring, severance and other charges.

Leveraged Recapitalization

KLA-Tencor also announced today a plan to significantly accelerate its strategy to drive stockholder returns. As part of the Company's ongoing commitment to deliver stockholder value, the Board of Directors has authorized the financing of a leveraged recapitalization, which would feature a special cash dividend of $16.50 per share, representing approximately 23% of the Company's common stock price as of October 22, 2014, or an aggregate value of approximately $2.75 billion. Subject to the close of necessary financing, the Board of Directors currently intends to declare and pay the special cash dividend before December 31, 2014. The special cash dividend would be in addition to the Company's regular $0.50 per share quarterly cash dividend. The Company's regular $0.50 per share quarterly cash dividend is expected to be declared and paid following the Company's regularly scheduled Board of Directors meeting in November 2014.

In connection with the leveraged recapitalization, the Board of Directors has approved an increase to the Company's stock repurchase program for up to 3.6 million additional shares of the Company's common stock, which is valued at approximately $250 million based upon the closing price of the Company's common stock as of October 20, 2014. This is in addition to the $1 billion stock repurchase program previously announced in July 2014. KLA-Tencor expects to complete these share repurchases within 12 to 18 months. The repurchases may occur from time to time, in the open market, with consideration given to the market price of the common stock, the Company's other investment opportunities, and general economic conditions.

Including the intended special cash dividend of $16.50 per share or an aggregate value of approximately $2.75 billion, the $250 million increase to the stock repurchase program announced today, and the $1 billion stock repurchase program previously announced in July 2014, the total capital that would be directed to stockholders would be approximately $4 billion in aggregate.

"KLA-Tencor's strong business model and the ongoing successful execution of our strategic plans enable us to continue to invest in our business at a high level to fuel our growth and support our customers' needs, while also delivering meaningful returns to stockholders," commented Rick Wallace, President and Chief Executive Officer. "These factors, coupled with a strong balance sheet and the Company's ongoing focus on cash distributions, will enable our stockholders to continue to benefit from KLA-Tencor's sustained success in the marketplace. This is another major step forward for the Company in executing our capital allocation strategies in support of our strategic objectives, while increasing returns to stockholders."

The intended special cash dividend of $2.75 billion in the aggregate will be funded in part with a portion of the cash on the Company's balance sheet, and in part with incremental debt. To fund the debt financed portion of the special cash dividend, KLA-Tencor intends to add up to $2.5 billion of incremental debt, consisting of a combination of investment grade senior notes and a pre-payable term loan facility, subject to market conditions. The Company also expects to enter into an unfunded revolving credit facility, subject to market conditions. The declaration and payment of the special cash dividend are conditioned on the Company's ability to obtain requisite debt financing on satisfactory terms and conditions. KLA-Tencor intends to manage its capital structure to preserve and maintain its investment grade rating.

In considering the proposed recapitalization, the Board of Directors took a number of factors into account, including the substantial net cash on KLA-Tencor's balance sheet, the likely effects of increased leverage on the Company's ability to pursue its strategic initiatives, and the Company's ability to generate cash flows to service the Company's increased debt and fund operations and investments designed to grow the business and serve customer needs.

KLA-Tencor will discuss the results for its fiscal year 2015 first quarter and its plan to pursue a recapitalization, along with its outlook, on a conference call today beginning at 2:00 p.m. Pacific Daylight Time. A webcast of the call will be available at: www.kla-tencor.com.

Forward-Looking Statements: Statements in this press release other than historical facts, such as statements regarding KLA-Tencor's ability to maintain, and benefit from, its market leadership position; KLA-Tencor's investment in its business; KLA-Tencor's ability to support its customers' needs; the declaration and payment by the Board of Directors of the special cash dividend and the regular $0.50 per share quarterly cash dividend; the completion by KLA-Tencor of the share repurchases; the issuance by KLA-Tencor of incremental debt and entry by KLA-Tencor into an unfunded revolving credit facility; and KLA-Tencor's intention to manage its capital structure to preserve and maintain its investment grade rating, are forward-looking statements, and are subject to the Safe Harbor provisions created by the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on current information and expectations, and involve a number of risks and uncertainties. Actual results may differ materially from those projected in such statements due to various factors, including but not limited to: the demand for semiconductors; the financial condition of the global capital markets and the general macroeconomic environment; new and enhanced product and technology offerings by competitors; cancellation of orders by customers; the ability of KLA-Tencor's research and development teams to successfully innovate and develop technologies and products that are responsive to customer demands; KLA-Tencor's ability to successfully manage its costs; market acceptance of the company's existing and newly issued products; and changing customer demands. For other factors that may cause actual results to differ materially from those projected and anticipated in forward-looking statements in this release, please refer to KLA-Tencor's Annual Report on Form 10-K for the year ended June 30, 2014, subsequently filed Quarterly Reports on Form 10-Q and other filings with the Securities and Exchange Commission (including, but not limited to, the risk factors described therein). KLA-Tencor assumes no obligation to, and does not currently intend to, update these forward-looking statements.

About KLA-Tencor:
KLA-Tencor Corporation (NASDAQ: KLAC), 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 more than 35 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)      September 30,
                             2014                June 30, 2014
    --------------     --------------            -------------

    ASSETS

    Cash, cash
     equivalents and
     marketable
     securities                       $2,942,492               $3,152,637

    Accounts
     receivable, net          444,048                  492,863

    Inventories               676,241                  656,457

    Other current
     assets                   305,756                  284,873

    Land, property and
     equipment, net           329,959                  330,263

    Goodwill                  335,315                  335,355

    Purchased
     intangibles, net          23,624                   27,697

    Other non-current
     assets                   244,137                  258,519

    Total assets                      $5,301,572               $5,538,664
                                      ==========               ==========

    LIABILITIES AND
     STOCKHOLDERS'
     EQUITY

    Current
     liabilities:

    Accounts payable                    $108,287                 $103,422

    Deferred system
     profit                    88,801                  147,923

    Unearned revenue           54,034                   59,176

    Other current
     liabilities              553,715                  585,090
                              -------                  -------

    Total current
     liabilities              804,837                  895,611

    Non-current
     liabilities:

    Long-term debt            748,054                  747,919

    Unearned revenue           56,003                   57,500

    Other non-current
     liabilities              162,958                  168,288
                              -------                  -------

    Total liabilities       1,771,852                1,869,318

    Stockholders'
     equity:

    Common stock and
     capital in excess
     of par value           1,235,986                1,220,504

    Retained earnings       2,329,936                2,479,113

    Accumulated other
     comprehensive
     income (loss)           (36,202)                (30,271)
                              -------                  -------

    Total
     stockholders'
     equity                 3,529,720                3,669,346

    Total liabilities
     and stockholders'
     equity                           $5,301,572               $5,538,664
                                      ==========               ==========



    KLA-Tencor Corporation

    Condensed Consolidated Unaudited Statements of Operations


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

    (In thousands, except
     per share data)                             2014                     2013
    ---------------------                        ----                     ----

    Revenues:

    Product                                              $476,598              $501,740

    Service                                   166,303                  156,597
                                              -------                  -------

    Total revenues                            642,901                  658,337

    Costs and operating
     expenses:

    Costs of revenues                         288,467                  277,657

    Engineering, research
     and development                          143,637                  132,273

    Selling, general and
     administrative                           101,644                   98,496
                                              -------                   ------

    Total costs and
     operating expenses                       533,748                  508,426

    Income from
     operations                               109,153                  149,911

    Interest income and
     other, net                              (10,146)                (10,047)
                                              -------                  -------

    Income before income
     taxes                                     99,007                  139,864

    Provision for income
     taxes                                     26,774                   28,667
                                                                       ------

    Net income                                            $72,233              $111,197
                                                          =======              ========

    Net income per share:

    Basic                                                   $0.44                 $0.67

    Diluted                                                 $0.43                 $0.66

    Cash dividends
     declared per share                                     $0.50                 $0.45
                                                            -----                 -----

    Weighted-average
     number of shares:

    Basic                                     164,845                  165,886

    Diluted                                   166,580                  168,734



    KLA-Tencor Corporation

    Condensed Consolidated Unaudited Statements of Cash Flows


                                                               Three months ended

                                       September 30,
                                       -------------

    (In thousands)                                           2014                     2013
    -------------                                            ----                     ----

    Cash flows from operating
     activities:

    Net income                                                        $72,233              $111,197

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

    Depreciation and
     amortization                                          21,159                   20,637

    Non-cash stock-
     based compensation
     expense                                               15,483                   19,219

    Excess tax benefit
     from equity awards                                  (14,223)                (18,605)

    Net gain on sale of
     marketable
     securities and other
     investments                                          (1,635)                   (234)

    Changes in assets and liabilities:

    Decrease in accounts
     receivable, net                                       39,261                   85,771

    Increase in
     inventories                                         (23,445)                (29,805)

    Increase in other
     assets                                               (2,732)                 (9,425)

    Increase (decrease)
     in accounts payable                                    5,276                  (1,058)

    Increase (decrease)
     in deferred system
     profit                                              (59,122)                   7,966

    Decrease in other
     liabilities                                         (17,329)                 (8,415)
                                                          -------                   ------

    Net cash provided by
     operating activities                                  34,926                  177,248

    Cash flows from investing
     activities:

    Capital expenditures,
     net                                                 (13,445)                (21,751)

    Purchase of
     available-for-sale
     securities                                         (624,860)               (348,031)

    Proceeds from sale of
     available-for-sale
     securities                                           732,337                  203,541

    Proceeds from
     maturity of
     available-for-sale
     securities                                           135,097                   32,058

    Purchase of trading
     securities                                          (22,567)                (20,851)

    Proceeds from sale of
     trading securities                                    18,986                   18,366
                                                           ------                   ------

    Net cash provided by
     (used in) investing
     activities                                           225,548                (136,668)

    Cash flows from financing
     activities:

    Issuance of common
     stock                                                  4,677                   41,047

    Tax withholding
     payments related to
     vested and released
     restricted stock
     units                                               (27,168)                (48,264)

    Common stock
     repurchases                                        (124,839)                (60,504)

    Payment of dividends
     to stockholders                                     (82,413)                (74,617)

    Excess tax benefit
     from equity awards                                    14,223                   18,605
                                                           ------                   ------

    Net cash used in
     financing activities                               (215,520)               (123,733)

    Effect of exchange
     rate changes on cash
     and cash equivalents                                 (6,132)                   2,712
                                                           ------                    -----

    Net increase
     (decrease) in cash
     and cash equivalents                                  38,822                 (80,441)

    Cash and cash
     equivalents at
     beginning of period                                  630,861                  985,390
                                                          -------                  -------

    Cash and cash
     equivalents at end
     of period                                                       $669,683              $904,949
                                                                     ========              ========

    Supplemental cash flow disclosures:

    Income taxes paid,
     net                                                              $20,361               $19,052

    Interest paid                                                        $136                  $217

    Non-cash investing activities:

    Purchase of land,
     property and
     equipment                                                         $3,571                $1,798



    KLA-Tencor Corporation

    Condensed Consolidated Unaudited Supplemental Information

    (In thousands, except per share data)


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


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

                                                     September 30,             June 30, 2014           September 30,
                                                          2014                                               2013
                                                    -------------               -------------          --------------

    GAAP net income                                                  $72,233                                 $128,731            $111,197

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

    Acquisition related
     charges                                        a                  3,998                     4,216                     4,169

    Restructuring,
     severance and other
     related charges                                b                  4,057                     2,459                     1,237

    Income tax effect of
     non-GAAP
     adjustments                                    c                (1,539)                  (2,168)                  (1,672)
                                                    ---

    Non-GAAP net income                                              $78,749                                 $133,238            $114,931
                                                                     =======                                 ========            ========

    GAAP net income per diluted
     share                                                             $0.43                                    $0.77               $0.66
                                                                       =====                                    =====               =====

    Non-GAAP net income per
     diluted share                                                     $0.47                                    $0.80               $0.68
                                                                       =====                                    =====               =====

    Shares used in diluted shares
     calculation                                           166,580                    167,345                  168,734
                                                           =======                    =======                  =======



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


                                           Acquisition               Restructuring,                Total pre-
                                             related                 severance and                 tax GAAP to
                                             charges                 other related                  non-GAAP
                                                                         charges                   adjustment
                                          ------------              ---------------               -----------

    Three months ended
     September 30, 2014
    -------------------

    Costs of revenues                                      $2,577                                          $355  $2,932

    Engineering,
     research and
     development                                   700                         2,933                       3,633

    Selling, general
     and administrative                            721                           769                       1,490
                                                   ---                           ---                       -----

    Total in three
     months ended
     September 30, 2014                                    $3,998                                        $4,057  $8,055
                                                           ======                                        ======  ======

    Three months ended
     June 30, 2014
    ------------------

    Costs of revenues                                      $2,623                                          $245  $2,868

    Engineering,
     research and
     development                                   872                         1,811                       2,683

    Selling, general
     and administrative                            721                           403                       1,124
                                                   ---                           ---                       -----

    Total in three
     months ended June
     30, 2014                                              $4,216                                        $2,459  $6,675
                                                           ======                                        ======  ======

    Three months ended
     September 30, 2013
    -------------------

    Costs of revenues                                      $1,921                                          $651  $2,572

    Engineering,
     research and
     development                                   836                           306                       1,142

    Selling, general
     and administrative                          1,412                           280                       1,692
                                                 -----                           ---                       -----

    Total in three
     months ended
     September 30, 2013                                    $4,169                                        $1,237  $5,406
                                                           ======                                        ======  ======

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