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photronics_8k.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
_________________________
 
FORM 8-K
 
CURRENT REPORT
Pursuant To Section 13 Or 15(d) Of The Securities Exchange Act Of 1934
 
 
Date of report (Date of earliest event reported)     February 15, 2011   
 
  PHOTRONICS, INC.  
  (Exact name of registrant as specified in its charter)  
 
Connecticut       0-15451        06-0854886
(State or other jurisdiction   (Commission   (IRS Employer
of incorporation)   File Number)   Identification Number)
 
15 Secor Road, Brookfield, CT       06804
(Address of Principal Executive Offices)   (Zip Code)
 
Registrant's Telephone Number, including area code    (203) 775-9000  
 
 
 
(Former name or former address, if changed since last report)
  
 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
o      
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o  
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o  
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o  
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 

Item  2.02       Results of Operations and Financial Condition  
      On February 15th, 2011, the Company issued a press release reporting first quarter fiscal 2011 results. A copy of the press release is attached to this 8-K.
       
      A copy of the press release is furnished as Exhibit 99.1 to this report. The information contained in this Item 2.02 and the attached Exhibits 99.1, 99.2, 99.3, 99.4 and 99.5 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 and shall not be incorporated by reference in any filing under the Securities Act of 1933 except as shall be expressly set forth by specific reference in such filing.

Item  9.01.   Financial Statements and Exhibits  
(d)  Exhibits
  99.1        Press Release dated February 15, 2011
  99.2   Reconciliation of GAAP to Non-GAAP Financial Information
  99.3   Condensed Consolidated Statements of Operations
  99.4   Condensed Consolidated Balance Sheets
  99.5   Condensed Consolidated Statements of Cash Flows
 
 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
PHOTRONICS, INC.
(Registrant)
 
 
 
 
 
 
DATE:  February 15, 2011   BY  /s/ Richelle E. Burr
    Richelle E. Burr
    Vice President, General Counsel

PHOTRONICS, INC.
 
exhibit99-1.htm
 
For Further Information:
Sean T. Smith
Senior Vice President
Chief Financial Officer
(203)775-9000
ssmith@photronics.com
Press Release
 
PHOTRONICS REPORTS FIRST QUARTER < font size="2" style="FONT-FAMILY: Times New Roman">RESULTS
 
     First Quarter Highlights
     BROOKFIELD, Connecticut February 15, 2011 -- Photronics, Inc. (NASDAQ:PLAB), a worldwide leader in supplying innovative imaging technology solutions for the global electronics industry today reported fiscal 2011 first quarter results for the period ended January 30, 2011.
 
     Constantine (“Deno”) Macricostas, Photronics’ chairman and chief executive officer commented, “We began fiscal year 2011 with very strong financial performance, achieving record quarterly sales of $120.8 million. As a result of robust demand for both IC and FPD photomasks we grew revenue by 23% year over year and 10% sequentially, even though the first quarter is typically seasonally slow. On the bottom line, the strong leverage in our business model resulted in EBITDA for the quarter of $42 million and EPS of $0.20 per diluted share.”
 
     “We saw particular strength for high-end IC photomasks, which is a testament to the success of our strategy to invest in leading-edge IC capabilities,” continued Macricostas. “Our recent installation of an FPD tool also paid dividends in the quarter as FPD revenues increased significantly, especially at the high end. Looking forward, we are excited by our prospects for growth in 2011 and will continue to make the necessary investments to grow our position in the market.”
 
     Sales for the first quarter were $120.8 million, an increase of 23% compared to $98.2 million for the first quarter of fiscal year 2010. Sales of semiconductor photomasks accounted for $88.8 million, or 73.5% of revenues during the first quarter of fiscal 2011, and sales of flat panel display (FPD) photomasks accounted for $32.0 million, or 26.5% of revenues. GAAP net income attributable to Photronics, Inc. for the first quarter of fiscal year 2011 was $12.1 million, or $0.20 earnings per diluted share, compared to $0.2 million, or $0.00 earnings per diluted share for the first quarter of fiscal 2010.
 
 

     Non-GAAP net income attributable to Photronics, Inc. for the first quarter of 2011 was $12.2 million, or $0.20 earnings per diluted share, compared to $0.6 million, or $0.01 per diluted share, for the first quarter of 2010. The section below entitled “Non-GAAP Financial Measures” provides a definition and information about the use of non-GAAP financial measures in this press release and the attached financial supplement reconciles non-GAAP financial information with Photronics, Inc.’s financial results under GAAP.
 
Non-GAAP Financial Measures
 
     Non-GAAP net income attributable to Photronics, Inc. and non-GAAP earnings per share are “non-GAAP financial measures,” as such term is defined by the Securities and Exchange Commission, and may differ from non-GAAP financial measures used by other companies. Photronics, Inc. believes that non-GAAP net income attributable to Photronics, Inc. and non-GAAP earnings per share that exclude certain non-cash or non-recurring income or expense items are useful for analysts and investors to evaluate Photronics, Inc.’s future on-going performance because they enable a more meaningful comparison of Photronics, Inc.’s projected earnings and performance with its historical results from prior periods. These non-GAAP metrics, in particular non-GAAP net income attributable to Photronics, Inc. and non-GAAP earnings per share, are not intended to represent funds available for Photronics, Inc.’s discretionary use and are not intended to represent or be used as a substitute for operating income, net income or cash flows from operations data as measured under GAAP. The items excluded from these non-GAAP metrics, but included in the calculation of their closest GAAP equivalent, are significant components of consolidated statements of operations and must be considered in performing a comprehensive assessment of overall financial performance. Non-GAAP financial information is adjusted for the following items:
     The presentation of this financial information should not be considered in isolation or as a substitute for the financial information prepared and presented in accordance with generally accepted accounting principles in the United States. The attached financial supplement reconciles non-GAAP financial information with Photronics, Inc.'s financial results under GAAP.
 
     A conference call with investors and the media to discuss these results is scheduled for 8:30 a.m. Eastern time on Wednesday, February 16, 2011. The live dial-in number is (408) 774-4601. A live webcast of the call also can be accessed by logging onto Photronics’ web site at www.photronics.com
 
# # #
 
 

Photronics is a leading worldwide manufacturer of photomasks. Photomasks are high precision quartz plates that contain microscopic images of electronic circuits. A key element in the manufacture of semiconductors and flat panel displays, photomasks are used to transfer circuit patterns onto semiconductor wafers and flat panel substrates during the fabrication of integrated circuits, a variety of flat panel displays and, to a lesser extent, other types of electrical and optical components. They are produced in accordance with product designs provided by customers at strategically located manufacturing facilities in Asia, Europe, and North America. Additional information on the Company can be accessed at www.photronics.com.
 
The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for forward-looking statements made by or on behalf of Photronics, Inc. and its subsidiaries (the Company). The forward-looking statements contained in this press release and other parts of Photronics’ web site involve risks and uncertainties that may affect the Company’s operations, markets, products, services, prices, and other factors. These risks and uncertainties include, but are not limited to, economic, competitive, legal, governmental, and technological factors. Accordingly, there is no assurance that the Company’s expectations will be realized. For a fuller discussion of the factors that may affect the Company's operations, see "Forward Looking Statements" in the Company's Quarterly and Annual Reports to the Securities and Exchange Commission on Forms 10-Q and 10-K. The Company assumes no obligation to provide revisions t o any forward-looking statements.
 
04-2011
 
exhibit99-2.htm
PHOTRONICS, INC. AND SUBSIDIARIES
Reconciliation of GAAP to Non-GAAP Financial Information
(in thousands, except per share data)
(Unaudited)
 
    Three Months Ended
        January 30,       January 31,
    2011   2010
Reconciliation of GAAP to Non-GAAP Net Income            
GAAP net income attributable to Photronics, Inc.   $      12,111   $      213
       (a) Impact of warrants, net of tax     75     220
       (b) Consolidation and restructuring charges, net of tax     -     193
Non-GAAP net income attributable to Photronics, Inc.   $ 12,186   $ 626
Weighted average number of diluted shares outstanding     66,411     54,824
Earnings per diluted share            
              GAAP   $ 0.20   $ -
              Non-GAAP   $ 0.20   $ 0.01

(a)   Represents financing expenses related to warrants, which are recorded in other income (expense).
         
(b)   Represents charges related to restructuring in China.

exhibit99-3.htm
PHOTRONICS, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Operations
(in thousands, except per share amounts)
(Unaudited)
 
    Three Months Ended
    January 30,   January 31,
        2011       2010
Net sales   $      120,823     $      98,197  
Costs and expenses:                
       Cost of sales     (90,229 )     (80,020 )
       Selling, general and administrative     (10,713 )     (10,149 )
       Research and development     (3,771 )     (3,954 )
       Consolidation, restructuring and related charges     -       (193 )
              Operating income     16,110       3,881  
Other income (expense), net     957       (2,453 )
              Income before income taxes     17,067       1,428  
Income tax provision     (3,483 )     (1,020 )
              Net income     13,584       408  
Net income attributable to noncontrolling interests     (1,473 )     (195 )
Net income attributable to Photronics, Inc.   $ 12,111     $ 213  
                 
Earnings per share:                
              Basic   $ 0.23     $ 0.00  
              Diluted   $ 0.20     $ 0.00  
Weighted-average number of common shares                
       outstanding:                
              Basic     53,817       53,102  
              Diluted     66,411       54,824  
                 
exhibit99-4.htm
PHOTRONICS, INC. AND SUBSIDIARIES
Condensed Consolidated Balance Sheets
(in thousands)
(Unaudited)
 
    January 30,   October 31,
        2011       2010
Assets            
             
Current assets:            
       Cash and cash equivalents   $ 112,723   $ 98,945
       Accounts receivable     80,672     82,951
       Inventories     21,139     15,502
       Other current assets     8,296     8,404
             
              Total current assets     222,830     205,802
             
Property, plant and equipment, net     386,860     369,814
Investment in joint venture     65,773     61,127
Intangible assets, net     46,242     47,748
Other assets     18,844     19,388
             
    $ 740,549   $ 703,879
             
Liabilities and Equity            
             
Current liabilities:            
       Current portion of long-term borrowings   $ 12,009   $ 11,467
       Accounts payable and accrued liabilities     129,304     107,762
             
              Total current liabilities     141,313     119,229
             
Long-term borrowings     70,631     78,852
Deferred income taxes and other liabilities     10,143     9,855
             
Equity     518,462     495,943
             
    $ 740,549   $ 703,879
             

exhibit99-5.htm
PHOTRONICS, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows
(in thousands)
(Unaudited)
 
        Three Months Ended
    January 30,       January 31,
    2011   2010
Cash flows from operating activities:                
       Net income   $      13,584     $      408  
       Adjustments to reconcile net income to net cash                
       provided by operating activities:                
              Depreciation and amortization     23,189       22,424  
              Changes in assets and liabilities and other     4,882       (6,417 )
                 
Net cash provided by operating activities     41,655       16,415  
                 
Cash flows from investing activities:                
       Purchases of property, plant and equipment     (19,120 )     (21,457 )
       Investment in joint venture     (3,999 )     -  
       Deposit on sale of facility     -       4,190  
       Increase in restricted cash     -       (1,250 )
       Proceeds from sales of investments and other     -       43  
                 
Net cash used in investing activities     (23,119 )     (18,474 )
                 
Cash flows from financing activities:                
       Repayments of long-term borrowings     (24,346 )     (7,250 )
       Proceeds from long-term borrowings     17,000       3,822  
       Proceeds from share-based payments     159       30  
                 
Net cash used in financing activities     (7,187 )     (3,398 )
                 
Effect of exchange rate changes on cash     2,429       1,319  
                 
Net increase (decrease) in cash and cash equivalents     13,778       (4,138 )
Cash and cash equivalents, beginning of period     98,945       88,539  
                 
Cash and cash equivalents, end of period   $ 112,723     $ 84,401  
                 
Supplemental disclosure of cash flow information:                
       Change in accrual for purchases of property, plant and equipment   $ 13,273     $ (227 )