MILPITAS, Calif., Jan. 26, 2012 /PRNewswire/ -- KLA-Tencor Corporation (NASDAQ: KLAC) today announced operating results for its second quarter of fiscal year 2012, which ended on December 31, 2011, and reported GAAP net income of $111 million and GAAP earnings per diluted share of $0.66 on revenues of $642 million.

"A resurgence in demand from foundry customers drove strong order growth in the second quarter and has given KLA-Tencor excellent momentum as we begin calendar 2012," said Rick Wallace, KLA-Tencor's president and CEO. "The increasing costs, complexity and competitive pressures our customers are facing at the leading edge are helping to drive higher adoption of process control and position KLA-Tencor to continue to deliver superior financial performance."


                         GAAP Results
                      Q2 FY         Q1 FY         Q2 FY
                      2012          2012          2011
    Revenues         $642 million  $796 million  $766 million
    Net Income       $111 million  $192 million  $185 million
    Earnings per
     Diluted Share          $0.66         $1.13         $1.09


                       Non-GAAP Results
                      Q2 FY         Q1 FY         Q2 FY
                      2012          2012          2011
    Net Income       $122 million  $198 million  $187 million
    Earnings per
     Diluted Share          $0.72         $1.17         $1.10

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, restatement and restructuring related items, and certain discrete tax items.

KLA-Tencor will discuss the results for its fiscal year 2012 second quarter, along with its outlook, on a conference call today beginning at 2:00 p.m. Pacific Standard 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 the expectation that KLA-Tencor's strong operating performance will continue into calendar year 2012, the business and technological trends faced by KLA-Tencor's customers, the anticipation that KLA-Tencor's customers will continue to invest in process control and KLA-Tencor's ability to benefit from those continuing investments in the form of future successful financial performance, 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; 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, 2011, 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, data storage, LED, photovoltaic, 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 over 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

                                                     December 31,
    (In thousands)                                                2011      June 30, 2011
                                                    -------------      -------------

    ASSETS
    Cash, cash
     equivalents and
     marketable
     securities                                      $2,176,645         $2,038,535
    Accounts receivable, net                            544,098            583,270
    Inventories, net                                    639,641            575,730
    Other current assets                                388,675            478,475
    Land, property and
     equipment, net                                     267,629            257,358
    Goodwill                                            327,813            328,156
    Purchased intangibles,
     net                                                 70,218             85,902
    Other non-current assets                            286,269            328,095
                                                        -------            -------
    Total assets                                     $4,700,988         $4,675,521


    LIABILITIES AND
     STOCKHOLDERS' EQUITY
    Current liabilities:
    Accounts payable                                   $129,064           $142,945
    Deferred system profit                              190,718            192,338
    Unearned revenue                                     48,165             44,264
    Other current
     liabilities                                        462,033            499,314
                                                        -------            -------
    Total current
     liabilities                                        829,980            878,861

    Non-current liabilities:
    Long-term debt                                      746,561            746,290
    Income tax payable                                   38,736             78,337
    Unearned revenue                                     36,881             34,905
    Other non-current
     liabilities                                         80,358             76,235
    Total liabilities                                 1,732,516          1,814,628

    Stockholders' equity:
    Common stock and capital
     in excess of par value                           1,050,788          1,010,659
    Retained earnings                                 1,928,396          1,852,633
    Accumulated other
     comprehensive income
     (loss)                                             (10,712)            (2,399)
                                                        -------             ------
    Total stockholders'
     equity                                           2,968,472          2,860,893
                                                      ---------          ---------
    Total liabilities and
     stockholders' equity                            $4,700,988         $4,675,521







     KLA-
     Tencor
     Corporation
    Condensed
     Consolidated
     Unaudited
     Statements of
     Operations


                            Three months ended                 Six months ended
                            ------------------                 ----------------
     (In
     thousands,
     except
     per
     share             December    December 31,       December     December 31,
     data)             31, 2011            2010       31, 2011             2010
                          ---------     -------------        ---------       -------------

    Revenues:
       Product             $500,659          $627,857       $1,150,915          $1,178,466
       Service              141,823           138,470          288,043             270,203
                            -------           -------          -------             -------
     Total
     revenues               642,482           766,327        1,438,958           1,448,669

     Costs
     and
     operating
     expenses:
        Costs
        of
        revenues            272,855           311,398          613,204             575,367
        Engineering,
        research
        and
        development         116,363            94,897          224,125             189,617
        Selling,
        general
        and
        administrative       93,801            91,166          187,877             179,203
                             ------            ------          -------             -------
     Total
     costs
     and
     operating
     expenses           483,019         497,461      1,025,206          944,187
     Income
     from
     operations             159,463           268,866          413,752             504,482

     Interest
     income
     and
     other,
     net                (12,556)        (17,675)       (19,583)         (29,979)
                            -------           -------          -------             -------
     Income
     before
     income
     taxes                  146,907           251,191          394,169             474,503
     Provision
     for
     income
     taxes                   36,110            65,699           91,377             134,815


     Net
     income                $110,797          $185,492         $302,792            $339,688
                           ========          ========         ========            ========

     Net
     income
     per
     share:
       Basic                  $0.67             $1.11            $1.82               $2.03
                              -----             -----            -----               -----
       Diluted                $0.66             $1.09            $1.78               $2.00
                              -----             -----            -----               -----

     Cash
     dividends
     declared
     per
     share                $0.35           $0.25          $0.70            $0.50
                              -----             -----            -----               -----

     Weighted
     average
     number
     of
     shares:
       Basic                166,343           166,886          166,513             167,052
       Diluted              169,103           169,513          169,650             169,685



    KLA-Tencor Corporation
    Condensed Consolidated Unaudited Statements of Cash Flows

                                                                  Three months ended
                                                                     December 31,
    (In thousands)                                                2011                2010
                                                                  ----                ----
      Cash flows from operating
       activities:
        Net income                                            $110,797            $185,492
        Adjustments to reconcile net
         income to net cash provided by
         operating activities:
          Depreciation and amortization                         23,267              21,653
          Asset impairment charges                               1,378               6,800
          Non-cash stock-based
           compensation expense                                 19,646              19,431
          Net loss (gain) on sale of
           marketable securities and other
           investments                                             106                (430)
          Gain on sale of real estate
           assets                                                    -              (1,372)
          Changes in assets and
           liabilities:
              Increase in accounts receivable,
               net                                             (83,819)            (28,890)
              Increase in inventories, net                     (33,142)            (39,710)
              Decrease (increase) in other
               assets                                           31,658             (10,151)
              Increase (decrease) in accounts
               payable                                          14,580             (15,416)
              Increase in deferred system
               profit                                           54,596              39,831
              Increase in other liabilities                     48,165              16,687
                                                                ------              ------
                    Net cash provided by operating
                     activities                                187,232             193,925

      Cash flows from investing
       activities:
         Capital expenditures, net                             (14,918)            (11,552)
         Proceeds from sale of assets                            2,228              18,185
         Purchase of available-for-sale
          securities                                          (287,987)           (189,361)
         Proceeds from sale and maturity
          of available-for-sale
          securities                                           287,236             123,677
         Purchase of trading securities                        (16,852)            (12,397)
         Proceeds from sale of trading
          securities                                            18,353              13,905
                                                                ------              ------
                    Net cash used in investing
                     activities                                (11,940)            (57,543)

      Cash flows from financing
       activities:
         Issuance of common stock                               39,396              28,768
         Tax withholding payments related
          to vested and released
          restricted stock units                               (11,544)            (10,732)
         Common stock repurchases                              (63,580)            (57,017)
         Payment of dividends to
          stockholders                                         (58,101)            (41,809)
                                                               -------             -------
                    Net cash used in financing
                     activities                                (93,829)            (80,790)

      Effect of exchange rate changes
       on cash and cash equivalents                             (2,424)              2,128


      Net increase in cash and cash
       equivalents                                              79,039              57,720

      Cash and cash equivalents at
       beginning of period                                     745,947             538,384


      Cash and cash equivalents at end
       of period                                              $824,986            $596,104
                                                              ========            ========

      Supplemental cash flow
       disclosures:
           Income taxes paid (refund
            received), net                                    $(29,746)            $71,309
           Interest paid                                       $26,904             $26,095



    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
                                                                     ------------------
                                                       December 31,    September 30,   December 31,
                                                                    2011             2011   2010
                                                    -------------   --------------  -------------
    GAAP net income                                      $110,797         $191,995         $185,492
    Adjustments to
     reconcile GAAP
     net income to
     non-GAAP net
     income
    ---------------
    Acquisition
     related
     charges                                 (a)            7,406            7,628            8,178
     Restructuring,
     severance
     and other
     related
     charges                                 (b)            1,476            2,556             (974)
    Restatement
     related
     charges                                 (c)                -              135            1,147
    Income tax
     effect of
     non-GAAP
     adjustments                             (d)           (2,886)          (4,063)          (2,921)
    Discrete tax
     items                                   (e)            5,079                -           (3,706)
                                                              ---              ---              ---
    Non-GAAP net
     income                                              $121,872         $198,251         $187,216
                                                         ========         ========         ========

    GAAP net income
     per diluted
     share                                                  $0.66            $1.13            $1.09
                                                            =====            =====            =====
    Non-GAAP net
     income per
     diluted share                                          $0.72            $1.17            $1.10
                                                            =====            =====            =====
    Shares used in
     diluted shares
     calculation                                          169,103          169,835          169,513
                                                          =======          =======          =======



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

                                                           Restructuring,
                                                               severance                  Total pre-
                                              Acquisition      and other    Restatement  tax GAAP to
                                                 related        related        related     non-GAAP
                                                 charges        charges        charges    adjustment
                                              ------------ ---------------  ------------ -----------
    Three
     months
     ended
     December
     31, 2011
    ---------
    Costs of
     revenues                                       $5,018            $243            $-       $5,261
     Engineering,
     research
     and
     development                                       898             241             -        1,139
    Selling,
     general
     and
     administrative                                  1,490             992             -        2,482
    Total in
     three
     months
     ended
     December
     31, 2011                                       $7,406          $1,476            $-       $8,882
                                                    ======          ======           ===       ======

    Three
     months
     ended
     September
     30, 2011
    ----------
    Costs of
     revenues                                       $5,240            $947            $-       $6,187
     Engineering,
     research
     and
     development                                       898           1,475             -        2,373
    Selling,
     general
     and
     administrative                                  1,490             134           135        1,759
    Total in
     three
     months
     ended
     September
     30, 2011                                       $7,628          $2,556          $135      $10,319
                                                    ======          ======          ====      =======

    Three
     months
     ended
     December
     31, 2010
    ---------
    Costs of
     revenues                                       $5,790              $-            $-       $5,790
     Engineering,
     research
     and
     development                                       898               -             -          898
    Selling,
     general
     and
     administrative                                  1,490            (974)        1,147        1,663
    Total in
     three
     months
     ended
     December
     31, 2010                                       $8,178           $(974)       $1,147       $8,351
                                                    ======           =====        ======       ======


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 include 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 the amortization expense 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 gains and costs associated with the company's facilities divestment and consolidation program and reductions in force. Management believes that it is appropriate to exclude these items as they are not indicative of ongoing operating results and therefore limit comparability. 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) Restatement related charges include legal and other expenses related to the investigation regarding the company's historical stock option granting process and related stockholder litigation and other matters. KLA-Tencor has paid or reimbursed legal expenses incurred by a number of its current and former directors, officers and employees in connection with the investigation of the company's historical stock option practices and the related litigation and government inquiries. Management believes that it is appropriate to exclude these items as they are not indicative of ongoing operating results and therefore limit comparability. 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.

(d) 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.

(e) Discrete tax items include the tax impact of shortfalls in excess of cumulative windfall tax benefits recorded as provision for income taxes during the period. Windfall tax benefits arise when a company's tax deduction for employee stock activity exceeds book compensation for the same activity and are generally recorded as increases to capital in excess of par value. Shortfalls arise when the tax deduction is less than book compensation and are recorded as decreases to capital in excess of par value to the extent that cumulative windfalls exceed cumulative shortfalls. Shortfalls in excess of cumulative windfalls are recorded as provision for income taxes. When there are shortfalls recorded as provision for income taxes during an earlier quarter, windfalls arising in subsequent quarters within the same fiscal year are recorded as a reduction to income taxes to the extent of the shortfalls recorded. Management believes that it is appropriate to exclude these items as they are not indicative of ongoing operating results and therefore limit comparability. 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.

SOURCE KLA-Tencor Corporation