EX-99.1 2 dex991.htm PRESS RELEASE Press Release

Exhibit 99.1

 

Press

Release

   LOGO   

II-VI Incorporated

375 Saxonburg Boulevard

Saxonburg, Pennsylvania 16056

Telephone (724) 352-4455

 

Release Date: April 24, 2006    Contact:    Craig A. Creaturo
      Chief Financial Officer and Treasurer
      (724) 352-4455
      ccreaturo@ii-vi.com
      Homepage: www.ii-vi.com

II-VI INCORPORATED

REPORTS RECORD THIRD QUARTER REVENUES AND EARNINGS;

RAISES FISCAL YEAR 2006 GUIDANCE;

INTRODUCES FISCAL YEAR 2007 GUIDANCE

PITTSBURGH, PA., April 24, 2006 — II-VI Incorporated (NASDAQ NMS: IIVI) today reported results for its third fiscal quarter ended March 31, 2006. Net earnings for the quarter were a record $7,450,000 ($0.25 per share-diluted). These results compare with net earnings of $5,805,000 ($0.19 per share-diluted) in the third quarter of last fiscal year. For the nine months ended March 31, 2006, net earnings were $19,379,000 ($0.65 per share-diluted). This compares with net earnings of $16,839,000 ($0.56 per share-diluted) for the same period last fiscal year.

Prior year net earnings and earnings per share have been restated to reflect the modified retrospective application of Statement of Financial Accounting Standards No. 123 (Revised 2004) “Share-Based Payment” (FAS 123(R)), which the Company adopted effective July 1, 2005. FAS 123(R) requires expensing the calculated fair value of incentive stock options and other equity compensation. In addition, all data for former periods cited in this press release have been adjusted to account for the two-for-one split of the Company’s common shares paid as a stock dividend to shareholders of record on March 2, 2005 and distributed on March 22, 2005. The results for the nine months ended March 31, 2005 include four months of contributions from Marlow Industries, Inc., (Marlow) which was acquired by the Company in December 2004.

Bookings for the quarter increased 22% to $61,434,000 compared to $50,454,000 in the third quarter of last fiscal year. Bookings for the nine months ended March 31, 2006 increased 34% to $183,439,000 from $137,340,000 for the same period last year. Bookings are defined as customer orders received that are expected to be converted into revenues during the next 12 months.

Revenues for the quarter increased 11% to a record $59,363,000 from $53,313,000 in the third quarter of last fiscal year. Revenues for the nine months ended March 31, 2006 increased 22% to $167,581,000 from $137,033,000 for the same period last fiscal year.

Francis J. Kramer, president and chief operating officer said, “We are very pleased to report our third quarter results which included record levels of revenues and earnings. In infrared optics, demand from both original equipment components and aftermarket replacement optics were at record levels and created our highest quarter ever of revenues in this business. The near-infrared optics business continued to manufacture products and accumulate finished inventory for a certain contract that we expect will result in higher levels of both revenues and earnings as customer shipments accelerate during the fourth quarter and the coming fiscal year. Our military infrared optics business improved its operational and financial performance over the first two quarters of this fiscal year and the year-ago quarter while lowering scrap costs. The Compound Semiconductor Group, which made its first positive contribution to II-VI earnings in the previous quarter of this fiscal year, more than doubled its profit contribution in the current quarter.”

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II-VI Incorporated

April 24, 2006

Page 2

Kramer continued, “We believe the fourth quarter of this fiscal year should remain strong as we strive to achieve a new record level of revenues and have revised our guidance accordingly. We are introducing guidance for the fiscal year ending June 30, 2007 as part of this earnings announcement.”

Segment Bookings and Revenues

Bookings for the quarter for infrared optics increased 31% to $34.1 million from $26.1 million in the third quarter of last fiscal year. Bookings for the nine months ended March 31, 2006 for infrared optics increased 22% to $91.6 million from $75.2 million for the same period last fiscal year. Revenues for the quarter for infrared optics increased 22% to $32.4 million from $26.5 million in the third quarter of the last fiscal year. Revenues for the nine months ended March 31, 2006 for infrared optics increased 20% to $88.0 million from $73.1 million for the same period last fiscal year.

Bookings for the quarter for near-infrared optics decreased 13% to $8.7 million from $10.0 million in the third quarter of last fiscal year. Bookings for the nine months ended March 31, 2006 for near-infrared optics increased 25% to $32.4 million from $26.0 million for the same period last fiscal year. Revenues for the quarter for near-infrared optics decreased 21% to $6.9 million from $8.7 million in the third quarter of last fiscal year. Revenues for the nine months ended March 31, 2006 for near-infrared optics decreased 8% to $22.9 from $24.8 million for the same period last fiscal year.

Bookings for the quarter for military infrared optics increased 37% to $6.3 million from $4.6 million in the third quarter of the last fiscal year. Bookings for the nine months ended March 31, 2006 for military infrared optics increased 32% to $20.5 million from $15.5 million for the same period last fiscal year. Revenues for the quarter for military infrared optics increased 31% to $7.7 million from $5.9 million in the third quarter of the last fiscal year. Revenues for the nine months ended March 31, 2006 for military infrared optics increased 15% to $21.8 million from $19.0 million for the same period last fiscal year.

Bookings for the quarter for the “Compound Semiconductor Group” (primarily the Marlow subsidiary, eV PRODUCTS division, and the Wide Bandgap Materials group) were $12.3 million and increased 26% compared to $9.8 million in the third quarter of the last fiscal year. Bookings for the nine months ended March 31, 2006 for these same groups were $39.6 million, including $29.1 million from Marlow, compared to $20.6 million for the same period last fiscal year, which included $10.4 million from Marlow. Revenues for the quarter from these groups were $12.4 million and increased 2% compared to $12.2 million in the third quarter of last fiscal year. Revenues for the nine months ended March 31, 2006 for these same groups were $34.9 million, including $25.6 million from Marlow, compared to $20.2 million for the same period last fiscal year, which included $11.6 million from Marlow.

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II-VI Incorporated

April 24, 2006

Page 3

Outlook

For the fourth fiscal quarter ending June 30, 2006, the Company currently forecasts revenues to range from $61 million to $63 million and earnings per share to range from $0.24 to $0.28. Comparable results for the quarter ended June 30, 2005 were revenues of $57 million and earnings per share of $0.22. For the fiscal year ending June 30, 2006, the Company expects revenues to range from $229 million to $231 million and earnings per share to range from $0.89 to $0.93. Comparable results for the year ended June 30, 2005 were revenues of $194 million and earnings per share of $0.78. For the fiscal year ending June 30, 2007, the Company expects revenues to range from $257 million to $265 million and earnings per share to range from $1.00 to $1.07.

Earnings per share guidance for the quarter ending June 30, 2006, fiscal year ending June 30, 2006 and fiscal year ending June 30, 2007 as well as split-adjusted prior year amounts reflect implementation of FAS 123(R). FAS 123(R) requires expensing the calculated fair value of incentive stock options and other equity compensation. This non-cash stock option charge currently is expected to reduce earnings per share by approximately $0.02 in the fourth quarter ending June 30, 2006, approximately $0.07 in the fiscal year ending June 30, 2006 and approximately $0.09 to $0.11 in the fiscal year ending June 30, 2007. As discussed in more detail below, actual results may differ from these forecasts due to numerous factors including changes in product demand, competition and general economic conditions.

Webcast Information

The Company will host a conference call at 10:00 a.m. Eastern Time on Tuesday, April 25, 2006 to discuss these results. The conference call will be broadcast live over the Internet and can be accessed by all interested parties from the Company’s web site at www.ii-vi.com as well as at http://www.videonewswire.com/event.asp?id=33111. Please allow extra time prior to the call to visit the site and, if needed, download the media software required to listen to the Internet broadcast. A replay of the webcast will be available for 2 weeks following the call.

Headquartered in Saxonburg, Pennsylvania, II-VI Incorporated designs, manufactures and markets optical and opto-electronic components, devices and materials for infrared, near-infrared, visible light, x-ray and gamma ray instrumentation. The Company’s infrared optics business manufactures optical and opto-electronic components sold under the II-VI brand name and used primarily in CO2 lasers. The Company’s near-infrared optics business manufactures near-infrared and visible light products for industrial, scientific, military and medical instruments and laser gain materials and products for solid-state YAG and YLF lasers at the Company’s VLOC subsidiary. The Company’s military infrared optics business manufactures infrared products for military applications under the Exotic Electro-Optics (EEO) brand name. In the Company’s Compound Semiconductor Group, the eV PRODUCTS division manufactures and markets solid-state x-ray and gamma-ray sensor products and materials for use in medical, industrial, environmental, scientific and homeland security applications; the Company’s Wide Bandgap Materials (WBG) group manufactures and markets single crystal silicon carbide substrates for use in the solid-state lighting, wireless infrastructure, RF electronics and power switching industries; Marlow Industries, Inc. designs and manufactures thermoelectric cooling and power generation solutions for use in defense, space, photonics, telecommunications, medical, consumer and industrial markets.

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II-VI Incorporated

April 24, 2006

Page 4

This press release contains forward-looking statements based on certain assumptions and contingencies that involve risks and uncertainties. The forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and relate to the Company’s performance on a going-forward basis. The forward-looking statements in this press release involve risks and uncertainties, which could cause actual results, performance or trends to differ materially from those expressed in the forward-looking statements herein or in previous disclosures. The Company believes that all forward-looking statements made by it have a reasonable basis, but there can be no assurance that management’s expectations, beliefs or projections as expressed in the forward-looking statements will actually occur or prove to be correct. In addition to general industry and economic conditions, factors that could cause actual results to differ materially from those discussed in the forward-looking statements in this press release include, but are not limited to: (i) the Company’s ability to successfully continue to integrate Marlow’s operations into the Company’s organization and to realize synergies in material growth and utilization of our worldwide manufacturing and distribution networks; (ii) the failure of any one or more of the assumptions stated above to prove to be correct; (iii) the risks relating to forward-looking statements and other “Risk Factors” discussed in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2005; (iv) purchasing patterns from customers and end-users; (v) timely release of new products, and acceptance of such new products by the market; (vi) the introduction of new products by competitors and other competitive responses; and/or (vii) the Company’s ability to devise and execute strategies to respond to market conditions.

CONTACT: Craig A. Creaturo, Chief Financial Officer and Treasurer of II-VI Incorporated, 724-352-4455, or e-mail, ccreaturo@ii-vi.com.

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II-VI Incorporated and Subsidiaries

Condensed Consolidated Statements of Earnings (Unaudited)

(000 except per share data)

 

    

Three Months Ended

March 31,

 
     2006     2005(1)  
Revenues     

Net sales

   $ 56,642     $ 51,193  

Contract research and development

     2,721       2,120  
                
     59,363       53,313  
                
Costs, Expenses & Other (Income) Expense     

Cost of goods sold

     32,960       30,763  

Contract research and development

     2,095       1,704  

Internal research and development

     1,604       1,410  

Selling, general and administrative

     11,212       11,080  

Interest expense

     458       421  

Other (income), net

     (164 )     (16 )
                
     48,165       45,362  
                

Earnings Before Income Taxes

     11,198       7,951  

Income Taxes

     3,748       2,146  
                

Net Earnings

   $ 7,450     $ 5,805  
                

Diluted Earnings Per Share

   $ 0.25     $ 0.19  
                

Average Shares Outstanding - Diluted

     29,931       29,961  

(1) The results for the three months ended March 31, 2005 have been restated to reflect the modified retrospective application of the fair value recognition provisions of SFAS 123(R) “Share-Based Payment.” Net earnings and diluted earnings per share were reduced by $456 and $0.02, respectively.


II-VI Incorporated and Subsidiaries

Condensed Consolidated Statements of Earnings (Unaudited)

(000 except per share data)

 

    

Nine Months Ended

March 31,

 
     2006     2005(1)  

Revenues

    

Net sales

   $ 160,599     $ 130,472  

Contract research and development

     6,982       6,561  
                
     167,581       137,033  
                
Costs, Expenses & Other (Income) Expense     

Cost of goods sold

     95,677       74,701  

Contract research and development

     5,052       4,928  

Internal research and development

     5,481       4,042  

Selling, general and administrative

     34,012       30,433  

Interest expense

     1,313       572  

Other (income), net

     (1,562 )     (710 )
                
     139,973       113,966  
                
Earnings Before Income Taxes      27,608       23,067  
Income Taxes      8,229       6,228  
                
Net Earnings    $ 19,379     $ 16,839  
                
Diluted Earnings Per Share    $ 0.65     $ 0.56  
                

Average Shares Outstanding - Diluted

     29,952       29,921  

(1) The results for the nine months ended March 31, 2005 have been restated to reflect the modified retrospective application of the fair value recognition provisions of SFAS 123(R) “Share-Based Payment.” Net earnings and diluted earnings per share were reduced by $1,174 and $0.04, respectively.


II-VI Incorporated and Subsidiaries

Condensed Consolidated Balance Sheets (Unaudited)

($000)

 

    

March 31,

2006

  

June 30,

2005(1)

Assets      
Current Assets      

Cash and cash equivalents

   $ 24,316    $ 21,675

Accounts receivable, net

     39,712      35,985

Inventories

     50,305      44,916

Deferred income taxes

     7,151      6,960

Other current assets

     2,227      2,202
             

Total Current Assets

     123,711      111,738

Property, Plant & Equipment, net

     79,078      77,900

Goodwill

     42,586      39,537

Investment

     2,323      2,249

Other Intangible Assets, net

     14,645      16,332

Other Assets

     5,570      4,922
             
   $ 267,913    $ 252,678
             
Liabilities and Shareholders’ Equity      
Current Liabilities      

Accounts payable

   $ 10,754    $ 10,073

Current portion of long-term debt

     7,553      3,801

Other current liabilities

     28,058      24,010
             

Total Current Liabilities

     46,365      37,884
Long-Term Debt—less current portion      29,439      41,180
Other Liabilities, primarily deferred income taxes      11,806      13,143
Shareholders’ Equity      180,303      160,471
             
   $ 267,913    $ 252,678
             

(1) June 30, 2005 balance sheet has been restated to reflect the modified retrospective application of the fair value recognition provisions of SFAS 123(R) “Share-Based Payment.”


II-VI Incorporated and Subsidiaries

Condensed Segment and Other Selected Financial Information (Unaudited)

($000)

The following segment and other financial information includes segment earnings (defined as earnings before income taxes, interest expense and other income or expense, net) and earnings before interest, income taxes, depreciation and amortization (EBITDA). Management believes segment earnings are a useful performance measure because they reflect the results of segment performance over which management has direct control. Similarly, EBITDA reflects operating profitability before certain non-operating expenses and non-cash charges.

The segment earnings and other financial information presented below have been restated to reflect the modified retrospective application of the fair value recognition provisions of SFAS 123(R) “Share-Based Payment,” as applicable.

Segment Information

 

     Three Months Ended
March 31,
    Nine Months Ended
March 31,
 
     2006     2005     2006     2005  

Revenues

        

Infrared Optics

   $ 32,365     $ 26,497     $ 87,970     $ 73,075  

Near-Infrared Optics

     6,886       8,708       22,867       24,768  

Military Infrared Optics

     7,707       5,876       21,806       18,971  

Compound Semiconductor Group

     12,405       12,232       34,938       20,219  
                                

Total Revenues

   $ 59,363     $ 53,313     $ 167,581     $ 137,033  
                                

Segment earnings (loss)

        

Infrared Optics

   $ 10,836     $ 8,080     $ 26,653     $ 22,337  

Near-Infrared Optics

     (279 )     655       792       1,652  

Military Infrared Optics

     411       (366 )     (495 )     273  

Compound Semiconductor Group

     524       (13 )     409       (1,333 )
                                

Total Segment Earnings

   $ 11,492     $ 8,356     $ 27,359     $ 22,929  
                                
Other Selected Financial Information         
     Three Months Ended
March 31,
    Nine Months Ended
March 31,
 
     2006     2005     2006     2005  

EBITDA

   $ 15,401     $ 11,825     $ 40,368     $ 32,636  

Cash paid for capital expenditures

   $ 3,112     $ 3,719     $ 12,684     $ 11,694  

Net borrowings (payments) on indebtedness

   $ (2,887 )   $ (2,135 )   $ (7,813 )   $ 26,040  

Incentive stock option and other equity compensation expense, pre-tax

   $ 682     $ 625     $ 1,636     $ 1,608  


II-VI Incorporated and Subsidiaries

Condensed Segment and Other Selected Financial Information (Unaudited) (cont.)

($000)

Reconciliation of Segment Earnings and EBITDA

to Earnings Before Income Taxes

 

    

Three Months Ended

March 31,

   

Nine Months Ended

March 31,

 
     2006     2005     2006     2005  

Total Segment Earnings

   $ 11,492     $ 8,356     $ 27,359     $ 22,929  

Interest expense

     458       421       1,313       572  

Other (income), net

     (164 )     (16 )     (1,562 )     (710 )
                                

Earnings before income taxes

   $ 11,198     $ 7,951     $ 27,608     $ 23,067  
                                

EBITDA

   $ 15,401     $ 11,825     $ 40,368     $ 32,636  

Interest expense

     458       421       1,313       572  

Depreciation and amortization

     3,745       3,453       11,447       8,997  
                                

Earnings before income taxes

   $ 11,198     $ 7,951     $ 27,608     $ 23,067  
                                

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