Press Release

Record Quarterly Revenue, Profitability at the Top End of the Outlook Range;
Sees Reduced Demand for Foundry and Logic in Q4, Partially Offset by Continued Strength in DRAM

LIVERMORE, Calif., Oct. 30, 2024 (GLOBE NEWSWIRE) -- FormFactor, Inc. (Nasdaq: FORM) today announced its financial results for the third quarter of fiscal 2024 ended September 28, 2024. Quarterly revenues were $207.9 million, a company record and an increase of 5.3% compared to $197.5 million in the second quarter of fiscal 2024, and an increase of 21.2% from $171.6 million in the third quarter of fiscal 2023.

• Record revenue in the third quarter exceeded outlook range and non-GAAP EPS was at the top end of the range.
• Strong DDR5 demand produced third consecutive record-setting quarter of DRAM probe-card revenue.
• FormFactor’s diversification strategy enabled participation in expanding investments in generative AI and data center applications.
  

“We are proud to have posted our all-time revenue record in the third quarter,” said Mike Slessor, CEO of FormFactor, Inc. “This performance was driven by continued strength in our DRAM probe-card business, layered on top of moderate growth in our Foundry & Logic and Systems businesses.”

Third Quarter and Fiscal 2024 Highlights

On a GAAP basis, net income for the third quarter of fiscal 2024 was $18.7 million, or $0.24 per fully-diluted share, compared to net income for the second quarter of fiscal 2024 of $19.4 million, or $0.25 per fully-diluted share, and net income for the third quarter of fiscal 2023 of $4.4 million, or $0.06 per fully-diluted share. Gross margin for the third quarter of 2024 was 40.7%, compared with 44.0% in the second quarter of 2024, and 40.4% in the third quarter of 2023.

On a non-GAAP basis, net income for the third quarter of fiscal 2024 was $27.2 million, or $0.35 per fully-diluted share, compared to net income for the second quarter of fiscal 2024 of $27.3 million, or $0.35 per fully-diluted share, and net income for the third quarter of fiscal 2023 of $17.3 million, or $0.22 per fully-diluted share. On a non-GAAP basis, gross margin for the third quarter of 2024 was 42.2%, compared with 45.3% in the second quarter of 2024, and 41.9% in the third quarter of 2023.

A reconciliation of GAAP to non-GAAP measures is provided in the schedules included below.

GAAP net cash provided by operating activities for the third quarter of fiscal 2024 was $26.7 million, compared to $21.9 million for the second quarter of fiscal 2024, and $20.6 million for the third quarter of fiscal 2023. Free cash flow for the third quarter of fiscal 2024 was $20.0 million, compared to free cash flow for the second quarter of fiscal 2024 of $14.2 million, and free cash flow for the third quarter of 2023 of $16.9 million. A reconciliation of net cash provided by operating activities to non-GAAP free cash flow is provided in the schedules included below.

Outlook

Dr. Slessor added, “We continue to experience record levels of DRAM probe card demand, with contributions from both DDR5 and High Bandwidth Memory applications. This, combined with slightly higher Systems Segment revenue, is helping to partially offset the forecasted reduction in Foundry & Logic probe-card demand.”

For the fourth quarter ending December 28, 2024, FormFactor is providing the following outlook*:

	GAAP		Reconciling Items**		Non-GAAP
Revenue	$190 million +/- $5 million		—		$190 million +/- $5 million
Gross Margin	40% +/- 1.5%		$3 million		41% +/- 1.5%
Net income per diluted share	$0.16 +/- $0.04		$0.13		$0.29 +/- $0.04
*This outlook assumes consistent foreign currency rates.
**Reconciling items are stock-based compensation, amortization of intangible assets and fixed asset fair value adjustments due to acquisitions, and restructuring charges, net of applicable income tax impacts.

We posted our revenue breakdown by geographic region, by market segment and with customers with greater than 10% of total revenue on the Investor Relations section of our website at www.formfactor.com. We will conduct a conference call at 1:25 p.m. PT, or 4:25 p.m. ET, today.

The public is invited to listen to a live webcast of FormFactor’s conference call on the Investor Relations section of our website at www.formfactor.com. A telephone replay of the conference call will be available approximately two hours after the conclusion of the call. The replay will be available on the Investor Relations section of our website, www.formfactor.com.

Use of Non-GAAP Financial Information:

To supplement our condensed consolidated financial results prepared under generally accepted accounting principles, or GAAP, we disclose certain non-GAAP measures of non-GAAP net income, non-GAAP net income per basic and diluted share, non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating expenses, non-GAAP operating income and free cash flow, that are adjusted from the nearest GAAP financial measure to exclude certain costs, expenses, gains and losses. Reconciliations of the adjustments to GAAP results for the three and nine months ended September 28, 2024, and for outlook provided before, as well as for the comparable periods of fiscal 2023, are provided below, and on the Investor Relations section of our website at www.formfactor.com. Information regarding the ways in which management uses non-GAAP financial information to evaluate its business, management's reasons for using this non-GAAP financial information, and limitations associated with the use of non-GAAP financial information, is included under “About our Non-GAAP Financial Measures” following the tables below.

About FormFactor:

FormFactor, Inc. (NASDAQ: FORM), is a leading provider of essential test and measurement technologies along the full semiconductor product life cycle - from characterization, modeling, reliability, and design de-bug, to qualification and production test. Semiconductor companies rely upon FormFactor’s products and services to accelerate profitability by optimizing device performance and advancing yield knowledge. The Company serves customers through its network of facilities in Asia, Europe, and North America. For more information, visit the Company’s website at www.formfactor.com.

Forward-looking Statements:

This press release contains forward-looking statements within the meaning of the “safe harbor” provisions of the federal securities laws, including with respect to the Company’s future financial and operating results, and the Company’s plans, strategies and objectives for future operations. These statements are based on management’s current expectations and beliefs as of the date of this release, and are subject to a number of risks and uncertainties, many of which are beyond the Company’s control, that could cause actual results to differ materially from those described in the forward-looking statements. These forward-looking statements include, but are not limited to, statements regarding future financial and operating results, including under the heading “Outlook” above, customer demand, conditions in the semiconductor industry, and other statements regarding the Company’s business. Forward-looking statements may contain words such as “may,” “might,” “will,” “expect,” “plan,” “anticipate,” “forecast,” and “continue,” the negative or plural of these words and similar expressions, and include the assumptions that underlie such statements. The following factors, among others, could cause actual results to differ materially from those described in the forward-looking statements: changes in demand for the Company’s products; customer-specific demand; market opportunity; anticipated industry trends; the availability, benefits, and speed of customer acceptance or implementation of new products and technologies; manufacturing, processing, and design capacity, goals, expansion, volumes, and progress; difficulties or delays in research and development; industry seasonality; risks to the Company’s realization of benefits from acquisitions, investments in capacity and investments in new electronic data systems and information technology; reliance on customers or third parties (including suppliers); changes in macro-economic environments; events affecting global and regional economic and market conditions and stability such as military conflicts, political volatility, infectious diseases and pandemics, and similar factors, operating separately or in combination; and other factors, including those set forth in the Company’s most current annual report on Form 10-K, quarterly reports on Form 10-Q and other filings by the Company with the U.S. Securities and Exchange Commission. In addition, there are varying barriers to international trade, including restrictive trade and export regulations such as the US-China restrictions, dynamic tariffs, trade disputes between the U.S. and other countries, and national security developments or tensions, that may substantially restrict or condition our sales to or in certain countries, increase the cost of doing business internationally, and disrupt our supply chain. No assurances can be given that any of the events anticipated by the forward-looking statements within this press release will transpire or occur, or if any of them do so, what impact they will have on the results of operations or financial condition of the Company. Unless required by law, the Company is under no obligation (and expressly disclaims any such obligation) to update or revise its forward-looking statements whether as a result of new information, future events, or otherwise.

FORMFACTOR, INC. 
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share amounts)
(Unaudited)

	Three Months Ended												Nine Months Ended
	September 28, 2024				June 29, 2024				September 30, 2023				September 28, 2024				September 30, 2023
Revenues	$	207,917			$	197,474			$	171,575			$	574,116			$	494,939
Cost of revenues		123,212				110,574				102,290				339,773				304,293
Gross profit		84,705				86,900				69,285				234,343				190,646
Operating expenses:
Research and development		31,243				31,564				31,014				91,434				87,599
Selling, general and administrative		35,607				37,874				35,564				106,560				101,561
Total operating expenses		66,850				69,438				66,578				197,994				189,160
Gain on sale of business		—				310				—				20,581				—
Operating income		17,855				17,772				2,707				56,930				1,486
Interest income, net		3,650				3,415				1,662				10,221				4,420
Other income (expense), net		(558	)			360				788				322				1,261
Income before income taxes		20,947				21,547				5,157				67,473				7,167
Provision for income taxes		2,211				2,155				786				7,564				626
Net income	$	18,736			$	19,392			$	4,371			$	59,909			$	6,541
Net income per share:
Basic	$	0.24			$	0.25			$	0.06			$	0.77			$	0.08
Diluted	$	0.24			$	0.25			$	0.06			$	0.76			$	0.08
Weighted-average number of shares used in per share calculations:
Basic		77,406				77,235				77,571				77,364				77,265
Diluted		78,439				78,717				78,412				78,495				77,860

FORMFACTOR, INC. NON-GAAP FINANCIAL MEASURE RECONCILIATIONS (In thousands, except per share amounts) (Unaudited)
	Three Months Ended												Nine Months Ended
	September 28, 2024				June 29, 2024				September 30, 2023				September 28, 2024				September 30, 2023
GAAP Gross Profit	$	84,705			$	86,900			$	69,285			$	234,343			$	190,646
Adjustments:
Amortization of intangibles, inventory and fixed asset fair value adjustments due to acquisitions, and other		530				584				1,118				1,661				3,580
Stock-based compensation		1,934				1,932				1,376				5,794				4,801
Restructuring charges		524				—				—				607				357
Non-GAAP Gross Profit	$	87,693			$	89,416			$	71,779			$	242,405			$	199,384
GAAP Gross Margin		40.7	%			44.0	%			40.4	%			40.8	%			38.5	%
Adjustments:
Amortization of intangibles, inventory and fixed asset fair value adjustments due to acquisitions, and other		0.3	%			0.3	%			0.7	%			0.3	%			0.7	%
Stock-based compensation		0.9	%			1.0	%			0.8	%			1.0	%			1.0	%
Restructuring charges		0.3	%			—	%			—	%			0.1	%			0.1	%
Non-GAAP Gross Margin		42.2	%			45.3	%			41.9	%			42.2	%			40.3	%
GAAP operating expenses	$	66,850			$	69,438			$	66,578			$	197,994			$	189,160
Adjustments:
Amortization of intangibles and other		(240	)			(240	)			(466	)			(720	)			(3,563	)
Stock-based compensation		(7,002	)			(8,277	)			(9,463	)			(23,756	)			(24,532	)
Restructuring charges		(249	)			—				—				(249	)			(1,183	)
Costs related to sale of business		(13	)			(43	)			(2,139	)			(702	)			(2,139	)
Non-GAAP operating expenses	$	59,346			$	60,878			$	54,510			$	172,567			$	157,743
GAAP operating income	$	17,855			$	17,772			$	2,707			$	56,930			$	1,486
Adjustments:
Amortization of intangibles, inventory and fixed asset fair value adjustments due to acquisitions, and other		770				824				1,584				2,381				7,143
Stock-based compensation		8,936				10,209				10,839				29,550				29,333
Restructuring charges		773				—				—				856				1,540
Gain on sale of business and related costs		13				(267	)			2,139				(19,879	)			2,139
Non-GAAP operating income	$	28,347			$	28,538			$	17,269			$	69,838			$	41,641

FORMFACTOR, INC.  NON-GAAP FINANCIAL MEASURE RECONCILIATIONS (In thousands, except per share amounts) (Unaudited)
	Three Months Ended												Nine Months Ended
	September 28, 2024				June 29, 2024				September 30, 2023				September 28, 2024				September 30, 2023
GAAP net income	$	18,736			$	19,392			$	4,371			$	59,909			$	6,541
Adjustments:
Amortization of intangibles, inventory and fixed asset fair value adjustments due to acquisitions, and other		770				824				1,584				2,381				7,143
Stock-based compensation		8,936				10,209				10,839				29,550				29,333
Restructuring charges		773				—				—				856				1,540
Gain on sale of business and related costs		13				(267	)			2,139				(19,879	)			2,139
Income tax effect of non-GAAP adjustments		(2,002	)			(2,835	)			(1,617	)			(3,924	)			(5,650	)
Non-GAAP net income	$	27,226			$	27,323			$	17,316			$	68,893			$	41,046
GAAP net income per share:
Basic	$	0.24			$	0.25			$	0.06			$	0.77			$	0.08
Diluted	$	0.24			$	0.25			$	0.06			$	0.76			$	0.08
Non-GAAP net income per share:
Basic	$	0.35			$	0.35			$	0.22			$	0.89			$	0.53
Diluted	$	0.35			$	0.35			$	0.22			$	0.88			$	0.53

FORMFACTOR, INC.  CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) (Unaudited)
	Nine Months Ended
	September 28, 2024				September 30, 2023
Cash flows from operating activities:
Net income	$	59,909			$	6,541
Selected adjustments to reconcile net income to net cash provided by operating activities:
Depreciation		22,197				22,880
Amortization		1,920				6,043
Stock-based compensation expense		29,550				29,333
Provision for excess and obsolete inventories		10,052				12,566
Gain on sale of business		(20,581	)			—
Other activity impacting operating cash flows		(21,426	)			(22,011	)
Net cash provided by operating activities		81,621				55,352
Cash flows from investing activities:
Acquisition of property, plant and equipment		(30,773	)			(46,094	)
Proceeds from sale of business		21,585				—
Purchases of marketable securities, net		(15,464	)			(3,900	)
Purchase of promissory note receivable		(1,500	)			—
Net cash used in investing activities		(26,152	)			(49,994	)
Cash flows from financing activities:
Purchase of common stock through stock repurchase program		(37,211	)			—
Proceeds from issuances of common stock		9,748				8,822
Principal repayments on term loans		(803	)			(781	)
Tax withholdings related to net share settlements of equity awards		(17,990	)			(9,349	)
Net cash used financing activities		(46,256	)			(1,308	)
Effect of exchange rate changes on cash, cash equivalents and restricted cash		3				(3,324	)
Net increase in cash, cash equivalents and restricted cash		9,216				726
Cash, cash equivalents and restricted cash, beginning of period		181,273				112,982
Cash, cash equivalents and restricted cash, end of period	$	190,489			$	113,708

FORMFACTOR, INC.  RECONCILIATION OF CASH PROVIDED BY OPERATING ACTIVITIES TO NON-GAAP FREE CASH FLOW (In thousands) (Unaudited)
	Three Months Ended												Nine Months Ended
	September 28, 2024				June 29, 2024				September 30, 2023				September 28, 2024				September 30, 2023
Net cash provided by operating activities	$	26,731			$	21,878			$	20,571			$	81,621			$	55,352
Adjustments:
Sale of business related payments in working capital		2,134				630				2,139				2,811				2,139
Cash paid for interest		97				101				105				298				317
Capital expenditures		(8,939	)			(8,398	)			(5,917	)			(30,773	)			(46,094	)
Free cash flow	$	20,023			$	14,211			$	16,898			$	53,957			$	11,714

FORMFACTOR, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands) (Unaudited)
	September 28, 2024				June 29, 2024				December 30, 2023
ASSETS
Current assets:
Cash and cash equivalents	$	184,506			$	195,914			$	177,812
Marketable securities		169,961				161,710				150,507
Accounts receivable, net of allowance for credit losses		116,866				113,277				102,957
Inventories, net		105,374				114,814				111,685
Restricted cash		3,773				5,939				1,152
Prepaid expenses and other current assets		34,302				28,964				29,667
Total current assets		614,782				620,618				573,780
Restricted cash		2,210				2,098				2,309
Operating lease, right-of-use-assets		25,034				26,650				30,519
Property, plant and equipment, net of accumulated depreciation		204,108				204,102				204,399
Goodwill		200,137				199,548				201,090
Intangibles, net		11,017				11,657				12,938
Deferred tax assets		92,826				88,841				78,964
Other assets		3,669				2,751				2,795
Total assets	$	1,153,783			$	1,156,265			$	1,106,794
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	52,086			$	62,235			$	63,857
Accrued liabilities		46,508				49,523				41,037
Current portion of term loan, net of unamortized issuance costs		1,098				1,090				1,075
Deferred revenue		20,972				17,953				16,704
Operating lease liabilities		8,512				8,240				8,422
Total current liabilities		129,176				139,041				131,095
Term loan, less current portion, net of unamortized issuance costs		12,488				12,765				13,314
Long-term operating lease liabilities		19,731				21,441				25,334
Deferred grant		18,000				18,000				18,000
Other liabilities		19,378				17,102				10,247
Total liabilities		198,773				208,349				197,990
Stockholders’ equity:
Common stock		77				77				77
Additional paid-in capital		845,466				863,283				861,448
Accumulated other comprehensive loss		(1,773	)			(7,948	)			(4,052	)
Accumulated income		111,240				92,504				51,331
Total stockholders’ equity		955,010				947,916				908,804
Total liabilities and stockholders’ equity	$	1,153,783			$	1,156,265			$	1,106,794

About our Non-GAAP Financial Measures:

We believe that the presentation of non-GAAP net income, non-GAAP net income per basic and diluted share, non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating expenses, non-GAAP operating income and free cash flow provides supplemental information that is important to understanding financial and business trends and other factors relating to our financial condition and results of operations. Non-GAAP net income, non-GAAP net income per basic and diluted share, non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating expenses, and non-GAAP operating income are among the primary indicators used by management as a basis for planning and forecasting future periods, and by management and our board of directors to determine whether our operating performance has met certain targets and thresholds. Management uses non-GAAP net income, non-GAAP net income per basic and diluted share, non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating expenses, and non-GAAP operating income when evaluating operating performance because it believes that the exclusion of the items indicated herein, for which the amounts or timing may vary significantly depending upon our activities and other factors, facilitates comparability of our operating performance from period to period. We use free cash flow to conduct and evaluate our business as an additional way of viewing our liquidity that, when viewed with our GAAP results, provides a more complete understanding of factors and trends affecting our cash flows. Many investors also prefer to track free cash flow, as opposed to only GAAP earnings. Free cash flow has limitations due to the fact that it does not represent the residual cash flow available for discretionary expenditures, and therefore it is important to view free cash flow as a complement to our entire consolidated statements of cash flows. We have chosen to provide this non-GAAP information to investors so they can analyze our operating results closer to the way that management does, and use this information in their assessment of our business and the valuation of our Company. We compute non-GAAP net income, non-GAAP net income per basic and diluted share, non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating expenses, and non-GAAP operating income, by adjusting GAAP net income, GAAP net income per basic and diluted share, GAAP gross profit, GAAP gross margin, GAAP operating expenses, and GAAP operating income to remove the impact of certain items and the tax effect, if applicable, of those adjustments. These non-GAAP measures are not in accordance with, or an alternative to, GAAP, and may be materially different from other non-GAAP measures, including similarly titled non-GAAP measures used by other companies. The presentation of this additional information should not be considered in isolation from, as a substitute for, or superior to, net income, net income per basic and diluted share, gross profit, gross margin, operating expenses, or operating income in accordance with GAAP. Non-GAAP financial measures have limitations in that they do not reflect certain items that may have a material impact upon our reported financial results. We may expect to continue to incur expenses of a nature similar to the non-GAAP adjustments described above, and exclusion of these items from our non-GAAP net income, non-GAAP net income per basic and diluted share, non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating expenses, and non-GAAP operating income should not be construed as an inference that these costs are unusual, infrequent or non-recurring. For more information on the non-GAAP adjustments, please see the table captioned “Non-GAAP Financial Measure Reconciliations” and “Reconciliation of Cash Provided by Operating Activities to non-GAAP Free Cash Flow” included in this press release.

Source: FormFactor, Inc.
FORM-F

Investor Contact:
Stan Finkelstein
Investor Relations
(925) 290-4321
ir@formfactor.com

Source: FormFactor, Inc.