ENTEGRIS INC
For the period ended Jun 28, 2025. Filed Jul 30, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 28, 2025 · Filed Jul 30, 2025
ENTG$127.98+2.6%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-03-29; filed 2025-05-07.
0001101302-25-000060
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-06-28; filed 2025-07-30.
0001101302-25-000079
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 102 previous paragraphs and 120 current paragraphs.
58 unchanged; 40 reworded; 12 added; 3 removed; 1 previous and 10 current paragraphs rearranged.
Tables are not compared: 14 previous and 18 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (12)
Current report
SG&A expenses were $218.4 million in the six months ended June 28, 2025, compared to $228.5 million in the year-ago period. The factors underlying the change in SG&A expenses are presented in the following table:
Current report
ER&D expenses were $169.1 million in the six months ended June 28, 2025 compared to $153.7 million in the year-ago period. The factors underlying ER&D expenses are presented in the following table:
Current report
Income tax expense Income tax expense was $2.8 million in the three months ended June 28, 2025, compared to income tax expense of $6.7 million in the three months ended June 29, 2024. The Company’s effective income tax rate was 5.0% for the three months ended June 28, 2025, compared to 9.0% for the three months ended June 29, 2024. The effective tax rate for the fiscal quarter ended June 28, 2025 was lower due to the release of unrecognized tax benefits following the resolution of a tax audit and a change in income mix. This benefit was partially offset by an increase in discrete expense of $2.0 million recorded in connection with share-based compensation.
Current report
Pillar 2
Current report
One Big Beautiful Bill Act
Current report
The One Big Beautiful Bill Act (the “Act”) was enacted on July 4, 2025, which is subsequent to our financial statement date of June 28, 2025. In accordance with ASC 740-10, the effects of new tax legislation are recognized in the period that includes the enactment date. Therefore, the Act has no impact on our condensed consolidated financial statements for the period ended June 28, 2025. The Company is currently assessing its impact on future financial statements.
Current report
In the six months ended June 28, 2025, the Company recorded net income of $115.7 million, or $0.76 per diluted share, compared to net income of $113.0 million, or $0.74 per diluted share, in the six months ended June 29, 2024.
Current report
For the second fiscal quarter of 2025, MS net sales increased to $354.9 million, up 4% compared to $342.3 million in the comparable period last year. The sales increase was driven primarily by increased sales from CMP slurries and pads, selective etch and deposition materials. MS reported a segment profit of $72.5 million in the second fiscal quarter of 2025, up 3% from a $70.3 million segment profit in the year-ago period. The segment profit increase was primarily associated with an increase in sales, partially offset by higher restructuring costs of $3.0 million in the current period.
Current report
For the second fiscal quarter of 2025, APS net sales decreased to $439.9 million, down 7% compared to $472.6 million in the comparable period last year. The sales decrease was mainly due to decreased sales from a decline in facilities-based capital expenditure investments, including fluid handling products and FOUPs. APS reported a segment profit of $95.9 million in the second fiscal quarter of 2025, down 22% from $122.6 million in the year-ago period. The segment profit decrease was primarily due to lower sales and higher restructuring costs of $9.9 million in the current period.
Current report
For the six months ended June 28, 2025, APS net sales decreased to $873.8 million, down 2% compared to $895.9 million in the comparable period last year. The sales decrease was mainly due to decreased sales from a decline in facilities-based capital expenditure investments, including fluid handling products and FOUPs, partially offset by an increase in sales from gas microcontamination products. APS reported a segment profit of $204.0 million in the six months ended June 28, 2025, down 13% from $233.8 million in the year-ago period. The segment profit decrease was primarily due to lower sales, unfavorable product mix and higher restructuring costs of $12.2 million in the current period.
Current report
Unallocated general and administrative expenses totaled $31.0 million in the six months ended June 28, 2025, up 20% compared to $25.8 million in the comparable period last year. The $5.2 million increase is primarily due to a $2.8 million increase in employee costs and a $2.0 million increase in professional services.
Current report
5 Impairment of long-lived assets related to a small, industrial specialty chemicals business.
Removed paragraphs (3)
Previous report
Interest income Interest income was $1.4 million in the three months ended March 29, 2025, compared to $3.0 million in the three months ended March 30, 2024. The decrease primarily reflects lower average interest rates.
Previous report
The change in the effective tax rate from 2024 to 2025 primarily relates to an increase in discrete expense of $3.1 million recorded in connection with share-based compensation.
Previous report
For the first quarter of 2025, APS net sales increased to $433.9 million, up 3% compared to $423.3 million in the comparable period last year. The sales increase was mainly due to increased sales primarily from gas purification and gas filtration products. APS reported a segment profit of $108.1 million in the first quarter of 2025, down 3% from $111.2 million in the year-ago period. The segment profit decrease was primarily due to unfavorable product mix.
Reworded paragraphs (40)
Previous wording
Recent and continuing developments in U.S. and foreign trade policy have heightened global trade tensions and sparked significant uncertainty in macroeconomic and geopolitical environments, particularly with respect to China. The nature of our global business exposes us to risks associated with trade conflicts between the U.S. and its trading partners. Additionally, our U.S. manufacturing operations rely on a global supply chain to manufacture our products, including, in some instances, raw materials from China. The recent tariffs and other similar trade policies may increase our sourcing and manufacturing costs, force us to find alternative suppliers, or result in manufacturing and delivery delays. As a result, we may face a reduction in the demand for, and in the competitiveness of, our products, harm to our relationships with our customers, and decreased profitability. These issues may be exacerbated by the overall macroeconomic uncertainty stemming from current trade tensions which may slow economic growth and negatively impact the demand for products containing semiconductors, thereby decreasing the demand for our products.
Current wording
Recent and continuing developments in U.S. and foreign trade policy have heightened global trade tensions and sparked significant uncertainty in macroeconomic and geopolitical environments, particularly with respect to China. The nature of our global business exposes us to risks associated with trade conflicts between the U.S. and its trading partners. Additionally, our U.S. manufacturing operations rely on a global supply chain to manufacture our products, including, in some instances, raw materials from China. The recent tariffs and other similar trade policies have increased and, in the future, may increase our sourcing and manufacturing costs, have forced us to and, in the future, may force us to find alternative suppliers, or result in manufacturing and delivery delays. As a result, we may face a reduction in the demand for, and in the competitiveness of, our products, particularly from local or domestically sourced competition, harm to our relationships with our customers, and decreased profitability. These issues may be exacerbated by the overall macroeconomic uncertainty stemming from current trade tensions which may slow economic growth and negatively impact the demand for products containing semiconductors, thereby decreasing the demand for our products.
Previous wording
Our strategy has been, and will continue to be, to build a resilient and robust supply chain and a global manufacturing footprint near our customers. While this strategy mitigates the financial and operational impact of these trade policies, we expect that our business will be impacted, particularly in the near term, with respect to our products manufactured in the United States and sold to customers located in China. Given the dynamic nature of this situation, the direct and indirect impact to our customers and our business is difficult to quantify; however, we will continue to closely monitor this evolving situation, further leverage our global footprint and regional supply chain, and explore additional options to mitigate this volatility.
Current wording
Our strategy has been, and will continue to be, to build a resilient and robust supply chain and a global manufacturing footprint near our customers. While this strategy should mitigate the financial and operational impact of these trade policies, we expect that our business will be impacted, particularly in the near term, when high tariffs are imposed on our products. Given the dynamic nature of this situation, the direct and indirect impact to our customers and our business is difficult to quantify;
Previous wording
Management’s Discussion and Analysis of Financial Condition and Results of Operations is based upon the Company’s condensed consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these condensed consolidated financial statements requires the Company to make estimates, assumptions and judgments that affect the reported amounts of assets, liabilities, revenues and expenses and related disclosure of contingent assets and liabilities. Actual results may differ from these estimates under different assumptions or conditions.
Current wording
Management’s Discussion and Analysis of Financial Condition and Results of Operations is based upon the Company’s condensed consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these condensed consolidated financial statements requires the Company to make estimates, assumptions and judgments that affect the reported amounts of assets, liabilities, sales and expenses and related disclosure of contingent assets and liabilities. Actual results may differ from these estimates under different assumptions or conditions.
Previous wording
Three Months Ended March 29, 2025 Compared to Three Months Ended March 30, 2024
Current wording
Three and Six Months Ended June 28, 2025 Compared to Three and Six Months Ended June 29, 2024
Previous wording
The following table compares operating results for the three months ended March 29, 2025 and March 30, 2024, both in dollars and as a percentage of net sales, for each caption.
Current wording
The following table compares operating results for the three and six months ended June 28, 2025 and June 29, 2024, both in dollars and as a percentage of net sales, for each caption.
Previous wording
Net sales For the three months ended March 29, 2025, net sales were approximately flat at $773.2 million, compared to $771.0 million for the three months ended March 30, 2024. An analysis of the factors underlying the change in net sales is presented in the following table:
Current wording
Net sales For the three months ended June 28, 2025, net sales decreased by 2.5% to $792.4 million, compared to $812.7 million for the three months ended June 29, 2024. An analysis of the factors underlying the change in net sales is presented in the following table:
Previous wording
As described in the table above, net sales were approximately flat. During the three months ended March 29, 2025, a $41.5 million increase in sales primarily due to increased semiconductor market demand was partially offset by a decrease in net sales attributable to (i) the absence of sales totaling $33.9 million resulting from the divestiture of the PIM business and (ii) a reduction of $5.4 million of sales attributable to unfavorable foreign currency translations, primarily related to the weakening of the Korean won, Japanese yen and Taiwanese dollar relative to the U.S. dollar compared to the quarter ended March 30, 2024.
Current wording
As described in the table above, the decrease in net sales was primarily attributable to (i) the absence of sales totaling $33.9 million resulting from the divestiture of the PIM business and (ii) a reduction of $0.1 million of sales attributable to unfavorable foreign currency translations, partially offset by (iii) a $15.9 million increase in sales primarily due to increased semiconductor market demand compared to the six months ended June 29, 2024
Previous wording
The decrease in sales to customers in North America primarily relates to the absence of sales resulting from the divestiture of the PIM business, partially offset by increased demand for our APS products. The increase in sales to customers in Taiwan primarily relates to increased demand for our APS products. The increase in sales to customers in China primarily relates to increased demand for our MS products, partially offset by decreased demand of our APS products. The increase in sales to customers in South Korea primarily relates to increased demand of our MS products. The increase in sales to customers in Japan primarily relates to increased demand for our MS products. The decrease in sales to customers in Europe primarily relates to decreased demand for our MS products. The increase in sales to customers in Southeast Asia primarily relates to increased demand for our MS and APS products.
Current wording
The decrease in sales to customers in North America primarily relates to the absence of sales resulting from the divestiture of the PIM business and from decreased demand for our MS and APS products. The increase in sales to customers in Taiwan primarily relates to increased demand for our MS and APS products. The sales to customers in China were flat driven by decreased demand for our APS products, offset by increased demand of our MS products. The increase in sales to customers in South Korea primarily relates to increased demand of our MS and APS products. The increase in sales to customers in Japan primarily relates to increased demand for our MS and APS products. The decrease in sales to customers in Europe primarily relates to decreased demand for our MS and APS products. The increase in sales to customers in Southeast Asia primarily relates to increased demand for our MS and APS products.
Previous wording
Gross margin The following table sets forth gross margin (gross profit as a percentage of net revenues):
Current wording
Gross margin The following table sets forth gross margin (gross profit as a percentage of net sales):
Previous wording
Gross margin increased by 0.5 percentage points for the three months ended March 29, 2025, compared to the same period in the prior year. Gross margin increased primarily due to improved plant performance.
Current wording
Gross margin decreased by 1.8 percentage points for the three months ended June 28, 2025, compared to the same period in the prior year. Gross margin decreased primarily due to lower plant performance.
Previous wording
Selling, general and administrative expenses Selling, general and administrative (“SG&A”) expenses were $103.3 million in the three months ended March 29, 2025, compared to $112.2 million in the year-ago period. The factors underlying the change in SG&A expenses are presented in the following table:
Current wording
Selling, general and administrative expenses Selling, general and administrative (“SG&A”) expenses were $115.1 million in the three months ended June 28, 2025, compared to $116.3 million in the year-ago period. The factors underlying the change in SG&A expenses are presented in the following table:
Previous wording
Engineering, research and development expenses The Company’s engineering, research and development (“ER&D”) efforts focus on the support or extension of current product lines and the development of new products and manufacturing technologies. ER&D expenses were $84.8 million in the three months ended March 29, 2025 compared to $71.8 million in the year-ago period. The factors underlying ER&D expenses are presented in the following table:
Current wording
Engineering, research and development expenses The Company’s engineering, research and development (“ER&D”) efforts focus on the support or extension of current product lines and the development of new products and manufacturing technologies. ER&D expenses were $84.3 million in the three months ended June 28, 2025 compared to $81.9 million in the year-ago period. The factors underlying ER&D expenses are presented in the following table:
Previous wording
Amortization expenses Amortization of intangible assets was $46.1 million in the three months ended March 29, 2025, compared to $50.2 million for the three months ended March 30, 2024. The decrease primarily reflects the absence of amortization for certain identifiable intangible assets acquired in previous acquisitions that became fully amortized.
Current wording
Amortization of intangible assets Amortization of intangible assets was $46.0 million in the three months ended June 28, 2025, compared to $47.5 million for the three months ended June 29, 2024. The decrease primarily reflects the absence of amortization for certain identifiable intangible assets acquired in previous acquisitions that became fully amortized.
Previous wording
Interest expense Interest expense includes interest associated with debt outstanding and the amortization of debt issuance costs and original issuance discounts associated with such borrowings. Interest expense was $51.0 million in the three months ended March 29, 2025, compared to $57.4 million in the three months ended March 30, 2024. The decrease primarily reflects lower interest expense related to lower average debt balances for the period due to repayments on the Company’s outstanding debt.
Current wording
Interest expense Interest expense includes interest associated with debt outstanding and the amortization of debt issuance costs and original issuance discounts associated with such borrowings. Interest expense was $52.4 million in the three months ended June 28, 2025, compared to $53.7 million in the three months ended June 29, 2024. The decrease primarily reflects lower interest expense related to lower average debt balances for the period due to repayments on the Company’s outstanding debt.
Previous wording
Other expense, net Other expense, net was $1.3 million in the three months ended March 29, 2025 and consisted mainly of foreign currency transaction losses of $2.1 million. Other expense, net was $14.3 million in the three months ended March 30, 2024 and consisted mainly of a loss of extinguishment of debt of $11.6 million associated with the repayments on the senior secured term loan facility and foreign currency transaction losses of $1.6 million.
Current wording
Other (income) expense, net Other income, net was $0.2 million in the three months ended June 28, 2025 and consisted mainly of foreign currency transaction gains of $0.1 million. Other expense, net was $3.0 million in the three months ended June 29, 2024 and consisted mainly of a loss of extinguishment of debt of $0.8 million associated with the repayments on the Term Loan Facility and foreign currency transaction losses of $2.7 million.
Previous wording
Income tax expense Income tax expense was $8.2 million in the three months ended March 29, 2025, compared to income tax expense of $3.4 million in the three months ended March 30, 2024. The Company’s effective income tax rate was 11.5% for the three months ended March 29, 2025, compared to 7.0% for the three months ended March 30, 2024.
Current wording
Income tax expense was $11.0 million in the six months ended June 28, 2025, compared to income tax expense of $10.1 million in the six months ended June 29, 2024. The Company’s effective income tax rate was 8.6% for the six months ended June 28, 2025, compared to 8.2% for the six months ended June 29, 2024.
Previous wording
The Organization for Economic Co-operation and Development (OECD) introduced Base Erosion and Profit Shifting (BEPS) Pillar 2 rules that impose a global minimum tax rate of 15%. Several countries enacted legislation to implement proposals from BEPS Pillar 2 beginning in 2024, with legislation in additional countries becoming effective during fiscal 2025. We have evaluated the impact of this legislation based on Entegris’ current global landscape and do not believe it will have a material impact on our effective tax rate. We will continue to monitor the ongoing legislation throughout the year and evaluate the future potential impact on our consolidated financial statements and related disclosures.
Current wording
The Organization for Economic Co-operation and Development (“OECD”) introduced Base Erosion and Profit Shifting (“BEPS”) Pillar 2 rules that impose a global minimum tax rate of 15%. Numerous countries have already enacted, or are expected to enact, legislation to implement the 15% minimum tax rate. We have evaluated the impact of this legislation based on Entegris’ current global landscape and do not believe it will have a material impact. We will continue to monitor the ongoing legislation throughout the year and evaluate any future potential impact on our consolidated financial statements and related disclosures.
Previous wording
Net income Due to the factors noted above, the Company recorded net income of $62.9 million, or $0.41 per diluted share, in the three months ended March 29, 2025, compared to net income of $45.3 million, or $0.30 per diluted share, in the three months ended March 30, 2024.
Current wording
Net income Due to the factors noted above, the Company recorded net income of $52.8 million, or $0.35 per diluted share, in the three months ended June 28, 2025, compared to net income of $67.7 million, or $0.45 per diluted share, in the three months ended June 29, 2024.
Previous wording
The following table compares non-GAAP financial measures for the three months ended March 29, 2025 and March 30, 2024, both in dollars and as a percentage of net sales, for each caption.
Current wording
The following table compares non-GAAP financial measures for the three and six months ended June 28, 2025 and June 29, 2024, both in dollars and as a percentage of net sales, for each caption.
Previous wording
The decrease in Adjusted Operating Income and Adjusted EBITDA for the three months ended March 29, 2025 compared to the year-ago period is generally attributable to higher ER&D expenses, partially offset by higher gross profit. The decrease in Non-GAAP EPS for the three months ended March 29, 2025 compared to the year-ago period is primarily attributable to higher ER&D expenses, partially offset by lower interest expense and higher gross profit.
Current wording
The decrease in Adjusted Operating Income and Adjusted EBITDA for the six months ended June 28, 2025 compared to the year-ago period is generally attributable to lower sales and higher ER&D expenses, partially offset by lower SG&A expenses. The decrease in Non-GAAP EPS for the six months ended June 28, 2025 compared to the year-ago period is primarily attributable to lower sales and higher ER&D expense, partially offset by lower SG&A expenses and interest expense.
Previous wording
In the fourth quarter of 2024, the Company realigned its segments in order to align its segment financial reporting with a change in its business structure. All prior period amounts related to the segment change have been recast for comparability.
Current wording
In the fourth fiscal quarter of 2024, the Company realigned its segments in order to align its segment financial reporting with a change in its business structure. All prior period amounts related to the segment change have been recast for comparability.
Previous wording
The following table presents selected net sales and segment profit data for the Company’s two reportable segments, along with unallocated general and administrative expenses, for the three months ended March 29, 2025 and March 30, 2024.
Current wording
The following table presents selected net sales and segment profit data for the Company’s two reportable segments, along with unallocated general and administrative expenses, for the three and six months ended June 28, 2025 and June 29, 2024.
Previous wording
For the first quarter of 2025, MS net sales decreased to $341.4 million, down 2% compared to $350.0 million in the comparable period last year. The sales decrease was driven primarily by the absence of $33.9 million included in prior-year sales resulting from the divestiture of the PIM business, partially offset by increased sales from CMP consumable products. MS reported a segment profit of $75.0 million in the first quarter of 2025, up 12% from $67.1 million segment profit in the year-ago period. The segment profit increase was primarily associated with the absence of the long-lived asset impairment charge of $13.0 million in the year-ago period (see Note 3 to our condensed consolidated financial statements for further discussion) and improved plant performance, partially offset by the absence of a $4.8 million gain associated with the sale of the PIM business in the year-ago period (see Note 4 to our condensed consolidated financial statements for further discussion) and the absence of segment profit associated with the divestiture of the PIM business.
Current wording
For the six months ended June 28, 2025, MS net sales increased to $696.3 million, up 1% compared to $692.3 million in the comparable period last year. The sales increase was driven primarily by increased sales from CMP slurries and pads, selective etch and deposition materials, partially offset by the absence of $33.9 million included in prior-year sales resulting from the divestiture of the PIM business. MS reported a segment profit of $147.5 million in the six months ended June 28, 2025, up 7% from a $137.4 million segment profit in the year-ago period. The segment profit increase was primarily associated with the absence of the long-lived asset impairment charge of $13.0 million in the year-ago period (see Note 3 to our condensed consolidated financial statements for further discussion) and an increase in sales volume, partially offset by the absence of a $4.3 million gain associated with the sale of the PIM business in the year-ago period (see Note 4 to our condensed consolidated financial statements for further discussion), the absence of segment profit associated with the divestiture of the PIM business and the increase of $3.1 million of restructuring costs in the current period.
Previous wording
Unallocated general and administrative expenses totaled $14.7 million in the first quarter of 2025, up 40% compared to $10.5 million in the comparable period last year. The $4.2 million increase is primarily due to a $3.6 million increase in share-based compensation expense, primarily due to the timing of the grant of the Company’s annual equity awards.
Current wording
Unallocated general and administrative expenses totaled $16.3 million in the second fiscal quarter of 2025, up 7% compared to $15.3 million in the comparable period last year. The $1.0 million increase is primarily due to a $0.9 million increase in professional services.
Previous wording
Operating activities Cash provided by operating activities is net income adjusted for certain non-cash items and changes in assets and liabilities. Cash provided by operating activities totaled $140.4 million in the three months ended March 29, 2025, compared to $147.2 million in the three months ended March 30, 2024. This decrease was driven by a $4.5 million change in operating assets and liabilities and a $2.3 million decrease of net income adjusted for non-cash reconciling items.
Current wording
Operating activities Cash provided by operating activities is net income adjusted for certain non-cash items and changes in assets and liabilities. Cash provided by operating activities totaled $253.9 million in the six months ended June 28, 2025, compared to $258.4 million in the six months ended June 29, 2024. This decrease was driven by a $21.9 million decrease of net income adjusted for non-cash reconciling items, partially offset by a $17.4 million increase in operating assets and liabilities.
Previous wording
Changes in operating assets and liabilities for the three months ended March 29, 2025 were driven by changes in inventories, and accounts payable and accrued liabilities. The change in inventories was mainly due to a decrease in business activity. The change in accounts payable and accrued liabilities was primarily driven by timing of payments to vendors.
Current wording
Changes in operating assets and liabilities for the six months ended June 28, 2025 were driven by changes in inventories and accounts payable and accrued liabilities. The change in inventories was mainly due to a decrease in business activity. The change in accounts payable and accrued liabilities was primarily driven by timing of payments to vendors.
Previous wording
Investing activities Cash flows used in investing activities totaled $108.3 million in the three months ended March 29, 2025, compared to cash flows provided by investing activities of $181.0 million in the three months ended March 30, 2024. The decrease resulted primarily from a decrease in proceeds from divestiture of $249.6 million, partially offset by an increase in cash paid for acquisition of property, plant and equipment of $41.4 million.
Current wording
Investing activities Cash flows used in investing activities totaled $174.9 million in the six months ended June 28, 2025, compared to cash flows provided by investing activities of $121.8 million in the six months ended June 29, 2024. The decrease resulted primarily from a decrease in proceeds from divestiture of $249.6 million, partially offset by an increase in cash paid for acquisition of property, plant and equipment of $48.6 million.
Previous wording
Financing activities Cash used in financing activities totaled $22.4 million during the three months ended March 29, 2025, compared to cash used in financing activities of $439.9 million during the three months ended March 30, 2024. The decrease was primarily due to decreased net debt activity of $418.8 million compared to the prior period.
Current wording
Financing activities Cash used in financing activities totaled $40.2 million during the six months ended June 28, 2025, compared to cash used in financing activities of $509.9 million during the six months ended June 29, 2024. The decrease was primarily due to decreased net debt activity of $473.8 million compared to the prior period.
Previous wording
Our total dividend payments were $15.4 million in the three months ended March 29, 2025 compared to $15.3 million in the three months ended March 30, 2024. We have paid a cash dividend in each quarter since the fourth quarter of 2017. On April 16, 2025, the Company’s board of directors declared a quarterly cash dividend of $0.10 per share to be paid on May 21, 2025 to shareholders of record on the close of business on April 30, 2025.
Current wording
Our total dividend payments were $30.6 million in the six months ended June 28, 2025 compared to $30.4 million in the six months ended June 29, 2024. We have paid a cash dividend in each fiscal quarter since the fourth fiscal quarter of 2017. On July 16, 2025, the Company’s board of directors declared a quarterly cash dividend of $0.10 per share to be paid on August 20, 2025 to shareholders of record on the close of business on July 30, 2025.
Previous wording
(1) The Company entered into a floating-to-fixed swap contract on its variable rate debt under our senior secured term loan facility due 2029. The effective interest rate after consideration of this floating-to-fixed swap contract was 4.71%. Refer to Note 9 for a description of our interest rate swap contract.
Current wording
(1) The Company entered into a floating-to-fixed swap contract on its variable rate debt under our Term Loan Facility. The effective interest rate after consideration of this floating-to-fixed swap contract was 4.71%. Refer to Note 9 for a description of our interest rate swap contract.
Previous wording
(2) Our senior secured revolving credit facility due 2027 (the “Revolving Facility”) bears interest at a rate per annum equal to, at the Company’s option, either (i) SOFR, plus an applicable margin of 1.75% or (ii) a base rate plus an applicable margin of 0.75%. The Revolving Facility has commitments of $575.0 million. During the three months ended March 29, 2025, the Company borrowed and repaid $180.0 million under this Revolving Facility and no balance was outstanding at March 29, 2025.
Current wording
(2) Our senior secured revolving credit facility due 2027 (the “Revolving Facility”) bears interest at a rate per annum equal to, at the Company’s option, either (i) SOFR, plus an applicable margin of 1.75% or (ii) a base rate plus an applicable margin of 0.75%. The Revolving Facility has commitments of $575.0 million. During the six months ended June 28, 2025, the Company borrowed and repaid $507 million under this Revolving Facility and no balance was outstanding at June 28, 2025.
Previous wording
Through March 29, 2025, the Company was in compliance with the financial covenants under its debt arrangements.
Current wording
Through June 28, 2025, the Company was in compliance with the financial covenant under its debt arrangements.
Previous wording
The Company also has a line of credit with one bank that provides for borrowings in Japanese yen for the Company’s Japanese subsidiaries, equivalent in the aggregate to approximately $6.6 million. During the three months ended March 29, 2025, there were no borrowings under this line of credit and there was no balance was outstanding at March 29, 2025.
Current wording
The Company also has a line of credit with one bank that provides for borrowings in Japanese yen for the Company’s Japanese subsidiaries, equivalent in the aggregate to approximately $6.9 million. During the six months ended June 28, 2025, there were no borrowings under this line of credit and there was no balance was outstanding at June 28, 2025.
Previous wording
Adjusted EBITDA is defined by the Company as net income before, as applicable, (1) equity in net loss of affiliate, (2) income tax expense, (3) interest expense, (4) interest income, (5) other expense, net, (6) integration costs, (7) restructuring costs, (8) gain on sale of business, (9) impairment of long-lived assets, (10) amortization of intangible assets, and (11) depreciation. Adjusted Operating Income is defined by the Company as Adjusted EBITDA exclusive of the depreciation addback noted above. The Company also utilizes non-GAAP financial measures whereby Adjusted EBITDA and Adjusted Operating Income are each divided by the Company’s net sales to derive Adjusted EBITDA Margin and Adjusted Operating Margin, respectively.
Current wording
Adjusted EBITDA is defined by the Company as net income before, as applicable, (1) equity in net loss of affiliate, (2) income tax expense, (3) interest expense, (4) interest income, (5) other (income) expense, net, (6) integration costs, (7) restructuring costs, (8) loss (gain) on sale of business, (9) impairment of long-lived assets, (10) amortization of intangible assets, and (11) depreciation. Adjusted Operating Income is defined by the Company as Adjusted EBITDA exclusive of the depreciation addback noted above. The Company also utilizes non-GAAP financial measures whereby Adjusted EBITDA and Adjusted Operating Income are each divided by the Company’s net sales to derive Adjusted EBITDA Margin and Adjusted Operating Margin, respectively.
Previous wording
Non-GAAP Net Income is defined by the Company as net income before, as applicable, (1) integration costs, (2) restructuring costs, (3) loss on extinguishment of debt and modification, (4) gain on sale of business, (5) impairment of long-lived assets, (6) amortization of intangible assets, and (7) the tax effect of the foregoing adjustments to net income. Non-GAAP EPS is defined as our Non-GAAP Net Income divided by our diluted weighted-average shares outstanding.
Current wording
Non-GAAP Net Income is defined by the Company as net income before, as applicable, (1) integration costs, (2) restructuring costs, (3) loss on extinguishment of debt and modification, (4) loss (gain) on sale of business, (5) impairment of long-lived assets, (6) amortization of intangible assets, and (7) the tax effect of the foregoing adjustments to net income. Non-GAAP EPS is defined as our Non-GAAP Net Income divided by our diluted weighted-average shares outstanding.
Previous wording
3 Restructuring charges resulting from discrete cost saving initiatives.
Current wording
3 Restructuring charges resulting from discrete cost saving initiatives, inclusive of employee termination benefit and asset impairment charges.
Previous wording
4 Gain from the sale of PIM business.
Current wording
4 Loss (gain) from the sale of the Company’s PIM business.
Previous wording
3 Restructuring charges resulting from discrete cost saving initiatives.
Current wording
3 Restructuring charges resulting from discrete cost saving initiatives, inclusive of employee termination benefit and asset impairment charges.
Previous wording
5 Gain from the sale of PIM business.
Current wording
5 Loss (gain) from the sale of the Company’s PIM business.
Previous wording
6 Impairment of long-lived assets.
Current wording
6 Impairment of long-lived assets related to a small, industrial specialty chemicals business.
Rearranged current paragraphs (10)
Current report — wording carried from elsewhere
however, we will continue to closely monitor this evolving situation, further leverage our global footprint and regional supply chain, and explore additional options to mitigate this volatility.
Current report — wording carried from elsewhere
As described in the table above, the decrease in net sales was primarily attributable to a reduction of $25.6 million of sales primarily due to decreased semiconductor market demand, partially offset by an increase of $5.3 million of sales attributable to favorable foreign currency translations, primarily related to the strengthening of the Japanese yen and Taiwanese dollar relative to the U.S. dollar compared to the fiscal quarter ended June 29, 2024.
Current report — wording carried from elsewhere
The decrease in sales to customers in North America primarily relates to decreased demand for our MS and APS products. The increase in sales to customers in Taiwan primarily relates to increased demand for our MS products. The decrease in sales to customers in China primarily relates to decreased demand for our APS products, partially offset by increased demand of our MS products. The increase in sales to customers in South Korea primarily relates to increased demand of our MS and APS products. The increase in sales to customers in Japan primarily relates to increased demand for our MS and APS products. The decrease in sales to customers in Europe primarily relates to decreased demand for our MS and APS products. The increase in sales to customers in Southeast Asia primarily relates to increased demand for our APS products.
Current report — wording carried from elsewhere
Net sales for the six months ended June 28, 2025, were $1,565.6 million, compared to $1,583.7 million for the six months ended June 29, 2024. An analysis of the factors underlying the change in net sales is presented in the following table:
Current report — wording carried from elsewhere
On a geographic basis, sales percentage by customers’ country or region for the six months ended June 28, 2025 and June 29, 2024 and the percentage increase (decrease) in sales for the six months ended June 28, 2025 compared to the sales for the six months ended June 29, 2024 were as follows:
Current report — wording carried from elsewhere
Gross margin decreased by 0.7 percentage points for the six months ended June 28, 2025, compared to the same period in the prior year. Gross margin decreased primarily due to unfavorable product mix.
Current report — wording carried from elsewhere
Amortization of intangible assets was $92.1 million in the six months ended June 28, 2025, compared to $97.7 million for the six months ended June 29, 2024. The decrease primarily reflects the absence of amortization for certain identifiable intangible assets acquired in previous acquisitions that became fully amortized.
Current report — wording carried from elsewhere
Interest expense was $103.4 million in the six months ended June 28, 2025, compared to $111.1 million in the six months ended June 29, 2024. The decrease primarily reflects lower interest expense related to lower average debt balances for the period due to repayments on the Company’s outstanding debt.
Current report — wording carried from elsewhere
Other expense, net was $1.1 million in the six months ended June 28, 2025 and consisted mainly of foreign currency transaction losses of $2.0 million, partially offset by other expenses of $0.9 million. Other expense, net was $17.3 million in the six months ended June 29, 2024 and consisted mainly of a loss of extinguishment of debt of $12.4 million associated with the repayments on the Term Loan Facility and foreign currency transaction losses of $4.3 million.
Current report — wording carried from elsewhere
The decrease in Adjusted Operating Income and Adjusted EBITDA for the three months ended June 28, 2025 compared to the year-ago period is generally attributable to lower sales, partially offset by lower SG&A expense. The decrease in Non-GAAP EPS for the three months ended June 28, 2025 compared to the year-ago period is primarily attributable to lower sales, partially offset by lower SG&A expense.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
5 Impairment of long-lived assets.