MYK Mykrolis Corp

Shareholders Overwhelmingly Approve Merger with Entegris BILLERICA, Mass., Aug. 3 /PRNewswire-FirstCall/ -- Mykrolis Corporation (NYSE:MYK) reported today that sales for the second quarter ended July 2, 2005 of $77.4 million increased 5 percent sequentially from $73.6 million in the first quarter of 2005 and were 6 percent above $73.3 million in the comparable quarter a year ago. Net income per diluted share for the second quarter was $0.16, which compared to net income per diluted share of $0.13 in the first quarter and to net income per diluted share of $0.18 in the second quarter a year ago. The operating results for the second quarter included $1.4 million in restructuring and other charges and $1.5 million in merger-related expenses. The $1.4 million in restructuring and other charges resulted from a realignment of the gas delivery business and personnel reductions. For the first six months of 2005, revenues of $151.0 million increased 5 percent from $143.9 million for the same period a year ago. Net income per diluted share for the first half of 2005 was $0.29, compared to a net income per diluted share of $0.34 a year ago. Net income in the first half of 2005 included the aforementioned restructuring and other charges and merger-related expenses. Consumable filtration and purification products represented 72 percent and equipment represented 28 percent of second quarter revenues. The company's mix of customers was 39 percent OEM and 61 percent semiconductor and microelectronics device makers in the second quarter. Gideon Argov, Chief Executive Officer, commented: "We were very pleased with our second quarter results. Revenues were propelled by record-level demand by Asian semiconductor makers and foundries, as well as the strong performance of Extraction Systems, which we acquired in March, 2005. Current industry indicators are pointing to increasing utilization levels on the part of many of our customers in the second half of 2005, which should bode well for continuing unit-driven demand for our consumable filtration and purification products." Bertrand Loy, Chief Financial Officer, added: "We achieved a gross margin of 50.4 percent in the second quarter, a record high for Mykrolis since it became a public company in 2001. The increase in gross margin reflected favorable product and customer mix and the benefits of the manufacturing optimization initiatives that Mykrolis undertook during the past four years. Cash flow from operations of $8.2 million in part reflected the continued improvements in working capital management. With cash, cash equivalents, and marketable securities of $112 million and no debt at the end of the quarter, our financial position is very strong." Shareholders Approve Merger Separately, Mykrolis stockholders overwhelmingly approved the proposed merger between Mykrolis and Entegris at the company's Special Meeting of Stockholders in Lieu of Annual Meeting held today. Of the outstanding Mykrolis shares voted on the merger proposal, approximately 99 percent were cast in favor of the merger. At its special meeting of shareholders, Entegris shareholders also approved the merger. Pursuant to the terms of the merger agreement, each share of Mykrolis common stock will be exchanged for 1.39 shares of Entegris common stock. The merger is expected to close on August 6, 2005. Revenue by Geographic Region ($'s millions): Q2 2005 Q2 2004 % Growth North America $20.0 $20.4 -2% Japan 25.1 26.9 -7% Asia 25.2 19.5 29% Europe 7.1 6.5 9% ------- ------- ------- Total $77.4 $73.3 6% Q2 2005 Q1 2005 % Growth North America $20.0 $18.0 11% Japan 25.1 26.9 -7% Asia 25.2 21.7 16% Europe 7.1 7.0 1% ------- ------- ------- Total $77.4 $73.6 5% 6 Months 2005 6 Months 2004 % Growth North America $38.1 $41.4 -8% Japan 52.0 53.7 -3% Asia 46.9 35.9 31% Europe 14.0 12.9 9% ------- ------- ------- Total $151.0 $143.9 5% About Mykrolis Mykrolis develops and manufactures fluid management and microcontamination control components and integrated systems for the semiconductor industry. The company's product line comprises consumables and equipment that measure, control and purify liquids, gases and chemicals critical to the manufacturing process. In addition to the semiconductor industry, Mykrolis serves related markets including manufacturers of flat panel displays, bulk chemicals, and data storage devices. Mykrolis is based in Billerica, Massachusetts. For more information, visit http://www.mykrolis.com/. Mykrolis Forward looking Statement Disclaimer The matters discussed herein, as well as in future oral and written statements by management of Mykrolis Corporation that are forward-looking statements, are based on current management expectations that involve substantial risks and uncertainties which could cause actual results to differ materially from the results expressed in, or implied by, these forward-looking statements. When used herein or in such statements, the words "anticipate", "believe", "estimate", "expect", "hope", "may", "will", "should" or the negative thereof and similar expressions as they relate to Mykrolis, its business or its management are intended to identify such forward-looking statements. Potential risks and uncertainties that could affect Mykrolis's future operating results include, without limitation, the risk that a sustained industry recovery may be weaker than past recoveries, our inability to meet increasing demands for our products from our key customers; increased competition in our industry resulting in downward pressure on prices and reduced margins, as well as those risks described under the headings "Risks Relating to our Business and Industry", "Risks Related to the Securities Markets and Ownership of Our Securities," and "Risks Related to our Separation from Millipore" in Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations of our Annual Report on Form 10-K/A for the fiscal year ended December 31, 2004. Mykrolis Corporation Condensed Consolidated Statements of Operations (In thousands, except per share data) (unaudited) Three Months Ended Six Months Ended 7/2/2005 7/3/2004 7/2/2005 7/3/2004 Net sales $77,405 $73,335 $150,999 $143,850 Cost of sales 38,372 37,440 77,205 73,886 ----------- ----------- ----------- ----------- Gross profit 39,033 35,895 73,794 69,964 % of sales 50.4% 48.9% 48.9% 48.6% Research & development expenses 7,425 6,556 14,491 12,853 Selling, general & admin. expenses 21,322 19,056 43,191 38,725 Restructuring and other charges 1,435 (88) 1,435 (88) ----------- ----------- ----------- ----------- Operating income 8,851 10,371 14,677 18,474 % of sales 11.4% 14.1% 9.7% 12.8% Other income, net 634 405 2,085 879 ----------- ----------- ----------- ----------- Income before income taxes 9,485 10,776 16,762 19,353 Income tax expense 2,273 3,055 4,019 4,645 ----------- ----------- ----------- ----------- Net income $7,212 $7,721 $12,743 $14,708 % of sales 9.3% 10.5% 8.4% 10.2% ====== ====== ====== ====== Basic income per share $0.17 $0.19 $0.30 $0.36 Basic weighted average shares outstanding 42,120 41,420 42,044 41,207 Diluted income per share $0.16 $0.18 $0.29 $0.34 Diluted weighted average shares outstanding 43,845 43,599 43,752 43,509 Mykrolis Corporation Condensed Consolidated Balance Sheets (In thousands) (unaudited) July 2, Dec. 31, 2005 2004 Assets Cash and cash equivalents $83,564 $88,185 Marketable securities 28,034 42,228 Accounts receivable, net 58,858 62,456 Inventories 43,399 41,835 Other current assets 5,751 4,351 ----------- ----------- Total current assets 219,606 239,055 Property, plant and equipment, net 63,355 65,564 Goodwill and intangible assets, net 51,529 33,015 Other assets 14,008 13,334 ----------- ----------- Total assets $348,498 $350,968 ====== ====== Liabilities and shareholders' equity Accounts payable $16,379 $ 14,887 Accrued expenses and other current liabilities 38,776 52,902 ----------- ----------- Total current liabilities 55,155 67,789 Other liabilities 12,408 11,664 Shareholders' equity 280,935 271,515 ----------- ----------- Total liabilities and shareholders' equity $348,498 $350,968 ====== ====== Contacts: Bertrand Loy, Chief Financial Officer Steve Cantor, Director of Investor Relations and Corporate Communications Tel#: 978-436-6500 Email: DATASOURCE: Mykrolis Corporation CONTACT: Bertrand Loy, Chief Financial Officer, or Steve Cantor, Director of Investor Relations and Corporate Communications, +1-978-436-6500, , both of Mykrolis Corporation Web site: http://www.mykrolis.com/

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