Acquisition and Investments - Ultra Clean Holdings, Inc. acquired 100% of HIS Innovations Group for an initial cash consideration of $46.5 million, with potential additional cash consideration of up to $70.0 million based on performance through fiscal years 2023, 2024, and 2025[15]. - The company has made significant investments in advanced analytical and automated test equipment to improve testing capabilities for gas delivery products[19]. - The company has made acquisitions in the past and may continue to do so, facing potential integration difficulties and financial risks[77]. - The company’s acquisition agreements may include contingent earn-out arrangements based on future operating income thresholds, which are reassessed quarterly[183]. Revenue and Market Performance - Total revenues for fiscal year 2023 decreased by 26.9% to $1,734.5 million from $2,374.3 million in fiscal year 2022, primarily due to weaker demand in the semiconductor industry[188]. - International revenues accounted for 69.6% of total revenues in fiscal year 2023, up from 68.9% in 2022 and 65.1% in 2021[17]. - Approximately 93.2% of total revenues for fiscal year 2023 came from various segments of the semiconductor industry, including IDM, Foundry, OEM, and sub-tier suppliers[28]. - The two largest customers, Applied Materials, Inc. and Lam Research Corporation, represented 57.4% of total revenues in fiscal year 2023[27]. - U.S. revenues fell by 28.6% to $526.8 million, while international revenues decreased by 26.2% to $1,207.7 million[189]. Financial Performance - Gross profit declined by 40.4% to $277.3 million, with a gross margin of 16.0% compared to 19.6% in the previous year[195]. - Operating profit dropped by 70.8% to $35.2 million, resulting in an operating margin of 2.0%[196]. - The effective tax rate for fiscal year 2023 was significantly reduced to (96.5%) from 42.9% in the previous year, reflecting changes in geographic earnings distribution[205]. - Cash and cash equivalents decreased by $51.8 million to $307.0 million, primarily due to cash used in investing and financing activities[209]. Market Trends and Competition - The semiconductor market is expected to grow due to demand from new CPU architectures for cloud, AI, and machine learning applications[14]. - The company anticipates increased competitive pressures leading to intensified price-based competition, potentially requiring price reductions for its products[42]. - The company operates in highly competitive and rapidly evolving industries, facing intense competition that may lead to price reductions and loss of market share[91]. - Competitors may possess greater financial and technical resources, enabling them to respond quickly to market changes and potentially gain an advantage through mergers and acquisitions[92]. Operational Risks and Challenges - The company faces risks from the cyclical and volatile nature of the semiconductor and display industries, which could adversely affect operating results[69]. - The company relies on a limited number of OEMs and IDMs for a significant portion of its revenues, which could lead to challenges if these customers reduce orders[73]. - The company is exposed to risks associated with global economic volatility, which may impact customer spending and capital expenditures[81]. - The qualification process for customers is lengthy and complex, impacting the ability to quickly add new customers and maintain existing relationships[111]. Employee and Social Responsibility - The company emphasizes the importance of employee engagement and social responsibility, conducting 31 community support events in 2023[53]. - The company is committed to a sustainability program titled "SuCCESS2030" aimed at enhancing its supply chain's ethical and sustainable practices[44]. Intellectual Property and Confidentiality - The company has over 100 patents with various expiration dates, relying on a combination of trade secrets and confidentiality provisions to protect its proprietary rights[37]. - The company requires confidentiality agreements with employees, suppliers, and customers to protect sensitive information regarding its products and technology[38]. - The company relies heavily on trade secrets and contractual confidentiality to protect its intellectual property, which may be more vulnerable than if protected by patents[117]. Cash Flow and Liquidity - Operating activities generated cash inflows of $135.9 million for the year ended December 29, 2023, compared to $47.2 million in 2022[210]. - The company maintains sufficient capital to fund working capital needs, satisfy debt obligations, and make strategic acquisitions[211]. - Cash generated from operations and borrowings under a term loan were the principal sources of liquidity as of December 29, 2023[211]. Environmental and Regulatory Risks - The company may face significant liabilities due to environmental contamination at its production facilities, which could result in fines and remediation costs[128]. - The company is subject to various international laws and regulations that may evolve and conflict, posing compliance risks[88]. - The ongoing trade tensions between the U.S. and China have adversely impacted the company, particularly due to new export license requirements imposed in October 2022[123].

Ultra Clean Holdings, Inc. (NASDAQ:UCTT) Q4 2023 Earnings Conference Call February 21, 2024 4:45 PM ET Company Participants Rhonda Bennetto - SVP IR Jim Scholhamer - CEO Sheri Savage - CF Conference Call Participants Krish Sankar - TD Cowen Christian Schwab - Craig-Hallum Capital Group Operator Good day, ladies and gentlemen, and welcome to the Ultra Clean Technology Q4 and Full Year 2023 Earnings Call and Webcast Conference. [Operator Instructions] This call is being recorded on Wednesday, February 21, 202 ...

HAYWARD, Calif., Jan. 29, 2024 /PRNewswire/ -- Ultra Clean Holdings, Inc. (Nasdaq: UCTT), will announce its fourth quarter and full year 2023 financial results after market close on Wednesday, February 21, 2024, and will host a conference call and webcast beginning at 1:45 pm Pacific Time (4:45 pm Eastern Time) the same day. The conference call can be accessed by dialing 1-800-836-8184 or 1-646-357-8785. No passcode is required. A replay of the call will be available by dialing 1-888-660-6345 or 1-646-517-4 ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 29, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-50646 Ultra Clean Holdings, Inc. (Exact name of registrant as specified in its charter) (State or other jurisdiction of inco ...

Ultra Clean Holdings, Inc. (NASDAQ:UCTT) Q3 2023 Earnings Conference Call October 25, 2023 4:45 PM ET Company Participants Rhonda Bennetto - SVP IR Jim Scholhamer - CEO Sheri Savage - CFO Conference Call Participants Robert Mertens - TD Cowen Operator Good day, and welcome to the Ultra Clean Q3 2023 Earnings Call and Webcast. All participants will be in listen-only mode. [Operator instructions] Please note, this event is being recorded. I would now like to turn the conference over to Rhonda Bennetto, Invest ...

| --- | --- | --- | |-------|-------|----------| | | | | | | | Investor | 2 This presentation contains, or may be deemed to contain, "forward-looking statements" (as defined in the US Private Securities Litigation Reform Act of 1995) which reflect our current views with respect to future events and financial performance. We use words such as "anticipates," "projection," "outlook," "forecast," "believes," "plan," "expect," "future," "intends," "may," "will," "estimates," "see," "predicts," "should" and simil ...

(Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-50646 Ultra Clean Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 61-1430858 (State or other juris ...

Financial Data and Key Metrics Changes - Total revenue for Q2 2023 was $421.5 million, down from $433.3 million in the prior quarter [41] - Products division revenue decreased to $362.5 million from $368.6 million [41] - Services division revenue fell to $59 million from $64.7 million [41] - Total gross margin for Q2 was 16.7%, down from 17.3% in the previous quarter [20] - Operating margin remained relatively flat at 5% compared to 5.1% in Q1 [21] - Cash and cash equivalents were $320.8 million, slightly down from $322.1 million last quarter [22] - Cash from operations increased to $36.4 million from $28 million in the prior quarter [22] Business Line Data and Key Metrics Changes - Products gross margin was 14.5%, compared to 14.7% in the prior quarter [20] - Services gross margin decreased to 30.3% from 31.7% in Q1 [20] - Operating expenses decreased to $49.4 million from $52.7 million, representing 11.7% of revenue compared to 12.2% in the prior quarter [42] Market Data and Key Metrics Changes - The semiconductor industry faced challenges in certain segments, particularly in PC and consumer markets, while trailing edge and server markets remained strong [5][6] - Elevated inventory levels and macroeconomic factors such as interest rates and inflation continue to impact the industry [6] Company Strategy and Development Direction - The company is focused on cost reduction initiatives and optimizing its footprint to align with current demand [11][12] - There is an expectation for incremental improvements in gross margin as efficiencies increase over time [14] - The company aims to prepare for a ramp in 2024, with optimism about the long-term growth trajectory of the semiconductor industry, projecting a $1 trillion chip industry by 2030 [19] Management's Comments on Operating Environment and Future Outlook - Management noted that the current cycle is challenging, with inventory levels needing to be cleared before significant recovery can occur [26] - There is cautious optimism that conditions may improve before worsening, despite ongoing headwinds [26] - The company is managing working capital to ensure financial stability during this period [44] Other Important Information - UCT received Intel's Distinguished Supplier Award, recognizing its commitment to excellence [17] - The company is consolidating factories to increase capacity and efficiency [54] Q&A Session Summary Question: How does inventory reduction by customers affect the company? - Management acknowledged that significant inventory and deferred revenue exist between the company and its customers, leading to a conservative outlook for the next few quarters [25][26] Question: Are shipments to Chinese semiconductor companies still occurring? - The company confirmed that it continues to ship to trailing edge investments in China, with strong business from companies like AMEC and Piotech [28] Question: How scalable is the cost structure in response to changing revenue? - Management indicated readiness to scale down costs quickly, while scaling up may be more challenging due to hiring and capacity management [29] Question: What is the outlook for Services revenue and utilization rates? - Management expects Services revenue to remain flat or slightly increase, with no further declines anticipated [31][50] Question: How is the company positioned for market share during the downturn? - The company is seeing new program wins and is confident in holding or improving market share even during the downturn [35][53]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (State or other jurisdiction of incorporation or organization) 26462 Corporate Avenue, Hayward, California 94545 (Address of principal executive offices) (Zip Code) Commission file number 000-50646 Ultra Clean Holdings, Inc. (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF ...

Ultra Clean Holdings, Inc. (NASDAQ:UCTT) Q1 2023 Earnings Conference Call April 26, 2023 4:45 PM ET Company Participants Jim Scholhamer - CEO Sheri Savage - CFO Rhonda Bennetto - SVP IR Conference Call Participants Trevor Janoskie - Needham Christian Schwab - Craig-Hallum Capital Group Robert Mertens - Cowen Operator Good day, and welcome to the Ultra Clean First Quarter 2023 Earnings Call and Webcast. All participants will be in listen-only mode. [Operator Instructions]. After today's presentation, there w ...