EX-99 4 q1usgaap.htm EXHIBIT 99.2

Exhibit 99.2

 

ASML - Summary U.S. GAAP Consolidated Statements of Operations1

 

 

Three months ended,

 

 

 

March 27, 2005

April 2, 2006

 

 

(Amounts in thousands EUR except per share data)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net system sales

 

632,135

 

553,101

 

 

 

Net service sales

 

52,545

 

76,289

 

 

 

Net sales

 

684,680

 

629,390

 

 

 

 

 

 

 

 

 

 

 

Cost of sales

 

410,566

 

377,769

 

 

 

Gross profit on sales

 

274,114

 

251,621

 

 

 

 

 

 

 

 

 

 

 

Research and development costs

 

84,971

 

93,057

 

 

 

Research and development credits

 

(5,472

)

(6,046

)

 

 

Selling, general and administrative expenses

 

50,761

 

50,267

 

 

 

Total expenses

 

130,260

 

137,278

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

143,854

 

114,343

 

 

 

Interest expense, net

 

(4,601

)

(4,376

)

 

 

 

 

 

 

 

 

 

 

Income before income taxes

 

139,253

 

109,967

 

 

 

Provision for income taxes

 

(38,991

)

(29,933

)

 

 

Net income

 

100,262

 

80,034

 

 

 

 

 

 

 

 

 

 

 

Basic net income per ordinary share

 

0.21

 

0.17

 

 

 

Diluted net income per ordinary share

 

0.20

2

0.16

3

 

 

 

 

 

 

 

 

 

 

Number of ordinary shares used in computing per share amounts (in thousands):

 

Basic

 

483,787

 

484,984

 

 

 

Diluted

 

542,348

2

545,732

3

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1.)

Except balance sheet data as of December 31, 2005, all figures are unaudited.

2.)

The calculation of the diluted net income per ordinary share in this period does not assume conversion of ASML’s outstanding Convertible Subordinated Notes, as such conversions would have an anti-dilutive effect.

3.)

The calculation of diluted net income per ordinary share in this period assumes conversion of ASML’s 5.50 percent Subordinated Notes due 2010 and ASML’s 5.75 percent Subordinated Notes due 2006, as such conversions would have a dilutive effect (57,388(000) weighted average equivalent number of ordinary shares).

 

 



 

 

ASML - Ratios and Other Data1

 

 

 

Three months ended,

 

 

March 27, 2005

 

April 2, 2006

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross profit on sales as a % of net sales

 

40.0

 

40.0

 

Operating income as a % of net sales

 

21.0

 

18.2

 

Net income as a % of net sales

 

14.6

 

12.7

 

Shareholders’ equity as a % of total assets

 

44.3

 

47.3

 

Income taxes as a % of income before income taxes

 

28.0

 

27.2

 

Sales of new systems (units)

 

50

 

39

 

Sales of used systems (units)

 

9

 

12

 

Sales of systems total (units)

 

59

 

51

 

Backlog new systems (units)

 

92

 

94

 

Backlog used systems (units)

 

15

 

12

 

Backlog systems total (units)

 

107

 

106

 

Net bookings new systems (units)

 

23

 

47

 

Net bookings used systems (units)

 

12

 

15

 

Net bookings total (units)

 

35

 

62

 

Number of employees

 

5,038

 

5,088

 

 

 

ASML - Summary U.S. GAAP Consolidated Balance Sheets1

 

 

 

March 27,

 

June 26,

 

Sep 25,

 

Dec 31,

 

April 2,

 

 

 

2005

 

2005

 

2005

 

2005

 

2006

 

(Amounts in thousands EUR)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

1,319,651

 

1,544,078

 

1,699,763

 

1,904,609

 

1,671,065

 

Accounts receivable, net

 

483,898

 

485,352

 

403,489

 

302,572

 

447,401

 

Inventories, net

 

728,378

 

695,330

 

653,098

 

777,200

 

940,423

 

Other current assets

 

223,768

 

211,583

 

210,705

 

221,438

 

208,007

 

Total current assets

 

2,755,695

 

2,936,343

 

2,967,055

 

3,205,819

 

3,266,896

 

 

 

 

 

 

 

 

 

 

 

 

 

Deferred tax asset

 

210,818

 

206,641

 

195,969

 

206,884

 

201,649

 

Other assets

 

41,267

 

40,907

 

45,831

 

39,796

 

38,919

 

Intangible assets

 

29,772

 

27,726

 

25,680

 

24,943

 

23,197

 

Property, plant and equipment

 

310,316

 

306,919

 

292,799

 

278,581

 

278,114

 

Total assets

 

3,347,868

 

3,518,536

 

3,527,334

 

3,756,023

 

3,808,775

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

Current liabilities

 

765,668

 

776,786

 

765,464

 

1,419,983

4

1,385,057

 

Convertible subordinated bonds

 

825,041

 

858,298

 

855,857

 

380,238

4

380,039

 

Long term debt and deferred liabilities

 

274,498

 

292,942

 

269,246

 

243,965

 

243,285

 

Shareholders’ equity

 

1,482,661

 

1,590,510

 

1,636,767

 

1,711,837

 

1,800,394

 

Total liabilities and Shareholders’ equity

 

3,347,868

 

3,518,536

 

3,527,334

 

3,756,023

 

3,808,775

 

 

 

4.)

Current liabilities include as of December 31, 2005 USD 575 million principal amount of ASML’s 5.75 percent Convertible Subordinated Notes due October 15, 2006. In previous period ends, this was presented under convertible subordinated bonds.

 

 



 

 

 

ASML - Summary U.S. GAAP Consolidated Statements of Cash Flows1

 

 

 

 

Three months ended,

 

 

 

 

March 27, 2005

 

April 2, 2006

 

 

(Amounts in thousands EUR)

 

 

 

 

 

 

 

 

 

 

 

 

 

CASH FLOWS FROM OPERATING ACTIVITIES:

 

 

 

 

 

 

Net income

 

100,262

 

80,034

 

 

Depreciation and amortization

 

22,367

 

22,118

 

 

Change in tax assets and liabilities

 

38,353

 

(53,550

) 5

 

Change in assets and liabilities

 

(57,120

)

(267,638

)

 

Net cash provided (used) by operating activities

 

103,862

 

(219,036

)

 

CASH FLOWS FROM INVESTING ACTIVITIES:

 

 

 

 

 

 

Capital expenditures

 

(22,756

)

(16,919

)

 

Disposals

 

1,510

 

693

 

 

Net cash used in investing activities

 

(21,246

)

(16,226

)

 

 

 

 

 

 

 

 

Net cash provided (used) by operating and investing activities

 

82,616

 

(235,262

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES:

 

 

 

 

 

 

Redemption and/or repayment of loans

 

(282

)

(310

)

 

Proceeds from share issuance

 

2,250

 

7,858

 

 

Net cash provided by financing activities

 

1,968

 

7,548

 

 

Net cash flow

 

84,584

 

(227,714

)

 

Effect of changes in exchange rates on cash

 

6,937

 

(5,830

)

 

Net increase in cash and cash equivalents

 

91,521

 

(233,544

)

 

 

 

 

 

 

 

 

 

5.)

Including payment of EUR 79 Million for prior year taxes.

 

 



 

 

ASML - Quarterly Summary U.S. GAAP Consolidated Statements of Operations1

 

 

 

Three months ended,

 

 

March 27,

 

June 26,

 

Sep 25,

 

Dec 31,

 

April 2,

 

 

 

2005

 

2005

 

2005

 

2005

 

2006

 

(Amounts in millions EUR)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net system sales

 

632.1

 

680.6

 

459.0

 

456.0

 

553.1

 

Net service sales

 

52.6

 

82.7

 

74.2

 

91.8

 

76.3

 

Net sales

 

684.7

 

763.3

 

533.2

 

547.8

 

629.4

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of sales

 

410.6

 

464.6

 

336.0

 

343.7

 

377.8

 

Gross profit on sales

 

274.1

 

298.7

 

197.2

 

204.1

 

251.6

 

 

 

 

 

 

 

 

 

 

 

 

 

Research and development costs, net of credits

 

79.4

 

82.2

 

80.0

 

82.2

 

87.0

 

Selling, general and administrative expenses

 

50.8

 

54.9

 

48.2

 

47.3

 

50.3

 

Total expenses

 

130.2

 

137.1

 

128.2

 

129.5

 

137.3

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

143.9

 

161.6

 

69.0

 

74.6

 

114.3

 

Interest income (expense), net

 

(4.6

)

(3.8

)

(3.9

)

(1.8

)

(4.3

)

Income before income taxes

 

139.3

 

157.8

 

65.1

 

72.8

 

110.0

 

Provision for income taxes

 

(39.0

)

(46.0

)

(17.3

)

(21.2

)

(30.0

)

Net income

 

100.3

 

111.8

 

47.8

 

51.6

 

80.0

 

 

 

ASML - Quarterly Summary Ratios and other data1

 

 

 

Three months ended,

 

 

March 27,

June 26,

Sep 25,

Dec 31,

April 2,

 

 

2005

2005

2005

2005

2006

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross profit on sales as a % of net sales

 

40.0

39.1

37.0

37.3

40,0

Operating income as a % of net sales

 

21.0

21.2

12.9

13.6

18.2

Net income as a % of net sales

 

14.6

14.6

9.0

9.4

12.7

Shareholders’ equity as a % of total assets

 

44.3

45.2

46.4

45.6

47.3

Income taxes as a % of income before income taxes

 

28.0

29.2

26.6

29.1

27.2

Sales of new systems (units)

 

50

44

28

34

39

Sales of used systems (units)

 

9

7

11

13

12

Sales of systems total (units)

 

59

51

39

47

51

Backlog new systems (units)

 

92

67

77

86

94

Backlog used systems (units)

 

15

13

10

9

12

Backlog systems total (units)

 

107

80

87

95

106

Value of backlog new systems (EUR million)

 

1,316

935

1,216

1,411

1,560

Value of backlog used systems (EUR million)

 

61

52

29

23

36

Value of backlog systems total (EUR million)

 

1,377

987

1,245

1,434

1,596

Net bookings new systems (units)

 

23

19

38

43

47

Net bookings used systems (units)

 

12

5

8

12

15

Net bookings total (units)

 

35

24

46

55

62

Number of employees

 

5,038

5,032

5,014

5,055

5,088

 

 

 



 

 

ASML - Notes to the Summary U.S. GAAP Consolidated Financial Statements

 

Basis of Presentation

ASML follows accounting principles generally accepted in the United States of America (“U.S. GAAP”). Further disclosures, as required under U.S. GAAP in annual reports, are not included in the summary consolidated financial statements. The accompanying consolidated financial statements are stated in thousands of euros (‘EUR’).

 

Principles of consolidation

The consolidated financial statements include the accounts of ASML Holding N.V. and all of its majority-owned subsidiaries. All inter-company profits, transactions and balances have been eliminated in the consolidation.

 

Recognition of revenues

ASML recognizes revenue when all four revenue recognition criteria are met: persuasive evidence of an arrangement exists; delivery has occurred or services have been rendered; the seller’s price to the buyer is fixed or determinable; and collectibility is reasonably assured. At ASML, this policy generally results in revenue recognition from the sale of a system upon shipment and revenue recognition from the installation of a system upon completion of that installation at the customer site. Each system undergoes, prior to shipment, a “Factory Acceptance Test” in ASML’s clean room facilities, effectively replicating the operating conditions that will be present on the customer’s site, in order to verify whether the system will meet its standard specifications and any additional technical and performance criteria agreed with the customer. A system is shipped, and revenue recognized, only after all specifications are met and customer sign-off is received or waived. Although each system’s performance is re-tested upon installation at the customer’s site, ASML has never failed to successfully complete installation of a system at a customer premises.

 

The fair value of installation services provided to customers is initially deferred and is recognized when the installation is completed. Sales from service contracts are recognized when performed. Revenue from prepaid service contracts is recognized over the life of the contract.

 

Use of estimates

The preparation of ASML’s consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities on the balance sheet dates and the reported amounts of revenue and expense during the reported periods. Actual results could differ from those estimates.

 

Stock options

On January 1, 2006 ASML implemented the provisions of Statement of Financial Accounting Standards No. 123(R), “Share-Based Payments” (SFAS 123(R)), using the modified prospective transition method. SFAS 123(R) requires companies to recognize the cost of employee services received in exchange for awards of equity instruments based upon the grant-date fair value of those awards. Using the modified prospective transition method of adopting SFAS 123(R), ASML began recognizing compensation expense for equity-based awards granted after January 1, 2006 plus unvested awards granted prior to January 1, 2006. Under this method of implementation, no restatement of prior periods has been made.

 

Prior to January 1, 2006, ASML measured compensation expense for its stock option plans using the intrinsic value method under APB 25 and related interpretations. As the exercise price of all options granted under these plans was not below the fair market price of the underlying common stock on the grant date, no compensation expense was recognized in the consolidated condensed statements of operations under the intrinsic value method.

 

 

 

 



 

 

ASML – Reconciliation U.S. GAAP – IFRS1

 

Net income

 

          Three months ended,

 

 

 

March 27, 2005

 

April 2, 2006

 

 

(Amounts in thousands EUR)

 

 

 

 

 

 

Net income under U.S. GAAP

 

100,262

 

80,034

 

 

Share Based Payments (see Note 1)

 

(5,866

)

309

 

 

Capitalization of development costs (see Note 2)

 

11,036

 

12,186

 

 

Convertible bonds (see Note 3)

 

(4,487

)

(7,690

)

 

Net income under IFRS

 

100,945

 

84,839

 

 

 

 

Shareholders’ Equity

 

 

 

 

 

 

March 27,

June 26,

Sep 25,

Dec 31,

April 2,

 

2005

2005

2005

2005

2006

(Amounts in thousands EUR)

 

 

 

 

 

Shareholders’ equity under U.S. GAAP

1,482,661

1,590,510

1,636,767

1,711,837

1,800,394

Share Based Payments (see Note 1)

2,152

2,325

2,492

2,100

2,460

Capitalization of development costs (see Note 2)

11,035

28,628

41,310

51,815

64,002

Convertible subordinated bonds (see Note 3)

71,750

67,160

60,203

55,219

47,529

Shareholders’ equity under IFRS

1,567,598

1,688,623

1,740,772

1,820,971

1,914,385

 

Notes to the reconciliation from U.S. GAAP to IFRS

 

Note 1 Share-based Payments

Under IFRS, ASML applies IFRS 2, “Share-based payments” beginning from January 1, 2004. In accordance with IFRS 2, ASML records as an expense the fair value of its share-based payments with respect to stock options granted to its employees after November 7, 2002.

 

Under U.S. GAAP, until December 31,2005, ASML accounted for stock option plans using the intrinsic value method in accordance with APB 25 “Accounting for stock issued to employees” and provides pro forma disclosure of the impact of the fair value method on net income and earnings per share in accordance with SFAS No. 123 “Accounting for stock based compensation”. As of January 1, 2006, ASML applies SFAS No. 123(R) “Accounting for Stock-Based Compensation” which is a revision of SFAS No.123. Under SFAS No. 123(R) ASML records as an expense the fair value of its share based payments granted after January 1,2006 and unvested share based payments granted prior to January 1, 2006.

 

Note 2 Capitalization of development expenditures

Under IFRS, ASML applies IAS 38, “Intangible Assets”. During the second half of 2004, ASML made changes to its administrative systems in order to provide sufficient information to comply with IFRS beginning from January 1, 2005. Sufficient reliable information to account for capitalization of development expenditures under IFRS before January 1, 2005 is not available. Under IAS 38, capitalized development expenditures are amortized over the expected useful life of the related product generally ranging between 2 and 3 years. Amortization starts when the developed product is ready for volume production.

 

Under U.S. GAAP, ASML applies SFAS No. 2, “Accounting for Research and Development Costs”. In accordance with SFAS No. 2, ASML charges costs relating to research and development to operating expense as incurred.

 

Note 3 Convertible Subordinated Notes

Under IFRS, ASML applies IAS 32 “Financial instruments: Disclosure and presentation” and IAS 39 “Financial instruments: Recognition and measurement” beginning from January 1, 2005. In accordance with IAS 32 and IAS 39, ASML accounts separately for the equity and liability component of its convertible notes. The equity component relates to the grant of a conversion option to shares to the holder of the bond.

The liability component creates a financial liability that is measured at amortized cost which results in additional interest charges.

 

 



 

 

 

Under U.S. GAAP, ASML accounts for its convertible bonds as a liability at the principal amount outstanding.

 

 

“Safe Harbor” Statement under the U.S. Private Securities Litigation Reform Act of 1995: the matters discussed in this document may include forward-looking statements that are subject to risks and uncertainties including, but not limited to: economic conditions, product demand and semiconductor equipment industry capacity, worldwide demand and manufacturing capacity utilization for semiconductors (the principal product of our customer base), competitive products and pricing, manufacturing efficiencies, new product development, ability to enforce patents, the outcome of intellectual property litigation, availability of raw materials and critical manufacturing equipment, trade environment, and other risks indicated in the risk factors included in ASML’s Annual Report on Form 20-F and other filings with the U.S. Securities and Exchange Commission.

.