What changed in this filing

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Item 1. Financial Statements

2020-11-02 compared with 2020-08-04 · 167 added, 101 removed, 507 unchanged (35% of the section changed)

4 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

September 26,

September 30,

September 26,

September 30,

Cost of revenue

8 unchanged sentences

Income before provision for income taxes

Provision (benefit) for income taxes

Provision for income taxes

Earnings per share:

5 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

September 26,

September 30,

September 26,

September 30,

Other comprehensive income (loss), net of tax:

Change in net unrealized gains on

Change in net unrealized (losses) gains on

available-for-sale marketable securities

Change in currency translation adjustments

Other comprehensive income

Total other comprehensive income (loss), net of tax

Total comprehensive income

3 unchanged sentences

(In thousands)

September 26,

Current Assets:

21 unchanged sentences

Additional paid-in capital

Accumulated other comprehensive loss

Accumulated deficit

Accumulated other comprehensive income (loss)

Retained earnings (accumulated deficit)

Total stockholders’ equity

4 unchanged sentences

(In thousands)

Six Months Ended

Nine Months Ended

September 26,

September 30,

Cash flows from operating activities:

2 unchanged sentences

Amortization of intangibles

Foreign currency exchange loss (gain)

Share-based compensation

8 unchanged sentences

Purchases of property, plant and equipment

Net cash and cash equivalents provided by (used in) investing activities

Net cash and cash equivalents (used in) provided by investing activities

Cash flows from financing activities:

5 unchanged sentences

Effect of exchange rate changes on cash and cash equivalents

Net decrease in cash and cash equivalents

Net (decrease) increase in cash and cash equivalents

Cash and cash equivalents at beginning of period

1 unchanged sentence

Supplemental disclosure of cash flow information:

Income taxes paid

Income taxes paid (refunded)

The accompanying notes are an integral part of these financial statements.

4 unchanged sentences

Comprehensive

Retained Earnings (Accumulated

Income (Loss)

Balance at December 31, 2019

15 unchanged sentences

Balance at June 27, 2020

Issuance of shares through share-based

compensation plans, net

Share-based compensation

Share-based compensation plan

Currency translation

Unrealized loss on investments

Balance at September 26, 2020

The accompanying notes are an integral part of these financial statements.

ONTO INNOVATION INC.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (Continued)

(In thousands)

Additional Paid-in

17 unchanged sentences

Balance at June 30, 2019

Issuance of shares through share-based

compensation plans, net

Share-based compensation

Share-based compensation plan

Currency translation

Balance at September 30, 2019

The accompanying notes are an integral part of these financial statements.

3 unchanged sentences

Basis of Presentation

The accompanying interim unaudited Condensed Consolidated Financial Statements have been prepared by Onto Innovation Inc.

(the “Company,” or “Onto”, “we”, “our”, or “us”) and in the opinion of management reflect all adjustments, consisting of normal recurring accruals, necessary for their fair presentation in accordance with accounting principles generally accepted in the United States of America (“U.S.

The accompanying interim unaudited Condensed Consolidated Financial Statements have been prepared by Onto Innovation Inc., together with its consolidated subsidiaries, unless otherwise specified or suggested by the context, (the “Company,” or “Onto Innovation”, “we”, “our”, or “us”) and in the opinion of management reflect all adjustments, consisting of normal recurring accruals, necessary for their fair presentation in accordance with accounting principles generally accepted in the United States of America (“U.S.

Preparing financial statements requires management to make estimates and assumptions that affect amounts reported in the financial statements and accompanying notes.

Actual amounts could differ materially from reported amounts.

The interim results for the three and six months ended June 27, 2020 are not necessarily indicative of results to be expected for the entire year or any future periods.

The interim results for the three and nine months ended September 26, 2020 are not necessarily indicative of results to be expected for the entire year or any future periods.

This interim financial information should be read in conjunction with the financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 (“2019 Form 10-K”) filed with the Securities and Exchange Commission (“SEC”) on February 25, 2020.

13 unchanged sentences

The change affects the prior year comparability of the Company’s fiscal quarters in 2020 and results in shifts in the quarterly periods, which has not had, and is not expected to have, a material impact on quarterly financial results.

The second fiscal quarter of 2020 began on March 29, 2020 and ended June 27, 2020 and is referred to throughout this Quarterly Report on Form 10-Q as the “three months ended June 27, 2020” or the “second quarter of 2020.” The Company’s current fiscal year will end on December 26, 2020.

The third fiscal quarter of 2020 began on June 28, 2020 and ended September 26, 2020 and is referred to throughout this Quarterly Report on Form 10-Q as the “three months ended September 26, 2020” or the “third quarter of 2020.” The Company’s current fiscal year will end on December 26, 2020.

Reclassifications

5 unchanged sentences

The preparation of 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 disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenue and expenses during the reporting period.

estimates made by management that are evaluated on an ongoing basis include the allowances for doubtful accounts and convertible notes receivable, excess and obsolete inventory, fair value of assets acquired and liabilities assumed in a busines s combination, recoverability and useful lives of property, plant and equipment and identifiable intangible assets, recoverability of goodwill, recoverability of deferred tax assets, liabilities for product warranty, contingencies, including litigation res erves and share-based payments and liabilities for tax uncertainties.

GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the

date of the financial statements and the reported amounts of revenue and expenses during the reporting period.

Significant estimates made by management that are evaluated on an ongoing basis include the allowances for doubtful accounts and convertible notes receivable, excess and obsolete inventory, fair value of assets acquired and liabilities assumed in a business combination, recoverability and useful lives of property, plant and equipment and identifiable intangible assets, recoverabilit y of goodwill, recoverability of deferred tax assets, liabilities for product warranty, contingencies, including litigation reserves, share-based payments and liabilities for tax uncertainties.

Actual results could differ from those estimates.

3 unchanged sentences

Actual results could differ from these estimates under different assumptions or circumstances and such differences could be material.

The Company also assessed the impacts of COVID-19 on the above accounting matters as of June 27, 2020 and through the date of this report.

While there was not a material impact as of and for the quarter ended June 27, 2020, future actual magnitude and duration of COVID-19, as well as other associated factors, could result in material negative impacts to its condensed consolidated financial statements in future reporting periods.

The Company also assessed the impacts of COVID-19 on the above accounting matters as of September 26, 2020 and through the date of this report.

While there was not a material impact as of and for the quarter ended September 26, 2020, future actual magnitude and duration of COVID-19, as well as other associated factors, could result in material negative impacts to its condensed consolidated financial statements in future reporting periods.

Recent Accounting Pronouncements

29 unchanged sentences

The Company is currently evaluating the impact of this new standard on its consolidated financial position, results of operations, and cash flows.

Recently issued accounting guidance not discussed above is not applicable or is not expected to have a material impact to the Company’s consolidated financial position, results of operations, and cash flows.

Recently issued accounting guidance not discussed above is not applicable or is not expected to have a material impact to the Company’s c onsolidated financial position, results of operations, and cash flows.

Business Combination

3 unchanged sentences

The acquired assets and liabilities of Nanometrics were recorded at their respective fair values including an amount for goodwill, which represents the purchase price paid in excess of the fair value of the net tangible and intangible assets acquired and liabilities assumed, and is attributable primarily to expected synergies, economies of scale and the assembled workforce of Nanometrics.

The following table summarizes the preliminary allocation of the total purchase consideration to the initial estimated fair values of the assets acquired and liabilities assumed as of October 25, 2019, as well as adjustments aggregating $ 0 and $ 478 to other non-current liabilities during the three and six months ended June 27, 2020:

Cash and cash equivalents

16 unchanged sentences

Fair Value Measurements

Fair Value of Financial Instruments

The Company has evaluated the estimated fair value of financial instruments using available market information and valuations as provided by third-party sources.

The use of different market assumptions and/or estimation methodologies could have a significant effect on the estimated fair value amounts.

The carrying value of cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities approximates fair value because of the short-term maturity of these instruments.

Fair Value Hierarchy

The Company applies a three-level valuation hierarchy for fair value measurements.

4 unchanged sentences

A financial asset’s or liability’s fair value measurement classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement.

The following tables provide the assets and liabilities carried at fair value measured on a recurring basis at June 27, 2020 and December 31, 2019:

The following tables provide the assets and liabilities carried at fair value measured on a recurring basis at September 26, 2020 and December 31, 2019:

Fair Value Measurements Using

5 unchanged sentences

Unobservable Inputs

June 27, 2020

September 26, 2020

Available-for-sale debt securities:

Municipal notes and bonds

treasury securities

Asset-backed securities

15 unchanged sentences

Total liabilities

The Company’s available-for-sale debt securities classified as Level 1 are based on quoted prices that are available in active markets.

Treasury securities are measured based on quoted market prices.

Level 2 are valued using observable inputs to quoted market prices, benchmark yields, reported trades, broker/dealer quotes or alternative pricing sources with reasonable levels of price transparency.

Available-for-sale debt securities classified as Level 2 are valued using observable inputs to quoted market prices, benchmark yields, reported trades, broker/dealer quotes or alternative pricing sources with reasonable levels of price transparency.

The foreign currency forward contracts are primarily measured based on the foreign currency spot and forward rates quoted by the banks or foreign currency dealers.

2 unchanged sentences

The Level 3 assumptions used in the discounted cash flow model for the contingent consideration included projected revenue, timing of cash flows and estimates of discount rates.

This table presents a reconciliation of the Contingent consideration - acquisitions liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the six months ended June 27, 2020:

Fair Value Measurements Using

2 unchanged sentences

Transfer into (out of) Level 3

Balance at June 27, 2020

Balance at September 26, 2020

See Note 4 for additional discussion regarding the fair value of the Company’s marketable securities.

Fair Value of Other Financial Instruments

The carrying value of cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities approximates fair value because of the short-term maturity of these instruments.

The estimated fair value of these obligations is based, primarily, on a market approach, comparing the Company’s interest rates to those rates the Company believes it would reasonably receive upon re-entry into the market.

Judgment is required to estimate the fair value using available market information and appropriate valuation methods.

Marketable Securities

3 unchanged sentences

The cost of securities sold is based on the specific identification method.

The Company has determined that the gross unrealized losses on its marketable securities at June 27, 2020 and December 31, 2019 are temporary in nature.

The Company has determined that the gross unrealized losses on its marketable securities at September 26, 2020 and December 31, 2019 are temporary in nature.

The Company reviews its investment portfolio to identify and evaluate marketable securities that have indications of possible impairment.

Factors considered in determining whether a loss is other-than-temporary include the length of time and extent to which fair value has been less than the cost basis, credit quality and the Company’s ability and intent to hold the securities for a period of time sufficient to allow for any anticipated recovery in market value.

At June 27, 2020 and December 31, 2019, marketable securities are categorized as follows:

At September 26, 2020 and December 31, 2019, marketable securities are categorized as follows:

Amortized Cost

1 unchanged sentence

Gross Unrealized Holding Losses

June 27, 2020

September 26, 2020

Municipal notes and bonds

treasury securities

Asset-backed securities

10 unchanged sentences

Total marketable securities

The amortized cost and estimated fair value of marketable securities classified by the maturity date listed on the security, regardless of the Condensed Consolidated Balance Sheets classification, is as follows at June 27, 2020 and December 31, 2019:

June 27, 2020

September 26, 2020

December 31, 2019

6 unchanged sentences

Total marketable securities

The following table summarizes the estimated fair value and gross unrealized holding losses of marketable securities, aggregated by investment instrument and period of time in an unrealized loss position, at June 27, 2020 and December 31, 2019:

In Unrealized Loss Position For

4 unchanged sentences

Gross Unrealized Losses

June 27, 2020

September 26, 2020

Municipal notes and bonds

Asset-backed securities

Certificates of deposit

Commercial paper

5 unchanged sentences

The Company, when it considers it to be appropriate, enters into forward contracts to hedge the economic exposures arising from foreign currency denominated transactions.

At June 27, 2020 and December 31, 2019, these contracts included the future sale of British Pound, European Euro, Israeli Shekel, Japanese Yen, Korean Won, Singapore Dollar, Taiwanese Dollar,

and Chinese Yuan Renminbi to purchase U.S.

Foreign currency forward contracts are not designated as hedges for accounting purposes and th erefore, the change in fair value is recorded in “Other (expense) income, net,” in the Condensed Consolidated Statements of Operations.

The Company records its forward contracts at fair value in either prepaid expenses and other current assets or other cu rrent liabilities in the Condensed Consolidated Balance Sheets.

At September 26, 2020 and December 31, 2019, these contracts included the future sale of British Pound, European Euro, Israeli Shekel, Japanese Yen, Korean Won, Singapore Dollar, Taiwanese Dollar, and Chinese Yuan Renminbi to purchase U.S.

Foreign currency forward contracts are not designated as hedges for accounting purposes and therefore, the change in fair value is recorded in “Other (expense) income, net,” in the Condensed Consolidated Statements of Operations.

The Company records its forward contracts at fair value in either prepaid expenses and other current assets or other current liabilities in the Condensed Consolidated Balance Sheets.

The dollar equivalent of the U.S.

dollar forward contracts and related fair values as of June 27, 2020 and December 31, 2019 were as follows:

dollar forward contracts and related fair values as of September 26, 2020 and December 31, 2019 were as follows:

September 26,

Notional amount

4 unchanged sentences

Goodwill adjustments (Note 2)

Balance at June 27, 2020

Purchased intangible assets as of June 27, 2020 and December 31, 2019 are as follows:

Balance at September 26, 2020

Purchased intangible assets as of September 26, 2020 and December 31, 2019 are as follows:

Gross Carrying Amount

Accumulated Amortization

June 27, 2020

September 26, 2020

Finite-lived intangibles:

13 unchanged sentences

Total identifiable intangible assets

Intangible assets amortization expenses for the three and six months ended June 27, 2020 were $ 13,703 and $ 27,435 , respectively.

For the three and six month periods ended June 30, 2019, intangible assets amortization expenses were $ 387 and $ 774 , respectively.

Intangible assets amortization expenses for the three and nine months ended September 26, 2020 were $ 13,646 and $ 41,081 , respectively.

For the three and nine month periods ended September 30, 2019, intangible assets amortization expenses were $ 387 and $ 1,161 , respectively.

Assuming no change in the gross carrying value of identifiable intangible assets and estimated lives, estimated amortization expenses for the remainder of fiscal 2020 are $ 12,663 , and for each of the next five fiscal years estimated amortization expenses are $ 48,014 for 2021, $ 47,615 for 2022, $ 47,140 for 2023, $ 41,455 for 2024, and $ 24,905 for 2025.

Convertible Notes Receivable

On May 31, 2018, the Company entered into a convertible note agreement with Simax Precision Technologies Limited (“the borrower”), which allowed them to borrow up to $ 15,000 in multiple promissory notes with an interest rate of 4.25 % per annum payable on a semi-annual basis.

The Company expected to be a supplier of lithography modules to Simax, which is

used in the manufacture, sale and service of lithography systems.

On May 31, 2018, the Company entered into a convertible note agreement with Simax Precision Technologies Limited (“the borrower”), which allowed the borrower to borrow up to $ 15,000 from the Company in multiple promissory notes with an interest rate of 4.25 % per annum payable on a semi-annual basis.

The Company expected to be a supplier of lithography modules to Simax, which is used in the manufacture, sale and service of lithography systems.

At December 31, 2019, the Company had $ 3,000 , net of allowance, in outstanding convertible notes receivable with the borrower.

The Company and the borrower entered into a settlement agreement to end their relationship as it pertains to this convertible note agreement.

The Company agreed to the settlement amount of $ 2,848 , which was paid in April 2020.

The Company agreed to the settlement amount of $ 2,848 , which was paid to the Company in April 2020.

Balance Sheet Details

Inventories, net are comprised of the following:

June 27, 2020

September 26, 2020

December 31, 2019

4 unchanged sentences

Property, plant and equipment, net is comprised of the following:

June 27, 2020

September 26, 2020

December 31, 2019

7 unchanged sentences

Other assets is comprised of the following:

June 27, 2020

September 26, 2020

December 31, 2019

4 unchanged sentences

Accrued liabilities is comprised of the following:

June 27, 2020

September 26, 2020

December 31, 2019

3 unchanged sentences

Other current liabilities is comprised of the following:

June 27, 2020

September 26, 2020

December 31, 2019

3 unchanged sentences

Customer deposits

Accrued inventory

Accrued professional fees

2 unchanged sentences

Other non-current liabilities is comprised of the following:

June 27, 2020

September 26, 2020

December 31, 2019

5 unchanged sentences

The Company maintains arrangements under which eligible accounts receivable in Japan are sold without recourse to unrelated third-party financial institutions.

The Company sold $ 7,738 of receivables during the three months ended September 26, 2020.

These receivables were not included in the condensed consolidated balance sheets as the criteria for sale treatment had been met.

The Company sold $ 6,357 of receivables during the three months ended June 27, 2020.

There were no material gains or losses on the sale of such receivables.

There were no amounts due from such third-party financial institutions at June 27, 2020.

There were no amounts due from such third-party financial institutions at September 26, 2020.

Intellectual Property Indemnification Obligations

10 unchanged sentences

Changes in the Company’s warranty reserves are as follows:

Six Months Ended

Nine Months Ended

September 26,

September 30,

Balance, beginning of the period

Balance, end of the period

Warranty reserves are reported in the Condensed Consolidated Balance Sheets under the caption “Accrued liabilities.”

Warranty reserves are reported in the Condensed Consolidated Balance Sheets under the captions “Accrued liabilities” and “Other non-current liabilities.”

Legal Matters

22 unchanged sentences

Thereafter, the Company’s second motion to dismiss was heard on November 14, 2019.

On November 26, 2019, the Northern District of California granted the Company’s motion to dismiss with leave to amend.

On November 26, 2019, the

Northern District of California granted the Company’s motion to dismiss with leave to amend.

OSI filed a Third Amended Complaint on January 21, 2020.

On March 2, 2020, the Company filed a motion to dismiss OSI’s Third Amended Complaint and a hearing on the motion was held on June 11, 2020.

On June 23, 2020, the Northern District of California granted the Company’s motion to dismiss with prejudice with regard to two claims asserted by OSI and dismissed two other claims asserted by OSI with leave to amend.

On Ma rch 2, 2020, the Company filed a motion to dismiss OSI’s Third Amended Complaint and a hearing on the motion was held on June 11, 2020.

On June 23, 2020, the Northern District of California granted the Company’s motion to dismiss with prejudice with regar d to two claims asserted by OSI and dismissed two other claims asserted by OSI with leave to amend.

Thereafter, on July 7, 2020, OSI filed a Fourth Amended Complaint.

On August 14, 2020, the Company filed a motion to dismiss with regard to one of the two remaining claims.

A hearing on this motion has not been set to date.

Trial has been set for May 16, 2022.

At this time, the Company does not anticipate the outcome of this matter to have a material impact on its financial position, results of operations, or cash flows.

At this time the loss contingency in this matter is remote and the Company does not anticipate the outcome of the matter to have a material impact on its financial position, results of operations, or cash flows.

Line of Credit

1 unchanged sentence

The Company is permitted to borrow up to 70 % of the value of eligible securities held at the time the line of credit is accessed.

The available line of credit as of June 27, 2020 was approximately $ 75.6 million with an available interest rate of 1.8 %.

The available line of credit as of September 26, 2020 was approximately $ 71.2 million with an available interest rate of 1.8 %.

The credit agreement is available to the Company until such time that either party terminates the arrangement at their discretion.

2 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

September 26,

September 30,

September 26,

September 30,

Point-in-time

6 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

September 26,

September 30,

September 26,

September 30,

Balance, beginning of the period

4 unchanged sentences

Restricted Stock Unit Activity

A summary of the Company’s restricted stock unit activity with respect to the six months ended June 27, 2020 is as follows:

A summary of the Company’s restricted stock unit activity with respect to the nine months ended September 26, 2020 is as follows:

Number of Shares

2 unchanged sentences

Nonvested at December 31, 2019

Nonvested at June 27, 2020

As of June 27, 2020 and December 31, 2019, there was $ 27,558 and $ 22,230 of total unrecognized compensation cost related to restricted stock units granted under the Company’s stock plans, respectively.

That cost is expected to be recognized over a weighted average period of 2.1 years and 1.9 years for each of the respective periods.

Nonvested at September 26, 2020

As of September 26, 2020 and December 31, 2019, there was $ 23,128 and $ 22,230 of total unrecognized compensation cost related to restricted stock units granted under the Company’s stock plans, respectively.

That cost is expected to be recognized over a weighted average period of 1.9 years for both of the respective periods.

Other (Expense) Income, Net

1 unchanged sentence

Three Months Ended

Six Months Ended

Nine Months Ended

September 26,

September 30,

September 26,

September 30,

Foreign currency exchange gains (losses), net

2 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

September 26,

September 30,

September 26,

September 30,

Income before income taxes

Provision (benefit) for income taxes

Provision for income taxes

Effective tax rate

The income tax provision for the six months ended June 27, 2020 was computed based on the Company’s annual forecast of profit by jurisdiction and forecasted effective tax rate for the year.

The changes in the Company’s effective tax rate for the three and six months ended June 27, 2020 as compared to the three and six months ended June 30, 2019 are primarily due to (i) changes in forecasted earnings, (ii) computed research and development credits on forecasted earnings levels, and (iii) the Foreign Derived Intangible Income (“FDII”) deduction on forecasted earnings levels, and (iv) a one-time provision for additional withholding tax related to a dividend distribution from the Company’s Korea subsidiary offset by a one-time benefit related to the filings of the Company’s 2019 foreign income tax returns.

The income tax provision for the nine months ended September 26, 2020 was computed based on the Company’s annual forecast of profit by jurisdiction and forecasted effective tax rate for the year.

The changes in the Company’s effective tax rate for the three and nine months ended September 26, 2020 as compared to the three and nine months ended September 30, 2019 are primarily due to (i) changes in forecasted earnings, (ii) computed research and development credits on forecasted earnings levels, (iii) the Foreign Derived Intangible Income (“FDII”) deduction on forecasted earnings levels, and (iv) a one-time provision for additional withholding tax related to a dividend distribution from the Company’s Korea subsidiary offset by a one-time benefit related to the filings of the Company’s 2019 foreign income tax returns.

The Company’s recorded effective tax rate is less than the U.S.

5 unchanged sentences

Therefore, the Company continues to provide a valuation allowance against certain deferred tax assets.

The Company continues to monitor available evidence and may reverse some or all of the remaining valuation allowance in future periods, if appropriate.

The Company has a recorded valuation allowance against certain of its deferred tax assets of $ 14,143 and $ 14,160 as of June 27, 2020 and December 31, 2019, respectively.

The Company continues to monitor available evidence and may reverse some or all of the remaining valuation allowance in future periods, if

The Company has a recorded valuation allowance against certain of its deferred tax assets of $ 14,150 and $ 14,160 as of September 26, 2020 and December 31, 2019 , respectively.

On March 27, 2020, the “Coronavirus Aid, Relief and Economic Security Act” (the “CARES Act”) was enacted.

9 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

September 26,

September 30,

September 26,

September 30,

Restricted stock units

1 unchanged sentence

Three Months Ended

Six Months Ended

Nine Months Ended

September 26,

September 30,

September 26,

September 30,

Basic earnings per share - weighted average shares

Effect of potential dilutive securities:

Employee stock options and restricted stock

units - dilutive shares

Employee stock options, employee stock purchase grants and restricted stock units - dilutive shares

Diluted earnings per share - weighted average shares

Earnings per share:

Accumulated Other Comprehensive Loss

The components of accumulated other comprehensive loss, net of tax at June 27, 2020, as well as the activity for the six months ended June 27, 2020, were as follows:

Accumulated Other Comprehensive Income (Loss)

The components of accumulated other comprehensive income (loss), net of tax at September 26, 2020, as well as the activity for the nine months ended September 26, 2020, were as follows:

Accumulated Foreign Currency

2 unchanged sentences

Accumulated Other

Comprehensive Loss

Comprehensive Income (Loss)

Balance at December 31, 2019

1 unchanged sentence

Reclassifications

Balance at June 27, 2020

Balance at September 26, 2020

Segment Reporting and Geographic Information

6 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

September 26,

September 30,

September 26,

September 30,

Systems and software

1 unchanged sentence

The Company’s significant operations outside the United States include sales, service and application offices in Asia and Europe.

For geographical reve nue reporting, revenue is attributed to the geographic location to which the product is shipped.

For geographical revenue reporting, revenue is attributed to the geographic location to which the product is shipped.

Revenue by geographic region is as follows:

Three Months Ended

Six Months Ended

Nine Months Ended

September 26,

September 30,

September 26,

September 30,

Revenue from third parties:

2 unchanged sentences

The following customers accounted for more than 10% of total revenue for the indicated periods:

Six Months Ended

Nine Months Ended

September 26,

September 30,

Share Repurchase Authorization

2 unchanged sentences

Under the terms of this share repurchase authorization, shares may be repurchased through open market or privately negotiated transactions.

Share repurchases during the three and six months ended June 27, 2020 were made under this repurchase authorization and at June 27, 2020, there was $ 28,000 available for future share repurchases.

During the six months ended June 30, 2019, share repurchases were made under a legacy Rudolph share repurchase authorization which was terminated on October 25, 2019 due to closing of the Merger.

Share repurchases during the nine months ended September 26, 2020 were made under this repurchase authorization and at September 26, 2020, there was $ 28,000 available for future share repurchases.

During the nine months ended September 30, 2019, share repurchases were made under a legacy Rudolph share repurchase authorization which was terminated on October 25, 2019 due to closing of the Merger.

See Note 2 for additional information regarding the Merger.

1 unchanged sentence

Three Months Ended

Six Months Ended

Nine Months Ended

September 26,

September 30,

September 26,

September 30,

Shares of common stock repurchased

2 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements