Technology
Travelzoo Reports Third Quarter 2026 Results
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9 hours agoon
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NEW YORK, Oct. 27, 2026 /PRNewswire/ — Travelzoo® (NASDAQ: TZOO):
Revenue of $22.9 million, up 3% year-over-yearConsolidated operating loss of $2.6 millionNon-GAAP consolidated operating loss of $2.1 millionCash flow from operations of $1.8 millionEarnings per share (EPS) of $(0.20)Club Members up 65% year-over-year
Travelzoo, the club for travel enthusiasts, today announced financial results for the third quarter ended September 30, 2026. Consolidated revenue was $22.9 million, up 3% from $22.2 million year-over-year. In constant currencies, revenue was $23.0 million. Travelzoo’s reported revenue consists of advertising revenues and commissions, derived from and generated in connection with purchases made by Travelzoo members, and membership fees.
In Q3, we continued to invest significantly in growing Club Members and accelerated the shift towards membership fees revenue. Marketing costs were expensed immediately. Membership fees revenue is recognized ratably over the subscription period of 12 months. Going forward, we expect new and recurring membership fees revenue from a growing base of members. We refer to our investor presentation.
Net Loss attributable to Travelzoo was $2.0 million for Q3 2026, or $(0.20) per share, compared with $0.01 per share in the prior-year period.
Non-GAAP operating loss was $2.1 million. Non-GAAP operating loss excludes stock option expenses ($338,000) and severance expense ($150,000). Please refer to “Non-GAAP Financial Measures” and the tabular reconciliation below.
“We will continue to leverage Travelzoo’s global reach, trusted brand, and strong relationships with top travel suppliers to negotiate more Club Offers for Club Members and add new benefits, such as our popular complimentary airport lounge access worldwide in case of a delayed flight,” said Holger Bartel, Travelzoo’s Global CEO. “Travelzoo members are affluent, active, and open to new experiences. We inspire travel enthusiasts to travel to places they never imagined they could. Travelzoo is the must-have membership for those who love to travel as much as we do.”
Travelzoo North America
North America business segment revenue increased 4% year-over-year to $14.8 million. Operating loss for Q3 2026 was $1.4 million, or 9% of revenue, compared to operating profit of $1.1 million or 8% of revenue in the prior-year period.
Travelzoo Europe
Europe business segment revenue increased 5% year-over-year to $6.9 million. Operating loss for Q3 2026 was $1.2 million, or 18% of revenue, compared to operating loss of $0.6 million, or 10% of revenue in the prior-year period.
Jack’s Flight Club
Jack’s Flight Club is a membership subscription service in which Travelzoo has a 60% ownership interest. Revenue decreased 15% year-over-year to $1.2 million. Jack’s Flight Club’s revenue from subscriptions is recognized ratably over the subscription period (quarterly, semi-annually, annually). Operating profit for Q3 2026 was $34,000, compared to operating profit of $20,000 in the prior-year period.
New Initiatives
New Initiatives business segment revenue, which includes Licensing and Travelzoo META, was $27,000. Operating loss for Q3 2026 was $3,000.
In 2020, Travelzoo entered into royalty-bearing licensing agreements with local licensees for the exclusive use of Travelzoo’s brand, business model, and members in Australia, Japan, New Zealand, and Singapore. Under these arrangements, Travelzoo’s existing members in Australia, Japan, New Zealand, and Singapore will continue to be owned by Travelzoo as the licensor. Licensing revenue from the licensee in Australia was $11,000 for Q3 2026. Licensing revenue from the licensee in Japan was $5,000 for Q3 2026. Licensing revenue is expected to increase going forward.
Reach
Travelzoo reaches 30 million travelers. This includes Jack’s Flight Club. Comparisons to prior periods are no longer meaningful due to strategic developments of the Travelzoo membership.
In 2024, we introduced a membership fee for Travelzoo. Legacy Members, who joined prior to 2024, continue to receive certain travel offers. However, Club Offers and new benefits are only available to Club Members, who pay the membership fee. Therefore, we are seeing many Legacy Members become Club Members over time—in addition to new members who join. In Q3, the number of Club Members increased by 65% year-over-year.
Income Taxes
The reported income tax benefit for Q3 2026 was $436,000.
Balance Sheet
As of September 30, 2026, cash, cash equivalents and restricted cash were $8.8 million. Cash flow from operations was $1.8 million.
Deferred revenue increased because membership fees are earned over the subscription period. Membership fees revenue is recognized ratably over the subscription period.
Share Repurchase Program
During Q3 2026, the Company repurchased 256,898 shares of its outstanding common stock.
Looking Ahead
For Q4 2026, we expect year-over-year revenue growth. We also expect revenue growth in subsequent quarters, as membership fees revenue is recognized ratably over the subscription period of 12 months, as we grow Club Members, and as more Legacy Members become Club Members. Over time, we expect profitability to increase as recurring membership fees revenue will be recognized. In the short-term, fluctuations in reported net income are likely.
Non-GAAP Financial Measures
Management calculates non-GAAP operating income when evaluating the financial performance of the business. Calculation of non-GAAP operating income, also called “non-GAAP operating profit” in this press release and today’s earnings conference call, excludes the following items: amortization of intangibles, stock option expenses, and severance-related expenses. This press release includes a table which reconciles GAAP operating income to the calculation of non-GAAP operating income. Non-GAAP operating income is not required by, or presented in accordance with, generally accepted accounting principles in the United States of America (“GAAP”). This information should be considered as supplemental in nature and should not be considered in isolation or as a substitute for the financial information prepared in accordance with GAAP. In addition, these non-GAAP financial measures may not be the same as similarly titled measures reported by other companies.
Conference Call
Travelzoo will host a conference call to discuss third quarter 2026 results today at 11:00 a.m. ET. Please visit http://ir.travelzoo.com/events-presentations to
download the management presentation (PDF format) to be discussed in the conference callaccess the webcast.
About Travelzoo
We, Travelzoo®, are the club for travel enthusiasts. We reach 30 million travelers. Club Members receive Club Offers negotiated and rigorously vetted by our deal experts around the globe. Our relationships with thousands of top travel companies give us access to irresistible deals. Our club and its benefits are built around the lifestyle of a modern travel enthusiast.
Certain statements contained in this press release that are not historical facts may be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities and Exchange Act of 1934. These forward-looking statements may include, but are not limited to, statements about our plans, objectives, expectations, prospects and intentions, markets in which we participate and other statements contained in this press release that are not historical facts. When used in this press release, the words “expect”, “predict”, “project”, “anticipate”, “believe”, “estimate”, “intend”, “plan”, “seek” and similar expressions are generally intended to identify forward-looking statements. Because these forward-looking statements involve risks and uncertainties, there are important factors that could cause actual results to differ materially from those expressed or implied by these forward-looking statements, including changes in our plans, objectives, expectations, prospects and intentions and other factors discussed in our filings with the SEC. We cannot guarantee any future levels of activity, performance or achievements. Travelzoo undertakes no obligation to update forward-looking statements to reflect events or circumstances occurring after the date of this press release.
Travelzoo
Condensed Consolidated Statements of Operations
(Unaudited)
(In thousands, except per share amounts)
Three months ended
Nine months ended
September 30,
September 30,
2026
2025
2026
2025
Revenues
$ 22,910
$ 22,198
$ 70,391
$ 69,245
Cost of revenues
5,748
4,519
18,088
13,132
Gross profit
17,162
17,679
52,303
56,113
Operating expenses:
Sales and marketing
14,604
12,198
39,454
34,378
Product development
589
631
1,855
1,963
General and administrative
4,529
4,362
12,872
13,420
Total operating expenses
19,722
17,191
54,181
49,761
Operating income (loss)
(2,560)
488
(1,878)
6,352
Other income, net
166
(64)
436
727
Income (loss) before income taxes
(2,394)
424
(1,442)
7,079
Income tax expense (benefit)
(436)
245
124
2,158
Net income (loss)
(1,958)
179
(1,566)
4,921
Net income attributable to non-controlling interest
51
29
101
201
Net income (loss) attributable to Travelzoo
$ (2,009)
$ 150
$ (1,667)
$ 4,720
Net income (loss) per share—basic
$ (0.20)
$ 0.01
$ (0.16)
$ 0.41
Net income (loss) per share—diluted
$ (0.20)
$ 0.01
$ (0.16)
$ 0.39
Shares used in per share calculation—basic
10,197
10,987
10,449
11,585
Shares used in per share calculation—diluted
10,197
11,213
10,449
11,974
Travelzoo
Condensed Consolidated Balance Sheets
(Unaudited)
(In thousands)
September 30,
2026
December 31,
2025
Assets
Current assets:
Cash and cash equivalents
$ 8,090
$ 10,007
Accounts receivable, net
11,198
10,723
Prepaid income taxes
2,093
1,364
Prepaid expenses and other
1,958
1,302
Total current assets
23,339
23,396
Deposits and other
397
166
Deferred tax assets
4,964
4,202
Restricted cash
754
756
Operating lease right-of-use assets
4,737
4,047
Property and equipment, net
117
231
Intangible assets, net
1,450
1,450
Goodwill
10,944
10,944
Total assets
$ 46,702
$ 45,192
Liabilities and Equity
Current liabilities:
Accounts payable
$ 10,468
$ 7,761
Merchant payables
10,419
11,665
Accrued expenses and other
5,003
3,926
Deferred revenue
13,523
8,728
Income tax payable
27
279
Operating lease liabilities
2,197
1,811
Total current liabilities
41,637
34,170
Long-term tax liability
10,675
9,260
Long-term operating lease liabilities
4,151
4,184
Total liabilities
56,463
47,614
Common stock
100
109
Tax indemnification
(9,537)
(9,537)
Retained earnings (losses)
(151)
7,243
Accumulated other comprehensive loss
(5,368)
(5,331)
Total Travelzoo stockholders’ equity (deficit)
(14,956)
(7,516)
Non-controlling interest
5,195
5,094
Total stockholders’ equity (deficit)
(9,761)
(2,422)
Total liabilities and stockholders’ equity
$ 46,702
$ 45,192
Travelzoo
Condensed Consolidated Statements of Cash Flows
(Unaudited)
(In thousands)
Three months ended
Nine months ended
September 30,
September 30,
2026
2025
2026
2025
Cash flows from operating activities:
Net income (loss)
$ (1,958)
$ 179
$ (1,566)
$ 4,921
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization
44
57
153
239
Stock-based compensation
338
399
1,057
1,108
Deferred income tax
(219)
(1)
(972)
4
Net foreign currency effects
14
71
66
(224)
Provision of loss (net recoveries) on accounts receivable and refund reserve
(35)
(93)
(182)
30
Changes in operating assets and liabilities:
Accounts receivable
3,367
(988)
(490)
756
Prepaid income taxes
(271)
(154)
(846)
84
Prepaid expenses, deposits and other
(98)
(559)
(620)
(702)
Accounts payable
983
2,314
1,667
2,134
Merchant payables
(286)
(612)
(1,100)
(5,053)
Accrued expenses and other
(540)
(981)
1,193
859
Deferred revenue
783
643
4,881
2,363
Income tax payable
(44)
(576)
(165)
(2,583)
Other liabilities
(259)
(73)
927
273
Net cash (used) provided by operating activities
1,819
(374)
4,003
4,209
Cash flows from investing activities:
Purchases of property and equipment
(33)
(15)
(46)
(49)
Net cash used in investing activities
(33)
(15)
(46)
(49)
Cash flows from financing activities:
Repurchase of common stock
(530)
(1,545)
(5,735)
(12,964)
Exercise of stock options and taxes paid for net share settlement of equity awards
—
—
—
(104)
Net cash used in financing activities
(530)
(1,545)
(5,735)
(13,068)
Effect of exchange rate on cash, cash equivalents and restricted cash
(4)
(17)
(141)
415
Net increase (decrease) in cash, cash equivalents and restricted cash
1,252
(1,951)
(1,919)
(8,493)
Cash, cash equivalents and restricted cash at beginning of period
7,592
11,198
10,763
17,740
Cash, cash equivalents and restricted cash at end of period
$ 8,844
$ 9,247
$ 8,844
$ 9,247
Travelzoo
Segment Information from Continuing Operations
(Unaudited)
(In thousands)
Three months ended September 30, 2026
Travelzoo
North
America
Travelzoo
Europe
Jack’s
Flight Club
New
Initiatives
Consolidated
Revenues from unaffiliated customers
$ 14,664
$ 7,031
$ 1,188
$ 27
$ 22,910
Intersegment revenues
137
(114)
(23)
—
—
Total net revenues
14,801
6,917
1,165
27
22,910
Sales and marketing expenses
9,069
5,097
438
—
14,604
Other expenses
7,108
3,035
693
30
10,866
Operating profit (loss)
(1,376)
(1,215)
34
(3)
(2,560)
Other income, net
166
Loss from operations before income taxes
(2,394)
Three months ended September 30, 2025
Travelzoo
North
America
Travelzoo
Europe
Jack’s
Flight Club
New
Initiatives
Consolidated
Revenues from unaffiliated customers
$ 13,728
$ 7,036
$ 1,407
$ 27
$ 22,198
Intersegment revenues
503
(471)
(32)
—
—
Total net revenues
14,231
6,565
1,375
27
22,198
Sales and marketing expenses
6,998
4,549
651
—
12,198
Other expenses
6,105
2,655
704
48
9,512
Operating profit (loss)
1,128
(640)
20
(20)
488
Other loss, net
(64)
Income from operations before income taxes
424
Nine months ended September 30, 2026
Travelzoo
North
America
Travelzoo
Europe
Jack’s
Flight Club
New
Initiatives
Consolidated
Revenues from unaffiliated customers
$ 45,539
$ 20,991
$ 3,800
$ 61
$ 70,391
Intersegment revenues
610
(561)
(49)
—
—
Total net revenues
46,149
20,430
3,751
61
70,391
Sales and marketing expenses
23,379
14,439
1,636
—
39,454
Other expenses
22,394
8,125
2,163
133
32,815
Operating profit (loss)
376
(2,134)
(48)
(72)
(1,878)
Other income, net
436
Loss from operations before income taxes
(1,442)
Nine months ended September 30, 2025
Travelzoo
North
America
Travelzoo
Europe
Jack’s
Flight Club
New
Initiatives
Consolidated
Revenues from unaffiliated customers
$ 44,296
$ 20,745
$ 4,140
$ 64
$ 69,245
Intersegment revenues
1,196
(1,084)
(112)
—
—
Total net revenues
45,492
19,661
4,028
64
69,245
Sales and marketing expenses
19,400
13,101
1,877
—
34,378
Other expenses
18,551
7,856
1,963
145
28,515
Operating profit (loss)
7,541
(1,296)
188
(81)
6,352
Other income, net
727
Income from operations before income taxes
7,079
Travelzoo
Reconciliation of GAAP to Non-GAAP Information
(Unaudited)
(In thousands, except per share amounts)
Three months ended
Nine months ended
September 30,
September 30,
2026
2025
2026
2025
GAAP operating expense
$ 19,722
$ 17,191
$ 54,181
$ 49,761
Non-GAAP adjustments:
Amortization of intangibles (A)
—
2
—
45
Stock option expenses (B)
338
399
1,057
1,108
Severance-related expenses (C)
150
167
165
395
Non-GAAP operating expense
19,234
16,623
52,959
48,213
GAAP operating income (loss)
(2,560)
488
(1,878)
6,352
Non-GAAP adjustments (A through C)
488
568
1,222
1,548
Non-GAAP operating income (loss)
(2,072)
1,056
(656)
7,900
Investor Relations:
ir@travelzoo.com
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SOURCE Travelzoo
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ABOUT SANDBOX VR
Sandbox VR is the world’s premier destination for location-based virtual reality experiences. Operating across 100 venues around the globe through a franchise and corporate-owned model, Sandbox VR attracts over 150,000 guests each month. Sandbox VR gives guests the opportunity to step out of everyday reality into unforgettable adventures through group-play immersive experiences. Using a proprietary full-body VR platform, the company develops original and licensed content, including exclusive experiences like Stranger Things: Catalyst and Squid Game Virtuals in collaboration with Netflix, and the Sandbox VR original Deadwood series. With over 6 million tickets sold worldwide, Sandbox VR has become a leader in immersive entertainment, combining premium technology with emotionally engaging storytelling. Recognized as one of Fast Company’s Most Innovative Companies and a two-time honoree on the Inc. 5000 list of America’s fastest-growing private companies, Sandbox VR is headquartered in San Francisco with offices in Hong Kong and Vancouver. The company has raised over $70 million from investors, including Andreessen Horowitz, Alibaba Entrepreneurs Fund, Gobi Partners and Craft, with individual backers including Justin Timberlake, Kevin Durant, and Will Smith.
Media Contact:
Carolina Brost, Owner
Immersa Entertainment LLC
dba Sandbox VR The Falls
(786) 530-2020
sandboxvr.thefalls@gmail.com
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Disclosure Information
10x Genomics uses filings with the Securities and Exchange Commission, our website (www.10xgenomics.com), press releases, public conference calls, public webcasts and our social media accounts as means of disclosing material non-public information and for complying with our disclosure obligations under Regulation FD.
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Media: media@10xgenomics.com
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Highlights for the Third Quarter 2026 were as follows:
Record revenue of $759 million, up 18% compared to Q2 2026 and up 49% compared to Q3 2025.GAAP gross margin of 16.9% and non-GAAP gross margin of 17.3%.GAAP EPS of $0.85 and non-GAAP EPS of $1.15.
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Total revenue was $759.0 million. Products contributed $681.9 million and Services added $77.1 million. Total gross margin was 16.9%, operating margin was 7.1%, and net income was $39.1 million or $0.85 per diluted share. This compares to total revenue of $644.9 million, gross margin of 16.1%, operating margin of 4.6%, and net income of $8.7 million or $0.19 per diluted share, in the prior quarter.
Third Quarter 2026 Non-GAAP Financial Results
On a non-GAAP basis, gross margin was 17.3%, operating margin was 9.0%, and net income was $53.2 million or $1.15 per diluted share. This compares to gross margin of 16.7%, operating margin of 7.0%, and net income of $32.3 million or $0.70 per diluted share, in the prior quarter.
Fourth Quarter 2026 Outlook
The Company expects revenue in the range of $800 million to $860 million. The Company expects GAAP diluted net income per share to be between $1.02 and $1.26, and non-GAAP diluted net income per share to be between $1.11 and $1.35.
Conference Call
The call will take place at 1:45 p.m. PT and 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 1-646-517-4150 and entering the confirmation code 33664#. The Webcast will be available on the Investor Relations section of the Company’s website at http://uct.com/investors/events/.
About Ultra Clean Holdings, Inc.
Ultra Clean Holdings, Inc. is a leading developer and supplier of critical subsystems, components, parts, and ultra-high purity cleaning and analytical services, primarily for the semiconductor industry. Under its Products division, UCT offers its customers an integrated outsourced solution for major subassemblies, improved design-to-delivery cycle times, design for manufacturability, prototyping, and high-precision manufacturing. Under its Services Division, UCT offers its customers tool chamber parts cleaning and coating, as well as micro-contamination analytical services. Ultra Clean is headquartered in Hayward, California. Additional information is available at www.uct.com.
Use of Non-GAAP Measures
In addition to providing results that are determined in accordance with Generally Accepted Accounting Principles in the United States of America (“GAAP”), management uses non-GAAP gross margin, non-GAAP operating margin and non-GAAP net income to evaluate the Company’s operating and financial results. We believe the presentation of non-GAAP results is useful to investors for analyzing our core business and business trends and comparing performance to prior periods, along with enhancing investors’ ability to view the Company’s results from management’s perspective. The presentation of this additional information should not be considered a substitute for results prepared in accordance with GAAP. Tables presenting reconciliations from GAAP results to non-GAAP results are included at the end of this press release.
The Company defines non-GAAP net income as net loss before amortization of intangible assets, stock-based compensation, restructuring charges, debt refinancing costs, legal-related costs, unrealized loss (gain) on foreign exchange, VAT settlement, and the tax effects of the foregoing adjustments.
A reconciliation of our guidance for non-GAAP net income per diluted share for the subsequent quarter is not available due to fluctuations in the geographic mix of our earnings from quarter to quarter, which impacts our tax rate and cannot be reasonably predicted or determined. As a result, such reconciliation is not available without unreasonable efforts and we are unable to determine the probable significance of the unavailable information.
Safe Harbor Statement
The foregoing information 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 similar expressions to identify these forward-looking statements. Forward looking statements included in this press release include our expectations about the semiconductor capital equipment market and outlook. All forward-looking statements address matters that involve risks and uncertainties. Accordingly, the Company’s actual results may differ materially from the results predicted or implied by these forward-looking statements. These risks, uncertainties and other factors also include, among others, those identified in “Risk Factors,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and elsewhere in our annual report on Form 10-K for the year ended December 26, 2025, as filed with the Securities and Exchange Commission. Ultra Clean Holdings, Inc. undertakes no obligation to publicly update or review any forward-looking statements, whether as a result of new information, future developments or otherwise unless required by law.
Contact:
Rhonda Bennetto
SVP Investor Relations
rbennetto@uct.com
ULTRA CLEAN HOLDINGS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited; in millions, except per share data)
Three Months Ended
Nine Months Ended
September 25, 2026
September 26, 2025
September 25, 2026
September 26, 2025
Revenues:
Products
$ 681.9
$ 445.0
$ 1,720.3
$ 1,356.9
Services
77.1
65.0
217.3
190.4
Total revenues
759.0
510.0
1,937.6
1,547.3
Cost of revenues:
Products
575.7
380.4
1,465.2
1,163.9
Services
54.9
47.4
155.9
137.8
Total cost of revenues
630.6
427.8
1,621.1
1,301.7
Gross profit
128.4
82.2
316.5
245.6
Operating expenses:
Research and development
8.8
7.8
26.1
23.2
Sales and marketing
15.9
15.1
47.8
45.5
General and administrative
50.0
48.7
148.1
144.1
Impairment of goodwill
—
—
—
151.1
Total operating expenses
74.7
71.6
222.0
363.9
Income (loss) from operations
53.7
10.6
94.5
(118.3)
Interest income
1.4
1.1
3.8
3.0
Interest expense
(1.5)
(9.9)
(9.8)
(29.9)
Other expense, net
(2.5)
(1.2)
(3.2)
(2.5)
Income (loss) before provision for income taxes
51.1
0.6
85.3
(147.7)
Provision for income taxes
10.3
8.7
47.5
23.3
Net income (loss)
40.8
(8.1)
37.8
(171.0)
Less: Net income attributable to noncontrolling interests
1.7
2.8
7.9
6.9
Net income (loss) attributable to UCT
$ 39.1
$ (10.9)
$ 29.9
$ (177.9)
Net income (loss) per share attributable to UCT common stockholders:
Basic
$ 0.86
$ (0.24)
$ 0.66
$ (3.93)
Diluted
$ 0.85
$ (0.24)
$ 0.65
$ (3.93)
Shares used in computing net income (loss) per share:
Basic
45.4
45.4
45.3
45.2
Diluted
46.2
45.4
46.2
45.2
ULTRA CLEAN HOLDINGS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited; in millions)
September 25,
2026
December 26,
2025
ASSETS
Current assets:
Cash and cash equivalents
$ 270,9
$ 311,8
Accounts receivable, net of allowance for credit losses
272,4
208,8
Inventories
723,3
390,9
Prepaid expenses and other current assets
67,6
48,2
Total current assets
1 334,2
959,7
Property, plant and equipment, net
344,4
324,6
Goodwill
114,2
114,2
Intangible assets, net
136,4
156,8
Deferred tax assets, net
4,1
3,5
Operating lease right-of-use assets
156,3
157,2
Other non-current assets
14,8
13,0
Total assets
$ 2 104,4
$ 1 729,0
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Current portion of long-term debt
$ —
$ 9,9
Accounts payable
335,2
194,9
Accrued compensation and related benefits
63,3
51,1
Operating lease liabilities
22,3
20,2
Other current liabilities
57,8
24,6
Total current liabilities
478,6
300,7
Long-term debt
635,1
467,0
Deferred tax liabilities
13,7
13,8
Operating lease liabilities
152,7
156,6
Other liabilities
11,0
6,8
Total liabilities
1 291,1
944,9
Equity:
UCT stockholders’ equity:
Common stock
0,1
0,1
Additional paid-in capital
601,6
578,7
Common shares held in treasury
(88,7)
(48,4)
Retained earnings
219,1
189,2
Accumulated other comprehensive loss
(4,6)
(8,6)
Total UCT stockholders’ equity
727,5
711,0
Noncontrolling interests
85,8
73,1
Total equity
813,3
784,1
Total liabilities and equity
$ 2 104,4
$ 1 729,0
ULTRA CLEAN HOLDINGS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited; in millions)
Nine Months Ended
September 25,
2026
September 26,
2025
(In millions)
Cash flows from operating activities:
Net income (loss)
$ 37.8
$ (171.0)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization
37.5
35.5
Amortization of intangible assets
20.4
21.2
Stock-based compensation
17.2
14.4
Amortization of debt issuance costs
2.5
2.1
Loss on extinguishment of debt
3.4
—
Loss on disposal of property, plant and equipment
1.2
0.7
Impairment of goodwill
—
151.1
Change in the fair value of financial instruments
—
(0.1)
Deferred income taxes
(0.6)
0.4
Changes in assets and liabilities:
Accounts receivable
(63.6)
41.6
Inventories
(332.4)
(1.2)
Prepaid expenses and other current assets
(16.0)
(6.3)
Other non-current assets
0.0
(1.0)
Accounts payable
131.1
(22.8)
Accrued compensation and related benefits
12.2
(0.6)
Income taxes payable
3.3
(12.1)
Operating lease right-of-use assets and operating lease liabilities
(0.9)
10.2
Other liabilities
30.2
(4.6)
Net cash provided by (used in) operating activities
(116.7)
57.5
Cash flows from investing activities:
Purchases of property, plant and equipment
(45.3)
(40.2)
Proceeds from sale of equipment
0.1
3.2
Net cash used in investing activities
(45.2)
(37.0)
Cash flows from financing activities:
Proceeds from the issuance of common stock under at-the-market offering, net of commissions and fees
34.0
—
At-the-market offering costs for the issuance of common stock
(0.1)
—
Proceeds from the issuance of convertible notes
600.0
—
Borrowings on revolving credit facility
50.0
—
Proceeds from bank borrowings
—
59.3
Extinguishment of bank borrowings
—
(59.3)
Proceeds from issuance of common stock
1.1
1.1
Payment of debt issuance costs
(17.4)
(0.6)
Repurchase of common stock
(40.0)
(3.4)
Payment for capped call transactions
(25.1)
—
Principal payments on bank borrowings
(481.5)
(18.2)
Employees’ taxes paid upon vesting of restricted stock units
(4.3)
(1.1)
Payments of dividends to a joint venture shareholder
(0.1)
(0.1)
Net cash provided by (used in) financing activities
116.6
(22.3)
Effect of exchange rate changes on cash and cash equivalents
4.4
2.0
Net increase (decrease) in cash and cash equivalents
(40.9)
0.2
Cash and cash equivalents at beginning of period
311.8
313.9
Cash and cash equivalents at end of period
$ 270.9
$ 314.1
ULTRA CLEAN HOLDINGS, INC.
REPORTABLE SEGMENTS
GAAP TO NON-GAAP RECONCILIATION
(Unaudited; dollars in millions)
GAAP
Non-GAAP
Three Months Ended
Three Months Ended
September 25, 2026
September 25, 2026
Products
Services
Consolidated
Products
Services
Consolidated
Revenues
$ 681.9
$ 77.1
$ 759.0
$ 681.9
$ 77.1
$ 759.0
Gross profit
$ 106.2
$ 22.2
$ 128.4
$ 108.3
$ 23.2
$ 131.5
Gross margin
15.6 %
28.8 %
16.9 %
15.9 %
30.1 %
17.3 %
Income from operations
$ 46.7
$ 7.0
$ 53.7
$ 58.1
$ 10.5
$ 68.6
Operating margin
6.8 %
9.1 %
7.1 %
8.5 %
13.6 %
9.0 %
Three Months Ended
September 25, 2026
Products
Services
Consolidated
Reconciliation of GAAP Gross profit to Non-GAAP Gross profit (in millions)
Reported gross profit on a GAAP basis
$ 106.2
$ 22.2
$ 128.4
Amortization of intangible assets (1)
1.3
1.0
2.3
Stock-based compensation expense (2)
0.6
—
0.6
Restructuring charges (3)
0.2
—
0.2
Non-GAAP gross profit
$ 108.3
$ 23.2
$ 131.5
Reconciliation of GAAP Gross margin to Non-GAAP Gross margin
Reported gross margin on a GAAP basis
15.6 %
28.8 %
16.9 %
Amortization of intangible assets (1)
0.2 %
1.3 %
0.3 %
Stock-based compensation expense (2)
0.1 %
— %
0.1 %
Restructuring charges (3)
0.0 %
— %
0.0 %
Non-GAAP gross margin
15.9 %
30.1 %
17.3 %
Reconciliation of GAAP Income from operations to Non-GAAP Income from operations (in millions)
Reported income from operations on a GAAP basis
$ 46.7
$ 7.0
$ 53.7
Amortization of intangible assets (1)
3.9
2.9
6.8
Stock-based compensation expense (2)
6.3
0.6
6.9
Restructuring charges (3)
0.6
0.0
0.6
Legal-related costs (4)
0.6
—
0.6
Non-GAAP income from operations
$ 58.1
$ 10.5
$ 68.6
Reconciliation of GAAP Operating margin to Non-GAAP Operating margin
Reported operating margin on a GAAP basis
6.8 %
9.1 %
7.1 %
Amortization of intangible assets (1)
0.6 %
3.8 %
0.8 %
Stock-based compensation expense (2)
0.9 %
0.7 %
0.9 %
Restructuring charges (3)
0.1 %
— %
0.1 %
Legal-related costs (4)
0.1 %
— %
0.1 %
Non-GAAP operating margin
8.5 %
13.6 %
9.0 %
1
Amortization of intangible assets related to the Company’s business acquisitions
2
Represents compensation expense for stock granted to employees and directors
3
Represents costs associated with employee separation, severance, retention, and other expenses related to facility closures
4
Represents estimated costs related to certain legal proceedings and a cybersecurity incident
ULTRA CLEAN HOLDINGS, INC.
UNAUDITED RECONCILIATION OF GAAP TO NON-GAAP ADJUSTED RESULTS
Three Months Ended
September 25,
2026
September 26,
2025
June 26,
2026
Reconciliation of GAAP Net Income (Loss) to Non-GAAP Net Income (in millions)
Reported net income (loss) attributable to UCT on a GAAP basis
$ 39.1
$ (10.9)
$ 8.7
Amortization of intangible assets (1)
6.8
6.9
6.8
Stock-based compensation expense (2)
6.9
4.6
8.1
Restructuring charges (3)
0.6
7.1
0.7
Debt refinancing costs expensed (4)
—
1.1
0.7
Legal-related costs (5)
0.6
0.2
—
Unrealized loss (gain) on foreign exchange (6)
2.6
(2.4)
(1.9)
VAT settlement (7)
—
(0.2)
—
Income tax effect of non-GAAP adjustments (8)
(3.5)
(4.0)
(2.9)
Income tax effect of valuation allowance (9)
0.1
8.6
12.1
Non-GAAP net income attributable to UCT
$ 53.2
$ 11.0
$ 32.3
Reconciliation of GAAP Income from operations to Non-GAAP Income from operations (in millions)
Reported income from operations on a GAAP basis
$ 53.7
$ 10.6
$ 29.5
Amortization of intangible assets (1)
6.8
6.9
6.8
Stock-based compensation expense (2)
6.9
4.6
8.1
Restructuring charges (3)
0.6
7.1
0.7
Legal-related costs (5)
0.6
0.2
—
VAT settlement (7)
—
(0.2)
—
Non-GAAP income from operations
$ 68.6
$ 29.2
$ 45.1
Reconciliation of GAAP Operating margin to Non-GAAP Operating margin
Reported operating margin on a GAAP basis
7.1 %
2.1 %
4.6 %
Amortization of intangible assets (1)
0.8 %
1.3 %
1.0 %
Stock-based compensation expense (2)
0.9 %
0.9 %
1.3 %
Restructuring charges (3)
0.1 %
1.4 %
0.1 %
Legal-related costs (5)
0.1 %
0.0 %
— %
VAT settlement (7)
— %
0.0 %
— %
Non-GAAP operating margin
9.0 %
5.7 %
7.0 %
Reconciliation of GAAP Gross profit to Non-GAAP Gross profit (in millions)
Reported gross profit on a GAAP basis
$ 128.4
$ 82.2
$ 103.7
Amortization of intangible assets (1)
2.3
2.3
2.3
Stock-based compensation expense (2)
0.6
0.5
1.5
Restructuring charges (3)
0.2
2.1
0.1
VAT settlement (7)
—
(0.2)
—
Non-GAAP gross profit
$ 131.5
$ 86.9
$ 107.6
Reconciliation of GAAP Gross margin to Non-GAAP Gross margin
Reported gross margin on a GAAP basis
16.9 %
16.1 %
16.1 %
Amortization of intangible assets (1)
0.3 %
0.4 %
0.4 %
Stock-based compensation expense (2)
0.1 %
0.1 %
0.2 %
Restructuring charges (3)
0.0 %
0.4 %
0.0 %
VAT settlement (7)
— %
0.0 %
— %
Non-GAAP gross margin
17.3 %
17.0 %
16.7 %
Reconciliation of GAAP Other income (expense), net to Non-GAAP Other income (expense), net (in millions)
Reported Other income (expense), net on a GAAP basis
$ (2.5)
$ (1.2)
$ 0.6
Debt refinancing costs expensed (4)
—
1.1
0.7
Unrealized loss (gain) on foreign exchange (6)
2.6
(2.4)
(1.9)
Non-GAAP Other income (expense), net
$ 0.1
$ (2.5)
$ (0.6)
Reconciliation of GAAP Income (Loss) Per Diluted Share to Non-GAAP Earnings Per Diluted Share
Reported net income (loss) on a GAAP basis
$ 0.85
$ (0.24)
$ 0.19
Amortization of intangible assets (1)
0.15
0.15
0.15
Stock-based compensation expense (2)
0.15
0.10
0.18
Restructuring charges (3)
0.01
0.16
0.01
Debt refinancing costs expensed (4)
—
0.02
0.01
Legal-related costs (5)
0.01
0.00
—
Unrealized loss (gain) on foreign exchange (6)
0.06
(0.05)
(0.04)
VAT settlement (7)
—
0.00
—
Income tax effect of non-GAAP adjustments (8)
(0.08)
(0.09)
(0.06)
Income tax effect of valuation allowance (9)
0.00
0.19
0.26
Impact of dilutive shares
0.00
0.00
0.00
Non-GAAP net earnings
$ 1.15
$ 0.24
$ 0.70
Weighted average number of diluted shares (in millions) on a non-GAAP basis (10)
46.2
45.6
46.0
ULTRA CLEAN HOLDINGS, INC.
UNAUDITED RECONCILIATION OF GAAP TO NON-GAAP EFFECTIVE INCOME TAX RATE
Three Months Ended
September 25,
2026
September 26,
2025
June 26,
2026
Provision for income taxes on a GAAP basis
$ 10.3
$ 8.7
$ 18.1
Income tax effect of non-GAAP adjustments (8)
3.5
4.0
2.9
Income tax effect of valuation allowance (9)
(0.1)
(8.6)
(12.1)
Non-GAAP provision for income taxes
$ 13.7
$ 4.1
$ 8.9
Income before income taxes on a GAAP basis
$ 51.1
$ 0.6
$ 30.0
Amortization of intangible assets (1)
6.8
6.9
6.8
Stock-based compensation expense (2)
6.9
4.6
8.1
Restructuring charges (3)
0.6
7.1
0.7
Debt refinancing costs expensed (4)
—
1.1
0.7
Legal-related costs (5)
0.6
0.2
—
Unrealized loss (gain) on foreign exchange (6)
2.6
(2.4)
(1.9)
VAT settlement (7)
—
(0.2)
—
Non-GAAP income before income taxes
$ 68.6
$ 17.9
$ 44.4
Effective income tax rate on a GAAP basis
20.2 %
1450.0 %
60.3 %
Non-GAAP effective income tax rate
20.0 %
22.9 %
20.0 %
1 Amortization of intangible assets related to the Company’s business acquisitions
2 Represents compensation expense for stock granted to employees and directors
3 Represents costs associated with employee separation, severance, retention, and other expenses related to facility closures
4 Represents certain third party transaction costs related to the amended credit agreement and the previously capitalized costs of extinguished debt
5 Represents estimated costs related to certain legal proceedings and a cybersecurity incident
6 Represents unrealized foreign exchange gains and losses arising from the remeasurement of monetary assets and liabilities
7 Represents impact of value added tax ruling
8 Tax effect of items (1) through (7) above based on the non-GAAP tax rate
9 The Company’s GAAP tax expense is generally higher than the Company’s non-GAAP tax expense, primarily due to losses in the U.S. with full federal and state valuation allowances. The Company’s non-GAAP tax rate and resulting non-GAAP tax expense considers the tax implications as if there was no federal or state valuation allowance position in effect
10 Non-GAAP diluted weighted-average common shares are adjusted to reflect the dilutive impact of our convertible note based on the capped call cap price instead of the initial conversion price
View original content to download multimedia:https://www.prnewswire.com/news-releases/ultra-clean-reports-third-quarter-2026-financial-results-302921159.html
SOURCE Ultra Clean Holdings, Inc.
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