SDL Announces Record Results for 2000 Third $3,433,889 $460,953 (a) Derived from audited financial statements included in the Company's Annual Report Form on 10-K filed with the Securities and Exchange Commission. SDL, Inc. PRO FORMA CONDENSED CONSOLIDATED STATEMENTS OF INCOME (in thousands, except per share data - unaudited) Three Months Ended September 30, 2000 Pro Forma As Reported Adjustments Pro Forma Total revenues $146,516 $- $146,516 Cost of revenues (a) 70,058 (6,463) 63,595 Gross profit 76,458 6,463 82,921 Operating expenses Research and development (a) 12,214 (2,239) 9,975 Selling, general and administrative (a) 18,127 (2,919) 15,208 Merger costs (b) 3,168 (3,168) - Amortization of purchased intangibles (c) 151,327 (151,327) - Total operating expenses 184,836 (159,653) 25,183 Operating income (loss) (108,378) 166,116 57,738 Interest income, net 5,949 - 5,949 Income (loss) before income taxes (102,429) 166,116 63,687 Provision for income taxes (d) 13,404 9,842 23,246 Net income (loss) ($115,833) $156,274 $40,441 Net income (loss) per share - basic ($1.34) $0.47 Net income (loss) per share - diluted ($1.34) $0.45 Number of weighted average shares - basic 86,608 86,608 Number of weighted average shares - diluted 86,608 90,825 (a) Adjusted to exclude $11,621,000 of stock compensation expense and payroll taxes on stock options (b) Adjusted to exclude $3,168,000 of costs incurred to date associated with the proposed merger with JDS Uniphase (c) Adjusted to exclude amortization of purchased intangible assets (d) Adjusted to exclude income tax effects of (a), (b) and (c) to derive a pro forma effect tax rate of 36.5 percent SDL, Inc. PRO FORMA CONDENSED CONSOLIDATED STATEMENTS OF INCOME (in thousands, except per share data - unaudited) Nine Months Ended September 30, 2000 Pro Forma As Reported Adjustments Pro Forma Total revenues $329,234 $- $329,234 Cost of revenues (a) 162,888 (9,303) $153,585 Gross profit 166,346 9,303 175,649 Operating expenses Research and development (a) 26,686 (3,228) 23,458 Selling, general and administrative (a) 38,929 (4,507) 34,422 Merger costs (b) 3,168 (3,168) - In-process research and development (c) 27,400 (27,400) - Amortization of purchased intangibles (d) 224,698 (224,698) - Total operating expenses 320,881 (263,001) 57,880 Operating income (loss) (154,535) 272,304 117,769 Interest income, net 15,463 - 15,463 Income (loss) before income taxes (139,072) 272,304 133,232 Provision for income taxes (e) 33,248 15,382 48,630 Net income (loss) ($172,320) $256,922 $84,602 Net income (loss) per share - basic ($2.17) $1.07 Net income (loss) per share - diluted ($2.17) $1.01 Number of weighted average shares - basic 79,292 79,292 Number of weighted average shares - diluted 79,292 83,603 (b) Adjusted to exclude $17,038,000 of stock compensation expense and payroll taxes on stock options (c) Adjusted to exclude $3,168,000 of costs incurred to date associated with the proposed merger with JDS Uniphase (d) Adjusted to exclude in process R&D charges (e) Adjusted to exclude amortization of purchased intangible assets (f) Adjusted to exclude income tax effects of (a), (b) and (d) to derive a pro forma effective tax rate of 36.5 percent SDL, Inc. PRO FORMA CONDENSED CONSOLIDATED STATEMENTS OF INCOME (in thousands, except per share data - unaudited) Three Months Ended September 30, 1999 Pro Forma As Reported Adjustments Pro Forma Total revenues $47,507 $- $47,507 Cost of revenues 26,656 - 26,656 Gross profit 20,851 - 20,851 Operating expenses Research and development 5,237 - 5,237 Selling, general and administrative (a) 6,527 (299) 6,228 Amortization of purchased intangibles (b) 210 (210) - Total operating expenses 11,974 (509) 11,465 Operating income 8,877 509 9,386 Interest income, net 589 - 589 Income before income taxes 9,466 509 9,975 Provision for income taxes (c) 2,082 113 2,195 Net income $7,384 $396 $7,780 Net income per share - basic $0.12 $0.12 Net income per share - diluted $0.11 $0.11 Number of weighted average shares - basic 64,186 64,186 Number of weighted average shares - diluted 68,292 68,292 (a) Adjusted to exclude $299,000 of non-cash stock compensation expense (b) Adjusted to exclude amortization of purchased intangible assets (c) Adjusted to exclude (a) and (b) to derive a pro forma effective tax rate of 22 percent SDL, Inc. PRO FORMA CONDENSED CONSOLIDATED STATEMENTS OF INCOME (in thousands, except per share data - unaudited) Nine Months Ended September 30, 1999 Pro Forma As Reported Adjustments Pro Forma Total revenues $128,344 $- 128,344 Cost of revenues (a) 74,662 (700) 73,962 Gross profit 53,682 700 54,382 Operating expenses Research and development 13,310 - 13,310 Selling, general and administrative (b) 18,650 (474) 18,176 Merger costs (c) 2,677 (2,677) - In-process research and development (d) 1,495 (1,495) - Amortization of purchased intangibles (e) 599 (599) - Total operating expenses 36,731 (5,245) 31,486 Operating income 16,951 5,945 22,896 Interest income, net 1,172 - 1,172 Income before income taxes 18,123 5,945 24,068 Provision for income taxes (f) 4,905 278 5,183 Net income 13,218 $5,667 $18,885 Net income per share - basic $0.21 $0.30 Net income per share - diluted $0.20 $0.29 Number of weighted average shares - basic 62,086 62,086 Number of weighted average shares - diluted 66,170 66,170 (a) Adjusted to exclude $700,000 one-time charge related to the acquisition of Polaroid's fiber laser business in February 1999 (b) Adjusted to exclude $474,000 of non-cash stock compensation expense (c) Adjusted to exclude merger costs related to the pooling of interests transaction with IOC (d) Adjusted to exclude in-process R&D charges (e) Adjusted to exclude amortization of purchased intangible assets (f) Adjusted to exclude (a), (b), (c), and (e) to derive a pro forma effective tax rate of 22 percent /CONTACT: Donald R. Scifres, Chairman and CEO or Michael L. Foster, VP Finance and CFO, both of SDL, Inc., 408-943-9411; General info., Lisa Horn Chainey, investors, Susan Katz, or media, Dawn Swidorski, all of The Financial Relations Board, 415-986-1591/ 16:01 EDT |