Good day and thank you for standing by and welcome to the Richardson Electronics' Conference Call for the Third Quarter of Fiscal Year 2021. [Operator Instructions]

I will now hand the conference over to your speaker today, Ed Richardson.

Edward J. Richardson - Chairman, Chief Executive Officer and President

Good morning and welcome to Richardson Electronics' conference call for the third quarter of fiscal year 2021.

Joining me today are Robert Ben, Chief Financial Officer; Wendy Diddell, Chief Operating Officer and General Manager for Richardson Healthcare; Greg Peloquin, General Manager of our Power and Microwave Technologies Group; and Jens Ruppert, General Manager of Canvys. We're still calling in from remote locations.

As a reminder, this call is being recorded and will be available for audio playback.

I'd also like to remind you that we'll be making forward-looking statements. They're based on current expectations and involve risks and uncertainties. Therefore, our actual results could be materially different. Please refer to our press release and SEC filings for an explanation of our risk factors.

Given the ongoing impact of COVID throughout the world, we're very pleased with our results for the third quarter of fiscal year 2021. Our sales in the quarter were 18.3% above our third quarter last year, at the start of the pandemic. After posting operating income of $852,000 last quarter, which was our best operating quarter since the first quarter of FY '19, we finished the third quarter of fiscal 2021 with operating income of $1.9 million. This excludes the one-time payment to settle our dispute with Varex. We chose to settle the case to avoid further legal costs and distraction. The ongoing strength in the semiconductor wafer fab market and continued growth in both our Healthcare and Power & Microwave groups contributed to increased profit. Sales of our power grid tube lines also improved during the quarter as customers resumed operations. Canvys continues to improve its profitability as well in spite of customer pushouts caused by the pandemic.

But unfortunately, we're not out of the woods yet. While COVID vaccines are rolling out globally, many countries are still under lockdown, including Germany, France and Brazil. Our first concern is the safety of our employees, our suppliers and our customers. I again say thank you to the entire Richardson team for following our guidelines by staying healthy and keeping the business running without disruption. Our continued success would not be possible without everyone working together.

I'll now turn the call over to Bob Ben, who will provide a detailed recap of our third quarter and year-to-date performance. Then Greg, Wendy and Jens will discuss individual business unit performance, our successes and our opportunities for future growth.

Robert J. Ben - Executive Vice President, Chief Financial Officer and Corporate Secretary

Thank you, Ed, and good morning.

I will review our financial results for our third quarter and first nine months of fiscal year 2021, followed by a review of our cash position. In addition, please note that I will be discussing non-GAAP financial measures. I refer you to our third quarter fiscal year 2021 press release for a reconciliation of non-GAAP items to the comparable GAAP measures.

Net sales for the third quarter of fiscal 2021 increased to $45.2 million or 18.3% compared to net sales of $38.2 million in the prior year's third quarter, primarily due to higher net sales for Richardson Healthcare and PMT, partially offset by lower net sales for Canvys. Richardson Healthcare sales increased $0.9 million or 41.7% primarily due to an increase in demand for the ALTA750 tubes, reflecting the highest quantity sold in any quarter. In addition, pre-owned CT scanner sales increased in Latin America. PMT sales increased by $6.2 million or 21.6% from last year's third quarter because of higher sales of semiconductor wafer fab equipment specialty products as well as power conversion and RF and microwave components. Power grid tube sales continue to be negatively impacted by the pandemic. However, sales of certain product lines increased from the third quarter of fiscal 2020. Canvys' sales decreased by $0.1 million or 1.7% due to temporary decreased customer demand in Europe related to COVID-19, partially offset by an increase in North American sales. No customers were lost.

Gross margin for the quarter was 34.9% of net sales compared to 33.1% of net sales in last year's third quarter. PMT margin increased to 34.9% from 32.8% due to a favorable product mix. Canvys' margin as a percent of net sales increased to 35.2% from 32.8%, also because of its product mix. Healthcare margin as a percent of net sales was 33.0% in the third quarter of fiscal 2021 compared to 38.3% in the prior year's third quarter, primarily due to a smaller percentage of replacement parts sales.

Operating expenses were $15.5 million, and non-GAAP operating expenses were $13.9 million for the third quarter of fiscal 2021 compared to $12.7 million in the third quarter of fiscal 2020. The increase included a one-time cost of $1.6 million for a legal settlement with Varex Imaging Corporation. Richardson did not admit liability, but wanted to move forward selling its ALTA750 tubes and avoid further legal expenses. The increase in non-GAAP operating expenses resulted from a $0.3 million increase in legal fees and from our normal employee compensation expenses, including incentives and annual merit increases. These increases were partially offset by lower travel expenses. Throughout the pandemic, the Company decided to support its employees through regular merit increases and incentive plans and by avoiding layoffs or furloughs. As a result, the Company reported an operating income of $0.3 million and non-GAAP operating income of $1.9 million for the third quarter of fiscal 2021 as compared to an operating income of $11,000 in the third quarter of last year.

Other expense for the third quarter of fiscal 2021 including interest income and foreign exchange was less than $0.1 million compared to other income of $0.1 million in the third quarter of fiscal 2020. The income tax provision of $0.1 million for the quarter reflected a provision for foreign income taxes, which was lower than in the prior year's third quarter, and the offset of a US tax provision against the valuation allowance. We had a net income of $0.2 million and non-GAAP net income of $1.8 million for the third quarter of fiscal 2021 as compared to a net loss of $0.1 million in the third quarter of fiscal 2020.

Earnings per common share on a diluted basis in the third quarter of fiscal 2021 was $0.02, and non-GAAP earnings per common share on a diluted basis was $0.14.

Turning to a review of the results for the first nine months of fiscal year 2021.

Net sales for the first nine months of fiscal year 2021 were $126.5 million, an increase of 6.7% from the first nine months of fiscal year 2020 net sales of $118.5 million. Net sales increased by $9.3 million or 10.4% for PMT and $0.5 million or 7.3% for Richardson Healthcare but decreased by $1.8 million or 8.2% for Canvys.

Gross margin increased to 33.6% from 32.3%, primarily reflecting favorable product mix in PMT and Canvys as well as improved manufacturing performance for PMT.

Operating expenses were $41.9 million, and non-GAAP operating expenses were $40.3 million for the first nine months of the fiscal year. Non-GAAP operating expenses increased $1.6 million from the first nine months of the last fiscal year due to higher employee compensation expense and legal fees, partially offset by lower travel and consulting expenses.

Operating income for the first nine months of fiscal year 2021 was $0.6 million, and non-GAAP operating income was $2.2 million as compared to an operating loss of $0.4 million for the first nine months of fiscal year 2020.

Other expense for the first nine months of fiscal 2021, including interest income and foreign exchange, was $0.5 million as compared to other income of $0.2 million for the first nine months of fiscal 2020. The income tax provision of $0.2 million primarily reflected a provision for foreign income taxes, which was lower than in the prior year's first nine months, and the offset of US tax benefit against the valuation allowance.

We had a net loss of $0.2 million and a non-GAAP net income of $1.4 million for the first nine months of fiscal year 2021 compared to a net loss of $0.6 million in the first nine months of fiscal year 2020.

Non-GAAP earnings per common share on a diluted basis in the first nine months of fiscal 2021 was $0.11.

We continue to closely manage our cash position. Cash and investments at the end of the third quarter of fiscal 2021 were $47.4 million compared to $46.0 million at the end of the second quarter of fiscal 2021 and $43.9 million at the end of the third quarter of fiscal 2020. Capital expenditures were $0.6 million in the third quarter of fiscal 2021 compared to $0.4 million in the third quarter of fiscal 2020. Approximately $0.3 million related to our Healthcare business; $0.2 million was for our IT System and $0.1 million was for other projects. On a year-to-date basis, capital expenditures totaled $1.8 million as compared to $1.2 million in the first nine months of fiscal 2020.

Free cash flow was $2.2 million for the third quarter of fiscal 2021 and $2.0 million on a year-to-date basis. We paid $0.8 million in dividends in the third quarter of fiscal 2021. In addition, based on our current financial position, our Board of Directors declared a quarterly dividend of $0.06 per common share, which will be paid in the fourth quarter of fiscal 2021.

Lastly, during the third quarter of fiscal 2021 we repatriated $0.7 million to the US from foreign locations. Our US cash and investments totaled $30.1 million as of February 27, 2021.

Now I will turn the call over to Greg who will discuss the results for our Power and Microwave Technologies Group.

Greg Peloquin - Executive Vice President – Power & Microwave Technologies

Thank you, Bob. Good morning, everyone.

The Power & Microwave Technologies Group or PMT sales in the third quarter of fiscal year 2021 grew 21.6% to $35.2 million versus $28.9 million in Q3 last year. In addition to an excellent sales quarter, PMT achieved a book to bill of 1.59. This incredible sales growth and strong bookings numbers has put us in a great position for a strong Q4.

Our gross margin increased in the quarter to 34.9% versus 32.8% in the prior year. Gross margin improved through new designs and growth of engineered solutions. Our engineered solutions product supporting the semiconductor wafer fab market had another record quarter in terms of revenue. We also continue to have excellent growth in our PMG or Power & Microwave Group. This growth was led by our growing line of new technology partners supporting RF and wireless applications like 5G infrastructure and power management applications. Also supporting the growth in the quarter was our legacy tube business, which sales exceeded the prior year. We saw an extremely positive booking trend in PMG. Our book-to-bill in the quarter was very strong and drove the overall book to bill of 1.59 for PMT. This was achieved by continued growth in the power management and wireless communications market.

Regarding the bookings, on the power management side, we saw growth in applications such as wind energy, solar, EV and energy storage. In RF and microwave applications, in 5G microwave communications and SATCOM led the growth. With respect to 5G wireless and power management sales, revenues increased double digits again in Q3. As the need continues to grow for people to work from home, the city, the country and even their car, they must be able to send and receive large amounts of data from many of those locations quickly. The team has done an excellent job identifying niche technology partners who collaborate with us globally. We continue to invest and focus on resources to support these growth markets. We have added numerous small niche suppliers who fill technology gaps, and in Q3 we added Isahaya and Signal Microwave and also new products from current key technology partners, which will be key to our customers working at 5G, microwave and power management applications. This strategy has been highly successful and we'll continue this as we add new products, customers and revenue and profits using our same demand creation infrastructure.

Our Electron Device Group increased sales that was driven by semiconductor wafer fab customers. Our legacy tube business is also coming back. However, even with the strong quarter results, I believe COVID-19 is still having a slowdown effect on our business. I continue to use the word slowdown because we have proven again in Q3 the demand for our products and services did not go away with the pandemic. In fact, we are even more excited about the bookings trends in this quarter.

We continue to look extensively on how to do things differently to achieve success. We've developed several unique strategies to support our global customers' designs and products while working with the restrictions on travel and face-to-face meetings. As mentioned, these strategies include adding new technology partners where we have technology gaps from our current markets. We also increased communication through customer and supplier-focused webinars and major web upgrades. Richardson's go-to-market strategy has allowed us to grow multiple business opportunities during the pandemic through creative processes and communication procedures. We are committed, not only to bounce back but to bounce forward coming out of this pandemic. The Q3 results show excellent progress in this strategy. This quarter, we continued to receive support from our key partners such as Qorvo, MACOM, Anokiwave, UnitedSiC, LS Mtron and Fuji Semiconductor and key tube suppliers in the industry such as CPI, Thales, NJRC and Photonis have all worked to help us manage customer requirements.

Our in-house engineering and manufacturing teams did a great job supporting increased demand from our global semiconductor wafer fab customers. This team also introduced new products for new designs for key growth market such as the Ultra 3000 which has patent pending technology for the wind turbine market.

Headwinds going into Q4 and into FY '22 is long semiconductor component lead times. This affects our component business and engineered solutions products. As these lead times continue to extend, we will have to be very aggressive on inventory and so the pipeline to make sure we can meet our customers' needs.

Looking at results coming out of this pandemic, I cannot stress enough the value of Richardson Electronics' model to our customers and suppliers. Our unparalleled capability and global go-to-market strategy are unique to the power and RF microwave industries. We've developed a powerful business model for legacy products and new technology partners to go with our engineered solutions capabilities. Through our steadfast and creative focus on customers, we'll survive this pandemic by taking advantage of opportunities when they arise. The demand for our products has not gone away. Our customers and technology partners need Richardson's products and support more than ever.

And with that, I'll turn it over to Wendy Diddell and Richardson Healthcare.

Wendy Diddell - Executive Vice President and Chief Operating Officer

Thanks, Greg, and good morning, everyone.

I am pleased to announce that the Healthcare Group had sequential growth in total revenue and in the number of ALTA tubes sold again in the third quarter. In our last call, we reported higher ALTA tube sales than any prior quarter. We achieved this again in Q3. Total sales in the quarter were $2.9 million, a 41.7% increase over sales in the same period last year. Sales of parts, equipment and tubes all increased over prior year's third quarter.

Gross margin improved to 33% from 25.6% in Q2. Margin was down versus 38.3% in the third quarter of FY '20. We continue to have some supply chain challenges related to COVID, primarily slower deliveries on key components. This limited the number tubes we made in the quarter. While we were able to meet customer demand, we still have additional production capacity. We've added resources to support the growth, and we are in good shape as we get ready to launch the G and the Siemens repair programs later this year.

Pre-owned CT scanners continue to be in short supply as hospitals face financial challenges and hold on to their equipment longer. We believe supply will be constrained until the pandemic is under control and financial performance in the healthcare industry improves. While this will limit our system sales for the near future, we believe this creates more opportunities for higher margin replacement tubes and parts. We are prepared to meet this demand.

As far as new developments, we launched our tube reloading program in China late in the third quarter. We are just beginning to feel its positive impact on revenues. We are optimistic that this will be a good growth market for us. New tube development remains on schedule, with the ALTA750G launching later this summer. Siemens repaired tubes will follow later in the fall and into calendar year 2022. We continue to add experienced engineers to round out our capabilities and speed up development time. In FY '22, we will have a broader range of tubes to offer to our customers. As we expand our list of medical certifications, this will also expand our geographic footprint into countries such as Canada.

I will now turn the call over to Jens Ruppert to discuss the results for Canvys.

Jens Ruppert - Executive Vice President and General Manager, Canvys

Thanks, Wendy, and good morning, everyone.

Canvys, which includes the engineering, manufacture and sale of custom displays to original equipment manufacturers in the industrial and medical markets delivered a good performance with sales of $7.1 million during the third quarter of fiscal 2021, an increase over last quarter, but a small decrease of 1.7% over the same period last year. Customer demand for equipment decreased temporarily due to the coronavirus and the resulting business impact on the OEMs globally. Some areas such as Germany and France are still on lockdown due to the increased cases.

Gross margin as a percentage of net sales was 35.2% during the third quarter of fiscal 2021, up from 32.8% during the third quarter of fiscal 2020. The increased gross margin was related to a favorable product mix. Our healthy backlog, along with a number of projects that are currently in the engineering stage, position us well for continued growth, assuming no long-term impacts from COVID-19.

We continue dealing with extended lead times that likely won't recover until the end of this calendar year. Some key components such as LCDs have standard lead times of up to 30 weeks now. We at Canvys are fully committed to easing any burden on our customers and we are working closely with the manufacturers, keeping the impact to a minimum. We continue compensating for the lack of face-to-face customer visits and trade shows during the pandemic by focusing on our online awareness. We are adding application stories on our newly designed website and regularly issuing newsletters that feature unique products where we see good potential for new business. We are confident that our online strategy will result in new leads and business growth.

During the quarter, we received several new orders from both existing and first-time medical OEM customers. Some of these applications include cryolipolysis systems that break down fat cells by cooling off body fat; cataract and refractive surgery systems; laser systems for therapeutic and refractive applications of cutting edge corneal surgery; lithotripsy systems, where pulse laser is used to break down stones in the kidney and gallbladder; robotic assisted surgical platforms to improve precision and accuracy in knee surgery; microsurgery systems where displays are mounted on surgical microscopes; patient monitoring systems and radio therapy systems where highly customized displays are embedded in a remote control to control ceiling mounted cameras that monitor patients during radiation treatment. In the non-medical space, we received orders for various display products. Our products are used as electronic rearview mirrors on subways and trams, as human machine interface for high-speed, high-precision milling machines and for teleprompter and talent systems for well-known news stations. Products include displays and all-in-ones, monitors with an integrated PC.

From the variety of customers and applications as well as the value of orders from existing and new customers, it is clear we offer our customers outstanding products and service. While our sales organization stays focused on new opportunities, I will continue to review and adjust our business strategy to improve the operating performance of the division. Maximizing cash flow is an ongoing priority. We will continue to work with our partners to help reduce inventory while being able to meet the demands of our customers, particularly during the pandemic and the challenges it brings to our supply chain.

I will now turn the call back over to Ed.

Edward J. Richardson - Chairman, Chief Executive Officer and President

Thanks, Jens.

You and your team continue to produce excellent work in the face of adversity. Over the last several years, you added many new high-profile, medical and industrial customers. That effort is helping the display division weather the short-term decline in equipment purchases. Through careful component selection and inventory purchases, you've met our customer demand while managing Company assets.

There are many reasons to be optimistic about Richardson Electronics' future. We're seeing our growth initiatives improve revenue, profitability and cash flow. New developments within our engineering and manufacturing groups will help deliver sequential growth. This includes new CT tube replacement options as well as products that support 5G and alternative energy. While COVID continues and the long-term effects remain unknown, we will continue to challenge our teams to produce more products and sources of supply to improve our operating performance. Our business model is complex, but the variety gives us an opportunity to balance the highs and lows of the separate businesses. We'll continue to carefully manage expenses and maximize cash flow. Lessons we learned during COVID will become part of our new life such as using Teams for meetings instead of travel and providing our employees with flexibility in their work locations. We want to make sure we have funds available to support our growth initiatives and improve our financial returns.

At this point, we'll be happy to answer a few questions.

Question & Answers

Operator

[Operator Instructions] We have a question from the line of Eric Landry with BML Capital. Please go ahead.

Eric Landry - BML Capital - Analyst

Good morning.

Edward J. Richardson - Chairman, Chief Executive Officer and President

Good morning, Eric.

Eric Landry - BML Capital - Analyst

Hi. Greg, I'd like to talk about the Ultra 3000 for a second if I could here.

Greg Peloquin - Executive Vice President – Power & Microwave Technologies

Sure.

Eric Landry - BML Capital - Analyst

So have you any idea what the installed base on these mills is of the batteries that this product aims to replace?

Greg Peloquin - Executive Vice President – Power & Microwave Technologies

Yeah. We have the numbers of the number of G and Siemens wind turbines that are in North America and Europe, and that is the market we're going after.

Eric Landry - BML Capital - Analyst

How about the size of that? Any general description of how big that market is and how penetrated you are currently?

Greg Peloquin - Executive Vice President – Power & Microwave Technologies

Well, the number of wind turbines at our top - and that's who we're working with today, our top four owner-operators is about 5,000 - I'm sorry, 6,000 turbines in North America.

Eric Landry - BML Capital - Analyst

Okay. And I mean, just generally - I mean, you feel you're maybe 5%, 10% penetrated, and what's sort of the potential for this market?

Greg Peloquin - Executive Vice President – Power & Microwave Technologies

Yeah, that's the total number. The time that this replaces acid batteries is about two years. So, obviously you're not going to do them all in the same year. But we hope to get 10% to 15% of that market. We feel we have a product that does that. The results so far from the beta sites I mentioned on the last call are very successful, zero failures, and we had one of the largest owner-operators in North America place a production order in Q3.

Eric Landry - BML Capital - Analyst

Okay. So right now, the business is rather nascent, I'm assuming. I mean, is there any chance that it could become, I don't know, rivaling maybe your semiconductor fab business in mid-cycle or something like that? I'm just trying to get my arms around what kind of size this new business could grow to.

Greg Peloquin - Executive Vice President – Power & Microwave Technologies

Yeah, it will be equal to, if that - based on the opportunity, because this will generate a portfolio of products. The stuff we do for the wafer fab market is built to print for the most part right now, and so we can expand this product into Europe. So I think that the total market is larger, but it will be equal to - little bit higher than the current semiconductor business that we do.

Eric Landry - BML Capital - Analyst

Okay. Great. And on the semiconductor business, I think last we talked, Ed mentioned that your customers were telling you everything looks fine through calendar '21, if I remember correctly. Is that still the case?

Edward J. Richardson - Chairman, Chief Executive Officer and President

Yes. We just had a conference call yesterday with our largest customer in the semi fab space, and they told us on that call that they're currently producing $4 billion a quarter and they anticipate that their plan is to go to $6 billion a quarter in the next calendar year. And if that happened, our business would increase 50%. So - and we are right now running at the highest level of business with that customer and combined with some smaller ones that we've ever had. Unfortunately, we're off their - I won't use the right adjective, but we used to be on their bad list because we couldn't produce the product fast enough and we have a new manufacturing manager over the last few years and he has his folks got trained and we're delivering the product on time and to their requirements. So we're really pleased with the business. Unfortunately, it can go up and down like a rollercoaster, but right now everything says it's going up.

Eric Landry - BML Capital - Analyst

Well, congratulations on graduating from that list. If I heard you correctly there, Ed, you indicated that your largest customers indicating 2022 is going to be a booming year as well. Did I hear that correctly?

Edward J. Richardson - Chairman, Chief Executive Officer and President

Yes. Yeah, they are saying they're going to go $4 billion a quarter to $6 billion a quarter in production.

Eric Landry - BML Capital - Analyst

Great. That's great to hear. Ed and Wendy, so I'm assuming that the settlement covers the G as well as the D, right, so there will be no issues with IP on either of those tubes.

Edward J. Richardson - Chairman, Chief Executive Officer and President

Well, the patents on the G are expiring. So, quite honestly, they could come back after us on the patents on the G if we were to violate them, but we don't intend to. We have workarounds on the patents, and we told them we wouldn't take the G to market until the patent expires and that's - I think it's actually in April, isn't it?

Wendy Diddell - Executive Vice President and Chief Operating Officer

It's actually tomorrow.

Edward J. Richardson - Chairman, Chief Executive Officer and President

Tomorrow, it expires. So we'll be going to market with a G in probably the first quarter of our next fiscal year.

Wendy Diddell - Executive Vice President and Chief Operating Officer

And, Eric, just to be clear, the G version does not use either of the patents that are expiring that were on the D.

Eric Landry - BML Capital - Analyst

Okay, good. Okay. Looking at the Siemens tubes, what is the IP environment like surrounding that tube? Is it similar to what it was like with Canon or is it a different environment altogether?

Edward J. Richardson - Chairman, Chief Executive Officer and President

Well, Siemens is probably the largest supplier of CT scanners in the world. And so there the market is probably 10 times the size of the Canon market. And the other side of that, at this point, there isn't any alternative supplier for those tubes. So we're really optimistic about the opportunity to sell the - they're actually repaired tubes. It's a much different tube than the Canon tube, but we've added some Siemens engineers who have a lot of experience and feel really confident at the market by the end of the calendar year.

Eric Landry - BML Capital - Analyst

Okay. So when you say repaired, I'm assuming that's not repaired like changing the oil and sending it back out like some of the smaller shops do with the Canon tubes. Correct?

Wendy Diddell - Executive Vice President and Chief Operating Officer

No.

Edward J. Richardson - Chairman, Chief Executive Officer and President

No, not at all. I mean, it's, there are things like replacing the bearings and the target and things of that nature that we have the capability to do.

Eric Landry - BML Capital - Analyst

And no one else is doing this right now?

Edward J. Richardson - Chairman, Chief Executive Officer and President

No, they're not.

Eric Landry - BML Capital - Analyst

Great. Thanks for taking my call. I'll get back in line if I have anything else. Thank you.

Edward J. Richardson - Chairman, Chief Executive Officer and President

Thank you, Eric.

Greg Peloquin - Executive Vice President – Power & Microwave Technologies

Thanks, Eric.

Operator

[Operator Instructions] And I would like to turn the call back to Ed Richardson for his final remarks.

Edward J. Richardson - Chairman, Chief Executive Officer and President

Okay. Thank you, Carmen. And thanks to all of you for joining us and your ongoing interest in Richardson Electronics. We look forward to discussing our fourth quarter and full year performance with you in July. In the interim, I wish you continued good health and success. And if you have further questions, please feel free to call us. Thank you very much.

Operator

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Q3 2021

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