NEW YORK, March 25, 2025 (GLOBE NEWSWIRE) -- Bernstein Liebhard LLP announces that a shareholder has filed a securities class action lawsuit on behalf of investors (the “Class”) who purchased or acquired the securities of Ultra Clean Holdings, Inc. (“Ultra Clean” or the “Company”) (NASDAQ: UCTT) between May 6, 2024 and February 24, 2025, inclusive. For more information, submit a form at Ultra Clean Holdings, Inc. Shareholder Class Action Lawsuit, email Investor Relations Manager Peter Allocco at pallocco@be ...

Core Points - A shareholder class action lawsuit has been filed against Ultra Clean Holdings, Inc. alleging that the company misled investors about the demand for its products and services in the domestic Chinese market during the 2024 fiscal year [1] - The lawsuit specifically targets investors who purchased shares of Ultra Clean between May 6, 2024, and February 24, 2025, and experienced significant losses [2] - The deadline for investors to request to be appointed as lead plaintiff in the case is May 23, 2025 [3] Company Information - Holzer & Holzer, LLC is representing the shareholders in this litigation and has a history of recovering hundreds of millions of dollars for investors affected by corporate misconduct [3] - The firm has been recognized as an ISS top-rated securities litigation law firm for the years 2021, 2022, and 2023 [3]

LOS ANGELES, March 25, 2025 /PRNewswire/ -- The Schall Law Firm, a national shareholder rights litigation firm, reminds investors of a class action lawsuit against Ultra Clean Holdings, Inc. ("Ultra Clean" or "the Company") (NASDAQ: UCTT) for violations of §§10(b) and 20(a) of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder by the U.S. Securities and Exchange Commission.Investors who purchased the Company's securities between May 6, 2024 and February 24, 2025, inclusive (the "Class ...

Core Viewpoint - A class action lawsuit has been filed against Ultra Clean Holdings, Inc. for allegedly misleading investors about the demand for its products in China during a specified period [1][2]. Group 1: Allegations and Company Performance - The lawsuit claims that Ultra Clean Holdings misrepresented its knowledge regarding the demand for its products in the Chinese market, leading to a false impression of reliable growth and earnings potential [2]. - The company's optimistic reports did not account for declining demand due to issues faced by a major customer, extended qualification timelines, and inventory absorption, particularly in the volatile semiconductor industry [2]. - On February 24, 2025, Ultra Clean reported "demand softness" in China during its fourth quarter and full year 2024 earnings call, which resulted in a significant stock price drop from $36.06 to $25.90, a decline of over 28% [3]. Group 2: Legal Proceedings and Shareholder Actions - Shareholders interested in participating in the class action must file their papers by May 23, 2025, to serve as lead plaintiff, representing other class members [4]. - Shareholders are not required to participate in the case to be eligible for recovery, and they can choose to remain absent class members [4]. Group 3: Company Background - Robbins LLP, the firm leading the class action, has been active in shareholder rights litigation since 2002, focusing on helping shareholders recover losses and improve corporate governance [5].

Group 1 - The Ultra Clean Holdings, Inc. class action lawsuit alleges that the company and its executives made false statements regarding the demand for their products in the Chinese market, leading to misleading impressions of growth and earnings potential [3][4] - The lawsuit claims that on February 24, 2025, Ultra Clean reported financial results indicating "demand softness" in China, resulting in a stock price drop of over 28% [4] - The class action lawsuit allows investors who purchased Ultra Clean securities during the specified period to seek appointment as lead plaintiff, representing the interests of the class [5] Group 2 - Robbins Geller Rudman & Dowd LLP is a leading law firm specializing in securities fraud and shareholder litigation, having recovered over $2.5 billion for investors in 2024 alone [6] - The firm has been recognized for securing the most monetary relief for investors in securities class action cases, ranking 1 in the ISS Securities Class Action Services rankings for four out of the last five years [6]

Core Viewpoint - A class action lawsuit has been initiated against Ultra Clean Holdings, Inc. due to alleged misrepresentation of demand for its products in the Chinese market, leading to significant stock price decline following the release of disappointing fiscal results for 2024 [1][2][3]. Group 1: Lawsuit Details - The lawsuit, Ofir Schweiger v. Ultra Clean Holdings, Inc., was filed in the United States District Court for the Northern District of California, targeting investors who acquired Ultra Clean securities between May 6, 2024, and February 24, 2025 [1]. - Investors are encouraged to seek information regarding the lawsuit and their rights, with a deadline of May 23, 2025, to request lead plaintiff status [4]. Group 2: Company Performance and Market Conditions - Ultra Clean faced "demand softness" in China, attributed to extended qualification timelines and inventory absorption, which was not disclosed to investors prior to the earnings call [2][3]. - Following the announcement of these issues on February 24, 2025, Ultra Clean's stock price plummeted from $36.06 to $25.90, marking a decline of over 28% in one day [3].

Core Viewpoint - Johnson Fistel, LLP is investigating Ultra Clean Holdings, Inc. for potential violations of securities laws related to misrepresentation or failure to disclose information to investors, focusing on investor losses and recovery options under federal securities laws [1][4]. Company Performance - On February 24, 2025, Ultra Clean reported its financial results for Q4 and full-year 2024, acknowledging a slowdown in its "in China, for China" business, which is expected to lead to flat or declining performance in the first half of 2025 [4]. - The company attributed the slowdown to weaker demand, longer qualification times, and excess inventory from semiconductor and semiconductor capital equipment customers [4]. - Despite these challenges, Ultra Clean stated it can still supply Chinese semiconductor customers on the restricted export list by producing and engineering products within China [4].

Company Leadership Change - Jim Scholhamer has resigned as CEO of Ultra Clean Holdings, Inc. for personal health reasons, effective immediately [1] - Clarence Granger, the Chairman of the Board and founding CEO, will serve as interim CEO while a search committee is formed for a permanent replacement [1] Executive Background - Clarence Granger has been a member of UCT's Board of Directors since May 2002 and has extensive experience within the company, having served in various roles including COO and CEO [2] - Granger's leadership is recognized for his deep knowledge of UCT's business, strategy, and operations, as well as his global network of relationships [2] Company Performance and Strategy - Under Jim Scholhamer's leadership, UCT experienced significant growth during semiconductor cycles and the global pandemic, building a strong team to support growth strategies [3] - UCT has diversified its portfolio, expanding offerings to support all stages of industry growth, including fab construction and equipment servicing [3] - The company is well-positioned to meet increasing demand with operational excellence and high-quality products and services [3] Company Overview - Ultra Clean Holdings, Inc. is a leading developer and supplier of critical subsystems and services for the semiconductor industry, including ultra-high purity cleaning and analytical services [5] - The company offers integrated outsourced solutions for major subassemblies and high-precision manufacturing [5]

Revenue Composition - International revenues accounted for 73.0%, 69.6%, and 68.9% of total revenues for fiscal years 2024, 2023, and 2022, respectively[13]. - Approximately 94.9% of total revenues for fiscal year 2024 came from multiple segments of the semiconductor industry, including IDM, Foundry, OEM, and sub-tier suppliers[25]. - The two largest revenue customers, Applied Materials, Inc. and Lam Research Corporation, accounted for over 10% of total revenues, with the top two customers collectively representing 54.5%, 57.4%, and 62.7% of revenues for fiscal years 2024, 2023, and 2022, respectively[24]. - The company's top two customers accounted for 54.5%, 57.4%, and 62.7% of revenues for fiscal years 2024, 2023, and 2022, respectively[73]. - Approximately 73.0% and 69.6% of revenues were generated in international markets for fiscal years 2024 and 2023, respectively[82]. - U.S. revenues increased by 7.5% to $566.5 million, while international revenues grew by 26.8% to $1,531.1 million in fiscal year 2024[192]. Business Strategy and Operations - The company aims to expand its solutions and service market share with semiconductor OEMs and IDMs, leveraging equipment outsourcing opportunities[16]. - The company continues to selectively pursue strategic acquisitions to improve its financial model and expand its geographic presence[19]. - The company has a vertically integrated business model, focusing on cost competitiveness and efficiency across global operations[19]. - The company has established plans to expand operations globally, particularly in Asia Pacific and EMEA markets[82]. - The company operates primarily through subsidiaries and has manufacturing and service operations in the U.S., Asia Pacific, Europe, and the Middle East[174]. Technology and Innovation - The company is committed to ongoing technology development to remain a leader in gas delivery systems and critical subsystems[32]. - The company is actively developing new technology and processes to maintain its leadership in the cleaning, coating, and analytical markets, with significant operations in Hillsboro, Oregon, and Phoenix, Arizona[34]. - The company has invested significantly in advanced analytical and automated test equipment to enhance testing capabilities for fluid delivery products[16]. - Rapid technological innovation, particularly in artificial intelligence, necessitates timely adaptation to customer requirements to avoid obsolescence of current offerings[94]. Financial Performance - Total revenues for fiscal year 2024 were $2,097.6 million, an increase of 20.9% compared to $1,734.5 million in fiscal year 2023[190]. - Products revenue increased by $352.1 million to $1,853.7 million in fiscal year 2024, driven by higher customer demand and the acquisition of HIS[190]. - Services revenue rose by $11.0 million to $243.9 million in fiscal year 2024, primarily due to increased demand across the customer base[191]. - Total cost of revenues increased by $284.1 million to $1,741.3 million in fiscal year 2024, reflecting higher demand in the semiconductor industry[195]. - Gross profit for fiscal year 2024 was $356.3 million, a 28.5% increase from $277.3 million in fiscal year 2023[198]. - Operating profit surged by 159.1% to $91.2 million in fiscal year 2024, with an operating margin of 4.3%[201]. Risks and Challenges - The company faces competition from major players such as Ichor Systems, Flex Ltd., and Jabil, which have greater financial and technical resources[39]. - The company anticipates increased competitive pressures leading to intensified price-based competition, potentially requiring price reductions for its products[40]. - The company relies heavily on OEM customers, which could lead to significant revenue loss if any major customer reduces or cancels orders[73]. - The company faces risks associated with volatility in the global economy, which may impact customer orders and capital expenditures[81]. - The company is exposed to various risks related to acquisitions, including integration difficulties and potential dilution of equity[77]. - The lengthy qualification process for customers can limit the company's ability to quickly add new customers, impacting sales[114]. - The company is vulnerable to cybersecurity incidents, which could disrupt operations and lead to financial losses and reputational harm[118]. - Ongoing trade tensions between the U.S. and China have created uncertainties that could negatively impact the company's operations and sales[126]. Employee and Organizational Development - The company emphasizes the importance of employee development and offers competitive rewards, including an Employee Stock Purchase Plan and healthcare benefits[51]. - The company has established a dedicated global field service team to provide 24/7 customer support through on-site installation and servicing[31]. - The company relies heavily on the expertise of a limited number of engineers, and the loss of key personnel could adversely affect its business[122]. Compliance and Governance - The company must navigate complex U.S. export regulations, which could expose it to fines and penalties if not adhered to[86]. - The company is subject to evolving foreign laws and regulations, which may conflict and pose compliance challenges[88]. - Environmental compliance failures could result in significant liabilities and operational disruptions for the company[130]. - The company has significant cybersecurity risk management processes in place, led by a Chief Information Security Officer, to protect against evolving threats[151]. Capital and Financing - The company holds gross debt of $499.7 million as of December 27, 2024, consisting of a $493.8 million term loan and $5.9 million under credit facilities[132]. - The company may need to raise additional funds through public or private equity or debt financing to finance capital expenditures or strategic acquisitions, which may not be available on satisfactory terms[137]. - The company has implemented a stock repurchase program, but it may not enhance long-term stockholder value and could be suspended or terminated at any time[140]. - The company does not currently intend to pay dividends on its common stock, meaning returns for shareholders will depend on capital appreciation[148]. Internal Controls and Reporting - The company has identified material weaknesses in internal controls over financial reporting, which could affect the accuracy and reliability of financial reports[104]. - The company evaluates goodwill and intangible assets for impairment annually, considering factors such as long-term revenue growth projections and market conditions[186]. - The company maintains a full valuation allowance on deferred tax assets amounting to $96.3 million, indicating it is more likely than not that these assets will not be realized[181].

Financial Data and Key Metrics Changes - Total revenue for Q4 2024 was $563.3 million, up from $540.4 million in the prior quarter, and for the full year, total revenue reached $2.1 billion compared to $1.7 billion in 2023 [16][22] - Total gross margin for Q4 was 16.8%, down from 17.8% in Q3, while the full year gross margin increased to 17.5% from 16.6% [16][18] - Earnings per share for Q4 was $0.51 on net income of $22.9 million, compared to $0.35 on net income of $15.9 million in the prior quarter, and for the full year, EPS was $1.44 on net income of $65.2 million compared to $0.56 on net income of $25.2 million in 2023 [21] Business Line Data and Key Metrics Changes - Revenue from Products increased to $503.5 million from $479 million in the previous quarter, driven by demand for advanced packaging applications and AI-related processes [16] - Services revenue decreased to $59.8 million from $61.4 million in Q3 [16] - Products gross margin was 15.2% compared to 16.1% in Q3, while Services gross margin was 29.8% compared to 30.5% in Q3 [17] Market Data and Key Metrics Changes - Sales to China semiconductor customers were approximately $40 million for Q4 and about $215 million for the full year [27][66] - The company is experiencing unexpected demand softness from its China for China business due to extended qualification timelines and inventory digestion [14][23] Company Strategy and Development Direction - The company is focused on driving efficiencies and maintaining profitability amid short-term headwinds, while also conducting a comprehensive review of its expense structure [14][23] - The company anticipates that AI will play a significant role in transforming the industry, with expectations of mass adoption leading to increased demand for chips and manufacturing equipment [9][10] Management's Comments on Operating Environment and Future Outlook - Management noted that the semiconductor industry is experiencing some air pockets after a strong growth year, with expectations of recovery in the second half of 2025 [13][36] - The company projects total revenue for Q1 2025 to be between $505 million and $555 million, with EPS expected in the range of $0.22 to $0.42 [24] Other Important Information - The company is exploring balance sheet alternatives to optimize financial performance and increase cash flow [63][64] - The tax rate for Q4 was 14.5%, with an expected range of low to mid-20s for 2025 [20][21] Q&A Session Summary Question: Sales to China semiconductor customers in Q4 and for the full year - Sales to China semiconductor customers were approximately $40 million for Q4 and about $215 million for the full year [27][28] Question: Impact of export restrictions on guidance - The export restrictions were not factored into the guidance, and the company continues to ship to customers in China due to local manufacturing [32][39] Question: Ranking of issues affecting near-term performance - The customer-specific ramp issue is the most significant, followed by inventory corrections and demand softening [45] Question: Guidance for non-China business - The non-China business is expected to be flattish, with no sequential growth anticipated [49] Question: Gross margin weakness in Products division - The weakness in gross margin was attributed to the mix of products shipped and additional year-end expenses [51][52] Question: Balance sheet alternatives - The company is exploring options to enhance its capital structure and increase cash flow [63][64] Question: Sustainability of revenue run rate from China - The revenue run rate is expected to be lower going into Q1, with hopes for recovery in the second half of the year [66] Question: Updated WFE growth outlook - The company expects about five points of growth in WFE for 2025, aiming to outperform by 5% to 10% [68][69]