Axcelis Technologies Inc. (ACLS) 2024年年度報告「NASDAQ」.pdf

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1、Table of ContentsUNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington,D.C.20549FORM 10-K(Mark One)ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended December 31,2024TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHA

2、NGE ACT OF 1934For the transition period from to Commission file number 000-30941AXCELIS TECHNOLOGIES,INC.(Exact name of registrant as specified in its charter)Delaware(State or other jurisdiction of incorporation or organization)34-1818596(IRS Employer Identification No.)108 Cherry Hill DriveBeverl

3、y,Massachusetts 01915(Address of principal executive offices)(zip code)(978)787-4000(Registrants telephone number,including area code)Securities registered pursuant to Section 12(b)of the Act:Title of each classTrading symbolName of each exchange on which registeredCommon Stock,$.001 par valueACLSNa

4、sdaq Global Select MarketSecurities registered pursuant to Section 12(g)of the Act:NoneIndicate by check mark if the registrant is a well-known seasoned issuer,as defined in Rule 405 of the Securities Act.Yes No Indicate by check mark if the registrant is not required to file reports pursuant to Sec

5、tion 13 or Section 15(d)of the Act.Yes No Indicate by check mark whether the registrant(1)has filed all reports required to be filed by Section 13 or 15(d)of the Securities Exchange Act of 1934during the preceding 12 months(or for such shorter period that the registrant was required to file such rep

6、orts),and(2)has been subject to such filingrequirements for the past 90 days.Yes No Indicate by checkmark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 ofRegulation S-T during the preceding 12 months(or for such shorter

7、period that the registrant was required to submit such files).Yes No Indicate by check mark whether the registrant is a large accelerated filer,an accelerated filer,a non-accelerated filer,a smaller reporting company or anemerging growth company.See the definitions of“large accelerated filer,”“accel

8、erated filer,”“smaller reporting company”and“emerging growth company”in Rule 12b-2 of the Exchange Act.Large accelerated filer Accelerated filer Non-accelerated filer Smaller reporting company Emerging growth company If an emerging growth company,indicate by check mark if registrant has elected not

9、to use the extended transition period for complying with any new orrevised financial accounting standards provided pursuant to Section 13(a)of the Exchange Act.Indicate by check mark whether the registrant has filed a report on and attestation to its managements assessment of the effectiveness of it

10、s internal controlover financial reporting under Section 404(b)of the Sarbanes-Oxley Act(15 U.S.C.7262(b)by the registered public accounting firm that prepared or issuedits audit report.If securities are registered pursuant to Section 12(b)of the Act,indicate by check mark whether the financial stat

11、ements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.?Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received byany of the registr

12、ants executive officers during the relevant recovery period pursuant to 240.10D-1(b).?Indicate by check mark whether the registrant is a shell company(as defined in Rule 12b-2 of the Act).Yes No Aggregate market value of the voting stock held by non-affiliates of the registrant as of June 30,2024:$4

13、,617,739,619Number of shares outstanding of the registrants Common Stock,$0.001 par value,as of February 24,2025:32,154,139Documents incorporated by reference:Portions of the definitive Proxy Statement for Axcelis Technologies,Inc.s Annual Meeting of Stockholders to be held on May 7,2025 are incorpo

14、rated byreference into Part III of this Form 10-K.Table of Contents2PART IItem 1.Business.Overview of Our BusinessAxcelis Technologies,Inc.(“Axcelis,”the“Company,”“we,”“us,”or“our”)designs,manufactures and services ionimplantation and other processing equipment used in the fabrication of semiconduct

15、or chips.We believe that our Purionfamily of products offers the most innovative implanters available on the market today.We sell to leading semiconductor chipmanufacturers worldwide.The ion implantation business represented 98.3%of our revenue in 2024,with the remaining 1.7%of revenue derived from

16、aftermarket sales associated with other legacy processing systems.In addition to equipment,weprovide extensive aftermarket lifecycle products and services,including used tools,spare parts,equipment upgrades,maintenance services and customer training.Axcelis business commenced in 1978 and its current

17、 corporate entity was incorporated in Delaware in 1995.We areheadquartered in Beverly,Massachusetts and maintain an internet site at .On or through our website,investors may access,free of charge,our annual reports on Form 10-K,quarterly reports on Form 10-Q,current reports onForm 8-K,and amendments

18、 to those reports filed or furnished pursuant to Section 13(a)or 15(d)of the Exchange Act as soonas reasonably practicable after we electronically file such material with,or furnish it to,the Securities and ExchangeCommission.Our website and the information contained therein or connected thereto sha

19、ll not be deemed to be incorporatedinto this Annual Report on Form 10-K.Revenue for 2024 was$1,017.9 million,compared to$1,130.6 million in 2023.Systems revenue for 2024 was$782.6million,compared to$883.6 million in 2023.Gross margin percent for 2024 was 44.7%compared to 43.5%in 2023.Operating profi

20、t for 2024 was$210.8 million,compared to$265.8 million in 2023.Net income for 2024 was$201.0 million,compared to$246.3 million in 2023.The Company is in a strong competitive position.A focused strategy on ion implant,combined with the hard workand dedication of our employees and the support of our c

21、ustomers and suppliers,enabled us to achieve critical milestones inour drive to market leadership.Important accomplishments in 2024 included:We delivered revenue of$1,017.9 million in 2024 and earnings per share of$6.15.We remained a technology leader and supplier of choice in the implant-intensive

22、power device segment,whichaccounted for 56%of the value of our 2024 system shipments.We continued working to expand our footprint with existing and new customers and currently have two Purionevaluation systems in the field at strategic customer sites in key market segments.We continued our investmen

23、t in our Customer Solutions&Innovation(“CS&I”)aftermarket business to drive financial growth and increased customer satisfaction levels,including the“Digital Tool Box,”an innovative service offering with online training,remote diagnosis and install,and automated troubleshooting guide.We received 22

24、customer satisfaction awards in 2024.In addition,Axcelis was named to both the 2023 and 2024 editions of Forbes List of Americas Best Mid-Cap Companies and to both the Fortune Magazines 2023 and 2024 lists of the Top 100 Fastest Growing Companies.We continue to work diligently to ensure that manufac

25、turing and operating expense levels remain well aligned tobusiness conditions.We believe that the most fundamental interest of our stockholders is consistent,profitable financialperformance,which we expect to continue to deliver in 2025.Our performance is subject to the risks and uncertaintiesdiscus

26、sed below under Item 1A,Risk Factors.Industry OverviewSemiconductor chips,also known as integrated circuits,are used in a continuously evolving range of consumer andindustrial products,including for example,personal computers,mobile devices,automobiles,sensors and controllers for the“internet of thi

27、ngs”and data storage servers.Types of semiconductor chips include dynamic random-access memoryTable of Contents3(“DRAM”)and“Not AND”(“NAND”)Flash memory;logic devices to process information;and“system on chip”devices(which have both logic and memory features).The demand for chips continues to increa

28、se,as a result of the electrification ofvehicles,the evolution of digital communications(including the introduction of 5G mobile networks),artificial intelligence,large language models e.g.(ChatGPT),data analytics and visualization,and the growth in the Internet of Things,and theincreasing complexit

29、y of device features.These chips are used in power management,data input,such as image sensors,which are often manufactured using mature processing technologies,as well as for memory to support the storage of data,internet streaming and“cloud computing”data analytics.Most semiconductor chips are bui

30、lt on silicon or silicon carbide(“SiC”)wafers of 150mm(6 inches),200mm(8inches)or 300mm(12 inches)in diameter.Each semiconductor chip is made up of millions of tiny transistors or“switches”tocontrol the functions of the device.Transistors are created in the wafer by introducing various precisely pla

31、ced dopants intothe silicon or SiC in specific patterns.Semiconductor chip manufacturers own or manage wafer fabrication facilities(often referred to as“fabs”),whichutilize many different types of equipment in the making of integrated circuits.Over 300 process steps utilizing over 50different types

32、of process tools are required to make a single device like a microprocessor.Semiconductor chip manufacturersseek device performance benefits through new products and technology enhancements and productivity improvementsthrough increased throughput,equipment utilization and higher manufacturing yield

33、s.Capacity is added by increasing theamount of manufacturing equipment in existing fabrication facilities and by constructing new fabrication facilities.We have different types of customers,which impacts the timing of purchases and technology requirements.Some customers are integrated electronics ma

34、nufacturers,making semiconductor chips for their own devices.These same companies may also act as foundries,manufacturing semiconductor chips for other electronic manufacturers or chip design companies.Some customers only function as foundries.A few companies design and manufacture branded chips tha

35、t are sold to device manufacturers.In addition,some customers have partnerships or joint ventures with two or more semiconductor chip manufacturers to share the technology development and capital investment.The timing of purchases by foundry customers will depend on their success in securing manufac

36、turing contracts.Also,foundry customers will look for equipment that can deliver the broadest capabilities to be prepared to manufacture all chip types,while integrated electronics manufacturers may invest in processing equipment dedicated to a specific application they require for their products.Th

37、e semiconductor capital equipment industry has historically been cyclical as global chip production capacitiessuccessively exceed,then lag behind,global chip demand.When chip demand is high,and inventories are low,chipmanufacturers add capacity through capital equipment purchases.Given the difficult

38、ies of forecasting and calibrating chipdemand and production capacity,the industry periodically experiences excess chip inventories and softening chip prices.Device manufacturers react with muted capital spending,lowering the demand for capital equipment.Changes in consumerand business demand for pr

39、oducts in which chips are used also affect the industry.A successful semiconductor capitalequipment manufacturer must not only provide some of the most technically complex products manufactured in the world butalso must manage its business to thrive during downturns in the cycle.Axcelis StrategyAxce

40、lis 2025 strategic goals are to:Continue to build the foundation on our long-term implant-only business modeloWin new customers with Purion products and aftermarket offerings that solve high value customer challengeswith differentiated,valuable,and sustainable(“DVS”)solutionso Improve customer satis

41、faction to drive repeat businessoExecute on identified growth opportunities in Japan and advanced logicoDeliver CS&I target business model revenues of approximately 25%of total revenues,in line with expectationsDrive profitable growth by focusing on key customers and targeted market/geographic segme

42、nts Table of Contents4oAchieve market share leadership across all served markets oDeliver attractive earnings per share and cash generation as defined in targeted business models oMonitor spending in line with growth initiatives and industry trends oExecute capital strategy that allows for appropria

43、te business investments while returning value to shareholdersIncrease gross margins by deriving maximum value from enabling upgrades,system specials and productextensions while lowering cost through use of“Design for X”(“DFx”)principles,right sourcing,and providing theindustrys best products and ser

44、vices Expand beyond ion implant by launching identified corporate development growth initiativesWe continue to invest in research and development to ensure our products meet the needs of our customers.We takepride in our scientists and engineers who are adding to our portfolio of patents and proprie

45、tary technology to ensure that ourinvestment in technology leadership translates into unique product advantages.We strive for operational excellence byfocusing on ways to lower our product,manufacturing,and design costs and to improve our delivery times to our customers.Global customer teams and a f

46、ocused account management structure maintain and strengthen our customer relationships andincrease customer satisfaction.Finally,we endeavor to generate strong cash flows from operations and maintain a sufficientcash balance to ensure we continue to have the necessary capital to fund business growth

47、.Ion Implantation SystemsIon implantation is a principal step in the transistor formation cycle of the semiconductor chip manufacturingprocess.Ion implantation is also used to change the material characteristics of the silicon or silicon carbide for reasons otherthan electrical doping,a process know

48、n as“material modification.”An ion implanter is a large,technically advanced systemthat injects dopants such as arsenic,boron or phosphorus into a wafer.These dopants are ionized and therefore have anelectrical charge state.This electric charge state allows the dopants to be accelerated,focused and

49、filtered with electric andmagnetic fields.Ion implanters use these fields to create a beam of ions with a precisely defined energy level(rangingbetween several hundred and eight million electron-volts)and with a precisely defined beam current level(ranging frommicroamps to milliamps).Certain areas o

50、f the silicon wafer are blocked off by a polymer material known as photoresist,which acts as a“stencil”to pattern devices so that the dopants will only enter the wafer where needed.Typical process flowsrequire twenty implant steps,with the most advanced processes requiring substantially more steps.E

51、ach implant step ischaracterized by four key parameters:dopant type,dose(amount of dopant),energy(depth into the silicon)and tilt/twist(angle of wafer relative to the ion beam).To efficiently cover the wide range of implant steps,three different broad categories of implanters have beendeveloped,each

52、 targeted at a specific range of applications,primarily defined by dose and energy.The three traditionalimplanter categories are referred to as high current,high energy and medium current:High current implanters were the second type of implanter to emerge,having low energy capability and highdose ra

53、nge.High energy implanters emerged to address the need for deeper implants with a high energy range and low dose.Medium current implanters are the original model of ion implanter,with mid to low-range energy and dosecapability.Axcelis Ion ImplantersAxcelis offers a complete line of high energy,high

54、current,and medium current implanters for all applicationrequirements.Our Purion flagship systems are all based on a common platform which enables a unique combination ofimplant purity,precision,and productivity.Combining a state-of-the-art single wafer end station,with advanced spot beamTable of Co

55、ntents5architectures(that ensures all points across the wafer see the same beam condition at the same beam angle),Purion productsenable exceptional process control to optimize device performance and yield,at high productivity.In addition to the Purion family of ion implanters,the Company offers the

56、Ovation family of multi-wafer,or“batch”implanters.These systems extend Axcelis industry benchmark GSD platform into the future,delivering the highestreliability,serviceability,and lowest cost of operations.The Ovation configuration is designed to seamlessly integrate with theexisting fleet of Axceli

57、s batch implanters,while providing incremental performance improvements with updated componentsfor long-term sustainability.Beyond the traditional categories of implanters,Axcelis has developed systems designed for specific applications.For example,the Axcelis Purion Power Series,which provides full

58、 recipe coverage for power device applications critical to electric vehicles and industrial applications.The Purion Power Series is comprised of a group of high current,medium current and high energy implanters that optimize semiconductor devices created on SiC wafers,which is advantageous for certa

59、in power devices.An overview of specific Axcelis ion implantation products is below:High Current Ion Implant.Our Purion H,Purion Dragon,Purion H200,and GSD/E2 Ovation spot beam,high current systems cover all traditional high current requirements as well as those associated with emergingand future de

60、vices.Our Purion high current capabilities extend beyond traditional high current energy and doseranges,to cover new device fabrication requirements as well as to maximize capital utilization and flexibility.Inaddition,Axcelis Purion systems provide advantages for material modification applications,

61、including thoserequiring hot and cold implant capabilities.High Energy Ion Implant.Axcelis has been a market leader in high energy ion implanters for many years,and offers a range of new Purion systems which have differentiated capabilities for specialty applications as well as legacy high energy sy

62、stems.Our Purion XE,EXE,and other Purion high energy systems combine Axcelis production-proven RF Linac high energy,spot beam technology with the Purion platform wafer handling system.The Purion XE Power Series implanters include Purion XE and EXE models for high volume power devices aluminum implan

63、tation,available with 150mm SiC wafer handling or 200mm thin Si wafer handling.Our batch high energy systems include the GSD/HE Ovation implanter,a 10 stage Linac with energies up to 3 MeV and the GSD/VHE Ovation system,a 14 stage Linac with energies up to 4.9 MeV.Medium Current Ion Implant.Our Puri

64、on M Si and SiC medium current systems offer higher productivityand lower electrical energy consumption compared to competitive offerings,in addition to other advantages.With high energy capability far beyond competitive implanters,the Purion M is ideal for fabs at higherelevations or those dealing

65、with heavy mass species.The Purion M is 20%more energy efficient thancompeting platforms,and is among the industrys lowest cost of ownership.We believe our ion implant products will continue to meet customer demand for advantages in productivity,processperformance and technical extendibility.Afterma

66、rket Support and ServicesThrough our CS&I business,we offer our customers extensive aftermarket service and support throughout thelifecycle of the equipment we manufacture.Approximately 3,300 of our products are in use in 28 countries worldwide.Theservice and support that we provide includes used to

67、ols,spare parts,equipment upgrades,and maintenance services.We offervarying levels of sales,service and application support out of our field offices.Revenue generated through our CS&I businessof$235.3 million,$247.0 million,and$227.9 million represents 23.1%,21.8%and 24.8%of total revenue in 2024,20

68、23 and2022,respectively.To support our aftermarket business,we have sales and marketing personnel,field service engineers,and spare partsand applications engineers,as well as employees located at our manufacturing facilities who work with our customers toprovide customer training and documentation,a

69、nd product,process,and applications support.Table of Contents6Most of our customers maintain spare parts inventories for our machines.In addition to our web-based spare partsmanagement and replenishment tracking program,we offer several Business-to-Business options to support our customersparts mana

70、gement requirements.Our Axcelis Managed Inventory service offering provides the customer with full spare partssupport through a parts consignment arrangement in which Axcelis retains responsibility for the complete supply chain.Theseservices provide ease of use alternatives that reduce order fulfill

71、ment costs and improve cycle time,resulting in an expandedcustomer base for this service offering.Sales and MarketingWe primarily sell our equipment and services through our direct sales force.We conduct sales and marketingactivities from our sales offices located in the United States,Taiwan,South K

72、orea,China,Singapore,Japan,Germany andItaly.International revenue,including export sales from our U.S.manufacturing facilities to foreign customers and sales byforeign subsidiaries and branches,accounted for 85.8%,84.1%and 84.4%of total revenue in 2024,2023 and 2022,respectively.In 2024,approximatel

73、y 93.8%of our sales were denominated in U.S.dollars.See Note 17 to our ConsolidatedFinancial Statements contained in Item 15 of this Annual Report on Form 10-K for a breakdown of our revenue and long-lived assets in the United States,Europe and Asia.See also Item 1A,“Risk Factors,”for information ab

74、out risks attendant toour foreign operations.CustomersIn 2024,according to Gartner Inc.,the top 20 semiconductor chip manufacturers accounted for approximately 87.6%of total semiconductor capital equipment spending,which decreased from 92.0%in 2023.These manufacturers are from thelargest semiconduct

75、or chip manufacturing regions in the world:the United States,Asia Pacific(Taiwan,South Korea,Singapore,Japan and China)and Europe.Information on net sales to unaffiliated customers is included in Note 2 of Notes to Consolidated Financial Statements.For the year ended December 31,2024,no customer rep

76、resented 10%or more of our consolidated revenues.U.S.export controls impact our ability to sell to certain customers in China,a country that has represented a significant portion of our sales in recent years.One of our major Chinese customers,Semiconductor Manufacturing International Corporation(“SM

77、IC”),is on the U.S.Entity List,but is subject to a 2020 licensing policy that allows shipments to certain mature process SMIC fabs,which to date,we have been able to obtain.Other Chinese chipmakers are on the U.S.Entity List,without a similar policy allowing licensed shipments.In October 2022(with m

78、odifications in 2023),the U.S.Commerce Department established an export controls regulatory framework for U.S.exports of semiconductor equipment to China.This framework limits all semiconductor equipment shipments to Chinese customers who are producing or developing logic,DRAM and NAND chips that me

79、et specific advanced parameters.The U.S.Commerce Department implemented further regulatory changes in December 2024,creating a new Export Controls Classification Number for certain 300mm ion implanters and adding certain Chinese customers to the U.S.Entity List,some of which have a licensing policy

80、that should allow us to continue to support them.While these regulations have further excluded exports to certain Chinese customers,we currently are able to continue to ship to substantially all of our Chinese customers.In general,however,sales to Chinese customers represent a higher risk than sales

81、 to customers in other international locations because of trade tensions between the U.S.government and the Chinese government,and other challenges reflecting Chinas stage of development and rapid growth.For example,the U.S.government has imposed tariffs on certain foreign products,including most re

82、cently from Canada,Mexico and China,that in the past have resulted in and may result in future retaliatory tariffs on U.S.goods and products.We cannot predict whether these policies will continue,or if new policies will be enacted,or the impact,if any,that any policy changes could have on our busine

83、ss.Research and DevelopmentOur industry continues to experience rapid technological change,requiring us to frequently introduce new productsand enhancements.Our Beverly,Massachusetts Advanced Technology Center houses a process developmentTable of Contents7laboratory with a 13,500 square feet class 1

84、0/100/1000 clean room for product demonstrations and process development and a17,500 square feet customer training center.The Advanced Technology Center provides infrastructure and process capabilitiesthat allow customers to test their unique process steps on our systems under conditions that substa

85、ntially replicate thecustomers production environments.This facility also provides significant capability for our research and developmentefforts.We devote a significant portion of our personnel and financial resources to research and development programs andseek to maintain close relationships with

86、 our customers to remain responsive to their product needs.We have also sought toreduce the development cycle for new products through a collaborative process whereby our engineering,manufacturing andmarketing personnel work closely together with one another and with our customers at an earlier stag

87、e in the process.We use3D,computer-aided design,finite element analysis and other computer-based modeling methods to test new designs andaccelerate the technology innovation process.Our expenses for research and development were$105.5 million,$96.9 million and$78.4 million in 2024,2023 and2022,respe

88、ctively,or 10.4%,8.6%and 8.5%of revenue,respectively.ManufacturingWe manufacture products at our 417,000 square feet ISO 9001:2015,ISO 4001:2015 and ISO 45001:2018 certifiedplant in Beverly,Massachusetts as well as our 38,000 square feet ISO 4001:2015 and ISO 45001:2018 certified Axcelis AsiaOperati

89、ons Center in South Korea and our 101,800 square feet state-of-the-art logistics and flex manufacturing AxcelisLogistics Center in Beverly,Massachusetts.Our facilities employ best in class manufacturing techniques,including leanmanufacturing,six sigma controls and advanced inventory management,purch

90、asing and quality systems.Our clean manufacturing process uses class 1,000/10,000 space to facilitate most of our manufacturing requirements.Our core competency in manufacturing and supply chain management is built around system assembly and testing,which remains an in-house capability due to the hi

91、gh degree of expertise and intellectual property associated with the processand design.Non-core work is sourced to global partners and includes items such as vacuum systems,wafer handling andcommodity-level components.We continuously pursue outsourcing opportunities where the economics are justified

92、,with agoal of enabling quality and margin improvement.Our supply chain team is globally focused and is located in Beverly,SouthKorea and Singapore.Customized and commercially available software solutions drive our planning,purchasing andinventory tracking process.The companies supplying Axcelis pla

93、y a critical part in our success.We want to ensure these companies share ourvalues and have adopted a Supplier Code of Conduct,which contains our expectation that our suppliers will comply with ourEnvironmental Policy,our Corporate Social Responsibility Policy,and other industry standards and polici

94、es.Our SupplierCode of Conduct provides that if a supplier fails to comply with these policies,our business relationship with that companywill be permanently severed,although a compliance remediation period of up to 90 days may be allowed.Our products are designed to be assembled and tested in a mod

95、ular fashion,which facilitates our industry-recognized“ship-from-cell”process.Specially developed test stands,software and tooling provide the framework for this accelerateddelivery process.Customers that choose the“ship-from-cell”process substantially improve their delivery times whilereceiving the

96、 same high level of quality provided by more traditional,longer cycle integration techniques.Product marginsand inventory turns also improve because of shorter factory cycle times and increased labor productivity.Installation of our equipment is provided by factory and field teams.The process includ

97、es assembling the equipmentat our installation site,and after it has been connected,recalibrating it to factory specifications.Table of Contents8CompetitionThe semiconductor equipment industry is highly competitive and is characterized by a small number of participantsranging in size.Significant com

98、petitive factors in the semiconductor capital equipment market include price,cost ofownership,equipment performance,customer support,capabilities,and breadth of product line.In the market for ion implantation systems,we mainly compete against Applied Materials,Inc.(“AppliedMaterials”).Axcelis and Ap

99、plied Materials are the only ion implant system manufacturers with a full range of implantproducts.Other implantation equipment manufacturers we compete with include Sumitomo Heavy Industries Ion TechnologyCo.Ltd.and Nissin Ion Equipment Co.,Ltd in Japan,Advanced Ion Beam Technology,Inc.in Taiwan,as

100、 well as KingstoneSemiconductor and CETC Electronics Equipment Group Co.,Ltd.in the Peoples Republic of China.Non-U.S.suppliers mayhave an advantage over U.S.suppliers under recently established U.S.export controls regulation for shipments to China.Wealso provide aftermarket service and parts to ser

101、vice our customers globally.In this market,there are many competitors,oftenbased in the customers location,offering alternatives to Axcelis services and certified products.Intellectual PropertyWe rely on patent,copyright,trademark and trade secret protection in the United States and in other countri

102、es,aswell as contractual restrictions,to protect our proprietary rights in our products and our business.As of December 31,2024,we had 185 active patents issued in the United States and 349 active patents granted in other countries,as well as 160 patentapplications(58 in the United States and 102 in

103、 other countries)on file with various patent agencies worldwide.Patents aregenerally in effect for up to 20 years from the filing of the application.We intend to file additional patent applications and grow our intellectual property portfolio as appropriate.Althoughpatents are important to our busin

104、ess,we do not believe that we are substantially dependent on any single patent or any groupof patents.We have trademarks,both registered and unregistered,that are maintained to provide customer recognition for ourproducts in the marketplace.Trademark registrations generally remain in effect as long

105、as the trademarks are in use.Fromtime to time,we enter into license agreements with third parties under which we obtain or grant rights to patented orproprietary technology.We do not believe that any of our licenses are currently material to us.BacklogSystems backlog,including deferred systems reven

106、ue,was$645.8 million and$1,061.2 million as of December 31,2024 and 2023,respectively.The systems backlog amount at December 2023 reflects a correction reported in our Form 8-Kfiled on November 6,2024.We believe it is meaningful to investors to include deferred systems revenue as part of ourbacklog.

107、Deferred systems revenue represents revenue that will be recognized in future periods based on prior shipments orcustomer prepayments.Our policy is to include in backlog only those system orders for which we have accepted purchaseorders.All orders are subject to cancellations or rescheduling by cust

108、omers with limited or no penalties.Backlog does not include orders received and fulfilled within a quarter.Our backlog at the beginning of a quartertypically does not include all orders required to achieve our sales objectives for that quarter.Backlog is not necessarily anindicator of future busines

109、s trends because orders for services or parts received during the quarter are generally performed orshipped within the same quarter.Bookings in the quarter ended December 31,2024 were$84.5 million compared to$235.5 million in the quarterended December 31,2023.Human CapitalAs of December 31,2024,we h

110、ad 1,524 employees and 39 agency temporary staff worldwide.During 2024,our total employee and temporary staff headcount decreased by approximately 8%.While the majority of our headcount is Table of Contents9based in the U.S.at our main manufacturing facility in Beverly,Massachusetts,our business req

111、uires our presence where our customers are located around the world,resulting in Axcelis employees working in 28 different countries.Of our total year end 2024 employees and agency temporary staff,1,081 work in North America,396 in Asia and 86 in Europe.Our future success largely depends upon our co

112、ntinued ability to attract and retain highly skilled employees.We provide competitive compensation and benefits programs.In addition to salaries,all Axcelis employees are eligible for cash incentive programs with annual payouts tied to annual financial metrics,as described in our proxy statements,wi

113、th two exceptions:(i)certain sales staff receive commission and other sales compensation,and(ii)in order to provide greater certainty of compensation to lower level U.S.employees,we pay quarterly bonuses to those employees in amounts communicated at the start of the year.Beyond these basic forms of

114、cash compensation,we offer recognition bonuses,equity awards,an Employee Stock Purchase Plan,a 401(k)plan with a competitive employer match,healthcare and insurance benefits,health savings and flexible spending accounts,paid time off,family leave,family care resources,flexible work schedules,employe

115、e assistance programs,and tuition assistance.These programs all contribute to both attracting and retaining a highly skilled employee base,including those with critical leadership and industry skills and experience.During 2024,our voluntary turnover rate for employees was 9.1%,or 6.5%without retirem

116、ents,below theworldwide technology industry(all reported)voluntary turnover average of 11.4%reported in the Aon 2024 Salary Increaseand Turnover Study-December 2024.We also recognize that training is an important aspect of both employee retention and talent development.Axcelis conducts an annual tal

117、ent review process and establishes individualized development programs agreed upon by employees and their managers.Human Resources provides training on personal development planning and leadership skills.All Axcelis employees have access to LinkedIn Learning to pursue independent training on busines

118、s subjects.Our manufacturing staff each receives 35 hours of training upon commencement of employment,and our field service and other technical employees receive training on various ion implanter systems to develop product support,applications and service skills on all of our products.Finally,all st

119、aff are required to complete monthly,annual or biennial training on cybersecurity,various health and safety topics,and legal matters,such as the Foreign Corrupt Practices Act,export controls compliance,ethical business practices,and confidentiality.At a minimum,all Axcelis employees are required to

120、complete at least 15 hours of training per year,and they can access additional voluntary training at the Companys expense.The success of our business is fundamentally connected to the well-being of our people.Accordingly,we arecommitted to the health,safety,and wellness of our employees.We provide o

121、ur employees and their families with access tohealth and wellness insurance and programs that offer choice where possible so they can customize their benefits to meet theirneeds and the needs of their families.Following the COVID-19 pandemic,we have maintained flexible working opportunitiesfor those

122、 employees who can,and wish to,work remotely.This flexibility allows us to access workers who do not live nearour facilities and provides a desired quality of life benefit to those who wish to work remotely for personal reasons.Axcelis is dedicated to accessing a workforce that has the skills and qu

123、alities required for our jobs,fostering a culture built on the principle of inclusion,and maintaining a workplace free from discrimination.We strongly believe that a the experiences,perspectives and backgrounds of our entire workforce will lead to a better environment for our employees and better pr

124、oducts for our customers.Axcelis commitment extends to our Board of Directors,our leadership team and all teams and functions across our global locations.We encourage you to review our 2024 ESG Report(located in the“ESG Hub”under the“Investors”section of ourA website).Nothing on our website,includin

125、g our ESG Report or sections thereof,shall be deemed incorporatedby reference into this Annual Report on Form 10-K.EnvironmentalAxcelis is deeply committed to our role as a responsible corporate citizen and dedicated to our Environmental,Social,Governance(“ESG”)and Net Zero commitments.In 2022,Axcel

126、is became a founding member of the SemiconductorClimate Consortium(“SCC”)of Semiconductor Equipment and Materials International(“SEMI”),our industry organizationserving the manufacturing supply chain for the micro-and nano-electronics industries.In doing so,we expect to bolster ourown sustainability

127、 work with the power of the semiconductor ecosystem.By collaborating withTable of Contents10SCC member companies joint knowledge and innovative technologies,Axcelis hopes to promote progressive action towards climate change.We are proud that our Power Series ion implantation systems have become enab

128、ling technology for the production ofpower management devices,which are critical to the electrification of vehicles,an important component of our societysactions to address climate change.Additional disclosures regarding our environmental initiatives and goals can be found in our 2024 ESG Reportloca

129、ted in the“ESG Hub”under the“Investors”section of our A website.We are proud of our commitment to improving our environment.Axcelis is subject to environmental laws and regulations in the countries in which we operate that regulate,among other things:air emissions;water discharges;and the generation

130、,use,storage,transportation,handling and disposal of solid and hazardous wastes produced by our manufacturing,research and development and sales activities.As with other companies engaged in like businesses,the nature of our operations exposes us to the risk of environmental liabilities,claims,penal

131、ties and orders.We believe that our operations are in compliance with applicable environmental laws and regulations and that thereare no pending environmental matters that would have a material impact on our business.We are ISO 9001:2015,ISO14001:2015,and ISO 45001:2018 certified at our Beverly,Mass

132、achusetts facility and ISO 14001:2015 and ISO 45001:2018 atour Asia Axcelis Operations Center.Information about our Executive OfficersRussell J.Low,Ph.D.,54,became Axcelis CEO in May 2023,also joining the Companys Board of Directors at that time.Dr.Low joined Axcelis in October 2016,first serving as

133、 Executive Vice President,Engineering and then as Executive Vice President,Global Customer and Engineering Operations effective January 2021.Prior to joining the Company,Dr.Low held the position of Vice President of Engineering,MOCVD Business Unit at Veeco Instruments since 2013,prior to which he wa

134、s Veecos Senior Director of Engineering,Molecular Beam Epitaxy Business Unit beginning in 2012.From 2003 to 2012,Dr.Low held a number of positions at Varian Semiconductor Equipment Associates,most recently as Director of Technology.Prior to that,Dr.Low held engineering positions in the thermal proce

135、ssing and ion implant divisions of Applied Materials,Inc.Dr.Low joined the North American Advisory Board(NAAB)of SEMI International in 2023.He is also amember of the Massachusetts High Tech Council.James G.Coogan,44,joined Axcelis as Executive Vice President and CFO in September 2023.Mr.Coogan bring

136、smore than 20 years of finance,accounting,and investor relations experience across multiple industries,most recently inaerospace and defense.Mr.Coogan joins Axcelis after serving as Senior Vice President,Chief Financial Officer at KamanCorporation,a leading provider of aerospace and defense products

137、.During his 15 years with Kaman,he held variousmanagement positions including Vice President,Investor Relations and Corporate Development,Assistant Vice President,External Reporting and SEC Compliance,and Director,External Reporting and SEC Compliance.After starting his career atPwC,he held several

138、financial management roles at Ann Taylor Stores Corporation and Mohegan Tribal Gaming Authoritybefore joining Kaman.Gerald M.Blumenstock,56,became Axcelis Executive Vice President,Research,Development and Engineering inJune 2023 leading product development,engineering and R&D.With over 30 years of e

139、xperience in technology,primarily inthe semiconductor capital equipment industry,Mr.Blumenstock brings a unique blend of leadership,technical and businessskills gained over a distinguished career.Immediately before joining Axcelis,Mr.Blumenstock was self-employed as amanagement consultant from 2022

140、to 2023.Prior to that,Mr.Blumenstock led multiple product business groups as SeniorVice President and General Manager at Veeco Instruments and Vice President and General Manager at Advanced Energy from2020 to 2022 and as Senior Vice President and General Manager at Veeco Instruments from 2011 to 202

141、0.Additionally,Mr.Blumenstock held the role of Chief Marketing Officer at Veeco directing a corporate rebrand.Prior to that,Mr.Blumenstockheld Senior Director level business roles at KLA,Cymer(ASML)and FormFactor,bringing several new products to market.Mr.Blumenstock began his career as an Optics&Ma

142、terials Engineer at SVGL(ASML)and NASA.Table of Contents11Eileen J.Evans,Esq.,57,joined Axcelis as Executive Vice President and General Counsel in December 2024.Ms.Evans brings more than 25 years of legal and technology business experience to Axcelis,including commercial transactions,merger and acqu

143、isition integration,intellectual property,compliance,and corporate matters.Before joining Axcelis,fromOctober 2022 to December 2024,she served as Chief Legal Officer at SunPower,a solar and energy services provider inNorth America,whose key assets were acquired by Complete Solaria,Inc.From July 2021

144、 to October 2022,Ms.Evans heldthe top legal job at Redaptive,a tech-enabled sustainability-as-a-service company.Prior to that,from September 2017 to July2021,she served as Deputy General Counsel at Micro Focus International,a British multinational software and informationtechnology business and befo

145、re that,as Vice President and Deputy General Counsel at Hewlett Packard Enterprise andHewlett-Packard Company and Associate General Counsel at Oracle Corporation and Sun Microsystems,Inc.Ms.Evansearned her Juris Doctor from the University of California,Davis and her Bachelor of Arts in Political Sci

146、ence from theUniversity of California,Berkeley.She currently serves on the Board of Directors for the Linux Foundation.Gregory F.Redinbo,Ph.D.,60,is our Executive Vice President,Marketing and Applications,a position he assumedin September 2022.He joined Axcelis in 2021 as Senior Vice President of St

147、rategic Marketing and Business Development.Dr.Redinbo has over 25 years of experience in the semiconductor capital equipment industry.Prior to joining Axcelis,heheld the position of Vice President,Global Strategic Accounts at ASML from 2017 to 2020,where his focus was on businessand relationship gro

148、wth with a leading logic manufacturer and prior to that was Global Vice President of Sales,Service andApplications at FEI,a microscopy solutions company,where he worked from 2012 to 2017.Dr.Redinbos past positions alsoinclude Director of Sales,US and Europe,and Director of Product Marketing,High Cur

149、rent Products at Varian Semiconductorand Product Management in the Thermal Processing Division at Applied Materials.Christopher J.Tatnall,Ph.D.,52,became Axcelis Executive Vice President,Global Customer Operations inSeptember 2023.In this capacity,Dr.Tatnall is responsible for Worldwide System Sales

150、 and Sales Operations,Global Service,Support and Training and the Axcelis Customer Solutions organization.Dr.Tatnall joined Axcelis in March 2022 as SeniorVice President of Sales.Prior to joining Axcelis,he was Vice President and General Manager at MKS Instruments,Plasmaand Reactive Gas Division fro

151、m May 2018 to March 2022,where he led a cross functional team of over 200 members withmultiple product lines with both semiconductor and industrial applications.Prior to that,Dr.Tatnall was Senior Director ofCustomer Operations at Brooks Automation,Semiconductor Sales Manager at Alcatel Vacuum Techn

152、ology,and DevelopmentEngineer at Edwards Vacuum.Table of Contents12Item 1A.Risk Factors.Risks Related to Our Business and IndustrySet forth below and elsewhere in this Annual Report on Form 10-K and in other documents we file with the SEC arerisks and uncertainties that could cause actual results to

153、 differ materially from the results contemplated by the forward-lookingstatements contained in this Annual Report on Form 10-K.It is not possible to predict or identify all such risk factors.Consequently,the following is not a complete discussion of all potential risks or uncertainties.If semiconduc

154、tor chip manufacturers do not make sufficient capital expenditures,our sales and profitability will beharmed.New systems orders and used tool sales depend upon demand from semiconductor chip manufacturers who build or expand fabrication facilities.When the rate of construction or expansion of fabric

155、ation facilities declines,demand for our systems will decline,reducing our revenue.In addition,all or a portion of the demand for increased capacity may be satisfied by a semiconductor chip manufacturers ability to reconfigure and re-use equipment they already own.Revenue decline also hurts our prof

156、itability because our established cost structure and our continued investments in engineering,research and development,and marketing necessary to develop new products and to maintain extensive customer service and support capabilities,limit our ability to reduce expenses in proportion to declining s

157、ales.If we fail to develop and introduce reliable new or enhanced products and services that meet the needs of semiconductorchip manufacturers,our results will suffer.Rapid technological changes in semiconductor chip manufacturing processes require us to respond quickly tochanging customer requireme

158、nts.Our future success will depend in part upon our ability to develop,manufacture andsuccessfully introduce new systems and product lines with improved capabilities.This will depend upon a variety of factors,including new product selection,timely and efficient completion of product design and devel

159、opment as well as manufacturingand assembly processes,product performance in the field and effective sales and marketing.In particular:We must continue to develop competitive technical specifications for new systems,or enhancements to ourexisting systems,and manufacture and ship these systems or enh

160、ancements in volume in a timely manner.We will need to accurately predict the schedule on which our customers will be ready to transition to newproducts,in order to accurately forecast demand for new products while managing the transition from olderproducts.We will need to effectively manage product

161、 reliability or quality problems that often exist with new systems,inorder to avoid higher manufacturing costs,delays in acceptance and payment and additional service andwarranty expenses,and ultimately,a lack of repeat orders.Our new products must be accepted in the marketplace.Our failure to meet

162、any of these requirements will have a material adverse effect on our operating results andprofitability.Axcelis is subject to the risks of operating internationally:we derive a substantial portion of our revenue from outside theUnited States,especially from Asia.We are substantially dependent on sal

163、es of our products and services to customers outside the United States.International sales,including export sales from our U.S.manufacturing facilities to non-U.S.customers and sales by our non-U.S.subsidiaries,accounted for 85.8%of total revenue in 2024.Customers based in Asia dominate our internat

164、ional sales.Ionimplanter system shipments to customers in Asia represented 81.0%of total system revenue in 2024.We anticipate thatinternational sales will continue to account for a significant portion of our revenue.In particular,we expectTable of Contents13that sales to Chinese customers(both globa

165、l and domestic Chinese chip manufacturers)will continue to represent a significantportion of our total sales,creating both risk and opportunity.U.S.export controls on shipments to Chinese customers have been notably increasing since 2020.Since the placement of SMIC on the U.S.Entity List in 2020,we

166、are required to obtain export control licenses to ship to mature process SMIC fabs,which to date,we have been able to obtain.Other chipmakers have been placed on the Entity List,some with,and some without,a similar policy allowing licensed shipments on specified conditions.A new export controls regu

167、latory framework issued by the U.S.in October 2022 and supplemented in 2023,prohibits all semiconductor equipment shipments to Chinese customers(other than certain multi-nationals)who are producing or developing logic,DRAM and NAND chips meeting specific advanced parameters.While these regulations h

168、ave further excluded exports to certain Chinese customers,we currently are able to continue to ship to the majority of our Chinese customers.In general,however,continuing revenue from Chinese customers is at higher risk than continuing revenue form customers in other international locations because

169、of trade tensions between the United States government and the Chinese government,and other challenges reflecting Chinas stage of development and rapid growth.Increased U.S.export controls and other political and trade tensions exacerbate the risk that Chinese customers willchange suppliers to non-U

170、.S.vendors,such as Advanced Ion Beam Technology,Inc.,Nissin Ion Equipment Co.,Ltd.and Sumitomo Heavy Industries Ion Technology Co.,Ltd.In addition,two Chinese entities,known as Kingstone Semiconductor and CETC Electronics Equipment Group Co.,Ltd.,are developing ion implanters for the Chinese domesti

171、c market.The loss of a significant customer or any reduction or delays in our ability to ship to any significant customer will adversely affect us.We source a substantial portion of our materials from outside of the United States.Because of our dependence uponinternational sales and our global suppl

172、y chain,our results and prospects may be adversely affected by a number of factors,including:changes in laws or regulations resulting in more burdensome governmental controls,tariffs,restrictions,embargoes or export license requirements;volatility in currency exchange rates;political and economic in

173、stability;global health emergencies,such as pandemics have the potential to disrupt our manufacturing operations andthose of our supply chain,as well as cause our customers to delay or cancel shipments;difficulties in accounts receivable collections;extended payment terms beyond those customarily of

174、fered in the United States;difficulties in managing suppliers,service providers or representatives outside of the United States;difficulties in staffing and managing foreign subsidiary operations;andpotential adverse tax consequences.The U.S.government has proposed or enacted tariffs and substantial

175、 changes to trade policies,which could adverselyaffect our business.For example,the U.S.government has imposed tariffs on certain foreign products,including most recentlyfrom Canada,Mexico and China,that in the past have resulted in and may result in future retaliatory tariffs on U.S.goods andproduc

176、ts.We cannot predict whether these policies will continue,or if new policies will be enacted,or the impact,if any,thatany policy changes could have on our business.Our dependence upon suppliers for many components and sub-assemblies could result in increased costs or delays in themanufacture and sal

177、e of our products.We rely to a substantial extent on outside vendors to manufacture many of the components and sub-assemblies of ourproducts.We obtain many of these components and sub-assemblies from a limited group of suppliers.Accordingly,based onsituations outside of our control,we may be unable

178、to obtain an adequate supply of required components on a timely basis,onprice and other terms acceptable to us,or at all.In addition,we often quote prices to our customers and accept customer ordersfor our products before purchasing components and sub-assemblies from our suppliers.If ourTable of Con

179、tents14suppliers increase the cost of components or sub-assemblies,we may not have alternative sources of supply and may not beable to raise the price of our products to cover all or part of the increased cost of components,negatively impacting our grossmargin.The manufacture of some of these compon

180、ents and sub-assemblies is an extremely complex process and requireslong lead times.As a result,we could experience delays or shortages.If we are unable to obtain adequate and timelydeliveries of our required components or sub-assemblies,we may have to seek alternative sources of supply or manufactu

181、rethese components internally.This could delay our ability to manufacture or to ship our systems on a timely basis,causing usto lose sales,incur additional costs,delay new product introductions,and suffer harm to our reputation.Moreover,if actual demand for Axcelis products is different than expecte

182、d,Axcelis may purchase more or fewerparts than necessary or incur costs for canceling,postponing,or expediting delivery of parts.If Axcelis purchases inventory inanticipation of customer demand that does not materialize,or if customers reduce or delay orders,Axcelis may incur excessinventory charges

183、.A significant portion of our revenue depends on customers electing to buy aftermarket products and services from Axcelis.Historically,a significant portion of our product revenue and all of our service revenue relates to our sale of“aftermarket”products and services,which include parts,consumables,

184、upgrades,service contracts,and time and materialsbillings.Some of our customers purchase fewer aftermarket products and services,often training their own staff to maintainand service semiconductor capital equipment rather than relying on the equipment manufacturer for these services.Inaddition,we co

185、mpete against third-party parts suppliers for the sale of parts and consumables that are not protected by patentsor otherwise proprietary.To the extent our customers purchase parts and services from other vendors or provide their ownsystem maintenance labor,our revenue and profitability will be redu

186、ced.If we fail to compete successfully in the highly competitive semiconductor capital equipment industry,our sales andprofitability will decline.The ion implant segment is highly competitive and includes one company with substantially greater financial,engineering,manufacturing,marketing and custom

187、er service and support resources that may better position it to competesuccessfully than we can,as well as several smaller companies that could provide innovative systems with technology thatmay have performance advantages.We expect our competitors to continue to improve the design and performance o

188、f theirexisting products and processes and to introduce new products and processes with improved price and performancecharacteristics.If we are unable to improve or introduce competing products when demanded by the markets,our businesswill be harmed.Finally,if we must lower prices to remain competit

189、ive without commensurate cost of goods savings,our grossmargin and profitability will be adversely affected.We are dependent on sales to a limited number of large customers;the loss of a significant customer or any reduction inorders from them could materially affect our sales.Historically,we have s

190、old a significant portion of our products and services to a limited number of semiconductorchip manufacturers.In 2024,our top ten customers accounted for 45.9%of our net sales,in comparison to 51.7%and 59.4%in 2023 and 2022,respectively.None of our customers have entered into a long-term agreement r

191、equiring it to purchase our products.Our customers located in China represent a significant portion of our revenue,and are subject to U.S.export controls restrictions,as discussed above.Although the composition of the group comprising our largest customers has varied from year to year,the loss of a

192、significant customer or any reduction or delays in orders from any significant customer will adversely affect us.Consolidation of semiconductor chip manufacturers may result in the loss of a customer.Our international operations involve currency risk.Substantially all of our system sales are billed

193、in U.S.dollars.We also pay almost all non-U.S.vendors providingmaterials,components,and subassemblies to our U.S.factory in U.S.dollars.Aftermarket revenues of our non-U.S.Table of Contents15subsidiaries are denominated in both local currency and U.S.dollars.The majority of operating expenses of the

194、se non-U.S.subsidiaries,are received and incurred in local currencies.The establishment of the Axcelis Asia Operations Center in South Korea has increased the volume of our transactions in non-U.S.dollar currencies and increased the impact of foreign exchange gain/loss on the Companys financial resu

195、lts.The Company experiences translation adjustments when local currency accounts payable on non-U.S.subsidiary books are re-measured for consolidated financial reporting.Similarly,the translation of long-term asset and liability values to U.S.dollars are recorded in stockholders equity as an element

196、 of accumulated other comprehensive income(loss).The value of the asset or liability in U.S.dollars will increase or decrease relative to the local currency based on changes in the exchange rate between the two currencies over the period.As a result,any unplanned non-cash gains or losses are recorde

197、d in the Companys consolidated financial statements.Accordingly,fluctuations in exchange rates can impact reported revenues,expense,and profitability and asset values in our Consolidated Financial Statements.During the year ended December 31,2024,approximately 6.2%of our revenue was derived in local

198、 currencies from foreign operations with this inherent risk.In addition,at December 31,2024,our operations outside of the United States accounted for approximately 9.2%of our total assets,the majority of which was denominated in currencies other than the U.S.dollar.We may not be able to maintain and

199、 expand our business if we are not able to hire,retain and integrate qualifiedpersonnel.Our business depends on our ability to attract and retain qualified,experienced employees.There is substantialcompetition for experienced engineering,technical,financial,sales and marketing personnel in our indus

200、try.In particular,wemust attract and retain highly skilled design and process engineers.Competition for such personnel is intense,both in theBoston metropolitan area and in other locations around the world.If we are unable to retain our existing key personnel,orattract and retain additional qualifie

201、d personnel,we may experience insufficient levels of staffing to fully develop,manufacture and market our products and perform services for our customers.As a result,our growth could be limited or wecould fail to meet our delivery commitments or experience deterioration in service levels or decrease

202、d customer satisfaction,all of which could adversely affect our financial results.Our financial results may fluctuate significantly.We derive our new systems revenue from the sale of a small number of expensive products to a relatively smallnumber of customers.The selling prices on our ion implant s

203、ystems range from approximately$2.6 million to$12.0 million.We also sell used equipment in our aftermarket business.Each sale,or failure to make a sale,may have a significant effect onus in a particular quarter.In a given quarter,a number of factors can adversely affect our revenue and results,inclu

204、dingchanges in our product mix,increased fixed expenses per unit due to reductions in the number of products manufactured,andhigher fixed costs due to increased levels of research and development and expansion of our worldwide sales and marketingorganization.Our financial results also fluctuate base

205、d on gross profit realized on sales.A variety of factors may cause grossprofit as a percentage of revenue to vary,including the mix and average selling prices of products sold,costs to manufactureand customize systems,warranty costs and the impact of changes to inventory reserves.New product introdu

206、ctions may alsoaffect our gross margin.Fluctuations in our financial results may have an adverse effect on the price of our common stock.Our financial results may fall short of anticipated levels because forecasting revenue and profitability is complex and maybe inaccurate.Management may from time t

207、o time provide financial forecasts to investors.These forecasts are based onassumptions,which are believed to be reasonable when made,of the timing of system orders,system shipments,systemacceptance and aftermarket revenue.Any of these assumptions can prove erroneous and the level of revenue recogni

208、zable in aparticular quarter may vary from the forecast.Our lengthy sales cycle,coupled with customers competing capital budgetconsiderations,make revenue difficult to predict.In addition,our backlog at the beginning of a quarter typically does notinclude all orders required to achieve our sales obj

209、ectives for that quarter and is not a reliable indicator of our future sales.Asa result,our revenue and operating results for a quarter depend on our shipping systems on previous orders as scheduledduring that quarter,receiving customer acceptance of previously shipped products,and obtaining new ord

210、ers for products andservices to be provided within that same quarter.Any delay in,or cancellation of,scheduled shipments andTable of Contents16customer acceptances or in revenue from new orders,including aftermarket revenue,could materially affect our financialresults.Accounting rules addressing rev

211、enue recognition add more complexity in forecasting quarterly revenue andprofitability.Orders for our products usually contain multiple performance obligations that result in revenue deferral undergenerally accepted accounting principles.Due to the foregoing factors,investors should understand that

212、our actual financialresults for a quarter may vary significantly from our forecasts of financial performance for that quarter.Failure to meetforecasted financial performance may have an adverse effect on the price of our common stock.The semiconductor equipment industry is cyclical and we expect tha

213、t demand for our products will increase and decrease,making it difficult to manage the business and potentially causing harm to our sales and profitability.The semiconductor industry is cyclical,experiencing upturns when the demand for our products is high anddownturns when our customers are not inv

214、esting in new or expanded fabrication facilities.From time to time,inventorybuildups in the semiconductor device industry produce an oversupply of semiconductors.This can cause a reduced demandfor capital equipment such as our products,negatively impacting our sales and level of profitability.Our re

215、venue can varysignificantly from one point in the cycle to another,making it difficult to manage the business,both when revenue isincreasing and when it is decreasing.In addition,a substantial portion of our operating expenses do not fluctuate with changesin volume.Significant decreases in revenue c

216、an therefore have a disproportionate effect on profitability.In addition,reduceddemand for our products and services may require Axcelis to implement cost reduction efforts,including restructuringactivities,which may adversely affect Axcelis ability to capitalize on opportunities that arise in the f

217、uture.Axcelis is exposed to risks related to cybersecurity threats and incidents.In the conduct of our business,Axcelis collects,uses,transmits,and stores data on information technology systems.This data includes confidential information belonging to Axcelis,our employees or our customers or other b

218、usiness partners,some of which is personally-identifiable information of individuals.As reported in the 2024 Verizon Data Breach Investigation Report,cyber-attacks in the manufacturing industries are almost entirely financially motivated.Axcelis has been and expects to continue to be subject to cybe

219、rsecurity threats and incidents,including through employee error or misuse;individual attempts to gain unauthorized access to information systems;and sophisticated and targeted measures known as advanced persistent threats,none of which have had a material impact on the Company to date.Axcelis imple

220、ments a“Layered Security Strategy”that aligns with National Institute of Standards and Technology Cybersecurity Framework.To do so,we devote resources to network security,data encryption,employee training and other measures to protect our systems and data from unauthorized access or misuse.This incl

221、udes continuously monitoring and reacting to the cybersecurity environment,by implementing best-in-class solutions from several vendors.On an on-going basis,we engage a cybersecurity consultant to validate and advise on the Companys cyber landscape and to drive employee vigilance through employee cy

222、ber training and messaging.We continually replace less secure legacy systems to improve internal and external cyber defenses and maintain a cyber incident response plan including reporting and recovery processes.See Item IC“Cybersecurity”below.In addition,as discussed in our proxy statement,the Audi

223、t Committee and the full Board of Directors receive quarterly reports on cybersecurity risks and annual reports on management initiatives to promote cybersecurity.However,depending on their nature and scope,cybersecurity incidents could result in business disruption;themisappropriation,corruption or

224、 loss of confidential information and critical data(Axcelis and that of third parties);reputational damage;unnecessary expense;litigation with third parties;diminution in the value of Axcelis investment inresearch,development,and engineering;data privacy issues;and increased cybersecurity protection

225、 and remediation costs.These adverse outcomes could negatively impact our revenues,expenses,profitability,and asset values.Axcelis is subject to risks associated with compliance with environmental,health and safety regulations.Axcelis is subject to environmental,health and safety regulations in conn

226、ection with its global business operations,including but not limited to:regulations related to the development,manufacture,shipping,and use of its products;handling,discharge,recycling and disposal of hazardous materials used in its products or in producing its products;theTable of Contents17operati

227、on of its facilities;and the use of its real property.The failure or inability to comply with existing or futureenvironmental and safety regulations could result in:significant remediation or other legal liabilities;the imposition ofpenalties and fines;restrictions on the development,manufacture,sal

228、e,shipment or use of certain of its products;limitationson the operation of its facilities or ability to use its real property;and a decrease in the value of its real property.Axcelis couldbe required to alter its manufacturing and operations and incur substantial expense in order to comply with env

229、ironmental,health and safety regulations.Any failure to comply with these regulations could subject Axcelis to significant costs andliabilities that could adversely affect Axcelis business,financial condition,and results of operations.Our financial condition and results of operations could be advers

230、ely affected by global pandemics.Global pandemics have in the past and may again in the future cause disruptions and restrictions on our operations and ability to travel,and similar disruptions and restrictions impacting our suppliers or customers could adversely affect our sales and operating resul

231、ts.Axcelis products rely on an extensive global supply chain,and shortages of certain parts could impact our ability to meet customers shipment expectations,negatively affecting our revenues.Such pandemics may drive changes in the demand for certain of our customers products,resulting in their delay

232、 or cancelation of purchases from us.The extent to which pandemics may impact our results will depend on future developments,which are highly uncertain and cannot be predicted.Our proprietary technology may be vulnerable to efforts by competitors to challenge or design around,potentially reducingour

233、 market share.We rely on a combination of patents,copyrights,trademark and trade secret laws,non-disclosure agreements andother intellectual property protection methods to protect our proprietary technology.Despite our efforts to protect ourintellectual property,our competitors may be able to challe

234、nge,design around or legitimately use the proprietary technologyembedded in our systems or other technology or information used in our business.If this occurs,the value of our proprietarytechnology will be diminished.Our means of protecting our proprietary rights may not be adequate and our patents

235、may notbe sufficient to prevent others from using technology that is similar to or the same as our technology.Patents issued to us maybe challenged and might be invalidated or circumvented and any rights granted under our patents may not provide adequateprotection to us.Our competitors may independe

236、ntly develop similar technology,duplicate features of our products or designaround patents that may be issued to us.As a result of these threats to our proprietary technology,we may have to resort tocostly litigation to enforce or defend our intellectual property rights.Finally,all patents expire af

237、ter a period of time(in theU.S.,patents expire 20 years from the date of filing of the patent application).Our market share could be negatively impactedby the invalidation or expiration of a patent which had created a barrier for our competitors.Axcelis also has agreements with third parties for lic

238、ensing of patented or proprietary technology with Axcelis as thelicensor or the licensee.Termination of license agreements or claims of infringement with respect to such technology couldhave an adverse impact on our financial performance or ability to ship products with existing configurations.We(or

239、 customers that we indemnify)might face intellectual property infringement claims or patent disputes that may becostly to resolve and,if resolved against us,could be very costly to us and prevent us from making and selling our systems.From time to time,claims and proceedings may be asserted against

240、us relative to patent validity or infringementmatters.We typically agree to indemnify our customers from liability to third parties for intellectual property infringementarising from the use of our products in their intended manner.Therefore,we may receive notification from customers whobelieve that

241、 we owe them indemnification or other obligations related to infringement claims made against the customers bythird parties.Our involvement in any patent dispute or other intellectual property dispute or action to protect trade secrets,even if the claims are without merit,could be very expensive and

242、 could divert the attention of our management.Adversedeterminations in any litigation could subject us to significant liabilities to third parties,require us to remove certain featuresfrom our products or seek costly licenses from third parties or prevent us from manufacturing and selling our system

243、s.Inaddition,infringement indemnification clauses in system sale agreements may require us to take other actionsTable of Contents18or require us to provide certain remedies to customers who are exposed to indemnified liabilities.Any of these situationscould have a material adverse effect on our busi

244、ness results.If operations were to be disrupted at Axcelis manufacturing facilities,it would have a negative impact on our business.Our primary manufacturing facility is located in Massachusetts,with a smaller facility located in South Korea.Ouroperations could be subject to disruption for a variety

245、 of reasons,including,but not limited to severe weather events,othereffects of climate change,natural disasters,work stoppages,operational facility constraints and terrorism.Such disruptioncould cause delays in shipments of products to our customers and could result in cancellation of orders or loss

246、 of customers,which could seriously harm our business.If we do not have access to capital on favorable terms,on the timeline we anticipate,or at all,our financial condition andresults of operations could be materially adversely affected.We require a substantial amount of capital to meet our operatin

247、g requirements and remain competitive.We routinelyincur significant costs to purchase inventory to meet expected system sales,to develop and introduce new products,and toplace evaluation systems at new customer sites.There can be no assurance that we will realize a return on the capitalexpended.Alth

248、ough our current cash levels and borrowing capacity are expected to be adequate for our foreseeable cashrequirements,if our operating results falter,or our cash flow or capital resources prove inadequate,we may incur debt to fundthese requirements.Significant volatility or disruption in the global f

249、inancial markets may result in us not being able to obtainadditional financing on favorable terms,on the timeline we anticipate,or at all,and we may not be able to refinance,ifnecessary,any outstanding debt when due,all of which could have a material adverse effect on our financial condition.Anyinab

250、ility to obtain financing on favorable terms,on the timeline we anticipate,or at all,may cause us to curtail our operationssignificantly,reduce planned capital expenditures and research and development,or obtain funds through arrangements thatmanagement does not currently anticipate,including dispos

251、ing of our assets and relinquishing rights to certain technologies,the occurrence of any of which may significantly impair our ability to remain competitive,and materially and adversely affectour results of operations and financial condition.The market price of our common stock may be volatile,which

252、 could result in substantial losses for investors.The stock markets in general,and the markets for semiconductor equipment stocks in particular,have experiencedextreme volatility that has often been unrelated to the operating performance of particular companies.These broad marketfluctuations may adv

253、ersely affect the trading price of our common stock.The market price of the common stock may alsofluctuate significantly in response to the following factors,among others,some of which are beyond our control:variations in our quarterly results;the issuance or repurchase of shares of our common stock

254、;changes in securities analysts estimates of our financial performance;changes in market valuations of similar companies;announcements by us or our competitors of significant contracts,acquisitions,strategic partnerships,joint ventures,capital commitments,new products or product enhancements;loss of

255、 a major customer or failure to complete significant transactions;additions or departures of key personnel;andnew positions adopted by investor stewardship groups and proxy advisory firms regarding desired environmental,social and governance disclosures,policies,ranking systems,and other initiatives

256、.The trading price of our common stock in the past has been significantly volatile,and we cannot accurately predictevery potential risk that may materially and adversely affect our stock price.We operate in jurisdictions with complex and changing tax laws.We are also subject to laws and regulations

257、in various jurisdictions that determine how much profit has beenTable of Contents19earned and when it is subject to taxation in that jurisdiction.In the United States,for example,the Inflation Reduction Act(IRA)imposes a 15%book minimum tax on corporations with three-year average annual adjusted fin

258、ancial statement incomeexceeding$1 billion.To date,the IRA has not materially impacted our effective tax rate.Corporate tax reform,anti-base-erosion rules and tax transparency continue to be high legislative or regulatory priorities in many jurisdictions.Changes in laws and regulations regarding the

259、se matters could impact the jurisdictions where we are deemed to earn income,which could in turn adversely affect our tax liability and results of operations.As of December 31,2024,54 countries have enacted various aspects of the Organization for Economic Co-operation and Developments Base Erosion a

260、nd Profit Shifting 2.0 Pillar Two global minimum tax(GMT).In 35 of those countries,the GMT is effective beginning in 2024.Based on currently enacted law and countries we operate in,the impact of GMT on our 2024 results did not have an impact on our business.Item 1B.Unresolved Staff Comments.None.Ite

261、m 1C.Cybersecurity.Axcelis implements an enterprise risk management(“ERM”)process in which management annually identifies and reviews the principal risks to which the Companys business is subject,rating each risk in terms of likelihood of occurrence and severity of impact.Risks that have either a hi

262、gh likelihood or a high potential impact on our business are assessed quarterly with respect to the trend(an increasing or decreasing risk)and whether additional mitigation actions are needed.These quarterly risk assessments are shared with our Board of Directors,with the Audit Committee reviewing a

263、ny changes inrisk identification or ranking on an annual basis.Cybersecurity risks are integrated into our overall ERM,and our Chief Information Officer assesses the trends andneed for additional mitigations on a quarterly basis.Our main concerns are(i)the unauthorized exfiltration of personalinform

264、ation pertaining to Axcelis employees,(ii)the unauthorized exfiltration of confidential business or technicalinformation,and(iii)an inability to use our business systems for a period of time following a cybersecurity event.Management has adopted a Cybersecurity Incident Response plan which lays out

265、the roles of IT personnel,senior leadership,and legal resources in responding to a cybersecurity incident.This plan is shared with our Board of Directors and reviewed annually.These risks could materially impact the business of the Company.To date,the Company has notexperienced a material cybersecur

266、ity incident.To implement risk management and protective strategies,management implements a“Layered Security Strategy”that aligns with National Institute of Standards and Technology Cybersecurity Framework.We consider the various factors that can play a role in the occurrence of a cybersecurity inci

267、dent,such as:Unauthorized system accessUser errorsUndetected system vulnerabilitiesMobile device risksVulnerabilities in software applications and specific hardwareThird party cybersecurity risksInsider threatsManagement has implemented specific mitigation strategies for each of these factors,such a

268、s(i)user training to avoid fraud and other scams,(ii)utilizing multi-factor authentication processes for system access,(iii)engaging in vulnerability scanning applications,(iv)upgrading software and hardware to those with the greatest security protections,and(v)ensuring third parties to whom sensiti

269、ve information is provided have appropriate security.Management has also developed a vendor assessment form to evaluate potential“Software as a Service”providers,which is incorporated in the Companys RFP processes.The Company routinely obtains and reviews SOC 2 reports from third parties who have ac

270、cess tothe Companys information,some of which are part of managements internal controls over financial reporting.TheTable of Contents20Company accesses cybersecurity consultants and legal counsel to assist in the identification of vulnerabilities and advise onappropriate mitigation and preparedness

271、actions.Overall,we devote resources to network security,data encryption,employee training and other measures to protectour systems and data from unauthorized access or misuse.This includes the emerging need to protect our data from theunauthorized incorporation in large language models or other arti

272、ficial intelligence systems.The Audit Committee and fullBoard of Directors receive quarterly reports on cybersecurity risks and annual reports on management initiatives to promotecybersecurity.Item 2.Properties.We lease our principal facility in Beverly,Massachusetts,which comprises 417,000 square f

273、eet.The facility is usedfor manufacturing,research and development,sales/marketing,customer support,advanced process development,productdemonstration,customer-training center and corporate headquarters.We also lease our Axcelis Asia Operations Center inSouth Korea,which comprises 38,000 square feet

274、and is principally used for manufacturing,and the Axcelis Logistics Center,a state-of-the-art logistics and flex manufacturing center with 101,800 square feet built to our specifications,in Beverly,Massachusetts.We believe that our manufacturing facilities and equipment generally are well maintained

275、,in good operatingcondition,suitable for our purposes,and adequate for our present operations.We own 23 acres of undeveloped property in Beverly,Massachusetts,adjacent to our headquarters.As of December 31,2024,we also leased 47 other properties,of which 10 are located in the United States and there

276、mainder are located in Asia and Europe,including offices in Taiwan,Singapore,South Korea,China,Japan,Italy andGermany.These properties are used for sales,service and warehousing.Our Beverly,Massachusetts facility is ISO 9001:2015,ISO 14001:2015,and ISO 45001:2018 certified,our Europeanoffice is ISO

277、9001:2015 certified,and our Asia Axcelis Operations Center is ISO 14001:2015 and ISO 45001:2018.Item 3.Legal Proceedings.We are not presently a party to any litigation that we believe might have a material adverse effect on our businessoperations.We are,from time to time,a party to litigation that a

278、rises in the normal course of our business operations.Item 4.Mine Safety Disclosures.Not applicable.Table of Contents21PART IIItem 5.Market for Registrants Common Equity,Related Stockholder Matters and Issuer Purchases of Equity Securities.Our common stock trades on the Nasdaq Global Select Market u

279、nder the symbol ACLS.As of February 23,2025,wehad approximately 668 stockholders of record.The following table summarizes the stock repurchase activity for the 12 months ended December 31,2024 pursuantto our stock repurchase program:Total Number ofShares Purchased Average Price Paidper Share Total N

280、umber of SharesPurchased as Part ofPublicly AnnouncedProgram Approximate Dollar Value ofShares that May Yet BePurchased Under the Program(in thousands except per share amounts)January 1 through January 31 60$124.72 60$182,523February 1 through February 29 62$121.31 62 175,007March 1 through March 31

281、 175,007April 1 through April 30 78$103.33 78 166,999May 1 through May 31 63$110.03 63 160,011June 1 through June 30 160,011July 1 through July 31 70$137.48 70 150,387August 1 through August 31 48$111.33 48 145,011September 1 through September 30 145,011October 1 through October 31 104$96.23 104 135

282、,003November 1 through November 30 59$85.37 59 130,012December 1 through December 31$130,012Total 544 544Table of Contents22We currently maintain one equity compensation plan,the 2012 Equity Incentive Plan(the“2012 Equity Plan”).The number of shares issuable upon vesting of outstanding restricted st

283、ock units granted to employees and non-employee directors,as well as the number of shares remaining available for future issuance,under the 2012 Equity Plan and our 2020 Employee Stock Purchase Plan as of December 31,2024 are summarized in the following table:(A)(B)(C)Plan categoryNumber of shares t

284、o be issuedupon exercise of outstandingoptions,warrants and rights(1)Weightedaverage exerciseprice of outstandingoptions,warrants andrights(2)Number of shares remaining available forfuture issuance under equity compensationplans(excluding shares reflected in column(A)(3)Equity compensation plans app

285、roved bystockholders 464,904$-1,299,342Equity compensation plans not approved bystockholders N/AN/ATotal 464,904 1,299,342(1)Represents 464,904 shares issuable on vesting of outstanding RSUs under the 2012 Equity Plan(some of which will be withheld in respect of taxwithholding obligations).(2)For th

286、e purposes of this table,the weighted-average exercise price of outstanding options,warrants and rights includes RSUs as if they had a$0.00exercise price.(3)Represents the total shares available for issuance under our 2012 Equity Plan and our 2020 Employee Stock Purchase Plan,as of December 31,2024,

287、as follows:(A)419,955 shares were available for future issuance under the 2012 Equity Plan.Such amount represents the total number of shares reserved for issuance under the 2012 Equity Plan (7,762,500 shares approved by the shareholders,plus 1,777,029 shares added in accordance with the terms of the

288、 2012 Equity Plan as a result of the expiration or forfeiture of awards granted under our prior equity grant plan that were outstanding at the time of the adoption of the 2012 Equity Plan),less the shares issuable on options and restricted stock units(counted at 1.5 shares each)outstanding under the

289、 2012 Equity Plan included in column(A)and the shares issued prior to such date on exercise of options and vesting of restricted stock units granted under the 2012 Equity Plan.This plan is generally used for grants to employees and directors and was initially approved by our stockholders at our 2012

290、 annual meeting.(B)879,387 shares were available under our 2020 Employee Stock Purchase Plan,which represents the total number of shares reserved forissuance under the plan(1,000,000)less the shares purchased through December 31,2024.Item 6.RESERVED Table of Contents23Item 7.Managements Discussion a

291、nd Analysis of Financial Condition and Results of Operations.Certain statements in“Managements Discussion and Analysis of Financial Condition and Results of Operations”are forward-looking statements that involve risks and uncertainties.Words such as may,will,should,would,anticipates,expects,intends,

292、plans,believes,seeks,estimates and similar expressions identify such forward-looking statements.Theforward-looking statements contained herein are based on current expectations and entail various risks and uncertainties thatcould cause actual results to differ materially from those expressed in such

293、 forward-looking statements.Factors that mightcause such a difference include,among other things,those set forth under“Liquidity and Capital Resources”and“RiskFactors”and others discussed elsewhere in this Annual Report on Form 10-K.Readers are cautioned not to place unduereliance on these forward-l

294、ooking statements,which reflect managements analysis only as of the date hereof.We assume noobligation to update these forward-looking statements to reflect actual results or changes in factors or assumptions affectingforward-looking statements,except as may be required by law.OverviewThe semiconduc

295、tor capital equipment industry is subject to cyclical swings in capital spending by semiconductorchip manufacturers.Capital spending is influenced by demand for semiconductors and the products using them,the utilizationrate and capacity of existing semiconductor chip manufacturing facilities and cha

296、nges in semiconductor technology,all ofwhich are outside of our control.As a result,our revenue may fluctuate from year to year and period to period.Ourestablished cost structure does not vary significantly with changes in volume.We may also experience fluctuations inoperating results and cash flows

297、 depending on our revenue level.Revenue for 2024 was$1,017.9 million,compared to$1,130.6 million in 2023.Systems revenue for 2024 was$782.6million,compared to$883.6 million in 2023.Gross margin percent for the year was 44.7%compared to 43.5%in 2023.Operating profit was$210.8 million in 2024,compared

298、 to$265.8 million in 2023.Net income for the year was$201.0million,compared to$246.3 million in 2023.The Company is in a strong competitive position.A focused strategy on ion implant,combined with the hard workand dedication of our employees and the encouragement and support of our customers and sup

299、pliers,enabled us to achievenumerous critical milestones in our drive to market leadership.Important accomplishments in 2024 included:We delivered revenue of$1,017.9 million in 2024 and earnings per share of$6.15.We remained a technology leader and supplier of choice in the implant-intensive power d

300、evice segment,whichaccounted for 56%of the value of our 2024 system shipments.We continued working to expand our footprint with existing and new customers and currently have two Purionevaluation systems in the field at strategic customer sites in key market segments.We continued our investment in ou

301、r Customer Solutions&Innovation(“CS&I”)aftermarket business to drive financial growth and increased customer satisfaction levels,including the“Digital Tool Box,”an innovative service offering with online training,remote diagnosis and install,and automated troubleshooting guide.We received 22 custome

302、r satisfaction awards in 2024.In addition,Axcelis was named to both the 2023 and 2024 editions of Forbes List of Americas Best Mid-Cap Companies and to both the Fortune Magazines 2023 and 2024 lists of the Top 100 Fastest Growing Companies.We continue to work diligently to ensure that manufacturing

303、and operating expense levels remain well aligned tobusiness conditions.The market for our systems and aftermarket products and services is represented by a relatively small number ofcompanies.In 2024,the top 20 semiconductor chip manufacturers accounted for approximately 87.6%of total semiconductorc

304、apital equipment spending,down from 92.0%in 2023.Our net revenue from our ten largest customers accounted for 45.9%of total revenue for the year ended December 31,2024 compared to 51.7%and 59.4%of revenue for the years endedDecember 31,2023 and 2022,respectively.For the year ended December 31,2024,n

305、o customers represented ten percent ormore of total revenue.Table of Contents24Critical Accounting EstimatesManagements discussion and analysis of our financial condition and results of operations are based upon Axcelisconsolidated financial statements,which have been prepared in accordance with acc

306、ounting principles generally accepted inthe United States.The preparation of these financial statements requires management to make estimates and judgments thataffect the reported amounts of assets,liabilities,revenue and expenses,and related disclosure of contingent assets andliabilities.On an on-g

307、oing basis,we evaluate our estimates and assumptions.Managements estimates are based on historicalexperience and on various other assumptions that are believed to be reasonable under the circumstances,the results of whichform the basis for making judgments about the carrying values of assets and lia

308、bilities that are not readily apparent from othersources.Actual results may differ from these estimates under different assumptions or conditions.We believe the following accounting policies are critical in the portrayal of our financial condition and results ofoperations and require managements mos

309、t significant judgments and estimates in the preparation of our consolidatedfinancial statements.For additional accounting policies,see Note 2 to the consolidated financial statements for the year endedDecember 31,2024 included in this Annual Report on Form 10-K.Revenue RecognitionOur accounting pol

310、icies relating to the recognition of revenue require management to make estimates,determinationsand judgments based on historical experience and on various other assumptions,which include(i)the existence of a contractwith the customer,(ii)the identification of the performance obligations in the cont

311、ract,(iii)the value of any variableconsideration in the contract,(iv)the standalone selling price of multiple obligations in the contract,for the purpose ofallocating the consideration in the contract,and(v)determining when a performance obligation has been met.Our revenuerecognition policies are se

312、t forth in section(j)of Note 2,Summary of Significant Accounting Policies,to the consolidatedfinancial statements for the year ended December 31,2024 included in this Annual Report on Form 10-K.Recognition ofrevenue based on incorrect judgments,including an erroneous allocation of the estimated sale

313、s price between the units ofaccounting,could result in inappropriate recognition of revenue,or incorrect timing of revenue recognition,which could havea material effect on our financial condition and results of operations.InventoryProvision for Excess and Obsolescence and Lower of Cost or Net Realiz

314、able ValueWe record a provision for estimated excess and obsolete inventory and lower of cost or net realizable value.Theprovision is determined using managements assumptions of materials usage,based on estimates of forecasted and historicaldemand and market conditions.Specifically,our assumptions o

315、f forecasted system sales and the size and utilization of theinstalled base of systems may have a significant effect on estimated materials usage.If actual market conditions become lessfavorable than those projected by management,additional inventory write-downs may be required.Although we make ever

316、y effort to ensure the accuracy of our forecasts or product demand and pricing assumptions,any significant unanticipated changes in demand,pricing,or technical developments would significantly impact the value ofour inventory and our reported operating results.In the future,if we determine that inve

317、ntory needs to be written down,wewill recognize such costs in our cost of revenue at the time of such determination.If we subsequently sell product that haspreviously been written down,our gross margin in that period will be favorably impacted.Product WarrantyWe generally offer a one-year warranty f

318、or all of our systems,the terms and conditions of which vary dependingupon the product sold.For all systems sold,we accrue a liability for the estimated cost of standard warranty at the time ofsystem shipment and defer the portion of systems revenue attributable to the relative fair value of non-sta

319、ndard warranty.Costs for non-standard warranty are expensed as incurred.Factors that affect our warranty liability include the number ofinstalled units,historical and anticipated product failure rates,material usage and service labor costs.We periodically assessthe adequacy of our recorded liability

320、 and adjust the amount as necessary.Table of Contents25Income TaxesWe record income taxes using the asset and liability method.Deferred income tax assets and liabilities are recognizedfor the future tax consequences attributable to differences between the financial statement carrying amounts of exis

321、ting assetsand liabilities and their respective income tax basis,and net operating loss and tax credit carryforwards.We establish a valuation allowance when it is more likely than not that some portion or all of the deferred tax assetswill not be realized.Significant management judgment is required

322、in determining our provision for income taxes,the deferredtax assets and liabilities and any valuation allowance recorded against those net deferred tax assets.We evaluate the weight of all available evidence such as historical losses,the expected timing of the reversals ofexisting temporary differe

323、nces and projected future taxable income to determine whether it is more likely than not that someportion or all of the net deferred income tax assets will not be realized.Our income tax expense includes the largest amount of tax benefit for an uncertain tax position that is more likelythan not to b

324、e sustained upon audit based on the technical merits of the tax position.Settlements with tax authorities,theexpiration of statutes of limitations for particular tax positions or obtaining new information on particular tax positions maycause a change to the effective tax rate.We recognize accrued in

325、terest related to unrecognized tax benefits as interest expenseand penalties as operating expense.Results of OperationsThe following year-to-year comparative statements include the 2024 and 2023 year periods.For comparativestatements for the 2023 and 2022 periods,please refer to our 2023 Annual Repo

326、rt on Form 10-K,filed with the SecuritiesTable of Contents26and Exchange Commission on February 23,2024,as amended by Amendment No.1 thereto,filed with the Securities andExchange Commission on February 28,2024.The following table sets forth our results of operations as a percentage of total revenue:

327、Year endedDecember 31,2024 2023 Revenue:Product 96.0%96.9%Services 4.0 3.1 Total revenue 100.0 100.0 Cost of revenue:Product 51.5 53.8 Services 3.8 2.7 Total cost of revenue 55.3 56.5 Gross profit 44.7 43.5 Operating expenses:Research and development 10.4 8.6 Sales and marketing 6.7 5.6 General and

328、administrative 6.9 5.8 Total operating expenses 24.0 20.0 Income from operations 20.7 23.5 Other income(expense):Interest income 2.4 1.6 Interest expense (0.5)(0.5)Other,net 0.1 (0.0)Total other income 2.0 1.1 Income before income taxes 22.7 24.6 Income tax provision 2.9 2.9 Net income 19.8%21.7%Rev

329、enueThe following table sets forth our revenue:Year endedPeriod-to-Period December 31,Change 20242023$%(dollars in thousands)Revenue:Product$976,881$1,095,650$(118,769)(10.8)%Percentage of revenue 96.0%96.9%Services 40,984 34,954 6,030 17.3%Percentage of revenue 4.0%3.1%Total revenue$1,017,865$1,130

330、,604$(112,739)(10.0)%ProductProduct revenue,which includes new system sales,sales of spare parts,product upgrades and used system sales was$976.9 million or 96.0%of revenue in 2024,compared with$1,095.7 million or 96.9%of revenue in 2023.The decrease inproduct revenue in 2024 was primarily driven by

331、 a decrease in the number of Purion systems sold.Table of Contents27A portion of our revenue from system sales is deferred until installation and other services related to futuredeliverables are performed.The total amount of deferred revenue at December 31,2024 and 2023 was$138.2 million and$210.9 m

332、illion,respectively.The decrease was primarily due to a decrease in system prepayments.ServicesServices revenue,which includes the labor component of maintenance and service contracts and fees for servicehours provided by on-site service personnel,was$41.0 million,or 4.0%of revenue for 2024,compared

333、 with$35.0 million,or3.1%of revenue for 2023.Although services revenue typically increases with the expansion of the installed base of systems,itcan fluctuate from period to period based on capacity utilization at customers manufacturing facilities,which affects the needfor equipment service.Revenue Categories used by ManagementIn addition to the line-item revenue categories discussed above,manage