Q3 Gross Margin of 41.6 Percent; Q3 Non–GAAP Gross Margin of 41.8 Percent

Q3 Diluted EPS of $0.29; Q3 Non-GAAP Diluted EPS of $0.45

Q3 Cash from Operations of $56 million

Knowles Corporation (NYSE:KN), a market leader and global provider of advanced micro-acoustic microphones, speakers, audio processing, and precision device solutions, today announced results for the third quarter ended September 30, 2021.

"I am pleased we delivered Q3 non-GAAP gross margins that were at the high end of our guidance range and non-GAAP EPS that was above the range," said Jeffrey Niew, president and CEO of Knowles. "In Audio, revenue was up 8 percent from the year ago period as Hearing Health sales increased on strong end market demand, and MEMS microphone sales grew primarily led by demand from Non-Mobile end markets. Precision Devices had record revenues and bookings again in Q3, with sales up 35 percent from the year ago period, driven by strong growth across a broad range of end markets. In addition to revenue growth and gross margin expansion, we delivered cash from operations of $56 million in the quarter."

"For the fourth quarter of 2021, we expect favorable product mix and strong operating leverage to drive earnings above the year ago period. We believe our strategy of delivering high value, differentiated solutions to a diverse set of growing end markets will expand gross margins and achieve record cash from operations since the spin for full year 2021," continued Niew.

Financial Highlights

The following table highlights the Company's financial performance on both a GAAP and supplemental non-GAAP basis for continuing operations (in millions, except per share data):

	Q3FY21	Q2FY21	Q3FY20
Revenues	$233.0	$199.8	$205.8
Gross profit *(as a % of revenues)*	$96.9 41.6%	$83.7 41.9%	$75.2 36.5%
Non-GAAP gross profit *(as a % of revenues)*	$97.5 41.8%	$84.8 42.4%	$75.6 36.7%
Diluted earnings per share*	$0.29	$0.18	$0.06
Non-GAAP diluted earnings per share	$0.45	$0.31	$0.24

* Current period results include $7.1 million in stock-based compensation, $4.3 million in intangibles amortization expense, $4.0 million in impairment charges, and $0.7 million in other expenses that are excluded from non-GAAP results.

Fourth Quarter 2021 Outlook

The forward looking guidance for the quarter ending December 31, 2021 on a continuing operations basis is as follows:

	GAAP	Adjustments	Non-GAAP
Revenues	$230 to $235 million	-	$230 to $235 million
Gross Profit Margin	39% to 41%	1%	40% to 42%
EPS	$0.32 to $0.34	$0.11	$0.43 to $0.45

Q4 2021 GAAP results are expected to include approximately $0.07 per share in stock-based compensation and $0.04 per share in amortization of intangibles and debt discount. Q4 2021 GAAP guidance does not consider the impact of a potential positive adjustment to the valuation allowance for our U.S. subsidiary. The potential benefit would not impact non-GAAP results.

Non-GAAP Financial Measures

In addition to the GAAP results included in this press release, Knowles has presented supplemental non-GAAP gross profit, earnings before interest and income taxes, adjusted earnings before interest and income taxes, non-GAAP diluted earnings per share, as well as other metrics on a non-GAAP basis that exclude certain amounts that are included in the most directly comparable GAAP measure to facilitate evaluation of Knowles' operating performance. Non-GAAP results are not presented in accordance with GAAP. Non-GAAP information should be considered a supplement to, and not a substitute for, financial statements prepared in accordance with GAAP. In addition, the non-GAAP financial measures included in this press release do not have standard meanings and may vary from similarly titled non-GAAP financial measures used by other companies. Knowles believes that non-GAAP measures are useful as supplements to its GAAP results of operations to evaluate certain aspects of its operations and financial performance, and its management team primarily focuses on non-GAAP items in evaluating Knowles' performance for business planning purposes. Knowles also believes that these measures assist it with comparing its performance between various reporting periods on a consistent basis, as these measures remove from operating results the impact of items that, in Knowles' opinion, do not reflect its core operating performance including, for example, stock-based compensation, certain intangibles amortization expense, impairment charges, restructuring, production transfer costs, and other charges which management considers to be outside our core operating results. Knowles believes that its presentation of these non-GAAP financial measures is useful because it provides investors and securities analysts with the same information that Knowles uses internally for purposes of assessing its core operating performance. For a reconciliation of these non-GAAP financial measures to the most directly comparable GAAP financial measures, see the reconciliation table accompanying this release.

Webcast and Conference Call Information

Investors can listen to a live or replay webcast of the Company's quarterly financial conference call at http://investor.knowles.com. The live webcast will begin today at 3:30 p.m. Central time. The webcast replay will be available after 7:00 p.m. Central time today.

Investors can also listen to the conference call at 3:30 p.m. Central time today by calling (888) 330-3292 (United States) or (646) 960-0857 (International). The conference call replay will be available after 7:00 p.m. Central time today through 11:59 p.m. Central time on November 4, 2021 at (800) 770- 2030 (United States) or (647) 362- 9199 (International). The conference ID is 8736083.

About Knowles

Knowles Corporation (NYSE:KN) is a market leader and global provider of advanced micro-acoustic microphones and speakers, audio processing, and precision device solutions, serving the consumer electronics, communications, medtech, defense, electric vehicle, and industrial markets. Knowles uses its leading position in SiSonic™ MEMS (micro-electro-mechanical systems) microphones and strong capabilities in audio processing technologies to optimize audio systems and improve the user experience in mobile, ear, and IoT applications. Knowles is also the leader in acoustic components, high-end capacitors and RF solutions for a diverse set of markets. Knowles' focus on the customer, combined with unique technology, proprietary manufacturing techniques, rigorous testing, and global scale, enables it to deliver innovative solutions that optimize the user experience. Founded in 1946 and headquartered in Itasca, Illinois, Knowles is a global organization with employees in over a dozen countries. The company continues to invest in high value solutions to diversify its revenue and increase exposure to high growth markets. For more information, visit knowles.com.

Forward-Looking Statements

This news release contains forward-looking statements within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995, such as statements about our future plans, objectives, expectations, financial performance, and continued business operations. The words "believe," "expect," "anticipate," "project," "estimate," "budget," "continue," "could," "intend," "may," "plan," "potential," "predict," "seek," "should," "will," "would," "objective," "forecast," "goal," "guidance," "outlook," "effort," "target," and similar expressions, among others, generally identify forward-looking statements, which speak only as of the date the statements were made. The statements in this news release are based on currently available information and the current expectations, forecasts, and assumptions of Knowles' management concerning risks and uncertainties that could cause actual outcomes or results to differ materially from those outcomes or results that are projected, anticipated, or implied in these statements, including risks relating to the COVID-19 pandemic and governmental responses to it, including but not limited to, the impact on our supply chain, power disruptions, customer demand, and costs associated with our operations. Other risks and uncertainties include, but are not limited to: unforeseen changes in MEMS microphone demand from our largest customers, in particular, two North American, a Korean, and Chinese OEM customers; our ongoing ability to execute our strategy to diversify our end markets and customers; our ability to stem or overcome price erosion in our segments; fluctuations in our stock's market price; fluctuations in operating results and cash flows; our ability to prevent or identify quality issues in our products or to promptly remedy any such issues that are identified; the timing of OEM product launches; risks associated with increasing our inventories in advance of anticipated orders by customers; global economic instability; the impact of changes to laws and regulations that affect the Company's ability to offer products or services to customers in different regions; risks associated with shareholder activism, including proxy contests; our ability to achieve continued reductions in our operating expenses; the ability to qualify our products and facilities with customers; our ability to obtain, enforce, defend or monetize our intellectual property rights; difficulties or delays in and/or the Company's inability to realize expected cost synergies from its acquisitions; increases in the costs of critical raw materials and components; availability of raw materials and components; managing new product ramps and introductions for our customers; our dependence on a limited number of large customers; our ability to maintain and expand our existing relationships with leading OEMs in order to maintain and increase our revenue; increasing competition and new entrants in the market for our products; our ability to develop new or enhanced products or technologies in a timely manner that achieve market acceptance; our reliance on third parties to manufacture, assemble, and test our products and sub-components; escalating international trade tensions, new or increased tariffs and trade wars among countries; financial risks, including risks relating to currency fluctuations, credit risks and fluctuations in the market value of the Company; market risk associated with fluctuations in commodity prices, particularly for various precious metals used in our manufacturing operation, and changes in tax laws, changes in tax rates and exposure to additional tax liabilities; and other risks, relevant factors, and uncertainties identified in our Annual Report on Form 10-K for the fiscal year ended December 31, 2020 as updated in our Quarterly Report on Form 10-Q for the quarter ended June 30, 2021, subsequent Reports on Forms 10-Q and 8-K and our other filings we make with the U.S. Securities and Exchange Commission. Knowles disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

INVESTOR SUPPLEMENT - THIRD QUARTER 2021

KNOWLES CORPORATION
CONSOLIDATED STATEMENTS OF EARNINGS
(in millions, except share and per share amounts)
(unaudited)

	Quarter Ended
	September 30, 2021			June 30, 2021			September 30, 2020
Revenues	$	233.0		$	199.8		$	205.8
Cost of goods sold		136.1			116.1			130.6
Restructuring charges - cost of goods sold		-			-			-
Gross profit		96.9			83.7			75.2
Research and development expenses		22.3			24.6			21.9
Selling and administrative expenses		36.0			36.7			32.0
Impairment charges		4.0			-			7.6
Restructuring charges		-			0.1			0.1
Operating expenses		62.3			61.4			61.6
Operating earnings		34.6			22.3			13.6
Interest expense, net		4.2			4.1			4.7
Other (income) expense, net		(1.9	)		(0.6	)		1.0
Earnings before income taxes and discontinued operations		32.3			18.8			7.9
Provision for income taxes		4.6			1.4			2.3
Earnings from continuing operations		27.7			17.4			5.6
Earnings from discontinued operations, net		-			0.2			-
Net earnings	$	27.7		$	17.6		$	5.6

Earnings per share from continuing operations:
Basic	$	0.30		$	0.19		$	0.06
Diluted	$	0.29		$	0.18		$	0.06

Earnings per share from discontinued operations:
Basic	$	-		$	-		$	-
Diluted	$	-		$	0.01		$	-

Net earnings per share:
Basic	$	0.30		$	0.19		$	0.06
Diluted	$	0.29		$	0.19		$	0.06

Weighted-average common shares outstanding:
Basic		92,189,329			92,493,220			91,688,765
Diluted		94,143,034			94,905,503			92,473,318


KNOWLES CORPORATION
CONSOLIDATED STATEMENTS OF EARNINGS
(in millions, except share and per share amounts)
(unaudited)

	Nine Months Ended
	September 30, 2021			September 30, 2020
Revenues	$	633.8		$	521.1
Cost of goods sold		375.2			339.6
Restructuring charges - cost of goods sold		-			2.3
Gross profit		258.6			179.2
Research and development expenses		70.2			70.2
Selling and administrative expenses		108.9			99.3
Impairment charges		4.0			7.6
Restructuring charges		0.3			10.5
Operating expenses		183.4			187.6
Operating earnings (loss)		75.2			(8.4	)
Interest expense, net		12.3			12.5
Other (income) expense, net		(3.4	)		0.2
Earnings (loss) before income taxes and discontinued operations		66.3			(21.1	)
Provision for income taxes		8.7			5.6
Earnings (loss) from continuing operations		57.6			(26.7	)
Earnings from discontinued operations, net		0.2			3.7
Net earnings (loss)	$	57.8		$	(23.0	)

Earnings (loss) per share from continuing operations:
Basic	$	0.62		$	(0.29	)
Diluted	$	0.61		$	(0.29	)

Earnings per share from discontinued operations:
Basic	$	0.01		$	0.04
Diluted	$	-		$	0.04

Net earnings (loss) per share:
Basic	$	0.63		$	(0.25	)
Diluted	$	0.61		$	(0.25	)

Weighted-average common shares outstanding:
Basic		92,315,146			91,707,702
Diluted		94,780,940			91,707,702

KNOWLES CORPORATION
RECONCILIATION OF GAAP FINANCIAL MEASURES TO NON-GAAP FINANCIAL MEASURES⁽¹⁾
(in millions, except share and per share amounts)
(unaudited)

	Quarter Ended									Nine Months Ended
	September 30, 2021			June 30, 2021			September 30, 2020			September 30, 2021			September 30, 2020
Gross profit	$	96.9		$	83.7		$	75.2		$	258.6		$	179.2
Gross profit as % of revenues		41.6	%		41.9	%		36.5	%		40.8	%		34.4	%
Stock-based compensation expense		0.3			0.4			0.4			1.1			1.3
Restructuring charges		-			-			-			-			2.3
Production transfer costs (2)		-			-			-			-			0.1
Other (3)		0.3			0.7			-			1.0			-
Non-GAAP gross profit	$	97.5		$	84.8		$	75.6		$	260.7		$	182.9
Non-GAAP gross profit as % of revenues		41.8	%		42.4	%		36.7	%		41.1	%		35.1	%

Research and development expenses	$	22.3		$	24.6		$	21.9		$	70.2		$	70.2
Stock-based compensation expense		(1.2	)		(1.6	)		(1.2	)		(4.3	)		(5.0	)
Intangibles amortization expense		(1.5	)		(1.4	)		(1.4	)		(4.4	)		(4.2	)
Other (3)		-			(0.1	)		-			(0.1	)		-
Non-GAAP research and development expenses	$	19.6		$	21.5		$	19.3		$	61.4		$	61.0

Selling and administrative expenses	$	36.0		$	36.7		$	32.0		$	108.9		$	99.3
Stock-based compensation expense		(5.6	)		(5.4	)		(3.2	)		(20.2	)		(6.1	)
Intangibles amortization expense		(2.8	)		(2.5	)		(1.9	)		(7.1	)		(5.6	)
Other (3)		(0.4	)		(0.7	)		(0.4	)		(1.6	)		(0.8	)
Non-GAAP selling and administrative expenses	$	27.2		$	28.1		$	26.5		$	80.0		$	86.8

Operating expenses	$	62.3		$	61.4		$	61.6		$	183.4		$	187.6
Stock-based compensation expense		(6.8	)		(7.0	)		(4.4	)		(24.5	)		(11.1	)
Intangibles amortization expense		(4.3	)		(3.9	)		(3.3	)		(11.5	)		(9.8	)
Impairment charges		(4.0	)		-			(7.6	)		(4.0	)		(7.6	)
Restructuring charges		-			(0.1	)		(0.1	)		(0.3	)		(10.5	)
Other (3)		(0.4	)		(0.8	)		(0.4	)		(1.7	)		(0.8	)
Non-GAAP operating expenses	$	46.8		$	49.6		$	45.8		$	141.4		$	147.8

Earnings (loss) from continuing operations	$	27.7		$	17.4		$	5.6		$	57.6		$	(26.7	)
Interest expense, net		4.2			4.1			4.7			12.3			12.5
Provision for income taxes		4.6			1.4			2.3			8.7			5.6
Earnings (loss) from continuing operations before interest and income taxes		36.5			22.9			12.6			78.6			(8.6	)
Earnings (loss) from continuing operations before interest and income taxes as % of revenues		15.7	%		11.5	%		6.1	%		12.4	%		-1.7	%
Stock-based compensation expense		7.1			7.4			4.8			25.6			12.4
Intangibles amortization expense		4.3			3.9			3.3			11.5			9.8
Impairment charges		4.0			-			7.6			4.0			7.6
Restructuring charges		-			0.1			0.1			0.3			12.8
Production transfer costs (2)		-			-			-			-			0.1
Other (3)		0.7			1.5			0.4			2.7			0.8
Adjusted earnings from continuing operations before interest and income taxes	$	52.6		$	35.8		$	28.8		$	122.7		$	34.9
Adjusted earnings from continuing operations before interest and income taxes as % of revenues		22.6	%		17.9	%		14.0	%		19.4	%		6.7	%

Interest expense, net	$	4.2		$	4.1		$	4.7		$	12.3		$	12.5
Interest expense, net non-GAAP reconciling adjustments (4)		2.1			2.0			1.9			6.0			5.5
Non-GAAP interest expense	$	2.1		$	2.1		$	2.8		$	6.3		$	7.0

Provision for income taxes	$	4.6		$	1.4		$	2.3		$	8.7		$	5.6
Income tax effects of non-GAAP reconciling adjustments (5)		2.9			2.2			1.4			6.8			(2.0	)
Non-GAAP provision for income taxes	$	7.5		$	3.6		$	3.7		$	15.5		$	3.6

Earnings (loss) from continuing operations	$	27.7		$	17.4		$	5.6		$	57.6		$	(26.7	)
Non-GAAP reconciling adjustments (6)		16.1			12.9			16.2			44.1			43.5
Interest expense, net non-GAAP reconciling adjustments (4)		2.1			2.0			1.9			6.0			5.5
Income tax effects of non-GAAP reconciling adjustments (5)		2.9			2.2			1.4			6.8			(2.0	)
Non-GAAP net earnings	$	43.0		$	30.1		$	22.3		$	100.9		$	24.3

Diluted earnings (loss) per share from continuing operations	$	0.29		$	0.18		$	0.06		$	0.61		$	(0.29	)
Earnings per share non-GAAP reconciling adjustment		0.16			0.13			0.18			0.44			0.55
Non-GAAP diluted earnings per share	$	0.45		$	0.31		$	0.24		$	1.05		$	0.26

Diluted average shares outstanding		94,143,034			94,905,503			92,473,318			94,780,940			91,707,702
Non-GAAP adjustment (7)		1,226,016			1,054,755			1,574,586			868,783			2,728,712
Non-GAAP diluted average shares outstanding (7)		95,369,050			95,960,258			94,047,904			95,649,723			94,436,414

Notes:

(1) In addition to the GAAP financial measures included herein, Knowles has presented certain non-GAAP financial measures that exclude certain amounts that are included in the most directly comparable GAAP measures. Knowles believes that non-GAAP measures are useful as supplements to its GAAP results of operations to evaluate certain aspects of its operations and financial performance, and its management team primarily focuses on non-GAAP items in evaluating Knowles' performance for business planning purposes. Knowles also believes that these measures assist it with comparing its performance between various reporting periods on a consistent basis, as these measures remove from operating results the impact of items that, in Knowles' opinion, do not reflect its core operating performance. Knowles believes that its presentation of non-GAAP financial measures is useful because it provides investors and securities analysts with the same information that Knowles uses internally for purposes of assessing its core operating performance.

(2) Production transfer costs represent duplicate costs incurred to migrate manufacturing to facilities primarily in Asia. These amounts are included in the corresponding Gross profit and Earnings (loss) from continuing operations before interest and income taxes for each period presented.

(3) In 2021, Other expenses represent the ongoing net lease cost (income) related to facilities not used in operations and expenses related to the acquisition of Integrated Microwave Corporation by the Precision Devices segment. In 2020, Other expenses represent the ongoing net lease cost (income) related to facilities not used in operations and expenses related to shareholder activism.

(4) Under GAAP, certain convertible debt instruments that may be settled in cash (or other assets) upon conversion are required to be separately accounted for as liability (debt) and equity (conversion option) components of the instrument in a manner that reflects the issuer's nonconvertible debt borrowing rate. Accordingly, for GAAP purposes we are required to recognize imputed interest expense on the Company's $172.5 million of convertible senior notes due 2021 that were issued in a private placement in May 2016. The imputed interest rate is 8.12% for the convertible notes due 2021, while the actual coupon interest rate of the notes was 3.25%. The difference between the imputed interest expense and the coupon interest expense is excluded from management's assessment of the Company's operating performance because management believes that this non-cash expense is not indicative of its core, ongoing operating performance.

(5) Income tax effects of non-GAAP reconciling adjustments are calculated using the applicable tax rates in the jurisdictions of the underlying adjustments.

(6) The non-GAAP reconciling adjustments are those adjustments made to reconcile Earnings (loss) from continuing operations before interest and income taxes to Adjusted earnings from continuing operations before interest and income taxes.

(7) The number of shares used in the diluted per share calculations on a non-GAAP basis excludes the impact of stock-based compensation expense expected to be incurred in future periods and not yet recognized in the financial statements, which would otherwise be assumed to be used to repurchase shares under the GAAP treasury stock method. In addition, the Company entered into convertible note hedge transactions to offset any potential dilution from the convertible notes. Although the anti-dilutive impact of the convertible note hedges is not reflected under GAAP, the Company includes the anti-dilutive impact of the convertible note hedges in non-GAAP diluted average shares outstanding, if applicable.

KNOWLES CORPORATION
CONSOLIDATED BALANCE SHEETS
(in millions, except share and per share amounts)
(unaudited)

	September 30, 2021			December 31, 2020
Current assets:
Cash and cash equivalents	$	140.0		$	147.8
Receivables, net of allowances of $1.4 and $1.6		129.8			131.4
Inventories, net		155.7			130.1
Prepaid and other current assets		9.9			10.3
Total current assets		435.4			419.6
Property, plant, and equipment, net		190.6			191.5
Goodwill		941.3			910.0
Intangible assets, net		101.7			78.7
Operating lease right-of-use assets		17.0			23.3
Other assets and deferred charges		37.2			31.8
Total assets	$	1,723.2		$	1,654.9

Current liabilities:
Current maturities of long-term debt	$	171.8		$	165.1
Accounts payable		72.9			70.3
Accrued compensation and employee benefits		36.8			30.4
Operating lease liabilities		10.9			10.2
Other accrued expenses		20.7			18.6
Federal and other taxes on income		0.4			2.7
Total current liabilities		313.5			297.3
Deferred income taxes		2.0			2.0
Long-term operating lease liabilities		15.8			18.7
Other liabilities		25.8			32.8
Liabilities of discontinued operations		-			0.6
Commitments and contingencies
Stockholders' equity:
Preferred stock - $0.01 par value; 10,000,000 shares authorized; none issued		-			-
Common stock - $0.01 par value; 400,000,000 shares authorized; 94,415,186 and 92,325,699 shares issued and outstanding at September 30, 2021, respectively, and 92,689,912 and 91,611,549 shares issued and outstanding at December 31, 2020, respectively		0.9			0.9
Treasury stock - at cost; 2,089,487 and 1,078,363 shares at September 30, 2021 and December 31, 2020, respectively		(36.2	)		(16.2	)
Additional paid-in capital		1,620.2			1,587.8
Accumulated deficit		(110.7	)		(168.5	)
Accumulated other comprehensive loss		(108.1	)		(100.5	)
Total stockholders' equity		1,366.1			1,303.5
Total liabilities and stockholders' equity	$	1,723.2		$	1,654.9

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Knowles Reports Q3 2021 Financial Results and Provides Outlook for Q4 2021