##### 



UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549
 FORM 10-K
 þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
 For the fiscal year ended December 31, 2005
 or
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
 For the transition period from  to
 Commission file Number: 1-16239
 ATMI, Inc.
 
  Delaware
    
    06-1481060(State or other jurisdiction of
incorporation or organization)
    
    (I.R.S. Employer Identification No.)7 Commerce Drive, Danbury, CT
    
    06810(Address of principal executive offices)
    
    (Zip Code)
  
   Title of each class
    
    Name of each exchange on which registeredNone
    
    Not Applicable
   
  þ o
 o þ
 þ o
 o
  þ o o
 o þ
   DOCUMENTS INCORPORATED BY REFERENCE




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##### 



ATMI, INC.
Annual Report on Form 10-K
For the Fiscal Year Ended December 31, 2005
 TABLE OF CONTENTS
 PagePart IItem 1.
    
    Business
    
    
    3Item 1A.
    
    Risk Factors
    
    
    13Item 1B.
    
    Unresolved Staff Comments
    
    
    17Item 2.
    
    Properties
    
    
    17Item 3.
    
    Legal Proceedings
    
    
    17Item 4.
    
    Submission of Matters to a Vote of Security Holders
    
    
    18Part IIItem 5.
    
    Market for Registrants Common Equity, Related Stockholder Matters
and Issuer Purchases of Equity Securities
    
    
    18Item 6.
    
    Selected Financial Data
    
    
    20Item 7.
    
    Managements Discussion and Analysis of Financial
Condition and Results of Operations
    
    
    22Item 7A.
    
    Quantitative and Qualitative Disclosures About Market Risk
    
    
    32Item 8.
    
    Financial Statements and Supplementary Data
    
    
    32Item 9.
    
    Changes in and Disagreements With Accountants on
Accounting and Financial Disclosure
    
    
    32Item 9A.
    
    Controls and Procedures
    
    
    32Item 9B.
    
    Other Information
    
    
    33Part III
    
    
    
    
    34Part IVItem 15.
    
    Exhibits and Financial Statement Schedule
    
    
    34Signatures
    
    
    
    
    38Index to Consolidated Financial Statements and Financial Statement Schedule
    
    
    F-1




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PART I
  Item 1. Business
   
    
    an extensive research and development program that has produced a stream of proprietary
and patented products for this market;
    
    a key customer focus, which has included providing applications development to offer
material solutions for future generation technologies;
    
    a strategy of providing a broad array of semiconductor materials products used in
multiple front-end manufacturing processes; and
    
    a selective acquisition effort that has allowed us to add complementary technologies to
our product portfolio more rapidly than through internal development.
    
    
    a broad range of high-purity semiconductor materials and materials delivery systems; and
    
    high purity materials packaging and dispensing solutions with applications in the
semiconductor, flat panel display, and life sciences industries.
  3




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Semiconductor Industry Background
  
    
    consistently enhanced performance characteristics and functionality;
    
    improved reliability;
    
    reduced size, weight, power consumption and cost; and
    
    shorter product development cycles.
  Semiconductor Manufacturing Process
     4




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
    
    the relative thinness of the films applied to the wafer;
    
    conformality (ability to coat evenly, especially in holes and trenches designed into the device);
    
    purity; and
    
    the ability to coat large areas.
       5




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##### 



ATMIs Strategy
  
    
    Focus product development and application engineering initiatives with the leading
semiconductor manufacturers to provide advanced interconnect and next generation materials
and materials packaging and dispensing solutions.
    
    Target high-growth, high-margin specialty markets that use ATMIs core materials
technologies and require products that are consumed in the production process.
    
    Add value through advanced high-purity materials packaging and dispensing systems
designed to meet the demands of users for greater levels of purity, productivity, safety,
and environmental responsiveness.
    
    Leverage ATMIs technology leadership by investing extensively in developing proprietary
and patented materials and materials packaging and dispensing technology, which the Company
uses to commercialize new products and solutions for future technology nodes.
    
    Form strategic alliances, including joint development programs and collaborative
marketing efforts, to accelerate the introduction of ATMIs products into markets that ATMI
does not currently serve.
  Businesses and Products
  
    
    developing and commercializing a broad range of front-end semiconductor materials;
    
    developing and commercializing sub-atmospheric pressure gas delivery systems for safe
handling and delivery of toxic and hazardous gases to semiconductor process equipment;
    
    developing and commercializing innovative high-purity
materials packaging and dispensing
systems that allow for the introduction of low volatility liquids and solids to
semiconductor processes; and
 6




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
    
    developing manufacturing processes to meet the critical purity and integrity
requirements of the semiconductor industry.
  
    
    offer the most complete line of consumable materials,
materials delivery systems and high-purity materials packaging
and dispensing solutions;
    
    offer the highest purity materials available;
    
    provide a high level of customer service and applications support in all global markets;
    
    meet customer needs for statistical quality and process control and dock-to-stock programs; and
    
    meet the industrys needs for advanced materials required for future generation devices.
 Products and Services .
  Gas Delivery Systems ® ® ® ® ®
 ® ® ® ®  ® ® ®
 7




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Surface Preparation.
 Copper Plating. ® ® ®
 Deposition. TM
 ® ®
 Chemical Mechanical Planarization.
 8




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®
 ®
   ®
 Customers, Sales and Marketing
 ® ®
 9




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®
  Manufacturing
  Location
    
    Products
    
    Square FootageAllentown, PA
    
        liquid materials
    
    
    7,000Anseong, South Korea
    
        liquid materials
    
    
    9,000Burnet, TX
    
        liquid materials and delivery systems
    
    
    75,000Bloomington, MN
    
        high-purity materials handling and dispensing systems
    
    
    68,000Danbury, CT
    
        gas delivery systems
    
    
    75,000    liquid materialsHoegaarden, Belgium
    
        high-purity materials handling and mixing systems
    
    
    71,000
 Competition
  ® ®
 Research and Development
  10




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Strategic Alliances
 â â â â
 Backlog
 â
 Patents and Proprietary Rights
     11




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##### 



Environmental Regulation
    Employees
  Company Information
  www.atmi.com Investor SEC Filing
 12




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##### 



Item 1A. Risk Factors
 Cautionary Statements Regarding Future Results of Operations
  Cyclicality in the semiconductor market may adversely affect our performance.
  Our margins may vary over time.
  We may have difficulty obtaining the resources or products we need for manufacturing or
assembling our products or operating other aspects of our business, which could adversely affect
our ability to meet demand for our products and may increase our costs.
  13




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We face intense competition from a variety of sources, including larger companies.
  
    
    price;
    
    technical capabilities;
    
    quality; or
    
    customer service.
 Our global manufacturing and sales activities subject us to risks associated with legal,
political, economic or other changes.
  Our results of operations could be adversely affected by natural events in the locations in
which we, our customers or suppliers operate.
  The loss of or significant curtailment of purchases by any of our largest customers could
adversely affect our results of operations.
  Incorrect forecasts of customer demand could adversely affect our results of operations.
  14




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Our results of operations could be adversely affected by changes in taxation.
  We may have difficulty managing our growth and attracting and retaining highly skilled
scientific, technical, managerial and marketing personnel, which could adversely affect our
revenues and increase our operating expenses.
  Our revenues and earnings could be negatively affected if we cannot anticipate market trends,
enhance our existing products and processes, develop and commercialize new products and processes,
and identify and consummate strategic acquisitions.
  Our business could be adversely affected if we cannot protect our proprietary technology or if
we infringe on the proprietary technology of others.
  15




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We face the risk of product liability claims.
  Our business is potentially subject to substantial liabilities for failure to comply with
environmental regulations.
    Compliance with changing regulation of corporate governance and public disclosure may result in
additional risks and exposures.
  16




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##### 



Item 1B. Unresolved Staff Comments
  Item 2. Properties
  Location
    
    Square Footage
    
    Lease / OwnAllentown, PA
    
    
    7,000
    
    
    LeaseAnseong, South Korea
    
    
    9,000
    
    
    OwnBloomington, MN
    
    
    68,000
    
    
    LeaseBundang, South Korea
    
    
    3,000
    
    
    OwnBurnet, TX
    
    
    75,000
    
    
    OwnDanbury, CT (1)
    
    
    31,000
    
    
    LeaseDanbury, CT
    
    
    75,000
    
    
    LeaseHillsboro, OR (2)
    
    
    24,000
    
    
    LeaseHoegaarden, Belgium
    
    
    71,000
    
    
    OwnHsin-chu, Taiwan
    
    
    40,000
    
    
    LeaseSan Jose, CA (3)
    
    
    45,000
    
    
    LeaseTempe, AZ
    
    
    5,500
    
    
    LeaseTokyo, Japan
    
    
    6,000
    
    
    Lease
 
     Item 3. Legal Proceedings
   17




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Item 4. Submission of Matters to a Vote of Security Holders
  PART II.
 Item 5. Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of
Equity Securities
  High
    
    LowFiscal year ended December 31, 20041st Quarter
    
    $
    30.00
    
    
    $
    23.222ndQuarter
    
    
    27.50
    
    
    
    21.803rd Quarter
    
    
    27.13
    
    
    
    17.184th Quarter
    
    
    25.65
    
    
    
    19.16Fiscal year ended December 31, 20051st Quarter
    
    $
    28.24
    
    
    $
    20.532ndQuarter
    
    
    30.75
    
    
    
    21.953rd Quarter
    
    
    33.62
    
    
    
    28.584th Quarter
    
    
    32.06
    
    
    
    24.06
    18




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Total Number ofShares Purchased
    
    
    Maximum Dollaras Part of
    
    
    Value of Shares thatTotal Number
    
    
    Average
    
    
    Publicly
    
    
    May Yet Beof Shares
    
    
    Price Paid
    
    
    Announced
    
    
    Purchased UnderPeriod (1)
    
    Repurchased (2)
    
    
    per Share
    
    
    Programs (3)
    
    
    the ProgramsOctober 2631, 2005
    
    
    45,000
    
    
    $
    26.58
    
    
    
    45,000
    
    
    $
    73,804,000November
130, 2005
    
    
    206,000
    
    
    $
    28.07
    
    
    
    206,000
    
    
    $
    68,022,000December
131, 2005
    
    
    180,000
    
    
    $
    28.56
    
    
    
    180,000
    
    
    $
    62,882,000Total
    
    
    431,000
    
    
    $
    28.12
    
    
    
    431,000
    
    
    $
    62,882,000
 
 (1)
    
    There were no other repurchases of our equity securities by or on behalf of us or any
affiliated purchaser during fiscal 2005.(2)
    
    Share repurchases are shown on a trade-date basis. At December 31, 2005, $0.8 million
related to these share repurchases had not yet been paid by the Company because the settlement
dates were in January 2006.(3)
    
    In October 2005, the Companys Board of Directors approved a share repurchase program for up
to $75.0 million of ATMI common stock over the subsequent 12 months. Share repurchases are
made from time to time in open market transactions at prevailing market prices or in privately
negotiated transactions. Management will determine the timing and amount of purchases under
the program based upon market conditions or other factors. The program does not require the
Company to purchase any specific number or amount of shares and may be suspended or reinstated
at any time at the Companys discretion and without notice.
 19




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Item 6. Selected Financial Data
  2005
    
    
    2004
    
    
    2003
    
    
    2002
    
    
    2001Consolidated Statements of Operations:Revenues
    
    $
    281,754
    
    
    $
    246,291
    
    
    $
    171,634
    
    
    $
    136,975
    
    
    $
    111,563Cost of revenues
    
    
    140,251
    
    
    
    122,415
    
    
    
    89,902
    (3)
    
    
    68,424
    
    
    
    54,545
    (11)Gross profit
    
    
    141,503
    
    
    
    123,876
    
    
    
    81,732
    
    
    
    68,551
    
    
    
    57,018Operating expenses:Research and development
    
    
    22,284
    
    
    
    19,577
    
    
    
    19,170
    (4)
    
    
    13,843
    
    
    
    9,896Selling, general and
administrative
    
    
    78,810
    
    
    
    66,920
    
    
    
    54,145
    
    
    
    50,572
    
    
    
    51,843
    (12)Restructuring and other charges
    
    
    
    
    
    
    
    
    
    
    1,731
    (5)
    
    
    
    
    
    
    6,011
    (13)Total operating
expenses
    
    
    101,094
    
    
    
    86,497
    
    
    
    75,046
    
    
    
    64,415
    
    
    
    67,750Operating income (loss)
    
    
    40,409
    
    
    
    37,379
    
    
    
    6,686
    
    
    
    4,136
    
    
    
    (10,732
    )Interest income (expense), net
    
    
    5,407
    
    
    
    (3,442
    )
    
    
    (3,862
    )
    
    
    (1,803
    )
    
    
    3,582Other income (expense), net
    
    
    (432
    )
    
    
    (3,473
    )(2)
    
    
    (5,453
    )(6)
    
    
    390
    (9)
    
    
    7,003
    (14)Income (loss) before income
taxes
    
    
    45,384
    
    
    
    30,464
    
    
    
    (2,629
    )
    
    
    2,723
    
    
    
    (147
    )Provision (benefit) for income
taxes
    
    
    14,662
    
    
    
    10,358
    
    
    
    (4,617
    )(7)
    
    
    951
    
    
    
    (804
    )Income from continuing
operations
    
    
    30,722
    
    
    
    20,106
    
    
    
    1,988
    
    
    
    1,772
    
    
    
    657Income (loss) from operations of
discontinued operations, net
of taxes
    
    
    
    
    
    
    3,313
    
    
    
    (11,907
    )(8)
    
    
    (32,493
    )(10)
    
    
    (10,353
    )(15)Gain on disposal
of discontinued
operations, net of taxes
    
    
    
    
    
    
    8,083
    
    
    
    
    
    
    
    
    
    
    
    Net income (loss)
    
    $
    30,722
    
    
    $
    31,502
    
    
    $
    (9,919
    )
    
    $
    (30,721
    )
    
    $
    (9,696
    )Diluted earnings (loss) per
share:Earnings per share from
continuing operations
    
    $
    0.85
    
    
    $
    0.64
    
    
    $
    0.06
    
    
    $
    0.06
    
    
    $
    0.02Earnings (loss) per share from
operations of discontinued
operations
    
    
    
    
    
    $
    0.10
    
    
    $
    (0.38
    )
    
    $
    (1.05
    )
    
    $
    (0.34
    )Earnings per share from gain on
disposal of discontinued
operations
    
    
    
    
    
    $
    0.26
    
    
    
    
    
    
    
    
    
    
    
    Earnings (loss) per common share
    
    $
    0.85
    
    
    $
    1.00
    
    
    $
    (0.32
    )
    
    $
    (0.99
    )
    
    $
    (0.32
    )Weighted
average sharesOutstanding assuming dilution
    
    
    36,276
    
    
    
    31,650
    
    
    
    31,208
    
    
    
    30,997
    
    
    
    30,657
 20




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2005
    
    
    2004
    
    
    2003
    
    
    2002
    
    
    2001Consolidated Balance Sheet Data:Cash, cash equivalents and
marketable securities (16)
    
    $
    256,137
    
    
    $
    238,960
    
    
    $
    128,700
    
    
    $
    166,178
    
    
    $
    210,494Working capital
    
    
    274,323
    
    
    
    190,874
    
    
    
    235,204
    
    
    
    276,717
    
    
    
    337,457Total assets
    
    
    499,836
    
    
    
    470,100
    
    
    
    414,442
    
    
    
    416,482
    
    
    
    459,056Long-term obligations
    
    
    3,460
    (1)
    
    
    118,255
    
    
    
    115,406
    
    
    
    115,346
    
    
    
    118,118Total stockholders equity
    
    
    452,198
    (1)
    
    
    297,576
    
    
    
    254,251
    
    
    
    256,390
    
    
    
    280,014
 
 (1)
    
    Includes effect of conversion of the Companys 5.25% convertible subordinated notes due
November 15, 2006 into 5,183,095 shares of common stock.(2)
    
    Includes a $4.5 million asset impairment charge related to the Companys strategic investment
portfolio.(3)
    
    Includes charges of $2.7 million to write down inventory balances in the liquid chemistries
and delivery equipment product lines.(4)
    
    Includes $0.7 million of in-process research and development expensed in connection with the
ESC, Inc. acquisition.(5)
    
    Represents a $2.4 million asset impairment charge related to the Companys former liquid
chemistries manufacturing facility, partially offset by a $0.7 million gain related to
sublease income from a former tenant in the Companys Danbury, Connecticut facility.(6)
    
    Includes $5.7 million of asset impairment charges related to the Companys strategic
investment portfolio.(7)
    
    Includes $3.0 million of tax benefit recognized as a result of a favorable U.S. Tax Court
judgment.(8)
    
    Includes a $2.6 million (net of $1.5 million tax benefit) charge for excess and obsolete
inventory.(9)
    
    Includes $1.0 million gain from the sale of available-for-sale securities, offset by a $0.4
million write-down of other available-for-sale securities.(10)
    
    Includes an asset impairment charge of $21.8 million (net of tax benefit of $12.8 million) to
recognize the impairment of assets in the Companys former gallium arsenide epitaxial services
business.(11)
    
    Includes a $0.6 million inventory write-down.(12)
    
    Includes a special charge for accounts receivables write down of $2.5 million as a reserve
against the possible effects that the weakened economic environment and semiconductor industry
downturn had on ATMIs customers.(13)
    
    Represents severance and other costs incurred in connection with ATMIs restructuring
efforts.(14)
    
    Includes a gain on settlement of patent litigation, net of related expenses, and a $2.6
million gain on the sale of available-for-sale securities, offset by an asset impairment
charge of approximately $0.4 million on available-for-sale securities.(15)
    
    Includes a $0.7 million (net of tax benefit of $0.4 million) inventory write-down and a $5.4
million (net of tax benefit of $2.6 million) of costs incurred in connection with ATMIs
restructuring efforts announced in the first and third quarters of 2001.(16)
    
    Includes non-current marketable securities of $46.3 million, $105.8 million, $9.7 million,
$6.0 million and $2.0 million at December 31, 2005, 2004, 2003, 2002 and 2001, respectively.
 21




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Item 7. Managements Discussion and Analysis of Financial Condition and Results of Operations
  Overview
    Critical Accounting Policies and Estimates
    Revenue
Recognition
 22




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23




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24




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25




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Results of Operations
  2005
    
    
    2004
    
    
    2003Revenues
    
    
    100.0
    %
    
    
    100.0
    %
    
    
    100.0
    %Cost of revenues
    
    
    49.8
    
    
    
    49.7
    
    
    
    52.4Gross profit
    
    
    50.2
    
    
    
    50.3
    
    
    
    47.6Operating expenses:Research and development
    
    
    7.9
    
    
    
    7.9
    
    
    
    11.2Selling, general and administrative
    
    
    28.0
    
    
    
    27.2
    
    
    
    31.5Restructuring and other charges
    
    
    0.0
    
    
    
    0.0
    
    
    
    1.0Total operating expenses
    
    
    35.9
    
    
    
    35.1
    
    
    
    43.7Operating income
    
    
    14.3
    
    
    
    15.2
    
    
    
    3.9Interest income (expense), net
    
    
    1.9
    
    
    
    (1.4
    )
    
    
    (2.2
    )Impairment of investments
    
    
    (0.1
    )
    
    
    (1.8
    )
    
    
    (3.3
    )Other income (expense), net
    
    
    0.0
    
    
    
    0.4
    
    
    
    0.1Income (loss) before income taxes
    
    
    16.1
    
    
    
    12.4
    
    
    
    (1.5
    )Provision (benefit) for income taxes
    
    
    5.2
    
    
    
    4.2
    
    
    
    (2.7
    )Income from continuing operations
    
    
    10.9
    
    
    
    8.2
    
    
    
    1.2Income (loss) from operations of
discontinued operations, net
    
    
    
    
    
    
    1.3
    
    
    
    (6.9
    )Gain on sale of discontinued operations, net
    
    
    
    
    
    
    3.3
    
    
    
    0.0Net income (loss)
    
    
    10.9
    %
    
    
    12.8
    %
    
    
    (5.7)
    %
 Comparison of Years Ended December 31, 2005, 2004 and 2003
 Revenues ®
 Gross Profit
 26




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##### 



Research and Development Expenses ® ®
 Selling, General and Administrative Expenses
 Restructuring and Other Charges
 Operating Income.
 Interest Income
 Interest Expense
 Impairment of Investments
 Loss from Equity-method Investee .
 27




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##### 



Other Income, net
 Provision (benefit) for Income Taxes
 Income (Loss) from Operations of Discontinued Operations
 Gain on sale of discontinued operations
 Diluted Earnings (Loss) per Share
 28




---



##### 



Liquidity and Capital Resources
     29




---



##### 



Payments Due by PeriodLess than 1Contractual obligations:
    
    Total
    
    Year
    
    1-3 Years
    
    4-5 Years
    
    ThereafterDebt
    
    $
    73
    
    
    $
    73
    
    
    $
    
    
    
    $
    
    
    
    $
    Operating leases
    
    
    7,803
    
    
    
    2,966
    
    
    
    4,087
    
    
    
    750
    
    
    
    Purchase obligations:Inventory purchases
    
    
    1,642
    
    
    
    1,642
    
    
    
    
    
    
    
    
    
    
    
    Capital expenditures
    
    
    758
    
    
    
    758
    
    
    
    
    
    
    
    
    
    
    
    Other
    
    
    418
    
    
    
    418
    
    
    
    
    
    
    
    
    
    
    
    Total purchase obligations
    
    
    2,818
    
    
    
    2,818
    
    
    
    
    
    
    
    
    
    
    
    Acquisition earn out obligation
    
    
    1,568
    
    
    
    1,568
    
    
    
    
    
    
    
    
    
    
    
    Standby Letters of Credit
    
    
    250
    
    
    
    100
    
    
    
    
    
    
    
    150
    
    
    
    Other long-term liabilities
    
    
    316
    
    
    
    
    
    
    
    20
    
    
    
    
    
    
    
    296Total debt, lease, purchase
and other long-term liability
obligations
    
    $
    12,828
    
    
    $
    7,525
    
    
    $
    4,107
    
    
    $
    900
    
    
    $
    296
  30




---



##### 



Cautionary Statements Under the Private Securities Litigation Reform Act of 1995
   31




---



##### 



Item 7A.
    
    Quantitative and Qualitative Disclosures about Market Risk
       Item 8.
    
    Financial Statements and Supplementary Data
  Item 9.
    
    Changes in and Disagreements With Accountants on Accounting and Financial Disclosure
  Item 9A.
    
    Controls and Procedures
 Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures
  32




---



##### 



Changes to Internal Control over Financial Reporting
  Managements Report on Internal Control over Financial Reporting
       Internal Control-Integrated Framework
  Item 9B
    
    Other Information
  33




---



##### 



PART III.
  PART IV
 Item 15.
    
    Exhibits and Financial Statement Schedule
             34




---



##### 



The documents set forth below are filed herewith or incorporated herein by reference to the
location indicated.
 Exhibit No.
    
    Description2.01
    
    Asset Purchase Agreement dated as of June 28, 2004 by and
between International Rectifier Corporation, IR Epi Service,
Inc. and Advanced Technology Materials, Inc. (Exhibit 2.1 to
ATMIs Current Report on Form 8-K, filed on July 20, 2004).
(1) (4)3.01
    
    Restated Certificate of Incorporation dated as of July 30,
2005 (Exhibit 3 (i) to ATMIs Current Report on Form 8-K,
filed on August 3, 2005)). (1)3.02
    
    Amended and Restated Bylaws of ATMI dated July 30, 2005
(Exhibit 3 (ii) to ATMIs Current Report on Form 8-K, filed on
August 3, 2005). (1)4.01
    
    Specimen of ATMIs Common Stock Certificate (Exhibit 4.01 to
the 1997 Form S-4 Registration Statement). (1)4.02
    
    Rights Agreement, dated as of October 13, 2000, between ATMI,
Inc. and Fleet National Bank, as Rights Agent (Exhibit 4.01 to
ATMIs Current Report on Form 8-K, filed on October 17, 2000).
(1)4.03
    
    Registration Rights Agreement, dated November 13, 2001, among
ATMI, Inc., Goldman, Sachs & Co. and Merrill Lynch, Pierce,
Fenner & Smith Incorporated, relating to ATMIs 5.25%
Convertible Subordinated Notes due 2006 (Exhibit 4.1 to ATMIs
Registration Statement on Form S-3, filed on January 7, 2002,
Registration No. 333-76378 (the 2002 Form S-3 Registration
Statement)). (1)4.04
    
    Indenture, dated November 13, 2001, between ATMI, Inc. and
State Street Bank and Trust Company, relating to the ATMIs
5.25% Convertible Subordinated Notes due 2006 (Exhibit 4.2 to
the 2002 Form S-3 Registration Statement). (1)4.05
    
    Specimen Note for ATMIs 5.25% Convertible Subordinated Notes
due 2006 (included in pages 26 to 40 of the Indenture filed as
Exhibit 4.2 to the 2002 Form S-3 Registration Statement). (1)10.01*
    
    Employment Agreement between Eugene G. Banucci, Ph.D. and
ATMI, Inc. dated September 19, 2005, effective as of January
1, 2005 (Exhibit 10.1 to ATMIs Current Report on Form 8-K,
filed on September 19, 2005). (1)10.02*
    
    Employment Agreement between Daniel P. Sharkey and ATMI, Inc.
dated December 31, 2004 (Exhibit 10.1 to ATMIs Current Report
on Form 8-K, filed on January 5, 2005). (1)10.03*
    
    Employment Agreement between Douglas A. Neugold and ATMI, Inc.
dated December 31, 2004 (Exhibit 10.1 to ATMIs Current Report
on Form 8-K/A, filed on January 5, 2005). (1)10.04
    
    Agreement of Lease between Melvyn J. Powers and Mary P. Powers
d/b/a/ M&M Realty and Advanced Technology Materials, Inc.,
dated December 23, 1994 (Exhibit 10.09 to Advanced Technology
Materials, Inc. Annual Report on Form 10-K/A for the year
ended December 31, 1994, File No. 0-22756). (1)
 35




---



##### 



Exhibit No.
    
    Description10.05
    
    First Amendment to Agreement of Lease dated as of November 22,
2000 by and between Commerce Park Realty, LLC and Advanced
Technology Materials, Inc. (2)10.06
    
    Second Amendment to Agreement of Lease dated as of March 24,
2003 by and between Commerce Park Realty, LLC and Advanced
Technology Materials, Inc. (2)10.07*
    
    ATMIs 1995 Stock Plan (Exhibit to ATMIs Registration
Statement on Form S-8, File No. 33-93048). (1)10.08*
    
    ATMIs 1997 Stock Plan, dated October 10, 1997, (Exhibit 99.1
to ATMIs Registration Statement on Form S-8, filed on April
6, 1998, File No. 333-49561). (1)10.09*
    
    ATMIs 1998 Stock Plan, dated May 20, 1998 (Exhibit 99.1 to
ATMIs Registration Statement on Form S-8, filed on June 9,
1998, File No. 333-56349). (1)10.10
    
    Agreement of Lease between Seymour R. Powers, Leon Griss and
Ruth Griss and Advanced Technology Materials, Inc., dated
November 24, 2000 (Exhibit 10.08 to ATMIs Annual Report on
Form 10-K for the year ended December 31, 2000, File No.
001-16239). (1)10.11*
    
    ATMIs 2000 Stock Plan, dated May 24, 2000 (Exhibit 99.01 to
ATMIs Registration Statement on Form S-8, dated September 20,
2000, File No. 333-46222). (1)10.13*
    
    ATMIs 2003 Stock Plan (as amended May 21, 2003) (Exhibit 4.6
to ATMIs Registration Statement on Form S-8, filed on August
1, 2003, File No. 333-107591). (1)10.14*
    
    ATMIs 1998 Employee Stock Purchase Plan, (as amended February
28, 2003)(Exhibit 4.7 to ATMIs Registration Statement on Form
S-8, filed on August 1, 2003, File No. 333-107591). (1)10.15
    
    Alliance Agreement dated as of May 16, 2003 by and between
Advanced Technology Materials, Inc. on its own behalf and on
behalf of its Affiliates and Enthone, Inc. (Exhibit 10.15 to
ATMIs Annual Report on Form 10-K, filed on March 12, 2004)
(the 2003 Form 10-K). (1)(4)10.16
    
    Stock Purchase Agreement dated as of July 14, 2003 by and
among Advanced Technology Materials, Inc., Lente, LLC and the
Persons listed on the signature page thereto. (Exhibit 10.16
to the 2003 Form 10-K). (1)(4)10.17*
    
    Employment Agreement between Cynthia L. Shereda and ATMI, Inc.
dated April 29, 2004 (Exhibit 10.01 to ATMIs Quarterly Report
on Form 10-Q for the quarter ended June 30, 2004, filed on
August 5, 2004). (1)10.18*
    
    Amendment to Employment Agreement between Cynthia L. Shereda
and ATMI, Inc. dated December 31, 2004 (Exhibit 10.2 to ATMIs
Current Report on Form 8-K, filed on January 5, 2005). (1)10.19*
    
    Non-Employee Directors Deferred Compensation Program of ATMI,
Inc. 1998 Stock Plan. (2)10.20*
    
    Form of ATMI, Inc. Restricted Stock Grant Agreement (Exhibit
10.1 to ATMIs Quarterly Report on Form 10-Q for the quarter
ended March 31, 2004, filed on May 3, 2004). (1)
 36




---



##### 



Exhibit No.
    
    Description10.21*
    
    Form of ATMI, Inc. Non-Qualified Stock Option Agreement
(Exhibit 10.2 to ATMIs Quarterly Report on Form 10-Q for the
quarter ended March 31, 2004, filed on May 3, 2004). (1)10.22
    
    Agreement of Lease between West Real Estate and Management,
Inc. and Advanced Technology Materials, Inc., dated October
21, 2004 (Exhibit 10.23 to ATMIs Annual Report on Form 10-K,
filed on March 14, 2005) (the 2004 Form 10-K). (1)10.23
    
    Form of ATMI, Inc. Employee Restricted Stock Grant Agreement
(Exhibit 10.24 to the 2004 Form 10-K). (1)10.24
    
    Form of ATMI, Inc. Non-Employee Director Restricted Stock
Grant Agreement (Exhibit 10.25 to the 2004 Form 10-K). (1)10.25
    
    First Amendment to Agreement of Lease dated as of March 24,
2003 by and between Seymour R. Powers, Trustee, and Leon Griss
and Advanced Technology Materials, Inc. (2)21
    
    Subsidiaries of ATMI (2)23
    
    Consent of Independent Registered Public Accounting Firm (2)31.1
    
    Certification of Chief Executive Officer pursuant to Rule
13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act,
as amended. (2)31.2
    
    Certification of Chief Financial Officer pursuant to Rule
13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act,
as amended. (2)32
    
    Certification of Chief Executive Officer and Chief Financial
Officer Pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (3)
 
 *Management contract or compensatory plan arrangement.(1)
    
    Incorporated by reference.(2)
    
    Filed herewith.(3)
    
    Furnished herewith.(4)
    
    Portions omitted pursuant to a request for confidential treatment. 37




---



##### 



SIGNATURES
 Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
 ATMI, Inc.March 10, 2006By:
    
    /S/ Douglas A. Neugold

Douglas A. Neugold
President, Chief Executive Officer, andDirector
 Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been
signed below by the following persons on behalf of the registrant and in the capacities and on the
dates indicated.
 Signature
    
    
    
    Title
    
    Date/S/ Douglas A. Neugold

Douglas A. Neugold
    
    
    
    President, Chief Executive Officer
and Director (principal executive officer)
    
    March 10, 2006/S/ Daniel P. Sharkey

Daniel P. Sharkey
    
    
    
    Vice President, Chief Financial
Officer and Treasurer (principal financial and accounting officer)
    
    March 10, 2006/S/ Eugene G. Banucci

Eugene G. Banucci, Ph.D.
    
    
    
    Chairman of the Board and Director
    
    March 10, 2006/S/ Mark A. Adley

Mark A. Adley
    
    
    
    Director
    
    March 10, 2006/S/ Robert S. Hillas

Robert S. Hillas
    
    
    
    Director
    
    March 10, 2006/S/ Stephen H. Mahle

Stephen H. Mahle
    
    
    
    Director
    
    March 10, 2006/S/ C. Douglas Marsh

C. Douglas Marsh
    
    
    
    Director
    
    March 10, 2006/S/ Frederick C. Flynn, Jr.

Frederick C. Flynn, Jr.
    
    
    
    Director
    
    March 10, 2006/S/ Cheryl L. Shavers

Cheryl L. Shavers, PhD.
    
    
    
    Director
    
    March 10, 2006
 38




---



##### 



ATMI, INC.
 INDEX TO CONSOLIDATED FINANCIAL STATEMENTS AND FINANCIAL STATEMENT
SCHEDULE
 PageReports of Independent Registered Public Accounting Firm
    
    
    F-2Audited Financial StatementsConsolidated Balance Sheets  December 31, 2005 and 2004
    
    
    F-4Consolidated Statements of Operations for the years ended December 31, 2005,
2004, and 2003
    
    
    F-5Consolidated Statements of Stockholders Equity for the years ended
December 31, 2003, 2004, and 2005
    
    
    F-6Consolidated Statements of Cash Flows for the years ended December 31, 2005,
2004, and 2003
    
    
    F-7Notes to Consolidated Financial Statements
    
    
    F-8Financial Statement ScheduleSchedule II  Valuation and Qualifying Accounts
    
    
    F-30
 F-1




---



##### 



F-2




---



##### 



.
   
 F-3




---



##### 



ATMI, INC.
 CONSOLIDATED BALANCE SHEETS
  December 31,2005
    
    
    2004ASSETSCurrent assets:Cash and cash equivalents
    
    $
    30,951
    
    
    $
    36,395Marketable securities, current portion
    
    
    178,900
    
    
    
    96,810Accounts receivable, net of allowances of $695 and $701, respectively
    
    
    47,125
    
    
    
    43,680Inventories, net
    
    
    39,850
    
    
    
    36,918Deferred income taxes
    
    
    8,875
    
    
    
    13,046Prepaid expenses and other current assets
    
    
    12,800
    
    
    
    18,294Total current assets
    
    
    318,501
    
    
    
    245,143Property, plant and equipment, net
    
    
    82,821
    
    
    
    69,758Goodwill
    
    
    13,681
    
    
    
    12,097Other intangibles, net
    
    
    24,088
    
    
    
    29,179Marketable securities, less current portion
    
    
    46,286
    
    
    
    105,755Other long-term assets
    
    
    14,459
    
    
    
    8,168Total assets
    
    $
    499,836
    
    
    $
    470,100LIABILITIES AND STOCKHOLDERS EQUITYCurrent liabilities:Accounts payable
    
    $
    11,910
    
    
    $
    16,174Accrued liabilities
    
    
    21,246
    
    
    
    20,849Accrued salaries and related benefits
    
    
    8,945
    
    
    
    11,050Income taxes payable
    
    
    102
    
    
    
    216Other current liabilities
    
    
    1,975
    
    
    
    5,980Total current liabilities
    
    
    44,178
    
    
    
    54,269Notes payable
    
    
    
    
    
    
    115,000Deferred income taxes, non-current
    
    
    3,131
    
    
    
    3,014Other long-term liabilities
    
    
    329
    
    
    
    241Commitments and contingencies (Notes 4, 6, 9 and 15)Stockholders equity:Preferred stock, par value $.01: 2,000 shares authorized; none issued
    
    
    
    
    
    
    Common stock, par value $.01: 100,000 shares authorized; 37,877 and 31,478
issued and 37,446 and 31,478 outstanding in 2005 and 2004, respectively
    
    
    379
    
    
    
    315Additional paid-in capital
    
    
    366,871
    
    
    
    223,694Deferred equity based compensation
    
    
    (5,506
    )
    
    
    (1,043
    )Treasury stock at cost, 431 shares
    
    
    (12,118
    )
    
    
    Retained earnings
    
    
    100,473
    
    
    
    69,751Accumulated other comprehensive income
    
    
    2,099
    
    
    
    4,859Total stockholders equity
    
    
    452,198
    
    
    
    297,576Total liabilities and stockholders equity
    
    $
    499,836
    
    
    $
    470,100
  F-4




---



##### 



ATMI, INC.
 CONSOLIDATED STATEMENTS OF OPERATIONS
  Year Ended December 31,2005
    
    
    2004
    
    
    2003Revenues
    
    $
    281,754
    
    
    $
    246,291
    
    
    $
    171,634Cost of revenues
    
    
    140,251
    
    
    
    122,415
    
    
    
    89,902Gross profit
    
    
    141,503
    
    
    
    123,876
    
    
    
    81,732Operating expenses:Research and development
    
    
    22,284
    
    
    
    19,577
    
    
    
    19,170Selling, general and administrative
    
    
    78,810
    
    
    
    66,920
    
    
    
    54,145Restructuring and other charges (Note 14)
    
    
    
    
    
    
    
    
    
    
    1,731Total operating expenses
    
    
    101,094
    
    
    
    86,497
    
    
    
    75,046Operating income
    
    
    40,409
    
    
    
    37,379
    
    
    
    6,686Interest income
    
    
    7,269
    
    
    
    3,485
    
    
    
    3,026Interest expense
    
    
    (1,862
    )
    
    
    (6,927
    )
    
    
    (6,887
    )Impairment of investments
    
    
    (379
    )
    
    
    (4,471
    )
    
    
    (5,708
    )Loss from equity-method investee
    
    
    (310
    )
    
    
    
    
    
    
    Other income, net
    
    
    257
    
    
    
    998
    
    
    
    254Income (loss) before income taxes
    
    
    45,384
    
    
    
    30,464
    
    
    
    (2,629
    )Provision (benefit) for income taxes
    
    
    14,662
    
    
    
    10,358
    
    
    
    (4,617
    )Income from continuing operations
    
    
    30,722
    
    
    
    20,106
    
    
    
    1,988Income (loss) from operations of discontinued operations,
net of income tax provision (benefit) of $1,784 in 2004 and
$(5,649) in 2003
    
    
    
    
    
    
    3,313
    
    
    
    (11,907
    )Gain on sale of discontinued operations, net of income tax
provision of $4,352 in 2004
    
    
    
    
    
    
    8,083
    
    
    
    Net income (loss)
    
    $
    30,722
    
    
    $
    31,502
    
    
    $
    (9,919
    )Basic earnings (loss) per share:Earnings per share from continuing operations
    
    $
    0.86
    
    
    $
    0.64
    
    
    $
    0.07Income (loss) per share from operations of discontinued
operations
    
    
    
    
    
    
    0.11
    
    
    
    (0.40
    )Gain on sale of discontinued operations
    
    
    
    
    
    
    0.26
    
    
    
    Income (loss) per common share
    
    $
    0.86
    
    
    $
    1.01
    
    
    $
    (0.33
    )Weighted average shares outstanding
    
    
    35,707
    
    
    
    31,247
    
    
    
    30,149Diluted earnings (loss) per share:Earnings per share from operations of continuing operations
    
    $
    0.85
    
    
    $
    0.64
    
    
    $
    0.06Income (loss) per share from operations of discontinued
operations
    
    
    
    
    
    
    0.10
    
    
    
    (0.38
    )Gain on sale of discontinued operations
    
    
    
    
    
    
    0.26
    
    
    
    Income (loss) per common share
    
    $
    0.85
    
    
    $
    1.00
    
    
    
    (0.32
    )Weighted average shares outstanding
    
    
    36,276
    
    
    
    31,650
    
    
    
    31,208
  F-5




---



##### 



ATMI, INC.
 CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY
  AccumulatedDeferred
    
    
    
    
    
    
    
    
    
    
    OtherEquity
    
    
    
    
    
    
    
    
    
    
    Comprehens-Additional
    
    
    Based
    
    
    
    
    
    
    
    
    
    
    iveCommon
    
    
    Paid-in
    
    
    Compen-
    
    
    Treasury
    
    
    Retained
    
    
    IncomeStock
    
    
    Capital
    
    
    sation.
    
    
    Stock
    
    
    Earnings
    
    
    (Loss)
    
    
    TotalBalance at December 31, 2002
    
    $
    307
    
    
    $
    207,412
    
    
    $
    
    
    
    $
    
    
    
    $
    48,168
    
    
    $
    503
    
    
    $
    256,390Issuance of 197 shares of common stock
pursuant to the exercise of employee
stock options
    
    
    2
    
    
    
    3,034
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3,036Issuance of 102 shares of common stock
pursuant to the employee stock purchase
plan
    
    
    1
    
    
    
    1,620
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,621Equity based compensation
    
    
    
    
    
    
    42
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    42Income tax
benefits from stock option exercises
    
    
    
    
    
    
    684
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    684Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (9,919
    )
    
    
    
    
    
    
    (9,919
    )Reclassification adjustment for realized
gain on available-for-sale securities
sold (net of tax provision of $129)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (228
    )
    
    
    (228
    )Unrealized gain on available-for-sale
securities (net of tax provision of $122)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    217
    
    
    
    217Cumulative translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,408
    
    
    
    2,408Comprehensive loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (7,522
    )Balance at December 31, 2003
    
    
    310
    
    
    
    212,792
    
    
    
    
    
    
    
    
    
    
    
    38,249
    
    
    
    2,900
    
    
    
    254,251Issuance of 330 shares of common stock
pursuant to the exercise of employee
stock options
    
    
    3
    
    
    
    6,092
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    6,095Issuance of 115 shares of common stock
pursuant to the employee stock purchase
plan
    
    
    1
    
    
    
    2,253
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,254Equity based compensation
    
    
    
    
    
    
    216
    
    
    
    373
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    589Issuance of 60 shares of restricted stock
    
    
    1
    
    
    
    1,415
    
    
    
    (1,416
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Income tax
benefits from stock option exercises
    
    
    
    
    
    
    926
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    926Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    31,502
    
    
    
    
    
    
    
    31,502Reclassification adjustment for realized
gain on available-for sale securities
sold
(net of tax provision of $79)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (129
    )
    
    
    (129
    )Unrealized loss on available-for-sale
securities (net of tax benefit of $606)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (989
    )
    
    
    (989
    )Cumulative translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3,077
    
    
    
    3,077Comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    33,461Balance at December 31, 2004
    
    
    315
    
    
    
    223,694
    
    
    
    (1,043
    )
    
    
    
    
    
    
    69,751
    
    
    
    4,859
    
    
    
    297,576Issuance of 814 shares of common stock
pursuant to the exercise of employee
stock options
    
    
    8
    
    
    
    16,022
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    16,030Issuance of 83 shares of common stock
pursuant to the employee stock purchase
plan
    
    
    1
    
    
    
    1,731
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,732Issuance of 20 shares of common stock
pursuant to exercise of warrants
    
    
    
    
    
    
    235
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    235Issuance of 5,183 shares of common stock
pursuant to conversion of notes
    
    
    52
    
    
    
    115,980
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    116,032Purchase of 431 treasury shares
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (12,118
    )
    
    
    
    
    
    
    
    
    
    
    (12,118
    )Issuance of 299 shares of restricted stock
    
    
    3
    
    
    
    6,686
    
    
    
    (6,689
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Equity based compensation
    
    
    
    
    
    
    
    
    
    
    2,226
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,226Income tax
benefits from stock option exercises
    
    
    
    
    
    
    2,523
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,523Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    30,722
    
    
    
    
    
    
    
    30,722Reclassification adjustment for realized
loss on available-for-sale securities
sold (net of tax benefit of $66)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    113
    
    
    
    113Unrealized gain on available-for-sale
securities (net of tax provision of $31)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    53
    
    
    
    53Cumulative translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (2,926
    )
    
    
    (2,926
    )Comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    27,962Balance at December 31, 2005
    
    $
    379
    
    
    $
    366,871
    
    
    ($
    5,506
    )
    
    ($
    12,118
    )
    
    $
    100,473
    
    
    $
    2,099
    
    
    $
    452,198
  F-6




---



##### 



ATMI, INC.
 CONSOLIDATED STATEMENTS OF CASH FLOWS
 Year Ended December 31,2005
    
    2004
    
    2003Operating activitiesNet income (loss)
    
    $
    30,722
    
    
    $
    31,502
    
    
    $
    (9,919
    )Less: income (loss) from discontinued operations
    
    
    
    
    
    
    11,396
    
    
    
    (11,907
    )Income from continuing operations
    
    
    30,722
    
    
    
    20,106
    
    
    
    1,988Adjustments to reconcile income from continuing operations to cash provided by operating
activities from continuing operations:Depreciation and amortization
    
    
    18,527
    
    
    
    17,250
    
    
    
    15,039Restructuring and other charges
    
    
    
    
    
    
    
    
    
    
    1,731Provision for bad debt
    
    
    
    
    
    
    25
    
    
    
    124Provision for inventory obsolescence
    
    
    405
    
    
    
    1,606
    
    
    
    3,054Deferred income taxes
    
    
    4,202
    
    
    
    4,130
    
    
    
    (4,727
    )Income tax benefits from stock option exercises
    
    
    2,523
    
    
    
    926
    
    
    
    684Stock compensation expense
    
    
    2,226
    
    
    
    589
    
    
    
    42Realized gain on sale of marketable securities
    
    
    
    
    
    
    (271
    )
    
    
    (357
    )Realized gain on sale of cost-basis investment
    
    
    (220
    )
    
    
    
    
    
    
    Realized gain on sale of land
    
    
    (319
    )
    
    
    
    
    
    
    Realized gain on sale of other assets
    
    
    (417
    )
    
    
    
    
    
    
    Loss from equity method investee
    
    
    310
    
    
    
    
    
    
    
    Impairment of investments
    
    
    379
    
    
    
    4,471
    
    
    
    5,708Other
    
    
    
    
    
    
    (139
    )
    
    
    317Changes in operating assets and liabilities:Accounts receivable
    
    
    (4,294
    )
    
    
    (5,266
    )
    
    
    (5,164
    )Inventories
    
    
    (2,766
    )
    
    
    (16,960
    )
    
    
    (8,597
    )Other assets
    
    
    4,153
    
    
    
    (9,908
    )
    
    
    1,722Accounts payable
    
    
    (5,026
    )
    
    
    4,431
    
    
    
    570Accrued expenses
    
    
    (4,450
    )
    
    
    11,891
    
    
    
    87Income taxes
    
    
    (30
    )
    
    
    (1,379
    )
    
    
    7,940Other liabilities
    
    
    (944
    )
    
    
    2,110
    
    
    
    (165
    )Cash provided by operating activities of continuing operations
    
    
    44,981
    
    
    
    33,612
    
    
    
    19,996Cash used by operating activities of discontinued operations
    
    
    
    
    
    
    (8,220
    )
    
    
    (12,228
    )Net cash provided by operating activities
    
    
    44,981
    
    
    
    25,392
    
    
    
    7,768Investing activitiesCapital expenditures
    
    
    (28,460
    )
    
    
    (16,785
    )
    
    
    (15,306
    )Proceeds from the sale of property, plant and equipment
    
    
    428
    
    
    
    
    
    
    
    Acquisitions and other equity investments
    
    
    (7,695
    )
    
    
    (2,136
    )
    
    
    (36,463
    )Proceeds from the sale of a cost-basis investment
    
    
    3,116
    
    
    
    
    
    
    
    Purchases of marketable securities
    
    
    (150,440
    )
    
    
    (210,746
    )
    
    
    (103,388
    )Proceeds from sales or maturities of marketable securities
    
    
    127,531
    
    
    
    109,880
    
    
    
    143,181Other
    
    
    
    
    
    
    150
    
    
    
    Cash used by investing activities of continuing operations
    
    
    (55,520
    )
    
    
    (119,637
    )
    
    
    (11,976
    )Cash provided (used) by investing activities of discontinued operations
    
    
    
    
    
    
    94,776
    
    
    
    (399
    )Net cash used by investing activities
    
    
    (55,520
    )
    
    
    (24,861
    )
    
    
    (12,375
    )Financing activitiesPayments on loans and notes payable
    
    
    (76
    )
    
    
    (763
    )
    
    
    (523
    )Payments on capital lease obligations
    
    
    (136
    )
    
    
    (270
    )
    
    
    (142
    )Purchases of treasury stock
    
    
    (11,276
    )
    
    
    
    
    
    
    Proceeds from exercise of stock options, warrants, and employee stock purchase plan shares
    
    
    17,997
    
    
    
    8,349
    
    
    
    4,657Cash provided by financing activities of continuing operations
    
    
    6,509
    
    
    
    7,316
    
    
    
    3,992Cash used by financing activities of discontinued operations
    
    
    
    
    
    
    
    
    
    
    (106
    )Net cash provided by financing activities
    
    
    6,509
    
    
    
    7,316
    
    
    
    3,886Effects of exchange rate changes on cash
    
    
    (1,414
    )
    
    
    3,077
    
    
    
    2,408Increase (decrease) in cash and cash equivalents from continuing operations
    
    
    (5,444
    )
    
    
    (75,632
    )
    
    
    14,420Increase (decrease) in cash and cash equivalents from discontinued operations
    
    
    
    
    
    
    86,556
    
    
    
    (12,733
    )Net increase (decrease) in cash and cash equivalents
    
    
    (5,444
    )
    
    
    10,924
    
    
    
    1,687Cash and cash equivalents, beginning of year
    
    
    36,395
    
    
    
    25,471
    
    
    
    23,784Cash and cash equivalents, end of year
    
    $
    30,951
    
    
    $
    36,395
    
    
    $
    25,471SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:Non-cash conversion of subordinated notes to equity
    
    $
    115,000
    
    
    $
    
    
    
    $
    Non-cash conversion of unamortized debt issuance costs to equity
    
    $
    (1,333
    )
    
    $
    
    
    
    $
    Non-cash conversion of unpaid interest accrual to equity relating to subordinated notes
    
    $
    2,365
    
    
    $
    
    
    
    $
    Cash interest paid
    
    $
    34
    
    
    $
    6,131
    
    
    $
    6,057Cash income taxes paid
    
    $
    7,852
    
    
    $
    7,230
    
    
    $
    2,157
  F-7




---



##### 



ATMI, INC.
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 1. Organization and Summary of Significant Accounting Policies
         F-8




---



##### 



ATMI, INC.
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Continued)
 1. Organization and Summary of Significant Accounting Policies (continued)
        F-9




---



##### 



ATMI, INC.
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Continued)
 1. Organization and Summary of Significant Accounting Policies (continued)
         F-10




---



##### 



ATMI, INC.
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Continued)
 1. Organization and Summary of Significant Accounting Policies (continued)
             F-11




---



##### 



ATMI, INC.
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Continued)
 1. Organization and Summary of Significant Accounting Policies (continued)
        F-12




---



##### 



ATMI, INC.
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Continued)
 1. Organization and Summary of Significant Accounting Policies (continued)
   Year Ended December 31,2005
    
    
    2004
    
    
    2003Net income (loss), as reported
    
    $
    30,722
    
    
    $
    31,502
    
    
    $
    (9,919
    )Add: Total stock-based employee
compensation expense included in
reported net income (loss), net
of tax effect
    
    
    1,506
    
    
    
    385
    
    
    
    16Deduct: Total stock-based
employee compensation expense
determined under fair value
based method for all awards, net
of tax effect
    
    
    (7,580
    )
    
    
    (8,404
    )
    
    
    (9,279
    )Pro forma net income (loss)
    
    $
    24,648
    
    
    $
    23,483
    
    
    $
    (19,182
    )Income (loss) per share:Basic-as reported
    
    $
    0.86
    
    
    $
    1.01
    
    
    $
    (0.33
    )Basic-pro forma
    
    $
    0.69
    
    
    $
    0.75
    
    
    $
    (0.64
    )Diluted-as reported
    
    $
    0.85
    
    
    $
    1.00
    
    
    $
    (0.32
    )Diluted-pro forma
    
    $
    0.68
    
    
    $
    0.74
    
    
    $
    (0.62
    )
   F-13




---



##### 



ATMI, INC.
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Continued)
 1. Organization and Summary of Significant Accounting Policies (continued)
      2. Discontinued Operations
    F-14




---



##### 



ATMI, INC.
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Continued)
 2. Discontinued Operations (continued)
        Year Ended December 31,2004
    
    
    2003Revenues
    
    $
    83,868
    
    
    $
    71,744Pre-tax income (loss) from
discontinued operations (1)
    
    $
    17,532
    
    
    ($
    17,556
    )Income (loss) from operations of
discontinued operations,net of income taxes
    
    $
    3,313
    
    
    ($
    11,907
    )Gain on sale of discontinued operations
net of income taxes
    
    $
    8,083
    
    
    
    
 
 (1)
    
    2004 includes $12.4 million of gain on sale of discontinued operations. F-15




---



##### 



ATMI, INC.
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Continued)
 3. Marketable Securities
  2005
    
    
    
    2004Gross
    
    
    
    
    
    
    
    
    
    
    GrossUnrealized
    
    
    Estimated
    
    
    
    
    
    
    Unrealized
    
    
    EstimatedCost
    
    
    Gain (Loss)
    
    
    Fair Value
    
    
    Cost
    
    
    Gain (Loss)
    
    
    Fair ValueCommon stock
    
    $
    629
    
    
    $
    2,419
    
    
    $
    3,048
    
    
    $
    629
    
    
    $
    1,525
    
    
    $
    2,154Corporate debt obligations
    
    
    136,466
    
    
    
    (889
    )
    
    
    135,577
    
    
    
    123,264
    
    
    
    (342
    )
    
    
    122,922Government obligations
    
    
    87,330
    
    
    
    (769
    )
    
    
    86,561
    
    
    
    78,184
    
    
    
    (695
    )
    
    
    77,489Total marketable securities
    
    $
    224,425
    
    
    $
    761
    
    
    $
    225,186
    
    
    $
    202,077
    
    
    $
    488
    
    
    $
    202,565
  EstimatedCost
    
    
    
    
    
    
    Fair ValueDue in one year or less
    
    $
    176,715
    
    
    
    
    
    
    $
    175,852Due between one and two years
    
    
    47,081
    
    
    
    
    
    
    
    46,286223,796
    
    
    
    
    
    
    
    222,138Common stock
    
    
    629
    
    
    
    
    
    
    
    3,048$
    224,425
    
    
    
    
    
    
    $
    225,186
  Less Than 12 Months
    
    12 Months or Greater
    
    TotalUnrealized
    
    
    
    
    
    Unrealized
    
    
    
    
    
    UnrealizedFair Value
    
    Losses
    
    Fair Value
    
    Losses
    
    Fair Value
    
    LossesCorporate debt obligations (1)
    
    $
    57,810
    
    
    
    ($460
    )
    
    $
    51,530
    
    
    
    ($   429
    )
    
    $
    109,340
    
    
    
    ($   889
    )Government obligations (1)
    
    
    3,975
    
    
    
    (25
    )
    
    
    52,635
    
    
    
    (744
    )
    
    
    56,610
    
    
    
    (769
    )Total
    
    $
    61,785
    
    
    
    ($485
    )
    
    $
    104,165
    
    
    
    ($1,173
    )
    
    $
    165,950
    
    
    
    ($1,658
    )
 
 (1)
    
    The unrealized losses on the Companys investments in corporate debt and government
obligations were caused by general market interest rate increases. The contractual terms of
those investments do not permit the issuers to settle the securities at a price less than the
amortized cost of the investment. Because the Company has the ability and intent to hold
those investments until a recovery of fair value, which may be maturity, the Company does not
consider the impairment of those investments to be other-than-temporary at December 31, 2005. F-16




---



##### 



4. Inventories
  2005
    
    
    2004Raw materials
    
    $
    9,192
    
    
    $
    8,874Work in process
    
    
    2,392
    
    
    
    1,731Finished goods
    
    
    30,340
    
    
    
    29,10941,924
    
    
    
    39,714Excess and obsolescence reserve
    
    
    (2,074
    )
    
    
    (2,796
    )Inventory, net
    
    $
    39,850
    
    
    $
    36,918
  5. Derivative Instruments
  6. Property, Plant and Equipment
  December 31,2005
    
    
    2004Land
    
    $
    1,196
    
    
    $
    1,297Buildings
    
    
    22,289
    
    
    
    23,052Machinery and equipment
    
    
    107,285
    
    
    
    86,738Furniture and fixtures
    
    
    3,877
    
    
    
    4,193Leasehold improvements
    
    
    17,563
    
    
    
    14,887Construction in progress
    
    
    7,525
    
    
    
    6,388159,735
    
    
    
    136,555Accumulated depreciation and amortization
    
    
    (76,914
    )
    
    
    (66,797
    )$
    82,821
    
    
    $
    69,758




---



##### 



ATMI, INC.
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Continued)
 7. Goodwill and Other Intangibles
  Debt Issuance
    
    
    Patents &
    
    
    
    
    
    
    Total OtherGoodwill
    
    
    
    
    
    
    
    Costs
    
    
    Trademarks
    
    
    Other
    
    
    IntangiblesBalance at January 1, 2003
    
    $
    11,959
    
    
    
    
    
    
    
    $
    2,404
    
    
    $
    26,220
    
    
    $
    4,926
    
    
    $
    33,550Acquisitions
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    16
    
    
    
    
    
    
    
    16Amortization
    
    
    
    
    
    
    
    
    
    
    
    (847
    )
    
    
    (2,535
    )
    
    
    (978
    )
    
    
    (4,360
    )Other, including foreign currency translation
    
    
    138
    
    
    
    
    
    
    
    
    
    
    
    
    (6
    )
    
    
    (21
    )
    
    
    (27
    )Balance at December 31, 2004
    
    $
    12,097
    
    
    
    
    
    
    
    $
    1,557
    
    
    $
    23,695
    
    
    $
    3,927
    
    
    $
    29,179Acquisitions
    
    
    1,568
    
    
    (1)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Amortization
    
    
    
    
    
    
    
    
    
    
    
    (224
    )
    
    
    (2,513
    )
    
    
    (988
    )
    
    
    (3,725
    )Reclassification to equity upon conversion
    
    
    
    
    
    
    
    
    
    
    
    (1,333
    )
    
    
    
    
    
    
    
    
    
    
    (1,333
    )Other, including foreign currency translation
    
    
    16
    
    
    
    
    
    
    
    
    
    
    
    
    (9
    )
    
    
    (24
    )
    
    
    (33
    )Balance at December 31, 2005
    
    $
    13,681
    
    
    
    
    
    
    
    $
    
    
    
    $
    21,173
    
    
    $
    2,915
    
    
    $
    24,088
 
 (1)
    
    Represents additional purchase price due to former shareholders of ESC, Inc. as a
result of earn out targets being met.  Debt Issuance
    
    
    Patents &
    
    
    
    
    
    
    Total OtherGoodwill
    
    
    
    Costs
    
    
    Trademarks
    
    
    Other
    
    
    IntangiblesGross Amount as of December 31, 2004
    
    $
    12,097
    
    
    
    $
    4,257
    
    
    $
    27,500
    
    
    $
    5,948
    
    
    $
    37,705Accumulated Amortization
    
    
    
    
    
    
    
    (2,700
    )
    
    
    (3,805
    )
    
    
    (2,021
    )
    
    
    (8,526
    )Balance as of December 31, 2004
    
    $
    12,097
    
    
    
    $
    1,557
    
    
    $
    23,695
    
    
    $
    3,927
    
    
    $
    29,179Gross Amount as of December 31, 2005
    
    $
    13,681
    
    
    
    $
    
    
    
    $
    27,530
    
    
    $
    6,076
    
    
    $
    33,606Accumulated Amortization
    
    
    
    
    
    
    
    
    
    
    
    (6,357
    )
    
    
    (3,161
    )
    
    
    (9,518
    )Balance as of December 31, 2005
    
    $
    13,681
    
    
    
    $
    
    
    
    $
    21,173
    
    
    $
    2,915
    
    
    $
    24,088




---



##### 



ATMI, INC.
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Continued)
 7. Goodwill and Other Intangibles (continued)
  Year
    
    Amount2006
    
    $
    3,4662007
    
    
    3,2162008
    
    
    2,9242009
    
    
    2,9242010
    
    
    2,316Thereafter
    
    
    9,242Total
    
    $
    24,088
 8. Notes Payable




---



##### 



ATMI, INC.
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Continued)
 9. Leases
   OperatingLeases2006
    
    $
    2,9662007
    
    
    2,9862008
    
    
    1,1012009
    
    
    4922010
    
    
    258Thereafter
    
    
    Total minimum lease payments
    
    $
    7,803
 10. Income Taxes
  Year Ended December 31,2005
    
    
    2004
    
    
    2003Domestic
    
    $
    41,127
    
    
    $
    27,497
    
    
    $
    (11,532
    )Foreign
    
    
    4,257
    
    
    
    2,967
    
    
    
    8,903Total pre-tax income (loss)
    
    $
    45,384
    
    
    $
    30,464
    
    
    $
    (2,629
    )




---



##### 



ATMI,
INC.
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Continued)
 10. Income Taxes (continued)
  December 31,2005
    
    
    2004
    
    
    2003Current:Federal
    
    $
    7,529
    
    
    $
    4,864
    
    
    $
    (2,501
    )State
    
    
    948
    
    
    
    173
    
    
    
    209Foreign
    
    
    1,937
    
    
    
    1,231
    
    
    
    2,402Total current
    
    
    10,414
    
    
    
    6,268
    
    
    
    110Deferred:Federal
    
    
    4,600
    
    
    
    3,485
    
    
    
    (4,488
    )State
    
    
    (93
    )
    
    
    541
    
    
    
    (280
    )Foreign
    
    
    (259
    )
    
    
    64
    
    
    
    41Total deferred
    
    
    4,248
    
    
    
    4,090
    
    
    
    (4,727
    )$
    14,662
    
    
    $
    10,358
    
    
    $
    (4,617
    )
  December 31,2005
    
    
    2004Deferred tax assets:Accrued liabilities
    
    $
    5,320
    
    
    $
    7,665Inventory adjustments
    
    
    5,600
    
    
    
    5,877Net operating loss and tax credit carryforwards
    
    
    2,390
    
    
    
    5,238Other, net
    
    
    808
    
    
    
    63314,118
    
    
    
    19,413Valuation allowance
    
    
    (591
    )
    
    
    (647
    )13,527
    
    
    
    18,766Deferred tax liabilities:Depreciation and amortization
    
    
    (7,494
    )
    
    
    (8,501
    )Unrealized gain on marketable securities
    
    
    (279
    )
    
    
    (183
    )Other, net
    
    
    (10
    )
    
    
    (50
    )(7,783
    )
    
    
    (8,734
    )Net deferred tax assets
    
    $
    5,744
    
    
    $
    10,032




---



##### 



ATMI, INC.
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Continued)
 10. Income Taxes (continued)
  For the Year Ended December 31,2005
    
    
    2004
    
    
    2003U.S. statutory rate
    
    $
    15,884
    
    
    $
    10,662
    
    
    $
    (920
    )State income taxes
    
    
    555
    
    
    
    658
    
    
    
    (46
    )Foreign income taxes
    
    
    65
    
    
    
    343
    
    
    
    (66
    )In-process R&D expenses
    
    
    54
    
    
    
    
    
    
    
    228ETI benefit
    
    
    (1,637
    )
    
    
    (904
    )
    
    
    (660
    )Change in valuation allowance of deferred tax assets
    
    
    (56
    )
    
    
    (384
    )
    
    
    (650
    )Adjustment to prior years tax liabilities
    
    
    
    
    
    
    
    
    
    
    (3,000
    )Other, net
    
    
    (203
    )
    
    
    (17
    )
    
    
    497$
    14,662
    
    
    $
    10,358
    
    
    $
    (4,617
    )
   11. Profit Sharing Plan




---



##### 



ATMI, INC.
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Continued)
 12. Stockholders Equity
     2005
    
    
    2004
    
    
    2003Weighted-
    
    
    
    
    
    
    Weighted-
    
    
    
    
    
    
    Weighted-Average
    
    
    
    
    
    
    Average
    
    
    
    
    
    
    AverageExercise
    
    
    
    
    
    
    Exercise
    
    
    
    
    
    
    ExerciseShares
    
    
    Price
    
    
    Shares
    
    
    Price
    
    
    Shares
    
    
    PriceOutstanding at beginning of year
    
    
    4,263
    
    
    $
    23.68
    
    
    
    4,483
    
    
    $
    23.47
    
    
    
    4,133
    
    
    $
    23.85Granted
    
    
    411
    
    
    $
    22.24
    
    
    
    802
    
    
    $
    22.83
    
    
    
    911
    
    
    $
    20.41Exercised
    
    
    (814
    )
    
    $
    19.69
    
    
    
    (330
    )
    
    $
    18.19
    
    
    
    (197
    )
    
    $
    15.45Terminated or cancelled
    
    
    (304
    )
    
    $
    28.35
    
    
    
    (692
    )
    
    $
    24.02
    
    
    
    (364
    )
    
    $
    24.39Outstanding at end of year
    
    
    3,556
    
    
    $
    24.02
    
    
    
    4,263
    
    
    $
    23.68
    
    
    
    4,483
    
    
    $
    23.47Options exercisable at end of year
    
    
    2,046
    
    
    $
    25.50
    
    
    
    2,433
    
    
    $
    24.48
    
    
    
    2,129
    
    
    $
    23.94Weightedaverage grant-date fair
value of options granted
    
    $
    12.39
    
    
    
    
    
    
    $
    12.76
    
    
    
    
    
    
    $
    12.63




---



##### 



ATMI, INC.
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Continued)
 12. Stockholders Equity (continued)
  Options Outstanding
    
    Options ExercisableNumber ofOptions
    
    Weighted-
    
    Weighted-Outstanding at
    
    Average
    
    Average
    
    Number of Options
    
    Weighted-December 31,
    
    Remaining
    
    Exercise
    
    Exercisable at
    
    AverageRange of Exercise Prices
    
    2005
    
    Contractual Life
    
    Price
    
    December 31, 2005
    
    Exercise Price$ 1.11 to $12.00
    
    
    23
    
    
    
    0.2
    
    
    $
    10.50
    
    
    
    23
    
    
    $
    10.50$12.01 to $18.00
    
    
    182
    
    
    
    3.7
    
    
    $
    16.66
    
    
    
    144
    
    
    $
    16.68$18.01 to $24.00
    
    
    2,133
    
    
    
    7.0
    
    
    $
    21.28
    
    
    
    833
    
    
    $
    20.85$24.01 to $36.00
    
    
    980
    
    
    
    4.2
    
    
    $
    27.22
    
    
    
    808
    
    
    $
    27.33$36.01 to $48.00
    
    
    232
    
    
    
    4.3
    
    
    $
    42.04
    
    
    
    232
    
    
    $
    42.04$48.01 to $60.00
    
    
    6
    
    
    
    4.0
    
    
    $
    52.23
    
    
    
    6
    
    
    $
    52.233,556
    
    
    
    5.8
    
    
    $
    24.02
    
    
    
    2,046
    
    
    $
    25.50
  2005
    
    
    2004
    
    
    2003Expected dividend yield
    
    None
    
    None
    
    NoneRisk free interest rate
    
    
    3.9%
    
    
    
    3.5%
    
    
    
    3.75%Expected volatility
    
    
    .683
    
    
    
    .671
    
    
    
    .693Expected life of options
    
    5.1 years
    
    4.5 years
    
    5.4 years




---



##### 



ATMI, INC.
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Continued)
 12. Stockholders Equity (continued)
   2005
    
    
    2004
    
    
    2003Numerator:Income from continuing operations
    
    $
    30,722
    
    
    $
    20,106
    
    
    $
    1,988Denominator:Denominator for basic earnings per share-
Weighted-average shares
    
    
    35,707
    
    
    
    31,247
    
    
    
    30,149Dilutive effect of contingent shares related to
acquisitions subject to escrow arrangements
    
    
    
    
    
    
    
    
    
    
    700Dilutive effect of employee stock options
    
    
    462
    
    
    
    370
    
    
    
    339Dilutive effect of restricted stock
    
    
    99
    
    
    
    23
    
    
    
    Dilutive effect of warrants
    
    
    8
    
    
    
    10
    
    
    
    20Denominator for diluted earnings per share
    
    
    36,276
    
    
    
    31,650
    
    
    
    31,208Earnings per share from continuing
operations  basic
    
    $
    0.86
    
    
    $
    0.64
    
    
    $
    0.07Earnings per share from continuing
operations  assuming dilution
    
    $
    0.85
    
    
    $
    0.64
    
    
    $
    0.06




---



##### 



ATMI, INC.
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Continued)
 13. Other Comprehensive Income (Loss)
  Unrealized GainCurrency
    
    
    (Loss) onTranslation
    
    
    Available-for-Adjustments
    
    
    Sale Securities
    
    
    TotalBalance at January 1, 2003
    
    $
    (940
    )
    
    $
    1,443
    
    
    $
    503Reclassification adjustment for realized gain on available-for-sale
securities sold (net of tax provision of $129) (1)
    
    
    
    
    
    
    (228
    )
    
    
    (228
    )Unrealized gain on available-for-sale securities (net of tax provision of
$122)
    
    
    
    
    
    
    217
    
    
    
    217Cumulative translation adjustment
    
    
    2,408
    
    
    
    
    
    
    
    2,408Balance at December 31, 2003
    
    
    1,468
    
    
    
    1,432
    
    
    
    2,900Reclassification adjustment for realized gain on available-for-sale
securities sold (net of tax provision of $79) (1)
    
    
    
    
    
    
    (129
    )
    
    
    (129
    )Unrealized loss on available-for-sale securities (net of tax benefit of $606)
    
    
    
    
    
    
    (989
    )
    
    
    (989
    )Cumulative translation adjustment
    
    
    3,077
    
    
    
    
    
    
    
    3,077Balance at December 31, 2004
    
    
    4,545
    
    
    
    314
    
    
    
    4,859Reclassification adjustment for realized loss on available-for-sale
securities sold (net of tax benefit of $66) (1)
    
    
    
    
    
    
    113
    
    
    
    113Unrealized gain on available-for-sale securities (net of tax provision of $31)
    
    
    
    
    
    
    53
    
    
    
    53Cumulative translation adjustment
    
    
    (2,926
    )
    
    
    
    
    
    
    (2,926
    )Balance at December 31, 2005
    
    $
    1,619
    
    
    $
    480
    
    
    $
    2,099
 
 (1)
    
    Determined based on the specific identification method. 14. Restructuring and Other Charges




---



##### 



ATMI, INC.
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Continued)
 14. Restructuring and Other Charges (continued)
   15. Commitments and Contingencies




---



##### 



ATMI, INC.
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Continued)
 15. Commitments and Contingencies (continued)
   16. Geographic Data
  Other
    
    Europe and(In thousands)
    
    United States
    
    Taiwan
    
    Japan
    
    Pacific Rim
    
    Other
    
    TotalDecember 31, 2005Revenues
    
    $
    92,744
    
    
    $
    64,714
    
    
    $
    43,077
    
    
    $
    52,242
    
    
    $
    28,977
    
    
    $
    281,754Long-lived assets
    
    
    127,616
    
    
    
    376
    
    
    
    882
    
    
    
    2,632
    
    
    
    3,543
    
    
    
    135,049December 31, 2004Revenues
    
    $
    86,365
    
    
    $
    54,781
    
    
    $
    40,122
    
    
    $
    39,643
    
    
    $
    25,380
    
    
    $
    246,291Long-lived assets
    
    
    111,349
    
    
    
    467
    
    
    
    917
    
    
    
    2,641
    
    
    
    3,828
    
    
    
    119,202December 31, 2003Revenues
    
    $
    71,475
    
    
    $
    26,238
    
    
    $
    27,132
    
    
    $
    24,805
    
    
    $
    21,984
    
    
    $
    171,634Long-lived assets
    
    
    107,223
    
    
    
    586
    
    
    
    491
    
    
    
    2,514
    
    
    
    3,567
    
    
    
    114,381




---



##### 



ATMI, INC.
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Continued)
 17. Quarterly Results of Operations (Unaudited)
  QuarterFirst
    
    
    Second
    
    
    Third
    
    
    Fourth2005Revenues
    
    $
    66,097
    
    
    $
    69,269
    
    
    $
    69,736
    
    
    $
    76,652Gross profit
    
    
    34,184
    
    
    
    34,812
    
    
    
    35,141
    
    
    
    37,366Operating income
    
    
    9,466
    
    
    
    10,595
    
    
    
    10,244
    
    
    
    10,104Net income
    
    $
    6,051
    
    
    $
    7,967
    
    
    $
    8,253
    
    
    $
    8,451Basic income (loss) per common share:Net income per common share
    
    $
    0.19
    
    
    $
    0.22
    
    
    $
    0.22
    
    
    $
    0.23Diluted income per common share:Net income per common share
    
    $
    0.19
    
    
    $
    0.22
    
    
    $
    0.22
    
    
    $
    0.222004Revenues
    
    $
    56,019
    
    
    $
    60,978
    
    
    $
    64,423
    
    
    $
    64,871Gross profit
    
    
    27,227
    
    
    
    30,679
    
    
    
    32,580
    
    
    
    33,390Operating income (loss)
    
    
    6,802
    
    
    
    9,697
    
    
    
    10,669
    
    
    
    10,211Income (loss) from continuing operations, net of
taxes
    
    
    3,968
    
    
    
    5,815
    
    
    
    6,395
    
    
    
    3,928
    (a)Loss from operations of discontinued operations, net
of taxes
    
    
    1,120
    
    
    
    1,714
    
    
    
    755
    
    
    
    (276
    )Gain on sale of discontinued operations, net of taxes
    
    
    1,024
    
    
    
    333
    
    
    
    3,468
    
    
    
    3,258Net income
    
    $
    6,112
    
    
    $
    7,862
    
    
    $
    10,618
    
    
    $
    6,910Basic income (loss) per common share:Continuing operations
    
    $
    0.13
    
    
    $
    0.19
    
    
    $
    0.20
    
    
    $
    0.13Operations of discontinued operations
    
    
    0.04
    
    
    
    0.05
    
    
    
    0.03
    
    
    
    (0.01
    )Gain on sale of discontinued operations
    
    
    0.03
    
    
    
    0.01
    
    
    
    0.11
    
    
    
    0.10Net income per common share
    
    $
    0.20
    
    
    $
    0.25
    
    
    $
    0.34
    
    
    $
    0.22Diluted income per common share:Continuing operations
    
    $
    0.12
    
    
    $
    0.18
    
    
    $
    0.20
    
    
    $
    0.13Operations of discontinued operations
    
    
    0.04
    
    
    
    0.06
    
    
    
    0.02
    
    
    
    (0.01
    )Gain on sale of discontinued operations
    
    
    0.03
    
    
    
    0.01
    
    
    
    0.10
    
    
    
    0.10Net income per common share
    
    $
    0.19
    
    
    $
    0.25
    
    
    $
    0.32
    
    
    $
    0.22
 
 (a)
    
    Includes a $4.5 million asset impairment charge related to the Companys strategic
investment portfolio.




---



##### 



Schedule II
 ATMI,
INC.

VALUATION AND QUALIFYING ACCOUNTS
 Balance at
    
    
    
    
    
    
    
    
    
    Balance atBeginning
    
    Charged to
    
    
    
    
    
    EndYear Ended
    
    of Period
    
    Cost/Expense
    
    Deductions
    
    of PeriodDecember 31, 2005Allowance for bad debts and returns
    
    $
    701
    
    
    $
    
    
    
    $
    (6
    ) (a)
    
    $
    695Reserve for excess and obsolete inventories
    
    
    2,796
    
    
    
    405
    
    
    
    (1,127
    ) (b)
    
    
    2,074December 31, 2004Allowance for bad debts and returns
    
    $
    694
    
    
    $
    25
    
    
    $
    (18
    ) (a)
    
    $
    701Reserve for excess and obsolete inventories
    
    
    3,877
    
    
    
    1,606
    
    
    
    (2,687
    ) (b)
    
    
    2,796December 31, 2003Allowance for bad debts and returns
    
    $
    1,355
    
    
    $
    124
    
    
    $
    (785
    ) (a)
    
    $
    694Reserve for excess and obsolete inventories
    
    
    946
    
    
    
    3,054
    
    
    
    (123
    ) (b)
    
    
    3,877
 
 Notes:
    (a)
    Reflects uncollectible accounts written off, net of recoveries, foreign currency
translation adjustments, and other reductions to the reserve.(b)
    Reflects disposals of excess and obsolete inventory in 2005, 2004 and 2003.