PHOENIX — (BUSINESS WIRE) — August 2, 2012 — ON Semiconductor Corporation (Nasdaq: ONNN):

For the second quarter of 2012, highlights include:

• Total revenues of $744.8 million
• GAAP gross margin of 34.7 percent
• Non-GAAP gross margin of 35.7 percent
• GAAP net income per fully diluted share of $0.02
• Non-GAAP net income per fully diluted share of $0.14
• Retired $96.2 million of Zero Coupon Convertible Senior Subordinated Notes

ON Semiconductor Corporation (Nasdaq: ONNN) today announced that total revenues in the second quarter of 2012 were $744.8 million, approximately flat compared to the first quarter of 2012. During the second quarter of 2012, the company reported GAAP net income of $6.9 million, or $0.02 per fully diluted share. The second quarter 2012 GAAP net income was impacted by $58.1 million of special items which include restructuring charges and other items. The complete special item details can be found in the attached schedules.

Second quarter 2012 non-GAAP net income was $65.0 million, or $0.14 per share on a fully diluted basis compared to $57.5 million, or $0.12 per share on a fully diluted basis, for the first quarter of 2012. A reconciliation of these non-GAAP financial measures (and other non-GAAP measures used elsewhere in this release, such as non-GAAP gross margin and adjusted EBITDA) to the company's most directly comparable measures prepared in accordance with U.S. GAAP are set forth in the attached schedules and on our website at http://www.onsemi.com/.

On a mix-adjusted basis, average selling prices for ON Semiconductor in the second quarter of 2012 were down approximately one percent when compared to the first quarter of 2012. Total company GAAP gross margin in the second quarter was 34.7 percent. Non-GAAP gross margin in the second quarter was 35.7 percent.

Adjusted EBITDA for the second quarter of 2012 was $128.9 million. Adjusted EBITDA for the first quarter of 2012 was $120.1 million.

“Although we met the lower end of our revenue guidance for the second quarter of 2012, we nevertheless experienced a slowdown in activity as we progressed through the month of June,” said Keith Jackson, ON Semiconductor president and CEO. “Given the current global economic uncertainties as well as conservative order trends from customers through July, we are anticipating third quarter revenues to be approximately in-line with the second quarter of 2012.”

“As a result of the slower growth environment, we have begun taking actions to reduce our overall cost structure,” Jackson said. “For example, during the second quarter of 2012, we executed a cost reduction program within our SANYO Semiconductor Products Group that resulted in a headcount reduction of approximately 10 percent of that division. In addition, we are currently finalizing a cost reduction plan for the legacy ON Semiconductor business to align our expenses and capital investments to the slower growth environment. We remain confident and committed to maintaining strong free cash flow generation from our operations.”

ON Semiconductor's Board of Directors and its Special Committee have also recently authorized the company to execute a share repurchase program for up to $300 million of common stock during the next three years. The company expects to begin implementing this program later this month.

Under the share repurchase program, the company may repurchase its common stock from time to time in privately negotiated transactions or open market transactions, including pursuant to a trading plan in accordance with Rules 10b5-1 and 10b-18 of the Securities Exchange Act of 1934, as amended, or by any combination of such methods or other methods from time to time. The timing of any repurchases and the actual number of shares repurchased will depend on a variety of factors, including the company's stock price, corporate and regulatory requirements, restrictions under the company's debt obligations, and other market and economic conditions. The share repurchase program doesn't require the company to purchase any particular amount of common stock and may be suspended or discontinued at any time. The company intends to report on its repurchase activity, if any, in its quarterly financial disclosures.

THIRD QUARTER 2012 OUTLOOK

“Based upon product booking trends, backlog levels and estimated turns levels, we anticipate that total ON Semiconductor revenues will be approximately $725 to $765 million in the third quarter of 2012,” Jackson said. “Backlog levels for the third quarter of 2012 represent approximately 80 to 85 percent of our anticipated third quarter 2012 revenues. We expect that average selling prices for the third quarter of 2012 will be down approximately one to two percent when compared to the second quarter of 2012. The non-GAAP outlook for the third quarter of 2012 includes stock-based compensation expense of approximately $7 to $9 million.”