-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, FP3Dc/avSZXwQae2OCKiKqLVgqeT4FsDmYjZOtm+e4EkV67WAVTxEQaXaeLbh6dP Pi6d1QdpnYo5S+Yd6TPQbQ== 0001040470-02-000009.txt : 20020507 0001040470-02-000009.hdr.sgml : 20020507 ACCESSION NUMBER: 0001040470-02-000009 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020507 ITEM INFORMATION: Other events FILED AS OF DATE: 20020507 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AEHR TEST SYSTEMS CENTRAL INDEX KEY: 0001040470 STANDARD INDUSTRIAL CLASSIFICATION: INSTRUMENTS FOR MEAS & TESTING OF ELECTRICITY & ELEC SIGNALS [3825] IRS NUMBER: 942424084 STATE OF INCORPORATION: CA FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22893 FILM NUMBER: 02636939 BUSINESS ADDRESS: STREET 1: 400 KATO TERRACE CITY: FREMONT STATE: CA ZIP: 94539 BUSINESS PHONE: 5106239400 MAIL ADDRESS: STREET 1: 400 KATO TERRACE CITY: FREMONT STATE: CA ZIP: 94539 8-K 1 q302-e8k1.txt FORM 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549-1004 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): May 7, 2002 Aehr Test Systems (Exact name of Registrant as specified in its chapter) California 000-22893 94-2424084 (State or other jurisdiction of [Commission File Number] (I.R.S. Employer incorporation or organization) Identification Number) 400 Kato Terrace Fremont, CA 94539 (Address of principal executive offices) 510-623-9400 (Registrant's telephone number, including area code) ITEM 5. OTHER EVENTS Aehr Test Systems sent a letter to its shareholders of record in the form of Exhibit 20 with an expected mailing date of May 7, 2002. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits. Exhibit 20 Letter to Shareholders. SIGNATURE Pursuant to the requirements of the Securities Exchange Act or 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Aehr Test Systems (Registrant) Date: May 7, 2002 By: /S/ GARY L. LARSON ------------------------- Gary L. Larson Vice President of Finance and Chief Financial Officer EXHIBIT INDEX Exhibit Number - ------- 20 Letter to Shareholders. EX-20 3 q302-e8k2.txt EXHIBIT 20 To Our Shareholders: We would like to share with you the financial results and some highlights from our third fiscal quarter ended February 28, 2002. Net sales for the third quarter of fiscal 2002 were $3.4 million, a decrease of 62 percent from net sales of $9.0 million in the same quarter of the prior year. Net loss for the quarter was $737,000, or $0.10 per share, compared with net income of $1.0 million, or $0.14 per share, in the same quarter a year ago. For the nine months ended February 28, 2002, net sales were $9.0 million, a decrease of 66 percent from net sales of $26.7 million for the same period in the prior year. Net loss for the nine months ended February 28, 2002 was $2.1 million, or $0.30 per share. Net loss for the same period of the prior year was $160,000, or $0.02 per share, which included a charge of $1.6 million for the cumulative effect of applying SAB 101 for revenue recognition. Income for the nine months ended February 28, 2001 before that charge was $1.5 million, or $0.20 per share. As of February 28, 2002, we had no outstanding debt. Our cash, short-term investments and long-term investments totaled $14.1 million; working capital was $25.3 million and book value per share was $4.61. Our long-term investments consist of interest bearing securities with maturities of less than 18 months. We are encouraged by the recent strengthening of the DRAM market, which we believe could result in our receiving additional orders for our MTX massively parallel memory tester over the next few quarters. We are continuing development on our wafer level products and expect to start qualification testing this quarter of our first FOX full wafer burn-in of VCSEL laser diodes, which are used in the emerging optical communications market. We are also aggressively developing new burn-in products during this downturn. We are planning to ship our next generation MAX4 burn-in system for higher power microprocessors in the latter part of the fourth fiscal quarter. In addition to introducing new products, we believe we have strengthened our market position for our MAX and MTX products in Taiwan by bringing direct sales staff into our office in Hsinchu, Taiwan. We also see an increased interest in our FOX wafer level burn-in and test products, with applications ranging from memory devices to laser diodes. The FOX full wafer contact product continues to be a major part of our growth strategy. Even though we expect the semiconductor industry to recover long- term, we are still cautious about our short-term outlook. We plan to begin the customer acceptance process for both the new MAX4 system and VCSEL wafer level contactor in our fourth fiscal quarter. However, given SAB 101 revenue recognition requirements, our net sales for our fourth quarter may be less than those of the quarter just ended. On behalf of everyone at Aehr Test, we deeply appreciate your continued support and patience during these difficult times. /S/ RHEA J. POSEDEL Rhea J. Posedel CEO and Chairman /S/ C.J. MEURELL C.J. Meurell President and COO CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data) (unaudited)
Three Months Ended Nine Months Ended Feb 28, Feb 28, Feb 28, Feb 28, 2002 2001 2002 2001 ---------- ---------- ---------- ---------- Net sales...................................... $ 3,419 $ 9,008 $ 9,046 $26,672 Cost of sales.................................. 1,801 4,938 4,612 15,830 ---------- ---------- ---------- ---------- Gross profit................................... 1,618 4,070 4,434 10,842 ---------- ---------- ---------- ---------- Operating expenses: Selling, general and administrative.......... 1,683 1,744 4,814 5,646 Research and development..................... 966 1,266 2,931 3,866 Research and development cost reimbursement--DARPA ...................... -- (300) -- (600) ---------- ---------- ---------- ---------- Total operating expenses................... 2,649 2,710 7,745 8,912 ---------- ---------- ---------- ---------- Income (loss) from operations.................. (1,031) 1,360 (3,311) 1,930 Interest income................................ 110 276 423 739 Interest expense............................... -- (1) -- (7) Other expense, net............................. (91) (16) (92) (90) ---------- ---------- ---------- ---------- Income (loss) before income taxes ............. (1,012) 1,619 (2,980) 2,572 Income tax expense (benefit)................... (275) 594 (835) 1,103 ---------- ---------- ---------- ---------- Income (loss) before cumulative effect of change in accounting principle............ (737) 1,025 (2,145) 1,469 Cumulative effect of change in accounting principle - net of tax....................... -- -- -- (1,629) ---------- ---------- ---------- ---------- Net income (loss).............................. $ (737) $ 1,025 $(2,145) $ (160) ========== ========== ========== ========== Net income (loss) per share (basic)............ $ (0.10) $ 0.14 $ (0.30) $ (0.02) Net income (loss) per share (diluted).......... $ (0.10) $ 0.14 $ (0.30) $ (0.02) Shares used in per share calculation (basic)... 7,169 7,138 7,140 7,060 Shares used in per share calculation (diluted). 7,169 7,186 7,140 7,060
CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands)
Feb 28, May 31, 2002 2001 (unaudited) ---------- ---------- Assets Current assets: Cash and cash equivalents .......................... $ 7,001 $10,391 Short-term investments ............................. 3,551 3,764 Accounts receivable................................. 5,009 5,751 Inventories ........................................ 8,610 10,125 Prepaid expenses and other ......................... 3,593 3,321 ---------- ---------- Total current assets ........................... 27,764 33,352 Property and equipment, net .......................... 2,457 2,103 Long-term investments ................................ 3,578 2,267 Other assets, net .................................... 1,896 1,870 ---------- ---------- Total assets ................................... $35,695 $39,592 ========== ========== Liabilities and shareholders' equity Current liabilities: Accounts payable ................................... $ 549 $ 1,213 Accrued expenses ................................... 1,220 3,336 Deferred revenue ................................... 646 51 ---------- ---------- Total current liabilities ...................... 2,415 4,600 Deferred revenue ..................................... 39 39 Deferred lease commitment ............................ 206 146 ---------- ---------- Total liabilities .............................. 2,660 4,785 ---------- ---------- Shareholders' equity: Common stock........................................ 72 71 Additional paid-in capital ......................... 36,332 36,134 Notes receivable from shareholders ................. -- (84) Accumulated deficit ................................ (4,946) (2,801) Net unrealized gain on investments.................. 27 19 Cumulative translation adjustment................... 1,550 1,468 ---------- ---------- Total shareholders' equity ..................... 33,035 34,807 ---------- ---------- Total liabilities and shareholders' equity ..... $35,695 $39,592 ========== ==========
"Safe Harbor" Statement: This letter contains forward-looking statements that involve risks and uncertainties relating to projections regarding industry growth and customer demand for the Company's products. Actual results may vary from projected results. These risks and uncertainties include economic conditions in Asia, particularly in Taiwan, and elsewhere, a continued slowdown in the semiconductor industry, world events, acceptance by customers of the FOX, MTX, MAX and DiePak technologies, the Company's development and manufacture of a commercially successful wafer-level burn-in system, a downturn in customer quote activity levels, the ability of the Company to turn customer quotes into sales, the Company's ability to control spending and maintain research and development projects, the Company's ability to increase net sales and the potential emergence of alternative technologies, which could adversely affect demand for the Company's products in calendar year 2002. See the Company's 10-K and most recent 10-Q filed with the SEC for additional risks affecting the Company. -----END PRIVACY-ENHANCED MESSAGE-----