-----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, BPacuVRZbGDuEDM5Y7Vxiv4uFI2up9VooDz5C8vyPSnHtOXQgV0NYnlNypmW7Ge9 PLa+z62KPaesFZAI+pPSrQ== 0001040470-09-000037.txt : 20090728 0001040470-09-000037.hdr.sgml : 20090728 20090728160932 ACCESSION NUMBER: 0001040470-09-000037 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090531 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090728 DATE AS OF CHANGE: 20090728 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: 0127 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22893 FILM NUMBER: 09967430 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 q409-e8k.txt FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): July 28, 2009 Aehr Test Systems (Exact name of Registrant as specified in its charter) 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, California 94539 (Address of principal executive offices, including zip code) 510-623-9400 (Registrant's telephone number, including area code) N/A (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On July 28, 2009, Aehr Test Systems (the "Company") issued a press release announcing the Company's financial results for its fourth quarter and fiscal year 2009 ended May 31, 2009. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K. The information in this Form 8-K, including the exhibit attached hereto, are being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that Section, or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS. (d) Exhibits. Exhibit No. Description ----------- ----------- 99.1 Press Release of Aehr Test Systems dated July 28, 2009 entitled "Aehr Test Systems Reports Financial Results for Fourth Quarter Fiscal 2009." SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 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: July 28, 2009 By: /S/ GARY L. LARSON ------------------------- Gary L. Larson Vice President of Finance and Chief Financial Officer EXHIBIT INDEX Exhibit Number Description - ------- ------------ 99.1 Press Release of Aehr Test Systems dated July 28, 2009 entitled "Aehr Test Systems Reports Financial Results for Fourth Quarter Fiscal 2009." EX-99.1 2 q409-ex99.txt EXHIBIT 99.1 Exhibit 99.1 [LOGO]AEHR TEST SYSTEMS FOR IMMEDIATE RELEASE - --------------------- Contact: Gary Larson Chief Financial Officer (510) 623-9400 x321 AEHR TEST SYSTEMS REPORTS FINANCIAL RESULTS FOR FOURTH QUARTER FISCAL 2009 Fremont, CA (July 28, 2009) - Aehr Test Systems (Nasdaq: AEHR), a technology leader in the semiconductor test and burn-in equipment industry, today announced financial results for the fourth quarter and full fiscal year ended May 31, 2009. Net sales were $1.2 million in the fourth quarter of fiscal 2009, compared with $10.9 million in the fourth quarter of fiscal 2008. Aehr Test reported a net loss of $4.0 million, or $0.48 per share, in the fourth quarter of fiscal 2009, compared with net income of $6.5 million, or $0.74 per diluted share, in the fourth quarter of fiscal 2008. The net loss in the fourth quarter of fiscal 2009 included non-cash charges of $1.3 million related to restructuring and asset impairments and $338,000 related to stock compensation expense. Collectively, the non-cash charges accounted for $0.19 per share in the fourth quarter of fiscal 2009. "Sales opportunities for our family of Advanced Burn-in and Test Systems (ABTSTM) are gaining momentum, as we recently booked three orders, including two from new customers and one follow-on system order from Integrated Service Technology in Taiwan," said Rhea Posedel, chairman and chief executive officer of Aehr Test Systems. "We are selling aggressively to expand our customer base for the ABTS systems in the coming quarters, which should help drive top-line growth. Our strategy during this downturn is to conserve our cash and book additional production accounts with our new ABTS and FOX products to grow market share. We are optimistic we can achieve this goal, as we have the strongest product portfolio in our company's history, with our FOX wafer level test and burn-in systems, full wafer contactors and our new ABTS products for packaged part burn-in and test." Net sales were $21.4 million in fiscal 2009, compared with $39.0 million in fiscal 2008. Net loss for the year ended May 31, 2009 was $30.0 million, or $3.55 per share, compared with net income of $10.6 million, or $1.24 per diluted share, in the prior fiscal year. At May 31, 2009, cash and cash equivalents were $4.4 million. Aehr Test closed the fourth quarter of fiscal 2009 with no outstanding debt and shareholders' equity of $10.0 million, or $1.17 per share outstanding at May 31, 2009. As of May 31, 2009, the Company's backlog was $2.0 million, compared with $18.6 million at May 31, 2008. Management Conference Call Management of Aehr Test will host a conference call and webcast today, July 28, 2009 at 5:00 p.m. Eastern (2:00 p.m. Pacific) to discuss the Company's fourth quarter fiscal 2009 operating results. The -more- Aehr Test Systems Reports Fourth Quarter Fiscal 2009 Results July 28, 2009 Page 2 of 5 conference call will be accessible live via the internet at www.aehr.com. Please go to the website at least 15 minutes before start time to register, download and install any necessary audio software. A replay of the webcast will be available at www.aehr.com for 90 days. About Aehr Test Systems Headquartered in Fremont, California, Aehr Test Systems is a leading worldwide provider of systems for burning-in and testing DRAMs, flash, and other memory and logic integrated circuits and has an installed base of more than 2,500 systems worldwide. Aehr Test has developed and introduced several innovative products, including the ABTS, FOXTM, MTX and MAX systems and the DiePakR carrier. The ABTS is Aehr Test's newest system for packaged part test during burn-in for both low-power and high-power logic as well as all common types of memory devices. The FOX system is a full wafer contact test and burn-in system. The MTX system is a massively parallel test system designed to reduce the cost of memory testing by performing both test and burn-in on thousands of devices simultaneously. The MAX system can effectively burn-in and functionally test complex devices, such as digital signal processors, microprocessors, microcontrollers and systems-on-a-chip. The DiePak carrier is a reusable, temporary package that enables IC manufacturers to perform cost-effective final test and burn-in of bare die. For more information, please visit the Company's website at www.aehr.com. Safe Harbor Statement This release contains forward-looking statements that involve risks and uncertainties relating to projections regarding revenues and customer demand and acceptance of Aehr Test's products. Actual results may vary from projected results. These risks and uncertainties include without limitation, world economic conditions, the timing of the recovery of the semiconductor equipment market, the Company's ability to maintain sufficient cash to support operations, acceptance by customers of Aehr Test's technologies, acceptance by customers of the systems shipped upon receipt of a purchase order and the ability of new products to meet customer needs or perform as described, and the Company's development and manufacture of a commercially successful wafer-level test and burn-in system. See Aehr Test's recent 10-K and 10-Q reports and other reports from time to time filed with the U.S. Securities and Exchange Commission for a more detailed description of the risks facing our business. The Company disclaims any obligation to update information contained in any forward-looking statement to reflect events or circumstances occurring after the date of this press release. [Financial Tables to Follow] -more- Aehr Test Systems Reports Fourth Quarter Fiscal 2009 Results July 28, 2009 Page 3 of 5 AEHR TEST SYSTEMS AND SUBSIDIARIES Condensed Consolidated Statements of Operations (in thousands, except per share data) (unaudited)
Three Months Ended Year Ended May 31, May 31, --------- --------- --------- -------- 2009 2008 2009 2008 --------- --------- --------- -------- Net sales............................. $1,240 $10,914 $21,407 $39,041 Cost of sales......................... 2,752 5,540 20,223 19,072 --------- --------- --------- -------- Gross (loss) profit................... (1,512) 5,374 1,184 19,969 --------- --------- --------- -------- Operating expenses: Selling, general and administrative. 1,380 1,993 20,623 7,657 Research and development............ 1,111 1,582 5,762 6,501 Impairment of goodwill 274 --------- ---------- --------- -------- Total operating expenses.......... 2,491 3,575 26,659 14,158 --------- --------- --------- -------- (Loss) income from operations..... (4,003) 1,799 (25,475) 5,811 Interest income....................... 6 18 142 231 Other (expense) income, net .......... (107) (1) 277 (71) --------- --------- --------- -------- (Loss) income before income tax expense (benefit)................ (4,104) 1,816 (25,056) 5,971 Income tax expense (benefit).......... (76) (4,686) 4,915 (4,602) --------- --------- --------- -------- Net (loss) income ................ $(4,028) $6,502 $(29,971) $10,573 ========= ========= ========= ======== Net (loss) income per share Basic............................. $(0.48) $0.79 $(3.55) $1.32 Diluted........................... $(0.48) $0.74 $(3.55) $1.24 Shares used in per share calculations: Basic............................. 8,473 8,234 8,436 8,013 Diluted........................... 8,473 8,774 8,436 8,508
-more- Aehr Test Systems Reports Fourth Quarter Fiscal 2009 Results July 28, 2009 Page 4 of 5 AEHR TEST SYSTEMS AND SUBSIDIARIES Reconciliation of GAAP and Non-GAAP Results (in thousands, except per share data) (unaudited)
Three Months Ended Year Ended May 31, May 31, -------------------- --------------------- 2009 2008 2009 2008 --------- --------- ---------- --------- GAAP net (loss) income ............. $(4,028) $6,502 $(29,971) $10,573 Provision for bad debts1............ 13,708 Restructuring and asset impairments2 1,467 8,137 Reinstatement of deferred tax asset valuation allowance............... 4,943 Stock compensation expense ......... 338 225 1,285 836 Income tax effect on non-GAAP adjustments3...................... (5) (17) --------- --------- ---------- --------- Non-GAAP net (loss) income.......... $(2,223) $6,722 $ (1,898) $11,392 ========= ========= ========== ========= GAAP net (loss) income per diluted share............................. $(0.48) $0.74 $(3.55) $1.24 ========= ========= ========== ========= Non-GAAP net (loss) income per diluted share..................... $(0.26) $0.77 $(0.22) $1.34 ========= ========= ========== ========= Shares used in diluted shares calculation....................... 8,473 8,774 8,436 8,508 ========= ========= ========== =========
- -------------------------------------------------------------------------------- 1 Related to accounts receivable of Spansion Inc., which filed for bankruptcy in Japan in February 2009 and in the U.S. in March 2009. 2 The three months ended May 31, 2009 includes a provision for excess/obsolete inventory of $1.5 million, $0.2 million severance costs, and a credit of $0.3 million for settlement of cancellation charges accrued in the prior fiscal quarter. The year ended May 31, 2009 includes a provision for excess/obsolete inventory of $7.2 million, cancellation charges of $0.3 million, $0.3 million impairment of goodwill, and $0.4 million severance. 3 Excludes $4.9 million tax provision related to reinstatement of the valuation allowance. Non-GAAP net income is a non-GAAP measure and should not be considered a replacement for GAAP results. Non-GAAP net income is a financial measure the Company uses to evaluate the underlying results and operating performance of the business. The limitation of this measure is that it excludes items that impact the Company's current period net income. This limitation is best addressed by using this measure in combination with net income (the most comparable GAAP measure). -more- Aehr Test Systems Reports Fourth Quarter Fiscal 2009 Results July 28, 2009 Page 5 of 5 AEHR TEST SYSTEMS AND SUBSIDIARIES Condensed Consolidated Balance Sheets (in thousands, except per share data) (unaudited)
May 31, May 31, 2009 2008 ----------- ----------- ASSETS Current assets: Cash and cash equivalents .......................... $ 4,360 $15,648 Accounts receivable, net............................ 931 10,927 Inventories ........................................ 4,472 10,209 Deferred income taxes............................... -- 3,043 Prepaid expenses and other ......................... 879 396 ----------- ----------- Total current assets ........................... 10,642 40,223 Property and equipment, net .......................... 2,741 2,278 Goodwill ............................................. -- 274 Deferred income taxes ................................ -- 1,900 Other assets.......................................... 528 524 ----------- ----------- Total assets ................................... $13,911 $45,199 =========== =========== LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable ................................... $ 995 $ 2,981 Accrued expenses ................................... 2,107 3,694 Deferred revenue ................................... 241 186 ----------- ----------- Total current liabilities ...................... 3,343 6,861 Income tax payable ................................... 299 297 Deferred lease commitment ............................ 306 269 ----------- ----------- Total liabilities .............................. 3,948 7,427 ----------- ----------- Shareholders' equity ................................. 9,963 37,772 ----------- ----------- Total liabilities and shareholders' equity ..... $13,911 $45,199 =========== ===========
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