-----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, Gdk9im3NQ2Ep8kzmx8mRSMHKc4V9BcHbwFhDMy8MErSzS409aSlji1c14Ayi6P/D XR6sqttDCKo75fAm4kWkgw== 0001017062-97-001981.txt : 19971114 0001017062-97-001981.hdr.sgml : 19971114 ACCESSION NUMBER: 0001017062-97-001981 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970930 FILED AS OF DATE: 19971112 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: NEWPORT CORP CENTRAL INDEX KEY: 0000225263 STANDARD INDUSTRIAL CLASSIFICATION: LABORATORY APPARATUS & FURNITURE [3821] IRS NUMBER: 940849175 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-01649 FILM NUMBER: 97713635 BUSINESS ADDRESS: STREET 1: 1791 DEERE AVE CITY: IRVINE STATE: CA ZIP: 92714 BUSINESS PHONE: 7148633144 FORMER COMPANY: FORMER CONFORMED NAME: DOLE JAMES CORP DATE OF NAME CHANGE: 19910905 10-Q 1 QUARTERLY REPORT FOR PERIOD ENDING 09/30/97 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 *** FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1997 -------------------------------------- OR [X] 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 0-1649 ------ NEWPORT CORPORATION - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Nevada 94 - 0849175 - -------------------------------------------------------------------------------- (State or other Jurisdiction (IRS Employer of incorporation or organization) Identification No.) 1791 Deere Avenue, Irvine, CA 92606 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (714) 863-3144 ------------------------------ N/A - -------------------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ---- ---- The number of shares outstanding of each of the issuer's classes of common stock as of September 30, 1997, was 9,020,110. Page 1 of 13 Pages Exhibit Index on Sequentially Numbered Page 12 NEWPORT CORPORATION INDEX PART I. FINANCIAL INFORMATION Page Number Item 1: Financial Statements: Consolidated Statement of Income and Condensed Consolidated Statement of Stockholders' Equity for the Three and Nine Months ended September 30, 1997 and 1996. 3 Consolidated Balance Sheet at September 30, 1997 and December 31, 1996. 4 Consolidated Statement of Cash Flows for the Nine Months ended September 30, 1997 and 1996. 5 Notes to Condensed Consolidated Financial Statements. 6 Item 2: Management's Discussion and Analysis of Financial Condition and Results of Operations. 8 PART II. OTHER INFORMATION Item 6: Exhibits and Reports on Form 8-K. 12 SIGNATURE 12
2 NEWPORT CORPORATION Consolidated Statement of Income and Condensed Consolidated Statement of Stockholders' Equity (Unaudited)
(In thousands, except Three Months Ended Nine Months Ended per share amounts) September 30, September 30, ------------------ ------------------ 1997 1996 1997 1996 ------- ------- ------- ------- Net sales $32,699 $29,235 $95,611 $87,331 Cost of sales 18,734 16,527 54,186 49,317 ------- ------- ------- ------- Gross profit 13,965 12,708 41,425 38,014 Selling, general and administrative expense 8,612 8,779 26,204 26,600 Research and development expense 2,492 1,896 6,958 5,866 ------- ------- ------- ------- Income from operations 2,861 2,033 8,263 5,548 Interest expense (480) (504) (1,484) (1,417) Other income (expense), net 99 113 (170) 332 ------- ------- ------- ------- Income before income taxes 2,480 1,642 6,609 4,463 Income tax provision 711 526 2,115 1,429 ------- ------- ------- ------- Net income $ 1,769 $ 1,116 $ 4,494 $ 3,034 ======= ======= ======= ======= Net income per share $0.19 $0.12 $0.49 $0.34 ==== ==== ==== ==== Number of shares used to calculate net income per share 9,285 9,028 9,140 8,990 ===== ===== ===== ===== Stockholders' equity, beginning of period $58,162 $53,688 $57,429 $52,687 Net income 1,769 1,116 4,494 3,034 Dividends -0- -0- (179) (351) Unrealized translation gain (loss) 293 353 (1,872) (803) Unamortized deferred compensation 51 89 (22) (224) Repurchase of common stock (355) -0- (1,698) -0- Issuance of common shares 690 233 2,458 1,136 ------- ------- ------- ------- Stockholders' equity, end of period $60,610 $55,479 $60,610 $55,479 ======= ======= ======= =======
See accompanying notes 3 NEWPORT CORPORATION Consolidated Balance Sheet
(Dollars in thousands, except per share amounts) September 30, December 31, 1997 1996 ------------- ----------- ASSETS (Unaudited) Current assets: Cash and cash equivalents $ 6,576 $ 3,375 Customer receivables, net 21,577 23,418 Other receivables 895 2,075 Inventories 29,210 28,954 Deferred tax assets 2,877 3,004 Other current assets 2,508 1,703 ------- ------- Total current assets 63,643 62,529 Investments and other assets 4,851 5,191 Property, plant and equipment, at cost, net 23,738 24,045 Goodwill, net 10,335 11,612 -------- -------- $102,567 $103,377 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 6,583 $ 8,128 Accrued payroll and related expenses 5,135 4,879 Taxes based on income 1,706 1,373 Current portion of long-term debt 611 1,236 Other accrued liabilities 4,133 5,171 -------- -------- Total current liabilities 18,168 20,787 Long-term debt 22,740 23,464 Other liabilities 1,049 1,697 Commitments and contingencies Stockholders' equity: Common stock, $.35 stated value, 20,000,000 shares authorized; 9,020,000 shares issued outstanding at September 30, 1997; 8,890,000 shares at December 31, 1996 3,163 3,110 Capital in excess of stated value 9,666 8,959 Unamortized deferred compensation (570) (548) Unrealized translation loss (4,314) (2,442) Retained earnings 52,665 48,350 -------- -------- Total stockholders' equity 60,610 57,429 -------- -------- $102,567 $103,377 ======== ========
See accompanying notes 4 NEWPORT CORPORATION Consolidated Statement of Cash Flows (Unaudited)
Nine Months Ended September 30, -------------------- (In thousands) 1997 1996 ------- --------- Operating activities: Net income $ 4,494 $ 3,034 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 4,430 3,446 Increase in provision for losses on receivables and inventories 1,001 706 Other non-cash items, net (160) (122) Changes in operating assets and liabilities: Receivables 1,547 239 Inventories (1,951) (4,257) Other current assets (1,472) (177) Other assets 391 -0- Accounts payable and other accrued expenses (626) (76) Taxes based on income 341 7 Other, net 535 337 ------- -------- Net cash provided by operating activities 8,530 3,137 ------- -------- Investing activities: Purchases of property, plant and equipment, net (3,783) (5,035) Acquisition of businesses, net of cash acquired (879) (4,442) Other, net (193) -0- ------- -------- Net cash used in investing activities (4,855) (9,477) Financing activities: Decrease in short-term borrowings (430) (23,667) Increase (decrease) in long-term borrowings (463) 11,749 Proceeds from debt placement -0- 20,000 Cash dividends paid (357) (351) Repurchase of common stock (1,698) -0- Issuance of common stock under employee agreements, including associated tax benefit 2,283 747 ------- -------- Net cash provided by (used in) financing activities (665) 8,478 ------- -------- Effect of foreign exchange rate changes on cash 191 46 ------- -------- Net increase in cash and cash equivalents 3,201 2,184 Cash and cash equivalents at beginning of period 3,375 1,524 ------- -------- Cash and cash equivalents at end of period $ 6,576 $ 3,708 ======= ======== Cash paid in the period for: Interest 1,108 697 Taxes 1,784 1,353
See accompanying notes 5 NEWPORT CORPORATION Notes to Condensed Consolidated Financial Statements September 30, 1997 (Unaudited) 1. Interim Reporting General The accompanying unaudited financial statements consolidate the accounts of the Company and its wholly-owned subsidiaries and have been prepared in accordance with generally accepted accounting principles for interim financial information. The accounts of the Company's subsidiaries in Europe have been consolidated using a one-month lag. In the opinion of management, all adjustments necessary for a fair presentation of the information in the unaudited condensed consolidated financial statements have been made and consist of only normal recurring accruals. Operating results for the nine-month period ended September 30, 1997, are not necessarily indicative of the results that may be expected for the year ending December 31, 1997. Although the Company believes that the disclosures in these financial statements are adequate to make the information presented not misleading, certain information and footnotes normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to rules and regulations of the Securities and Exchange Commission, and consequently, these statements should be read in conjunction with the Company's consolidated financial statements and notes thereto, contained in the Company's Annual Report on Form 10-K for the year ended December 31, 1996. Earnings per Share Earnings per share is based on the weighted average number of shares of common stock and the dilutive effects of common stock equivalents (stock options), determined using the treasury stock method. In February 1997 the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 128, Earnings per Share, effective for both interim and annual periods ending after December 15, 1997. At that time, the Company will be required to change the method currently used to compute earnings per share and to restate all prior periods. The impact of this Statement on the calculation of primary and fully diluted earnings per share for the three- and nine-months ended September 30, 1997 and 1996 is not expected to be material. Foreign Currency Balance sheet accounts denominated in foreign currencies are translated at exchange rates as of the date of the balance sheet and income statement accounts are translated at average exchange rates for the period. Translation gains and losses are accumulated as a separate component of stockholders' equity. The Company has adopted local currencies as the functional currencies for its subsidiaries because their principal economic activities are most closely tied to the respective local currencies. The Company may enter into foreign exchange contracts as a hedge against foreign currency denominated receivables. It does not engage in currency speculation. Market value gains and losses on contracts are recognized currently, offsetting gains or losses on the associated receivables. Foreign currency transaction gains and losses are included in current earnings. Foreign exchange contracts totaled $6.8 million and $1.2 million at September 30, 1997, and December 31, 1996, respectively. 6 NEWPORT CORPORATION Notes to Condensed Consolidated Financial Statements September 30, 1997 (Unaudited) 2. Customer Receivables Customer receivables consist of the following:
September 30, December 31, 1997 1996 (In thousands) ------------ ------------ Customer receivables $22,049 $23,942 Less allowance for doubtful accounts 472 524 ------- ------- $21,577 $23,418 ======= =======
The Company maintains adequate reserves for potential credit losses. Such losses have been minimal and within management's estimates. Receivables from customers are generally unsecured. 3. Inventories Inventories are stated at cost, determined on either a first-in, first-out (FIFO) or average cost basis and do not exceed net realizable value. Inventories consist of the following:
September 30, December 31, 1997 1996 (In thousands) ------------ ------------ Raw materials and purchased parts $10,585 $10,706 Work in process 5,564 4,998 Finished goods 13,061 13,251 ------- ------- $29,210 $28,954 ======= =======
4. Property, Plant and Equipment Property, plant and equipment consist of the following:
September 30, December 31, 1997 1996 (In thousands) ------------ ------------ Land $ 1,981 $ 2,155 Buildings 12,191 12,896 Leasehold improvements 8,385 8,462 Machinery and equipment 21,485 22,643 Office equipment 11,097 9,734 ------- ------- 55,139 55,890 Less accumulated depreciation 31,401 31,845 ------- ------- $23,738 $24,045 ======= =======
5. Other Income (Expense), Net Other income (expense), net, consists of the following:
Three Months Ended Nine Months Ended September 30, September 30, ------------------ ----------------- (In thousands) 1997 1996 1997 1996 ------- -------- ------- ------ Interest and dividend income $ 45 $ 31 $ 114 $ 63 Exchange gains (losses), net (63) 116 (419) 170 Other 117 (34) 135 99 ---- ---- ----- ---- $ 99 $113 $(170) $332 ==== ==== ===== ====
7 NEWPORT CORPORATION Management's Discussion and Analysis of Financial Condition and Results of Operations Three and Nine Months Ended September 30, 1997 and 1996 INTRODUCTORY NOTE This Quarterly Report on Form 10-Q contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 and the Company intends that such forward-looking statements be subject to the safe harbors created thereby. These forward-looking statements include (i) the existence and development of the Company's technical and manufacturing capabilities, (ii) anticipated competition, (iii) potential future growth in revenues and income, (iv) potential future decreases in costs, and (v) the need for, and availability of, additional financing. The forward-looking statements included herein are based on current expectations that involve a number of risks and uncertainties. These forward-looking statements are based on assumptions that the Company will not lose a significant customer or customers or experience increased fluctuations of demand or rescheduling of purchase orders, that the Company's markets will continue to grow, that the Company's products will remain accepted within their respective markets and will not be replaced by new technology, that competitive conditions within the Company's markets will not change materially or adversely, that the Company will retain key technical and management personnel, that the Company's forecasts will accurately anticipate market demand, that there will be no material adverse change in the Company's operations or business, that fluctuations in foreign currency exchange rates do not have a material adverse impact on the Company's competitive position in international markets and that the Company will not experience significant supply shortages with respect to purchased components, sub-systems or raw materials. Additional factors that may affect future operating results are discussed in more detail in the Company's Annual Report on Form 10-K for the year ending December 31, 1996. Assumptions relating to the foregoing involve judgments with respect to, among other things, future economic, competitive and market conditions, and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond the control of the Company. In addition, the business and operations of the Company are subject to substantial risks which increase the uncertainty inherent in the forward-looking statements. In light of the significant uncertainties inherent in the forward-looking information included herein, the inclusion of such information should not be regarded as a representation by the Company or any other person that the objectives or plans of the Company will be achieved. The following is management's discussion and analysis of certain significant factors which have affected the earnings and financial position of the Company during the period included in the accompanying financial statements. This discussion compares the three- and nine-month periods ended September 30, 1997 with the three- and nine-month periods ended September 30, 1996. This discussion should be read in conjunction with the financial statements and associated notes. 8 NEWPORT CORPORATION Management's Discussion and Analysis of Financial Condition and Results of Operations (Cont'd) Three and Nine Months Ended September 30, 1997 and 1996 RESULTS OF OPERATIONS FINANCIAL ANALYSIS:
Period-to-Period Increase (decrease) ------------------ Percentage of Net Sales Three Nine ----------------------- Months Months Three Months Ended Nine Months Ended Ended Ended September 30, September 30, September 30, 1997 1996 1997 1996 1997 1997 ------ ------ ------ ------ ------ ------ Net sales 100.0% 100.0% 100.0% 100.0% 11.8% 9.5% Cost of sales 57.3 56.5 56.7 56.5 13.4 9.9 ----- ----- ----- ----- Gross profit 42.7 43.5 43.3 43.5 9.9 9.0 Selling, general and administrative expense 26.4 30.1 27.4 30.5 (1.9) (1.5) Research and development expense 7.6 6.5 7.3 6.7 31.4 18.6 ----- ----- ---- ---- Income from operations 8.7 6.9 8.6 6.3 40.7 48.9 Interest expense (1.4) (1.6) (1.5) (1.6) (4.8) 4.7 Other income (expense), net 0.3 0.3 (0.2) 0.4 (12.4) (151.2) Income taxes (2.2) (1.8) (2.2) (1.6) 35.2 48.0 ----- ----- ---- ---- Net income 5.4% 3.8% 4.7% 3.5% 58.5 48.1 === === === ===
NET SALES: Sales for the three- and nine-month periods ended September 30, 1997, were $32.7 million and $95.6 million, respectively, compared with $29.2 million and $87.3 million for the three- and nine-month periods ended September 30, 1996, increasing 11.8% and 9.5% over the respective prior year periods. Increases for the three- and nine-month periods were primarily driven by the U.S. domestic market, where sales grew $4.8 million and $11.2 million, respectively, offsetting lower international sales in both periods. For the year to date period, the Company has experienced sales growth in its targeted market segments, specifically fiber optic communications, semiconductor test equipment and computer peripherals, where sales have increased 22.7% versus both the three- and nine-month periods of the prior year. The Company believes that this sales growth reflects the Company's success in leveraging its expertise in research laboratory equipment to expand its product offerings of high precision optics, instruments, micro-positioning and measurement products and systems to customers in these markets. The Company's domestic sales totaled $22.9 million and $62.8 million for the three- and nine-month periods ended September 30, 1997, compared with $18.1 million and $51.6 million for the three- and nine-month periods ended September 30, 1996, increases of 26.5% and 21.7% versus the respective prior year periods. The Company experienced sales gains in its targeted market segments as well as in its core scientific research market. In particular, MikroPrecision Instruments sales of $3.0 million and $8.9 million for the third quarter and nine months, respectively represent growth of 30.9% and 53.0% versus comparable prior year periods. International sales of the Company were $9.8 million and $32.8 million for the three- and nine-month periods ended September 30, 1997, respectively, compared with $11.1 million and $35.7 million for the three- and nine-month periods ended September 30, 1996, decreases of 11.7% and 8.1% for the respective periods. Sales were negatively impacted by foreign exchange rate effects of $0.8 million and $2.1 million for the three- and nine-month periods ended September 30, 1997, respectively, as a result of the significant strengthening of the U.S. dollar against European currencies. Excluding the negative impact of foreign exchange rate effects, sales in France declined $0.9 million and $2.4 million for the same respective periods; while sales in Germany grew $0.4 million and $0.8 million for the third quarter and year to date versus corresponding 1996 periods. The United Kingdom continued its positive trend versus prior year with sales growth, excluding the negative exchange rate effect, of $0.1 million and $0.7 million for the third quarter and year to date, respectively. 9 NEWPORT CORPORATION Management's Discussion and Analysis of Financial Condition and Results of Operations (Cont'd) Three and Nine Months Ended September 30, 1997 and 1996 NET SALES (Cont'd): Domestic orders reflect substantial growth for both the third quarter and the year to date over the corresponding prior year periods. European orders increased over the prior year as well, although at a modest rate. Overall, management anticipates sales growth in the final quarter of 1997 over the 1996 fourth quarter and attributes this growth primarily to increased sales to customers in the Company's targeted strategic markets. GROSS PROFIT: Gross profit increased 9.9% and 9.0% on sales increases of 11.8% and 9.5% for the three- and nine-month periods ended September 30, 1997 compared with the three- and nine-month periods ended September 30, 1996, respectively. However, gross margin (gross profit as a percentage of sales) decreased to 42.7% and 43.3% of sales for the three- and nine-month periods ended September 30, 1997, compared with 43.5% in both the three- and nine-month periods ended September 30, 1996. This slight margin decline is principally attributable to the growth in sales to OEM customers in the Company's targeted strategic markets which generally have a lower margin. Mitigating the mix driven margin decline is the fact that sales and marketing expenses associated with sales to OEM customers are generally lower than expenses incurred in selling to the Company's other customers. SELLING, GENERAL AND ADMINISTRATIVE EXPENSES: Selling, general and administrative (SG&A) expenses for the three- and nine- month periods ended September 30, 1997, decreased 1.9% and 1.5%, respectively, compared with the three- and nine-month periods ended September 30, 1996. SG&A expenses when stated as a percentage of sales were 26.4% and 27.4%, compared with 30.1% and 30.5% for the prior year periods. The decrease in SG&A expenses is principally due to successful cost containment measures, lower selling expenses associated with sales to OEM customers and a favorable exchange rate effect. Management anticipates this favorable exchange rate effect on SG&A expenses will continue through the remainder of 1997. RESEARCH AND DEVELOPMENT EXPENSES: Research and development (R&D) expenses for the three- and nine-month periods ended September 30, 1997 increased 31.4% and 18.6%, respectively, compared with the three- and nine-month periods ended September 30, 1996. R&D expenses when stated as a percentage of sales increased to 7.6% and 7.3%, compared with 6.5% and 6.7% for the prior year periods. The increases were principally attributable to expenses associated with new product introductions, including an advanced motion controller system and a line of active isolation workstations, as well as continued enhancement of existing products. Management is committed to continued product development and anticipates that R&D spending will increase by approximately $1.4 million dollars in 1997 over 1996 for development of new products and product improvements. INTEREST EXPENSE AND OTHER INCOME: Interest expense for the quarter and year-to-date periods ended September 30, 1997, was $0.5 million and $1.5 million respectively, compared with $0.5 million and $1.4 million for the same periods in 1996. Other income, net was $0.1 million in both the 1997 and 1996 third quarters. Year to date, other income (expense), net was a $0.2 million loss versus a $0.3 million gain in the corresponding 1996 period, the change being largely attributable to foreign exchange losses totaling $0.3 million which occurred during the first quarter of 1997. 10 NEWPORT CORPORATION Management's Discussion and Analysis of Financial Condition and Results of Operations (Cont'd) Three and Nine Months Ended September 30, 1997 and 1996 PROVISION FOR TAXES: The effective annual tax rates for the three- and nine-month periods ended September 30, 1997 were 28.7% and 32.0%, respectively, compared with 32% for both corresponding 1996 periods. The lower 1997 third quarter tax rate reflects the tax benefit associated with higher sales through the Company's Foreign Sales Corporation. LIQUIDITY AND CAPITAL RESOURCES: Net cash provided by operating activities of $8.5 million for the nine-month period ended September 30, 1997, was principally attributable to the Company's net income ($4.5 million), non-cash items, primarily depreciation and amortization ($4.4 million), decreases in receivables ($1.5 million) and increase in provision for losses on receivables and inventories ($1.0 million). Partially offsetting these amounts were increases in certain other operating assets, principally inventories ($2.0 million), and prepaid expenses, primarily advertising, ($1.5 million). Net cash used in investing activities of $4.9 million for the nine-month period ended September 30, 1997, was primarily attributable to the Company's purchases of property, plant and equipment ($3.8 million) and the final payment due on the acquisition of MikroPrecision Instruments ($0.9 million). Net cash used in financing activities of $0.7 million for the nine-month period ended September 30, 1997, was primarily due to the repurchase of common stock and a decrease in borrowings, partially offset by issuance of common stock under employee agreements. In 1996, the Company obtained $20.0 million of long-term financing from an insurance company which was used to refinance a significant portion of its outstanding debt. These senior notes, sold at par, are unsecured, carry an 8.25% annual coupon and mature in May 2004. The Company has a credit agreement with a U.S. bank for a $20.0 million unsecured line of credit to support the Company's domestic operations and its international operations outside of Europe and a 10.0 million French franc unsecured line of credit to support the Company's European requirements, with interest at prime, or LIBOR plus 1.0%. At September 30, 1997, no amounts were outstanding on these lines of credit. The Company believes its current working capital position together with estimated cash flows from operations and its existing credit availability are adequate to support its operations in the ordinary course of business, including anticipated capital expenditures, stock repurchases and debt repayment requirements, over at least the next year. Although the Company has no present agreements or commitments with respect to any material acquisitions of other businesses, products, product rights or technologies, the Company continues to evaluate acquisitions of products, technologies or companies that complement the Company's business and may make such acquisitions in the future, and there can be no assurance that the Company will not need to obtain additional sources of capital to finance any such acquisitions. 11 NEWPORT CORPORATION PART II. OTHER INFORMATION Item 6: Exhibits and Reports on Form 8-K. (a) Exhibits Exhibit 27 Financial Data Schedule (b) Reports on Form 8-K None NEWPORT CORPORATION SIGNATURE 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 thereunto duly authorized. NEWPORT CORPORATION (Registrant) Dated: November 10, 1997 By: /s/ ROBERT C. HEWITT -------------------------------------- Robert C. Hewitt, Principal Financial Officer, duly authorized to sign on behalf of the Registrant 12 EX-27 2 FINANCIAL DATA SCHEDULE
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE COMPANY'S CONSOLIDATED STATEMENTS OF INCOME, CONSOLIDATED BALANCE SHEETS AND CONSOLIDATED STATEMENTS OF CASH FLOWS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS CONTAINED WITHIN THE COMPANY'S FORM 10-Q FOR THE PERIOD ENDED JUNE 30, 1997. 3-MOS DEC-31-1996 SEP-30-1997 6,576 0 22,049 472 29,210 63,643 55,139 31,401 102,567 18,168 22,740 0 0 3,163 57,447 102,567 95,611 95,611 54,186 54,186 33,162 170 1,484 6,609 2,115 4,494 0 0 0 4,494 0.49 0.49
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