-----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, Dbcd8biAkLAjACZJNoKrhH8e8UlgRAVkbbg9ylpLcD8IBCSvb2u0WS94AHSZQAGg gRLy7tm4XYHI7kRpqqpmxw== 0000891618-97-001834.txt : 19970423 0000891618-97-001834.hdr.sgml : 19970423 ACCESSION NUMBER: 0000891618-97-001834 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970415 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19970421 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: KLA INSTRUMENTS CORP CENTRAL INDEX KEY: 0000319201 STANDARD INDUSTRIAL CLASSIFICATION: OPTICAL INSTRUMENTS & LENSES [3827] IRS NUMBER: 042564110 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-09992 FILM NUMBER: 97584420 BUSINESS ADDRESS: STREET 1: 160 RIO ROBLES CITY: SAN JOSE STATE: CA ZIP: 95134 BUSINESS PHONE: 4084344200 MAIL ADDRESS: STREET 1: 160 RIO ROBLES CITY: SAN JOSE STATE: CA ZIP: 95161-9055 8-K 1 FORM 8-K 1 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) April 15, 1997 -------------------------------- KLA INSTRUMENTS CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 000-09992 04-2564110 -------- --------- ---------- (State or other (Commission File No.) (IRS Employer Identification jurisdiction Number) of incorporation) 160 Rio Robles San Jose, CA 95134 (Address of Principal Executive Offices) (408) 468-4200 (Registrant's Telephone Number, Including Area Code) 2 ITEM 5 OTHER EVENTS. On April 15, 1997, KLA Instruments Corporation ("KLA") announced earnings for the third quarter ended March 31, 1997. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. ITEM 7 EXHIBITS.
EXHIBIT NO. DESCRIPTION - ----------- ----------- 99.1 Press Release of KLA dated April 15, 1997 regarding its revenues and earnings per share for its third quarter of fiscal 1997 ended March 31, 1997
3 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. KLA Instruments Corporation Dated: April 16, 1997 By: /s/Robert J. Boehlke ----------------------------- Robert J. Boehlke Vice President Finance and Chief Financial Officer 4 EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION - ----------- ----------- 99.1 Press Release of KLA dated April 15, 1997 regarding its revenues and earnings per share for its third quarter of fiscal 1997 ended March 31, 1997
EX-99.1 2 PRESS RELEASE OF KLA DATED APRIL 15, 1997 1 EXHIBIT 99.1 Contact: Robert J. Boehlke Chief Financial Officer 160 Rio Robles San Jose, CA 95134 (408) 468-6285 KLA REPORTS OPERATING RESULTS FOR THIRD QUARTER SAN JOSE, Calif., April 15, 1997 - KLA Instruments Corporation today reported third quarter sales of $157 million and net income of $23.7 million compared with sales of $187 million and net income of $31.8 million for the third quarter last year. Quarterly earnings per share were $0.44 this year compared with $0.61 last year. New orders for the quarter continued to recover from the September lows and the Company added moderately to its backlog. New order strength was led by continued improvement in the wafer inspection and metrology areas. The wafer business benefited from increases in the number of monitors in place at existing fabrication facilities which accounted for over two-thirds of the new orders for that business. Units at the top 10 fabs increased to more than 8.7 units per fab and for the first time, each of the top 10 fabs had at least 8 units per fab. Multiple system users increased from 147 last quarter to 155 at the end of this quarter. New facility construction in the industry continues to be slower than normal and provided less than one-third of the wafer business new orders. The E-Beam metrology business booked record new orders and revenues during the quarter. The new KLA 8100 continued to gain market share against competitive alternatives in the U.S., Europe, Japan and Asia Pacific. New orders in the optical metrology business were higher than the prior quarter due to higher demand from the thin film head market. 2 Geographically, orders in the U.S. were much stronger than the normal 30% of the total because of the preponderance of microprocessor and logic customer activity in the U.S. Orders from Japan were about normal, however, the Asia Pacific and Europe regions were below the normal range. Gross margins were 52.3% during the quarter, up from the trough recorded during the previous quarter. The E-Beam metrology business recorded substantially higher gross margins as that business began to cover overhead charges more efficiently with higher sales volumes. Additionally, gross margins in all other major business units increased slightly during the quarter. Operating costs were 32.8% of sales primarily as a result of increases in net R&D spending. Spending increased in the wafer business and the net spending in Rapid was affected by reductions in the amount of external funding of R&D by third parties. Commission expenses for sales in Japan are being phased out by fiscal year end but, nevertheless, accounted for almost $3 million during the quarter. The Company's financial position improved again during the quarter. Receivables were about flat on slightly higher sales while inventories declined slightly. These improvements allowed cash and equivalents to increase by $38 million to a quarter end total of $418 million. KLA Instruments is the world's leading manufacturer of yield management and process control systems for the semiconductor industry. The Company's pending merger with Tencor Instruments is scheduled for shareholder votes at both companies on April 30, 1997. If favorable votes are obtained, the new company, KLA-Tencor, will commence business on May 1, 1997, and will continue to trade on the Nasdaq National Market under the symbol "KLAC." 3 KLA INSTRUMENTS CORPORATION
SUMMARY CONSOLIDATED STATEMENT OF OPERATIONS - ------------------------------------------------------------------------------------------------------ Three Months Ended Nine Months Ended March 31, March 31, 1996 1997 1996 - ------------------------------------------------------------------------------------------------------ 1997 (In thousands except per share amounts) - ---- Net sales $187,494 $157,761 $502,320 $473,586 Costs and expenses: Cost of sales 85,215 75,322 227,239 224,508 Engineering, research and development 20,942 22,046 54,599 62,212 Selling, general and administrative 33,655 29,622 90,957 94,368 ------ ------ ------ ------ 139,812 126,990 372,795 381,088 ------- ------- ------- ------- Income from operations 47,682 30,771 129,525 92,498 Interest income and other, net 2,306 5,466 10,401 13,190 Interest expense ( 273 ) ( 322 ) ( 897 ) ( 1,125 ) ------- ----- ------- ------- Income before income taxes 49,715 35,915 139,029 104,563 Provision for income taxes 17,898 12,211 50,051 35,551 ------ ------ ------ ------ Net income $31,817 $23,704 $88,978 $69,012 ------- ------- ------- ------- Net income per share $0.61 $0.44 $1.70 $1.30 ===== ===== ===== ===== Shares used in computing net income per share 52,170 53,830 52,321 53,014 ====== ====== ====== ======
SUMMARY CONSOLIDATED BALANCE SHEET - --------------------------------------------------------------------------------------------------- June 30, March 31, 1996 1997 - --------------------------------------------------------------------------------------------------- ASSETS (In thousands) Cash, cash equivalents and marketable securities $261,411 $418,371 Accounts receivable 203,470 122,027 Inventories 132,377 118,289 Other current assets 34,029 42,665 Land, property and equipment, net 71,825 73,428 Other assets 9,660 13,512 ----- ------ Total Assets $712,772 $788,292 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities $169,203 $170,334 Deferred income taxes 6,320 6,316 Stockholders' equity 537,249 611,642 ------- ------- Total Liabilities and Stockholders' Equity $712,772 $788,292 ======== ========
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