-----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, TmlBVM4fok8EUV3emudmkZfku8B7LJmYSCL2ddS8CeCzSMKwgxg/gUqK1cDdh0Wt UvnTxGNOCIO3LBKKWX6/Tg== 0000898430-96-001550.txt : 19960506 0000898430-96-001550.hdr.sgml : 19960506 ACCESSION NUMBER: 0000898430-96-001550 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960331 FILED AS OF DATE: 19960503 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: NANOMETRICS INC CENTRAL INDEX KEY: 0000704532 STANDARD INDUSTRIAL CLASSIFICATION: OPTICAL INSTRUMENTS & LENSES [3827] IRS NUMBER: 942276314 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-13470 FILM NUMBER: 96555693 BUSINESS ADDRESS: STREET 1: 310 DEGUIGNE DR CITY: SUNNYVALE STATE: CA ZIP: 94086 BUSINESS PHONE: 4087461600 MAIL ADDRESS: STREET 1: 310 DEGUIGNE DRIVE CITY: SUNNYVALE STATE: CA ZIP: 94086 10-Q 1 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q [X] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 1996 or [_] 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 0-13470 ------------------------------ NANOMETRICS INCORPORATED ------------------------------------------------------ (Exact name of registrant as specified in its charter) California 94-2276314 - ------------------------------- ------------------- (State or other jurisdiction of (I. R. S. Employer incorporation or organization) Identification No.) 310 DeGuigne Drive, Sunnyvale, CA 94086 - ---------------------------------------- ------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (408) 746-1600 ------------------- 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 --- --- At April 26, 1996 there were 8,035,674 shares of common stock, no par value, issued and outstanding. NANOMETRICS INCORPORATED INDEX
Part I. Financial Information Page ---- Item 1. Financial Statements Consolidated Balance Sheets - March 31, 1996 (unaudited) and December 31, 1995. . . . . . . . 3 Consolidated Statements of Operations - Three months ended March 31, 1996 and 1995 (unaudited)............. . . . . . . . . . . . . . . . 5 Consolidated Statements of Cash Flows - Three months ended March 31, 1996 and 1995 (unaudited). . . . . . . . . . . . . . . . . . . . . . 6 Notes to Consolidated Financial Statements. . . . . . . . . . . . . . . . . . . . . . . . . . . 7 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. . . . . . . . . . . . . . . . 9 Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
2 PART I: FINANCIAL INFORMATION ITEM 1: FINANCIAL STATEMENTS NANOMETRICS INCORPORATED CONSOLIDATED BALANCE SHEETS (AMOUNTS IN THOUSANDS EXCEPT SHARE AMOUNTS) ASSETS
March 31, December 31, 1996 1995 (unaudited) ----------- ------------ Current assets: Cash and equivalents $ 2,943 $ 3,625 Short-term investments 4,753 4,458 Accounts receivable, less allowance for doubtful accounts of $380 and $380 7,877 7,567 Inventories 4,308 3,955 Prepaid and deferred income taxes 1,605 2,069 Prepaid expenses and other 695 428 ------- ------- Total current assets 22,181 22,102 Property, plant and equipment, net 2,756 2,900 Other assets 160 165 ------- ------- $25,097 $25,167 ======= =======
See Notes to Consolidated Financial Statements 3 NANOMETRICS INCORPORATED CONSOLIDATED BALANCE SHEETS (CONTINUED) (Amounts in thousands except share amounts) LIABILITIES AND SHAREHOLDERS' EQUITY
March 31, December 31, 1996 1995 (unaudited) ----------- ------------- Current liabilities: Acounts payable $ 1,332 $ 1,111 Accrued payroll and related expenses 524 486 Other current liabilities 1,045 1,216 Income taxes payable 158 398 Current portion of long-term debt 373 553 ------- -------- Total current liabilities 3,432 3,764 Long-term debt 3,076 3,528 Deferred income taxes 241 301 ------- -------- Total liabilities 6,749 7,593 ------- -------- Shareholders' equity: Common stock, no par value; 25,000,000 shares authorized; 7,988,309 and 7,883,910 outstanding 11,053 10,983 Retained earnings 7,226 6,394 Accumulated translation adjustment 69 197 ------- ------- Total shareholders' equity 18,348 17,574 ------- ------- $25,097 $25,167 ======= =======
See Notes to Consolidated Financial Statements 4 NANOMETRICS INCORPORATED CONSOLIDATED STATEMENTS OF OPERATIONS (AMOUNTS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS) (UNAUDITED)
Three Months Ended March 31, 1996 1995 ---- ---- Revenues: Net sales $5,554 $3,609 Service 1,514 933 ------ ------ Total revenues $7,068 $4,542 Costs and expenses: Cost of sales 2,369 1,750 Cost of service 1,003 744 Research and development 670 505 Selling 1,011 752 General and administrative 570 497 ------ ------ Total costs and expenses 5,623 4,248 ------ ------ Operating income 1,445 294 Other income, net 72 172 ------ ------ Income before provision for income taxes 1,517 466 Provision for income taxes 683 160 ------ ------ Net income $ 834 $ 306 ====== ====== Net income per common and equivalent share $ 0.10 $ 0.04 ====== ====== Weighted average common and equivalent shares outstanding 8,551 7,709 ====== ======
See Notes to Consolidated Financial Statements 5 NANOMETRICS INCORPORATED CONSOLIDATED STATEMENTS OF CASH FLOWS (Amounts in thousands) (Unaudited)
Three Months Ended March 31 1996 1995 ---- ---- Operating activities: Net income $ 835 $ 306 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 72 77 Deferred taxes 495 (98) Changes in assets and liabilities: Accounts receivable (468) (210) Other receivables (64) 90 Inventories (387) 507 Prepaid expenses and other (245) (246) Accounts payable and other liabilities 119 370 Income taxes payable (279) 144 ------ ------ Net cash provided by operating activities 78 940 Investing activities: Purchase of short-term investments (1,185) (1,083) Sales/maturities of short-term investments 890 293 Capital expenditures (18) - ------ ------ Net cash used in investing activities (313) (790) ====== ====== Financing activities: Repayments of long-term debt (492) (137) Issuance of common stock 70 15 ------ ------ Net cash used in financing activities (422) (122) ------ ------ Effect of exchange rate changes on cash (25) (66) ------ ------ Net change in cash and equivalents (682) (38) Cash and equivalents at beginning of period 3,625 2,135 ------ ------ Cash and equivalents at end of period $2,943 $2,097 ====== ====== Supplemental Disclosure of Cash Flow Information: Cash paid for interest $ 31 $ 9 ====== ====== Cash paid for income taxes $ 392 $ 1 ======= ======
See Notes to Consolidated Financial Statements 6 NANOMETRICS INCORPORATED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) Note 1. Consolidated Financial Statements The consolidated financial statements include the accounts of Nanometrics Incorporated and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated. While the quarterly financial information is unaudited, the financial statements included in this report reflect all adjustments (consisting only of normal recurring adjustments) which the Company considers necessary for a fair presentation of the results of operations for the interim periods covered and of the financial condition of the Company at the date of the interim balance sheet. The operating results for interim periods are not necessarily indicative of the operating results for the entire year. The information included in this report should be read in conjunction with the information included in the Company's 1995 Form 10-K. Note 2. Net Income Per Share Net income per share is based on the weighted average number of common and common equivalent shares outstanding during the period. Common equivalent shares include dilutive common stock options (using the treasury stock method). Note 3. Inventories Inventories are stated at the lower of cost (first-in, first-out) or market and consist of the following:
March 31, December 31, 1996 1995 --------- ------------ (Amounts in thousands) Raw materials and subassemblies $1,579 $1,727 Work in process 1,597 830 Finished goods 1,132 1,398 ------ ------ $4,308 $3,955 ====== ======
7 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Results of Operations - --------------------- Total revenues for the first quarter of 1996 were $7,068,000, an increase of $2,526,000 or 56% from the same quarter in 1995. Net sales of $5,554,000 increased $1,945,000 or 54% for the first quarter of 1996 compared to the same period in 1995 resulting from increased demand for the Company's products especially from customers in the U.S., Korea and Japan. Service revenue of $1,514,000 increased $581,000 or 62% for the first quarter of 1996 compared to the same period in 1995. This increase in service revenue are primarily attributable to increased sales of accessories in the U.S. and Japan in 1996. The Company believes that its revenue growth for the three months ended March 31, 1996 is not necessarily indicative of future results. Cost of sales as a percentage of net sales decreased to 43% in the first quarter of 1996 from 48% in the first quarter of 1995. This improved cost of sales ratio resulted primarily from higher sales volumes resulting in lower per unit manufacturing costs. Cost of service as a percentage of service revenue decreased to 66% in the first quarter of 1996 from 80% in the first quarter of 1995. This decrease was primarily attributable to relatively higher margins on the additional sales of accessories. Research and development expenses for the first quarter 1996 increased $165,000 or 33% compared to the same period in 1995. This increase was mainly due to higher material costs associated with new product development at the Japanese subsidiary and the addition of software engineers in the U.S. Selling expenses for the first quarter of 1996 increased by $259,000 or 34% compared to the same period in 1995 primarily because of the addition of sales offices and sales staff in the second half of 1995. General and administrative expenses for the first quarter of 1996 increased by $73,000 or 15% primarily as a result of spending associated with increased operating activity. Other income decreased $100,000 during the first quarter of 1996 compared to the same period in 1995 due primarily to lower exchange rate gains in 1996. The Company reported an operating income of $1,445,000 and net income of $834,000 for the first quarter of 1996 compared to an operating income of $294,000 and net income of $306,000 for the same period in 1995. Liquidity and Capital Resources - ------------------------------- At March 31, 1996, the Company had working capital of $18,749,000 compared to $18,338,000 at December 31, 1995. The current ratio at March 31, 1996 was 6.5 to 1. The Company believes working capital including cash and short-term investments of $7,696,000 will be sufficient to meet its needs at least through the next twelve months. Operating activities for the first three months of 1996 provided cash of $78,000 primarily from net income offset to some extent by higher accounts receivable and higher inventories, while the purchase of short- term investments net of sales/maturities used $295,000, capital expenditures used $18,000, debt repayment used $492,000 and issuance of common stock provided $70,000. 8 NANOMETRICS INCORPORATED PART II OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K A. Exhibits See page 11. B. Reports on Form 8-K. None. 9 NANOMETRICS INCORPORATED 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 thereunto duly authorized. NANOMETRICS INCORPORATED (Registrant) /s/ Vincent J. Coates - ------------------------------------ Vincent J. Coates Chairman and Chief Executive Officer /s/ Paul B. Nolan - ----------------------- Paul B. Nolan Chief Financial Officer Dated: May 2, 1996 10 Index To Exhibits
Exhibit Number Description - -------------- ----------- 27 Financial Data Schedule
EX-27 2 FINANCIAL DATA SCHEDULE
5 1,000 3-MOS DEC-31-1996 DEC-31-1995 MAR-31-1996 2,943 4,753 7,877 380 4,308 22,181 2,756 0 25,097 3,432 3,076 0 0 11,053 7,295 25,097 5,554 7,068 2,369 3,372 2,251 0 0 1,517 683 834 0 0 0 834 .10 .10
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