-----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, VO3m4YLASoTFQFChzIygWwO1v2AIsxBbBDFnqeph2xCQ++uSuqGt0f1FQ9txLUdC 7j/sxLrI8L5nYdwQlQNYtw== 0000950134-04-015787.txt : 20041027 0000950134-04-015787.hdr.sgml : 20041027 20041027161516 ACCESSION NUMBER: 0000950134-04-015787 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041027 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041027 DATE AS OF CHANGE: 20041027 FILER: COMPANY DATA: COMPANY CONFORMED NAME: KOMAG INC /DE/ CENTRAL INDEX KEY: 0000813347 STANDARD INDUSTRIAL CLASSIFICATION: MAGNETIC & OPTICAL RECORDING MEDIA [3695] IRS NUMBER: 942914864 STATE OF INCORPORATION: DE FISCAL YEAR END: 0102 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-16852 FILM NUMBER: 041099700 BUSINESS ADDRESS: STREET 1: 1710 AUTOMATION PWY CITY: SAN JOSE STATE: CA ZIP: 95131 BUSINESS PHONE: 4085762000 MAIL ADDRESS: STREET 1: 1710 AUTOMATION PWY CITY: SAN JOSE STATE: CA ZIP: 95131 8-K 1 f02731e8vk.htm FORM 8-K e8vk
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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

October 27, 2004

Date of Report (date of earliest event reported)

KOMAG, INCORPORATED

(Exact name of Registrant as specified in its charter)
         
Delaware   0-16852   94-2914864
  		 
  		 
 
(State or other jurisdiction
of incorporation) 		  (Commission
File Number) 		  (I.R.S. Employer
Identification No.)

1710 Automation Parkway
San Jose, California 95131

(Address of principal executive offices)

Registrant’s telephone number, including area code: (408) 576-2000

Not Applicable

(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:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR 240.13e-4(c))

 

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Item 2.02. Results of Operations and Financial Condition.
Item 9.01. Financial Statements and Exhibits.
EXHIBIT INDEX
EXHIBIT 99

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Item 2.02. Results of Operations and Financial Condition.

Attached hereto as Exhibit 99 and incorporated by reference herein is financial information for Komag, Incorporated for the quarter ended October 3, 2004 and forward-looking statements relating to the fourth quarter of 2004 as presented in a press release of October 27, 2004. The information in this report shall not be incorporated by reference into any registration statement heretofore or hereafter filed under the Securities Act of 1933, as amended. The information in this report shall not be treated as filed for purposes of the Securities Exchange Act of 1934, as amended.

Item 9.01. Financial Statements and Exhibits.

c) Exhibits.
99 Registrant’s Earnings Release Dated October 27, 2004*

*   Furnished, not filed.

 

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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.
         
  Komag, Incorporated
(Registrant)
 		  
Dated: October 27, 2004  By:   /s/ Kathleen A. Bayless    
    Kathleen A. Bayless   
    Vice President, Chief Financial Officer   
 

 

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EXHIBIT INDEX

     
Exhibit Number
   Description
99
  Registrant’s Earnings Release Dated October 27, 2004

 

EX-99 2 f02731exv99.txt EXHIBIT 99 EXHIBIT 99 INVESTORS AND PRESS CONTACT: Kathy Bayless Chief Financial Officer (408) 576-2000 ir_web@komag.com KOMAG REPORTS THIRD QUARTER OF 2004 EARNINGS FOR IMMEDIATE RELEASE SAN JOSE, Calif., October 27, 2004 -- Komag, Incorporated (Nasdaq: KOMG), a leading independent supplier of thin-film media for disk drives, today announced earnings of $9.3 million, and diluted earnings per share of $0.33 on $102.4 million of revenue for the third quarter of 2004. In the third quarter of 2003, revenue, net income and diluted earnings per share were $109.2 million, $9.9 million and $0.40, respectively, including a one-time gain on sale of equipment of $0.8 million and a non-recurring income tax benefit of $2.5 million. Year-to-date 2004 revenue, net income and diluted earnings per share were $327.1 million, $35.6 million and $1.27, respectively, for the 40-week period. In the prior year-to-date period of 39 weeks, revenue, net income and diluted earnings per share were $320.1 million, $19.6 million and $0.81, respectively. T.H. Tan, Komag's chief executive officer stated, "We are very pleased with our continuing consistent profitability and positive cash flow in 2004. Total revenue for the third quarter was up slightly from the prior quarter level of $101.1 million due to an increase in finished unit shipments, offset somewhat by lower average selling prices. With continued focus on cost control, our net income increased from the prior quarter level of $8.4 million to $9.3 million. We ended the third quarter with $91.1 million of cash, up from $70.1 million at the beginning of 2004." The first quarter of 2004 was comprised of 14 weeks. All other quarters in 2004 and 2003 include 13 weeks. The Company uses a 52-53 week fiscal year ending on the Sunday closest to December 31. The Company's 2004 fiscal year contains 53 weeks. THIRD QUARTER REVIEW Sales to Maxtor, Hitachi Global Storage Technologies, and Western Digital accounted for 48%, 36% and 8% of total revenue in the third quarter of 2004, respectively. Finished disk shipments for desktop and consumer applications together represented 94% of Komag's third quarter of 2004 unit shipment volume. The remaining finished disk shipments (6%) in the third quarter of 2004 were disks for high-end server (enterprise) drives. Mr. Tan said, "We are excited to have begun volume shipments of 100GB per platter advanced disks primarily targeted for multi-platter consumer applications, as well as initial shipments for 120GB per platter desktop and consumer applications. These advanced disks totaled 1.7 million units, 10% of finished disk shipments in the third quarter of 2004." Finished disk shipments were 16.6 million in the third quarter of 2004 compared to 17.5 million a year ago. Other disk revenue was $11.1 million in the third quarter of 2004 compared to $10.1 million a year ago. Interest expense in the third quarter of 2004 was $0.4 million compared to $3.4 million a year ago. The Company completed its planned capacity expansion in the third quarter of 2004 within its current finished disk manufacturing facilities resulting in finished disk quarterly production capacity of approximately 24 million. Capital spending in the third quarter of 2004 was $10.1 million. BUSINESS OUTLOOK "Based on current customer demand, the Company expects total revenue for the fourth quarter of 2004 to increase approximately 10% to 15% from the third quarter of 2004. Net margin is expected to be in the range of 11% to 13%. We expect the fourth quarter of 2004 to reflect normal seasonal strength. Longer term we are excited to be a leader in a market where unit shipments continue to grow in traditional markets as well as the expanding market opportunities for disk drives and disks in consumer applications. We are continuing to focus on maintaining a low cost manufacturing structure, providing advanced technology products and strengthening our customer relationships to provide value to our customers, to grow our business and provide financial returns to our shareholders," said Mr. Tan. In January 2004, Komag issued $80.5 million of 2.0% subordinated notes convertible into common stock. Subsequent to the issuance of the notes the Emerging Issues Task Force (or EITF) reached a consensus on Issue No. 04-08 "Accounting Issues Related to Certain Features of Contingently Convertible Debt and the Effect on Diluted Earnings per Share." This consensus, which is expected to be effective during the fourth quarter of 2004, will require Komag to include in the calculation of its fully diluted earnings per share an additional 3.0 million shares of its common stock. If EITF 04-08 had gone into effect in the third quarter of 2004, Komag's reported diluted earnings per share would have been reduced by approximately $0.02. ABOUT KOMAG Founded in 1983, Komag is a leading independent supplier of thin-film disks, the primary high-capacity storage medium for digital data. Komag leverages the combination of its world-class U.S. research and development center and Malaysian manufacturing operations to produce disks that meet the high-volume, stringent quality, low cost and demanding technology needs of its customers. By enabling rapidly improving storage density at ever-lower cost per gigabyte, Komag seeks to create extraordinary value for consumers of computers, enterprise storage systems and electronic appliances such as digital video recorders, game boxes and consumer electronic storage systems. For more information about Komag, visit Komag's Internet home page at http://www.komag.com. The Investors section of the website provides a variety of financial and investor information, including an investor presentation. To request an investor packet, call Komag's Investor Relations at 408-576-2901. FORWARD-LOOKING STATEMENTS This press release contains certain "forward-looking" statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are subject to the safe harbors created thereby. These statements represent the Company's current judgment and include, but are not limited to the belief that finished unit quarterly capacity is approximately 24 million, that revenue in the fourth quarter of 2004 will increase 10% to 15% from the prior quarter, the Company's ability to accurately estimate net margin and the market for unit shipments of disks and disk drives. The Company's actual results for future periods could differ materially from those projected in such forward-looking information. Factors that could cause actual results to differ include, but are not limited to, continued customer demand and the impact of demand variation on factory utilization, variability in demand and associated impact on average selling price of disks, the Company's ability to achieve its operating yield, cost and profitability targets, the Company's ability to satisfy customer qualification requirements and meet shipping demands, the Company's expectation that industry unit demand will continue to grow and not decline and, the Company's ability to produce new generation disks in volume and the other factors described in the Company's reports filed with the Securities and Exchange Commission, including, but not limited to, its most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. Komag undertakes no obligation to update forward-looking statements to reflect events or circumstances occurring after the date of such statements. KOMAG, INCORPORATED CONSOLIDATED INCOME STATEMENTS (in thousands, except per share data) (Unaudited)
Three Months Three Months Three Months Nine Months Nine Months Ended Ended Ended Ended Ended October 3,2004 July 4,2004 September 28,2003 October 3,2004 September 28,2003 -------------- ----------- ----------------- -------------- ----------------- Net Sales $ 102,424 $ 101,139 $ 109,199 $ 327,148 $ 320,061 Cost of Sales 79,256 79,510 83,840 245,422 249,090 ------- ------- ------- -------- -------- Gross Profit 23,168 21,629 25,359 81,726 70,971 Gross Profit % 22.6% 21.4% 23.2% 25.0% 22.2% Research, Development, and Engineering Expense 9,720 9,043 10,778 30,385 31,089 Selling, General, and Administrative Expense 3,923 3,908 4,717 13,185 13,317 Gain on Disposal of Assets (230) (210) (792) (630) (1,870) ------- ------- ------- -------- -------- Operating Income 9,755 8,888 10,656 38,786 28,435 Interest Income 342 228 103 851 343 Interest Expense (437) (445) (3,351) (2,744) (10,095) Other Income (Expense), Net (75) (17) 83 (142) 307 ------- ------- ------- -------- -------- Income before Income Taxes 9,585 8,654 7,491 36,751 18,990 Provision for (Benefit from) Income Taxes 321 286 (2,452) 1,146 (607) --- --- ------ ----- -------- Net Income $ 9,264 $ 8,368 $ 9,943 $ 35,605 $ 19,597 ======= ======= ======= ======== ======== Net Income % 9.0% 8.3% 9.1% 10.9% 6.1% Basic Net Income per Share $ 0.33 $ 0.30 $ 0.42 $ 1.31 $ 0.84 ======= ======= ======= ======== ======== Diluted Net Income per Share $ 0.33 $ 0.29 $ 0.40 $ 1.27 $ 0.81 ======= ======= ======= ======== ======== Basic Shares Outstanding 27,792 27,526 23,558 27,200 23,457 ======= ======= ======= ======== ======== Diluted Shares Outstanding 28,285 28,503 24,860 28,036 24,252 ======= ======= ======= ======== ========
KOMAG, INCORPORATED CONSOLIDATED BALANCE SHEETS (in thousands)
OCTOBER 3, 2004 December 28, 2003 ASSETS (Unaudited) (NOTE 1) ----------- -------- Cash and Cash Equivalents $ 91,133 $ 70,058 Net Receivables 62,872 60,628 Inventories 36,398 25,501 Prepaid Expenses and Deposits 2,528 2,756 ------------ -------------- Total Current Assets 192,931 158,943 Property, Plant and Equipment, Net 205,689 184,536 Other Intangible Assets, Net 2,123 4,257 Other Assets 3,015 71 ------------ -------------- TOTAL ASSETS $ 403,758 $ 347,807 ============ ============== LIABILITIES AND STOCKHOLDERS' EQUITY Current Portion of Long-Term Debt $ - $ 20,247 Trade Accounts Payable 35,422 40,117 Other Liabilities 16,720 25,054 ------------ -------------- Total Current Liabilities 52,142 85,418 Long-Term Debt 80,500 95,801 Common Stock 241,489 172,695 Deferred Stock-Based Compensation (99) (228) Retained Earnings (Accumulated Deficit) 29,726 (5,879) ------------ -------------- TOTAL STOCKHOLDERS' EQUITY 271,116 166,588 ------------ -------------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 403,758 $ 347,807 ============ ==============
NOTE 1: The Consolidated Balance Sheet at December 28, 2003 was derived from the audited financial statements. -----END PRIVACY-ENHANCED MESSAGE-----