-----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, ETWsZIwZyNPOlmvOAiCz4q/VDhoRw4qsEJALg4dVPyTUM8yBChQsgdxTgZ6MAHAi JRRI8PXr4oO3yJ77PMawBw== 0001157523-07-009972.txt : 20071018 0001157523-07-009972.hdr.sgml : 20071018 20071018081519 ACCESSION NUMBER: 0001157523-07-009972 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071018 ITEM INFORMATION: Completion of Acquisition or Disposition of Assets ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071018 DATE AS OF CHANGE: 20071018 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ULTRATECH INC CENTRAL INDEX KEY: 0000909791 STANDARD INDUSTRIAL CLASSIFICATION: SPECIAL INDUSTRY MACHINERY, NEC [3559] IRS NUMBER: 943169580 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22248 FILM NUMBER: 071177748 BUSINESS ADDRESS: STREET 1: 3050 ZANKER RD CITY: SAN JOSE STATE: CA ZIP: 95134 BUSINESS PHONE: 4083218835 MAIL ADDRESS: STREET 1: 3050 ZANKER RD CITY: SAN JOSE STATE: CA ZIP: 95134 FORMER COMPANY: FORMER CONFORMED NAME: ULTRATECH STEPPER INC DATE OF NAME CHANGE: 19930727 8-K 1 a5521070.txt ULTRATECH, INC. 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) October 18, 2007 Ultratech, Inc. (Exact name of registrant as specified in its charter) Delaware 0-22248 94-3169580 (State or other (Commission File Number) (IRS Employer jurisdiction Identification No.) of incorporation) 3050 Zanker Road, San Jose, California 95134 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (408) 321-8835 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 (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 October 18, 2007 Ultratech, Inc. ("the Registrant") issued a press release to report its financial results for its third quarter ended September 29, 2007. The press release is attached hereto as Exhibit 99.1 and is incorporated herein in its entirety by reference. The information contained herein and in the accompanying Exhibit 99.1 shall be incorporated by reference into any filing of the Registrant, whether made before or after the date hereof, where such incorporation is provided for, and shall be specifically incorporated by reference into our currently effective registration statements on Form S-3 and Form S-8. Except as provided in the previous sentence, the information in this Item 2.02, including Exhibit 99.1 hereto, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a) (2) of the Securities Act of 1933, as amended. Item 9.01 Exhibits (c) Exhibits. Exhibi Description 99.1 Press release announcing Ultratech's Third Quarter 2007 Results. 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. ULTRATECH, INC. (Registrant) Date: October 18, /s/BRUCE R. WRIGHT 2007 Bruce R. Wright Senior Vice President, Finance and Chief Financial Officer (Duly Authorized Officer and Principal Financial and Accounting Officer) EXHIBIT INDEX Exhibit Description 99.1 Ultratech Announces Third Quarter 2007 Results 4 EX-99.1 2 a5521070ex99_1.txt EXHIBIT 99.1 Exhibit 99.1 Ultratech Announces Third Quarter 2007 Results SAN JOSE, Calif.--(BUSINESS WIRE)--Oct. 18, 2007--Ultratech, Inc. (NASDAQ:UTEK) today announced unaudited results for the three-month and nine-month periods ended September 29, 2007. For the third quarter of fiscal 2007, Ultratech reported net sales of $25.2 million compared to $33.9 million during the third quarter of 2006. Ultratech's net loss for the third quarter of 2007 was $0.9 million or $0.04 per share compared to a net loss of $2.6 million or $0.11 per share for the same quarter last year. For the first nine months of 2007, Ultratech reported net sales of $82.6 million compared to net sales of $94.9 million in the first nine months of 2006. Ultratech posted a net loss of $3.1 million or $0.13 per share during the first nine months of 2007, compared to net loss of $2.2 million or $0.09 per share in the first nine months of 2006. Arthur W. Zafiropoulo, Chairman, Chief Executive Officer and President, stated, "During the quarter, Ultratech continued to penetrate the marketplace with our Laser Spike Anneal (LSA) systems as our strategic customers transition to leading-edge 65-nm and 45-nm technology nodes. "Ultratech remains focused on driving improvement through both continued cost discipline and operational management to improve our results for the long term. At the same time, Ultratech will further its ongoing efforts to deliver superior customer support and provide semiconductor manufacturers with reliable solutions that enable advantages in both technology and cost efficiency in our served markets," Zafiropoulo concluded. At September 29, 2007, Ultratech had $132 million in cash, cash equivalents, short-term investments and long-term investments. Working capital was $134 million and stockholders' equity was $7.47 per share based on 23,366,319 total shares outstanding on September 29, 2007. Conference Call Information The conference call will be broadcast live over the Internet beginning at 11:00 a.m. Eastern Time / 8:00 a.m. Pacific Time on Thursday, October 18, 2007. To listen to the call over the Internet or to obtain telephone dial-in information for the call, please go to Ultratech's web site at www.ultratech.com. If you are unable to attend the live conference call, a replay will be available on Ultratech's web site. If you do not have Internet access, a replay of the call will be available three hours after the conclusion of the call and run until 9:00 p.m. Pacific Time, October 20, 2007. You may access the telephone replay by dialing 800-642-1687 for domestic callers, 706-645-9291 for international callers and entering access code: 19629473. Profile Ultratech, Inc. (NASDAQGM:UTEK) designs, manufactures and markets photolithography and laser processing equipment. Founded in 1979, Ultratech is a market leader in gold and solder bump lithography, in addition to being a pioneer of laser processing. Its advanced-packaging lithography systems deliver strong cost-of-ownership, repeatability and throughput advantages, and are used worldwide in the fabrication of semiconductors and FPDs. Ultratech's advanced laser processing technology enhances yields, while enabling a cost-effective transfer to 65-nm and below production, and is being integrated into the manufacturing lines of leading-edge semiconductor manufacturers. Ultratech's home page on the World Wide Web is located at: www.ultratech.com. Certain of the statements contained herein, which are not historical facts and which can generally be identified by words such as "anticipates," "expects," "intends," "will," "could," "believes," "estimates," "continue," and similar expressions, are forward-looking statements under Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that involve risks and uncertainties, such as risks related to our dependence on new product introductions and market acceptance of new products and enhanced versions of our existing products; lengthy sales cycles, including the timing of system installations and acceptances; lengthy and costly development cycles for laser-processing and lithography technologies and applications; integration, development and associated expenses of the laser processing operation; delays, deferrals and cancellations of orders by customers; cyclicality in the semiconductor and nanotechnology industries; pricing pressures and product discounts; high degree of industry competition; intellectual property matters; expiration of licensing arrangements, and the resulting adverse impact on our licensing revenues; changes to financial accounting standards; changes in pricing by us, our competitors or suppliers; customer concentration; international sales; timing of new product announcements and releases by us or our competitors; ability to volume produce systems and meet customer requirements; sole or limited sources of supply; ability and resulting costs to attract or retain sufficient personnel to achieve our targets for a particular period; dilutive effect of employee stock option grants on net income per share, which is largely dependent upon us achieving and maintaining profitability and the market price of our stock; mix of products sold; rapid technological change and the importance of timely product introductions; outcome of litigation; manufacturing variances and production levels; timing and degree of success of technologies licensed to outside parties; product concentration and lack of product revenue diversification; inventory obsolescence; asset impairment; effects of certain anti-takeover provisions; announced and future acquisitions; volatility of stock price; foreign government regulations and restrictions; business interruptions due to natural disasters or utility failures; environmental regulations; and any adverse effects of terrorist attacks in the United States or elsewhere, or government responses thereto, or military actions in Iraq, Afghanistan and elsewhere, on the economy, in general, or on our business in particular. Such risks and uncertainties are described in Ultratech's SEC reports including its Annual Report on Form 10-K filed for the year ended December 31, 2006 as amended and Quarterly Report on Form 10Q for the quarter ended June 30, 2007. Due to these and additional factors, the statements, historical results and percentage relationships set forth herein are not necessarily indicative of the results of operations for any future period. These forward-looking statements are based on management's current beliefs and expectations, some or all of which may prove to be inaccurate, and which may change. We undertake no obligation to revise or update any forward-looking statements to reflect any event or circumstance that may arise after the date of this release. ULTRATECH, INC. CONDENSED CONSOLIDATED BALANCE SHEETS Sept. 29, Dec. 31, (In thousands ) 2007 2006(a) - ---------------------------------------------------------------------- ASSETS (Unaudited) Current assets: - ----------------------------------------------- Cash, cash equivalents, and short-term investments $109,048 $ 78,090 Accounts receivable 13,243 18,054 Inventories 35,674 40,988 Prepaid expenses and other current assets 3,163 2,181 - ---------------------------------------------------------------------- Total current assets 161,128 139,313 Long-term investments 23,374 48,328 Equipment and leasehold improvements, net 18,225 20,326 Demonstration inventories, net 4,032 4,717 Other assets 2,193 3,366 - ---------------------------------------------------------------------- Total assets $208,952 $216,050 ====================================================================== - ---------------------------------------------------------------------- LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: - ----------------------------------------------- Notes payable $ 6,558 $ 6,974 Accounts payable 7,684 10,440 Deferred product and service income 2,609 2,950 Other current liabilities 10,488 13,998 - ---------------------------------------------------------------------- Total current liabilities 27,339 34,362 Other liabilities 7,186 7,580 Stockholders' equity 174,427 174,108 - ---------------------------------------------------------------------- Total liabilities and stockholders' equity $208,952 $216,050 ====================================================================== (a) The balance sheet as of December 31, 2006 has been derived from the audited financial statements as of that date. ULTRATECH, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - ---------------------------------------------------------------------- Three Months Ended Nine Months Ended --------------------------------------- (In thousands, except per Sept. 29, Sept. 30, Sept. 29, Sept. 30, share amounts) 2007 2006 2007 2006 - -------------------------------------------------- ------------------- Total net sales(b) $25,188 $ 33,943 $ 82,567 $ 94,930 Cost of sales: - ------------------------------ Cost of products sold 12,363 18,713 41,236 49,650 Cost of services 2,464 2,780 6,994 7,362 - -------------------------------------------------- ------------------- Total cost of sales 14,827 21,493 48,230 57,012 - -------------------------------------------------- ------------------- Gross profit 10,361 12,450 34,337 37,918 Operating expenses: - ------------------------------ Research, development, and engineering 5,981 7,146 17,781 19,649 Selling, general, and administrative 7,026 8,872 23,889 24,514 - -------------------------------------------------- ------------------- Operating income (loss) (2,646) (3,568) (7,333) (6,245) Interest expense (123) (95) (594) (139) Interest and other income, net 1,696 1,545 4,811 4,774 - -------------------------------------------------- ------------------- Income (loss) before tax (1,073) (2,118) (3,116) (1,610) Income taxes (189) 450 (7) 552 - ---------------------------------------------------------------------- Net income (loss) ($884) ($2,568) ($3,109) ($2,162) - ---------------------------------------------------------------------- Earnings per share - basic: - ------------------------------ Net income (loss) ($0.04) ($0.11) ($0.13) ($0.09) Number of shares used in per share calculations - basic 23,394 23,477 23,344 23,747 Earnings per share - diluted: - ------------------------------ Net income (loss) ($0.04) ($0.11) ($0.13) ($0.09) Number of shares used in per share calculations - diluted 23,394 23,477 23,344 23,747 - ---------------------------------------------------------------------- (b) Systems Sales $17,285 $ 25,723 $ 57,909 $ 70,568 Parts Sales 3,624 4,294 12,803 13,220 Service Sales 4,279 3,826 11,755 10,942 License Sales - 100 100 200 - ---------------------------------------------------------------------- Total Sales $25,188 $ 33,943 $ 82,567 $ 94,930 - ---------------------------------------------------------------------- (UTEK-F) CONTACT: Ultratech, Inc., San Jose Bruce Wright, 408-321-8835 Sr. Vice President, Finance/CFO or Laura Rebouche', 408-321-8835 Vice President of Investor Relations, Corporate and Marketing Communications -----END PRIVACY-ENHANCED MESSAGE-----