-----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, VaDi279EmyVpgvke24/MI+JraogiN8V6cHz67wZgfASDWgOT7ddV/AYCYNVc8tGd TW3NuiEJDSaqqV4mNgL4fA== 0000891092-04-000315.txt : 20040127 0000891092-04-000315.hdr.sgml : 20040127 20040127124105 ACCESSION NUMBER: 0000891092-04-000315 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040127 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040127 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BROOKS AUTOMATION INC CENTRAL INDEX KEY: 0000933974 STANDARD INDUSTRIAL CLASSIFICATION: SPECIAL INDUSTRY MACHINERY, NEC [3559] IRS NUMBER: 043040660 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-25434 FILM NUMBER: 04545539 BUSINESS ADDRESS: STREET 1: 15 ELIZABETH DRIVE CITY: CHELMSFORD STATE: MA ZIP: 01824 BUSINESS PHONE: (978) 262-2400 MAIL ADDRESS: STREET 1: 15 ELIZABETH DRIVE CITY: CHELMSFORD STATE: MA ZIP: 01824 FORMER COMPANY: FORMER CONFORMED NAME: BROOKS-PRI AUTOMATION INC DATE OF NAME CHANGE: 20020514 FORMER COMPANY: FORMER CONFORMED NAME: BROOKS AUTOMATION INC DATE OF NAME CHANGE: 19941215 8-K 1 e16701_8k.txt FORM 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) January 27, 2004 Brooks Automation, Inc. - -------------------------------------------------------------------------------- (Exact Name Of Registrant As Specified In Its Charter) Delaware - -------------------------------------------------------------------------------- (State or Other Jurisdiction of Incorporation) 0-25434 04-3040660 - ------------------------ ------------------------------------ (Commission File Number) (I.R.S. Employer Identification No.) 15 Elizabeth Drive, Chelmsford, MA 01824 - ---------------------------------------- ------------------------------------ (Address of Principal Executive Offices) (Zip Code) (978) 262 2400 - -------------------------------------------------------------------------------- (Registrant's Telephone Number, Including Area Code) - -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Item 7. Financial Statements and Exhibits. (c) Exhibits. Exhibit Number Description 99.1 Press release dated January 27, 2004 of Brooks Automation, Inc. (the "Company") announcing its financial results for the fiscal first quarter ended December 31, 2003. Item 12. Results of Operations and Financial Condition. January 27, 2004, the Company issued a press release announcing its financial results for the fiscal first quarter ended December 31, 2003. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein in its entirety by reference. Limitation on Incorporation by Reference. The information furnished in this Item 12 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing. Cautionary Note Regarding Forward-Looking Statements. Except for historical information contained in the press release attached as an exhibit hereto, the press release contains forward-looking statements which involve certain risks and uncertainties that could cause actual results to differ materially from those expressed or implied by these statements. Please refer to the cautionary note in the press release regarding these forward-looking statements. 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 hereunto duly authorized. Dated: January 27, 2004 BROOKS AUTOMATION, INC. By: /s/ Robert W. Woodbury, Jr. Robert W. Woodbury, Senior Vice President and Chief Financial Officer EXHIBIT INDEX Exhibit Number Description 99.1 Press release dated January 27, 2004 of Brooks Automation, Inc. announcing its financial results for the fiscal first quarter ended December 31, 2003. EX-99.1 3 e16701ex99_1.txt PRESS RELEASE Exhibit 99.1 Brooks Automation Reports Results for Fiscal 1st Quarter Ended December 31, 2003 Bookings increase 53% sequentially; the Company expects to be profitable in Q2. CHELMSFORD, Mass., Jan. 27 /PRNewswire-FirstCall/-- Brooks Automation, Inc. (Nasdaq: BRKS), which creates manufacturing efficiency for the semiconductor and other complex manufacturing industries, today announced results for its fiscal first quarter ended December 31, 2003. Revenues for the first quarter were $82.5 million, a 1.0 percent sequential increase from the preceding quarter revenues of $81.7 million. Bookings for the quarter improved to $127.0 million, a sequential increase of 52.8 percent from the preceding quarter bookings of $83.1 million. The net loss for the first quarter on a GAAP ("Generally Accepted Accounting Principles") basis was $8.9 million, or $0.23 per share, compared to a net loss on the same basis of $49.5 million, or $1.33 per share in the immediately preceding quarter. The net loss for the first quarter on a "pro forma" basis, defined as net earnings or loss before amortization of acquired intangible assets and other acquisition and disposition related charges, net of income taxes, was $7.0 million or $0.18 per share, compared to the preceding quarter pro forma loss of $7.2 million or $0.19 per share. It has been the practice of Brooks and of many other companies as well to report pro forma financial results since management believes that presenting the operating results before taking into account such charges provides useful information to aid in understanding ongoing, recurring operations. As in previous earnings reports, a reconciliation of GAAP to pro forma losses for the quarter is included in the attached exhibits. "The semiconductor capital equipment industry is currently experiencing a strong capital spending cycle," said Robert J. Therrien, chairman and chief executive officer of Brooks Automation. "The broad-based recovery of the semiconductor market is working in our favor, as our strong position in both tool and factory automation has enabled us to gain positive momentum in the early stages of this upturn. Brooks is benefiting from a marked increase in demand across virtually all of our major product lines. The sequential bookings growth of approximately 53 percent quarter-over-quarter substantially exceeded our expectations entering the quarter, and the $127 million in bookings is the largest in company history, surpassing the previous high of $124.0 million set in the March quarter of 2001. Much of the ramp in our business occurred towards the end of the December quarter which should translate into solid revenue growth in the first half of 2004. The actions that we have taken to restructure the company during the downturn have resulted in significant improvement in our operating model. We continue to control our expenses even while expanding our production output. Operating expenses for the quarter were $35.1 million, higher than the previous quarter mainly due to restoring employee pay, as we had previously forecasted. Our pro forma loss per share was $0.18, better than the guidance of a loss of $0.20 to $0.25, and we believe we will be profitable in the March quarter. Our gross margins for the quarter improved to 36.9 percent even while revenues stayed relatively flat quarter-over-quarter. During the just-concluded quarter, we further strengthened our balance sheet, adding approximately $124 million in cash by completing a stock offering in December, resulting in a balance at the end of the quarter of approximately $313 million in cash and cash equivalents." Mr. Therrien commented on Brooks' improved business outlook. "We expect revenues for the March 2004 quarter to increase at least 45 percent sequentially from the December quarter, which would surpass the company's previous high for quarterly revenues of $112.0 million set in the March 2001 quarter. We should return to profitability as we expect that our earnings per share will be in the range of $0.01 to $0.05 per share on a GAAP basis, and $0.10 to $0.15 on a pro forma basis. Bookings will likely remain sequentially flat; however, depending on the timing of several large orders, there is good upside potential. Brooks has come through the downturn once again growing our market share in automation, according to our preliminary analysis of calendar 2003, and we believe we are favorably positioned to take advantage of this upturn. The challenge for us now is growing the business and delivering the operational performance we have worked hard to achieve." Q1 Fiscal 2004 Highlights -- OEM business achieved record quarterly bookings level during the quarter. -- Achieved milestone of shipping new generation MagnaTran 8 vacuum robot to a large OEM in North America. -- Shipped new generation Compact Express vacuum cluster platform with MagnaTran 8 DFR vacuum robots to OEM in Korea. -- Won multi-million dollar order from flat panel display process equipment OEM in Korea for the HX cluster tool platform. -- Won robot business at key OEM for its low-k dielectric process tools. -- Won a multi-million dollar order from a 300mm customer in North America for the OneFab AMHS (automated material handling system). -- Won an order from a 300mm customer for the expansion of its AMHS for an existing production facility. -- Received orders from two 200mm fabs for AMHS expansion systems. -- Received orders from two 200mm fabs for the expansion of SMIF loadports for fabs in Europe and Asia. -- Started shipments of large sorter delivery to new 300mm fab in Taiwan -- Won orders for lithography automation systems from two different fab customers in Japan. -- Won order for software upgrade of the existing manufacturing execution system (MES) in a DRAM fab that converted to a logic fab in Korea. -- Won order from North American semiconductor fab for real time dispatching and scheduling software. -- Completed a public offering of an aggregate of 6,900,000 shares of its common stock on December 16, 2003 at a price of $19.00 per share, for estimated net proceeds of the offering of approximately $124.0 million. Conference Call and Webcast Brooks Automation will host a conference call on Tuesday, January 27, 2004 at 8:30 AM Eastern to review its fiscal first quarter results. On the call, management will discuss the information contained in this announcement and answer related questions. Conference Call Date: Tuesday, January 27, 2004 Time: 8:30 a.m. Eastern 7:30 a.m. Central 6:30 a.m. Mountain 5:30 a.m. Pacific Live Webcast http://investor.brooks.com Dial in #: (719) 457-2622 Passcode: 761505 An archive of this Webcast will be made available following the conference call, and can be accessed for at least the next twelve months on the section for Webcasts at http://investor.brooks.com under the title "Brooks Automation Fiscal 2004 First Quarter Earnings Webcast". A telephone replay will also be made available following the call at the following number: (719) 457-0820 beginning @ 2:00 p.m. Tuesday, January 27, 2004, and available 7 days. The passcode for the replay is 761505. Pro Forma Results In addition to disclosing results that are determined in accordance with Generally Accepted Accounting Principles (GAAP), Brooks also discloses pro forma, or "non-GAAP", results of operations. These pro forma results are comprised of net income or net loss before the amortization of acquired intangible assets and other acquisition and disposition related charges, net of income taxes. Pro forma results are provided as a complement to the results provided in accordance with GAAP on the basis of management's belief that presenting the Company's operating results before taking such charges into account provides useful information to aid in understanding ongoing, recurring operations. About Brooks Automation, Inc. Brooks Automation (Nasdaq: BRKS) is a leading worldwide provider of automation solutions to the global semiconductor and related industries. The company's factory and tool automation hardware, software and professional services can manage every wafer, reticle and data movement in the fab, helping customers improve throughput and yield while reducing both cost and time to market. Brooks products and services are used in virtually every fab in the world as well as by many customers in industries outside of semiconductor manufacturing. For more information, visit http://www.brooks.com. "Safe Harbor" Statement under Section 21E of the Securities Exchange Act of 1934: Some statements in this release are forward-looking statements made under Section 21E of the Securities Exchange Act of 1934. These statements are neither promises nor guarantees but involve risks and uncertainties, both known and unknown, that could cause Brooks' financial and business results to differ materially from our expectations. They are based on the facts known to management at the time they are made. These forward-looking statements include statements regarding our revenue and profit and loss expectations, our future business strategy and market opportunities, improvements in our business, level of capital expenditures and bookings expectations in the semiconductor industry, demand for our products, and the outlook of the general economy and the semiconductor industry. Factors that could cause results to differ from our expectations include the following: our dependence on the cyclical semiconductor industry; the possibility of further or future downturns in market demand for electronics; the possibility that any upturn in market demand for electronics will not be sustained; our possible inability to meet increased demand for our products due to difficulties in obtaining components and materials from our suppliers in required quantities and of required quality; the highly competitive nature and rapid technological change that characterizes the industries in which we compete; decisions by customers to cancel or defer orders that previously had been accepted; decisions by customers to reject the products we ship to them; the possibility that we may not be able to fulfill customer orders within a period of time acceptable to them; the fact that design-in wins do not necessarily translate to significant revenue; the timing and effectiveness of restructuring, cost-cutting and expense control measures; intense price competition; possible disputes concerning intellectual property; continuing uncertainties in global political and economic conditions; and other factors and other risks that we have described in our filings with the Securities and Exchange Commission, including but not limited to Brooks' Annual Report on Form 10-K and our quarterly reports on Form 10-Q. As a result we can provide no assurance that our future results will not be materially different from those projected. Brooks expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any such statement to reflect any change in our expectations or any change in events, conditions or circumstances on which any such statement is based. Brooks undertakes no obligation to update the information contained in this press release. All trademarks contained herein are the property of their respective owners. BROOKS AUTOMATION, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands) December 31, September 30, 2003 2003 (unaudited) ASSETS Cash, cash equivalents and marketable securities $215,306 $129,480 Accounts receivable, net 63,965 69,374 Inventories 63,445 53,212 Other current assets 19,114 17,946 Total current assets 361,830 270,012 Property, plant and equipment, net 62,569 64,825 Long-term marketable securities 97,374 69,108 Intangible assets, net 78,693 79,550 Other assets 9,278 9,206 Total assets $609,744 $492,701 LIABILITIES, MINORITY INTERESTS AND STOCKHOLDERS' EQUITY Current liabilities $134,079 $134,857 Convertible subordinated notes 175,000 175,000 Other long-term liabilities 18,643 19,851 Total liabilities 327,722 329,708 Minority interests 639 707 Stockholders' equity 281,383 162,286 Total liabilities, minority interests and stockholders' equity $609,744 $492,701 Cash, cash equivalents, short-term and long-term marketable securities December 31, 2003 $312,680 September 30, 2003 $198,588 June 30, 2003 $209,646 March 31, 2003 $212,933 December 31, 2002 $214,973 BROOKS AUTOMATION, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data) (unaudited) Three months ended December 31, 2003 2002 Revenues $82,546 $84,855 Cost of revenues 52,301 60,481 Gross profit 30,245 24,374 Operating expenses: Research and development 16,068 19,674 Selling, general and administrative 19,767 34,106 Acquisition-related and restructuring charges - 21,096 35,835 74,876 Loss from operations before amortization of acquired intangible assets (5,590) (50,502) Amortization of acquired intangible assets 943 2,047 Loss from operations (6,533) (52,549) Interest (income) expense, net 1,433 820 Other (income) expense, net (42) 12,712 Loss before income taxes and minority interests (7,924) (66,081) Income tax provision (benefit) 1,013 4,815 Loss before minority interests (8,937) (70,896) Minority interests in earnings (loss) of consolidated subsidiary (68) 90 Net loss attributable to common stockholders $(8,869) $(70,986) Loss per share attributable to common stockholders: Basic $(0.23) $(1.95) Diluted $(0.23) $(1.95) Shares used in computing loss per share attributable to common stockholders: Basic 38,484 36,360 Diluted 38,484 36,360 Pro Forma Net Loss Before Amortization of Acquired Intangible Assets and Other Acquisition and Disposition Related Charges Net loss attributable to common stockholders before amortization of acquired intangible assets and other acquisition and disposition related charges, net of taxes $(6,968) $(24,032) Net loss attributable to common stockholders before amortization of acquired intangible assets and other acquisition and disposition related charges, net of taxes, assuming dilution $(6,968) $(24,032) Loss per share attributable to common stockholders before amortization of acquired intangible assets and other acquisition and disposition related charges, net of taxes Basic $(0.18) $(0.66) Diluted $(0.18) $(0.66) Shares used in computing loss per share attributable to common stockholders before amortization of acquired intangible assets and other acquisition and disposition related charges, net of taxes Basic 38,484 36,360 Diluted 38,484 36,360 BROOKS AUTOMATION, INC. CALCULATION OF PRO FORMA NET LOSS BEFORE AMORTIZATION OF ACQUIRED INTANGIBLE ASSETS AND OTHER ACQUISITION AND DISPOSITION RELATED CHARGES FOR THE THREE MONTHS ENDED DECEMBER 31, 2003 (in thousands, except per share data) (unaudited) U.S. GAAP Adjustments Pro Forma Revenues $82,546 $- $82,546 Cost of revenues 52,301 237 (A) 52,064 Gross profit 30,245 (237) 30,482 Operating expenses: Research and development 16,068 219 (B) 15,849 Selling, general and administrative 19,767 502 (C) 19,265 Acquisition-related and restructuring charges - - - 35,835 721 35,114 Loss from operations before amortization of acquired intangible assets (5,590) (958) (4,632) Amortization of acquired intangible assets 943 943 - Loss from operations (6,533) (1,901) (4,632) Interest (income) expense, net 1,433 - 1,433 Other (income) expense, net (42) - (42) Loss before income taxes and minority interests (7,924) (1,901) (6,023) Income tax provision (benefit) 1,013 - 1,013 Loss before minority interests (8,937) (1,901) (7,036) Minority interests in earnings (loss) of consolidated subsidiary (68) - (68) Net loss attributable to common stockholders $(8,869) $(1,901) $(6,968) Loss per share attributable to common stockholders: Basic $(0.23) $(0.18) Diluted $(0.23) $(0.18) Shares used in computing loss per share attributable to common stockholders: Basic 38,484 38,484 Diluted 38,484 38,484 Adjustments include amortization of acquired intangible assets and other acquisition and disposition related charges. (A) Comprised of: Deferred compensation expense - PRI $237 $237 (B) Comprised of: Deferred compensation expense - PRI $208 Deferred compensation expense - IAS 11 $219 (C) Comprised of: Deferred compensation expense - PRI $502 $502 Contact: Mark Chung Director of Investor Relations Brooks Automation, Inc. Telephone: (978) 262-2459 mark.chung@brooks.com SOURCE Brooks Automation, Inc. -0- 01/27/2004 /CONTACT: Mark Chung, Director of Investor Relations, Brooks Automation, Inc., +1-978-262-2459, mark.chung@brooks.com / /Web site: http://www.brooks.com/ (BRKS) CO: Brooks Automation, Inc. ST: Massachusetts IN: CPR SEM SU: CCA ERN -----END PRIVACY-ENHANCED MESSAGE-----