-----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, HJNxvpNi6f1RvdY4ak3EkBl0E6BaIszDEgCrqVj1GtUNbKwU18hvIAmJsf/Gxjhy VqQttxJsnvbC7pGj50vJuw== 0001275287-05-002464.txt : 20050711 0001275287-05-002464.hdr.sgml : 20050711 20050711074553 ACCESSION NUMBER: 0001275287-05-002464 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050711 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050711 DATE AS OF CHANGE: 20050711 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: 05946924 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 ba3046.txt ================================================================================ 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) July 11, 2005 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 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On July 11, 2005, the Company issued a press release announcing its update of prior guidance for Q3 of fiscal 2005, ended June 30, 2005. 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 2.02 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. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. EXHIBIT NUMBER DESCRIPTION ------- -------------------------------------------------------------------- 99.1 Press release dated July 11, 2005 of Brooks Automation, Inc. (the "Company") announcing updated guidance for Q3 fiscal 2005. 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 July 11, 2005 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 July 11, 2005 of Brooks Automation, Inc. (the "Company") announcing updated guidance for Q3 fiscal 2005. EX-99.1 2 ba3046ex991.txt Exhibit 99.1 BROOKS AUTOMATION UPDATES PRIOR GUIDANCE FOR Q3 FISCAL 2005 ENDED JUNE 30, 2005 CHELMSFORD, Mass., July 11 /PRNewswire-FirstCall/ -- Brooks Automation, Inc. (Nasdaq: BRKS), which develops and produces hardware, software and systems that enable manufacturing efficiencies for the semiconductor and other complex manufacturing industries, today announced an update to its prior guidance for its third fiscal quarter 2005 ended June 30, 2005. Brooks said that it is currently in the process of closing its third fiscal quarter and based on preliminary results, the company expects to report revenues of approximately $111 million to $113 million, which compares with its prior guidance of $115 million to $120 million for the quarter. The revenue shortfall versus company guidance is due primarily to timing delays of certain customer projects. Conference Call and Webcast Brooks will host a conference call on July 11, 2005, at 9:00 a.m. Eastern (6:00 a.m. Pacific) during which it will discuss the updated guidance and other matters, and answer questions from analysts, investors and other interested parties. Conference Call Date: July 11, 2005 Time: 9:00 a.m. Eastern (6:00 a.m. Pacific) Dial in #: (719) 457-2654 Passcode: 9246842 A live Webcast of this conference call will be available in the investor relations section of the Brooks Web site, http://www.brooks.com. 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://www.brooks.com. A telephone replay will also be made available following the call at the following number: (719) 457-0820 beginning at 1:00 p.m. Eastern, Monday, July 11, 2005, and available for 7 days. The passcode for the replay is 9246842. 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 the statement regarding the updated guidance for Brooks' third fiscal quarter ended June 30, 2005. Factors that could cause results to differ from our expectations include the following: our dependence on the cyclical semiconductor industry; the possibility of downturns in market demand for electronics; 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; our ability to continue to effectively implement our flexible manufacturing model and our supply chain consolidation; the highly competitive nature and rapid technological change that characterizes the industries in which we compete; decisions by customers to accelerate delivery under or 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 acceptance of our software products and services by customers; disputes concerning intellectual property; continuing uncertainties in global political and economic conditions, especially arising out of conflict in the Middle East; 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, current reports on Form 8-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. Contact: Mark Chung Director of Investor Relations Brooks Automation, Inc. Telephone: (978) 262-2459 mark.chung@brooks.com SOURCE Brooks Automation, Inc. -0- 07/11/2005 /CONTACT: Mark Chung, Director of Investor Relations, Brooks Automation, Inc., +1-978-262-2459, mark.chung@brooks.com / /Web site: http://www.brooks.com -----END PRIVACY-ENHANCED MESSAGE-----