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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 June 28, 1998
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 1-5560
______
ALPHA INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 04-2302115
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
20 SYLVAN ROAD, WOBURN, MASSACHUSETTS 01801
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (781) 935-5150
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
------- ------
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.
CLASS OUTSTANDING AT JULY 26, 1998
COMMON STOCK, PAR VALUE $.25 PER SHARE 10,514,436
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Alpha Industries, Inc. and Subsidiaries
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TABLE OF CONTENTS
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<TABLE>
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PAGE
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PART 1 FINANCIAL INFORMATION
Item 1 - Financial Statements
Consolidated Balance Sheets - June 28, 1998 and
March 29, 1998................................................ 3
Consolidated Statements of Income - Quarters Ended June 28,
1998 and June 29, 1997........................................ 4
Consolidated Statements of Cash Flows - Three Months Ended
June 28, 1998 and June 29, 1997............................... 5
Notes to Consolidated Financial Statements.................... 6
Item 2 - Management's Discussion and Analysis of Financial
Condition and Results of Operations........................... 7
PART 2 OTHER INFORMATION
Item 1 - Legal Proceedings......................................... 10
Item 6 - Exhibits and Reports on Form 8-K.......................... 10
</TABLE>
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STATEMENT OF FAIR PRESENTATION
The financial information included herein is unaudited. In addition, the
financial information does not include all disclosures required under generally
accepted accounting principles because certain note information included in the
Company's annual report to shareholders has been omitted and such information
should be read in conjunction with the prior year's annual report. However, the
financial information reflects all adjustments (consisting solely of normal
recurring adjustments) which are, in the opinion of management, necessary to a
fair statement of the results for the interim periods. The Company considers the
disclosures adequate to make the information presented not misleading.
2
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Alpha Industries, Inc. and Subsidiaries
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CONSOLIDATED BALANCE SHEETS
(In thousands except share and per share amounts)
<TABLE>
<CAPTION>
JUNE 28, MARCH 29,
1998 1998
(UNAUDITED) (AUDITED)
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<S> <C> <C>
ASSETS
Current assets
Cash and cash equivalents at cost.................................... $ 12,923 $ 14,356
Short-term investments (approximates market)......................... 5,721 1,493
Accounts receivable.................................................. 17,070 18,500
Inventories (Note 1)................................................. 9,788 7,941
Prepayments and other current assets................................. 1,003 883
-------- --------
Total currents assets.............................................. 46,505 43,173
-------- --------
Property, plant and equipment, less accumulated depreciation and
amortization of $62,700 and $60,824.................................. 33,905 32,664
Other assets.......................................................... 1,138 1,092
-------- --------
$ 81,548 $ 76,929
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Current maturities of long-term debt................................. $ 1,876 $ 1,876
Current maturities of capital lease obligations...................... 2 8
Accounts payable..................................................... 7,026 5,725
Payroll and related expenses......................................... 5,808 6,724
Other accrued liabilities............................................ 3,237 2,779
-------- --------
Total current liabilities.......................................... 17,949 17,112
-------- --------
Long-term debt........................................................ 1,156 1,625
-------- --------
Other long-term liabilities........................................... 2,348 2,370
-------- --------
Commitments and contingencies (Note 4)
Stockholders' equity
Common stock par value $.25 per share: authorized
30,000,000 shares; issued 10,569,043 and 10,545,167 shares.......... 2,642 2,636
Additional paid-in capital........................................... 57,066 56,758
Retained earnings (accumulated deficit).............................. 760 (3,214)
Less - Treasury shares 86,286 and 100,195 shares at cost............. 276 315
Unearned compensation-restricted stock........................ 97 43
-------- --------
Total stockholders' equity........................................... 60,095 55,822
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$ 81,548 $ 76,929
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</TABLE>
The accompanying notes are an integral part of these financial statements.
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Alpha Industries, Inc. and Subsidiaries
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CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
(In thousands except per share data)
FIRST QUARTER ENDED
JUNE 28, JUNE 29,
1998 1997
- -------------------------------------------------------------------------------
Net sales ............................................... $ 29,955 $ 25,705
Cost of sales ......................................... 17,132 16,808
Research and development expenses ..................... 3,022 2,319
Selling and administrative expenses ................... 5,497 5,262
-------- -------
Operating income ........................................ 4,304 1,316
Interest expense......................................... (89) (145)
Interest income and other, net .......................... 201 62
-------- -------
Income before income taxes .............................. 4,416 1,233
Provision for income taxes .............................. 442 123
-------- -------
Net income .............................................. $ 3,974 $ 1,110
======== =======
Net income per share diluted ............................ $ 0.37 $ 0.11
======== =======
Net income per share basic .............................. $ 0.38 $ 0.11
======== =======
Weighted average common shares diluted .................. 10,732 10,155
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Weighted average common shares basic .................... 10,472 9,991
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The accompanying notes are an integral part of these financial statements.
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Alpha Industries, Inc. and Subsidiaries
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CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(In thousands)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
JUNE 28, JUNE 29,
1998 1997
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<S> <C> <C>
Cash flows from operating activities:
Net income......................................................................... $ 3,974 $ 1,110
Adjustments to reconcile net income to net cash provided from operations:
Depreciation and amortization of property, plant and equipment.................... 1,876 1,634
Contribution of treasury shares to Savings and Retirement Plan.................... 215 214
Amortization of unearned compensation - restricted stock, net..................... 8 10
Decrease in other liabilities and long-term benefits.............................. (22) (88)
Increase in other assets.......................................................... (50) (85)
Change in assets and liabilities:
Accounts receivable............................................................. 1,430 (908)
Inventories..................................................................... (1,847) 390
Other current assets............................................................ (120) (437)
Accounts payable................................................................ 1,301 (195)
Repositioning reserve........................................................... 0 (118)
Other accrued liabilities and expenses.......................................... (458) 1,075
-------- --------
Net cash provided from operations.............................................. 6,307 2,602
-------- --------
Cash flows from investing activities:
Purchases of short-term investments................................................ (4,228) (843)
Maturities of short-term investments............................................... 0 720
Additions to property, plant and equipment......................................... (3,117) (2,004)
-------- --------
Net cash used in investing activities.......................................... (7,345) (2,127)
-------- --------
Cash flows from financing activities:
Payments on long-term debt......................................................... (469) (1,539)
Deferred charges related to long-term debt......................................... 4 5
Payments on capital lease obligations.............................................. (6) (91)
Exercise of stock options.......................................................... 76 15
-------- --------
Net cash used in financing activities.......................................... (395) (1,610)
-------- --------
Net decrease in cash and cash equivalents........................................... (1,433) (1,135)
Cash and cash equivalents, beginning of period...................................... 14,356 5,815
-------- --------
Cash and cash equivalents, end of period............................................ $ 12,923 $ 4,680
========= ========
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</TABLE>
The accompanying notes are an integral part of these financial statements.
5
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Alpha Industries, Inc. and Subsidiaries
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
NOTE 1 INVENTORIES
<TABLE>
<CAPTION>
JUNE 28, MARCH 29,
Inventories consist of the following (in thousands): 1998 1998
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<S> <C> <C>
Raw materials................................................. $ 4,178 $ 3,916
Work-in-process............................................... 2,997 2,259
Finished goods................................................ 2,613 1,766
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$ 9,788 $ 7,941
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</TABLE>
NOTE 2 COMPANY OPERATIONS
During the quarter ended June 28, 1998, one customer accounted for approximately
25% of the Company's sales.
NOTE 3 EARNINGS PER SHARE
Effective December 28, 1997, the Company adopted Statement of Financial
Accounting Standards No. 128, "Earnings Per Share" (FAS 128) which changed the
method of computing and presenting earnings per common share. All periods
presented have been restated in accordance with FAS 128.
A reconciliation of the weighted average number of shares outstanding used in
the computation of the basic and diluted earnings per share for the three months
ended June 28, 1998 and June 29, 1997 is as follows (in thousands):
<TABLE>
<CAPTION>
JUNE 28, JUNE 29,
1998 1997
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<S> <C> <C>
Weighted average shares (basic)............................... 10,472 9,991
Effect of dilutive stock options.............................. 260 164
------ ------
Weighted average shares (diluted)........................ 10,732 10,155
====== ======
</TABLE>
The net income used in the calculation for basic and diluted earnings per share
calculations agrees with the net income appearing in the financial statements.
NOTE 4 COMMITMENTS AND CONTINGENCIES
The Company is party to suits and claims arising in the normal course of
business. Management believes these are adequately provided for or will result
in no significant additional liability to the Company.
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Alpha Industries, Inc. and Subsidiaries
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PART I - ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
Sales of the first quarter of fiscal 1999 totaled $30.0 million compared with
sales of $25.7 million for the same period last year. New orders received in the
quarter totaled $27.7 million, compared to $26.9 million for the same period
last year. The increase in sales and orders continues to be the result of higher
sales volumes due to increased penetration into several handset platforms. The
Company's Wireless Semiconductor sector had sales of $14.1 million while the
Application Specific Products (ASP) sector had sales of $9.9 million and the
Ceramic Products sector had sales of $6.0 million for the first quarter of
fiscal 1999. Deliveries to one customer were 25% of the Company's total sales
for the first quarter of fiscal 1999.
Gross profit for the first quarter of fiscal 1999 totaled $12.8 million or 42.8%
of sales compared with $8.9 million or 34.6% of sales for the comparable quarter
last year. Gross margins continue to increase quarter over quarter primarily as
the result of increased sales volumes and the leveraging of capacity on the
Company's high volume semiconductor operation, as well as reduced manufacturing
costs and improved operating efficiencies for the Ceramic Products group. The
Wireless Semiconductor sector reported gross margins of 39.3% while ASP reported
gross margins of 55.3% and the Ceramic Products sector reported gross margins
of 30.5%.
Research and development expenses for the first quarter of fiscal 1999 were $3.0
million or 10.1% of sales compared with $2.3 million or 9.0% of sales for the
same quarter last year. The increased research and development is due mainly to
the development of processes and applications related to high volume products in
the Wireless Semiconductor Products group, which are targeted at the rapidly-
growing wireless markets. Over 75% of the Company's total R&D expenditures
support this dynamic sector. The Company is strongly committed to continuing its
investment in the GaAs IC and high volume wireless products to better serve its
targeted markets, particularly as it continues to introduce new products that
its key customers need.
Selling and administrative expenses totaled $5.5 million or 18.4% of sales for
the first quarter of fiscal 1999, as compared with $5.3 million or 20.5% of
sales for the comparable quarter last year. Overall selling and administrative
expenses continues to steadily decrease as a percentage of sales, whereas, the
actual selling and administrative spending continues to increase. The increase
in selling and administrative expenses reflect increased sales commissions
related to higher sales levels.
Interest expense for the first quarter of fiscal 1999 decreased $56 thousand
over the comparable quarter last year due to a decline in borrowings. Interest
income increased $139 thousand for the first quarter of fiscal 1999 compared to
the same quarter last year as a result of increased levels of short-term
investments.
The Company's effective tax rate for the first quarter of fiscal 1999 was 10%
compared to the current combined statutory federal, state and foreign rate of
approximately 40%. This rate differed from the statutory rate primarily as a
result of the utilization of net operating loss carryforwards. At June 28, 1998,
the Company had available net operating loss carryforwards of approximately $22
million which expire commencing in 2004.
For the first quarter of fiscal 1999, the Company reported net income of $4.0
million or $0.37 per share diluted, up more than 250% compared with net income
of $1.1 million or $0.11 per share diluted for the comparable period last year.
FINANCIAL CONDITION
At June 28, 1998, working capital totaled $28.6 million and included $18.6
million in cash, cash equivalents, and short-term investments, compared with
$26.1 million of working capital at the end of fiscal 1998. Cash, cash
equivalents, and short-term investments increased $2.8 million during the first
quarter of fiscal 1999 as operations
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Alpha Industries, Inc. and Subsidiaries
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contributed $6.3 million of cash principally from net income, depreciation and a
decline in working capital requirements. Uses of cash included $3.1 million for
capital expenditures and $469 thousand for the repayment of long-term debt. The
Company continued its investment in capital expenditures particularly for the
semiconductor wafer fab operation and the IC and discrete semiconductor assembly
and tests areas, as well as for improved manufacturing capabilities at the
ceramics manufacturing facility. The Company remains strongly committed to
adding the required capacity needed to service the wireless markets as demand
continues to grow. During fiscal 1999, the Company anticipates committing
approximately $18 million in capital expenditures for the high volume Wireless
Semiconductor Products sector since this group is expected to be the primary
engine for growth. These capital expenditures are expected to be disbursed over
the next 9 to 15 months.
The Company expects to generate sufficient cash from operations to fund the
necessary projected levels of growth. With cash, cash equivalents, and short-
term investments of $18.6 million, a $7.5 million line of credit and a $7.5
million equipment line of credit currently available, the Company believes it
has adequate funds to support its current operating needs.
NEW ACCOUNTING PRONOUNCEMENTS
The Financial Accounting Standards Board recently issued SFAS No. 129.
"Disclosure of Information about Capital Structure." This statement establishes
standards for disclosing information about an entity's capital structure. This
statement is effective for periods ending after December 15, 1997. The Company
is in compliance with this standard.
In June 1997, the FASB issued Financial Accounting Standards No. 130, "Reporting
Comprehensive Income" and No. 131, "Disclosure about Segments of an Enterprise
and Related Information," which are effective for fiscal years beginning after
December 15, 1997. The Company has complied with SFAS No. 130 and determined
there was no effect on the Company's financial statements, and the Company is
currently evaluating the effects of SFAS No. 131.
The Financial Accounting Standards Board recently issued SFAS No. 132,
"Employers' Disclosures about Pensions and Other Postretirement Benefits." This
statement standardizes disclosure requirements for pensions and other
postretirement benefits, and is effective for fiscal years beginning after
December 15, 1997. This statement does not apply to the Company as the Company
does not currently sponsor any defined benefit plan.
SFAS No. 133, "Accounting for Derivative Instruments and Hedging Activities"
establishes accounting and reporting standards for derivatives and hedging
activities. It requires that an entity recognize all derivatives as either
assets or liabilities in the balance sheet and measure those instruments at fair
value. SFAS No.133 is effective for fiscal years beginning after June 15, 1999.
The AICPA issued two new Statements of Position ("SOP") in Fiscal Year 1998, SOP
98-1, "Accounting for Costs of Computer Software Developed or Obtained for
Internal Use" requires that companies capitalize certain internal use software
costs upon meeting of certain criteria. This SOP is effective for fiscal years
beginning after December 15, 1998. SOP 98-5, "Reporting on the Costs of Start-up
Activities" requires companies to expense start-up costs as they are incurred.
This SOP is effective for fiscal years beginning after December 15, 1998.
The Company is currently evaluating SFAS NO. 133, SOP 98-1 and SOP 98-5 and has
not yet determined their impact on the Company's consolidated financial
statements.
YEAR 2000
Management is aware of the potential software anomalies associated with the year
2000 date change. The Company has been evaluating the potential issues that need
to be addressed in connection with its operations. The Company has determined
its products are not date sensitive and does not expect year 2000 exposure for
products sold. A comprehensive review of the Company's computer systems and
software is largely complete and the Company is not aware at this time of any
significant year 2000 issues in its own systems that will not be resolved prior
to the year 2000. Over the last several years, the Company has invested heavily
in new computer hardware and software to improve its business operations. All
such systems were required to be year 2000 compliant as a condition of purchase.
Formal communication have begun with the Company's significant suppliers, large
customers, and financial institutions to ensure that those parties have
appropriate plans in place to properly address the year 2000
8
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Alpha Industries, Inc. and Subsidiaries
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issues. Based on preliminary information, costs of addressing the issue are not
expected to have any material effect upon the Company's financial position,
results of operations, or cash flows in future periods. The Company believes it
has adequate plans in place to address the year 2000 issues. However, there can
be no assurances that the systems on which the Company's operations rely will
be converted on a timely basis and will not have a material effect on the
Company. The Company is in the process of developing a contingency plan for the
year 2000.
OTHER MATTERS
Safe Harbor Statement - Except for the historical information contained herein,
this Form 10-Q contains forward-looking statements that are inherently subject
to risks and uncertainties. The Company's results could differ materially based
on various factors, including without limitation: cancellation or deferral of
customer orders, difficulties in the timely development and market acceptance of
new products, market developments that vary from the current public expectations
concerning the growth of wireless communications, difficulties in manufacturing
new or existing products in sufficient quantity or quality, increased
competitive pressures, decreasing selling prices for the Company's products, or
changes in economic conditions. Further information on factors that could affect
the Company's financial results is included in the Company's periodic reports
filed with the S.E.C., including the Form 10-K for the fiscal year ended March
29, 1998 and subsequent Form 10-Qs.
9
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Alpha Industries, Inc. and Subsidiaries
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PART II - OTHER INFORMATION
ITEM 1 LEGAL PROCEEDINGS
The Company does not have any material pending legal proceedings other than
routine litigation incidental to its business.
The Company has been notified by federal and state environmental agencies of its
potential liability with respect to the Spectron, Inc. Superfund site in Elkton,
Maryland. Several hundred other companies have also been notified about their
potential liability regarding this site. The Company continues to deny that it
has any responsibility with respect to this site other than as a de minimis
-- -------
party. Management is of the opinion that the outcome of the aforementioned
environmental matter will not have a material effect on the Company's operations
or financial position.
ITEM 6 EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
(3) Certificate of Incorporation and By-laws.
(a) Restated Certificate of Incorporation (Filed as Exhibit 3 (a) to
Registration Statement on Form S-3 (Registration No. 33-63857))*.
(b) Amended and restated By-laws of the Corporation dated April 30,
1992 (Filed as Exhibit 3(b) to the Annual Report on Form 10-K for
the year ended March 29, 1992)*.
(4) Instruments defining rights of security holders, including indentures.
(a) Specimen Certificate of Common Stock (Filed as Exhibit 4(a) to
Registration Statement on Form S-3 (Registration No. 33-63857))*.
(b) Frederick County Industrial Development Revenue Bond, Deed of
Trust, Loan Agreement and Guaranty and Indemnification Agreement
dated June 17, 1982 (Filed as Exhibit 4(g) to the Registration
Statement on Form S-8 filed July 29, 1982)*. Bond and Loan
Document Modification Agreement dated December 9, 1993 (Filed as
Exhibit 4(c) to the Quarterly Report on Form 10-Q for the quarter
ended December 26, 1993)*.
(c) Loan and Security Agreement dated December 15, 1993 between
Trans-Tech, Inc., and County Commissioners of Frederick County
(Filed as Exhibit 4(h) to the Quarterly Report on Form 10-Q for
the quarter ended July 3, 1994)*.
(d) Stock Purchase Warrant for 50,000 shares of the Registrant's
Common Stock issued to Silicon Valley Bank as of April 1, 1994
(Filed as Exhibit 4(i) to the Quarterly Report on Form 10-Q for
the quarter ended July 3, 1994)*.
(e) Amended and restated Credit Agreement dated October 1, 1997
between Alpha Industries, Inc., and Trans-Tech, Inc. and Fleet
Bank of Massachusetts and Silicon Valley Bank (Filed as Exhibit
4(f) to the Quarterly Report on Form 10-Q for the quarter ended
December 28, 1997)*.
(10) Material Contracts.
(a) Alpha Industries, Inc., 1986 Long-Term Incentive Plan as amended
(Filed as Exhibit 10(a) to the Quarterly Report on Form 10-Q for
the quarter ended October 2, 1994)*.(1)
(b) Alpha Industries, Inc., Employee Stock Purchase Plan as amended
October 22, 1992 (Filed as Exhibit 10(b) to the Annual Report on
Form 10-K for the fiscal year ended March 28, 1993)* and amended
August 22, 1995 (Filed as Exhibit 10(b) to the Annual Report on
Form 10-K for the fiscal year ended March 31, 1996)*.(1)
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Alpha Industries, Inc. and Subsidiaries
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(c) SERP Trust Agreement between the Registrant and the First National
Bank of Boston as Trustee dated April 8, 1991 (Filed as Exhibit 10(c)
to the Annual Report on Form 10-K for the fiscal year ended March 31,
1991)*. (1)
(d) Alpha Industries, Inc., Long-Term Compensation Plan dated September
24, 1990 (Filed as Exhibit 10(i) to the Annual Report on Form 10-K for
the fiscal year ended March 29, 1992)*; amended March 28, 1991 (Filed
as Exhibit 10 (a) to the Quarterly Report on Form 10-Q for the quarter
ended June 27, 1993)* and as further amended October 27, 1994 (Filed
as Exhibit 10(f) to the Annual Report on Form 10-K for the fiscal year
ended April 2, 1995)*.(1)
(e) Master Equipment Lease Agreement between AT&T Commercial Finance
Corporation and the Registrant dated June 19, 1992 (Filed as Exhibit
10(j) to the Annual Report on Form 10-K for the fiscal year ended
March 28, 1993)*.
(f) Severance Agreement dated January 13, 1997 between the Registrant and
Thomas C. Leonard (Filed as Exhibit 10(f) to the Annual Report on Form
10-K for the fiscal year ended March 30, 1997)*. (1).
(g) Severance Agreement dated May 20, 1997 between the Registrant and
David J. Aldrich (Filed as Exhibit 10(g) to the Annual Report on Form
10-K for the fiscal year ended March 30, 1997)*. (1)
(h) Severance Agreement dated January 14, 1997 between the Registrant and
Richard Langman (Filed as Exhibit 10(h) to the Annual Report on Form
10-K for the fiscal year ended March 30, 1997)*.(1)
(i) Consulting Agreement dated August 13, 1992 between the Registrant and
Sidney Topol (Filed as Exhibit 10(p) to the Annual Report on Form 10-K
for the fiscal year ended April 3, 1994)*.(1)
(j) Master Lease Agreement between Comdisco, Inc. and the Registrant dated
September 16, 1994 (Filed as Exhibit 10(q) to the Quarterly Report on
Form 10-Q for the quarter ended October 2, 1994)*.
(k) Alpha Industries, Inc., 1994 Non-Qualified Stock Option Plan for Non-
Employee Directors (Filed as Exhibit 10(r) to the Quarterly Report on
Form 10-Q for the quarter ended October 2, 1994)*.(1)
(l) Alpha Industries Executive Compensation Plan dated January 1, 1995 and
Trust for the Alpha Industries Executive Compensation Plan dated
January 3, 1995 (Filed as Exhibit 10(p) to the Annual Report on Form
10-K for the fiscal year ended April 2, 1995)*.(1)
(m) Alpha Industries, Inc. Savings and Retirement 401(k) Plan dated July
1, 1996 (Filed as Exhibit 10(n) to the Annual Report on Form 10-K for
the fiscal year ended March 30, 1997)*.
(n) Change in Control Agreement between the Registrant and Paul E. Vincent
dated August 23, 1996 (Filed as Exhibit 10(o) to the Annual Report on
Form 10-K for the fiscal year ended March 30, 1997)*.(1)
(o) Change in Control Agreement between the Registrant and James C. Nemiah
dated August 23, 1996 (Filed as Exhibit 10(p) to the Annual Report on
Form 10-K for the fiscal year ended March 30, 1997)*.(1)
(p) Severance Agreement dated April 30, 1996 between the Registrant and
Jean Pierre Gillard (Filed as Exhibit 10(q) to the Annual Report on
Form 10-K for the fiscal year ended March 30, 1997)*.(1)
(q) Lease Agreement between MIE Properties, Inc. and Trans-Tech, Inc.
(Filed as Exhibit 10(r) to the Quarterly Report on Form 10-Q for the
quarter ended September 29, 1996)*.
(r) Alpha Industries, Inc., 1997 Non-Qualified Stock Option Plan for Non-
Employee Directors (Filed as Exhibit 10(r) to the Annual Report on
Form 10-K for the fiscal year ended March 29, 1998)*.(1)
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Alpha Industries, Inc. and Subsidiaries
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(11) Statement re computation of per share earnings**.
(27) Financial Data Schedules.
(b) Reports on Form 8-K
No reports on Form 8-K were filed with the Securities and
Exchange Commission during the fiscal quarter ended June 28,
1998.
_________________
*Not filed herewith. In accordance with Rule 12b-32 promulgated pursuant to the
Securities Exchange Act of 1934, as amended, reference is hereby made to
documents previously filed with the Commission, which are incorporated by
reference herein.
**Reference is made to Note 3 of the notes to Consolidated Financial Statements
on Page 6 of this Quarterly Report on Form 10-Q which Note 3 is hereby
incorporated by reference herein.
(1) Management Contracts.
12
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Alpha Industries, Inc. and Subsidiaries
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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.
Date: August 10, 1998
---------------
Alpha Industries, Inc. and Subsidiaries
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Registrant
/s/ Thomas C. Leonard
-------------------------------------------
Thomas C. Leonard
Chief Executive Officer
President
/s/ Paul E. Vincent
-------------------------------------------
Paul E. Vincent
Chief Financial Officer
Principal Financial Officer
Principal Accounting Officer
13
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<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
financial statements of Alpha Industries, Inc. and Subsidiaries as of the three
months ended June 28, 1998 and is qualified in its entirety by reference to such
financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAR-28-1999
<PERIOD-END> JUN-28-1998
<CASH> 12,923
<SECURITIES> 5,721
<RECEIVABLES> 17,711
<ALLOWANCES> 641
<INVENTORY> 9,788
<CURRENT-ASSETS> 46,505
<PP&E> 96,605
<DEPRECIATION> 62,700
<TOTAL-ASSETS> 81,548
<CURRENT-LIABILITIES> 17,949
<BONDS> 1,156
0
0
<COMMON> 2,642
<OTHER-SE> 57,453
<TOTAL-LIABILITY-AND-EQUITY> 81,548
<SALES> 29,955
<TOTAL-REVENUES> 29,955
<CGS> 17,132
<TOTAL-COSTS> 25,651
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 69
<INTEREST-EXPENSE> (112)
<INCOME-PRETAX> 3,974
<INCOME-TAX> 0
<INCOME-CONTINUING> 3,974
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 3,974
<EPS-PRIMARY> 0.38
<EPS-DILUTED> 0.37
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
financial statements of Alpha Industries, Inc. and Subsidiaries as of and for
the three months ended June 29, 1997 and is qualified in its entirety by
reference to such financial statements.
</LEGEND>
<RESTATED>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAR-29-1998
<PERIOD-END> JUN-29-1997
<CASH> 4,680
<SECURITIES> 1,341
<RECEIVABLES> 18,512
<ALLOWANCES> 585
<INVENTORY> 9,877
<CURRENT-ASSETS> 35,119
<PP&E> 85,062
<DEPRECIATION> 56,084
<TOTAL-ASSETS> 65,646
<CURRENT-LIABILITIES> 16,400
<BONDS> 3,113
0
0
<COMMON> 2,532
<OTHER-SE> 42,203
<TOTAL-LIABILITY-AND-EQUITY> 65,646
<SALES> 25,705
<TOTAL-REVENUES> 25,705
<CGS> 16,808
<TOTAL-COSTS> 24,389
<OTHER-EXPENSES> 3
<LOSS-PROVISION> 59
<INTEREST-EXPENSE> 80
<INCOME-PRETAX> 1,233
<INCOME-TAX> 123
<INCOME-CONTINUING> 1,110
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,110
<EPS-PRIMARY> 0.11
<EPS-DILUTED> 0.11
</TABLE>
