FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
---------------------------
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934.
For the Quarter Ended June 30, 2000.
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 0-6866
HELIX TECHNOLOGY CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 04-2423640
---------------------------- ------------------------------------
(State of incorporation) (IRS Employer Identification No.)
Mansfield Corporate Center
Nine Hampshire Street
Mansfield, Massachusetts 02048-9171
-------------------------- ----------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (508) 337-5111
-------------------------------
Indicate by checkmark 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 ninety days.
Yes [X] No [ ]
The number of shares outstanding of the registrant's Common Stock, $1 par value,
as of June 30, 2000 was 22,536,204.
<PAGE>
HELIX TECHNOLOGY CORPORATION
Form 10-Q
INDEX
Page
Part I. FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements
Consolidated Balance Sheets as of June 30, 2000 and
December 31, 1999.........................................................3
Consolidated Statements of Operations for the Three and Six-Month
Periods Ended June 30, 2000 and July 2, 1999..............................4
Consolidated Statements of Cash Flows for the Six-Month
Periods Ended June 30, 2000 and July 2, 1999..............................5
Notes to Consolidated Financial Statements................................6-9
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations...........10-13
Item 3. Quantitative and Qualitative Disclosures about Market
Risk ......................................................13
Part II. OTHER INFORMATION
Item 1. Legal Proceedings..........................................14
Item 4. Submission of Matters to a Vote of Security Holders........14
Item 6 (a). Exhibits...................................................14
Item 6 (b). Reports on Form 8-K........................................14
Signature..................................................................15
<PAGE>
<TABLE>
HELIX TECHNOLOGY CORPORATION
CONSOLIDATED BALANCE SHEETS
<CAPTION>
---------------------------------------------------------------------------------------------------
June 30, 2000 December 31, 1999
(in thousands except per share data) (unaudited) (audited)
---------------------------------------------------------------------------------------------------
ASSETS
Current:
<S> <C> <C>
Cash and cash equivalents $ 9,934 $ 11,408
Investments (Note 2) 16,258 15,912
Receivables - net of allowances 32,019 19,479
Inventories (Note 3) 20,983 18,442
Deferred income taxes (Note 4) 7,040 7,040
Other current assets 1,940 1,626
---------------------------------------------------------------------------------------------------
Total Current Assets 88,174 73,907
---------------------------------------------------------------------------------------------------
Property, plant and equipment at cost 45,013 38,724
Less: accumulated depreciation (29,550) (28,093)
---------------------------------------------------------------------------------------------------
Net property, plant and equipment 15,463 10,631
Other assets 10,519 9,117
---------------------------------------------------------------------------------------------------
TOTAL ASSETS $114,156 $ 93,655
===================================================================================================
LIABILITIES AND STOCKHOLDERS' EQUITY
Current:
Accounts payable $ 12,686 $ 8,490
Payroll and compensation 1,652 4,768
Retirement costs 5,088 4,561
Income taxes (Note 4) 10,568 3,238
Other accrued liabilities 961 975
---------------------------------------------------------------------------------------------------
Total Current Liabilities 30,955 22,032
---------------------------------------------------------------------------------------------------
Commitments - -
Stockholders' Equity:
Preferred stock, $1 par value; authorized
2,000,000 shares; issued and outstanding: none - -
Common stock, $1 par value; authorized 60,000,000
shares; issued and outstanding: 22,536,204 in 2000
and 22,375,631 in 1999 22,536 22,376
Capital in excess of par value 9,323 9,314
Treasury stock, $1 par value (14,975 shares in 2000 and
11,602 shares in 1999) (827) (198)
Retained earnings 51,382 39,063
Accumulated other comprehensive income (Note 6) 787 1,068
---------------------------------------------------------------------------------------------------
Total Stockholders' Equity 83,201 71,623
---------------------------------------------------------------------------------------------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $114,156 $ 93,655
===================================================================================================
The accompanying notes are an integral part of these financial statements.
</TABLE>
Page 3
<PAGE>
<TABLE>
HELIX TECHNOLOGY CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)
<CAPTION>
--------------------------------------------------------------------------------------------------------------
Three Months Ended Six Months Ended
June 30, July 2, June 30, July 2,
(in thousands except per share data) 2000 1999 2000 1999
--------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Net sales $58,525 $32,533 $108,575 $58,433
--------------------------------------------------------------------------------------------------------------
Costs and expenses:
Cost of sales 30,858 18,379 56,806 33,490
Research and development 3,934 2,553 7,209 4,619
Selling, general and administrative 10,457 7,597 20,245 14,754
--------------------------------------------------------------------------------------------------------------
45,249 28,529 84,260 52,863
--------------------------------------------------------------------------------------------------------------
Operating income 13,276 4,004 24,315 5,570
Joint venture income 1,056 211 1,598 348
Interest and other income 240 192 537 428
--------------------------------------------------------------------------------------------------------------
Income before taxes 14,572 4,407 26,450 6,346
Income taxes (Note 4) 4,808 1,415 8,728 2,094
--------------------------------------------------------------------------------------------------------------
Net income $ 9,764 $ 2,992 $ 17,722 $ 4,252
==============================================================================================================
Net income per share:
Basic (Note 5) $ 0.43 $ 0.13 $ 0.79 $ 0.19
Diluted (Note 5) $ 0.43 $ 0.13 $ 0.78 $ 0.19
==============================================================================================================
Number of shares used in per share calculations:
Basic (Note 5) 22,516 22,319 22,468 22,313
Diluted (Note 5) 22,796 22,514 22,848 22,493
==============================================================================================================
The accompanying notes are an integral part of these financial statements.
</TABLE>
Page 4
<PAGE>
<TABLE>
HELIX TECHNOLOGY CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
<CAPTION>
---------------------------------------------------------------------------------------------
Six Months Ended
(in thousands) June 30, 2000 July 2, 1999
---------------------------------------------------------------------------------------------
Cash flows from operating activities:
<S> <C> <C>
Net income $ 17,722 $ 4,252
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation 1,968 2,043
Other (1,285) 5
Net change in operating assets and liabilities (A) (3,405) (4,015)
---------------------------------------------------------------------------------------------
Net cash provided by operating activities 15,000 2,285
---------------------------------------------------------------------------------------------
Cash flows from investing activities:
Capital expenditures (6,800) (1,735)
Purchase of investments (23,822) (12,524)
Sale of investments 23,502 14,857
---------------------------------------------------------------------------------------------
Net cash (used) provided by investing activities (7,120) 598
---------------------------------------------------------------------------------------------
Cash flows from financing activities:
Shares tendered for exercise of stock options (5,181) -
Net cash provided by employee stock plans 1,230 327
Cash dividends paid (5,403) (5,349)
---------------------------------------------------------------------------------------------
Net cash (used) by financing activities (9,354) (5,022)
---------------------------------------------------------------------------------------------
Decrease in cash and cash equivalents (1,474) (2,139)
Cash and cash equivalents, at the beginning of the period 11,408 8,843
---------------------------------------------------------------------------------------------
Cash and cash equivalents, at the end of the period $ 9,934 $ 6,704
=============================================================================================
(A) Change in operating assets and liabilities:
(Increase) in accounts receivable $(12,540) $ (7,039)
(Increase) in inventories (2,541) (1,543)
(Increase) in other current assets (314) (508)
Increase in accounts payable 4,196 3,999
Increase in other accrued expenses 7,794 1,076
---------------------------------------------------------------------------------------------
Net change in operating assets and liabilities $ (3,405) $ (4,015)
=============================================================================================
The accompanying notes are an integral part of these financial statements.
</TABLE>
Page 5
<PAGE>
HELIX TECHNOLOGY CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 1 - Basis of Presentation
------------------------------
In the opinion of the Company, the accompanying consolidated financial
statements for the periods ended June 30, 2000, and July 2, 1999, contain all
adjustments (consisting only of normal recurring adjustments) necessary to
present fairly the financial position as of June 30, 2000, and December 31,
1999, and the results of operations and cash flows for the periods ended June
30, 2000, and July 2, 1999.
The results of operations for the six-month period ended June 30, 2000, are not
necessarily indicative of the results expected for the full year.
The consolidated financial statements included herein have been prepared by the
Company, without audit of the six-month periods ended June 30, 2000, and July 2,
1999, pursuant to the rules and regulations of the Securities and Exchange
Commission. Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted pursuant to such rules and
regulations, although the Company believes that the disclosures are adequate to
present fairly the Company's financial position and results of operations. These
consolidated financial statements should be read in conjunction with the
financial statements and the notes thereto included in the Company's latest
Annual Report on Form 10-K.
Note 2 - Investments
--------------------
The Company had investments of $16,258,000 and $15,912,000 as of June 30, 2000,
and December 31, 1999, respectively. The investments were classified as
"available-for-sale," and the difference between the cost and fair value of
these investments was immaterial and is included in other comprehensive income.
Note 3 - Inventories
--------------------
--------------------------------------------------------------------------
(in thousands) June 30, 2000 December 31, 1999
--------------------------------------------------------------------------
Finished goods $ 5,280 $ 5,157
Work in process 10,210 8,716
Materials and parts 5,493 4,569
--------------------------------------------------------------------------
$20,983 $18,442
==========================================================================
Inventories are stated at the lower of cost or market on a first-in, first-out
basis.
Page 6
<PAGE>
HELIX TECHNOLOGY CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 4 - Income Taxes
---------------------
The net federal, state and foreign income tax provisions were $8,728,000 for the
six-month period ended June 30, 2000, and $2,094,000 for the six-month period
ended July 2, 1999. Tax credits are treated as reductions of income tax
provisions in the year in which the credits are realized. The Company does not
provide for federal income taxes on the undistributed earnings of its
wholly-owned foreign subsidiaries, since these earnings are indefinitely
reinvested.
The effective income tax rate for the six-month periods ended June 30, 2000, and
July 2, 1999, was 33%.
The major components of deferred tax assets are compensation and benefit plans,
inventory valuation and depreciation. Based on past experience, the Company
expects that the future taxable income will be sufficient for the realization of
the deferred tax assets. The Company believes that a valuation allowance is not
required.
Note 5 - Net Income Per Share
-----------------------------
Basic net income per common share is based on the weighted average number of
common shares outstanding during the period. Diluted net income per common share
reflects the potential dilution that could occur if outstanding stock options
were exercised.
The following table sets forth the computation of basic and diluted net income
per common share:
<TABLE>
<CAPTION>
------------------------------------------------------------------------------------------------------------
Three Months Ended Six Months Ended
(in thousands except per share data) June 30, 2000 July 2, 1999 June 30, 2000 July 2, 1999
------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Net income $ 9,764 $ 2,992 $17,722 $ 4,252
============================================================================================================
Basic shares 22,516 22,319 22,468 22,313
Add: Common equivalent shares (1) 280 195 380 180
------------------------------------------------------------------------------------------------------------
Diluted shares 22,796 22,514 22,848 22,493
============================================================================================================
Basic net income per share $ 0.43 $ 0.13 $ 0.79 $ 0.19
============================================================================================================
Diluted net income per share $ 0.43 $ 0.13 $ 0.78 $ 0.19
============================================================================================================
(1) Common equivalent shares represent shares issuable upon exercise of stock
options (using the treasury stock method). The Company had 35,000 and
210,000 options outstanding not included in the computation of diluted
shares as of June 30, 2000, and July 2, 1999, respectively, because the
option price was greater than the average market price of the common
shares, and the inclusion of such shares would be anti-dilutive.
</TABLE>
Page 7
<PAGE>
HELIX TECHNOLOGY CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 6 - Other Comprehensive Income
-----------------------------------
SFAS 130 requires unrealized gains or losses on the Company's investments and
foreign currency translation adjustments, which prior to adoption were reported
separately in stockholders' equity to be included in other comprehensive income.
<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------------------------
Three Months Ended Six Months Ended
(in thousands) June 30, 2000 July 2, 1999 June 30, 2000 July 2, 1999
--------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Net income $ 9,764 $2,992 $17,722 $4,252
--------------------------------------------------------------------------------------------------------------
Other comprehensive (loss) income before tax:
Foreign currency translation adjustment (381) (531) (241) 690
Unrealized gain (loss) on available-for-sale
investment 5 (64) 26 (62)
--------------------------------------------------------------------------------------------------------------
Other comprehensive (loss) income, before tax (376) (595) (215) 628
Income tax related to items of other
comprehensive income (loss) 33 159 (66) (294)
--------------------------------------------------------------------------------------------------------------
Other comprehensive (loss) income, net of tax (343) (436) (281) 334
--------------------------------------------------------------------------------------------------------------
Comprehensive income $ 9,421 $2,556 $17,441 $4,586
==============================================================================================================
</TABLE>
Note 7 - New Accounting Pronouncements
--------------------------------------
In June 1998, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 133 (SFAS 133), "Accounting for Derivative
Instruments and Hedging Activities." This statement establishes accounting and
reporting standards for derivative instruments, including some derivative
instruments embedded in other contracts (collectively referred to as
derivatives), and for hedging activities. The Company will adopt SFAS 133 in
2001, in accordance with SFAS 137, which deferred the effective date of SFAS
133. The adoption of this standard in 2001 is not expected to have a material
impact on the Company's consolidated financial statements.
In December 1999, the Securities and Exchange Commission issued Staff Accounting
Bulletin No. 101 (SAB 101), "Revenue Recognition in Financial Statements." SAB
101 summarizes the staff's view in applying generally accepted accounting
principles to selected revenue recognition issues. The application of the
guidance in SAB 101 will be required in the Company's fourth quarter of 2000.
The Company is evaluating the application of SAB 101 and has not determined the
impact on the Company's consolidated financial statements.
In March 2000, the Financial Accounting Standards Board issued Financial
Accounting Standards Board Interpretation No. 44, "Accounting for Certain
Transactions Involving Stock Compensation--an interpretation of APB Opinion No.
25" (FIN 44). FIN 44 clarifies the
Page 8
<PAGE>
HELIX TECHNOLOGY CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 7 - New Accounting Pronouncements (continued)
--------------------------------------------------
application of APB Opinion No. 25, and among other issues clarifies the
following: the definition of an employee for purposes of applying APB Opinion
No. 25; the criteria for determining whether a plan qualifies as a
noncompensatory plan; the accounting consequence of various modifications to the
terms of previously fixed stock options or awards; and the accounting for an
exchange of stock compensation awards in a business combination. FIN 44 is
effective July 1, 2000, but certain conclusions in FIN 44 cover specific events
that occurred after either December 15, 1998 or January 12, 2000. The adoption
of FIN 44 is not expected to have a material impact on the Company's
consolidated financial statements.
Page 9
<PAGE>
HELIX TECHNOLOGY CORPORATION
PART I
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
--------------------------------------------------------------------------------
Results of Operations
---------------------
Net sales for the three months ended June 30, 2000, (the "2000 Quarter") were
$58.5 million compared with net sales for the three months ended July 2, 1999,
(the "1999 Quarter") of $32.5 million, an increase of 79.9%. Net sales for the
six months ended June 30, 2000, (the "2000 Period") were $108.6 million, an
increase of 85.8%, from $58.4 million for the six months ended July 2, 1999 (the
"1999 Period"). The Company continued to benefit from the significant increase
in demand for semiconductor capital equipment.
The gross profit percentage for the 2000 Quarter was 47.3% compared with 43.5%
for the 1999 Quarter. The gross profit percentage for the 2000 Period was 47.7%
compared with 42.7% for the 1999 Period. The improvement in gross margin was
primarily attributable to increased sales volume, offset by costs relating to a
new manufacturing and engineering center in Colorado, a new customer support
center in Taiwan, expansion of our Japanese customer support center and, to a
lesser extent, customer and product mix and higher than normal production costs
relating to 300 mm pilot products.
Research and development expenses were $3.9 million for the 2000 Quarter, or
6.7% of net sales, compared to $2.6 million, or 7.8% of net sales, for the 1999
Quarter. Spending was $7.2 million, or 6.6% of net sales for the 2000 Period,
compared to $4.6 million, or 7.9% of net sales, for the 1999 Period. The Company
increased its spending on projects to support 300mm products, GOLDLink support
services and ongoing improvements to its core products.
Total selling, general and administrative expenses increased by $2.9 million in
the 2000 Quarter and $5.5 million in the 2000 Period compared to the 1999
Quarter and the 1999 Period. The increase in spending was primarily attributable
to expenditures to support increased sales activities worldwide, the
aforementioned locations in Colorado, Taiwan and Japan and our GOLDLink global
support initiative.
Operating income increased $9.3 million and $18.7 million in the 2000 Quarter
and the 2000 Period, respectively, compared with the 1999 Quarter and the 1999
Period. The primary reasons for the increases were higher net sales and spending
growth that was lower than sales growth.
For the 2000 Quarter, the Company had pretax income of $14.6 million resulting
in a tax provision of $4.8 million compared to a pretax income of $4.4 million
and a tax provision of $1.4 million for the 1999 Quarter. For the 2000 Period,
the Company had pretax income of $26.5 million and a tax provision of $8.7
million compared to pretax income of $6.3 million and a tax provision of $2.1
million for the 1999 Period.
The effective tax rate for the 2000 and 1999 Quarters and Periods was 33%.
Page 10
<PAGE>
HELIX TECHNOLOGY CORPORATION
PART I
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations (continued)
--------------------------------------------------------------------------------
Liquidity and Capital Resources
-------------------------------
Cash provided by operating activities for the 2000 Period was $15.0 million
compared with $2.3 million for the 1999 Period, primarily due to increased net
income.
The Company's historical annual capital needs have been approximately $4.0
million to $5.0 million. However, in 2000 the Company has four major initiatives
that the Company expects will result in capital spending of approximately $10.0
million. These initiatives are as follows: consolidation of its Colorado
operations into a new 60,000 square foot leased facility, the first phase of a
new corporate information system, a GOLDLink global support operations center
and the opening of a sales and service location in Taiwan. Cash used by
investing activities was $7.1 million during the 2000 Period, primarily due to
increased capital expenditures related to the consolidation of the Company's
Colorado operations into the new facility and the opening of a sales and
customer support center in Taiwan.
Cash dividends paid to stockholders during the 2000 Period were $5.4 million
compared to $5.3 million during the 1999 Period.
The Company believes that existing cash, cash equivalents, investment balances
and anticipated cash flow from operations will be adequate to fund operations
and its capital expenditure program for the foreseeable future. The Company also
has a $25 million unsecured line of credit.
New Accounting Pronouncements
-----------------------------
In June 1998, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 133 (SFAS 133), "Accounting for Derivative
Instruments and Hedging Activities." This statement establishes accounting and
reporting standards for derivative instruments, including some derivative
instruments embedded in other contracts (collectively referred to as
derivatives), and for hedging activities. The Company will adopt SFAS 133 in
2001, in accordance with SFAS 137, which deferred the effective date of SFAS
133. The adoption of this standard in 2001 is not expected to have a material
impact on the Company's consolidated financial statements.
In December 1999, the Securities and Exchange Commission issued Staff Accounting
Bulletin No. 101 (SAB 101), "Revenue Recognition in Financial Statements." SAB
101 summarizes the staff's view in applying generally accepted accounting
principles to selected revenue recognition issues. The application of the
guidance in SAB 101 will be required in the Company's fourth quarter of 2000.
The Company is evaluating the application of SAB 101 and has not determined the
impact on the Company's consolidated financial statements.
Page 11
<PAGE>
HELIX TECHNOLOGY CORPORATION
PART I
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations (continued)
--------------------------------------------------------------------------------
New Accounting Pronouncements (continued)
-----------------------------------------
In March 2000, the Financial Accounting Standards Board issued Financial
Accounting Standards Board Interpretation No. 44, "Accounting for Certain
Transactions Involving Stock Compensation--an interpretation of APB Opinion No.
25" (FIN 44). FIN 44 clarifies the application of APB Opinion No. 25, and among
other issues clarifies the following: the definition of an employee for purposes
of applying APB Opinion No. 25; the criteria for determining whether a plan
qualifies as a noncompensatory plan; the accounting consequence of various
modifications to the terms of previously fixed stock options or awards; and the
accounting for an exchange of stock compensation awards in a business
combination. FIN 44 is effective July 1, 2000, but certain conclusions in FIN 44
cover specific events that occurred after either December 15, 1998 or January
12, 2000. The adoption of FIN 44 is not expected to have a material impact on
the Company's consolidated financial statements.
Certain Factors That May Affect Future Results
----------------------------------------------
From time to time, information provided by the Company, statements made by its
employees or information included in its filings with the Securities and
Exchange Commission may contain statements that are not historical facts but
that are "forward-looking statements" involving risks and uncertainties. In
particular, statements in "Management's Discussion and Analysis of Financial
Condition and Results of Operations" relating to the Company's shipment levels,
profitability, sufficiency of capital to meet working capital and capital
expenditure requirements may be forward-looking statements. The words "expect,"
"anticipate," "plan," "believe," "seek," "estimate" and similar expressions are
intended to identify such forward-looking statements. Such statements are not
guarantees of future performance and involve certain risks, uncertainties and
assumptions that could cause the Company's future results to differ materially
from those expressed in any forward-looking statements made by or on behalf of
the Company. Many such factors are beyond the Company's ability to control or
predict. Readers are accordingly cautioned not to place undue reliance on
forward-looking statements. The Company disclaims any intent or obligation to
update publicly any forward-looking statements, whether in response to new
information or future events or otherwise. Important factors that may cause the
Company's actual results to differ from such forward-looking statements include,
but are not limited to, the factors discussed below.
The Company's business depends in large part upon the capital expenditures of
semiconductor manufacturers, which, in turn, depend on the current and
anticipated market demand for integrated circuits and products utilizing
integrated circuits. The semiconductor industry is highly cyclical and has
historically experienced periodic downturns, which generally have had a severe
effect on the semiconductor industry's demand for capital equipment and have
adversely affected the Company's results of operations. There can be no
assurance that developments in the semiconductor industry or the semiconductor
equipment industry will occur at the rate or in the manner expected by the
Company.
Page 12
<PAGE>
HELIX TECHNOLOGY CORPORATION
PART I
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations (continued)
--------------------------------------------------------------------------------
Certain Factors That May Affect Future Results (continued)
----------------------------------------------------------
In addition to the cyclical nature of the semiconductor industry, the Company
faces the following risks and uncertainties among others: the need to
continuously develop, manufacture and gain customers' acceptance of new products
and product enhancements; dependence on a limited number of customers and
concentration of sales to one or a few customers; the Company's ability to
attract and retain certain key personnel; the ability of the Company to protect
its technology assets by obtaining and enforcing patents; and dependence on sole
and limited source suppliers for certain components and subassemblies included
in the Company's products and systems. As a result of the foregoing and other
factors, the Company may experience material fluctuations in its future
operating results on a quarterly or annual basis which could materially affect
its business, financial position, results of operations and stock price.
Item 3. Quantitative and Qualitative Disclosures about Market Risk
---------------------------------------------------------------------
There have been no significant changes in the Company's market risks since the
year ended December 31, 1999. For more information please read the consolidated
financial statements and notes thereto included in the Company's Annual Report
on Form 10-K for the year ended December 31, 1999.
Page 13
<PAGE>
HELIX TECHNOLOGY CORPORATION
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
-------------------------------
In the normal course of business, the Company is subject to various legal
proceedings and claims. The Company is a defendant in an action brought by
Raytheon Company on November 10, 1998, in Massachusetts Superior Court claiming
damages from the sale of allegedly defective components by the Company to
Raytheon, which the Company no longer sells. The Company believes that it has
meritorious defenses to the claims and that, although the outcome of the action
cannot be predicted with certainty, the disposition of the claim should not have
a material effect on the financial position of the Company.
Item 4. Submission of Matters to a Vote of Security Holders
-----------------------------------------------------------------
The Company's Annual Meeting of Stockholders was held on April 27, 2000.
Proposal I submitted to a vote of security holders at the meeting was the
election of Directors. The following Directors, being all of the Directors of
the Corporation, were elected at the meeting, with the number of votes cast for
each Director or withheld from each Director being set forth after his
respective name:
Name Votes For Votes Withheld
-------------------------------------------------------------------------------
Arthur R. Buckland 19,413,779 85,560
Matthew O. Diggs, Jr. 19,415,954 83,385
Frank Gabron 19,415,146 84,193
Robert H. Hayes 19,415,614 83,725
Robert J. Lepofsky 19,415,879 83,460
Marvin G. Schorr 19,412,436 86,903
Mark S. Wrighton 19,415,629 83,710
Item 6(a). Exhibits
----------------------
27.1 Financial Data Schedule (EDGAR version only).
Item 6(b). Reports on Form 8-K
---------------------------------
The Company did not file any Current Reports on Form 8-K during the quarter
ended June 30, 2000.
Page 14
<PAGE>
HELIX TECHNOLOGY CORPORATION
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.
HELIX TECHNOLOGY CORPORATION
(Registrant)
July 28, 2000 By: /s/Michael El-Hillow
------------------------------ ----------------------------
Date Michael El-Hillow
Senior Vice President
Chief Financial Officer
Page 15
