SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 10-Q
Quarterly Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the Quarter Ended: Commission File number:
June 30, 1995 0-11412
AMTECH SYSTEMS, INC.
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(Exact name of Registrant as specified in its charter)
Arizona 86-0411215
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
131 South Clark Drive Tempe, Arizona 85281
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(Address of Principal Executive Offices) (Zip Code)
(602) 967-5146
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(Registrant's telephone number,
including area code)
N/A
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Former name, former address and former
fiscal year, if changed since last report
Indicate by check mark whether the Registrant (i) has filed all reports
required 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 (ii) 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 close of the period covered by this report.
2,154,101 Shares
<PAGE>
PART I. FINANCIAL INFORMATION
AMTECH SYSTEMS, INC.
AND SUBSIDIARIES
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CONSOLIDATED BALANCE SHEETS - ASSETS
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JUNE 30, SEPTEMBER 30,
1995 1994
----------- -----------
(UNAUDITED)
CURRENT ASSETS:
Cash and cash equivalents $ 1,818,702 $ 736,984
Short-term investments 3,063,556 343,992
Accounts receivable, less allowance
for doubtful accounts of $55,000
in 1995 and $45,000 in 1994 1,829,835 1,541,945
Inventories 642,551 331,935
Deferred income taxes 131,000 129,000
Prepaid expenses and other 44,891 12,875
----------- -----------
Total current assets 7,530,535 3,096,731
----------- -----------
PROPERTY AND EQUIPMENT,
AT COST:
Leasehold improvements 128,548 124,956
Machinery and equipment 426,459 276,109
Furniture and fixtures 532,972 601,549
----------- -----------
1,087,979 1,002,614
Less: accumulated
depreciation and
amortization (478,173) (485,426)
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Property and equipment - net 609,806 517,188
----------- -----------
PURCHASE PRICE IN EXCESS
OF NET ASSETS ACQUIRED 86,812 91,303
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OTHER ASSETS 59,352 269,700
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$ 8,286,505 $ 3,974,922
=========== ===========
See accompanying Notes to Condensed Financial Statements.
<PAGE>
AMTECH SYSTEMS, INC.
AND SUBSIDIARIES
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CONSOLIDATED BALANCE SHEETS
LIABILITIES AND STOCKHOLDERS' INVESTMENT
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JUNE 30, SEPTEMBER 30,
1995 1994
----------- -----------
(UNAUDITED)
CURRENT LIABILITIES:
Accounts payable $ 376,033 $ 297,767
Accrued liabilities:
Compensation and related taxes 355,215 250,844
Warranty and installation expenses 69,932 114,390
Other 448,638 114,102
Income taxes payable 136,000 75,000
----------- -----------
Total current
liabilities 1,385,818 852,103
----------- -----------
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' INVESTMENT (Note 5):
Preferred stock, no specified
terms; 100,000,000 shares
authorized; none issued
Common stock, $.01 par value;
100,000,000 shares authorized;
2,154,101 shares outstanding at
June 30, 1995 and 945,351 shares
outstanding at September 30, 1994 21,541 9,454
Additional paid-in capital 7,877,622 4,260,703
Retained earnings (accumulated
deficit) (1,052,769) (1,147,338)
Equity adjustment from foreign
currency translation 54,293 --
----------- -----------
Total stockholders'
investment 6,900,687 3,122,819
----------- -----------
$ 8,286,505 $ 3,974,922
=========== ===========
See accompanying Notes to Condensed Financial Statements.
<PAGE>
AMTECH SYSTEMS, INC.
AND SUBSIDIARIES
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CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE AND NINE MONTHS ENDED JUNE 30, 1995 AND 1994
--------------------------------------------------------------------------------
THREE MONTHS ENDED NINE MONTHS ENDED
JUNE 30, JUNE 30,
1995 1994 1995 1994
---------- ---------- ---------- ----------
(Unaudited) (Unaudited) (Unaudited) (Unaudited)
SEMICONDUCTOR EQUIPMENT:
Net product sales $1,379,603 $1,206,567 $4,816,947 $3,384,745
Cost of product sales 869,368 739,578 3,235,567 2,031,485
---------- ---------- ---------- ----------
Gross margin 510,235 466,989 1,581,380 1,353,260
Selling and general 385,005 337,869 1,200,259 842,222
Photo-CVD project (Note 2) -- -- -- 355,405
Other research &
development 29,990 13,229 164,386 34,814
---------- ---------- ---------- ----------
Operating profit 95,240 115,891 216,735 120,819
---------- ---------- ---------- ----------
TECHNICAL CONTRACT
PERSONNEL:
Net revenues 1,055,718 1,935,083 3,370,462 4,693,964
Cost of revenue 927,639 1,725,805 2,970,130 4,236,636
---------- ---------- ---------- ----------
Gross margin 128,079 209,278 400,332 457,328
Selling and general 119,660 104,690 350,871 297,640
---------- ---------- ---------- ----------
Operating profit 8,419 104,588 49,461 159,688
---------- ---------- ---------- ----------
CORPORATE EXPENSES 67,969 54,385 249,176 203,556
---------- ---------- ---------- ----------
INCOME FROM OPERATIONS 35,690 166,094 17,020 76,951
Interest income 74,788 13,479 152,549 42,359
---------- ---------- ---------- ----------
INCOME BEFORE
INCOME TAXES 110,478 179,573 169,569 119,310
PROVISION FOR
INCOME TAXES 43,000 80,000 75,000 72,000
---------- ---------- ---------- ----------
NET INCOME $ 67,478 $ 99,573 $ 94,569 $ 47,310
========== ========== ========== ==========
INCOME PER SHARE:
Primary $ .03 $ .10 $ .05 $ .05
Fully diluted $ .03 $ .10 $ .05 $ .05
WEIGHTED AVERAGE
OUTSTANDING SHARES:
Primary 2,188,417 965,074 1,845,736 965,074
Fully diluted 2,560,520 965,074 2,101,034 965,074
See accompanying Notes to Condensed Financial Statements.
<PAGE>
AMTECH SYSTEMS, INC.
AND SUBSIDIARIES
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CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED JUNE 30, 1995 AND 1994
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NINE MONTHS ENDED JUNE 30,
1995 1994
------------ ------------
(Unaudited) (Unaudited)
OPERATING ACTIVITIES
Net income $ 94,569 $ 47,310
Adjustments to reconcile net income
to net cash provided by (used in)
operating activities:
Depreciation and amortization 102,860 49,690
Deferred tax benefit (2,000) (15,000)
Write-downs of receivables
and inventory 63,000 26,838
Gain on sale of assets (426) --
Changes in operating assets
and liabilities:
Decrease (increase) in
accounts receivable (279,508) 33,703
Increase in inventories
and prepaid expenses (339,187) (140,850)
Decrease (increase)
in other assets 201,773 (193,208)
Increase in accounts payable 67,786 49,577
Increase (decrease) in
income taxes payable 61,000 (69,000)
Increase in accrued liabilities 363,665 73,653
------------ ------------
Net cash provided by (used in)
operating activities 333,532 (137,287)
------------ ------------
INVESTING ACTIVITIES
Net maturities (purchases) of
short-term investments (2,719,564) 105,830
Proceeds from asset sale 10,000 --
Purchases of property and equipment (206,510) (253,778)
------------ ------------
Net cash used in investing
activities (2,916,074) (147,948)
------------ ------------
FINANCING ACTIVITIES
Net proceeds from public offering 3,623,382 --
Compensation paid with common stock 5,624 --
------------ ------------
Net cash provided by financing
activities 3,629,006 --
------------ ------------
Effect of exchange rate changes on cash 35,254 --
------------ ------------
INCREASE (DECREASE) IN CASH
AND CASH EQUIVALENTS 1,081,718 (285,235)
CASH AND CASH EQUIVALENTS,
BEGINNING OF PERIOD 736,984 1,001,765
------------ ------------
CASH AND CASH EQUIVALENTS,
END OF PERIOD $ 1,818,702 $ 716,530
============ ============
See accompanying Notes to Condensed Financial Statements.
<PAGE>
AMTECH SYSTEMS, INC.
AND SUBSIDIARIES
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CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED JUNE 30, 1995 AND 1994
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SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
1995 1994
------- --------
Cash paid during the period for:
Income taxes, net of (refunds) $ 16,000 $ 156,000
See accompanying Notes to Condensed Financial Statements.
<PAGE>
AMTECH SYSTEMS, INC.
AND SUBSIDIARIES
NOTES TO CONDENSED FINANCIAL STATEMENTS
JUNE 30, 1995
(1) BASIS OF PRESENTATION
The accompanying consolidated financial statements include the accounts
of Amtech Systems, Inc. and its subsidiaries, Tempress Systems, Inc. and Echelon
Service Company, hereinafter referred to as the Company. All significant
intercompany accounts and transactions have been eliminated in consolidation.
(2) INTERIM REPORTING
The accompanying consolidated financial statements are unaudited;
however, these financial statements contain all adjustments which are, in the
opinion of management, necessary to a fair presentation of the financial
position of the Company as of June 30, 1995 and September 30, 1994 and the
results of its operations for the three and nine months ended June 30, 1995 and
1994, and its cash flows for the nine months ended June 30, 1995 and 1994.
The accounting policies followed by the Company are set forth in Note 2
to the financial statements in the Company's Annual Report on Form 10-K for the
year ended September 30, 1994, which is incorporated herein by reference.
During March 1994, the Company entered into a research and development
contract with and paid $355,405 to the University of California at Santa Cruz
(the "University"). The University is to develop designs and specifications for
a prototype model of a product embodying the Company's patented photo CVD
(chemical vapor deposition) process and to conduct a study in an attempt to
prove the feasibility and demonstrate the practical application of the Company's
technology. Because recovery of the cost of that contract is dependent upon the
outcome of the study and future development of a commercial product, the payment
was recorded as research and development expense in fiscal 1994.
Inventories as of June 30, 1995 and September 30, 1994 included
work-in-process of $204,870 and $51,602, respectively. The remaining inventory
consists of purchased parts and completed sub-assemblies.
The results of operations for the three and nine months ended June 30,
1995 and 1994, are not necessarily indicative of the results to be expected for
the full year.
(3) RECLASSIFICATIONS
Certain reclassifications have been made to the amounts for the three
and nine month periods of fiscal 1994 to conform to the presentation of the
fiscal 1995 amounts.
(4) INCOME TAXES
Income taxes were calculated by applying the estimated effective tax
rate for the fiscal year to the income before income taxes.
(5) STOCKHOLDERS' INVESTMENT
On December 22, 1994, the Company completed a secondary public offering
of 1,207,500 shares of its $.01 par value common stock and redeemable warrants
for an equal number of shares. The sale was in the form of units which were
comprised of three (3) shares and three (3) redeemable warrants each, and which
were sold to the public at a price of $11.25 per unit. The gross proceeds from
the public sale amounted to $4,528,125. Each redeemable warrant entitles the
holder to acquire one share of common stock at an exercise price of $5.50 per
share until December 15, 1999. The redeemable warrants are subject to the
Company's right of redemption, under certain circumstances, at $.05 each during
the period in which they are exercisable. The Company also sold a warrant to the
underwriter entitling the underwriter to purchase 35,000 units at a price of
$13.50 each. The net proceeds to the Company were approximately $3,623,000.
During June 1995, the market price of the common stock exceeded the
$5.50 exercise price of the redeemable warrants. Should the market price of the
common stock remain higher than the exercise price of the redeemable warrants
through the end of the fiscal year, they will be treated as if they had been
exercised and the average number of outstanding shares will be increased
according to the treasury stock method.
AMTECH SYSTEMS, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
FINANCIAL CONDITION AND WORKING CAPITAL. During the nine months ended June 30,
1995, working capital increased by $3,900,000 to $6,145,000 from $2,245,000, a
174% increase. Also, the ratio of current assets to current liabilities
increased to 5.4:1 from 3.6:1. These changes resulted primarily from the net
proceeds of the public offering discussed in Note 5 to Condensed Financial
Statements for the nine months ended June 30, 1995. The Company does not have
any long or short-term debt, and stockholders' investment is 83% of total
capitalization.
LIQUIDITY AND CAPITAL RESOURCES. As of June 30, 1995, the Company's cash and
cash equivalents amounted to $1,819,000, an increase of $1,082,000, or 147%,
since September 30, 1994. The Company also had short-term investments of
$3,064,000 at June 30, 1995, compared with $344,000 as of September 30, 1994.
The primary sources of cash during the nine months ended June 30, 1995 were the
$3,623,000 of proceeds from the public offering and the $334,000 of net cash
provided by operating activities. The primary uses of cash during that period
were the $2,720,000 of net purchases of short-term investments and $207,000 of
purchases of property and equipment.
During 1995, another $100,000 is expected to be expended in completing the
furnace to be used for customer demonstrations and the marketing of horizontal
diffusion furnaces. That cost is expected to be capitalized and depreciated over
a five year period. Because the furnace product is based upon existing
technology and know-how, no material development costs are expected to be
incurred in connection with this project. The Company continues to seek out
opportunities for product development or possible product or business
acquisitions.
In August 1994, the Company paid approximately $90,000 for certain machinery and
equipment, of the former Tempress B.V., purchased from a third party. The
Company used those assets to start the Company's diffusion furnace business in
The Netherlands on September 26, 1994, under the name Tempress Systems, Inc.
Assuming this operation grows as planned, additional funds will be used to fund
its working capital requirements, as has been the case during the first nine
months of fiscal 1995.
The $4,882,000 of cash and short-term investments as of June 30, 1995, are a
readily available source of liquidity. The Company's present liquidity and
capital resources are believed to be adequate for its present operations.
Assuming the results of the photo-assisted CVD feasibility study are favorable,
a substantial portion of those funds will be required to develop the
photo-assisted CVD technology discussed in Note 2 to the Condensed Financial
Statements and to manufacture and market the resultant product, if any.
Approximately $3,200,000 is expected to be applied to such development. However,
the estimated development costs do not include the cost required for the
expansion of facilities for the manufacture of the new product. Funds for that
expansion, if any, are expected to be obtained from the cash flow from
operations and other possible sources of financing. There is no assurance of the
availability or sufficiency of such sources.
The semiconductor equipment order backlog was approximately $1,314,000,
as of June 30, 1995, as compared to $700,000 as of June 30, 1994. Orders are
generally shipped within one to six months of receipt.
<PAGE>
RESULTS OF OPERATIONS.
THREE MONTHS ENDED JUNE 30,
1995 vs. 1994
SEMICONDUCTOR EQUIPMENT.
The semiconductor equipment revenues increased 14% to $1,380,000 in the
third quarter of fiscal 1995 from $1,207,000 in the third quarter of fiscal
1994. Tempress shipments from the Netherlands account for the increase.
Gross margin increased 9% from $467,000 in the third quarter of fiscal
1994 to $510,000 in the third quarter of fiscal 1995. The Company benefited from
increased margins on sales of Amtech's U.S. product line. This was partially
offset, as Tempress shipments fell below the break-even point, as the second
systems order is not scheduled to ship until the fourth fiscal quarter. Gross
margin as a percentage of revenue declined to 37% from 39% in the preceding
year. The decrease in the gross margin percentage is primarily due to Tempress'
low sales volume relative to its fixed costs of engineering and manufacturing.
The 37% gross margin percentage for the quarter ended June 30, 1995 is an
improvement over the 33% realized during the second fiscal quarter.
Selling and general costs were $47,000 higher in the three months ended
June 30, 1995 than they were in the third quarter of fiscal 1994, representing
primarily the additional overheads of the Netherlands operation started at the
beginning of the current fiscal year. Amounts expended on other research and
development projects, primarily developing new automation products and improving
existing ones, increased by $17,000 in the third quarter of fiscal 1995 as
compared to the similar period in fiscal 1994.
In summary, the semiconductor equipment segment produced an operating
profit of $95,000 in the quarter ended June 30, 1995, a decline of $21,000
compared to the operating profit of $116,000 realized in the third quarter of
fiscal 1994. The decline in operating profit results from the third quarter
start-up losses of the Tempress operation in the Netherlands, as that operation
did not have a large systems shipment in that quarter.
TECHNICAL CONTRACT PERSONNEL BUSINESS
Net revenues of this segment were $1,056,000 for the third quarter of
fiscal 1995, compared to $1,935,000 for the third quarter of fiscal 1994. The
45% decrease in revenues is primarily a result of one large client no longer
having the peak requirements for technical contract personnel that it had during
the last nine months of fiscal 1994.
The gross margins for this segment were $128,000 in fiscal 1995 quarter
as compared to $209,000 in the third quarter of fiscal 1994. The gross margin
percentage increased from 11% of this segment's revenues in the third quarter of
fiscal 1994 to 12% for the quarter ended June 30 1995. The increase in gross
margin as a percentage of revenue is due to the fact that most of the decline in
revenue is from clients that required a lower level of service and from which
the Company earned a lower gross margin.
Selling and general expenses of this segment were $15,000 higher in the
fiscal 1995 third quarter as compared to the third quarter of fiscal 1994, but
are expected to return to the lower level in the fourth quarter.
Operating profit for this segment was $96,000 higher during the third
quarter of fiscal 1994, as compared to the latest quarter of fiscal 1995,
primarily due to one large client having peak requirements for technical
contract personnel during the fiscal 1994 period which did not extend into the
third quarter of fiscal 1995.
TOTAL COMPANY
The Company's total operating profit for the three months ended June
30, 1995 declined $117,000, because of the start-up losses of the Tempress
operation and the reduced operating profit of the technical contract personnel
segment as clients that previously had peak requirements returned to a more
normal level of personnel requirements. The decline in operating profit was
partially offset by the $61,000 increase in interest income derived from cash
equivalents and short-term investments.
The $43,000 income tax provision for the third quarter of fiscal 1995
is lower than what would result from applying the statutory rates to the before
tax income, as the effects of permanent differences between financial and
taxable income (e.g. the reductions in allowable deductions for meals and
entertainment expenses) were more than offset by the reduction in the valuation
allowance recorded against the deferred tax asset.
<PAGE>
NINE MONTHS ENDED JUNE 30,
1995 vs. 1994
SEMICONDUCTOR EQUIPMENT.
The semiconductor equipment revenues increased 42% to $4,817,000 in the
first nine months of fiscal 1995 from $3,385,000 in the three quarters ended
June 30, 1994. The increase is due almost equally to the shipments resulting
from the start-up of the Tempress Systems operation in the Netherlands and to
increased orders for the Company's domestically produced diffusion processing
and automation products. Gross margins increased 17%, or $228,000, over the same
period almost entirely from the shipments of the Tempress operation during the
second quarter. Because engineering and pricing problems of the domestic
operations during the first two quarters of fiscal 1995, the increase in sales
of the domestic operation did not significantly contribute to the increase in
gross margins.
Gross margins as a percentage of revenue decreased from 40% in the
first nine months of fiscal 1994 to 33% for the first three quarters of fiscal
1995. The decrease in the gross margin percentage is primarily due to the
effects of design and pricing errors on the balance of the orders quoted and
designed in the nine months ended December 31, 1995 and discussed in the
Company's 1994 report on Form 10-K and in the report on Form 10-Q for the first
quarter of the current fiscal year. The gross margins as a percentage of revenue
for Tempress were lower than earned by the semiconductor segment last year,
because it is in the start-up phase and therefore fixed expenses are spread over
a lower sales volume.
The selling and general expenses of the semiconductor segment for the
first nine months of fiscal 1995 were $358,000 higher than in the comparable
period of last fiscal year. The increase in such expenses is entirely due to the
addition of the Tempress start-up operation in the Netherlands.
During March 1994, the Company entered into a research and development
contract with and paid $355,405 to the University of California at Santa Cruz
(the "University"). Total research and development costs decreased $226,000 from
$390,000 in the first three quarters of fiscal 1994 to $164,000 during the nine
months ended June 30, 1995, as there was no expenditure in the first three
quarters of fiscal 1995 comparable to the research contract discussed in the
preceding sentence and in Note 2 to the Condensed Financial Statements. However,
the costs of developing a new Tempress horizontal diffusion furnace explains why
the reduction was less than the amount of the research and development contract.
For the first nine months of fiscal 1995, the semiconductor equipment
segment had an operating profit of $217,000 as compared to $121,000 for the
first three quarters of fiscal 1994. The $96,000 improvement is less than the
amount expended in 1994 for the University contract, as the first three quarters
of fiscal 1995 include the start-up costs and losses of Tempress.
While Tempress Systems, Inc. had significant start-up losses during the
first and third quarters and cumulatively for the nine months ended June 30,
1995, it did earn a small operating profit for the second quarter of fiscal
1995. Until such time as Tempress consistently books and ships a sufficient
number of systems orders, which the Company estimates will not occur for another
three to nine months, it will periodically generate a quarterly operating loss,
which can result in the Company having a net loss for the quarter.
TECHNICAL CONTRACT PERSONNEL BUSINESS
Net revenues of this segment were $3,370,000 for the first nine months
of fiscal 1995, compared to $4,694,000 for the first three quarters of fiscal
1994. The 28% decrease in revenues is the result of a significant decline in the
number of technical contract personnel provided by Echelon, on a payroll
servicing basis, as one client in particular did not have the peak requirements
for such personnel as it did in the prior year.
Gross margins as a percentage of revenues increased from 10% for the
first three quarters of 1994 to 12% for comparable period of fiscal 1995, as the
result of three factors. First, there was a better mix of services, as a larger
percentage of the revenue generated in the current fiscal year was from the
placement of the full-service technical contract personnel which includes
recruiting the contract employee and providing certain fringe benefits. Because
the client is provided with more services than in the "payroll servicing"
portion of the business, the Company is also able to charge a higher mark-up.
Also, the first two quarters of fiscal 1995 benefited from the revenue of the
permanent placement business started in the third quarter of fiscal 1994. Third,
the payroll taxes were a lower percentage of revenue in fiscal 1995 than in
1994, as last year there was a significant increase in the number of employees
during the third quarter for whom the maximum unemployment contribution was not
met until later in the year. Despite these factors, gross margin decreased
$57,000, due to the lower volume of business transacted.
Selling and general expenses of this segment were $53,000 higher in
fiscal 1995 as compared to the fiscal 1994 period, primarily due to the third
quarter 1994 addition of personnel to provide clients with permanent placement
services.
Primarily due to the higher fiscal 1994 revenues resulting from peak
requirements of one client which did not continue into the second and third
quarters of fiscal 1995, the operating profit of this segment was $160,000 in
fiscal 1994, or $110,000 higher than in the comparable period of fiscal 1995.
TOTAL COMPANY
The Company's total operating profit for the first nine months of
fiscal 1995 decreased $14,000, as the increase in the operating profit of the
semiconductor equipment segment was more than offset by the decline in the
operating profit of the technical contract personnel segment. There was also a
$46,000 increase in corporate expenses which is partially related to increased
officer compensation, including a bonus tied to the successful completion of the
public offering. The lower operating profit and higher expenses were more than
offset by increased interest income from cash and cash equivalents and
short-term investments. As a result, the Company had income before income taxes
of $170,000 for the first nine months of fiscal 1995, compared to $119,000 for
the comparable period of fiscal 1994.
The $75,000 income tax expense for the first three quarters of fiscal
1995 is approximately what would result by applying the statutory rates to the
before tax income, because the effects of the permanent differences between
financial and taxable income (e.g. the reductions in allowable deductions for
meals and entertainment expenses) was offset by a reduction in the valuation
allowance provided on deferred tax assets.
For the nine months ended June 30, 1995 there was net income of $95,000, or $.05
per share, as compared to net income of $47,000, or $.05 per share, for the
comparable period of the preceding year. The weighted shares outstanding nearly
doubled as a result of the public offering a the end of the first quarter. If
the market price of the common stock remains over the $5.50 exercise price of
the warrants, the warrants will further increase the weighted average shares
outstanding.
PART II
Item 1. Legal Proceedings.
A competing European furnace manufacturer is notifying potential
customers that it has rights to the furnace technology being applied by Tempress
and has threatened legal action if the customers were to purchase furnaces from
Tempress. After consulting with legal counsel, the Company does not believe that
the competitor's assertions have merit. They could, however, have a material
adverse affect on the business of Tempress by deterring customers from
purchasing furnaces from Tempress or by causing Tempress to incur significant
legal fees to combat those activities.
Item 4. Submission of Matters to a Vote of Security Holders
On May 1, 1995, the Company held its annual meeting of shareholders at
which time the following persons were elected as directors in accordance with
the votes shown next to their names:
FOR WITHHELD
Jong S. Whang 1,952,444 11,926
Eugene R. Hartman 1,952,849 11,521
Donald F. Johnston 1,952,624 11,746
Alvin Katz 1,950,604 13,766
Bruce R. Thaw 1,952,874 11,496
The tabulation of the vote on proposal #2, the Amtech Systems, Inc.
1995 Incentive Stock Option Plan was adjourned until Thursday, May 25, 1995, at
10:00 A.M. Standard Mountain Time, and again until 2:00 P.M. Standard Mountain
Time on May 31, 1995. The proposal did not receive the required vote for from a
majority of the shares represented at the meeting. There were 955,150 votes cast
for, 99,598 votes against, 36,344 votes abstaining, and 878,749 of broker
non-votes, as brokers could not vote on this issue without instructions from the
beneficial owners.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits - Exhibit 27 - Financial Data Schedule.
(b) Reports on Form 8-K - none.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
AMTECH SYSTEMS INC.
by Robert T. Hass
---------------------------------------
Robert T. Hass, Vice-President and
Chief Financial Officer
DATED: August 14, 1995
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
THE BALANCE SHEETS AS OF JUNE 30, 1995 AND SEPTEMBER 30, 1994, THE
STATEMENTS OF OPERATION FOR THE THREE AND NINE MONTHS ENDED JUNE 30,
1995 AND 1994 AND THE STATEMENTS OF CASH FLOW FOR THE NINE MONTHS
ENDED JUNE 30, 1995 AND 1994 AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH QUARTERLY REPORT ON FORM 10-Q FOR THE QUARTER ENDED
JUNE 30, 1995
</LEGEND>
<MULTIPLIER> 1
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> SEP-30-1995
<PERIOD-START> OCT-01-1994
<PERIOD-END> JUN-30-1995
<EXCHANGE-RATE> 1
<CASH> 1,818,702
<SECURITIES> 3,063,556
<RECEIVABLES> 1,884,835
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0
0
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</TABLE>
