<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 10-Q/A
(Amendment No. 1)
[Mark One]
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended March 31, 1999
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 0-26482
TRIKON TECHNOLOGIES, INC.
-------------------------
(Exact name of registrant as specified in its character)
<TABLE>
<S> <C>
California 95-4054321
---------- ----------
(State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.)
Ringland Way, Newport, South Wales NP6 2TA, United Kingdom
(Address of principal executive offices) (Zip Code)
</TABLE>
Registrant's telephone number, including area code 441-633-414-000
-----------------------------
Not Applicable
--------------
Former name, former address and former fiscal year, if changed since
last report
Indicate by check whether the registrant (1) has filed all reports required to
be filed by Sections 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
-----------------
As of May 4, 1999, the total number of outstanding shares of the Registrant's
common stock was 94,024,835.
<PAGE>
Trikon Technologies, Inc.
INDEX
<TABLE>
<CAPTION>
PAGE
NUMBER
------
<S> <C>
PART I. FINANCIAL INFORMATION
Item 1. Condensed Consolidated Financial Statements:
Condensed Consolidated Balance Sheets at March 31, 1999 (unaudited) and December 31, 1998...................... 1
Unaudited Condensed Consolidated Statements of Operations for the Three Months ended March 31, 1999, and 1998.. 3
Unaudited Condensed Consolidated Statements of Cash Flows for the Three Months ended March 31, 1999, and 1998.. 4
Notes to Condensed Consolidated Financial Statements (Unaudited)............................................... 5
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K............................................................................... 7
SIGNATURE PAGE........................................................................................................... 8
EXHIBITS................................................................................................................. 9
</TABLE>
<PAGE>
Trikon Technologies, Inc.
PART 1 - FINANCIAL INFORMATION
The Registrant hereby amends Items 1 of Part I and Item 6 of Part II of its
Quarterly Report on Form 10-Q for the quarterly period ended March 31, 1999, as
set forth below, in order to correct entries for the net income (loss) per share
and the average common shares and equivalents, which were incorrect.
ITEM 1 - CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
CONDENSED CONSOLIDATED BALANCE SHEETS
INTRODUCTION
The Company has restated its financial information for the three months ended
March 31, 1999, as reflected in this amendment to the Company's Quarterly Report
on Form 10-Q for the quarter ended March 31, 1999. A restatement was required
because the average common shares used in the calculation of basic and diluted
loss per common share for the three months ended March 31, 1999 was overstated
as a result of the incorrect inclusion of 11,492,806 common shares which are
contingently issuable and have not yet vested and which would be antidilutive if
used in the calculation of diluted loss per common share. The inclusion of these
shares resulted in incorrect reported basic and diluted loss per common share
for the three months ended March 31, 1999.
<TABLE>
<CAPTION>
TRIKON TECHNOLOGIES, INC. CONDENSED CONSOLIDATED BALANCE SHEET
(In thousands)
March 31, December 31,
1999 1998(1)
-------- ----------
(unaudited)
<S> <C> <C>
Assets
Current assets:
Cash and cash equivalents....................................... $ 5,095 $ 7,891
Accounts receivable, net of reserves............................ 9,770 6,122
Inventories, net of reserves.................................... 13,703 16,237
Other current assets............................................ 1,558 2,856
------- -------
Total current assets............................................ 30,126 33,106
Property, equipment and leasehold improvements,
net of accumulated depreciation and amortization 17,282 18,666
Demonstration systems, net of accumulated depreciation 3,185 3,573
Bond financing costs, net of accumulated amortization 76 83
Other assets.................................................... 324 324
------- -------
Total assets.................................................... $50,993 $55,752
======= =======
Liabilities and shareholders' equity
Current liabilities:
Accounts payable and accrued expenses........................... $ 3,903 $ 5,666
Sales returns payable........................................... 10,218 10,718
Restructuring costs............................................. 985 1,099
Other current liabilities....................................... 3,494 2,432
------- -------
Total current liabilities....................................... 18,600 19,915
Convertible subordinated notes 4,147 4,147
Other non-current liabilities 4,690 4,750
------- -------
Total liabilities 27,437 28,812
</TABLE>
See accompanying notes to the condensed consolidated financial statements.
1
<PAGE>
CONDENSED CONSOLIDATED BALANCE SHEETS (CONTINUED)
(In thousands)
<TABLE>
<CAPTION>
March 31, December 31,
1999 1998(1)
-------- ----------
(unaudited)
<S> <C> <C>
Shareholders' equity (deficiency):
Preferred Stock:
Authorized shares - 20,000,000
Series H Preferred Stock, no par value $10 per
share liquidation preference
Designated shares - 3,500,000
Issued and outstanding - 2,953,074.............. 29,531 29,531
Common Stock, no par value
Authorized shares - 110,000,000
Issued and outstanding shares - 94,023,835 199,019 199,019
Cumulative translation adjustment............... (1,885) (751)
Deferred Compensation........................... (6,258) (6,637)
Accumulated deficit............................. (196,851) (194,222)
------- --------
Total shareholders' equity...................... 23,556 26,940
------- --------
Total liabilities and shareholders' equity................. $50,993 $ 55,752
======= ========
</TABLE>
The Balance Sheet at December 31, 1998 has been derived from the audited
financial statements at that date, but does not include all of the
information and footnotes required by generally accepted accounting
principles for complete financial statements.
See accompanying notes to the condensed consolidated financial statements.
2
<PAGE>
Trikon Technologies, Inc.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
(In thousands, except per share data)
<TABLE>
<CAPTION>
Three months ended
------------------
March 31, March 31,
1999 1998
-------- --------
<S> <C> <C>
Revenues:
Product revenues................................ $ 8,716 $ 7,203
License revenues................................ -- 10,000
-------- --------
8,716 17,203
Costs and expenses:
Cost of goods sold.............................. 5,773 4,635
Research and development........................ 1,597 2,036
Selling, general and administrative............. 3,863 4,803
-------- --------
11,233 11,474
-------- --------
Income (loss) from operations................... (2,517) 5,729
Interest (expense), net......................... (66) (1,941)
-------- --------
Income (loss) before income tax benefit......... (2,583) 3,788
Income tax (benefit)............................ 46 (217)
-------- --------
Net income (loss)............................... (2,629) 4,005
======== ========
Net income (loss) applicable to common shares... (3,229) 4,005
======== ========
Earnings (loss) per common share data:
Basic........................................... $ (0.04) $ 0.26
Diluted......................................... (0.04) 0.22
======== ========
Average common shares used in calculation:
Basic........................................... 82,531 15,147
Diluted......................................... 82,531 18,109
======== ========
</TABLE>
See accompanying notes to the condensed consolidated financial statements.
3
<PAGE>
Trikon Technologies, Inc.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(In thousands)
<TABLE>
<CAPTION>
Three months ended
------------------
March 31, March 31,
1999 1998
-------- -------
<S> <C> <C>
Cash arising from (used in) operating activities............. $(2,753) $ 8,460
Investing Activities
Net (purchases) sales of property, equipment and leasehold
improvements....................................... 26 (449)
Financing Activities
Payments on capital lease obligations........................ (69) (67)
------- -------
Net increase (decrease) in cash and cash equivalents......... (2,796) 7,944
Cash and cash equivalents at beginning of period............. 7,891 9,260
------- -------
Cash and cash equivalents at end of period................... $ 5,095 $17,204
======= =======
</TABLE>
See accompanying notes to the condensed consolidated financial statements.
4
<PAGE>
Trikon Technologies, Inc.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
MARCH 31, 1999
NOTE A BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-Q and Article 10 of
Regulation S-X. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of management, all adjustments (consisting
of normal recurring accruals) considered necessary for a fair presentation have
been included. The operating results for the three months ended March 31, 1999,
are not necessarily indicative of the results that may be expected for the year
ending December 31, 1999. For further information, refer to the consolidated
financial statements and footnotes thereto included in Trikon Technologies,
Inc.'s (the "Company") Annual Report on Form 10-K for the year ended December
31, 1998.
NOTE B INVENTORIES
Inventories are stated at the lower of cost (first-in, first-out method) or
market. The components of inventory consist of the following (in thousands):
<TABLE>
<CAPTION>
March 31, December 31,
1999 1998
-------- -----------
<S> <C> <C>
Components........ $ 3,030 4,060
Work in process... 9,539 11,015
Finished goods.... 1,134 1,162
------- ----------
$ 13,703 $ 16,237
======== ==========
</TABLE>
NOTE C NET INCOME (LOSS) PER SHARE
Basic and diluted earnings per share is calculated in accordance with FASB
Statement No. 128, "Earnings Per Share," which specifies the computation,
presentation and disclosure requirements for earnings per share. Basic earnings
per share for the three months ended March 31, 1999 excludes the effect of
11,492,806 restricted shares of common stock which are contingently issuable to
the Company's Chairman of the Board. Diluted earnings per share for the quarter
ended March 31, 1999 excludes the effects of the restricted shares of common
stock and all outstanding stock options since they are anti-dilutive for periods
in which the Company incurs a net loss. Earnings per share for the quarter ended
March 31, 1998 excludes the effects of all outstanding stock options because the
exercise price of such stock options exceeded the market price of the underlying
stock and assumes the Series G Preferred Stock was converted into 2,962,032
shares of Common Stock as of January 1, 1998 under the if-converted method.
NOTE D COMPREHENSIVE INCOME (LOSS)
Comprehensive income (loss) comprises net income (loss) and currency translation
adjustment for the period. Total comprehensive income (loss) for the quarters
ended March 31, 1999 and March 31, 1998 were $(3.8 million) and $4.6 million
respectively.
NOTE E PREFERRED STOCK
The Board of Directors has the authority to issue up to 20,000,000 shares of
Preferred Stock in one or more series with rights, preferences, privileges and
restrictions to be determined at the Board's discretion.
In May, 1998 in conjunction with an exchange offer made to the holders of
Convertible Notes, the Company issued 2,855,754 new shares of Series H Preferred
Stock. The Series H Preferred Stock will be redeemable at the option of
5
<PAGE>
Trikon Technologies, Inc.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
MARCH 31, 1999 (cont'd)
the Company for cash on June 30, 2001, at a redemption price equal to the stated
amount and the holders of the Series H Preferred Stock shall be entitled to
receive dividends at an annual rate of 8-1/8% of the stated amount payable
annually, at the option of the Company, in cash or additional shares of
preferred stock or any combination thereof. The Series H Preferred Stock will be
subject to automatic conversion if the Company's Common Stock price reaches
certain levels and accelerated redemption if certain cash flow levels are
achieved. Dividends due on October 15, 1998 and April 15, 1999 to holders of
Series H Preferred Stock have been paid by the issue of 97,320 and 119,969 new
shares of Series H Preferred Stock respectively.
6
<PAGE>
PART II OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) The following exhibits are included herein:
Number Description
------ -----------
27.1 Financial Statement Data
(b) Reports on Form 8-K:
None.
7
<PAGE>
Trikon Technologies, Inc.
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: July 23, 1999 TRIKON TECHNOLOGIES, INC.
/s/ Nigel Wheeler
-----------------
Nigel Wheeler
Chief Executive Officer, Chief
Operating Officer, President and
Director
/s/ Jeremy Linnert
------------------
Jeremy Linnert
Acting Chief Financial Officer
8
<PAGE>
Trikon Technologies, Inc.
EXHIBIT INDEX
Exhibit No. Description
-----------
27.1 Financial Statement Data
9
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> MAR-31-1999
<CASH> 5,095
<SECURITIES> 0
<RECEIVABLES> 12,309
<ALLOWANCES> (2,539)
<INVENTORY> 13,703
<CURRENT-ASSETS> 30,126
<PP&E> 24,085
<DEPRECIATION> (6,803)
<TOTAL-ASSETS> 50,993
<CURRENT-LIABILITIES> 18,600
<BONDS> 4,147
0
29,531
<COMMON> 199,019
<OTHER-SE> (204,994)
<TOTAL-LIABILITY-AND-EQUITY> 50,993
<SALES> 8,716
<TOTAL-REVENUES> 8,716
<CGS> 5,773
<TOTAL-COSTS> 11,233
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (66)
<INCOME-PRETAX> (2,583)
<INCOME-TAX> 46
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2,629)
<EPS-BASIC> (0.04)
<EPS-DILUTED> (0.04)
</TABLE>
