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<PAGE> 1
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
[X] QUARTERLY REPORT UNDER SECTION 13 or 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE
QUARTERLY PERIOD ENDED DECEMBER 31, 1997
OR
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE
TRANSITION PERIOD FROM _____ TO _____
Commission File Number 0-23840
Micrion Corporation
-------------------
(Exact name of Registrant as specified in its chart)
Massachusetts 04-2892070
- ------------- ----------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
One Corporation Way, Peabody, Massachusetts 01960-7990
- ------------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
(978) 538-6700
--------------
(Registrant's telephone number)
Check whether the registrant (1) 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 equity, as of the latest practicable date:
As of February 1, 1998, the Company had 4,062,799 shares of Common
Stock, no par value, outstanding.
Page l
<PAGE> 2
MICRION CORPORATION
<TABLE>
<CAPTION>
PART I. FINANCIAL INFORMATION Page #
------
<S> <C>
Item 1. Financial Statements
Consolidated Balance Sheets - June 30, 1997 and 3
December 31, 1997 (unaudited)
Consolidated Statements of Operations - Three months ended 4
December 31, 1996 and 1997 (unaudited) and Six months ended
December 31, 1996 and 1997 (unaudited)
Consolidated Statements of Cash Flows - Six months ended 5
December 31, 1996 and 1997 (unaudited)
Notes to Consolidated Financial Statements - December 31, 1997 6
</TABLE>
Page 2
<PAGE> 3
MICRION CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
(UNAUDITED)
JUNE 30 DECEMBER 31
ASSETS 1997 1997
------- -----------
(in thousands)
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 2,677 $ 4,023
Accounts receivable 18,755 18,167
Inventories (note 3) 24,986 28,850
Prepaid expenses and other current assets 668 784
Deferred income taxes 1,367 1,367
------- -------
Total current assets 48,453 53,191
------- -------
PROPERTY AND EQUIPMENT, net (note 4) 5,821 5,751
OTHER ASSETS, net 110 95
------- -------
Total assets $54,384 $59,037
======= =======
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Note payable 6,855 3,800
Current portion of obligations under capital leases 659 680
Current portion of long term debt - 1,000
Accounts payable 7,030 6,462
Accrued expenses 4,574 3,284
Accrued warranty expenses 1,212 1,439
Customer deposits and deferred income 251 402
------- -------
Total current liabilities 20,581 17,067
------- -------
OBLIGATIONS UNDER CAPITAL LEASES 1,355 1,010
LONG TERM DEBT - 7,000
STOCKHOLDERS' EQUITY:
Preferred stock, no par value; authorized 5,000,000 shares - -
Common stock, no par value; authorized 12,300,000 shares 31,551 31,713
Retained earnings 877 2,152
Other equity 20 95
------- -------
Total stockholders' equity 32,448 33,960
------- -------
Total liabilities and stockholders' equity $54,384 $59,037
======= =======
</TABLE>
3
<PAGE> 4
MICRION CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
(UNAUDITED) (UNAUDITED)
Three Months Ended December 31, Six Months Ended December 31,
------------------------------- -----------------------------
1996 1997 1996 1997
------- ------- ------- -------
(in thousands except for per share data)
<S> <C> <C> <C> <C>
REVENUES:
Product revenues $13,117 $14,273 $26,227 $28,876
Contract revenues 277 292 408 467
------- ------- ------- -------
Total revenues 13,394 14,565 26,635 29,343
------- ------- ------- -------
COST OF REVENUES:
Cost of product revenues 7,605 8,267 15,442 17,394
Cost of contract revenues 239 252 374 419
------- ------- ------- -------
Total cost of revenues 7,844 8,519 15,816 17,813
------- ------- ------- -------
Gross profit 5,550 6,046 10,819 11,530
OPERATING EXPENSES:
Selling, general and
administrative expenses 2,591 3,119 4,967 5,939
Research and development expenses 1,403 1,638 2,714 3,102
------- ------- ------- -------
Total operating expenses 3,994 4,757 7,681 9,041
------- ------- ------- -------
Income from operations 1,556 1,289 3,138 2,489
OTHER (EXPENSE) INCOME:
Interest income 55 34 91 92
Interest expense (83) (298) (189) (578)
Other 1 (41) (1) (40)
------- -------- -------- --------
Total other (expense) income (27) (305) (99) (526)
-------- -------- -------- --------
Income before provision
for income taxes 1,529 984 3,039 1,963
PROVISION FOR INCOME TAXES 536 344 1,064 687
------- ------- ------- -------
Net income $ 993 $ 640 $ 1,975 $ 1,276
======= ======= ======= =======
EARNINGS PER SHARE:
BASIC $ .25 $ .16 $ .49 $ .31
======= ======= ======= =======
DILUTED $ .24 $ .15 $ .47 $ .29
======= ======= ======= =======
WEIGHTED AVERAGE NUMBER OF SHARES:
BASIC 4,033 4,054 4,033 4,051
======= ======= ======= =======
DILUTED 4,212 4,390 4,167 4,376
======= ======= ======= =======
</TABLE>
4
<PAGE> 5
MICRION CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
(UNAUDITED)
Six months ended December 31,
1996 1997
------- -------
(in thousands)
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 1,975 $ 1,276
Adjustments to reconcile net income to net cash provided by
(used in) operating activities:
Depreciation and amortization 659 940
Non-cash compensation 3 1
Changes in assets and liabilities:
Accounts receivable 1,531 597
Inventories (800) (3,864)
Prepaid expenses and other current assets (421) (133)
Accounts payable (2,741) (568)
Accrued expenses 617 (1,147)
Provision for warranty expenses 292 229
Customer deposits and deferred income (198) 151
------- -------
Net cash provided by (used in) operating activities 917 (2,518)
------- -------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment (2,967) (1,342)
Disposition of property and equipment - 563
Increase in other assets (42) (75)
------- -------
Net cash used by investing activities (3,009) (855)
------- -------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from capital lease obligations 1,463 -
Repayments of capital lease obligations (253) (325)
Net borrowings (repayments) from line of credit 1,355 (3,055)
Net proceeds from long-term debt issuance - 7,960
Issuance of common stock 43 162
------- -------
Net cash provided by financing activities 2,608 4,742
------- -------
EFFECT OF EXCHANGE RATE CHANGES ON CASH (9) (23)
------- -------
INCREASE IN CASH AND CASH EQUIVALENTS 507 1,346
CASH AND CASH EQUIVALENTS, beginning of period 2,081 2,677
------- -------
CASH AND CASH EQUIVALENTS, end of period $ 2,588 $ 4,023
======= =======
SUMMARY OF NON-CASH FINANCIAL TRANSACTIONS:
Fixed assets acquired under operating lease $ - $ 199
======= =======
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid during the period for:
Interest $ 196 $ 537
======= =======
Income taxes $ 700 $ 650
======= =======
</TABLE>
5
<PAGE> 6
MICRION CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 1997
(1) NATURE OF BUSINESS
Micrion Corporation and its subsidiaries (collectively "the Company") are
engaged in the development, production and marketing of capital equipment used
in the manufacturing and processing of semiconductor and other high technology
devices. During the fiscal quarter ended December 31, 1997, the Company
established Micrion U.K. Ltd., a wholly owned subsidiary, located in Bristol,
England.
(2) BASIS OF PRESENTATION
The accompanying unaudited financial statements have been prepared in accordance
with the instructions to Form 10-Q and Article 2 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 fair presentation have been included. The accompanying
financial statements should be read in conjunction with the consolidated
financial statements and footnotes thereto included in the Company's annual
report 10-K filing with the U.S. Securities and Exchange Commission for the year
ended June 30, 1997. The Company's first, second, and third fiscal quarters end
on the Saturday closest to September 30, December 31 and March 31, respectively.
For ease of reference, such quarter end dates are used herein.
(3) INVENTORIES
Inventories consist of:
(UNAUDITED)
JUNE 30, DECEMBER 31,
1997 1997
-------- ------------
(in thousands)
Raw materials and manufactured parts, net $14,430 $14,241
Work in process 8,864 10,176
Finished goods 1,692 4,433
------- -------
Total inventories $24,986 $28,850
======= =======
(4) PROPERTY AND EQUIPMENT, NET
Property and equipment consists of:
(UNAUDITED)
JUNE 30, DECEMBER 31,
1997 1997
-------- ------------
(in thousands)
Furniture and fixtures $ 708 $ 787
Computer, engineering and production
equipment 5,872 6,588
Sales demonstration systems 345 -
Leasehold improvements 537 573
Property under capital lease 3,474 3,464
------- -------
$10,936 $11,412
Accumulated depreciation and amortization (5,115) (5,661)
------- -------
Net property and equipment $ 5,821 $ 5,751
======= =======
At June 30, 1997 and December 31, 1997, accumulated amortization for property
under capital lease was $1,494 and $1,833, respectively.
6
<PAGE> 7
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.
MICRION CORPORATION
(Registrant)
Date: February 24, 1998 /s/ Nicholas P. Economou
------------------------------------------
Nicholas P. Economou
President and Chief Executive Officer
Date: February 24, 1998 /s/ David M. Hunter
------------------------------------------
David M. Hunter
Vice President, Finance and Administration
7
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