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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported) July 19, 1999
PRI AUTOMATION, INC.
(Exact name of registrant as specified in its charter)
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MASSACHUSETTS 0-24934 04-2495703
(State or Other (Commission File Number) (IRS Employer
Jurisdiction of Incorporation) Identification No.)
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805 Middlesex Turnpike, Billerica,
Massachusetts 01821-3986
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area
code (978) 670-4270
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NOT APPLICABLE
(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS.
On July 19, 1999, the Registrant announced in a press release its
financial operating results for the fiscal quarter ended June 27, 1999.
A copy of the press release is attached as Exhibit 99.1 to this Current
Report on Form 8-K.
2
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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 hereunto duly authorized.
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PRI AUTOMATION, INC.
Date: July 19, 1999
By: /s/ STEPHEN D. ALLISON
---------------------------------
Stephen D. Allison
Chief Financial Officer
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Exhibit 99.1
PRESS RELEASE FOR IMMEDIATE RELEASE
FOR INFORMATION, CONTACT:
PRI Automation, Inc.
Stephen D. Allison
Chief Financial Officer
978-670-4270 x3129
PRI AUTOMATION REPORTS THIRD QUARTER RESULTS
AND CONTINUED STRONG BOOK-TO-BILL RATIO
BILLERICA, MA - JULY 19, 1999 - PRI Automation, Inc. (Nasdaq:PRIA, TSE:PRJ), the
leader in semiconductor factory automation, today reported financial results for
the third fiscal quarter ended June 27, 1999.
Net revenue for the quarter was $34.5 million, a 14% increase from second
quarter fiscal 1999, and a 21% decrease from third quarter fiscal 1998. The
net loss for the third quarter was $3.8 million, or $0.17 per share,
excluding a charge for a tax valuation reserve and the termination of
recording the tax benefits of current operating losses. The company ended the
quarter with more than $60 million in cash.
The company's financial results in the third quarter included a non-cash charge
of $7.2 million for a valuation reserve against its deferred tax assets under
applicable accounting standards. The deferred tax assets, consisting of net
operating loss carryforwards, remain available in future years to offset future
taxable income and have been fully reserved for financial reporting purposes.
Including this charge, net loss for the third quarter was $13.1 million, or
$0.60 per share.
"We are very encouraged by the increase in bookings activity and business
outlook. Our book-to-bill ratio was again above the industry average," said
Mitch Tyson, president and chief executive officer. "We believe we are finally
in the upturn."
Significant events this quarter included:
- - Factory Systems Division received orders from two major Asian foundries and
an order from Hitachi Semiconductor Europe GmbH, further opening inroads
into Japanese semiconductor manufacturing.
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PRI AUTOMATION REPORTS THIRD QUARTER RESULTS
JULY 19, 1999
2 OF 4
- - OEM Systems Division increased revenues 35% over Q2 1999.
- - Software Systems Division shipped new versions of its Encore! Process
Composer(TM), Encore! Performance(TM) software and booked significant
orders for new customer licenses, upgrades and consulting services.
"Throughout the industry downturn, we have continued to invest in research and
development to strengthen our position in the market. We have also managed our
balance sheet to produce a strong cash position. As the industry continues its
ascent, we continue to roll out new technologies, gain market share and expect
to bring revenues and earnings back to previous levels," concluded Tyson.
ABOUT PRI AUTOMATION
PRI Automation, Inc., headquartered in Billerica, Massachusetts, is the leading
global supplier of advanced factory automation systems and software that
optimize the productivity of semiconductor and precision electronics
manufacturers as well as OEM process tool manufacturers. PRI is the only company
to provide a tightly integrated and flexible hardware and software solution that
optimizes the flow of products, data, materials and resources throughout the
production chain. The company has thousands of systems installed in
approximately one hundred locations throughout the world. For more information
visit PRI online at WWW.PRIA.COM.
SOME OF THE STATEMENTS MADE IN THIS RELEASE ARE FORWARD-LOOKING, AND ACTUAL
RESULTS COULD DIFFER MATERIALLY FROM THESE STATEMENTS. SUCH FORWARD-LOOKING
STATEMENTS INCLUDE, BUT ARE NOT LIMITED TO, STATEMENTS THAT RELATE TO THE
COMPANY'S FUTURE BOOKINGS, REVENUE AND OPERATING EXPENSES, MANAGEMENT'S PLANS
AND OBJECTIVES FOR FUTURE OPERATIONS AND STATEMENTS RELATING TO THE RECENT
UPTURN IN THE SEMICONDUCTOR INDUSTRY. THE COMPANY'S ACTUAL RESULTS OF OPERATIONS
MAY DIFFER MATERIALLY FROM FORWARD-LOOKING STATEMENTS MADE BY THE COMPANY DUE TO
A NUMBER OF RISKS, INCLUDING: THE COMPANY'S LENGTHY SALES CYCLE MAKES IT
DIFFICULT TO ANTICIPATE SALES; THE COMPANY'S OPERATING RESULTS FLUCTUATE
SIGNIFICANTLY AND ARE AFFECTED BY THE HIGH PRICE AND RELATIVELY SMALL NUMBER OF
SYSTEMS IT SELLS, VARIATIONS IN ITS GROSS MARGINS, AND ITS SIGNIFICANT FIXED
COSTS; THE COMPANY DEPENDS ON A LIMITED NUMBER OF CUSTOMERS; THE COMPANY HAS
INVESTED HEAVILY IN 300MM WAFER TECHNOLOGY, WHICH IS BEING ADOPTED MORE SLOWLY
THAN THE COMPANY EXPECTED; AND THE COMPANY FACES SIGNIFICANT COMPETITION FROM
OTHER AUTOMATION COMPANIES. THE COMPANY ENCOURAGES READERS OF FORWARD-LOOKING
INFORMATION CONCERNING THE COMPANY TO REFER TO ITS FILINGS WITH THE SECURITIES
AND EXCHANGE COMMISSION, INCLUDING ITS ANNUAL REPORT ON FORM 10-K FOR THE FISCAL
YEAR ENDED SEPTEMBER 30, 1998, WHICH SET FORTH CERTAIN RISKS AND UNCERTAINTIES
THAT MAY HAVE AN IMPACT ON THE FUTURE RESULTS AND DIRECTION OF THE COMPANY.
Encore! Process Composer and Encore! Performance are registered trademarks of
PRI Automation, Inc. All other trademarks are the property of their respective
company.
- FINANCIALS ATTACHED-
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PRI AUTOMATION REPORTS THIRD QUARTER RESULTS
JULY 19, 1999
3 OF 4
PRI AUTOMATION, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
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THREE MONTHS ENDED NINE MONTHS ENDED
6/27/99 6/28/98 6/27/99 6/28/98
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Net revenue.................................... $ 34,494 $ 43,458 $ 94,420 $171,084
Cost of revenue................................ 19,875 30,531 58,793 95,425
--------- --------- ---------- ---------
Gross profit................................... 14,619 12,927 35,627 75,659
Operating expenses:
Research and development................... 11,507 11,485 32,796 33,976
Selling, general and administrative........ 9,809 12,608 28,532 37,667
Acquired in-process research and
development............................ -- -- -- 8,417
Merger costs and special charges........... -- 1,640 6,450 8,453
--------- --------- ---------- ---------
Total operating expenses............... 21,316 25,733 67,778 88,513
Operating loss................................. (6,697) (12,806) (32,151) (12,854)
Other income, net.............................. 877 214 2,158 386
---------- ---------- ---------- ----------
Loss before income taxes....................... (5,820) (12,592) (29,993) (12,468)
Provision for (benefit from) income taxes...... 7,301 (4,189) 985 (1,860)
--------- ---------- ----------- ---------
Net loss....................................... $(13,121) $ (8,403) $(30,978) $(10,608)
--------- --------- ---------- ---------
--------- --------- ---------- ---------
Basic and diluted net loss per common share.... $(0.60) $(0.40) $(1.44) $(0.51)
Weighted average shares used in basic and
diluted share calculations................. 21,736 21,045 21,491 20,938
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PRO FORMA NET LOSS PER COMMON SHARE
(TO REFLECT THE CONVERSION OF EQUIPE TECHNOLOGIES FROM AN
S-CORPORATION TO A C-CORPORATION FOR INCOME TAX PURPOSES)
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<CAPTION>
NINE MONTHS
ENDED
6/28/98
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Historical net loss .................................................................................. $(10,608)
Adjustment to Equipe income tax expense .............................................................. (1,156)
--------
Pro forma net loss ................................................................................... $(11,764)
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Pro forma basic and diluted net loss per
common share ...................................................................................... $ (0.56)
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- MORE -
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PRI AUTOMATION REPORTS THIRD QUARTER RESULTS
JULY 19, 1999
4 OF 4
PRI AUTOMATION, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
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JUNE 27, SEPTEMBER 30,
1999 1998
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ASSETS
Cash and cash equivalents......................................... $ 60,008 $ 57,047
Accounts receivable, net.......................................... 27,756 34,443
Contracts in progress............................................. 4,744 9,017
Inventories....................................................... 22,279 27,494
Deferred income taxes, current.................................... -- 7,832
Other current assets.............................................. 7,133 7,254
Property and equipment, net....................................... 18,832 20,306
Other assets, net................................................. 2,866 4,085
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Total assets................................................. $143,618 $167,478
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LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Accounts payable............................................... $ 11,431 $ 12,281
Accrued expenses and other liabilities......................... 18,530 17,331
Billings in excess of revenue and customer advances............ 14,344 14,726
Minority interests................................................ 170 --
Stockholders' equity.............................................. 99,143 123,140
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Total liabilities and stockholders' equity................... $143,618 $167,478
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