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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) JANUARY 28, 1999
PRI AUTOMATION, INC.
(Exact name of registrant as specified in its charter)
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<S> <C> <C>
MASSACHUSETTS 0-24934 04-2495703
(State or Other (Commission File Number) (IRS Employer
Jurisdiction of Incorporation) Identification No.)
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<S> <C>
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 January 28, 1999, the Registrant announced in a press release its
financial operating results for the fiscal quarter ended December 27, 1998.
Copies 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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<S> <C> <C>
PRI AUTOMATION, INC.
Date: January 28, 1999
By: /s/ STEPHEN D. ALLISON
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Stephen D. Allison
Chief Financial Officer
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Exhibit 99.1
For Further Information Contact:
Stephen D. Allison,
Chief Financial Officer
(508) 670-4270 ext. 3129
FOR IMMEDIATE RELEASE
PRI AUTOMATION REPORTS FIRST QUARTER RESULTS
BILLERICA, MASS. -- JANUARY 28, 1999 -- PRI Automation, Inc.
(NASDAQ:PRIA), a leader in semiconductor factory automation, today reported
financial results for the first quarter ended December 27, 1998.
Net revenue for the quarter was $25.3 million, compared with $65.1 million
for the first quarter of fiscal 1998, a decline of 61%. Excluding special
charges, the company reported a net loss for the quarter of $5.2 million, or
$(0.26) per share on a diluted basis. This compared with net income of $6.9
million, or $0.34 per share, for the same period last year, excluding the
special charge for in-process research & development related to the
acquisition of Interval Logic Corporation and adjusted on a pro forma basis
to reflect the conversion of Equipe Technologies from an S-corporation to a
C-corporation. The Company, in the first quarter, recorded a special charge
of $0.4 million, net of taxes, or $(0.02) per diluted share, for severance
compensation.
"The focus this quarter has been to continue making PRI a more efficient
organization, poised to meet the increased needs of our customers as the
industry returns to higher levels of growth," stated Mitch Tyson, president
and chief executive officer of PRI Automation. "During the quarter, we
expanded our global market position, continued development of our
next-generation products, improved our operating efficiencies through cost
reduction programs and business process improvements, and continued to
maintain a strong balance sheet."
"We expect 1999 to be the year of the long-awaited recovery," noted Mord
Wiesler, chairman of PRI Automation. "The semiconductor industry's
book-to-bill ratio has improved for the past three months, and we are
beginning to see an increase in requests for proposals from our customers.
These are encouraging signs and indicate that the industry may be moving
toward another growth phase. The cyclical downturns have always been
followed by upturns fueled by growing consumer demand for new and innovative
products, which result in an increased need for more semiconductors. It looks
like the industry is moving down that path once again."
-- MORE --
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PRI AUTOMATION RESULTS OF FY 1999 -- 2
Tyson continued, "During the quarter, we announced an agreement to
acquire Promis Systems, a leading supplier of manufacturing execution system
(MES) software, and I am happy to say that the Promis shareholders, in a
meeting held on January 26, voted overwhelmingly in favor of the acquisition.
Upon completion of the Promis acquisition, PRI will have all the critical
hardware and software components of a complete wafer flow logistics
management solution to optimize the flow of wafers throughout the fab,
including interbay and intrabay systems, MES, material control software, and
advanced planning and scheduling software. We believe that by integrating
these components into a complete system, PRI can offer customers a more
integrated and optimized solution that will improve the productivity of their
manufacturing environment."
ABOUT PRI AUTOMATION
PRI Automation, Inc., with headquarters in Billerica, Massachusetts, is
the leading global supplier of advanced factory automation systems that
enhance the competitiveness of semiconductor manufacturers and OEM equipment
suppliers. PRI is the only company to provide a tightly integrated and
flexible hardware and software solution that optimizes the flow of wafers
throughout the fab. The company currently has more than 1,600 systems
installed at approximately 100 locations worldwide. For more information,
visit PRI's Web site at http://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 revenue and operating expenses, management's
plans and objectives for future operations and the effect of any contemplated
consolidation or restructuring of operations on the company's future
profitability, statements about the company's pending acquisition of Promis
systems; and statements relating to the continued downturn in the
semiconductor industry.
-- MORE --
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PRI AUTOMATION RESULTS Q1 FY 1999-3
PRI AUTOMATION, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
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<CAPTION>
Three Months Ended
----------------------
12/27/98 12/28/97
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<S> <C> <C>
Net revenue........................................ $25,316 $65,133
Cost of revenue.................................... 19,363 36,076
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Gross profit....................................... 5,953 29,057
Operating expenses:
Research and development......................... 8,248 8,375
Selling, general and administrative.............. 6,398 10,243
Acquired in-process research and
development.................................... 0 8,417
Special Charges.................................. 650 0
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Total operating expenses....................... 15,296 27,035
Operating (loss) income............................ (9,343) 2,022
Other income, net.................................. 716 149
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(Loss) income before income taxes.................. ( 8,627) 2,171
(Benefit from) provision for income taxes.......... ( 3,019) 2,578
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Net loss........................................... ($5,608) ($ 407)
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Diluted net loss per share......................... ($ 0.28) ($ 0.02)
Shares used in diluted per share calculations...... 19,885 19,457
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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>
Three Months Ended
12/28/97
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<S> <C>
Historical net loss............................... ($ 407)
Adjustment to Equipe income tax expense........... ( 1,156)
--------
Pro forma net loss................................ ($1,563)
Pro forma diluted net loss per
common share:................................... ($ 0.08)
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-- MORE --
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PRI AUTOMATION RESULTS Q1 FY 1999 - 4
PRI AUTOMATION, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)
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<CAPTION>
DECEMBER 27, SEPTEMBER 30,
1998 1998
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<S> <C> <C>
ASSETS
Cash and investments.......................... $ 40,507 $ 48,208
Accounts receivable, net...................... 26,642 24,887
Contracts in progress......................... 9,873 9,017
Inventories................................... 22,621 27,494
Other current assets.......................... 14,936 14,724
Property and equipment, net................... 16,356 17,122
Other assets.................................. 3,221 3,125
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Total assets................................ $134,156 $144,577
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LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Accounts payable.............................. $ 6,515 $ 11,955
Accrued expenses and other liabilities........ 22,463 22,615
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Total liabilities........................... 28,978 34,570
Stockholders' equity............................ 105,178 110,007
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Total liabilities and stockholders' equity.. $134,156 $144,577
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