<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(MARK ONE)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED: DECEMBER 31, 1996
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 0-25434
-------
BROOKS AUTOMATION, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 04-3040660
-------- ----------
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
15 ELIZABETH DRIVE
CHELMSFORD, MASSACHUSETTS
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
01824
(ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (508) 262-2566
_____________________________________________
INDICATE BY CHECK MARK WHETHER THE REGISTRANT: (1) HAS 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 ____
--
AS OF JANUARY 31, 1997, THERE WERE OUTSTANDING 7,625,890 SHARES OF THE
COMPANY'S COMMON STOCK, $.01 PAR VALUE.
THIS REPORT, INCLUDING ALL EXHIBITS AND ATTACHMENTS, CONTAINS 14 PAGES.
--
Page 1 of 14
<PAGE>
BROOKS AUTOMATION, INC.
INDEX
<TABLE>
<CAPTION>
PAGE
PART 1 FINANCIAL INFORMATION NUMBER
- ------- --------------------- ------
<S> <C> <C>
Item 1 Consolidated Financial Statements:
Consolidated Balance Sheet....................... 3
Consolidated Statement of Income................. 4
Consolidated Statement of Cash Flows............. 5
Notes to Consolidated Financial Statements....... 6-7
Item 2 Management's Discussion and Analysis of Financial
Condition and Results of Operations.............. 8-12
PART II OTHER INFORMATION
- ------- -----------------
Item 6 Exhibits and Reports on Form 8-K................. 13
SIGNATURES ................................................. 14
</TABLE>
Page 2 of 14
<PAGE>
BROOKS AUTOMATION, INC.
CONSOLIDATED BALANCE SHEET
(IN THOUSANDS, EXCEPT SHARE-RELATED DATA)
<TABLE>
<CAPTION>
DECEMBER 31, SEPTEMBER 30,
1996 1996
(UNAUDITED)
ASSETS
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 937 $ 2,102
Accounts receivable, net of allowance for doubtful accounts of $100 and
$100, respectively, and including related party receivables of $4,335
and $5,533, respectively 23,744 24,381
Inventories 17,037 17,803
Prepaid expenses and other current assets 1,857 1,679
------- -------
Total current assets 43,575 45,965
Fixed assets, net 17,591 16,698
Other assets 2,836 2,098
------- -------
Total assets $64,002 $64,761
======= =======
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current portion of long-term liabilities
Accounts payable 6,398 8,103
Accrued compensation and benefits 2,443 2,719
Accrued expenses and other current liabilities 846 1,130
------- -------
Total current liabilities 12,638 13,383
Long-term liabilities 566 687
------- -------
Total liabilities 13,204 14,070
------- -------
Commitments and contingency - -
Stockholders' equity:
Preferred stock, $.01 par value; 1,000,000 shares authorized; none issued
and outstanding - -
Common stock, $.01 par value; 21,500,000 shares authorized;
7,591,459 shares and 7,569,109 shares issued and outstanding 76 76
Additional paid-in capital 34,373 34,335
Cumulative translation adjustment (148) (174)
Deferred compensation (107) (110)
Retained earnings 16,604 16,564
------- -------
Total stockholders' equity 50,798 50,691
------- -------
Total liabilities and stockholders' equity $64,002 $64,761
======= =======
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
Page 3 of 14
<PAGE>
BROOKS AUTOMATION, INC.
CONSOLIDATED STATEMENT OF INCOME
(IN THOUSANDS, EXCEPT PER SHARE DATA)
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
DECEMBER 31,
1996 1995
<S> <C> <C>
Revenues, including related party revenues of $3,382
and $2,148, respectively $16,111 $18,564
Cost of revenues 10,631 10,677
------- -------
Gross profit 5,480 7,887
------- -------
Operating expenses:
Research and development 2,810 2,531
Selling, general and administrative 2,554 2,595
------- -------
Total operating expenses 5,364 5,126
------- -------
Income from operations 116 2,761
Interest expense 71 98
Interest income 16 160
------- -------
Income before income taxes 61 2,823
Income tax provision 21 979
------- -------
Net income $ 40 $ 1,844
======= =======
Net income per share $ - $ 0.22
======= =======
Weighted average number of common and common equivalent shares 8,425 8,289
===== =====
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
Page 4 of 14
<PAGE>
BROOKS AUTOMATION, INC.
CONSOLIDATED STATEMENT OF CASH FLOWS
(IN THOUSANDS)
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
DECEMBER 31,
1996 1995
---- ----
<S> <C> <C>
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 40 $ 1,844
Adjustments to reconcile net income to net cash
used in operating activities:
Depreciation and amortization 900 561
Changes in operating assets and liabilities:
Accounts receivable 682 (3,401)
Inventories 808 (4,229)
Prepaid expenses and other current assets (190) 876
Accounts payable (1,701) 963
Accrued compensation and benefits (446) (682)
Accrued expenses and other current liabilities (187) 1,025
------ -------
Net cash used in operating activities (94) (3,043)
------ -------
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of fixed assets (1,713) (3,090)
Increase in other assets (796) (24)
------ -------
Net cash used in investing activities (2,509) (3,114)
------ -------
CASH FLOWS FROM FINANCING ACTIVITIES
Net borrowings under credit lines 1,507 2,229
Principal payments on long-term liabilities (109) (127)
Proceeds from issuance of common stock 38 33
------ -------
Net cash provided by financing activities 1,436 2,135
------ -------
Effects of exchange rate changes on cash and cash equivalents 2 (3)
------ -------
Net decrease in cash and cash equivalents (1,165) (4,025)
Cash and cash equivalents, beginning of period 2,102 15,594
------ -------
Cash and cash equivalents, end of period $ 937 $11,569
====== =======
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
Page 5 of 14
<PAGE>
BROOKS AUTOMATION, INC.
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
1. BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements of Brooks
Automation, Inc. and its subsidiaries (the "Company") have been prepared in
accordance with generally accepted accounting principles and with the
instructions to Article 10 of Securities and Exchange Commission 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 adjustments, considered necessary for a fair presentation
have been included. The accompanying unaudited consolidated financial
statements should be read in conjunction with the audited consolidated
financial statements of the Company which are included in the Company's
Annual Report on Form 10-K/A for the year ended September 30, 1996.
The results of operations for the three months ended December 31, 1996 are
not necessarily indicative of the results that may be expected for the fiscal
year ending September 30, 1997.
2. INVENTORIES
Inventories consist of the following: December 31, September 30,
(in thousands) 1996 1996
---- ----
Raw materials and purchased parts $11,694 $12,547
Work-in-process 3,754 2,899
Finished goods 1,589 2,357
------- -------
$17,037 $17,803
======= =======
3. NET INCOME PER SHARE
Net income per share is determined by dividing net income by the weighted
average number of common shares and common equivalent shares assumed
outstanding during the period. Primary and fully-diluted net income per share
are essentially the same for the periods presented.
Page 6 of 14
<PAGE>
BROOKS AUTOMATION, INC.
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
4. RELATED PARTY AND SIGNIFICANT CUSTOMER INFORMATION
During the three months ended December 31, 1996 and 1995, the Company had
revenues from a related party representing 21% and 12% of revenues,
respectively. An executive of this customer is a member of the Company's
Board of Directors.
During the three months ended December 31, 1996, the Company had revenues
from one customer (not a related party) representing 15% of revenues.
5. COMMITMENTS AND CONTINGENCY
There has been substantial litigation regarding patent and other
intellectual property rights in the semiconductor and related industries.
The Company has received notice from a third-party alleging infringements
of such party's patent rights by certain of the Company's products. The
Company believes the patents claimed may be invalid. In the event of
litigation with respect to this notice, the Company is prepared to
vigorously defend its position. However, because patent litigation can be
extremely expensive and time consuming, the Company may seek to obtain a
license to one or more of the disputed patents. Based upon information
currently available to it, the Company would only do so if license fees
would not be material to the Company's consolidated financial statements.
Currently, the Company does not believe that it is probable that future
events related to this threatened matter will have an adverse effect on the
Company's business; however, there can be no assurance that this will be
the case. The Company is currently unable to reasonably estimate any
possible loss related to this matter.
Page 7 of 14
<PAGE>
BROOKS AUTOMATION, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Brooks Automation, Inc. is a leading, worldwide independent supplier of
substrate handling robots, modules, software controls and cluster tool platforms
to semiconductor and flat panel display manufacturers.
From time to time, information provided by the Company or statements made by its
employees may contain "forward-looking" information which involves risks and
uncertainties. In particular, statements contained in this report which are not
historical facts (including, but not limited to, statements concerning
anticipated revenues, geographical growth rates, anticipated operating expense
levels and the availability of funds to meet cash requirements) are based on the
assumptions and expectations of the Company's management at the time such
statements are made and may be "forward-looking" statements. The Company's
actual future results may differ significantly from those stated in any
"forward-looking" statements. Factors that may cause such differences include,
but are not limited to, the factors discussed below under the caption "Factors
That May Affect Future Results" and the accuracy of the Company's internal
estimates of revenues and operating expense levels.
RESULTS OF OPERATIONS
THREE MONTHS ENDED DECEMBER 31, 1996 COMPARED WITH THREE MONTHS
ENDED DECEMBER 31, 1995
REVENUES
Revenues for the three months ended December 31, 1996 decreased 13.2% or $2.5
million to $16.1 million compared with revenues of $18.6 million in the
comparable prior fiscal period. Sales of vacuum central wafer handling systems
and components comprised 77.0% of the decrease in revenues. This decrease is
primarily attributable to a recent broad decline in capital spending by the
semiconductor manufacturing equipment industry. As a result, the Company
expects that its revenues for at least the first half of fiscal 1997 will be
lower than the comparable prior fiscal period. The remainder of the decrease in
revenues is due to fewer unit sales of flat panel display substrate handling
systems and modules, and decreased control software and service revenues.
Foreign revenues for the three months ended December 31, 1996 increased 37.5% to
$6.6 million (41.1 % of revenues), including $5.4 million of direct sales to
Asian customers, compared with foreign revenues of $4.8 million (25.9% of
revenues), including $3.8 million of direct sales to Asian customers in the
comparable prior fiscal period. The increase in foreign revenues is primarily
attributable to shipments of new 300 mm vacuum central wafer handling systems to
customers in Japan and Korea. The Company expects that foreign revenues will
continue to grow throughout fiscal 1997 and to account for a significant portion
of total revenues. However, there can be no assurance that quarterly
geographical growth rates will be comparable to those achieved in the three
months ended December 31, 1996.
GROSS PROFIT
Gross profit as a percentage of revenues decreased to 34.0% for the three months
ended December 31, 1996 compared with 42.5% for the comparable prior fiscal
period. The decrease in the gross profit percentage is mainly attributable to
underutilization of manufacturing capacity, increased global support costs, and
to a lesser extent, higher new product introduction costs. Global support costs
increased 87% to $1.3 million (8.1% of revenues) for the three months ended
December 31, 1996 from $692,000 (3.7% of revenues) in the comparable prior
fiscal period due to the expansion, primarily during fiscal 1996, of the
Company's global support organization in support of the growing worldwide
customer base.
RESEARCH AND DEVELOPMENT
During the three months ended December 31, 1996, the Company continued to make
investments in research and development to enhance its semiconductor and flat
panel display products. Research and development expenses increased 11.0% to
$2.8 million (17.4% of revenues) for the three months ended December 31, 1996
from $2.5 million (13.6% of revenues) in the comparable prior fiscal period. The
Company believes that research and development expenditures are essential to
maintaining its competitive position in the semiconductor and flat panel display
fabrication equipment market and expects the expenditure levels to continue at
or above current levels throughout fiscal 1997.
Page 8 of 14
<PAGE>
BROOKS AUTOMATION, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
SELLING, GENERAL AND ADMINISTRATIVE
Selling, general and administrative expenses remained stable at $2.6 million for
the three months ended December 31, 1996 as compared with the comparable prior
fiscal period primarily as a result of cost saving measures initiated during the
current fiscal quarter to curb discretionary spending. As a percentage of
revenues, selling, general and administrative expenses increased to 15.9% of
revenues from 14.0% of revenues for the three months ended December 31, 1996 and
1995, respectively, reflecting the effect of the lower revenue level in the
current fiscal quarter. The Company expects to continue the growth of its
worldwide sales and administrative organizations in fiscal 1997, reflecting the
Company's commitment to further penetrate key international markets.
INTEREST INCOME AND EXPENSE
Interest income decreased to $16,000 (0.1% of revenues) for the three months
ended December 31, 1996 from $160,000 (0.9% of revenues) in the comparable prior
fiscal period. The decrease in interest income for the three months ended
December 31, 1996 reflects lower cash balances throughout the first quarter of
fiscal 1997 compared with the same period of fiscal 1996.
Interest expense decreased to $71,000 (0.4% of revenues) for the three months
ended December 31, 1996 from $98,000 (0.5% of revenues) in the comparable prior
fiscal period. The decrease in interest expense reflects lower average
borrowings and interest rates throughout the first quarter of fiscal 1997
compared with the same period of fiscal 1996.
INCOME TAX PROVISION
The Company's effective income tax rate was 34.4% for the three months ended
December 31, 1996 compared with 34.7% in the comparable prior fiscal period.
The difference between the effective and statutory federal income tax rate is
due primarily to the tax benefits of the Company's foreign sales corporation,
and research and development tax credits, offset by the impact of state income
taxes.
FOREIGN CURRENCY FLUCTUATIONS
The Company's foreign revenues are generally denominated in U.S. dollars.
Accordingly, foreign currency fluctuations have not had a significant impact on
the comparison of the results of operations for the periods presented.
LIQUIDITY AND CAPITAL RESOURCES
As of December 31, 1996, the Company had working capital of $30.9 million
compared with working capital of $32.6 million as of September 30, 1996. During
the three months ended December 31, 1996, the Company used cash in operating
activities of $1.6 million, net of noncash depreciation and amortization,
primarily for the reduction of current liabilities. Decreased levels of
accounts receivable and inventories generated cash of $1.5 million during the
current fiscal quarter. Investing activities for the three months ended
December 31, 1996 consisted of capital expenditures for CAD/CAM/CAE (computer-
aided design, manufacturing and engineering), test and demonstration equipment,
the expansion of the Company's regional sales and technology center in Canada
and lease deposits for new facilities in Korea. For the remainder of fiscal
1997, the Company expects to continue to make capital expenditures to support
its business; however, the level of spending will be dependent on various
factors, including the growth of the business and general economic conditions.
Financing activities during the three months ended December 31, 1996 consisted
primarily of $1.5 million of net borrowings under credit lines to fund working
capital requirements.
The Company has a $15.0 million unsecured revolving credit facility and a $3.0
million unsecured foreign currency line of credit, both of which expire in
December 1997. Under the revolving credit facility, advances bear interest, at
the option of the Company, at the prime rate (8.25% at December 31, 1996) or the
LIBOR rate plus 2%. At December 31, 1996, the Company had outstanding
$1,800,000 bearing interest at the prime rate under the revolving credit
facility and $725,000 denominated in Japanese yen under the foreign currency
line of credit. Foreign currency advances bear interest at the LIBOR rate plus
2% (2.50% for Japanese yen at December 31, 1996). The terms of the Loan
Agreement require the Company to comply with various covenants, including the
maintenance of specified financial ratios and a minimum tangible capital base,
as defined, and limit the Company's annual level of capital expenditures. At
December 31, 1996, the Company was in compliance with the terms of the
agreement.
Page 9 of 14
<PAGE>
BROOKS AUTOMATION, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The Company believes that anticipated cash flows from operations, available
funds and borrowings available under the Company's bank lines of credit, will be
adequate to meet the Company's currently projected working capital and capital
expenditure requirements through at least fiscal 1997.
There has been substantial litigation regarding patent and other intellectual
property rights in the semiconductor and related industries. The Company has
received notice from a third-party alleging infringements of such party's patent
rights by certain of the Company's products. The Company believes the patents
claimed may be invalid. In the event of litigation with respect to this claim,
the Company is prepared to vigorously defend its position. However, because
patent litigation can be extremely expensive and time consuming, the Company may
seek to obtain a license to one or more of the disputed patents. Based upon
information currently available to it, the Company would only do so if license
fees would not be material to the Company's consolidated financial statements.
There can be no assurance that the Company would prevail in any litigation
seeking damages or expenses from the Company or to enjoin the Company from
selling its products on the basis of the alleged patent infringement, or that a
license for any of the alleged infringed patents will be available to the
Company on reasonable terms, if at all. Currently, the Company does not believe
that it is probable that future events related to this threatened matter will
have an adverse effect on the Company's business; however, there can be no
assurance that this will be the case. The Company is currently unable to
reasonably estimate any possible loss related to this matter.
FACTORS THAT MAY AFFECT FUTURE RESULTS
CUSTOMER CONCENTRATION
Relatively few customers account for a substantial portion of the Company's
revenues. Sales to the Company's ten largest customers in the three months
ended December 31, 1996, fiscal 1996 and fiscal 1995 accounted for 74%, 70% and
75% of revenues, respectively. In the three months ended December 31, 1996 and
in fiscal 1996 and fiscal 1995, sales to Lam Research Corporation, the Company's
largest customer in these periods accounted for 21% of the Company's revenues in
all of these periods. The Company expects that sales to Lam will continue to
represent a significant portion of the Company's revenues for the foreseeable
future. The Company's customers generally do not enter into long-term agreements
obligating them to purchase the Company's products. A reduction or delay in
orders from Lam or other significant customers, including reductions or delays
due to market, economic or competitive conditions in the semiconductor or flat
panel display industries, could have a material adverse effect on the Company's
future financial condition, revenues and operating results.
DEPENDENCE ON CYCLICAL INDUSTRIES
The Company's business is significantly dependent on capital expenditures by
manufacturers of semiconductors. The semiconductor industry is highly cyclical
and historically has experienced periods of oversupply, resulting in
significantly reduced demands for capital equipment, including the products
manufactured and marketed by the Company. The Company's future financial
condition, revenues and operating results may be materially adversely affected
by semiconductor industry downturns or slowdowns. There can be no assurance as
to when, if ever, capital spending in the semiconductor manufacturing equipment
industry will recover.
Page 10 of 14
<PAGE>
BROOKS AUTOMATION, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RELIANCE ON OEM CUSTOMERS; LENGTHY SALES CYCLE
The Company's products are principally sold to OEMs which incorporate the
Company's products into their equipment. Due to the significant capital
commitments usually incurred by semiconductor and flat panel display
manufacturers in their purchase of the OEM's equipment, these manufacturers
demand highly reliable products which require as long as several years for OEMs
to develop. The Company's revenues are therefore primarily dependent upon the
timing and effectiveness of the efforts of its OEM customers in developing and
marketing equipment incorporating the Company's products. There can be no
assurance that any equipment incorporating the Company's products will be
marketed successfully by the Company's customers.
JAPANESE MARKET
The Japanese semiconductor and flat panel display process equipment markets are
large and difficult for foreign companies to penetrate. The Company believes
that increasing its penetration of the Japanese market is important to its
business, and that it is currently at a competitive disadvantage to Japanese
suppliers, many of which have long-standing collaborative relationships with
Japanese semiconductor and flat panel display process equipment manufacturers.
Moreover, the Company's ability to compete effectively in the Japanese market
may be limited by the Company's size and its geographic location. Although the
Company intends to expand its direct presence in Japan, there can be no
assurance that the Company will be able to achieve significant sales to, or
compete successfully in, Japan.
FOREIGN REVENUES
The Company does business worldwide, both directly and via sales to United
States-based OEMs who sell such products internationally. In the three months
ended December 31, 1996 and in fiscal 1996 and fiscal 1995, foreign revenues
accounted for 41%, 20% and 12%, respectively, of the Company's revenues. The
Company anticipates that foreign revenues will continue to account for a
significant percentage of revenues, which will result in a significant portion
of the Company's revenues and operating results being subject to risks
associated with foreign revenues, including United States and foreign
regulatory and policy changes, political and economic instability, difficulties
in accounts receivable collection, difficulties in managing representatives, and
foreign currency fluctuations.
Page 11 of 14
<PAGE>
BROOKS AUTOMATION, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
HIGHLY COMPETITIVE INDUSTRY
The markets for the Company's products are highly competitive and subject to
rapid technological change. Many of the Company's current and potential
competitors have substantially greater resources than the Company. The Company
believes that its primary competition is from integrated OEMs that satisfy their
semiconductor and flat panel display handling needs in-house rather than by
purchasing systems or modules from an independent supplier such as the Company.
There can be no assurance that the Company will be successful in selling its
products to OEMs that currently satisfy their substrate handling needs in-house,
regardless of the performance or the price of the Company's products. Moreover,
there can be no assurance that these OEMs will not begin to commercialize their
vacuum handling capabilities. Competitors may develop superior products or
products of similar quality at the same or lower prices. Other technical
innovations may impair the Company's ability to market its products. There can
be no assurance that the Company will be able to compete successfully.
NEW PRODUCTS AND TECHNOLOGICAL CHANGE
The semiconductor and flat panel display manufacturing industries have been
characterized by rapid technological change and evolving industry requirements
and standards. The Company believes that these trends will continue into the
foreseeable future. The Company's success will depend upon its ability to
enhance its existing products and to develop new products to meet customer
requirements and to achieve market acceptance. There can be no assurance that
the Company will be successful in introducing products or product enhancements
once developed. Further, there can be no assurance that the Company's products
will not be rendered obsolete by new industry standards or changing technology.
MANAGEMENT OF GROWTH
The Company has recently gone through a period of rapid growth. Due to the
level of technical and marketing expertise necessary to support its existing and
new customers, the Company must attract highly qualified and well-trained
personnel. There can be only a limited number of persons with the requisite
skills to serve in these positions and it may become increasingly difficult for
the Company to hire such personnel. The Company's expansion may also
significantly strain the Company's management, manufacturing, financial and
other resources. There can be no assurance that the Company's systems,
procedures, controls and existing space will be adequate to support the
Company's operations. Failure to manage the Company's growth properly could
have a material adverse effect on the Company's future financial condition,
revenues and operating results.
QUARTERLY FLUCTUATIONS IN OPERATING RESULTS AND MARKET PRICE OF SECURITIES
The Company's quarterly operating results may vary significantly from quarter-
to-quarter depending on factors such as economic conditions in the semiconductor
and flat panel display industries, the timing of significant orders and
shipments of its products, changes and delays in product development, new
product introductions by the Company and its competitors, the mix of products
sold by the Company and competitive pricing pressures. Additionally, the
Company's vacuum central handling systems have high selling prices. As a
result, quarterly variations in systems sales will significantly affect the
Company's operating results. Moreover, customers may cancel or reschedule
shipments and production difficulties could delay shipments. These factors
could have a material adverse effect on the Company's future financial
condition, revenues and operating results.
The market price of the Company's securities could also be subject to wide
fluctuations in response to quarter-to-quarter variations in operating results,
changes in earnings estimates by analysts, and market conditions in the
semiconductor industry, as well as general economic conditions and other factors
external to the Company.
Page 12 of 14
<PAGE>
BROOKS AUTOMATION, INC.
PART II: OTHER INFORMATION
Item 6 (a) Exhibits
(11.01) Computation of per share earnings (incorporated herein by
reference to Note 3 of Notes to Unaudited Consolidated
Financial Statements).
(27.1) Financial Data Schedule
Item 6 (b) Reports on Form 8-K
No reports on Form 8-K were filed during the quarter ended
December 31, 1996.
Page 13 of 14
<PAGE>
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.
BROOKS AUTOMATION, INC.
February 14, 1997 /s/ Robert J. Therrien
- ----------------- ---------------------------------------------
[Date] Robert J. Therrien
Chief Executive Officer,
President and Treasurer
February 14, 1997 /s/ Stanley D. Piekos
- ----------------- --------------------------------------------
[Date] Stanley D. Piekos
Vice President - Finance and
Chief Financial Officer
Page 14 of 14
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFRMATION EXTRACTED FROM FORM 10-Q AND
IS QUALIFIED IN ITS ENTIRETY BY REFERENCES TO FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1000
<S> <C> <C>
<PERIOD-TYPE> 3-MOS 3-MOS
<FISCAL-YEAR-END> SEP-30-1997 SEP-30-1996
<PERIOD-START> OCT-01-1996 OCT-01-1995
<PERIOD-END> DEC-31-1996 DEC-31-1995
<CASH> 937 2,102
<SECURITIES> 0 0
<RECEIVABLES> 23,774 24,381
<ALLOWANCES> (100) (100)
<INVENTORY> 17,037 17,803
<CURRENT-ASSETS> 43,575 45,965
<PP&E> 23,836 22,045
<DEPRECIATION> 6,245 5,347
<TOTAL-ASSETS> 64,002 64,761
<CURRENT-LIABILITIES> 12,638 13,383
<BONDS> 0 0
0 0
0 0
<COMMON> 76 76
<OTHER-SE> 50,722 50,615
<TOTAL-LIABILITY-AND-EQUITY> 64,002 64,761
<SALES> 16,111 18,564
<TOTAL-REVENUES> 16,111 18,564
<CGS> 10,631 10,677
<TOTAL-COSTS> 5,364 5,126
<OTHER-EXPENSES> 0 0
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 71 98
<INCOME-PRETAX> 61 2,823
<INCOME-TAX> 21 979
<INCOME-CONTINUING> 40 1,844
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 40 1,844
<EPS-PRIMARY> 0 $0.22
<EPS-DILUTED> 0 $0.22
</TABLE>
