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 March 31, 2000 _________________________________
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: 1-13828
--------------------------------------------------
MEMC ELECTRONIC MATERIALS, INC.
-------------------------------
(Exact name of registrant as specified in its charter)
Delaware 56-1505767
- --------------------------------------------------------------------------------
(State or other jurisdiction of (I. R. S. Employer Identification No.)
incorporation or organization)
501 Pearl Drive (City of O'Fallon) St. Peters, Missouri 63376
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(636) 474-5000
- --------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
- --------------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since last
report.)
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. |X| Yes |_| No
The number of shares of the registrant's common stock outstanding at April 30,
2000 was 69,610,900.
<PAGE>
PART I -- FINANCIAL INFORMATION
Item 1. Financial Statements.
MEMC ELECTRONIC MATERIALS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited; Dollars in thousands, except share data)
Three Months Ended
March 31,
------------------------
2000 1999
------- -------
Net sales $ 193,089 $ 159,800
Costs of goods sold 179,085 173,616
------- -------
Gross margin 14,004 (13,816)
Operating expenses:
Marketing and administration 15,594 16,879
Research and development 19,388 20,857
------ ------
Operating loss (20,978) (51,552)
Nonoperating (income) expense:
Interest expense 17,481 17,459
Interest income (376) (442)
Royalty income (2,080) (1,225)
Other, net 801 557
------ ------
Total nonoperating expense 15,826 16,349
Loss before income taxes, equity in
loss of joint ventures
and minority interests (36,804) (67,901)
Income taxes (9,937) (21,049)
------- ------
Loss before equity in loss of joint
ventures and minority interests (26,867) (46,852)
Equity in loss of joint ventures (1,073) (4,589)
Minority interests 601 1,187
------- ------
Net loss $ (27,339) $ (50,254)
======== ========
Basic loss per share $ (.39) $ (1.19)
======== ========
Diluted loss per share $ (.39) $ (1.19)
======== ========
Weighted average shares used in computing
basic loss per share 69,551,754 42,196,538
=========== ===========
Weighted average shares used in computing
diluted loss per share 69,551,754 42,196,538
=========== ===========
See accompanying notes to consolidated financial statements.
<PAGE>
MEMC ELECTRONIC MATERIALS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Dollars in thousands, except share data)
March 31, December 31,
2000 1999
--------- ---------
(Unaudited)
---------
ASSETS
Current assets:
Cash and cash equivalents $ 23,231 $ 28,571
Accounts receivable,
less allowance for doubtful accounts
$2,333 and $2,409 in 2000
and 1999, respectively 121,867 111,559
Income taxes receivable 3,635 9,237
Inventories 96,877 98,419
Deferred tax assets, net 12,444 12,905
Prepaid and other current assets 17,267 15,229
--------- ---------
Total current assets 275,321 275,920
Property, plant and equipment,
net of accumulated depreciation
of $728,277 and $703,252 in 2000
and 1999, respectively 1,048,295 1,090,358
Investments in joint ventures 96,181 97,254
Excess of cost over net assets acquired,
net of accumulated amortization of $6,797
and $6,466 in 2000 and 1999, respectively 46,727 47,058
Deferred tax asset, net 200,027 183,902
Other assets 28,127 30,089
--------- ---------
Total assets $ 1,694,678 $ 1,724,581
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Short-term borrowings and
current portion of long-term debt $ 40,848 $ 22,163
Accounts payable 84,814 85,704
Accrued liabilities 26,723 29,795
Customer deposits 19,058 16,556
Provision for restructuring costs 11,648 12,839
Accrued wages and salaries 23,685 22,557
--------- ---------
Total current liabilities 206,776 189,614
Long-term debt, less current portion 863,050 869,759
Pension and similar liabilities 97,352 95,731
Customer deposits 41,428 48,456
Other liabilities 44,071 44,893
--------- ---------
Total liabilities 1,252,677 1,248,453
--------- ---------
Minority interests 42,736 43,337
Commitments and contingencies
Stockholders' equity:
Preferred stock, $.01 par value,
50,000,000 shares authorized,
none issued or outstanding at 2000 or 1999 - -
Common stock, $.01 par value, 200,000,000
shares authorized, 70,540,105 and 70,463,505
issued in 2000 and 1999, respectively 705 705
Additional paid-in capital 771,411 770,476
Accumulated deficit (326,656) (299,317)
Accumulated other comprehensive loss (29,175) (22,053)
Treasury stock, at cost: 929,205 in 2000
and 1999 (17,020) (17,020)
--------- ---------
Total stockholders' equity 399,265 432,791
--------- ---------
Total liabilities and stockholders' equity $ 1,694,678 $ 1,724,581
========= =========
See accompanying notes to consolidated financial statements.
<PAGE>
MEMC ELECTRONIC MATERIALS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited; Dollars in thousands)
Three Months Ended
March 31,
------------------------
2000 1999
------- -------
Cash flows from operating activities:
Net loss $ (27,339) $ (50,254)
Adjustments to reconcile net loss
to net cash used in operating activities:
Depreciation and amortization 40,322 40,824
Minority interests (601) (1,187)
Equity in loss of joint ventures 1,073 4,589
Working capital and other (29,612) (37,543)
------- -------
Net cash used in operating activities (16,157) (43,571)
------- -------
Cash flows from investing activities:
Capital expenditures (10,175) (7,361)
Proceeds from sale of property, plant
and equipment 1 110
Equity infusions in joint ventures - (12,052)
Notes receivable from affiliates - 9,290
------- -------
Net cash used in investing activities (10,174) (10,013)
------- -------
Cash flows from financing activities:
Net short-term borrowings 4,869 (19,408)
Proceeds from issuance of long-term debt 16,138 8,547
Principal payments on long-term debt (522) (41,400)
Repurchase of common stock - -
Proceeds from issuance of common stock 935 105,850
------- -------
Net cash provided by financing activities 21,420 53,589
------- -------
Effect of exchange rates on cash and cash equivalents (429) (188)
------- -------
Net decrease in cash (5,340) (183)
Cash and cash equivalents at beginning of period 28,571 16,168
------- -------
Cash and cash equivalents at end of period $ 23,231 $ 15,985
======= =======
See accompanying notes to consolidated financial statements.
<PAGE>
MEMC ELECTRONIC MATERIALS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands, except share data)
(1) Basis of Presentation
- -------------------------
The accompanying unaudited consolidated financial statements of MEMC Electronic
Materials, Inc. and Subsidiaries (the Company), in the opinion of management,
include all adjustments (consisting of normal, recurring items) necessary to
present fairly the Company's financial position and results of operations and
cash flows for the periods presented. The consolidated financial statements are
presented in accordance with the requirements of Regulation S-X and consequently
do not include all disclosures required by generally accepted accounting
principles. This report on Form 10-Q, including unaudited consolidated financial
statements, should be read in conjunction with the Company's annual report to
shareholders for the fiscal year ended December 31, 1999, which contains the
Company's audited financial statements for such year and the related
management's discussion and analysis of financial condition and results of
operations. Operating results for the three-month period ended March 31, 2000
are not necessarily indicative of the results that may be expected for the year
ending December 31, 2000.
(2) Earnings (loss) per share
- -----------------------------
The numerator for basic and diluted loss per share calculations is net loss for
all periods presented. The denominator for the basic and diluted loss per share
calculations for the three-month periods ended March 31, 2000 and 1999 is the
same within each period (the weighted average shares outstanding for each
respective period). The Company had 2,860,132 options outstanding at March 31,
2000 which were not included in the computation of diluted loss per share due to
the net loss incurred during the three months ended March 31, 2000.
(3) Inventories
- ---------------
Inventories consist of the following:
March 31, December 31,
2000 1999
------- -------
Raw materials and supplies $ 44,782 $ 49,537
Goods in process 24,765 23,493
Finished goods 27,330 25,389
------- -------
$ 96,877 $ 98,419
======= =======
<PAGE>
(4) Restructuring Costs
- -----------------------
During 1998, the Company recorded a charge to operations of $121,670 related to
the decisions to close its small diameter wafer facility in Spartanburg, South
Carolina, withdraw from its 60%-owned joint venture in a small diameter wafer
operation in China and to forego construction of a new 200 millimeter wafer
facility at its 75%-owned joint venture in Malaysia. Restructuring activity
since the provision for restructuring costs was recorded is as follows:
Amount Balance Balance
Reversed/ March 31, December 31,
Provision Utilized 2000 1999
------- ------ ------ ------
Asset impairment/write-off:
Spartanburg property, plant
and equipment $ 36,300 $ 36,300 $ - $ -
Malaysian joint
venture assets 28,000 27,483 517 530
Chinese joint
venture assets 13,800 13,440 360 360
Other infrastructure 3,225 3,225 - -
------- ------ ------ ------
Total 81,325 80,448 877 890
------- ------ ------ ------
Dismantling and related costs:
Dismantling costs 11,345 4,879 6,466 7,260
Costs incurred by
equipment suppliers 5,000 5,000 - -
Environmental costs 3,500 3,302 198 400
Operating leases 3,000 2,155 845 1,000
Other 3,000 140 2,860 2,864
------- ------ ------ ------
Total 25,845 15,476 10,369 11,524
------- ------ ------ ------
Personnel costs 14,500 14,098 402 425
------- ------ ------ ------
Total restructuring costs $ 121,670 $ 110,022 $ 11,648 $ 12,839
======= ======= ====== ======
Substantially all of the dismantling and related costs, and the personnel costs
included in the $11,648 restructuring reserve are related to the Spartanburg
facility. A significant portion of the reserve is expected to be utilized by
December 31, 2000.
(5) Comprehensive Loss
- ----------------------
Comprehensive loss for the three months ended March 31, 2000 and 1999 was
$34,461 and $58,874, respectively. The Company's only adjustment from net loss
to comprehensive loss was foreign currency translation adjustments in all
periods presented.
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations.
Net Sales. Net sales increased 21% to $193 million for the first quarter of 2000
from $160 million for the first quarter of 1999. The increase was primarily
attributable to a 22% increase in product volume in the first quarter of 2000
compared to the first quarter of 1999. On a geographic basis, product volumes
for the three months ended March 31, 2000 increased by double digit percentages
in all regions as compared to the three months ended March 31, 1999. The Company
expects average selling prices to show a modest improvement in the next quarter
through product mix improvements and selective price increases as market demand
continues to increase towards wafer industry capacity levels. The Company also
expects product volumes to increase moderately in the next quarter as a result
of the continued growth in the semiconductor industry.
Gross Margin. Gross margin improved to 7% in the first quarter of 2000 from
negative 9% for the first quarter of 1999. The increase in gross margin was
primarily attributable to volume increases and significant cost reductions in
the first quarter of 2000 as compared to the first quarter of 1999. The Company
expects continued, but gradual, improvements in its cost structure in the next
few quarters. Advanced large diameter and epitaxial products represented 55% and
51% of product volume for the first quarters of 2000 and 1999, respectively. The
continued increase in this ratio is indicative of the Company's customers
utilizing 200-millimeter facilities in preference to their smaller diameter
facilities in order to obtain the lowest cost per device.
Income Taxes. The Company realized an income tax benefit at the rate of 27% and
31% for the three months ended March 31, 2000 and 1999, respectively. The
reduced rate of income tax benefit is primarily a result of changes in the
composition of the Company's worldwide taxable income. The Company expects an
effective tax rate for the year 2000 consistent with the first quarter.
Equity in Loss of Joint Ventures. Equity in loss of joint ventures was $1
million in the first quarter of 2000, as compared to $5 million in the first
quarter of 1999. The losses in the 2000 first quarter were the result of foreign
currency losses and a one time tax charge. The Company's share of the loss of
Posco Huls Co., Ltd. (PHC), the Company's 40%-owned, unconsolidated joint
venture in South Korea, was $0.5 million in the first quarter of 2000 compared
to a loss of $3 million in the first quarter of 1999. PHC's reduction in loss
was primarily due to a significant increase in product volume. The Company's
share of the loss of Taisil Electronic Materials Corporation (Taisil), the
Company's 45%-owned, unconsolidated joint venture in Taiwan, was $0.5 million in
the first quarter 2000 compared to a loss of $2 million in the first quarter of
1999. Taisil's reduction in loss was primarily due to a significant increase in
product volume and an increase in average selling price in the first quarter of
2000 compared to first quarter of 1999.
Net Loss. Net loss for the three-month periods ended March 31, 2000 and 1999 was
approximately $27 million and $50 million, respectively. The reduction in net
loss for the three months ended March 31, 2000 was primarily a result of
increased gross margin of $28 million and smaller equity in loss of joint
ventures offset by a reduced income tax benefit. The Company had a net loss of
$0.39 per share for the quarter ended March 31, 2000 on approximately 69.6
million shares outstanding compared to a net loss of $1.19 per share for the
quarter ended March 31, 1999 on 42.2 million weighted average shares
outstanding. The 2000 first quarter weighted average shares outstanding reflect
the issuance of 15.4 million shares of common stock in a private placement to
VEBA Zweite Verwaltungsgesellschaft mbH in March 1999 and 13.6 million shares of
common stock in connection with the Company's rights offering in April 1999.
<PAGE>
Liquidity and Capital Resources.
At March 31, 2000, the Company had $23 million of cash and cash equivalents
compared to $29 million at December 31, 1999.
Cash flows used in operating activities decreased to $16 million for the three
months ended March 31, 2000 from $44 million for three months ended March 31,
1999. This $28 million improvement was due primarily to a reduction in operating
losses.
Accounts receivable of $122 million at March 31, 2000 increased $10 million, or
9%, from $112 million at December 31,1999. This increase was primarily
attributable to the 6% increase in net sales during the first quarter 2000 over
fourth quarter 1999. Days' sales outstanding were 58 days at March 31, 2000
compared to 56 days at December 31, 1999 based upon annualized sales for the
respective quarters.
Inventories declined $2 million, or 2%, from December 31, 1999 to $97 million at
March 31, 2000. This decrease was primarily due to the continued concerted
effort by the Company to manage inventory levels. Related inventory reserves for
obsolescence, lower of cost or market issues, or other impairments decreased $1
million in the first quarter of 2000 to $16 million. Quarter-end inventories as
a percentage of annualized quarterly net sales remained at 13% for March 31,
2000 and December 31, 1999.
The Company's net deferred tax assets increased $16 million in the first quarter
to $212 million at March 31, 2000. The Company provides for income taxes on a
quarterly basis based on an estimated annual effective tax rate. The Company
estimates that net operating loss carryforwards increased $11 million in the
quarter ended March 31, 2000. Management believes it is more likely than not
that, with its projections of future taxable income and after consideration of
the valuation allowance, the Company will generate sufficient taxable income to
realize the benefits of the net deferred tax assets existing at March 31, 2000.
In order to realize the net deferred tax assets existing at March 31, 2000, the
Company will need to generate future taxable income of approximately $586
million. There can be no assurance, however, that the Company will generate
sufficient taxable income to realize the full benefit of the existing net
deferred tax assets.
On September 27, 1999, VEBA AG, which through its affiliates is the majority
shareholder and principal lender of the Company, announced a merger with VIAG
AG. The VEBA/VIAG group (the Group) has stated that its core businesses will be
energy and specialty chemicals. The Group's stated intent is to systematically
and optimally divest certain non-core businesses, including the Company. The
Company intends to work closely with the Group to effectuate an orderly
divestiture process that preserves and optimizes the value of the Company. A
decrease of ownership interest of VEBA AG and its affiliates may result in
annual limitations for federal income tax purposes of the Company's ability to
use its tax loss carryforwards under Internal Revenue Code Section 382.
At December 31, 1999, the Company's net operating loss carryforwards totaled
$647 million, of which $7 million will expire in 2001; $13 million will expire
in 2002; $29 million will expire in 2003; $9 million will expire in 2004; $14
million will expire in 2012; $322 million will expire in 2018; and $253 million
will expire in 2019.
Net cash used in investing activities remained constant at $10 million in the
three months ended March 31, 2000 and March 31, 1999. For the three months ended
March 31, 2000, cash used by investing activities reflected increased spending
on capital projects offset by a reduction in equity infusions in joint ventures
and a reduction in notes receivable from affiliates. The capital expenditures in
the first quarter of 2000 primarily related to the implementation of SAP
worldwide and to maintenance capital. The Company expects to continue to tightly
control capital expenditures in 2000. At March 31, 2000, the Company had $12
million of committed capital expenditures related to the implementation of SAP
worldwide and various manufacturing and technology projects.
<PAGE>
The Company made no infusions into joint ventures in the three months ended
March 31, 2000, compared to an equity infusion of $12 million in the 1999 first
quarter. Although to date Taisil has an accumulated deficit, the Company does
not consider its investment in Taisil to be impaired as of March 31, 2000 based
on Taisil's increasing product volumes and capacity utilization, improving
operating results, and positive operating cash flow generated in 1999 and the
first quarter of 2000.
Cash flows provided by financing activities decreased to $21 million in the
quarter ended March 31, 2000 from $54 million in the quarter ended March 31,
1999. The 2000 financing activities consisted primarily of issuance of debt by
the Company. In the quarter ended March 31, 1999, the financing activities
consisted primarily of stock offerings offset by repayment of short-term and
long-term debt.
At March 31, 2000, the Company maintained $949 million of committed long-term
loan agreements, of which $894 million was outstanding. The Company also
maintained $54 million of short-term lines of credit, of which $10 million was
outstanding at March 31, 2000. The Company's weighted average cost of borrowing
was 7.9% at March 31, 2000 and 7.8% at December 31, 1999. Total debt outstanding
increased to $904 million at March 31, 2000 from $892 million at December 31,
1999. The total debt to total capital ratio at March 31, 2000 was 67% as
compared to 65% at December 31, 1999.
The silicon wafer industry is highly capital intensive. The Company's capital
needs depend on numerous factors, including its profitability and investment in
capital expenditures and research and development. Management believes that the
liquidity provided by existing cash balances and credit facilities, together
with cash generated from operations, will be sufficient to satisfy commitments
for capital expenditures and operating cash requirements through 2000. If,
however, the Company's future financial performance fails to meet management's
current expectations, then the Company may require additional financing in order
to satisfy planned capital expenditures and operating cash requirements for
2000. There can be no assurance that such financing will be available on terms
acceptable to the Company.
Historically, the Company has funded its operations primarily through loans from
VEBA AG and its affiliates, internally generated funds, and issuances of common
stock. To a lesser extent, the Company has raised funds by borrowing money from
commercial banks. Under its credit facilities with VEBA AG and its affiliates,
the Company cannot pledge any of its assets to secure additional financing
without the consent of VEBA AG and its affiliates.
The Company's loans from VEBA AG and its affiliates begin to mature in 2001. The
Company does not currently anticipate having sufficient funds from operations to
repay these loans upon maturity commencing in 2001, and will need to seek and
obtain replacement financing. The Company is currently engaged in discussions
with its financial advisors regarding additional sources of capital. There can
be no assurance that the Company will be able to refinance its loans with VEBA
AG and its affiliates upon maturity. If the Company fails to repay the loans
when due the Company will be in default under the loans and VEBA AG and its
affiliates could accelerate all amounts outstanding under the loans. This would
have a material adverse effect on the Company.
<PAGE>
Recently Issued Accounting Pronouncements.
In June 1998, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards (SFAS) No. 133, "Accounting for Derivative
Instruments and Hedging Activities." SFAS No. 133 requires the recognition of
all derivatives as assets or liabilities within the balance sheet, and requires
both the derivatives and the underlying exposure to be recorded at fair value.
Any gain or loss resulting from changes in fair value will be recorded as part
of the results of operations, or as a component of comprehensive income or loss,
depending upon the intended use of the derivative. In July 1999, the Financial
Accountings Standards Board changed the effective date of SFAS No. 133 to all
fiscal quarters of fiscal years beginning after June 15, 2000. The Company does
not believe that the implementation of this Statement will have a material
adverse effect on its financial condition or results of operations.
Cautionary Statement Regarding Forward-Looking Statements.
This Form 10-Q contains "forward-looking" statements within the meaning of the
Securities Litigation Reform Act of 1995, including those concerning: the
utilization of the restructuring reserve; future pricing; future product
volumes; future product mix improvements; expected increase in market demand;
expected growth in semiconductor industry; continued cost improvements; expected
effective income tax rate; liquidity through 2000; tight control of capital
expenditures in 2000; the Company's ability to generate future taxable income as
it relates to the realization of the net deferred tax asset; expectation that
the Company will not have sufficient funds from operations to repay loans from
VEBA AG and its affiliates upon maturity; and the impact of the implementation
of SFAS No. 133. Such statements involve certain risks and uncertainties that
could cause actual results to differ materially from those in the
forward-looking statements. Potential risks and uncertainties include such
factors as: market demand for silicon wafers; utilization of manufacturing
capacity; ability of the Company to reduce manufacturing costs; demand for
semiconductors generally; changes in the pricing environment; general economic
conditions; competitors' actions; changes in currency exchange rates; changes in
the components of worldwide taxable income; technological changes; changes in
product specifications and manufacturing processes; accuracy of management's
assumptions regarding the dismantling and sale of the Spartanburg facility;
changes in financial market conditions; changes in interest rates; and other
risks described in the Company's filing with the Securities and Exchange
Commission, including the Company's annual report on Form 10-K for the year
ended December 31, 1999.
<PAGE>
Item 3. Quantitative and Qualitative Disclosures About Market Risk.
Market risks relating to the Company's operations result primarily from changes
in interest rates and changes in foreign exchange rates. The Company enters into
currency forward contracts to minimize its transactional currency risks. The
Company does not use derivative financial instruments for speculative or trading
purposes. There have been no significant changes in the Company's holdings of
interest rate sensitive or foreign currency exchange rate sensitive instruments
since December 31, 1999.
<PAGE>
PART II -- OTHER INFORMATION
Item 1. Legal Proceedings.
In a case entitled Lemelson Foundation Partnership vs. ESCO Electronics
Corporation, et al., filed on April 14, 2000, the Lemelson Medical Education &
Research Foundation, Limited Partnership filed suit against the Company and
approximately 90 other companies in the United States District Court for the
District of Arizona. The Lemelson Foundation alleges that the Company infringed
on certain patents owned by the Lemelson Foundation related to bar coding and
machine vision reading systems. The Lemelson Foundation has not served the
Company with a complaint in this matter and has requested that we enter into a
licensing agreement in order to avoid litigation. The Company is in the process
of reviewing the patents at issue and how they might relate to the Company's
activities along with Lemelson Foundation's proposed licensing terms. Because of
the early stage of the Company's investigation, no assurance can be given that
the ultimate outcome of this matter will not have a material adverse effect on
the Company.
<PAGE>
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
Exhibit
Number Description
3(i) Restated Certificate of Incorporation of the Company (incorporated
by reference to Exhibit 3-a of the Company's Form 10-Q for the
Quarter ended June 30, 1995).
3(ii) Restated By-laws of the Company (incorporated by reference to
Exhibit 3(ii) of the Company's Form 10-Q for the Quarter ended
June 30, 1999).
27 Financial Data Schedule (filed electronically with the SEC only).
- -------------------------------
(b) Reports on Form 8-K
During the first quarter of 2000, the Company filed the following current
report on Form 8-K:
1. Item 5 Form 8-K filed on January 10, 2000.
<PAGE>
SIGNATURE
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.
MEMC Electronic Materials, Inc.
May 12, 2000 /s/ JAMES M. STOLZE
- ------------- ------------------------------------
James M. Stolze
Executive Vice President and Chief Financial
Officer (on behalf of the registrant and as
principal financial and accounting officer)
<PAGE>
EXHIBIT INDEX
The exhibits below are numbered in accordance with the Exhibit Table of Item
601 of Regulation S-K.
Exhibit
Number Exhibit
27 Financial Data Schedule (filed electronically with SEC only).
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from SEC Form10-Q
and is qualified in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-END> MAR-31-2000
<CASH> 23,231
<SECURITIES> 0
<RECEIVABLES> 124,200
<ALLOWANCES> 2,333
<INVENTORY> 96,877
<CURRENT-ASSETS> 275,321
<PP&E> 1,776,572
<DEPRECIATION> 728,277
<TOTAL-ASSETS> 1,694,678
<CURRENT-LIABILITIES> 206,776
<BONDS> 863,050
0
0
<COMMON> 705
<OTHER-SE> 398,560
<TOTAL-LIABILITY-AND-EQUITY> 1,694,678
<SALES> 193,089
<TOTAL-REVENUES> 193,089
<CGS> 179,085
<TOTAL-COSTS> 179,085
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 17,481
<INCOME-PRETAX> (36,804)
<INCOME-TAX> (9,937)
<INCOME-CONTINUING> (27,339)
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<NET-INCOME> (27,339)
<EPS-BASIC> (.39)
<EPS-DILUTED> (.39)
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