FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 ___________________________ [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the Quarter Ended March 28, 1997. 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 0-6866 HELIX TECHNOLOGY CORPORATION (Exact name of registrant as specified in its charter) Delaware 04-2423640 (State of incorporation) (IRS Employer Identification No.) Mansfield Corporate Center Nine Hampshire Street Mansfield, Massachusetts 02048-9171 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (508) 337-5111 _______________________________ Indicate by checkmark 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 ninety days. Yes [X] No [ ] Indicate the number of shares outstanding of each of the Registrant's classes of Common Stock as of the latest practicable date. Class of Common Stock Outstanding at March 28, 1997 $1.00 par value 9,879,443 Shares HELIX TECHNOLOGY CORPORATION Form 10-Q INDEX Page Part I. FINANCIAL INFORMATION Item 1. Financial Statements 3-7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 8-9 Part II. OTHER INFORMATION Item 4 (a). Date of Annual Meeting of Stockholders 10 Item 6 (a). Exhibits 10 Item 6 (b). Reports on Form 8-K 10 Signature 11 HELIX TECHNOLOGY CORPORATION CONSOLIDATED BALANCE SHEETS Mar. 28, 1997 Dec. 31, 1996 (in thousands) (unaudited) (audited) ASSETS Current: Cash and cash equivalents $ 29,752 $ 29,378 Receivables - net of allowances 15,077 11,525 Inventories (Note 4) 11,588 12,370 Deferred income taxes (Note 3) 3,414 3,414 Other current assets 1,087 842 Total Current Assets 60,918 57,529 Property, plant and equipment at cost 24,632 24,219 Less: accumulated depreciation (16,476) (15,837) Net property, plant and equipment 8,156 8,382 Other assets 5,865 5,848 TOTAL ASSETS $ 74,939 $ 71,759 LIABILITIES AND STOCKHOLDERS' EQUITY Current: Accounts payable $ 5,440 $ 4,780 Payroll and compensation 2,158 3,438 Retirement costs 2,417 2,212 Income taxes 2,873 1,049 Other accrued liabilities 491 442 Total Current Liabilities 13,379 11,921 Commitments - - Stockholders' Equity: Preferred stock, $1 par value; authorized 2,000,000 shares; issued and outstanding: none - - Common stock, $1 par value; authorized 30,000,000 shares; issued and outstanding: 9,886,090 in 1997 and 9,862,590 in 1996 9,886 9,863 Capital in excess of par value 4,657 3,162 Treasury stock (6,647 shares) (232) - Currency translation adjustment 568 833 Retained earnings 46,681 45,980 Total Stockholders' Equity 61,560 59,838 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 74,939 $ 71,759 The accompanying notes are an integral part of these financial statements. Page 3 HELIX TECHNOLOGY CORPORATION CONSOLIDATED STATEMENT OF OPERATIONS AND RETAINED EARNINGS (unaudited) For the 13 weeks ended (in thousands except per share data) Mar. 28, 1997 Mar. 29, 1996 Net Sales $29,022 $40,206 Costs and expenses: Cost of sales 15,559 21,239 Research and development 1,875 1,627 Selling, general and administrative 5,745 6,089 23,179 28,955 Operating income 5,843 11,251 Joint venture income 314 401 Interest income 349 279 Other (9) (59) Income before taxes 6,497 11,872 Income taxes (Note 3) (2,339) (4,482) Net income $ 4,158 $ 7,390 Net income per common share $ 0.42 $ 0.74 Average shares and equivalents 9,961 10,008 The accompanying notes are an integral part of these financial statements. Page 4 HELIX TECHNOLOGY CORPORATION CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) For the 13 weeks ended (in thousands) Mar. 28, 1997 Mar. 29, 1996 Cash flows from operating activities: Net income $ 4,158 $ 7,390 Adjustments to reconcile net income to net cash provided (used) by operating activities: Depreciation 639 1,032 Undistributed earnings of joint venture, other (282) (263) Net change in operating assets and liabilities (A) (317) (1,925) Net cash provided by operating activities 4,198 6,234 Cash flows from investing activities: Capital expenditures (413) (554) Net cash used by investing activities (413) (554) Cash flows from financing activities: Shares tendered for exercise of stock options (232) - Net cash provided by employee stock plans 278 108 Cash dividends paid (3,457) (2,449) Net cash used by financing activities (3,411) (2,341) Increase in cash and cash equivalents 374 3,339 Cash and cash equivalents, at the beginning of the period 29,378 21,697 Cash and cash equivalents, at the end of the period $29,752 $25,036 (A)Change in operating assets and liabilities: (Increase)/decrease in accounts receivable $(3,552) $(1,984) (Increase)/decrease in inventories 782 (622) (Increase)/decrease in other current assets (245) (93) Increase/(decrease) in accounts payable 660 1,157 Increase/(decrease) in other accrued expenses 2,038 (383) Net change in operating assets and liabilities $ (317) $(1,925) The accompanying notes are an integral part of these financial statements. Page 5 HELIX TECHNOLOGY CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Note 1 In the opinion of the Company, the accompanying consolidated financial statements for the periods ended March 28, 1997, and March 29, 1996, contain all adjustments (consisting only of normal recurring adjustments) necessary to present fairly the financial position as of March 28, 1997, and December 31, 1996, and the results of operations and cash flows for the periods ended March 28, 1997, and March 29, 1996. The results of operations for the three-month period ended March 28, 1997, are not necessarily indicative of the results expected for the full year. The condensed financial statements included herein have been prepared by the Company, without audit of the three-month periods ended March 28, 1997, and March 29, 1996, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to present fairly the Company's financial position. These condensed financial statements should be read in conjunction with the financial statements and the notes thereto included in the Company's latest annual report on Form 10-K. Note 2 Net Income Per Common Share Net income per common share is based upon the weighted average number of common shares and common share equivalents outstanding during the periods, as determined by use of the treasury stock method. Primary and fully- diluted net income per common share are essentially the same for the periods presented. Page 6 HELIX TECHNOLOGY CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Note 3 Income Taxes The federal, state and foreign income tax provisions of $2,339,000 and $4,482,000 for the three-month periods ended March 28, 1997, and March 29, 1996, respectively, reflect the effects of various available tax credits. Tax credits are treated as reductions of income tax provisions in the year in which the credits are realized. The Company does not provide for United States taxes on the undistributed earnings of its wholly owned foreign subsidiaries. A certain level of export income of the Company's Foreign Sales Corporation (FSC) is permanently exempt from federal income tax; accordingly, the income tax provisions for the three-month periods ended March 28, 1997, and March 29, 1996, include the federal tax benefit on export income of the FSC. The effective income tax rate for the three-month periods ended March 28, 1997, and March 29, 1996, was 36.0% and 37.75%, respectively. The major components of deferred tax assets and liabilities are inventory valuation, compensation and leases, respectively. Based on past experience, the Company expects that the future taxable income will be sufficient for the realization of the deferred tax assets. The Company believes that a valuation allowance is not required. Note 4 Inventories (in thousands) Mar. 28, 1997 Dec. 31, 1996 Finished goods $ 3,821 $ 3,854 Work in process 6,981 7,655 Materials and parts 786 861 Net inventories $11,588 $12,370 Inventories are stated at the lower of cost or market on a first-in, first- out basis. PAGE 7 HELIX TECHNOLOGY CORPORATION MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Results of Operations Revenues for the first quarter of 1997 were $29.0 million compared with $40.2 million for the first quarter of 1996, a decrease of 27.8%. This decline in quarterly revenues is a result of a slowdown in the global market for semiconductor capital equipment which began during the second half of 1996. The most recent quarter revenues show a marked improvement from the fourth quarter of 1996, and sequential quarterly sales were up $5.3 million or 22.4%. Gross profit percentage for the quarter was 46.4% compared with 47.2% a year ago and 46.0% for the preceding quarter. The company's flexible manufacturing strategies have resulted in continued strong gross profit performance. Research and development expenditures increased $.2 million compared with the same period last year. Total Selling, general and administrative expense decreased by $.3 million primarily due to decreases in variable selling costs. Operating income in the first quarter decreased $5.4 million compared with the first quarter of 1996 due to lower revenue levels. The Company's provision for income taxes was $2.3 million and $4.5 million for the first quarter of 1997 and 1996, respectively. The effective tax rate for the three-month periods ended March 28, 1997, and March 29, 1996, was 36.0% and 37.75%, respectively. The difference between the statutory federal rate and the Company's effective tax rate is due to state and foreign income taxes. Liquidity and Capital Resources Cash provided by operating activities for the first quarter of 1997 was $4.2 million compared with $6.2 million for the comparable period last year. The Company's informal bank lines of credit amount to $12.0 million. There were no borrowings under these agreements at the end of the first quarter of 1997. Cash dividends paid to stockholders during the first quarter of 1997 were $3.5 million or $.35 per common share compared with $2.4 million or $.25 per common share for the first quarter of 1996. The Company believes anticipated cash flow from operations and funds available under existing credit lines will be adequate to meet its anticipated requirements. Page 8 HELIX TECHNOLOGY CORPORATION MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued) Business Risks and Uncertainties The Company operates in a changing and cyclical business environment that involves a number of risks, some of which are beyond the Company's control. The Company's future results will depend on its ability to manage the cyclical nature of the semiconductor capital equipment industry, the Company's ability to introduce new products to meet its customers' demands for higher productivity and reliability, and the dependence of the Company on key customers and key suppliers. Forward-Looking Statements This 10Q, other SEC filings, and pronouncements and press releases made from time to time by the Company through its senior management may include a number of forward-looking statements, including, but not limited to, statements with respect to the Company's future financial performance, operating results, plans and objectives. Such statements are made pursuant to the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995. Actual results may differ materially from those anticipated by such statements depending upon a variety of factors, some of which are itemized in the "Business Risks and Uncertainties" section above. The Company undertakes no responsibility to update any forward-looking statements which may be made to reflect events or circumstances occurring after the dates the statements were made or to reflect the occurrence of unanticipated events. Page 9 HELIX TECHNOLOGY CORPORATION PART II. OTHER INFORMATION Item 4(a). Date of Annual Meeting of Stockholders The Company's Annual Meeting of Stockholders will be held on April 30, 1997. Item 6(a). Exhibits 4A Description of Common Stock (incorporated herein, by reference to Exhibit 3 to the Form 10-Q for the quarter ended September 30, 1988). 4B Description of Preferred Stock (incorporated herein, by reference to Exhibit 3 to the Form 10-Q for the quarter ended September 30, 1988). 27 Financial Data Schedule (EDGAR version only) Item 6(b). Reports on Form 8-K No Form 8-K was required to be filed during the quarter ended March 28, 1997. Page 10 HELIX TECHNOLOGY CORPORATION 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. HELIX TECHNOLOGY CORPORATION (Registrant) April 17, 1997 By: Robert J. Lepofsky Date (Signature) President and Chief Executive Officer Page 11