EXHIBIT 99.1
NEWS RELEASE
FOR IMMEDIATE RELEASE
ASYST TECHNOLOGIES REPORTS RESULTS
FOR FIRST QUARTER OF FISCAL 2004
FREMONT, Calif., July 29, 2003 - Asyst Technologies, Inc., (Nasdaq NM: ASYT), a
leading provider of integrated automation solutions that maximize the
productivity of semiconductor and related manufacturing, today announced
financial results for its first fiscal quarter ended June 30, 2003. The company
also provided upward sales guidance for its second fiscal quarter ended Sept.
30, 2003.
First quarter consolidated net sales were $45.3 million, compared with
$59.7 million in the prior sequential quarter and $51.9 million in the same
quarter a year ago. As expected, sales declined sequentially as a result of the
continued spending pullback by many of the company's key customers, particularly
in Asia, and as a result of the sale of the company's wafer and reticle carrier
(WRC) product lines in February 2003.
As required under GAAP percentage-of-completion accounting, which is
used to recognize revenue at the company's Asyst-Shinko, Inc. (ASI) joint
venture, ASI had approximately $25.6 million and $17.4 million of unbilled
receivables as of June 30, 2003 and March 31, 2003, respectively.
Consolidated net bookings of $44.5 million were up 6% from net bookings
of $42.0 million in the prior sequential quarter, for a book-to-bill ratio of
1.0.
Consolidated GAAP gross margin of 10% was impacted by $4.8 million of
one-time costs primarily related to the transition to outsourced manufacturing.
Excluding the impact of these charges, the company's pro forma gross margin for
the quarter was 20%.
The company believes that its pro forma presentation provides useful
supplemental information for analyzing the business because it removes the
effects of non-recurring items and non-cash items such as acquisition-related
stock-based compensation, amortization of intangibles and other items detailed
in a table included as part of this release. The table provides a reconciliation
of operating results under GAAP to pro forma operating results.
The company has reached agreement with a buyer for its land in Fremont,
California, and has taken an impairment charge of $6.9 million to write-down the
land to approximately $12.1 million, which are the expected net proceeds from
the sale. The company also incurred $4.4 million of restructuring charges,
primarily severance related to its previously announced workforce reductions.
Including these charges, consolidated GAAP operating expenses were $43.2
million, compared with $33.2 million in the prior sequential quarter. Pro forma
operating expenses, which exclude the amortization of intangibles,
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restructuring and other charges, were $26.8 million, compared with $27.4 million
in the prior sequential quarter.
GAAP net loss for the fiscal 2004 first quarter was $(37.4 million), or
$(0.97) per diluted share. This compares with a GAAP net loss of $(3.4 million)
or $(0.09) per diluted share in the prior sequential quarter, which included a
gain on the sale of the company's WRC product lines of $28.4 million and a net
loss from discontinued operations of $(9.3 million), reflecting the sale of the
company's AMP and SemiFab manufacturing subsidiaries and those subsidiaries'
operating losses. In the first quarter of fiscal 2003, the company reported a
GAAP net loss of $(13.5 million) or $(0.37) per diluted share. Pro forma net
loss from continuing operations was $(17.8 million), or $(0.46) per share.
MULTIPLE FAB OPPORTUNITIES, RESTRUCTURING TAKING HOLD
"Sales for the first quarter were in line with our expectations and gross
margins before one-time charges were ahead of expectations," said Steve
Schwartz, chairman and CEO. "Our restructuring program remains on track to
position us for cash breakeven at $65 million of quarterly sales. We are
tracking 13 potential new fab projects. We already have been selected as AMHS
supplier for one of these fabs, UMCi, and for the second planned 300mm fab of a
major foundry customer in Taiwan. We believe that, of the remaining 11 that have
yet to make AMHS decisions, between two and five will make selections during the
second half of calendar 2003. In addition, we are tracking 11 potential 300mm
expansions and are incumbent AMHS supplier at six of these. It is significant
that most of these 300mm projects are in Asia, where our traditional Asyst
business is also very strong."
Commenting on 200mm market opportunities, Mr. Schwartz said, "We
believe that 200mm SMIF upgrades and expansions of leading-edge 200mm SMIF fabs
will move forward rapidly as an upturn takes hold. We currently are tracking
several such opportunities, as well as at least one large Greenfield 200mm fab,
and continue to enjoy 200mm SMIF market share in excess of 80%."
CASH FLOW AND BALANCE SHEET
Cash and short-term investments at June 30, 2003 were $76.3 million, down $23.0
million from March 31, 2003. This reflects $19.2 million of cash consumption in
the base business primarily related to operating losses and restructuring
charges, which was in line with company guidance. ASI's $3.8 million of cash
consumption was primarily attributable to the acquisition of Shinko Electric's
North American AMHS service and support entity and to changes in working
capital, offset by positive EBITDA of approximately $600,000. Approximately
$18.8 million of the company's consolidated balance of cash and short-term
investments is for the exclusive use of ASI.
Short-term debt of $21.4 million is primarily low-interest, asset-based
revolving debt held by Asyst Japan Inc. The company's long-term debt of $115
million is comprised of the following:
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- $86 million relates to 5.75% convertible debentures due 2008,
convertible into common stock at $15.18 per share, with no "put"
option.
- $25 million is attributable to the company's two-year credit facility
established in October 2002 to support the acquisition of the
Asyst-Shinko JV interest.
- $4 million relates to the outstanding mortgage balance on the Asyst
Japan facility.
OUTLOOK
Following is guidance for the fiscal year 2004 second quarter ending September
30, 2003:
- The company anticipates that consolidated net sales will increase
approximately 10% sequentially over the first fiscal quarter ended
June 30, 2003.
- Consolidated gross margin is expected to be approximately 20-25%. Over
the next several quarters, the company expects to receive significant
margin improvement from Solectron's buying power and other
efficiencies.
- Operating expenses, including amortization of intangibles of
approximately $5 million but excluding restructuring and other
charges, are expected to be approximately $28 million, a reduction of
more than $3 million from fiscal first quarter levels.
- The company expects to be cash flow positive for the quarter,
including any cash restructuring charges, cash impact of Asyst-Shinko,
working capital requirements and expected cash proceeds of
approximately $12.1 million from the land sale.
- The company expects net other expense to be approximately $1.0
million.
- Tax benefit is expected to be approximately $1.2 million.
- The minority interest (the portion of ASI's net operating results that
is recognized by the minority partner) is expected to be approximately
$700,000, which would be a positive impact on the consolidated income
statement.
- The company is continuing to implement its restructuring program and
over the next few quarters expects to incur a total of $3 million to
$5 million of additional charges, primarily non-cash charges related
to restructuring its Asyst Japan robotics business.
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ADJUSTMENTS FROM GAAP TO PRO FORMA RESULTS: Pro forma refers to GAAP results
excluding the impact of acquisition-related stock-based compensation,
amortization of acquired intangible assets, asset impairment charges,
restructuring charges, additional inventory reserve, charges associated with
outsourcing initiative, and discontinued operations. Management believes that
its pro forma presentation provides useful supplemental information for
analyzing the ongoing performance of the business.
ABOUT ASYST
Asyst Technologies, Inc. is a leading provider of integrated automation systems
for the semiconductor manufacturing industry, which enable semiconductor
manufacturers to increase their manufacturing productivity and protect their
investment in silicon wafers during the manufacture of semiconductors, or chips.
Encompassing isolation systems, work-in-process materials management,
substrate-handling robotics, automated transport and loading systems, and
connectivity automation software, Asyst's modular, interoperable solutions allow
chipmakers and original equipment manufacturers, or OEMs, to select and employ
the value-assured, hands-off manufacturing capabilities that best suit their
needs. Asyst's homepage is http://www.asyst.com
CONFERENCE CALL DETAILS
A live webcast of the conference call to discuss the quarter's financial results
will take place today at 5:30 p.m. Eastern Time. The webcast will be publicly
available on Asyst's website at http://www.asyst.com and accessible by going to
the investor relations page and clicking on the "webcast" link. For more
information, including this press release, any non-GAAP financial measures that
may be discussed on the webcast as well as the most directly comparable GAAP
financial measures and a reconciliation of the difference between those GAAP and
non-GAAP financial measures, as well as any other material financial and other
statistical information contained in the webcast, please visit Asyst's website
at www.asyst.com. A replay of the Webcast may be accessed via the same
procedure. In addition, a standard telephone instant replay of the conference
call is available by dialing (303) 590-3000, followed by the passcode 545209.
The audio instant replay is available from July 29 at 7:30 p.m. Eastern Time
through August 12 at 11:59 p.m. Eastern Time.
"SAFE HARBOR" STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF
1995
Except for statements of historical fact, the statements in this press release
are forward-looking. Such statements are subject to a number of risks and
uncertainties that could cause actual results to differ materially from the
statements made. These factors include, but are not limited to: the volatility
of semiconductor industry cycles, ability to improve gross margins through
outsourced manufacturing, ability to reduce operating expenses, ability to
manage cash flows, failure to respond to rapid demand shifts, dependence on a
few significant customers, the transition of the industry from 200mm wafers to
300mm wafers, risks associated with the acceptance of new products and product
capabilities, competition in the semiconductor equipment industry, failure to
efficiently integrate acquired companies, failure to retain employees, and other
factors more fully detailed in the company's annual report on Form 10-K for the
year ended March 31, 2003, filed with the Securities and Exchange Commission.
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ASYST TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
JUNE 30, MARCH 31, JUNE 30,
2003 2003 2002
----------- ----------- -----------
(unaudited) (unaudited)
ASSETS
Current assets:
Cash and cash equivalents $ 73,116 $ 96,214 $ 64,658
Restricted cash and equivalents 3,178 3,088 4,158
Short-term investments - - 14,000
Accounts receivable, net 69,729 74,878 40,545
Inventories 17,671 22,204 43,008
Deferred tax asset 1,072 - 33,937
Prepaid expenses and other 11,295 10,317 15,272
----------- ----------- -----------
Total current assets 176,061 206,701 215,578
----------- ----------- -----------
Long-term assets:
Property and equipment, net 23,381 24,295 39,162
Deferred tax asset 108 200 33,265
Goodwill 65,876 65,505 4,428
Intangible assets, net 71,859 76,862 37,554
Other assets 17,003 21,662 30,589
----------- ----------- -----------
Total long-term assets 178,227 188,524 144,998
----------- ----------- -----------
$ 354,288 $ 395,225 $ 360,576
=========== =========== ===========
LIABILITIES, MINORITY INTEREST AND SHAREHOLDERS' EQUITY
Current liabilities:
Short-term loans and notes payable $ 20,183 $ 17,976 $ 19,964
Current portion of long-term debt and finance leases 1,251 1,273 1,880
Accounts payable 34,992 45,027 16,919
Accrued liabilities and other 59,514 50,572 34,064
Deferred revenue 1,595 2,130 7,555
----------- ----------- -----------
Total current liabilities 117,535 116,978 80,382
----------- ----------- -----------
Long-term liabilities:
Long-term debt and finance leases, net of current portion 114,640 114,812 91,238
Deferred tax liability 22,080 23,754
Other long-term liabilities 12,257 12,754 6,520
----------- ----------- -----------
Total long-term liabilities 148,977 151,320 97,758
----------- ----------- -----------
Minority interest 56,707 58,893 -
Shareholders' equity:
Common Stock 334,027 332,569 325,273
Accumulated deficit (302,958) (264,535) (142,837)
----------- ----------- -----------
Total shareholders' equity 31,069 68,034 182,436
----------- ----------- -----------
$ 354,288 $ 395,225 $ 360,576
=========== =========== ===========
ASYST TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited; in thousands, except per share data)
THREE MONTHS THREE MONTHS
ENDED ENDED
JUNE 30, 2003 JUNE 30, 2002
---------------- ----------------
Net sales $ 45,268 $ 51,865
Cost of sales 40,824 35,310
---------------- ----------------
Gross profit 4,444 16,555
---------------- ----------------
Operating expenses:
Research and development 9,624 10,292
Selling, general and administrative 17,605 16,539
Amortization of acquired intangible assets 4,785 1,650
Restructuring charges 4,363 -
Asset impairment charges 6,853 -
In-process research and development costs of acquired businesses - 2,500
---------------- ----------------
Total operating expenses 43,230 30,981
---------------- ----------------
Operating loss (38,786) (14,426)
Other income (expense), net (925) (1,705)
---------------- ----------------
Loss before benefit from income taxes (39,711) (16,131)
Benefit from income taxes (1,380) (4,033)
Minority interest (955) -
---------------- ----------------
Net loss from continuing operations (37,376) (12,098)
Discontinued operations, net of income tax - (1,360)
---------------- ----------------
Net loss $ (37,376) $ (13,458)
================ ================
Basic loss per share:
Continuing Operations $ (0.97) $ (0.33)
Discontinued Operations - (0.04)
---------------- ----------------
Total basic loss per share $ (0.97) $ (0.37)
================ ================
Diluted loss per share:
Continuing Operations $ (0.97) $ (0.33)
Discontinued Operations - (0.04)
---------------- ----------------
Total diluted loss per share $ (0.97) $ (0.37)
================ ================
Shares used in the per share calculation:
Basic 38,475 36,565
================ ================
Diluted 38,475 36,565
================ ================
ASYST TECHNOLOGIES, INC.
PRO FORMA CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited; in thousands, except per share data)
THREE MONTHS ENDED PRO FORMA PRO FORMA
JUNE 30, 2003 ADJUSTMENTS RESULTS
------------------ ----------------- -----------------
Net sales $ 45,268 $ - $ 45,268
Cost of sales 40,824 (4,795)(1, 2) 36,029
----------------- ----------------- -----------------
Gross profit 4,444 9,239
----------------- -----------------
Operating expenses:
Research and development 9,624 (115) (2) 9,509
Selling, general and administrative 17,605 (283) (2) 17,322
Amortization of acquired intangible assets 4,785 (4,785) (3) -
Restructuring charges 4,363 (4,363) (4) -
Asset impairment charges 6,853 (6,853) (5) -
----------------- ----------------- -----------------
Total operating expenses 43,230 (16,399) 26,831
----------------- ----------------- -----------------
Operating loss (38,786) 21,194 (17,592)
Other income (expense), net (925) (925)
----------------- ----------------- -----------------
Loss before benefit from income taxes (39,711) 21,194 (18,517)
Benefit from income taxes (1,380) 1,592 (3) 212
Minority interest (955) (955)
----------------- ----------------- -----------------
Net loss $ (37,376) $ (17,774)
================= =================
Basic net loss per share $ (0.97) $ (0.46)
================= =================
Diluted net loss per share $ (0.97) $ (0.46)
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Shares used in the per share calculation:
Basic 38,475 38,475
================= =================
Diluted 38,475 38,475
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(1) Includes one-time transition costs related to outsourcing, including $1.6
million for repurchase and reserve of inventory.
(2) Stock compensation charges primarily related to options assumed and
restricted shares granted in connection with acquisitions.
(3) Amortization of intangible assets related to acquisitions, primarily Asyst
Shinko, and offsetting tax benefit.
(4) Restructuring charges include primarily severance charges and excess
facility charges for vacated buildings.
(5) Impairment charges related to land held for sale.