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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 10-Q
/X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934.
For the quarterly period ended June 30, 1995.
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934.
For the period from to .
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Commission File Number 0-11348
SILICON VALLEY GROUP, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 94-2264681
(State of incorporation) (IRS Employer Identification No.)
2240 RINGWOOD AVENUE, SAN JOSE, CALIFORNIA 95131
(Address of principal executive offices) (Zip Code)
(408) 434-0500
(Registrant's telephone number, including area code)
NONE
(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. Yes X No
--- ---
The number of shares outstanding of the Registrant's Common Stock as of
July 25, 1995 was 25,102,090.
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SILICON VALLEY GROUP, INC.
INDEX
PART I. FINANCIAL INFORMATION
PAGE NO.
-------
Consolidated Condensed Balance Sheets as of
June 30, 1995 and September 30, 1994 3
Consolidated Condensed Income Statements
for the Quarters and the Nine Month Periods
Ended June 30, 1995 and 1994 4
Consolidated Condensed Statements of Cash Flows
for the Nine Months Ended June 30, 1995 and 1994 5
Notes to Consolidated Condensed Financial Statements 6
Management's Discussion and Analysis of Financial
Condition and Results of Operations 8
PART II. OTHER INFORMATION 14
SIGNATURES 15
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PART I. FINANCIAL INFORMATION
SILICON VALLEY GROUP, INC.
CONSOLIDATED CONDENSED BALANCE SHEETS
(DOLLARS IN THOUSANDS)
June 30, September 30,
-------- -------------
1995 1994
---- ----
(Unaudited)
ASSETS
CURRENT ASSETS:
Cash and equivalents $194,472 $ 87,829
Temporary investments 4,821 -
Accounts receivable (net of allowance for doubtful
accounts of $3,652 and $2,630, respectively) 102,970 66,809
Receivable from sale of stock warrants - 8,204
Inventories 140,512 86,829
Prepaid expenses 3,440 3,632
Deferred taxes 1,000 169
-------- --------
Total current assets 447,215 253,472
PROPERTY AND EQUIPMENT - NET 19,638 13,313
DEPOSITS AND OTHER ASSETS 1,990 1,784
INTANGIBLE ASSETS - NET 2,859 3,105
-------- --------
TOTAL $471,702 $271,674
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Short-term debt and current portion of long-term debt $ 877 $ 828
Accounts payable 37,955 20,254
Accrued liabilities 88,708 53,644
Income taxes payable 7,607 5,443
-------- --------
Total current liabilities 135,147 80,169
LONG-TERM DEBT AND CAPITAL LEASES 874 1,510
DEFERRED LIABILITIES 1,181 998
MINORITY INTEREST 3,805 3,782
STOCKHOLDERS' EQUITY:
Convertible Redeemable Preferred Stock - 17,000
Common Stock - shares outstanding:
June 30, 1995: 25,071,565
September 30, 1994: 18,967,276 244,134 105,978
Retained earnings 86,561 62,237
-------- --------
Stockholders' equity 330,695 185,215
-------- --------
TOTAL $471,702 $271,674
======== ========
See Notes to Consolidated Condensed Financial Statements
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SILICON VALLEY GROUP, INC.
CONSOLIDATED CONDENSED INCOME STATEMENTS
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
Quarters Ended Nine Months Ended
-------------- -----------------
June 30, June 30,
------- -------
1995 1994 1995 1994
---- ---- ---- ----
NET SALES $127,722 $81,725 $323,073 $237,942
COST OF SALES 75,559 48,991 196,177 145,726
-------- ------- -------- --------
GROSS PROFIT 52,163 32,734 126,896 92,216
OPERATING EXPENSES:
Research, development and
related engineering 10,095 8,454 28,189 22,675
Marketing, general and
administrative 25,813 17,516 64,523 50,303
-------- ------- -------- --------
OPERATING INCOME 16,255 6,764 34,184 19,238
INTEREST AND OTHER INCOME 2,797 307 5,141 572
INTEREST EXPENSE (148) (141) (443) (622)
-------- ------- -------- --------
INCOME BEFORE INCOME
TAXES AND MINORITY INTEREST 18,904 6,930 38,882 19,188
PROVISION FOR INCOME TAXES 6,806 2,773 13,998 7,675
MINORITY INTEREST 54 (162) 23 (267)
-------- ------- -------- --------
NET INCOME $ 12,044 $ 4,319 $ 24,861 $ 11,780
======== ======= ======== ========
PREFERRED STOCK DIVIDEND $ - $ 298 $ 537 $ 893
======== ======= ======== ========
NET INCOME PER COMMON SHARE $ 0.45 $ 0.21 $ 1.04 $ 0.60
======== ======= ======== ========
SHARES USED IN PER SHARE
COMPUTATIONS 26,968 19,205 23,973 18,212
======== ======= ======== ========
See Notes to Consolidated Condensed Financial Statements
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SILICON VALLEY GROUP, INC.
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
Nine Months Ended
-----------------
June 30,
-------
1995 1994
---- ----
CASH FLOWS FROM OPERATING ACTIVITIES: (UNAUDITED)
Net income $ 24,861 $ 11,780
Reconciliation to net cash provided by
(used for) operating activities:
Depreciation and amortization 6,697 6,024
Amortization of intangibles 246 580
Minority interest 23 (267)
Changes in assets and liabilities:
Accounts receivable (36,161) 8,557
Inventories (53,683) 2,009
Prepaid expenses 192 828
Deposits and other assets (206) (279)
Accounts payable 17,701 (6,817)
Accrued and deferred liabilities 35,544 2,874
Income taxes 1,333 5,713
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Net cash provided by (used for) operating activities (3,453) 31,002
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CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of temporary investments (4,821) --
Purchase of property and equipment (13,022) (1,563)
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Net cash used for investing activities (17,843) (1,563)
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CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings under credit agreements -- 8,000
Repayment of debt (587) (22,770)
Sale of Common Stock 90,764 32,168
Sale of Preferred Stock 29,800 --
Collection of receivable from sale of
Common Stock warrants 8,204 --
-------- --------
Net cash provided by financing activities 128,181 17,398
-------- --------
EFFECT OF EXCHANGE RATE CHANGES ON CASH (242) 60
-------- --------
INCREASE IN CASH AND EQUIVALENTS 106,643 46,897
CASH AND EQUIVALENTS:
Beginning of period 87,829 17,617
-------- --------
End of period $194,472 $ 64,514
======== ========
NON-CASH INVESTING AND FINANCING ACTIVITIES:
Preferred Stock dividend $ 537 $ 893
======== ========
Preferred Stock Series A converted to Common Stock $ 17,000 $ --
======== ========
Preferred Stock Series B converted to Common Stock $ 29,800 $ --
======== ========
Repurchase of Common Stock in Exchange
for Note Receivable $ -- $ 526
======== ========
See Notes to Consolidated Condensed Financial Statements
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SILICON VALLEY GROUP, INC.
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
1. CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
The accompanying consolidated condensed financial statements have been prepared
by the Company without audit and reflect all adjustments, consisting only of
normal recurring adjustments, which in the opinion of management are necessary
to a fair statement of the financial position and the results of operations for
the interim periods. The statements have been prepared in accordance with the
regulations of the Securities and Exchange Commission, but omit certain
information and footnote disclosures necessary to present the statements in
accordance with generally accepted accounting principles. For further
information, refer to the Consolidated Financial Statements and Notes thereto
included in the Company's Annual Report on Form 10-K for the year ended
September 30, 1994. Results for fiscal 1995 interim periods are not
necessarily indicative of results to be expected for the fiscal year ending
September 30, 1995.
2. INVENTORIES
Inventories are comprised of:
June 30, September 30,
------- ------------
1995 1994
---- ----
(In thousands)
Raw materials $ 57,588 $38,096
Work-in-process 79,074 44,558
Finished goods 3,850 4,175
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$140,512 $86,829
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3. STOCK OFFERING
During the second quarter of fiscal 1995, the Company sold 3,192,606 shares of
its Common Stock through an underwritten public offering. The net proceeds of
the offering were approximately $87,700,000. As a part of the same public
offering, The Perkin Elmer Corporation ("Perkin Elmer") sold 1,807,394 shares
of Common Stock, including 1,000,000 shares from the conversion of the
Company's Series A Convertible Preferred Stock, all of which was held by Perkin
Elmer.
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SILICON VALLEY GROUP, INC.
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
4. SALE AND SUBSEQUENT CONVERSION OF PREFERRED STOCK
In February 1995 the Company entered into a business agreement with Intel
Corporation, Motorola Inc. and Texas Instruments Incorporated (the "Investors")
related to the Company's Micrascan photolithography products. As part of this
agreement, the Investors purchased in equal amounts an aggregate of
approximately $30,000,000 of the Company's newly issued Series B Convertible
Preferred Stock (the "Series B Preferred") and received certain rights to
purchase future generations of the Company's Micrascan products. In accordance
with the terms of its issuance, the Series B Preferred automatically converted
into 1,494,300 shares of Common Stock as the result of a registration statement
which was effective concurrent with the Company's public stock offering
discussed in Note 3.
The agreement with the Investors obligates the Company to use the $30,000,000
received from the Investors, to fund increased Micrascan production capacity,
increased research and development of the Micrascan technology, the purchase of
additional capital equipment and to augment working capital for growth of the
Company's Micrascan photolithography operations. Under such agreement, the
Company is obligated, subject to the requirements of certain agreements with
SEMATECH, to fund from its own accounts an amount not less than $25,000,000 at
any time over a five year period. The agreements with SEMATECH are discussed
in Note 13 to the Consolidated Financial Statements included in the Company's
Annual Report on Form 10K for the year ended September 30, 1994. During the
term of the SEMATECH agreements, the Company is obligated to fund from its own
resources 120% of the total amount received from SEMATECH, up to a maximum of
$36,000,000, to further the development of Micrascan technology and to increase
the manufacturing capability and capacity for the Micrascan products.
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SILICON VALLEY GROUP, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
The Company designs, manufactures, markets and services semiconductor
processing equipment used in the fabrication of integrated circuits. The
Company's products are used in photolithography for exposure and photoresist
processing, and in deposition for oxidation/diffusion and low pressure chemical
vapor deposition ("LPCVD"). The Company manufactures and markets its
photolithography exposure products through its majority owned subsidiary, SVG
Lithography Systems, Inc. ("SVGL"), its photoresist processing products through
its Track Systems Division ("Track") and its oxidation/diffusion and LPCVD
products through its Thermco Systems Division ("Thermco").
The semiconductor industry into which the Company sells its products is highly
cyclic and has, historically, experienced downturns. These downturns have had a
severe effect on the semiconductor industry's demand for semiconductor
processing equipment. Future weakness in demand in the semiconductor industry
can be expected to have an adverse effect on the Company's business and results
of operations. Further, the Company relies on a limited number of major
customers for a substantial percentage of its net sales (three such customers
accounted for 50% of the Company's sales in fiscal 1994 and this trend
continued into the first nine months of fiscal 1995). The loss of or any
substantial reduction in orders by any such customer could adversely affect the
Company's business and results of operations.
Net sales for the third fiscal quarter ended June 30, 1995 were $127,722,000, a
17% increase from net sales of $109,380,000 for the preceding quarter and 56%
above net sales of $81,725,000 during the third quarter of fiscal 1994. Higher
Track and SVGL shipments accounted for the increase over the preceding quarter,
while the increase over the year-earlier quarter was due to increased shipments
of products by all of the Company's operating groups.
For the first nine months of fiscal 1995, net sales were $323,073,000, up 36%
from net sales of $237,942,000 during the first nine months of fiscal 1994. The
increase over the year-earlier period was primarily the result of higher
Thermco and SVGL shipments.
Gross margins were 41% in the third quarter of fiscal 1995, compared to 38%
during the preceding quarter, and 40% during the third quarter of fiscal 1994.
The improvement from the prior quarter resulted primarily from increased
shipments by SVGL and increased manufacturing volumes and efficiencies,
combined with a shift in the mix of shipments towards higher margin vertical
products at Thermco. These factors, combined with higher Thermco shipments,
resulted in the improvement in gross margins over the third quarter of fiscal
1994.
During the first nine months of fiscal 1995 gross margins were 39.3% compared
to 38.8% for the first nine months of fiscal 1994. The improvement from the
prior year resulted from the increased SVGL and Thermco margins discussed
above.
Research, development and related engineering (R&D) was $10,095,000 (8% of net
sales) during the third quarter of fiscal 1995 compared to $9,816,000 (9% of
net sales) during the preceding quarter
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and $8,454,000 (10% of net sales) during the third quarter of fiscal 1994. The
Company's R&D expenditures were net of funding received from outside parties
under joint development agreements, the majority of which is received by SVGL
from SEMATECH. During the third and second quarters of fiscal 1995 and the
third quarter of fiscal 1994, such funding totaled $3,897,000, $2,592,000 and
$193,000, respectively. The increase in R&D expenditures over both the
preceding and year-earlier quarters was primarily the result of new product
development and costs incurred to support increased product shipments; while
the downward trend in R&D as a percent of net sales was the result of the
significant growth in sales.
During the first nine months of fiscal 1995, R&D was $28,189,000 compared to
$22,675,000 during the same period of fiscal 1994 and was net of funding
received under joint development agreements of $8,571,000 and $504,000,
respectively. The increase over the first nine months of the preceding year was
primarily due to new product development, costs incurred to support increased
product shipments and costs incurred during the first half of fiscal 1995
related to design improvements on Thermco's Series 8000 Advanced Vertical
Processor (AVP).
Marketing, general and administrative expenses (MG&A) were $25,813,000 (20% of
net sales) during the third quarter of fiscal 1995 compared to $21,088,000 (19%
of net sales) during the preceding quarter and $17,516,000 (21% of net sales)
during the third quarter of fiscal 1994. In comparison to the preceding
quarter, the increased MG&A both in absolute dollars and as a percent of sales
was primarily the result of costs related to the level of shipments. The
increase in MG&A expenditures from the year-earlier quarter was primarily
related to the increased level of shipments as well as higher administrative
costs incurred in supporting the Company's operations. The year to year
decrease as a percentage of net sales was the result of the significant growth
in sales.
During the first nine months of fiscal 1995 MG&A was $64,523,000 (20% of net
sales) compared to $50,303,000 (21% of net sales) during same period of fiscal
1994. The factors resulting in the increased dollar expenditures and decreased
percentage of net sales correspond with the quarter to quarter discussion
above.
Operating income was $16,255,000 for the third quarter of fiscal 1995 compared
to $10,627,000 for the preceding quarter and $6,764,000 for the third quarter
of fiscal 1994. Fiscal 1995 nine-month operating income was $34,184,000
compared to $19,238,000 for the first nine months of fiscal 1994. For both the
quarter to quarter and nine-month comparisons, gross profits from higher net
sales exceeded the growth of R&D and MG&A, resulting in increased operating
income.
Interest and other income was $2,797,000 during the third quarter of fiscal
1995 compared to $1,146,000 for the preceding quarter and $307,000 for the
year-earlier quarter. For the first nine months of fiscal 1995, interest and
other income was $5,141,000 compared to $572,000 for the nine months of fiscal
1994. In each comparison, the increase resulted from interest earned on
significantly higher cash balances.
Interest expense was $148,000 during the third quarter of fiscal 1995 compared
to $150,000 during the preceding quarter and $141,000 during the year-earlier
quarter. During the first nine months of fiscal 1995, interest expense was
$443,000, down from $622,000 during the first nine months of fiscal 1994. The
year-earlier period included interest expense related to borrowings outstanding
under the Company's bank line of credit during the first several months of
fiscal 1994.
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The Company recorded a 36% provision for income taxes for the first nine months
of fiscal 1995, compared to a 38% provision for all of fiscal 1994. Variations
in the Company's effective tax rate relate primarily to changes in the
geographic distribution of its pretax income.
The minority interest represents that share of SVGL's operating results
attributable to its minority shareholder. For the third quarter of fiscal 1995,
minority interest represented a reduction of $54,000, compared to additions for
minority interest of $48,000 and $162,000 during the second quarter of fiscal
1995 and the third quarter of fiscal 1994, respectively. For the first nine
months of fiscal 1995, the reduction for minority interest was $23,000 compared
to an addition for minority interest of $267,000 for the first nine months of
fiscal 1994.
The Company had net income of $12,044,000 ($0.45 per share), $7,487,000 ($0.33
per share) and $4,319,000 ($0.21 per share ) for the third and second quarters
of fiscal 1995 and the third quarter of fiscal 1994, respectively. For the
first nine months of fiscal 1995 and 1994, the Company had net income of
$24,861,000 ($1.04 per share) and $11,780,000 ($0.60 per share), respectively.
FLUCTUATIONS IN QUARTERLY RESULTS AND DEPENDENCE ON THE
DEVELOPMENT AND SALES OF NEW PRODUCTS
The Company has, at times during its existence, experienced quarterly
fluctuations in its operating results. Due to the relatively small number of
systems sold during each fiscal quarter and the relatively high revenue per
system, production or shipping delays or customer order rescheduling can
significantly affect quarterly revenues and profitability. The Company has
experienced, and may again experience, quarters during which a substantial
portion of the Company's net sales are realized near the end of the quarter.
Accordingly, delays in shipments near the end of a quarter can cause quarterly
net sales to fall short of anticipated levels. Since most of the Company's
expenses are fixed in the short term, such shortfalls in net sales could have a
material adverse effect on the Company's business and results of operations.
The Company's operating results may also vary from quarter to quarter based
upon numerous factors including the timing of new product introductions,
product mix, level of sales, the relative proportions of domestic and
international sales, activities of competitors and problems obtaining materials
or components on a timely basis. In light of these factors and the nature of
semiconductor industry cycles, the Company could again experience variability
in quarterly operating results.
Semiconductor manufacturing equipment and processes are subject to rapid
technological change. The Company believes that its future success will depend
in part upon its ability to continue to enhance its existing products and their
process capabilities and to develop and manufacture new products with improved
process capabilities that enable semiconductor manufacturers to fabricate
semiconductors more efficiently. New product introductions could contribute to
quarterly fluctuations in operating results as orders for new products commence
and increase the potential for a decline in orders of existing products.
Failure to introduce new products successfully in a timely manner could result
in loss of competitive position and reduced sales of existing products.
Furthermore, the inability to produce such products or any failure to achieve
market acceptance could have a material adverse effect on the Company's
business and results of operations.
The Company believes that the photolithography exposure equipment market is one
of the largest segments of the semiconductor processing equipment industry and
that its Micrascan II is currently the most technically advanced machine
shipping in multiple quantities to global semiconductor manufacturers. While
the recent volume of orders for Micrascan II systems has been encouraging,
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they are not necessarily indicative of industry-wide acceptance of the
Micrascan technology. In addition, the Company believes semiconductor
manufacturers will not require volume quantities of production equipment as
advanced as Micrascan until at least 1996, and that substantial sales of
Micrascan systems will not begin until late 1996 or 1997. While SVGL was
marginally profitable for the third quarter of fiscal 1995, it was not
profitable during fiscal 1994 nor on a year to date basis for the first nine
months of fiscal 1995 and there can be no assurance that it will be able to
operate profitably in the future.
The Company believes that for SVGL to succeed in the long term, it must sell
its Micrascan products on a global basis. The Japanese and Pacific Rim markets
(including fabrication plants located in other parts of the world which are
operated by Japanese and Pacific Rim semiconductor manufacturers) represent a
substantial portion of the overall market for photolithography exposure
equipment and to date neither SVGL, Track or Thermco has been successful in
securing a substantial share of these markets. The Company is relatively new to
the photolithography exposure business and does not share the same level of
financial resources as its competitors. As a result, major customers may be
unwilling to rely on SVGL to be the primary source of this advanced technology,
which could have an adverse effect on the Company's business and results of
operations.
The Company is currently expanding its manufacturing capacity to meet current
and expected demand levels. From time to time, the Company has experienced
difficulty in ramping up production or effecting transitions to new products
and, consequently, has suffered delays in product deliveries. There can be no
assurance that the Company will not experience manufacturing problems as a
result of capacity constraints or ramping up production by upgrading or
expanding existing operations. These issues could result in product delivery
delays, causing a loss of future revenues and the associated profits. In
particular, the Company believes that protracted delays in delivering Micrascan
products could result in semiconductor manufacturers electing to install
competitive equipment in their advanced fabrication facilities, which could
preclude acceptance of the Micrascan products on an industry-wide basis. The
Company's operating results could also be adversely affected by the increase in
fixed costs and operating expenses related to increases in production capacity
if net sales do not increase commensurately.
The Company depends on external funding to assist in the high cost of
development in its photolithography operation. On September 30, 1994, SEMATECH
entered into the first of a series of agreements with the Company to assist in
funding both the development of the Micrascan technology and to increase SVGL's
manufacturing capability and capacity. The agreements with SEMATECH included
the sale of warrants to purchase the Company's Common Stock and established
certain milestones upon which the funding is based. If the Company achieves all
milestones, the SEMATECH agreements provide for an additional $21,000,000 of
such funding during fiscal 1995, 1996 and 1997, all of which the Company
expects would be an offset to its research and development expenditures. As of
June 30, 1995 the Company had received $10,500,000 of the SEMATECH funding.
However, in the event that the Company does not receive the contracted SEMATECH
funding for any reason, it would be required to either curtail development of
photolithography products or make up the shortfall from its own funds or other
sources. If the Company were required to make up these funds, its research and
development expenses would increase significantly and its operating income
would be reduced correspondingly. Under the agreements with SEMATECH the
Company is obligated, over a three-year period, to fund, from its own
resources, 120% of amounts received from SEMATECH up to $36,000,000.
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In February 1995 the Company entered an agreement with Intel Corporation,
Motorola Inc. and Texas Instruments Incorporated (the "Investors") related to
the Company's Micrascan photolithography products. As part of this agreement,
the Investors purchased an aggregate of $30,000,000 of the Company's newly
issued Series B Preferred Stock (which was subsequently converted to Common
Stock) and received certain rights to purchase future generations of the
Company's Micrascan products. In turn, the Company agreed to utilize the
proceeds from the sale of the Preferred Stock for research and development,
manufacturing capacity expansion and working capital related to it's Micrascan
technology and products. If, in fulfilling the SEMATECH agreements, the Company
is required to fund less than $25,000,000, the Company is obligated under its
agreement with the Investors, at any time over a five year period, to fund an
amount such that the total it funds under the agreements with both SEMATECH and
the Investors is not less than $25,000,000.
There are no assurances that the Company will be able to attain the remaining
SEMATECH milestones or that SEMATECH will be capable of providing the agreed
upon funding, either of which could have an unfavorable impact on future
photolithography development. Additionally, no assurance can be given that the
Company will be able to provide the necessary funding to meet its commitments
under either the SEMATECH agreement or its agreement with the Investors.
Conversely, the Company could be required to provide its portion of the funding
regardless of the success of the project, even if it believes that such
resources would be better utilized in other areas. Were the Company not to
fulfill certain obligations under such agreements, it could be required to
repay all funds received from SEMATECH and to repurchase the Common Stock held
by the Investors, either or both of which could have a material adverse effect
on the Company.
LIQUIDITY AND CAPITAL RESOURCES
In March 1995, the Company sold 3,192,606 shares of its Common Stock through an
underwritten public offering. The net proceeds of the offering were
approximately $87,700,000. As part of the same public offering, The Perkin
Elmer Corporation sold 1,807,394 shares of Common Stock (including 1,000,000
shares it was issued upon the conversion of the Company's Series A Preferred
Stock and 807,394 shares which it previously owned).
In February 1995 the Investors purchased an aggregate of $30,000,000 of the
Company's newly issued Series B Preferred Stock. In accordance with the terms
of its issuance, the Series B Preferred automatically converted into 1,494,300
shares of Common Stock upon the effectiveness of a registration statement filed
concurrently with the Company's public offering discussed above.
At June 30, 1995 cash and cash equivalents and temporary investments were
$199,293,000 compared to the September 30, 1994 balance of $87,829,000, an
increase of $106,643,000. During the first nine months of fiscal 1995, the
Company received a total of $128,768,000 from the sale of both Common Stock
(including stock options exercised by employees) and the Series B Preferred, as
well as the collection of the proceeds from the sale of Common Stock warrants
subscribed during the fourth quarter of fiscal 1994. These cash inflows were
offset in part by $3,453,000 of cash used for operating activities and
$13,022,000 used for the purchase of property and equipment. Significant
operating cash inflows from the Company's earnings and customer deposits
received with orders for certain of the Company's products were utilized to
finance increased accounts receivable resulting from the Company's increased
shipments and higher inventory levels required to satisfy the current backlog
of customer orders.
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At August 11, 1995 the Company had $50,000,000 of credit available under its
bank revolving line of credit.
The Company believes that it has sufficient working capital and available bank
credit to sustain operations and provide for the expansion of its business for
the foreseeable future.
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PART II. OTHER INFORMATION
SILICON VALLEY GROUP, INC.
ITEM 1. LEGAL PROCEEDINGS.
None.
ITEM 2. CHANGES IN SECURITIES.
None.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
None
ITEM 5. OTHER INFORMATION.
None.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits.
27. Financial Data Schedule.
99.1 The Registrant's 1987 Stock Option Plan, as amended.
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SILICON VALLEY GROUP, INC.
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.
SILICON VALLEY GROUP, INC.
--------------------------
(Registrant)
Date: August 11, 1995 By: /s/ Papken S. Der Torossian
-------------------------------
Papken S. Der Torossian
Chief Executive Officer and
Chairman of the Board
Date: August 11, 1995 By: /s/ Russell G. Weinstock
-------------------------------
Russell G. Weinstock
Vice President Finance and
Chief Financial Officer
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