SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K/A
AMENDMENT NO. 1 TO
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (Date of earliest event): APRIL 21, 1999
BROOKS AUTOMATION, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-25434 04-3040660
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(State or other jurisdiction of (Commission File (I.R.S. Employer
incorporation or organization) Number) Identification No.)
15 Elizabeth Drive
Chelmsford, Massachusetts
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(Address of principal executive offices)
01824
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(Zip Code)
(978) 262-2566
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(Registrant's telephone number, including area code)
Not Applicable
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(Former name or former address, if changed since last report)
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The undersigned registrant hereby amends its Current Report on Form 8-K filed on
May 6, 1999, as follows:
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL STATEMENTS, AND EXHIBITS.
(a) Financial Statements of Businesses Acquired
The following audited financial statements of Hanyon Technology,
Inc. ("Hanyon"), together with the report thereon by Samil
Accounting Corporation, appear as Exhibit 99.1 to this Current
Report on Form 8-K/A and are incorporated herein by this
reference:
Balance Sheet as of December 31, 1998
Income Statement for the year ended December 31, 1998
Statement of Appropriation of Retained Earnings for the year ended
December 31, 1998
Statement of Cash Flows for the year ended December 31, 1998
Notes to the Financial Statements
The historical financial statements of Hanyon included herein have
been prepared in accordance with Korean generally accepted
accounting principles (Korean GAAP). Financial statements prepared
in accordance with U.S. GAAP would require adjustments primarily
related to sales under long-term contracts and income taxes.
(b) Pro Forma Financial Information
The following unaudited pro forma condensed consolidated financial
statements of the Registrant and Hanyon appear as Exhibit 99.2 to
this Current Report on Form 8-K/A and are incorporated herein by
this reference:
Unaudited Pro Forma Condensed Consolidated Balance Sheet as of
March 31, 1999
Unaudited Pro Forma Condensed Consolidated Income Statement for
the six months ended March 31, 1999
Unaudited Pro Forma Condensed Consolidated Income Statement for
the year ended September 30, 1998
Notes to the Unaudited Pro Forma Condensed Consolidated Financial
Statements
(c) Exhibits
2.01 Stock for Cash Purchase Agreement dated as of March 31,
1999, among the Registrant, Hanyon, and the selling
stockholders (filed with Current Report on Form 8-K on
May 6, 1999).
23.01 Consent of PricewaterhouseCoopers LLP
99.1 The following audited financial statements of Hanyon
together with the report thereon by Samil Accounting
Corporation:
Balance Sheet as of December 31, 1998
Income Statement for the year ended December 31, 1998
Statement of Appropriation of Retained Earnings for the year
ended December 31, 1998
Statement of Cash Flows for the year ended December 31, 1998
Notes to the Financial Statements
99.2 The following unaudited pro forma consolidated condensed
financial statements of the Registrant and Hanyon:
Unaudited Pro Forma Condensed Consolidated Balance Sheet as
of March 31, 1999
Unaudited Pro Forma Condensed Consolidated Income Statement
for the six months ended March 31, 1999
Unaudited Pro Forma Condensed Consolidated Income Statement
for the year ended September 30, 1998
Notes to the Unaudited Pro Forma Condensed Consolidated
Financial Statements
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SIGNATURE
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Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this amended report to be signed on its behalf by the
undersigned, thereunto duly authorized.
BROOKS AUTOMATION, INC.
By: /s/ ELLEN B. RICHSTONE
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Ellen B. Richstone
Senior Vice President and
Chief Financial Officer
July 6, 1999
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