Form 10-Q
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark one)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934.
For the quarterly period ended June 30, 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 0-25424
Semitool, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Montana 81-0384392
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
Semitool, Inc.
655 West Reserve Drive
Kalispell, Montana 59901
(Address of principal executive offices, zip code)
Registrant's telephone number, including area code: (406)752-2107
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 __
(APPLICABLE ONLY TO CORPORATE REGISTRANTS)
Indicate the number of shares outstanding of each of the registrant's classes of
common stock, as of the latest practical date:
Title Outstanding as of August 05, 1997
Common Stock 13,697,227
Part I. Financial Information
Item 1. Financial Statements
SEMITOOL, INC.
CONSOLIDATED BALANCE SHEETS
June 30, 1997 and September 30, 1996
(Amounts in Thousands, Except for Share Amounts)
June 30, September 30,
ASSETS 1997 1996
---------------- ---------------
(Unaudited)
Current assets:
Cash and cash equivalents $ 4,784 $ 3,058
Trade receivables, less allowance for doubtful accounts of $233 and $233 34,221 39,183
Inventories 49,711 36,909
Prepaid expenses and other current assets 1,591 2,323
Deferred income taxes 4,373 4,373
---------------- ---------------
Total current assets 94,680 85,846
Property, plant and equipment, net 28,662 26,337
Intangibles, less accumulated amortization of $1,293 and $899 1,739 1,581
Other assets, net 1,240 1,190
---------------- ---------------
Total assets $ 126,321 $ 114,954
================ ===============
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Note payable to bank $ 9,000 $ 4,000
Accounts payable 14,462 17,177
Accrued commissions 1,575 1,751
Accrued warranty and installation 9,518 7,997
Accrued payroll and related benefits 5,960 5,032
Other accrued liabilities 661 594
Customer advances 2,241 3,757
Income taxes payable 1,549 1,334
Long-term debt, due within one year 391 374
Payable to shareholder 5 33
---------------- ---------------
Total current liabilities 45,362 42,049
Long-term debt, due after one year 3,467 3,637
Deferred income taxes 1,265 1,265
---------------- ---------------
Total liabilities 50,094 46,951
---------------- ---------------
Contingency (Note 5)
Shareholders' equity:
Preferred stock, no par value, 5,000,000 shares authorized,
no shares issued and outstanding -- --
Common stock, no par value, 30,000,000 shares authorized,
13,669,677 and 13,655,577 shares issued and outstanding 39,699 39,577
Retained earnings 36,528 28,426
---------------- ---------------
Total shareholders' equity 76,227 68,003
---------------- ---------------
Total liabilities and shareholders' equity $ 126,321 $ 114,954
================ ===============
The accompanying notes are an integral part of the consolidated financial statements.
SEMITOOL, INC.
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
for the three and nine months ended June 30, 1997 and 1996
(Amounts in Thousands, Except for Per Share Amounts)
Three Months Ended Nine Months Ended
June 30, June 30,
-------------------------- --------------------------
1997 1996 1997 1996
----------- ----------- ----------- -----------
Net sales $ 49,480 $ 41,053 $ 137,215 $ 122,676
Cost of sales 26,319 21,067 74,064 61,145
----------- ----------- ----------- -----------
Gross profit 23,161 19,986 63,151 61,531
----------- ----------- ----------- -----------
Operating expenses:
Selling, general and administrative 12,677 10,079 34,499 28,914
Research and development 5,154 5,145 15,457 13,692
----------- ----------- ----------- -----------
Total operating expenses 17,831 15,224 49,956 42,606
----------- ----------- ----------- -----------
Income from operations 5,330 4,762 13,195 18,925
Other income (expense), net (56) (127) (128) (88)
----------- ----------- ----------- -----------
Income before income taxes 5,274 4,635 13,067 18,837
Provision for income taxes 2,004 1,715 4,965 6,970
----------- ----------- ----------- -----------
Net income $ 3,270 $ 2,920 $ 8,102 $ 11,867
=========== =========== =========== ===========
Net income per share $ 0.24 $ 0.21 $ 0.59 $ 0.86
=========== =========== =========== ===========
Weighted average common shares outstanding 13,791 13,862 13,775 13,875
=========== =========== =========== ===========
The accompanying notes are an integral part of the consolidated financial statements.
SEMITOOL, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
for the nine months ended June 30, 1997 and 1996
(Amounts in Thousands)
Nine Months Ended
June 30,
---------------------------------
1997 1996
--------------- ---------------
Operating activities:
Net income $ 8,102 $ 11,867
Adjustments to reconcile net income to net cash provided by
(used in) operating activities:
(Gain) loss on sale of equipment (2) 1
Depreciation and amortization 4,272 2,807
Deferred income tax benefit -- (3)
Change in:
Trade receivables 4,962 (4,953)
Inventories (14,219) (18,785)
Prepaid expenses and other current assets 732 (868)
Other assets (279) 89
Accounts payable (2,715) 9,358
Accrued commissions (176) (681)
Accrued warranty and installation 1,521 1,892
Accrued payroll and related benefits 928 (5,961)
Other accrued liabilities 67 (469)
Customer advances (1,516) (1,099)
Income taxes payable 215 (2,659)
Shareholder payable (28) (111)
--------------- ---------------
Net cash provided by (used in) operating activities 1,864 (9,575)
--------------- ---------------
Investing activities:
Proceeds from sale of marketable securities -- 4,010
Purchases of property, plant and equipment (4,600) (8,418)
Increase in intangible assets (552) (550)
Increase in covenant not to compete -- (1,200)
Proceeds from sale of equipment 45 389
--------------- ---------------
Net cash provided by (used in) investing activities (5,107) (5,769)
--------------- ---------------
Financing activities:
Proceeds from exercise of stock options 122 29
Borrowings under line of credit 44,155 36,625
Repayments under line of credit (39,155) (30,425)
Proceeds from long-term debt 128 --
Repayments of long-term debt (281) (833)
--------------- ---------------
Net cash provided by (used in) financing activities 4,969 5,396
--------------- ---------------
Net increase (decrease) in cash and cash equivalents 1,726 (9,948)
Cash and cash equivalents at beginning of period 3,058 11,939
--------------- ---------------
Cash and cash equivalents at end of period $ 4,784 $ 1,991
=============== ===============
The accompanying notes are an integral part of the consolidated financial statements.
SEMITOOL, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 1. Basis of Presentation
The consolidated financial statements included herein have been prepared by
Semitool, Inc., (the Company) without audit, pursuant to the rules and
regulations of the United States Securities and Exchange Commission (SEC).
Certain information and footnote disclosures, normally included in financial
statements prepared in accordance with generally accepted accounting principles,
have been condensed or omitted as permitted by such rules and regulations. The
Company believes the disclosures included herein are adequate; however, these
consolidated statements should be read in conjunction with the consolidated
financial statements and the notes thereto for the year ended September 30, 1996
previously filed with the SEC on Form 10-K.
The financial information presented as of any date other than September 30, 1996
has been prepared from the books and records without audit. Financial
information as of September 30, 1996 has been derived from the audited financial
statements of the Company, but does not include all disclosures required by
generally accepted accounting principles. In the opinion of management, these
unaudited financial statements contain all of the adjustments (normal and
recurring in nature) necessary to present fairly the consolidated financial
position of the Company as of June 30, 1997, the consolidated results of
operations for the three and nine month periods ended June 30, 1997 and 1996 and
the consolidated cash flows for the nine month periods ended June 30, 1997 and
1996. The results of operations for the periods presented may not be indicative
of those which may be expected for the full year.
Note 2. Principles of Consolidation
The consolidated financial statements include the accounts of Semitool, Inc. and
its wholly-owned subsidiaries. All significant intercompany and affiliated
accounts and transactions are eliminated in consolidation.
Note 3. Inventories
Inventories are summarized as follows (in thousands):
June 30, 1997 September 30, 1996
---------------------- ---------------------
Parts and raw materials $ 23,231 $ 18,157
Work-in-process 22,044 15,702
Finished goods 4,436 3,050
---------------------- ---------------------
$ 49,711 $ 36,909
====================== =====================
During the nine months ended June 30, 1997 and 1996, $1,417,000 and $861,000,
respectively, of finished goods inventory was transferred to capitalized
equipment.
Note 4. Income Taxes
The components of the Company's income tax provision (benefit) are as follows,
(in thousands):
Three Months Ended Nine Months Ended
June 30, June 30,
--------------------------- --------------------------
1997 1996 1997 1996
----------- ----------- ----------- -----------
Federal:
Current $ 2,209 $ 1,631 $ 4,662 $ 6,117
Deferred -- (33) -- (3)
State:
Current 260 144 548 846
Deferred -- (3) -- --
Foreign (465) (24) (244) 10
----------- ----------- ----------- -----------
Total $ 2,004 $ 1,715 $ 4,966 $ 6,970
=========== =========== =========== ===========
Components of the deferred tax assets and liabilities as of June 30, 1997 are as
follows, (in thousands):
Assets Liabilities Total
-------------- --------------- --------------
Accrued liabilities, principally
vacation and health insurance $ 709 $ -- $ 709
Accrued reserves, principally bad
debt, warranty and inventory 2,669 -- 2,669
Inventory capitalization 433 -- 433
Depreciation and software amortization -- (1,265) (1,265)
Foreign net operating loss carryforward 475 -- 475
Other 87 -- 87
-------------- -------------- -------------
Total $ 4,373 $ (1,265) $ 3,108
============== ============== =============
Note 5. Contingency
A purported class action lawsuit brought by Dr. Stanley Bierman, IRA (Case No.
DV-96-124A) was filed February 26, 1996, in the Montana Eleventh Judicial
District Court, Flathead County, Kalispell, Montana against the Company and
certain of its officers and directors. The complaint includes allegations that
the Company issued misleading statements concerning its business and prospects.
The suit seeks compensatory damages and other relief as the court may find
appropriate. The Company believes the lawsuit to be without merit and intends to
contest the action vigorously. However, given the inherent uncertainty of
litigation, the early stage of discovery and insurance issues, there can be no
assurance that the ultimate outcome will be in the Company's favor, or that if
the ultimate outcome is not in the Company's favor, that such an outcome, the
diversion of management's attention, and any costs associated with the lawsuit,
will not have a material adverse effect on the Company's financial condition or
results of operations.
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
CAUTION
Statements contained in this "Management's Discussion and Analysis of Financial
Condition and Results of Operations" and elsewhere in this report which are not
historical facts are forward-looking statements within the meaning of Section
21E of the Securities Exchange Act of 1934, as amended, and are subject to the
safe harbor provisions created by that statute. A forward-looking statement may
contain words such as "will continue to be," "will be," "continue to," "expect
to," "anticipates that," "to be" or "can impact." Management cautions that
forward-looking statements are subject to risks and uncertainties that could
cause the Company's actual results to differ materially from those projected in
such forward-looking statements. These risks and uncertainties include, but are
not limited to, the cyclical nature of the semiconductor industry in general,
lack of market acceptance for new products, decreasing demand for the Company's
existing products, impact of competitive products and pricing, product
development, commercialization and technological difficulties, capacity and
supply constraint difficulties and other risks detailed herein and in the
Company's other filings with the United States Securities and Exchange
Commission (SEC). The Company's future results will depend on its ability to
continue to enhance its existing products, and to develop and manufacture new
products and to finance such activities. There can be no assurance that the
Company will be successful in the introduction, marketing and cost-effective
manufacture of any new products or that the Company will be able to develop and
introduce in a timely manner new products or enhancements to its existing
products and processes which satisfy customer needs or achieve widespread market
acceptance.
Shareholders or potential shareholders should read the "Risk Factors" section of
the Company's latest annual report on Form 10-K filed with the SEC in
conjunction with this quarterly report on Form 10-Q to better understand the
potential volatility of the Company's results and volatility in the Company's
common stock share price. The fact that some of the risk factors may be the same
or similar to the Company's past filings means only that the risks are present
in multiple periods. The Company believes that many of the risks detailed here
and in the Company's other SEC filings are part of doing business in the
semiconductor equipment industry and will likely be present in all periods
reported. The fact that certain risks are endemic to the industry does not
lessen the significance of the risk.
Shareholders or potential shareholders are also cautioned not to place undue
reliance on these forward-looking statements, which speak only as of the date of
this report. The Company undertakes no obligation to release revisions to
forward-looking statements to reflect subsequent events, changed circumstances,
or the occurrence of unanticipated events.
RESULTS OF OPERATIONS
THIRD QUARTER OF FISCAL 1997 COMPARED WITH THIRD QUARTER OF FISCAL 1996
Net Sales. Net sales consist of revenues from sales of equipment, spare parts
and service contracts. Net sales increased 20.5% to $49.5 million in the third
quarter of fiscal 1997 from $41.1 million for the same period in fiscal 1996.
Sales of the Company's automated batch chemical processing tools and vertical
furnaces in the third quarter of fiscal 1997 increased significantly compared to
the same period in fiscal 1996 and resulted in the overall gain in sales for the
quarter. Sales of the Company's non-automated tools during the quarter were down
when compared to the prior year.
Gross Profit. Gross margin was 46.8% of net sales in the third quarter of fiscal
1997 compared to 48.7% of net sales for the same period in fiscal 1996. Cost
associated with building new tool models and product mix were the most
significant factors in the decline in gross margin in the third quarter of
fiscal 1997 from the same period in fiscal 1996. Gross margin did improve in the
third quarter of fiscal 1997 from the two preceding quarters. The Company's
gross margin has been, and will continue to be, affected by a variety of
factors, including the mix and average selling price of products sold, and the
cost to manufacture, service and support new and enhanced products.
Selling, General and Administrative. Selling, general and administrative (SG&A)
expenses were 25.6% of net sales in the third quarter of fiscal 1997 compared to
24.6% of net sales for the same period in fiscal 1996. The Company's SG&A
expenses increased to $12.7 million in the third quarter of fiscal 1997 from
$10.1 million for the same period in fiscal 1996. The increase in SG&A expenses
reflects a broader range of equipment to market and service, costs associated
with additional sales and service personnel supporting the Asian and domestic
markets and increased sales volume. A substantial portion of the Company's SG&A
expense is fixed in the short term.
Research and Development. Research and development (R&D) expenses consist of
salaries, project materials, laboratory costs, consulting fees and other costs
associated with the Company's research and development efforts. R&D expense was
$5.2 million (10.4% of net sales) in the third quarter of fiscal 1997 as
compared to $5.1 million (12.5% of net sales) for the same period in fiscal
1996.
The Company is committed to technology leadership in the semiconductor equipment
industry and expects to continue to fund R&D expenditures with a multiyear
perspective. The Company's research and development expenses have fluctuated
from quarter to quarter in the past. The Company expects such fluctuation to
continue in the future, both in absolute dollars and as a percentage of net
sales, primarily due to the timing of expenditures and fluctuations in the level
of net sales in a given quarter.
Other Income (Expense), Net. Other income (expense), net was a net expense of
$56,000 in the third quarter of fiscal 1997 compared to a net expense of
$127,000 for the same period in fiscal 1996. Interest expense exceeded interest
income in both periods.
Provision for Income Taxes. The provisions for income taxes for each of the
third fiscal quarters of 1997 and 1996 were $2.0 million and $1.7 million,
respectively. Income tax provisions are made based on the blended estimate of
federal, state and foreign effective income tax rates.
Backlog. The Company includes in its backlog those customer orders for which it
has received purchase orders or purchase order numbers and for which shipment is
scheduled within the next twelve months. Sales backlog was approximately $77.6
million at June 30, 1997 compared to $110.0 million at June 30, 1996 and $89.3
million at December 31, 1996. This decrease is reflective of the overall
industry decline in demand for semiconductor equipment and the effects of
increased net sales mentioned above.
Orders are generally subject to cancellation or rescheduling by customers with
limited or no penalty. As the result of tools ordered and shipped in the same
quarter, changes in customer delivery schedules, cancellations of orders and
delays in product shipments, the Company's backlog at any particular date is not
necessarily indicative of actual sales for any succeeding period.
NINE MONTHS OF FISCAL 1997 COMPARED WITH NINE MONTHS OF FISCAL 1996
Net Sales. Net sales increased 11.9% to $137.2 million in the first nine months
of fiscal 1997 from $122.7 million for the same period in fiscal 1996. Sales of
the Company's automated batch chemical processing tools increased significantly
compared to the prior year and resulted in the overall gain in sales for the
first nine months of fiscal 1997. Sales of the Company's other products were
flat or declined compared to the prior nine months.
Gross Profit. Gross margin was 46.0% of net sales in the first nine months of
fiscal 1997 compared to 50.2% of net sales for the same period in fiscal 1996.
Cost associated with building new tool models was the most significant factor in
the decline in gross margin in the first nine months of fiscal 1997 from the
same period in fiscal 1996. While the Company expects incremental improvements
in gross margin, the Company's gross margin has been, and will continue to be,
affected by a variety of factors, including the mix and average selling price of
products sold, and the cost to manufacture, service and support new and enhanced
products.
Selling, General and Administrative. SG&A expenses were 25.1% of net sales in
the first nine months of fiscal 1997 compared to 23.6% of net sales for the same
period in fiscal 1996. The Company's SG&A expense increased in absolute dollars
to $34.5 million in the first nine months of fiscal 1997 from $28.9 million for
the same period in fiscal 1996. The 1.5% increase in SG&A expenses relative to
net sales consists of a 1.7% increase in sales and service expenses offset by a
0.2% decrease in administrative expenses.
Research and Development. R&D expense was $15.5 million (or 11.3% of net sales)
in the first nine months of fiscal 1997 as compared to $13.7 million (or 11.2%
of net sales) for the same period in fiscal 1996. The increase in spending on
R&D for the first nine months of fiscal 1997 was primarily associated with the
Company's automated batch chemical processor, the fast ramp vertical furnace and
the single substrate processor.
Other Income (Expense), Net. Other income (expense), net was a net expense of
$128,000 in the first nine months of fiscal 1997 compared to a net expense of
$88,000 for the same period in fiscal 1996. Interest expense, net of interest
income, increased to $246,000 in the first nine months of fiscal 1997 from
$227,000 in the same period of fiscal 1996 accounting for the majority of the
change.
Provision for Income Taxes. The provisions for income taxes for the first nine
months of 1997 and 1996 were $5.0 million and $7.0 million, respectively. Income
tax provisions are made based on the blended estimate of federal, state and
foreign effective income tax rates.
LIQUIDITY AND CAPITAL RESOURCES
Cash provided by operations was $1.9 million during the first nine months of
fiscal 1997, compared to $9.6 million used in the same period in fiscal 1996.
Cash generated from net income and depreciation and amortization in the current
fiscal year more than offset increases in working capital. During the first nine
months of fiscal 1997 the Company's inventory increased $12.8 million to $49.7
million. An increase of $5.1 million in raw materials and a $6.3 million
increase in work-in-process accounted for most of the increase. The increase in
raw materials is in preparation for higher vertical furnace production that is
anticipated in the fourth quarter (although there can be no assurance that an
increase in sales of vertical furnaces in the fourth quarter will be realized),
a change in manufacturing methods related primarily to batch chemical process
tools and additional materials kept at service locations around the world for
customer support. The Company believes that the only long-term trend evident in
the inventory buildup is the need to keep substantial inventory at strategic
points around the world in order to respond rapidly to the service needs of its
customers. The Company expects future working capital balances to fluctuate
based on net sales and the average cycle time of the specific equipment types
being manufactured.
Investing activities consisted primarily of $4.6 million of property, plant and
equipment acquisitions. Financing activities included new net borrowings under
the Company's $10.0 million revolving line of credit. As of June 30, 1997, the
Company's principal sources of liquidity consisted of approximately $4.8 million
of cash and cash equivalents, $1.0 million available under the Company's $10.0
million revolving line of credit, and $15.0 million under its second line of
credit. The $15.0 million line of credit allows borrowings to be converted to
long-term debt if the Company chooses to do so. Both credit facilities are with
Seafirst Bank and bear interest at the bank's prime lending rate. The revolving
line of credit expires on December 31, 1997 when all principal amounts owing are
due. The Company anticipates that it will be able to negotiate an extension of
its credit line to December 31, 1998 during the second half of fiscal 1997. The
long-term credit facility expires on December 31, 1998 with amounts outstanding
repayable in monthly principal and interest payments over a five-year period
ending December 2003.
The Company believes that cash and cash equivalents, funds generated from
operations, and borrowings under its line-of-credit agreements will be
sufficient to meet the Company's planned capital requirements for the balance of
the fiscal year. Total purchases of property, plant and equipment for fiscal
1997 are expected to be approximately $9.0 million including a facility
improvement in England, but excluding any major facility expansion or addition
in the United States. The Company has formulated preliminary facility expansion
plans which can be triggered quickly should market conditions warrant. Any
decision to implement a major facility expansion, to add an additional facility,
or any significant increase in working capital needed to fund growth, could
result in the Company effecting additional equity or debt financing to fund that
growth. The Company may, from time to time, as market and business conditions
warrant, invest in or acquire complementary businesses, products or
technologies. The Company may effect an additional equity or debt financing to
fund such activities. The sale of additional equity securities or the issuance
of equity securities in a business combination could result in dilution to the
Company's shareholders.
LITIGATION
A purported class action lawsuit brought by Dr. Stanley Bierman, IRA (Case No.
DV-96-124A) was filed February 26, 1996, in the Montana Eleventh Judicial
District Court, Flathead County, Kalispell, Montana against the Company and
certain of its officers and directors. The complaint includes allegations that
the Company issued misleading statements concerning its business and prospects.
The suit seeks compensatory damages and other relief as the court may find
appropriate. The Company believes the lawsuit to be without merit and intends to
contest the action vigorously. However, given the inherent uncertainty of
litigation, the early stage of discovery and insurance issues, there can be no
assurance that the ultimate outcome will be in the Company's favor, or that if
the ultimate outcome is not in the Company's favor, that such an outcome, the
diversion of management's attention, and any costs associated with the lawsuit,
will not have a material adverse effect on the Company's financial condition or
results of operations.
NEW ACCOUNTING RULES ISSUED SUBSEQUENT TO SEPTEMBER 30, 1996
In February 1997, Statement of Financial Accounting Standards No. 128 (SFAS
128), "Earnings per Share" was issued. SFAS 128 establishes standards for
computing and presenting earnings per share (EPS) and simplifies the existing
standards. This standard replaces the presentation of primary EPS with a
presentation of basic EPS. It also requires the dual presentation of basic and
diluted EPS on the face of the income statement for all entities with complex
capital structures and requires a reconciliation of the numerator and
denominator of the basic EPS computation to the numerator and denominator of the
diluted EPS computation. SFAS 128 is effective for financial statements issued
for periods ending after December 15, 1997, including interim periods and
requires restatement of all prior-period EPS data presented. The Company does
not believe the application of this standard will have a material effect on the
presentation of its earning per share disclosures.
In June 1997, Statement of Financial Accounting Standards No. 130 (SFAS 130),
"Reporting Comprehensive Income" was issued. SFAS 130 establishes standards for
reporting and display of comprehensive income and its components in a full set
of general purpose financial statements. SFAS 130 is effective for fiscal years
beginning after December 15, 1997 and requires restatement of earlier periods
presented. Management is currently evaluating the requirements of SFAS 130.
SEMITOOL, INC.
Part II. OTHER INFORMATION
Item 1. Legal Proceedings
A purported class action lawsuit brought by Dr. Stanley Bierman, IRA (Case No.
DV-96-124A) was filed February 26, 1996, in the Montana Eleventh Judicial
District Court, Flathead County, Kalispell, Montana against the Company and
certain of its officers and directors. The complaint includes allegations that
the Company issued misleading statements concerning its business and prospects.
The suit seeks compensatory damages and other relief as the court may find
appropriate. The Company believes the lawsuit to be without merit and intends to
contest the action vigorously. However, given the inherent uncertainty of
litigation, the early stage of discovery and insurance issues, there can be no
assurance that the ultimate outcome will be in the Company's favor, or that if
the ultimate outcome is not in the Company's favor, that such an outcome, the
diversion of management's attention, and any costs associated with the lawsuit,
will not have a material adverse effect on the Company's financial condition or
results of operations.
The plaintiff has filed a motion for class certification. The Company and other
defendants have opposed the motion. The court has the motion to certify the
class under submission.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
(3.3) Amended Bylaws of Semitool, Inc.
(27) Financial Data Schedule for Form 10-Q dated June 30, 1997.
(b) Reports on Form 8-K:
There were no reports on Form 8-K filed during the three months ended
June 30, 1997.
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.
SEMITOOL, INC.
(Registrant)
Date: August 12, 1997 By /s/ Larry Viano
--------------------------------------
Larry Viano
Controller and Treasurer
(Duly Authorized Officer and Principal
Financial Officer)