UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 29, 1998 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 0-21970 MATTSON TECHNOLOGY, INC. (Exact name of registrant as specified in its charter) DELAWARE 77-0208119 (State or other jurisdiction (I.R.S. Employer Identification No.) of incorporation or organization) 3550 WEST WARREN AVENUE FREMONT, CALIFORNIA 94538 (Address of principal executive offices) (Zip Code) (510) 657-5900 (Registrant's telephone number, including area code) 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 _____ _____ Number of shares of common stock outstanding as of April 30, 1998: 14,480,179 1 PART I -- FINANCIAL INFORMATION 1. FINANCIAL STATEMENTS MATTSON TECHNOLOGY, INC. CONDENSED CONSOLIDATED BALANCE SHEET (in thousands) (unaudited) ASSETS MAR. 29, DEC. 31, 1998 1997 -------- -------- Current assets: Cash and cash equivalents $33,454 $25,583 Short-term investments 7,107 8,598 Accounts receivable, net 11,271 14,784 Inventories 15,254 19,068 Deferred taxes 4,222 4,222 Prepaid expenses and other current assets 986 1,000 ------- ------- Total current assets 72,294 73,255 Property and equipment, net 11,581 11,188 ------- ------- $83,875 $84,443 ------- ------- ------- ------- LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 2,244 $ 3,349 Accrued liabilities 14,605 12,910 ------- ------- Total current liabilities 16,849 16,259 ------- ------- Stockholders' equity: Common stock 14 14 Additional paid in capital 57,458 57,418 Retained earnings 10,897 12,117 Treasury stock (1,075) (1,075) Other (268) (290) ------- ------- Total stockholders' equity 67,026 68,184 ------- ------- $83,875 $84,443 ------- ------- ------- ------- See accompanying notes to condensed consolidated financial statements. 2 MATTSON TECHNOLOGY, INC. CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (in thousands, except per share amounts) (unaudited) THREE MONTHS ENDED MAR. 29, MAR. 30, 1998 1997 ------- -------- Net sales $20,248 $13,023 Cost of sales 11,173 6,458 ------- -------- Gross profit 9,075 6,565 ------- -------- Operating expenses: Research, development and engineering 4,501 2,944 Selling, general and administrative 6,725 4,908 ------- -------- Total operating expenses 11,226 7,852 ------- -------- Loss from operations (2,151) (1,287) Interest and other income (expense), net 481 437 ------- -------- Loss before income taxes (1,670) (850) Benefit from income taxes (450) (282) ------- -------- Net loss $(1,220) $(568) ------- -------- ------- -------- Net loss per share: Basic $(0.09) $(0.04) ------- -------- Diluted $(0.09) $(0.04) ------- -------- Weighted average shares outstanding: Basic 14,254 14,180 ------- -------- Diluted 14,254 14,180 ------- -------- See accompanying notes to condensed consolidated financial statements. 3 MATTSON TECHNOLOGY, INC. CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (in thousands) (unaudited) THREE MONTHS ENDED MAR. 29, MAR. 30, 1998 1997 ------- --------- Cash flows from operating activities: Net loss $(1,220) $(568) Adjustments to reconcile net loss to net cash provided by (used in) operating activities: Depreciation and amortization 815 698 Changes in assets and liabilities: Accounts receivable 3,513 (280) Inventories 3,814 (2,255) Prepaid expenses and other assets 14 90 Accounts payable (1,105) 705 Accrued liabilities 1,695 (537) ------- -------- Net cash provided by (used in) operating activities 7,526 (2,147) ------- -------- Cash flows from investing activities: Acquisition of property and equipment (1,208) (227) Purchases of short-term investments 2,537 (7,956) Sales and maturities of short-term investments 4,028 3,912 ------- -------- Net cash provided by (used in) investing activities 283 (4,271) ------- -------- Cash flows from financing activities: Proceeds from the issuance of Common Stock, net 40 19 Purchase of Common Stock - (1,973) ------- -------- Net cash provided by (used in) financing activities 40 (1,954) ------- -------- Effect of exchange rate changes on cash and cash equivalents 22 (29) ------- -------- Net increase (decrease) in cash and cash equivalents 7,871 (8,401) Cash and cash equivalents, beginning of period 25,583 21,547 ------- -------- Cash and cash equivalents, end of period $33,454 $13,146 ------- -------- ------- -------- See accompanying notes to condensed consolidated financial statements. 4 MATTSON TECHNOLOGY, INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 1 BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BASIS OF PRESENTATION The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. The financial statements should be read in conjunction with the audited financial statements included in the Company's Annual Report for the year ended December 31, 1997. The results of operations for the three months ended March 29, 1998 are not necessarily indicative of results that may be expected for the entire year ending December 31, 1998. NOTE 2 BALANCE SHEET DETAIL (IN THOUSANDS): MAR. 29, DEC. 31, 1998 1997 -------- -------- Inventories: Purchased parts and raw materials $7,431 $7,648 Work-in-process 5,593 7,606 Finished goods 1,960 2,266 Evaluation systems 270 1,548 ------- -------- $15,254 $19,068 ------- -------- ------- -------- Accrued liabilities: Warranty reserve $5,081 $4,756 Accrued compensation and benefits 2,063 2,199 Income taxes 1,119 1,971 Commissions 950 1,277 Deferred income 3,930 1,598 Other 1,462 1,109 ------- -------- $14,605 $12,910 ------- -------- ------- -------- NOTE 3 CERTAIN STOCK TRANSACTIONS In March 1998, the Board of Directors has authorized the Company to purchase up to 1,000,000 shares of the Company's Common Stock, of which no shares have been purchased as of March 29, 1998. NOTE 4 NET INCOME (LOSS) PER SHARE The Company has adopted Financial Accounting Standards Board (FASB) Statement 128 effective with the quarter and year ended December 31, 1997. All earnings per share data has been restated to reflect the FASB 128 method of computation. FASB 128 requires dual presentation of basic and diluted earnings per share (EPS) on the face of the income statement. Basic EPS is computed by dividing income available to common stockholders (numerator) by the weighted average number of common shares outstanding (denominator) for the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period. The computation of diluted EPS uses the average market prices during the period. 5 During the quarters ended March 29, 1998 and March 30, 1997 there were no differences between the numerators used for the basic and diluted EPS calculations. There were also no differences in the denominators in those quarters because the effect of including stock options would be anti-dilutive. Total stock options outstanding at March 29, 1998 and March 30, 1997 were 2,674,736 and 2,461,744, respectively. NOTE 5 NEW ACCOUNTING PRONOUNCEMENT As of January 1, 1998, the Company adopted Statement of Financial Accounting Standards No. 130 (SFAS 130), "Reporting Comprehensive Income". SFAS 130 establishes new rules for the reporting and display of comprehensive income and its components; however, the adoption of this Statement had no impact on the Company's net income or stockholders' equity. The following are the components of comprehensive income (loss): THREE MONTHS ENDED (in thousands) MAR. 29, MAR. 30, 1998 1997 ------- -------- Net loss $(1,220) $ (568) Foreign currency translation adjustments 22 (34) ------- -------- Comprehensive income (loss) $(1,198) $ (602) ------- -------- ------- -------- The accumulated other comprehensive income of ($268,000) and ($290,000) at March 29, 1998 and March 30, 1997, respectively is comprised only of cumulative translations adjustments. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. OVERVIEW Mattson Technology, Inc. ("Mattson" or the "Company") designs, manufactures and markets advanced fabrication equipment to semiconductor manufacturers worldwide. The Company's product line is based on the Company's modular "Aspen" platform, which accommodates two process chambers supporting increased throughput. The Company currently offers Aspen Strip, CVD, RTP and LiteEtch products. To date, the Company has derived a substantial majority of its sales from Aspen Strip systems. In addition, the Company derives sales from spare parts and maintenance services. As a result of the previous well-publicized Asian Financial Crisis, particularly as it has impacted the market for DRAMs, many semiconductor manufacturers have been delaying or canceling previously planned new equipment purchases. The cyclicality and uncertainties regarding overall market conditions continue to present significant challenges to the Company and the Company expects that they will continue to have a significant adverse impact on the Company's ability to forecast near term revenue expectations. The ability of the Company to modify its operations in response to short term changes in market conditions is limited. The extent and duration of any slowdown and the short term and ultimate impact on the Company and its results of operations and financial condition cannot be precisely predicted. The Company experienced a loss in the quarter ended March 29, 1998 and expects to continue to incur losses at least for the next two quarters. In response to the continuing "pushouts" and cancellations of orders from Asian customers, the Company has initiated cost control measures, including a 15 percent reduction in its workforce and a reduction in executive salaries in March 1998. Future results will depend on a variety of factors, particularly overall market conditions and also timing of significant orders, the ability of the Company to bring new systems to market, 6 the timing of new product releases by the Company's competitors, patterns of capital spending by the Company's customers, market acceptance of new and/or enhanced versions of Company systems, changes in pricing by the Company, its competitors, customers, or suppliers and the mix of products sold. The Company generally recognizes a sale upon shipment of a system. However, from time to time, the Company allows customers to evaluate systems. The Company does not recognize the associated sale until and unless an evaluation system is accepted by the customer. FORWARD LOOKING STATEMENTS This Report on Form 10-Q contains forward looking statements regarding, among other matters, the Company's future strategy, product development plans, and productivity gains and growth. The forward looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward looking statements address matters that are subject to a number of risks and uncertainties. In addition to the general risks associated with the development of complex technology, future results of the Company will depend on a variety of factors as described herein and in other filings with the Securities and Exchange Commission. RESULTS OF OPERATIONS The following table sets forth the statement of operations data of the Company expressed as a percentage of net sales for the period indicated: MAR. 29, MAR. 30, 1998 1997 -------- -------- Net sales 100% 100% Cost of sales 55% 50% -------- -------- Gross margin 45% 50% -------- -------- Operating expenses: Research, development and engineering 22% 23% Selling, general and administrative 33% 38% Total operating expenses 55% 60% Loss from operations (11%) (10%) Loss before income taxes (8%) (7%) Net loss (6%) (4%) NET SALES Net sales for the first quarter of 1998 increased 55% to $20.3 million from $13.0 million for the first quarter of 1997. The quarterly increase in sales reflects a 39% increase in unit sales for the first quarter of 1998 compared to the first quarter of 1997. Average selling prices (ASP's) increased 11% for the first quarter of 1998 compared to the first quarter of 1997. The increase was primarily a result of the proportionate increase in sales between Aspen Strip dual chamber systems compared to Aspen Strip single chamber systems. Sales in the first quarter consist principally of single and dual chamber Aspen Strip systems. First quarter bookings were $9.6 million, a decrease of 36% compared to bookings of $14.9 million in the first quarter of 1997, resulting in a book to bill ratio of 0.5 to 1.0. This decrease was due principally to the general industry slowdown including "pushouts" of orders and cancellations during the quarter of previously booked orders totaling $7.8 million. 7 International sales, which are predominantly to customers based in Japan and the Pacific Rim (which includes Taiwan, Singapore and Korea), accounted for 55% and 50% of net sales for the first quarter of 1998 and 1997, respectively. All sales are denominated in U.S. dollars. Notwithstanding the effects of the Asian Financial Crisis, international sales did not decline as a percentage of revenues as the pushouts and cancellations by Asian based companies included sales by the Company to U.S. based operations and joint ventures of Asian based companies. The Company anticipates that international sales will continue to account for a significant portion of 1998 total net sales and that as a result, the Company will continue to be significantly impacted by regional slowdowns such as that which has resulted from the Asian Financial Crisis. GROSS MARGIN The Company's gross margin for the first quarter of 1998 decreased to 45% from 50% for the first quarter of 1997. The decrease in margins for the first quarter of 1998 was due principally to unfavorable manufacturing volume variances. Excess finished goods inventory at the end of the fourth quarter of 1997 required a reduction in first quarter production causing unfavorable overhead and material burdens. Margins were also affected by pricing pressure in Taiwan and Japan. The Company's gross margin may continue to be affected by a variety of factors. As the industry slowdown has continued, the Company has experienced increasing pricing pressures. The Company's gross margin on international sales, other than sales through Marubeni, is substantially the same as domestic sales. Sales to Marubeni typically carry a lower gross margin, as Marubeni is primarily responsible for sales and support costs in Japan. In addition, the Company has incurred additional research, development and engineering and marketing expenses primarily through the Company's Japanese subsidiary, Mattson Technology Center K.K. ("MTC"). The Company's reliance on outside vendors generally, and a sole or a limited group of suppliers in particular, involves several risks, including a potential inability to obtain an adequate supply of required components and reduced control over pricing and timely delivery of components. Any inability to obtain adequate deliveries or any other circumstance that would require the Company to seek alternative sources of supply or to manufacture such components internally could delay the Company's ability to ship its systems and could have a material adverse effect on the Company, including an increase in the Company's cost of sales and therefore an adverse impact on gross margin. In addition, new system introductions and enhancements and rapid growth may also have an adverse effect on gross margin due to the inefficiencies associated with manufacturing of new product lines and rapid expansion, respectively. RESEARCH, DEVELOPMENT AND ENGINEERING Research, development and engineering expenses for the first quarter of 1998 were $4.5 million, or 22% of net sales, as compared to $2.9 million, or 23%, for the first quarter of 1997. The increase in expenses for the first quarter of 1998 was primarily attributable to salaries and related expenses and engineering materials, which increased to $2.4 million and $1.1 million for the first quarter of 1998 from $1.7 million and $0.6 million for the first quarter of 1997, respectively. The Company believes that continued investment in research and development, including its multi-product strategy and its 300mm development program, is critical to maintaining a strong technological position in the industry. SELLING, GENERAL AND ADMINISTRATIVE Selling, general and administrative expenses for the first quarter of 1998 were $6.7 million, or 33% of net sales, as compared to $4.9 million, or 38%, for the first quarter of 1997. The increase in expenses for the first quarter of 1998 was primarily due to salary and related expenses which increased to $4.3 million for the first quarter of 1998 from $3.2 million for the first quarter of 1997 and building and utilities which increased to $0.7 million for the first quarter of 1998 from $0.4 million for the first quarter of 1997. Salary and related expenses increased principally as a 8 result of higher quarterly average headcount and the costs associated with the March 1998 reduction in force while the building and utilities costs increased primarily as a result of the lease in 1997 of an additional 100,000 square feet of office space to expand its headquarters in Fremont, California. PROVISION FOR INCOME TAXES The Company's expected annual tax rate was 27% in the first quarter of 1998. In the fourth quarter of 1997, the Company revised its expected annual tax rate from 33% to 27% principally as a result of expected lower earnings without a corresponding decrease in tax credits in 1998 compared to 1997. LIQUIDITY AND CAPITAL RESOURCES Net cash provided by operations during the first quarter of 1998 was $7.5 million, compared to $2.1 million of net cash used in operations during the first quarter of 1997. Net cash provided by operations during the first quarter of 1998 was primarily attributable to a decrease in accounts receivable of $3.5 million and a decrease in inventories of $3.8 million. In March 1998, the Board of Directors has authorized the Company to purchase up to 1,000,000 shares of the Company's Common Stock, of which no shares have been purchased as of March 29, 1998. The Company believes that existing cash and short-term investment balances will be sufficient to meet the Company's cash requirements during the next twelve months. However, depending upon its rate of growth and profitability, the Company may require additional equity or debt financing to meet its working capital requirements or capital equipment needs. There can be no assurance that additional financing will be available when required or, if available, will be on terms satisfactory to the Company. 9 PART II -- OTHER INFORMATION ITEM 5. OTHER INFORMATION. None ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K. (a) Exhibits Exhibit 27 (Electronic filing only) (b) Reports on Form 8-K None. 10 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. MATTSON TECHNOLOGY, INC. Date: May 13, 1998 /s/ Richard S. Mora --------------- Richard S. Mora Vice President of Finance and Chief Financial Officer (as principal financial officer and on behalf of Registrant) 11