FORM 6-K
SECURITIES & EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
Of the Securities Exchange Act of 1934
July 20, 2005
INFICON Holding AG
INFICON Holding Inc.
(Translation of registrant's name into English)
INFICON Inc.
Two Technology Place
East Syracuse, New York 13057
(Address of principal executive offices)
(Indicate by check market whether the registrant files or will file annual
reports under cover Form 20-F or Form 40-F.)
Form 20-F [__] Form 40-F [__]
(Indicate by check mark whether the registrant by furnishing the
information contained in this Form is also thereby furnishing the information to
the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934.)
Yes [__] No [ X ]
The announcement attached as Exhibit A was published in Switzerland on July 20,
2005 in accordance with the rules of the SWX Swiss Stock Exchange
INFICON Announces Second Quarter 2005 Results
SYRACUSE, N.Y. & ZURICH, Switzerland--(BUSINESS WIRE)--July 20,
2005--INFICON (SWX Swiss Exchange: IFCN), a leading manufacturer of
instrumentation and process control software for the semiconductor and
vacuum-coating industries and other industrial applications, today
announced financial results for the second quarter ended June 30,
2005.
Revenues for the second quarter of 2005 were $48.0 million,
compared to $49.8 million for the second quarter of 2004, representing
a 3.6% decrease. On a constant dollar basis, revenues for the quarter
decreased 6.0%. The company reported net income of $3.3 million, or
$1.39 per diluted share, compared to $4.1 million, or $1.75 per
diluted share, in the second quarter of 2004.
Revenues for the six months ended June 30, 2005 were $98.1 million
compared to $97.1 million for the same period in 2004, representing a
1.0 % increase. On a constant dollar basis, revenues decreased 1.9%.
Net income for the period was $7.2 million, or $3.07 per diluted
share, compared to net income of $7.6 million, or $3.26 per diluted
share, last year.
Lukas Winkler, president and chief executive officer, commented,
"Although the environment was more challenging than expected, which
impacted sales for the quarter, our net income was in line with our
guidance. In the semiconductor and vacuum coating markets, we
experienced increased demand in Asia, with orders from Taiwan, Japan
and Korea for advanced process control software and sensors. However,
this increase was offset by significantly lower demand in the data
storage market. In the refrigeration and air conditioning markets,
sales were close to last year's high level, as we benefited from
strong seasonal demand for service tools in both the U.S. and Europe.
Despite increased orders from Europe and Asia, the performance of our
Environmental Health & Safety ("EH&S") products, which target
emergency response and security markets worldwide, was slightly below
that of last year's second quarter due to lower sales to U.S.
government agencies. In the general vacuum processes market, we
experienced moderate growth in all geographic areas, with especially
good order intake for leak detectors.
"We continue to emphasize strategies that foster profitable growth
for INFICON. For the third quarter of 2005, we expect revenues to be
improved over the third quarter of 2004 due to higher shipments in our
EH&S product line. On a sequential basis, we expect results to be
lower than 2Q05, reflecting the normal seasonal buying patterns in
certain product markets and geographic areas. Based on our existing
pipeline of opportunities and the current environment in our
industries, we expect to generate sales of approximately $47.0 million
for the third quarter of 2005, compared to $43.7 million in sales for
the third quarter of 2004. For the third quarter of 2005, we expect
net income of approximately $2.7 million, or $1.15 per diluted share."
As of June 30, 2005, the company had $57.6 million in cash, cash
equivalents and short-term investments, having generated $3.5 million
from operations during the first six months of the year.
Conference Call Information
INFICON will hold a conference call to discuss its second quarter
2005 results on Wednesday, July 20, 2005 at 04:00 p.m. CET /10:00 a.m.
ET. To access the conference call, please dial +1.706.634.1033 at
least 10 minutes prior to the call. A live webcast of the conference
call will also be available in the Investor Relations section of the
INFICON website, www.inficon.com.
A telephone replay of the call will be available from 7:00 p.m.
CET/1:00 p.m. ET on July 20 through 5:59 a.m. July 28 CET/11:59 p.m.
ET on July 27. To access the replay, please dial +1.800.642.1687
(international callers dial +1.706.645.9291), conference ID number
7308001. An archived replay of the conference webcast also will be
available on the INFICON website.
ABOUT INFICON
INFICON is a leading developer, manufacturer and supplier of
innovative instrumentation, critical sensor technologies, and advanced
process control software for the semiconductor and vacuum-coating
industries and other industrial applications. These analysis,
measurement and control products are vital to original equipment
manufacturers (OEMs) and end-users in the complex manufacturing of
semiconductors, flat panel displays, magnetic and optical storage
media and precision optics. INFICON also provides essential
instrumentation for gas leak detection to the air
conditioning/refrigeration industries and toxic chemical analysis for
the emergency response and security markets. Headquartered in
Syracuse, New York, INFICON has world-class manufacturing facilities
in the United States and Europe and worldwide offices in the U.S.,
China, France, Germany, Japan, Korea, Liechtenstein, Singapore,
Switzerland, Taiwan, and the United Kingdom. For more information
about INFICON and its products, please visit the Company's website at
www.inficon.com.
This press release and oral statements or other written statements
made, or to be made, by us contain forward-looking statements that do
not relate solely to historical or current facts. Forward looking
statements can be identified by the use of words such as "may",
"believe", "will", "expect", "project", "assume", "estimate",
"anticipate", "plan", "continue", "resumes", "opportunity,"
"potential", "outlook", "forecast" or "guidance." These
forward-looking statements address, among other things, our strategic
objectives, trends in vacuum technology and in the industries that
employ vacuum instrumentation, such as the semiconductor and related
industries and the anticipated effects of these trends on our
business. These forward-looking statements are based on the current
plans and expectations of our management and are subject to a number
of uncertainties and risks that could significantly affect our current
plans and expectations, as well as future results of operations and
financial condition. Some of these risks and uncertainties are
discussed in the Company's Annual Report on Form 20-F for fiscal 2004
and the Company's reports on Form 6-K filed with the Securities and
Exchange Commission during 2004 and 2005. As a consequence, our
current and anticipated plans and our future prospects, results of
operations and financial condition may differ from those expressed in
any forward-looking statements made by or on behalf of our company. We
undertake no obligation to publicly update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise.
INFICON Holding AG
Consolidated Statements of Income
(U.S. Dollars in thousands, except per share amounts)
(unaudited)
Three Months Six Months
Ended Ended
June 30, June 30,
2005 2004 2005 2004
------- ------- ------- -------
Net sales $48,029 $49,810 $98,067 $97,138
Cost of sales 26,214 26,193 52,823 50,919
-------- ------- -------- --------
Gross profit 21,815 23,617 45,244 46,219
Research and development 4,703 4,904 9,820 10,021
Selling, general and
administrative 13,109 13,085 26,181 26,049
-------- ------- -------- --------
Operating income from continuing
operations 4,003 5,628 9,243 10,149
Interest (income), net (76) (18) (150) (2)
Other (income), net (26) (140) (84) (1,128)
-------- ------- -------- --------
Income from continuing operations
before income taxes 4,105 5,786 9,477 11,279
Provision for income taxes 755 1,728 2,263 2,986
-------- ------- -------- --------
Income from continuing operations 3,350 4,058 7,214 8,293
Discontinued operations
(Loss) from operations of
discontinued operations (less
applicable income tax (benefit)
of $(79) in Q2 2005 and $(483) in
Q2 2004 and $(113) YTD 2005 and
$(837) YTD 2004) (128) (267) (179) (1,179)
Income on disposal of discontinued
operations (less applicable
income tax provision of $5 in Q2
2005 and $26 in Q2 2004 and $17
YTD 2005 and $50 YTD 2004) 30 290 117 486
-------- ------- -------- --------
Income (loss) from discontinued
operations (98) 23 (62) (693)
-------- ------- -------- --------
Net income $ 3,252 $ 4,081 $ 7,152 $ 7,600
======== ======= ======== ========
Earnings (loss) per share
Diluted
Continuing operations $ 1.43 $ 1.74 $ 3.09 $ 3.55
Discontinued operations $ (0.04) $ 0.01 $ (0.03) $ (0.30)
-------- ------- -------- --------
Total $ 1.39 $ 1.75 $ 3.07 *$ 3.26 *
Basic
Continuing operations $ 1.44 $ 1.75 $ 3.11 $ 3.58
Discontinued operations $ (0.04) $ 0.01 $ (0.03) $ (0.30)
-------- ------- -------- --------
Total $ 1.40 $ 1.76 $ 3.08 $ 3.28
Shares used to compute net income
per share
Diluted 2,335 2,334 2,335 2,335
Basic 2,321 2,315 2,321 2,315
* figures do not total due to rounding
INFICON Holding AG
Consolidated Balance Sheets
(U.S. Dollars in thousands)
(unaudited)
June 30, December 31,
2005 2004
------------ ------------
Assets
Current assets:
Cash and cash equivalents $ 52,366 $ 56,116
Short term investments 5,188 5,048
Trade accounts receivable, net 26,271 19,998
Accounts receivable - affiliates 655 735
Inventories, net 20,229 21,029
Deferred tax assets 2,599 2,650
Other current assets 4,300 3,177
------------ ------------
Total current assets 111,608 108,753
Property plant and equipment, net 20,907 22,779
Intangibles, net 909 1,334
Deferred tax assets 35,370 37,134
Other assets 2,370 2,165
------------ ------------
Total non current assets 59,556 63,412
Total assets $ 171,164 $ 172,165
============ ============
Liabilities and stockholders' equity
Current liabilities:
Trade accounts payable $ 6,031 $ 6,092
Accounts payable - affiliates 75 268
Short term borrowings 569 -
Accrued liabilities 14,901 15,081
Income taxes payable 1,787 1,617
Deferred tax liabilities 885 1,005
------------ ------------
Total current liabilities 24,248 24,063
Deferred tax liabilities 650 550
Other liabilities 5,926 5,248
------------ ------------
Total non current liabilities 6,576 5,798
Total liabilities 30,824 29,861
Stockholders' equity 140,340 142,304
------------ ------------
Total liabilities and stockholders' equity $ 171,164 $ 172,165
============ ============
INFICON Holding AG
Consolidated Statements of Cash Flow
(U.S. Dollars in thousands)
(unaudited)
Six Months Ended
June 30,
2005 2004
------- -------
Cash flows from operating activities:
Net income $ 7,152 $ 7,600
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 2,147 2,310
Gain on receipt and sale of marketable securities - (1,038)
Impairment of long lived assets - 341
Deferred taxes 1,117 1,760
Changes in operating assets and liabilities: - -
Trade accounts receivable (7,188) (2,069)
Inventories (795) (709)
Other assets (2,013) (766)
Accounts payable 211 1,177
Accrued liabilities 900 2,564
Income taxes payable 324 322
Other liabilities 1,628 1,143
------- -------
Net cash provided by operating activities 3,483 12,635
Cash flows from investing activities:
Purchases of property, plant and equipment (1,961) (2,082)
Proceeds from sale of marketable securities - 1,038
Purchase of short-term investment (724) -
------- -------
Net cash (used in) investing activities (2,685) (1,044)
Cash flows from financing activities:
Proceeds from short term borrowings 569 -
Proceeds from exercise of stock options 299 31
------- -------
Net cash provided by financing activities 868 31
------- -------
Effect of exchange rate changes on cash and cash
equivalents (5,416) (733)
------- -------
Increase (decrease) in cash and cash equivalents (3,750) 10,889
Cash and cash equivalents at beginning of period 56,116 37,074
------- -------
Cash and cash equivalents at end of period $52,366 $47,963
======= =======
CONTACT: INFICON
Betty Ann Kram, 315-434-1122
BettyAnn.Kram@inficon.com
or
European Contact
sensus pr GmbH
Bernhard Schweizer, +41.43.366.5511
bschweizer@sensus.ch
or
North American Contact
Lippert/Heilshorn & Associates, Inc.
Jody Burfening / Harriet Fried, 212-838-3777
jbs@lhai.com
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.
Date: July 20, 2005 INFICON Holding AG
By: /s/ Peter G. Maier
-------------------------------------------
Name: Peter G. Maier
Title: Vice President and Chief Financial
Officer