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Form 8-K ELECTRO SCIENTIFIC INDUS For: Feb 02

February 2, 2016 4:10 PM EST


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
FORM 8-K
 
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 2, 2016
 
 
ELECTRO SCIENTIFIC INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
 
 

 
 
 
 
 
OREGON
 
0-12853
 
93-0370304
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
 
13900 NW Science Park Drive, Portland, Oregon
 
97229
(Address of principal executive offices)
 
(Zip Code)
Registrant’s telephone number, including area code: (503) 641-4141
No Change
(Former name or former address, if changed since last report)
 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))





Item 2.02    Results of Operations and Financial Condition
On February 2, 2016, Electro Scientific Industries, Inc. (the “Company”) announced its financial results for the third quarter of fiscal 2016. The Company’s press release announcing this event is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 9.01    Financial Statements and Exhibits
(d)Exhibits
99.1    Press release dated February 2, 2016





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 hereunto duly authorized.
Date: February 2, 2016
 
 
 
 
 
 
Electro Scientific Industries, Inc.
 
 
 
 
By:
 
/s/ Paul Oldham
 
Name:
 
Paul Oldham
 
Title:
 
Vice President of Administration, Chief Financial Officer and Corporate Secretary





Brian Smith                                            
ESI
503-672-5760

ESI Announces Third Quarter Fiscal 2016 Results
 
PORTLAND, Ore. – February 2, 2016Electro Scientific Industries, Inc. (NASDAQ: ESIO), an innovator of laser-based manufacturing solutions for the microtechnology industry, today announced results for its fiscal 2016 third quarter ended January 2, 2016, which comprised fourteen weeks, compared to thirteen weeks in the prior and year-ago quarters. Financial measures are provided on both a GAAP and a non-GAAP basis, which excludes the impact of purchase accounting, equity compensation, restructuring, inventory write-down and other items.
Third quarter revenue was $43.3 million, compared to $46.5 million in the second quarter of 2016 and $43.7 million in the third quarter of last fiscal year. GAAP net loss was $4.6 million or $0.15 per share. Non-GAAP net income was $0.4 million or $0.01 per diluted share.
“In the third quarter we continued to deliver on our turnaround plan as we grew our orders, increased gross margin, reduced adjusted operating expenses, and generated positive non-GAAP earnings. For the third consecutive quarter we generated positive cash from operations and grew our cash balance,” stated Ed Grady, president and CEO of ESI. “Further, the company took another step forward in our market expansion strategy as we announced nViantTM, a laser system designed for via drilling in High-Density Interconnect circuit boards.”
Bookings in the third quarter were $52.6 million, compared to $51.5 million in the prior quarter and $40.6 million last year. Grady continued, “Flex via drilling had another strong quarter, with growth

13900 NW Science Park Drive | Portland, Oregon 97229 | 503.641.4141 | www.esi.com


ESI Announces Third Quarter Fiscal 2016 Results

coming from our new GemStoneTM system. Micromachining also saw solid demand, with a follow-on order for our Lumen series system. Perhaps most important strategically, we were selected as plan of record and received our first order for the CornerStoneTM Series 2 laser drilling system from a large semiconductor manufacturer. We believe this selection positions us well in the high-performance IC Package via drilling market with industry leading cost of ownership and capability."
GAAP gross margin was 40.9%. Non-GAAP gross margin was 44.9% compared to 40.6% in the prior quarter. Operating expenses on a GAAP basis were $22.2 million, up slightly from $21.4 million in the prior quarter. On a non-GAAP basis operating expenses decreased to $19.0 million from $19.6 million last quarter. Non-GAAP operating income was $0.5 million compared to a loss of $0.8 million in the second quarter. Grady added, “We are pleased with our sequential improvement in gross margin and lower operating expenses as our lean programs and cost management efforts continue to show results."
Balance Sheet and Cash Flow
At quarter end, cash and investments grew to $62.8 million, from $60.2 million last quarter. The company generated $3.5 million in cash from operations. Inventories increased by $2.8 million, total trade receivables decreased by $12.6 million, and accounts payable decreased by $3.0 million.
Fourth Quarter 2016 Outlook
Based on current market conditions, revenues for the fourth quarter of fiscal 2016 are expected to be between $47 million and $53 million. Non-GAAP earnings per diluted share is expected to be $0.03 to $0.08.
Grady concluded, "With the introduction of GemStone, CornerStone, and now nViant, ESI has more than tripled its addressable market in PCB laser processing. In addition, the trend in these markets is transitioning towards requiring the level of precision, accuracy, and speed that are the strengths of ESI. With these new products we believe there is significant opportunity to grow our share of this large market. Market penetration, leading to revenue and earnings growth, remains our top priority. While

13900 NW Science Park Drive | Portland, Oregon 97229 | 503.641.4141 | www.esi.com


ESI Announces Third Quarter Fiscal 2016 Results

economic and market forces could impact capacity buys and the timing of new product adoption, ESI's turnaround and success story continues to progress. "
The company will hold a conference call today at 5:00 p.m. ET. The session will include a review of the financial results, operational performance and business outlook, and also a question and answer period.
The conference call can be accessed by calling 888-339-2688 (domestic participants) or 617-847-3007 (international participants). The conference ID number is 62533773. A live audio webcast can be accessed at www.esi.com. Upon completion of the call, an audio replay will be accessible through February 12, 2016, at 888-286-8010 (domestic participants) or 617-801-6888 (international participants), passcode 33654635. The webcast will be available on ESI’s website for one year.
Discussion of Non-GAAP Financial Measures
In this press release, we have presented financial measures which have not been determined in accordance with generally accepted accounting principles (GAAP) and are therefore non-GAAP financial measures. Non-GAAP, or adjusted, financial measures exclude the impact of purchase accounting, equity compensation, restructuring, inventory write-down and other items. We believe that this presentation of non-GAAP financial measures allows investors to better assess the company’s operating performance by comparing it to prior periods on a more consistent basis. We have included a reconciliation of various non-GAAP financial measures to those measures reported in accordance with GAAP. Because our calculation of non-GAAP financial measures may differ from similar measures used by other companies, investors should be careful when comparing our non-GAAP financial measures to those of other companies.
About ESI
ESI’s integrated solutions allow industrial designers and process engineers to control the power of laser light to transform materials in ways that differentiate their consumer electronics, wearable devices, semiconductor circuits and high-precision components for market advantage. ESI’s laser-based

13900 NW Science Park Drive | Portland, Oregon 97229 | 503.641.4141 | www.esi.com


ESI Announces Third Quarter Fiscal 2016 Results

manufacturing solutions feature the micro-machining industry’s highest precision and speed, and target the lowest total cost of ownership. ESI is headquartered in Portland, Ore., with global operations from the Pacific Northwest to the Pacific Rim. More information is available at www.esi.com.

Forward-Looking Statements
This press release includes forward-looking statements about the markets we serve, growth, products, revenue, and earnings per share. These forward-looking statements are based on information available to us on the date of this release and we assume no obligation to update these forward-looking statements for any reason. Actual results may differ materially from those in the forward-looking statements. Risks and uncertainties that may affect the forward-looking statements include: the risk that anticipated growth opportunities may be smaller than anticipated or may not be realized; risks related to the relative strength and volatility of the electronics industry—which is dependent on many factors, including component prices, global and regional economic strength and political stability, timing of consumer product introductions and overall demand for electronic devices (such as semiconductors, printed circuit boards, displays, LEDs, capacitors and other components) used in wireless telecommunications equipment, computers and consumer and automotive electronics; the health of the financial markets and availability of credit for end customers and related effect on the global economy; the volatility associated with the industries we serve which includes the relative level of capacity and demand, and financial strength of the manufacturers; the risk that customer orders may be canceled or delayed; the ability of the company to respond promptly to customer requirements; the risk that the company may not be able to ship products on the schedule required by customers, whether as a result of production delays, supply delays, or otherwise; the ability of the company to develop, manufacture and successfully deliver new products and enhancements; the risk that customer acceptance of new or customized products may be delayed; the risk that large orders and related revenues may not be repeated; the company’s need to continue investing in research and development; the company’s ability to hire and retain key employees; the company’s ability to create and sustain intellectual property protection around its products; the risk that competing or alternative technologies could reduce demand for our products; the risk that we may not be successful in penetrating new or adjacent markets; the risk that we do not successfully integrate Topwin Optoelectronics; the risk that our new products may not gain acceptance in the marketplace; the risk that new products may not be introduced to the market in the anticipated time frame or at all; the risk that our cost-reduction program will not result in the anticipated level of savings; foreign currency fluctuations; the risk that efficiencies realized from our site consolidation are not as large as expected; the company’s ability to utilize recorded deferred tax assets; taxes, interest or penalties resulting from tax audits; and changes in tax laws or the interpretation of such tax laws.



13900 NW Science Park Drive | Portland, Oregon 97229 | 503.641.4141 | www.esi.com


ESI Announces Third Quarter Fiscal 2016 Results

Electro Scientific Industries, Inc.
Third Quarter Fiscal 2016 Results
(In thousands, except per share data)
(Unaudited)

Operating Results:
 
 
 
 
 
 
 
 
 
 
Fiscal quarter ended
 
Three fiscal quarters ended
 
Jan 2, 2016
 
Sep 26, 2015
 
Dec 27, 2014
 
Jan 2, 2016
 
Dec 27, 2014
Net sales:
 
 
 
 
 
 
 
 
 
Systems
$
31,282

 
$
35,570

 
$
31,750

 
$
98,914

 
$
85,447

Services
12,060

 
10,902

 
11,911

 
33,991

 
36,100

Total net sales
43,342

 
46,472

 
43,661

 
132,905

 
121,547

Cost of sales:
 
 
 
 
 
 
 
 
 
Systems
20,292

 
22,345

 
22,031

 
63,922

 
59,707

Services
5,329

 
5,706

 
6,917

 
17,464

 
20,074

Total cost of sales
25,621

 
28,051

 
28,948

 
81,386

 
79,781

Gross profit
17,721

 
18,421

 
14,713

 
51,519

 
41,766

 
40.9
%
 
39.6
%
 
33.7
%
 
38.8
%
 
34.4
%
Operating expenses:
 
 
 
 
 
 
 
 
 
Selling, general and administrative
12,468

 
12,534

 
12,332

 
37,619

 
36,384

Research, development and engineering
7,778

 
8,283

 
8,384

 
24,706

 
25,953

Acquisition and integration costs

 
40

 

 
194

 

Restructuring costs
1,944

 
591

 

 
2,597

 

Net operating expenses
22,190

 
21,448

 
20,716

 
65,116

 
62,337

Operating loss
(4,469
)
 
(3,027
)
 
(6,003
)
 
(13,597
)
 
(20,571
)
Non-operating income (expense):
 
 
 
 
 
 
 
 
 
Interest and other income (expense), net
67

 
6

 
64

 
68

 
(134
)
Total non-operating income (expense)
67

 
6

 
64

 
68

 
(134
)
Loss before income taxes
(4,402
)
 
(3,021
)
 
(5,939
)
 
(13,529
)
 
(20,705
)
Provision for income taxes
184

 
239

 
437

 
681

 
165

Net loss
$
(4,586
)
 
$
(3,260
)
 
$
(6,376
)
 
$
(14,210
)
 
$
(20,870
)
Net loss per share—basic
$
(0.15
)
 
$
(0.10
)
 
$
(0.21
)
 
$
(0.45
)
 
$
(0.68
)
Net loss per share—diluted
$
(0.14
)
 
$
(0.10
)
 
$
(0.21
)
 
$
(0.45
)
 
$
(0.68
)

*Certain reclassifications have been made to amounts reported in prior periods to conform to current period presentation, as previously disclosed on our Forms 10-K and 10-Q


13900 NW Science Park Drive | Portland, Oregon 97229 | 503.641.4141 | www.esi.com


ESI Announces Third Quarter Fiscal 2016 Results

Electro Scientific Industries, Inc.
Third Quarter Fiscal 2016 Results
(Amounts in thousands)
(Unaudited)
Financial Position As Of:
 
 
 
 
Jan 2, 2016
 
Sep 26, 2015
 
Mar 28, 2015
Assets
 
 
 
 
 
Current assets:
 
 
 
 
 
Cash and cash equivalents
$
42,071

 
$
43,642

 
$
50,994

Short-term investments
20,771

 
16,607

 
6,612

Trade receivables, net
37,012

 
49,097

 
42,295

Inventories
60,881

 
58,035

 
56,637

Shipped systems pending acceptance
1,470

 
2,499

 
2,516

Deferred income taxes, net
134

 
135

 
178

Other current assets
4,371

 
3,475

 
6,090

Total current assets
166,710

 
173,490

 
165,322

Non-current assets:
 
 
 
 
 
Property, plant and equipment, net
23,507

 
24,650

 
25,858

Non-current deferred income taxes, net
98

 
85

 
174

Goodwill
7,445

 
7,445

 
7,717

Acquired intangible assets, net
7,909

 
8,230

 
8,958

Trade receivable
288

 
794

 
3,656

Other assets
10,776

 
10,464

 
9,555

Total assets
$
216,733

 
$
225,158

 
$
221,240

Liabilities and shareholders' equity
 
 
 
 
 
Current liabilities:
 
 
 
 
 
Accounts payable
$
16,344

 
$
19,347

 
$
9,514

Accrued liabilities
20,980

 
18,913

 
18,666

Deferred income tax liability, net
174

 
174

 
173

Deferred revenue
7,708

 
12,662

 
12,376

Total current liabilities
45,206

 
51,096

 
40,729

Income taxes payable
1,384

 
1,278

 
1,176

Deferred income tax liability, net
232

 
407

 
443

Other liabilities
3,166

 
2,585

 
1,571

Shareholders' equity:
 
 
 
 
 
Preferred and common stock
193,547

 
191,948

 
189,134

Accumulated deficit
(25,950
)
 
(21,366
)
 
(11,741
)
Accumulated other comprehensive loss
(852
)
 
(790
)
 
(72
)
Total shareholders' equity
166,745

 
169,792

 
177,321

Total liabilities and shareholders' equity
$
216,733

 
$
225,158

 
$
221,240

End of period shares outstanding
31,537

 
31,448

 
30,704


*Certain reclassifications have been made to amounts reported in prior periods to conform to current period presentation, as previously disclosed on our Forms 10-K and 10-Q

13900 NW Science Park Drive | Portland, Oregon 97229 | 503.641.4141 | www.esi.com


ESI Announces Third Quarter Fiscal 2016 Results

Electro Scientific Industries, Inc.
Analysis of Third Quarter Fiscal 2016 Results
(Dollars and shares in thousands)
(Unaudited)
 
Fiscal quarter ended
 
Three fiscal quarters ended
 
Jan 2, 2016
 
Sep 26, 2015
 
Dec 27, 2014
 
Jan 2, 2016
 
Dec 27, 2014
Sales detail:
 
 
 
 
 
 
 
 
 
Component Processing
 
 
 
 
 
 
 
 
 
Interconnect Products (IP)
$
22,824

 
$
21,500

 
$
16,213

 
$
64,969

 
$
48,531

Component Test Products (CTP)
3,303

 
4,491

 
4,164

 
14,292

 
13,986

Semiconductor Products (SP)
11,384

 
6,763

 
11,453

 
29,288

 
31,969

 
37,511

 
32,754

 
31,830

 
108,549

 
94,486

Micromachining
 
 
 
 
 
 
 
 
 
Micromachining Products (MP)
5,831

 
13,718

 
11,831

 
24,356

 
27,061

Net Sales
$
43,342

 
$
46,472

 
$
43,661

 
$
132,905

 
$
121,547

 
 
 
 
 
 
 
 
 
 
Gross margin %
41%
 
40%
 
34%
 
39%
 
34%
Selling, general and administrative expense %
29%
 
27%
 
28%
 
28%
 
30%
Research, development and engineering expense %
18%
 
18%
 
19%
 
19%
 
21%
Operating loss %
(10%)
 
(7%)
 
(14%)
 
(10%)
 
(17%)
Effective tax rate %
(4%)
 
(8%)
 
(7%)
 
(5%)
 
(1%)
Weighted average shares outstanding - basic
31,495
 
31,384
 
30,617
 
31,355
 
30,507
Weighted average shares outstanding - diluted
31,713
 
31,384
 
30,617
 
31,355
 
30,507
End of period employees
647
 
677
 
652
 
647
 
652

13900 NW Science Park Drive | Portland, Oregon 97229 | 503.641.4141 | www.esi.com


ESI Announces Third Quarter Fiscal 2016 Results

Electro Scientific Industries, Inc.
Third Quarter Fiscal 2016 Results
(In thousands, except per share data)
(Unaudited)
Reconciliation of GAAP to Non-GAAP Financial Measures:
 
 
 
 
 
 
 
Fiscal quarter ended
 
Three fiscal quarters ended
 
Jan 2, 2016
 
Sep 26, 2015
 
Dec 27, 2014
 
Jan 2, 2016
 
Dec 27, 2014
 
 
 
 
 
 
 
 
 
 
Gross profit per GAAP
$
17,721

 
$
18,421

 
$
14,713

 
$
51,519

 
$
41,766

Purchase accounting
271

 
325

 
163

 
862

 
836

Equity compensation
103

 
114

 
154

 
346

 
474

Charges for inventory write-off of discontinued product
1,356

 

 

 
1,356

 

Non-GAAP gross profit
$
19,451

 
$
18,860

 
$
15,030

 
$
54,083

 
$
43,076

Non-GAAP gross margin
44.9
%
 
40.6
%
 
34.4
%
 
40.7
%
 
35.4
%
 
 
 
 
 
 
 
 
 
 
Operating expenses per GAAP
$
22,190

 
$
21,448

 
$
20,716

 
$
65,116

 
$
62,337

Purchase accounting
(264
)
 
(248
)
 
(90
)
 
(967
)
 
(270
)
Equity compensation
(1,020
)
 
(952
)
 
(885
)
 
(2,905
)
 
(2,928
)
Acquisition and integration costs

 
(40
)
 
(311
)
 
(194
)
 
(311
)
Restructuring costs
(1,944
)
 
(591
)
 

 
(2,597
)
 

Non-GAAP operating expenses
$
18,962

 
$
19,617

 
$
19,430

 
$
58,453

 
$
58,828

% of Net sales
44
%
 
42
%
 
45
%
 
44
%
 
48
%
 
 
 
 
 
 
 
 
 
 
Operating loss per GAAP
$
(4,469
)
 
$
(3,027
)
 
$
(6,003
)
 
$
(13,597
)
 
$
(20,571
)
Non-GAAP adjustments to gross profit
1,730

 
439

 
317

 
2,564

 
1,310

Non-GAAP adjustments to operating expenses
3,228

 
1,831

 
1,286

 
6,663

 
3,509

Non-GAAP operating income (loss)
$
489

 
$
(757
)
 
$
(4,400
)
 
$
(4,370
)
 
$
(15,752
)
% of Net sales
1
%
 
(2
%)
 
(10
%)
 
(3
%)
 
(13
%)
 
 
 
 
 
 
 
 
 
 
Non-operating income (expense), net per GAAP
$
67

 
$
6

 
$
64

 
$
68

 
$
(134
)
Non-GAAP non-operating income (expense)
$
67

 
$
6

 
$
64

 
$
68

 
$
(134
)
 
 
 
 
 
 
 
 
 
 
Net loss per GAAP
$
(4,586
)
 
$
(3,260
)
 
$
(6,376
)
 
$
(14,210
)
 
$
(20,870
)
Non-GAAP adjustments to gross profit
1,730

 
439

 
317

 
2,564

 
1,310

Non-GAAP adjustments to operating expenses
3,228

 
1,831

 
1,286

 
6,663

 
3,509

Income tax effect of other non-GAAP adjustments
26

 
(53
)
 
93

 
(126
)
 
(830
)
Non-GAAP net income (loss)
$
398

 
$
(1,043
)
 
$
(4,680
)
 
$
(5,109
)
 
$
(16,881
)
% of Net sales
1
%
 
(2
%)
 
(11
%)
 
(4
%)
 
(14
%)
Basic Non-GAAP net income (loss) per share
$
0.01

 
$
(0.03
)
 
$
(0.15
)
 
$
(0.16
)
 
$
(0.55
)
Diluted Non-GAAP net income (loss) per share
$
0.01

 
$
(0.03
)
 
$
(0.15
)
 
$
(0.16
)
 
$
(0.55
)






13900 NW Science Park Drive | Portland, Oregon 97229 | 503.641.4141 | www.esi.com


ESI Announces Third Quarter Fiscal 2016 Results

Electro Scientific Industries, Inc.
Third Quarter Fiscal 2016 Results
(Amounts in thousands)
(Unaudited)
Consolidated Condensed Statements of Cash Flows:
 
 
 
 
 
 
 
 
 
Fiscal quarter ended
 
Three fiscal quarters ended
 
Jan 2, 2016
 
Sep 26, 2015
 
Dec 27, 2014
 
Jan 2, 2016
 
Dec 27, 2014
Net loss
$
(4,586
)
 
$
(3,260
)
 
$
(6,376
)
 
$
(14,210
)
 
$
(20,870
)
Non-cash adjustments and changes in operating activities
8,089

 
5,428

 
(7,043
)
 
22,208

 
4,349

Net cash provided by (used in) operating activities
3,503

 
2,168

 
(13,419
)
 
7,998

 
(16,521
)
Net cash (used in) provided by investing activities
(5,234
)
 
(12,264
)
 
7,613

 
(17,029
)
 
28,420

Net cash provided by (used in) financing activities
277

 
264

 
(2,613
)
 
411

 
(9,165
)
Effect of exchange rate changes on cash
(117
)
 
(357
)
 
(770
)
 
(303
)
 
(1,129
)
NET CHANGE IN CASH AND CASH EQUIVALENTS
(1,571
)
 
(10,189
)
 
(9,189
)
 
(8,923
)
 
1,605

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD
43,642

 
53,831

 
79,255

 
50,994

 
68,461

CASH AND CASH EQUIVALENTS AT END OF PERIOD
$
42,071

 
$
43,642

 
$
70,066

 
$
42,071

 
$
70,066




13900 NW Science Park Drive | Portland, Oregon 97229 | 503.641.4141 | www.esi.com


ESI Announces Third Quarter Fiscal 2016 Results

Reconciliation of GAAP to Non-GAAP Financial Measures - Projected
Fiscal quarter ending April 02, 2016
 
 
Non-GAAP diluted earnings per share
$ 0.03 - $0.08
Purchase accounting
(0.02)
Equity compensation
(0.04)
Other items
GAAP diluted EPS
$(0.03) - $0.02


13900 NW Science Park Drive | Portland, Oregon 97229 | 503.641.4141 | www.esi.com


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