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 Press Release
Asyst Reports Full Results for First Quarter of Fiscal 2007
FREMONT, Calif., October 16, 2006 – Asyst Technologies, Inc. (Nasdaq NM: ASYT), a leading provider of integrated automation solutions that enhance semiconductor and flat panel display manufacturing productivity, today reported financial results for its fiscal first quarter ended June 30, 2006. Although Asyst previously reported sales and bookings for its first quarter on Aug. 3, 2006, the company was not able to provide additional results at that time pending completion of a Special Committee inquiry into its past stock option grants and practices. The company announced last week that the Special Committee had completed its inquiry, and on Oct. 13, 2006 the company filed with the Securities and Exchange Commission its Annual Report on Form 10-K for the fiscal year ended Mar. 31, 2006, and its Form 10-Q for the quarter ended June 30, 2006. As previously announced, consolidated net sales for the quarter were $117 million, up from $110 million in the prior sequential quarter. Net sales of tool and fab automation products at ATI were $51 million, which compares with $46 million in the prior sequential quarter. Net sales of Automated Material Handling Systems (AMHS) at Asyst Shinko, Inc. (ASI) were $66 million, which compares with $64 million in the prior sequential quarter. Total bookings for the quarter were $173 million, up 12% from $154 million in the prior sequential quarter. Bookings at ATI were essentially flat with the prior sequential quarter at $55 million, but were up 72% from the same quarter a year ago. Bookings of two of the company's key new products, the Spartan(TM) sorter and Spartan EFEM (Equipment Front-End Module), collectively doubled quarter-over-quarter. Bookings at ASI increased 19% to $118 million, driven by continued strength in 300mm AMHS systems. The company's overall book-to-bill ratio was 1.48:1 and backlog as of the end of the quarter was approximately $213 million. For the fiscal first quarter, net loss according to GAAP was $(0.5) million, or $(0.01) per share, which compares with net income of $2.4 million, or $0.05 per share, in the prior sequential quarter. Net loss for the quarter included the impact of $1.8 million in restructuring charges related to the company's facility consolidation. Non-GAAP net income, which excludes the restructuring charges, the net impact of intangibles amortization, stock-based compensation expense and certain other costs, was $4.5 million, or $0.09 per share, which compares with $5.2 million, or $0.11 per share for the prior sequential quarter. Both GAAP and non-GAAP net income did not reflect the impact of the company's increased ownership in ASI, which became effective upon closing of the share purchase transaction on July 14, 2006. The company currently expects to report its results for the fiscal second quarter ended Sept. 30, 2006, on or about Nov. 9. The company provided the following guidance for the fiscal second quarter and subsequent periods:
About Asyst Asyst Technologies, Inc. is a leading provider of integrated automation solutions that enable semiconductor and flat panel display (FPD) manufacturers to increase their manufacturing productivity and protect their investment in materials during the manufacturing process. Encompassing isolation systems, work-in-process materials management, substrate-handling robotics, automated transport and loading systems, and connectivity automation software, Asyst's modular, interoperable solutions allow chip and FPD manufacturers, as well as original equipment manufacturers, to select and employ the value-assured, hands-off manufacturing capabilities that best suit their needs. Asyst's homepage is http://www.asyst.com. Conference Call Details A live webcast of the conference call to discuss the quarter's results will take place this morning at 8:30 a.m. Eastern Time. The webcast will be publicly available on Asyst's website at http://www.asyst.com and accessible by going to the investor relations page and clicking on the "webcast"link. The live conference call is available at (303) 262-2194. For more information, including this press release, any non-GAAP financial measures that may be discussed on the webcast as well as the most directly comparable GAAP financial measures and a reconciliation of the difference between those GAAP and non-GAAP financial measures, as well as any other material financial and other statistical information contained in the webcast, please visit Asyst's website at www.asyst.com. A replay of the Webcast may be accessed via the same procedure. In addition, a standard telephone instant replay of the conference call is available by dialing (303) 590-3000, followed by the passcode 11073835 #. The audio instant replay is available from Oct. 16 at 10:30 a.m. Eastern Time through Oct. 31 at 2:59 a.m. Eastern Time. About Our Non-GAAP Operating Results and Adjustments To supplement our consolidated financial results prepared under generally accepted accounting principles ("GAAP"), we use a non-GAAP measure of operating results that is GAAP net income (loss) adjusted to exclude certain costs, expenses and gains. Our non-GAAP net income (loss) gives an indication of our baseline performance before gains, losses or other charges that are considered by management to be outside of our core operating results. In addition, our non-GAAP net income (loss) is among the primary indicators management uses as a basis for planning and forecasting future periods. This measure is not in accordance with, or an alternative for, GAAP and may be materially different from non-GAAP measures used by other companies. We compute non-GAAP net income (loss) by adjusting GAAP net income (loss) for the impact of amortization of acquisition-related intangibles, restructuring and impairment charges, costs related to events outside the normal course of business, and other non-cash charges and gains. The presentation of this additional information should not be considered in isolation or as a substitute for net income (loss) prepared in accordance with GAAP. Forward Looking Statements Except for statements of historical fact, the statements in this release are forward-looking. The forward-looking statements include statements regarding future financial results; and other factors more fully detailed in the company's annual report on Form 10-K for the year ended March 31, 2006, and other reports filed with the Securities and Exchange Commission. Such statements are subject to a number of risks and uncertainties that could cause actual results to differ materially from the statements made. These factors include, but are not limited to: uncertainties whether the expected range of expense charges discussed above will change as Asyst finalizes and files its financial statements; uncertainties relating to the time needed to complete the financial review and preparation of financial statements by Asyst, and the time needed by our independent registered public accounting firm to complete its audit, review and other procedures relating to the financial statements; the outcome of the previously announced SEC and Department of Justice inquiries into our past stock option grants and practices; distraction of management's attention from our operations as a result of past or future issues relating to past option grants; uncertainties arising from our inability to maintain effective internal control over financial reporting; whether we will be able to file timely our future SEC reports and associated risks of defaults under and acceleration of outstanding indebtedness, de-listing of our stock from the NASDAQ Global Market, and other adverse events if we are not able to make timely filings in the future; whether we will be able to comply with the covenants and other requirements of our outstanding indebtedness and uncertainties concerning our ability to refinance or amend our outstanding convertible subordinated notes due 2008 in relation to the maturity of our senior credit agreement, as described in our Form 10-K for the fiscal year ended March 31, 2006; the likelihood that fees and expenses associated with the special committee inquiry, governmental inquiries, NASDAQ hearing, accounting review, pending and potential lawsuits, or other matters arising from the company's prior stock option practices are or will be material in any reporting period; requests by current or former officers and directors of the company for indemnification or advancement or reimbursement of fees and expenses; the impact of lawsuits or other proceedings initiated in relation to the matters discussed above or the company's prior stock option grant practices; uncertainty that these or other matters could comprise a material weakness in the Company's internal control over financial reporting, which could prevent the company from timely meeting its future reporting requirements or obligations to maintain effective internal control; distraction of management's attention from our operations; volatility in our stock price pending resolution of or resulting from the matters discussed above; the volatility of semiconductor industry cycles; our ability to achieve forecasted revenues, margins and profits; failure to respond to rapid demand shifts; dependence on a few significant customers; the timing and scope of decisions by customers to transition and expand fabrication facilities; continued risks associated with the acceptance of new products and product capabilities; the risk that customers will delay, reduce or cancel planned projects or bookings and thus delay recognition or the amount of our anticipated revenue; competition in the semiconductor equipment industry and specifically in AMHS; failure to retain and attract key employees; and other factors more fully detailed in the company's annual report on Form 10-K for the year ended March 31, 2006, and other reports filed with the Securities and Exchange Commission. "Asyst" and "Spartan" are registered trademarks of Asyst Technologies, Inc. "Asyst Shinko" is a trademark of Asyst Shinko, Inc. All Rights Reserved.
ASYST TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited; in thousands)
June 30, March 31,
2006 2006
--------- ---------
ASSETS
CURRENT ASSETS:
Cash, cash equivalents and short-term
investments $106,409 $109,926
Accounts receivable, net 154,928 141,453
Inventories 42,946 33,219
Prepaid expenses and other 25,377 26,831
--------- ---------
Total current assets 329,660 311,429
--------- ---------
LONG-TERM ASSETS:
Property and equipment, net 23,559 23,108
Goodwill 59,444 58,840
Intangible assets, net 16,008 19,334
Other assets 2,858 2,583
--------- ---------
Total long-term assets 101,869 103,865
--------- ---------
Total assets $431,529 $415,294
========= =========
LIABILITIES, MINORITY INTEREST AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Short-term loans and notes payable $ 12,766 $ 1,443
Current portion of long-term debt and capital
leases 1,041 1,368
Accounts payable 93,035 88,785
Accrued liabilities 66,019 62,902
Deferred revenue 5,204 5,335
--------- ---------
Total current liabilities 178,065 159,833
--------- ---------
LONG-TERM LIABILITIES:
Convertible notes 86,250 86,250
Long-term debt and capital leases, net of
current portion 689 918
Deferred tax and other long-term liabilities 12,709 14,093
--------- ---------
Total long-term liabilities 99,648 101,261
--------- ---------
MINORITY INTEREST 64,293 66,521
--------- ---------
SHAREHOLDERS' EQUITY: 89,523 87,679
--------- ---------
Total liabilities, minority interest and
shareholders' equity $431,529 $415,294
========= =========
ASYST TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited; in thousands, except per share data)
Three Months Ended
June 30, 2006 March 31, 2006 June 30, 2005
------------------------------------------
(as restated)
NET SALES $ 116,981 $ 110,351 $ 117,451
COST OF SALES 75,925 68,239 83,743
------------- -------------- -------------
Gross profit 41,056 42,112 33,708
------------- -------------- -------------
OPERATING EXPENSES:
Research and development 8,587 7,352 7,102
Selling, general and
administrative 21,402 21,754 19,225
Amortization of acquired
intangible assets 3,324 3,464 4,918
Restructuring charges
(credits) 1,812 (1) 93
------------- -------------- -------------
35,125 32,569 31,338
------------- -------------- -------------
Operating income 5,931 9,543 2,370
Other income (expense),
net (105) 14 (559)
------------- -------------- -------------
Income (loss) before
provision for income taxes
and minority interest 5,826 9,557 1,811
PROVISION FOR INCOME TAXES (4,322) (2,636) (3,101)
MINORITY INTEREST (2,087) (4,484) (2,404)
------------- -------------- -------------
NET INCOME (LOSS) PRIOR TO
CUMULATIVE EFFECT OF CHANGE
IN ACCOUNTING PRINCIPLE (583) 2,437 (3,694)
Cumulative effect of change
in accounting principle 103 - -
------------- -------------- -------------
NET INCOME (LOSS) $ (480) $ 2,437 $ (3,694)
============= ============== =============
Basic net income (loss) per
share
Prior to cumulative effect
of change in accounting
principle $ (0.01) $ 0.05 $ (0.08)
Cumulative effect of change
in accounting principle 0.00 - -
------------- -------------- -------------
BASIC NET INCOME (LOSS) PER
SHARE $ (0.01) $ 0.05 $ (0.08)
============= ============== =============
SHARES USED IN THE PER SHARE
CALCULATION - BASIC 48,600 48,216 47,812
============= ============== =============
Diluted net income (loss)
per share
Prior to cumulative effect
of change in accounting
principle $ (0.01) $ 0.05 $ (0.08)
Cumulative effect of change
in accounting principle 0.00 - -
------------- -------------- -------------
DILUTED NET INCOME (LOSS)
PER SHARE $ (0.01) $ 0.05 $ (0.08)
============= ============== =============
SHARES USED IN THE PER SHARE
CALCULATION - DILUTED 48,600 50,178 47,812
============= ============== =============
ASYST TECHNOLOGIES, INC.
RECONCILIATION OF GAAP NET LOSS TO NON-GAAP NET INCOME (LOSS)
(Unaudited; in thousands, except per share data)
Three Months Ended
--------------------------------------------
June 30, 2006 March 31, 2006 June 30, 2005
------------- -------------- -------------
(as restated)
GAAP net income (loss) $ (480) $ 2,437 $ (3,694)
Adjustments:
Stock based
compensation expense 1,430 662 641
Amortization of
intangible assets 3,324 3,464 4,918
Restructuring and
impairment charges 1,812 179 95
Severance charges 317 - -
Corporate facility
relocation expense - 340 -
Income tax benefit
relating to
amortization of
intangible assets (1) (1,091)(1) (1,068) (1,630)
Minority interest
relating to the ASI
adjustments above (2) (810)(2) (793) (1,209)
------------- -------------- -------------
Total adjustments 4,982 2,784 2,815
------------- -------------- -------------
Non-GAAP net income
(loss) $ 4,502 $ 5,221 $ (879)
============= ============== =============
Non-GAAP net income
(loss) per basic share $ 0.09 $ 0.11 $ (0.02)
============= ============== =============
Non-GAAP net income
(loss) per diluted share$ 0.09 $ 0.10 $ (0.02)
============= ============== =============
Weighted shares used in
the per share
calculation - basic 48,600 48,216 47,812
============= ============== =============
Weighted shares used in
the per share
calculation - diluted 49,691 50,178 47,812
============= ============== =============
(1) Income tax adjustment relating to the amortization of intangibles
attributable to ASI.
(2) Reflects 49% minority interest adjustment relating to the net
adjustments at ASI.
ASYST TECHNOLOGIES, INC.
SUPPLEMENTAL FINANCIAL INFORMATION
(Unaudited; in thousands, except per share data)
Three Months Ended June 30, 2006
--------------------------------------------
ATI ASI Consolidated
Under GAAP
------------- -------------- -------------
SUPPLEMENTAL STATEMENT OF
OPERATIONS
NET SALES $ 50,703 $ 66,278 $ 116,981
COST OF SALES 29,369 46,556 75,925
------------- -------------- -------------
Gross profit 21,334 19,722 41,056
------------- -------------- -------------
OPERATING EXPENSES:
Research and
development 5,791 2,796 8,587
Selling, general and
administrative 15,385 6,017 21,402
Amortization of
acquired intangible
assets 580 2,744 3,324
Restructuring credits 1,812 - 1,812
------------- -------------- -------------
Total operating
expenses 23,568 11,557 35,125
------------- -------------- -------------
Operating income
(loss) (2,234) 8,165 5,931
Other income (expense),
net 365 (470) (105)
------------- -------------- -------------
Income (loss) before
provision for income
taxes and minority
interest (1,869) 7,695 5,826
PROVISION FOR INCOME
TAXES (317) (4,005) (4,322)
MINORITY INTEREST (10) (2,077) (2,087)
------------- -------------- -------------
NET INCOME (LOSS) PRIOR
TO CUMULATIVE EFFECT OF
CHANGE IN ACCOUNTING
PRINCIPLE (2,196) 1,613 (583)
Cumulative effect of
change in accounting
principle 103 - 103
------------- -------------- -------------
NET INCOME (LOSS) $ (2,093) $ 1,613 $ (480)
============= ============== =============
Basic net income (loss)
per share
Prior to cumulative
effect of change in
accounting principle $ (0.04) $ 0.03 $ (0.01)
Cumulative effect of
change in accounting
principle 0.00 - 0.00
------------- -------------- -------------
BASIC NET INCOME (LOSS)
PER SHARE $ (0.04) $ 0.03 $ (0.01)
============= ============== =============
SHARES USED IN THE PER
SHARE CALCULATION -
BASIC 48,600 48,600 48,600
============= ============== =============
Diluted net income (loss)
per share
Prior to cumulative
effect of change in
accounting principle $ (0.04) $ 0.03 $ (0.01)
Cumulative effect of
change in accounting
principle 0.00 - 0.00
------------- -------------- -------------
DILUTED NET INCOME (LOSS)
PER SHARE $ (0.04) $ 0.03 $ (0.01)
============= ============== =============
SHARES USED IN THE PER
SHARE CALCULATION -
DILUTED 48,600 49,691 48,600
============= ============== =============
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