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): August 1, 2014
Axcelis Technologies, Inc.
(Exact name of registrant as specified in its charter)
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Delaware |
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000-30941 |
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34-1818596 |
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(State or other jurisdiction |
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(Commission |
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(IRS Employer |
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of incorporation) |
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File Number) |
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Identification No.) |
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108 Cherry Hill Drive, Beverly, Massachusetts |
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01915 |
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(Address of principal executive offices) |
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(Zip Code) |
Registrant’s telephone number, including area code: (978) 787-4000
(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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01 Amendment of a Material Definitive Agreement.
The Company has a revolving credit facility with Silicon Valley Bank (the “Bank”) dated October 31, 2013. Under this revolving credit facility, the Company has the ability to borrow up to $10.0 million on a revolving basis during its two year term. The Company’s ability to borrow under this line of credit is limited to 80% of the then current amount of qualified accounts receivable. The Company’s financial results for the quarter ended June 30, 2014 caused the Company not to meet the Minimum Adjusted Net Income covenant, which covenant was waived by the Bank. The Company was in compliance with all other covenants related to the credit facility.
The Company and the Bank have entered into a Waiver and First Amendment Agreement dated August 1, 2014, which waived compliance with the Minimum Adjusted Net Income covenant for the trailing six month period ended June 30, 2014 and adjusted this covenant for the periods remaining in the facility term. All other terms of the Loan and Security Agreement remain in effect.
Item 2.02 Results of Operations and Financial Condition
On August 4, 2014, Axcelis Technologies, Inc. (the “Company”) issued a press release regarding its financial results for the quarter ended June 30, 2014. The Company’s press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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Exhibit No. |
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Description |
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99.1 |
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Press Release dated August 4, 2014. Filed herewith. |
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.
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Date: August 4, 2014 |
Axcelis Technologies, Inc. | |
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By: |
/s/ KEVIN J. BREWER |
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Kevin J. Brewer |
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Executive Vice President |
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and Chief Financial Officer |
Exhibit 99.1
News Release
AXCELIS ANNOUNCES FINANCIAL RESULTS FOR SECOND QUARTER 2014
First Purion H™ High Current Implanter Shipped
BEVERLY, Mass. — August 4, 2014—Axcelis Technologies, Inc. (Nasdaq: ACLS) today announced financial results for the second quarter ended June 30, 2014. Highlights for the quarter were:
· The first Purion H™ high current implanter was shipped to a leading Asia-Pacific chipmaker, where it will join Purion XE™ and Purion M™ systems already in place. This customer now has all three members of the Purion product family and will be the first to truly see the benefit of the ‘Power of Purion’.
· Received the third order for the innovative Purion M™ medium current implanter from a large foundry after a successful evaluation.
· Achieved “Ranked 1st” Awards in the Annual VLSIresearch Customer Satisfaction Survey. Customers voted Axcelis #1 in THE BEST Suppliers of Fab Equipment, #1 in Implant Equipment, and the #1 10 BEST Focused Supplier.
The Company reported second quarter revenue of $41.2 million, compared to $60.8 million for the first quarter of 2014. Loss from operations for the quarter was $6.1 million, compared to operating income of $0.3 million for the first quarter of 2014. Net loss for the quarter was $6.9 million, or $(0.06) per share. This compares to net income for the first quarter of 2014 of $0.2 million, or $0.00 per share. Cash and cash equivalents were $35.6 million at June 30, 2014 compared with $43.0 million at March 31, 2014.
Chairman and CEO Mary Puma said, “Momentum for Purion products continues as customers recognize advantages in precision, purity and productivity the platform provides for advanced planar and 3D processes. The current industry pause gives Purion products additional time to be evaluated and adopted. When spending resumes, Axcelis will be better positioned to sell the full family of Purion products.”
Kevin Brewer, executive vice president and CFO added, “In light of market conditions, we have implemented a series of cost cutting actions that in the third quarter bring our quarterly breakeven to under $50M and our operating cash breakeven to under $42M. We will continue to make investments in Purion platform development and product penetrations, and customer satisfaction, that will deliver top line growth.”
Second Quarter 2014 Conference Call
The Company will host a conference call today at 5:00 pm ET to discuss results for the second quarter 2014. The call will be available to interested listeners via an audio webcast that can be accessed through the Investors page of Axcelis’ website at www.axcelis.com, or by dialing 1.888.680.0879 (1.617.213.4856 outside North America). Participants calling into the conference call will be requested to provide the company name, Axcelis Technologies, and pass code: 57721554. Webcast replays will be available for 30 days following the call.
Safe Harbor Statement
The conference call will contain forward-looking statements under the SEC safe harbor provisions. These statements, which include our guidance for future financial performance, are based on management’s current expectations and should be viewed with caution. They are subject to various risks and uncertainties, many of which are outside the control of the Company, including the timing of orders and shipments, the conversion of orders to revenue in any particular quarter, or at all, the continuing demand for semiconductor equipment, relative market growth, continuity of business relationships with and purchases by major customers, competitive pressure on sales and pricing, increases in material and other production costs that cannot be recouped in product pricing and global economic, political and financial conditions. These risks and other risk factors relating to Axcelis are described more fully in the most recent Form 10-K filed by Axcelis and in other documents filed from time to time with the Securities and Exchange Commission.
About Axcelis:
Axcelis (Nasdaq: ACLS), headquartered in Beverly, Mass., has been providing innovative, high-productivity solutions for the semiconductor industry for over 35 years. Axcelis is dedicated to developing enabling process applications through the design, manufacture and complete life cycle support of ion implantation systems, one of the most critical and enabling steps in the IC manufacturing process. Learn more about Axcelis at www.axcelis.com.
Company Contacts
Investor Relations:
Doug Lawson
978.787.9552
Editorial/Media:
Maureen Hart
978.787.4266
Axcelis Technologies, Inc.
Consolidated Statements of Operations
(In thousands, except per share amounts)
(Unaudited)
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Three months ended |
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Six months ended |
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2014 |
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2013 |
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2014 |
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2013 |
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Revenue: |
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Product |
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$ |
34,795 |
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$ |
40,769 |
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$ |
89,810 |
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$ |
75,220 |
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Services |
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6,355 |
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6,732 |
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12,180 |
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13,006 |
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Total revenue |
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41,150 |
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47,501 |
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101,990 |
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88,226 |
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Cost of revenue: |
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Product |
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21,021 |
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25,457 |
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54,823 |
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47,638 |
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Services |
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5,645 |
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5,307 |
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10,943 |
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10,910 |
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Total cost of revenue |
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26,666 |
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30,764 |
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65,766 |
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58,548 |
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Gross profit |
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14,484 |
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16,737 |
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36,224 |
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29,678 |
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Operating expenses: |
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Research and development |
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8,845 |
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8,503 |
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18,102 |
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17,709 |
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Sales and marketing |
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5,037 |
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5,594 |
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10,513 |
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10,796 |
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General and administrative |
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6,494 |
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6,412 |
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12,975 |
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13,001 |
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Gain on sale of dry strip assets and intellectual property |
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— |
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(799 |
) |
— |
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(1,167 |
) | ||||
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Restructuring charges |
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160 |
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421 |
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360 |
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2,222 |
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Total operating expenses |
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20,536 |
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20,131 |
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41,950 |
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42,561 |
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Loss from operations |
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(6,052 |
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(3,394 |
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(5,726 |
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(12,883 |
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Other income (expense): |
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Interest income |
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2 |
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3 |
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4 |
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6 |
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Interest expense |
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(257 |
) |
(51 |
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(508 |
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(115 |
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Other, net |
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(362 |
) |
(314 |
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(70 |
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580 |
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Total other income (expense) |
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(617 |
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(362 |
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(574 |
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471 |
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Loss before income taxes |
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(6,669 |
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(3,756 |
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(6,300 |
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(12,412 |
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Income taxes |
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231 |
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263 |
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426 |
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596 |
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Net loss |
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$ |
(6,900 |
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$ |
(4,019 |
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$ |
(6,726 |
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$ |
(13,008 |
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Net loss per share |
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Basic and Diluted |
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$ |
(0.06 |
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$ |
(0.04 |
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$ |
(0.06 |
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$ |
(0.12 |
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Shares used in computing net loss per share: |
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Basic and diluted weighted average common shares |
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111,212 |
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108,409 |
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110,932 |
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108,319 |
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Axcelis Technologies, Inc.
Consolidated Balance Sheets
(In thousands, except per share amounts)
(Unaudited)
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June 30, |
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December 31, |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
35,588 |
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$ |
46,290 |
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Accounts receivable, net |
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32,067 |
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36,587 |
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Inventories, net |
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106,650 |
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95,789 |
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Prepaid expenses and other current assets |
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7,572 |
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6,242 |
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Total current assets |
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181,877 |
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184,908 |
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Property, plant and equipment, net |
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31,340 |
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32,006 |
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Long-term restricted cash |
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825 |
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825 |
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Other assets |
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12,539 |
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15,810 |
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Total assets |
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$ |
226,581 |
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$ |
233,549 |
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LIABILITIES AND STOCKHOLDERS’ EQUITY |
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Current liabilities: |
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Accounts payable |
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$ |
17,379 |
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$ |
19,451 |
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Accrued compensation |
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3,975 |
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4,845 |
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Warranty |
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1,326 |
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1,316 |
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Income taxes |
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430 |
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417 |
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Deferred revenue |
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4,227 |
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4,387 |
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Current portion of long-term debt |
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1,054 |
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471 |
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Other current liabilities |
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3,681 |
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4,573 |
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Total current liabilities |
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32,072 |
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35,460 |
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Long-term debt |
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13,946 |
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14,529 |
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Long-term deferred revenue |
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101 |
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322 |
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Other long-term liabilities |
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7,136 |
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7,236 |
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Total liabilities |
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53,255 |
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57,547 |
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Commitments and contingencies |
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Stockholders’ equity: |
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Preferred stock, $0.001 par value, 30,000 shares authorized; none issued or outstanding |
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— |
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— |
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Common stock, $0.001 par value, 300,000 shares authorized; 111,643 shares issued and 111,523 shares outstanding at June 30, 2014; 110,225 shares issued and 110,105 shares outstanding at December 31, 2013 |
|
112 |
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110 |
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Additional paid-in capital |
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514,946 |
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510,992 |
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Treasury stock, at cost, 120 shares at June 30, 2014 and December 31, 2013 |
|
(1,218 |
) |
(1,218 |
) | ||
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Accumulated deficit |
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(346,347 |
) |
(339,621 |
) | ||
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Accumulated other comprehensive income |
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5,833 |
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5,739 |
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Total stockholders’ equity |
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173,326 |
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176,002 |
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Total liabilities and stockholders’ equity |
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$ |
226,581 |
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$ |
233,549 |
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Axcelis Technologies, Inc.
Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)
|
|
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Six months ended |
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June 30, |
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2014 |
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2013 |
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Cash flows from operating activities |
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Net loss |
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$ |
(6,726 |
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$ |
(13,008 |
) |
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Adjustments to reconcile net loss to net cash used for operating activities: |
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Depreciation and amortization |
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2,299 |
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2,719 |
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Gain on sale of dry strip assets and intellectual property |
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— |
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(1,167 |
) | ||
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Deferred taxes |
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334 |
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52 |
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Stock-based compensation expense |
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2,182 |
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1,644 |
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Provision for excess and obsolete inventory |
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244 |
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2,370 |
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Changes in operating assets & liabilities: |
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Accounts receivable |
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4,493 |
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(5,587 |
) | ||
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Inventories |
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(10,917 |
) |
431 |
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Prepaid expenses and other current assets |
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(1,334 |
) |
(1,049 |
) | ||
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Accounts payable and other current liabilities |
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(3,860 |
) |
5,642 |
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Deferred revenue |
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(377 |
) |
(891 |
) | ||
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Income taxes |
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13 |
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(48 |
) | ||
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Other assets and liabilities |
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1,794 |
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(1,905 |
) | ||
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Net cash used for operating activities |
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(11,855 |
) |
(10,797 |
) | ||
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Cash flows from investing activities |
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Proceeds from sale of dry strip assets and intellectual property |
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— |
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1,200 |
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Purchases of property, plant, and equipment |
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(567 |
) |
(336 |
) | ||
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Decrease in restricted cash |
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— |
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2 |
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Net cash (used for) provided by investing activities |
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(567 |
) |
866 |
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Cash flows from financing activities |
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Proceeds from exercise of stock options |
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1,583 |
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206 |
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Proceeds from Employee Stock Purchase Plan |
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227 |
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197 |
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Net cash provided by financing activities |
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1,810 |
|
403 |
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Effect of exchange rate changes on cash and cash equivalents |
|
(90 |
) |
(819 |
) | ||
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Net decrease in cash and cash equivalents |
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(10,702 |
) |
(10,347 |
) | ||
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Cash and cash equivalents at beginning of period |
|
46,290 |
|
44,986 |
| ||
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Cash and cash equivalents at end of period |
|
$ |
35,588 |
|
$ |
34,639 |
|