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To: HB who wrote (701)7/28/2002 9:12:14 PM
From: SemiBull  Read Replies (2) | Respond to of 1138
 
Brooks-PRI Automation Reports Fiscal 2002 Third Quarter Results

Revenues and bookings for the quarter show strong growth; integration of PRI acquisition ahead of schedule

CHELMSFORD, Mass., July 26 /PRNewswire-FirstCall/ -- Brooks-PRI Automation, Inc. (Nasdaq: BRKS - News), which delivers total automation for semiconductor manufacturing and related industries, announced the results for its third quarter of fiscal year 2002 ended June 30, 2002. Brooks Automation, Inc. completed its acquisition of PRI Automation, Inc. on May 14, 2002 to form Brooks-PRI Automation ("the Company"), and the results reported today include the full contributions of Brooks Automation and the partial-quarter contributions of PRI Automation, Inc.

Revenues for the third quarter of fiscal 2002 totaled $85.8 million, and bookings for the quarter were $103.8 million. Before amortization of acquired intangible assets, acquisition-related and restructuring charges and other charges ("pro forma" earnings), the net loss for the quarter was $12.3 million, or $0.45 loss per share.

Contemporaneous with the acquisition of PRI, restructuring charges, and acquisition reserves have been provided principally for severance and benefits payments, facility shutdowns and long-term lease obligations. A headcount reduction plan has been implemented affecting approximately 350 people since the acquisition, while consolidation of facilities is in process and on track. Additionally, due to the cancellation of a customer fab and the renegotiation of a related long-term contract during the third quarter, the Company's fiscal first and second quarter revenues will be restated downward by $3.3 million and $1.2 million, respectively, for a total of $4.5 million. The Company elected to make these adjustments to its prior quarters' financial results because the revenues related to this cancelled project were originally recognized during those periods. Despite these adjustments, revenues and earnings for the first nine months of the Company's fiscal year are in line with its prior guidance.

"The June quarter results reflected the prior rebound in the semiconductor industry which resulted in firmer bookings and revenues from our OEM customers," said Robert J. Therrien, President and Chief Executive Officer of Brooks-PRI Automation. He noted, "Revenues for the quarter grew 50% over the preceding quarter's adjusted revenues of $57.1 million, and bookings increased 88% quarter-to-quarter. For Brooks Automation on a standalone basis, excluding the impact of the PRI acquisition, revenues increased 17% quarter-to-quarter, and bookings increased 16% quarter-to-quarter."

Therrien commented on the outlook for the next quarter. "With select semiconductor industry end-markets showing little growth and chip inventories having being restocked in the second quarter of calendar year 2002, we are cautious on growth projections for capital spending in the near term. Brooks-PRI continues to gain share in the automation market, which may allow the company to continue to outpace the growth of its peer group. With a full contribution from PRI, we plan on meeting our previous guidance for the fourth fiscal quarter ending in September of $100 to $105 million in revenues and are targeting a book-to-bill ratio of at least parity. Our hope is to improve upon our previous guidance for earnings of $0.30 to $0.35 loss per share pro forma for the fourth quarter."

Q3 Fiscal 2002 Brooks-PRI Highlights:
-- Brooks Automation closed on its acquisition of PRI, creating Brooks-PRI
Automation - the world's largest fab automation company, with 2001 pro
forma revenues twice that of the nearest competitor, the broadest suite
of solutions, and products in virtually every fab in the world.
-- TSMC selected Brooks-PRI's Automated Material Handling System (AMHS) to
handle virtually every interbay wafer movement for its 200mm fab in
Tainan, Taiwan. The capability of Brooks-PRI's software to control the
AMHS hardware compared to the competitive offerings was a chief reason
that the multi-million dollar order was awarded.
-- Taiwanese memory-chip maker Powerchip Semiconductor selected Brooks-
PRI's Guardian(TM) Bare Reticle Stocker to eliminate bottlenecks and
improve productivity in the lithography bay of its new 300mm fab. The
order represents Brooks-PRI's first bare reticle management system in
Taiwan.
-- Brooks-PRI completed shipment of all remaining hardware to its 300mm
AMHS customer in North America. Implementation is on schedule for
completion and acceptance in fiscal Q1 2003.
-- Brooks-PRI received a third U.S. Patent for its 300mm load port
technology. The new patent covers key features relating to the
mechanics and automation associated with opening, closing and accessing
substrates from front opening unified pods (FOUP). This Brooks-PRI
owned technology has become the standard for 300mm wafer processing
tools and is a critical element in all 300mm wafer fabs.
-- PRI, acquired by Brooks in May, made VLSI Research's 10 BEST for
Customer Satisfaction in 2002, essentially a report card on equipment
suppliers as rated by the end-users of their equipment around the
world. PRI was the only fab automation company to make the 2002 list.

Notice of Conference Call:

Date: Friday, July 26, 2002

Time: 9:00 a.m. EST, 8:00 a.m. CST, 7:00 a.m. MST, 6:00 a.m. PST

Live Webcast: investor.brooks.com

Dial In #: 719/457-2693
Passcode: 609592
Replay: 719/457-0820
Passcode: 609592

This event will also be available in the Audio Archive section of the Investor Relations section of the company web site, brooks.com .

About Brooks-PRI Automation, Inc.

Brooks-PRI (Nasdaq: BRKS - News) delivers total automation. The company's hardware, software and services can manage every wafer, reticle and data movement in the fab, helping semiconductor manufacturers accelerate time-to-market while reducing their risk. Brooks-PRI products are used in virtually every fab in the world. For information, visit brooks-pri.com .

"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: The foregoing discussion contains forward-looking statements related to future financial results and speaks only of the Company's expectations as of the date of this press release. The forward-looking statements involve several known and unknown risks and uncertainties including, without limitation, risks relating to the benefits to Brooks Automation ("the Company") of purchasing PRI Automation Systems, Inc., the continued success of the Company in the marketplace, the Company's ability to capitalize on PRI Automation's technology, the financial contribution of the acquired business, the ease of integrating PRI Automation into the Company, the uncertainty of the general economy and the semiconductor industry in particular, the Company's dependence on the cyclical semiconductor industry, the highly competitive nature and rapid technological change that characterize the industries in which the Company competes, and other risks and uncertainties described in the Company's reports and registration statements filed with the Securities and Exchange Commission. As a result, there can be no assurance that the Company's future results will not be materially different from those projected. The Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any such statement to reflect any change in the Company's expectations or any change in events, conditions or circumstances on which any such statement is based.

BROOKS-PRI AUTOMATION, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)

June 30, September 30,
2002 2001
(unaudited)
ASSETS
Cash, cash equivalents and marketable securities $204,144 $203,832
Accounts receivable, net 107,283 93,565
Inventories 88,036 49,295
Other current assets 103,396 36,444

Total current assets 502,859 383,136

Property, plant and equipment
Buildings and land 30,711 31,910
Computer equipment and software 43,466 38,497
Machinery and equipment 24,083 17,349
Furniture and fixtures 14,434 11,240
Leasehold improvements 24,207 10,069
Construction in progress 15,864 11,026
152,765 120,091
Less: Accumulated depreciation (64,409) (53,632)
Net property, plant and equipment 88,356 66,459
Long-term marketable securities 82,577 125,887
Intangible assets, net 570,844 100,916
Other assets 119,905 33,306

Total assets $1,364,541 $709,704

LIABILITIES, MINORITY INTERESTS
AND STOCKHOLDERS' EQUITY
Current liabilities $190,678 $100,973
Convertible subordinated notes 175,000 175,000
Other long-term liabilities 59,775 8,800

Total liabilities 425,453 284,773

Minority interests 963 762

Stockholders' equity 938,125 424,169

Total liabilities, minority
interests and stockholders' equity $1,364,541 $709,704

Cash, cash equivalents, short-term and
long-term marketable securities
June 30, 2002 $286,721
March 31, 2002 $283,467
December 31, 2001 $302,638
September 30, 2001 $329,719
June 30, 2001 $333,706

BROOKS-PRI AUTOMATION, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
(unaudited)

Three Months Ended Nine months ended
June 30, June 30,
2002 2001 (1) 2002 2001 (1)

Revenues $85,762 $96,814 $201,068 $320,192
Cost of revenues 59,090 51,746 134,704 175,639

Gross profit 26,672 45,068 66,364 144,553

Operating expenses:
Research and development 20,679 16,533 50,254 45,543
Selling, general and administrative 28,244 23,879 66,228 71,648
Acquisition-related and
restructuring charges 10,817 699 10,926 1,717
59,740 41,111 127,408 118,908

Income (loss) from operations
before amortization of
acquired intangible assets (33,068) 3,957 (61,044) 25,645

Amortization of acquired
intangible assets 5,522 7,844 11,711 20,479

Income (loss) from operations (38,590) (3,887) (72,755) 5,166

Interest (income) expense, net 184 (1,933) 2 (7,782)
Other (income) expense, net (400) (163) (1,045) 451

Income (loss) before income taxes
and minority interests (38,374) (1,791) (71,712) 12,497

Income tax provision (benefit) (14,207) (2,199) (24,964) 9,318

Income (loss) before
minority interests (24,167) 408 (46,748) 3,179

Minority interests in earnings
(loss) of consolidated subsidiary 30 (110) (90) (262)

Net income (loss) (24,197) 518 (46,658) 3,441
Accretion and dividends
on preferred stock -- (30) -- (90)

Net income (loss) attributable to
common stockholders $(24,197) $488 $(46,658) $3,351

Earnings (loss) per share
attributable to common stockholders:
Basic $(0.89) $0.03 $(2.08) $0.19
Diluted $(0.89) $0.03 $(2.08) $0.18

Shares used in computing earnings
(loss) per share attributable
to common stockholders:
Basic 27,341 17,920 22,448 17,739
Diluted 27,341 19,426 22,448 18,898

Net income (loss) attributable to
common stockholders before
amortization of acquired intangible
assets, acquisition-related and
restructuring charges and
other charges, net of taxes $(12,282) $4,217 $(29,195) $21,859

Net income (loss) attributable to
common stockholders before
amortization of acquired
intangible assets,
acquisition-related and
restructuring charges and other
charges, net of taxes,
assuming dilution $(12,282) $4,219 $(29,195) $21,861

Earnings (loss) per share
attributable to common
stockholders before amortization
of acquired intangible assets,
acquisition-related and
restructuring charges and
other charges, net of taxes
Basic $(0.45) $0.24 $(1.30) $1.23
Diluted $(0.45) $0.22 $(1.30) $1.16

Shares used in computing earnings
(loss) per share attributable
to common stockholders before
amortization of acquired
intangible assets,
acquisition-related and
restructuring charges and
other charges, net of taxes
Basic 27,341 17,920 22,448 17,739
Diluted 27,341 19,426 22,448 18,898

(1) Amounts have been restated to reflect the acquisition of Progressive
Technologies, Inc. in a pooling of interests transaction effective
July 12, 2001.

BROOKS-PRI AUTOMATION, INC.
CALCULATION OF BAAI
FOR THE THREE MONTHS ENDED JUNE 30, 2002
(in thousands, except per share data)
(unaudited)

Amortization
of acquired
intangible
assets,
acquisition-
related and
restructuring
charges and
other
U.S. GAAP charges BAAI

Revenues $85,762 $-- $85,762
Cost of revenues 59,090 2,108 (A) 56,982

Gross profit 26,672 (2,108) 28,780

Operating expenses:
Research and development 20,679 479 (B) 20,200
Selling, general and administrative 28,244 479 (C) 27,765
Acquisition-related and
restructuring charges 10,817 10,817 --
59,740 11,775 47,965

Income (loss) from operations
before amortization of
acquired intangible assets (33,068) (13,883) (19,185)

Amortization of acquired
intangible assets 5,522 5,522 --

Income (loss) from operations (38,590) (19,405) (19,185)

Interest (income) expense, net 184 -- 184
Other (income) expense, net (400) -- (400)

Income (loss) before income taxes
and minority interests (38,374) (19,405) (18,969)

Income tax provision (benefit) (14,207) (7,490) (6,717)

Income (loss) before minority interests (24,167) (11,915) (12,252)

Minority interests in earnings (loss)
of consolidated subsidiary 30 -- 30

Net income (loss) (24,197) (11,915) (12,282)
Accretion and dividends on
preferred stock -- -- --

Net income (loss) attributable to
common stockholders $(24,197) $(11,915) $(12,282)

Earnings (loss) per share attributable
to common stockholders:
Basic $(0.89) $(0.45)
Diluted $(0.89) $(0.45)

Shares used in computing earnings
(loss) per share attributable to
common stockholders:
Basic 27,341 27,341
Diluted 27,341 27,341

(A) Comprised of:
Purchase accounting
adjustment - PRI inventory $1,924
Deferred compensation expense - PRI 184
$2,108

(B) Comprised of:
Deferred compensation expense - PRI $209
Deferred compensation expense - KLA 270
$479

(C) Comprised of:
Deferred compensation expense - PRI $443
Deferred compensation expense - IAS 36
$479


Contact:
Mark Chung
Director of Investor Relations
Brooks-PRI Automation, Inc.
P: (978) 262-2459
mark.chung@brooks-pri.com

SOURCE: Brooks-PRI Automation, Inc.