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
October 27, 2015
Date of Report (Date of earliest event reported)
 _____________________________________________
FEI COMPANY
(Exact name of registrant as specified in its charter)
 _____________________________________________
 
 
 
 
 
Oregon
 
000-22780
 
93-0621989
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
5350 NE Dawson Creek Drive, Hillsboro, Oregon 97124
(Address of principal executive offices, including zip code)
(503) 726-7500
(Registrant’s telephone number, including area code)
Not Applicable
(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 October 27, 2015, FEI Company issued a press release announcing results for the quarter ended September 27, 2015. A copy of this press release is attached as Exhibit 99.1 to this current report on Form 8-K and is incorporated by reference herein.
The information in this Item 2.02 of this Current Report on Form 8-K and the exhibits attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
 
 
 
 
Exhibit No.
 
Description
 
 
99.1
 
Press Release issued by FEI Company, dated October 27, 2015





SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
FEI COMPANY
 
/s/ Bradley J. Thies
Bradley J. Thies
Senior Vice President, General Counsel and Secretary
Date: October 27, 2015





EXHIBIT INDEX
 
 
 
 
Exhibit No.
 
Description
 
 
99.1
 
Press Release issued by FEI Company, dated October 27, 2015




Exhibit 99.1

NEWS RELEASE
For more information contact:
FEI Company
Jason Willey
Investor Relations Director
jason.willey@fei.com
(503) 726-2533
FEI Reports Third Quarter 2015 Results
Revenue of $213 Million and Bookings of $234 Million

HILLSBORO, Ore. October 27, 2015 - FEI Company (NASDAQ: FEIC) today reported results for the third quarter of 2015. Third quarter revenue of $213 million was down 6.7% compared to $228 million for third quarter of 2014. Movements in foreign exchange rates negatively impacted revenue for the third quarter of 2015 by approximately $10 million, as compared with third quarter of 2014 rates. Excluding the impact of foreign exchange movements, third quarter organic revenue was down 2.4% compared with the third quarter of 2014.
Diluted earnings per share were $0.25, compared with $0.51 in the third quarter of 2014. Net income for the quarter was $10 million compared with $22 million in the third quarter of 2014. Included in third quarter 2015 results are tax benefits in the amount of $6.1 million, or $0.15 per share, and a non-cash impairment of goodwill and long-lived assets of $24 million, or $0.58 per share, net of taxes. The impairment is related to assets supporting the company’s oil and gas business.
The company’s backlog of orders at the end of the third quarter of 2015 was $562 million, compared with $539 million at the end of the third quarter of 2014 and $541 million at the end of the second quarter of 2015. Bookings for the third quarter of 2015 were $234 million, resulting in a book-to-bill of 1.10-to-1.
“While Science met our expectations, activity at our large semiconductor customers fell short of our forecast in the third quarter,” commented Don Kania, president and CEO. “Near term spending at our semiconductor customers is being impacted as the industry transitions to 10nm devices.
“We saw increased activity in our Science business during the third quarter and expect a strong finish to the year from this group. We remain focused on investing to drive our technology leadership and ensuring we are well positioned for the significant long term growth opportunities we see in our Science and Industrial markets.”
Net cash provided by operating activities for the third quarter of 2015 was $46 million, compared with $28 million in the third quarter of 2014. During the quarter, the company paid cash dividends of $12 million, invested $2.2 million on plant and equipment and repurchased 545,000 shares of its common stock at an average price of $77.41. Total cash, investments and restricted cash at the end of the quarter was $500 million.
Outlook
For the fourth quarter of 2015, the company currently expects reported revenue to be in the range of $260 million to $275 million. This range reflects the expected negative impact of a stronger U.S. dollar of approximately 4.0% as compared to the fourth quarter of 2014. Earnings per fully diluted share are expected to be in the range of $1.05 to $1.20. This range is based on an expected tax rate for the fourth quarter of approximately 20%.



For full year 2015, the company expects organic revenue growth to be in the range of 1.0% to 2.5%, compared with 2014, and earnings per fully diluted share in the range of $2.85 to $3.00. This range includes the impairment expense and tax benefits the company recorded in the third quarter of 2015. Based on current exchange rates, the stronger U.S. dollar is expected to negatively impact full year 2015 reported revenue growth by approximately 5% as compared to the full year 2014.
Investor Conference Call - 2:00 p.m. Pacific Time, Tuesday, October 27, 2015
Parties interested in listening to FEI's quarterly conference call may do so by dialing 1-877-407-8293 (U.S., toll-free) or +1-201-689-8349 (international and toll), with the conference title: FEI Third Quarter Earnings Conference Call. The call can also be accessed via the web by going to FEI's Investor Relations page at http://investor.fei.com/event, where the webcast will also be archived.
Safe Harbor Statement
This news release contains forward-looking statements that include guidance for revenue and earnings per share for the fourth quarter of 2015 and full year 2015, the impact of certain items on our results for the quarter, statements about foreign currency exchange rates and the potential impact of a stronger U.S. dollar, assumptions about tax rates, and statements about potential healthy revenue growth and the timing product of deliveries in certain markets. Forward-looking statements may also be identified by words and phrases that refer to future expectations, such as “guidance”, “guiding”, “forecast”, “toward”, “plan”, “expect”, “expects”, “are expected”, “is expected”, “believe”, “anticipate”, “will”, “projecting”, “looking forward”, “continue to see”, “outlook” and other similar words and phrases. Factors that could affect these forward-looking statements include, but are not limited to: the global economic environment, particularly continued slower growth in China and emerging markets; lower than expected customer orders, including for recently-introduced products; potential weakness of the Science and Industry market segments, including continued weakness in the oil and gas sector of the Industry segment resulting from declining oil prices; fluctuations in foreign exchange rates, which, among other things, can affect revenues, margins, bookings, backlog and the competitive pricing of our products; cyclical and other changes and increased volatility in the semiconductor industry, which is a major component of Industry market segment revenue; changes in backlog and the timing of shipments from backlog, which may create forecasting challenges; potential delayed or reduced governmental spending to support expected orders; potential disruption in the company's operations due to organizational changes; the relative mix of higher-margin and lower-margin products; potential for increased volatility and challenges in forecasting resulting from larger sales transactions, cancellations and rescheduling of orders by customers; risks associated with a high percentage of the company's revenue coming from “turns” business, when the order for a product is placed by the customer in the same quarter as the planned shipment, and risks associated with building and shipping a high percentage of the company’s quarterly revenue in the last month of the quarter; delays in meeting all accounting requirements for revenue recognition; additional costs related to future merger and acquisition activity; failure of the company to achieve anticipated benefits of acquisitions and collaborations, including failure to achieve financial goals and integrate acquisitions successfully; reduced profitability due to failure to achieve or sustain margin improvement in service or product manufacturing; potential disruption in manufacturing or unexpected additional costs due to the transition from older to newer products; failure to achieve improved operational efficiency and other benefits from infrastructure investments and restructuring activities; potential additional restructurings, realignments and reorganizations; inability to deploy products as expected or delays in shipping products due to technical problems or barriers, especially with regard to recently introduced TEM products; and changes in U.S. and foreign tax rates and laws, accounting rules regarding taxes or agreements with tax authorities. Please also refer to our Form 10-K, Forms 10-Q, Forms 8-K and other filings with the U.S. Securities and Exchange Commission for additional information on these factors and other factors that could cause actual results to differ materially from the forward-looking statements. FEI assumes no duty to update forward-looking statements.



About FEI
FEI Company (Nasdaq: FEIC) designs, manufactures and supports a broad range of high-performance microscopy workflow solutions that provide images and answers at the micro-, nano- and picometer scales. Its innovation and leadership enable customers in industry and science to increase productivity and make breakthrough discoveries. Headquartered in Hillsboro, Ore., USA, FEI has over 2,800 employees and sales and service operations in more than 50 countries around the world. More information can be found at: www.fei.com.




FEI Company and Subsidiaries
Consolidated Balance Sheets
(In thousands)
(Unaudited)
 
September 27,
2015
 
December 31,
2014
Assets
 
 
 
Current Assets:
 
 
 
Cash and cash equivalents
$
381,858

 
$
300,507

Short-term investments in marketable securities
36,015

 
61,688

Short-term restricted cash
23,444

 
15,698

Receivables, net
208,909

 
227,354

Inventories, net
191,648

 
176,440

Deferred tax assets
8,652

 
8,225

Other current assets
31,050

 
35,503

Total current assets
881,576

 
825,415

Long-term investments in marketable securities
34,016

 
85,865

Long-term restricted cash
24,758

 
38,369

Property plant and equipment, net
152,919

 
163,794

Intangible assets, net
37,815

 
54,111

Goodwill
145,639

 
170,773

Deferred tax assets
8,129

 
6,605

Long-term inventories
47,401

 
50,731

Other assets, net
19,001

 
22,155

Total Assets
$
1,351,254

 
$
1,417,818

Liabilities and Shareholders' Equity
 
 
 
Current Liabilities:
 
 
 
Accounts payable
$
67,788

 
$
78,308

Accrued payroll liabilities
37,304

 
38,599

Accrued warranty reserves
13,159

 
13,005

Short-term deferred revenue
107,485

 
96,924

Income taxes payable
4,896

 
5,299

Accrued restructuring, reorganization, relocation and severance
858

 
9,161

Other current liabilities
58,289

 
56,146

Total current liabilities
289,779

 
297,442

Long-term deferred revenue
39,765

 
34,021

Deferred tax liabilities
4,694

 
9,576

Other liabilities
31,752

 
35,454

Shareholders' Equity:
 
 
 
Preferred stock - 500 shares authorized; none issued and outstanding

 

Common stock - 70,000 shares authorized; 41,065 and 41,797 shares issued and outstanding at September 27, 2015 and December 31, 2014
556,452

 
607,250

Retained earnings
501,944

 
461,586

Accumulated other comprehensive loss
(73,132
)
 
(27,511
)
Total shareholders’ equity
985,264

 
1,041,325

Total Liabilities and Shareholders' Equity
$
1,351,254

 
$
1,417,818






FEI Company and Subsidiaries
Consolidated Statements of Operations
(In thousands, except per share amounts)
(Unaudited)
 
Thirteen Weeks Ended
 
Thirty-Nine Weeks Ended
 
September 27,
2015
 
September 28,
2014
 
September 27,
2015
 
September 28,
2014
Net Sales:
 
 
 
 
 
 
 
Products
$
151,843

 
$
169,131

 
$
479,487

 
$
517,459

Service
60,718

 
58,625

 
178,079

 
173,517

Total net sales
212,561

 
227,756

 
657,566

 
690,976

Cost of Sales:
 
 
 
 
 
 
 
Products
74,639

 
83,653

 
234,965

 
262,327

Service
33,645

 
35,522

 
100,948

 
103,893

Total cost of sales
108,284

 
119,175

 
335,913

 
366,220

Gross profit
104,277

 
108,581

 
321,653

 
324,756

Operating Expenses:
 
 
 
 
 
 
 
Research and development
23,825

 
25,312

 
70,275

 
77,178

Selling, general and administrative
43,467

 
49,463

 
132,382

 
148,513

Impairment of goodwill and long-lived assets
26,596

 

 
26,596

 

Restructuring, reorganization, relocation and severance
(423
)
 
7,699

 
(565
)
 
11,259

Total operating expenses
93,465

 
82,474

 
228,688

 
236,950

Operating Income
10,812

 
26,107

 
92,965

 
87,806

Other Expense, Net
(1,372
)
 
(831
)
 
(2,929
)
 
(1,907
)
Income Before Income Taxes
9,440

 
25,276

 
90,036

 
85,899

Income Tax (Benefit) Expense
(978
)
 
3,629

 
14,274

 
14,228

Net Income
$
10,418

 
$
21,647

 
$
75,762

 
$
71,671

Basic Net Income Per Share
$
0.25

 
$
0.52

 
$
1.82

 
$
1.70

Diluted Net Income Per Share
$
0.25

 
$
0.51

 
$
1.80

 
$
1.68

Weighted Average Shares Outstanding:
 
 
 
 
 
 
 
Basic
41,404

 
41,891

 
41,624

 
42,053

Diluted
41,820

 
42,465

 
42,050

 
42,624






FEI Company and Subsidiaries
Consolidated Statements of Operations
(Unaudited)
 
Thirteen Weeks Ended (1)
 
Thirty-Nine Weeks Ended (1)
 
September 27,
2015
 
September 28,
2014
 
September 27,
2015
 
September 28,
2014
Net Sales:
 
 
 
 
 
 
 
Products
71.4
 %
 
74.3
 %
 
72.9
 %
 
74.9
 %
Service
28.6

 
25.7

 
27.1

 
25.1

Total net sales
100.0
 %
 
100.0
 %
 
100.0
 %
 
100.0
 %
Cost of Sales:
 
 
 
 
 
 
 
Products
35.1
 %
 
36.7
 %
 
35.7
 %
 
38.0
 %
Service
15.8

 
15.6

 
15.4

 
15.0

Total cost of sales
50.9
 %
 
52.3
 %
 
51.1
 %
 
53.0
 %
Gross Margin:
 
 
 
 
 
 
 
Products
50.8
 %
 
50.5
 %
 
51.0
 %
 
49.3
 %
Service
44.6

 
39.4

 
43.3

 
40.1

Gross margin
49.1

 
47.7

 
48.9

 
47.0

Operating Expenses:
 
 
 
 
 
 
 
Research and development
11.2
 %
 
11.1
 %
 
10.7
 %
 
11.2
 %
Selling, general and administrative
20.4

 
21.7

 
20.1

 
21.5

Impairment of goodwill and long-lived assets
12.5

 

 
4.0

 

Restructuring, reorganization, relocation and severance
(0.2
)
 
3.4

 
(0.1
)
 
1.6

Total operating expenses
44.0
 %
 
36.2
 %
 
34.8
 %
 
34.3
 %
Operating Income
5.1
 %
 
11.5
 %
 
14.1
 %
 
12.7
 %
Other Expense, Net
(0.6
)%
 
(0.4
)%
 
(0.4
)%
 
(0.3
)%
Income Before Income Taxes
4.4
 %
 
11.1
 %
 
13.7
 %
 
12.4
 %
Income Tax (Benefit) Expense
(0.5
)%
 
1.6
 %
 
2.2
 %
 
2.1
 %
Net Income
4.9
 %
 
9.5
 %
 
11.5
 %
 
10.4
 %
 
(1) 
Percentages may not add due to rounding.





FEI Company and Subsidiaries
Consolidated Summary of Cash Flows
(In thousands)
(Unaudited)
 
Thirteen Weeks Ended
 
Thirty-Nine Weeks Ended
 
September 27,
2015
 
September 28,
2014
 
September 27,
2015
 
September 28,
2014
Net Income
$
10,418

 
$
21,647

 
$
75,762

 
$
71,671

    Depreciation
6,301

 
7,740

 
18,364

 
22,379

    Amortization
2,765

 
3,614

 
8,480

 
10,478

    Stock-based compensation
6,121

 
6,494

 
16,615

 
17,456

    Impairment of goodwill and long-lived assets
26,596

 
40

 
26,596

 
322

    Other changes in working capital
(6,452
)
 
(11,360
)
 
(11,084
)
 
(49,708
)
Net cash provided by operating activities
45,749

 
28,175

 
134,733

 
72,598

    Acquisition of property, plant and equipment
(2,240
)
 
(12,107
)
 
(10,109
)
 
(35,429
)
    Payments for acquisitions, net of cash acquired

 

 
(5,377
)
 
(65,049
)
    Other investing activities
59,783

 
13,631

 
76,842

 
(17,967
)
Net cash provided by (used in) investing activities
57,543

 
1,524

 
61,356

 
(118,445
)
Dividends paid on common stock
(12,462
)
 
(10,490
)
 
(33,340
)
 
(20,619
)
Repurchases of common stock
(42,350
)
 
(9,836
)
 
(72,575
)
 
(40,315
)
Other financing activities
2,349

 
2,379

 
8,675

 
10,940

Net cash used in financing activities
(52,463
)
 
(17,947
)
 
(97,240
)
 
(49,994
)
Effect of exchange rate changes
(2,165
)
 
(11,683
)
 
(17,498
)
 
(15,888
)
Decrease in cash and cash equivalents
48,664

 
69

 
$
81,351

 
$
(111,729
)
Cash and Cash Equivalents:
 
 
 
 
 
 
 
Beginning of period
333,194

 
272,372

 
300,507

 
384,170

End of period
$
381,858

 
$
272,441

 
$
381,858

 
$
272,441

Supplemental Cash Flow Information:
 
 
 
 
 
 
 
Cash paid for income taxes, net
$
11,825

 
$
4,575

 
$
22,422

 
$
14,458

Accrued purchases of plant and equipment
1,675

 
986

 
1,675

 
986

Dividends declared but not paid
12,453

 
10,461

 
12,453

 
10,461

Accrued repurchases of common stock
1,095

 

 
1,095

 










FEI Company and Subsidiaries
Supplemental Data Table
($ in millions, except per share amounts)
(Unaudited)
 
Thirteen Weeks Ended
 
Thirty-Nine Weeks Ended
 
September 27, 2015
 
September 28, 2014
 
September 27, 2015
 
September 28, 2014
Income Statement Highlights:
 
 
 
 
 
 
 
Consolidated sales
$
212.6

 
$
227.8

 
$
657.6

 
$
691.0

Gross margin
49.1
%
 
47.7
%
 
48.9
%
 
47.0
%
Net income
$
10.4

 
$
21.6

 
$
75.8

 
$
71.7

Diluted net income per share
$
0.25

 
$
0.51

 
$
1.80

 
$
1.68

Sales and Bookings Highlights:
 
 
 
 
 
 
 
Sales by Segment
 
 
 
 
 
 
 
Industry Group
$
105.3

 
$
107.1

 
$
336.8

 
$
340.7

Science Group
107.3

 
120.7

 
320.8

 
350.3

Sales by Geography
 
 
 
 
 
 
 
USA & Canada
$
76.3

 
$
77.0

 
$
217.7

 
$
229.7

Europe
48.6

 
56.6

 
159.9

 
187.2

Asia-Pacific and Rest of World
87.7

 
94.2

 
280.0

 
274.1

Gross Margin by Segment
 
 
 
 
 
 
 
Industry Group
52.4
%
 
51.5
%
 
52.4
%
 
51.5
%
Science Group
45.8

 
44.3

 
45.2

 
42.7

Bookings and Backlog
 
 
 
 
 
 
 
Bookings - Total
$
233.7

 
$
265.1

 
$
701.2

 
$
773.1

Book-to-bill Ratio
1.10

 
1.16

 
1.07

 
1.12

Backlog - Total
$
562.2

 
$
539.0

 
$
562.2

 
$
539.0

Backlog - Service
165.7

 
160.5

 
165.7

 
160.5

Bookings by Segment
 
 
 
 
 
 
 
Industry Group
$
114.6

 
$
157.8

 
$
364.4

 
$
391.1

Science Group
119.1

 
107.3

 
336.8

 
382.0

Bookings by Geography
 
 
 
 
 
 
 
USA & Canada
$
99.8

 
$
90.0

 
$
243.5

 
$
234.5

Europe
54.8

 
65.7

 
166.1

 
233.4

Asia-Pacific and Rest of World
79.1

 
109.4

 
291.6

 
305.2

Balance Sheet and Other Highlights:
 
 
 
 
 
 
 
Cash, equivalents, investments, restricted cash
$
500.1

 
$
493.0

 
$
500.1

 
$
493.0

Days sales outstanding (DSO)
90

 
88

 
90

 
88

Days in inventory
198

 
190

 
198

 
190

Days in payables (DPO)
57

 
61

 
57

 
61

Cash Cycle (DSO + Days in Inventory - DPO)
231

 
217

 
231

 
217

Working capital
$
591.8

 
$
543.4

 
$
591.8

 
$
543.4

Headcount (permanent and temporary)
2,855

 
2,693

 
2,855

 
2,693

Euro average rate
1.11

 
1.33

 
1.12

 
1.36

Euro ending rate
1.12

 
1.27

 
1.12

 
1.27

Yen average rate
122.72

 
103.38

 
120.88

 
102.76

Yen ending rate
120.99

 
109.04

 
120.99

 
109.04



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