|
ý
|
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Oregon
|
|
93-0370304
|
(State or other jurisdiction of incorporation or organization)
|
|
(I.R.S. Employer Identification No.)
|
|
|
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13900 N.W. Science Park Drive, Portland, Oregon
|
|
97229
|
(Address of principal executive offices)
|
|
(Zip Code)
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Title of each class
|
|
Name of each exchange on which registered
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Common Stock, without par value
|
|
The NASDAQ Stock Market LLC
|
|
|
Part I
|
||
Part II
|
||
Part III
|
||
Part IV
|
||
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•
|
laser/material interaction;
|
•
|
laser beam positioning;
|
•
|
optics and illumination including image processing and optical character recognition;
|
•
|
micron-level defect detection;
|
•
|
high-speed motion control;
|
•
|
small parts handling;
|
•
|
proprietary laser technology including laser power control; and
|
•
|
systems engineering.
|
•
|
laser/material interaction;
|
•
|
laser beam positioning;
|
•
|
optics and illumination including image processing and optical character recognition;
|
•
|
micron-level defect detection;
|
•
|
high-speed motion control;
|
•
|
small parts handling;
|
•
|
proprietary laser technology including laser power control; and
|
•
|
systems engineering.
|
•
|
the timing of orders and terms or acceptance of product shipments by our customers;
|
•
|
the mix of products and services that we sell in a given quarter;
|
•
|
timing and market acceptance of our new product introductions; and
|
•
|
delays or problems in the planned introduction of new products, or in the performance of any such products following delivery to customers.
|
•
|
periodic local or geographic economic downturns;
|
•
|
price and currency exchange controls;
|
•
|
fluctuation in the relative values of currencies;
|
•
|
difficulty in repatriating money, whether as a result of tax laws or otherwise;
|
•
|
difficulties protecting intellectual property;
|
•
|
shipping delays and disruptions, including as a result of border controls;
|
•
|
retaliatory trade practices, trade tensions, and changes in or inconsistency in application of trading policies, regulatory requirements, export control regulations, tariffs and other barriers, the termination or renegotiation of existing trade agreements; and
|
•
|
difficulties in managing a global enterprise, including staffing, collecting accounts receivable, and managing suppliers, distributors and representatives.
|
•
|
exposure to local labor disputes, potential corruption, and noncompliance with labor laws and other laws governing employees;
|
•
|
unpredictable costs, redundancy costs and cost overruns for developing facilities and acquiring equipment;
|
•
|
challenges in building local management teams, technical personnel and other staff for functions that we have not previously conducted outside of the United States;
|
•
|
technical obstacles such as poor production or process yield and loss of quality control during the ramp of a new facility;
|
•
|
re-qualifications and other procedures that our customers may require;
|
•
|
our ability to bring up local suppliers to meet our quality and cycle-time needs;
|
•
|
rapidly changing business conditions that may require us to change or abandon plans before we fully implement them;
|
•
|
complexity of managing our financial reporting and internal controls and procedures; and
|
•
|
the ability to understand and comply with many different laws, infrastructures, ways of doing business, and surmount other challenges posed by distance and differences in language and culture.
|
•
|
increased costs in connection with integration of personnel, operations, technologies and products of the acquired businesses;
|
•
|
difficulties in implementation of our enterprise resource planning (ERP) system into the acquired company’s operations;
|
•
|
diversion of management’s attention from other operational matters;
|
•
|
the potential loss of key employees of the acquired company;
|
•
|
lack of synergy or inability to realize expected synergies resulting from the acquisition;
|
•
|
the inability to successfully enter new markets expected to result from the acquisition;
|
•
|
acquired assets becoming impaired as a result of technological advancements or worse-than-expected performance by the acquired company;
|
•
|
establishing satisfactory internal controls and accounting practices at the acquired company;
|
•
|
difficulties implementing internal manufacturing processes at the acquired company;
|
•
|
achieving our anticipated financial and operational performance for the acquired company or the performance of the combined company following the transaction;
|
•
|
acquiring unanticipated liabilities; and
|
•
|
potential litigations arising out of breach of contract terms.
|
•
|
Rule-making and additional technical guidance from the Department of Treasury, the FASB, and other relevant rule-making bodies continues to evolve and is likely to impact the treatment of the impact of the Tax Act.
|
•
|
The Company’s assessment remains ongoing; therefore, the final impact of the Tax Reform may differ due to changes in interpretations, assumptions and we are not able to fully quantify the impact on the Consolidated Financial Statements at this time.
|
•
|
Reaction to the new regulations by states and international trading partners is not yet clear, and could have a material impact on our business and results of operations.
|
Fiscal 2018
|
High
|
|
Low
|
Quarter 1
|
$9.20
|
|
$6.17
|
Quarter 2
|
14.26
|
|
7.50
|
Quarter 3
|
27.72
|
|
13.65
|
Quarter 4
|
27.65
|
|
15.56
|
Fiscal 2017
|
High
|
|
Low
|
Quarter 1
|
$7.56
|
|
$5.72
|
Quarter 2
|
7.03
|
|
4.74
|
Quarter 3
|
6.57
|
|
4.50
|
Quarter 4
|
7.17
|
|
5.80
|
|
Cumulative Total Return
|
||||||||||||||||
|
March 30, 2013
|
|
March 29, 2014
|
|
March 28, 2015
|
|
April 2, 2016
|
|
April 1, 2017
|
|
March 31, 2018
|
||||||
Electro Scientific Industries, Inc.
|
100.00
|
|
|
92.35
|
|
|
59.46
|
|
|
69.79
|
|
|
67.28
|
|
|
186.58
|
|
Russell 2000 Index
1
|
100.00
|
|
|
122.64
|
|
|
133.80
|
|
|
122.36
|
|
|
153.94
|
|
|
172.09
|
|
S&P Information Technology Index
2
|
100.00
|
|
|
124.56
|
|
|
147.97
|
|
|
161.67
|
|
|
200.23
|
|
|
255.64
|
|
(In thousands, except per share data)
|
2018
(1)
|
|
2017
(2)
|
|
2016
(3)
|
|
2015
(4)
|
|
2014
(5)
|
||||||||||
Statement of Operations Data
|
|
|
|
|
|
|
|
|
|
||||||||||
Net sales
|
$
|
367,884
|
|
|
$
|
161,023
|
|
|
$
|
184,391
|
|
|
$
|
159,118
|
|
|
$
|
181,167
|
|
(Benefit from) provision for income taxes
|
(40,270
|
)
|
|
(23
|
)
|
|
(16
|
)
|
|
234
|
|
|
(92
|
)
|
|||||
Net income (loss)
|
116,223
|
|
|
(37,409
|
)
|
|
(12,257
|
)
|
|
(43,811
|
)
|
|
(38,334
|
)
|
|||||
Net income (loss) per share—basic
|
3.42
|
|
|
(1.15
|
)
|
|
(0.39
|
)
|
|
(1.43
|
)
|
|
(1.28
|
)
|
|||||
Net income (loss) per share—diluted
|
3.27
|
|
|
(1.15
|
)
|
|
(0.39
|
)
|
|
(1.43
|
)
|
|
(1.28
|
)
|
|||||
Cash dividends paid per outstanding common share
(6)
|
—
|
|
|
—
|
|
|
—
|
|
|
0.24
|
|
|
0.32
|
|
|||||
Balance Sheet Data
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents, restricted cash, short-term investments and auction rate securities
|
$
|
125,006
|
|
|
$
|
63,475
|
|
|
$
|
57,665
|
|
|
$
|
57,606
|
|
|
$
|
106,905
|
|
Working capital
|
203,165
|
|
|
115,603
|
|
|
126,658
|
|
|
124,593
|
|
|
164,835
|
|
|||||
Net property, plant and equipment
|
22,025
|
|
|
21,619
|
|
|
24,543
|
|
|
25,858
|
|
|
27,930
|
|
|||||
Total assets
|
372,988
|
|
|
224,745
|
|
|
220,100
|
|
|
221,240
|
|
|
270,209
|
|
|||||
Shareholders’ equity
|
266,358
|
|
|
144,531
|
|
|
170,031
|
|
|
177,321
|
|
|
222,881
|
|
1.
|
Fiscal 2018 net income included restructuring and related impairment costs of $17.5 million, primarily comprising non-cash charges due to inventory and long term asset write-offs. Fiscal 2018 also included $4.6 million of share-based compensation expense and $1.5 million of purchase accounting amortization. Benefit from income taxes was primarily a result of releasing our valuation allowance due to profitability in 2018. Long-term debt as of
March 31, 2018
was
$12.8 million
.
|
2.
|
Fiscal 2017 net loss included restructuring and impairment costs of $18.4 million, primarily comprising a non-cash goodwill impairment charge of $7.4 million to write down the fair value of Topwin reporting unit goodwill, $2.3 million for intangible write-off related to the Topwin acquisition and $8.6 million for restructuring costs related to 2017 corporate restructuring actions. Restructuring charges primarily consisted of $1.7 million of inventory write-off charges to cost of sales and $6.9 million of operating expenses for employee severance, leasehold improvements write-off and other facility costs. Fiscal 2017 also included $6.4 million of share-based compensation expense and, $2.2 million of purchase accounting amortization, which included compensation expense related to the purchase of Topwin. Long-term debt as of
April 1, 2017
was
$13.5 million
.
|
3.
|
Fiscal 2016 operating expenses included $2.8 million for restructuring costs, which primarily consisted $1.4 million each of employee severance costs and charges for asset write-off and related items. Fiscal 2016 cost of sales included $ 1.4 million for inventory write-offs and $0.4 million of intangible write-offs related to discontinued products. Fiscal 2016 also included $4.2 million of charges for share-based compensation expense and $2.4 million of charges for purchase accounting amortization, which included $1.4 million for amortization of acquired intangible assets and $1.0 million of compensation expense related to the purchase of Topwin.
|
4.
|
Fiscal 2015 included non-cash goodwill impairment charge of $7.9 million to write down the goodwill to its implied fair value as of March 28, 2015, $3.0 million for restructuring costs for the Chelmsford facility closure, which primarily consisted of $2.0 million for employee severance and related costs and $1.0 million for inventory write-offs. Fiscal 2015 also included $4.5 million of charges for share-based compensation expense, $4.3 million for impairment of a minority investment, $1.5 million for amortization of acquired intangible assets and a $0.6 million gain on liquidation of a foreign subsidiary. The Company also paid $9.0 million in cash for the Topwin acquisition during fiscal 2015.
|
5.
|
Fiscal 2014 included $1.1 million for restructuring costs, which primarily consisted of $0.8 million charge towards obligations for our outgoing Chief Executive Officer and $0.2 million of charges related to asset write-offs. Fiscal 2014 also included $12.8 million of charges in cost of sales for inventory write-offs, $9.7 million for impairment of a minority equity investment, $6.1 million for share-based compensation expense, $2.9 million for amortization of acquired intangible assets, including $0.3 million of accelerated amortization, $1.3 million for net gain on sale of property and equipment, $0.6 million of accelerated depreciation on assets that will no longer be utilized and a $0.5 million of gain on acquisition of a semiconductor systems business.
|
6.
|
The Company paid cash dividends of $7.3 million and $9.6 million during 2015 and 2014, respectively. No cash dividends were paid during 2018, 2017 or 2016.
|
•
|
2018 bookings increased by $267 million, or 144%, and fourth quarter bookings increased by $
30 million
, or
36%
, from the respective periods in 2017, primarily on higher demand for our PCB laser drilling products and to a lesser extent our Semiconductor, and Component Test products. Of note was demand for our flex circuit drilling products, which nearly tripled in 2018 due to new applications, new materials, and higher flex content in consumer electronics devices.
|
•
|
2018 revenues grew by $207 million, or 128%, and fourth quarter revenues grew by
$63 million
, or
127%
, from the respective periods in 2017 on higher overall orders and our ability to rapidly increase our production capacity to accommodate the higher demand.
|
•
|
2018 gross profit grew by $99 million, or 162%, primarily on higher revenues, partially offset by a $8.6 million increase in cost of sales impairments associated with restructuring activities.
|
•
|
2018 gross margins rose to 43.7% from 38.2% in 2017, primarily on higher revenues.
|
•
|
2018 operating expenses declined $14.2 million from 2017, primarily due to lower headcount that resulted from our restructuring activities plus reduced restructuring and impairment charges.
|
•
|
2018 earnings per diluted share of $3.27 compared to a loss of $1.15 per share in 2017.
|
•
|
2018 operating cash generation of $67.4 million, compared to operating cash use of $0.8 million in 2017.
|
•
|
We completed a significant restructuring initiated in the fourth quarter of 2017, which included headcount reductions, site closures, product life cycle accelerations, and business divestitures. The restructuring successfully lowered our fixed cost base and enables us to focus our efforts and resources on the most promising revenue opportunities.
|
•
|
We ended 2018 with backlog of
$148.4 million
.
|
|
2018
|
|
2017
|
||||||||||
(In thousands, except percentages)
|
Net Sales
|
|
% of Net Sales
|
|
Net Sales
|
|
% of Net Sales
|
||||||
Printed Circuit Board
|
$
|
256,430
|
|
|
69.7
|
%
|
|
$
|
88,771
|
|
|
55.1
|
%
|
Component Test
|
32,790
|
|
|
8.9
|
|
|
22,381
|
|
|
13.9
|
|
||
Semiconductor
|
55,171
|
|
|
15.0
|
|
|
29,557
|
|
|
18.4
|
|
||
Industrial Machining
|
23,493
|
|
|
6.4
|
|
|
20,314
|
|
|
12.6
|
|
||
Net Sales
|
$
|
367,884
|
|
|
100.0
|
%
|
|
$
|
161,023
|
|
|
100.0
|
%
|
|
2018
|
|
2017
|
||||||||||
(In thousands, except percentages)
|
Net Sales
|
|
% of Net Sales
|
|
Net Sales
|
|
% of Net Sales
|
||||||
Asia
|
$
|
332,499
|
|
|
90.4
|
%
|
|
$
|
134,394
|
|
|
83.5
|
%
|
Americas
|
19,241
|
|
|
5.2
|
|
|
16,378
|
|
|
10.2
|
|
||
Europe
|
16,144
|
|
|
4.4
|
|
|
10,251
|
|
|
6.4
|
|
||
Net Sales
|
$
|
367,884
|
|
|
100.0
|
%
|
|
$
|
161,023
|
|
|
100.0
|
%
|
|
2018
|
|
2017
|
||||||||||
(In thousands, except percentages)
|
Gross Profit
|
|
% of Sales
|
|
Gross Profit
|
|
% of Sales
|
||||||
Gross Profit
|
$
|
160,830
|
|
|
43.7
|
%
|
|
$
|
61,466
|
|
|
38.2
|
%
|
|
2018
|
|
2017
|
||||||||||
(In thousands, except percentages)
|
Expense
|
|
% of Net Sales
|
|
Expense
|
|
% of Net Sales
|
||||||
Selling, general and administration
|
$
|
46,624
|
|
|
12.6
|
%
|
|
$
|
52,698
|
|
|
33.0
|
%
|
Research, development and engineering
|
34,411
|
|
|
9.4
|
|
|
31,719
|
|
|
19.7
|
|
||
Impairment of goodwill
|
—
|
|
|
—
|
|
|
7,445
|
|
|
4.6
|
|
||
Restructuring costs
|
3,935
|
|
|
1.1
|
|
|
6,935
|
|
|
4.3
|
|
||
Acquisition and integration costs
|
—
|
|
|
—
|
|
|
366
|
|
|
0.2
|
|
||
Operating expenses
|
$
|
84,970
|
|
|
23.1
|
%
|
|
$
|
99,163
|
|
|
61.6
|
%
|
|
2018
|
|
2017
|
||||||||||
(In thousands, except percentages)
|
Interest and Other Income, net
|
|
% of Net Sales
|
|
Interest and Other Income, net
|
|
% of Net Sales
|
||||||
Interest and other income, net
|
$
|
93
|
|
|
—
|
%
|
|
$
|
265
|
|
|
0.2
|
%
|
Total non-operating income
|
$
|
93
|
|
|
—
|
%
|
|
$
|
265
|
|
|
0.2
|
%
|
|
2018
|
|
2017
|
||||||||||
(In thousands, except percentages)
|
Income Tax Benefit
|
|
Effective
Tax Rate
|
|
Income Tax Benefit
|
|
Effective
Tax Rate
|
||||||
Benefit from income taxes
|
$
|
(40,270
|
)
|
|
(53.0
|
)%
|
|
$
|
(23
|
)
|
|
0.1
|
%
|
|
2017
|
|
2016
|
||||||||||
(In thousands, except percentages)
|
Net Sales
|
|
% of Net Sales
|
|
Net Sales
|
|
% of Net Sales
|
||||||
Printed Circuit Board
|
$
|
88,771
|
|
|
55.1
|
%
|
|
$
|
94,121
|
|
|
51.0
|
%
|
Component Test
|
22,381
|
|
|
13.9
|
|
|
19,901
|
|
|
10.8
|
|
||
Semiconductor
|
29,557
|
|
|
18.4
|
|
|
38,262
|
|
|
20.8
|
|
||
Industrial Machining
|
20,314
|
|
|
12.6
|
|
|
32,107
|
|
|
17.4
|
|
||
Net Sales
|
$
|
161,023
|
|
|
100.0
|
%
|
|
$
|
184,391
|
|
|
100.0
|
%
|
|
2017
|
|
2016
|
||||||||||
(In thousands, except percentages)
|
Net Sales
|
|
% of Net Sales
|
|
Net Sales
|
|
% of Net Sales
|
||||||
Asia
|
$
|
134,394
|
|
|
83.5
|
%
|
|
$
|
152,259
|
|
|
82.6
|
%
|
Americas
|
16,378
|
|
|
10.2
|
|
|
21,206
|
|
|
11.5
|
|
||
Europe
|
10,251
|
|
|
6.4
|
|
|
10,926
|
|
|
5.9
|
|
||
Net Sales
|
$
|
161,023
|
|
|
100.0
|
%
|
|
$
|
184,391
|
|
|
100.0
|
%
|
|
2017
|
|
2016
|
||||||||||
(In thousands, except percentages)
|
Gross Profit
|
|
% of Sales
|
|
Gross Profit
|
|
% of Sales
|
||||||
Gross Profit
|
$
|
61,466
|
|
|
38.2
|
%
|
|
$
|
72,703
|
|
|
39.4
|
%
|
|
2017
|
|
2016
|
||||||||||
(In thousands, except percentages)
|
Expense
|
|
% of Net Sales
|
|
Expense
|
|
% of Net Sales
|
||||||
Selling, general and administration
|
$
|
52,698
|
|
|
33.0
|
%
|
|
$
|
49,753
|
|
|
27.1
|
%
|
Research, development and engineering
|
31,719
|
|
|
19.7
|
|
|
32,400
|
|
|
17.6
|
|
||
Impairment of goodwill
|
7,445
|
|
|
4.6
|
|
|
—
|
|
|
—
|
|
||
Restructuring costs
|
6,935
|
|
|
4.3
|
|
|
2,824
|
|
|
1.5
|
|
||
Acquisition and integration costs
|
366
|
|
|
0.2
|
|
|
194
|
|
|
0.1
|
|
||
Operating expenses
|
$
|
99,163
|
|
|
61.6
|
%
|
|
$
|
85,171
|
|
|
46.2
|
%
|
|
2017
|
|
2016
|
||||||||||
(In thousands, except percentages)
|
Interest and Other Income, net
|
|
% of Net Sales
|
|
Interest and Other Income, net
|
|
% of Net Sales
|
||||||
Interest and other income, net
|
$
|
265
|
|
|
0.2
|
%
|
|
$
|
195
|
|
|
0.1
|
%
|
Total non-operating income
|
$
|
265
|
|
|
0.2
|
%
|
|
$
|
195
|
|
|
0.1
|
%
|
|
2017
|
|
2016
|
||||||||||
(In thousands, except percentages)
|
Income Tax Benefit
|
|
Effective
Tax Rate
|
|
Income Tax Benefit
|
|
Effective
Tax Rate
|
||||||
(Benefit from) Provision for income taxes
|
$
|
(23
|
)
|
|
0.1
|
%
|
|
$
|
(16
|
)
|
|
0.1
|
%
|
(In thousands)
|
Total
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
Thereafter
|
||||||||||||||
Purchase commitments
|
$
|
84,250
|
|
|
$
|
76,354
|
|
|
$
|
7,468
|
|
|
$
|
428
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Operating leases
|
7,783
|
|
|
2,504
|
|
|
2,080
|
|
|
1,513
|
|
|
902
|
|
|
199
|
|
|
585
|
|
|||||||
Debt payments (interest and principal)
|
20,440
|
|
|
1,086
|
|
|
1,086
|
|
|
1,086
|
|
|
1,086
|
|
|
1,086
|
|
|
15,010
|
|
|||||||
|
$
|
112,473
|
|
|
$
|
79,944
|
|
|
$
|
10,634
|
|
|
$
|
3,027
|
|
|
$
|
1,988
|
|
|
$
|
1,285
|
|
|
$
|
15,595
|
|
•
|
Revenue recognition;
|
•
|
Inventory valuation;
|
•
|
Share-based compensation;
|
•
|
Income taxes including the valuation of deferred tax assets; and
|
•
|
Valuation of long-lived assets.
|
(In thousands)
|
2018
|
|
2017
|
||||
Asia
|
$
|
58,517
|
|
|
$
|
55,500
|
|
Europe
|
7,932
|
|
|
6,133
|
|
||
Americas (excluding United States)
|
(5,024
|
)
|
|
(5,256
|
)
|
||
|
$
|
61,425
|
|
|
$
|
56,377
|
|
(In thousands)
|
2018
|
|
2017
|
||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
76,792
|
|
|
$
|
56,642
|
|
Short-term investments
|
47,121
|
|
|
5,743
|
|
||
Trade receivables, net of allowances of $832 and $603
|
63,044
|
|
|
40,494
|
|
||
Inventories, net
|
87,686
|
|
|
58,942
|
|
||
Shipped systems pending acceptance
|
4,734
|
|
|
5,713
|
|
||
Other current assets
|
5,493
|
|
|
6,180
|
|
||
Total current assets
|
284,870
|
|
|
173,714
|
|
||
Non-current assets:
|
|
|
|
||||
Property, plant and equipment (PP&E), net of accumulated depreciation of $83,159 and $112,075
|
22,025
|
|
|
21,619
|
|
||
Deferred income taxes, net
|
43,518
|
|
|
890
|
|
||
Goodwill
|
2,626
|
|
|
3,027
|
|
||
Acquired intangible assets, net of accumulated amortization of $22,766 and $21,994
|
5,169
|
|
|
6,564
|
|
||
Other assets
|
14,780
|
|
|
18,931
|
|
||
Total assets
|
$
|
372,988
|
|
|
$
|
224,745
|
|
LIABILITIES AND SHAREHOLDERS' EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
37,354
|
|
|
$
|
21,213
|
|
Accrued liabilities
|
34,533
|
|
|
22,186
|
|
||
Deferred revenue
|
9,818
|
|
|
14,712
|
|
||
Total current liabilities
|
81,705
|
|
|
58,111
|
|
||
Non-current liabilities:
|
|
|
|
||||
Long-term debt
|
12,766
|
|
|
13,489
|
|
||
Income taxes payable
|
1,901
|
|
|
1,036
|
|
||
Other liabilities
|
10,258
|
|
|
7,578
|
|
||
Total liabilities
|
106,630
|
|
|
80,214
|
|
||
Commitments and contingencies (
Note 17
)
|
|
|
|
|
|
||
Shareholders’ equity:
|
|
|
|
||||
Preferred stock, without par value; 1,000 shares authorized; no shares issued
|
—
|
|
|
—
|
|
||
Common stock, without par value; 100,000 shares authorized; 34,387 and 33,260 issued and outstanding
|
210,995
|
|
|
207,152
|
|
||
Retained earnings (accumulated deficit)
|
54,816
|
|
|
(61,407
|
)
|
||
Accumulated other comprehensive income (loss)
|
547
|
|
|
(1,214
|
)
|
||
Total shareholders’ equity
|
266,358
|
|
|
144,531
|
|
||
Total liabilities and shareholders’ equity
|
$
|
372,988
|
|
|
$
|
224,745
|
|
(In thousands, except per share amounts)
|
2018
|
|
2017
|
|
2016
|
||||||
Net sales:
|
|
|
|
|
|
|
|
|
|||
Systems
|
$
|
325,349
|
|
|
$
|
125,098
|
|
|
$
|
142,957
|
|
Services
|
42,535
|
|
|
35,925
|
|
|
41,434
|
|
|||
Total net sales
|
367,884
|
|
|
161,023
|
|
|
184,391
|
|
|||
Cost of sales:
|
|
|
|
|
|
||||||
Systems
|
185,354
|
|
|
81,350
|
|
|
89,169
|
|
|||
Services
|
21,700
|
|
|
18,207
|
|
|
22,519
|
|
|||
Total cost of sales
|
207,054
|
|
|
99,557
|
|
|
111,688
|
|
|||
Gross profit
|
160,830
|
|
|
61,466
|
|
|
72,703
|
|
|||
Operating expenses:
|
|
|
|
|
|
||||||
Selling, general and administration
|
46,624
|
|
|
52,698
|
|
|
49,753
|
|
|||
Research, development and engineering
|
34,411
|
|
|
31,719
|
|
|
32,400
|
|
|||
Restructuring costs
|
3,935
|
|
|
6,935
|
|
|
2,824
|
|
|||
Acquisition and integration costs
|
—
|
|
|
366
|
|
|
194
|
|
|||
Impairment of goodwill
|
—
|
|
|
7,445
|
|
|
—
|
|
|||
Net operating expenses
|
84,970
|
|
|
99,163
|
|
|
85,171
|
|
|||
Operating income (loss)
|
75,860
|
|
|
(37,697
|
)
|
|
(12,468
|
)
|
|||
Non-operating income:
|
|
|
|
|
|
||||||
Interest and other income, net
|
93
|
|
|
265
|
|
|
195
|
|
|||
Total non-operating income
|
93
|
|
|
265
|
|
|
195
|
|
|||
Income (loss) before income taxes
|
75,953
|
|
|
(37,432
|
)
|
|
(12,273
|
)
|
|||
Benefit from income taxes
|
(40,270
|
)
|
|
(23
|
)
|
|
(16
|
)
|
|||
Net income (loss)
|
$
|
116,223
|
|
|
$
|
(37,409
|
)
|
|
$
|
(12,257
|
)
|
Net income (loss) per share—basic
|
$
|
3.42
|
|
|
$
|
(1.15
|
)
|
|
$
|
(0.39
|
)
|
Net income (loss) per share—diluted
|
$
|
3.27
|
|
|
$
|
(1.15
|
)
|
|
$
|
(0.39
|
)
|
Weighted average number of shares—basic
|
33,967
|
|
|
32,551
|
|
|
31,411
|
|
|||
Weighted average number of shares—diluted
|
35,571
|
|
|
32,551
|
|
|
31,411
|
|
(In thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Net income (loss)
|
$
|
116,223
|
|
|
$
|
(37,409
|
)
|
|
$
|
(12,257
|
)
|
Other comprehensive income (loss):
|
|
|
|
|
|
||||||
Foreign currency translation adjustment, net of taxes of $339, $0 and $0
|
1,832
|
|
|
(348
|
)
|
|
(922
|
)
|
|||
Accumulated other comprehensive income (loss) related to benefit plan obligation, net of taxes of $58, ($74) and ($21)
|
(61
|
)
|
|
135
|
|
|
(4
|
)
|
|||
Net unrealized (loss) gain on available-for-sale securities, net of taxes of $25, $0 and $1
|
(10
|
)
|
|
(6
|
)
|
|
3
|
|
|||
Other comprehensive income (loss)
|
1,761
|
|
|
(219
|
)
|
|
(923
|
)
|
|||
Comprehensive income (loss)
|
$
|
117,984
|
|
|
$
|
(37,628
|
)
|
|
$
|
(13,180
|
)
|
|
Common Stock
|
|
Retained
Earnings (Accumulated Deficit)
|
|
Accumulated Other Comprehensive Income (Loss)
|
|
Total
Shareholders’
Equity
|
|||||||||||
(In thousands)
|
Shares
|
|
Amount
|
|
||||||||||||||
Balance at March 28, 2015
|
30,704
|
|
|
$
|
189,134
|
|
|
$
|
(11,741
|
)
|
|
$
|
(72
|
)
|
|
$
|
177,321
|
|
Employee stock plans
|
909
|
|
|
5,827
|
|
|
—
|
|
|
—
|
|
|
5,827
|
|
||||
Business acquisition (
Note 26
)
|
—
|
|
|
63
|
|
|
—
|
|
|
—
|
|
|
63
|
|
||||
Net loss
|
—
|
|
|
—
|
|
|
(12,257
|
)
|
|
—
|
|
|
(12,257
|
)
|
||||
Other comprehensive loss
|
|
|
|
|
|
|
(923
|
)
|
|
(923
|
)
|
|||||||
Balance at April 2, 2016
|
31,613
|
|
|
195,024
|
|
|
(23,998
|
)
|
|
(995
|
)
|
|
170,031
|
|
||||
Employee stock plans
|
1,647
|
|
|
7,652
|
|
|
—
|
|
|
—
|
|
|
7,652
|
|
||||
Business acquisition (
Note 26
)
|
—
|
|
|
4,476
|
|
|
—
|
|
|
—
|
|
|
4,476
|
|
||||
Net loss
|
—
|
|
|
—
|
|
|
(37,409
|
)
|
|
—
|
|
|
(37,409
|
)
|
||||
Other comprehensive loss
|
|
|
|
|
|
|
(219
|
)
|
|
(219
|
)
|
|||||||
Balance at April 1, 2017
|
33,260
|
|
|
207,152
|
|
|
(61,407
|
)
|
|
(1,214
|
)
|
|
144,531
|
|
||||
Employee stock plans
|
1,127
|
|
|
4,104
|
|
|
—
|
|
|
—
|
|
|
4,104
|
|
||||
Business acquisition (
Note 26
)
|
—
|
|
|
(261
|
)
|
|
—
|
|
|
—
|
|
|
(261
|
)
|
||||
Net income
|
—
|
|
|
—
|
|
|
116,223
|
|
|
—
|
|
|
116,223
|
|
||||
Other comprehensive income
|
|
|
|
|
|
|
1,761
|
|
|
1,761
|
|
|||||||
Balance at March 31, 2018
|
34,387
|
|
|
$
|
210,995
|
|
|
$
|
54,816
|
|
|
$
|
547
|
|
|
$
|
266,358
|
|
(In thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
CASH FLOWS FROM OPERATING ACTIVITIES
|
|
|
|
|
|
||||||
Net income (loss)
|
$
|
116,223
|
|
|
$
|
(37,409
|
)
|
|
$
|
(12,257
|
)
|
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
|
|
|
|
|
|
||||||
Depreciation and amortization
|
7,817
|
|
|
7,566
|
|
|
7,343
|
|
|||
Amortization of acquired intangible assets
|
1,373
|
|
|
1,530
|
|
|
1,376
|
|
|||
Share-based compensation expense
|
4,802
|
|
|
7,095
|
|
|
5,103
|
|
|||
Provision for (recovery of) doubtful accounts
|
731
|
|
|
(429
|
)
|
|
329
|
|
|||
Impairment of PP&E and other long-term assets due to restructuring
|
5,610
|
|
|
—
|
|
|
—
|
|
|||
Loss on sale of PP&E, net
|
197
|
|
|
1,323
|
|
|
862
|
|
|||
Gain on sale of laser ablation assets
|
(917
|
)
|
|
—
|
|
|
—
|
|
|||
Impairment of acquired intangibles
|
—
|
|
|
2,349
|
|
|
—
|
|
|||
Impairment of inventory
|
8,248
|
|
|
2,440
|
|
|
—
|
|
|||
Impairment of goodwill
|
—
|
|
|
7,445
|
|
|
—
|
|
|||
Increase in deferred income taxes
|
(42,251
|
)
|
|
(254
|
)
|
|
(877
|
)
|
|||
Changes in operating accounts, net of acquisitions:
|
|
|
|
|
|
||||||
(Increase) decrease in trade receivables, net
|
(22,415
|
)
|
|
2,571
|
|
|
2,984
|
|
|||
(Increase) decrease in inventories
|
(37,241
|
)
|
|
(6,252
|
)
|
|
(7,303
|
)
|
|||
Decrease (increase) in shipped systems pending acceptance
|
979
|
|
|
(4,532
|
)
|
|
1,631
|
|
|||
Decrease (increase) in other current assets
|
1,249
|
|
|
(755
|
)
|
|
1,154
|
|
|||
Increase in accounts payable and accrued liabilities
|
27,917
|
|
|
8,141
|
|
|
9,048
|
|
|||
(Decrease) increase in deferred revenue
|
(4,894
|
)
|
|
8,338
|
|
|
(4,691
|
)
|
|||
Net cash provided by (used in) operating activities
|
67,428
|
|
|
(833
|
)
|
|
4,702
|
|
|||
CASH FLOWS FROM INVESTING ACTIVITIES
|
|
|
|
|
|
||||||
Purchase of investments
|
(73,044
|
)
|
|
(464,893
|
)
|
|
(380,841
|
)
|
|||
Proceeds from sales and maturities of investments
|
32,666
|
|
|
473,842
|
|
|
369,700
|
|
|||
Purchase of PP&E
|
(4,848
|
)
|
|
(4,039
|
)
|
|
(3,693
|
)
|
|||
Proceeds from sale of PP&E
|
37
|
|
|
7
|
|
|
232
|
|
|||
Proceeds from sale of laser ablation assets
|
2,999
|
|
|
—
|
|
|
—
|
|
|||
Decrease (increase) in other assets
|
(5,163
|
)
|
|
(293
|
)
|
|
790
|
|
|||
Cash paid for business acquisitions, net of cash acquired
|
—
|
|
|
(2,010
|
)
|
|
—
|
|
|||
Net cash (used in) provided by investing activities
|
(47,353
|
)
|
|
2,614
|
|
|
(13,812
|
)
|
|||
CASH FLOWS FROM FINANCING ACTIVITIES
|
|
|
|
|
|
||||||
Proceeds from issuance of common stock
|
3,463
|
|
|
1,398
|
|
|
1,362
|
|
|||
Net proceeds of long-term debt
|
—
|
|
|
13,683
|
|
|
—
|
|
|||
Repayment of long-term debt
|
(434
|
)
|
|
(77
|
)
|
|
—
|
|
|||
Payment of withholding taxes on stock-based compensation
|
(4,161
|
)
|
|
(839
|
)
|
|
(638
|
)
|
|||
Share repurchases
|
—
|
|
|
—
|
|
|
—
|
|
|||
Net cash (used in) provided by financing activities
|
(1,132
|
)
|
|
14,165
|
|
|
724
|
|
|||
Effect of exchange rate changes on cash
|
1,210
|
|
|
(627
|
)
|
|
(195
|
)
|
|||
NET CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH
|
20,153
|
|
|
15,319
|
|
|
(8,581
|
)
|
|||
CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT BEGINNING OF PERIOD
|
57,732
|
|
|
42,413
|
|
|
50,994
|
|
|||
CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD
|
$
|
77,885
|
|
|
$
|
57,732
|
|
|
$
|
42,413
|
|
SUPPLEMENTAL CASH FLOW INFORMATION
|
|
|
|
|
|
||||||
Cash paid for interest
|
$
|
(652
|
)
|
|
$
|
(121
|
)
|
|
$
|
(57
|
)
|
Cash paid for income taxes
|
(1,198
|
)
|
|
(530
|
)
|
|
(806
|
)
|
|||
Income tax refunds received
|
132
|
|
|
123
|
|
|
140
|
|
|||
Net (decrease) increase in PP&E and other assets related to transfers to/from inventory
|
(1,039
|
)
|
|
5,985
|
|
|
3,866
|
|
|||
Non-cash additions to PP&E
|
1,899
|
|
|
40
|
|
|
766
|
|
Note 1
|
||
Note 2
|
||
Note 3
|
||
Note 4
|
||
Note 5
|
||
Note 6
|
||
Note 7
|
||
Note 8
|
||
Note 9
|
||
Note 10
|
||
Note 11
|
||
Note 12
|
||
Note 13
|
||
Note 14
|
||
Note 15
|
||
Note 16
|
||
Note 17
|
||
Note 18
|
||
Note 19
|
||
Note 20
|
||
Note 21
|
||
Note 22
|
||
Note 23
|
||
Note 24
|
||
Note 25
|
||
Note 26
|
||
Note 27
|
(In thousands)
|
|
2018
|
|
2017
|
||||
Cash and cash equivalents
|
|
$
|
76,792
|
|
|
$
|
56,642
|
|
Restricted cash included in other long-term assets
|
|
1,093
|
|
|
1,090
|
|
||
Total cash, cash equivalents and restricted cash shown in the statement of cash flows
|
|
$
|
77,885
|
|
|
$
|
57,732
|
|
•
|
Level 1
, defined as observable inputs such as quoted prices in active markets for identical assets or liabilities;
|
•
|
Level 2
, defined as inputs that are observable either directly or indirectly such as quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active and other inputs that can be corroborated by observable market data; and
|
•
|
Level 3
, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.
|
March 31, 2018
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Cash equivalents:
|
|
|
|
|
|
|
|
||||||||
Money market securities
|
$
|
41,752
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
41,752
|
|
U.S. treasury fund
|
2,500
|
|
|
—
|
|
|
—
|
|
|
2,500
|
|
||||
Commercial paper
|
—
|
|
|
3,498
|
|
|
—
|
|
|
3,498
|
|
||||
Corporate bonds
|
—
|
|
|
1,999
|
|
|
—
|
|
|
1,999
|
|
||||
Total cash equivalents
|
$
|
44,252
|
|
|
$
|
5,497
|
|
|
$
|
—
|
|
|
$
|
49,749
|
|
Short term investments - available for sale:
|
|
|
|
|
|
|
|
||||||||
U.S. treasury fund
|
$
|
10,458
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
10,458
|
|
Commercial paper
|
—
|
|
|
25,913
|
|
|
—
|
|
|
25,913
|
|
||||
Corporate bonds
|
—
|
|
|
10,750
|
|
|
—
|
|
|
10,750
|
|
||||
Total short-term investments - available for sale
|
$
|
10,458
|
|
|
$
|
36,663
|
|
|
$
|
—
|
|
|
$
|
47,121
|
|
|
|
|
|
|
|
|
|
||||||||
Forward purchase or sale contracts:
|
|
|
|
|
|
|
|
||||||||
Japanese Yen
|
$
|
—
|
|
|
$
|
(23
|
)
|
|
$
|
—
|
|
|
$
|
(23
|
)
|
New Taiwan Dollar
|
—
|
|
|
3
|
|
|
—
|
|
|
3
|
|
||||
Korean Won
|
—
|
|
|
(12
|
)
|
|
—
|
|
|
(12
|
)
|
||||
Euro
|
—
|
|
|
7
|
|
|
—
|
|
|
7
|
|
||||
British Pound
|
—
|
|
|
49
|
|
|
—
|
|
|
49
|
|
||||
Chinese Renminbi
|
—
|
|
|
(29
|
)
|
|
—
|
|
|
(29
|
)
|
||||
Singapore Dollar
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
(1
|
)
|
||||
Total forward contracts
|
$
|
—
|
|
|
$
|
(6
|
)
|
|
$
|
—
|
|
|
$
|
(6
|
)
|
|
|
|
|
|
|
|
|
||||||||
Deferred compensation plan assets:*
|
|
|
|
|
|
|
|
||||||||
Mutual funds and exchange traded funds
|
$
|
1,841
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,841
|
|
Money market securities
|
207
|
|
|
—
|
|
|
—
|
|
|
207
|
|
||||
Total deferred compensation plan assets
|
$
|
2,048
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2,048
|
|
April 1, 2017
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Cash equivalents:
|
|
|
|
|
|
|
|
||||||||
Money market securities
|
$
|
22,395
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
22,395
|
|
Commercial paper
|
—
|
|
|
4,945
|
|
|
—
|
|
|
4,945
|
|
||||
Total cash equivalents
|
$
|
22,395
|
|
|
$
|
4,945
|
|
|
$
|
—
|
|
|
$
|
27,340
|
|
Short term investments - available for sale:
|
|
|
|
|
|
|
|
||||||||
Commercial paper
|
$
|
—
|
|
|
$
|
5,743
|
|
|
$
|
—
|
|
|
$
|
5,743
|
|
Total short-term investments - available for sale
|
$
|
—
|
|
|
$
|
5,743
|
|
|
$
|
—
|
|
|
$
|
5,743
|
|
|
|
|
|
|
|
|
|
||||||||
Forward purchase or sale contracts:
|
|
|
|
|
|
|
|
||||||||
Japanese Yen
|
$
|
—
|
|
|
$
|
9
|
|
|
$
|
—
|
|
|
$
|
9
|
|
New Taiwan Dollar
|
—
|
|
|
20
|
|
|
—
|
|
|
20
|
|
||||
Korean Won
|
—
|
|
|
39
|
|
|
—
|
|
|
39
|
|
||||
Euro
|
—
|
|
|
(96
|
)
|
|
—
|
|
|
(96
|
)
|
||||
Chinese Renminbi
|
—
|
|
|
(5
|
)
|
|
—
|
|
|
(5
|
)
|
||||
Singapore Dollar
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
(1
|
)
|
||||
Total forward contracts
|
$
|
—
|
|
|
$
|
(18
|
)
|
|
$
|
—
|
|
|
$
|
(18
|
)
|
|
|
|
|
|
|
|
|
||||||||
Deferred compensation plan assets:*
|
|
|
|
|
|
|
|
||||||||
Mutual funds and exchange traded funds
|
$
|
845
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
845
|
|
Money market securities
|
2,213
|
|
|
—
|
|
|
—
|
|
|
2,213
|
|
||||
Total deferred compensation plan assets
|
$
|
3,058
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
3,058
|
|
|
|
|
Unrealized
|
|
|
||||||||||
March 31, 2018
|
Cost
|
|
Gain
|
|
Loss
|
|
Fair Value
|
||||||||
Available-for-sale securities (current):
|
|
|
|
|
|
|
|
||||||||
U.S. treasury fund
|
$
|
12,975
|
|
|
$
|
—
|
|
|
$
|
(17
|
)
|
|
$
|
12,958
|
|
Commercial paper
|
29,411
|
|
|
—
|
|
|
—
|
|
|
29,411
|
|
||||
Corporate bonds
|
12,768
|
|
|
—
|
|
|
(19
|
)
|
|
12,749
|
|
||||
Total investments (current)
|
$
|
55,154
|
|
|
$
|
—
|
|
|
$
|
(36
|
)
|
|
$
|
55,118
|
|
Available-for-sale securities (non-current):
|
|
|
|
|
|
|
|
||||||||
Mutual funds, exchange traded funds and money market securities*
|
$
|
1,881
|
|
|
$
|
167
|
|
|
$
|
—
|
|
|
$
|
2,048
|
|
Total investments (non-current)
|
$
|
1,881
|
|
|
$
|
167
|
|
|
$
|
—
|
|
|
$
|
2,048
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
|
Unrealized
|
|
|
||||||||||
April 1, 2017
|
Cost
|
|
Gain
|
|
Loss
|
|
Fair Value
|
||||||||
Available-for-sale securities (current):
|
|
|
|
|
|
|
|
||||||||
Commercial paper
|
$
|
10,688
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
10,688
|
|
Total investments (current)
|
$
|
10,688
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
10,688
|
|
Available-for-sale securities (non-current):
|
|
|
|
|
|
|
|
||||||||
Mutual funds, exchange traded funds and money market securities*
|
$
|
2,974
|
|
|
$
|
84
|
|
|
$
|
—
|
|
|
$
|
3,058
|
|
Total investments (non-current)
|
$
|
2,974
|
|
|
$
|
84
|
|
|
$
|
—
|
|
|
$
|
3,058
|
|
(In thousands)
|
2018
|
|
2017
|
||||
Current trade accounts receivable, net
|
$
|
63,044
|
|
|
$
|
40,494
|
|
Non-current trade accounts receivable
|
—
|
|
|
489
|
|
||
|
$
|
63,044
|
|
|
$
|
40,983
|
|
(In thousands)
|
2018
|
|
2017
|
||||
Raw materials and purchased parts
|
$
|
52,591
|
|
|
$
|
41,383
|
|
Work-in-process
|
18,634
|
|
|
13,829
|
|
||
Finished goods
|
16,461
|
|
|
3,730
|
|
||
|
$
|
87,686
|
|
|
$
|
58,942
|
|
(In thousands)
|
Weighted Average
Useful Life (in years) |
|
2018
|
|
2017
|
||||
Land
|
n/a
|
|
$
|
2,152
|
|
|
$
|
2,152
|
|
Buildings and improvements
|
18
|
|
38,467
|
|
|
36,204
|
|
||
Machinery and equipment
|
5
|
|
41,889
|
|
|
59,099
|
|
||
Computer equipment and software
|
5
|
|
22,676
|
|
|
36,239
|
|
||
|
|
|
105,184
|
|
|
133,694
|
|
||
Less accumulated depreciation
|
|
|
(83,159
|
)
|
|
(112,075
|
)
|
||
|
|
|
$
|
22,025
|
|
|
$
|
21,619
|
|
(In thousands)
|
2018
|
|
2017
|
||||
Goodwill, beginning
|
$
|
3,027
|
|
|
$
|
7,445
|
|
Purchase accounting adjustment - Visicon acquisition
|
(401
|
)
|
|
—
|
|
||
Recognized goodwill - Visicon acquisition (provisional)
|
—
|
|
|
3,027
|
|
||
Impaired goodwill - Topwin reporting unit
|
—
|
|
|
(7,445
|
)
|
||
Goodwill, ending
|
$
|
2,626
|
|
|
$
|
3,027
|
|
(In thousands, except years)
|
Weighted
Average Useful Life (In years) |
|
2018
|
|
2017
|
||||
Developed technology
|
7.5
|
|
$
|
18,646
|
|
|
$
|
18,646
|
|
Customer relationships
|
5.3
|
|
3,914
|
|
|
3,914
|
|
||
Customer backlog
|
1.0
|
|
1,270
|
|
|
1,270
|
|
||
Trade name and trademarks
|
3.8
|
|
793
|
|
|
793
|
|
||
Fair value of below-market lease (non-current portion)
|
3.8
|
|
310
|
|
|
310
|
|
||
Change of control agreements and non-compete agreements
|
2.1
|
|
160
|
|
|
160
|
|
||
Patents
|
12.7
|
|
2,842
|
|
|
3,465
|
|
||
|
|
|
27,935
|
|
|
28,558
|
|
||
Less accumulated amortization
|
|
|
(22,766
|
)
|
|
(21,994
|
)
|
||
|
|
|
$
|
5,169
|
|
|
$
|
6,564
|
|
(In thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Cost of sales
|
$
|
977
|
|
|
$
|
1,133
|
|
|
$
|
1,140
|
|
Selling, general and administration
|
208
|
|
|
209
|
|
|
36
|
|
|||
Research, development and engineering
|
188
|
|
|
188
|
|
|
200
|
|
|||
|
$
|
1,373
|
|
|
$
|
1,530
|
|
|
$
|
1,376
|
|
Year
|
Amortization
|
||
2019
|
$
|
1,427
|
|
2020
|
1,404
|
|
|
2021
|
1,245
|
|
|
2022
|
695
|
|
|
2023
|
298
|
|
|
Future years
|
100
|
|
|
|
$
|
5,169
|
|
(In thousands)
|
2018
|
|
2017
|
||||
Demo and leased equipment, net
|
$
|
6,746
|
|
|
$
|
11,011
|
|
Long term deposits
|
3,232
|
|
|
2,872
|
|
||
Long term restricted cash
|
1,093
|
|
|
1,090
|
|
||
Other non-current assets
|
3,709
|
|
|
3,958
|
|
||
|
$
|
14,780
|
|
|
$
|
18,931
|
|
(In thousands)
|
2018
|
|
2017
|
||||
Payroll-related liabilities
|
$
|
15,879
|
|
|
$
|
6,335
|
|
Restructuring and cost management amounts payable
|
429
|
|
|
4,996
|
|
||
Product warranty accrual
|
4,646
|
|
|
3,394
|
|
||
Purchase order commitments and receipts
|
2,978
|
|
|
2,522
|
|
||
Customer deposits
|
2,214
|
|
|
1,242
|
|
||
Professional fees payable
|
778
|
|
|
734
|
|
||
Current portion, long-term debt
|
421
|
|
|
434
|
|
||
Other current liabilities
|
7,188
|
|
|
2,529
|
|
||
|
$
|
34,533
|
|
|
$
|
22,186
|
|
(In thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Product warranty accrual, beginning
|
$
|
5,474
|
|
|
$
|
5,734
|
|
|
$
|
3,342
|
|
Warranty charges incurred, net
|
(11,247
|
)
|
|
(8,297
|
)
|
|
(7,781
|
)
|
|||
Provision for warranty charges
|
15,993
|
|
|
8,037
|
|
|
10,173
|
|
|||
Product warranty accrual, ending
|
$
|
10,220
|
|
|
$
|
5,474
|
|
|
$
|
5,734
|
|
(In thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Deferred revenue, beginning
|
$
|
15,397
|
|
|
$
|
7,685
|
|
|
$
|
12,376
|
|
Revenue deferred
|
82,394
|
|
|
43,379
|
|
|
58,416
|
|
|||
Revenue recognized
|
(87,277
|
)
|
|
(35,667
|
)
|
|
(63,107
|
)
|
|||
Deferred revenue, ending
|
$
|
10,514
|
|
|
$
|
15,397
|
|
|
$
|
7,685
|
|
(In thousands)
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
||||||||||
Principal maturities
|
$
|
455
|
|
|
$
|
475
|
|
|
$
|
500
|
|
|
$
|
524
|
|
|
$
|
550
|
|
(In thousands)
|
2018
|
|
2017
|
||||
Total debt outstanding
|
$
|
13,187
|
|
|
$
|
13,923
|
|
Less: Current portion, long-term debt
|
(421
|
)
|
|
(434
|
)
|
||
Long-term debt
|
$
|
12,766
|
|
|
$
|
13,489
|
|
Year
|
Operating Leases
|
||
2019
|
$
|
2,504
|
|
2020
|
2,080
|
|
|
2021
|
1,513
|
|
|
2022
|
902
|
|
|
2023
|
199
|
|
|
Thereafter
|
585
|
|
|
|
$
|
7,783
|
|
|
Foreign currency translation adjustment
|
|
Accumulated other comprehensive income related to benefit plan obligation
|
|
Net unrealized loss on available-for-sale securities
|
|
Total
|
||||||||
Balance at April 2, 2016
|
$
|
(894
|
)
|
|
$
|
(90
|
)
|
|
$
|
(11
|
)
|
|
$
|
(995
|
)
|
Other comprehensive (loss) income before reclassifications and taxes
|
(348
|
)
|
|
209
|
|
|
(6
|
)
|
|
(145
|
)
|
||||
Amounts reclassified from AOCI
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Tax effect
|
—
|
|
|
(74
|
)
|
|
—
|
|
|
(74
|
)
|
||||
Other Comprehensive (loss) income
|
(348
|
)
|
|
135
|
|
|
(6
|
)
|
|
(219
|
)
|
||||
Balance at April 1, 2017
|
$
|
(1,242
|
)
|
|
$
|
45
|
|
|
$
|
(17
|
)
|
|
$
|
(1,214
|
)
|
Other comprehensive income (loss) before reclassifications and taxes
|
1,493
|
|
|
(119
|
)
|
|
(35
|
)
|
|
1,339
|
|
||||
Amounts reclassified from AOCI
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Tax effect
|
339
|
|
|
58
|
|
|
25
|
|
|
422
|
|
||||
Other Comprehensive income (loss)
|
1,832
|
|
|
(61
|
)
|
|
(10
|
)
|
|
1,761
|
|
||||
Balance at March 31, 2018
|
$
|
590
|
|
|
$
|
(16
|
)
|
|
$
|
(27
|
)
|
|
$
|
547
|
|
(In thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Cost of sales
|
$
|
277
|
|
|
$
|
503
|
|
|
$
|
445
|
|
Selling, general and administration
|
3,657
|
|
|
5,197
|
|
|
3,004
|
|
|||
Research, development and engineering
|
679
|
|
|
737
|
|
|
783
|
|
|||
Share-based compensation expense
|
$
|
4,613
|
|
|
$
|
6,437
|
|
|
$
|
4,232
|
|
|
2018
|
|
2017
|
|
2016
|
|||
Risk-free interest rate
|
—
|
%
|
|
—
|
%
|
|
1.94
|
%
|
Expected lives
|
0.0 years
|
|
|
0.0 years
|
|
|
7.4 years
|
|
Expected volatility
|
—
|
%
|
|
—
|
%
|
|
47
|
%
|
|
2018
|
|
2017
|
|
2016
|
|||
Risk-free interest rate
|
1.37
|
%
|
|
0.68
|
%
|
|
0.34
|
%
|
Expected lives
|
0.6 years
|
|
|
1.1 years
|
|
|
1.1 years
|
|
Expected volatility
|
55
|
%
|
|
45
|
%
|
|
35
|
%
|
(In thousands, except per share data)
|
2018
|
|
2017
|
|
2016
|
||||||
Stock-Option and SAR Awards:
|
|
|
|
|
|
||||||
Grant date fair value per share
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2.89
|
|
Total fair value of options and SARs granted
|
—
|
|
|
—
|
|
|
1,350
|
|
|||
Total fair value of options and SARs vested
|
755
|
|
|
820
|
|
|
336
|
|
|||
Total intrinsic value of options and SARs exercised
|
6,641
|
|
|
17
|
|
|
1
|
|
|||
Restricted Stock Unit Awards:
|
|
|
|
|
|
||||||
Grant date fair value per share
|
10.59
|
|
|
6.71
|
|
|
5.52
|
|
|||
Total fair value of awards granted
|
7,084
|
|
|
11,382
|
|
|
4,072
|
|
|||
Total fair value of awards vested
|
4,945
|
|
|
3,693
|
|
|
4,324
|
|
|||
Employee Stock Purchase Plan:
|
|
|
|
|
|
||||||
Grant date fair value per share
|
2.14
|
|
|
1.40
|
|
|
1.22
|
|
|||
Total grant date fair value
|
613
|
|
|
473
|
|
|
394
|
|
|
Shares
|
|
Weighted
Average
Exercise
Price
|
|
Weighted
Average
Remaining
Contractual
Term
(In years)
|
|
Aggregate
Intrinsic Value
(In thousands)
|
|||||
Outstanding at March 28, 2015
|
2,229,046
|
|
|
$
|
12.52
|
|
|
|
|
|
||
Granted
|
467,000
|
|
|
5.63
|
|
|
|
|
|
|||
Exercised
|
(2,500
|
)
|
|
6.71
|
|
|
|
|
|
|||
Expired or forfeited
|
(537,946
|
)
|
|
16.53
|
|
|
|
|
|
|||
Outstanding at April 2, 2016
|
2,155,600
|
|
|
$
|
10.03
|
|
|
5.35
|
|
$
|
904
|
|
Granted
|
—
|
|
|
—
|
|
|
|
|
|
|||
Exercised
|
(22,500
|
)
|
|
6.23
|
|
|
|
|
|
|||
Expired or forfeited
|
(191,097
|
)
|
|
19.20
|
|
|
|
|
|
|||
Outstanding at April 1, 2017
|
1,942,003
|
|
|
$
|
9.17
|
|
|
4.82
|
|
$
|
634
|
|
Granted
|
—
|
|
|
—
|
|
|
|
|
|
|||
Exercised
|
(1,280,478
|
)
|
|
8.17
|
|
|
|
|
|
|||
Expired or forfeited
|
(548,000
|
)
|
|
11.92
|
|
|
|
|
|
|||
Outstanding at March 31, 2018
|
113,525
|
|
|
$
|
7.26
|
|
|
4.17
|
|
$
|
1,371
|
|
Vested and expected to vest at March 31, 2018
|
113,140
|
|
|
$
|
7.26
|
|
|
4.16
|
|
$
|
1,365
|
|
Exercisable at March 31, 2018
|
89,525
|
|
|
$
|
7.64
|
|
|
3.42
|
|
$
|
1,046
|
|
|
Shares
|
|
Weighted
Average Grant Date Fair Value |
|
Weighted
Average
Remaining
Contractual
Term
(In years)
|
|
Aggregate
Intrinsic Value (In thousands) |
|||||
Outstanding at March 28, 2015
|
835,841
|
|
|
$
|
8.90
|
|
|
|
|
|
||
Awarded
|
737,200
|
|
|
5.52
|
|
|
|
|
|
|||
Vested
|
(360,349
|
)
|
|
11.75
|
|
|
|
|
|
|||
Forfeited
|
(130,888
|
)
|
|
7.66
|
|
|
|
|
|
|||
Outstanding at April 2, 2016
|
1,081,804
|
|
|
$
|
6.77
|
|
|
1.93
|
|
$
|
7,781
|
|
Awarded
|
1,051,445
|
|
|
6.63
|
|
|
|
|
|
|||
Vested
|
(483,239
|
)
|
|
7.64
|
|
|
|
|
|
|||
Forfeited
|
(42,093
|
)
|
|
6.67
|
|
|
|
|
|
|||
Outstanding at April 1, 2017
|
1,607,917
|
|
|
$
|
6.41
|
|
|
2.04
|
|
$
|
11,168
|
|
Awarded
|
446,400
|
|
|
9.81
|
|
|
|
|
|
|||
Vested
|
(757,462
|
)
|
|
6.53
|
|
|
|
|
|
|||
Forfeited
|
(396,830
|
)
|
|
6.83
|
|
|
|
|
|
|||
Outstanding at March 31, 2018
|
900,025
|
|
|
$
|
7.82
|
|
|
2.39
|
|
$
|
17,397
|
|
|
Shares
|
|
Weighted
Average Grant Date Fair Value |
|
Weighted
Average
Remaining
Contractual
Term
(In years)
|
|
Aggregate
Intrinsic Value
(In thousands)
|
|||||
Outstanding at March 28, 2015
|
593,704
|
|
|
$
|
7.88
|
|
|
|
|
|
||
Awarded
|
—
|
|
|
—
|
|
|
|
|
|
|||
Vested
(1)
|
(5,592
|
)
|
|
14.64
|
|
|
|
|
|
|||
Forfeited
|
(187,125
|
)
|
|
10.84
|
|
|
|
|
|
|||
Outstanding at April 2, 2016
|
400,987
|
|
|
$
|
6.93
|
|
|
1.00
|
|
$
|
2,928
|
|
Awarded
|
643,565
|
|
|
6.85
|
|
|
|
|
|
|||
Vested
(1)
|
—
|
|
|
—
|
|
|
|
|
|
|||
Forfeited
|
(400,987
|
)
|
|
6.93
|
|
|
|
|
|
|||
Outstanding at April 1, 2017
|
643,565
|
|
|
$
|
6.85
|
|
|
2.43
|
|
$
|
4,409
|
|
Awarded
|
222,400
|
|
|
12.17
|
|
|
|
|
|
|||
Vested
(1)
|
—
|
|
|
—
|
|
|
|
|
|
|||
Forfeited
|
(272,700
|
)
|
|
7.27
|
|
|
|
|
|
|||
Outstanding at March 31, 2018
|
593,265
|
|
|
$
|
8.76
|
|
|
1.78
|
|
$
|
11,468
|
|
(1)
|
Zero
performance-based or market-based shares were earned in
2017
and
2016
. Based on
2018
performance, the Company believes
182,671
market-based shares and
zero
performance-based shares were earned.
|
(In thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Printed Circuit Board
|
$
|
256,430
|
|
|
$
|
88,771
|
|
|
$
|
94,121
|
|
Component Test
|
32,790
|
|
|
22,381
|
|
|
19,901
|
|
|||
Semiconductor
|
55,171
|
|
|
29,557
|
|
|
38,262
|
|
|||
Industrial Machining
|
23,493
|
|
|
20,314
|
|
|
32,107
|
|
|||
|
$
|
367,884
|
|
|
$
|
161,023
|
|
|
$
|
184,391
|
|
(In thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Asia
|
$
|
332,499
|
|
|
$
|
134,394
|
|
|
$
|
152,259
|
|
Americas
|
19,241
|
|
|
16,378
|
|
|
21,206
|
|
|||
Europe
|
16,144
|
|
|
10,251
|
|
|
10,926
|
|
|||
|
$
|
367,884
|
|
|
$
|
161,023
|
|
|
$
|
184,391
|
|
(In thousands)
|
2018
|
|
2017
|
||||
Americas
|
$
|
22,057
|
|
|
$
|
32,234
|
|
Asia
|
13,811
|
|
|
8,111
|
|
||
Europe
|
5,591
|
|
|
5,648
|
|
||
|
$
|
41,459
|
|
|
$
|
45,993
|
|
|
Total Expected Costs for the Plan
|
|
Costs Recognized from Inception of the Plan Through the Year Ended March 31, 2018
|
|
Remaining Costs to be Recognized Subsequent to March 31, 2018
|
||||||
Employee severance and related personnel costs
|
$
|
4,925
|
|
|
$
|
4,925
|
|
|
$
|
—
|
|
Site closure costs
|
1,516
|
|
|
1,516
|
|
|
—
|
|
|||
Current asset impairments and other gross profit charges
(1)
|
14,947
|
|
|
14,947
|
|
|
—
|
|
|||
Non-current asset impairments
|
3,033
|
|
|
3,033
|
|
|
—
|
|
|||
Other Costs
|
239
|
|
|
239
|
|
|
—
|
|
|||
Total
|
$
|
24,660
|
|
|
$
|
24,660
|
|
|
$
|
—
|
|
|
Employee severance and related personnel costs
|
|
Site closure costs
|
|
Current asset impairments and other gross profit charges
(1)
|
|
Non-current asset impairments
|
|
Other Costs
|
|
Total
|
||||||||||||
Balance as of April 2, 2016
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Costs incurred
|
3,588
|
|
|
888
|
|
|
1,669
|
|
|
1,376
|
|
|
66
|
|
|
7,587
|
|
||||||
Cash payments
|
(341
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(66
|
)
|
|
(407
|
)
|
||||||
Non-cash items
|
—
|
|
|
—
|
|
|
(1,669
|
)
|
|
(1,376
|
)
|
|
—
|
|
|
(3,045
|
)
|
||||||
Balance as of April 1, 2017
|
$
|
3,247
|
|
|
$
|
888
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
4,135
|
|
Costs incurred
|
1,337
|
|
|
627
|
|
|
13,278
|
|
|
1,657
|
|
|
175
|
|
|
17,074
|
|
||||||
Cash (payments) receipts
|
(4,445
|
)
|
|
(1,515
|
)
|
|
(2,402
|
)
|
|
32
|
|
|
(175
|
)
|
|
(8,505
|
)
|
||||||
Non-cash items
|
—
|
|
|
—
|
|
|
(10,876
|
)
|
|
(1,689
|
)
|
|
—
|
|
|
(12,565
|
)
|
||||||
Balance as of March 31, 2018
|
$
|
139
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
139
|
|
Restructuring & cost management amounts payable as of March 28, 2015
|
$
|
1,997
|
|
Cash payments and other adjustments
|
(4,064
|
)
|
|
Costs incurred
|
2,824
|
|
|
Restructuring & cost management amounts payable as of April 2, 2016
|
757
|
|
|
Cash payments and other adjustments
|
(297
|
)
|
|
Costs incurred
|
401
|
|
|
Restructuring & cost management amounts payable as of April 1, 2017
|
861
|
|
|
Cash payments and other adjustments
|
(980
|
)
|
|
Costs incurred
|
409
|
|
|
Restructuring & cost management amounts payable as of March 31, 2018
|
$
|
290
|
|
(In thousands)
|
2018
|
|
2017
|
||||
Deferred tax assets and liabilities:
|
|
|
|
||||
Inventory valuation and warranty costs
|
$
|
7,904
|
|
|
$
|
11,246
|
|
Receivables and other non-current assets
|
(49
|
)
|
|
(274
|
)
|
||
Payroll-related accruals
|
5,130
|
|
|
7,574
|
|
||
Intangible assets and investments
|
(272
|
)
|
|
(382
|
)
|
||
Accrued liabilities
|
2,322
|
|
|
3,006
|
|
||
Deferred revenue
|
821
|
|
|
3,478
|
|
||
Property, plant and equipment
|
3,142
|
|
|
5,029
|
|
||
Other comprehensive income
|
3
|
|
|
456
|
|
||
Tax loss and credit carryforwards, net of unrecognized tax benefits
|
43,201
|
|
|
73,805
|
|
||
Other (liabilities) assets
|
(185
|
)
|
|
259
|
|
||
Total deferred tax assets
|
62,017
|
|
|
104,197
|
|
||
Valuation allowance
|
(18,499
|
)
|
|
(103,315
|
)
|
||
Net deferred tax assets
|
$
|
43,518
|
|
|
$
|
882
|
|
(In thousands)
|
2018
|
|
2017
|
||||
Federal net operating losses
|
$
|
5,071
|
|
|
$
|
35,566
|
|
State net operating losses
|
1,868
|
|
|
3,679
|
|
||
Foreign operating losses and tax credits
|
17,826
|
|
|
12,504
|
|
||
Federal research credits
|
24,127
|
|
|
22,590
|
|
||
State research credits
|
5,438
|
|
|
4,409
|
|
||
Federal minimum tax credit
|
—
|
|
|
935
|
|
||
Federal capital losses
|
3,039
|
|
|
5,015
|
|
||
|
$
|
57,369
|
|
|
$
|
84,698
|
|
(In thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Income (loss) before income taxes:
|
|
|
|
|
|
||||||
Domestic
|
$
|
61,539
|
|
|
$
|
(32,646
|
)
|
|
$
|
(13,385
|
)
|
Foreign
|
14,414
|
|
|
(4,786
|
)
|
|
1,112
|
|
|||
Total income (loss) before income taxes
|
$
|
75,953
|
|
|
$
|
(37,432
|
)
|
|
$
|
(12,273
|
)
|
Provision for (benefit from) income taxes:
|
|
|
|
|
|
||||||
Current:
|
|
|
|
|
|
||||||
U.S. federal and state
|
$
|
(248
|
)
|
|
$
|
(379
|
)
|
|
$
|
8
|
|
Foreign
|
2,614
|
|
|
557
|
|
|
916
|
|
|||
Total current
|
2,366
|
|
|
178
|
|
|
924
|
|
|||
Deferred:
|
|
|
|
|
|
||||||
U.S. federal and state
|
(42,329
|
)
|
|
—
|
|
|
—
|
|
|||
Foreign
|
(307
|
)
|
|
(201
|
)
|
|
(940
|
)
|
|||
Total deferred
|
(42,636
|
)
|
|
(201
|
)
|
|
(940
|
)
|
|||
Total benefit from income taxes
|
$
|
(40,270
|
)
|
|
$
|
(23
|
)
|
|
$
|
(16
|
)
|
Major Jurisdictions
|
Open Tax Years
|
Canada
|
2011 and forward
|
China
|
2008 and forward
|
France
|
2015 and forward
|
Japan
|
2011 and forward
|
Korea
|
2013 and forward
|
Singapore
|
2012 and forward
|
Taiwan
|
2013 and forward
|
United Kingdom
|
2014 and forward
|
United States
|
2004 and forward
|
(In thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Beginning unrecognized tax benefits balance
|
$
|
10,744
|
|
|
$
|
10,385
|
|
|
$
|
9,654
|
|
Gross increases for tax positions of prior years
|
2,909
|
|
|
62
|
|
|
731
|
|
|||
Gross decreases for tax positions of prior years
|
(397
|
)
|
|
(242
|
)
|
|
—
|
|
|||
Gross increases for tax positions for current year
|
1,060
|
|
|
539
|
|
|
—
|
|
|||
Ending unrecognized tax benefits balance
|
$
|
14,316
|
|
|
$
|
10,744
|
|
|
$
|
10,385
|
|
(In thousands, except per share data)
|
2018
|
|
2017
|
|
2016
|
||||||
Net income (loss)
|
$
|
116,223
|
|
|
$
|
(37,409
|
)
|
|
$
|
(12,257
|
)
|
Weighted average shares used for basic earnings per share
|
33,967
|
|
|
32,551
|
|
|
31,411
|
|
|||
Incremental diluted shares
|
1,604
|
|
|
—
|
|
|
—
|
|
|||
Weighted average shares used for diluted earnings per share
|
35,571
|
|
|
32,551
|
|
|
31,411
|
|
|||
Net income (loss) per share:
|
|
|
|
|
|
||||||
Basic
|
$
|
3.42
|
|
|
$
|
(1.15
|
)
|
|
$
|
(0.39
|
)
|
Diluted
|
$
|
3.27
|
|
|
$
|
(1.15
|
)
|
|
$
|
(0.39
|
)
|
(In thousands, except per share data)
|
1
st
Quarter
|
|
2
nd
Quarter
|
|
3
rd
Quarter
|
|
4
th
Quarter
|
||||||||
Year Ended March 31, 2018
|
|
|
|
|
|
|
|
||||||||
Net sales
|
|
|
|
|
|
|
|
||||||||
Systems
|
$
|
62,093
|
|
|
$
|
60,316
|
|
|
$
|
99,418
|
|
|
$
|
103,522
|
|
Services
|
10,591
|
|
|
10,651
|
|
|
11,422
|
|
|
9,871
|
|
||||
Total net sales
|
72,684
|
|
|
70,967
|
|
|
110,840
|
|
|
113,393
|
|
||||
Cost of sales:
|
|
|
|
|
|
|
|
||||||||
Systems
|
41,426
|
|
|
38,179
|
|
|
52,502
|
|
|
53,247
|
|
||||
Services
|
4,838
|
|
|
6,256
|
|
|
5,182
|
|
|
5,424
|
|
||||
Total cost of sales
|
46,264
|
|
|
44,435
|
|
|
57,684
|
|
|
58,671
|
|
||||
Gross profit
|
26,420
|
|
|
26,532
|
|
|
53,156
|
|
|
54,722
|
|
||||
Net income
|
2,902
|
|
|
4,260
|
|
|
33,973
|
|
|
75,088
|
|
||||
Basic net income per share
|
0.09
|
|
|
0.13
|
|
|
0.99
|
|
|
2.19
|
|
||||
Diluted net income per share
|
0.08
|
|
|
0.12
|
|
|
0.94
|
|
|
2.10
|
|
||||
Year Ended April 1, 2017
|
|
|
|
|
|
|
|
||||||||
Net sales
|
|
|
|
|
|
|
|
||||||||
Systems
|
$
|
38,200
|
|
|
$
|
21,442
|
|
|
$
|
25,427
|
|
|
$
|
40,029
|
|
Service
|
9,468
|
|
|
8,216
|
|
|
8,352
|
|
|
9,889
|
|
||||
Total net sales
|
47,668
|
|
|
29,658
|
|
|
33,779
|
|
|
49,918
|
|
||||
Cost of sales:
|
|
|
|
|
|
|
|
||||||||
Systems
|
22,422
|
|
|
14,146
|
|
|
17,283
|
|
|
27,499
|
|
||||
Service
|
4,438
|
|
|
4,532
|
|
|
5,048
|
|
|
4,189
|
|
||||
Total cost of sales
|
26,860
|
|
|
18,678
|
|
|
22,331
|
|
|
31,688
|
|
||||
Gross profit
|
20,808
|
|
|
10,980
|
|
|
11,448
|
|
|
18,230
|
|
||||
Net loss
|
(118
|
)
|
|
(9,675
|
)
|
|
(9,693
|
)
|
|
(17,923
|
)
|
||||
Basic net loss per share
|
—
|
|
|
(0.30
|
)
|
|
(0.29
|
)
|
|
(0.54
|
)
|
||||
Diluted net loss per share
|
—
|
|
|
(0.30
|
)
|
|
(0.29
|
)
|
|
(0.54
|
)
|
1.
|
In the fourth quarter of 2018, net income included
$41.2 million
favorable impact due to the release of tax valuation allowance (See
Note 23: Income Taxes
).
|
2.
|
In the first and second quarters of 2018, gross profit included
$13.3 million
of charges for inventory and other asset write-offs related to restructuring activities (See
Note 22: Restructuring and Cost Management Plans
).
|
3.
|
In the fourth quarter of 2017, gross profit included
$2.3 million
of charges for intangible write-off (See
Note 12: Accrued Liabilities
) and
$1.7 million
of charges in inventory write-off related to discontinued products (See
Note 22: Restructuring and Cost Management Plans
).
|
4.
|
In the fourth quarter of 2017, net operating expenses included a non-cash goodwill impairment charge of
$7.4 million
(See
Note 9: Goodwill
) and
$6.6 million
of restructuring charges related to the Q4 2017 Corporate restructuring plan (See
Note 22: Restructuring and Cost Management Plans
).
|
|
Page
|
3.1
|
|
|
3.2
|
|
|
10.1
|
|
|
10.2
|
|
|
10.3
|
|
|
10.4
|
|
|
10.5
|
|
|
10.6
|
|
|
10.7
|
|
|
10.8
|
|
|
10.9
|
*
|
10.10
|
*
|
|
10.11
|
*
|
|
10.12
|
*
|
|
10.13
|
*
|
|
10.14
|
*
|
|
10.15
|
*
|
|
10.16
|
*
|
|
10.17
|
*
|
|
10.18
|
*
|
|
10.19
|
*
|
|
10.2
|
*
|
|
10.21
|
*
|
|
10.22
|
*
|
|
10.23
|
*
|
|
10.24
|
*
|
|
10.25
|
*
|
|
10.26
|
*
|
|
10.27
|
*
|
|
10.28
|
*
|
|
10.29
|
*
|
|
10.30
|
*
|
|
21
|
|
|
23
|
|
|
31.1
|
|
|
31.2
|
|
|
32.1
|
|
32.2
|
|
|
101.INS
|
|
XBRL Instance Document
|
101.SCH
|
|
XBRL Taxonomy Extension Schema Document
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
Date:
|
June 8, 2018
|
ELECTRO SCIENTIFIC INDUSTRIES, INC.
|
|
|
|
By:
|
/s/ M
ICHAEL
D. B
URGER
|
|
|
|
Michael D. Burger
|
|
|
|
President and Chief Executive Officer
|
Signature
|
|
Title
|
/s/ M
ICHAEL
D. B
URGER
|
|
President, Chief Executive Officer and Director (Principal Executive Officer)
|
Michael D. Burger
|
|
|
/s/ A
LLEN
L. M
UHICH
|
|
Vice President, Chief Financial Officer and Corporate Secretary
(Principal Financial Officer and Principal Accounting Officer)
|
Allen L. Muhich
|
|
|
/s/ F
REDERICK
A. B
ALL
|
|
Director
|
Frederick A. Ball
|
|
|
/s/ L
YNNE
J. C
AMP
|
|
Director
|
Lynne J. Camp
|
|
|
/s/ L
AURENCE
E. C
RAMER
|
|
Director
|
Laurence E. Cramer
|
|
|
/s/ R
AYMOND
A. L
INK
|
|
Director
|
Raymond A. Link
|
|
|
/s/ R
ICHARD
H. W
ILLS
|
|
Chairman of the Board
|
Richard H. Wills
|
|
|
Name
|
|
State/Country of
Incorporation
|
|
Percentage
of Voting
Securities
Owned
|
ESI International Corp.
|
|
Oregon
|
|
100%
|
ESI China, Inc.
|
|
Oregon
|
|
100%
|
New Wave Research, Inc.
|
|
California
|
|
100%
|
ESI-Pyrophotonics Lasers, Inc.
|
|
Canada
|
|
100%
|
Electro Scientific Industries Europe Ltd.
|
|
United Kingdom
|
|
100%
|
Electro Scientific Industries, SARL
|
|
France
|
|
100%
|
Electro Scientific Industries GmbH
|
|
Germany
|
|
100%
|
Eolite Systems, SAS
|
|
France
|
|
100%
|
ESI Taiwan (Branch Office)
|
|
Taiwan
|
|
100%
|
ESI Electronic Equipment (Shanghai) Co., Ltd.
|
|
China
|
|
100%
|
ESI Korea Co. Ltd.
|
|
Korea
|
|
100%
|
Electro Scientific Industries Japan Co., Ltd.
|
|
Japan
|
|
100%
|
Electro Scientific Industries Singapore PTE Ltd.
|
|
Singapore
|
|
100%
|
ESI Technology Development, Pte. Ltd.
|
|
Singapore
|
|
100%
|
ESI China R&D Investment, Pte. Ltd.
|
|
Singapore
|
|
100%
|
ESI (Beijing) R&D Center Co., Ltd.
|
|
China
|
|
100%
|
ESI (Beijing) Electro Optic Manufacturing Co. Ltd.
|
|
China
|
|
100%
|
Wuhan Topwin Optoelectronics Technology Co. Ltd.
|
|
China
|
|
100%
|
|
/s/ Deloitte & Touche LLP
|
|
Portland, Oregon
|
June 8, 2018
|
1.
|
I have reviewed this annual report on Form 10-K of Electro Scientific Industries, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
|
/s/ Michael D. Burger
|
Michael D. Burger
|
President and Chief Executive Officer
|
1.
|
I have reviewed this annual report on Form 10-K of Electro Scientific Industries, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
|
/s/ Allen L. Muhich
|
Allen L. Muhich
|
Vice President, Chief Financial Officer and Corporate Secretary
(Principal Financial Officer and Principal Accounting Officer) |
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
|
/s/ Michael D. Burger
|
Michael D. Burger
|
President and Chief Executive Officer
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(1)
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The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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(2)
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The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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/s/ Allen L. Muhich
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Allen L. Muhich
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Vice President, Chief Financial Officer and Corporate Secretary
(Principal Financial Officer and Principal Accounting Officer) |