Price | 25.65 | EPS | 1 | |
Shares | 31 | P/E | 29 | |
MCap | 807 | P/FCF | 32 | |
Net Debt | -140 | EBIT | 30 | |
TEV | 667 | TEV/EBIT | 22 | TTM 2019-09-30, in MM, except price, ratios |
10-Q | 2019-09-30 | Filed 2019-11-07 |
10-Q | 2019-06-30 | Filed 2019-07-30 |
10-Q | 2019-03-31 | Filed 2019-05-07 |
10-K | 2018-12-31 | Filed 2019-02-15 |
10-Q | 2018-09-30 | Filed 2018-11-02 |
10-Q | 2018-06-30 | Filed 2018-08-02 |
10-Q | 2018-03-31 | Filed 2018-05-03 |
10-K | 2017-12-31 | Filed 2018-02-16 |
10-Q | 2017-09-30 | Filed 2017-10-31 |
10-Q | 2017-06-30 | Filed 2017-08-03 |
10-Q | 2017-03-31 | Filed 2017-05-02 |
10-K | 2016-12-31 | Filed 2017-02-16 |
10-Q | 2016-09-30 | Filed 2016-11-08 |
10-Q | 2016-06-30 | Filed 2016-07-29 |
10-Q | 2016-03-31 | Filed 2016-05-03 |
10-K | 2015-12-31 | Filed 2016-02-19 |
10-Q | 2015-09-30 | Filed 2015-11-03 |
10-Q | 2015-06-30 | Filed 2015-08-04 |
10-Q | 2015-03-31 | Filed 2015-05-01 |
10-K | 2014-12-31 | Filed 2015-02-20 |
10-Q | 2014-09-30 | Filed 2014-11-06 |
10-Q | 2014-06-30 | Filed 2014-08-06 |
10-Q | 2014-03-31 | Filed 2014-05-01 |
10-K | 2013-12-31 | Filed 2014-02-27 |
10-Q | 2013-09-30 | Filed 2013-11-06 |
10-Q | 2013-06-30 | Filed 2013-08-02 |
10-Q | 2013-03-31 | Filed 2013-05-03 |
10-K | 2012-12-31 | Filed 2013-03-01 |
10-Q | 2012-09-30 | Filed 2012-11-09 |
10-Q | 2012-06-30 | Filed 2012-08-02 |
10-Q | 2012-03-31 | Filed 2012-05-04 |
10-Q | 2011-09-30 | Filed 2011-11-02 |
10-Q | 2011-06-30 | Filed 2011-08-02 |
10-Q | 2011-03-31 | Filed 2011-05-04 |
10-K | 2010-12-31 | Filed 2011-02-28 |
10-Q | 2010-09-30 | Filed 2010-11-05 |
10-Q | 2010-06-30 | Filed 2010-08-04 |
10-Q | 2010-03-31 | Filed 2010-04-30 |
10-K | 2009-12-31 | Filed 2010-03-05 |
8-K | 2019-10-25 | |
8-K | 2019-10-24 | |
8-K | 2019-10-11 | |
8-K | 2019-07-30 | |
8-K | 2019-06-24 | |
8-K | 2019-06-21 | |
8-K | 2019-05-15 | |
8-K | 2019-05-06 | |
8-K | 2018-12-31 | |
8-K | 2018-11-01 | |
8-K | 2018-10-29 | |
8-K | 2018-10-03 | |
8-K | 2018-08-05 | |
8-K | 2018-08-02 | |
8-K | 2018-07-26 | |
8-K | 2018-05-16 | |
8-K | 2018-03-31 | |
8-K | 2017-12-31 |
Part I Financial Information |
Item 1. Financial Statements |
Note 1. Basis of Presentation |
Note 2. Business Combination |
Note 3. Fair Value Measurements |
Note 4. Marketable Securities |
Note 5. Derivative Instruments and Hedging Activities |
Note 6. Leasing Arrangements |
Note 7. Purchased Intangible Assets |
Note 8. Convertible Notes Receivable |
Note 9. Balance Sheet Details |
Note 10. Commitments and Contingencies |
Note 11. Revenue |
Note 12. Share - Based Compensation |
Note 13. Other Income, Net |
Note 14. Income Taxes |
Note 15. Earnings per Share |
Note 16. Accumulated Other Comprehensive Loss |
Note 17. Segment Reporting and Geographic Information |
Note 18. Share Repurchase Authorization |
Note 19. Subsequent Event |
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations |
Item 3. Quantitative and Qualitative Disclosures About Market Risk |
Item 4. Controls and Procedures |
Part II Other Information |
Item 1. Legal Proceedings |
Item 1A. Risk Factors |
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds |
Item 3. Defaults Upon Senior Securities |
Item 4. Mine Safety Disclosures |
Item 5. Other Information |
Item 6. Exhibits |
EX-31.1 | rtec-ex311_7.htm |
EX-31.2 | rtec-ex312_6.htm |
EX-32.1 | rtec-ex321_9.htm |
EX-32.2 | rtec-ex322_8.htm |
Balance Sheet | Income Statement | Cash Flow |
---|---|---|
Assets, Equity
|
Rev, G Profit, Net Income
|
Ops, Inv, Fin
|
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
(Mark One)
| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the Quarterly Period Ended
OR
| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission File No.
RUDOLPH TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
|
| |
(State or other jurisdiction of incorporation or organization) |
| (I.R.S. Employer Identification Number) |
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: (
Securities registered pursuant to Section 12(b) of the Act
Title of Each Class | Trading Symbol(s) | Name of Each Exchange on Which Registered |
| | |
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer | ☒ |
|
| Accelerated filer | ☐ |
Non-accelerated filer | ☐ |
|
| Smaller reporting company | |
|
|
|
| Emerging growth company | |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
The number of outstanding shares of the Registrant’s Common Stock on October 22, 2019 was
* Upon the completion of the previously announced merger of equals with Nanometrics Incorporated, shares of common stock of Rudolph (NYSE: RTEC) ceased trading on the New York Stock Exchange as of market close on October 25, 2019. Each share of common stock of Rudolph was converted into 0.8042 shares of Onto Innovation common stock (NYSE: ONTO) at the effective time of the merger.
TABLE OF CONTENTS
Item No. |
| Page |
| PART I FINANCIAL INFORMATION |
|
|
|
|
Item 1. | 3 | |
| Condensed Consolidated Balance Sheets at September 30, 2019 and December 31, 2018 | 3 |
| 4 | |
| 5 | |
| 6 | |
| 8 | |
| 9 | |
Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 23 |
Item 3. | 28 | |
Item 4. | 28 | |
|
|
|
| PART II OTHER INFORMATION |
|
|
|
|
Item 1. | 29 | |
Item 1A. | 29 | |
Item 2. | 31 | |
Item 3. | 32 | |
Item 4. | 32 | |
Item 5. | 32 | |
Item 6. | 32 |
PART I FINANCIAL INFORMATION
Item 1. Financial Statements
RUDOLPH TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
|
| September 30, 2019 |
|
| December 31, 2018 |
| ||
|
| (Unaudited) |
|
|
|
|
| |
ASSETS |
|
|
|
|
|
|
|
|
Current Assets: |
|
|
|
|
|
|
|
|
Cash and cash equivalents |
| $ | |
|
| $ | |
|
Marketable securities |
|
| |
|
|
| |
|
Accounts receivable, less allowance of $ |
|
| |
|
|
| |
|
Inventories, net |
|
| |
|
|
| |
|
Income taxes receivable |
|
| — |
|
|
| |
|
Prepaid expenses and other current assets |
|
| |
|
|
| |
|
Total current assets |
|
| |
|
|
| |
|
Property, plant and equipment, net |
|
| |
|
|
| |
|
Operating lease right-of-use assets |
|
| |
|
|
| — |
|
Goodwill |
|
| |
|
|
| |
|
Identifiable intangible assets, net |
|
| |
|
|
| |
|
Other assets |
|
| |
|
|
| |
|
Total assets |
| $ | |
|
| $ | |
|
LIABILITIES AND STOCKHOLDERS’ EQUITY |
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
|
Accounts payable and accrued liabilities |
| $ | |
|
| $ | |
|
Deferred revenue |
|
| |
|
|
| |
|
Current operating lease obligations |
|
| |
|
|
| — |
|
Other current liabilities |
|
| |
|
|
| |
|
Total current liabilities |
|
| |
|
|
| |
|
Non-current operating lease obligations |
|
| |
|
|
| — |
|
Other non-current liabilities |
|
| |
|
|
| |
|
Total liabilities |
|
| |
|
|
| |
|
Commitments and contingencies |
|
| |
|
|
| |
|
Stockholders’ equity: |
|
|
|
|
|
|
|
|
Common stock |
|
| |
|
|
| |
|
Additional paid-in capital |
|
| |
|
|
| |
|
Accumulated other comprehensive loss |
|
| ( | ) |
|
| ( | ) |
Retained earnings (accumulated deficit) |
|
| |
|
|
| ( | ) |
Total stockholders’ equity |
|
| |
|
|
| |
|
Total liabilities and stockholders’ equity |
| $ | |
|
| $ | |
|
The accompanying notes are an integral part of these financial statements.
3
RUDOLPH TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
(Unaudited)
|
| Three Months Ended September 30, |
|
| Nine Months Ended September 30, |
| ||||||||||
|
| 2019 |
|
| 2018 |
|
| 2019 |
|
| 2018 |
| ||||
Revenue |
| $ | |
|
| $ | |
|
| $ | |
|
| $ | |
|
Cost of revenue |
|
| |
|
|
| |
|
|
| |
|
|
| |
|
Gross profit |
|
| |
|
|
| |
|
|
| |
|
|
| |
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Research and development |
|
| |
|
|
| |
|
|
| |
|
|
| |
|
Selling, general and administrative |
|
| |
|
|
| |
|
|
| |
|
|
| |
|
Amortization |
|
| |
|
|
| |
|
|
| |
|
|
| |
|
Total operating expenses |
|
| |
|
|
| |
|
|
| |
|
|
| |
|
Operating income |
|
| |
|
|
| |
|
|
| |
|
|
| |
|
Interest income, net |
|
| |
|
|
| |
|
|
| |
|
|
| |
|
Other income, net |
|
| |
|
|
| |
|
|
| |
|
|
| |
|
Income before income taxes |
|
| |
|
|
| |
|
|
| |
|
|
| |
|
Provision for income taxes |
|
| |
|
|
| |
|
|
| |
|
|
| |
|
Net income |
| $ | |
|
| $ | |
|
| $ | |
|
| $ | |
|
Earnings per share: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
| $ | |
|
| $ | |
|
| $ | |
|
| $ | |
|
Diluted |
| $ | |
|
| $ | |
|
| $ | |
|
| $ | |
|
Weighted average shares outstanding: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
| |
|
|
| |
|
|
| |
|
|
| |
|
Diluted |
|
| |
|
|
| |
|
|
| |
|
|
| |
|
The accompanying notes are an integral part of these financial statements.
4
RUDOLPH TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(In thousands)
(Unaudited)
|
| Three Months Ended September 30, |
|
| Nine Months Ended September 30, |
| ||||||||||
|
| 2019 |
|
| 2018 |
|
| 2019 |
|
| 2018 |
| ||||
Net income |
| $ | |
|
| $ | |
|
| $ | |
|
| $ | |
|
Other comprehensive income: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Change in net unrealized gains on marketable securities, net of tax |
|
| — |
|
|
| ( | ) |
|
| |
|
|
| |
|
Change in currency translation adjustments |
|
| ( | ) |
|
| ( | ) |
|
| ( | ) |
|
| ( | ) |
Total comprehensive income |
| $ | |
|
| $ | |
|
| $ | |
|
| $ | |
|
The accompanying notes are an integral part of these financial statements.
5
RUDOLPH TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(In thousands)
(Unaudited)
|
| Common Stock |
|
| Additional Paid-in |
|
| Accumulated Other Comprehensive |
|
| Retained Earnings (Accumulated |
|
|
|
|
| ||||||||
|
| Shares |
|
| Amount |
|
| Capital |
|
| Loss |
|
| Deficit) |
|
| Total |
| ||||||
Balance at December 31, 2018 |
|
| |
|
| $ | |
|
| $ | |
|
| $ | ( | ) |
| $ | ( | ) |
| $ | |
|
Issuance of shares through share-based compensation plans, net |
|
| |
|
|
| — |
|
|
| — |
|
|
| — |
|
|
| — |
|
|
| — |
|
Repurchase of common stock |
|
| ( | ) |
|
| — |
|
|
| ( | ) |
|
| — |
|
|
| — |
|
|
| ( | ) |
Net income |
|
| — |
|
|
| — |
|
|
| — |
|
|
| — |
|
|
| |
|
|
| |
|
Share-based compensation |
|
| — |
|
|
| — |
|
|
| |
|
|
| — |
|
|
| — |
|
|
| |
|
Share-based compensation plan withholdings |
|
| ( | ) |
|
| — |
|
|
| ( | ) |
|
| — |
|
|
| — |
|
|
| ( | ) |
Currency translation |
|
| — |
|
|
| — |
|
|
| — |
|
|
| ( | ) |
|
| — |
|
|
| ( | ) |
Unrealized gain on investments |
|
| — |
|
|
| — |
|
|
| — |
|
|
| |
|
|
| — |
|
|
| |
|
Balance at March 31, 2019 |
|
| |
|
| $ | |
|
| $ | |
|
| $ | ( | ) |
| $ | |
|
| $ | |
|
Issuance of shares through share-based compensation plans, net |
|
| |
|
|
| — |
|
|
| |
|
|
| — |
|
|
| — |
|
|
| |
|
Net income |
|
| — |
|
|
| — |
|
|
| — |
|
|
| — |
|
|
| |
|
|
| |
|
Share-based compensation |
|
| — |
|
|
| — |
|
|
| |
|
|
| — |
|
|
| — |
|
|
| |
|
Share-based compensation plan withholdings |
|
| ( | ) |
|
| — |
|
|
| ( | ) |
|
| — |
|
|
| — |
|
|
| ( | ) |
Currency translation |
|
| — |
|
|
| — |
|
|
| — |
|
|
| |
|
|
| — |
|
|
| |
|
Unrealized gain on investments |
|
| — |
|
|
| — |
|
|
| — |
|
|
| |
|
|
| — |
|
|
| |
|
Balance at June 30, 2019 |
|
| |
|
| $ | |
|
| $ | |
|
| $ | ( | ) |
| $ | |
|
| $ | |
|
Issuance of shares through share-based compensation plans, net |
|
| |
|
|
| — |
|
|
| |
|
|
| — |
|
|
| — |
|
|
| |
|
Net income |
|
| — |
|
|
| — |
|
|
| — |
|
|
| — |
|
|
| |
|
|
| |
|
Share-based compensation |
|
| — |
|
|
| — |
|
|
| |
|
|
| — |
|
|
| — |
|
|
| |
|
Share-based compensation plan withholdings |
|
|
|
|
|
| — |
|
|
| ( | ) |
|
| — |
|
|
| — |
|
|
| ( | ) |
Currency translation |
|
| — |
|
|
| — |
|
|
| — |
|
|
| ( | ) |
|
| — |
|
|
| ( | ) |
Balance at September 30, 2019 |
|
| |
|
| $ | |
|
| $ | |
|
| $ | ( | ) |
| $ | |
|
| $ | |
|
The accompanying notes are an integral part of these financial statements.
6
RUDOLPH TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (Continued)
(In thousands)
(Unaudited)
|
| Common Stock |
|
| Additional Paid-in |
|
| Accumulated Other Comprehensive |
|
| Accumulated |
|
|
|
|
| ||||||||
|
| Shares |
|
| Amount |
|
| Capital |
|
| Loss |
|
| Deficit |
|
| Total |
| ||||||
Balance at December 31, 2017 |
|
| |
|
| $ | |
|
| $ | |
|
| $ | ( | ) |
| $ | ( | ) |
| $ | |
|
Issuance of shares through share-based compensation plans, net |
|
| |
|
|
| — |
|
|
| |
|
|
| — |
|
|
| — |
|
|
| |
|
Net income |
|
| — |
|
|
| — |
|
|
| — |
|
|
| — |
|
|
| |
|
|
| |
|
Share-based compensation |
|
| — |
|
|
| — |
|
|
| |
|
|
| — |
|
|
| — |
|
|
| |
|
Share-based compensation plan withholdings |
|
| ( | ) |
|
| — |
|
|
| ( | ) |
|
| — |
|
|
| — |
|
|
| ( | ) |
Currency translation |
|
| — |
|
|
| — |
|
|
| — |
|
|
| |
|
|
| — |
|
|
| |
|
Unrealized gain on investments |
|
| — |
|
|
| — |
|
|
| — |
|
|
| |
|
|
| — |
|
|
| |
|
Balance at March 31, 2018 |
|
| |
|
| $ | |
|
| $ | |
|
| $ | ( | ) |
| $ | ( | ) |
| $ | |
|
Issuance of shares through share-based compensation plans, net |
|
| |
|
|
| — |
|
|
| |
|
|
| — |
|
|
| — |
|
|
| |
|