BEDFORD, Mass., July 31 /PRNewswire-FirstCall/ -- GSI Group Inc., (NASDAQ: GSIG), a supplier of precision technology and semiconductor systems, today announced financial results for the second quarter ended June 27, 2008. Second quarter revenue was $66.0 million, compared to $71.7 million in the first quarter of 2008 and $73.1 million for the second quarter of 2007. Excluding restructuring charges, operating profit was $1.6 million in the second quarter versus $1.5 million in the first quarter and $5.4 million in the second quarter of 2007. GAAP net income for the quarter was $1.1 million, or $0.03 per diluted share, compared to the first quarter results of $2.1 million, or $0.05 per diluted share, and $3.3 million, or $0.08 per diluted share in the second quarter of 2007. Second quarter bookings were $51.2 million, compared to $56.1 million in the first quarter of 2008. The book-to-bill ratio was 0.78. The backlog as of June 27, 2008 was $60.0 million, compared with $74.8 million in the first quarter of 2008. The backlog as of June 27, 2008 includes deferred revenue of $10.6 million. Dr. Sergio Edelstein, President and CEO commented, "Although GSI's overall slower business levels mirror the current state of the semiconductor industry, our laser, scanner and encoder product lines continue to perform well. I am particularly pleased with the market's increasing acceptance of our new Lightning Scanners, JK and Fiber Lasers, and Mercury II Encoders." "In addition, we have recently announced the execution of a definitive agreement to acquire Excel Technology," Dr. Edelstein continued. "This transaction will nearly double the revenues from our Precision Technology segment. Going forward, we expect the Precision Technology segment of our business will approach 80% of GSI's total revenue, and will expand our presence in several of our most attractive target markets." Gross margin was 38.5% in the second quarter, versus 38.1% in the first quarter of 2008. Operating expenses, excluding restructuring charges, were $23.8 million in the second quarter compared to $25.9 million in the first quarter. Stock based compensation was $0.7 million in the second quarter versus $0.8 million in the first quarter of 2008. Cash and cash equivalents were $183.3 million, an increase of $12.6 million from the first quarter. Second quarter cash usage includes disbursements of $3.3 million in connection with the Company's previously announced stock buyback program. GSI launched a tender offer to purchase the outstanding shares of Excel Technology on July 23, 2008 and it is expected to remain open until August 19, 2008. The Company continues to expect that both the US Optics and Excel Technology transactions will close in the third quarter. For more information, please refer to our recent filings with the Securities and Exchange Commission. Dial In: July 31st at 8:30 a.m. ET GSI Group will host a conference call for investors at 8:30 a.m. Eastern time on July 31, 2008. Participants are invited to join by dialing (706) 634-5123 with an access code: 57330611. The replay will be available for two weeks by dialing (706) 645-9291 with the replay passcode: 57330611. The conference call also will be broadcast live over the Internet at http://www.gsig.com/. About GSI Group Inc. GSI Group Inc. supplies precision technology to the global medical, electronics, and industrial markets and semiconductor systems. GSI Group Inc.'s common shares are listed on Nasdaq (GSIG). Forward Looking Information Certain statements in this news release may constitute forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995, Section 27A of the United States Securities Act of 1933 and Section 21E of the United States Securities Exchange Act of 1934. These forward-looking statements include, but are not limited to, anticipated financial performance; management's plans and objectives for achieving more stable revenues and predictable growth, including as a result of the pending acquisition of Excel Technology (Excel); business prospects; industry trends; and market conditions. All statements contained in this news release that do not relate to matters of historical fact should be considered forward-looking statements, and are generally identified by words such as "anticipate," "believe," "estimate," "expect," "intend," "plan," "objective" and other similar expressions. Such statements are based on our management's beliefs and assumptions and on information currently available to our management and are subject to risks, uncertainties and changes in condition, significance, value and effect. Some of the risks and uncertainties that may cause actual results and events to differ materially from those set forth in the forward- looking statements include the following: our management's ability to maintain or accurately forecast revenue growth or to anticipate and accurately forecast a decline in revenue from any of our products or services; our ability to compete in an intensely competitive market; its ability to develop and introduce new products or enhancements on schedule and that respond to customer requirements and rapid technological change; new product introductions and enhancements by competitors; our ability to select and implement appropriate business models; plans and strategies and efforts to execute on them; our ability to identify, hire, train, motivate, and retain highly qualified management/other key personnel and its ability to manage changes and transitions in management/other key personnel; the impact of global economic conditions on GSI's business; unauthorized use or misappropriation of its intellectual property; as well as the risk factors discussed previously and in periodic reports filed by us with the SEC or with securities regulatory authorities in Canada. In addition, to the extent the forward-looking statements assume, or are based upon, successful completion of the pending acquisition of Excel, such statements also involve risks and uncertainties that may cause actual results and events to differ materially from those set forth in the statements, including the following: (a) the occurrence of any event, change or other circumstance that could give rise to the termination of our definitive merger agreement with Excel Technology, Inc. (Excel), including our external financing being unavailable due to the non-satisfaction of the conditions contained in the financing agreements or the failure of the investors party thereto to fulfill their obligations thereunder; the inability to complete the acquisition of Excel due to the failure to receive required regulatory or other approvals or to satisfy other conditions to the transaction; the risk that the proposed acquisition disrupts current plans and operations; the risk that anticipated synergies and opportunities as a result of the acquisition will not be realized; difficulties or unanticipated expenses in connection with integrating Excel into GSI; the risk that the acquisition does not perform as planned, including the risk that we or Excel will not achieve revenue projections; the risk that the substantial indebtedness we will incur to finance the acquisition will materially and adversely affect our business by, among other things, requiring us to apply all or substantially all of our free cash flow to service the indebtedness and/or to dispose of assets to obtain cash for other permitted uses; the inability to retain key employees of either company; and changes in either company's business between now and the closing of the acquisition. Readers should not place undue reliance on any such forward-looking statements, which speak only as of the date they are made. Management and GSI disclaim any obligation to publicly update or revise any such statement to reflect any change in its expectations or in events, conditions, or circumstances on which any such statements may be based, or that may affect the likelihood that actual results and events will differ from those contained in the forward-looking statements. CONTACT: Ray Ruddy of GSI Group Inc., +1-781-266-5873 GSI GROUP INC. CONSOLIDATED BALANCE SHEETS (Unaudited) (U.S. GAAP and in thousands of U.S. dollars, except share amounts) June 27, December 31, 2008 2007 ASSETS Current Assets Cash and cash equivalents $183,271 $171,714 Accounts receivable, less allowance of $374 (December 31, 2007 - $372) 57,945 73,527 Income taxes receivable 13,594 12,241 Inventories 62,640 65,522 Deferred tax assets 8,264 8,249 Other current assets 8,830 7,394 Total current assets 334,544 338,647 Property, plant and equipment, net of accumulated depreciation of $24,877 (December 31, 2007 - $32,263) 42,401 30,817 Deferred tax assets 9,904 9,887 Other assets 821 713 Long-term investments 997 854 Intangible assets, net of amortization of $9,713 (December 31, 2007 - $8,603) 11,722 12,817 Patents and acquired technology, net of amortization of $42,307 (December 31, 2007 - $40,122) 17,881 20,054 Goodwill 26,421 26,421 Total Assets $444,691 $440,210 LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities Accounts payable $15,683 $17,504 Income taxes payable 1,365 1,411 Accrued compensation and benefits 8,848 10,369 Deferred revenue 10,629 9,949 Deferred tax liabilities 290 286 Other accrued expenses 12,435 9,353 Total current liabilities 49,250 48,872 Deferred compensation 608 676 Deferred tax liabilities 7,589 7,589 Accrued long term restructuring 1,651 938 Income taxes payable 3,261 3,537 Accrued pension liability 4,598 4,481 Deferred rent 2,938 - Total liabilities 69,895 66,093 Commitments and contingencies Stockholders' equity Common shares, no par value; Authorized shares: unlimited; Issued and outstanding: 41,607,460 (December 31, 2007-42,161,592) 304,569 310,970 Additional paid-in capital 9,712 8,245 Retained earnings 51,530 48,329 Accumulated other comprehensive income 8,985 6,573 Total stockholders' equity 374,796 374,117 Total Liabilities and Stockholders' Equity $444,691 $440,210 GSI GROUP INC. CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (U.S. GAAP and in thousands of U.S. dollars, except per share amounts) Three Months Ended Six Months Ended June 27, June 29, June 27, June 29, 2008 2007 2008 2007 Sales $66,010 $73,117 $137,690 $147,321 Cost of goods sold 40,623 43,362 84,976 88,131 Gross profit 25,387 29,755 52,714 59,190 Operating expenses: Research and development and engineering 7,475 7,729 15,350 15,386 Selling, general, administrative and other 14,700 14,925 31,017 28,866 Amortization of purchased intangibles 1,601 1,690 3,280 3,419 Restructuring expense (net of benefit) 1,501 1,576 1,184 3,928 Total operating expenses 25,277 25,920 50,831 51,599 Income from operations 110 3,835 1,883 7,591 Other income 21 47 143 94 Interest income 1,002 1,667 2,167 3,214 Interest expense (18) (24) (36) (81) Foreign exchange transaction gains (losses) 133 (62) 192 (434) Income before income taxes 1,248 5,463 4,349 10,384 Income tax provision (154) (2,140) (1,148) (3,861) Net income $1,094 $3,323 $3,201 $6,523 Net income per common share: Basic $0.03 $0.08 $0.08 $0.15 Diluted $0.03 $0.08 $0.08 $0.15 Weighted average common shares outstanding (000's) 41,736 42,427 41,831 42,204 Weighted average common shares outstanding for diluted net income per common share (000's) 41,853 42,678 42,112 42,409 GSI GROUP INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (U.S. GAAP and in thousands of U.S. dollars) Three Months Ended Six Months Ended June 27, June 29, June 27, June 29, 2008 2007 2008 2007 Cash flows from operating activities: Net income for the year $1,094 $3,323 $3,201 $6,523 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 3,387 4,202 7,254 8,326 Stock-based compensation 651 693 1,433 1,022 Deferred income taxes 24 (214) (29) (199) Earnings from equity investment (37) (47) (143) (94) Unrealized gain on derivatives (195) (460) (181) (407) Gain on disposal of assets (1,561) - (1,561) - Non-cash restructuring charges 558 - 558 - Changes in current assets and liabilities: Accounts receivable 15,413 (11,143) 15,970 (16,250) Inventories 3,823 (680) 2,953 849 Other current assets (1,761) (173) (1,471) 5,837 Accounts payable, accruals and taxes (receivable) payable 934 10,642 (1,726) 8,469 Cash provided by operating activities 22,330 6,143 26,258 14,076 Cash flows used in investing activities: Acquisition of business - (3,006) - (3,006) Proceeds from the sale of property and equipment 3,211 - 3,211 - Additions to property, plant and equipment (12,475) (1,495) (16,677) (3,293) (Increase) decrease in other assets 230 - (108) - Increase in other liabilities 3,149 11 3,650 27 Cash used in investing activities (5,885) (4,490) (9,924) (6,272) Cash flows provided by (used in) financing activities: Purchase of treasury shares (3,326) (286) (6,439) (760) Excess Tax benefit of stock options 15 204 23 258 Issue of share capital (net of issue costs) 20 3,095 38 6,328 Cash provided by (used in) financing activities (3,291) 3,013 (6,378) 5,826 Effect of exchange rates on cash and cash equivalents (535) 191 1,601 348 Increase in cash and cash equivalents 12,619 4,857 11,557 13,978 Cash and cash equivalents, beginning of period 170,652 147,436 171,714 138,315 Cash and cash equivalents, end of period $183,271 $152,293 $183,271 $152,293 GSI GROUP INC. Consolidated Analysis By Segment (unaudited) (In thousands of U.S. dollars) Three Months Ended Six Months Ended June 27, June 29, June 27, June 29, 2008 2007 2008 2007 Sales: Precision Technology Business $45,488 $46,921 $89,523 $90,545 Semiconductor Systems Business 20,989 27,110 49,756 58,968 Intersegment sales elimination(1) (467) (914) (1,589) (2,192) Total $66,010 $73,117 $137,690 $147,321 Gross profit %: Precision Technology Business 39.0% 38.4% 38.7% 37.2% Semiconductor Systems Business 37.0% 42.4% 36.4% 43.1% Intersegment sales elimination 20.0% (22.2)% 2.4% (5.1)% Total 38.5% 40.7% 38.3% 40.2% (1) Sales of Precision Technology products to Semiconductor segment Consolidated Sales Analysis By Geographic Region (unaudited) Three Months Ended June 27, 2008 June 29, 2007 Sales % of Total Sales % of Total (In millions) (In millions) North America $27.4 41% $19.2 26% Latin and South America 0.1 - 0.1 - Europe (EMEA) 11.0 17 12.6 17 Japan 12.5 19 15.7 22 Asia-Pacific, other 15.0 23 25.5 35 Total $66.0 100% $73.1 100% DATASOURCE: GSI Group Inc. CONTACT: Ray Ruddy of GSI Group Inc., +1-781-266-5873 Web site: http://www.gsig.com/ Company News On-Call: http://www.prnewswire.com/comp/107189.html

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