UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 2003
Commission file number 0-20839
DUPONT PHOTOMASKS, INC.
(Exact name of registrant as specified in our charter)
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Delaware |
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74-2238819 |
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(State or Other Jurisdiction of Incorporation or Organization) |
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(I.R.S. Employer Identification No.) |
131 Old Settlers Boulevard
Round Rock, Texas 78664
(Address of Principal Executive Offices)
Registrant’s telephone number, including area code: (512) 310-6500
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. Yes ý No o
Indicate by
check mark whether the registrant is an accelerated filer (as defined in Rule
12b-2 of the Exchange Act).
Yes ý No o
As of February 9, 2004, 18,195,708 shares of common stock, $.01 par value, were outstanding.
TABLE OF CONTENTS
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Consolidated Balance Sheets as of June 30, 2003 and December 31, 2003 (unaudited) |
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Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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2
DUPONT PHOTOMASKS, INC. AND SUBSIDIARIES
(Dollars in thousands, except share data)
(unaudited)
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Three Months Ended |
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Six Months Ended |
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2002 |
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2003 |
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2002 |
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2003 |
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Revenue, net |
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$ |
80,969 |
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$ |
85,964 |
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$ |
165,209 |
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$ |
168,341 |
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Cost of goods sold |
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71,000 |
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77,153 |
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141,734 |
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152,802 |
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Selling, general and administrative expense |
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10,415 |
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13,375 |
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20,335 |
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25,699 |
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Research and development expense |
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7,592 |
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7,566 |
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15,166 |
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14,617 |
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Special charges, net |
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12,507 |
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361 |
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12,507 |
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1,591 |
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Operating loss |
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(20,545 |
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(12,491 |
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(24,533 |
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(26,368 |
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Other income (expense), net |
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236 |
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(457 |
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110 |
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(1,120 |
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Loss before income taxes and minority interest |
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(20,309 |
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(12,948 |
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(24,423 |
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(27,488 |
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Provision for income taxes |
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1,769 |
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800 |
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1,358 |
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1,450 |
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Loss before minority interest |
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(22,078 |
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(13,748 |
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(25,781 |
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(28,938 |
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Minority interest in (income) loss of joint ventures |
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(939 |
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521 |
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(2,731 |
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607 |
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Net loss |
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$ |
(23,017 |
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$ |
(13,227 |
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$ |
(28,512 |
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$ |
(28,331 |
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Basic loss per share |
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$ |
(1.28 |
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$ |
(0.73 |
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$ |
(1.59 |
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$ |
(1.56 |
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Weighted average shares outstanding |
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17,993,994 |
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18,130,468 |
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17,982,365 |
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18,119,473 |
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Diluted loss per share |
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$ |
(1.28 |
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$ |
(0.73 |
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$ |
(1.59 |
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$ |
(1.56 |
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Weighted average shares outstanding |
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17,993,994 |
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18,130,468 |
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17,982,365 |
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18,119,473 |
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The accompanying notes are an integral part of these consolidated statements.
3
DUPONT PHOTOMASKS, INC. AND SUBSIDIARIES
(Dollars in thousands, except share data)
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June 30, |
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December 31, |
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(unaudited) |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
250,355 |
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$ |
226,783 |
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Accounts receivable, trade, net |
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54,312 |
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60,728 |
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Accounts receivable, related parties |
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996 |
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1,704 |
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Inventories, net |
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13,434 |
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11,767 |
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Deferred income taxes |
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4,454 |
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290 |
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Prepaid expenses and other current assets |
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12,705 |
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13,788 |
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Total current assets |
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336,256 |
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315,060 |
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Assets held for sale |
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5,087 |
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9,033 |
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Property and equipment, net |
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379,582 |
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361,875 |
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Accounts receivable, related parties |
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1,048 |
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941 |
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Deferred income taxes |
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1,603 |
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1,405 |
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Other assets, net |
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46,006 |
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37,648 |
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Total assets |
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$ |
769,582 |
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$ |
725,962 |
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LIABILITIES AND STOCKHOLDERS’ EQUITY |
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Current liabilities: |
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Accounts payable, trade |
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$ |
45,935 |
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$ |
37,279 |
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Accounts payable, related parties |
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4,553 |
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5,524 |
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Income taxes payable |
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884 |
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2,224 |
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Other accrued liabilities |
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59,559 |
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59,713 |
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Short-term borrowings |
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11,903 |
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7,630 |
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Convertible notes |
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— |
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