FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
OF THE SECURITIES EXCHANGE ACT OF 1934
JUNE 29, 2003
COMMISSION FILE NUMBER: 000-30684
BOOKHAM TECHNOLOGY PLC
(Exact name of registrant as specified in its charter)
90 Milton Park
Abingdon, Oxfordshire OX1 4RY
England
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports
under cover Form 20-F or Form 40-F
Form 20-F X Form 40-F ___
Indicate by check mark if the registrant is submitting the Form 6-K in
paper as permitted by Regulation S-T Rule 101(b)(1): __
Indicate by check mark if the registrant is submitting the Form 6-K in
paper as permitted by Regulation S-T Rule 101(b)(7): __
Indicate by check mark whether by furnishing the information contained
in this Form, the registrant is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ___ No X
If "Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): 82-___________
Bookham Technology plc (the "Company") reported its results for the
second quarter and six months ended June 29, 2003 on a Form 6-K filed on July
30, 2003. The Company is furnishing on this Form 6-K the results previously
reported for this period, but excluding, among other things, items that
constitute non-GAAP financial measures under Regulation G promulgated by the
United States Securities and Exchange Commission.
HIGHLIGHTS FOR THE SECOND QUARTER ENDED JUNE 29, 2003
o Revenues in the second quarter 2003 were (pound)21.0 million ($34.9 million),
substantially equal to revenues in the first quarter 2003, in line with
management expectations.
o Relationships with Nortel Networks and Marconi Communications remained strong,
representing 62% and 10% of sales respectively and Huawei, the leading Chinese
telecom equipment company, became a 10% customer for the first time in the
quarter.
o Gross margin loss improved by 9% to (15%) in the second quarter 2003 from
(24%) in the first quarter 2003.
o Cash outflow for the second quarter 2003 was (pound)16.9 million ($28.1
million), down 5% on the first quarter 2003 ((pound)17.7 million), reflecting
significantly improved operating cash flow offset by higher spending relating
to restructuring activities.
o Despite flat revenues, the net loss for the second quarter 2003, under UK
GAAP, was reduced to (pound)18.1 million ($30.1 million). This included
exceptional charges of (pound)1.8 million and compares with (pound)25.0
million in the first quarter 2003, which included exceptional charges of
(pound)3.0 million. Under US GAAP, the net loss was (pound)17.7 million ($29.4
million), which included acquisition related and restructuring charges of
(pound)1.8 million.
OPERATING REVIEW
PRODUCTS AND CUSTOMERS
While revenues were flat compared to the first quarter, customer engagements
were progressing well in the second quarter, especially in the subsystems and
modules area. The Company has also seen a shift towards the metro area, which
accounted for approximately 45% of the revenues this quarter.
Our relationships with Nortel Networks and Marconi Communications still remain
strong, and in the second quarter 2003, they represented 62% and 10% of sales
respectively. In addition, the Company is pleased to announce that Huawei, the
leading Chinese telecom equipment company, accounted for 10% of revenues this
quarter, for the first time.
Additionally, the Company continues to develop applications of its non-telecom
opportunities and believes it has strong growth prospects in this area,
particularly in the industrial, military and aerospace areas and continues to
support its MMICs (monolithic microwave integrated circuits) business. Assuming
current progress continues, we believe this non-telecom business could represent
between 10% and 20% of total revenues in 2004.
2
RESTRUCTURING
Previously announced cost reduction plans are advancing ahead of schedule. The
consolidation of the Ottawa fab into the Caswell, United Kingdom, facility
should be completed in the third quarter of 2003 which will lead to significant
overhead reductions in the fourth quarter 2003. Initial product qualifications
of chips built at the Caswell site are performing well. The installation of
equipment and facilities at Caswell is now complete, with the required inventory
build on plan.
New cost reduction initiatives are being announced today aimed at reducing
further the Company's overhead structure. As part of this, the Company is
reallocating and reducing its R&D spending in recognition of slower market
growth and pursuing restructuring efforts to reduce manufacturing overheads. In
addition, since the announcement of the downsizing of the ASOC platform in
February 2003, the Company has decided to discontinue its investment in this
platform and will dispose of its wafer fab facility in Milton, United Kingdom.
As a result of the above actions, there will be additional general and
administrative overhead reductions, especially in Milton.
The Company expects these new cost reduction initiatives to impact approximately
160-180 jobs within manufacturing, R&D and support functions globally. Including
previously announced actions, this is expected to result in the Company having
approximately 1500 employees by the fourth quarter.
ACQUISITION
On July 4, 2003 the Company announced the acquisition of the business of Cierra
Photonics, Inc, a company based in Santa Rosa, California. Cierra Photonics
designs and manufactures thin film filters and other components for the fiber
optics telecommunications industry.
Cierra's key technology is a specialised process that results in thin-film
components that have lower costs, high yields and industry-leading optical
performance. This acquisition opens up a large market area where the company has
not been present to date, and allows cost reduction via internal sourcing of
some components used in its amplifiers, and also improves the company's
competitive position in optical subsystems. This acquisition helps growth in
this area and also underscores the Company's commitment to expand its position
in the marketplace.
The consideration for the acquisition comprised the issue to Cierra Photonics of
3.1 million new ordinary shares in Bookham Technology.
FINANCIAL COMMENTARY
All US dollar numbers have been translated at (pound)1 = $1.65 (the noon buying
rate as of June 30, 2003) for the convenience of the reader.
3
SECOND QUARTER ENDED JUNE 29, 2003
REVENUES: Revenues in the second quarter of 2003 were (pound)21.0 million ($34.9
million), consistent with the first quarter of 2003 and up 196% from (pound)7.1
million in the second quarter 2002.
OPERATING LOSS (BEFORE EXCEPTIONAL ITEMS) UNDER UK GAAP: The gross loss (loss at
the gross margin level) was (pound)3.2 million ($5.3 million), down from
(pound)5.0 million in the first quarter 2003 and down from (pound)3.9 million in
the second quarter 2002. The gross margin loss has improved to (15%) from (24%)
in the first quarter 2003 and (55%) in the second quarter 2002. This improvement
was mainly the result of reductions in fixed manufacturing overheads.
Operating expenses decreased 14% from the first quarter 2003 to the second
quarter 2003. Within operating expenses, selling, general and administrative
expenses decreased by 24% from the first quarter 2003. The single largest factor
leading to this reduction was the decrease in transitional service costs
(primarily for information systems). Research and development expenses decreased
by 2%.
RESTRUCTURING CHARGES (EXCEPTIONAL ITEMS FOR UK GAAP): In the second quarter,
net exceptional charges were (pound)1.8 million ($3.0 million). These primarily
related to severance and retention costs in connection with the Milton ASOC
downsizing programmes.
NET LOSS (INCLUDING EXCEPTIONAL ITEMS FOR UK GAAP): Net interest for the second
quarter was (pound)1.9 million ($3.2 million) compared with (pound)0.4 million
in the first quarter 2003. This increase was due to the favourable exchange
movement on the dollar denominated loan notes. The net loss for the second
quarter 2003 was (pound)18.1 million ($30.1 million) and the loss per share was
(pound)0.09 ($0.15).
NET LOSS UNDER US GAAP: Under US GAAP, the net loss for the second quarter 2003
was (pound)17.7 million ($29.4 million) and the loss per share was (pound)0.09
($0.14).
CASH AND CASH EQUIVALENTS: Cash and cash equivalents as of June 29, 2003 were
(pound)70.8 million ($117.5 million) compared with (pound)87.7 million as at
March 30, 2003.
CASH FLOW: Cash outflow for the second quarter 2003 was (pound)16.9 million
($28.1 million), down 5% on the first quarter 2003 ((pound)17.7 million),
reflecting significantly improved operating cash flow offset by higher spending
relating to restructuring activities.
SIX MONTHS ENDED JUNE 29, 2003
REVENUES: Revenues for the six months ended June 29, 2003 were (pound)42.1
million ($69.9 million), up 231% compared with (pound)12.7 million in the first
half 2002.
Nortel Networks and Marconi Communications represented 60% and 13% of sales
respectively for the first half 2003.
OPERATING LOSS (BEFORE EXCEPTIONAL ITEMS) UNDER UK GAAP: The gross loss (loss at
the gross margin level) was (pound)8.2 million ($13.6 million) for the first
half 2003, down
4
7% from (pound)8.8 million for the first half 2002. The gross margin loss has
improved to (20%) in the first half 2003 from (69%) in the first half 2002 as a
result of the company's ongoing cost reduction efforts and the allocation of the
overhead costs over a larger revenue base.
Operating expenses increased 27% compared with the first half 2002 due to the
inclusion of the NNOC facilities. As a percentage of revenues, however,
operating expenses declined to 77% over the first six months of 2003, compared
with 202% for the same period in 2002. Within operating expenses, selling,
general and administrative expenses increased by 98% from the first half 2002,
reflecting the impact of the increased size of the company and the integration
of acquisitions made in 2002. Research and development expenses decreased by 6%
following the continued reduction in ASOC related research and development.
RESTRUCTURING CHARGES (EXCEPTIONAL ITEMS FOR UK GAAP): For the first half 2003,
net exceptional charges were (pound)4.7 million ($7.8 million). These primarily
related to the previously announced restructuring of the company's ASOC
activities.
NET LOSS (INCLUDING EXCEPTIONAL ITEMS) FOR UK GAAP: Net interest for the first
half 2003 was (pound)2.3 million ($3.8 million) down 26% from (pound)3.1 million
in the first half 2002 due to significantly lower cash balances and decreasing
interest rates, offset by favourable exchange movements in the dollar
denominated loan notes. The net loss for the first half 2003 was (pound)43.1
million ($71.6 million) and the loss per share was (pound)0.21 ($0.35).
NET LOSS FOR US GAAP: Under US GAAP, the net loss for the six months ended June
29, 2003 was (pound)42.3 million ($70.2 million) and the loss per share was
(pound)0.21 ($0.34).
CASH AND CASH EQUIVALENTS: Cash and cash equivalents as of June 29, 2003 were
(pound)70.8 million ($117.5 million) compared with (pound)105.4 million as at
December 31, 2002.
CASH FLOW: Cash outflow for the first half 2003 was (pound)34.6 million ($57.4
million) down 4% on the first half 2002.
5
BASIS OF PREPARATION
The second quarter results have been prepared on the basis of the accounting
policies set out in Bookham's 2002 statutory accounts, and Bookham's Annual
Report on Form 20-F for the year ended December 31, 2002, as amended, which
is on file with the US Securities and Exchange Commission and include all
adjustments, consisting only of normal recurring adjustments, necessary for a
fair presentation of Bookham's results of operations and financial position
as of and for those periods.
The financial information contained in this report for the year ended
December 31, 2002 does not constitute statutory accounts within the meaning
of Section 240 of the Companies Act 1985. Statutory accounts of the group in
respect of the financial year ended December 31, 2002, which have delivered
to the Registrar of Companies for England and Wales, have been given a report
by the group auditors which was unqualified and did not contain a statement
under Section 237(2) or Section 237(3) of that Act.
BOOKHAM TECHNOLOGY PLC
CONSOLIDATED PROFIT AND LOSS ACCOUNT - UK GAAP
SECOND QUARTER ENDED JUNE 29, 2003
(1) BEFORE AFTER After AFTER
EXCEPTIONAL EXCEPTIONAL EXCEPTIONAL Exceptional EXCEPTIONAL
ITEMS ITEMS ITEMS Items ITEMS
Q2, 2003 Q2, 2003 Q2, 2003 Q2, 2002 Q2, 2003
UNAUDITED UNAUDITED UNAUDITED Unaudited UNAUDITED
(POUND)'000 (POUND)'000 (POUND)'000 (pound)'000 $'000
TURNOVER 21,040 -- 21,040 7,116 34,926
Cost of sales (24,224) (1,521) (25,745) (11,457) (42,737)
-------- -------- -------- -------- --------
GROSS LOSS (3,184) (1,521) (4,705) (4,341) (7,811)
-------- -------- -------- -------- --------
Administrative expenses
Research and development (8,129) (119) (8,248) (9,363) (13,692)
Selling, general and other expenses (6,977) (136) (7,113) (4,209) (11,808)
-------- -------- -------- -------- --------
(15,106) (255) (15,361) (13,572) (25,500)
Other operating income -- -- -- 61 --
-------- -------- -------- -------- --------
OPERATING LOSS (18,290) (1,776) (20,066) (17,852) (33,311)
Interest, net 1,948 -- 1,948 1,631 3,234
-------- -------- -------- -------- --------
LOSS ON ORDINARY ACTIVITIES BEFORE TAXATION (16,342) (1,776) (18,118) (16,221) (30,077)
Tax on loss on ordinary activities -- -- -- -- --
-------- -------- -------- -------- --------
LOSS FOR THE FINANCIAL PERIOD (16,342) (1,776) (18,118)(1) (16,221)(1) (30,077)(1)
-------- -------- -------- -------- --------
Loss per ordinary share (basic and diluted) (POUND)(0.08) (POUND)(0.01) (POUND)(0.09) (pound)(0.11) $ (0.15)
Weighted average ordinary shares and ADSs
outstanding ('000) 204,952 204,952 204,952 143,474 204,952
(1) Loss for the financial period adjusted for the effects of
differences between UK GAAP and US GAAP is set out in
the US/UK GAAP reconciliation set forth herein.
6
BOOKHAM TECHNOLOGY PLC
STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES
SECOND QUARTER ENDED JUNE 29, 2003
Q2 2003 Q2 2002
UNAUDITED Unaudited
(POUND)'000 (pound)'000
Loss for the quarter (18,118) (16,221)
Exchange difference on translation of subsidiaries (929) 15
------- -------
TOTAL LOSSES RECOGNISED IN THE QUARTER(1) (19,047) (16,206)
------- -------
(1) Comprehensive income under US GAAP differs from total losses recognized
in the quarter under UK GAAP by the difference between loss for the
financial period under UK GAAP and net loss under US GAAP.
7
BOOKHAM TECHNOLOGY PLC
CONSOLIDATED PROFIT AND LOSS ACCOUNT - UK GAAP
SIX MONTHS ENDED JUNE 29, 2003
(1) BEFORE AFTER After AFTER
EXCEPTIONAL EXCEPTIONAL EXCEPTIONAL Exceptional EXCEPTIONAL
ITEMS ITEMS ITEMS Items ITEMS
JUNE 29, JUNE 29, JUNE 29, June 30, JUNE 29,
2003 2003 2003 2002 2003
UNAUDITED UNAUDITED UNAUDITED Unaudited UNAUDITED
(POUND)'000 (POUND)'000 (POUND)'000 (pound)'000 $'000
TURNOVER 42,088 -- 42,088 12,702 69,866
Cost of sales (50,309) (3,283) (53,592) (22,194) (88,963)
-------- -------- -------- -------- --------
GROSS LOSS (8,221) (3,283) (11,504) (9,492) (19,097)
Administrative expenses
-------- -------- -------- -------- --------
Research and development (16,457) (975) (17,432) (18,465) (28,937)
Selling, general and other expenses (16,117) (482) (16,599) (8,397) (27,554)
-------- -------- -------- -------- --------
(32,574) (1,457) (34,031) (26,862) (56,491)
Other operating income 115 -- 115 81 190
-------- -------- -------- -------- --------
OPERATING LOSS (40,680) (4,740) (45,420) (36,273) (75,398)
Interest, net 2,315 -- 2,315 3,092 3,843
-------- -------- -------- -------- --------
LOSS ON ORDINARY ACTIVITIES BEFORE TAXATION (38,365) (4,740) (43,105) (33,181) (71,555)
Tax on loss on ordinary activities -- -- -- -- --
-------- -------- -------- -------- --------
LOSS FOR THE FINANCIAL PERIOD (38,365) (4,740) (43,105)(1) (33,181)(1) (71,555)(1)
-------- -------- -------- -------- --------
Loss per ordinary share (basic and diluted) (POUND)(0.19) (POUND)(0.02) (POUND)(0.21) (pound)(0.24) $ (0.35)
Weighted average ordinary shares and ADSs
outstanding ('000) 204,951 204,951 204,951 141,098 204,951
(1) Loss for the financial period adjusted for the effects of
differences between UK GAAP and US GAAP is set out in
the US/UK GAAP reconciliation set forth herein.
8
BOOKHAM TECHNOLOGY PLC
STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES
SIX MONTHS ENDED JUNE 29, 2003
SIX MONTHS TO Six months to
JUNE 29, 2003 June 30, 2002
UNAUDITED Unaudited
(POUND)'000 (pound)'000
Loss for the six months (43,105) (33,181)
Exchange difference on translation of subsidiaries 88 (46)
------- -------
TOTAL LOSSES RECOGNISED IN THE SIX MONTHS(1) (43,017) (33,227)
------- -------
(1) Comprehensive income under US GAAP differs from total losses recognized
in the six months under UK GAAP by the difference between loss for the
financial period under UK GAAP and net loss under US GAAP.
9
BOOKHAM TECHNOLOGY PLC
CONSOLIDATED BALANCE SHEET - UK GAAP
JUNE 29, June 30, DECEMBER 31,
2003 2002 2002
UNAUDITED Unaudited AUDITED
(POUND)'000 (pound)'000 (POUND)'000
Intangible fixed assets 39,954 1,253 42,553
Tangible fixed assets 55,375 44,316 51,442
--------------- ------------- ------------------
95,329 45,569 93,995
Stocks 16,559 4,958 23,679
Debtors 19,907 10,804 21,405
Cash at bank and in hand 70,811 148,891 105,418
--------------- ------------- ------------------
107,277 164,653 150,502
Creditors: amounts falling due within one year (31,361) (16,526) (29,302)
--------------- ------------- ------------------
NET CURRENT ASSETS 75,916 148,127 121,200
--------------- ------------- ------------------
TOTAL ASSETS LESS CURRENT LIABILITIES 171,245 193,696 215,195
Creditors: amounts falling due after more than one year (30,356) -- (31,329)
Provisions for liabilities and charges (3,468) (79) (3,428)
--------------- ------------- ------------------
NET ASSETS 137,421 193,617 180,438
--------------- ------------- ------------------
CAPITAL AND RESERVES
Called up capital 683 478 683
Share premium account 404,193 355,930 404,187
Other reserves 10,734 4,292 10,740
Profit and loss account (278,189) (167,083) (235,172)
--------------- ------------- ------------------
EQUITY SHAREHOLDERS' FUNDS(1) 137,421 193,617 180,438
--------------- ------------- ------------------
(1) Equity shareholders' funds adjusted for the effects of differences
between UK GAAP and US GAAP is set out in the US/UK GAAP
reconciliation set forth herein.
10
BOOKHAM TECHNOLOGY PLC
CONSOLIDATED CASH FLOW STATEMENT FOR THE
SECOND QUARTER ENDED JUNE 29, 2003 - UK GAAP
QUARTER ENDED SIX MONTHS ENDED YEAR ENDED
JUNE 29, June 30, JUNE 29, June 30, DECEMBER 31,
2003 2002 2003 2002 2002
UNAUDITED Unaudited UNAUDITED Unaudited AUDITED
(POUND)'000 (pound)'000 (POUND)'000 (pound)'000 (POUND)'000
Net cash outflow from operating activities (12,277) (12,392) (27,356) (31,250) (61,684)
Returns on investments and servicing of finance (232) 1,631 453 3,092 5,342
Capital expenditure and financial investment (4,396) (2,710) (7,709) (6,493) (10,153)
Acquisitions and disposals -- -- -- (824) (12,129)
Management of liquid resources -- -- -- -- --
Financing 5 (250) 5 (478) (772)
------- ------- ------- ------- -------
DECREASE IN CASH(1) (16,900) (13,721) (34,607) (35,953) (79,396)
------- ------- ------- ------- -------
(1) No differences arise between decrease in cash under UK GAAP and decrease
in cash for the purposes of US GAAP.
11
SUMMARY OF SIGNIFICANT DIFFERENCES BETWEEN UK GENERALLY ACCEPTED ACCOUNTING
PRINCIPLES ("UK GAAP") AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING
PRINCIPLES ("US GAAP")
The principal differences between the company's accounting policies under UK
GAAP and those under US GAAP are set out in Note 30 of the Notes to the
Financial Statements of Bookham's Annual Report on Form 20-F for the year
ended December 31, 2002, as amended. The following tables provide a
reconciliation of the loss for the financial period and equity shareholders'
funds prepared under UK GAAP to equivalent information prepared under US GAAP.
UK/US GAAP RECONCILIATION - PROFIT AND LOSS ACCOUNT
QUARTER ENDED SIX MONTHS ENDED
JUNE 29, June 30, JUNE 29, June 30,
2003 2002 2003 2002
UNAUDITED Unaudited UNAUDITED Unaudited
(POUND)'000 (pound)'000 (POUND)'000 (pound)'000
LOSS FOR THE FINANCIAL PERIOD UNDER UK GAAP (18,118) (16,221) (43,105) (33,181)
US GAAP Adjustments:
In-process research and development -- -- -- (4,197)
Additional amortisation of intangible assets (724) -- (1,448) --
Decrease amortisation of goodwill 884 -- 1,768 --
Decrease depreciation of tangible assets 263 -- 525 --
------- ------- ------- -------
NET LOSS AS ADJUSTED TO ACCORD WITH US GAAP (17,695) (16,221) (42,260) (37,378)
------- ------- ------- -------
12
UK/US GAAP RECONCILIATION - BALANCE SHEET
JUNE 29, Dec 31,
2003 2002
UNAUDITED (1)
(POUND)'000 (pound)'000
Equity shareholders' funds under UK GAAP 137,421 180,438
US GAAP Adjustments:
Goodwill
Cost (35,352) (35,352)
Amortisation 2,210 442
-------- --------
Net (33,142) (34,910)
Intangible assets
Cost 19,460 19,460
Amortisation (2,849) (680)
-------- --------
Net 16,611 18,780
Tangible assets
Cost (60,391) (60,598)
Depreciation 51,666 50,626
-------- --------
Net (8,725) (9,972)
Provision for liabilities and charges
National Insurance on Stock Options 79 79
-------- --------
Equity shareholders' funds under US GAAP 112,244 154,415
-------- --------
(1) Derived from audited financial statements for the year ended
December 31, 2002.
13
BOOKHAM TECHNOLOGY PLC
CONSOLIDATED STATEMENT OF OPERATIONS - US GAAP
SECOND QUARTER ENDED JUNE 29, 2003
JUNE 29, June 30, 2002 JUNE 29,
2003 Unaudited 2003
UNAUDITED (pound)'000 UNAUDITED
(POUND)'000 $'000
NET REVENUES 21,040 7,116 34,926
Cost of net revenues 25,228 10,795 41,878
------------------ ---------------- -------------------
GROSS LOSS (4,188) (3,679) (6,952)
Operating expenses
Research and development (8,248) (8,975) (13,692)
Selling, general and administrative (6,793) (3,989) (11,276)
Impairment loss (782) (1,049) (1,298)
Closure costs 307 -- 510
Stock-based compensation -- (59) --
------------------ ---------------- -------------------
Total operating expenses (15,516) (14,072) (25,756)
------------------ ---------------- -------------------
OPERATING LOSS (19,704) (17,751) (32,708)
Other income (expense) 2,009 1,530 3,335
------------------ ---------------- -------------------
LOSS BEFORE INCOME TAXES (17,695) (16,221) (29,373)
Provision for income taxes -- -- --
------------------ ---------------- -------------------
NET LOSS (17,695) (16,221) (29,373)
------------------ ---------------- -------------------
Net loss per ordinary share and ADS (basic
and diluted) (POUND)(0.09) (pound)(0.11) $(0.14)
Weighted average ordinary shares and ADSs
outstanding ('000) 204,952 143,474 204,952
14
BOOKHAM TECHNOLOGY PLC
CONSOLIDATED STATEMENT OF OPERATIONS - US GAAP
SIX MONTHS ENDED JUNE 29, 2003
JUNE 29, June 30, 2002 JUNE 29,
2003 Unaudited 2003
UNAUDITED (pound)'000 UNAUDITED
(POUND)'000 $'000
NET REVENUES 42,088 12,702 69,866
Cost of net revenues 53,054 21,533 88,070
------------------ ----------------- ------------------
GROSS LOSS (10,966) (8,831) (18,204)
Operating expenses
Research and development (17,375) (18,077) (28,843)
Selling, general and Administrative (14,982) (8,105) (24,870)
Impairment loss (782) (1,049) (1,298)
IPR&D -- (4,197) --
Closure costs 134 -- 222
Stock-based compensation -- (117) --
------------------ ----------------- ------------------
Total costs and expenses (33,005) (31,545) (54,789)
------------------ ----------------- ------------------
OPERATING LOSS (43,971) (40,376) (72,993)
Other income (expense) 1,711 2,998 2,840
------------------ ----------------- ------------------
LOSS BEFORE INCOME TAXES (42,260) (37,378) (70,153)
Provision for income taxes -- -- --
------------------ ----------------- ------------------
NET LOSS (42,260) (37,378) (70,153)
------------------ ----------------- ------------------
Net loss per ordinary share and ADS (basic
and diluted) (POUND)(0.21) (pound)(0.26) $(0.34)
Weighted average ordinary shares and ADSs
outstanding ('000) 204,951 141,098 204,951
15
BOOKHAM TECHNOLOGY PLC
CONSOLIDATED BALANCE SHEET - US GAAP
JUNE 29, December 31, JUNE 30, JUNE 29,
2003 2002 2002 2003
UNAUDITED Audited UNAUDITED UNAUDITED
(POUND)'000 (pound)'000 (POUND)'000 $'000
ASSETS
Current Assets:
Cash and cash equivalents 70,811 105,418 148,891 117,546
Accounts receivable 14,792 17,781 8,933 24,555
Inventories
Raw materials 71,566 83,194 12,403 118,769
Work in progress 41,992 30,690 1,590 69,707
Finished goods 27,942 45,031 1,447 46,384
Provision for excess and obsolete items (124,923) (135,236) (10,483) (207,372)
-------- -------- ------- --------
16,559 23,679 4,958 27,488
Prepaid expenses and other current assets 5,115 3,624 1,871 8,491
-------- -------- ------- --------
Total current assets 107,277 150,502 164,653 178,080
Intangible assets 23,422 26,423 6,825 38,881
Property and equipment 46,650 41,470 38,744 77,439
-------- -------- ------- --------
177,349 218,395 210,222 294,400
-------- -------- ------- --------
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable and other accrued expenses 31,360 29,302 16,526 52,058
-------- -------- ------- --------
Total current liabilities 31,360 29,302 16,526 52,058
Long-term obligations 33,745 34,678 -- 56,017
Shareholders' equity 112,244 154,415 193,696 186,325
-------- -------- ------- --------
177,349 218,395 210,222 294,400
-------- -------- ------- --------
16
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
BOOKHAM TECHNOLOGY PLC
Date: October 22, 2003 By: /s/ Giorgio Anania
-------------------------------
Name: Giorgio Anania
Title: Chief Executive Officer
and President