KLATencor Corp. Reports Operating Results (10-K)

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Aug 06, 2010
KLATencor Corp. (KLAC, Financial) filed Annual Report for the period ended 2010-06-30.

Klatencor Corp. has a market cap of $5.53 billion; its shares were traded at around $32.52 with a P/E ratio of 21.1 and P/S ratio of 3.6. The dividend yield of Klatencor Corp. stocks is 1.9%.KLAC is in the portfolios of Diamond Hill Capital of Diamond Hill Capital Management Inc, Manning & Napier Advisors, Inc, PRIMECAP Management, Bruce Kovner of Caxton Associates, Kenneth Fisher of Fisher Asset Management, LLC, Steven Cohen of SAC Capital Advisors, George Soros of Soros Fund Management LLC, Jeremy Grantham of GMO LLC.

Highlight of Business Operations:

Several government agencies previously conducted investigations beginning in May 2006 concerning the Companys past stock options grants and related accounting matters, including investigations by the SEC and United States Attorneys Office (USAO), an examination of our 401(k) Savings Plan (Plan) by the U.S. Department of Labor (DOL), and an audit covering calendar year 2006 by the Internal Revenue Service (IRS). As previously reported, the SEC investigation was resolved with respect to the Company by a non-monetary settlement in July 2007, the USAO advised us that it had closed its investigation and determined not to take any action against the Company in July 2008, the IRS concluded its audit with a payment by the Company of $0.1 million in July 2008, and the DOL closed its examination on the basis of the Plans election to participate in our previously announced shareholder class action settlement, at no additional cost to the Company, and our separate settlement with the Plans independent fiduciary under which we paid the Plan $25,000 and denied all liability. These matters are now closed.

As set forth more fully in the Stipulation, under the Settlement, among other things, (i) we received cash payments totaling $24 million from insurers; (ii) we received additional cash payments of approximately $9.2 million from certain of the settling defendants; (iii) certain of the settling defendants relinquished compensation and other benefits of approximately $9.4 million; (iv) we paid attorneys fees to plaintiffs counsel in the amount of $8 million in cash, in addition to $8 million in shares of our common stock; (v) the Federal Derivative Action was dismissed with prejudice; (vi) the Company, settling defendants, related parties, and plaintiffs and their counsel have been released from claims related to the Federal Derivative Action and the matters that were or could have been alleged therein, and further litigation on such claims is barred; and (vii) we committed to maintain certain corporate governance enhancements, including certain previously implemented policies, procedures and guidelines relating to our board of directors composition, stock option granting practices and procedures, and internal controls and procedures. This summary of the terms of the Stipulation is qualified entirely by reference to the copy of the Stipulation filed as Exhibit 99.1 to the Current Report on Form 8-K filed by the Company with the SEC on March 26, 2010, the content of which is incorporated by reference herein. Under the Addendum to the Stipulation, the California Action and Delaware Action were also dismissed with

As described under Item 3 of Part I, Legal Proceedings, on March 15, 2010 we entered into a Stipulation of Settlement with respect to the derivative lawsuits related to the Companys historical stock option practices. In connection with such settlement, which was approved by the U.S. District Court for the Northern District of California on May 26, 2010, we became obligated as of June 28, 2010 (the effective date of the settlement, per the terms of the Stipulation) to, among other things, issue $8 million in shares of our common stock to plaintiffs counsel within ten business days following such effective date. On July 12, 2010, without using an underwriter, we issued 263,106 shares of our common stock to plaintiffs counsel in connection with such settlement, with the number of shares determined by dividing $8 million by the average daily closing price of our common stock for the ten trading days immediately preceeding June 28, 2010. Because the U.S. District Court approved the terms of the settlement, which included the issuance of these securities, the securities were issued pursuant to the exemption from registration provided by Section 3(a)(10) of the Securities Act of 1933, as amended. As of June 30, 2010, we accrued approximately $7.3 million to account for the issuance of 263,106 shares based on the closing share price of our common stock as of June 30, 2010.

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