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Brooks Automation Reports Fiscal 2002 Second Quarter Results

CHELMSFORD, Mass., April 24 -- Brooks Automation, Inc. (Nasdaq: BRKS - news), a leading provider of automation hardware, software and services for the semiconductor manufacturing and related industries, announced the results for its second quarter of fiscal year 2002 ended March 31, 2002.

Revenues for the second quarter of fiscal 2002 totaled $58.3 million, down sequentially by 5% from the preceding quarter's revenues of $61.5 million. Before amortization of acquired intangible assets, acquisition-related and restructuring charges and other charges ("BAAI"), the net loss for the quarter was $8.7 million, or $0.43 per share, compared to net income BAAI of $7.3 million, or $0.39 per diluted share, in the same prior year quarter. Bookings for the quarter were $55.3 million, essentially flat from the preceding quarter's bookings of $55.6 million. The book-to-bill ratio for the quarter was 0.95, up sequentially from the preceding quarter book-to-bill ratio of 0.90.

"We believe this March quarter to be the bottom in revenues for Brooks Automation in this down cycle," said Robert J. Therrien, President and Chief Executive Officer. "We are encouraged by signs of increasing capital expenditures by the semiconductor industry. This translated into a SEMI book- to-bill ratio of 1.04 in March, and in general low double digit sequential order growth for equipment OEMs in the March quarter. Importantly, these order trends portend a strengthening in our business outlook that should result in a strong recovery in the second half of our fiscal year, starting with our June quarter. We are pleased with our continued good standing as a major supplier to the top OEM companies, which is a result of the favorable industry trend towards more outsourcing. While our end user business, particularly revenues from factory software and services, protected us in the downturn, the OEM business appears to be ready to lead us out of the downturn as the industry recovers. We are already seeing a positive order trend in April that confirms the increase in orders and shipments that is being reported by our OEM customers, since our OEM business is a turns business that we typically see in the same quarter that we ship the product. The 300mm market continues to be an important driving force for our business -- we are now tracking 17 fabs in 2002 that will place equipment orders, up from the 12 that we reported last quarter. With 33.6% of revenues and 33.1% of bookings in the quarter coming from 300mm business, we expect these 300mm opportunities to improve as chip manufacturers make commitments to the larger wafer size, new technologies and increased manufacturing capacity, driving a general expansion in the semiconductor industry. Excluding the contributions from the acquisition of PRI Automation, which we expect to finalize May 14 following our annual shareholders' meeting, Brooks on a stand-alone basis should see a strong increase in both bookings and revenues of 20% or more over the just concluded March quarter."

    Q2 Fiscal 2002 Brooks Highlights:
    -- Improved to #1 ranking in manufacturing automation and control, and to
      the #11 overall capital equipment supplier to the semiconductor
      industry in Dataquest's new market survey just released for calendar
      year 2001.
    -- Completed acquisition of Intelligent Automation Systems, Inc.
    -- Signed multi-year OEM agreement with Teradyne for Brooks' e-Diagnostics
      product
    -- Signed multi-year OEM agreement with Unaxis for Brooks' integrated
      cluster tool platforms
    -- Shipped the first 5-axis atmospheric robot
    -- Shipped the first robot arm upgrade to a major OEM
    -- Shipped a new FX2000 designed for handling reticles
    -- Shipped a new 300mm wafer sorter with integrated Hologenic inspection
    -- Obtained five (5) more new design-in wins from OEM customers
    -- Released software upgrades designed to better support 300mm
      manufacturing, including new versions of the FACTORYworks manufacturing
      execution system, Xsite maintenance management system, FABready Suite
      300works and APF for real time dispatching and reporting
    -- Opened Brooks University, a world class customer training center in
      Chelmsford, MA.
    -- Hired key executives to head up integration and quality


Brooks Automation has been invited to perform the ceremonial opening of the Nasdaq stock exchange on May 16, 2002 in New York, New York. Brooks is also planning to host an Analyst Day on June 6, 2002, in Boston, Massachusetts. Interested attendees are encouraged to visit the Investor Relations section of the Brooks web site for more information. This event will be available via recorded Webcast replay within 12 hours of its completion on the Investor Relations section of the web site.

    Notice of Conference Call:
     Date:          Thursday, April 25, 2002
     Time:          9:00 a.m. EST, 8:00 a.m. CST, 7:00 a.m. MST, 6:00 a.m. PST
     Live Webcast:  http://investor.brooks.com
     Dial In #:     719/457-2619
     Passcode:      472213
     Replay:        719/457-0820
     Passcode:      472213


This event will also be available in the Audio Archive section of the Investor Relations section of the company web site, www.brooks.com.

About Brooks Automation, Inc.

Brooks Automation, Inc. is the world's largest provider of automation products and services to the global semiconductor industry. The company provides a broad and deep product line that includes vacuum and atmospheric modules, vacuum cluster tool platforms, integrated equipment front-ends for factory/tool interfacing, ultra-clean mini-environments for isolating processing equipment and wafers, tool automation software and controls, manufacturing execution system (MES) software, planning and logistics software, equipment engineering systems and system integration services for semiconductor factory automation. The Company has ISO 9001 certification, is headquartered in Chelmsford, MA and has direct operations in the United States, Canada, Europe, Japan, Korea, Malaysia, Singapore, Taiwan, and China. Brooks' web site is www.brooks.com.

"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995:

The foregoing discussion contains forward-looking statements related to the acquisition of PRI and to future financial results and industry trends. Brooks Automation cannot guarantee that the merger with PRI will be completed due to the risks and uncertainties relating to the companies' ability to secure shareholder approval and to satisfy the other conditions to the closing of the merger, nor can it assure that the combined company will realize any of the anticipated benefits and synergies of the merger. The forward looking statements involve known and unknown risks and uncertainties including, without limitations, the uncertainty concerning the length and severity of the general economic downturn, and the downturn in the semiconductor industry specifically; the risk that the signs of increased capital spending and bookings observed will not continue, result in a general expansion of the semi-conductor industry or result in increased revenues to the Company; the Company's dependence on the cyclical semiconductor industry; the impact of external events on the duration of the industry down cycle; the Company's ability to quickly and effectively align its cost structure with anticipated revenue; the Company's dependence on relatively few customers for a significant portion of its revenues; the Company's reliance on sales to OEM customers and the lengthy sales cycles of those customers; the ability of the Company to continue to successfully develop and market new products and product enhancements on a timely basis; the ability to integrate recent acquisitions into the Company; the highly competitive nature and rapid technological change that characterize the industries in which the Company competes; and other risks and uncertainties described in the Company's reports and registration statements filed with the Securities and Exchange Commission. As a result, there can be no assurance that the Company's future results will not be materially different than those projected. The Company also operates in an industry sector where securities' values are highly volatile and may be influenced by economic and other factors beyond the Company's control. The forward-looking statements contained herein speak only of the Company's expectations as of the date of this press release. The Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any such statement to reflect any change in the Company's expectations or any change in events, conditions or circumstances on which any such statement is based.

    Contact:   Mark Chung
               Director of Investor Relations
               Brooks Automation, Inc.
               Telephone:  (978) 262-2459
               Fax:  (978) 262-7606
               mark.chung@brooks.com



                                            BROOKS AUTOMATION, INC.
                                     CONDENSED CONSOLIDATED BALANCE SHEETS
                                                (in thousands)




                                                     March 31,   September 30,
                                                          2002            2001
                                                     (unaudited)


     ASSETS
         Cash, cash equivalents and marketable
          securities                                   $166,055       $203,832
         Accounts receivable, net                        80,605         93,565
         Inventories                                     51,705         49,295
         Other current assets                            39,098         36,444


              Total current assets                      337,463        383,136


         Property, plant and equipment
           Buildings and land                            32,381         31,910
           Computer equipment and software               39,683         38,497
           Machinery and equipment                       19,739         17,349
           Furniture and fixtures                        11,727         11,240
           Leasehold improvements                        11,277         10,069
           Construction in progress                      19,449         11,026
                                                        134,256        120,091
           Less:  Accumulated depreciation              (61,458)      (53,632)
             Net property, plant and equipment           72,798         66,459
         Long-term marketable securities                117,412        125,887
         Intangible assets, net                         154,068        100,916
         Other assets                                    38,128         33,306


                   Total assets                        $719,869       $709,704



         LIABILITIES, MINORITY INTERESTS AND
          STOCKHOLDERS' EQUITY
         Current liabilities                            $96,959       $100,973
         Convertible subordinated notes                 175,000        175,000
         Other long-term liabilities                      8,686          8,800


                   Total liabilities                    280,645        284,773


         Minority interests                                 642            762


         Stockholders' equity                           438,582        424,169


                     Total liabilities,
                      minority interests and
                      stockholders' equity             $719,869       $709,704




         Cash, cash equivalents, short-term and
          long-term marketable securities
                 March 31, 2002                        $283,467
                 December 31, 2001                     $302,638
                 September 30, 2001                    $329,719
                 June 30, 2001                         $333,706
                 March 31, 2001                        $148,417



                                  BROOKS AUTOMATION, INC.
                      CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                           (in thousands, except per share data)
                                        (unaudited)


                                       Three Months Ended   Six Months Ended
                                            March 31,           March 31,
                                          2002    2001 (1)   2002    2001 (1)


         Revenues                       $58,316  $111,987  $119,771  $223,378
         Cost of revenues                38,273    63,121    75,614   123,893


         Gross profit                    20,043    48,866    44,157    99,485


         Operating expenses:
           Research and development      15,441    15,431    29,575    29,010
           Selling, general and
            administrative               19,079    23,999    37,984    47,769
           Acquisition-related and
            restructuring charges             9     1,018       109     1,018
                                         34,529    40,448    67,668    77,797


         Income (loss) from operations
          before amortization of
           acquired intangible assets   (14,486)    8,418   (23,511)   21,688


         Amortization of acquired
          intangible assets               2,556     6,942     6,189    12,635


         Income (loss) from operations  (17,042)    1,476   (29,700)    9,053


         Interest (income) expense, net      64    (2,099)     (182)   (5,849)
         Other (income) expense, net        (92)     (227)     (645)      614


         Income (loss) before income
          taxes and minority interests  (17,014)    3,802   (28,873)   14,288


         Income tax provision (benefit)  (5,249)    6,489    (9,317)   11,517


         Income (loss) before minority
          interests                     (11,765)   (2,687)  (19,556)    2,771


         Minority interests in loss of
          consolidated subsidiary           (63)      (95)     (120)     (152)


         Net income (loss)              (11,702)   (2,592)  (19,436)    2,923
         Accretion and dividends on
          preferred stock                     -       (30)        -       (60)


         Net income (loss)
          attributable to
          common stockholders          $(11,702)  $(2,622) $(19,436)   $2,863


         Earnings (loss) per share
          attributable to common
          stockholders:
               Basic                     $(0.58)   $(0.15)   $(0.97)    $0.16
               Diluted                   $(0.58)   $(0.15)   $(0.97)    $0.15


         Shares used in computing earnings
          (loss) per share attributable
           to common stockholders:
               Basic                     20,116    17,705    20,001    17,649
               Diluted                   20,116    17,705    20,001    18,635




         Net income (loss) attributable to
          common stockholders
          before amortization of acquired
          intangible assets,
          acquisition-related and
          restructuring charges and
          other charges, net of taxes   $(8,747)   $7,318  $(14,032)  $17,642



         Net income (loss) attributable to
          common stockholders
          before amortization of acquired
          intangible assets,
          acquisition-related and
          restructuring charges and other
          charges, net of taxes,
          assuming dilution             $(8,747)   $7,318  $(14,032)  $17,642


         Earnings (loss) per share
          attributable to common
          stockholders before amortization
          of acquired intangible
          assets, acquisition-related and
          restructuring charges
          and other charges, net of taxes
               Basic                     $(0.43)    $0.41    $(0.70)    $1.00
               Diluted                   $(0.43)    $0.39    $(0.70)    $0.95


         Shares used in computing earnings
          (loss) per share
          attributable to common
          stockholders before
          amortization
          of acquired intangible assets,
          acquisition-related and
          restructuring charges and other
          charges, net of taxes
               Basic                     20,116    17,705    20,001    17,649
               Diluted                   20,116    18,878    20,001    18,635




     (1)  Amounts have been restated to reflect the acquisition of Progressive
     Technologies, Inc. in a pooling of interests transaction effective July
     12, 2001.



                                  BROOKS AUTOMATION, INC.
                                    CALCULATION OF BAAI
                         FOR THE THREE MONTHS ENDED  MARCH 31, 2002
                           (in thousands, except per share data)
                                        (unaudited)


                                                    Amortization
                                                    of acquired
                                                    intangible
                                                      assets,
                                                     acquisition-
                                                     related and
                                                     restructuring
                                                      charges and
                                                        other
                                          U.S. GAAP    charges          BAAI


         Revenues                          $58,316       $-           $58,316
         Cost of revenues                   38,273        -            38,273


         Gross profit                       20,043        -            20,043


         Operating expenses:
           Research and development         15,441      271 (A)        15,170
           Selling, general and
            administrative                  19,079       18 (B)        19,061
           Acquisition-related and
            restructuring charges                9        9                 -
                                            34,529      298            34,231


         Income (loss) from operations
          before amortization of
           acquired intangible assets      (14,486)    (298)          (14,188)


         Amortization of acquired
          intangible assets                  2,556    2,556                 -


         Income (loss) from operations     (17,042)  (2,854)          (14,188)


         Interest (income) expense, net         64        -                64
         Other (income) expense, net           (92)       -               (92)


         Income (loss) before income
          taxes and
          minority interests               (17,014)  (2,854)          (14,160)


         Income tax provision (benefit)     (5,249)     101            (5,350)


         Income (loss) before minority
          interests                        (11,765)  (2,955)           (8,810)


         Minority interests in loss of
          consolidated subsidiary              (63)       -               (63)


         Net income (loss)                 (11,702)  (2,955)           (8,747)
         Accretion and dividends on
          preferred stock                        -        -                 -


         Net income (loss) attributable
          to common stockholders          $(11,702) $(2,955)          $(8,747)



         Earnings (loss) per share
          attributable to common stockholders:
               Basic                        $(0.58)                    $(0.43)
               Diluted                      $(0.58)                    $(0.43)


         Shares used in computing earnings
          (loss) per share attributable
           to common stockholders:
               Basic                        20,116                     20,116
               Diluted                      20,116                     20,116



         (A) Deferred compensation expense - KLA
         (B) Deferred compensation expense - IAS