Document


 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
July 30, 2018
AMKOR TECHNOLOGY, INC.
(Exact name of registrant as specified in its charter)
 
 
 
 
 
DELAWARE
 
000-29472
 
23-1722724
 
 
 
 
 
(State or Other Jurisdiction of Incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)

2045 EAST INNOVATION CIRCLE
TEMPE, AZ 85284
(Address of principal executive offices, including zip code)

(480) 821-5000
(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  o





Item 2.02. Results of Operations and Financial Condition.

Attached hereto as Exhibit 99.1 and incorporated by reference herein is financial information for Amkor Technology, Inc. for the three and six months ended June 30, 2018, and forward-looking statements relating to the third quarter and full year 2018 as presented in a press release dated July 30, 2018. The information in this Form 8-K and the exhibit attached hereto is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.
Exhibit
 
Description
 






SIGNATURES

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 hereunto duly authorized.
 
AMKOR TECHNOLOGY, INC.

 
 
By:
/s/ Megan Faust
 
 
 
Megan Faust
 
 
 
Corporate Vice President and Chief Financial Officer
 
 
Date: July 30, 2018


Exhibit




https://cdn.kscope.io/3ee016910833cf7d86bace75bb6dea31-amkorlogo_01a02a36.jpg
News Release



Amkor Technology Reports Financial Results for the Second Quarter 2018


Second Quarter Highlights
Record second quarter net sales $1,066 million, up 4% sequentially
Net Income $33 million, earnings per diluted share $0.14
EBITDA $208 million, up 19% sequentially
Advanced SiP $226 million, up 14% sequentially


TEMPE, Ariz. - July 30, 2018 - Amkor Technology, Inc. (NASDAQ: AMKR), a leading provider of semiconductor packaging and test services, today announced financial results for the second quarter ended June 30, 2018.

"Second quarter results exceeded expectations, with sequential growth in net sales, operating margin and earnings per share," said Steve Kelley, Amkor's CEO. "Demand was higher across all of our end markets. Communications was especially strong."

Results
 
Q2 2018
 
Q1 2018
 
Q2 2017
 
 
($ in millions, except per share data)
Net sales
 
$1,066
 
$1,025
 
$1,008
Gross margin
 
15.9%
 
15.4%
 
17.5%
Net income attributable to Amkor1
 
$33
 
$10
 
$119
Earnings per diluted share1
 
$0.14
 
$0.04
 
$0.50
EBITDA1,2
 
$208
 
$175
 
$321

1) Q2 2017 net income included the sale of our K1 factory in Korea. The sale price was $142 million, and we recognized an after-tax gain of $82 million ($0.34 per diluted share).
2) EBITDA is a non-GAAP measure. The reconciliation to the comparable GAAP measure is included below under "Selected Operating Data."

"Net sales growth drove sequentially higher profits and EBITDA," said Megan Faust, Amkor’s CFO. "In addition, we are in the process of refinancing the remaining $200 million 6.625% Senior Notes due 2021 with proceeds from a recently completed foreign bank loan. This refinancing is expected to generate net annualized interest savings of approximately $11 million."










Business Outlook

"We expect third quarter 2018 net sales to be about $1.14 billion, up 7% sequentially, primarily due to seasonal strength in the communications market," said Kelley.

Third quarter 2018 outlook (unless otherwise noted):

Net sales of $1.10 billion to $1.18 billion
Gross margin of 15% to 17%
Net income of $28 million to $55 million, or $0.12 to $0.23 per diluted share
Full year capital expenditures of approximately $600 million






Conference Call Information

Amkor will conduct a conference call on Monday, July 30, 2018, at 5:00 p.m. Eastern Time. This call may include material information not included in this press release. This call is being webcast and can be accessed at Amkor's website: www.amkor.com. You may also access the call by dialing 1-877-645-6380 or 1-404-991-3911. A replay of the call will be made available at Amkor's website or by dialing 1-855-859-2056 or 1-404-537-3406 (conference ID 5995127). The webcast is also being distributed over NASDAQ OMX's investor distribution network to both institutional and individual investors. Institutional investors can access the call via NASDAQ OMX's password-protected event management site, Street Events (www.streetevents.com).

About Amkor Technology, Inc.

Amkor Technology, Inc. is one of the world’s largest providers of outsourced semiconductor packaging and test services. Founded in 1968, Amkor pioneered the outsourcing of IC packaging and test, and is now a strategic manufacturing partner for more than 250 of the world’s leading semiconductor companies, foundries and electronics OEMs. Amkor’s operational base includes production facilities, product development centers, and sales and support offices located in key electronics manufacturing regions in Asia, Europe and the USA. For more information, visit www.amkor.com.







Contact:

Chris Chaney
Vice President, Investor Relations
480-786-7594
chris.chaney@amkor.com







AMKOR TECHNOLOGY, INC.
Selected Operating Data

 
Q2 2018
 
Q1 2018
 
Q2 2017
Net Sales Data:
 
 
 
 
 
Net sales (in millions):
 
 
 
 
 
Advanced products*
$
496

 
$
476

 
$
445

Mainstream products**
570

 
549

 
563

Total net sales
$
1,066

 
$
1,025

 
$
1,008

 


 


 


Packaging services
83
%
 
81
%
 
81
%
Test services
17
%
 
19
%
 
19
%
 
 
 
 
 
 
Net sales from top ten customers
65
%
 
69
%
 
67
%
 
 
 
 
 
 
End Market Data:
 
 
 
 
 
Communications (smartphones, tablets, handheld devices)
42
%
 
42
%
 
40
%
Automotive, industrial and other (driver assist, infotainment, safety, performance)
26
%
 
26
%
 
27
%
Computing (datacenter, infrastructure, PC/laptop, storage)
19
%
 
19
%
 
19
%
Consumer (set-top boxes, televisions, connected home, personal electronics, visual imaging)
13
%
 
13
%
 
14
%
Total
100
%
 
100
%
 
100
%
 
 
 
 
 
 
Gross Margin Data:
 
 
 
 
 
Net sales
100.0
%
 
100.0
%
 
100.0
%
Cost of sales:
 
 
 
 
 
Materials
38.9
%
 
36.9
%
 
35.3
%
Labor
16.0
%
 
17.5
%
 
16.4
%
Other manufacturing
29.2
%
 
30.2
%
 
30.8
%
Gross margin
15.9
%
 
15.4
%
 
17.5
%


* Advanced products include flip chip and wafer-level processing and related test services
** Mainstream products include wirebond packaging and related test services





AMKOR TECHNOLOGY, INC.
Selected Operating Data

In the press release above we provide EBITDA, which is not defined by U.S. GAAP. We define EBITDA as net income before interest expense, income tax expense and depreciation and amortization. We believe EBITDA to be relevant and useful information to our investors because it provides additional information in assessing our financial operating results. Our management uses EBITDA in evaluating our operating performance, our ability to service debt and our ability to fund capital expenditures. However, EBITDA has certain limitations in that it does not reflect the impact of certain expenses on our consolidated statements of income, including interest expense, which is a necessary element of our costs because we have borrowed money in order to finance our operations, income tax expense, which is a necessary element of our costs because taxes are imposed by law, and depreciation and amortization, which is a necessary element of our costs because we use capital assets to generate income. EBITDA should be considered in addition to, and not as a substitute for, or superior to, operating income, net income or other measures of financial performance prepared in accordance with U.S. GAAP. Furthermore our definition of EBITDA may not be comparable to similarly titled measures reported by other companies. Below is our reconciliation of EBITDA to U.S. GAAP net income.
Non-GAAP Financial Measure Reconciliation:
 
 
 
 
 
 
Q2 2018
 
Q1 2018
 
Q2 2017
 
(in millions)
EBITDA Data:
 
 
 
 
 
Net income
$
33

 
$
10

 
$
120

Plus: Interest expense
21

 
20

 
22

Plus: Income tax expense
11

 
2

 
34

Plus: Depreciation & amortization
143

 
143

 
145

EBITDA*
$
208

 
$
175

 
$
321



* Q2 2017 EBITDA included a pretax gain of $108 million related to the sale of our K1 factory in Korea.






AMKOR TECHNOLOGY, INC.
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)

 
For the Three Months Ended June 30,
 
For the Six Months Ended June 30,
 
2018
 
2017*
 
2018
 
2017*
 
(In thousands, except per share data)
Net sales
$
1,065,684

 
$
1,008,385

 
$
2,091,003

 
$
1,907,669

Cost of sales
895,967

 
831,769

 
1,763,515

 
1,594,819

Gross profit
169,717

 
176,616

 
327,488

 
312,850

Selling, general and administrative
74,700

 
67,785

 
155,423

 
144,067

Research and development
41,076

 
44,281

 
82,005

 
85,849

Gain on sale of real estate

 
(108,109
)
 

 
(108,109
)
Total operating expenses
115,776

 
3,957

 
237,428

 
121,807

Operating income
53,941

 
172,659

 
90,060

 
191,043

Interest expense
21,127

 
22,158

 
41,138

 
43,412

Interest expense, related party

 
293

 

 
1,535

Other (income) expense, net
(11,001
)
 
(3,288
)
 
(7,569
)
 
7,893

Total other expense, net
10,126

 
19,163

 
33,569

 
52,840

Income before taxes
43,815

 
153,496

 
56,491

 
138,203

Income tax expense
10,631

 
33,466

 
13,112

 
32,141

Net income
33,184

 
120,030

 
43,379

 
106,062

Net income attributable to non-controlling interests
(593
)
 
(1,017
)
 
(1,244
)
 
(1,835
)
Net income attributable to Amkor
$
32,591

 
$
119,013

 
$
42,135

 
$
104,227

 
 
 
 
 
 
 
 
Net income attributable to Amkor per common share:
 
 
 
 
 
 
 
Basic
$
0.14

 
$
0.50

 
$
0.18

 
$
0.44

Diluted
$
0.14

 
$
0.50

 
$
0.18

 
$
0.44

 
 
 
 
 
 
 
 
Shares used in computing per common share amounts:
 
 
 
 
 
 
 
Basic
239,351

 
238,863

 
239,283

 
238,774

Diluted
239,804

 
239,679

 
239,805

 
239,601


* Effective January 1, 2018, we adopted Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers (Topic 606), utilizing the full retrospective transition method. The prior periods presented here have been revised to reflect this change.






AMKOR TECHNOLOGY, INC.
CONSOLIDATED BALANCE SHEETS
(Unaudited)


 
June 30,
2018
 
December 31,
2017
 
(In thousands)
ASSETS
Current assets:
 
 
 
Cash and cash equivalents
$
380,262

 
$
596,364

Restricted cash
2,000

 
2,000

Accounts receivable, net of allowances
795,750

 
798,264

Inventories
243,019

 
213,649

Other current assets
37,148

 
33,727

Total current assets
1,458,179

 
1,644,004

Property, plant and equipment, net
2,754,960

 
2,695,065

Goodwill
25,472

 
25,036

Restricted cash
3,503

 
4,487

Other assets
139,567

 
139,796

Total assets
$
4,381,681

 
$
4,508,388

LIABILITIES AND EQUITY
Current liabilities:
 
 
 
Short-term borrowings and current portion of long-term debt
$
115,057

 
$
123,848

Trade accounts payable
553,475

 
569,085

Capital expenditures payable
238,772

 
294,258

Accrued expenses
254,348

 
330,868

Total current liabilities
1,161,652

 
1,318,059

Long-term debt
1,214,535

 
1,240,581

Pension and severance obligations
184,072

 
182,216

Other non-current liabilities
51,264

 
47,823

Total liabilities
2,611,523

 
2,788,679

 
 
 
 
Stockholders’ equity:
 
 
 
Preferred stock

 

Common stock
285

 
285

Additional paid-in capital
1,906,936

 
1,903,357

Retained earnings (accumulated deficit)
28,232

 
(13,903
)
Accumulated other comprehensive income (loss)
26,385

 
22,519

Treasury stock
(216,087
)
 
(215,982
)
Total Amkor stockholders’ equity
1,745,751

 
1,696,276

Non-controlling interests in subsidiaries
24,407

 
23,433

Total equity
1,770,158

 
1,719,709

Total liabilities and equity
$
4,381,681

 
$
4,508,388





AMKOR TECHNOLOGY, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)

 
For the Six Months Ended June 30,
 
2018
 
2017
 
(In thousands)
Cash flows from operating activities:
 
 
 
Net income
$
43,379

 
$
106,062

Depreciation and amortization
285,515

 
287,068

Gain on sale of real estate

 
(108,109
)
Other operating activities and non-cash items
(3,239
)
 
(4,659
)
Changes in assets and liabilities
(119,276
)
 
(80,403
)
Net cash provided by operating activities
206,379

 
199,959

Cash flows from investing activities:
 
 
 
Payments for property, plant and equipment
(389,568
)
 
(271,651
)
Proceeds from sale of property, plant and equipment
603

 
130,962

Acquisition of business, net of cash acquired

 
(43,771
)
Other investing activities
2,647

 
(2,117
)
Net cash used in investing activities
(386,318
)
 
(186,577
)
Cash flows from financing activities:
 
 
 
Proceeds from revolving credit facilities

 
75,000

Proceeds from short-term debt
7,264

 
41,228

Payments of short-term debt
(31,546
)
 
(32,110
)
Proceeds from issuance of long-term debt
64,000

 
215,086

Payments of long-term debt
(77,015
)
 
(207,653
)
Payment of deferred consideration for purchase of facility

 
(3,890
)
Payments of capital lease obligations
(1,689
)
 
(2,665
)
Other financing activities
492

 
561

Net cash provided by (used in) financing activities
(38,494
)
 
85,557

Effect of exchange rate fluctuations on cash, cash equivalents and restricted cash
1,347

 
9,418

Net increase (decrease) in cash, cash equivalents and restricted cash
(217,086
)
 
108,357

Cash, cash equivalents and restricted cash, beginning of period
602,851

 
555,495

Cash, cash equivalents and restricted cash, end of period
$
385,765

 
$
663,852

 





Forward-Looking Statement Disclaimer

This press release contains forward-looking statements within the meaning of federal securities laws. All statements other than statements of historical fact are considered forward-looking statements including, without limitation, statements regarding the refinancing of our Senior Notes due 2021 and associated interest savings, and all of the statements made under "Business Outlook" above. These forward-looking statements involve a number of risks, uncertainties, assumptions and other factors that could affect future results and cause actual results and events to differ materially from historical and expected results and those expressed or implied in the forward-looking statements, including, but not limited to, the following:
the highly unpredictable nature, cyclicality, and rate of growth of the semiconductor industry;
timing and volume of orders relative to production capacity and the inability to achieve high capacity utilization rates, control costs and improve profitability;
laws, rules, regulations and policies imposed by the U.S. or foreign governments in areas such as tariffs, customs, duties and other restrictive trade barriers, national security, data privacy and cybersecurity, antitrust and competition, tax, currency and banking, privacy, labor, environmental, health and safety, and in particular the recent increase in protectionist measures considered or adopted by the U.S. and foreign governments;
laws, rules, regulations and policies within China and other countries that may favor domestic companies over non-domestic companies, including customer or government supported efforts to promote the development and growth of local competitors;
volatility of consumer demand, double booking by customers and deterioration in forecasts from our customers for products incorporating our semiconductor packages, including any slowdown in demand or changes in customer forecasts for smartphones or other mobile devices and generally soft end market demand for electronic devices;
delays, lower manufacturing yields and supply constraints relating to wafers, particularly for advanced nodes and related technologies;
dependence on key customers, the impact of changes in our market share and prices for our services with those customers and the business and financial condition of those customers;
the performance of our business, interest rate fluctuations and other economic and market conditions, the cash needs and investment opportunities for the business, the need for additional capacity and facilities to service customer demand and the availability of cash flow from operations or financing;
the effect of the global economy on credit markets, financial institutions, customers, suppliers and consumers, including the uncertain macroeconomic environment;
the highly unpredictable nature and costs of litigation and other legal activities and the risk of adverse results of such matters and the impact of other legal proceedings;
changes in tax rates and taxes as a result of changes in U.S. or foreign tax law or the interpretations thereof (including the impact of recent U.S. tax reform), changes in our organizational structure, changes in the jurisdictions in which our income is determined to be earned and taxed, the outcome of tax reviews, audits and ruling requests, our ability to realize deferred tax assets and the expiration of tax holidays;
curtailment of outsourcing by our customers;
our substantial indebtedness and restrictive covenants;
failure to realize sufficient cash flow or access to other sources of liquidity to fund capital expenditures;
the effects of an economic slowdown in major economies worldwide;
disruptions in our business or deficiencies in our controls resulting from the integration of acquired operations, particularly J-Devices, or the implementation and security of, and changes to, our enterprise resource planning, factory shop floor systems and other management information systems;





there can be no assurance regarding when our new K5 factory and research and development center in Korea will be fully utilized, or that the actual scope, costs, timeline or benefits of the project will be consistent with our current expectations;
economic effects of terrorist attacks, political instability, natural disasters and military conflict;
competition, competitive pricing and declines in average selling prices;
fluctuations in packaging and test manufacturing yields;
dependence on international operations and sales and fluctuations in foreign currency exchange rates, particularly in Japan and Korea;
dependence on raw material and equipment suppliers and changes in raw material and precious metal costs;
dependence on key personnel;
enforcement of and compliance with intellectual property rights; and
technological challenges.
Other important risk factors that could affect the outcome of the events set forth in these statements and that could affect our operating results and financial condition are discussed in the company's Annual Report on Form 10-K for the year ended December 31, 2017 and in the company's subsequent filings with the Securities and Exchange Commission made prior to or after the date hereof. Amkor undertakes no obligation to review or update any forward-looking statements to reflect events or circumstances occurring after the date of this press release.