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KULICKE & SOFFA INDUSTRIES INC0000056978falseSingapore00000569782022-08-032022-08-030000056978dei:OtherAddressMember2022-08-032022-08-03

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): August 3, 2022 
____________________________________________________
KULICKE AND SOFFA INDUSTRIES, INC.
(Exact name of registrant as specified in its charter) 
 ____________________________________________________ 
Pennsylvania   000-00121   23-1498399
(State or Other Jurisdiction
of Incorporation)
  (Commission File Number)   (I.R.S. Employer
Identification No.)

 
 23A Serangoon North Avenue 5, #01-01, Singapore 554369
1005 Virginia Dr., Fort Washington, PA 19034
(Address of Principal Executive Offices and Zip Code)


Registrant’s telephone number, including area code: (215) 784-6000  
N/A
(Former Name or Former Address, if Changed Since Last Report)
____________________________________________________
 
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 (see General Instruction A.2. below):
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, Without Par Value KLIC The Nasdaq Global Market
Indicate by check mark whether the registrant is an emerging growth company 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 ☐

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. ☐



Item 2.02     Results of Operations and Financial Condition.
On August 3, 2022, Kulicke and Soffa Industries, Inc. (the “Company”) issued a press release with respect to its financial results for its third fiscal quarter ended July 2, 2022. A copy of this press release is furnished as Exhibit 99.1 to this report, and is incorporated by reference into this Item 2.02 as if fully set forth herein.
The information in this report, furnished under “Item 2.02 Results of Operations and Financial Condition,” shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01
Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
99.1
104 Inline XBRL for the cover page of this Current Report on Form 8‑K.




SIGNATURE
 
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.
 
 
KULICKE AND SOFFA INDUSTRIES, INC.
       
Date: August 3, 2022 By: /s/ LESTER WONG  
  Name: Lester Wong  
  Title: Executive Vice President and Chief Financial Officer
     


EX-99.1 2 ex991q32022.htm EX-99.1 Document

Exhibit 99.1
logoa02a01a01a48.jpg
Kulicke & Soffa Pte. Ltd.
23A Serangoon North Ave 5
Singapore 554369
+65 6880-9600 main
Co. Regn. No. 199902120H
Kulicke and Soffa Industries, Inc.
1005 Virginia Drive
Fort Washington, PA 19034 USA
+1-215-784-6000 main
www.kns.com
 
Kulicke & Soffa Reports Third Quarter 2022 Results
Delivers Strong Financial Performance; Strategic Execution Continues
Singapore – August 3, 2022 – Kulicke and Soffa Industries, Inc. (NASDAQ: KLIC) (“Kulicke & Soffa,” “K&S” or the “Company”), today announced financial results of its third fiscal quarter ended July 2, 2022. The Company reported third quarter net revenue of $372.1 million, net income of $119.0 million, representing EPS of $1.99 per fully diluted share, and non-GAAP net income of $125.1 million, representing non-GAAP EPS of $2.09 per fully diluted share.

Quarterly Results - U.S. GAAP
   
Fiscal Q3 2022
 
Change vs.
Fiscal Q3 2021
Change vs.
Fiscal Q2 2022
Net Revenue $372.1 million down 12.3% down 3.2%
Gross Profit $190.7 million down 2.6% down 5.5%
Gross Margin 51.2% up 510 bps down 130 bps
Income from Operations $122.1 million up 1.3% down 5.6%
Operating Margin 32.8% up 440 bps down 90 bps
Net Income $119.0 million up 4.6% up 2.6%
Net Margin 32.0% up 520 bps up 180 bps
EPS – Diluted $1.99 up 11.2% up 7%

Quarterly Results - Non-GAAP
 
Fiscal Q3 2022
 
Change vs.
Fiscal Q3 2021
Change vs.
Fiscal Q2 2022
Income from Operations $129.0 million up 2.5% down 4.6%
Operating Margin 34.7% up 500 bps down 50 bps
Net Income $125.1 million up 5.3% up 3%
Net Margin 33.6% up 560 bps up 200 bps
EPS – Diluted $2.09 up 11.8% up 7.2%
A reconciliation between the GAAP and non-GAAP adjusted results is provided in the financial tables included in this release. See also the “Use of non-GAAP Financial Results” section.


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Fusen Chen, Kulicke & Soffa's President and Chief Executive Officer, stated, "Throughout the June quarter, we have continued to execute several new product development initiatives while generating strong earnings and aggressively returning capital to shareholders."
Over the prior four quarters, K&S has generated $380 million in free-cash-flow and returned $263 million through its repurchase and dividend programs.

Third Quarter Fiscal 2022 Financial Highlights
•Net revenue of $372.1 million.
•Gross margin of 51.2%.
•Net income of $119.0 million or $1.99 per share; non-GAAP net income of $125.1 million or $2.09 per share.
•Cash, cash equivalents, and short-term investments were $745.8 million as of July 2, 2022.
•The Company repurchased a total of 1.0 million shares of common stock through its open market and accelerated repurchase programs at a cost of $61.1 million.

Fourth Quarter Fiscal 2022 Outlook
The Company currently expects net revenue in the fourth fiscal quarter of 2022 ending October 1, 2022 to be approximately $280 million +/- $20 million, and expects non-GAAP EPS to be approximately $0.93 +/- 10%.

Fusen Chen commented, "While the near-term macro environment remains dynamic, over the past several years we have broadened our market access, expanded customer engagements and are now intimately supporting several long-term technology transitions. We expect these efforts have materially increased our long-term growth potential while sustainably enhancing our through-cycle earnings potential."

Earnings Conference Call Details
A conference call to discuss these results will be held on August 4, 2022, beginning at 8:00am EDT. To access the conference call, interested parties may call +1-877-407-8037 or internationally +1-201-689-8037. A live webcast link and supplemental earnings presentation will also be available at investor.kns.com.

A replay will be available from approximately one hour after the completion of the call through August 11, 2022 by calling toll-free +1-877-660-6853 or internationally +1-201-612-7415 and using the replay ID number of 13730497. A webcast replay will also be available at investor.kns.com.

Use of Non-GAAP Financial Results
In addition to U.S. GAAP results, this press release also contains the following non-GAAP financial results: income from operations, operating margin, net income, net margin and net income per diluted share. The Company's non-GAAP results exclude amortization related to intangible assets acquired through business combinations, costs associated with restructuring and severance, equity-based compensation, acquisition and integration costs, impairment relating to assets acquired through business combinations, impairment relating to equity investments, income tax expense arising from discrete tax items triggered by acquisition, restructuring and significant changes in tax laws, gain/loss on disposal of business, as well as tax benefits or expenses associated with the foregoing non-GAAP items. The non-GAAP adjustments may or may not be infrequent or nonrecurring in nature, but are a result of periodic or non-core operating activities. These non-GAAP measures are consistent with the way management analyzes and assesses the Company’s operating results. The Company believes these non-GAAP measures enhance investors’ understanding of the Company’s underlying operational performance, as well as their ability to compare the Company’s period-to-period financial results and the Company’s overall performance to that of its competitors.

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Management uses both U.S. GAAP metrics as well as these non-GAAP metrics to evaluate the Company's operating and financial results. Non-GAAP financial measures may not provide information that is directly comparable to that provided by other companies in the Company’s industry, as other companies in the industry may calculate non-GAAP financial results differently. In addition, there are limitations in using non-GAAP financial measures because the non-GAAP financial measures are not prepared in accordance with GAAP, may be different from non-GAAP financial measures used by other companies and exclude expenses that may have a material impact on the Company’s reported financial results. The presentation of non-GAAP items is meant to supplement, but not substitute for, GAAP financial measures or information. The Company believes the presentation of non-GAAP results in combination with GAAP results provides better transparency to the investment community when analyzing business trends, providing meaningful comparisons with prior period performance and enhancing investors' ability to view the Company's results from management's perspective. A reconciliation of each available GAAP to non-GAAP financial measure discussed in this press release is contained in the financial tables at the end of this press release.

Management has not reconciled its outlook for non-GAAP Diluted EPS to Diluted EPS for Q4F22 as it does not provide guidance on the reconciling items between Diluted EPS and non-GAAP Diluted EPS, as a result of the uncertainty regarding, and the potential variability of, these items. The actual amount of such reconciling items could have a significant impact on our non-GAAP Diluted EPS and, accordingly, a reconciliation of Diluted EPS to non-GAAP Diluted EPS for Q4F22 is not available without unreasonable effort.
 
About Kulicke & Soffa
 
Kulicke & Soffa (NASDAQ: KLIC) is a leading provider of semiconductor, LED and electronic assembly solutions serving the global automotive, consumer, communications, computing and industrial markets. Founded in 1951, K&S prides itself on establishing foundations for technological advancement - creating pioneering interconnect solutions that enable performance improvements, power efficiency, form-factor reductions and assembly excellence of current and next-generation semiconductor devices.
Leveraging decades of development proficiency and extensive process technology expertise, Kulicke & Soffa’s expanding portfolio provides equipment solutions, aftermarket products and services supporting a comprehensive set of interconnect technologies including wire bonding, advanced packaging, lithography, mini and micro LED transfer and electronics assembly. Dedicated to empowering technological discovery, always, K&S collaborates with customers and technology partners to push the boundaries of possibility, enabling a smarter future.
Caution Concerning Results and Forward-Looking Statements
In addition to historical statements, this press release contains statements relating to future events and our future results. These statements are “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995. While these forward-looking statements represent our judgments and future expectations concerning our business, a number of risks, uncertainties and other important factors could cause actual developments and results to differ materially from our expectations. These factors include, but are not limited to, the effects of the COVID-19 pandemic, supply chain constraints and macroeconomic conditions on our business, and the other factors listed or discussed in our Annual Report on Form 10-K for the fiscal year ended October 2, 2021, filed on November 18, 2021, and our other filings with the Securities and Exchange Commission. Kulicke and Soffa Industries, Inc. is under no obligation to (and expressly disclaims any obligation to) update or alter its forward-looking statements whether as a result of new information, future events or otherwise.


Contacts:
Kulicke & Soffa Industries, Inc.
Joseph Elgindy
Investor Relations
P: +1-215-784-7518
F: +1-215-784-6180
3


KULICKE AND SOFFA INDUSTRIES, INC.
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
(In thousands, except per share and employee data)
(Unaudited)
  Three months ended Nine months ended
July 2, 2022 July 3, 2021 July 2, 2022 July 3, 2021
Net revenue $ 372,137  $ 424,318  $ 1,217,307  $ 1,032,338 
Cost of sales 181,452  228,623  601,674  566,667 
Gross profit 190,685  195,695  615,633  465,671 
Operating expenses:
Selling, general and administrative 33,453  37,763  104,940  99,038 
Research and development 34,046  36,137  104,496  102,549 
Amortization of intangible assets 1,109  1,340  3,543  4,652 
Acquisition-related costs —  —  —  1,730 
Restructuring —  —  126  91 
Total operating expenses 68,608  75,240  213,105  208,060 
Income from operations 122,077  120,455  402,528  257,611 
Other income (expense):
Interest income 2,158  564  3,099  1,801 
Interest expense (36) (41) (173) (146)
Income before income taxes 124,199  120,978  405,454  259,266 
Income tax expense 5,165  7,212  36,813  25,722 
Share of results of equity-method investee, net of tax —  —  —  94 
Net income $ 119,034  $ 113,766  $ 368,641  $ 233,450 
Net income per share:
Basic $ 2.02  $ 1.83  $ 6.05  $ 3.76 
Diluted $ 1.99  $ 1.79  $ 5.95  $ 3.68 
Cash dividends declared per share $ 0.17  $ 0.14  $ 0.51  $ 0.42 
Weighted average shares outstanding:
Basic 58,985  62,023  60,951  62,023 
Diluted 59,955  63,485  61,940  63,364 
  Three months ended Nine months ended
Supplemental financial data: July 2, 2022 July 3, 2021 July 2, 2022 July 3, 2021
Depreciation and amortization $ 5,210  $ 4,805  $ 15,773  $ 14,552 
Capital expenditures 4,953  7,956  11,213  16,763 
Equity-based compensation expense:
Cost of sales 193  211  727  626 
Selling, general and administrative 3,233  3,008  10,485  8,111 
Research and development 1,039  921  3,261  2,767 
Total equity-based compensation expense $ 4,465  $ 4,140  $ 14,473  $ 11,504 
  As of
July 2, 2022 July 3, 2021
Number of employees 3,405  3,583 

4


KULICKE AND SOFFA INDUSTRIES, INC.
CONSOLIDATED CONDENSED BALANCE SHEETS
(In thousands)
(Unaudited)
As of
July 2, 2022 October 2, 2021
ASSETS
CURRENT ASSETS
Cash and cash equivalents $ 445,781  $ 362,788 
Short-term investments 300,000  377,000 
Accounts and other receivable, net of allowance for doubtful accounts of $0 and $687, respectively 350,045  421,193 
Inventories, net 215,281  167,323 
Prepaid expenses and other current assets 75,011  23,586 
TOTAL CURRENT ASSETS 1,386,118  1,351,890 
Property, plant and equipment, net 66,510  67,982 
Operating right-of-use assets 41,160  41,592 
Goodwill 69,787  72,949 
Intangible assets, net 35,291  42,752 
Deferred tax assets 21,103  15,715 
Equity investments 5,397  6,388 
Other assets 2,911  2,363 
TOTAL ASSETS $ 1,628,277  $ 1,601,631 
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES    
Accounts payable 98,572  154,636 
Operating lease liabilities 5,973  4,903 
Accrued expenses and other current liabilities 138,434  161,570 
Income taxes payable 31,060  30,766 
TOTAL CURRENT LIABILITIES 274,039  351,875 
Deferred income taxes 34,541  32,828 
Income taxes payable 62,468  69,422 
Operating lease liabilities 35,836  38,084 
Other liabilities 14,660  14,185 
TOTAL LIABILITIES 421,544  506,394 
SHAREHOLDERS' EQUITY    
Common stock, no par value 557,236  550,117 
Treasury stock, at cost (615,689) (400,412)
Retained earnings 1,286,505  948,554 
Accumulated other comprehensive loss (21,319) (3,022)
TOTAL SHAREHOLDERS' EQUITY $ 1,206,733  $ 1,095,237 
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 1,628,277  $ 1,601,631 
5


KULICKE AND SOFFA INDUSTRIES, INC.
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
  Three months ended Nine months ended
  July 2, 2022 July 3, 2021 July 2, 2022 July 3, 2021
Net cash provided by operating activities $ 104,616  $ 90,936  $ 273,625  $ 176,656 
Net cash (used in) / provided by investing activities (75,119) 52,222  66,342  54,221 
Net cash used in financing activities (39,841) (12,865) (250,905) (31,982)
Effect of exchange rate changes on cash and cash equivalents (4,328) 373  (6,069) 977 
Changes in cash and cash equivalents (14,672) 130,666  82,993  199,872 
Cash and cash equivalents, beginning of period 460,453  257,333  362,788  188,127 
Cash and cash equivalents, end of period $ 445,781  $ 387,999  $ 445,781  $ 387,999 
Short-term investments 300,000  247,000  300,000  247,000 
Total cash, cash equivalents and short-term investments $ 745,781  $ 634,999  $ 745,781  $ 634,999 


6


Reconciliation of U.S. GAAP
to Non-GAAP Income from Operations and Operating Margin
(In thousands, except percentages)
(Unaudited)
  Three months ended
July 2, 2022 July 3, 2021 April 2, 2022
Net revenue $ 372,137  $ 424,318  $ 384,282 
U.S. GAAP income from operations 122,077  120,455  129,341 
U.S. GAAP operating margin 32.8  % 28.4  % 33.7  %
Pre-tax non-GAAP items:
Amortization related to intangible assets acquired through business combination- selling, general and administrative 1,109  1,340  1,151 
Equity-based compensation 4,465  4,140  4,696 
Impairment charges 1,346  —  — 
Non-GAAP income from operations $ 128,997  $ 125,935  $ 135,188 
Non-GAAP operating margin 34.7  % 29.7  % 35.2  %

7


Reconciliation of U.S. GAAP Net Income to Non-GAAP Net Income and
U.S. GAAP net income per share to Non-GAAP net income per share
(In thousands, except percentages and per share data)
(Unaudited)
  Three months ended
July 2, 2022 July 3, 2021 April 2, 2022
Net revenue $ 372,137  $ 424,318  $ 384,282 
U.S. GAAP net income 119,034  113,766  116,001 
U.S. GAAP net margin 32.0  % 26.8  % 30.2  %
Non-GAAP adjustments:
Amortization related to intangible assets acquired through business combination- selling, general and administrative 1,109  1,340  1,151 
Equity-based compensation 4,465  4,140  4,696 
Impairment charges 1,346  —  — 
Net income tax (benefit)/expense on non-GAAP items (865) (460) (385)
Total non-GAAP adjustments $ 6,055  $ 5,020  $ 5,462 
Non-GAAP net income $ 125,089  $ 118,786  $ 121,463 
Non-GAAP net margin 33.6  % 28.0  % 31.6  %
U.S. GAAP net income per share:
Basic 2.02  1.83  1.89 
Diluted(a)
1.99  1.79  1.86 
Non-GAAP adjustments per share:(b)
Basic 0.10  0.08  0.09 
Diluted 0.10  0.08  0.09 
Non-GAAP net income per share:
Basic $ 2.12  $ 1.91  $ 1.98 
Diluted(c)
$ 2.09  $ 1.87  $ 1.95 
Weighted average shares outstanding:
Basic 58,985  62,023  61,482 
Diluted 59,955  63,485  62,435 
(a)GAAP diluted net earnings per share reflects any dilutive effect of outstanding restricted stock units and stock options, but that effect is excluded when calculating GAAP diluted net loss per share because it would be anti-dilutive.
(b)Non-GAAP adjustments per share include amortization related to intangible assets acquired through business combinations, equity-based compensation expenses, impairment relating to equity investments, and income tax effects associated with the foregoing non-GAAP items.
(c)Non-GAAP diluted net earnings per share reflects any dilutive effect of outstanding restricted stock units and stock options.

8