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KULICKE & SOFFA INDUSTRIES INC0000056978falseSingapore00000569782023-11-152023-11-150000056978dei:OtherAddressMember2023-11-152023-11-15

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): November 15, 2023  
____________________________________________________
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 November 15, 2023, Kulicke and Soffa Industries, Inc. (the “Company”) issued a press release with respect to its financial results for its fourth fiscal quarter ended September 30, 2023. 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: November 15, 2023 By: /s/ LESTER WONG  
  Name: Lester Wong  
  Title: Executive Vice President and Chief Financial Officer
(principal financial officer and principal accounting
officer)
     


EX-99.1 2 ex991q42023.htm EX-99.1 Document

Exhibit 99.1
logoa02a01a01a40a.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 Fourth Quarter 2023 Results
Singapore – November 15, 2023 – Kulicke and Soffa Industries, Inc. (NASDAQ: KLIC) (“Kulicke & Soffa,” “K&S,” “our,” or the “Company”), today announced the financial results of its fourth fiscal quarter ended September 30, 2023. The Company reported fourth quarter net revenue of $202.3 million and net income of $23.4 million, representing EPS of $0.41 per fully diluted shares, and non-GAAP net income of $29.4 million, representing non-GAAP EPS of $0.51 per fully diluted share.

Quarterly Results - U.S. GAAP
 
Fiscal Q4 2023
 
Change vs.
Fiscal Q4 2022
Change vs.
Fiscal Q3 2023
Net Revenue $202.3 million down 29.3% up 6%
Gross Margin 47.4% up 110 bps up 20 bps
Operating Margin 9.6% down 1400 bps up 1200 bps
Net Income $23.4 million down 64% up 461.3%
Net Margin 11.5% down 1120 bps up 930 bps
EPS – Diluted $0.41 down 62.7% up 485.7%
Quarterly Results - Non-GAAP
Fiscal Q4 2023 Change vs.
Fiscal Q4 2022
Change vs.
Fiscal Q3 2023
Income from Operations $26.3 million down 64.3% up 8.2%
Operating Margin 13.0% down 1270 bps up 30 bps
Net Income $29.4 million down 58.1% down 7.8%
Net Margin 14.5% down 1000 bps down 220 bps
EPS - Diluted $0.51 down 57.1% down 7.3%
A reconciliation of the GAAP and non-GAAP adjusted results is provided in the financial tables included in this release. See also “Use of non-GAAP Financial Results” section.

Fusen Chen, Kulicke & Soffa’s President and Chief Executive Officer, stated, “The General Semiconductor and LED end markets have shown clear improvements in the September quarter. As we execute on a broad range of technology-driven initiatives throughout 2024, we expect industry conditions, and also unique K&S opportunities, to strengthen.”
Kulicke & Soffa’s broadening portfolio of solutions are becoming increasingly technology driven due to a growing industry need for more capable semiconductor and display solutions.
1


Fiscal Year 2023 Financial Highlights
•Net revenue of $742.5 million.    
•Gross margin of 48.3%.
•Net income of $57.1 million or $0.99 per fully diluted share; non-GAAP net income of $105.0 million or $1.82 per fully diluted share.
•GAAP cash from operations of $173.4 million; Adjusted free cash flow of $129.6 million.
•The Company repurchased a total of 1.5 million shares of common stock at a cost of $68.1 million.
•Cash, cash equivalents, and short-term investments were $759.4 million as of September 30, 2023.

Fourth Quarter Fiscal 2023 Financial Highlights 
•Net revenue of $202.3 million.    
•Gross margin of 47.4%.
•Net income of $23.4 million or $0.41 per fully diluted share; non-GAAP net income of $29.4 million or $0.51 per fully diluted share.
•GAAP cash from operations of $77.5 million; Adjusted free cash flow of $68.5 million.
•The Company repurchased a total of 0.2 million shares of common stock at a cost of $9.2 million.

First Quarter Fiscal 2024 Outlook
While broader cyclical improvements have benefited the utilization rates and demand for Ball Bonding systems, near-term headwinds persist in memory and automotive markets. The Company currently expects net revenue in the first fiscal quarter of 2024, ending December 30, 2023, to be approximately $170.0 million, +/- $10 million, GAAP diluted EPS to be approximately $0.15 +/- 10%, and non-GAAP diluted EPS to be approximately $0.25, +/- 10%.
Management anticipates demand to sequentially improve in the second fiscal quarter 2024 followed by broader demand improvements in the second fiscal half due to both strengthening industry conditions and ongoing execution of several K&S-specific opportunities.

Earnings Conference Call Details
A conference call to discuss these results will be held tomorrow, November 16, 2023, beginning at 8:00am EST. To access the conference call, interested parties may call +1-877-407-8037 or internationally +1-201-689-8037. A live webcast 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 November 23, 2023 by calling toll-free +1-877-660-6853 or internationally +1-201-612-7415 and using the replay ID number of 13734623. 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, net income per fully diluted share and adjusted free cash flow. 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 cost, 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.

2


Management uses both U.S. GAAP metrics as well as 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 Q1, FY 2024 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 Q1, FY 2024 is not available without unreasonable effort.

About Kulicke & Soffa
 
Founded in 1951, Kulicke & Soffa specializes in developing cutting-edge semiconductor and electronics assembly solutions enabling a smart and more sustainable future. Our ever-growing range of products and services supports growth and facilitates technology transitions across large-scale markets, such as advanced display, automotive, communications, compute, consumer, data storage, energy storage and industrial.
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, including the importance and competitiveness of our advanced display products and other emerging technology transitions, 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 persistent macroeconomic headwinds on our business, our ability to develop, manufacture and gain market acceptance of new products, and the other factors listed or discussed in our Annual Report on Form 10-K for the fiscal year ended October 1, 2022, filed on November 17, 2022, and amended on August 8, 2023, 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 and Soffa Industries, Inc.
Joseph Elgindy
Finance
P: +1-215-784-7518
3


KULICKE AND SOFFA INDUSTRIES, INC.
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
(In thousands, except per share and employee data)
(Unaudited)
  Three months ended Twelve months ended
September 30, 2023 October 1, 2022 September 30, 2023 October 1, 2022
Net revenue $ 202,320  $ 286,313  $ 742,491  $ 1,503,620 
Cost of sales 106,481  153,626  383,836  755,300 
Gross profit 95,839  132,687  358,655  748,320 
Operating expenses:
Selling, general and administrative 37,380  31,275  145,493  134,869 
Research and development 37,616  32,356  144,701  136,852 
Impairment charges —  —  21,535  1,346 
Acquisition-related cost 13  118  511  118 
Amortization of intangible assets 1,356  1,374  6,099  4,917 
Restructuring —  20  879  146 
Total operating expenses 76,365  65,143  319,218  278,248 
Income from operations 19,474  67,544  39,437  470,072 
Other income / (expense):
Interest income 9,500  4,025  32,906  7,124 
Interest expense (26) (35) (142) (208)
Income before income taxes 28,948  71,534  72,201  476,988 
Income tax expense 5,591  6,630  15,053  43,443 
Net income $ 23,357  $ 64,904  $ 57,148  $ 433,545 
Net income per share:
Basic $ 0.41  $ 1.12  $ 1.01  $ 7.21 
Diluted $ 0.41  $ 1.10  $ 0.99  $ 7.09 
Cash dividends declared per share $ 0.19  $ 0.17  $ 0.76  $ 0.68 
Weighted average shares outstanding:
Basic 56,442  57,804  56,682  60,164 
Diluted 57,408  58,816  57,548  61,182 

  Three months ended Twelve months ended
Supplemental financial data: September 30, 2023 October 1, 2022 September 30, 2023 October 1, 2022
Depreciation and amortization $ 8,111  $ 5,520  $ 28,857  $ 21,293 
Capital expenditures 4,217  21,020  47,702  32,233 
Equity-based compensation expense:
Cost of sales 289  233  1,192  960 
Selling, general and administrative 3,841  3,426  16,239  13,911 
Research and development 1,311  854  5,313  4,115 
Total equity-based compensation expense $ 5,441  $ 4,513  $ 22,744  $ 18,986 

  As of
September 30, 2023 October 1, 2022
Number of employees 3,025  3,167 

4


KULICKE AND SOFFA INDUSTRIES, INC.
CONSOLIDATED CONDENSED BALANCE SHEETS
(In thousands)
(Unaudited)
As of
September 30, 2023 October 1, 2022
ASSETS
CURRENT ASSETS
Cash and cash equivalents $ 529,402  $ 555,537 
Short-term investments 230,000  220,000 
Accounts and notes receivable, net of allowance for doubtful accounts of $49 and $0 respectively 158,601  309,323 
Inventories, net 217,304  184,986 
Prepaid expenses and other current assets 53,751  62,200 
TOTAL CURRENT ASSETS 1,189,058  1,332,046 
Property, plant and equipment, net 110,051  80,908 
Operating right-of-use assets 47,148  41,767 
Goodwill 88,673  68,096 
Intangible assets, net 29,357  31,939 
Deferred tax assets 31,551  25,572 
Equity investments 716  5,397 
Other assets 3,223  2,874 
TOTAL ASSETS $ 1,499,777  $ 1,588,599 
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES    
Accounts payable 49,302  67,311 
Operating lease liabilities 6,574  6,766 
Accrued expenses and other current liabilities 103,005  134,541 
Income taxes payable 22,670  40,063 
TOTAL CURRENT LIABILITIES 181,551  248,681 
Deferred tax liabilities 37,264  34,037 
Income taxes payable 52,793  64,634 
Operating lease liabilities 41,839  34,927 
Other liabilities 11,769  11,670 
TOTAL LIABILITIES $ 325,216  $ 393,949 
SHAREHOLDERS' EQUITY    
Common stock, no par value 577,727  561,684 
Treasury stock, at cost (737,214) (675,800)
Retained earnings 1,355,810  1,341,666 
Accumulated other comprehensive loss (21,762) (32,900)
TOTAL SHAREHOLDERS' EQUITY $ 1,174,561  $ 1,194,650 
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 1,499,777  $ 1,588,599 
 
5



KULICKE AND SOFFA INDUSTRIES, INC.
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
  Three months ended Twelve months ended
  September 30, 2023 October 1, 2022 September 30, 2023 October 1, 2022
Net cash provided by operating activities $ 77,492  $ 116,563  $ 173,404  $ 390,188 
Net cash provided by / (used in) investing activities, continuing operations 70,386  67,457  (91,338) 133,799 
Net cash used in financing activities, continuing operations (19,518) (70,286) (111,876) (321,191)
Effect of exchange rate changes on cash and cash equivalents (764) (3,978) 3,675  (10,047)
Changes in cash and cash equivalents 127,596  109,756  (26,135) 192,749 
Cash and cash equivalents, beginning of period 401,806  445,781  555,537  362,788 
Cash and cash equivalents, end of period $ 529,402  $ 555,537  $ 529,402  $ 555,537 
Short-term investments 230,000  220,000  230,000  220,000 
Total cash, cash equivalents, and short-term investments $ 759,402  $ 775,537  $ 759,402  $ 775,537 

6


Reconciliation of U.S. GAAP Income from Operating
to Non-GAAP Income from Operation and Operating Margin
(In thousands, except percentages)
(unaudited)
  Three months ended
September 30, 2023 October 1,
2022
July 1,
2023
Net revenue $ 202,320  $ 286,313  $ 190,917 
U.S. GAAP income from operations 19,474  67,544  (4,488)
U.S. GAAP operating margin 9.6  % 23.6  % (2.4) %
Pre-tax non-GAAP items:
Amortization related to intangible assets
$ 1,356  $ 1,374  1,786 
Acquisition-related costs 13  118  57 
Equity-based compensation 5,441  4,513  5,403 
Restructuring —  20  — 
Impairment charges —  —  21,535 
Non-GAAP income from operations $ 26,284  $ 73,569  $ 24,293 
Non-GAAP operating margin 13.0  % 25.7  % 12.7  %

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 per share data)
(unaudited)
  Twelve months ended Three months ended
September 30, 2023 September 30, 2023 October 1, 2022 July 1,
2023
Net revenue $ 742,491  $ 202,320  $ 286,313  $ 190,917 
U.S. GAAP net income 57,148  23,357  64,904  4,161 
U.S. GAAP net margin 7.7  % 11.5  % 22.7  % 2.2  %
Non-GAAP adjustments:
Amortization related to intangible assets
$ 6,099  $ 1,356  $ 1,374  1,786 
Restructuring 879  —  20  — 
Acquisition-related costs 511  13  118  57 
Equity-based compensation 22,744  5,441  4,513  5,403 
Impairment charges 21,535  —  —  21,535 
Net income tax benefit on non-GAAP items (3,928) (758) (689) (1,060)
Total non-GAAP adjustments 47,840  6,052  5,336  27,721 
Non-GAAP net income 104,988  29,409  70,240  31,882 
Non-GAAP net margin 14.1  % 14.5  % 24.5  % 16.7  %
U.S. GAAP net income per share:
Basic 1.01  0.41  1.12  0.07 
Diluted(a)
0.99  0.41  1.10  0.07 
Non-GAAP adjustments per share:(b)
Basic 0.84  0.11  0.10  0.49 
Diluted 0.83  0.10  0.09  0.48 
Non-GAAP net income per share:
Basic $ 1.85  $ 0.52  $ 1.22  $ 0.56 
Diluted(c)
$ 1.82  $ 0.51  $ 1.19  $ 0.55 
Weighted average shares outstanding:
Basic 56,682  56,442  57,804  56,553 
Diluted 57,548  57,408  58,816  57,519 
(a)GAAP diluted net earnings per share reflects any dilutive effect of outstanding restricted stock, 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 includes amortization related to intangible assets acquired through business combinations, costs associated with restructuring and severance, acquisition and integration cost, equity-based compensation expenses, impairment relating to assets acquired through business combinations, 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.







8


Reconciliation of U.S. GAAP Cash provided by Operating Activities
to Non-GAAP Adjusted Free Cash Flow
(In thousands, except percentages)
(unaudited)



  Twelve months ended Three months ended
September 30, 2023 September 30, 2023 October 1, 2022 July 1,
2023
U.S. GAAP net cash provided by operating activities $ 173,404  $ 77,492  $ 116,563  $ 8,976 
Expenditures for property, plant and equipment (44,406) (9,281) (12,605) (10,610)
Proceeds from sales of property, plant and equipment 591  273  62  83 
Non-GAAP adjusted free cash flow 129,589  68,484  104,020  (1,551)
9