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0001387467false00013874672025-08-062025-08-06

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 6, 2025
 
 _________________________________

Alpha and Omega Semiconductor Limited
(Exact name of registrant as specified in its charter)
 
  
Bermuda 001-34717 77-0553536
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
Clarendon House
2 Church Street
Hamilton HM 11
Bermuda
(Address of principal registered offices)
(408) 830-9742
(Registrant’s telephone number, including area code)
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 Shares AOSL The NASDAQ Global Select Market


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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.

The information in Item 2.02 of this Current Report, including the accompanying exhibit, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of Section 18. The information in Item 2.02 of this Current Report shall not be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language contained in such filing.

On August 6, 2025, Alpha and Omega Semiconductor Limited (the “Company”) issued a press release regarding its financial results for the fiscal fourth quarter and fiscal year ended June 30, 2025. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

99.1
99.2







SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: August 6, 2025
Alpha and Omega Semiconductor Limited
By: /s/    Yifan Liang
Name: Yifan Liang
Title: Chief Financial Officer and Corporate Secretary
 


EX-99.1 2 exhibit991earningreleaseju.htm EX-99.1 Document


                                                     Exhibit 99.1

Alpha and Omega Semiconductor Reports Financial Results for Fiscal Fourth Quarter and Fiscal Year Ended June 30, 2025

SUNNYVALE, California, August 6, 2025 (BUSINESS WIRE) - Alpha and Omega Semiconductor Limited (“AOS”) (NASDAQ: AOSL), today reported financial results for the fiscal fourth quarter and the fiscal year ended June 30, 2025.


The results for the fiscal fourth quarter ended June 30, 2025 were as follows:

GAAP Financial Comparison
Quarterly
(in millions, except percentage and per share data)
(unaudited)
Three Months Ended
June 30, 2025 March 31, 2025 June 30, 2024
Revenue $ 176.5  $ 164.6  $ 161.3 
Gross Margin 23.4  % 21.4  % 25.7  %
Operating Loss $ (11.6) $ (10.7) $ (1.5)
Net Loss $ (77.1) $ (10.8) $ (2.7)
Net Loss Per Share - Diluted $ (2.58) $ (0.37) $ (0.09)


Non-GAAP Financial Comparison
Quarterly
(in millions, except percentage and per share data)
(unaudited)
Three Months Ended
June 30, 2025 March 31, 2025 June 30, 2024
Revenue $ 176.5  $ 164.6  $ 161.3 
Non-GAAP Gross Margin 24.4  % 22.5  % 26.4  %
Non-GAAP Operating Income (Loss) $ 2.3  $ (2.7) $ 3.2 
Non-GAAP Net Income (Loss) $ 0.7  $ (2.9) $ 2.6 
Non-GAAP Net Income (Loss) Per Share - Diluted $ 0.02  $ (0.10) $ 0.09 
                

The non-GAAP financial measures in the schedule above and under the section "Financial Results for Fiscal Q4 Ended June 30, 2025" below exclude the effect of share-based compensation expenses, amortization of purchased intangible, settlement and legal costs related to government investigation, equity method investment loss (income) from equity investee, and income tax effect of non-GAAP adjustments in each of the periods presented, as well as gain on change of equity interest in the equity method investment for the three months ended March 31, 2025, and impairment of the equity method investment and impairment of long-lived assets for the three months ended June 30, 2025. A detailed reconciliation of GAAP and non-GAAP financial measures is included at the end of this press release.

The results for the fiscal year ended June 30, 2025 and 2024 were as follows:
                



GAAP Financial Comparison
Annually
(in millions, except percentage and per share data)
(unaudited)
Year Ended June 30,
2025 2024
Revenue $ 696.2  $ 657.3 
Gross Margin 23.1  % 26.2  %
Operating Loss $ (28.4) $ (3.8)
Net Loss $ (97.0) $ (11.1)
Net Loss Per Share - Diluted
$ (3.30) $ (0.39)


Non-GAAP Financial Comparison
Annually
(in millions, except percentage and per share data)
(unaudited)
Year Ended June 30,
2025 2024
Revenue $ 696.2  $ 657.3 
Non-GAAP Gross Margin 24.2  % 27.2  %
Non-GAAP Operating Income $ 10.4  $ 21.7 
Non-GAAP Net Income $ 7.0  $ 18.5 
Non-GAAP Net Income Per Share - Diluted
$ 0.22  $ 0.62 


The non-GAAP financial measures in the schedule above exclude the effect of share-based compensation expenses, amortization of purchased intangible, settlement and legal costs related to government investigation, equity method investment loss from equity investee, and income tax effect of non-GAAP adjustments for fiscal years ended June 30, 2025 and 2024, as well as gain on change of equity interest in the equity method investment, impairment of the equity method investment, and impairment of long-lived assets for the fiscal year ended June 30, 2025. A detailed reconciliation of GAAP and non-GAAP financial measures is included at the end of this press release.

Financial Results for Fiscal Q4 Ended June 30, 2025
•Revenue was $176.5 million, an increase of 9.4% from the same quarter last year and an increase of 7.2% quarter-over-quarter.
•GAAP gross margin was 23.4%, down from 25.7% year-over-year and up from 21.4% in the prior quarter.
•Non-GAAP gross margin was 24.4%, down from 26.4% from the same quarter last year and up from 22.5% in the prior quarter.
•GAAP operating expenses were $52.9 million, up from $45.8 million in the prior quarter and up from $42.9 million from the same quarter last year.
•Non-GAAP operating expenses were $40.9 million, up from $39.7 million from last quarter and up from $39.3 million from the same quarter last year.
•GAAP operating loss was $11.6 million, up from $1.5 million from the same quarter last year and up from $10.7 million in the prior quarter.
•Non-GAAP operating income was $2.3 million as compared to $3.2 million for the same quarter last year and an operating loss of $2.7 million from last quarter.
•GAAP net loss per share was $2.58, compared to $0.37 for the prior quarter and $0.09 per share for the same quarter last year.
•Non-GAAP earnings per share was $0.02, compared to $0.10 net loss per share for the prior quarter and $0.09 net earnings per share for the same quarter last year.



•Consolidated cash flow used in operating activities was $2.8 million, as compared to $7.4 million of consolidated cash flow provided by operating activities in prior quarter.
•The Company closed the quarter with $153.1 million of cash and cash equivalents.

AOS Chief Executive Officer Stephen Chang commented, “Our fiscal Q4 results came in at the high-end of our guidance, led by strength in Computing as A.I. and graphics revenue reached record levels, alongside PC-related pull-ins as a result of tariff uncertainties, as well as continued momentum in wearables. These results underscore our ability to execute in a dynamic environment and demonstrate the growing impact of our total solutions strategy across high-performance applications.”

Mr. Chang concluded, “Looking into the September quarter, we anticipate continued growth led by seasonal strength in Communications and steady demand in PCs and wearables. While macroeconomic and geopolitical uncertainties remain, our differentiated technology, broadening product portfolio, and deepening customer relationships position AOS well to deliver long-term growth through increased market share and BOM content across an expanding range of applications and end markets.”


Business Outlook for Fiscal Q1 Ending September 30, 2025

The following statements are based on management's current expectations. These statements are forward-looking, and actual results may differ materially. AOS undertakes no obligation to update these statements.

•Revenue is expected to be $183 million plus or minus $10 million.
•GAAP gross margin is expected to be 23.8% plus or minus 1%. Non-GAAP gross margin is expected to be 24.4% plus or minus 1%.
•GAAP operating expenses are expected to be in the range of $47.5 million, plus or minus $1 million. Non-GAAP operating expenses are expected to be in the range of $41.0 million plus or minus $1 million.
•Interest income is expected to be $0.5 million higher than interest expense, and
•Tax expense is expected to be in the range of $1.0 million to $1.3 million.


Conference Call and Webcast

AOS plans to hold an investor teleconference and live webcast to discuss the financial results for the fiscal fourth quarter and the fiscal year ended June 30, 2025 today, August 6, 2025 at 2:00 p.m. PT / 5:00 p.m. ET. To listen to the live conference call, please dial +1 (844) 200-6205 or +1 (929) 526-1599 if dialing from outside the United States and Canada. The access code is 992322. A live webcast of the call will also be available in the "Events & Presentations" section of the Company's investor relations website, http://investor.aosmd.com. The webcast replay will be available for seven days after the live call on the same website. In addition, a copy of the script of management's prepared remarks and a live webcast of the call will also be available in the "Events & Presentations" section of the Company's investor relations website, http://investor.aosmd.com.
 
Forward Looking Statements

This press release contains forward-looking statements that are based on current expectations, estimates, forecasts and projections of future performance based on management’s judgment, beliefs, current trends, and anticipated product performance. These forward-looking statements include, without limitation, market trends in the semiconductor industry and growth in calendar year 2025, our ability to outperform market, seasonality of our business, our ability to sustain growth and expand our end markets, macro and geopolitical uncertainties, our projected amount of revenue, gross margin, operating income (loss), income tax expenses, net income (loss), and share-based compensation expenses, non-GAAP gross margin, non-GAAP operating expenses, income tax expenses, our
ability to grow our sales, market share and BOM content, and other information under the section entitled “Business Outlook for Fiscal Q1 Ending September 30, 2025.” Forward- looking statements involve risks and uncertainties that may cause actual results to differ materially from those contained in the forward-looking statements. These factors include, but are not limited to, the state of semiconductor industry and seasonality of our markets; decline of PC markets; our lack of control over the joint venture in China; difficulties and challenges in executing our diversification strategy into different market segments; ordering pattern from distributors and seasonality; changes in regulatory environment, including tariff and trade policies; our ability to introduce or develop new and enhanced products that achieve market acceptance; government policies on our business operations in China; the actual product performance in volume production; the quality and reliability of our product, our ability to achieve design wins; the general business and economic conditions; our ability to maintain factory utilization at a desirable level; and other risks as described in our SEC filings, including our Annual Report on Form 10-K for the fiscal year ended June 30, 2025 to be filed by AOS with the SEC and other periodic reports we filed with the SEC. Other unknown or unpredictable factors or underlying assumptions subsequently proving to be incorrect could cause actual results to differ materially from those in the forward-looking statements. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, level of activity, performance, or achievements. You should not place undue reliance on these forward-looking statements. All information provided in this press release is as of today’s date, unless otherwise stated, and AOS undertakes no duty to update such information, except as required under applicable law.




Use of Non-GAAP Financial Measures

To supplement our unaudited consolidated financial statements presented on a basis consistent with U.S. GAAP, we disclose certain non-GAAP financial measures for our historical performance, including non-GAAP gross profit, gross margin, operating expenses, operating income (loss), net income (loss), diluted earnings per share (“EPS”) and EBITDAS. These supplemental measures exclude, among other items, share-based compensation expenses, legal and professional fees related to government investigation, amortization of purchased intangible, impairment of long-lived assets, gain on change of the equity interest in the JV Company, impairment on equity investment, income tax effect of non-GAAP adjustments and equity method investment loss (income) from equity investee. We also disclose certain non-GAAP financial measures in our financial guidance for the next quarter, including non-GAAP gross margin and non-GAAP operating expenses. We believe that these historical and forward-looking non-GAAP financial measures provide useful information to both management and investors by excluding certain items and expenses that are not indicative of our core operating results or do not reflect our normal business operations. In addition, our management uses non-GAAP measures to compare our performance relative to forecasts and to benchmark our performance externally against competitors. Our use of non-GAAP financial measures has certain limitations in that such non-GAAP financial measures may not be directly comparable to those reported by other companies. For example, the terms used in this press release, such as non-GAAP net income (loss) or non-GAAP operating expenses, do not have a standardized meaning. Other companies may use the same or similarly named measures, but exclude different items, which may not provide investors with a comparable view of our performance in relation to other companies. In addition, we included the amount of income tax effect of non-GAAP adjustments in the non-GAAP net income (loss) reconciliation table for all periods presented as management believes that such non-GAAP presentation provides useful information to investors, even though the amounts are not significant. We seek to compensate for the limitation of our non-GAAP presentation by providing a detailed reconciliation of the non-GAAP financial measures to the most directly comparable U.S. GAAP measures both in the text in this press release and in the tables attached hereto. Investors are encouraged to review the related U.S. GAAP financial measures and the reconciliation of these non-GAAP financial measures to their most directly comparable U.S. GAAP financial measures.


About Alpha and Omega Semiconductor

Alpha and Omega Semiconductor Limited, or AOS, is a designer, developer, and global supplier of a broad range of discrete power devices, wide bandgap power devices, power management ICs, and modules, including a wide portfolio of Power MOSFET, SiC, IGBT, IPM, TVS, HV Gate Drivers, Power IC, and Digital Power products. AOS has developed extensive intellectual property and technical knowledge that encompasses the latest advancements in the power semiconductor industry, which enables us to introduce innovative products to address the increasingly complex power requirements of advanced electronics. AOS differentiates itself by integrating its Discrete and IC semiconductor process technology, product design, and advanced packaging know-how to develop high-performance power management solutions. AOS’ portfolio of products targets high-volume applications, including personal computers, graphics cards, data centers, AI servers, smartphones, consumer and industrial motor controls, TVs, lighting, automotive electronics, and power supply units for various equipment. For more information, please visit www.aosmd.com.

The following unaudited consolidated financial statements are prepared in accordance with U.S. GAAP.

Investor and media inquiries:

The Blueshirt Group
Gary Dvorchak, CFA
In US +1 323 240 5796
In China +86 (138) 1079-1480
gary@blueshirtgroup.co

Steven Pelayo
The Blueshirt Group
steven@blueshirtgroup.co
+1 (360) 808-5154



Alpha and Omega Semiconductor Limited
Condensed Consolidated Statements of Operations
(in thousands, except percentages and per share amounts)
(unaudited)
Three Months Ended Fiscal Year Ended
  June 30,
2025
March 31, 2025 June 30, 2024 June 30, 2025 June 30, 2024
Revenue $ 176,484  $ 164,635  $ 161,296  $ 696,162  $ 657,274 
Cost of goods sold 135,194  129,458  119,859  535,158  485,356 
Gross profit 41,290  35,177  41,437  161,004  171,918 
Gross margin 23.4  % 21.4  % 25.7  % 23.1  % 26.2  %
Operating expenses:
Research and development 24,421  23,398  21,813  94,265  89,940 
Selling, general and administrative 28,487  22,437  21,123  95,175  85,734 
Total operating expenses 52,908  45,835  42,936  189,440  175,674 
Operating loss (11,618) (10,658) (1,499) (28,436) (3,756)
Other income (loss), net (952) (65) 65  (1,004) (73)
Interest income 956  927  1,295  4,283  5,168 
Interest expenses (530) (596) (883) (2,639) (3,982)
Gain on change of equity interest in equity method investment —  505  —  505  — 
Impairment of equity method investment (76,784) —  —  (76,784) — 
Net loss before income tax expense (benefit) and income (loss) from equity method investment (88,928) (9,887) (1,022) (104,075) (2,643)
Income tax expense (benefit) (11,567) 660  1,006  (8,625) 3,649 
Net loss before income (loss) from equity method investment (77,361) (10,547) (2,028) (95,450) (6,292)
Equity method investment income (loss) from equity investee 302  (260) (704) (1,526) (4,789)
Net loss $ (77,059) $ (10,807) $ (2,732) $ (96,976) $ (11,081)
Net loss per common share
Basic $ (2.58) $ (0.37) $ (0.09) $ (3.30) $ (0.39)
Diluted $ (2.58) $ (0.37) $ (0.09) $ (3.30) $ (0.39)
Weighted average number of common shares used to compute net loss per share:
Basic 29,924  29,530  28,879  29,405  28,236 
Diluted 29,924  29,530  28,879  29,405  28,236 




Alpha and Omega Semiconductor Limited
Condensed Consolidated Balance Sheets
(in thousands, except par value per share)
(unaudited)
  June 30, 2025 June 30, 2024
ASSETS
Current assets:
Cash and cash equivalents $ 153,079  $ 175,127 
Restricted cash 419  413 
Accounts receivable, net 34,772  12,546 
Inventories 189,677  195,750 
Other current assets 16,604  14,165 
Total current assets 394,551  398,001 
Property, plant and equipment, net 314,097  336,619 
Operating lease right-of-use assets, net 21,288  25,050 
Intangible assets, net 269  3,516 
Equity method investment 279,122  356,039 
Deferred income tax assets 599  549 
Other long-term assets 22,766  25,239 
Total assets $ 1,032,692  $ 1,145,013 
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable $ 60,044  $ 45,084 
Accrued liabilities 57,416  72,371 
Payable related to equity investee, net 15,809  13,682 
Income taxes payable 1,790  2,798 
Short-term debt 11,852  11,635 
Deferred revenue —  2,591 
Finance lease liabilities 1,007  935 
Operating lease liabilities 4,978  5,137 
Total current liabilities 152,896  154,233 
Long-term debt 14,872  26,724 
Income taxes payable - long-term 4,201  3,591 
Deferred income tax liabilities 13,192  26,416 
Finance lease liabilities - long-term 1,274  2,282 
Operating lease liabilities - long-term 16,925  20,499 
Other long-term liabilities 7,000  19,661 
Total liabilities 210,360  253,406 
Commitments and contingencies
Shareholders' Equity:
Preferred shares, par value $0.002 per share:
Authorized: 10,000 shares; issued and outstanding: none at June 30, 2025 and 2024 —  — 
Common shares, par value $0.002 per share:
Authorized: 100,000 shares; issued and outstanding: 37,127 shares and 30,009 shares, respectively at June 30, 2025 and 36,107 shares and 28,969 shares, respectively at June 30, 2024 74  72 
Treasury shares at cost; 7,118 shares at June 30, 2025 and 7,138 shares at June 30, 2024 (79,058) (79,213)
Additional paid-in capital 379,779  353,109 
Accumulated other comprehensive loss (12,390) (13,419)
Retained earnings 533,927  631,058 
Total shareholders' equity 822,332  891,607 
Total liabilities and shareholders' equity $ 1,032,692  $ 1,145,013 





Alpha and Omega Semiconductor Limited
Selected Cash Flow Information
(in thousands)
(unaudited)
Fiscal Year Ended June 30,
2025 2024
Net cash provided by operating activities $ 29,668  $ 25,710 
Net cash used in investing activities (36,441) (35,744)
Net cash used in financing activities (15,496) (9,903)
Effect of exchange rate changes on cash, cash equivalents and restricted cash 227  (126)
Net decrease in cash, cash equivalents and restricted cash (22,042) (20,063)
Cash, cash equivalents and restricted cash at beginning of year 175,540  195,603 
Cash, cash equivalents and restricted cash at end of year $ 153,498  $ 175,540 



Alpha and Omega Semiconductor Limited
Reconciliation of Condensed Consolidated GAAP Financial Measures to Non-GAAP Financial Measures
(in thousands, except percentages and per share data)
(unaudited)
Three Months Ended
Fiscal Year Ended
June 30,
2025
March 31,
2025
June 30,
2024
June 30,
2025
June 30,
2024
GAAP gross profit $ 41,290  $ 35,177  $ 41,437  $ 161,004  $ 171,918 
Share-based compensation 1,039  1,047  294  4,224  3,434 
Amortization of purchased intangible 811  812  812  3,247  3,247 
Non-GAAP gross profit $ 43,140  $ 37,036  $ 42,543  $ 168,475  $ 178,599 
Non-GAAP gross margin as a % of revenue 24.4  % 22.5  % 26.4  % 24.2  % 27.2  %
GAAP operating expense $ 52,908 $ 45,835 $ 42,936 $ 189,440 $ 175,674
Share-based compensation 6,542 6,089 3,273 25,345 18,207
Settlement and legal costs related to government investigation
4,461 54 352 4,977 524
Impairment of long-lived assets 1,045 1,045
Non-GAAP operating expense $ 40,860  $ 39,692  $ 39,311  $ 158,073  $ 156,943 
GAAP operating loss $ (11,618) $ (10,658) $ (1,499) $ (28,436) $ (3,756)
Share-based compensation 7,581 7,136 3,567 29,569 21,641
Amortization of purchased intangible 811 812 812 3,247 3,247
Settlement and legal costs related to government investigation
4,461 54 352 4,977 524
Impairment of long-lived assets 1,045 1,045
Non-GAAP operating income (loss) $ 2,280 $ (2,656) $ 3,232 $ 10,402 $ 21,656
Non-GAAP operating margin as a % of revenue 1.3  % (1.6) % 2.0  % 1.5  % 3.3  %
GAAP net loss $ (77,059) $ (10,807) $ (2,732) $ (96,976) $ (11,081)
Share-based compensation 7,581  7,136  3,567  29,569  21,641 
Amortization of purchased intangible 811  812  812  3,247  3,247 
Gain on change of equity interest in equity method investment —  (505) —  (505) — 
Equity method investment loss (gain) from equity investee (302) 260  704  1,526  4,789 
Settlement and legal costs related to government investigation
4,461  54  352  4,977  524 
Impairment of equity method investment
76,784  —  —  76,784  — 
Impairment of long-lived assets 1,045  —  —  1,045  — 
Income tax effect of non-GAAP adjustments (12,584) 148  (78) (12,670) (627)
Non-GAAP net income (loss) $ 737  $ (2,902) $ 2,625  $ 6,997  $ 18,493 
Non-GAAP net margin as a % of revenue 0.4  % (1.8) % 1.6  % 1.0  % 2.8  %
GAAP net loss $ (77,059) $ (10,807) $ (2,732) $ (96,976) $ (11,081)
Share-based compensation 7,581  7,136  3,567  29,569  21,641 
Amortization and depreciation 15,447  18,259  13,908  62,396  53,757 
Equity method investment loss (gain) from equity investee (302) 260  704  1,526  4,789 
Impairment of equity method investment 76,784  —  —  76,784  — 
Interest income (956) (927) (1,295) (4,283) (5,168)
Interest expense 530  596  883  2,639  3,982 
Income tax expense (benefit) (11,567) 660  1,006  (8,625) 3,649 
EBITDAS $ 10,458  $ 15,177  $ 16,041  $ 63,030  $ 71,569 
GAAP diluted net loss per share $ (2.49) $ (0.37) $ (0.09) $ (3.10) $ (0.37)



Share-based compensation 0.25  0.24  0.12  0.95  0.72 
Amortization of purchased intangible 0.03  0.03  0.03  0.10  0.11 
Gain on change of equity interest in equity method investment —  (0.02) —  (0.02) — 
Equity method investment loss (gain) from equity investee (0.01) 0.01  0.02  0.05  0.16 
Settlement and legal costs related to government investigation
0.14  0.00  0.01  0.16  0.02 
Impairment of equity method investment 2.48  —  —  2.46  — 
Impairment of long-lived assets 0.03  —  —  0.03  — 
Income tax effect of non-GAAP adjustments (0.41) 0.01                 (0.00) (0.41) (0.02)
Non-GAAP diluted net income (loss) per share $ 0.02  $ (0.10) $ 0.09  $ 0.22  $ 0.62 
Weighted average number of common shares used to compute GAAP diluted net income (loss) per share 29,924  29,530  28,879  29,405  28,236 
Weighted average number of common shares used to compute Non-GAAP diluted net income (loss) per share 31,009  29,530  30,463  31,239  30,052 


Alpha and Omega Semiconductor Limited
Reconciliation of GAAP to Non-GAAP Outlook
For Fiscal Q1 Ending September 30, 2025
(in millions, except percentages)
GAAP gross margin 23.8  %
Estimated impact of share-based compensation expense 0.6  %
Non-GAAP gross margin 24.4  %
GAAP operating expenses $ 47.5 
Estimated stock-based compensation expense (6.5)
Non-GAAP operating expenses $ 41.0 

EX-99.2 3 exhibit992earningreleaseju.htm EX-99.2 Document

Exhibit 99.2


Alpha and Omega Semiconductor Limited
Prepared Remarks for the Investor Conference Call
for the Quarter Ended June 30, 2025

Steven Pelayo

Good afternoon, everyone, and welcome to Alpha and Omega Semiconductor’s conference call to discuss fiscal 2025 fourth quarter. I am Steven Pelayo, Investor Relations representative for AOS. With me today are Stephen Chang, our CEO, and Yifan Liang, our CFO. This call is being recorded and broadcast live over the Web. A replay will be available for seven days following the call via the link in the Investor Relations section of our website.

Our call will proceed as follows today. Stephen will begin business updates including strategic highlights, and a detailed segment report. After that, Yifan will review the financial results and provide guidance for the September quarter. Finally, we will have the Q&A session.

The earnings release was distributed over wire today, August 6, 2025, after the market close. The release is also posted on the company's website. Our earnings release and this presentation include non-GAAP financial measures. We use non-GAAP measures because we believe they provide useful information about our operating performance that should be considered by investors in conjunction with the GAAP measures. A reconciliation of these non-GAAP measures to comparable GAAP measures is included in the earnings release.

We remind you that during this conference call, we will make certain forward-looking statements, including discussions of the business outlook and financial projections. These forward-looking statements are based on management's current expectations and involve risks and uncertainties that could cause our actual results to differ materially. For a more detailed description of these risks and uncertainties, please refer to our recent and subsequent filings with the SEC. We assume no obligations to update the information provided in today's call.

Now, I will turn the call over to our CEO, Stephen Chang. Stephen?

Stephen Chang (Chief Executive Officer)

Thank you, Steven. Welcome to Alpha and Omega’s fiscal Q4 earnings call. I will begin with a high-level overview of our results and then jump into segment details.

We delivered fiscal Q4 revenue results at the high-end of our guidance due to better-than-expected demand in Computing mostly driven by tariff-related customer pull-ins for PCs, and strong sequential growth in A.I. and graphics chips. Our Consumer segment also saw strong sequential growth related to wearables and gaming. Overall, total June quarter revenue was $176.5 million, non-GAAP gross margin was 24.4%. Non-GAAP EPS was $0.02.




Total revenue increased 9.4% year-over-year, and 7.2% sequentially. As previously noted, licensing revenue wound down in the March quarter. Excluding licensing and other revenue, our product revenue was up 13.7% year-over-year and 9.0% sequentially.

Power IC revenue increased 25.8% sequentially and 30.2% year-over-year to a record quarterly high and now represents nearly 40% of total product revenue. The richer mix of Power IC benefits gross margins and comes from graphics, A.I., gaming, and PC markets.

On July 14th, we announced an equity transfer agreement with a strategic investor to sell approximately 20.3% of outstanding equity interest of AOS’s joint venture in Chongqing, China for an aggregate cash consideration of $150 million. The sale is expected to provide AOS with significant additional capital to continue investing in technology, equipment, and acquisition of assets complimentary to our business operations to support key growth areas.

In summary, uncertainties regarding macroeconomy and geopolitics continue. Nonetheless, we are delivering on our commitments and advancing our transformation from a component supplier to a total solutions provider. Our goal is to leverage premier customer relationships to expand market share and increase BOM content with a broader portfolio.

With that, let me now cover our segment results and provide some guidance by segment for the next quarter.

Starting with Computing. June quarter revenue was up 29.7% year-over-year, and up 17.9% sequentially and represented the majority or 52.6% of total revenue. These results were solidly ahead of our original expectation for mid-single digit sequential growth and more than 15% year-over-year.

As mentioned earlier, the upside was fueled by tariff-related pull-ins from our PC customers and robust sequential and year-over-year growth in power solutions for A.I. and graphics applications. Revenue from A.I. and graphics reached a record high in the June quarter, driven by strong initial shipments for a new A.I. program. However, we expect a digestion period in the September quarter as that initial demand is absorbed. Meanwhile, design-in activities for additional A.I. programs remain active and ongoing.

In summary, we expect the Computing segment to grow low-single-digits sequentially and mid-teens year-over-year in the September quarter. Sequential growth will be driven by PC’s, with graphics and A.I. demand remaining relatively strong, though down from June’s record levels. Tablet demand is expected to decline. Overall, visibility remains limited given the uncertain macroeconomic backdrop and evolving trade policies.

Turning to the Consumer segment, June quarter revenue was down 5.8% year-over-year and up 23.9% sequentially and represented 15.1% of total revenue. The results were in-line with our forecast driven by strong promotional activity in gaming, as well as sequential growth from home appliances. Wearables were also better-than-expected.




For the September quarter, we forecast mid-single digit sequential decline in the Consumer segment driven by gaming and home appliances but offset by continued growth in wearables.

Next, let’s discuss the Communications segment, revenue in the June quarter was down 1.7% year-over-year, down 5.2% sequentially, and represented 15.2% of total revenue.

The June quarter results were below our guidance for flat sequential growth as the fall off from smartphones in China more than offset growth from Korea and our Tier 1 U.S. smartphone customer. Smartphone Battery PCM revenue continues to outpace the overall market due to a combination of market share gains, a mix-shift to higher-end phones, and generally higher charging currents, driving increased BOM content.

Looking ahead to the September quarter, we anticipate more than 10% sequential growth for the Communications segment primarily driven by our Tier 1 U.S. smartphone customer as they prepare for their next phone launch. Demand from China smartphone is also expected to grow sequentially, while Korea sustains the high level achieved in the June quarter.

Now, let’s talk about our last segment, Power Supply and Industrial, which accounted for 16.8% of total revenue and was up 7.3% year-over-year and down 9.8% sequentially.

The results were below our flat-to-slightly down sequential forecast primarily due to weaker-than-expected demand from Power Tools and E-mobility. AC-DC power supplies and quick chargers for smartphones did increase sequentially, but it was not enough to offset the weakness elsewhere.

As we stated before, we are now seeing increases in quick chargers due to increased BOM content driven by higher charging currents.

For the September quarter, we expect revenue to grow mid-single digits sequentially for the Power Supply and Industrial segment primarily driven by a slight pick-up in E-mobility, offset by lower AC-DC power supplies.

In closing, we are pleased to report that June quarter results landed at the high-end of our guidance, fueled by strong demand across A.I. and graphics, gaming, wearables, and tariff-related PC pull-ins. These results highlight the strength of our diversified portfolio and our ability to execute amid dynamic market conditions.

Looking ahead to the September quarter, we expect further growth driven by PC’s, smartphones, and wearables, as we continue to be excited by the expanding opportunities in A.I. and graphics. The geopolitical and macroeconomic environment remains fluid as we actively monitor evolving trade policies, capture pull-in related opportunities, and collaborate with customers to minimize disruptions.

Our business fundamentals remain strong—anchored by differentiated technology, a broadening product portfolio, and deep relationships with leading global customers. We believe calendar 2025 will be a year of growth, supported by expanding end-market exposure, share gains, and rising BOM content.



While near-term uncertainties persist, we remain focused on execution, innovation, and delivering sustainable value for all stakeholders.

With that, I will now turn the call over to Yifan for a discussion of our fiscal fourth quarter financial results and our outlook for the next quarter. Yifan?

Yifan Liang (Chief Financial Officer)

Thank you, Stephen. Good afternoon, everyone and thank you for joining us.

Revenue for the June quarter was $176.5 million, up 7.2% sequentially and up 9.4% year-over-year.

In terms of product mix, DMOS revenue was $107.3 million, up 0.4% sequentially and 5.1% over last year. Power IC revenue was $68.7 million, up 25.8% from the prior quarter and 30.2% from a year ago. Assembly service and other revenue was $0.5 million, as compared to $0.4 million last quarter and $1.4 million for the same quarter last year. We did not have any license and engineering services revenue this quarter, as the related contract was completed in mid-February. This compares to $2.8 million in the prior quarter and $5.1 million in the same quarter last year.

Non-GAAP gross margin was 24.4%, compared to 22.5% last quarter and 26.4% a year ago. The quarter-over-quarter increase was mainly impacted by the mix improvement.

Non-GAAP operating expenses were $40.9 million, compared to $39.7 million for the prior quarter and $39.3 million last year. The quarter-over-quarter increase was primarily due to higher R&D engineering expenses.

Non-GAAP quarterly EPS was $0.02, compared to negative $0.10 per share last quarter and $0.09 per share a year ago.

Moving on to cash flow. Operating cash flow was negative $2.8 million, including $2.7 million of repayment of customer deposits. By comparison, operating cash flow was $7.4 million in the prior quarter and $7.1 million last year. We expect to refund $5.0 million of customer deposits in the September quarter. EBITDAS excluding impairment of equity investment for the quarter was $10.5 million, compared to $15.2 million last quarter and $16.0 million for the same quarter a year ago.

Now let me turn to our balance sheet.

We completed the June quarter with a cash balance of $153.1 million, compared to $169.4 million at the end of last quarter.

Net trade receivables increased by $6.3 million sequentially. Days Sales Outstanding were 15 days for the quarter, compared to 11 days for the prior quarter.




Net inventory increased by $1.6 million quarter-over-quarter. Average days in inventory were 126 days for the quarter, compared to 129 days for the prior quarter.

CapEx for the quarter was $14.3 million, compared to $8.1 million for the prior quarter. We expect CapEx for the September quarter to range from $11 million to $13 million.

A few words about our joint venture in Chongqing, China (CQJV). On July 14th, we signed an equity transfer agreement to sell 20.3% of the outstanding shares of CQJV for $150 million in cash, and we expect this deal to be completed in the next few months. This transaction demonstrated our commitment to the ongoing value creation for our shareholders. With this sale, our ownership in CQJV will reduce to 18.9% from 39.2%. CQJV will remain as an important wafer and packaging supplier for AOS. After this transaction, the new investor plans to inject significant amount of capital into CQJV to further expand its capacity.

Based on the valuation of this sale, we recorded an impairment charge of $76.8 million in the June quarter on the U.S. GAAP basis. This impairment charge partially reversed the $358.7 million net gain that we recorded back to December 2021 after we sold 3.2% equity interest in CQJV for $26.3 million cash.

With that, now I would like to discuss September quarter guidance.

We expect:

•Revenue to be approximately $183 million, plus or minus $10.0 million.
•GAAP gross margin to be 23.8%, plus or minus 1%. We anticipate non-GAAP gross margin to be 24.4%, plus or minus 1%.
•GAAP operating expenses to be $47.5 million, plus or minus $1.0 million. Non-GAAP operating expenses are expected to be $41.0 million, plus or minus $1.0 million.
•Interest income to be $0.5 million higher than interest expense, and
•Income tax expense to be in the range of $1.0 million to $1.3 million.

With that, we will now open the call for questions. Operator, please start the Q&A session.

Closing:
Before we conclude, I’d like to highlight a few upcoming investor events. The management team will be participating in the 6th Annual Needham Virtual Semiconductor & Semicap 1x1 Conference on August 21st, the 2025 Evercore Semiconductor, IT Hardware & Networking Conference on August 26th, and the Jefferies Semiconductors, IT Hardware & Communications Technology Conference on August 27th, both in Chicago, IL, as well as Benchmark 2025 Tech, Media & Telecom Conference on September 3rd, and TD Securities Technology Growth Cap Summit on September 4th, both in New York City. If you wish to request a meeting, please contact the institutional sales representative at each sponsoring bank. This concludes our earnings call today.



Thank you for your interest in AOS and we look forward to talking to you again next quarter.

Special Notes Regarding Forward Looking Statements

This script contains forward-looking statements that are based on current expectations, estimates, forecasts and projections of future performance based on management's judgment, beliefs, current trends, and anticipated product performance. These forward looking statements include, without limitation, statements relating to projected amount of revenues, gross margin, operating expenses, operating income, tax expenses, net income, noncontrolling interest, share-based compensation expenses and other financial forecasts, expected financial performance of market segments; our ability to capture market shares and increase BOM content; expected seasonality; the benefit of the CQJV transaction; business opportunities in A.I. and data centers, development in tariff and trade policies; our ability and strategy to develop new products; fluctuation in customer demand and market segments; and other information regarding the future development of our business. Forward looking statements involve risks and uncertainties that may cause actual results to differ materially from those contained in the forward-looking statements. These factors include, but are not limited to, the state of semiconductor industry and seasonality of our markets; decline of the PC industry and our ability to respond to such decline; difficulties and challenges in executing our diversification strategy into different market segments; ordering pattern and seasonality; our ability to introduce or develop new and enhanced products that achieve market acceptance; the actual product performance in volume production, the quality and reliability of our product, our ability to achieve design wins, the general business and economic conditions, our ability to maintain factory utilization at a desirable level; and other risks as described in our SEC filings, including our Annual Report on Form 10-K for the fiscal year ended June 30, 2025 and other periodic reports filed by AOS. Other unknown or unpredictable factors or underlying assumptions subsequently proving to be incorrect could cause actual results to differ materially from those in the forward-looking statements. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, level of activity, performance, or achievements. You should not place undue reliance on these forward-looking statements. All information provided in this press release is as of today's date, unless otherwise stated, and AOS undertakes no duty to update such information, except as required under applicable law.