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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Kulicke and Soffa Industries Inc | NASDAQ:KLIC | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.49 | 1.04% | 47.49 | 41.00 | 51.00 | 47.92 | 47.19 | 47.42 | 402,067 | 01:00:00 |
☒
|
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
|
|
EXCHANGE ACT OF 1934
|
☐
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
|
|
EXCHANGE ACT OF 1934
|
Pennsylvania
|
23-1498399
|
(State or other jurisdiction of incorporation)
|
(IRS Employer Identification No.)
|
|
|
N/A
|
|
(Former name, former address and former fiscal year, if changed since last report)
|
Title of each class
|
Trading Symbol(s)
|
Name of each exchange on which registered
|
Common Stock, Without Par Value
|
KLIC
|
The Nasdaq Global Market
|
Large accelerated filer
|
☒
|
Accelerated filer
|
☐
|
Non-accelerated filer
|
☐
|
Smaller reporting company
|
☐
|
Emerging growth company
|
☐
|
|
|
|
|
|
|
|
|
Page Number
|
|
Part I
|
|
Item 1.
|
Business
|
|
|
|
|
Item 1A.
|
Risk Factors
|
|
|
|
|
Item 1B.
|
Unresolved Staff Comments
|
|
|
|
|
Item 2.
|
Properties
|
|
|
|
|
Item 3.
|
Legal Proceedings
|
|
|
|
|
Item 4.
|
Mine Safety Disclosures
|
|
|
Part II
|
|
Item 5.
|
Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
|
|
|
Part II
|
|
Item 6.
|
Selected Consolidated Financial Data
|
|
|
|
|
Item 7.
|
Management's Discussion and Analysis of Financial Condition and Results of Operations
|
|
|
|
|
Item 7A.
|
Quantitative and Qualitative Disclosures about Market Risk
|
|
|
|
|
Item 8.
|
Financial Statements and Supplementary Data
|
|
|
|
|
Item 9.
|
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
|
|
|
|
|
Item 9A.
|
Controls and Procedures
|
|
|
|
|
Item 9B.
|
Other Information
|
|
|
Part III
|
|
Item 10.
|
Directors, Executive Officers and Corporate Governance
|
|
|
|
|
Item 11.
|
Executive Compensation
|
|
|
|
|
Item 12.
|
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
|
|
|
|
|
Item 13.
|
Certain Relationships and Related Transactions and Director Independence
|
|
|
|
|
Item 14.
|
Principal Accounting Fees and Services
|
|
|
Part IV
|
|
Item 15.
|
Exhibits and Financial Statement Schedules
|
|
|
|
|
|
Signatures
|
•
|
projected growth rates in the overall semiconductor industry, the semiconductor assembly equipment market, and the market for semiconductor packaging materials; and
|
•
|
projected demand for ball, wedge bonder, advanced packaging and electronic assembly equipment and for tools, spare parts and services.
|
|
|
Fiscal
|
|||||||||||||||||||
|
|
2019
|
|
2018
|
|
2017
|
|||||||||||||||
(dollar amounts in thousands)
|
|
Net revenues
|
|
% of total net revenue
|
|
Net revenues
|
|
% of total net revenue
|
|
Net revenues
|
|
% of total net revenue
|
|||||||||
Capital Equipment
|
|
$
|
386,820
|
|
|
71.6
|
%
|
|
$
|
719,390
|
|
|
80.9
|
%
|
|
$
|
651,934
|
|
|
80.6
|
%
|
APS
|
|
153,232
|
|
|
28.4
|
%
|
|
169,731
|
|
|
19.1
|
%
|
|
157,107
|
|
|
19.4
|
%
|
|||
|
|
$
|
540,052
|
|
|
100.0
|
%
|
|
$
|
889,121
|
|
|
100.0
|
%
|
|
$
|
809,041
|
|
|
100.0
|
%
|
|
Fiscal 2019
|
|
Fiscal 2018
|
|
Fiscal 2017
|
1
|
Super Power International Ltd (2)
|
1
|
Haoseng Industrial Co., Ltd. (1)(2)
|
1
|
Haoseng Industrial Co., Ltd. (1)(2)
|
2
|
Micron Technology Incorporated
|
2
|
ASE Industrial Holding (3)
|
2
|
Siliconware Precision Industries Ltd. (3)
|
3
|
First Technology China, Ltd. (2)
|
3
|
Super Power International Ltd (2)
|
3
|
Advanced Semiconductor Engineering (3)
|
4
|
ASE Industrial Holding (3)
|
4
|
Micron Technology Incorporated
|
4
|
Amkor Technology Inc.
|
5
|
Xinye Electronics. Co (2)
|
5
|
First Technology China, Ltd. (2)
|
5
|
Super Power International Ltd (2)
|
6
|
Forehope Electronic Co., Ltd
|
6
|
Tesla Motors
|
6
|
Samsung
|
7
|
Infineon Technologies
|
7
|
Samsung
|
7
|
First Technology China, Ltd. (2)
|
8
|
ST Microelectronics
|
8
|
Texas Instruments, Inc.
|
8
|
LG Innotek Co. Ltd.
|
9
|
On Semiconductor
|
9
|
Xinye Electronics. Co (2)
|
9
|
Texas Instruments, Inc.
|
10
|
Haoseng Industrial Co., Ltd. (2)
|
10
|
Infineon Technologies
|
10
|
Xinye Electronics. Co (2)
|
|
|
As of
|
||||||
(in thousands)
|
|
September 28, 2019
|
|
September 29, 2018
|
||||
Backlog
|
|
$
|
104,711
|
|
|
$
|
141,665
|
|
•
|
market downturns;
|
•
|
industry inventory level;
|
•
|
the mix of products we sell because, for example:
|
◦
|
certain lines of equipment within our business segments are more profitable than others; and
|
◦
|
some sales arrangements have higher gross margins than others;
|
•
|
canceled or deferred orders;
|
•
|
seasonality;
|
•
|
competitive pricing pressures may force us to reduce prices;
|
•
|
higher than anticipated costs of development or production of new equipment models;
|
•
|
the availability and cost of the components for our products;
|
•
|
delays in the development and manufacture of our new products and upgraded versions of our products and market acceptance of these products when introduced;
|
•
|
customers' delay in purchasing our products due to anticipation that we or our competitors may introduce new or upgraded products; and
|
•
|
our competitors' introduction of new products.
|
•
|
timing and extent of our research and development efforts;
|
•
|
severance, restructuring, and other costs of relocating facilities;
|
•
|
inventory write-offs due to obsolescence or other causes; and
|
•
|
an increase in the cost of labor or materials.
|
•
|
risks of war and civil disturbances or other events that may limit or disrupt manufacturing and markets;
|
•
|
seizure of our foreign assets, including cash;
|
•
|
longer payment cycles in foreign markets;
|
•
|
foreign exchange restrictions and capital controls;
|
•
|
restrictions or significant taxes on the repatriation of our assets, including cash;
|
•
|
difficulties of staffing and managing dispersed international operations;
|
•
|
changes in our structure or tax incentive arrangements;
|
•
|
possible disagreements with tax authorities;
|
•
|
episodic events outside our control such as, for example, outbreaks of influenza or other illnesses;
|
•
|
natural disasters such as earthquakes, fires or floods;
|
•
|
tariff and currency fluctuations;
|
•
|
changing political conditions;
|
•
|
labor work stoppages and strikes in our factories or the factories of our suppliers;
|
•
|
foreign governments' monetary policies and regulatory requirements;
|
•
|
less protective foreign intellectual property laws;
|
•
|
new laws and regulations; and
|
•
|
legal systems which are less developed and may be less predictable than those in the U.S.
|
•
|
writing off the value of inventory;
|
•
|
disposing of products that cannot be fixed;
|
•
|
retrofitting products that have been shipped;
|
•
|
providing product replacements or modifications; and
|
•
|
defending against litigation.
|
•
|
decreased control over the manufacturing process for components and subassemblies;
|
•
|
changes in our manufacturing processes in response to changes in the market, which may delay our shipments;
|
•
|
our inadvertent use of defective or contaminated raw materials;
|
•
|
the relatively small operations and limited manufacturing resources of some of our suppliers, which may limit their ability to manufacture and sell subassemblies, components or parts in the volumes we require and at acceptable quality levels and prices;
|
•
|
restrictions on our ability to rely on suppliers due to changes in trade regulation;
|
•
|
the inability of suppliers to meet customer demand requirements during volatile cycles;
|
•
|
reliability or quality issues with certain key subassemblies provided by single source suppliers as to which we may not have any short term alternative;
|
•
|
shortages caused by disruptions at our suppliers and subcontractors for a variety of reasons, including work stoppage or fire, earthquake, flooding or other natural disasters;
|
•
|
delays in the delivery of raw materials or subassemblies, which, in turn, may delay shipments to our customers;
|
•
|
loss of suppliers as a result of consolidation of suppliers in the industry; and
|
•
|
loss of suppliers because of their bankruptcy or insolvency.
|
•
|
employees, subcontractors, vendors, consultants and customers may violate their contractual agreements, and the cost of enforcing those agreements may be prohibitive, or those agreements may be unenforceable or more limited than we anticipate;
|
•
|
foreign intellectual property laws may not adequately protect our intellectual property rights; and
|
•
|
our patent and copyright claims may not be sufficiently broad to effectively protect our technology; our patents or copyrights may be challenged, invalidated or circumvented; or we may otherwise be unable to obtain adequate protection for our technology.
|
•
|
classify our board of directors into four classes, with one class being elected each year;
|
•
|
permit our board to issue “blank check” preferred shares without shareholder approval; and
|
•
|
prohibit us from engaging in some types of business combinations with a holder of 20% or more of our voting securities without super-majority board or shareholder approval.
|
Facility (1)
|
|
Approximate Size
|
|
Function
|
|
Business Segment and Products Manufactured
|
|
Lease Expiration Date
|
Singapore
|
|
209,000 sq. ft.
|
|
Corporate headquarters, manufacturing, technology, sales and service center
|
|
Capital Equipment: ball and wedge bonders, advanced packaging and AT Premier
|
|
November 2043 (2)
|
Suzhou, China
|
|
191,000 sq. ft.
|
|
Manufacturing, technology and shared support services center
|
|
APS: capillaries, dicing blades and bonding wedges
|
|
Owned
|
Eindhoven, Netherlands
|
|
110,000 sq. ft.
|
|
Manufacturing, technology, sales and service center
|
|
Capital Equipment: Advanced Packaging and Electronics Assembly
|
|
September 2025 (3)
|
Fort Washington, Pennsylvania
|
|
88,000 sq. ft.
|
|
Technology, sales and service center
|
|
Not applicable
|
|
Owned
|
Santa Ana, California
|
|
65,000 sq. ft.
|
|
Technology, sales and service center
|
|
Not applicable
|
|
August 2036 (4)
|
Haifa, Israel
|
|
31,000 sq. ft.
|
|
Manufacturing and technology center
|
|
APS: capillary blanks (semi-finish)
|
|
October 2037 (5)
|
(1)
|
Each of the facilities listed in this table is leased other than the facility in Suzhou, China and Fort Washington, Pennsylvania
|
(2)
|
Includes lease extension periods at the Company's option. Initial lease expires in November 2023.
|
(3)
|
Includes lease extension periods at the Company's option. Initial lease expires in September 2020.
|
(4)
|
Includes lease extension periods at the Company's option. Initial lease expires in September 2026.
|
(5)
|
Includes lease extension periods at the Company's option. Initial lease expires in October 2027.
|
Item 3.
|
LEGAL PROCEEDINGS
|
Item 5.
|
MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
|
Period
|
|
Total Number of Shares Purchased
|
|
Average Price Paid Per Share
|
|
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
|
|
Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs (1)
|
||||||
June 30, 2019 to July 27, 2019
|
|
443
|
|
|
$
|
22.21
|
|
|
443
|
|
|
$
|
102,273
|
|
July 28, 2019 to August 31, 2019
|
|
109
|
|
|
$
|
20.74
|
|
|
109
|
|
|
$
|
100,004
|
|
September 1, 2019 to September 28, 2019
|
|
128
|
|
|
$
|
22.37
|
|
|
128
|
|
|
$
|
97,145
|
|
For the three months ended September 28, 2019
|
|
680
|
|
|
|
|
680
|
|
|
|
(1)
|
On August 15, 2017, the Company's Board of Directors authorized a program (the "Program") to repurchase up to $100 million in total of the Company's common stock on or before August 1, 2020. On July 10, 2018, the Board of Directors increased the share repurchase authorization under the Program to $200 million. On January 31, 2019, the Board of Directors further increased the share repurchase under the Program to $300 million. The Company may purchase shares of its common stock through open market and privately negotiated transactions at prices deemed appropriate by management. The Company has entered into a written trading plan under Rule 10b5-1 of the Exchange Act to facilitate repurchases under the Program. The Program may be suspended or discontinued at any time and will be funded using the Company's available cash, cash equivalents and short-term investments. The timing and amount of repurchase transactions under the Program depend on market conditions as well as corporate and regulatory considerations.
|
|
Fiscal
|
||||||||||||||||||||
(in thousands)
|
2019
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
||||||||||||
Statement of Operations Data:
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net revenue
|
$
|
540,052
|
|
|
$
|
889,121
|
|
|
$
|
809,041
|
|
|
$
|
627,192
|
|
|
$
|
536,471
|
|
||
Income from operations
|
21,610
|
|
|
166,632
|
|
|
113,083
|
|
|
53,953
|
|
|
38,591
|
|
|||||||
Interest income, net
|
13,077
|
|
|
10,917
|
|
|
5,432
|
|
|
2,211
|
|
|
454
|
|
|||||||
Income before income taxes
|
34,687
|
|
|
177,549
|
|
|
118,515
|
|
|
56,164
|
|
|
39,045
|
|
|||||||
Provision for (benefit from) income taxes(1)
|
22,910
|
|
|
120,744
|
|
|
(7,394
|
)
|
|
7,709
|
|
|
(12,867
|
)
|
|||||||
Share of results of equity-method investee, net of tax
|
124
|
|
|
129
|
|
|
(190
|
)
|
|
—
|
|
|
—
|
|
|||||||
Net income
|
$
|
11,653
|
|
|
$
|
56,676
|
|
|
$
|
126,099
|
|
|
$
|
48,455
|
|
|
$
|
51,912
|
|
|
Fiscal
|
||||||||||||||||||
|
2019
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
||||||||||
Per Share Data:
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income per share:
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
$
|
0.18
|
|
|
$
|
0.82
|
|
|
$
|
1.78
|
|
|
$
|
0.69
|
|
|
$
|
0.69
|
|
Diluted
|
$
|
0.18
|
|
|
$
|
0.80
|
|
|
$
|
1.75
|
|
|
$
|
0.68
|
|
|
$
|
0.69
|
|
Cash dividends declared per share
|
$
|
0.48
|
|
|
$
|
0.24
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Weighted average shares outstanding:
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
65,286
|
|
|
69,380
|
|
|
70,906
|
|
|
70,477
|
|
|
75,414
|
|
|||||
Diluted
|
65,948
|
|
|
70,419
|
|
|
72,063
|
|
|
70,841
|
|
|
75,659
|
|
|
Fiscal
|
||||||||||||||||||
(in thousands)
|
2019
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
||||||||||
Balance Sheet Data:
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash, cash equivalents and short-term investments
|
$
|
593,184
|
|
|
$
|
614,148
|
|
|
$
|
608,410
|
|
|
$
|
547,907
|
|
|
$
|
498,614
|
|
Working capital
|
719,109
|
|
|
813,197
|
|
|
760,401
|
|
|
654,983
|
|
|
624,659
|
|
|||||
Total assets
|
1,079,616
|
|
|
1,185,740
|
|
|
1,171,107
|
|
|
982,444
|
|
|
904,466
|
|
|||||
Long-term and current portion of financing obligation
|
15,032
|
|
|
15,957
|
|
|
16,769
|
|
|
17,318
|
|
|
17,003
|
|
|||||
Shareholders' equity
|
769,063
|
|
|
880,207
|
|
|
920,030
|
|
|
799,524
|
|
|
760,912
|
|
(1)
|
The following are the most significant factors that affected our provision for (benefit from) income taxes: volatility in our earnings each fiscal year; variation in our earnings among the various tax jurisdictions in which we operate; changes in assumptions regarding repatriation of foreign earnings; changes in tax legislation; remeasurement of deferred taxes; and unrecognized tax benefit.
|
•
|
projected growth rates in the overall semiconductor industry, the semiconductor assembly equipment market, and the market for semiconductor packaging materials; and
|
•
|
projected demand for ball, wedge bonder, advanced packaging and electronic assembly equipment and for tools, spare parts and services.
|
•
|
Overview: Introduction of our operations, key events, business environment, technology leadership, products and services
|
•
|
Critical Accounting Policies
|
•
|
Recent Accounting Pronouncements
|
•
|
Results of Operations
|
•
|
Liquidity and Capital Resources
|
•
|
Other Obligations and Contingent Payments
|
•
|
Right of Return: A large portion of our revenue comes from the sale of equipment used in the semiconductor assembly process. Other product sales relate to consumable products, which are sold in high-volume quantities, and are generally maintained at low stock levels at our customer's facility. Customer returns have historically represented a very small percentage of customer sales on an annual basis.
|
•
|
Warranties: Our equipment is generally shipped with a one-year warranty against manufacturing defects. We establish reserves for estimated warranty expense when revenue for the related equipment is recognized. The reserve for estimated warranty expense is based upon historical experience and management's estimate of future expenses, including product parts replacement, freight charges and labor costs expected to be incurred to correct product failures during the warranty period.
|
•
|
Conditions of Acceptance: Sales of our consumable products generally do not have customer acceptance terms. In certain cases, sales of our equipment have customer acceptance clauses which may require the equipment to perform in accordance with customer specifications or when installed at the customer's facility. In such cases, if the terms of acceptance are satisfied at our facility prior to shipment, the revenue for the equipment will be recognized upon shipment. If the terms of acceptance are satisfied at our customers' facilities, the revenue for the equipment will not be recognized until acceptance, which is typically obtained after installation and testing, is received from the customer.
|
|
|
Fiscal
|
|
|
|
|
|||||||||
(dollar amounts in thousands)
|
|
2019
|
|
2018
|
|
$ Change
|
|
% Change
|
|||||||
Net revenue
|
|
$
|
540,052
|
|
|
$
|
889,121
|
|
|
$
|
(349,069
|
)
|
|
(39.3
|
)%
|
Cost of sales
|
|
285,462
|
|
|
479,680
|
|
|
(194,218
|
)
|
|
(40.5
|
)%
|
|||
Gross profit
|
|
254,590
|
|
|
409,441
|
|
|
(154,851
|
)
|
|
(37.8
|
)%
|
|||
|
|
|
|
|
|
|
|
|
|||||||
Selling, general and administrative
|
|
116,811
|
|
|
123,188
|
|
|
(6,377
|
)
|
|
(5.2
|
)%
|
|||
Research and development
|
|
116,169
|
|
|
119,621
|
|
|
(3,452
|
)
|
|
(2.9
|
)%
|
|||
Operating expenses
|
|
232,980
|
|
|
242,809
|
|
|
(9,829
|
)
|
|
(4.0
|
)%
|
|||
|
|
|
|
|
|
|
|
|
|||||||
Income from operations
|
|
$
|
21,610
|
|
|
$
|
166,632
|
|
|
$
|
(145,022
|
)
|
|
(87.0
|
)%
|
|
Fiscal
|
||||||
(in thousands)
|
2019
|
|
2018
|
||||
Bookings
|
$
|
503,098
|
|
|
$
|
840,083
|
|
|
|
|
|
||||
|
As of
|
||||||
(in thousands)
|
September 28, 2019
|
|
September 29, 2018
|
||||
Backlog
|
$
|
104,711
|
|
|
$
|
141,665
|
|
|
|
Fiscal
|
|
|
|
|
|||||||||
(dollar amounts in thousands)
|
|
2019
|
|
2018
|
|
$ Change
|
|
% Change
|
|||||||
Capital Equipment
|
|
$
|
386,820
|
|
|
$
|
719,390
|
|
|
$
|
(332,570
|
)
|
|
(46.2
|
)%
|
APS
|
|
153,232
|
|
|
169,731
|
|
|
(16,499
|
)
|
|
(9.7
|
)%
|
|||
Total net revenue
|
|
$
|
540,052
|
|
|
$
|
889,121
|
|
|
$
|
(349,069
|
)
|
|
(39.3
|
)%
|
|
|
Fiscal 2019 vs. 2018
|
||||||||||
(in thousands)
|
|
Price
|
|
Volume
|
|
$ Change
|
||||||
Capital Equipment
|
|
$
|
(3,910
|
)
|
|
$
|
(328,660
|
)
|
|
$
|
(332,570
|
)
|
|
|
Fiscal 2019 vs. 2018
|
||||||||||
(in thousands)
|
|
Price
|
|
Volume
|
|
$ Change
|
||||||
APS
|
|
$
|
(7,922
|
)
|
|
$
|
(8,577
|
)
|
|
$
|
(16,499
|
)
|
|
|
Fiscal
|
|
|
|
|
|||||||||
(dollar amounts in thousands)
|
|
2019
|
|
2018
|
|
$ Change
|
|
% Change
|
|||||||
Capital Equipment
|
|
$
|
168,683
|
|
|
$
|
315,939
|
|
|
$
|
(147,256
|
)
|
|
(46.6
|
)%
|
APS
|
|
85,907
|
|
|
93,502
|
|
|
(7,595
|
)
|
|
(8.1
|
)%
|
|||
Total gross profit
|
|
$
|
254,590
|
|
|
$
|
409,441
|
|
|
$
|
(154,851
|
)
|
|
(37.8
|
)%
|
|
|
Fiscal
|
|
|
|||||
|
|
2019
|
|
2018
|
|
Basis point
change
|
|||
Capital Equipment
|
|
43.6
|
%
|
|
43.9
|
%
|
|
(30
|
)
|
APS
|
|
56.1
|
%
|
|
55.1
|
%
|
|
100
|
|
Total gross margin
|
|
47.1
|
%
|
|
46.1
|
%
|
|
100
|
|
|
|
Fiscal 2019 vs. 2018
|
||||||||||||||
(in thousands)
|
|
Price
|
|
Cost
|
|
Volume
|
|
$ Change
|
||||||||
Capital Equipment
|
|
$
|
(3,910
|
)
|
|
$
|
4,060
|
|
|
$
|
(147,406
|
)
|
|
$
|
(147,256
|
)
|
|
|
Fiscal 2019 vs. 2018
|
||||||||||||||
(in thousands)
|
|
Price
|
|
Cost
|
|
Volume
|
|
$ Change
|
||||||||
APS
|
|
$
|
(7,922
|
)
|
|
$
|
1,175
|
|
|
$
|
(848
|
)
|
|
$
|
(7,595
|
)
|
|
|
Fiscal
|
|
|
||||
|
|
2019
|
|
2018
|
|
Basis point
change
|
||
Selling, general and administrative
|
|
21.6
|
%
|
|
13.9
|
%
|
|
770
|
Research and development
|
|
21.5
|
%
|
|
13.5
|
%
|
|
800
|
Total
|
|
43.1
|
%
|
|
27.4
|
%
|
|
1,570
|
|
|
Fiscal
|
|
|
|
|
|||||||||
(dollar amounts in thousands)
|
|
2019
|
|
2018
|
|
$ Change
|
|
% Change
|
|||||||
Interest income
|
|
$
|
15,132
|
|
|
$
|
11,971
|
|
|
$
|
3,161
|
|
|
26.4
|
%
|
Interest expense
|
|
$
|
(2,055
|
)
|
|
$
|
(1,054
|
)
|
|
$
|
(1,001
|
)
|
|
95.0
|
%
|
|
|
Fiscal
|
||||||
(in thousands)
|
|
2019
|
|
2018
|
||||
Provision for income taxes
|
|
$
|
22,910
|
|
|
$
|
120,744
|
|
Effective tax rate
|
|
66.0
|
%
|
|
68.0
|
%
|
|
|
As of
|
|
|
||||||||
(dollar amounts in thousands)
|
|
September 28, 2019
|
|
September 29, 2018
|
|
Change
|
||||||
Cash and cash equivalents
|
|
$
|
364,184
|
|
|
$
|
320,630
|
|
|
$
|
43,554
|
|
Restricted cash
|
|
—
|
|
|
518
|
|
|
(518
|
)
|
|||
Short-term investments
|
|
229,000
|
|
|
293,000
|
|
|
(64,000
|
)
|
|||
Total cash, cash equivalents, restricted cash and short-term investments
|
|
$
|
593,184
|
|
|
$
|
614,148
|
|
|
$
|
(20,964
|
)
|
Percentage of total assets
|
|
54.9
|
%
|
|
51.8
|
%
|
|
|
|
|
|
Fiscal
|
||||||
(in thousands)
|
|
2019
|
|
2018
|
||||
Net cash provided by operating activities
|
|
$
|
65,967
|
|
|
$
|
123,499
|
|
Net cash provided by/(used in) investing activities
|
|
47,468
|
|
|
(96,871
|
)
|
||
Net cash used in financing activities
|
|
(71,318
|
)
|
|
(99,135
|
)
|
||
Effect of exchange rate changes on cash, cash equivalents and restricted cash
|
|
919
|
|
|
715
|
|
||
Changes in cash, cash equivalents and restricted cash
|
|
$
|
43,036
|
|
|
$
|
(71,792
|
)
|
Cash, cash equivalents and restricted cash, beginning of period
|
|
321,148
|
|
|
392,940
|
|
||
Cash, cash equivalents and restricted cash, end of period
|
|
$
|
364,184
|
|
|
$
|
321,148
|
|
|
|
|
|
Payments due in
|
||||||||||||||||
(in thousands)
|
|
Total
|
|
Less than 1 year
|
|
1 - 3 years
|
|
3 - 5 years
|
|
More than 5 years
|
||||||||||
Inventory purchase obligations (1)
|
|
$
|
83,278
|
|
|
83,278
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Operating lease obligations (2)
|
|
16,273
|
|
|
4,089
|
|
|
4,758
|
|
|
3,789
|
|
|
3,637
|
|
|||||
U.S. One-time transition tax payable (3)
(reflected on our Balance Sheets)
|
|
72,401
|
|
|
5,175
|
|
|
12,213
|
|
|
18,607
|
|
|
36,406
|
|
|||||
Asset retirement obligations (reflected on our Balance Sheets)(4)
|
|
1,636
|
|
|
125
|
|
|
323
|
|
|
1,063
|
|
|
125
|
|
|||||
Total
|
|
$
|
173,588
|
|
|
$
|
92,667
|
|
|
$
|
17,294
|
|
|
$
|
23,459
|
|
|
$
|
40,168
|
|
(1)
|
We order inventory components in the normal course of our business. A portion of these orders are non-cancellable and a portion may have varying penalties and charges in the event of cancellation.
|
(2)
|
Represents minimum rental commitments under various leases (excluding taxes, insurance, maintenance and repairs, which are also paid by us) primarily for various facility and equipment leases, which expire periodically through 2027 (not including lease extension options, if applicable).
|
(3)
|
Associated with the U.S. one-time transition tax on certain earnings and profits of our foreign subsidiaries in relation to the TCJA.
|
(4)
|
Asset retirement obligations are associated with commitments to return the property to its original condition upon lease termination at various sites.
|
|
|
As of
|
||||||
|
|
September 28, 2019
|
|
September 29, 2018
|
||||
ASSETS
|
|
|
|
|
||||
Current assets:
|
|
|
|
|
||||
Cash and cash equivalents
|
|
$
|
364,184
|
|
|
$
|
320,630
|
|
Restricted cash
|
|
—
|
|
|
518
|
|
||
Short-term investments
|
|
229,000
|
|
|
293,000
|
|
||
Accounts and notes receivable, net of allowance for doubtful accounts of $597 and $385, respectively
|
|
195,830
|
|
|
243,373
|
|
||
Inventories, net
|
|
89,308
|
|
|
115,191
|
|
||
Prepaid expenses and other current assets
|
|
15,429
|
|
|
14,561
|
|
||
Total current assets
|
|
893,751
|
|
|
987,273
|
|
||
|
|
|
|
|
|
|||
Property, plant and equipment, net
|
|
72,370
|
|
|
76,067
|
|
||
Goodwill
|
|
55,691
|
|
|
56,550
|
|
||
Intangible assets, net
|
|
42,651
|
|
|
52,871
|
|
||
Deferred tax assets
|
|
6,409
|
|
|
9,017
|
|
||
Equity investments
|
|
6,250
|
|
|
1,373
|
|
||
Other assets
|
|
2,494
|
|
|
2,589
|
|
||
TOTAL ASSETS
|
|
$
|
1,079,616
|
|
|
$
|
1,185,740
|
|
|
|
|
|
|
||||
LIABILITIES AND SHAREHOLDERS' EQUITY
|
|
|
|
|
|
|
||
Current liabilities:
|
|
|
|
|
|
|
||
Short term debt
|
|
$
|
60,904
|
|
|
$
|
—
|
|
Accounts payable
|
|
36,711
|
|
|
48,527
|
|
||
Accrued expenses and other current liabilities
|
|
64,533
|
|
|
105,978
|
|
||
Income taxes payable
|
|
12,494
|
|
|
19,571
|
|
||
Total current liabilities
|
|
174,642
|
|
|
174,076
|
|
||
|
|
|
|
|
||||
Financing obligation
|
|
14,207
|
|
|
15,187
|
|
||
Deferred tax liabilities
|
|
32,054
|
|
|
25,591
|
|
||
Income taxes payable
|
|
80,290
|
|
|
81,491
|
|
||
Other liabilities
|
|
9,360
|
|
|
9,188
|
|
||
TOTAL LIABILITIES
|
|
$
|
310,553
|
|
|
$
|
305,533
|
|
|
|
|
|
|
||||
Commitments and contingent liabilities (Note 15)
|
|
|
|
|
|
|
||
|
|
|
|
|
||||
SHAREHOLDERS' EQUITY:
|
|
|
|
|
|
|
||
Preferred stock, without par value:
|
|
|
|
|
|
|
||
Authorized 5,000 shares; issued - none
|
|
$
|
—
|
|
|
$
|
—
|
|
Common stock, no par value:
|
|
|
|
|
|
|
||
Authorized 200,000 shares; issued 85,364 and 84,659 respectively; outstanding 63,172 and 67,143 shares, respectively
|
|
533,590
|
|
|
519,244
|
|
||
Treasury stock, at cost, 22,192 and 17,516 shares, respectively
|
|
(349,212
|
)
|
|
(248,664
|
)
|
||
Retained earnings
|
|
594,625
|
|
|
613,529
|
|
||
Accumulated other comprehensive loss
|
|
(9,940
|
)
|
|
(3,902
|
)
|
||
TOTAL SHAREHOLDERS' EQUITY
|
|
$
|
769,063
|
|
|
$
|
880,207
|
|
|
|
|
|
|
||||
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
|
|
$
|
1,079,616
|
|
|
$
|
1,185,740
|
|
|
|
Fiscal
|
||||||||||
|
|
2019
|
|
2018
|
|
2017
|
||||||
Net revenue
|
|
$
|
540,052
|
|
|
$
|
889,121
|
|
|
$
|
809,041
|
|
Cost of sales
|
|
285,462
|
|
|
479,680
|
|
|
426,947
|
|
|||
Gross profit
|
|
254,590
|
|
|
409,441
|
|
|
382,094
|
|
|||
Selling, general and administrative
|
|
116,811
|
|
|
123,188
|
|
|
133,601
|
|
|||
Research and development
|
|
116,169
|
|
|
119,621
|
|
|
100,203
|
|
|||
Impairment charges
|
|
—
|
|
|
—
|
|
|
35,207
|
|
|||
Operating expenses
|
|
232,980
|
|
|
242,809
|
|
|
269,011
|
|
|||
Income from operations
|
|
21,610
|
|
|
166,632
|
|
|
113,083
|
|
|||
Interest income
|
|
15,132
|
|
|
11,971
|
|
|
6,491
|
|
|||
Interest expense
|
|
(2,055
|
)
|
|
(1,054
|
)
|
|
(1,059
|
)
|
|||
Income before income taxes
|
|
34,687
|
|
|
177,549
|
|
|
118,515
|
|
|||
Provision for (benefit from) income tax
|
|
22,910
|
|
|
120,744
|
|
|
(7,394
|
)
|
|||
Share of results of equity-method investee, net of tax
|
|
124
|
|
|
129
|
|
|
(190
|
)
|
|||
Net income
|
|
$
|
11,653
|
|
|
$
|
56,676
|
|
|
$
|
126,099
|
|
|
|
|
|
|
|
|
||||||
Net income per share:
|
|
|
|
|
|
|
|
|
||||
Basic
|
|
$
|
0.18
|
|
|
$
|
0.82
|
|
|
$
|
1.78
|
|
Diluted
|
|
$
|
0.18
|
|
|
$
|
0.80
|
|
|
$
|
1.75
|
|
|
|
|
|
|
|
|
||||||
Cash dividends declared per share
|
|
$
|
0.48
|
|
|
$
|
0.24
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
||||||
Weighted average shares outstanding:
|
|
|
|
|
|
|
|
|
||||
Basic
|
|
65,286
|
|
|
69,380
|
|
|
70,906
|
|
|||
Diluted
|
|
65,948
|
|
|
70,419
|
|
|
72,063
|
|
|
Fiscal
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Net income
|
$
|
11,653
|
|
|
$
|
56,676
|
|
|
$
|
126,099
|
|
Other comprehensive (loss) / income:
|
|
|
|
|
|
||||||
Foreign currency translation adjustment
|
(6,534
|
)
|
|
(3,633
|
)
|
|
1,960
|
|
|||
Unrecognized actuarial gain on pension plan, net of tax
|
22
|
|
|
116
|
|
|
990
|
|
|||
|
(6,512
|
)
|
|
(3,517
|
)
|
|
2,950
|
|
|||
|
|
|
|
|
|
||||||
Derivatives designated as hedging instruments:
|
|
|
|
|
|
||||||
Unrealized (loss) / gain on derivative instruments, net of tax
|
(741
|
)
|
|
(669
|
)
|
|
669
|
|
|||
Reclassification adjustment for loss / (gain) on derivative instruments recognized, net of tax
|
1,215
|
|
|
(1,755
|
)
|
|
1,146
|
|
|||
Net increase / (decrease) from derivatives designated as hedging instruments, net of tax
|
474
|
|
|
(2,424
|
)
|
|
1,815
|
|
|||
|
|
|
|
|
|
||||||
Total other comprehensive (loss) / income
|
(6,038
|
)
|
|
(5,941
|
)
|
|
4,765
|
|
|||
|
|
|
|
|
|
||||||
Comprehensive income
|
$
|
5,615
|
|
|
$
|
50,735
|
|
|
$
|
130,864
|
|
|
Common Stock
|
|
Treasury Stock
|
|
Retained earnings
|
|
Accumulated Other Comprehensive (loss) / income
|
|
Shareholders' Equity
|
|||||||||||||
|
Shares
|
|
Amount
|
|
|
|
|
|||||||||||||||
Balances as of October 1, 2016
|
70,420
|
|
|
$
|
498,676
|
|
|
$
|
(139,407
|
)
|
|
$
|
442,981
|
|
|
$
|
(2,726
|
)
|
|
$
|
799,524
|
|
Issuance of stock for services rendered
|
45
|
|
|
750
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
750
|
|
|||||
Repurchase of common stock
|
(945
|
)
|
|
—
|
|
|
(18,197
|
)
|
|
—
|
|
|
—
|
|
|
(18,197
|
)
|
|||||
Exercise of stock options
|
61
|
|
|
509
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
509
|
|
|||||
Issuance of shares for equity-based compensation
|
616
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Excess tax benefits from equity based compensation
|
—
|
|
|
(4,392
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4,392
|
)
|
|||||
Equity-based compensation
|
—
|
|
|
10,972
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10,972
|
|
|||||
Components of comprehensive income:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
126,099
|
|
|
—
|
|
|
126,099
|
|
|||||
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,765
|
|
|
4,765
|
|
|||||
Total comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
126,099
|
|
|
4,765
|
|
|
130,864
|
|
|||||
Balances as of September 30, 2017
|
70,197
|
|
|
$
|
506,515
|
|
|
$
|
(157,604
|
)
|
|
$
|
569,080
|
|
|
$
|
2,039
|
|
|
$
|
920,030
|
|
Issuance of stock for services rendered
|
33
|
|
|
780
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
780
|
|
|||||
Repurchase of common stock
|
(3,760
|
)
|
|
—
|
|
|
(91,060
|
)
|
|
—
|
|
|
—
|
|
|
(91,060
|
)
|
|||||
Exercise of stock options
|
6
|
|
|
55
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
55
|
|
|||||
Issuance of shares for equity-based compensation
|
667
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Equity-based compensation
|
—
|
|
|
10,480
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10,480
|
|
|||||
Cumulative effect of accounting changes
|
—
|
|
|
1,414
|
|
|
—
|
|
|
4,006
|
|
|
—
|
|
|
5,420
|
|
|||||
Cash dividends declared
|
—
|
|
|
—
|
|
|
—
|
|
|
(16,233
|
)
|
|
—
|
|
|
(16,233
|
)
|
|||||
Components of comprehensive income:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
56,676
|
|
|
—
|
|
|
56,676
|
|
|||||
Other comprehensive loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5,941
|
)
|
|
(5,941
|
)
|
|||||
Total comprehensive income/ (loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
56,676
|
|
|
(5,941
|
)
|
|
50,735
|
|
|||||
Balances as of September 29, 2018
|
67,143
|
|
|
$
|
519,244
|
|
|
$
|
(248,664
|
)
|
|
$
|
613,529
|
|
|
$
|
(3,902
|
)
|
|
$
|
880,207
|
|
Issuance of stock for services rendered
|
37
|
|
|
834
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
834
|
|
|||||
Repurchase of common stock
|
(4,676
|
)
|
|
—
|
|
|
(100,548
|
)
|
|
—
|
|
|
—
|
|
|
(100,548
|
)
|
|||||
Exercise of stock options
|
2
|
|
|
14
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
14
|
|
|||||
Issuance of shares for equity-based compensation
|
667
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Equity-based compensation
|
—
|
|
|
13,498
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13,498
|
|
|||||
Cumulative effect of accounting changes
|
—
|
|
|
—
|
|
|
—
|
|
|
534
|
|
|
—
|
|
|
534
|
|
|||||
Cash dividend declared
|
—
|
|
|
—
|
|
|
—
|
|
|
(31,091
|
)
|
|
—
|
|
|
(31,091
|
)
|
|||||
Components of comprehensive income:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
11,653
|
|
|
—
|
|
|
11,653
|
|
|||||
Other comprehensive loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(6,038
|
)
|
|
(6,038
|
)
|
|||||
Total comprehensive income / (loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
11,653
|
|
|
(6,038
|
)
|
|
5,615
|
|
|||||
Balances as of September 28, 2019
|
63,173
|
|
|
$
|
533,590
|
|
|
$
|
(349,212
|
)
|
|
$
|
594,625
|
|
|
$
|
(9,940
|
)
|
|
$
|
769,063
|
|
|
|
Fiscal
|
||||||||||
|
|
2019
|
|
2018
|
|
2017
|
||||||
CASH FLOWS FROM OPERATING ACTIVITIES:
|
|
|
|
|
|
|
|
|
||||
Net income
|
|
$
|
11,653
|
|
|
$
|
56,676
|
|
|
$
|
126,099
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
|
||||||
Depreciation and amortization
|
|
20,304
|
|
|
19,015
|
|
|
16,257
|
|
|||
Impairment charges
|
|
—
|
|
|
—
|
|
|
35,207
|
|
|||
Equity-based compensation and employee benefits
|
|
14,332
|
|
|
11,685
|
|
|
11,722
|
|
|||
(Excess tax benefits) / Reversal of excess tax benefits from stock based compensation
|
|
—
|
|
|
(50
|
)
|
|
4,392
|
|
|||
Adjustment for doubtful accounts
|
|
212
|
|
|
383
|
|
|
(136
|
)
|
|||
Adjustment for inventory valuation
|
|
2,657
|
|
|
4,897
|
|
|
10,925
|
|
|||
Deferred taxes
|
|
8,825
|
|
|
22,519
|
|
|
(16,758
|
)
|
|||
Gain/(loss) on disposal of property, plant and equipment
|
|
20
|
|
|
(676
|
)
|
|
(999
|
)
|
|||
Unrealized foreign currency translation
|
|
(3,325
|
)
|
|
(2,002
|
)
|
|
1,362
|
|
|||
Share of results of equity-method investee
|
|
124
|
|
|
129
|
|
|
(190
|
)
|
|||
Changes in operating assets and liabilities, net of assets and liabilities assumed in businesses combinations:
|
|
|
|
|
|
|
||||||
Accounts and notes receivable
|
|
47,395
|
|
|
(45,154
|
)
|
|
(67,879
|
)
|
|||
Inventory
|
|
24,105
|
|
|
1,631
|
|
|
(47,425
|
)
|
|||
Prepaid expenses and other current assets
|
|
(490
|
)
|
|
9,405
|
|
|
(8,468
|
)
|
|||
Accounts payable, accrued expenses and other current liabilities
|
|
(53,759
|
)
|
|
(30,868
|
)
|
|
63,425
|
|
|||
Income taxes payable
|
|
(7,758
|
)
|
|
77,968
|
|
|
3,946
|
|
|||
Other, net
|
|
1,672
|
|
|
(2,059
|
)
|
|
4,830
|
|
|||
Net cash provided by operating activities
|
|
65,967
|
|
|
123,499
|
|
|
136,310
|
|
|||
|
|
|
|
|
|
|
||||||
CASH FLOWS FROM INVESTING ACTIVITIES:
|
|
|
|
|
|
|
|
|
||||
Acquisition of business, net of cash acquired
|
|
—
|
|
|
—
|
|
|
(27,119
|
)
|
|||
Purchases of property, plant and equipment
|
|
(11,742
|
)
|
|
(20,496
|
)
|
|
(25,590
|
)
|
|||
Proceeds from sales of property, plant and equipment
|
|
210
|
|
|
625
|
|
|
1,352
|
|
|||
Purchase of equity investments
|
|
(5,000
|
)
|
|
—
|
|
|
(1,312
|
)
|
|||
Purchase of short term investments
|
|
(619,000
|
)
|
|
(684,000
|
)
|
|
(305,000
|
)
|
|||
Maturity of short term investments
|
|
683,000
|
|
|
607,000
|
|
|
213,000
|
|
|||
Net cash provided by / (used in) investing activities
|
|
47,468
|
|
|
(96,871
|
)
|
|
(144,669
|
)
|
|||
|
|
|
|
|
|
|
||||||
CASH FLOWS FROM FINANCING ACTIVITIES:
|
|
|
|
|
|
|
|
|
||||
Payment on debts
|
|
(30,773
|
)
|
|
(704
|
)
|
|
(604
|
)
|
|||
Proceeds from exercise of common stock options
|
|
14
|
|
|
55
|
|
|
509
|
|
|||
Repurchase of common stock
|
|
(99,897
|
)
|
|
(90,310
|
)
|
|
(18,197
|
)
|
|||
(Reversal of excess tax benefits) / Excess tax benefits from stock based compensation
|
|
—
|
|
|
—
|
|
|
(4,392
|
)
|
|||
Proceeds from short term debt
|
|
90,904
|
|
|
—
|
|
|
—
|
|
|||
Common stock cash dividends paid
|
|
(31,566
|
)
|
|
(8,176
|
)
|
|
—
|
|
|||
Net cash used in financing activities
|
|
(71,318
|
)
|
|
(99,135
|
)
|
|
(22,684
|
)
|
|||
Effect of exchange rate changes on cash, cash equivalents and restricted cash
|
|
919
|
|
|
715
|
|
|
76
|
|
|||
Changes in cash, cash equivalents and restricted cash
|
|
43,036
|
|
|
(71,792
|
)
|
|
(30,967
|
)
|
|||
Cash, cash equivalents and restricted cash at beginning of period
|
|
321,148
|
|
|
392,940
|
|
|
423,907
|
|
|||
Cash, cash equivalents and restricted cash at end of period
|
|
$
|
364,184
|
|
|
$
|
321,148
|
|
|
$
|
392,940
|
|
|
|
|
|
|
|
|
||||||
CASH PAID FOR:
|
|
|
|
|
|
|
|
|
||||
Interest
|
|
$
|
1,634
|
|
|
$
|
1,054
|
|
|
$
|
1,059
|
|
Income taxes
|
|
$
|
22,073
|
|
|
$
|
13,179
|
|
|
$
|
8,283
|
|
•
|
Equity method investments are equity securities in investees that provide the Company with the ability to exercise significant influence in which it lacks a controlling financial interest. Our proportionate share of the income or loss is recognized on a one-quarter lag and is recorded as share of results of equity-method investee, net of tax.
|
•
|
Non-marketable equity securities are equity securities without readily determinable fair value that are measured and recorded using a measurement alternative that measures the securities at cost minus impairment, if any, plus or minus changes resulting from qualifying observable price changes.
|
•
|
Right of Return: A large portion of our revenue comes from the sale of equipment used in the semiconductor assembly process. Other product sales relate to consumable products, which are sold in high-volume quantities, and are generally maintained at low stock levels at customers' facilities. Customer returns have historically represented a very small percentage of customer sales on an annual basis.
|
•
|
Warranties: Our equipment is generally shipped with a one-year warranty against manufacturing defects. We establish reserves for estimated warranty expense when revenue for the related equipment is recognized. The reserve for estimated warranty expense is based upon historical experience and management's estimate of future expenses, including product parts replacement, freight charges and labor costs expected to be incurred to correct product failures during the warranty period.
|
•
|
Conditions of Acceptance: Sales of our consumable products generally do not have customer acceptance terms. In certain cases, sales of our equipment have customer acceptance clauses which may require the equipment to perform in accordance with customer specifications or when installed at the customer's facility. In such cases, if the terms of acceptance are satisfied at our facility prior to shipment, the revenue for the equipment will be recognized upon shipment. If the terms of
|
|
|
As of
|
||||||
(in thousands)
|
|
September 28, 2019
|
|
September 29, 2018
|
||||
|
|
|
|
|
||||
Short term investments, available-for-sale(1)
|
|
$
|
229,000
|
|
|
$
|
293,000
|
|
|
|
|
|
|
||||
Inventories, net:
|
|
|
|
|
|
|
||
Raw materials and supplies
|
|
$
|
52,853
|
|
|
$
|
63,894
|
|
Work in process
|
|
32,026
|
|
|
37,829
|
|
||
Finished goods
|
|
33,742
|
|
|
40,357
|
|
||
|
|
118,621
|
|
|
142,080
|
|
||
Inventory reserves
|
|
(29,313
|
)
|
|
(26,889
|
)
|
||
|
|
$
|
89,308
|
|
|
$
|
115,191
|
|
|
|
|
|
|
||||
Property, plant and equipment, net:
|
|
|
|
|
|
|
||
Land
|
|
$
|
2,182
|
|
|
$
|
2,182
|
|
Buildings and building improvements (2)
|
|
41,961
|
|
|
41,616
|
|
||
Leasehold improvements (2)
|
|
24,441
|
|
|
23,561
|
|
||
Data processing equipment and software
|
|
36,302
|
|
|
35,469
|
|
||
Machinery, equipment, furniture and fixtures
|
|
71,465
|
|
|
68,666
|
|
||
Construction in progress
|
|
6,512
|
|
|
6,940
|
|
||
|
|
182,863
|
|
|
178,434
|
|
||
Accumulated depreciation
|
|
(110,493
|
)
|
|
(102,367
|
)
|
||
|
|
$
|
72,370
|
|
|
$
|
76,067
|
|
|
|
|
|
|
||||
Accrued expenses and other current liabilities:
|
|
|
|
|
|
|
||
Accrued customer obligations (3)
|
|
$
|
26,292
|
|
|
$
|
34,918
|
|
Wages and benefits
|
|
18,188
|
|
|
44,505
|
|
||
Commissions and professional fees
|
|
2,024
|
|
|
5,549
|
|
||
Dividends payable
|
|
7,582
|
|
|
8,057
|
|
||
Deferred rent
|
|
1,721
|
|
|
1,847
|
|
||
Severance
|
|
1,500
|
|
|
1,415
|
|
||
Other
|
|
7,226
|
|
|
9,687
|
|
||
|
|
$
|
64,533
|
|
|
$
|
105,978
|
|
(1)
|
All short-term investments were classified as available-for-sale and were measured at fair value based on level one measurement, or quoted market prices, as defined by ASC 820. The Company did not recognize any realized gains or losses on the sale of investments during the fiscal years ended 2019 and 2018.
|
(2)
|
Certain balances as at September 29, 2018 relating to property, plant and equipment have been reclassified. These reclassifications have no impact to the Consolidated Balance Sheet as at September 29, 2018.
|
(3)
|
Represents customer advance payments, customer credit program, accrued warranty expense and accrued retrofit obligations.
|
(in thousands)
|
|
Capital Equipment
|
|
APS
|
||||
Balance at September 29, 2018
|
|
$
|
30,159
|
|
|
$
|
26,391
|
|
Other
|
|
(679
|
)
|
|
(180
|
)
|
||
Balance at September 28, 2019
|
|
$
|
29,480
|
|
|
$
|
26,211
|
|
|
|
As of
|
|
Average estimated
|
||||||
(dollar amounts in thousands)
|
|
September 28, 2019
|
|
September 29, 2018
|
|
useful lives (in years)
|
||||
Developed technology
|
|
$
|
87,209
|
|
|
$
|
90,500
|
|
|
7.0 to 15.0
|
Accumulated amortization
|
|
(48,718
|
)
|
|
(45,229
|
)
|
|
|
||
Net developed technology
|
|
$
|
38,491
|
|
|
$
|
45,271
|
|
|
|
|
|
|
|
|
|
|
||||
Customer relationships
|
|
$
|
35,180
|
|
|
$
|
36,131
|
|
|
5.0 to 6.0
|
Accumulated amortization
|
|
(31,862
|
)
|
|
(29,820
|
)
|
|
|
||
Net customer relationships
|
|
$
|
3,318
|
|
|
$
|
6,311
|
|
|
|
|
|
|
|
|
|
|
||||
Trade and brand names
|
|
$
|
7,219
|
|
|
$
|
7,377
|
|
|
7.0 to 8.0
|
Accumulated amortization
|
|
(6,377
|
)
|
|
(6,088
|
)
|
|
|
||
Net trade and brand names
|
|
$
|
842
|
|
|
$
|
1,289
|
|
|
|
|
|
|
|
|
|
|
||||
Other intangible assets
|
|
$
|
2,500
|
|
|
$
|
2,500
|
|
|
1.9
|
Accumulated amortization
|
|
(2,500
|
)
|
|
(2,500
|
)
|
|
|
||
Net wedge bonder other intangible assets
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
||||
Net intangible assets
|
|
$
|
42,651
|
|
|
$
|
52,871
|
|
|
|
|
As of
|
||
(in thousands)
|
September 28, 2019
|
||
Fiscal 2020
|
$
|
7,196
|
|
Fiscal 2021
|
5,212
|
|
|
Fiscal 2022
|
4,271
|
|
|
Fiscal 2023
|
4,177
|
|
|
Fiscal 2024 and thereafter
|
21,795
|
|
|
Total amortization expense
|
$
|
42,651
|
|
(dollar amounts in thousands)
|
Amortized
Cost
|
|
Unrealized
Gains
|
|
Unrealized
Losses
|
|
Estimated Fair Value
|
||||||||
Current assets:
|
|
|
|
|
|
|
|
||||||||
Cash
|
$
|
201,005
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
201,005
|
|
Cash equivalents:
|
|
|
|
|
|
|
|
||||||||
Money market funds (1)
|
163,172
|
|
|
—
|
|
|
—
|
|
|
163,172
|
|
||||
Time deposits (2)
|
7
|
|
|
—
|
|
|
—
|
|
|
7
|
|
||||
Total cash and cash equivalents
|
$
|
364,184
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
364,184
|
|
Restricted Cash (2)
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Total restricted cash
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Short-term investments (2):
|
|
|
|
|
|
|
|
||||||||
Time deposits
|
$
|
130,000
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
130,000
|
|
Deposits (3)
|
99,000
|
|
|
—
|
|
|
—
|
|
|
99,000
|
|
||||
Total short-term investments
|
$
|
229,000
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
229,000
|
|
Total cash, cash equivalents, restricted cash and short-term investments
|
$
|
593,184
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
593,184
|
|
(1)
|
The fair value was determined using unadjusted prices in active, accessible markets for identical assets, and as such they were classified as Level 1 assets in the fair value hierarchy.
|
(2)
|
Fair value approximates cost basis.
|
(3)
|
Represents deposits that require a notice period of three months for withdrawal.
|
(dollar amounts in thousands)
|
Amortized
Cost
|
|
Unrealized
Gains
|
|
Unrealized
Losses
|
|
Estimated Fair Value
|
||||||||
Current assets:
|
|
|
|
|
|
|
|
||||||||
Cash
|
$
|
42,446
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
42,446
|
|
Cash equivalents:
|
|
|
|
|
|
|
|
||||||||
Money market funds (1)
|
209,172
|
|
|
—
|
|
|
(5
|
)
|
|
209,167
|
|
||||
Time deposits (2)
|
69,017
|
|
|
—
|
|
|
—
|
|
|
69,017
|
|
||||
Total cash and cash equivalents
|
$
|
320,635
|
|
|
$
|
—
|
|
|
$
|
(5
|
)
|
|
$
|
320,630
|
|
Restricted Cash (2)
|
$
|
518
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
518
|
|
Total restricted cash
|
$
|
518
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
518
|
|
Short-term investments (2):
|
|
|
|
|
|
|
|
||||||||
Time deposits
|
$
|
197,000
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
197,000
|
|
Deposits (3)
|
96,000
|
|
|
—
|
|
|
—
|
|
|
96,000
|
|
||||
Total short-term investments
|
$
|
293,000
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
293,000
|
|
Total cash, cash equivalents, restricted cash and short-term investments
|
$
|
614,153
|
|
|
$
|
—
|
|
|
$
|
(5
|
)
|
|
$
|
614,148
|
|
(1)
|
The fair value was determined using unadjusted prices in active, accessible markets for identical assets, and as such they were classified as Level 1 assets in the fair value hierarchy.
|
(2)
|
Fair value approximates cost basis.
|
(3)
|
Represents deposits that require a notice period of three months for withdrawal.
|
|
As of
|
||||||
(in thousands)
|
September 28, 2019
|
|
September 29, 2018
|
||||
Non-marketable equity securities(1)
|
$
|
5,000
|
|
|
$
|
—
|
|
Equity method investments
|
1,250
|
|
|
1,373
|
|
||
Total
|
$
|
6,250
|
|
|
$
|
1,373
|
|
(1)
|
On January 30, 2019, the Company made a $5.0 million investment in one of our collaborative partners, over which the Company does not have significant influence. During the fiscal year ended September 28, 2019, there was no impairment or adjustment to the observable price.
|
|
As of
|
|||||||||||||
(in thousands)
|
September 28, 2019
|
|
September 29, 2018
|
|||||||||||
|
Notional Amount
|
|
Fair Value Liability Derivatives(1)
|
|
Notional Amount
|
Fair Value Liability Derivatives(1)
|
||||||||
Derivatives designated as hedging instruments:
|
|
|
|
|
|
|
||||||||
Foreign exchange forward contracts (2)
|
$
|
33,834
|
|
|
$
|
597
|
|
|
$
|
43,095
|
|
$
|
1,071
|
|
Total derivatives
|
$
|
33,834
|
|
|
$
|
597
|
|
|
$
|
43,095
|
|
$
|
1,071
|
|
(1)
|
The fair value of derivative liabilities is measured using level 2 fair value inputs and is included in accrued expenses and other current liabilities on our Consolidated Balance Sheet.
|
(2)
|
Hedged amounts expected to be recognized into earnings within the next twelve months.
|
(in thousands)
|
Fiscal
|
||||||
|
2019
|
|
2018
|
||||
Foreign exchange forward contract in cash flow hedging relationships:
|
|
|
|
||||
Net loss recognized in OCI, net of tax(1)
|
$
|
(741
|
)
|
|
$
|
(669
|
)
|
Net (loss) / gain reclassified from accumulated OCI into earnings, net of tax(2)
|
$
|
(1,215
|
)
|
|
$
|
1,755
|
|
(1)
|
Net change in the fair value of the effective portion classified in other comprehensive income (“OCI”).
|
(2)
|
Effective portion classified as selling, general and administrative expense.
|
|
|
Fiscal
|
||||||
(in thousands)
|
|
2019
|
|
2018
|
||||
Cash
|
|
$
|
1,648
|
|
|
$
|
1,610
|
|
|
|
As of
|
||||||
(in thousands)
|
|
September 28, 2019
|
|
September 29, 2018
|
||||
Loss from foreign currency translation adjustments
|
|
$
|
(7,745
|
)
|
|
$
|
(1,211
|
)
|
Unrecognized actuarial loss on pension plan, net of tax
|
|
(1,598
|
)
|
|
(1,620
|
)
|
||
Unrealized loss on hedging
|
|
(597
|
)
|
|
(1,071
|
)
|
||
Accumulated other comprehensive loss
|
|
$
|
(9,940
|
)
|
|
$
|
(3,902
|
)
|
•
|
Relative TSR Performance Share Units ("Relative TSR PSUs") entitle the employee to receive common shares of the Company on the award vesting date if market performance objectives which measure relative total shareholder return (“TSR”) are attained. Relative TSR is calculated based upon the 90-calendar day average price of the Company's stock as compared to specific peer companies that comprise the GICS (45301020) Semiconductor Index. TSR is measured for the Company and each peer company over a performance period, which is generally three years. Vesting percentages range from 0% to 200% of awards granted. The provisions of the Relative TSR PSUs are reflected in the grant date fair value of the award; therefore, compensation expense is recognized regardless of whether the market condition is ultimately satisfied. Compensation expense is reversed if the award is forfeited prior to the vesting date.
|
•
|
In general, stock options and Time-based Restricted Share Units ("Time-based RSUs") awarded to employees vest annually over a three-year period provided the employee remains employed by the Company. The Company follows the non-substantive vesting method for stock options and recognizes compensation expense immediately for awards granted to retirement-eligible employees, or over the period from the grant date to the date retirement eligibility is achieved.
|
•
|
Special/Growth Performance Share Units (“Special/Growth PSUs”) entitle the employee to receive common shares of the Company on the three-year anniversary of the grant date (if employed by the Company) if revenue growth targets set by the Management Development and Compensation Committee (“MDCC”) of the Board of Directors on the date of grant are met. If revenue growth targets are not met, the Special/Growth PSUs do not vest. Certain Special/Growth PSUs vest based on achievement of strategic goals over a certain time period or periods set by the MDCC. If the strategic goals are not achieved, the Special/Growth PSUs do not vest.
|
•
|
In general, Performance-based Restricted Stock entitles the employee to receive common shares of the Company on the three-year anniversary of the grant date (if employed by the Company) if return on invested capital and revenue growth targets set by the Management Development and Compensation Committee (“MDCC”) of the Board of Directors on the date of grant are met. If return on invested capital and revenue growth targets are not met, Performance-based Restricted Stock does not vest. Certain PSUs vest based on achievement of strategic goals over a certain time period or periods set by the MDCC. If the strategic goals are not achieved, the PSUs do not vest.
|
|
|
Fiscal
|
||||||||||
(in thousands)
|
|
2019
|
|
2018
|
|
2017
|
||||||
Cost of sales
|
|
$
|
632
|
|
|
$
|
515
|
|
|
$
|
463
|
|
Selling, general and administrative
|
|
10,503
|
|
|
8,548
|
|
|
9,015
|
|
|||
Research and development
|
|
3,197
|
|
|
2,622
|
|
|
2,244
|
|
|||
Total equity-based compensation expense
|
|
$
|
14,332
|
|
|
$
|
11,685
|
|
|
$
|
11,722
|
|
|
|
Fiscal
|
||||||||||
(in thousands)
|
|
2019
|
|
2018
|
|
2017
|
||||||
Relative TSR PSUs
|
|
$
|
4,220
|
|
|
$
|
3,583
|
|
|
$
|
3,480
|
|
Time-based RSUs
|
|
8,603
|
|
|
7,027
|
|
|
7,492
|
|
|||
Special/Growth PSUs
|
|
675
|
|
|
295
|
|
|
—
|
|
|||
Common stock
|
|
834
|
|
|
780
|
|
|
750
|
|
|||
Total equity-based compensation expense
|
|
$
|
14,332
|
|
|
$
|
11,685
|
|
|
$
|
11,722
|
|
|
Number of shares (in thousands)
|
|
Unrecognized compensation expense (in thousands)
|
|
Average remaining service period (in years)
|
|
Weighted average grant date fair value per share
|
|||||
Relative TSR PSUs outstanding as of October 1, 2016
|
484
|
|
|
$
|
2,924
|
|
|
1.0
|
|
|
||
Granted
|
388
|
|
|
|
|
|
|
$
|
13.47
|
|
||
Forfeited or expired
|
(3
|
)
|
|
|
|
|
|
|
||||
Vested
|
(196
|
)
|
|
|
|
|
|
|
||||
Relative TSR PSUs outstanding as of September 30, 2017
|
673
|
|
|
$
|
6,204
|
|
|
1.4
|
|
|
||
Granted
|
180
|
|
|
|
|
|
|
$
|
29.60
|
|
||
Forfeited or expired
|
(146
|
)
|
|
|
|
|
|
|
||||
Vested
|
(168
|
)
|
|
|
|
|
|
|
||||
Relative TSR PSUs outstanding as of September 29, 2018
|
539
|
|
|
$
|
4,629
|
|
|
1.1
|
|
|
||
Granted
|
166
|
|
|
|
|
|
|
$
|
23.15
|
|
||
Forfeited or expired
|
(27
|
)
|
|
|
|
|
|
|
||||
Vested
|
(117
|
)
|
|
|
|
|
|
|
||||
Relative TSR PSUs outstanding as of September 28, 2019
|
561
|
|
|
$
|
4,136
|
|
|
0.9
|
|
|
|
Fiscal
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Grant Price
|
$
|
20.87
|
|
|
$
|
19.65
|
|
|
$
|
12.51
|
|
Expected dividend yield(1)
|
2.30
|
%
|
|
0.12
|
%
|
|
N/A
|
|
|||
Expected stock price volatility
|
34.20
|
%
|
|
31.71
|
%
|
|
30.39
|
%
|
|||
Risk-free interest rate
|
2.92
|
%
|
|
1.68
|
%
|
|
0.96
|
%
|
|
Number of shares (in thousands)
|
|
Unrecognized compensation expense (in thousands)
|
|
Average remaining service period (in years)
|
|
Weighted average grant date fair value per share
|
|||||
Time-based RSUs outstanding as of October 1, 2016
|
1,015
|
|
|
$
|
6,440
|
|
|
1.5
|
|
|
||
Granted
|
715
|
|
|
|
|
|
|
$
|
13.32
|
|
||
Forfeited or expired
|
(50
|
)
|
|
|
|
|
|
|
||||
Vested
|
(600
|
)
|
|
|
|
|
|
|
||||
Time-based RSUs outstanding as of September 30, 2017
|
1,080
|
|
|
$
|
7,770
|
|
|
1.5
|
|
|
||
Granted
|
459
|
|
|
|
|
|
|
$
|
22.32
|
|
||
Forfeited or expired
|
(87
|
)
|
|
|
|
|
|
|
||||
Vested
|
(542
|
)
|
|
|
|
|
|
|
||||
Time-based RSUs outstanding as of September 29, 2018
|
910
|
|
|
$
|
9,038
|
|
|
1.4
|
|
|
||
Granted
|
521
|
|
|
|
|
|
|
$
|
20.95
|
|
||
Forfeited or expired
|
(42
|
)
|
|
|
|
|
|
|
||||
Vested
|
(442
|
)
|
|
|
|
|
|
|
||||
Time-based RSUs outstanding as of September 28, 2019
|
947
|
|
|
$
|
10,555
|
|
|
1.4
|
|
|
|
Number of shares (in thousands)
|
|
Unrecognized compensation expense (in thousands)
|
|
Average remaining service period (in years)
|
|
Weighted average grant date fair value per share
|
||||||
Special/Growth PSUs outstanding as of September 30, 2017
|
—
|
|
|
|
|
|
|
|
|||||
Granted
|
60
|
|
|
|
|
|
|
$
|
22.57
|
|
|||
Forfeited or expired
|
(14
|
)
|
|
|
|
|
|
|
|||||
Vested
|
—
|
|
|
|
|
|
|
|
|||||
Special/Growth PSUs outstanding as of September 29, 2018
|
46
|
|
|
$
|
702
|
|
|
2.1
|
|
|
|||
Granted
|
$
|
55
|
|
|
|
|
|
|
$
|
21.07
|
|
||
Forfeited or expired
|
$
|
(4
|
)
|
|
|
|
|
|
|
||||
Vested
|
$
|
—
|
|
|
|
|
|
|
|
||||
Special/Growth PSUs outstanding as of September 28, 2019
|
$
|
97
|
|
|
$
|
1,128
|
|
|
1.6
|
|
|
|
Number of shares (in thousands)
|
|
Weighted average exercise price
|
|
Average remaining contractual life (in years)
|
|
Aggregate intrinsic value (in thousands)
|
||||||
Options outstanding as of October 1, 2016
|
90
|
|
|
$
|
8.41
|
|
|
|
|
|
|||
Exercised
|
(61
|
)
|
|
$
|
8.31
|
|
|
|
|
$
|
531
|
|
|
Forfeited or expired
|
(13
|
)
|
|
$
|
8.50
|
|
|
|
|
|
|||
Options outstanding as of September 30, 2017
|
16
|
|
|
$
|
8.73
|
|
|
|
|
|
|||
Exercised
|
(6
|
)
|
|
$
|
8.74
|
|
|
|
|
$
|
73
|
|
|
Forfeited or expired
|
(8
|
)
|
|
$
|
8.74
|
|
|
|
|
|
|||
Options outstanding as of September 29, 2018
|
2
|
|
|
$
|
8.64
|
|
|
|
|
|
|||
Exercised
|
(2
|
)
|
|
$
|
8.64
|
|
|
|
|
$
|
24
|
|
|
Forfeited or expired
|
—
|
|
|
$
|
—
|
|
|
|
|
|
|||
Options outstanding as of September 28, 2019
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
—
|
|
Options vested and expected to vest as of September 28, 2019
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
—
|
|
Options exercisable as of September 28, 2019
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
|
||
In the money exercisable options as of September 28, 2019
|
—
|
|
|
|
|
|
|
$
|
—
|
|
|
Fiscal
|
||||||||||
(in thousands)
|
2019
|
|
2018
|
|
2017
|
||||||
Number of common shares issued
|
37
|
|
|
33
|
|
|
45
|
|
|||
Fair value based upon market price at time of issue
|
$
|
834
|
|
|
$
|
780
|
|
|
$
|
750
|
|
|
|
As of
|
||||||
(in thousands)
|
September 28, 2019
|
|
September 29, 2018
|
|||||
Switzerland pension obligation
|
$
|
1,962
|
|
|
$
|
1,980
|
|
|
Taiwan pension obligation
|
1,191
|
|
|
1,256
|
|
|
|
Fiscal
|
||
(in thousands)
|
|
2019
|
||
Contract liabilities, beginning of period
|
|
$
|
997
|
|
Revenue recognized
|
|
(7,935
|
)
|
|
Additions
|
|
8,834
|
|
|
Contract liabilities, end of period
|
|
$
|
1,896
|
|
|
|
Fiscal
|
||||||||||||||||||||||
(in thousands, except per share)
|
|
2019
|
|
2018
|
|
2017
|
||||||||||||||||||
|
|
Basic
|
|
Diluted
|
|
Basic
|
|
Diluted
|
|
Basic
|
|
Diluted
|
||||||||||||
NUMERATOR:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Net income
|
|
$
|
11,653
|
|
|
$
|
11,653
|
|
|
$
|
56,676
|
|
|
$
|
56,676
|
|
|
$
|
126,099
|
|
|
$
|
126,099
|
|
DENOMINATOR:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Weighted average shares outstanding - Basic
|
|
65,286
|
|
|
65,286
|
|
|
69,380
|
|
|
69,380
|
|
|
70,906
|
|
|
70,906
|
|
||||||
Dilutive effect of Equity Plans
|
|
|
|
662
|
|
|
|
|
1,039
|
|
|
|
|
1,157
|
|
|||||||||
Weighted average shares outstanding - Diluted
|
|
|
|
65,948
|
|
|
|
|
70,419
|
|
|
|
|
72,063
|
|
|||||||||
EPS:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income per share - Basic
|
|
$
|
0.18
|
|
|
$
|
0.18
|
|
|
$
|
0.82
|
|
|
$
|
0.82
|
|
|
$
|
1.78
|
|
|
$
|
1.78
|
|
Effect of dilutive shares
|
|
|
|
$
|
—
|
|
|
|
|
$
|
(0.02
|
)
|
|
|
|
$
|
(0.03
|
)
|
||||||
Net income per share - Diluted
|
|
|
|
$
|
0.18
|
|
|
|
|
$
|
0.80
|
|
|
|
|
$
|
1.75
|
|
|
Fiscal
|
||||||||||
(in thousands)
|
2019
|
|
2018
|
|
2017
|
||||||
Incentive compensation expense
|
$
|
423
|
|
|
$
|
25,607
|
|
|
$
|
29,612
|
|
Rent expense
|
4,889
|
|
|
4,914
|
|
|
5,071
|
|
|||
Warranty and retrofit expense
|
13,030
|
|
|
13,110
|
|
|
13,740
|
|
|
Fiscal
|
||||||||||
(in thousands)
|
2019
|
|
2018
|
|
2017
|
||||||
United States
|
$
|
(14,125
|
)
|
|
$
|
25,211
|
|
|
$
|
(4,114
|
)
|
Foreign
|
48,812
|
|
|
152,338
|
|
|
122,629
|
|
|||
Income before tax
|
$
|
34,687
|
|
|
$
|
177,549
|
|
|
$
|
118,515
|
|
|
Fiscal
|
||||||||||
(in thousands)
|
2019
|
|
2018
|
|
2017
|
||||||
Current:
|
|
|
|
|
|
||||||
Federal
|
$
|
6,580
|
|
|
$
|
83,159
|
|
|
$
|
(3,975
|
)
|
State
|
214
|
|
|
58
|
|
|
64
|
|
|||
Foreign
|
6,384
|
|
|
16,980
|
|
|
13,290
|
|
|||
Deferred:
|
|
|
|
|
|
||||||
Federal
|
2,959
|
|
|
23,346
|
|
|
(15,374
|
)
|
|||
State
|
—
|
|
|
(2
|
)
|
|
40
|
|
|||
Foreign
|
6,773
|
|
|
(2,797
|
)
|
|
(1,439
|
)
|
|||
Provision for (benefit from) income taxes
|
$
|
22,910
|
|
|
$
|
120,744
|
|
|
$
|
(7,394
|
)
|
|
Fiscal
|
||||||||||
(dollar amounts in thousands)
|
2019
|
|
2018
|
|
2017
|
||||||
Expected income provision based on the U.S. federal statutory tax rate
|
$
|
7,284
|
|
|
$
|
43,568
|
|
|
$
|
41,358
|
|
Effect of earnings of foreign subsidiaries subject to different tax rates
|
(4,335
|
)
|
|
(12,947
|
)
|
|
(22,832
|
)
|
|||
Benefit from tax incentives
|
(5,084
|
)
|
|
(20,429
|
)
|
|
(23,294
|
)
|
|||
Benefit from research and development tax credits
|
(3,041
|
)
|
|
(2,785
|
)
|
|
(1,859
|
)
|
|||
Benefit from foreign tax credits
|
(22,744
|
)
|
|
(3,939
|
)
|
|
(26,119
|
)
|
|||
U.S. one-time transition tax
|
9,369
|
|
|
101,854
|
|
|
—
|
|
|||
Remeasurement of deferred taxes
|
5,480
|
|
|
2,760
|
|
|
—
|
|
|||
Non-deductible goodwill impairment
|
—
|
|
|
—
|
|
|
8,805
|
|
|||
Valuation allowance
|
25,289
|
|
|
7,366
|
|
|
6,458
|
|
|||
Foreign operations (withholding taxes, taxes on unrepatriated foreign earnings, and deemed dividends)
|
8,578
|
|
|
5,746
|
|
|
6,039
|
|
|||
Unrecognized tax benefit
|
156
|
|
|
530
|
|
|
2,936
|
|
|||
Non-deductible items
|
2,248
|
|
|
(758
|
)
|
|
778
|
|
|||
Other, net
|
(290
|
)
|
|
(222
|
)
|
|
336
|
|
|||
Provision for (benefit from) income taxes
|
$
|
22,910
|
|
|
$
|
120,744
|
|
|
$
|
(7,394
|
)
|
Effective tax rate
|
66.0
|
%
|
|
68.0
|
%
|
|
(6.2
|
)%
|
|
Fiscal
|
||||||
(in thousands)
|
2019
|
|
2018
|
||||
Accruals and reserves
|
$
|
5,514
|
|
|
$
|
6,652
|
|
Tax credit carryforwards
|
23,448
|
|
|
4,532
|
|
||
Net operating loss carryforwards
|
36,050
|
|
|
39,856
|
|
||
Gross deferred tax assets
|
$
|
65,012
|
|
|
$
|
51,040
|
|
|
|
|
|
||||
Valuation allowance
|
$
|
(58,411
|
)
|
|
$
|
(37,249
|
)
|
Deferred tax assets, net of valuation allowance
|
$
|
6,601
|
|
|
$
|
13,791
|
|
|
|
|
|
||||
Taxes on undistributed foreign earnings
|
$
|
(24,542
|
)
|
|
$
|
(21,988
|
)
|
Fixed and intangible assets
|
(7,704
|
)
|
|
(8,377
|
)
|
||
Deferred tax liabilities
|
$
|
(32,246
|
)
|
|
$
|
(30,365
|
)
|
Net deferred tax liabilities
|
$
|
(25,645
|
)
|
|
$
|
(16,574
|
)
|
|
|
|
|
||||
Reported as
|
|
|
|
||||
Deferred tax assets
|
$
|
6,409
|
|
|
$
|
9,017
|
|
Deferred tax liabilities
|
(32,054
|
)
|
|
(25,591
|
)
|
||
Net deferred tax liabilities
|
$
|
(25,645
|
)
|
|
$
|
(16,574
|
)
|
|
|
Fiscal
|
||||||||||
(in thousands)
|
|
2019
|
|
2018
|
|
2017
|
||||||
Unrecognized tax benefit, beginning of year
|
|
$
|
13,038
|
|
|
$
|
12,062
|
|
|
$
|
7,453
|
|
Additions for tax positions, current year
|
|
410
|
|
|
1,482
|
|
|
3,657
|
|
|||
Additions for tax positions, prior year
|
|
—
|
|
|
—
|
|
|
1,834
|
|
|||
Reductions for tax positions, prior year
|
|
(523
|
)
|
|
(506
|
)
|
|
(882
|
)
|
|||
Unrecognized tax benefit, end of year
|
|
$
|
12,925
|
|
|
$
|
13,038
|
|
|
$
|
12,062
|
|
|
|
Fiscal
|
||||||||||
(in thousands)
|
|
2019
|
|
2018
|
|
2017
|
||||||
Net revenue:
|
|
|
|
|
|
|
||||||
Capital Equipment
|
|
$
|
386,820
|
|
|
$
|
719,390
|
|
|
$
|
651,934
|
|
APS
|
|
153,232
|
|
|
169,731
|
|
|
157,107
|
|
|||
Net revenue
|
|
540,052
|
|
|
889,121
|
|
|
809,041
|
|
|||
Income from operations:
|
|
|
|
|
|
|
||||||
Capital Equipment
|
|
(12,577
|
)
|
|
132,563
|
|
|
107,115
|
|
|||
APS
|
|
34,187
|
|
|
34,069
|
|
|
5,968
|
|
|||
Income from operations
|
|
$
|
21,610
|
|
|
$
|
166,632
|
|
|
$
|
113,083
|
|
|
|
Fiscal
|
||||||||||
(in thousands)
|
|
2019
|
|
2018
|
|
2017
|
||||||
Capital expenditures:
|
|
|
|
|
|
|
||||||
Capital Equipment
|
|
$
|
5,380
|
|
|
$
|
7,029
|
|
|
$
|
14,415
|
|
APS
|
|
6,449
|
|
|
13,412
|
|
|
11,273
|
|
|||
Capital expenditures
|
|
$
|
11,829
|
|
|
$
|
20,441
|
|
|
$
|
25,688
|
|
|
|
Fiscal
|
||||||||||
(in thousands)
|
|
2019
|
|
2018
|
|
2017
|
||||||
Depreciation expense:
|
|
|
|
|
|
|
||||||
Capital Equipment
|
|
$
|
7,584
|
|
|
$
|
7,435
|
|
|
$
|
6,306
|
|
APS
|
|
5,308
|
|
|
3,754
|
|
|
3,397
|
|
|||
Depreciation expense
|
|
$
|
12,892
|
|
|
$
|
11,189
|
|
|
$
|
9,703
|
|
|
|
Fiscal
|
||||||||||
(in thousands)
|
|
2019
|
|
2018
|
|
2017
|
||||||
Amortization expense:
|
|
|
|
|
|
|
||||||
Capital Equipment
|
|
$
|
3,977
|
|
|
$
|
4,203
|
|
|
$
|
2,841
|
|
APS
|
|
3,435
|
|
|
3,623
|
|
|
3,713
|
|
|||
Amortization expense
|
|
$
|
7,412
|
|
|
$
|
7,826
|
|
|
$
|
6,554
|
|
|
Fiscal
|
||||||||||
(in thousands)
|
2019
|
|
2018
|
|
2017
|
||||||
China
|
$
|
252,179
|
|
|
$
|
408,567
|
|
|
$
|
323,803
|
|
Taiwan
|
63,440
|
|
|
126,676
|
|
|
100,738
|
|
|||
Malaysia
|
41,568
|
|
|
65,354
|
|
|
72,329
|
|
|||
United States
|
36,393
|
|
|
68,774
|
|
|
57,728
|
|
|||
Singapore
|
25,680
|
|
|
19,648
|
|
|
7,119
|
|
|||
Korea
|
15,236
|
|
|
38,551
|
|
|
73,410
|
|
|||
Germany
|
13,594
|
|
|
19,018
|
|
|
18,754
|
|
|||
Hong Kong
|
12,096
|
|
|
14,194
|
|
|
14,314
|
|
|||
Philippines
|
12,057
|
|
|
26,372
|
|
|
25,165
|
|
|||
Vietnam
|
10,978
|
|
|
20,864
|
|
|
29,330
|
|
|||
All other
|
56,831
|
|
|
81,103
|
|
|
86,351
|
|
|||
Total destination sales to unaffiliated customers
|
$
|
540,052
|
|
|
$
|
889,121
|
|
|
$
|
809,041
|
|
|
Fiscal
|
||||||||||
(in thousands)
|
2019
|
|
2018
|
|
2017
|
||||||
Long-lived assets:
|
|
|
|
|
|
||||||
Singapore
|
$
|
25,620
|
|
|
$
|
30,240
|
|
|
$
|
31,553
|
|
United States
|
27,665
|
|
|
23,696
|
|
|
43,440
|
|
|||
China
|
18,969
|
|
|
18,333
|
|
|
11,148
|
|
|||
Israel
|
8,288
|
|
|
8,460
|
|
|
4,549
|
|
|||
All other
|
6,981
|
|
|
6,944
|
|
|
6,899
|
|
|||
Total long-lived assets
|
$
|
87,523
|
|
|
$
|
87,673
|
|
|
$
|
97,589
|
|
|
|
Fiscal
|
||||||||||
(in thousands)
|
|
2019
|
|
2018
|
|
2017
|
||||||
Reserve for warranty, beginning of period
|
|
$
|
14,474
|
|
|
$
|
13,796
|
|
|
$
|
12,544
|
|
Provision for warranty
|
|
12,140
|
|
|
12,603
|
|
|
11,743
|
|
|||
Utilization of reserve
|
|
(12,429
|
)
|
|
(11,925
|
)
|
|
(10,491
|
)
|
|||
Reserve for warranty, end of period
|
|
$
|
14,185
|
|
|
$
|
14,474
|
|
|
$
|
13,796
|
|
|
|
|
|
|
Payments due by fiscal year
|
|||||||||||||||||||
(in thousands)
|
|
Total
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
thereafter
|
||||||||||||
Inventory purchase obligation (1)
|
|
$
|
83,278
|
|
|
$
|
83,278
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Operating lease obligations (2)
|
|
16,273
|
|
|
4,089
|
|
|
2,576
|
|
|
2,182
|
|
|
1,967
|
|
|
5,459
|
|
||||||
Total
|
|
$
|
99,551
|
|
|
$
|
87,367
|
|
|
$
|
2,576
|
|
|
$
|
2,182
|
|
|
$
|
1,967
|
|
|
$
|
5,459
|
|
(1)
|
The Company orders inventory components in the normal course of its business. A portion of these orders are non-cancelable and a portion may have varying penalties and charges in the event of cancellation.
|
(2)
|
The Company has minimum rental commitments under various leases (excluding taxes, insurance, maintenance and repairs, which are also paid by the Company) primarily for various facility and equipment leases, which expire periodically through 2019 (not including lease extension options, if applicable).
|
|
|
Fiscal
|
||||||
|
|
2019
|
|
2018
|
|
2017
|
||
Haoseng Industrial Co., Ltd (1)
|
|
*
|
|
12.8
|
%
|
|
10.1
|
%
|
|
|
As of
|
||||
|
|
September 28, 2019
|
|
|
September 29, 2018
|
|
Xinye (HK) Electronics Co. (1)
|
|
16.0
|
%
|
|
*
|
|
Forehope Electronic (Ningbo) Co., Ltd
|
|
15.3
|
%
|
|
*
|
|
Super Power International Ltd. (1)
|
|
13.5
|
%
|
|
13.6
|
%
|
Haoseng Industrial Co., Ltd (1)
|
|
*
|
|
|
32.9
|
%
|
|
Fiscal 2019 for the Quarter Ended
|
|
|
||||||||||||||||
(in thousands, except per share amounts)
|
December 29
|
|
March 30
|
|
June 29
|
|
September 28
|
|
Fiscal 2019
|
||||||||||
Net revenue
|
$
|
157,208
|
|
|
$
|
115,908
|
|
|
$
|
127,109
|
|
|
$
|
139,827
|
|
|
$
|
540,052
|
|
Gross profit
|
74,799
|
|
|
55,573
|
|
|
58,780
|
|
|
65,438
|
|
|
254,590
|
|
|||||
Income / (loss) from operations
|
14,555
|
|
|
(2,465
|
)
|
|
1,827
|
|
|
7,693
|
|
|
21,610
|
|
|||||
Provision for income taxes
|
10,570
|
|
|
4,672
|
|
|
3,864
|
|
|
3,804
|
|
|
22,910
|
|
|||||
Net income / (loss)
|
$
|
7,517
|
|
|
$
|
(3,555
|
)
|
|
$
|
1,287
|
|
|
$
|
6,404
|
|
|
$
|
11,653
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income / (loss) per share (1):
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
$
|
0.11
|
|
|
$
|
(0.05
|
)
|
|
$
|
0.02
|
|
|
$
|
0.10
|
|
|
$
|
0.18
|
|
Diluted
|
$
|
0.11
|
|
|
$
|
(0.05
|
)
|
|
$
|
0.02
|
|
|
$
|
0.10
|
|
|
$
|
0.18
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Weighted average shares outstanding:
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
67,176
|
|
|
65,930
|
|
|
64,683
|
|
|
63,401
|
|
|
65,286
|
|
|||||
Diluted
|
67,851
|
|
|
65,930
|
|
|
65,431
|
|
|
64,251
|
|
|
65,948
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Fiscal 2018 for the Quarter Ended
|
|
|
||||||||||||||||
(in thousands, except per share amounts)
|
December 30
|
|
March 30
|
|
June 30
|
|
September 29
|
|
Fiscal 2018
|
||||||||||
Net revenue
|
$
|
213,691
|
|
|
$
|
221,772
|
|
|
$
|
268,834
|
|
|
$
|
184,824
|
|
|
$
|
889,121
|
|
Gross profit
|
97,202
|
|
|
99,447
|
|
|
126,969
|
|
|
85,823
|
|
|
409,441
|
|
|||||
Income from operations
|
39,159
|
|
|
38,436
|
|
|
64,463
|
|
|
24,574
|
|
|
166,632
|
|
|||||
Provision for (benefit from) income taxes
|
110,412
|
|
|
4,800
|
|
|
7,282
|
|
|
(1,750
|
)
|
|
120,744
|
|
|||||
Net (loss) / income
|
$
|
(69,528
|
)
|
|
$
|
36,313
|
|
|
$
|
60,256
|
|
|
$
|
29,635
|
|
|
$
|
56,676
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net (loss) / income per share (1):
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
$
|
(0.99
|
)
|
|
$
|
0.52
|
|
|
$
|
0.87
|
|
|
$
|
0.44
|
|
|
$
|
0.82
|
|
Diluted
|
$
|
(0.99
|
)
|
|
$
|
0.51
|
|
|
$
|
0.86
|
|
|
$
|
0.43
|
|
|
$
|
0.80
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Weighted average shares outstanding:
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
70,577
|
|
|
70,361
|
|
|
69,125
|
|
|
67,462
|
|
|
69,380
|
|
|||||
Diluted
|
70,577
|
|
|
71,425
|
|
|
70,302
|
|
|
68,675
|
|
|
70,419
|
|
Item 10.
|
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
|
Item 13.
|
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE
|
Item 15.
|
EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
|
(a)
|
The following documents are filed as part of this report:
|
|
|
Page
|
(1)
|
Financial Statements - Kulicke and Soffa Industries, Inc.:
|
|
|
Report of Independent Registered Public Accounting Firm
|
|
|
Consolidated Balance Sheets as of September 28, 2019 and September 29, 2018
|
|
|
Consolidated Statements of Operations for fiscal 2019, 2018 and 2017
|
|
|
Consolidated Statements of Comprehensive Income for fiscal 2019, 2018 and 2017
|
|
|
Consolidated Statements of Changes in Shareholders' Equity for fiscal 2019, 2018 and 2017
|
|
|
Consolidated Statements of Cash Flows for fiscal 2019, 2018 and 2017
|
|
|
Notes to Consolidated Financial Statements
|
|
|
|
|
(2)
|
Financial Statement Schedule:
|
|
|
Schedule II - Valuation and Qualifying Accounts
|
|
|
All other schedules are omitted because they are not applicable or the required information is
shown in the Consolidated Financial Statements or notes thereto. |
|
(3)
|
Exhibits:
|
|
EXHIBIT NUMBER
|
|
ITEM
|
|
3.1
|
|
The Company's Amended and Restated Articles of Incorporation, dated December 5, 2007, is incorporated herein by reference to Exhibit 3(i) to the Company's Annual Report on Form 10-K for the fiscal year ended September 29, 2007, SEC file number 000-00121.
|
|
3.2
|
|
The Company's Amended and Restated By-Laws, dated October 22, 2015, is incorporated herein by reference to Exhibit 3(ii) to the Company's Current Report on Form 8-K dated October 22, 2015.
|
|
4.1
|
|
Specimen Common Share Certificate of Kulicke and Soffa Industries Inc., is incorporated herein by reference to Exhibit 4 to the Company's Form-8A12G/A dated September 11, 1995, SEC file number 000-00121.
|
|
4.2
|
|
Description of the Company's securities.
|
|
10.1
|
|
2009 Equity Plan is incorporated herein by reference to Appendix A to the Company's Proxy Statement on Schedule 14A for the annual meeting of shareholders on February 10, 2009.*
|
|
10.2
|
|
Amendment No. 1 to the Kulicke and Soffa Industries, Inc. 2009 Equity Plan, effective September 15, 2009, is incorporated herein by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on September 18, 2009.*
|
|
10.3
|
|
Amendment No. 2 to the Kulicke and Soffa Industries, Inc. 2009 Equity Plan, effective September 30, 2009, is incorporated herein by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed on September 18, 2009.*
|
|
10.4
|
|
Amendment No. 3 to the Kulicke and Soffa Industries, Inc. 2009 Equity Plan, effective September 21, 2012, in incorporated herein by reference to Exhibit 10.4 of the Company's Current Report on Form 8-K filed on December 7, 2012.*
|
|
10.5
|
|
Form of Officer Restricted Share Unit Award Agreement regarding the 2009 Equity Plan, is incorporated herein by reference to Exhibit 10.5 to the Company's Current Report on Form 8-K dated December 9, 2010.*
|
|
10.6
|
|
Form of Officer Restricted Share Unit Award Agreement regarding the 2009 Equity Plan, is incorporated herein by reference to Exhibit 10.5 to the Company's Current Report on Form 8-K dated December 7, 2012.*
|
|
10.7
|
|
Kulicke & Soffa Industries, Inc. Executive Severance Pay Plan, dated as of August 9, 2011, is incorporated herein by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on August 12, 2011.*
|
10.8
|
|
Kulicke & Soffa Industries, Inc. Officer Severance Pay Plan, dated as of August 9, 2011, is incorporated herein by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed on August 12, 2011.*
|
|
10.9
|
|
Form of Change of Control Agreement, is incorporated herein by reference to Exhibit 10.3 to the Company's Current Report on Form 8-K filed on August 12, 2011.*
|
|
10.10
|
|
Form of Officer Strategic Performance Share Unit Award Agreement regarding the 2009 Equity Plan is incorporated herein by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarterly period ended December 29, 2012.*
|
|
10.11
|
|
Form of Director Indemnification Agreement is incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on October 10, 2013.*
|
|
10.12
|
|
Lease Agreement between DBS Trustee Limited, as trustee of Mapletree Industrial Trust, and the Kulicke & Soffa Pte. Ltd, dated December 1, 2013, is incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on December 5, 2013.
|
|
10.13
|
|
Lease Agreement Variation Letter between DBS Trustee Limited, as trustee of Mapletree Industrial Trust, and the Kulicke & Soffa Pte. Ltd, dated December 1, 2013, is incorporated herein by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on December 5, 2013.
|
|
10.14
|
|
Form of Officer Indemnification Agreement is incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on December 11, 2013.*
|
|
10.15
|
|
Amended and Restated Incentive Compensation Plan, incorporated herein by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K filed on May 8, 2014.*
|
|
10.16
|
|
Share Sale and Purchase Agreement between Kulicke & Soffa Holdings, B.V. and Assembléon Holding B.V., dated December 29, 2014, incorporated herein by reference to Exhibit 10.1 of the Company's Quarterly Report on Form 10-Q for the quarterly period ended December 27, 2014.
|
|
10.17
|
|
Incentive Compensation Plan, incorporated herein by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K filed on September 25, 2015.*
|
|
10.18
|
|
Kulicke & Soffa Industries, Inc. 2009 Equity Plan Restricted Share Unit Award Agreement, incorporated herein by reference to Exhibit 10.35 of the Company's Annual Report on Form 10-K for the fiscal year ended October 1, 2015.*
|
|
10.19
|
|
Offer Letter between Kulicke and Soffa Industries, Inc. and Fusen Chen dated October 3, 2016, incorporated herein by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K filed on October 3, 2016.*
|
|
10.20
|
|
Agreement For Purchase and Sale of Real Property, dated January 11, 2017, between the Company and ARC KSFTWPA001, LLC, incorporated herein by reference to Exhibit 10.2 of the Company's Quarterly Report on Form 10-Q for the quarterly period ended December 31, 2016.
|
|
10.21
|
|
2017 Equity Plan is incorporated herein by reference to Appendix A to the Company's Proxy Statement on Schedule 14A for the annual meeting of shareholders on March 14, 2017.*
|
|
10.22
|
|
Form of Performance Share Unit Award Agreement regarding the 2017 Equity Plan is incorporated herein by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K filed on November 6, 2017.
|
|
10.23
|
|
Form of Restricted Share Unit Award Agreement regarding the 2017 Equity Plan is incorporated herein by reference to Exhibit 10.2 of the Company's Current Report on Form 8-K filed on November 6, 2017.
|
|
21
|
|
Subsidiaries of the Company.
|
|
23
|
|
Consent of PricewaterhouseCoopers LLP (Independent Registered Public Accounting Firm).
|
|
31.1
|
|
Certification of Fusen Chen, Chief Executive Officer of Kulicke and Soffa Industries, Inc., pursuant to Rule 13a-14(a) or Rule 15d-14(a).
|
|
31.2
|
|
Certification of Lester Wong, Chief Financial Officer of Kulicke and Soffa Industries, Inc., pursuant to Rule 13a-14(a) or Rule 15d-14(a).
|
|
32.1
|
|
Certification of Fusen Chen, Chief Executive Officer of Kulicke and Soffa Industries, Inc., pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
32.2
|
|
Certification of Lester Wong, Chief Financial Officer of Kulicke and Soffa Industries, Inc., pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
101.SCH
|
|
Inline XBRL Taxonomy Extension Schema Document.
|
|
101.CAL
|
|
Inline XBRL Taxonomy Extension Calculation Linkbase Document.
|
101.DEF
|
|
Inline XBRL Taxonomy Extension Definition Linkbase Document.
|
|
101.LAB
|
|
Inline XBRL Taxonomy Extension Label Linkbase Document.
|
|
101.PRE
|
|
Inline XBRL Taxonomy Extension Presentation Linkbase Document.
|
|
104
|
|
Inline XBRL for the cover page of this Annual Report on Form 10-K, included in the Exhibit 101 Inline XBRL Document Set.
|
|
* Indicates a management contract or compensatory plan or arrangement
** Copies of certain instruments defining the rights of holders of certain of our long-term debt are not filed herewith. We hereby agree to furnish a copy of any such instrument to the SEC upon request.
|
|
Fiscal 2019:
|
Beginning of period
|
|
Charged to Costs and Expenses
|
|
Other Additions
|
|
Other Deductions
|
|
End of period
|
|||||||||||
Allowance for doubtful accounts
|
$
|
385
|
|
|
$
|
212
|
|
|
$
|
—
|
|
|
$
|
—
|
|
(1)
|
$
|
597
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Inventory reserve
|
$
|
26,889
|
|
|
$
|
2,657
|
|
|
$
|
—
|
|
|
$
|
(233
|
)
|
(2)
|
$
|
29,313
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Valuation allowance for deferred taxes
|
$
|
37,249
|
|
|
$
|
—
|
|
(3)
|
$
|
21,162
|
|
|
$
|
—
|
|
|
$
|
58,411
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Fiscal 2018:
|
|
|
|
|
|
|
|
|
|
|||||||||||
Allowance for doubtful accounts
|
$
|
79
|
|
|
$
|
383
|
|
|
$
|
—
|
|
|
$
|
(77
|
)
|
(1)
|
$
|
385
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Inventory reserve
|
$
|
24,639
|
|
|
$
|
4,897
|
|
|
$
|
—
|
|
|
$
|
(2,647
|
)
|
(2)
|
$
|
26,889
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Valuation allowance for deferred taxes
|
$
|
29,614
|
|
|
$
|
—
|
|
(3)
|
$
|
7,635
|
|
|
$
|
—
|
|
|
$
|
37,249
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Fiscal 2017:
|
|
|
|
|
|
|
|
|
|
|||||||||||
Allowance for doubtful accounts
|
$
|
506
|
|
|
$
|
(136
|
)
|
|
$
|
—
|
|
|
$
|
(291
|
)
|
(1)
|
$
|
79
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Inventory reserve
|
$
|
21,080
|
|
|
$
|
10,925
|
|
|
$
|
—
|
|
|
$
|
(7,366
|
)
|
(2)
|
$
|
24,639
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Valuation allowance for deferred taxes
|
$
|
27,381
|
|
|
$
|
—
|
|
(3)
|
$
|
2,233
|
|
|
$
|
—
|
|
|
$
|
29,614
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
(1)
|
Represents write-offs of specific accounts receivable.
|
|||||||||||||||||||
(2)
|
Sale or scrap of previously reserved inventory.
|
|||||||||||||||||||
(3)
|
Reflects the net increase in the valuation allowance primarily associated with the Company's U.S. tax credits, U.S. and foreign net operating losses and other deferred tax assets.
|
|
|
KULICKE AND SOFFA INDUSTRIES, INC.
|
|
|
|
|
By:
|
/s/ FUSEN CHEN
|
|
|
Fusen Chen
|
|
|
President and Chief Executive Officer
|
|
|
|
|
Dated:
|
November 15, 2019
|
Signature
|
Title
|
Date
|
|
|
|
/s/ FUSEN CHEN
|
President and Chief Executive Officer
|
November 15, 2019
|
Fusen Chen
|
(principal executive officer)
|
|
|
|
|
/s/ LESTER WONG
|
Senior Vice President, Chief Financial Officer and General Counsel
|
November 15, 2019
|
Lester Wong
|
(principal financial officer and principal accounting officer)
|
|
|
|
|
/s/ GARRETT E. PIERCE
|
Director
|
November 15, 2019
|
Garrett E. Pierce
|
|
|
|
|
|
/s/ BRIAN R. BACHMAN
|
Director
|
November 15, 2019
|
Brian R. Bachman
|
|
|
|
|
|
/s/ CHIN HU LIM
|
Director
|
November 15, 2019
|
Chin Hu Lim
|
|
|
|
|
|
/s/ GREGORY F. MILZCIK
|
Director
|
November 15, 2019
|
Gregory F. Milzcik
|
|
|
|
|
|
/s/ MUI SUNG YEO
|
Director
|
November 15, 2019
|
Mui Sung Yeo
|
|
|
|
|
|
/s/ PETER T. KONG
|
Director
|
November 15, 2019
|
Peter T. Kong
|
|
|
EXHIBIT NUMBER
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ITEM
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3.1
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3.2
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4.1
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4.2
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10.1
|
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10.2
|
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||
10.3
|
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10.4
|
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10.5
|
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10.6
|
|
||
10.7
|
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10.8
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|
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10.9
|
|
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10.10
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10.11
|
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||
10.12
|
|
||
10.13
|
|
||
10.14
|
|
||
10.15
|
|
||
10.16
|
|
1 Year Kulicke and Soffa Indust... Chart |
1 Month Kulicke and Soffa Indust... Chart |
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