Diodes Incorporated Reports Third Quarter 2017 Financial Results
Achieves Another Quarter of Record Revenue and Gross Profit; Sets a New Record for Operating Income
Diodes Incorporated (Nasdaq: DIOD), a leading global manufacturer and supplier of high-quality application specific standard
products within the broad discrete, logic, analog and mixed-signal semiconductor markets, today reported its financial results for
the third quarter ended September 30, 2017.
Third Quarter Highlights
- Revenue was a record $285.2 million, an increase of 8.0 percent from the $264.2 million in the second
quarter 2017 and an increase of 13.8 percent from the $250.7 million in the third quarter 2016;
- GAAP gross profit was a record $96.3 million, including $2.7 million of KFAB closure costs, and
non-GAAP gross profit was $99.0 million. This compares to $90.1 million in the second quarter 2017 and $80.6 million in the third
quarter 2016;
- GAAP gross profit margin was 33.8 percent, and non-GAAP gross profit margin was 34.7 percent. This
compares to GAAP gross profit margin of 34.1 percent in the second quarter 2017 and 32.2 percent in the third quarter 2016;
- GAAP income from operations was $23.7 million, or 8.3 percent of revenue. Non-GAAP adjusted income
from operations (which excludes intangible asset amortization costs and KFAB shutdown costs) was a record $35.2 million, or 12.3
percent of revenue, compared to $29.9 million, or 11.3 percent, last quarter and $25.5 million, or 10.2 percent, in the year ago
quarter;
- GAAP net income was $14.5 million, or $0.29 per diluted share, compared to $13.2 million, or $0.26
per diluted share, in the second quarter 2017 and $10.6 million, or $0.21 per diluted share, in the third quarter 2016;
- Non-GAAP adjusted net income was $22.6 million, or $0.45 per diluted share, compared to $17.8
million, or $0.36 per diluted share, in the second quarter 2017 and $15.1 million, or $0.30 per diluted share, in the third
quarter 2016;
- Excluding $3.2 million, net of tax, of non-cash share-based compensation expense, both GAAP and
non-GAAP diluted earnings per share would have increased by $0.06 per diluted share; and
- Achieved $40.9 million of cash flow from operations, and $2.9 million free cash flow, including $38.0
million of capital expenditures. Net cash flow was a negative ($65.4) million, which includes the pay down of $75.2 million of
long-term debt.
Commenting on the results, Dr. Keh-Shew Lu, President and Chief Executive Officer, stated, “Diodes achieved another quarter of
record results, setting new highs on revenue, gross profit and operating income. Our growth continued to be broad-based across all
regions and end markets. We also achieved record revenue in our computing and communications end markets, complemented by 30
percent year-over-year growth in both automotive and industrial. In fact, our automotive end market reached a record 8 percent of
revenue, which is even more notable considering the higher revenue base. Revenue from Pericom also continued to grow from the high
level achieved last quarter, with solid margin contribution as we integrate these products into our complete customer
offerings.
“Additionally, continued improvements in product mix and utilization across our facilities resulted in non-GAAP gross margin
close to our target model of 35 percent in the quarter. We have completed wafer manufacturing at our KFAB facility and remain on
track to return the property to the landlord by November 15th. Consistent with our focus on driving increased
profitability and expanding shareholder value, we recently established new long-term financial targets, which includes gross margin
of 40 percent and operating margin of 20 percent. As a result of the strategic actions we have taken over the past few years, we
have positioned the business to drive significant earnings expansion, serving as the basis for introducing these increased
targets.
“Our business is also generating a significant amount of cash. We plan to continue allocating cash toward reducing our long-term
debt, while also maintaining the flexibility to support our future expansion initiatives, potential strategic acquisitions as well
as our existing share buyback program. Looking forward, we are well positioned to benefit from our solid operating leverage to
deliver increased profitability and shareholder value.”
Third Quarter 2017
Revenue for third quarter 2017 was $285.2 million, an increase of 8.0 percent from the $264.2 million in the second quarter 2017
and an increase of 13.8 percent from $250.7 million in third quarter 2016. Revenue in the quarter increased sequentially reflecting
continued strength across all of the Company’s target end markets and geographies.
GAAP gross profit for third quarter 2017 was $96.3 million, or 33.8 percent of revenue, including approximately $2.7 million of
KFAB closure costs. Non-GAAP gross profit was $99.0 million, or 34.7 percent of revenue, excluding these costs. This compares to
GAAP gross profit of $90.1 million, or 34.1 percent of revenue, in the second quarter 2017 and $80.6 million, or 32.2 percent of
revenue, in the third quarter 2016. The increase in gross profit margin was due primarily to continued improvements in product mix
and utilization, combined with another strong quarter in North America and Europe as well as the Pericom business.
GAAP operating expenses for third quarter 2017 were $72.6 million, or 25.5 percent of revenue, and $63.9 million, or 22.4
percent of revenue, on a non-GAAP basis, which excludes $4.7 million of amortization of acquisition-related intangible asset
expenses, $2.0 million of KFAB restructuring charges and $2.0 million for the impairment of fixed assets. GAAP operating expenses
in the second quarter 2017 were $66.3 million, or 25.1 percent of revenue, and $59.8 million, or 22.6 percent of revenue, on a
non-GAAP basis.
Third quarter 2017 GAAP net income was $14.5 million, or $0.29 per diluted share, compared to $13.2 million, or $0.26 per
diluted share, in second quarter 2017 and $10.6 million, or $0.21 per share, in third quarter 2016.
Third quarter 2017 non-GAAP adjusted net income was $22.6 million, or $0.45 per diluted share, which excluded, net of tax, $3.8
million of non-cash acquisition-related intangible asset amortization costs, $3.1 million of KFAB restructuring and closure costs
and $1.3 million of fixed asset impairment charges. This compares to non-GAAP adjusted net income of $17.8 million, or $0.36 per
diluted share, in second quarter 2017 and $15.1 million, or $0.30 per diluted share, in third quarter 2016.
The following is an unaudited summary reconciliation of GAAP net income to non-GAAP adjusted net income and per share data, net
of tax (in thousands, except per share data):
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Three Months Ended |
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September 30, 2017 |
GAAP net income |
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$ |
14,450 |
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GAAP diluted earnings per share |
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$ |
0.29 |
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Adjustments to reconcile net income to non-GAAP net income: |
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M&A |
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Pericom |
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2,530 |
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Amortization of acquisition-related intangible assets |
|
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2,530 |
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KFAB |
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4,389 |
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Restructuring |
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1,325 |
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Shut-down related costs |
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1,769 |
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Impairment of fixed assets |
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1,295 |
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Others |
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1,265 |
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Amortization of acquisition-related intangible assets |
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1,265 |
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Non-GAAP net income |
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$ |
22,634 |
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Non-GAAP diluted earnings per share |
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$ |
0.45 |
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(See the reconciliation tables of GAAP net income to non-GAAP adjusted net income near the end of this release for further
details.)
Included in third quarter 2017 GAAP net income and non-GAAP adjusted net income was approximately $3.2 million, net of tax, of
non-cash share-based compensation expense. Excluding share-based compensation expense, both GAAP earnings per share (“EPS”) and
non-GAAP adjusted EPS would have increased by $0.06 per share for third quarter 2017, $0.07 for second quarter 2017 and $0.06 for
third quarter 2016.
EBITDA (a non-GAAP measure), which represents earnings before net interest expense, income tax, depreciation and amortization,
for third quarter 2017, was $46.8 million, compared to $45.8 million for second quarter 2017 and $42.5 million for third quarter
2016. For a reconciliation of GAAP net income to EBITDA, see the table near the end of this release for further details.
For third quarter 2017, net cash provided by operating activities was $40.9 million. Net cash flow was a negative ($65.4)
million, including the $75.2 million long-term debt pay down. Free cash flow (a non-GAAP measure) was $2.9 million, which includes
$38.0 million of capital expenditures.
Balance Sheet
As of September 30, 2017, the Company had approximately $214 million in cash, cash equivalents and short-term investments,
long-term debt (including the current portion) totaled approximately $326 million, and working capital was approximately $476
million.
The results announced today are preliminary, as they are subject to the Company finalizing its closing procedures and customary
quarterly review by the Company's independent registered public accounting firm. As such, these results are subject to revision
until the Company files its Form 10-Q for the quarter ending September 30, 2017.
Business Outlook
Dr. Lu concluded, “We expect typical seasonality for the fourth quarter of 2017 with revenue to range between $260 million and
$280 million, or down 8.9 to 1.8 percent sequentially or up 12.0 to 20.6 percent year-over-year. We expect GAAP gross margin to be
34.9 percent, plus or minus 1 percent, and non-GAAP gross margin to be 35.0 percent, plus or minus 1 percent. Non-GAAP operating
expenses, which are GAAP operating expenses adjusted for KFAB closure costs and retention costs and amortization of
acquisition-related intangible assets, are expected to be approximately 23.5 percent of revenue, plus or minus 1 percent. We expect
interest expense to be approximately $3.0 million. Our income tax rate is expected to be 29.0 percent, plus or minus 3 percent, and
shares used to calculate diluted EPS for the fourth quarter are anticipated to be approximately 50.8 million.” Please note that
purchase accounting adjustments of $3.9 million, after tax, for Pericom and previous acquisitions plus KFAB closure costs of $3.8
million are not included in these non-GAAP estimates.
Conference Call
Diodes will host a conference call on Tuesday, November 7, 2017 at 4:00 p.m. Central Time (5:00 p.m. Eastern Time) to discuss
its third quarter 2017 financial results. Investors and analysts may join the conference call by dialing 1-855-232-8957 and
providing the confirmation code 1689671. International callers may join the teleconference by dialing 1-315-625-6979 and
entering the same confirmation code at the prompt. A telephone replay of the call will be made available approximately two hours
after the call and will remain available until November 14, 2017 at midnight Central Time. The replay number is 1-855-859-2056 with
a pass code of 1689671. International callers should dial 1-404-537-3406 and enter the same pass code at the prompt. Additionally,
this conference call will be broadcast live over the Internet and can be accessed by all interested parties on the Investors’
section of Diodes' website at http://www.diodes.com. To listen to the live call, please go to the Investors’ section of Diodes’ website and
click on the conference call link at least 15 minutes prior to the start of the call to register, download and install any
necessary audio software. For those unable to participate during the live broadcast, a replay will be available shortly after the
call on Diodes' website for approximately 60 days.
About Diodes Incorporated
Diodes Incorporated (Nasdaq: DIOD), a Standard and Poor’s SmallCap 600 and Russell 3000 Index company, is a leading global
manufacturer and supplier of high-quality application specific standard products within the broad discrete, logic, analog and
mixed-signal semiconductor markets. Diodes serves the consumer electronics, computing, communications, industrial, and automotive
markets. Diodes’ products include diodes, rectifiers, transistors, MOSFETs, protection devices, function-specific arrays, single
gate logic, amplifiers and comparators, Hall-effect and temperature sensors, power management devices, including LED drivers, AC-DC
converters and controllers, DC-DC switching and linear voltage regulators, and voltage references along with special function
devices, such as USB power switches, load switches, voltage supervisors, and motor controllers. Diodes’ corporate headquarters and
Americas’ sales office are located in Plano, Texas and Milpitas, California. Design, marketing, and engineering centers are located
in Plano; Milpitas; Taipei, Taiwan; Taoyuan City, Taiwan; Zhubei City, Taiwan; Manchester, England; and Neuhaus, Germany. Diodes’
wafer fabrication facilities are located in Kansas City, Missouri and Manchester, with an additional facility located in Shanghai,
China. Diodes has assembly and test facilities located in Shanghai, Jinan, Chengdu, and Yangzhou, China, as well as in Hong Kong,
Neuhaus and Taipei. Additional engineering, sales, warehouse, and logistics offices are located in Taipei; Hong Kong; Manchester;
Shanghai; Shenzhen, China; Seongnam-si, South Korea; and Munich, Germany, with support offices throughout the world.
Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995: Any statements set forth above that are not
historical facts are forward-looking statements that involve risks and uncertainties that could cause actual results to differ
materially from those in the forward-looking statements. Such statements include statements containing forward-looking words
such as “expect,” “anticipate,” “sets the stage,” “continuing,” “working diligently to,” “position the Company for,” “aim,”
“estimate,” and variations thereof, including without limitation statements, whether direct or implied, regarding expectations of
revenue growth, market share gains and increase in gross profits in 2017 and beyond; that for the fourth quarter of 2017, we expect
revenue to range between $260 million and $280 million, or down 8.8 to 1.8 percent sequentially; that we expect non-GAAP gross
margin to be 35.0 percent, plus or minus 1 percent; that non-GAAP operating expenses, which are GAAP operating expenses adjusted
for KFAB closure costs, retention costs and amortization of acquisition-related intangible assets, are expected to be approximately
23.5 percent of revenue, plus or minus 1 percent; that we expect interest expense to be approximately $3.0 million; that our income
tax rate is expected to be 29.0 percent, plus or minus 1 percent; and that shares used to calculate diluted EPS for the fourth
quarter are anticipated to be approximately 50.8 million. Potential risks and uncertainties include, but are not limited to,
such factors as: the risk that such expectations may not be met; the risk that the expected benefits of acquisitions may not be
realized or that integration of acquired businesses, such as Pericom, may not continue as rapidly as we anticipate; the risk that
we may not be able to maintain our current growth strategy or continue to maintain our current performance, costs and loadings in
our manufacturing facilities; the risk that we may not be able to increase our automotive or other revenue and market share; risks
of domestic and foreign operations, including excessive operation costs, labor shortages, higher tax rates and our joint venture
prospects; the risk that we may not continue our share repurchase program; the risks of cyclical downturns in the semiconductor
industry and of changes in end-market demand or product mix that may affect gross margin or render inventory obsolete; the risk of
unfavorable currency exchange rates; the risk that our future outlook or guidance may be incorrect; the risks of global economic
weakness or instability in global financial markets; the risks of trade restrictions, tariffs or embargoes; the risk of breaches of
our information technology systems; and other information including the “Risk Factors” detailed from time to time in Diodes’
filings with the United States Securities and Exchange Commission.
Recent news releases, annual reports and SEC filings are available at the Company’s website: http://www.diodes.com. Written requests may be sent directly to the Company, or they may be e-mailed to:
diodes-fin@diodes.com.
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DIODES INCORPORATED AND SUBSIDIARIES |
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS |
(unaudited)
|
(in thousands, except per share data)
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|
|
|
|
|
Three Months Ended |
|
|
|
Nine Months Ended |
|
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|
September 30, |
|
|
|
September 30, |
|
|
|
|
2017 |
|
|
2016 |
|
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|
2017 |
|
|
2016 |
NET SALES |
|
|
|
$ |
285,247 |
|
|
|
$ |
250,694 |
|
|
|
|
$ |
785,774 |
|
|
|
$ |
710,077 |
|
|
|
|
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|
|
|
|
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|
COST OF GOODS SOLD |
|
|
|
|
188,900 |
|
|
|
|
170,071 |
|
|
|
|
|
525,377 |
|
|
|
|
490,417 |
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|
|
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|
|
|
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|
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|
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|
|
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Gross profit |
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|
|
|
96,347 |
|
|
|
|
80,623 |
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|
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|
260,397 |
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|
219,660 |
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OPERATING EXPENSES |
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Selling, general and administrative |
|
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43,525 |
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|
|
|
38,321 |
|
|
|
|
|
122,912 |
|
|
|
|
119,165 |
|
Research and development |
|
|
|
|
20,379 |
|
|
|
|
17,088 |
|
|
|
|
|
58,215 |
|
|
|
|
52,247 |
|
Amortization of acquisition-related intangible assets |
|
|
|
|
4,694 |
|
|
|
|
5,117 |
|
|
|
|
|
14,098 |
|
|
|
|
15,379 |
|
Impairment of fixed assets |
|
|
|
|
1,993 |
|
|
|
|
- |
|
|
|
|
|
1,993 |
|
|
|
|
- |
|
Restructuring |
|
|
|
|
2,039 |
|
|
|
|
- |
|
|
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|
6,108 |
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|
- |
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Other operating expenses |
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|
- |
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|
|
144 |
|
|
|
|
|
169 |
|
|
|
|
184 |
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Total operating expenses |
|
|
|
|
72,630 |
|
|
|
|
60,670 |
|
|
|
|
|
203,495 |
|
|
|
|
186,975 |
|
|
|
|
|
|
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|
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|
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Income from operations |
|
|
|
|
23,717 |
|
|
|
|
19,953 |
|
|
|
|
|
56,902 |
|
|
|
|
32,685 |
|
|
|
|
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|
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OTHER INCOME (EXPENSES) |
|
|
|
|
|
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|
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|
|
|
|
|
|
Interest income |
|
|
|
|
389 |
|
|
|
|
321 |
|
|
|
|
|
992 |
|
|
|
|
1,075 |
|
Interest expense |
|
|
|
|
(3,561 |
) |
|
|
|
(3,684 |
) |
|
|
|
|
(10,493 |
) |
|
|
|
(9,880 |
) |
Foreign currency loss, net |
|
|
|
|
(1,312 |
) |
|
|
|
(1,439 |
) |
|
|
|
|
(6,734 |
) |
|
|
|
(2,045 |
) |
Other income |
|
|
|
|
597 |
|
|
|
|
480 |
|
|
|
|
|
1,128 |
|
|
|
|
551 |
|
Total other expenses |
|
|
|
|
(3,887 |
) |
|
|
|
(4,322 |
) |
|
|
|
|
(15,107 |
) |
|
|
|
(10,299 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes and noncontrolling interest |
|
|
|
|
19,830 |
|
|
|
|
15,631 |
|
|
|
|
|
41,795 |
|
|
|
|
22,386 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
INCOME TAX PROVISION |
|
|
|
|
5,052 |
|
|
|
|
4,097 |
|
|
|
|
|
11,651 |
|
|
|
|
5,941 |
|
|
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|
|
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|
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|
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NET INCOME |
|
|
|
|
14,778 |
|
|
|
|
11,534 |
|
|
|
|
|
30,144 |
|
|
|
|
16,445 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Less: NET INCOME attributable to noncontrolling interest |
|
|
|
|
(328 |
) |
|
|
|
(886 |
) |
|
|
|
|
(1,298 |
) |
|
|
|
(1,778 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET INCOME attributable to common stockholders |
|
|
|
$ |
14,450 |
|
|
|
$ |
10,648 |
|
|
|
|
$ |
28,846 |
|
|
|
$ |
14,667 |
|
|
|
|
|
|
|
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|
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EARNINGS PER SHARE attributable to common stockholders |
|
|
|
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|
|
|
|
|
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|
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Basic |
|
|
|
$ |
0.29 |
|
|
|
$ |
0.22 |
|
|
|
|
$ |
0.59 |
|
|
|
$ |
0.30 |
|
Diluted |
|
|
|
$ |
0.29 |
|
|
|
$ |
0.21 |
|
|
|
|
$ |
0.58 |
|
|
|
$ |
0.30 |
|
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Number of shares used in computation |
|
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|
Basic |
|
|
|
|
49,057 |
|
|
|
|
48,814 |
|
|
|
|
|
48,633 |
|
|
|
|
48,496 |
|
Diluted |
|
|
|
|
50,416 |
|
|
|
|
49,922 |
|
|
|
|
|
50,061 |
|
|
|
|
49,565 |
|
|
|
|
|
|
|
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Note: Throughout this release, we refer to “net income attributable to common stockholders” as “net
income.”
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DIODES INCORPORATED AND SUBSIDIARIES |
RECONCILIATION OF NET INCOME TO ADJUSTED NET INCOME |
(in thousands, except per share data)
|
(unaudited)
|
|
|
|
|
|
For the three months ended September 30, 2017:
|
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|
COGS |
|
|
Operating
Expenses
|
|
|
Income Tax
Provision
|
|
|
Net Income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Per-GAAP |
|
|
|
|
|
|
|
|
|
|
|
|
$ |
14,450 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per share (Per-GAAP) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted |
|
|
|
|
|
|
|
|
|
|
|
|
$ |
0.29 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustments to reconcile net income to non-GAAP net income: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
M&A |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pericom |
|
|
|
|
|
|
|
|
|
|
|
|
|
2,530 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization of acquisition-related intangible assets |
|
|
|
|
|
|
3,085 |
|
|
(555 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
KFAB |
|
|
|
|
|
|
|
|
|
|
|
|
|
4,389 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring |
|
|
|
- |
|
|
2,039 |
|
|
(714 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shut-down related costs |
|
|
|
2,722 |
|
|
- |
|
|
(953 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Impairment of fixed assets |
|
|
|
- |
|
|
1,993 |
|
|
(698 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Others |
|
|
|
|
|
|
|
|
|
|
|
|
|
1,265 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization of acquisition-related intangible assets |
|
|
|
|
|
|
1,609 |
|
|
(344 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP |
|
|
|
|
|
|
|
|
|
|
|
|
$ |
22,634 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted shares used in computing earnings per share |
|
|
|
|
|
|
|
|
|
|
|
|
|
50,416 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP earnings per share |
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted |
|
|
|
|
|
|
|
|
|
|
|
|
$ |
0.45 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note: Included in GAAP and non-GAAP net (loss) income was approximately $3.2 million, net of tax, non-cash share-based
compensation expense. Excluding share-based compensation expense, both GAAP and non-GAAP diluted earnings per share would have
improved by $0.06 per share.
|
|
|
|
|
|
|
|
|
|
DIODES INCORPORATED AND SUBSIDIARIES |
CONSOLIDATED RECONCILIATION OF NET INCOME TO ADJUSTED NET INCOME –
Cont. |
(in thousands, except per share data)
|
(unaudited)
|
|
For the three months ended September 30, 2016:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
Expenses
|
|
|
Income Tax
Provision
|
|
|
Net Income |
|
|
|
|
|
|
|
|
|
|
Per-GAAP |
|
|
|
|
|
|
|
|
$ |
10,648 |
|
|
|
|
|
|
|
|
|
|
Earnings per share (Per-GAAP) |
|
|
|
|
|
|
|
|
|
Diluted |
|
|
|
|
|
|
|
|
$ |
0.21 |
|
|
|
|
|
|
|
|
|
|
Adjustments to reconcile net income to non-GAAP net income: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
M&A Activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pericom |
|
|
|
|
|
|
|
|
|
2,980 |
|
|
|
|
|
|
|
|
|
|
Retention costs |
|
|
397 |
|
|
(139 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization of acquisition-related intangible assets |
|
|
3,320 |
|
|
(598 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Others |
|
|
|
|
|
|
|
|
|
1,425 |
|
|
|
|
|
|
|
|
|
|
Amortization of acquisition-related intangible assets
|
|
|
1,797 |
|
|
(372 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP |
|
|
|
|
|
|
|
|
$ |
15,053 |
|
|
|
|
|
|
|
|
|
|
Diluted shares used in computing earnings per share |
|
|
|
|
|
|
|
|
|
49,922 |
|
|
|
|
|
|
|
|
|
|
Non-GAAP earnings per share |
|
|
|
|
|
|
|
|
|
Diluted |
|
|
|
|
|
|
|
|
$ |
0.30 |
|
|
|
|
|
|
|
|
|
|
Note: Included in GAAP and non-GAAP adjusted net income was approximately $2.9 million, net of tax, non-cash share-based
compensation expense. Excluding share-based compensation expense, both GAAP and non-GAAP adjusted diluted earnings per share would
have improved by $0.06 per share.
ADJUSTED NET INCOME AND ADJUSTED EARNINGS PER SHARE
The Company adjusts United States generally accepted accounting principles (“GAAP”) net income and earnings per share
attributable to common stockholders to provide investors a better depiction of the Company’s operating results, allow for a more
accurate comparison between the Company’s current and historical operating results and provide a baseline for more informed
modeling of future earnings. The Company makes adjustments for inventory acquired, transaction costs, retention costs, amortization
of acquisition-related intangible assets and restructuring costs. The Company also excludes these items to evaluate the Company’s
operating performance, develop budgets, determine incentive compensation awards and manage cash expenditure. The presentation
of the above non-GAAP measures allows investors to review the Company’s results of operations from the same viewpoint as the
Company’s management and Board of Directors. The Company has historically provided similar non-GAAP financial measures to provide
investors an enhanced understanding of its operations, facilitate investors’ analyses and comparisons of its current and past
results of operations and provide insight into the prospects of its future performance. The Company also believes the non-GAAP
measures are useful to investors because they provide additional information that research analysts use to evaluate semiconductor
companies. These non-GAAP measures should be considered in addition to results prepared in accordance with GAAP, but should not be
considered a substitute for or superior to GAAP results and may differ from measures used by other companies. For example, we do
not adjust for any amounts attributable to noncontrolling interest except for one-time non-cash items outside the course of
ordinary business, such as impairment of goodwill. The Company recommends a review of net income on both a GAAP basis and non-GAAP
basis be performed to get a comprehensive view of the Company’s results and provides a reconciliation of GAAP net income to
non-GAAP adjusted net income.
Detail of non-GAAP adjustments
Retention costs – The Company excluded costs related to employee retention in connection
with the Pericom acquisition. Although these retention costs will be recurring every quarter until the final retention payment has
been made, they are not part of the employees’ normal annual salaries and therefore are being excluded. The Company believes the
exclusion of retention costs related to acquisitions provides investors with a more accurate reflection of costs likely to be
incurred in the absence of an unusual event such as an acquisition and facilitates comparisons with the results of other periods
that may not reflect such costs.
Amortization of acquisition-related intangible assets – The Company excluded this item,
including amortization of developed technologies and customer relationships. The fair value of the acquisition-related intangible
assets, which was recognized through purchase accounting, is amortized using straight-line methods which approximate the proportion
of future cash flows estimated to be generated each period over the estimated useful life of the applicable assets. The Company
believes that exclusion of this item is appropriate because a significant portion of the purchase price for its acquisitions was
allocated to the intangible assets that have short lives and exclusion of the amortization expense allows comparisons of operating
results that are consistent over time for both the Company’s newly acquired and long-held businesses. In addition, the Company
excluded this item because there is significant variability and unpredictability among companies with respect to this expense.
KFAB restructuring – The Company has recorded restructuring charges related to the
shutdown and relocation of its wafer fabrication facility located in Lee’s Summit, MO (“KFAB”). These restructuring charges are
excluded from management’s assessment of the Company’s operating performance. The Company believes the exclusion of the
restructuring charges provides investors an enhanced view of the cost structure of the Company’s operations and facilitates
comparisons with the results of other periods that may not reflect such charges or may reflect different levels of such
charges.
KFAB shut-down related costs – The Company has recorded shut-down related costs due to the
shutdown and relocation of KFAB. These shut-down related costs are excluded from management’s assessment of the Company’s operating
performance. The Company believes the exclusion of the shut-down related costs provides investors with a more accurate reflection
of the continuing operations of the Company and facilitates comparisons with the results of other periods which may not reflect
such costs.
Impairment of fixed assets – The Company has recorded impairment charges related to the
shutdown and relocation of KFAB. These impairment charges are excluded from management’s assessment of the Company’s operating
performance. The Company believes the exclusion of the impairment charges provides investors with a more accurate reflection of the
continuing operations of the Company and facilitates comparisons with the results of other periods which may not reflect such
costs.
CASH FLOW ITEMS
Free cash flow (FCF) (Non-GAAP)
FCF for the third quarter of 2017 is a non-GAAP financial measure, which is calculated by subtracting capital expenditures from
cash flow from operations. For the third quarter of 2017, FCF was $2.9 million ($40.9 million less $38.0 million). FCF represents
the cash and cash equivalents that we are able to generate after taking into account cash outlays required to maintain or expand
property, plant and equipment. FCF is important because it allows us to pursue opportunities to develop new products, make
acquisitions and reduce debt.
CONSOLIDATED RECONCILIATION OF NET INCOME TO EBITDA
EBITDA represents earnings before net interest expense, income tax provision, depreciation and amortization. Management believes
EBITDA is useful to investors because it is frequently used by securities analysts, investors and other interested parties, such as
financial institutions in extending credit, in evaluating companies in our industry and provides further clarity on our
profitability. In addition, management uses EBITDA, along with other GAAP and non-GAAP measures, in evaluating our operating
performance compared to that of other companies in our industry. The calculation of EBITDA generally eliminates the effects of
financing, operating in different income tax jurisdictions, and accounting effects of capital spending, including the impact of our
asset base, which can differ depending on the book value of assets and the accounting methods used to compute depreciation and
amortization expense. EBITDA is not a recognized measurement under GAAP, and when analyzing our operating performance, investors
should use EBITDA in addition to, and not as an alternative for, income from operations and net income, each as determined in
accordance with GAAP. Because not all companies use identical calculations, our presentation of EBITDA may not be comparable to
similarly titled measures used by other companies. For example, our EBITDA takes into account all net interest expense, income tax
provision, depreciation and amortization without taking into account any attributable to noncontrolling interest. Furthermore,
EBITDA is not intended to be a measure of free cash flow for management’s discretionary use, as it does not consider certain cash
requirements such as tax and debt service payments.
The following table provides a reconciliation of net income to EBITDA (in thousands, unaudited):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
Nine Months Ended |
|
|
|
|
September 30, |
|
|
|
September 30, |
|
|
|
|
2017 |
|
|
2016 |
|
|
|
2017 |
|
|
2016 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (per-GAAP) |
|
|
|
$ |
14,450 |
|
|
$ |
10,648 |
|
|
|
$ |
28,846 |
|
|
$ |
14,667 |
Plus: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense, net |
|
|
|
|
3,172 |
|
|
|
3,363 |
|
|
|
|
9,501 |
|
|
|
8,805 |
Income tax provision |
|
|
|
|
5,052 |
|
|
|
4,097 |
|
|
|
|
11,651 |
|
|
|
5,941 |
Depreciation and amortization |
|
|
|
|
24,096 |
|
|
|
24,371 |
|
|
|
|
71,195 |
|
|
|
74,731 |
EBITDA (non-GAAP) |
|
|
|
$ |
46,770 |
|
|
$ |
42,479 |
|
|
|
$ |
121,193 |
|
|
$ |
104,144 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
DIODES INCORPORATED AND SUBSIDIARIES |
CONSOLIDATED CONDENSED BALANCE SHEETS |
|
|
|
|
|
|
|
|
|
|
|
|
September 30, |
|
|
December 31, |
|
|
|
|
2017 |
|
|
2016 |
|
|
|
|
(unaudited) |
|
|
(audited) |
CURRENT ASSETS |
|
|
|
|
|
|
|
Cash and cash equivalents |
|
|
|
$ |
201,226 |
|
|
|
$ |
247,802 |
|
Short-term investments |
|
|
|
|
12,737 |
|
|
|
|
29,842 |
|
Accounts receivable, net |
|
|
|
|
230,460 |
|
|
|
|
217,217 |
|
Inventories |
|
|
|
|
211,412 |
|
|
|
|
193,483 |
|
Prepaid expenses and other |
|
|
|
|
45,644 |
|
|
|
|
44,438 |
|
Total current assets |
|
|
|
|
701,479 |
|
|
|
|
732,782 |
|
|
|
|
|
|
|
|
|
PROPERTY, PLANT AND EQUIPMENT, net |
|
|
|
|
446,052 |
|
|
|
|
401,988 |
|
|
|
|
|
|
|
|
|
DEFERRED INCOME TAXES |
|
|
|
|
64,129 |
|
|
|
|
56,047 |
|
|
|
|
|
|
|
|
|
OTHER ASSETS |
|
|
|
|
|
|
|
Goodwill |
|
|
|
|
133,538 |
|
|
|
|
129,412 |
|
Intangible assets, net |
|
|
|
|
161,122 |
|
|
|
|
174,876 |
|
Other |
|
|
|
|
34,269 |
|
|
|
|
33,447 |
|
Total assets |
|
|
|
$ |
1,540,589 |
|
|
|
$ |
1,528,552 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CURRENT LIABILITIES |
|
|
|
|
|
|
|
Accounts payable |
|
|
|
$ |
111,689 |
|
|
|
$ |
87,600 |
|
Accrued liabilities and other |
|
|
|
|
94,436 |
|
|
|
|
71,562 |
|
Income tax payable |
|
|
|
|
- |
|
|
|
|
11,855 |
|
Current portion of long-term debt |
|
|
|
|
19,067 |
|
|
|
|
14,356 |
|
Total current liabilities |
|
|
|
|
225,192 |
|
|
|
|
185,373 |
|
|
|
|
|
|
|
|
|
LONG-TERM DEBT, net of current portion |
|
|
|
|
306,687 |
|
|
|
|
413,126 |
|
DEFERRED TAX LIABILITIES - non current |
|
|
|
|
28,617 |
|
|
|
|
28,213 |
|
OTHER LONG-TERM LIABILITIES |
|
|
|
|
85,209 |
|
|
|
|
81,373 |
|
Total liabilities |
|
|
|
|
645,705 |
|
|
|
|
708,085 |
|
|
|
|
|
|
|
|
|
COMMITMENTS AND CONTINGENCIES |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EQUITY |
|
|
|
|
|
|
|
Diodes Incorporated stockholders' equity |
|
|
|
|
|
|
|
Preferred stock - par value $1.00 per share; 1,000,000 shares authorized; no shares
issued or outstanding |
|
|
|
|
— |
|
|
|
|
— |
|
Common stock - par value $0.66 2/3 per share; 70,000,000 shares authorized;
49,091,693 and 48,219,376, issued and outstanding at September 30, 2017 and December 31, 2016, respectively |
|
|
|
|
33,501 |
|
|
|
|
32,919 |
|
Additional paid-in capital |
|
|
|
|
375,134 |
|
|
|
|
354,574 |
|
Retained earnings |
|
|
|
|
563,338 |
|
|
|
|
530,215 |
|
Treasury stock, at cost, 1,157,206 shares held at September 30, 2017 and December
31,2016 |
|
|
|
|
(29,023 |
) |
|
|
|
(29,023 |
) |
Accumulated other comprehensive loss |
|
|
|
|
(89,707 |
) |
|
|
|
(112,666 |
) |
Total Diodes Incorporated stockholders' equity |
|
|
|
|
853,243 |
|
|
|
|
776,019 |
|
Noncontrolling interest |
|
|
|
|
41,641 |
|
|
|
|
44,448 |
|
Total equity |
|
|
|
|
894,884 |
|
|
|
|
820,467 |
|
Total liabilities and equity |
|
|
|
$ |
1,540,589 |
|
|
|
$ |
1,528,552 |
|
Company Contact:
Diodes Incorporated
Laura Mehrl
Director of Investor Relations
P: 972-987-3959
E: laura_mehrl@diodes.com
or
Investor Relations Contact:
Shelton Group
Leanne Sievers
President, Investor Relations
P: 949-224-3874
E: lsievers@sheltongroup.com
View source version on businesswire.com: http://www.businesswire.com/news/home/20171107006526/en/