Document


 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
February 13, 2017
AMKOR TECHNOLOGY, INC.
(Exact name of registrant as specified in its charter)
 
 
 
 
 
DELAWARE
 
000-29472
 
23-1722724
 
 
 
 
 
(State or Other Jurisdiction of Incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)

2045 EAST INNOVATION CIRCLE
TEMPE, AZ 85284
(Address of principal executive offices, including zip code)

(480) 821-5000
(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 






Item 2.02. Results of Operations and Financial Condition.

Attached hereto as Exhibit 99.1 and incorporated by reference herein is financial information for Amkor Technology, Inc. for the three months and year ended December 31, 2016, and forward-looking statements relating to the first quarter and full year 2017 as presented in a press release dated February 13, 2017. The information in this Form 8-K and the exhibit attached hereto is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.
99.1
 
Text of Press Release dated February 13, 2017, which is furnished (not filed) herewith.






SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
AMKOR TECHNOLOGY, INC.
 
 
 
By:  
/s/ Megan Faust  
 
 
 
Megan Faust
 
 
 
Corporate Vice President and Chief Financial Officer 
 
 

Date: February 13, 2017






EXHIBIT INDEX:

Exhibit
 
Description
99.1
 
Text of Press Release dated February 13, 2017, which is furnished (not filed) herewith.


Exhibit

https://cdn.kscope.io/c0adc605a339dade74c5cec39c8b745b-amkorlogo8ka04.jpg
News Release


Amkor Technology Reports Financial Results for the Fourth Quarter and Full Year 2016

Full Year 2016 Highlights:
Record sales $3.9 billion
Gross margin 17.9%
Net income $164 million, earnings per diluted share $0.69, EBITDA $852 million, net cash provided by operating activities $729 million and free cash flow $140 million
Successful consolidation of J-Devices
Notable second-half strength in mobile communications across multiple tiers
Solid sales growth in automotive, Greater China and advanced SiP

TEMPE, Ariz. - February 13, 2017 - Amkor Technology, Inc. (NASDAQ: AMKR), a leading provider of semiconductor packaging and test services, today announced financial results for the fourth quarter and full year ended December 31, 2016.

“Fourth quarter revenues were up $350 million year-over-year. For the full year, revenues were up $1 billion,” said Steve Kelley, Amkor’s president and chief executive officer.  "The consolidation of J-Devices and the success of our automotive, Greater China and advanced SiP initiatives fueled the growth in revenue, which in turn drove significantly improved profitability and cash flow."

Results**
Q4 2016
Q3 2016
Q4 2015
2016
2015
 
($ in millions, except per share amounts)
Net sales
$1,022
$1,086
$671
$3,894
$2,885
Gross margin
22.2%
19.7%
15.3%
17.9%
16.6%
Net income (loss)
$100
$60
$(11)
$164
$51
Earnings per diluted share
$0.42
$0.25
$(0.04)
$0.69
$0.22
EBITDA*
$280
$248
$130
$852
$659
Net cash provided by operating activities
$238
$219
$154
$729
$585
Free cash flow*
$117
$106
$(29)
$140
$54

*EBITDA and free cash flow are non-GAAP measures. The reconciliations to the comparable GAAP measures are included below under "Selected Operating Data."

**In December 2015, Amkor increased its ownership in J-Devices Corporation from 66% to 100%. The operating results of J-Devices were consolidated beginning in 2016.

“Fourth quarter EPS was above the high end of our guidance," said Megan Faust, Amkor’s corporate vice president and chief financial officer. “As expected, we received approximately $26 million of insurance proceeds related to the second quarter 2016 Japan earthquakes which contributed 250 basis points to gross margin and $0.08 (net of tax) to earnings per diluted share. With the receipt of these payments, the impact of the Japan earthquakes on our full year 2016 results was minimal."

Cash and cash equivalents were $550 million, and total debt was $1.5 billion, at December 31, 2016.

Business Outlook





“We expect first quarter 2017 revenues to be around $900 million, up 4% year-on-year and down 12% sequentially," said Kelley. “Although the smartphone market is going through a seasonal slowdown, demand in other markets is healthy.”

First quarter 2017 outlook:
Net sales of $860 million to $940 million, down 8% to 16% from the prior quarter
Gross margin of 13% to 17%
Net loss of $27 million to net income of $12 million, or ($0.11) to $0.05 per diluted share
Full year 2017 capital expenditures of around $500 million

Conference Call Information

Amkor will conduct a conference call on Monday, February 13, 2017, at 5:00 p.m. Eastern Time. This call may include material information not included in this press release. This call is being webcast and can be accessed at Amkor's website: www.amkor.com. You may also access the call by dialing 1-877-645-6380 or 1-404-991-3911. A replay of the call will be made available at Amkor's website or by dialing 1-855-859-2056 or 1-404-537-3406 (conference ID 60757036). The webcast is also being distributed over NASDAQ OMX's investor distribution network to both institutional and individual investors. Institutional investors can access the call via NASDAQ OMX's password-protected event management site, Street Events (www.streetevents.com).

About Amkor

Amkor Technology, Inc. is one of the world’s largest providers of outsourced semiconductor packaging and test services. Founded in 1968, Amkor pioneered the outsourcing of IC packaging and test, and is now a strategic manufacturing partner for more than 250 of the world’s leading semiconductor companies, foundries and electronics OEMs. Amkor’s operational base includes 10 million square feet of floor space with production facilities, product development centers and sales and support offices located in key electronics manufacturing regions in Asia, Europe and the USA. For more information visit www.amkor.com.


Contacts:

Amkor Technology, Inc.
Megan Faust
Corporate Vice President & Chief Financial Officer
480-786-7707
megan.faust@amkor.com

Greg Johnson
Vice President, Finance and Investor Relations
480-786-7594
greg.johnson@amkor.com





AMKOR TECHNOLOGY, INC.
Selected Operating Data

 
Q4 2016
 
Q3 2016
 
Q4 2015
 
2016
 
2015
Net Sales Data:
 
 
 
 
 
 
 
 
 
Net sales (in millions):
 
 
 
 
 
 
 
 
 
Advanced products*
$
451

 
$
480

 
$
333

 
$
1,680

 
$
1,433

Mainstream products**
571

 
606

 
338

 
2,214

 
1,452

Total net sales
$
1,022

 
$
1,086

 
$
671

 
$
3,894

 
$
2,885

 
 
 
 
 
 
 
 
 
 
Packaging services
83
%
 
82
%
 
85
%
 
82
%
 
85
%
Test services
17
%
 
18
%
 
15
%
 
18
%
 
15
%
 
 
 
 
 
 
 
 
 
 
Net sales from top ten customers
66
%
 
68
%
 
64
%
 
67
%
 
63
%
 
 
 
 
 
 
 
 
 
 
End Market Distribution Data (an approximation including representative devices and applications based on a sampling of our largest customers):
 
 
 
 
 
 
 
 
 
Communications (smart phones, tablets, handheld devices, wireless LAN)
45
%
 
47
%
 
54
%
 
44
%
 
55
%
Automotive, industrial and other (infotainment, safety, performance, comfort)
25
%
 
24
%
 
15
%
 
25
%
 
14
%
Consumer (television, set top boxes, gaming, portable media, digital cameras)
14
%
 
14
%
 
12
%
 
14
%
 
12
%
Networking (servers, routers, switches)
9
%
 
9
%
 
11
%
 
10
%
 
11
%
Computing (PCs, hard disk drive, printers, peripherals, servers)
7
%
 
6
%
 
8
%
 
7
%
 
8
%
Total
100
%
 
100
%
 
100
%
 
100
%
 
100
%
 
 
 
 
 
 
 
 
 
 
Gross Margin Data:
 
 
 
 
 
 
 
 
 
Net sales
100.0
%
 
100.0
%
 
100.0
%
 
100.0
%
 
100.0
%
Cost of sales:
 
 
 
 
 
 
 
 
 
Materials
36.6
%
 
37.2
%
 
35.8
%
 
37.2
%
 
36.6
%
Labor
14.5
%
 
14.6
%
 
15.8
%
 
15.3
%
 
15.1
%
Other manufacturing***
26.7
%
 
28.5
%
 
33.1
%
 
29.6
%
 
31.7
%
Gross margin
22.2
%
 
19.7
%
 
15.3
%
 
17.9
%
 
16.6
%

*Advanced products include flip chip and wafer-level processing and related test services
**Mainstream products include wirebond packaging and related test services
***Fourth quarter and full year 2016 results include approximately $26 million of insurance proceeds related to the second quarter 2016 Japan earthquakes
































AMKOR TECHNOLOGY, INC.
Selected Operating Data

In the press release above we provide EBITDA, which is not defined by U.S. GAAP. We define EBITDA as net income before interest expense, income tax expense and depreciation and amortization. We believe EBITDA to be relevant and useful information to our investors because it provides additional information in assessing our financial operating results. Our management uses EBITDA in evaluating our operating performance, our ability to service debt and our ability to fund capital expenditures. However, EBITDA has certain limitations in that it does not reflect the impact of certain expenses on our consolidated statements of income, including interest expense, which is a necessary element of our costs because we have borrowed money in order to finance our operations, income tax expense, which is a necessary element of our costs because taxes are imposed by law, and depreciation and amortization, which is a necessary element of our costs because we use capital assets to generate income. EBITDA should be considered in addition to, and not as a substitute for, or superior to, operating income, net income or other measures of financial performance prepared in accordance with U.S. GAAP. Furthermore our definition of EBITDA may not be comparable to similarly titled measures reported by other companies. Below is our reconciliation of EBITDA to U.S. GAAP net income.
Non-GAAP Financial Measures Reconciliation:
 
 
 
 
 
 
 
 
 
 
Q4 2016
 
Q3 2016
 
Q4 2015
 
2016
 
2015
 
(in millions)
EBITDA Data:
 
 
 
 
 
 
 
 
 
Net income attributable to Amkor
$
100

 
$
60

 
$
(11
)
 
$
164

 
$
51

Plus: Interest expense
22

 
23

 
18

 
85

 
86

Plus: Income tax expense
19

 
24

 
1

 
48

 
28

Plus: Depreciation & amortization
139

 
141

 
122

 
555

 
494

EBITDA
$
280

 
$
248

 
$
130

 
$
852

 
$
659


In the press release above we refer to free cash flow, which is not defined by U.S. GAAP. We define free cash flow as net cash provided by operating activities less payments for property, plant and equipment, plus proceeds from the sale of and insurance recovery for property, plant and equipment. We believe free cash flow to be relevant and useful information to our investors because it provides them with additional information in assessing our liquidity, capital resources and financial operating results. Our management uses free cash flow in evaluating our liquidity, our ability to service debt and our ability to fund capital expenditures. However, free cash flow has certain limitations, including that it does not represent the residual cash flow available for discretionary expenditures since other, non-discretionary expenditures, such as mandatory debt service, are not deducted from the measure. The amount of mandatory versus discretionary expenditures can vary significantly between periods. This measure should be considered in addition to, and not as a substitute for, or superior to, other measures of liquidity or financial performance prepared in accordance with U.S. GAAP, such as net cash provided by operating activities. Furthermore, our definition of free cash flow may not be comparable to similarly titled measures reported by other companies. Below is our reconciliation of free cash flow to U.S. GAAP net cash provided by operating activities.
Non-GAAP Financial Measures Reconciliation:
 
 
 
 
 
 
 
 
 
 
Q4 2016
 
Q3 2016
 
Q4 2015
 
2016
 
2015
 
(in millions)
Free Cash Flow Data:
 
 
 
 
 
 
 
 
 
Net cash provided by operating activities
$
238

 
$
219

 
$
154

 
$
729

 
$
585

Less: Purchases of property, plant and equipment
(168
)
 
(126
)
 
(185
)
 
(650
)
 
(538
)
Plus: Proceeds from sale of and insurance recovery for property, plant and equipment

47

 
13

 
2

 
61

 
7

Free cash flow
$
117

 
$
106

 
$
(29
)
 
$
140

 
$
54






AMKOR TECHNOLOGY, INC.
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)

 
For the Three Months Ended
December 31,
 
For the Year Ended
December 31,
 
2016
 
2015
 
2016
 
2015
 
(In thousands, except per share data)
Net sales
$
1,021,613

 
$
670,644

 
$
3,893,635

 
$
2,884,603

Cost of sales
794,426

 
568,024

 
3,198,158

 
2,405,338

Gross profit
227,187

 
102,620

 
695,477

 
479,265

Selling, general and administrative
67,437

 
58,800

 
284,331

 
232,409

Research and development
33,061

 
22,898

 
117,206

 
82,017

Total operating expenses
100,498

 
81,698

 
401,537

 
314,426

Operating income
126,689

 
20,922

 
293,940

 
164,839

Interest expense
21,172

 
17,090

 
79,668

 
81,407

Interest expense, related party
1,242

 
1,242

 
4,969

 
4,969

Other (income) expense, net
(15,461
)
 
15,335

 
(5,854
)
 
10,551

Total other expense, net
6,953

 
33,667

 
78,783

 
96,927

Income (loss) before taxes and equity in earnings of unconsolidated affiliate
119,736

 
(12,745
)
 
215,157

 
67,912

Income tax expense
18,534

 
837

 
47,853

 
28,035

Income (loss) before equity in earnings of unconsolidated affiliate
101,202

 
(13,582
)
 
167,304

 
39,877

Equity in earnings of J-Devices

 
3,429

 

 
14,016

Net income (loss)
101,202


(10,153
)
 
167,304

 
53,893

Net income attributable to noncontrolling interests
(939
)
 
(409
)
 
(3,114
)
 
(2,795
)
Net income (loss) attributable to Amkor
$
100,263

 
$
(10,562
)
 
$
164,190

 
$
51,098

 
 
 
 
 
 
 
 
Net income (loss) attributable to Amkor per common share:
 
 
 
 
 
 
 
Basic
$
0.42

 
$
(0.04
)
 
$
0.69

 
$
0.22

Diluted
$
0.42

 
$
(0.04
)
 
$
0.69

 
$
0.22

Shares used in computing per common share amounts:
 
 
 
 
 
 
 
Basic
238,190

 
236,961

 
237,416

 
236,850

Diluted
239,187

 
236,961

 
238,034

 
237,170





AMKOR TECHNOLOGY, INC.
CONSOLIDATED BALANCE SHEETS
(Unaudited)

 
December 31,
 
2016
 
2015
 
(In thousands)
ASSETS
 
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
549,518

 
$
523,172

Restricted cash
2,000

 
2,000

Accounts receivable, net of allowances
563,107

 
526,143

Inventories
267,990

 
238,205

Other current assets
27,081

 
27,960

Total current assets
1,409,696

 
1,317,480

Property, plant and equipment, net
2,564,648

 
2,579,017

Goodwill
24,122

 
23,409

Restricted cash
3,977

 
2,176

Other assets
89,643

 
104,346

Total assets
$
4,092,086

 
$
4,026,428

 
 
 
 
LIABILITIES AND EQUITY
 
 
 
Current liabilities:
 
 
 
Short-term borrowings and current portion of long-term debt
$
35,192

 
$
76,770

Trade accounts payable
487,430

 
434,222

Capital expenditures payable
144,370

 
242,980

Accrued expenses
338,669

 
264,212

Total current liabilities
1,005,661

 
1,018,184

Long-term debt
1,364,638

 
1,435,269

Long-term debt, related party
75,000

 
75,000

Pension and severance obligations
166,701

 
167,197

Other non-current liabilities
76,682

 
113,242

Total liabilities
2,688,682

 
2,808,892

 
 
 
 
Amkor stockholders’ equity:
 
 
 
Preferred stock

 

Common stock
284

 
283

Additional paid-in capital
1,895,089

 
1,883,592

Accumulated deficit
(303,557
)
 
(467,747
)
Accumulated other comprehensive income (loss)
6,262

 
(2,084
)
Treasury stock
(214,490
)
 
(213,758
)
Total Amkor stockholders’ equity
1,383,588

 
1,200,286

Noncontrolling interests in subsidiaries
19,816

 
17,250

Total equity
1,403,404

 
1,217,536

Total liabilities and equity
$
4,092,086

 
$
4,026,428





AMKOR TECHNOLOGY, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)


 
For the Year Ended
December 31,
 
2016
 
2015
 
(In thousands)
Cash flows from operating activities:
 
 
 
Net income
$
167,304

 
$
53,893

Depreciation and amortization
555,186

 
494,200

Loss on debt retirement

 
9,560

Loss from acquisition of J-Devices

 
13,501

Proceeds from insurance recovery for property, plant and equipment
(15,166
)
 

Other operating activities and non-cash items
7,156

 
(3,992
)
Changes in assets and liabilities
14,922

 
17,813

Net cash provided by (used in) operating activities
729,402

 
584,975

 
 
 
 
Cash flows from investing activities:
 
 
 
Payments for property, plant and equipment
(650,038
)
 
(537,975
)
Proceeds from sale of property, plant and equipment
45,635

 
6,945

Proceeds from insurance recovery for property, plant and equipment
15,166

 

Cash received from business acquisition of J-Devices, net

 
22,577

Disposition of business to J-Devices, net of cash transferred

 
8,355

Investment in J-Devices

 
(12,908
)
Other investing activities
(190
)
 
(1,984
)
Net cash provided by (used in) investing activities
(589,427
)
 
(514,990
)
 
 
 
 
Cash flows from financing activities:
 
 
 
Borrowings under revolving credit facilities
115,000

 
290,000

Payments under revolving credit facilities
(155,000
)
 
(150,000
)
Borrowings under short-term debt
49,131

 

Payments of short-term debt
(49,500
)
 

Proceeds from issuance of long-term debt
56,000

 
400,000

Payments of long-term debt
(132,078
)
 
(530,000
)
Payments for debt issuance costs
(156
)
 
(312
)
Payments for retirement of debt

 
(7,030
)
Payments for capital lease obligations
(2,543
)
 

Proceeds from issuance of stock through share-based compensation plans
8,247

 
931

Payments of tax withholding for restricted shares
(732
)
 
(730
)
Payments of subsidiary dividends to noncontrolling interests
(548
)
 
(246
)
Net cash provided by (used in) financing activities
(112,179
)
 
2,613

 
 
 
 
Effect of exchange rate fluctuations on cash, cash equivalents and restricted cash
351

 

 
 
 
 
Net increase (decrease) in cash, cash equivalents and restricted cash
28,147

 
72,598

Cash, cash equivalents and restricted cash, beginning of period
527,348

 
454,750

Cash, cash equivalents and restricted cash, end of period
$
555,495

 
$
527,348





Revision to Previously Reported Financial Information

In the second quarter of 2016, we identified an error in the provision for income taxes in the financial statements for J-Devices for the periods beginning in 2012 through the fourth quarter of 2015.  We believe that the error is not material to Amkor for the periods impacted and have elected to revise our previously issued consolidated financial statements. Periods presented herein are based on the revised financial results.  Please refer to the supplementary slides posted on our Investor Relations website for revised historical financial information.
























































Forward-Looking Statement Disclaimer

This press release contains forward-looking statements within the meaning of federal securities laws. All statements other than statements of historical fact are considered forward-looking statements including, without limitation, all of the statements made under "Business Outlook" above. These forward-looking statements involve a number of risks, uncertainties, assumptions and other factors that could affect future results and cause actual results and events to differ materially from historical and expected results and those expressed or implied in the forward-looking statements, including, but not limited to, the following:
there can be no assurance regarding the success of our growth initiatives;
there can be no assurance regarding when our new factory and research and development center in Korea will be fully utilized, or that the actual scope, costs, timeline or benefits of the project will be consistent with our current expectations;
the highly unpredictable nature, cyclicality, and rate of growth of the semiconductor industry;
timing and volume of orders relative to production capacity and the inability to achieve high capacity utilization rates, control costs and improve profitability;
volatility of consumer demand, double booking by customers and deterioration in forecasts from our customers for products incorporating our semiconductor packages, including any slowdown in demand or changes in customer forecasts for smartphones or other mobile devices and generally soft end market demand for electronic devices;
delays, lower manufacturing yields and supply constraints relating to wafers, particularly for advanced nodes and related technologies;
dependence on key customers and the impact of changes in our market share and prices for our services with those customers;
the performance of our business, economic and market conditions, the cash needs and investment opportunities for the business, the need for additional capacity and facilities to service customer demand and the availability of cash flow from operations or financing;
the effect of the global economy on credit markets, financial institutions, customers, suppliers and consumers, including the uncertain macroeconomic environment;
the highly unpredictable nature and costs of litigation and other legal activities and the risk of adverse results of such matters and the impact of other legal proceedings;
changes in tax rates and taxes as a result of changes in U.S. or foreign tax law or the jurisdictions thereof, changes in our organizational structure, changes in the jurisdictions in which our income is determined to be earned and taxed, the outcome of tax reviews, audits and ruling requests, our ability to realize deferred tax assets and the expiration of tax holidays;
curtailment of outsourcing by our customers;
our substantial indebtedness and restrictive covenants;
failure to realize sufficient cash flow or access to other sources of liquidity to fund capital expenditures;
the effects of an economic slowdown in major economies worldwide, particularly the recent slowdown in China;
disruptions in our business or deficiencies in our controls resulting from the integration of newly acquired operations, particularly J-Devices, or the implementation and security of, and changes to, our enterprise resource planning, factory shop floor systems and other management information systems;
economic effects of terrorist attacks, political instability, natural disasters and military conflict;
competition, competitive pricing and declines in average selling prices;
fluctuations in manufacturing yields;
dependence on international operations and sales and fluctuations in foreign currency exchange rates, particularly in Japan;




dependence on raw material and equipment suppliers and changes in raw material and precious metal costs;
dependence on key personnel;
enforcement of and compliance with intellectual property rights;
environmental and other governmental regulations, including regulatory efforts by foreign governments to support local competitors; and
technological challenges.
Other important risk factors that could affect the outcome of the events set forth in these statements and that could affect our operating results and financial condition are discussed in the company's Annual Report on Form 10-K for the year ended December 31, 2015 and in the company's subsequent filings with the Securities and Exchange Commission made prior to or after the date hereof. Amkor undertakes no obligation to review or update any forward-looking statements to reflect events or circumstances occurring after the date of this press release.