Overview
Amkor is one of the world's leading providers of outsourced semiconductor packaging and test services. Our financial goal is profitable sales growth. To achieve this goal, we are focused on leveraging our leadership position in services for advanced technologies, optimizing utilization of existing assets, broadening our customer base and selectively growing our scale and scope through strategic investments. We are an industry leader in developing and commercializing advanced packaging and test technologies. We believe these advanced technology solutions provide substantial value to our customers, particularly in the mobile communications market, where growth generally outpaces the overall semiconductor industry. Advanced packages are now the preferred choice in both the high-end and the mid-range segments of the smartphone market, which together account for a high portion of mobile phone semiconductor value. The demand for advanced packages is also being driven by second-wave mobile device customers, who are transitioning out of wirebond into wafer-level and flip chip packages. Interest in advanced packages for automotive applications is growing as well, largely due to new, data-intensive applications, which require increased pin count and performance. We believe that our technology leadership and this technology transition create significant growth opportunities for us. We typically look for opportunities in the advanced packaging and test areas where we can generate reasonably quick returns on investments made for customers seeking leading edge technologies. We also focus on developing a second wave of customers to fill the capacity that becomes available when leading edge customers transition to newer packaging and test equipment and platforms. In addition, we are seeking to add new customers and to deepen our engagement with existing customers. This includes an expanded emphasis on the automotive and industrial end market, where semiconductor content continues to grow, and in the analog area for our mainstream wirebond technologies. From time to time, we identify attractive opportunities to grow our customer base and broaden the markets we serve through expansion of our operations, joint ventures, acquisitions and other strategic investments. For example, we are making preparations to deliver advanced system-in-package ("SiP") modules and other packaging solutions from a new factory under development inBac Ninh, Vietnam . We believe that theBac Ninh site will provide customers with a cost-competitive high-volume manufacturing location and will be attractive to them for supply chain diversification. We believe that taking advantage of these opportunities helps to diversify our revenue streams, improve our profits, broaden our portfolio of services and maintain our technological leadership. As a supplier in the semiconductor industry, our business is cyclical and impacted by broad economic factors. Historical trends indicate there has been a strong correlation between worldwide gross domestic product levels, consumer spending and semiconductor industry cycles. The semiconductor industry has experienced significant and sometimes prolonged cyclical upturns and downturns in the past. We cannot predict the timing, strength or duration of any correction, economic slowdown or subsequent economic recovery. The full effect of the ongoing Covid-19 pandemic is unknown, and there remains uncertainty related to the prolonged impact that the Covid-19 pandemic will have on the global economy, the semiconductor industry and our business, results of operations and financial condition. As previously disclosed, the Chinese government, as part of a broad effort to mitigate a rising number of Covid-19 cases inShanghai , mandated a lockdown of ourShanghai factory beginning inMarch 2022 . TheShanghai facility reopened during the second quarter and returned to normal operating levels in lateJune 2022 . While growth was restrained during the three months endedJune 30, 2022 due to the lockdown, with the return to normal operations, we anticipate higher than seasonal growth in net sales for the third quarter compared to the second quarter. Additionally, other national, regional and local governments have implemented, and are likely to continue to implement, restrictions to mitigate the spread of Covid-19, the emergence of new variants or the re-emergence of Covid-19 in jurisdictions in which we, our customers and our suppliers operate, and such restrictions may materially and adversely impact our operations and the operations of our customers and suppliers. We also remain subject to industry-wide supply constraints and inflationary price pressures, which have resulted in long lead times, rising prices and supply chain disruptions, and we expect these industry constraints and external pressures to persist throughout 2022. For additional information regarding the potential impact of macroeconomic factors, the Covid-19 pandemic and other risks on our business, results of operations and financial condition, please refer to the "Risk Factors" section in Part II, Item 1A. -20-
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We operate in a capital-intensive industry. Servicing our current and future customers requires that we incur significant operating expenses and continue to make significant capital expenditures, which are generally made in advance of the related revenues and without firm customer commitments. We fund our operations, including capital expenditures and debt service requirements, with cash flows from operations, existing cash and cash equivalents, short-term investments, borrowings under available credit facilities and proceeds from any additional financing. Maintaining an appropriate level of liquidity is important to our business and depends on, among other considerations, the performance of our business, our capital expenditure levels, our ability to repay debt out of our operating cash flows or proceeds from debt or equity financings and our investment strategy. As ofJune 30, 2022 , we had cash and cash equivalents and short-term investments of$733.9 million and$375.1 million , respectively. Our net sales, gross profit, operating income, cash flows, liquidity and capital resources have historically fluctuated significantly from quarter to quarter due to many factors, including the seasonality of our business, the cyclical nature of the semiconductor industry and other factors discussed in the "Risk Factors" section in Part II, Item 1A of this Form 10-Q.
Financial Summary
Our net sales increased$98.3 million , or 7.0%, to$1,504.9 million for the three months endedJune 30, 2022 , compared to$1,406.5 million for the three months endedJune 30, 2021 . The increase was primarily due to continued recovery in the automotive and industrial end market, and a shift to cloud-based services in the computing end market. Gross margin for the three months endedJune 30, 2022 decreased to 16.6%, compared to 19.4% for the three months endedJune 30, 2021 . The decrease in gross margin was primarily due to the government-mandated lockdown and related underutilization of ourShanghai factory during the second quarter of 2022 and an increase in the mix of products sold with higher material content, partially offset by foreign currency exchange rate movements. Operating income margin decreased 150 basis points to 9.5% for the three months endedJune 30, 2022 from 11.0% for the three months endedJune 30, 2021 . The decrease in our operating income margin was primarily due to the decrease in our gross margin discussed above, partially offset by disciplined cost control and a decrease in research and development expenses due to projects that moved into production. Our capital expenditures totaled$340.2 million for the six months endedJune 30, 2022 , compared to$273.6 million for the six months endedJune 30, 2021 . Our spending was primarily focused on investments in advanced packaging and test equipment. Net cash provided by operating activities was$462.3 million for the six months endedJune 30, 2022 , compared to$456.3 million for the six months endedJune 30, 2021 . This increase was primarily due to higher net sales and operating profits and changes in working capital, offset by changes in advanced payments to our vendors and from our customers.
Results of Operations
The following table sets forth certain operating data as a percentage of net sales for the periods indicated:
For the Three Months Ended June 30, For the Six Months Ended June 30, 2022 2021 2022 2021 Net sales 100.0 % 100.0 % 100.0 % 100.0 % Materials 49.2 % 44.7 % 47.9 % 44.0 % Labor 11.8 % 13.1 % 11.7 % 13.4 % Other manufacturing costs 22.4 % 22.8 % 21.9 % 22.9 % Gross margin 16.6 % 19.4 % 18.5 % 19.7 % Operating income 9.5 % 11.0 % 11.4 % 11.0 % Net income attributable to Amkor 8.3 % 8.9 % 9.5 % 9.0 % -21-
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Table of ContentsNet Sales For the Three Months Ended June 30, For the Six Months Ended June 30, 2022 2021 Change 2022 2021 Change (In thousands, except percentages) Net sales$ 1,504,868 $ 1,406,535 $ 98,333 7.0 %$ 3,101,684 $ 2,732,685 $ 368,999 13.5 % The increase in net sales for the three and six months endedJune 30, 2022 compared to the three and six months endedJune 30, 2021 , was primarily due to continued recovery in the automotive and industrial end market, and a shift to cloud-based services in the computing end market. The automotive and industrial end market represented 51% and 25% of the increase for the three and six months endedJune 30, 2022 , respectively. The computing end market represented 42% and 33% of the increase for the three and six months endedJune 30, 2022 , respectively. Additionally, 29% of the increase for the six months endedJune 30, 2022 was attributable to the communications end market, driven primarily by content and market share gains within 5G smartphones. While we had significant increases during the three and six months endedJune 30, 2022 compared to the three and six months endedJune 30, 2021 , our net sales were restrained by the government-mandated lockdown of ourShanghai factory during the second quarter of 2022. Gross Profit and Gross Margin For the Three Months Ended June 30, For the Six Months Ended June 30, 2022 2021 Change 2022 2021 Change (In thousands, except percentages) Gross profit$ 249,155 $ 272,820 $ (23,665) $ 574,485 $ 538,354 $ 36,131 Gross margin 16.6 % 19.4 % (2.8) % 18.5 % 19.7 % (1.2) % Our cost of sales consists principally of materials, labor, depreciation and manufacturing overhead. Since a substantial portion of the costs at our factories is fixed, there tends to be a strong relationship between our revenue levels and gross margin. Accordingly, relatively modest increases or decreases in revenue can have a significant effect on margin and on labor and other manufacturing costs as a percentage of revenue, depending upon product mix, utilization and seasonality. We have expanded our business in advanced SiP modules, which tend to have higher material costs when compared to our other products. As we continue to increase production of these higher material cost modules, there could be an impact on our profitability, depending on overall utilization. Gross margin decreased for the three and six months endedJune 30, 2022 compared to the three and six months endedJune 30, 2021 , primarily due to the government-mandated lockdown and related underutilization of ourShanghai factory during the second quarter of 2022 and an increase in the mix of products sold with higher material content, partially offset by foreign currency exchange rate movements.
Selling, General and Administrative
For the Three Months Ended June 30, For the Six Months Ended June 30, 2022 2021 Change 2022 2021 Change (In thousands, except percentages) Selling, general and administrative$ 68,868 $ 74,189 $ (5,321) (7.2) %$ 145,827 $ 150,957 $ (5,130) (3.4) % Selling, general and administrative expenses decreased for the three and six months endedJune 30, 2022 compared to the three and six months endedJune 30, 2021 , primarily due to decreased employee compensation costs and costs incurred for factory consolidation efforts inJapan in the prior year. -22-
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Table of Contents Research and Development For the Three Months Ended June 30, For the Six Months Ended June 30, 2022 2021 Change 2022 2021 Change (In thousands, except percentages) Research and development$ 37,478 $ 43,516 $ (6,038) (13.9) %$ 75,841 $ 87,834 $ (11,993) (13.7) % Research and development activities are focused on developing new packaging and test services and improving the efficiency and capabilities of our existing production processes. The costs related to our technology and product development projects are included in research and development expense until the project moves into production. Once production begins, the costs relating to production become part of the cost of sales, including ongoing depreciation for the equipment previously held for research and development activities. Research and development expenses for the three and six months endedJune 30, 2022 decreased compared to the three and six months endedJune 30, 2021 due to projects that moved into production, partially offset by new development projects in advanced packaging technologies, primarily advanced SiP modules. Other Income and Expense For the Three Months Ended June 30, For the Six Months Ended June 30, 2022 2021 Change 2022 2021 Change (In thousands, except percentages) Interest expense$ 14,593 $ 12,764 $ 1,829 14.3 %$ 28,741 $ 25,437 $ 3,304 13.0 % Interest income (1,941) (230) (1,711) >100% (2,544) (509) (2,035) >100% Foreign currency (gain) loss, net (6,254) 681 (6,935) >(100)% (10,555) 1,300 (11,855) >(100)% Loss on debt retirement 367 - 367 100 % 464 - 464 100 % Other (income) expense, net (213) (547) 334 (61.1) % (502) (798) 296 (37.1) % Total other expense, net$ 6,552 $ 12,668 $ (6,116) (48.3) %$ 15,604 $ 25,430 $ (9,826) (38.6) %
Interest expense increased for the three and six months ended
Interest income increased for the three and six months ended
The changes in foreign currency (gain) loss, net for the three and six months endedJune 30, 2022 compared to the three and six months endedJune 30, 2021 were due to foreign currency exchange rate movements, mainly the Japanese yen, and the associated impact on our net monetary exposure at our foreign subsidiaries. Income Tax Expense For the Three Months Ended June 30, For the Six Months Ended June 30, 2022 2021 Change 2022 2021 Change (In thousands) Income tax expense$ 10,788 $ 15,989 $ (5,201) $ 40,516 $ 27,656 $ 12,860 Income tax expense, which includes foreign withholding taxes and minimum taxes, reflects the applicable tax rates in effect in the various countries where our income is earned and is subject to volatility depending on the relative mix of earnings in each location. Income tax expense changed for the three and six months endedJune 30, 2022 compared to the three and six months endedJune 30, 2021 , primarily due to changes in income before tax and mix of earnings. During the six months endedJune 30, 2022 and 2021, our subsidiaries inKorea andSingapore operated under various tax holidays. The tax holiday granted inthe Philippines expired inDecember 2021 . As these tax holidays expire, -23-
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income earned in these jurisdictions will be subject to higher statutory income tax rates, which may cause our effective tax rate to increase.
Liquidity
We assess our liquidity based on our current expectations regarding sales and operating expenses, capital spending, dividend payments, stock repurchases, debt service requirements and other funding needs. Based on this assessment, we believe that our cash flow from operating activities, together with existing cash and cash equivalents, short-term investments and availability under our credit facilities, will be sufficient to fund our working capital, capital expenditures, dividend payments, debt service and other financial requirements for at least the next twelve months. Our liquidity is affected by, among other factors, volatility in the global economy and credit markets, the performance of our business, our capital expenditure levels, other uses of our cash including any dividends and purchases of stock under any stock repurchase program, any acquisitions, joint ventures or other investments and our ability to either repay debt out of operating cash flow or refinance it at or prior to maturity with the proceeds from debt or equity offerings. There can be no assurance that we will generate the necessary net income or operating cash flows, or be able to borrow sufficient funds, to meet the funding needs of our business beyond the next twelve months due to a variety of factors, including the cyclical nature of the semiconductor industry and other factors discussed in Part II, Item 1A of this Form 10-Q. Our primary source of cash and the source of funds for our operations are cash flows from operations, current cash and cash equivalents, short-term investments, borrowings under available credit facilities and proceeds from any additional debt or equity financings. Please refer to Note 7 and Note 11 to our Consolidated Financial Statements in Part 1, Item 1 of this Form 10-Q for additional information on our investments and borrowings, respectively. As ofJune 30, 2022 , we had cash and cash equivalents and short-term investments of$1,109.1 million . Included in our cash and short-term investments balances as ofJune 30, 2022 is$946.4 million held offshore by our foreign subsidiaries. We have the ability to access cash held offshore by our foreign subsidiaries primarily through the repayment of intercompany debt obligations. If we were to distribute this offshore cash to theU.S. as dividends from our foreign subsidiaries, the dividends generally would not be subject toU.S. federal income tax, but the distributions may be subject to foreign withholding and state income taxes. As ofJune 30, 2022 , our net liability associated with unrecognized tax benefits is$36.4 million . Due to the uncertainty regarding the amount and timing of any future cash outflows associated with our unrecognized tax benefits, we are unable to reasonably estimate the amount and period of ultimate settlement, if any, with the various taxing authorities. For certain accounts receivable, we use non-recourse factoring arrangements with third-party financial institutions to manage our working capital and cash flows. Under these arrangements, we sell receivables to a financial institution for cash at a discount to the face amount. Available capacity under these arrangements is dependent on the level of our trade accounts receivable eligible to be sold, the financial institutions' willingness to purchase such receivables and the limits provided by the financial institutions. These factoring arrangements can be reduced or eliminated at any time due to market conditions and changes in the credit worthiness of customers. For the six months endedJune 30, 2022 and 2021, we sold accounts receivable totaling$165.5 million and$211.9 million , net of discounts and fees of$0.4 million and$0.6 million , respectively. We operate in a capital-intensive industry. Servicing our current and future customers may require that we incur significant operating expenses and make significant investments in equipment and facilities, which are generally made in advance of the related revenues and without firm customer commitments. The maximum borrowing capacity under the 2022 Singapore Revolver is limited to a base amount equal to the lesser of: (1)$600.0 million ; and (2)$250 million plus a variable amount equal to 37.5% of our consolidated accounts receivable balance. As ofJune 30, 2022 , we had availability of$600.0 million . As ofJune 30, 2022 , our foreign subsidiaries had$645.0 million available for future borrowings under revolving credit facilities, including the 2022 Singapore Revolver, and$65.3 million available to be borrowed under term loan credit facilities for working capital purposes and capital expenditures. For additional information regarding the 2022 Singapore Revolver, please refer to Note 11 to our Consolidated Financial Statements in Part 1, Item 1 of this Form 10-Q. -24-
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As ofJune 30, 2022 , we had debt of$1,109.2 million , with$128.0 million payable within 12 months. As ofJune 30, 2022 , the interest payment obligations, based on stated coupon rates for fixed rate debt and interest rates applicable atJune 30, 2022 for variable rate debt, were$223.6 million during the remaining term of the debt. Interest payment obligations payable within 12 months is$44.9 million . We were in compliance with all debt covenants as ofJune 30, 2022 , and we expect to remain in compliance with these covenants for at least the next twelve months. For additional information regarding our debt arrangements, please refer to Note 11 to our Consolidated Financial Statements in Part 1, Item 1 of this Form 10-Q. Certain of our debt agreements have restrictions on dividend payments and the repurchase of stock and subordinated securities. These restrictions are determined in part by our covenant compliance and on calculations based upon cumulative net income and do not currently have a material impact on our ability to make dividend payments or stock repurchases. The debt of ATI is structurally subordinated in right of payment to all existing and future debt and other liabilities of our subsidiaries. From time to time, ATI, ATT, AATT and ATSH guarantee certain debt of our subsidiaries. In order to reduce our debt and future cash interest payments, we may from time to time repurchase or redeem our outstanding notes for cash or exchange shares of our common stock for our outstanding notes. Any such transaction may be made in the open market, through privately negotiated transactions or otherwise and would be subject to the terms of our indentures and other debt agreements, market conditions and other factors. Our subsidiary inKorea maintains an unfunded severance plan that covers certain employees that were employed prior toAugust 1, 2015 . As ofJune 30, 2022 , the severance liability was$67.7 million , with$7.9 million payable within 12 months. Accrued severance benefits are estimated assuming all eligible employees were to terminate their employment at the balance sheet date. For service periods subsequent toAugust 1, 2015 , employees participate in either a defined benefit pension plan or a defined contribution pension plan. From time to time, we may offer employees the option to convert from the severance plan to the defined contribution plan, which would require us to fund the converted portion of the liability. In addition, as ofJune 30, 2022 , we had foreign pension plan obligations of$50.1 million , for which the timing and actual amount of impact on our future cash flow is uncertain. For additional information regarding our pension and severance plans, please refer to Note 12 to our Consolidated Financial Statements in Part 1, Item 1 of this Form 10-Q and in Note 12 to the 2021 Form 10-K. We lease certain machinery and equipment, office space, and manufacturing facilities. As ofJune 30, 2022 , our total remaining operating lease obligations and finance lease obligations were$155.7 million and$110.4 million , respectively, with$72.3 million and$46.3 million payable within 12 months, respectively. The lease obligations represent our future minimum lease payments including interest payments. We had off-balance sheet purchase obligations for capital expenditures, long-term supply contracts and other contractual commitments. As ofJune 30, 2022 , the purchase obligations were$679.6 million , with$584.0 million payable within 12 months. During the six months endedJune 30, 2022 , we paid total quarterly cash dividends of$24.5 million . We currently anticipate that we will continue to pay quarterly cash dividends in the future. However, the payment, amount and timing of future dividends remain within the discretion of our Board of Directors and will depend upon our results of operations, financial condition, cash requirements, debt restrictions and other factors. Our Board of Directors previously adopted a stock repurchase program (the "Stock Repurchase Program") authorizing the repurchase of up to$300.0 million of our common stock, exclusive of any fees, commissions or other expenses. Under the Stock Repurchase Program, the purchase of stock may be made in the open market or through privately negotiated transactions. The timing, manner, price and amount of any repurchases will be determined by us at our discretion and will depend upon a variety of factors including economic and market conditions, the cash needs and investment opportunities for the business, the current market price of our stock, applicable legal requirements and other factors. We have not purchased any stock under the Stock Repurchase Program since 2012. AtJune 30, 2022 , approximately$91.6 million was available to repurchase common stock pursuant to the Stock Repurchase Program. -25-
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Capital Resources
We make significant capital expenditures in order to service the demand of our customers, which are primarily focused on investments in advanced packaging and test equipment. During the six months endedJune 30, 2022 , our capital expenditures totaled$340.2 million . We expect that our 2022 capital expenditures will be approximately$950 million , approximately$100 million of which we expect to spend on the construction of our newVietnam factory. Ultimately, the amount of our 2022 capital expenditures will depend on several factors including, among others, the timing and implementation of any capital projects under review, the performance of our business, economic and market conditions, the cash needs and investment opportunities for the business, the need for additional capacity to service anticipated customer demand, equipment lead times and the availability of cash flows from operations or financing. In addition, we are subject to risks associated with our capital expenditures, including those discussed in the "Risk Factors" section in Part II, Item 1A of this Form 10-Q under the caption "We make substantial investments in equipment and facilities to support the demand of our customers, which may materially and adversely affect our business if the demand of our customers does not develop as we expect or is adversely affected."
Cash Flows
Net cash provided by (used in) operating, investing and financing activities for
the six months ended
For the Six Months Ended June 30, 2022 2021 (In thousands) Operating activities $ 462,269$ 456,331 Investing activities (526,672) (321,495) Financing activities (4,725) (97,539) Operating activities: Our cash flow provided by operating activities for the six months endedJune 30, 2022 increased by$5.9 million compared to the six months endedJune 30, 2021 , primarily due to higher net sales and operating profits and changes in working capital, offset by changes in advanced payments to our vendors and from our customers. Investing activities: Our cash flow used in investing activities for the six months endedJune 30, 2022 increased by$205.2 million compared to the six months endedJune 30, 2021 , primarily due to increased purchases of property, plant and equipment, increased net payments for foreign exchange forward contracts, and increased net payments for short-term investments. Payments for property, plant and equipment can fluctuate based on timing of purchase, receipt and acceptance of equipment. Financing activities: The net cash used in financing activities for the six months endedJune 30, 2022 was primarily due to net debt repayments inJapan and the payment of our quarterly dividends, offset by net debt borrowings inKorea andChina . The net cash used in financing activities for the six months endedJune 30, 2021 was primarily due to net debt repayments inJapan and the payment of our quarterly dividends. We provide the following supplemental data to assist our investors and analysts in understanding our liquidity and capital resources. 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, if applicable. Free cash flow is not defined byU.S. GAAP. 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, our ability to fund capital expenditures and our ability to pay dividends and the amount of dividends to be paid. 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 -26-
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prepared in accordance withU.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. For the Six Months Ended June 30, 2022 2021 (In thousands) Net cash provided by operating activities $ 462,269$ 456,331 Payments for property, plant and equipment (340,208) (273,617) Proceeds from sale of property, plant and equipment 773 2,249 Free cash flow $
122,834
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