Delaware
|
1-5740
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95-2039518
|
(State
or other
|
(Commission
File Number)
|
(I.R.S.
Employer
|
jurisdiction
of incorporation)
|
Identification
Number)
|
3050
East Hillcrest
Drive
|
|
Westlake
Village,
California
|
91362
|
(Address
of principal executive
offices)
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(Zip
Code)
|
Dated: October 27, 2005 | DIODES INCORPORATED | |
|
|
|
By: | /s/ Carl C. Wertz | |
CARL C. WERTZ |
||
Chief Financial Officer |
99.1 | Press Release dated October 26, 2005 |
99.2 | Conference call transcript dated October 26, 2005 |
99.3 | Question and answer transcript dated October 26, 2005 |
Ø |
Revenue
increased 9.8% year-over-year and 7.1% sequentially to a record $54.2
million
|
Ø |
Gross
margin improved almost 100 basis points to 34.8%
year-over-year
|
Ø |
Operating
income increased 7.5% year-over-year to 10.4
million
|
Ø |
Net
income increased 15.8% to a record $8.4 million, or $0.51 per diluted
share, up from $7.2 million, or $0.47 per diluted share, in
3Q04
|
Ø |
Completed
follow-on offering of 1.75 million primary shares, raising approximately
$60 million
|
Ø |
Hired
additional resources to support standard linear analog
strategy
|
Ø |
Initiated
packaging development for analog circuit production at Shanghai
facility
|
Three
Months Ended
September
30,
|
Nine
Months Ended
September
30,
|
||||||||||||
2004
|
2005
|
2004
|
2005
|
||||||||||
Net
sales
|
$
|
49,353,000
|
$
|
54,200,000
|
$
|
137,795,000
|
$
|
153,398,000
|
|||||
Cost
of goods sold
|
32,607,000
|
35,323,000
|
93,271,000
|
100,428,000
|
|||||||||
Gross
profit
|
16,746,000
|
18,877,000
|
44,524,000
|
52,970,000
|
|||||||||
Selling,
general and administrative expenses
|
6,171,000
|
7,581,000
|
18,079,000
|
21,469,000
|
|||||||||
Research
and development expenses
|
942,000
|
938,000
|
2,505,000
|
2,688,000
|
|||||||||
Loss
(gain) on sale of fixed assets
|
(1,000
|
)
|
--
|
14,000
|
(105,000
|
)
|
|||||||
Total
operating expenses
|
7,112,000
|
8,519,000
|
20,598,000
|
24,052,000
|
|||||||||
Income
from operations
|
9,634,000
|
10,358,000
|
23,926,000
|
28,918,000
|
|||||||||
Other
income (expense)
|
|||||||||||||
Interest
income
|
3,000
|
23,000
|
13,000
|
66,000
|
|||||||||
Interest
expense
|
(163,000
|
)
|
(188,000
|
)
|
(500,000
|
)
|
(465,000
|
)
|
|||||
Other
|
91,000
|
116,000
|
(33,000
|
)
|
95,000
|
||||||||
(69,000
|
)
|
(49,000
|
)
|
(520,000
|
)
|
(304,000
|
)
|
||||||
Income
before income taxes and minority interest
|
9,565,000
|
10,309,000
|
23,406,000
|
28,614,000
|
|||||||||
Income
tax provision
|
(2,134,000
|
)
|
(1,621,000
|
)
|
(4,678,000
|
)
|
(4,523,000
|
)
|
|||||
Income
before minority interest
|
7,431,000
|
8,688,000
|
18,728,000
|
24,091,000
|
|||||||||
Minority
interest in joint venture earnings
|
(189,000
|
)
|
(305,000
|
)
|
(507,000
|
)
|
(802,000
|
)
|
|||||
Net
income
|
$
|
7,242,000
|
$
|
8,383,000
|
$
|
18,221,000
|
$
|
23,289,000
|
|||||
Earnings
per share
|
|||||||||||||
Basic
|
$
|
0.54
|
$
|
0.57
|
$
|
1.38
|
$
|
1.61
|
|||||
Diluted
|
$
|
0.47
|
$
|
0.51
|
$
|
1.18
|
$
|
1.43
|
|||||
Number
of shares used in computation
|
|||||||||||||
Basic
|
13,355,775
|
14,673,490
|
13,239,681
|
14,439,242
|
|||||||||
Diluted
|
15,367,449
|
16,487,676
|
15,391,103
|
16,229,863
|
December
31,
|
September
30,
|
||||||
2004
|
2005
|
||||||
(Unaudited)
|
|||||||
CURRENT
ASSETS
|
|||||||
Cash
and equivalents
|
$
|
18,970,000
|
$
|
74,213,000
|
|||
Short-term
investments
|
--
|
30,002,000
|
|||||
Total
cash and short-term investments
|
18,970,000
|
104,215,000
|
|||||
Accounts
receivable
|
|||||||
Customers
|
38,682,000
|
44,112,000
|
|||||
Related
parties
|
5,526,000
|
5,282,000
|
|||||
44,208,000
|
49,394,000
|
||||||
Less:
Allowance for doubtful receivables
|
432,000
|
475,000
|
|||||
43,776,000
|
48,919,000
|
||||||
Inventories
|
22,238,000
|
26,420,000
|
|||||
Deferred
income taxes, current
|
2,453,000
|
2,434,000
|
|||||
Prepaid
expenses and other current assets
|
4,243,000
|
4,373,000
|
|||||
Prepaid
income taxes
|
406,000
|
1,397,000
|
|||||
Total
current assets
|
92,086,000
|
187,758,000
|
|||||
PROPERTY,
PLANT AND EQUIPMENT,
at cost, net
|
|||||||
of
accumulated depreciation and amortization
|
60,857,000
|
64,880,000
|
|||||
DEFERRED
INCOME TAXES,
non-current
|
7,970,000
|
6,459,000
|
|||||
OTHER
ASSETS
|
|||||||
Goodwill
|
5,090,000
|
5,090,000
|
|||||
Other
|
1,798,000
|
380,000
|
|||||
TOTAL
ASSETS
|
$
|
167,801,000
|
$
|
264,567,000
|
December
31,
|
September
30,
|
||||||
2004
|
2005
|
||||||
(Unaudited)
|
|||||||
CURRENT
LIABILITIES
|
|||||||
Line
of credit
|
$
|
6,167,000
|
$
|
--
|
|||
Accounts
payable
|
|||||||
Trade
|
17,274,000
|
21,467,000
|
|||||
Related
parties
|
3,936,000
|
7,428,000
|
|||||
Accrued
liabilities
|
11,459,000
|
14,038,000
|
|||||
Current
portion of long-term debt
|
|||||||
Related
party
|
2,500,000
|
1,875,000
|
|||||
Other
|
1,014,000
|
7,395,000
|
|||||
Current
portion of capital lease obligations
|
165,000
|
137,000
|
|||||
Total
current liabilities
|
42,515,000
|
52,340,000
|
|||||
LONG-TERM
DEBT,
net of current portion
|
|||||||
Related
party
|
1,250,000
|
--
|
|||||
Other
|
6,583,000
|
4,711,000
|
|||||
CAPITAL
LEASE OBLIGATIONS,
net of current portion
|
2,172,000
|
1,648,000
|
|||||
MINORITY
INTEREST IN JOINT VENTURE
|
3,133,000
|
3,935,000
|
|||||
STOCKHOLDERS’
EQUITY
|
|||||||
Preferred
stock - par value $1.00 per share;
|
|||||||
1,000,000
shares authorized;
|
|||||||
no
shares issued and outstanding
|
--
|
--
|
|||||
Common
stock - par value $0.66 2/3 per share;
|
|||||||
30,000,000
shares authorized; 15,763,266 and 18,032,382
|
|||||||
shares
issued
at December
31, 2004
|
|||||||
and
September 30, 2005, respectively
|
10,509,000
|
12,022,000
|
|||||
Additional
paid-in capital
|
21,516,000
|
87,720,000
|
|||||
Retained
earnings
|
81,330,000
|
104,619,000
|
|||||
113,355,000
|
204,361,000
|
||||||
Less:
|
|||||||
Treasury
stock - 1,613,508 shares of common stock, at cost
|
1,782,000
|
1,782,000
|
|||||
Accumulated
other comprehensive gain
|
(575,000
|
)
|
646,000
|
||||
1,207,000
|
2,428,000
|
||||||
Total
stockholders’ equity
|
112,148,000
|
201,933,000
|
|||||
TOTAL
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
$
|
167,801,000
|
$
|
264,567,000
|
Three
Months Ended
|
Nine
Months Ended
|
||||||||||||
September
30,
|
September
30,
|
||||||||||||
(in
thousands)
|
2004
|
2005
|
2004
|
2005
|
|||||||||
Net
Income
|
$
|
7,242
|
$
|
8,383
|
$
|
18,221
|
$
|
23,289
|
|||||
Plus:
|
|||||||||||||
Interest
expense, net
|
160
|
165
|
487
|
399
|
|||||||||
Income
tax provision
|
2,134
|
1,621
|
4,677
|
4,524
|
|||||||||
Depreciation
and amortization
|
3,395
|
4,061
|
9,542
|
11,874
|
|||||||||
EBITDA
|
$
|
12,931
|
$
|
14,230
|
$
|
32,927
|
$
|
40,086
|
|||||
· |
Revenues
increased 9.8% year-over-year to a record $54.2
million,
|
· |
New
product revenue was strong at 15.2% of total
sales,
|
· |
Gross
margin improved 90 basis points to 34.8% from
3Q04,
|
· |
And
we reported net income of $8.4 million, or $0.51 per share, up from
$7.2
million, or $0.47 per share, in 3Q04.
|
· |
Revenues
were a record $54.2 million, an increase of 9.8% from the third quarter
of
2004, and a sequential increase of 7.1%.
|
· |
Gross
margin advanced 90 basis points to 34.8% year-over-year, compared
to 33.9%
in the third quarter of 2004, and 34.6% in the second quarter of
2005. The
improvements in gross margin were the result of the positive contribution
of higher-margin new products, a favorable product mix, and efficient
utilization of manufacturing capacity.
|
· |
Selling,
General & Administrative expenses for the quarter were $7.6 million,
or 14.0% of sales, as compared to $6.2 million, or 12.5% of sales,
in the
comparable quarter last year. The increase was primarily attributable
to
non-cash expenses related to share grants made in connection with
the
strengthening of Diodes’ senior management team. These 220,000 shares will
continue to be expensed quarterly based upon Diodes’ stock price over the
required four-year vesting period.
|
· |
Research
and development spending was $938,000, or 1.7% of revenue, compared
to
$942,000, or 1.9% of sales, in the third quarter of 2004. We expect
that
that Diodes’ R&D expense should reach 2 to 3% of sales, as the Company
advances into the analog and mixed signal segments. Given the robust
market demand we see for our new, higher-margin products, we believe
that
the potential return on investment of this higher R&D investment is
justified and, in fact, essential for Diodes’ future growth and overall
profitability.
|
· |
Operating
income increased 7.5% to $10.4 million, or 19.1% of sales, compared
to
$9.6 million, or 19.5% of sales, for the third quarter of 2004.
|
· |
Capital
expenditures were $6 million and $16.3 million year to date. Depreciation
expense for the quarter was $4.1 million and $11.9 million year to
date.
With our Diodes-China facility running at capacity, we have already
begun
making investments in new packages that will support the first lines
of
standard analog devices. As a result, we are raising our annual cap
ex
forecast from $15 to $18 million to $20 to $23 million for 2005.
This
larger budget level will equip us with sufficient resources to increase
production of higher-margin products, and be able to satisfy current
and
anticipated customer requirements.
|
· |
EBITDA
for the quarter was $14.2 million, compared to $12.9 million in the
year-ago quarter.
|
· |
We
recognized $1.6 million in income taxes for the third quarter, for
an
effective tax rate of 15.7%, as compared to 22.3% in the third quarter
of
2004. We continuously seek to take advantage of all available strategies
that optimize our tax rate for every jurisdiction in which we operate.
As
we mentioned in our second quarter earnings call, we were analyzing
the
benefits afforded under the American Jobs Creation Act and now expect
to
increase the foreign dividend repatriation from $8 million announced
last
year to a total of $20 to $24 million, to take advantage of the 85%
tax
credit.
|
· |
Net
income for the third quarter increased 15.8% to a record $8.4 million,
or
$0.51 per diluted share, compared to $7.2 million, or $0.47 per diluted
share, for the three months ended September 30, 2004. On a sequential
basis, net income grew 9.4% from $7.7 million, or $0.47 per diluted
share
in Q205.
|
· |
Our
balance sheet continues to strengthen with $104 million in cash and
short-term investments, $135 million in working capital, $14 million
in
long-term debt and unused and available credit facilities of $41.6
million. This reflects the contribution of our recent follow-on offering,
in which 1,750,000 shares were sold by the Company, resulting in
net
proceeds to the Company of $60 million.
|
· |
Inventories
were at $26.4 million, with inventory turns of 5.4 times in the quarter,
compared with 6 turns at 2Q05.
|
· |
Day's
sales outstanding improved to 81 days in 3Q05, as compared to 85
days in
the prior quarter. With our continued sales growth in Asia, we expect
longer credit terms.
|
· |
PowerDI5
wins in 2 additional notebooks models,
|
· |
PowerDI123
wins in a Bluetooth headset, mobile handset, portable POS terminal,
and
motherboard ,
|
· |
Multiple
array wins in DSC, Portable DVD, wired mobile headset, notebook,
motherboard and an automotive sensor,
|
· |
Performance
Schottky wins in the automotive and set top box
categories,
|
· |
SOD523
wins in digital camera, mobile handset, portable GPS, notebook computer
and TFT display, and
|
· |
A
first design win for our new voltage regulation circuit in a DC fan.
|