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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
June 24, 2011
Date of Report (Date of earliest event reported)
DIODES INCORPORATED
(Exact name of registrant as specified in its charter)
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Delaware
(State or other
jurisdiction of
incorporation)
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002-25577
(Commission File Number)
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95-2039518
(I.R.S. Employer
Identification No.) |
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4949 Hedgcoxe Road, Suite 200
Plano, Texas
(Address of principal executive offices)
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75024
(Zip Code) |
(972) 987-3900
(Registrants 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 7.01. Regulation FD Disclosure.
On June 24, 2011, Diodes Incorporated issued a press release announcing an agreement to purchase up
to approximately US$14 million of the common stock of Eris Technology Corporation. A copy of the
press release is attached as Exhibit 99.1.
The information in this Item 7.01, including Exhibit 99.1, will not be treated as filed for
the purposes of Section 18 of the Securities Exchange Act of 1934 (the Exchange Act) or otherwise
subject to the liabilities of that section. This information will not be incorporated by reference
into a filing under the Securities Act of 1933, or into another filing under the Exchange Act,
unless that filing expressly refers to specific information in this Form 8-K. The furnishing of the
information in this Item 7.01 is not intended to, and does not, constitute a representation that
such furnishing is required by Regulation FD or that the information in this Item 7.01 is material
information that is not otherwise publicly available.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit |
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Number |
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Description |
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99.1
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Press release dated June 24, 2011 |
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.
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Dated: June 24, 2011 |
DIODES INCORPORATED
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By |
/s/ Richard D. White
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RICHARD D. WHITE |
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Chief Financial Officer |
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exv99w1
Exhibit 99.1
Diodes Incorporated Announces Investment in Eris Technology Corporation
Plano, Texas June 24, 2011 Diodes Incorporated (Nasdaq: DIOD), a leading global manufacturer
and supplier of high-quality application specific standard products within the broad discrete,
logic and analog semiconductor markets, today announced an agreement to invest in Eris Technology
Corporation, a publicly traded company listed as an Emerging Stock on the Taiwan OTC Exchange (TWO)
that provides design, manufacturing and after-market services for diode products.
Eris has announced that it will offer to its shareholders and employees up to 10 million shares of
common stock at NT$39 per share to raise NT$390 million (approximately US$14 million). Diodes has
agreed to purchase any shares not purchased by Eris shareholders and employees and Eris founders
have agreed to sell Diodes any shares necessary to ensure that Diodes will obtain a minimum of 8
million shares which represents an approximately 24 percent ownership in Eris after the capital
increase.
Commenting on the investment Dr. Keh-Shew Lu, President and Chief Executive Officer of Diodes,
stated Eris is currently a supplier of assembly/test services to Diodes and we are pleased to be
able to expand that relationship. This investment will allow Eris to expand their capacity in
specific packages as a complement to Diodes internal capability.
About Eris Technology Corporation
Eris Technology Corporation was established in August 1995. Eris is an ODM (original design
manufacturer) providing a variety of support services to design, manufacturing, and after-marketing
services for diode products, including schottky diodes, TVS diodes, zener diodes, bridge diodes,
wafers, and LEDs. Eris serves a broad base of global and regional OEM customers. For more
information visit the Eris website at http://www.eris.com.tw/.
About Diodes Incorporated
Diodes Incorporated (Nasdaq: DIOD), a Standard and Poors 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, and analog semiconductor markets. Diodes serves
the consumer electronics, computing, communications, industrial, and automotive markets. Diodes
products include diodes, rectifiers, transistors, MOSFETs, protection devices, functional specific
arrays, single gate logic, amplifiers and comparators, Hall-effect and temperature sensors; power
management devices, including LED drivers, 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. The Companys corporate headquarters, logistics center,
and Americas sales office are located in Plano, Texas. Design, marketing, and engineering centers
are located in Plano; San Jose, California; Taipei, Taiwan; Manchester, England; and Neuhaus,
Germany. The Companys wafer fabrication facilities are located in Kansas City, Missouri and
Manchester, with two manufacturing facilities located in Shanghai, China, another in Neuhaus, and a
joint venture facility located in Chengdu, China. Additional engineering, sales, warehouse, and
logistics offices are located in Taipei; Hong Kong; Manchester; and Munich, Germany; with support
offices located throughout the world. For further information, including SEC filings, visit the
Companys website at http://www.diodes.com.
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 regarding Diodes will obtain a
minimum of 8 million shares, which represents an approximately 24 percent ownership in Eris after
the capital increase; and this investment will allow Eris to expand their capacity in specific
packages as a complement to Diodes internal capability. Potential risks and uncertainties
include, but are not limited to, such factors as: 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; risks of domestic and foreign operations, including excessive operation costs, labor
shortages and our joint venture prospects; unfavorable currency exchange rates; our future guidance
may be incorrect; the global economic weakness may be more severe or last longer than we currently
anticipated; and other information detailed from time to time in the Companys filings with the
United States Securities and Exchange Commission.
Recent news releases, annual reports and SEC filings are available at the Companys 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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Company Contact: |
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Investor Relations Contact: |
Diodes Incorporated
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Shelton Group |
Laura Mehrl
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Leanne K. Sievers |
Director of Investor Relations
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EVP, Investor Relations |
P: 972-385-4492
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P: 949-224-3874 |
E: laura_mehrl@diodes.com
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E: lsievers@sheltongroup.com |