Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2019 | May 09, 2019 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | ACMR | |
Entity Registrant Name | ACM RESEARCH, INC. | |
Entity Central Index Key | 0001680062 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true | |
Entity Small Business | true | |
Entity Current Reporting Status | Yes | |
Common Class A [Member] | ||
Entity Common Stock, Shares Outstanding | 14,196,966 | |
Common Class B [Member] | ||
Entity Common Stock, Shares Outstanding | 1,895,090 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 27,367 | $ 27,124 |
Accounts receivable, less allowance for doubtful accounts of $0 as of March 31, 2019 and $0 as of December 31, 2018 (note 3) | 25,070 | 24,608 |
Other receivables | 2,982 | 3,547 |
Inventories (note 4) | 42,253 | 38,764 |
Prepaid expenses | 1,833 | 1,985 |
Total current assets | 99,505 | 96,028 |
Property, plant and equipment, net (note 5) | 3,719 | 3,708 |
Operating lease right-of-use assets, net (note 8) | 4,787 | 0 |
Intangible assets, net | 263 | 274 |
Deferred tax assets (note 15) | 1,669 | 1,637 |
Investment in affiliates, equity method (note 10) | 1,476 | 1,360 |
Other long-term assets | 0 | 40 |
Total assets | 111,419 | 103,047 |
Current liabilities: | ||
Short-term borrowings (note 6) | 12,829 | 9,447 |
Accounts payable | 13,333 | 16,673 |
Advances from customers | 8,469 | 8,417 |
Income tax payable | 1,228 | 1,193 |
Other payables and accrued expenses (note 7) | 11,834 | 10,410 |
Current portion of operating lease liability (note 8) | 1,326 | 0 |
Total current liabilities | 49,019 | 46,140 |
Long-term operating lease liability (note 8) | 3,462 | 0 |
Other long-term liabilities (note 9) | 3,296 | 4,583 |
Total liabilities | 55,777 | 50,723 |
Commitments and contingencies (note 16) | ||
Stockholders' equity (deficit): | ||
Additional paid in capital | 57,371 | 56,567 |
Accumulated deficit | (1,530) | (3,387) |
Accumulated other comprehensive income (loss) | (200) | (857) |
Total stockholders' equity | 55,642 | 52,324 |
Total liabilities and stockholders' equity | 111,419 | 103,047 |
Common Class A [Member] | ||
Stockholders' equity (deficit): | ||
Common stock | 1 | 1 |
Common Class B [Member] | ||
Stockholders' equity (deficit): | ||
Common stock | $ 0 | $ 0 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Accounts receivable, allowance for doubtful accounts | $ 0 | $ 0 |
Common Class A [Member] | ||
Common stock, par value | $ .0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 14,176,690 | 14,110,315 |
Common stock, shares outstanding | 14,176,690 | 14,110,315 |
Common Class B [Member] | ||
Common stock, par value | $ .0001 | $ 0.0001 |
Common stock, shares authorized | 7,303,533 | 7,303,533 |
Common stock, shares issued | 1,898,423 | 1,898,423 |
Common stock, shares outstanding | 1,898,423 | 1,898,423 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Income Statement [Abstract] | ||
Revenue | $ 20,479 | $ 9,743 |
Cost of revenue | 11,653 | 4,621 |
Gross profit | 8,826 | 5,122 |
Operating expenses: | ||
Sales and marketing | 1,869 | 1,855 |
Research and development | 2,765 | 1,541 |
General and administrative | 1,941 | 3,630 |
Total operating expenses, net | 6,575 | 7,026 |
Income (loss) from operations | 2,251 | (1,904) |
Interest income | 9 | 3 |
Interest expense | (139) | (103) |
Other expense, net | (261) | (755) |
Equity income in net income of affiliates | 116 | 1 |
Income (loss) before income taxes | 1,976 | (2,758) |
Income tax expense (note 15) | (119) | (22) |
Net income (loss) attributable to ACM Research, Inc. | 1,857 | (2,780) |
Comprehensive income (loss) | ||
Net income (loss) | 1,857 | (2,780) |
Foreign currency translation adjustment | 657 | 705 |
Total comprehensive income (loss) (note 2) | $ 2,514 | $ (2,075) |
Net income (loss) per common share (note 2): | ||
Basic | $ 0.12 | $ (0.18) |
Diluted | $ 0.10 | $ (0.18) |
Weighted average common shares outstanding used in computing per share amounts (note2): | ||
Basic | 16,044,655 | 15,383,086 |
Diluted | 18,225,317 | 15,383,086 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Stockholders' Equity (Deficit) - USD ($) $ in Thousands | Common Stock Class A | Common Stock Class B | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Income | Total |
Beginning balance, shares at Dec. 31, 2017 | 12,935,546 | 2,409,738 | ||||
Beginning balance, amount at Dec. 31, 2017 | $ 1 | $ 0 | $ 49,695 | $ (9,961) | $ 122 | $ 39,857 |
Net income | (2,780) | (2,780) | ||||
Foreign currency translation adjustment | 705 | 705 | ||||
Exercise of stock option, shares | 5,722 | |||||
Exercise of stock option, amount | 64 | 64 | ||||
Stock-based compensation | 2,175 | 2,175 | ||||
Exercise of common stock warrant issued to SMC, shares | 397,502 | |||||
Exercise of common stock warrant issued to SMC, amount | 2,981 | 2,981 | ||||
Ending balance, shares at Mar. 31, 2018 | 13,390,270 | 2,409,738 | ||||
Ending balance, amount at Mar. 31, 2018 | $ 1 | $ 0 | 54,915 | (12,741) | 827 | 43,002 |
Beginning balance, shares at Dec. 31, 2018 | 14,110,315 | 1,898,423 | ||||
Beginning balance, amount at Dec. 31, 2018 | $ 1 | $ 0 | 56,567 | (3,387) | (857) | 52,324 |
Net income | 1,857 | 1,857 | ||||
Foreign currency translation adjustment | 657 | 657 | ||||
Exercise of stock option, shares | 66,375 | |||||
Exercise of stock option, amount | 60 | 60 | ||||
Stock-based compensation | 744 | 744 | ||||
Ending balance, shares at Mar. 31, 2019 | 14,176,690 | 1,898,423 | ||||
Ending balance, amount at Mar. 31, 2019 | $ 1 | $ 0 | $ 57,371 | $ (1,530) | $ (200) | $ 55,642 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 1,857 | $ (2,780) |
Adjustments to reconcile net income (loss) from operations to net cash used in operating activities: | ||
Depreciation and amortization | 191 | 80 |
Equity income in net income of affiliates | (116) | (1) |
Deferred income taxes | 0 | 0 |
Stock-based compensation | 744 | 2,175 |
Net changes in operating assets and liabilities: | ||
Accounts receivable | 99 | 14 |
Other receivables | 669 | 1,331 |
Inventory | (2,759) | (3,896) |
Prepaid expenses | 190 | (1,791) |
Other current assets | 0 | 3 |
Accounts payable | (3,757) | (2,364) |
Advances from customers | 45 | 87 |
Income tax payable | 15 | 0 |
Other payables and accrued expenses | 1,013 | 27 |
Other long-term liabilities | (1,373) | (278) |
Net cash used in operating activities | (3,182) | (7,393) |
Cash flows from investing activities: | ||
Purchase of property and equipment | (115) | (395) |
Purchase of intangible assets | (1) | 0 |
Net cash used in investing activities | (116) | (395) |
Cash flows from financing activities: | ||
Proceeds from short-term borrowings | 8,285 | 7,387 |
Repayments of short-term borrowings | (5,084) | (2,306) |
Proceeds from stock option exercise to common stock | 60 | 62 |
Net cash provided by financing activities | 3,261 | 5,143 |
Effect of exchange rate changes on cash and cash equivalents | 280 | 150 |
Net (decrease) increase in cash and cash equivalents | 243 | (2,495) |
Cash and cash equivalents at beginning of period | 27,124 | 17,681 |
Cash and cash equivalents at end of period | 27,367 | 15,186 |
Supplemental disclosure of cash flow information: | ||
Interest paid | $ 139 | $ 103 |
Description of Business
Description of Business | 3 Months Ended |
Mar. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | ACM Research, Inc. (“ACM”) and its subsidiaries (collectively with ACM, the “Company”) develop, manufacture and sell single-wafer wet cleaning equipment used to improve the manufacturing process and yield for advanced integrated chips. The Company markets and sells its single-wafer wet-cleaning equipment, under the brand name “Ultra C,” based on the Company’s proprietary Space Alternated Phase Shift (“SAPS”) and Timely Energized Bubble Oscillation (“TEBO”) technologies. These tools are designed to remove random defects from a wafer surface efficiently, without damaging the wafer or its features, even at increasingly advanced process nodes. ACM was incorporated in California in 1998, and it initially focused on developing tools for manufacturing process steps involving the integration of ultra low-K materials and copper. The Company’s early efforts focused on stress-free copper-polishing technology, and it sold tools based on that technology in the early 2000s. In 2006 the Company established its operational center in Shanghai in the People’s Republic of China (the “PRC”), where it operates through ACM’s subsidiary ACM Research (Shanghai), Inc. (“ACM Shanghai”). ACM Shanghai was formed to help establish and build relationships with integrated circuit manufacturers in the PRC, and the Company initially financed its Shanghai operations in part through sales of non-controlling equity interests in ACM Shanghai. In 2007 the Company began to focus its development efforts on single-wafer wet-cleaning solutions for the front-end chip fabrication process. The Company introduced its SAPS megasonic technology, which can be applied in wet wafer cleaning at numerous steps during the chip fabrication process, in 2009. It introduced its TEBO technology, which can be applied at numerous steps during the fabrication of small node two-dimensional conventional and three-dimensional patterned wafers, in March 2016. The Company has designed its equipment models for SAPS and TEBO solutions using a modular configuration that enables it to create a wet-cleaning tool meeting the specific requirements of a customer, while using pre-existing designs for chamber, electrical, chemical delivery and other modules. In August 2018, the Company introduced its Ultra-C Tahoe wafer cleaning tool, which can deliver high cleaning performance with significantly less sulfuric acid than typically consumed by conventional high-temperature single-wafer cleaning tools. The Company also offers a range of custom-made equipment, including cleaners, coaters and developers, to back-end wafer assembly and packaging factories, principally in the PRC. In 2011 ACM Shanghai formed a wholly owned subsidiary in the PRC, ACM Research (Wuxi), Inc. (“ACM Wuxi”), to manage sales and service operations. In November 2016 ACM redomesticated from California to Delaware pursuant to a merger in which ACM Research, Inc., a California corporation, was merged into a newly formed, wholly owned Delaware subsidiary, also named ACM Research, Inc. In June 2017 ACM formed a wholly owned subsidiary in Hong Kong, CleanChip Technologies Limited (“CleanChip”), to act on the Company’s behalf in Asian markets outside the PRC by, for example, serving as a trading partner between ACM Shanghai and its customers, procuring raw materials and components, performing sales and marketing activities, and making strategic investments. In August 2017 ACM purchased 18.77% of ACM Shanghai’s equity interests held by Shanghai Science and Technology Venture Capital Co., Ltd. On November 8, 2017, ACM purchased the remaining 18.36% of ACM Shanghai’s equity interest held by third parties, Shanghai Pudong High-Tech Investment Co., Ltd. (“PDHTI”) and Shanghai Zhangjiang Science & Technology Venture Capital Co., Ltd. (“ZSTVC”). At December 31, 2017, ACM owned all of the outstanding equity interests of ACM Shanghai, and indirectly through ACM Shanghai, owned all of the outstanding equity interests of ACM Wuxi. On September 13, 2017, ACM effectuated a 1-for-3 reverse stock split of Class A and Class B common stock. Unless otherwise indicated, all share numbers, per share amount, share prices, exercise prices and conversion rates set forth in these notes and the accompanying condensed consolidated financial statements have been adjusted retrospectively to reflect the reverse stock split. In December 2017 ACM formed a wholly owned subsidiary in the Republic of Korea, ACM Research Korea CO., LTD. (“ACM Korea”), to serve customers based in Republic of Korea and perform sales, marketing, research and development activities for new products and solutions. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Basis of Presentation and Principles of Consolidation The consolidated accounts include ACM and its subsidiaries, ACM Shanghai, ACM Wuxi, CleanChip and ACM Korea. Subsidiaries are those entities in which ACM, directly and indirectly, controls more than one half of the voting power. All significant intercompany transactions and balances have been eliminated upon consolidation. The accompanying condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and the rules and regulations of the SEC for reporting on Form 10-Q. Accordingly, they do not include all the information and footnotes required by GAAP for complete financial statements herein. The unaudited condensed consolidated financial statements herein should be read in conjunction with the historical consolidated financial statements of the Company for the year ended December 31, 2018 included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018. The accompanying condensed consolidated balance sheet as of March 31, 2019, the condensed consolidated statements of operations and comprehensive income (loss) for the three months ended March 31, 2019 and 2018, and the condensed consolidated statements of cash flows for the three months ended March 31, 2019 and 2018 are unaudited. In the opinion of management, the unaudited condensed consolidated financial statements of the Company reflect all adjustments that are necessary for a fair presentation of the Company’s financial position and results of operations. Such adjustments are of a normal recurring nature, unless otherwise noted. The balance sheet as of March 31, 2019 and the results of operations for the three months ended March 31, 2019 are not necessarily indicative of the results to be expected for any future period. Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the balance sheet date and the reported revenue and expenses during the reported period in the condensed consolidated financial statements and accompanying notes. The Company’s significant accounting estimates and assumptions include, but are not limited to, those used for the valuation and recognition of stock-based compensation arrangements and warrant liability, realization of deferred tax assets, assessment for impairment of long-lived assets, allowance for doubtful accounts, inventory valuation for excess and obsolete inventories, lower of cost and market value or net realizable value of inventories, depreciable lives of property and equipment, and useful life of intangible assets. Management of the Company believes that the estimates, judgments and assumptions are reasonable, based on information available at the time they are made. Actual results could differ materially from those estimates. Basic and Diluted Net Income (Loss) per Common Share Basic and diluted net income (loss) per common share is calculated as follows: Three Months Ended March 31, 2019 2018 Numerator: Net income (loss) $ 1,857 $ (2,780 ) Denominator: Weighted average shares outstanding, basic 16,044,655 15,383,086 Effect of dilutive securities 2,180,662 - Weighted average shares outstanding, diluted 18,225,317 15,383,086 Net income (loss) per common share: Basic $ 0.12 $ (0.18 ) Diluted $ 0.10 $ (0.18 ) ACM has been authorized to issue Class A and Class B common stock since redomesticating in Delaware in November 2016. The two classes of common stock are substantially identical in all material respects, except for voting rights. Since ACM did not declare any dividends during the three months ended March 31, 2019 and 2018, the net income (loss) per common share attributable to each class is the same under the “two-class” method. As such, the two classes of common stock have been presented on a combined basis in the condensed consolidated statements of operations and comprehensive income (loss) and in the above computation of net income (loss) per common share. Diluted net income (loss) per common share reflects the potential dilution from securities that could share in ACM’s earnings. ACM’s potential dilutive securities consist of convertible preferred stocks, warrants and stock options for the three months ended March 31, 2019 and 2018. Certain potential dilutive securities were excluded from the net income (loss) per share calculation because the impact would be anti-dilutive. Recent Accounting Pronouncements Recently Adopted Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-02, Leases (Topic 842) Leases Leases Effective January 1, 2019, we adopted the ASU 2016-02, Leases, Targeted Improvements to ASC 842 Leases, In June 2018, the FASB issued ASU No. 2018-07, Compensation — Stock Compensation (Topic 718) — Improvements to Nonemployee Share-Based Payment Accounting Effective January 1, 2019, we adopted ASU 2018-07 and it did not have a material impact on our condensed consolidated financial statements. Recent Accounting Pronouncements Not Yet Adopted In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820) In January 2017, the FASB issued ASU No. 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. ASU 2016-13 replaced the incurred loss impairment methodology under current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. ASU 2016-13 requires use of a forward-looking expected credit loss model for accounts receivables, loans, and other financial instruments. ASU 2016-13 is effective for fiscal years beginning after December 15, 2019, with early adoption permitted. Adoption of the standard requires using a modified retrospective approach through a cumulative-effect adjustment to retained earnings as of the effective date to align existing credit loss methodology with the new standard. We will adopt ASU 2016-13 effective January 1, 2020. We are currently evaluating the impact of this standard on our consolidated financial statements, including accounting policies, processes, and systems, but do not expect the standard will have a material impact on our consolidated financial statements. |
Accounts Receivable
Accounts Receivable | 3 Months Ended |
Mar. 31, 2019 | |
Receivables [Abstract] | |
Accounts Receivable | At March 31, 2019 and December 31, 2018, accounts receivable consisted of the following: March 31, December 31, 2019 2018 Accounts receivable $ 25,070 $ 24,608 Less: Allowance for doubtful accounts - - Total $ 25,070 $ 24,608 The Company reviews accounts receivable on a periodic basis and makes general and specific allowances when there is doubt as to the collectability of individual balances. No allowance for doubtful accounts was considered necessary at March 31, 2019 or December 31, 2018. At March 31, 2019 and December 31, 2018, accounts receivable of $0 and $1,457, respectively, were pledged as collateral for borrowings from financial institutions. |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2019 | |
Inventory Disclosure [Abstract] | |
Inventories | At March 31, 2019 and December 31, 2018, inventory consisted of the following: March 31, 2019 December 31, 2018 Raw materials $ 13,285 $ 12,646 Work in process 15,981 9,631 Finished goods 12,987 16,487 Total inventory, gross 42,253 38,764 Inventory reserve - - Total inventory, net $ 42,253 $ 38,764 At March 31, 2019 and December 31, 2018, the Company did not have an inventory reserve and no inventory was pledged as collateral for borrowings from financial institutions. System shipments of first-tools to an existing or prospective customer, for which ownership does not transfer until customer acceptance, are classified as finished goods inventory and carried at cost until ownership is transferred. |
Property, Plant and Equipment,
Property, Plant and Equipment, Net | 3 Months Ended |
Mar. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment, Net | At March 31, 2019 and December 31, 2018, property, plant and equipment consisted of the following: March 31, December 31, 2019 2018 Manufacturing equipment $ 9,894 $ 9,703 Office equipment 549 512 Transportation equipment 129 184 Leasehold improvement 1,444 1,379 Total cost 12,016 11,778 Less: Total accumulated depreciation (8,377 ) (8,102 ) Construction in progress 80 32 Total property, plant and equipment, net $ 3,719 $ 3,708 Depreciation expense was $175 and $85 for the three months ended March 31, 2019 and 2018, respectively. |
Short-Term Borrowings
Short-Term Borrowings | 3 Months Ended |
Mar. 31, 2019 | |
Debt Disclosure [Abstract] | |
Short-Term Borrowings | At March 31, 2019 and December 31, 2018, short-term borrowings consisted of the following: March 31, 2019 December 31, 2018 Line of credit up to RMB 50,000 from Bank of Shanghai Pudong Branch, due on April 17, 2019 with an annual interest rate of 4.99%, guaranteed by the Company’s CEO and fully repaid on March 27, 2019 . $ - $ 3,133 Line of credit up to RMB 50,000 from Bank of Shanghai Pudong Branch, due on February 14, 2019 with an annual interest rate of 5.15%, guaranteed by the Company’s CEO and fully repaid on February 14, 2019. - 485 Line of credit up to RMB 50,000 from Bank of Shanghai Pudong Branch, due on January 23, 2020 with an annual interest rate of 5.22%, guaranteed by the Company’s CEO and Cleanchip Technologies Limited. 668 Line of credit up to RMB 30,000 from Bank of China Pudong Branch, due on June 06, 2019 with annual interest rate of 5.22%, secured by certain of the Company’s intellectual property and the Company’s CEO. 2,228 2,186 Line of credit up to RMB 30,000 from Bank of China Pudong Branch, due on June 13, 2019 with annual interest rate of 5.22%, secured by certain of the Company’s intellectual property and the Company’s CEO. 2,228 2,186 Line of credit up to RMB 10,000 from Shanghai Rural Commercial Bank, due on January 23, 2019 with an annual interest rate of 5.44%, guaranteed by the Company’s CEO and pledged by accounts receivable, and fully repaid on January 23, 2019. - 1,457 Line of credit up to RMB 20,000 from Shanghai Rural Commercial Bank, due on February 21, 2020 with an annual interest rate of 5.66%, guaranteed by the Company’s CEO and pledged by accounts receivable. 1,485 Line of credit up to RMB 20,000 from Bank of Communications, due on January 18, 2020 with an annual interest rate of 5.66%. 1,485 Line of credit up to RMB 20,000 from Bank of Communications, due on January 22, 2020 with an annual interest rate of 5.66%. 743 Line of credit up to RMB 20,000 from Bank of Communications, due on February 14, 2020 with an annual interest rate of 5.66%. 742 Line of credit up to RMB 50,000 from China Everbright Bank, due on March 25, 2020 with an annual interest rate of 4.94%, guaranteed by the Company’s CEO. 3,250 Total $ 12,829 $ 9,447 Interest expense related to short-term borrowings amounted to $139 and $103 for the three months ended March 31, 2019 and 2018, respectively. |
Other Payable and Accrued Expen
Other Payable and Accrued Expenses | 3 Months Ended |
Mar. 31, 2019 | |
Payables and Accruals [Abstract] | |
Other Payable and Accrued Expenses | At March 31, 2019 and December 31, 2018, other payable and accrued expenses consisted of the following: March 31, 2019 December 31, 2018 Lease expenses and payable for leasehold improvement due to a related party (note 11) $ - $ 53 Accrued commissions 2,663 2,931 Accrued warranty 2,017 1,710 Accrued payroll 1,240 626 Accrued professional fees 139 64 Accrued machine testing fees 2,978 3,076 Others 2,797 1,950 Total $ 11,834 $ 10,410 |
Leases
Leases | 3 Months Ended |
Mar. 31, 2019 | |
Leases [Abstract] | |
Leases | We lease space under non-cancelable operating leases for several office and manufacturing locations. These leases do not have significant rent escalation holidays, concessions, leasehold improvement incentives, or other build-out clauses. Further, the leases do not contain contingent rent provisions. Most leases include one or more options to renew. The exercise of lease renewal options is typically at our sole discretion; therefore, the majority of renewals to extend the lease terms are not included in our right-of–use assets and lease liabilities as they are not reasonably certain of exercise. We regularly evaluate the renewal options and when they are reasonably certain of exercise, we include the renewal period in our lease term. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at the lease commencement date in determining the present value of the lease payments. We have a centrally managed treasury function; therefore, based on the applicable lease terms and the current economic environment, we apply a portfolio approach for determining the incremental borrowing rate. The components of our lease expense are as follows: March 31, 2019 Operating lease cost $ 437 Short-term lease cost 18 Lease cost $ 455 Supplemental cash flow information related to our operating leases was as follows for the period ended March 31, 2019: Three months ended March 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflow from operating leases 455 Maturities of our lease liabilities for all operating leases are as follows as of March 31, 2019: March 31, 2019 2019 $ 1,057 2020 1,424 2021 1,456 2022 1,494 2023 53 2024 13 Total lease payments 5,497 Less: Interest (710 ) Present value of lease liabilities $ 4,787 The weighted average remaining lease terms and discount rates for all of our operating leases were as follows as of March 31, 2019: Remaining lease term and discount rate: March 31, 2019 Weighted average remaining lease term (years) 3.80 Weighted average discount rate 5.43 % |
Other Long-Term Liabilities
Other Long-Term Liabilities | 3 Months Ended |
Mar. 31, 2019 | |
Other Liabilities Disclosure [Abstract] | |
Other Long-Term Liabilities | Other long-term liabilities represent government subsidies received from PRC governmental authorities for development and commercialization of certain technology but not yet recognized. As of March 31, 2019, and December 31, 2018, other long-term liabilities consisted of the following unearned government subsidies: March 31, 2019 December 31, 2018 Subsidies to Stress Free Polishing project, commenced in 2008 and 2017 $ 1,449 $ 1,483 Subsidies to Electro Copper Plating project, commenced in 2014 1,598 2,860 Subsidies to Polytetrafluoroethylene, commenced in 2018 171 178 Other 78 62 Total $ 3,296 $ 4,583 |
Equity Method Investment
Equity Method Investment | 3 Months Ended |
Mar. 31, 2019 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investment | On September 6, 2017, ACM and Ninebell Co., Ltd. (“Ninebell”), a Korean company that is one of the Company’s principal materials suppliers, entered into an ordinary share purchase agreement, effective as of September 11, 2017, pursuant to which Ninebell issued to ACM ordinary shares representing 20% of Ninebell’s post-closing equity for a purchase price of $1,200, and a common stock purchase agreement, effective as of September 11, 2017, pursuant to which ACM issued 133,334 shares of Class A common stock to Ninebell for a purchase price of $1,000 at $7.50 per share. The investment in Ninebell is accounted for under the equity method. |
Related Party Balances and Tran
Related Party Balances and Transactions | 3 Months Ended |
Mar. 31, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Balances and Transactions | On August 18, 2017, ACM and Ninebell, its equity method investment affiliate (note 10), entered into a loan agreement pursuant to which ACM made an interest-free loan of $946 to Ninebell, payable in 180 days or automatically extended another 180 days if in default. The loan was secured by a pledge of Ninebell’s accounts receivable due from ACM and all money that Ninebell received from ACM. Ninebell repaid the loan in March 2018. ACM purchased materials from Ninebell amounting to $2,320 and $970 during the three months ended March 31, 2019 and 2018. As of March 31, 2019 and December 31, 2018, accounts payable due to Ninebell were $1,476 and $1,477, respectively, and prepaid to Ninebell for material purchases were $871 and $572, respectively. In 2007 ACM Shanghai entered into an operating lease agreement with Shanghai Zhangjiang Group Co., Ltd. (“Zhangjiang Group”) to lease manufacturing and office space located in Shanghai, China. An affiliate of Zhangjiang Group holds 787,098 shares of Class A common stock that it acquired in September 2017 for $5,903. Pursuant to the lease agreement, Zhangjiang Group provided $771 to ACM Shanghai for leasehold improvements. In September 2016 the lease agreement was amended to modify payment terms and extend the lease through December 31, 2017. From January 1 to April 25, 2018, ACM Shanghai leased the property on a month-to-month basis. On April 26, 2018, ACM Shanghai entered into a renewed lease with Zhangjiang Group for the period from January 1, 2018 through December 31, 2022. Under the lease, ACM Shanghai would pay a monthly rental fee of approximately RMB 366 (equivalent to $55). The required security deposit is RMB 1,077 (equivalent to $163). The Company incurred leasing expenses under the lease agreement of $150 and $172 during the three months ended March 31, 2019 and 2018, respectively. As of March 31, 2019 and December 31, 2018, payables to Zhangjiang Group for lease expenses and leasehold improvements recorded as other payables and accrued expenses amounted to $0 and $53, respectively (note 7). On December 9, 2016, ACM Shanghai received the SMC Investment from SMC for potential investment pursuant to terms to be subsequently negotiated (note 8). SMC is a limited partnership incorporated in the PRC, whose partners consist of employees of ACM Shanghai. On March 14, 2017, ACM, ACM Shanghai and SMC entered into a securities purchase agreement (the “SMC Agreement”) pursuant to which, in exchange for the SMC Investment, ACM issued to SMC a warrant exercisable, for cash or on a cashless basis, to purchase, at any time on or before May 17, 2023, all, but not less than all, of 397,502 shares of Class A common stock at a price of $7.50 per share, for a total exercise price of $2,981. On March 30, 2018, SMC exercised the warrant and purchased 397,502 shares of Class A common stock (note 12). |
Warrant Liability
Warrant Liability | 3 Months Ended |
Mar. 31, 2019 | |
Warrant Liability | |
Warrant Liability | On December 9, 2016, Shengxin (Shanghai) Management Consulting Limited Partnership (“SMC”), a related party (note 11), delivered RMB 20,124 (approximately $2,981 as of the close of business on such date) in cash (the “SMC Investment”) to ACM Shanghai for potential investment pursuant to terms to be subsequently negotiated On March 14, 2017, ACM, ACM Shanghai and SMC entered into a securities purchase agreement (the “SMC Agreement”) pursuant to which, in exchange for the SMC Investment, ACM issued to SMC a warrant exercisable, for cash or on a cashless basis, to purchase, at any time on or before May 17, 2023, all, but not less than all, of 397,502 shares of Class A common stock at a price of $7.50 per share. The warrant issued to SMC, while outstanding as of December 31, 2017, was classified as a liability as it was conditionally puttable in accordance with FASB ASC 480, Distinguishing Liabilities from Equity On March 30, 2018, ACM entered into a warrant exercise agreement with ACM Shanghai and SMC pursuant to which SMC exercised its warrant in full by issuing to ACM a senior secured promissory note in the principal amount of approximately $3,000. ACM then transferred the SMC note to ACM Shanghai in exchange for an intercompany promissory note of ACM Shanghai in the principal amount of approximately $3,000. Each of the two notes bears interest at a rate of 3.01% per annum and matures on August 17, 2023. As security for its performance of its obligations under its note, SMC granted to ACM Shanghai a security interest in the 397,502 shares of Class A common stock issued to SMC upon its exercise of the warrant. Upon the issuance of 397,502 shares of Class A common stock to SMC, the senior secured promissory note issued to AMC by SMC was offset against the SMC investment. |
Common Stock
Common Stock | 3 Months Ended |
Mar. 31, 2019 | |
Equity [Abstract] | |
Common Stock | ACM is authorized to issue 100,000,000 shares of Class A common stock and 7,303,533 shares of Class B common stock, each with a par value of $0.0001. Each share of Class A common stock is entitled to one vote, and each share of Class B common stock is entitled to twenty votes and is convertible at any time into one share of Class A common stock. Shares of Class A common stock and Class B common stock are treated equally, identically and ratably with respect to any dividends declared by the Board of Directors unless the Board of Directors declares different dividends to the Class A common stock and Class B common stock by getting approval from a majority of common stock holders. At December 31, 2017, the number of shares of Class A common stock issued and outstanding was 12,935,546. At December 31, 2017, the number of shares of Class B common stock issued and outstanding was 2,409,738, respectively. On March 30, 2018, SMC exercised its warrant (note 12) and purchased 397,502 shares of Class A common stock. At March 31, 2018, the number of shares of Class A common stock issued and outstanding was 13,390,270. At March 31, 2018, the number of shares of Class B common stock issued and outstanding was 2,409,738. During the three months ended March 31, 2018, no share of Class B common stock was converted into Class A common stock. At December 31, 2018, the number of shares of Class A common stock issued and outstanding was 14,110,315. At December 31, 2018, the number of shares of Class B common stock issued and outstanding was 1,898,423. During the three months ended March 31, 2019, the Company issued 66,375 shares of Class A common stock, respectively, upon options exercises by certain employees and non-employees. During the three months ended March 31, 2019, no shares of Class B common stock were converted into Class A common stock. At March 31, 2019, the number of shares of Class A common stock issued and outstanding was 14,176,790. At March 31, 2019, the number of shares of Class B common stock issued and outstanding was 1,898,423. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | ACM’s stock-based compensation awards consisting of employee and non-employee awards were issued under the 1998 Stock Option Plan and 2016 Omnibus Incentive Plan and as standalone options. Employee Awards The following table summarizes the Company’s employee share option activities during the three months ended March 31, 2019: Number of Option Share Weighted Average Grant Date Fair Value Weighted Average Exercise Price Weighted Average Remaining Contractual Term Out standing at December 31, 2018 2,503,405 $ 0.91 $ 4.09 7.30 years Granted - - - Exercised (11,375 ) 0.65 1.68 Expired (628 ) 0.55 3.00 Forfeited - - - Outstanding at March 31, 2019 2,491,402 $ 1.53 $ 4.10 7.06 years Vested and exercisable at March 31, 2019 1,544,974 During the three months ended March 31, 2019 and 2018, the Company recognized employee stock-based compensation expense of $221 and $93, respectively. As of March 31, 2019 and December 31, 2018, $2,203 and $2,424, respectively, of total unrecognized employee stock-based compensation expense, net of estimated forfeitures, related to stock-based awards were expected to be recognized over a weighted-average period of 1.41 years and 1.62 years, respectively. Total recognized compensation cost may be adjusted for future changes in estimated forfeitures. No options were granted to employees during the three months ended March 31, 2019. Non-employee Awards The following table summarizes the Company’s non-employee share option activities during the three months ended March 31, 2019: Number of Option Shares Weighted Average Grant Date Fair Value Weighted Average Exercise Price Weighted Average Remaining Contractual Term Outstanding at Dec ember 31, 2018 1,212,374 $ 0.78 $ 2.57 6.66 years Granted - - - Exercised (55,000 ) 0.32 0.75 Expired - - - Forfeited - - - Outstanding at March 31, 2019 1,157,374 $ 0.78 $ 2.57 6.66 years Vested and exercisable at March 31, 2019 950,237 We adopted ASU 2018-07 on January 1, 2019 and the stock-based compensation expense for grants before the adoption of ASU 2018-07 is based on the grant date fair value as of December 31, 2018, which was the last business day before we adopted ASU 2018-07, for all nonemployee awards that have not vested as of December 31, 2018. Furthermore, for future awards, compensation expense is based on the market value of the shares at the grant date. Refer to "Note 2 - Summary of Significant Accounting Policies" for further discussion on our adoption of ASU 2018-07. During the three months ended March 31, 2019 and 2018, 2,083 As of March 31, 2019 and December 31, 2018, $1,190 and $1,713, respectively, of total unrecognized non-employee stock-based compensation expense, net of estimated forfeitures, related to stock-based awards were expected to be recognized over a weighted-average period of 1.37 years and 1.31 years, respectively. Total recognized compensation cost may be adjusted for future changes in estimated forfeitures. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry-forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period during which such rates are enacted. The Company considers all available evidence to determine whether it is more likely than not that some portion or all of the deferred tax assets will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become realizable. Management considers the scheduled reversal of deferred tax liabilities (including the impact of available carryback and carry-forward periods), and projected taxable income in assessing the realizability of deferred tax assets. In making such judgments, significant weight is given to evidence that can be objectively verified. Based on all available evidence, in particular the Company’s three-year historical cumulative losses, recent operating results and U.S. pre-tax loss for the three months ended March 31, 2019, the Company recorded a valuation allowance against its U.S. net deferred tax assets. In order to fully realize the U.S. deferred tax assets, the Company will need to generate sufficient taxable income in future periods before the expiration of the deferred tax assets governed by the tax code. In each period since inception, the Company has recorded a valuation allowance for the full amount of net deferred tax assets in the United States, as the realization of deferred tax assets is uncertain. ACM Shanghai has shown a three-year historical cumulative profit and has projections of future income. As a result, the Company maintained a partial consolidated valuation allowance for the three months ended March 31, 2019. The Company accounts for uncertain tax positions in accordance with the authoritative guidance on income taxes under which the Company may only recognize or continue to recognize tax positions that meet a "more likely than not" threshold. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as a component of the provision for income taxes. The Company’s effective tax rate differs from statutory rates of 21% for U.S. federal income tax purposes and 15% to 25% for Chinese income tax purposes due to the effects of the valuation allowance and certain permanent differences from book-tax differences. As a result, the Company recorded income tax expense of $119 and $22 during the three months ended March 31, 2019 and 2018, respectively. As of March 31, 2019, the Company's total unrecognized tax benefits were approximately $44, which would not affect the effective tax rate if recognized. The Company will recognize interest and penalties, when they occur, related to uncertain tax provisions as a component of tax expense. No interest or penalties were recognized for the three months ended March 31, 2019. The Company files income tax returns in the United States, and state and foreign jurisdictions. The federal, state and foreign income tax returns are under the statute of limitations subject to tax examinations for the tax years ended December 31, 1999 through December 31, 2017. This is due to the Company’s tax attribute carry-forwards, the tax years in which the attribute was generated may still be adjusted upon examination by the U.S. Internal Revenue Service, state or foreign tax authorities to the extent utilized in a future period. The Tax Cuts and Jobs Act (the "Tax Act"), enacted on December 22, 2017, introduced significant changes to U.S. income tax law. Effective January 1, 2018, the Tax Act reduced the U.S. statutory tax rate from 35% to 21% and created new taxes on certain foreign-sourced earnings and certain intercompany payments. Due to the timing of the enactment and the complexity involved in applying the provisions of the Tax Act, the Company made reasonable estimates of the effects and recorded provisional amounts in its financial statements as of December 31, 2017. There were no adjustments made in the three months ended March 31, 2019. The accounting for the tax effects of the Tax Act was completed in 2018. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | The Company leases offices under non-cancelable operating lease agreements. See note 12 for future minimum lease payments under non-cancelable operating lease agreements with initial terms of one year or more. As of March 31, 2019, the Company did not have any capital commitments. From time to time the Company is subject to legal proceedings, including claims in the ordinary course of business and claims with respect to patent infringements. As of March 31, 2019, the Company did not have any legal proceedings. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | The consolidated accounts include ACM and its subsidiaries, ACM Shanghai, ACM Wuxi, CleanChip and ACM Korea. Subsidiaries are those entities in which ACM, directly and indirectly, controls more than one half of the voting power. All significant intercompany transactions and balances have been eliminated upon consolidation. The accompanying condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and the rules and regulations of the SEC for reporting on Form 10-Q. Accordingly, they do not include all the information and footnotes required by GAAP for complete financial statements herein. The unaudited condensed consolidated financial statements herein should be read in conjunction with the historical consolidated financial statements of the Company for the year ended December 31, 2018 included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018. The accompanying condensed consolidated balance sheet as of March 31, 2019, the condensed consolidated statements of operations and comprehensive income (loss) for the three months ended March 31, 2019 and 2018, and the condensed consolidated statements of cash flows for the three months ended March 31, 2019 and 2018 are unaudited. In the opinion of management, the unaudited condensed consolidated financial statements of the Company reflect all adjustments that are necessary for a fair presentation of the Company’s financial position and results of operations. Such adjustments are of a normal recurring nature, unless otherwise noted. The balance sheet as of March 31, 2019 and the results of operations for the three months ended March 31, 2019 are not necessarily indicative of the results to be expected for any future period. |
Use of Estimates | The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the balance sheet date and the reported revenue and expenses during the reported period in the condensed consolidated financial statements and accompanying notes. The Company’s significant accounting estimates and assumptions include, but are not limited to, those used for the valuation and recognition of stock-based compensation arrangements and warrant liability, realization of deferred tax assets, assessment for impairment of long-lived assets, allowance for doubtful accounts, inventory valuation for excess and obsolete inventories, lower of cost and market value or net realizable value of inventories, depreciable lives of property and equipment, and useful life of intangible assets. Management of the Company believes that the estimates, judgments and assumptions are reasonable, based on information available at the time they are made. Actual results could differ materially from those estimates. |
Basic and Diluted Net Income (Loss) per Common Share | Basic and diluted net income (loss) per common share is calculated as follows: Three Months Ended March 31, 2019 2018 Numerator: Net income (loss) $ 1,857 $ (2,780 ) Denominator: Weighted average shares outstanding, basic 16,044,655 15,383,086 Effect of dilutive securities 2,180,662 - Weighted average shares outstanding, diluted 18,225,317 15,383,086 Net income (loss) per common share: Basic $ 0.12 $ (0.18 ) Diluted $ 0.10 $ (0.18 ) ACM has been authorized to issue Class A and Class B common stock since redomesticating in Delaware in November 2016. The two classes of common stock are substantially identical in all material respects, except for voting rights. Since ACM did not declare any dividends during the three months ended March 31, 2019 and 2018, the net income (loss) per common share attributable to each class is the same under the “two-class” method. As such, the two classes of common stock have been presented on a combined basis in the condensed consolidated statements of operations and comprehensive income (loss) and in the above computation of net income (loss) per common share. Diluted net income (loss) per common share reflects the potential dilution from securities that could share in ACM’s earnings. ACM’s potential dilutive securities consist of convertible preferred stocks, warrants and stock options for the three months ended March 31, 2019 and 2018. Certain potential dilutive securities were excluded from the net income (loss) per share calculation because the impact would be anti-dilutive. |
Recent Accounting Pronouncements | Recently Adopted Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-02, Leases (Topic 842) Leases Leases Effective January 1, 2019, we adopted the ASU 2016-02, Leases, Targeted Improvements to ASC 842 Leases, In June 2018, the FASB issued ASU No. 2018-07, Compensation — Stock Compensation (Topic 718) — Improvements to Nonemployee Share-Based Payment Accounting Effective January 1, 2019, we adopted ASU 2018-07 and it did not have a material impact on our condensed consolidated financial statements. Recent Accounting Pronouncements Not Yet Adopted In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820) In January 2017, the FASB issued ASU No. 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. ASU 2016-13 replaced the incurred loss impairment methodology under current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. ASU 2016-13 requires use of a forward-looking expected credit loss model for accounts receivables, loans, and other financial instruments. ASU 2016-13 is effective for fiscal years beginning after December 15, 2019, with early adoption permitted. Adoption of the standard requires using a modified retrospective approach through a cumulative-effect adjustment to retained earnings as of the effective date to align existing credit loss methodology with the new standard. We will adopt ASU 2016-13 effective January 1, 2020. We are currently evaluating the impact of this standard on our consolidated financial statements, including accounting policies, processes, and systems, but do not expect the standard will have a material impact on our consolidated financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Calculation of basic and diluted net loss per common share | Three Months Ended March 31, 2019 2018 Numerator: Net income (loss) $ 1,857 $ (2,780 ) Denominator: Weighted average shares outstanding, basic 16,044,655 15,383,086 Effect of dilutive securities 2,180,662 - Weighted average shares outstanding, diluted 18,225,317 15,383,086 Net income (loss) per common share: Basic $ 0.12 $ (0.18 ) Diluted $ 0.10 $ (0.18 ) |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Receivables [Abstract] | |
Accounts receivable | March 31, December 31, 2019 2018 Accounts receivable $ 25,070 $ 24,608 Less: Allowance for doubtful accounts - - Total $ 25,070 $ 24,608 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Inventory Disclosure [Abstract] | |
Inventory | March 31, 2019 December 31, 2018 Raw materials $ 13,285 $ 12,646 Work in process 15,981 9,631 Finished goods 12,987 16,487 Total inventory, gross 42,253 38,764 Inventory reserve - - Total inventory, net $ 42,253 $ 38,764 |
Property, Plant and Equipment_2
Property, Plant and Equipment, Net (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property, plant and equipment | March 31, December 31, 2019 2018 Manufacturing equipment $ 9,894 $ 9,703 Office equipment 549 512 Transportation equipment 129 184 Leasehold improvement 1,444 1,379 Total cost 12,016 11,778 Less: Total accumulated depreciation (8,377 ) (8,102 ) Construction in progress 80 32 Total property, plant and equipment, net $ 3,719 $ 3,708 |
Short-Term Borrowings (Tables)
Short-Term Borrowings (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Debt Disclosure [Abstract] | |
Short-term borrowings | March 31, 2019 December 31, 2018 Line of credit up to RMB 50,000 from Bank of Shanghai Pudong Branch, due on April 17, 2019 with an annual interest rate of 4.99%, guaranteed by the Company’s CEO and fully repaid on March 27, 2019 . $ - $ 3,133 Line of credit up to RMB 50,000 from Bank of Shanghai Pudong Branch, due on February 14, 2019 with an annual interest rate of 5.15%, guaranteed by the Company’s CEO and fully repaid on February 14, 2019. - 485 Line of credit up to RMB 50,000 from Bank of Shanghai Pudong Branch, due on January 23, 2020 with an annual interest rate of 5.22%, guaranteed by the Company’s CEO and Cleanchip Technologies Limited. 668 Line of credit up to RMB 30,000 from Bank of China Pudong Branch, due on June 06, 2019 with annual interest rate of 5.22%, secured by certain of the Company’s intellectual property and the Company’s CEO. 2,228 2,186 Line of credit up to RMB 30,000 from Bank of China Pudong Branch, due on June 13, 2019 with annual interest rate of 5.22%, secured by certain of the Company’s intellectual property and the Company’s CEO. 2,228 2,186 Line of credit up to RMB 10,000 from Shanghai Rural Commercial Bank, due on January 23, 2019 with an annual interest rate of 5.44%, guaranteed by the Company’s CEO and pledged by accounts receivable, and fully repaid on January 23, 2019. - 1,457 Line of credit up to RMB 20,000 from Shanghai Rural Commercial Bank, due on February 21, 2020 with an annual interest rate of 5.66%, guaranteed by the Company’s CEO and pledged by accounts receivable. 1,485 Line of credit up to RMB 20,000 from Bank of Communications, due on January 18, 2020 with an annual interest rate of 5.66%. 1,485 Line of credit up to RMB 20,000 from Bank of Communications, due on January 22, 2020 with an annual interest rate of 5.66%. 743 Line of credit up to RMB 20,000 from Bank of Communications, due on February 14, 2020 with an annual interest rate of 5.66%. 742 Line of credit up to RMB 50,000 from China Everbright Bank, due on March 25, 2020 with an annual interest rate of 4.94%, guaranteed by the Company’s CEO. 3,250 Total $ 12,829 $ 9,447 |
Other Payable and Accrued Exp_2
Other Payable and Accrued Expenses (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Payables and Accruals [Abstract] | |
Other payable and accrued expenses | March 31, 2019 December 31, 2018 Lease expenses and payable for leasehold improvement due to a related party (note 11) $ - $ 53 Accrued commissions 2,663 2,931 Accrued warranty 2,017 1,710 Accrued payroll 1,240 626 Accrued professional fees 139 64 Accrued machine testing fees 2,978 3,076 Others 2,797 1,950 Total $ 11,834 $ 10,410 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Leases [Abstract] | |
Lease expense | March 31, 2019 Operating lease cost $ 437 Short-term lease cost 18 Lease cost $ 455 |
Supplemental cash flow information related to operating lease | Three months ended March 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflow from operating leases 455 |
Maturities of our lease liabilities for all operating leases | March 31, 2019 2019 $ 1,057 2020 1,424 2021 1,456 2022 1,494 2023 53 2024 13 Total lease payments 5,497 Less: Interest (710 ) Present value of lease liabilities $ 4,787 |
Weighted average remaining lease terms and discount rates | Remaining lease term and discount rate: March 31, 2019 Weighted average remaining lease term (years) 3.80 Weighted average discount rate 5.43 % |
Other Long-Term Liabilities (Ta
Other Long-Term Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Other Liabilities Disclosure [Abstract] | |
Other long-term liabilities | March 31, 2019 December 31, 2018 Subsidies to Stress Free Polishing project, commenced in 2008 and 2017 $ 1,449 $ 1,483 Subsidies to Electro Copper Plating project, commenced in 2014 1,598 2,860 Subsidies to Polytetrafluoroethylene, commenced in 2018 171 178 Other 78 62 Total $ 3,296 $ 4,583 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Employee Stock Option [Member] | |
Summary of share option activities | Number of Option Share Weighted Average Grant Date Fair Value Weighted Average Exercise Price Weighted Average Remaining Contractual Term Out standing at December 31, 2018 2,503,405 $ 0.91 $ 4.09 7.30 years Granted - - - Exercised (11,375 ) 0.65 1.68 Expired (628 ) 0.55 3.00 Forfeited - - - Outstanding at March 31, 2019 2,491,402 $ 1.53 $ 4.10 7.06 years Vested and exercisable at March 31, 2019 1,544,974 |
Non Employee Awards [Member] | |
Summary of share option activities | Number of Option Shares Weighted Average Grant Date Fair Value Weighted Average Exercise Price Weighted Average Remaining Contractual Term Outstanding at Dec ember 31, 2018 1,212,374 $ 0.78 $ 2.57 6.66 years Granted - - - Exercised (55,000 ) 0.32 0.75 Expired - - - Forfeited - - - Outstanding at March 31, 2019 1,157,374 $ 0.78 $ 2.57 6.66 years Vested and exercisable at March 31, 2019 950,237 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Numerator: | ||
Net income (loss) | $ 1,857 | $ (2,780) |
Denominator: | ||
Weighted average shares outstanding, basic | 16,044,655 | 15,383,086 |
Effect of dilutive securities | 2,180,662 | 0 |
Weighted average shares outstanding, diluted | 18,225,317 | 15,383,086 |
Net income (loss) attributable to ACM per common share: | ||
Basic | $ 0.12 | $ (0.18) |
Diluted | $ 0.10 | $ (0.18) |
Accounts Receivable (Details)
Accounts Receivable (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Receivables [Abstract] | ||
Accounts receivable | $ 25,070 | $ 24,608 |
Less: allowance for doubtful accounts | 0 | 0 |
Total | $ 25,070 | $ 24,608 |
Accounts Receivable (Details Na
Accounts Receivable (Details Narrative) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Receivables [Abstract] | ||
Allowance for doubtful accounts | $ 0 | $ 0 |
Accounts receivable were pledged as collateral for borrowings | $ 0 | $ 1,457 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 13,285 | $ 12,646 |
Work in process | 15,981 | 9,631 |
Finished goods | 12,987 | 16,487 |
Total inventory, gross | 42,253 | 38,764 |
Inventory reserve | 0 | 0 |
Total inventory, net | $ 42,253 | $ 38,764 |
Inventories (Details Narrative)
Inventories (Details Narrative) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Inventory Disclosure [Abstract] | ||
Inventory reserve | $ 0 | $ 0 |
Inventory pledged as collateral for borrowings | $ 0 | $ 0 |
Property, Plant and Equipment (
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Total cost | $ 12,016 | $ 11,778 |
Less: total accumulated depreciation | (8,377) | (8,102) |
Construction in progress | 80 | 32 |
Total property, plant and equipment, net | 3,719 | 3,708 |
Manufacturing Equipment [Member] | ||
Total cost | 9,894 | 9,703 |
Office Equipment [Member] | ||
Total cost | 549 | 184 |
Transportation Equipment [Member] | ||
Total cost | 129 | 1,379 |
Leasehold Improvements [Member] | ||
Total cost | $ 1,444 | $ 512 |
Property, Plant and Equipment_3
Property, Plant and Equipment, Net (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 175 | $ 85 |
Short-Term Borrowing (Details)
Short-Term Borrowing (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Short-term borrowings | $ 12,829 | $ 9,447 |
Short-term borrowings 1 | ||
Short-term borrowings | 0 | 3,133 |
Short-term borrowings 2 | ||
Short-term borrowings | 0 | 485 |
Short-term borrowings 3 | ||
Short-term borrowings | 668 | 0 |
Short-term borrowings 4 | ||
Short-term borrowings | 2,228 | 2,186 |
Short-term borrowings 5 | ||
Short-term borrowings | 2,228 | 2,186 |
Short-term borrowings 6 | ||
Short-term borrowings | 0 | 1,457 |
Short-term borrowings 7 | ||
Short-term borrowings | 1,485 | 0 |
Short-term borrowings 8 | ||
Short-term borrowings | 1,485 | 0 |
Short-term borrowings 9 | ||
Short-term borrowings | 743 | 0 |
Short-term borrowings 10 | ||
Short-term borrowings | 742 | 0 |
Short-term borrowings 11 | ||
Short-term borrowings | $ 3,250 | $ 0 |
Short-Term Borrowings (Details
Short-Term Borrowings (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Debt Disclosure [Abstract] | ||
Interest expense related to short-term borrowings | $ 139 | $ 103 |
Other Payable and Accrued Exp_3
Other Payable and Accrued Expenses (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Payables and Accruals [Abstract] | ||
Lease expenses and payable for leasehold improvement due to a related party (note 11) | $ 0 | $ 53 |
Accrued commissions | 2,663 | 2,931 |
Accrued warranty | 2,017 | 1,710 |
Accrued payroll | 1,240 | 626 |
Accrued professional fees | 139 | 64 |
Accrued machine testing fee | 2,978 | 3,076 |
Others | 2,797 | 1,950 |
Total | $ 11,834 | $ 10,410 |
Leases (Details)
Leases (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Leases [Abstract] | |
Operating lease cost | $ 437 |
Short-term lease cost | 18 |
Lease cost | $ 455 |
Leases (Details 1)
Leases (Details 1) | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Cash paid for amounts included in the measurement of lease liabilities: | |
Operating cash outflow from operating leases | $ 455 |
Leases (Details 2)
Leases (Details 2) $ in Thousands | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Leases [Abstract] | |
Operating cash outflow from operating leases | $ 455 |
Leases (Details 3)
Leases (Details 3) $ in Thousands | Mar. 31, 2019USD ($) |
Leases [Abstract] | |
2019 | $ 1,057 |
2020 | 1,424 |
2021 | 1,456 |
2022 | 1,494 |
2023 | 53 |
2024 | 13 |
Total payments | 5,497 |
Less: interest | (710) |
Present value of lease liabilities | $ 4,787 |
Leases (Details 4)
Leases (Details 4) | Mar. 31, 2019 |
Leases [Abstract] | |
Weighted average remaining lease term (years) | 3 years 9 months 18 days |
Weighted average discount rate | 5.43% |
Other Long-Term Liabilities (De
Other Long-Term Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Other long-term liabilities | $ 3,296 | $ 4,583 |
Subsidies to Stress Free Polishing project [Member] | ||
Other long-term liabilities | 1,449 | 1,483 |
Subsidies to Electro Copper Plating project [Member] | ||
Other long-term liabilities | 1,597 | 2,860 |
Subsidies to Polytetrafluoroethylene [Member] | ||
Other long-term liabilities | 171 | 178 |
Other [Member] | ||
Other long-term liabilities | $ 78 | $ 62 |
Related Party Balances and Tr_2
Related Party Balances and Transactions (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | |
Ninebell [Member] | |||
Purchased materials amount | $ 2,320 | $ 970 | |
Accounts payable-related party | 1,479 | $ 1,477 | |
Prepaid for material purchases | 871 | $ 572 | |
Shanghai Zhangjiang Group Co., Ltd. [Member] | |||
Leasing expense under lease agreement | 150 | 172 | |
Lease expenses and payable for leasehold improvement due to a related party | $ 0 | $ 53 |
Common Stock (Details Narrative
Common Stock (Details Narrative) - $ / shares | Mar. 31, 2019 | Dec. 31, 2018 |
Common Class A [Member] | ||
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, par value | $ .0001 | $ 0.0001 |
Common stock, shares issued | 14,176,690 | 14,110,315 |
Common stock, shares outstanding | 14,176,690 | 14,110,315 |
Common Class B [Member] | ||
Common stock, shares authorized | 7,303,533 | 7,303,533 |
Common stock, par value | $ .0001 | $ 0.0001 |
Common stock, shares issued | 1,898,423 | 1,898,423 |
Common stock, shares outstanding | 1,898,423 | 1,898,423 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) | 3 Months Ended |
Mar. 31, 2019$ / sharesshares | |
Employee Stock Option [Member] | |
Number of Option Shares, Outstanding, Beginning balance | shares | 2,503,405 |
Number of Option Shares, Outstanding, Granted | shares | 0 |
Number of Option Shares, Outstanding, Exercised | shares | (11,375) |
Number of Option Shares, Outstanding, Expired | shares | (628) |
Number of Option Shares, Outstanding, Forfeited | shares | 0 |
Number of Option Shares, Outstanding, Ending balance | shares | 2,491,402 |
Vested and Exercisable | shares | 1,544,974 |
Weighted Average Grant Date Fair Value, Outstanding, Beginning balance | $ .91 |
Weighted Average Grant Date Fair Value, Granted | .00 |
Weighted Average Grant Date Fair Value, Exercised | .65 |
Weighted Average Grant Date Fair Value, Expired | .55 |
Weighted Average Grant Date Fair Value, Forfeited | .00 |
Weighted Average Grant Date Fair Value, Outstanding, Ending balance | 1.53 |
Weighted Average Exercise Price, Outstanding, Beginning balance | 4.09 |
Weighted Average Exercise Price, Granted | .00 |
Weighted Average Exercise Price, Exercised | 1.68 |
Weighted Average Exercise Price, Expired | 3 |
Weighted Average Exercise Price, Forfeited | .00 |
Weighted Average Exercise Price, Outstanding, Ending balance | $ 4.10 |
Weighted Average Remaining Contractual Term, Outstanding | 7 years 22 days |
Non Employee Awards [Member] | |
Number of Option Shares, Outstanding, Beginning balance | shares | 1,212,374 |
Number of Option Shares, Outstanding, Granted | shares | 0 |
Number of Option Shares, Outstanding, Exercised | shares | (55,000) |
Number of Option Shares, Outstanding, Expired | shares | 0 |
Number of Option Shares, Outstanding, Forfeited | shares | 0 |
Number of Option Shares, Outstanding, Ending balance | shares | 1,157,374 |
Vested and Exercisable | shares | 950,237 |
Weighted Average Grant Date Fair Value, Outstanding, Beginning balance | $ .78 |
Weighted Average Grant Date Fair Value, Granted | .00 |
Weighted Average Grant Date Fair Value, Exercised | .32 |
Weighted Average Grant Date Fair Value, Expired | .00 |
Weighted Average Grant Date Fair Value, Forfeited | .00 |
Weighted Average Grant Date Fair Value, Outstanding, Ending balance | .78 |
Weighted Average Exercise Price, Outstanding, Beginning balance | 2.57 |
Weighted Average Exercise Price, Granted | .00 |
Weighted Average Exercise Price, Exercised | .75 |
Weighted Average Exercise Price, Expired | .00 |
Weighted Average Exercise Price, Forfeited | .00 |
Weighted Average Exercise Price, Outstanding, Ending balance | $ 2.57 |
Weighted Average Remaining Contractual Term, Outstanding | 6 years 7 months 28 days |
Stock-Based Compensation (Det_2
Stock-Based Compensation (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | |
Employee Stock Option [Member] | |||
Stock-based compensation expense | $ 221 | $ 933 | |
Unrecognized employee stock-based compensation expense, net of estimated forfeitures | $ 2,203 | $ 2,424 | |
Weighted-average period over which unrecognized compensation is expected to be recognized | 1 year 4 months 28 days | 1 year 7 months 13 days | |
Non Employee Awards [Member] | |||
Stock-based compensation expense | $ 523 | $ 2,083 | |
Unrecognized employee stock-based compensation expense, net of estimated forfeitures | $ 1,190 | $ 1,713 | |
Weighted-average period over which unrecognized compensation is expected to be recognized | 1 year 4 months 13 days | 1 year 3 months 22 days |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Statutory U.S federal income tax rate | 21.00% | |
Income tax provision (benefit) | $ 119 | $ 22 |
Unrecognized tax benefits | $ 44 | |
Minimum [Member] | ||
Statutory Chinese income tax rate | 15.00% | |
Maximum [Member] | ||
Statutory Chinese income tax rate | 25.00% |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) $ in Thousands | Mar. 31, 2019USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments | $ 0 |