Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2023 | May 04, 2023 | |
Cover [Abstract] | ||
Document type | 10-Q | |
Document period end date | Mar. 31, 2023 | |
Amendment flag | false | |
Entity registrant name | DIODES INC /DEL/ | |
Entity central index key | 0000029002 | |
Current fiscal year end date | --12-31 | |
Entity filer category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity common stock shares outstanding | 45,720,245 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | DIOD | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity File Number | 002-25577 | |
Entity Tax Identification Number | 95-2039518 | |
Entity Address, Address Line One | 4949 Hedgcoxe Road | |
Entity Address, Address Line Two | Suite 200 | |
Entity Address, City or Town | Plano | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 75024 | |
City Area Code | 972 | |
Local Phone Number | 987-3900 | |
Entity Incorporation, State or Country Code | DE | |
Entity Interactive Data Current | Yes | |
Title of 12(b) Security | Common Stock, Par Value $0.66 2/3 | |
Security Exchange Name | NASDAQ | |
Document Quarterly Report | true | |
Document Transition Report | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 323,146 | $ 336,732 |
Restricted cash | 2,761 | 4,367 |
Short-term investments | 8,768 | 7,059 |
Accounts receivable, net of allowances of $5,861 and $5,852 at March 31, 2023 and December 31, 2022, respectively | 369,054 | 369,233 |
Inventories | 341,941 | 360,281 |
Prepaid expenses and other | 76,101 | 83,999 |
Total current assets | 1,121,771 | 1,161,671 |
Property, plant and equipment, net | 755,707 | 736,730 |
Deferred income tax | 36,185 | 35,308 |
Goodwill | 145,937 | 144,757 |
Intangible assets, net | 75,398 | 79,137 |
Other long-term assets | 150,563 | 130,709 |
Total assets | 2,285,561 | 2,288,312 |
Current liabilities: | ||
Lines of credit | 34,651 | 36,280 |
Accounts payable | 143,694 | 160,442 |
Accrued liabilities and other | 176,952 | 214,433 |
Income tax payable | 33,876 | 19,682 |
Current portion of long-term debt | 1,173 | 1,693 |
Total current liabilities | 390,346 | 432,530 |
Long-term debt, net of current portion | 89,636 | 147,470 |
Deferred tax liabilities | 13,012 | 12,903 |
Other long-term liabilities | 126,894 | 112,490 |
Total liabilities | 619,888 | 705,393 |
Commitments and contingencies (See Note 9) | ||
Stockholders' equity | ||
Preferred stock - par value $1.00 per share; 1,000,000 shares authorized; no shares issued or outstanding | 0 | 0 |
Common stock - par value $0.66 2/3 per share; 70,000,000 shares authorized; and 45,706,798 shares and 45,469,722 shares issued and outstanding at March 31, 2023 and December 31, 2022, respectively | 36,661 | 36,503 |
Additional paid-in capital | 494,598 | 494,773 |
Retained earnings | 1,519,242 | 1,448,092 |
Treasury stock, at cost, 9,281,581 shares at March 31,2023 and 9,281,581 shares at December 31, 2022 | (337,490) | (337,490) |
Accumulated other comprehensive loss | (117,546) | (128,233) |
Total stockholders' equity | 1,595,465 | 1,513,645 |
Noncontrolling interest | 70,208 | 69,274 |
Total equity | 1,665,673 | 1,582,919 |
Total liabilities and stockholders' equity | $ 2,285,561 | $ 2,288,312 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance | $ 5,861 | $ 5,852 |
Preferred stock par value | $ 1 | $ 1 |
Preferred stock shares authorized | 1,000,000 | 1,000,000 |
Preferred stock shares issued | 0 | 0 |
Preferred stock shares outstanding | 0 | 0 |
Common stock par value | $ 0.66 | $ 0.66 |
Common stock shares authorized | 70,000,000 | 70,000,000 |
Common stock shares issued | 45,706,798 | 45,469,722 |
Common stock shares outstanding | 45,706,798 | 45,469,722 |
Treasury stock, shares | 9,281,581 | 9,281,581 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Income Statement [Abstract] | ||
Net sales | $ 467,241 | $ 482,123 |
Cost of goods sold | 272,787 | 285,426 |
Gross profit | 194,454 | 196,697 |
Operating expenses | ||
Selling, general and administrative | 70,991 | 71,443 |
Research and development | 33,232 | 28,677 |
Amortization of acquisition related intangible assets | 3,852 | 3,862 |
Other operating expense (income) | (48) | (343) |
Total operating expense | 108,027 | 103,639 |
Income from operations | 86,427 | 93,058 |
Other income (expense) | ||
Interest income | 1,772 | 826 |
Interest expense | (2,132) | (1,114) |
Foreign currency (loss) gain, net | (1,893) | 1,721 |
Unrealized gain (loss) on investments | 3,889 | (5,548) |
Other income | 530 | 1,876 |
Total other income (expense) | 2,166 | (2,239) |
Income before income taxes and noncontrolling interest | 88,593 | 90,819 |
Income tax provision | 16,616 | 16,646 |
Net income | 71,977 | 74,173 |
Less net income attributable to noncontrolling interest | (827) | (1,482) |
Net income attributable to common stockholders | $ 71,150 | $ 72,691 |
Earnings per share attributable to common stockholders: | ||
Basic | $ 1.56 | $ 1.61 |
Diluted | $ 1.54 | $ 1.59 |
Number of shares used in earnings per share computation: | ||
Basic | 45,600 | 45,104 |
Diluted | 46,161 | 45,844 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest [Abstract] | ||
Net income | $ 71,977 | $ 74,173 |
Unrealized gain (loss) on defined benefit plan, net of tax | 2,706 | (1,533) |
Unrealized (loss) gain on derivative instruments, net of tax | (3,342) | 2,831 |
Unrealized foreign currency gain (loss), net of tax | 11,323 | (12,585) |
Comprehensive income | 82,664 | 62,886 |
Less: Comprehensive income attributable to noncontrolling interest | (827) | (1,482) |
Total comprehensive income attributable to common stockholders | $ 81,837 | $ 61,404 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY - USD ($) $ in Thousands | Total | Common Stock | Treasury Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Loss | Total Diodes Incorporated Stockholders' Equity | Noncontrolling Interest |
BALANCE at Dec. 31, 2021 | $ 1,302,724 | $ 36,195 | $ (336,894) | $ 471,649 | $ 1,116,809 | $ (50,517) | $ 1,237,242 | $ 65,482 |
Common stock shares beginning at Dec. 31, 2021 | 54,290 | (9,273) | ||||||
Total comprehensive income (loss) | 62,886 | 72,691 | (11,287) | 61,404 | 1,482 | |||
Net changes in noncontrolling interest | (5,464) | (1,013) | (1,013) | (4,451) | ||||
Common stock issued for share-based plans | 87 | $ 143 | (59) | 84 | 3 | |||
Common stock issued for share-based plans, shares | 214 | |||||||
Share-based compensation | 7,818 | 7,818 | 7,818 | |||||
Tax related to net share settlement | (8,032) | (8,032) | (8,032) | |||||
BALANCE at Mar. 31, 2022 | 1,360,019 | $ 36,338 | $ (336,894) | 470,363 | 1,189,500 | (61,804) | 1,297,503 | 62,516 |
Common stock shares ending at Mar. 31, 2022 | 54,504 | (9,273) | ||||||
BALANCE at Dec. 31, 2022 | $ 1,582,919 | $ 36,503 | $ (337,490) | 494,773 | 1,448,092 | (128,233) | 1,513,645 | 69,274 |
Common stock shares beginning at Dec. 31, 2022 | 45,469,722 | 54,751 | (9,282) | |||||
Total comprehensive income (loss) | $ 82,664 | 71,150 | 10,687 | 81,837 | 827 | |||
Net changes in noncontrolling interest | 107 | 107 | ||||||
Common stock issued for share-based plans | $ 158 | (158) | ||||||
Common stock issued for share-based plans, shares | 237 | |||||||
Share-based compensation | 9,652 | 9,652 | 9,652 | |||||
Tax related to net share settlement | (9,669) | (9,669) | (9,669) | |||||
BALANCE at Mar. 31, 2023 | $ 1,665,673 | $ 36,661 | $ (337,490) | $ 494,598 | $ 1,519,242 | $ (117,546) | $ 1,595,465 | $ 70,208 |
Common stock shares ending at Mar. 31, 2023 | 45,706,798 | 54,988 | (9,282) |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Cash flows from operating activities | ||
Net income | $ 71,977 | $ 74,173 |
Adjustments to reconcile net income to net cash provided by operating activities, net of effects of acquisitions | ||
Depreciation | 29,793 | 24,729 |
Amortization of intangible assets | 3,852 | 3,862 |
Share-based compensation expense | 9,820 | 7,902 |
Deferred income taxes | (404) | (347) |
Investment (gain) loss | (3,829) | (5,518) |
Other | 299 | (1,383) |
Changes in operating assets: | ||
Change in accounts receivable | 1,544 | (6,626) |
Change in inventory | 20,759 | (25,074) |
Change in other operating assets | 4,964 | (2,282) |
Changes in operating liabilities: | ||
Change in accounts payable | (17,718) | (8,549) |
Change in accrued liabilities | (36,289) | (13,751) |
Change in income tax payable | 13,932 | 16,461 |
Change in other operating liabilities | 1,111 | (2,316) |
Net cash flows provided by operating activities | 99,811 | 72,317 |
Cash flows from investing activities | ||
Acquisitions, net of cash received | 0 | (13,269) |
Purchases of property, plant and equipment | (48,003) | (38,542) |
Proceeds from sale of property, plant and equipment | 99 | 188 |
Proceeds from short-term investments | 807 | 3,046 |
Purchases of short-term investments | (2,469) | (5,998) |
Proceeds from sale of securities | 417 | |
Other | 1,018 | (311) |
Net cash and cash equivalents used in investing activities | (48,131) | (54,886) |
Cash flows from financing activities | ||
Advances on lines of credit and short-term debt | 8,173 | 37,782 |
Repayments of lines of credit and short-term debt | (10,139) | (26,883) |
Proceeds from long-term debt | 263 | 45,000 |
Repayments of long-term debt | (59,061) | (123,545) |
Net proceeds from issuance of common stock | 0 | 84 |
Repayment of and proceeds from finance lease obligation | (7) | (61) |
Taxes paid related to net share settlement | (9,669) | (8,032) |
Net changes in noncontrolling interest | 107 | 3 |
Other | 15 | (207) |
Net cash and cash equivalents used in financing activities | (70,318) | (75,859) |
Effect of exchange rate changes on cash and cash equivalents | 3,446 | (2,385) |
Change in cash and cash equivalents, including restricted cash | (15,192) | (60,813) |
Cash and cash equivalents, beginning of period, including restricted cash | 341,099 | 366,818 |
Cash and cash equivalents, end of period, including restricted cash | 325,907 | 306,005 |
Supplemental Cash Flow Information | ||
Interest paid during the period | 1,941 | 878 |
Taxes paid during the period | 5,388 | 476 |
Non-cash investing and financing activities: | ||
Accounts payable balance related to the purchase of property, plant and equipment | $ 27,113 | $ 22,904 |
Summary of Operations and Signi
Summary of Operations and Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Operations and Significant Accounting Policies | NOTE 1 – Summary of Operations and Significant Accounting Policies Summary of Operations Diodes Incorporated, together with its subsidiaries (collectively the “Company,” “we” or “our” (Nasdaq: DIOD)), a Standard and Poor's 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, analog, and mixed-signal semiconductor markets. The Company serves the industrial, automotive, computing, consumer and communications markets. The Company's diverse product portfolio covers diodes; rectifiers; transistors; MOSFETs; SiC diodes and MOSFETs; protection devices; logic; voltage translators; amplifiers and comparators; sensors; and power management devices such as AC-DC converters, DC-DC switching, linear voltage regulators, voltage references, LED drivers, power switches, and voltage supervisors. We also have timing and connectivity solutions including clock ICs, crystal oscillators, PCIe packet switches, multi-protocol switches, interface products, and signal integrity solutions for high-speed signals. The Company's corporate headquarters and Americas’ sales offices are located in Plano, Texas, and Milpitas, California, respectively. Design, marketing, and engineering centers are located in Plano; Milpitas; Taipei, Taoyuan City, and Zhubei City, Taiwan; Shanghai and Yangzhou, China; Oldham, England; and Neuhaus, Germany. The Company's wafer fabrication facilities are located in Oldham, England; Greenock, Scotland; Shanghai and Wuxi, China; and Keelung and Hsinchu, Taiwan; and South Portland, Maine, United States. The Company has assembly and test facilities located in Shanghai, Jinan, Chengdu, and Wuxi, China; Neuhaus, Germany; and Jhongli and Keelung, Taiwan. Additional engineering, sales, warehouse, and logistics offices are located in Taipei, Taiwan; Hong Kong; Oldham, England; Shanghai, Shenzhen, Wuhan, and Yangzhou, China; Seongnam-si, South Korea; and Munich and Frankfurt, Germany; with support offices throughout the world. • The Company’s manufacturing facilities have achieved certifications in the internationally recognized standards of ISO 9001:2015, ISO 14001:2015, and, for automotive products, IATF 16949:2016; • The Company is also C-TPAT certified; and • We believe these quality awards reflect the superior quality-control techniques established at the Company and further enhance our credibility as a vendor-of-choice to original equipment manufacturers ("OEMs") increasingly concerned with quality and consistency. Our market focus is on high-growth, end-user applications in the following areas: • Industrial: embedded systems, precision controls, and Industrial IoT; • Automotive: connected driving, comfort/style/safety, and electrification/powertrain; • Computing: cloud computing including server, storage, and data center applications; • Consumer: IoT, wearables, home automation, and smart infrastructure; and • Communications: smartphones, 5G networks, advanced protocols, and charging solutions. Basis of Presentation The condensed consolidated financial data at December 31, 2022 are derived from audited financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2022 filed with the Securities and Exchange Commission (“SEC”) on February 10, 2023 (“Form 10-K”). The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with United States Generally Accepted Accounting Principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q. They do not include all information and footnotes necessary for a fair presentation of financial position, operating results and cash flows in conformity with GAAP for complete financial statements. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes contained in our Form 10-K. All significant intercompany balances and transactions have been eliminated in consolidation. In the opinion of management, all adjustments (consisting of normal recurring adjustments and accruals) considered necessary for a fair presentation of the operating results for the period presented have been included in the interim period. Operating results for the three months ended March 31, 2023 are not necessarily indicative of the results that may be expected for other interim periods or the year ending December 31, 2023. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from these estimates. As permitted under GAAP, interim accounting for certain expenses, including income taxes, are based on full year forecasts. For interim financial reporting purposes, income taxes are recorded based upon estimated annual effective income tax rates taking into consideration discrete items occurring in a quarter. Dollar amounts and share amounts are presented in thousands, except per share amounts, unless otherwise noted. Certain prior year’s balances may have been reclassified to conform to the current condensed consolidated financial statement presentation. |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | NOTE 2 – Earnings per Share Earnings per share (“EPS”) is calculated by dividing net income attributable to common stockholders by the weighted-average number of shares of Common Stock outstanding during the period. Diluted EPS is calculated similarly but includes potential dilution from the exercise of stock options and stock awards, except when the effect would be anti-dilutive. During the three months ended March 31, 2023 and 2022, we paid no dividends on our Common Stock. The table below sets forth the reconciliation between net income and the weighted average shares outstanding used for calculating basic and diluted EPS: Three Months Ended March 31, 2023 2022 Earnings (numerator) Net income attributable to common stockholders $ 71,150 $ 72,691 Shares (denominator) Weighted average common shares outstanding (basic) 45,600 45,104 Dilutive effect of stock options and stock awards outstanding 561 740 Adjusted weighted average common shares outstanding (diluted) 46,161 45,844 Earnings per share attributable to common stockholders Basic $ 1.56 $ 1.61 Diluted $ 1.54 $ 1.59 Stock options and stock awards excluded from EPS 75 1 |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2023 | |
Inventory Disclosure [Abstract] | |
Inventories | NOTE 3 – Inventories The table below sets forth inventories which are stated at the lower of cost or net realizable value: March 31, 2023 December 31, 2022 Finished goods $ 93,527 $ 96,659 Work-in-progress 79,152 80,616 Raw materials 169,262 183,006 Total $ 341,941 $ 360,281 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | NOTE 4 – Goodwill and Intangible Assets The table below sets forth the changes in goodwill: Balance at December 31, 2022 $ 144,757 Acquisition - Foreign currency translation adjustment 1,180 Balance at March 31, 2023 $ 145,937 The table below sets forth the value of intangible assets, other than goodwill: March 31, December 31, 2023 2022 Intangible assets subject to amortization: Gross carrying amount $ 250,747 $ 250,747 Accumulated amortization ( 176,389 ) ( 172,537 ) Foreign currency translation adjustment ( 8,085 ) ( 8,141 ) Total 66,273 70,069 Intangible assets with indefinite lives: Gross carrying amount 10,303 10,303 Foreign currency translation adjustment ( 1,178 ) ( 1,235 ) Total 9,125 9,068 Total intangible assets, net $ 75,398 $ 79,137 The table below sets forth amortization expense related to intangible assets subject to amortization: Amortization expense 2023 2022 Three Months Ended March 31, $ 3,852 $ 3,862 |
Income Tax Provision
Income Tax Provision | 3 Months Ended |
Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Tax Provision | NOTE 5 – Income Tax Provision The table below sets forth information related to our income tax expense: Three Months Ended March 31, 2023 2022 Domestic pre-tax income $ 54,724 $ 63,119 Foreign pre-tax income $ 33,869 $ 27,700 Income tax provision $ 16,616 $ 16,646 Effective tax rate 18.8 % 18.3 % Impact of tax holidays on tax expense $ ( 74 ) $ ( 43 ) Earnings per share impact of tax holidays: Basic $ - $ - Diluted $ - $ - The increase in the effective tax rate for the three months ended March 31, 2023 when compared to the three months ended March 31, 2022, is primarily attributable to the geographical mix of pre-tax income and loss across tax jurisdictions relative to the Company’s consolidated pre-tax income. Our undistributed foreign earnings continue to be indefinitely reinvested in foreign operations, with limited exceptions related to earnings of certain European and Asian subsidiaries. Any future distributions of foreign earnings will not be subject to additional U.S. income tax, but may be subject to non-U.S. withholding taxes. We file income tax returns in the U.S. federal jurisdiction and in various state and foreign jurisdictions. We are no longer subject to U.S. federal income tax examinations by tax authorities for tax years before 2012 or the tax years 2015 and 2018. We are no longer subject to China income tax examinations by tax authorities for tax years before 2012. With respect to state and local jurisdictions and countries outside of the U.S. (other than China), with limited exceptions, we are no longer subject to income tax audits for years before 2016. Although the outcome of tax audits is always uncertain, the Company believes that adequate amounts of tax, interest and penalties, if any, have been provided for in our reserve for any adjustments that may result from currently pending tax audits. The Company recognizes accrued interest and penalties related to unrecognized tax benefits in interest expense. As of March 31, 2023, the gross amount of unrecognized tax benefits was approximately $ 49.2 million. It is reasonably possible that the amount of the unrecognized benefit with respect to certain of the Company’s unrecognized tax positions will significantly increase or decrease within the next 12 months. At this time, an estimate of the range of the reasonably possible outcomes cannot be made. |
Share-Based Compensation
Share-Based Compensation | 3 Months Ended |
Mar. 31, 2023 | |
Share-Based Payment Arrangement, Noncash Expense [Abstract] | |
Share-Based Compensation | NOTE 6 – Share-Based Compensation The table below sets forth information related to our share-based compensation expense: Three Months Ended March 31, 2023 2022 Cost of goods sold $ 452 $ 347 Selling, general and administrative 8,362 6,534 Research and development 1,006 1,021 Total share-based compensation expense $ 9,820 $ 7,902 Share Grants – Share grants consist of restricted stock awards, restricted stock units and performance stock units ("PSUs"). Restricted stock awards and restricted stock units generally vest in equal annual installments over a four-year period and are measured based on the fair market value of the underlying stock on the date of grant. Compensation expense is recognized on a straight-line basis over the requisite four-year service period. All new grants are granted under the Company’s 2022 Equity Incentive Plan. Performance stock units (“PSUs”) are measured based on the fair market value of the underlying stock on the date of grant, and compensation expense is recognized over the three-year performance period, with adjustments made to the expense to recognize the probable payout percentage. As of March 31, 2023, total unrecognized share-based compensation expense related to share grants was approximately $ 66.5 million, before income taxes, and is expected to be recognized over a weighted average period of approximately 2.3 years. Stock Modification . During the three months ended March 31, 2023 we modified previously granted stock awards for two corporate officers who retired. The result of the modification was the acceleration of the vesting of 54,525 stock awards for the corporate officers. The incremental expense recorded for this modification was approximately $ 2.1 million, which was expensed in SG&A in the three months ended March 31, 2023. |
Enterprise Wide Segment Informa
Enterprise Wide Segment Information and Net Sales | 3 Months Ended |
Mar. 31, 2023 | |
Segment Reporting [Abstract] | |
Enterprise Wide Segment Information and Net Sales | NOTE 7 – Enterprise Wide Segment Information and Net Sales Segment Reporting. For financial reporting purposes, we operate in a single segment, standard semiconductor products, through our various manufacturing and distribution facilities. We aggregate our products because the products are similar and have similar economic characteristics, use similar production processes and share similar customer type. Our primary operations include operations in Asia, the Americas and Europe. Two customers each accounted for 10 % or greater of our net sales during the three months ended March 31, 2023. No customer accounted for 10 % or greater of our net sales during the three months ended March 31, 2022. No customer accounted for 10% or more of our outstanding accounts receivable at any point in the periods presented in this Quarterly Report on Form 10-Q. All customers that accounted for 10% or more of our net sales during any period presented in this Quarterly Report on Form 10-Q, are broad-based global distributors that sell to thousands of different end users. Disaggregation of Net Sales. We disaggregate net sales with customers into direct sales and distribution sales (“Distributors”) and by geographic area. Direct sales customers consist of those customers using our product in their manufacturing process, and Distributors are those customers who resell our products to third parties. We deliver our products to customers around the world for use in the industrial, automotive, computing, consumer and communications markets. Further, most of our contracts are fixed-price arrangements, and are short term in nature, ranging from days to several months. The tables below set forth net sales based on the location of the subsidiary producing the net sale: As of and for the Three Months Ended March 31, 2023 Asia Americas Europe Consolidated Total sales $ 424,162 $ 331,407 $ 100,045 $ 855,614 Intercompany elimination ( 181,465 ) ( 175,151 ) ( 31,757 ) ( 388,373 ) Net sales $ 242,697 $ 156,256 $ 68,288 $ 467,241 Property, plant and equipment, net $ 550,373 $ 92,729 $ 112,605 $ 755,707 Total assets $ 1,590,485 $ 442,763 $ 252,313 $ 2,285,561 As of and for the Three Months Ended March 31, 2022 Asia Americas Europe Consolidated Total sales $ 450,885 $ 293,770 $ 78,057 $ 822,712 Intercompany elimination ( 157,163 ) ( 157,577 ) ( 25,849 ) ( 340,589 ) Net sales $ 293,722 $ 136,193 $ 52,208 $ 482,123 Property, plant and equipment, net $ 465,262 $ 22,413 $ 102,240 $ 589,915 Total assets $ 1,590,331 $ 347,098 $ 228,033 $ 2,165,462 The tables below set forth net sales for the Company disaggregated into geographic locations based on shipment and by type (direct sales or Distributor ): Three Months Ended Net Sales by Region 2023 2022 Asia $ 324,167 $ 364,816 Europe 76,990 64,771 Americas 66,084 52,536 Total net sales $ 467,241 $ 482,123 Net Sales by Type Direct sales $ 134,945 $ 148,418 Distributor sales 332,296 333,705 Total net sales $ 467,241 $ 482,123 Net sales from products shipped to China was $ 179.7 million and $ 230.4 million for the three months ended March 31, 2023 and 2022, respectively. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
Debt | NOTE 8 – Debt Short-term debt Our Asia subsidiaries maintain credit facilities with several financial institutions through our foreign entities worldwide totaling $ 134.5 million. Other than two Taiwanese credit facilities that are collateralized by assets, our foreign credit lines are unsecured, uncommitted and contain no restrictive covenants. These credit facilities bear interest at LIBOR or similar indices plus a specified margin. Interest payments are due monthly on outstanding amounts under the credit lines. The unused and available credit under the various facilities as of March 31, 2023, was approximately $ 99.4 million, net of $ 34.7 million advanced under our foreign credit lines and $ 0.4 million credit used for import and export guarantee. Long-term debt The Company maintains a long-term credit facility (“U.S. Credit Agreement”) consisting of a term loan with no current balance and a $ 200.0 million revolving senior credit facility with nothing drawn as of March 31, 2023. Borrowings outstanding as of March 31, 2023 and December 31, 2022, are set forth in the table below: March 31, December 31, Current Amount Description 2023 2022 Interest Rate Maturity Short-term debt $ 34,651 $ 36,280 Various indices plus margin Various during 2023 Long-term debt Notes payable to Bank of Taiwan 2,037 2,063 2-yr deposit rate floating plus 0.1148% June-2033 Notes payable to CTBC Bank 13,788 13,840 TAIBOR 3M plus 0.5% May-2024 Notes payable to CTBC Bank 3,287 3,256 TAIBOR 3M plus 0.5% December-2024 Notes payable to E Sun Bank 3,287 3,256 1-M deposit rate floating plus 0.08% December-2024 Notes payable to E Sun Bank 264 276 1-M deposit rate floating plus 0.08% June-2027 Notes payable to E Sun Bank 1,483 1,516 1-M deposit rate floating plus 0.08% June-2030 Notes payable to Bank of Taiwan 1,644 1,628 2-yr deposit rate floating plus 0.082% September-2024 Notes payable to HSBC 66,000 105,000 1M SOFR+Margin January-2025 Notes payable to HSBC - 18,558 1M Libor+Margin January-2025 Notes Payable to E Sun Bank - 166 2-yr deposit rate plus annual rate floating "September 2023 Notes Payable to Taishin International Bank - 43 Annual rate plus cost of capital April-2023 Notes Payable to Taishin International Bank - 11 Fixed annual rate April-2023 Notes Payable to Taishin International Bank - 217 Fixed annual rate April-2024 Notes payable to Chang Hwa Bank - 518 2-yr deposit rate floating plus 1.405% - 1.655% June-July 2026 Total long-term debt 91,790 150,348 Less: Current portion of long-term debt ( 1,173 ) ( 1,693 ) Less: Unamortized debt costs ( 981 ) ( 1,185 ) Total long-term debt, net of current portion $ 89,636 $ 147,470 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 9 – Commitments and Contingencies Purchase commitments – We have entered into non-cancelable purchase contracts for capital expenditures, primarily for manufacturing equipment, for approximately $ 71.3 million at March 31, 2023. As of March 31, 2023, we also had a commitment to purchase approximately $ 117.7 million of wafers to be used in our manufacturing process. These wafer purchases will occur through 2025. Defined Benefit Plan - We have a contributory defined benefit plan that covers certain employees in the United Kingdom. As of March 31, 2023, the underfunded liability for this defined benefit plan was approximately $ 5.4 million. W e have agreed to a revised schedule of contributions of GBP 2.0 million (approximately $ 2.4 million based on a GBP: USD exchange rate of 1: 1.2 ) to be paid annually with effect from January 1, 2023 to address the deficit revealed by the valuation (with the first payment made by December 31, 2023 through December 31, 2028. A final payment of GBP 1.5 million (approximately $ 1.8 million based on a GBP: USD rate of 1: 1.2 ) will be made by December 31, 2029. Contingencies – From time to time, we are involved in various legal proceedings that arise in the normal course of business. While we intend to defend any lawsuit vigorously, we presently believe that the ultimate outcome of any pending legal proceeding will not have any material adverse effect on our consolidated financial position, cash flows or operating results. However, litigation is subject to inherent uncertainties, and unfavorable rulings could occur. An unfavorable ruling could include monetary damages, which could impact our business and operating results for the period in which the ruling occurs or future periods. Based on information available, we evaluate the likelihood of potential outcomes of all pending disputes. We record an appropriate liability when the amount of any liability associated with a pending dispute is deemed probable and reasonably estimable. In addition, we do not accrue for estimated legal fees and other directly related costs as they are expensed as incurred. The Company is not currently a party to any pending litigation that we consider material. |
Derivative Financial Instrument
Derivative Financial Instruments | 3 Months Ended |
Mar. 31, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | Note 10 – Derivative Financial Instruments We use derivative instruments to manage risks related to foreign currencies, interest rates and the net investment risk in our foreign subsidiaries. Our objectives for holding derivatives include reducing, eliminating, and efficiently managing the economic impact of these exposures as effectively as possible. Our derivative programs include strategies that both qualify and do not qualify for hedge accounting treatment. Hedges of Foreign Currency Risk - We are exposed to fluctuations in various foreign currencies against our different functional currencies. We use foreign currency forward agreements to manage this exposure. As of March 31, 2023 and December 31, 2022, we had $ 228.6 million and $ 183.1 million, respectively, of outstanding foreign currency forward agreements that are intended to preserve the economic value of foreign currency denominated monetary assets and liabilities; these instruments are not designated for hedge accounting treatment in accordance with Accounting Standards Codification ("ASC") No. 815. Hedges of Interest Rate and Net Investment Risk - The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish these objectives, the Company primarily uses interest rate swaps, including interest rate collars, as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. The Company makes use of cross-currency swaps to decrease the foreign exchange risk inherent in the Company’s investment in some of its foreign subsidiaries. The table below sets forth the fair value of the Company’s cross-currency swap related derivative financial instruments as well as their classification on our condensed consolidated balance sheets as of March 31, 2023 and December 31, 2022: Fair Value Other Assets Other Liabilities 2023 2022 2023 2022 Cross-currency swaps $ 2,815 $ 1,427 $ 8,486 $ 6,314 |
Leases
Leases | 3 Months Ended |
Mar. 31, 2023 | |
Leases [Abstract] | |
Leases | NOTE 11 – Leases The Company leases certain assets used in its business, including land, buildings and equipment. These leased assets are used for operational and administrative purposes. The components of lease expense are set forth in the table below: Three Months Ended March 31, 2023 2022 Operating lease expense $ 3,273 $ 3,510 Finance lease expense: Amortization of assets 7 3 Interest on lease liabilities 1 – Short-term lease expense 178 270 Variable lease expense 1,031 975 Total lease expense $ 4,490 $ 4,758 The table below sets forth supplemental balance sheet information related to leases. In our condensed consolidated balance sheets, right of use (“ROU”) assets are included in other long-term assets while lease liabilities are located in accrued liabilities and other for the current portion and other long-term liabilities for the non-current portion: March 31, 2023 December 31, 2022 Operating leases: Operating lease ROU assets $ 56,829 $ 43,907 Current operating lease liabilities 9,473 7,390 Noncurrent operating lease liabilities 32,127 20,765 Total operating lease liabilities $ 41,600 $ 28,155 Finance leases: Finance lease ROU assets $ 2,611 $ 2,618 Accumulated amortization ( 2,541 ) ( 2,542 ) Finance lease ROU assets, net $ 70 $ 76 Current finance lease liabilities $ 30 $ 30 Non-current finance lease liabilities 41 46 Total finance lease liabilities $ 71 $ 76 Weighted average remaining lease term (in years): Operating leases 7.7 8.2 Finance leases 2.4 2.6 Weighted average discount rate: Operating leases 4.1 % 4.2 % Finance leases 3.6 % 3.6 % The table below sets forth supplemental cash flow and other information related to leases: Three Months Ended March 31, 2023 March 31, 2022 Cash paid for the amounts included in the measurements of lease liabilities: Operating cash outflows from operating leases $ 3,871 $ 4,575 Operating cash outflows from finance leases 1 – Financing cash outflow from finance leases 7 61 ROU assets obtained in exchange for lease liabilities incurred: Operating leases 12,616 1,541 The table below sets forth information about lease liability maturities: March 31, 2023 Operating Leases Finance Leases 2023 $ 8,642 $ 24 2024 8,940 29 2025 7,764 19 2026 6,315 2 2027 4,021 - 2028 1,902 - 2029 and thereafter 11,824 - Total lease payments 49,408 74 Less: imputed interest ( 7,808 ) ( 3 ) Total lease obligations 41,600 71 Less: current obligations ( 9,473 ) ( 30 ) Long-term lease obligations $ 32,127 $ 41 |
Employee Benefit Plans
Employee Benefit Plans | 3 Months Ended |
Mar. 31, 2023 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | NOTE 12 – Employee Benefit Plans We maintain a Non-Qualified Deferred Compensation Plan (the “Deferred Compensation Plan”) for executive officers, key employees and members of the Board of Directors. The Deferred Compensation Plan allows eligible participants to defer the receipt of eligible compensation, including equity awards, until designated future dates. We offset our obligations under the Deferred Compensation Plan primarily by investing in the actual underlying investments. At March 31, 2023 and December 31, 2022, these investments totaled approximately $ 13.1 million and $ 12.1 million, respectively. |
Related Parties
Related Parties | 3 Months Ended |
Mar. 31, 2023 | |
Related Party Transactions [Abstract] | |
Related Parties | NOTE 13 – Related Parties We conduct business with the following related parties: Keylink International (B.V.I.) Inc. and its subsidiaries and affiliates (“Keylink”), Nuvoton Technology Corporation (“Nuvoton”) and Jiyuan Crystal Photoelectric Frequency Technology Ltd. (“JCP”). Keylink is a 5 % joint venture partner in our Shanghai assembly and test facilities. We sell products to, and purchase inventory from, companies owned by Keylink. In addition, our subsidiaries in China lease their manufacturing facilities in Shanghai from, and subcontract a portion of our manufacturing process (metal plating and environmental services) to Keylink. We also pay a consulting fee to Keylink. We purchase wafers from Nuvoton for use in our production process and we have an agreement to purchase approximately $ 29.1 million of wafers from Nuvoton that ends in the fourth quarter of 2025. We consider our relationships Nuvoton to be mutually beneficial and plan to continue our strategic alliance with Nuvoton. JCP is a frequency control product manufacturing company from which we purchase material and in which we have made an equity investment. We account for this investment using the equity method of accounting. The table below set forth the net sales, purchases and expenses with our related parties for the three months ended March 31: Three Months Ended March 31, 2023 2022 Keylink: Net sales $ 3,407 $ 5,766 Purchases $ 356 $ 422 Plating, rental and consulting expense $ 4,425 $ 4,547 Nuvoton: Net sales $ 7 $ 35 Purchases $ 2,978 $ 3,066 JCP: Purchases $ 99 $ 213 The table below sets forth accounts receivable from, and accounts payable to, related parties: March 31, 2023 December 31, 2022 Keylink: Accounts receivable $ 37,067 $ 40,510 Accounts payable $ 33,921 $ 33,733 Nuvoton: Accounts receivable $ 4 $ 30 Accounts payable $ 1,874 $ 2,859 JCP: Accounts payable $ 102 $ 133 |
Equity Investments
Equity Investments | 3 Months Ended |
Mar. 31, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
Equity Investments | Note 14 - Equity Investments Equity Investments The Company maintains equity investments in companies which are accounted for under the measurement alternative described in ASC 321-10-35-2 for equity securities that lack readily determinable fair values. During the three months ended March 31, 2022 the Company recognized $ 3.9 million upward fair value adjustments, based on the valuation of additional equity issued by the investee which was deemed to be an observable transaction of a similar investment under ASC 321. The gain was recorded within other income, in the condensed consolidated statement of operations. The upward fair value adjustment represents a nonrecurring fair value measurement based on observable price changes. |
Acquisitions and Divestitures
Acquisitions and Divestitures | 3 Months Ended |
Mar. 31, 2023 | |
Business Combinations [Abstract] | |
Acquisitions and Divestitures | Note 15 –Acquisitions and Divestitures Wafer Fabrication Plant in South Portland, Maine On June 3, 2022, the Company completed the previously announced acquisition of onsemi's wafer fabrication facility and operations located in South Portland, Maine. The South Portland Facility ("SPFAB") was purchased to provide additional 200mm wafer fabrication capacity for analog products to accelerate the Company's growth initiatives in the automotive and industrial end markets. This US-based facility, together with the Company's existing wafer fabrication facilities in Asia and Europe, will further enhance the Company's global manufacturing operations. The Company recorded the purchase of SPFAB as a business combination. Total consideration paid by the Company was $ 80.4 million and was funded by existing cash and advances under the revolving portion of our U.S. Credit Agreement. The SPFAB facility and assets were wholly acquired, and there is no remaining minority interest. The goodwill is assigned to the standard semiconductor products segment and will not be tax deductible. The Company also incurred acquisition costs of approximately $ 0.5 million that were recognized in selling, general and administrative expense. The table below sets forth the fair value of the assets and liabilities recorded in the SPFAB acquisition and the corresponding line item in which the item is recorded in our condensed consolidated balance sheet. Due to a lack of data we are unable to provide historical financial pro forma data. Assets Spare parts and inventories $ 1,257 Prepaid expenses 257 Property, plant and equipment 77,115 Goodwill 1,779 Total assets purchased $ 80,408 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 16 - Subsequent Events Privately Held Wafer Design Company In April 2023, the Company entered into an agreement under which we acquired an additional interest in a privately held fabless wafer design company by purchasing $ 13.9 million of preferred stock. As part of the agreement, the Company’s previously held convertible note converted to preferred stock. The Company also obtained an option for an additional investment in a convertible promissory note to be exercised within 180 days after closing for up to $ 4 million. |
Summary of Operations and Sig_2
Summary of Operations and Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
Summary of Operations | Summary of Operations Diodes Incorporated, together with its subsidiaries (collectively the “Company,” “we” or “our” (Nasdaq: DIOD)), a Standard and Poor's 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, analog, and mixed-signal semiconductor markets. The Company serves the industrial, automotive, computing, consumer and communications markets. The Company's diverse product portfolio covers diodes; rectifiers; transistors; MOSFETs; SiC diodes and MOSFETs; protection devices; logic; voltage translators; amplifiers and comparators; sensors; and power management devices such as AC-DC converters, DC-DC switching, linear voltage regulators, voltage references, LED drivers, power switches, and voltage supervisors. We also have timing and connectivity solutions including clock ICs, crystal oscillators, PCIe packet switches, multi-protocol switches, interface products, and signal integrity solutions for high-speed signals. The Company's corporate headquarters and Americas’ sales offices are located in Plano, Texas, and Milpitas, California, respectively. Design, marketing, and engineering centers are located in Plano; Milpitas; Taipei, Taoyuan City, and Zhubei City, Taiwan; Shanghai and Yangzhou, China; Oldham, England; and Neuhaus, Germany. The Company's wafer fabrication facilities are located in Oldham, England; Greenock, Scotland; Shanghai and Wuxi, China; and Keelung and Hsinchu, Taiwan; and South Portland, Maine, United States. The Company has assembly and test facilities located in Shanghai, Jinan, Chengdu, and Wuxi, China; Neuhaus, Germany; and Jhongli and Keelung, Taiwan. Additional engineering, sales, warehouse, and logistics offices are located in Taipei, Taiwan; Hong Kong; Oldham, England; Shanghai, Shenzhen, Wuhan, and Yangzhou, China; Seongnam-si, South Korea; and Munich and Frankfurt, Germany; with support offices throughout the world. • The Company’s manufacturing facilities have achieved certifications in the internationally recognized standards of ISO 9001:2015, ISO 14001:2015, and, for automotive products, IATF 16949:2016; • The Company is also C-TPAT certified; and • We believe these quality awards reflect the superior quality-control techniques established at the Company and further enhance our credibility as a vendor-of-choice to original equipment manufacturers ("OEMs") increasingly concerned with quality and consistency. Our market focus is on high-growth, end-user applications in the following areas: • Industrial: embedded systems, precision controls, and Industrial IoT; • Automotive: connected driving, comfort/style/safety, and electrification/powertrain; • Computing: cloud computing including server, storage, and data center applications; • Consumer: IoT, wearables, home automation, and smart infrastructure; and • Communications: smartphones, 5G networks, advanced protocols, and charging solutions. |
Basis of Presentation | Basis of Presentation The condensed consolidated financial data at December 31, 2022 are derived from audited financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2022 filed with the Securities and Exchange Commission (“SEC”) on February 10, 2023 (“Form 10-K”). The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with United States Generally Accepted Accounting Principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q. They do not include all information and footnotes necessary for a fair presentation of financial position, operating results and cash flows in conformity with GAAP for complete financial statements. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes contained in our Form 10-K. All significant intercompany balances and transactions have been eliminated in consolidation. In the opinion of management, all adjustments (consisting of normal recurring adjustments and accruals) considered necessary for a fair presentation of the operating results for the period presented have been included in the interim period. Operating results for the three months ended March 31, 2023 are not necessarily indicative of the results that may be expected for other interim periods or the year ending December 31, 2023. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from these estimates. As permitted under GAAP, interim accounting for certain expenses, including income taxes, are based on full year forecasts. For interim financial reporting purposes, income taxes are recorded based upon estimated annual effective income tax rates taking into consideration discrete items occurring in a quarter. Dollar amounts and share amounts are presented in thousands, except per share amounts, unless otherwise noted. Certain prior year’s balances may have been reclassified to conform to the current condensed consolidated financial statement presentation. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The table below sets forth the reconciliation between net income and the weighted average shares outstanding used for calculating basic and diluted EPS: Three Months Ended March 31, 2023 2022 Earnings (numerator) Net income attributable to common stockholders $ 71,150 $ 72,691 Shares (denominator) Weighted average common shares outstanding (basic) 45,600 45,104 Dilutive effect of stock options and stock awards outstanding 561 740 Adjusted weighted average common shares outstanding (diluted) 46,161 45,844 Earnings per share attributable to common stockholders Basic $ 1.56 $ 1.61 Diluted $ 1.54 $ 1.59 Stock options and stock awards excluded from EPS 75 1 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory Current | The table below sets forth inventories which are stated at the lower of cost or net realizable value: March 31, 2023 December 31, 2022 Finished goods $ 93,527 $ 96,659 Work-in-progress 79,152 80,616 Raw materials 169,262 183,006 Total $ 341,941 $ 360,281 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in Goodwill | The table below sets forth the changes in goodwill: Balance at December 31, 2022 $ 144,757 Acquisition - Foreign currency translation adjustment 1,180 Balance at March 31, 2023 $ 145,937 |
Schedule of Intangible Assets Other Than Goodwill | The table below sets forth the value of intangible assets, other than goodwill: March 31, December 31, 2023 2022 Intangible assets subject to amortization: Gross carrying amount $ 250,747 $ 250,747 Accumulated amortization ( 176,389 ) ( 172,537 ) Foreign currency translation adjustment ( 8,085 ) ( 8,141 ) Total 66,273 70,069 Intangible assets with indefinite lives: Gross carrying amount 10,303 10,303 Foreign currency translation adjustment ( 1,178 ) ( 1,235 ) Total 9,125 9,068 Total intangible assets, net $ 75,398 $ 79,137 |
Schedule of Amortization Expense Related to Intangible Assets | The table below sets forth amortization expense related to intangible assets subject to amortization: Amortization expense 2023 2022 Three Months Ended March 31, $ 3,852 $ 3,862 |
Income Tax Provision (Tables)
Income Tax Provision (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Information Related to Income Tax Expense | The table below sets forth information related to our income tax expense: Three Months Ended March 31, 2023 2022 Domestic pre-tax income $ 54,724 $ 63,119 Foreign pre-tax income $ 33,869 $ 27,700 Income tax provision $ 16,616 $ 16,646 Effective tax rate 18.8 % 18.3 % Impact of tax holidays on tax expense $ ( 74 ) $ ( 43 ) Earnings per share impact of tax holidays: Basic $ - $ - Diluted $ - $ - |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Share-Based Payment Arrangement, Noncash Expense [Abstract] | |
Schedule of Share-Based Compensation Expense | The table below sets forth information related to our share-based compensation expense: Three Months Ended March 31, 2023 2022 Cost of goods sold $ 452 $ 347 Selling, general and administrative 8,362 6,534 Research and development 1,006 1,021 Total share-based compensation expense $ 9,820 $ 7,902 |
Enterprise Wide Segment Infor_2
Enterprise Wide Segment Information and Net Sales (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Net Sales from Based on Location of the Subsidiary | The tables below set forth net sales based on the location of the subsidiary producing the net sale: As of and for the Three Months Ended March 31, 2023 Asia Americas Europe Consolidated Total sales $ 424,162 $ 331,407 $ 100,045 $ 855,614 Intercompany elimination ( 181,465 ) ( 175,151 ) ( 31,757 ) ( 388,373 ) Net sales $ 242,697 $ 156,256 $ 68,288 $ 467,241 Property, plant and equipment, net $ 550,373 $ 92,729 $ 112,605 $ 755,707 Total assets $ 1,590,485 $ 442,763 $ 252,313 $ 2,285,561 As of and for the Three Months Ended March 31, 2022 Asia Americas Europe Consolidated Total sales $ 450,885 $ 293,770 $ 78,057 $ 822,712 Intercompany elimination ( 157,163 ) ( 157,577 ) ( 25,849 ) ( 340,589 ) Net sales $ 293,722 $ 136,193 $ 52,208 $ 482,123 Property, plant and equipment, net $ 465,262 $ 22,413 $ 102,240 $ 589,915 Total assets $ 1,590,331 $ 347,098 $ 228,033 $ 2,165,462 |
Schedule of Net Sales by Direct Sales or Distributor and Location | The tables below set forth net sales for the Company disaggregated into geographic locations based on shipment and by type (direct sales or Distributor ): Three Months Ended Net Sales by Region 2023 2022 Asia $ 324,167 $ 364,816 Europe 76,990 64,771 Americas 66,084 52,536 Total net sales $ 467,241 $ 482,123 Net Sales by Type Direct sales $ 134,945 $ 148,418 Distributor sales 332,296 333,705 Total net sales $ 467,241 $ 482,123 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Borrowings outstanding as of March 31, 2023 and December 31, 2022, are set forth in the table below: March 31, December 31, Current Amount Description 2023 2022 Interest Rate Maturity Short-term debt $ 34,651 $ 36,280 Various indices plus margin Various during 2023 Long-term debt Notes payable to Bank of Taiwan 2,037 2,063 2-yr deposit rate floating plus 0.1148% June-2033 Notes payable to CTBC Bank 13,788 13,840 TAIBOR 3M plus 0.5% May-2024 Notes payable to CTBC Bank 3,287 3,256 TAIBOR 3M plus 0.5% December-2024 Notes payable to E Sun Bank 3,287 3,256 1-M deposit rate floating plus 0.08% December-2024 Notes payable to E Sun Bank 264 276 1-M deposit rate floating plus 0.08% June-2027 Notes payable to E Sun Bank 1,483 1,516 1-M deposit rate floating plus 0.08% June-2030 Notes payable to Bank of Taiwan 1,644 1,628 2-yr deposit rate floating plus 0.082% September-2024 Notes payable to HSBC 66,000 105,000 1M SOFR+Margin January-2025 Notes payable to HSBC - 18,558 1M Libor+Margin January-2025 Notes Payable to E Sun Bank - 166 2-yr deposit rate plus annual rate floating "September 2023 Notes Payable to Taishin International Bank - 43 Annual rate plus cost of capital April-2023 Notes Payable to Taishin International Bank - 11 Fixed annual rate April-2023 Notes Payable to Taishin International Bank - 217 Fixed annual rate April-2024 Notes payable to Chang Hwa Bank - 518 2-yr deposit rate floating plus 1.405% - 1.655% June-July 2026 Total long-term debt 91,790 150,348 Less: Current portion of long-term debt ( 1,173 ) ( 1,693 ) Less: Unamortized debt costs ( 981 ) ( 1,185 ) Total long-term debt, net of current portion $ 89,636 $ 147,470 |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Summary of Fair Value of Interest Rate Related Derivative Financial Instruments and Their Classification on Our Condensed Consolidated Balance Sheets | The table below sets forth the fair value of the Company’s cross-currency swap related derivative financial instruments as well as their classification on our condensed consolidated balance sheets as of March 31, 2023 and December 31, 2022: Fair Value Other Assets Other Liabilities 2023 2022 2023 2022 Cross-currency swaps $ 2,815 $ 1,427 $ 8,486 $ 6,314 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Leases [Abstract] | |
Components of Lease Expense | The components of lease expense are set forth in the table below: Three Months Ended March 31, 2023 2022 Operating lease expense $ 3,273 $ 3,510 Finance lease expense: Amortization of assets 7 3 Interest on lease liabilities 1 – Short-term lease expense 178 270 Variable lease expense 1,031 975 Total lease expense $ 4,490 $ 4,758 |
Supplemental Balance Sheet Information Related to Leases | The table below sets forth supplemental balance sheet information related to leases. In our condensed consolidated balance sheets, right of use (“ROU”) assets are included in other long-term assets while lease liabilities are located in accrued liabilities and other for the current portion and other long-term liabilities for the non-current portion: March 31, 2023 December 31, 2022 Operating leases: Operating lease ROU assets $ 56,829 $ 43,907 Current operating lease liabilities 9,473 7,390 Noncurrent operating lease liabilities 32,127 20,765 Total operating lease liabilities $ 41,600 $ 28,155 Finance leases: Finance lease ROU assets $ 2,611 $ 2,618 Accumulated amortization ( 2,541 ) ( 2,542 ) Finance lease ROU assets, net $ 70 $ 76 Current finance lease liabilities $ 30 $ 30 Non-current finance lease liabilities 41 46 Total finance lease liabilities $ 71 $ 76 Weighted average remaining lease term (in years): Operating leases 7.7 8.2 Finance leases 2.4 2.6 Weighted average discount rate: Operating leases 4.1 % 4.2 % Finance leases 3.6 % 3.6 % |
Supplemental Cash Flow and Other Information Related to Leases | The table below sets forth supplemental cash flow and other information related to leases: Three Months Ended March 31, 2023 March 31, 2022 Cash paid for the amounts included in the measurements of lease liabilities: Operating cash outflows from operating leases $ 3,871 $ 4,575 Operating cash outflows from finance leases 1 – Financing cash outflow from finance leases 7 61 ROU assets obtained in exchange for lease liabilities incurred: Operating leases 12,616 1,541 |
Schedule of Operating and Finance Lease Liability Maturities | The table below sets forth information about lease liability maturities: March 31, 2023 Operating Leases Finance Leases 2023 $ 8,642 $ 24 2024 8,940 29 2025 7,764 19 2026 6,315 2 2027 4,021 - 2028 1,902 - 2029 and thereafter 11,824 - Total lease payments 49,408 74 Less: imputed interest ( 7,808 ) ( 3 ) Total lease obligations 41,600 71 Less: current obligations ( 9,473 ) ( 30 ) Long-term lease obligations $ 32,127 $ 41 |
Related Parties (Tables)
Related Parties (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Related Party Transactions [Abstract] | |
Schedule of Net Sales and Purchases of Related Party Transactions | The table below set forth the net sales, purchases and expenses with our related parties for the three months ended March 31: Three Months Ended March 31, 2023 2022 Keylink: Net sales $ 3,407 $ 5,766 Purchases $ 356 $ 422 Plating, rental and consulting expense $ 4,425 $ 4,547 Nuvoton: Net sales $ 7 $ 35 Purchases $ 2,978 $ 3,066 JCP: Purchases $ 99 $ 213 |
Schedule of Account Receivable and Payable of Related Party Transactions | The table below sets forth accounts receivable from, and accounts payable to, related parties: March 31, 2023 December 31, 2022 Keylink: Accounts receivable $ 37,067 $ 40,510 Accounts payable $ 33,921 $ 33,733 Nuvoton: Accounts receivable $ 4 $ 30 Accounts payable $ 1,874 $ 2,859 JCP: Accounts payable $ 102 $ 133 |
Acquisitions and Divestitures (
Acquisitions and Divestitures (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Business Combinations [Abstract] | |
Summary of Fair Value of Assets and Liabilities Related to Acquisition Recorded in Condensed Consolidated Balance Sheet | The table below sets forth the fair value of the assets and liabilities recorded in the SPFAB acquisition and the corresponding line item in which the item is recorded in our condensed consolidated balance sheet. Assets Spare parts and inventories $ 1,257 Prepaid expenses 257 Property, plant and equipment 77,115 Goodwill 1,779 Total assets purchased $ 80,408 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Earnings Per Share [Abstract] | ||
Earnings per share reconciliation disclosure | Earnings per share (“EPS”) is calculated by dividing net income attributable to common stockholders by the weighted-average number of shares of Common Stock outstanding during the period. Diluted EPS is calculated similarly but includes potential dilution from the exercise of stock options and stock awards, except when the effect would be anti-dilutive. | |
Common stock dividends paid | $ 0 | $ 0 |
Earnings Per Share - Schedule o
Earnings Per Share - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Earnings (numerator) | ||
Net income attributable to common stockholders | $ 71,150 | $ 72,691 |
Shares (denominator) | ||
Weighted average common shares outstanding (basic) | 45,600,000 | 45,104,000 |
Dilutive effect of stock options and stock awards outstanding | 561,000 | 740,000 |
Adjusted weighted average common shares outstanding (diluted) | 46,161,000 | 45,844,000 |
Earnings per share attributable to common stockholders | ||
Basic | $ 1.56 | $ 1.61 |
Diluted | $ 1.54 | $ 1.59 |
Stock options and stock awards excluded from EPS calculation because the effect would be anti-dilutive | 75 | 1 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventory Current (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 93,527 | $ 96,659 |
Work-in-progress | 79,152 | 80,616 |
Raw materials | 169,262 | 183,006 |
Total | $ 341,941 | $ 360,281 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Schedule of Changes in Goodwill (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Goodwill | |
Goodwill beginning balance | $ 144,757 |
Acquisitions | 0 |
Foreign currency translation adjustment | 1,180 |
Goodwill ending balance | $ 145,937 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Schedule of Intangible Assets Other Than Goodwill (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Intangible assets subject to amortization | ||
Gross carrying amount | $ 250,747 | $ 250,747 |
Accumulated amortization | (176,389) | (172,537) |
Foreign currency translation adjustment | (8,085) | (8,141) |
Total | 66,273 | 70,069 |
Intangible assets with indefinite lives | ||
Gross carrying amount | 10,303 | 10,303 |
Foreign currency translation adjustment | (1,178) | (1,235) |
Total | 9,125 | 9,068 |
Total intangible assets, net | $ 75,398 | $ 79,137 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Schedule of Amortization Expense Related to Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization of intangible assets | $ 3,852 | $ 3,862 |
Income Tax Provision - Schedule
Income Tax Provision - Schedule of Information Related to Income Tax Expense (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||
Domestic pre-tax income | $ 54,724 | $ 63,119 |
Foreign pre-tax income | 33,869 | 27,700 |
Income tax provision | $ 16,616 | $ 16,646 |
Effective tax rate | 18.80% | 18.30% |
Impact of tax holidays on tax expense | $ (74) | $ (43) |
Earnings per share impact of tax holidays: | ||
Basic | $ 0 | $ 0 |
Diluted | $ 0 | $ 0 |
Income Tax Provision - Addition
Income Tax Provision - Additional Information (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Income Tax Disclosure [Abstract] | |
Unrecognized tax benefits | $ 49.2 |
Significant change in unrecognized tax benefits, nature of event | It is reasonably possible that the amount of the unrecognized benefit with respect to certain of the Company’s unrecognized tax positions will significantly increase or decrease within the next 12 months. |
Significant change in unrecognized tax benefits is reasonably possible, estimated range not possible | At this time, an estimate of the range of the reasonably possible outcomes cannot be made. |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock option expense | $ 9,820 | $ 7,902 |
Employee service share-based compensation, nonvested awards, compensation cost not yet recognized, period for recognition | 2 years 3 months 18 days | |
Employee service share-based compensation, nonvested awards, compensation cost not yet recognized | $ 66,500 | |
Share based compensation arrangement by share based payment award options vested number of shares | 54,525 | |
Share based compensation arrangement by share based payment award plan modification incremental compensation cost | $ 2,100 |
Share-Based Compensation - Sche
Share-Based Compensation - Schedule of Share-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Total share-based compensation expense | $ 9,820 | $ 7,902 |
Cost of Goods Sold | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Total share-based compensation expense | 452 | 347 |
Selling, General and Administrative Expense | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Total share-based compensation expense | 8,362 | 6,534 |
Research and Development Expense | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Total share-based compensation expense | $ 1,006 | $ 1,021 |
Enterprise Wide Segment Infor_3
Enterprise Wide Segment Information and Net Sales - Additional Information (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 USD ($) Customer | Mar. 31, 2022 USD ($) Customer | |
Entity Wide Revenue Major Customer [Line Items] | ||
Number of customer did not account for 10% or greater of outstanding accounts receivable | Customer | 2 | 0 |
Net sales | $ 467,241 | $ 482,123 |
China | ||
Entity Wide Revenue Major Customer [Line Items] | ||
Net sales | $ 179,700 | $ 230,400 |
Sales Revenue | Geographic Concentration Risk | Accounts Receivable | ||
Entity Wide Revenue Major Customer [Line Items] | ||
Concentration Risk, Percentage | 10% | 10% |
Enterprise Wide Segment Infor_4
Enterprise Wide Segment Information and Net Sales - Schedule of Net Sales From Based on Location of the Subsidiary (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Segment Reporting Information [Line Items] | |||
Net sales | $ 467,241 | $ 482,123 | |
Property, plant and equipment, net | 755,707 | 589,915 | $ 736,730 |
Total assets | 2,285,561 | 2,165,462 | $ 2,288,312 |
Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Net sales | 855,614 | 822,712 | |
Intercompany Eliminations | |||
Segment Reporting Information [Line Items] | |||
Net sales | (388,373) | (340,589) | |
Asia | |||
Segment Reporting Information [Line Items] | |||
Net sales | 242,697 | 293,722 | |
Property, plant and equipment, net | 550,373 | 465,262 | |
Total assets | 1,590,485 | 1,590,331 | |
Asia | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Net sales | 424,162 | 450,885 | |
Asia | Intercompany Eliminations | |||
Segment Reporting Information [Line Items] | |||
Net sales | (181,465) | (157,163) | |
Americas | |||
Segment Reporting Information [Line Items] | |||
Net sales | 156,256 | 136,193 | |
Property, plant and equipment, net | 92,729 | 22,413 | |
Total assets | 442,763 | 347,098 | |
Americas | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Net sales | 331,407 | 293,770 | |
Americas | Intercompany Eliminations | |||
Segment Reporting Information [Line Items] | |||
Net sales | (175,151) | (157,577) | |
Europe | |||
Segment Reporting Information [Line Items] | |||
Net sales | 68,288 | 52,208 | |
Property, plant and equipment, net | 112,605 | 102,240 | |
Total assets | 252,313 | 228,033 | |
Europe | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Net sales | 100,045 | 78,057 | |
Europe | Intercompany Eliminations | |||
Segment Reporting Information [Line Items] | |||
Net sales | $ (31,757) | $ (25,849) |
Enterprise Wide Segment Infor_5
Enterprise Wide Segment Information and Net Sales - Schedule of Net Sales by Direct Sales or Distributor and Region (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Segment Reporting Revenue Reconciling Item [Line Items] | ||
Total net sales | $ 467,241 | $ 482,123 |
Direct Sales | ||
Segment Reporting Revenue Reconciling Item [Line Items] | ||
Total net sales | 134,945 | 148,418 |
Distributor Sales | ||
Segment Reporting Revenue Reconciling Item [Line Items] | ||
Total net sales | 332,296 | 333,705 |
Asia | ||
Segment Reporting Revenue Reconciling Item [Line Items] | ||
Total net sales | 324,167 | 364,816 |
Europe | ||
Segment Reporting Revenue Reconciling Item [Line Items] | ||
Total net sales | 76,990 | 64,771 |
Americas | ||
Segment Reporting Revenue Reconciling Item [Line Items] | ||
Total net sales | $ 66,084 | $ 52,536 |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Line Of Credit Facility [Line Items] | ||
Advances on lines of credit and short-term debt | $ 8,173 | $ 37,782 |
Short Term Debt | ||
Line Of Credit Facility [Line Items] | ||
Lines of credit unused and available | 99,400 | |
Line of credit facility advanced under foreign credit line | 34,700 | |
Line of Credit Facility Credit Used For Guarantee | 400 | |
Term Commitment | ||
Line Of Credit Facility [Line Items] | ||
Lines of credit maximum borrowing capacity | 0 | |
Revolver | ||
Line Of Credit Facility [Line Items] | ||
Lines of credit maximum borrowing capacity | 200,000 | |
Unsecured | Short Term Debt | ||
Line Of Credit Facility [Line Items] | ||
Lines of credit maximum borrowing capacity | $ 134,500 |
Debt - Schedule of Debt (Detail
Debt - Schedule of Debt (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Dec. 31, 2022 | |
Debt Instrument [Line Items] | ||
Total long-term debt | $ 91,790 | $ 150,348 |
Less: Current portion of long-term debt | (1,173) | (1,693) |
Less: Unamortized debt costs | (981) | (1,185) |
Long-term debt, net of current portion | 89,636 | 147,470 |
Various During Two Thousand And Twenty Three | ||
Debt Instrument [Line Items] | ||
Short-term debt | $ 34,651 | 36,280 |
Short-term debt, Interest Rate | Various indices plus margin | |
Notes Payable to Bank | Bank of Taiwan | June 2033 | ||
Debt Instrument [Line Items] | ||
Total long-term debt | $ 2,037 | 2,063 |
Long-term debt, Interest Rate | 2-yr deposit rate floating plus 0.1148% | |
Notes Payable to Bank | Bank of Taiwan | September 2024 | ||
Debt Instrument [Line Items] | ||
Total long-term debt | $ 1,644 | 1,628 |
Long-term debt, Interest Rate | 2-yr deposit rate floating plus 0.082% | |
Notes Payable to Bank | CTBC Bank | May 2024 | ||
Debt Instrument [Line Items] | ||
Total long-term debt | $ 13,788 | 13,840 |
Long-term debt, Interest Rate | TAIBOR 3M plus 0.5% | |
Notes Payable to Bank | CTBC Bank | December 2024 | ||
Debt Instrument [Line Items] | ||
Total long-term debt | $ 3,287 | 3,256 |
Long-term debt, Interest Rate | TAIBOR 3M plus 0.5% | |
Notes Payable to Bank | E Sun Bank | December 2024 | ||
Debt Instrument [Line Items] | ||
Total long-term debt | $ 3,287 | 3,256 |
Long-term debt, Interest Rate | 1-M deposit rate floating plus 0.08% | |
Notes Payable to Bank | E Sun Bank | June 2027 | ||
Debt Instrument [Line Items] | ||
Total long-term debt | $ 264 | 276 |
Long-term debt, Interest Rate | 1-M deposit rate floating plus 0.08% | |
Notes Payable to Bank | E Sun Bank | June 2030 | ||
Debt Instrument [Line Items] | ||
Total long-term debt | $ 1,483 | 1,516 |
Long-term debt, Interest Rate | 1-M deposit rate floating plus 0.08% | |
Notes Payable to Bank | E Sun Bank | September 2023 | ||
Debt Instrument [Line Items] | ||
Total long-term debt | $ 0 | 166 |
Long-term debt, Interest Rate | 2-yr deposit rate plus annual rate floating | |
Notes Payable to Bank | HSBC | January 2025 | ||
Debt Instrument [Line Items] | ||
Total long-term debt | $ 66,000 | 105,000 |
Long-term debt, Interest Rate | 1M SOFR+Margin | |
Notes Payable to Bank | Taishin International Bank | April 2023 | ||
Debt Instrument [Line Items] | ||
Total long-term debt | $ 0 | 11 |
Long-term debt, Interest Rate | Fixed annual rate | |
Notes Payable to Bank | Taishin International Bank | April 2024 | ||
Debt Instrument [Line Items] | ||
Total long-term debt | $ 0 | 217 |
Long-term debt, Interest Rate | Fixed annual rate | |
Notes Payable to Bank | Chang Hwa Bank | June-July 2026 | ||
Debt Instrument [Line Items] | ||
Total long-term debt | $ 0 | 518 |
Long-term debt, Interest Rate | 2-yr deposit rate floating plus 1.405% - 1.655% | |
Annual Rate Plus Cost Of Capital | Notes Payable to Bank | Taishin International Bank | April 2023 | ||
Debt Instrument [Line Items] | ||
Total long-term debt | $ 0 | 43 |
Long-term debt, Interest Rate | Annual rate plus cost of capital | |
London Interbank Offered Rate LIBOR | Notes Payable to Bank | HSBC | January 2025 | ||
Debt Instrument [Line Items] | ||
Total long-term debt | $ 0 | $ 18,558 |
Long-term debt, Interest Rate | 1M Libor+Margin |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) £ in Millions, $ in Millions | 3 Months Ended | |||
Mar. 31, 2023 USD ($) £ / $ | Mar. 31, 2023 GBP (£) £ / $ | Jan. 01, 2023 USD ($) £ / $ | Jan. 01, 2023 GBP (£) £ / $ | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Purchase Commitments | $ 71.3 | |||
Long-term purchase commitment, Amount | $ 117.7 | |||
Defined benefit plan, estimated future employer contributions in current fiscal year, description | We have a contributory defined benefit plan that covers certain employees in the United Kingdom. As of March 31, 2023, the underfunded liability for this defined benefit plan was approximately $5.4 million. We have agreed to a revised schedule of contributions of GBP 2.0 million (approximately $2.4 million based on a GBP: USD exchange rate of 1:1.2 ) to be paid annually with effect from January 1, 2023 to address the deficit revealed by the valuation (with the first payment made by December 31, 2023 through December 31, 2028. A final payment of GBP 1.5 million (approximately $1.8 million based on a GBP: USD rate of 1:1.2) will be made by December 31, 2029. | |||
Defined benefit plan, annual future benefit payments | $ 2.4 | £ 2 | ||
Defined benefit plan, additional annual future benefit payments | $ 1.8 | £ 1.5 | ||
GBP:USD exchange rate | $ / GBP | £ / $ | 0.12 | 0.12 | 0.12 | 0.12 |
Unfunded liability of defined benefit plan | $ 5.4 |
Derivative Financial Instrume_3
Derivative Financial Instruments - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Dec. 31, 2022 | |
Derivative [Line Items] | ||
Objectives for using derivative instruments | The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish these objectives, the Company primarily uses interest rate swaps, including interest rate collars, as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. The Company makes use of cross-currency swaps to decrease the foreign exchange risk inherent in the Company’s investment in some of its foreign subsidiaries. | |
Foreign Currency Forward Contracts | ||
Derivative [Line Items] | ||
Fair value of foreign currency derivative instruments not designated as hedging | $ 228.6 | $ 183.1 |
Derivative Financial Instrume_4
Derivative Financial Instruments - Summary of Fair Value of Interest Rate Related Derivative Financial Instruments and Their Classification on Our Condensed Consolidated Balance Sheets (Details) - Cross-currency swaps - Designated as Hedging Instrument - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Derivative [Line Items] | ||
Derivative Asset | $ 2,815 | $ 1,427 |
Derivative Liability | $ 8,486 | $ 6,314 |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Leases [Abstract] | ||
Operating lease expense | $ 3,273 | $ 3,510 |
Finance lease expense: | ||
Amortization of assets | 7 | 3 |
Interest on lease liabilities | 1 | 0 |
Short-term lease expense | 178 | 270 |
Variable lease expense | 1,031 | 975 |
Total lease expense | $ 4,490 | $ 4,758 |
Leases - Supplemental Balance S
Leases - Supplemental Balance Sheet Information Related to Leases (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Operating leases: | ||
Operating lease ROU assets | $ 56,829 | $ 43,907 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Other Assets, Noncurrent | Other Assets, Noncurrent |
Current operating lease liabilities | $ 9,473 | $ 7,390 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Accrued Liabilities and Other Liabilities | Accrued Liabilities and Other Liabilities |
Noncurrent operating lease liabilities | $ 32,127 | $ 20,765 |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Other Liabilities, Noncurrent | Other Liabilities, Noncurrent |
Total operating lease liabilities | $ 41,600 | $ 28,155 |
Finance leases: | ||
Finance lease ROU assets | $ 2,611 | $ 2,618 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Other Assets, Noncurrent | Other Assets, Noncurrent |
Accumulated amortization | $ (2,541) | $ (2,542) |
Finance lease ROU assets, net | 70 | 76 |
Current finance lease liabilities | $ 30 | $ 30 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Accrued Liabilities and Other Liabilities | Accrued Liabilities and Other Liabilities |
Non-current finance lease liabilities | $ 41 | $ 46 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Other Liabilities, Noncurrent | Other Liabilities, Noncurrent |
Total finance lease liabilities | $ 71 | $ 76 |
Weighted average remaining lease term (in years): | ||
Operating leases | 7 years 8 months 12 days | 8 years 2 months 12 days |
Finance leases | 2 years 4 months 24 days | 2 years 7 months 6 days |
Weighted average discount rate: | ||
Operating leases | 4.10% | 4.20% |
Finance leases | 3.60% | 3.60% |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow and Other Information Related to Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Cash paid for the amounts included in the measurements of lease liabilities: | ||
Operating cash outflows from operating leases | $ 3,871 | $ 4,575 |
Operating cash outflows from finance leases | 1 | 0 |
Financing cash outflow from finance leases | 7 | 61 |
ROU assets obtained in exchange for lease liabilities incurred: | ||
Operating leases | $ 12,616 | $ 1,541 |
Leases - Schedule of Operating
Leases - Schedule of Operating and Finance Lease Liability Maturities (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Leases [Abstract] | ||
Operating Leases, 2023 | $ 8,642 | |
Operating Leases, 2024 | 8,940 | |
Operating Leases, 2025 | 7,764 | |
Operating Leases, 2026 | 6,315 | |
Operating Leases, 2027 | 4,021 | |
Operating Leases, 2028 | 1,902 | |
Operating Leases, 2029 and thereafter | 11,824 | |
Operating Leases, Total lease payments | 49,408 | |
Operating Leases, Less: imputed interest | (7,808) | |
Total operating lease liabilities | 41,600 | $ 28,155 |
Operating Leases, Less: current obligations | (9,473) | (7,390) |
Noncurrent operating lease liabilities | 32,127 | 20,765 |
Finance Leases, 2023 | 24 | |
Finance Leases, 2024 | 29 | |
Finance Leases, 2025 | 19 | |
Finance Leases, 2026 | 2 | |
Finance Leases, 2027 | 0 | |
Finance Leases, 2028 | 0 | |
Finance Leases, 2029 and thereafter | 0 | |
Finance Leases, Total lease payments | 74 | |
Finance Leases, Less: imputed interest | (3) | |
Total finance lease liabilities | 71 | 76 |
Finance Leases, Less: current obligations | (30) | (30) |
Non-current finance lease liabilities | $ 41 | $ 46 |
Employee Benefit Plans - Additi
Employee Benefit Plans - Additional Information (Details) - Deferred Compensation Plan - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Dec. 31, 2022 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Deferred compensation arrangements, overall, description | We maintain a Non-Qualified Deferred Compensation Plan (the “Deferred Compensation Plan”) for executive officers, key employees and members of the Board of Directors. The Deferred Compensation Plan allows eligible participants to defer the receipt of eligible compensation, including equity awards, until designated future dates. We offset our obligations under the Deferred Compensation Plan primarily by investing in the actual underlying investments. At March 31, 2023 and December 31, 2022, these investments totaled approximately $13.1 million and $12.1 million, respectively. | |
Deferred compensation plan assets | $ 13.1 | $ 12.1 |
Related Parties - Additional In
Related Parties - Additional Information (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Keylink | |
Related Party Transaction [Line Items] | |
Related Party ownership of common stock | 5% |
Related Party Transaction, Description of Transaction | Keylink is a 5% joint venture partner in our Shanghai assembly and test facilities. |
Nuvoton | |
Related Party Transaction [Line Items] | |
Agreement to purchase with related party | $ 29.1 |
Related Parties - Schedule of N
Related Parties - Schedule of Net Sales and Purchases of Related Party Transactions (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Keylink | ||
Related Party Transaction [Line Items] | ||
Net sales from related parties | $ 3,407 | $ 5,766 |
Purchases from related parties | 356 | 422 |
Plating, rental and consulting expense | 4,425 | 4,547 |
Nuvoton | ||
Related Party Transaction [Line Items] | ||
Net sales from related parties | 7 | 35 |
Purchases from related parties | 2,978 | 3,066 |
JCP | ||
Related Party Transaction [Line Items] | ||
Purchases from related parties | $ 99 | $ 213 |
Related Parties - Schedule of A
Related Parties - Schedule of Account Receivable and Payable of Related Party Transactions (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Keylink | ||
Related Party Transaction [Line Items] | ||
Accounts receivable | $ 37,067 | $ 40,510 |
Accounts payable | 33,921 | 33,733 |
Nuvoton | ||
Related Party Transaction [Line Items] | ||
Accounts receivable | 4 | 30 |
Accounts payable | 1,874 | 2,859 |
JCP | ||
Related Party Transaction [Line Items] | ||
Accounts payable | $ 102 | $ 133 |
Equity Investments - Additional
Equity Investments - Additional Information (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2022 USD ($) | |
Investments, Debt and Equity Securities [Abstract] | |
Upward fair value adjustments | $ 3.9 |
Acquisitions and Divestitures -
Acquisitions and Divestitures - Additional Information (Details) - South Portland Maine $ in Millions | Jun. 03, 2022 USD ($) |
Business Acquisition [Line Items] | |
Total consideration paid | $ 80.4 |
Selling, General and Administrative Expense | |
Business Acquisition [Line Items] | |
Acquisition costs | $ 0.5 |
Acquisitions and Divestitures_2
Acquisitions and Divestitures - Summary of Fair Value of Assets and Liabilities Related to Acquisition Recorded in Condensed Consolidated Balance Sheet (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 | Jun. 03, 2022 |
Business Acquisition [Line Items] | |||
Goodwill | $ 145,937 | $ 144,757 | |
South Portland Maine | |||
Business Acquisition [Line Items] | |||
Spare parts and Inventories | $ 1,257 | ||
Prepaid expenses | 257 | ||
Property, plant and equipment | 77,115 | ||
Goodwill | 1,779 | ||
Total assets purchased | $ 80,408 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - Subsequent Event - Fabless Wafer Design Company shares in Millions, $ in Millions | 1 Months Ended |
Apr. 30, 2023 USD ($) shares | |
Subsequent Event [Line Items] | |
Debt Conversion Original Debt Due Day | 180 days |
Payments for convertible promissory note | $ | $ 4 |
Preferred Stock | |
Subsequent Event [Line Items] | |
Business acquisition, shares acquired | shares | 13.9 |