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FORM 6-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 or 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
DATED OCTOBER 26, 2000
ASE Test Limited
(Exact name of Registrant as specified in its charter)
10 West 5th Street
Nantze Export Processing Zone
Kaoshiung, Taiwan
Republic of China
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports
under cover of Form 20-F or Form 40-F:
FORM 20-F X FORM 40-F
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Indicate by check mark whether the registrant by furnishing the information
contained in this form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
YES NO X
--- ---
If "Yes " is marked, indicate below the file number assigned to the registrant
in connection with Rule 12g3-2(b): Not applicable
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<PAGE>
ASE TEST LIMITED October 26, 2000
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FOR IMMEDIATE RELEASE
Contact:
Jeffrey Chen, Chief Financial Officer
Tel. 886-2-8780-5489 Mobile: 886-932-047-543
Fax. 886-2-2757-6121 email: [email protected]
US Investor Relations Contact:
Richard Wei, CFO of ISE Labs.
Tel. 408-567-4383 email: [email protected]
Contact information for all investor queries on ASE Test Limited through
Thomson Financial Investor Relations:
In Asia Pacific to: In the US to:
Mylene Kok Daniel Loh
65-3940 825 212-701-1998
[email protected] [email protected]
ASE Test Limited & Subsidiaries Reports Quarterly Sales, Net Income Third
Quarter Sales Rise to US$120.8 million, Net Income Increases to US$32.9 million
(ROC GAAP), US$31.0 million (U.S. GAAP). Net Income before Amortization was
US$33.1 million
Third Quarter 2000 Results: Year-over-Year Comparison
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Highlights: Consistent Delivery of Record Sales and Profits
- Net sales increased 51.7% to US$120.8 million.
- Gross profit increased 74.1% to US$49.1 million and gross margin increased
to 40.6% from 35.4%.
- Operating income increased 81.7% to US$32.9 million and operating margin
increased to 27.2% from 22.7%.
- Income before tax and minority interest increased 129.8% to US$34.1
million.
- Net income under ROC GAAP increased 122.1% to US$32.9 million.
- Net income under U.S. GAAP increased 136.1% to US$31.0 million.
- Net income before amortization under U.S. GAAP was US$33.1 million.
- Fully diluted EPS under ROC GAAP increased 102.8% to US$0.34 per share from
US$0.17 per share.
- Fully diluted EPS under U.S. GAAP increased 115.6% to US$0.32 per share
from US$0.15 per share.
- Fully diluted EPS under U.S. GAAP for net income before amortization was
US$0.34 per share.
- EBITDA for the quarter was US$73.6 million
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ASE Test Limited (Nasdaq: ASTSF), the world's largest independent
provider of semiconductor testing services, today reported that it has continued
its strong growth momentum, achieving a revenue growth rate of 51.7% from the
same period last year, and 17.6% sequentially from the second quarter this year.
ASET's gross and operating margins have improved sharply from the same period
last year; the Company has also continued to maintain the steady margins from
the second quarter this year.
"We are very pleased with our record operating performance and our strong
growth momentum," said Dr. Leonard Liu, chief executive officer of ASE Test. "In
the latest quarter, our results benefited from our diversified global customer
base which covers the 3C segments; this has allowed us to maintain good
utilization of our testers during the quarter." Dr. Liu added: "We believe that
we have outperformed our competitors for three major reasons. First, we are the
world's largest independent semiconductor test house, offering our customers the
most comprehensive end-to-end total testing solutions. Second, we are serving a
diversified customer base to smooth out volatility in specific sector or
specific customer. And third, our scale and capability in the front-end
engineering test in the US through ISE Labs, allow us to penetrate our customers
at early stage. Overall, we are confident that ASE Test is in the best position
to capture the test outsourcing growth, and our consistent performance in the
past few quarters clearly proves this"
Through ASE Test's global presence and technological capabilities, it is
able to service an established blue-chip customer base covering a wide range of
industries, including Alcatel, Altera, AMD, ATI, Cirrus Logic, Conexant,
Cypress, DSPG, ESST, Kawasaki, Lattice Semiconductor, LSI Logic, Motorola, Oak
Technologies, Philips, Qualcomm, and VIA. ASE Test's top five customers
contributed about 42% of its third quarter revenues.
"Today, ASE Test has built its franchise into a true global operation to
serve customers' needs. We are strategically located in Taiwan, Hong Kong,
Korea, Malaysia, Singapore and the United States, with Taiwan's output
contributing 38%, United States' output contributed 17%, and the South East Asia
locations contributed 45% of the third quarter revenues," said Dr. David Pan,
President of ASE Test. Dr. Pan added: "Of 5,500 employees globally, about 500
employees are located in the Silicon Valley to lead and support engineering
testing with design engineers early on, and about 1,550 employees are in Taiwan
working closely with the foundry and assembly partners to provide total IC
manufacturing solution. Going forward, ASE Test will continue to grow its
capacity and capability in all of its locations."
Being the world's largest independent testing house, ASE Test has the
capability and track record to better manage its CAPEX plan to ensure the right
type of tester platforms are purchased to meet customers' demand. As of 30
September 2000, the Company has about 588 testers and 411 wirebonders.
In order to maintain its market leadership position, ASE Test has
continued to make substantially capital investments in increasing testing
capacity. During the third quarter, the Company invested US$125.5 million in new
testers (US$112.7 million) and in the packaging area (US$12.9 million). Year to
September CAPEX amounted to US$312.5 million. As a result, ASE Test will revise
up its CAPEX plan to about US$350 million for the whole year 2000.
Revenue from testing services were US$85.6 million, or 70.9% of ASE Test's
net revenues during the third quarter, with the remaining revenues from the
packaging services. Revenue breakdown by end market in the latest quarter were
as follows: personal computers (34.7%), communications/consumer (55.4%), and
industrial/others (9.9%). Revenues by geographical market in the quarter were
North America (74.1%), Asia Pacific (19.5%), and Europe (6.4%). During the third
quarter, 58.6% of ASE Test's packaging business output was in high pin-count
ball grid array ("BGA") and quad flat packages/thin quad flat packages
("QFP/TQFP"), with an increasing focus on BGA packages. The rest of portfolio
includes 14.4% in plastic leaded chip carriers ("PLCC"), 19.0% in small outline
plastic packages/small outline plastic J-bend package ("SOP/SOJ"), and 8.1% in
plastic dual in-line packages ("PDIP").
Financial Analysis
Net Sales:
ASE Test achieved another quarterly record sales and profit for the third
quarter of 2000. Total revenues were US$ 120.8 million, up 51.7% from US$79.6
million in the third quarter of 1999. Testing revenues rose 67.2% to US$85.6
million from US$51.2 million in the third quarter of 1999, while packaging
revenues rose 23.8% to US$35.2 million compared with US$28.4 million for the
same period in 1999. The third quarter of 2000 reported revenues excluded the
Manteca's packaging sales, while the third quarter of 1999 included the
Manteca's packaging sales of US$2.1 million.
Gross Margin:
The consolidated gross margin for the third quarter of 2000 improved
significantly to 40.6% compared with 35.4% in the third quarter of 1999.
Depreciation expense for this quarter was US$28.0 million, or 23.2% of net
revenues, compared to US$17.7 million, or 22.3% of net revenues, in the same
quarter a year ago.
Operating Expenses:
Operating expenses for the third quarter of 2000 were US$16.2 million
compared with US$10.1 million for the same period in 1999. Of the US$16.2
million in operating expenses, US$3.2 million was spent on R&D, and US$12.9
million was accounted for by SG&A expenses, including US$2.1 million in goodwill
expense related to the ISE Labs acquisition last year.
Operating Income:
Operating income for the third quarter of 2000 rose sharply by 81.7% to
US$32.9 million compared with US$18.1 million in the third quarter of 1999.
Operating margin improved to 27.2% compared with 22.7% for the same period in
1999.
Non-Operating Income/Expenses:
Non-operating income for the third quarter of 2000 was US$6.6 million,
which primarily consisted of income from equity investees, interest revenues
from the offering proceeds, and some foreign exchange gains. Non-operating
expenses were US$5.4 million, primarily due to interest expense from the US$160
million 1% guaranteed convertible 5 year notes issued by ASE Test Finance
Limited in June 1999, with accrued interest rate of 7.25% p.a.
Income Before Income Taxes and Minority Interest:
Income before income taxes and minority interest for the third quarter of
2000 increased 129.8% to US$34.1 million compared with US$14.8 million for the
same period in 1999.
Net Income:
Net income under ROC GAAP for the third quarter of 2000 increased 122.1%
to US$32.9 million compared with US$14.8 million for the same period in 1999.
Net income under U.S. GAAP increased 136.1% to US$ 31.0 million compared with
US$13.1 million for the same period in 1999. Therefore, net income before
amortization under U.S. GAAP was US$33.1 million.
Per Share Data:
Fully diluted EPS under ROC GAAP for the third quarter of 2000 was US$0.34
per share compared with US$0.17 per share for the same period in 1999. Fully
diluted EPS under U.S. GAAP for the third quarter of 2000 was US$0.32 per share
compared with US$0.15 per share for the same period in 1999. Year to September
fully diluted EPS under ROC GAAP was US$0.90 per share compared with US$0.42 per
share for the same period in 1999. Year to September fully diluted EPS under US
GAAP was US$0.84 per share compared with US$0.37 per share for the same period
in 1999. Therefore, fully diluted EPS under U.S. GAAP for net income before
amortization for the quarter was US$0.34 per share, and year to September fully
diluted EPS under U.S. GAAP for net income before amortization was then US$0.91
per share.
Cashflow:
EBITDA for the third quarter was US$73.6 million, and year to September
EBITDA totaled US$185.1 million.
ASE Test Limited
Consolidated Statements of Income
(US$ thousands, except percentages and per share data)
(unaudited)
<TABLE>
Three Months Ended Sept. 30,
---------------------------------
1999 2000
ROC GAAP: ------------- -------------
<S> <C> <C>
Net revenues $ 79,608 $ 120,778
Cost of revenues 51,422 71,712
----------- -----------
Gross profit 28,186 49,066
Operating expenses 10,083 16,170
----------- -----------
<PAGE>
Three Months Ended Sept. 30,
---------------------------------
1999 2000
ROC GAAP: ------------- -------------
Operating income 18,103 32,896
Non-operating expense (income) 3,278 (1,175)
----------- -----------
Income before tax and minority interest 14,825 34,071
Income tax expense (benefit) (402) 21
Discontinued operation loss 0 115
Minority interest 395 1,001
----------- -----------
Net income $ 14,832 $ 32,934
=========== ===========
Fully diluted EPS $ 0.17 $ 0.34
=========== ===========
Shares used in earnings per share calculation
Fully diluted 88,548,267 96,968,283
U.S. GAAP:
Net income $ 13,124 $ 30,990
=========== ===========
Diluted EPS $ 0.15 $ 0.32
=========== ===========
Segment Data:
Net revenues:
Testing $ 51,212 $ 85,617
Packaging 28,396 35,161
Testing 64.3% 70.9%
Packaging 35.7% 29.1%
Operating Data:
Overall gross margin 35.4% 40.6%
Testing gross margin 41.9% 45.7%
Packaging gross margin 23.7% 28.2%
Operating margin 22.7% 27.2%
ROC GAAP net margin 18.6% 27.3%
U.S. GAAP net margin 16.5% 25.7%
</TABLE>
Sequential Comparison with Second Quarter of 2000
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Highlights
- Net sales increased 17.6% to US$120.8 million from US$102.7 million.
- Gross profit increased 17.0% to US$49.1 million and gross margin remained
flat at 40.6% from 40.8%
- Operating income increased 18.1% to US$32.9 million and operating margin
remained flat at 27.2% from 27.1%.
- Income before tax and minority interest increased 25.0% to US$34.1 million
<PAGE>
from US$27.3 million.
- Net income under ROC GAAP increased 28.2% to US$32.9 million from US$25.7
million.
- Net income under U.S. GAAP increased 28.9% to US$31.0 million from US$24.0
million.
- Net income under U.S. GAAP before amortization increased 26.8% to US$33.1
million from US$26.1 million
Three Months Ended Three Months Ended
June 30, 2000 Sept. 30, 2000
------------------ ------------------
ROC GAAP:
Net revenues ............................ $ 102,677 $ 120,778
Cost of revenues ........................ 60,747 71,712
--------- ---------
Gross profit ............................ 41,930 49,066
Operating expense ....................... 14,070 16,170
--------- ---------
Operating income ........................ 27,860 32,896
Non-operating expense (income)........... 605 (1,175)
--------- ---------
Income before tax ....................... 27,255 34,071
Income tax expense ...................... 165 21
Discontinuing operation Loss ............ 9 115
Minority interest ....................... 1,386 1,001
--------- ---------
Net income (ROC GAAP) ................... $ 25,695 $ 32,934
========= =========
Net income (U.S. GAAP) .................. $ 24,047 $ 30,990
========= =========
Segment Data:
Net revenues:
Testing ............................ $ 73,994 $ 85,617
Packaging .......................... 28,684 35,161
Testing ............................ 72.1% 70.9%
Packaging .......................... 27.9% 29.1%
Operating Data:
Overall gross margin .................... 40.8% 40.6%
Testing gross margin ............... 45.5% 45.7%
Packaging gross margin ............. 28.7% 28.2%
Operating margin ........................ 27.1% 27.2%
ROC GAAP net margin ..................... 25.0% 27.3%
U.S. GAAP net margin .................... 23.4% 25.7%
Year To September Comparison
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Highlights
- Net sales increased 68.1% to US$315.6 million.
- Gross profit increased 104.5% to US$128.5 million and gross margin
increased to 40.7% from 33.5%
- Operating income increased 105.5% to US$85.6 million and operating margin
increased to 27.1% from 22.2%.
- Income before tax increased 132.5% to US$85.2 million from US$36.6 million
- Net income under ROC GAAP increased 122.7% to US$81.5 million from US$36.6
million.
- Net income under U.S. GAAP increased 135.2% to US$76.3 million from US$32.4
million.
- Net income under U.S. GAAP before amortization increased 131.5% to US$82.5
million from US$35.6 million.
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Nine Months Ended Sept. 30,
---------------------------
ROC GAAP: 1999 2000
------------ ------------
Net revenues .................................. $ 187,739 $ 315,616
Cost of revenues .............................. 124,871 187,083
------------ ------------
Gross profit .................................. 62,868 128,533
Operating expenses ............................ 21,229 42,963
------------ ------------
Operating income .............................. 41,640 85,570
Non-operating expense ......................... 5,002 387
------------ ------------
Income before tax and minority interest ....... 36,637 85,183
Income tax expense (benefit) .................. (824) 252
Discontinued operation loss ................... 0 599
Minority interest ............................. 880 2,856
------------ ------------
Net income .................................... $ 36,582 $ 81,476
============ ============
Fully diluted EPS ............................. $ 0.42 $ 0.90
============ ============
Shares used in earnings per share calculation
Fully diluted ............................ 88,124,073 90,456,670
U.S. GAAP:
Net income .................................... $ 32,447 $ 76,307
============ ============
Diluted EPS ................................... $ 0.37 $ 0.84
============ ============
Segment Data:
Net revenues:
Testing .................................. $ 117,461 $ 225,647
Packaging ................................ 70,278 89,969
Testing .................................. 62.6% 71.5%
Packaging ................................ 37.4% 28.5%
Operating Data:
Overall gross margin .......................... 33.5% 40.7%
Testing gross margin ..................... 40.3% 45.7%
Packaging gross margin ................... 22.1% 28.4%
Operating margin .............................. 22.2% 27.1%
ROC GAAP net margin ........................... 19.5% 25.8%
U.S. GAAP net margin .......................... 17.3% 24.2%
<PAGE>
ASE Test Limited
Consolidated Balance Sheet
As of September 30, 2000
(US$ thousands)
(unaudited)
<TABLE>
<S> <C> <C> <C>
Cash and cash equivalents $ 186,511 Short-term borrowings $ 7,486
Accounts receivable 86,722 Accounts payable 41,077
Inventories 12,910 Payable for fixed assets 64,199
Other current assets 13,142 Current portion of LT debt 19,475
--------- Other current liabilities 17,972
Total current assets 299,285 ----------
Total current liabilities 150,209
Long term debt 98,663
Long-term investments 90,382 Convertible bonds 168,000
Fixed assets 610,103 Other liabilities 9,149
Goodwill 62,674 ----------
Other assets 24,114 Total liabilities 426,021
---------- Minority interest 24,039
Total assets $1,086,558 Shareholders' equity 636,498
========== ----------
Total liabilities & shareholders' equity $1,086,558
==========
</TABLE>
ASE Test Limited is the world's largest independent provider of
semiconductor testing services. ASE Test provides customers with a complete
range of semiconductor testing services, including front-end engineering
testing, wafer probing, final production testing of packaged semiconductors and
other test-related services. ASE Test has been quoted on Nasdaq since 1996 under
the symbol "ASTSF".
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
ASE TEST LIMITED
Dated: October 26, 2000 By: /s/ Jeffrey Chen
----------------------
Name: Jeffrey Chen
Title: Chief Financial Officer
