===========================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-----------------------------------
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
-----------------------------------
DATE OF REPORT: FEBRUARY 4, 2000
DATE OF EARLIEST EVENT REPORTED: FEBRUARY 3, 2000
GENERAL SEMICONDUCTOR, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 1-15442 13-3575653
(State or other (Commission File Number) (I.R.S. Employer
jurisdiction of Identification
incorporation or Number)
organization)
10 MELVILLE PARK ROAD
MELVILLE, NEW YORK 11747
(Address of principal executive offices)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (631) 847-3000
<PAGE>
Item 5. Other Events.
------------
On February 3, 2000, the registrant issued the press release filed as
Exhibit 99.1 hereto.
Item 7. Financial Statements and Exhibits.
---------------------------------
Exhibit Description
------- -----------
99.1 Press Release issued February 3, 2000
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on behalf of the
undersigned hereunto duly authorized.
Dated: February 4, 2000
GENERAL SEMICONDUCTOR, INC.
By: /s/ Stephen B. Paige
------------------------------------
Stephen B. Paige
Senior Vice President,
Secretary and General Counsel
<PAGE>
EXHIBIT INDEX
Exhibit Description
------- -----------
99.1 Press Release issued February 3, 2000
Exhibit 99.1
FOR IMMEDIATE RELEASE CONTACT: PAM JAMESON
(516) 847-3169
GENERAL SEMICONDUCTOR ANNOUNCES FOURTH QUARTER 1999 RESULTS
EARNINGS PER SHARE INCREASE 77% ON 14% SALES GAIN
MELVILLE, NY (Feb. 3, 2000)--General Semiconductor, Inc. (NYSE:SEM), a
leading manufacturer of discrete semiconductors, today reported net sales
for the quarter ended December 31, 1999 of $112.8 million, compared with
$98.8 million for the fourth quarter of 1998, an increase of 14.2 percent.
Operating income in the quarter improved 54.2 percent to $18.4 million from
$11.9 million, before restructuring charges, in the fourth quarter of 1998.
Diluted earnings per share were $0.23 in the fourth quarter of 1999, up
77.0 percent from $0.13, before restructuring charges in the year-earlier
period. In the fourth quarter of 1998, a pre-tax charge of $12.3 million,
or $0.23 per share after tax, was taken to better position the Company for
the future.
On a sequential basis, fourth quarter sales increased 6.6 percent from
$105.8 million for the third quarter of 1999; operating income improved
24.7 percent from $14.8 million and earnings per share were up 35.3 percent
from $0.17 per share.
For the year ended December 31, 1999, net sales were $417.1, million
compared with $401.1 million in 1998, an increase of 4.0 percent. Earnings
per share for the year were $0.66 compared with $0.50 in 1998 ($0.74 before
restructuring).
During the fourth quarter, the Company sampled customers with its new low
voltage trench MOSFET products. The products are initially being marketed
to the personal computer, desktop computer and notebook computer markets.
In January, the Company received its first design win and booked its first
order with delivery scheduled between February and April, 2000.
"During 1999, we saw significant improvement in our business, ending the
year with a very strong fourth quarter," said Ronald A. Ostertag, Chairman
and Chief Executive Officer. "Our fourth quarter results reflect improved
sales, pricing and capacity utilization. We are pleased with the
improvement in both gross margin and operating margin, in the
year-over-year period as well as sequentially. Our book to bill ratio was
1.25 in the quarter, which ended with a strong order backlog, lengthened
lead times and various products on allocation.
We look forward to continuing strength in our business and a very good
year, despite the seasonal slow-down that occurs in the first quarter of
the year, primarily due to the Lunar New Year in Asian countries."
Sales in China and Japan were up over 55 percent in the quarter and over 25
percent for the year, albeit from a relatively small base. Southeast Asia
reported sales gains of about 15 percent for both the quarter and the year.
European sales were up nearly 10 percent from last year's fourth quarter
reflecting solid improvement from the weaker conditions experienced early
in 1999. North American sales were flat in the quarter and year.
End-market sales were particularly strong for the quarter and the year in
automotive, computer/power supply, consumer and contract manufacturers.
General Semiconductor, Inc. is a market leader in the discrete segment of
the semiconductor industry with manufacturing facilities in China, France,
Germany, Ireland, Taiwan and the United States. The Company provides
customers with a broad array of power rectifiers, transient voltage
suppressors and small signal transistors and diodes. It has a diversified
customer base, in terms of geography and end-use markets. Customers include
leading global manufacturers of consumer electronics, lighting,
telecommunications equipment, computers, automotive and automotive
aftermarket products.
The information set forth above includes "forward-looking" information and,
accordingly, the cautionary statements contained in Exhibit 99 to the
Company's Form 10-K/A and Form 10-Q filings with the Securities and
Exchange Commission are incorporated herein by reference. General
Semiconductor's actual results could differ materially from the
"forward-looking" information in this press release.
VISIT GENERAL SEMICONDUCTOR ON THE WEB AT www.gensemi.com
<PAGE>
GENERAL SEMICONDUCTOR, INC.
CONSOLIDATED INCOME STATEMENTS
(In Thousands, Except Per Share Information)
Historical As Adjusted
Year Ended Year Ended
December 31, December 31,
---------------------- ----------
1999 1998 1998(A)
---------- ---------- ----------
NET SALES $ 417,082 $ 401,144 $ 401,144
---------- ---------- ----------
OPERATING COSTS AND EXPENSES:
Cost of sales 302,476 283,582 283,582
Selling, general
and administrative 46,567 46,802 46,802
Research and development 6,903 6,104 6,104
Amortization of excess of
cost over fair value of
net assets acquired 5,142 5,145 5,145
Restructuring 12,324
---------- ---------- ----------
Total operating costs
and expenses 361,088 353,957 341,633
---------- ---------- ----------
OPERATING INCOME 55,994 47,187 59,511
Other income (expense) - net (9) (71) (71)
Interest expense - net (23,466) (20,026) (20,026)
---------- ---------- ----------
INCOME BEFORE INCOME TAXES 32,519 27,090 39,414
Provision for income taxes (8,130) (8,556) (12,220)
---------- ---------- ----------
NET INCOME $ 24,389 $ 18,534 $ 27,194
========== ========== ==========
Weighted Average Shares
Outstanding:
Basic 36,832 36,811 36,811
Diluted 37,563 36,899 36,899
Earnings per share:
Basic $ 0.66 $ 0.50 $ 0.74
Diluted $ 0.66 $ 0.50 $ 0.74
(A) Excludes restructuring charges.
<PAGE>
GENERAL SEMICONDUCTOR, INC.
CONSOLIDATED INCOME STATEMENTS
(In Thousands, Except Per Share Information)
As Adjusted (A)
Historical Three Months
Three Months Ended Ended
December 31, December 31,
---------------------- ----------
1999 1998 1998
---------- ---------- ----------
NET SALES $ 112,782 $ 98,762 $ 98,762
---------- ---------- ----------
OPERATING COSTS AND EXPENSES:
Cost of sales 78,058 71,862 71,862
Selling, general
and administrative 13,025 12,033 12,033
Research and development 1,995 1,638 1,638
Amortization of excess of
cost over fair value of
net assets acquired 1,286 1,287 1,287
Restructuring 12,324
---------- ---------- ----------
Total operating costs
and expenses 94,364 99,144 86,820
---------- ---------- ----------
OPERATING INCOME 18,418 (382) 11,942
Other income (expense) - net (67) 13 13
Interest expense - net (6,590) (4,813) (4,813)
---------- ---------- ----------
INCOME BEFORE INCOME TAXES 11,761 (5,182) 7,142
Provision for income taxes (2,940) 1,449 (2,215)
---------- ---------- ----------
NET INCOME $ 8,821 $ (3,733) $ 4,927
========== ========== ==========
Weighted Average Shares
Outstanding:
Basic 36,868 36,820 36,820
Diluted 39,449 36,902 36,902
Earnings per share:
Basic $ 0.24 $ (0.10) $ 0.13
Diluted $ 0.23 $ (0.10) $ 0.13
(A) Excludes restructuring charges.
<PAGE>
GENERAL SEMICONDUCTOR, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In Thousands)
December 31, December 31,
1999 1998
-------------- --------------
Cash $ 2,586 $ 3,225
Accounts receivable, less
allowance for doubtful
accounts 63,246 59,643
Inventories 43,480 39,514
Other current assets 21,973 25,748
-------------- --------------
Total current assets 131,285 128,130
Total non-current assets 442,514 435,317
TOTAL ASSETS $ 573,799 $ 563,447
-------------- --------------
Total current liabilities $ 66,564 $ 76,427
-------------- --------------
Long-term debt 276,500 286,000
Other liabilities 99,353 95,673
-------------- --------------
Total non-current liabilities 375,853 381,673
-------------- --------------
Total liabilities 442,417 458,100
Total stockholders' equity 131,382 105,347
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 573,799 $ 563,447
-------------- --------------
