FORM 6-K
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
For the month of October 2014
Commission File Number 000- 13355
ASM INTERNATIONAL N.V.
(Translation of registrant’s name into English)
VERSTERKERSTRAAT 8
1322 AP ALMERE
THE NETHERLANDS
(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 ý Form 40-F ¨
Indicate by check mark if the registrant is submitting the form 6-K in paper as permitted by Regulation S-T Rule 101(b)(l): ¨
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule l0l(b)(7): ¨
Note: Regulation S-T Rule l0l(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and had not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
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 l2g3-2(b) under the Securities Exchange Act of 1934. Yes ¨ No ý
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- .
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Exhibits | | |
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Exhibit 99.1 | | ASM INTERNATIONAL N.V. REPORTS THIRD QUARTER 2014 RESULTS |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. |
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Dated: October 30, 2014 | | ASM INTERNATIONAL N.V. |
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| | | | /S/ HANS ZWEERS |
| | | | Hans Zweers |
| | | | Director External Reporting and Treasury |
ASM INTERNATIONAL N.V.
(THE “REGISTRANT”)
(COMMISSION FILE NO. 0-13355)
EXHIBIT INDEX
TO
FORM 6-K
DATED October 30, 2014
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Exhibit No. | | Exhibit Description | | Filed Herewith |
99.1 | | ASM INTERNATIONAL N.V. REPORTS THIRD QUARTER 2014 RESULTS | | | X |
Almere, The Netherlands
October 29, 2014
ASM INTERNATIONAL N.V. REPORTS
THIRD QUARTER 2014 RESULTS
ASM International N.V. (NASDAQ: ASMI and Euronext Amsterdam: ASM) reports today its third quarter 2014 operating results (unaudited) in accordance with US GAAP.
FINANCIAL HIGHLIGHTS
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| | | | | | |
| Quarter |
EUR million | Q3 2013 |
| Q2 2014 |
| Q3 2014 |
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New orders | 112.2 |
| 119.5 |
| 156.2 |
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Net sales | 116.4 |
| 148.4 |
| 122.2 |
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Gross profit margin % | 39.1 | % | 42.3 | % | 43.2 | % |
Operating result | 11.6 |
| 27.4 |
| 17.2 |
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Result from investments (excl. amortization and fair value purchase price allocation) | 10.8 |
| 15.8 |
| 30.7 |
|
Remeasurement gain, realized gain on sale of ASMPT shares, amortization and fair value adjustments1) | (17.2 | ) | (5.5 | ) | (5.7 | ) |
Net earnings | (0.9 | ) | 34.6 |
| 54.6 |
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Normalized net earnings (excl. remeasurement gain realized gain on sale of ASMPT shares, amortization and fair value adjustments) | 16.3 |
| 40.1 |
| 60.2 |
|
| |
• | Net sales for the third quarter 2014 decreased with 18% compared to the second quarter. Year-on-year net sales increased with 5%. |
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• | New orders at €156 million were 31% above the Q2 level. The upward deviation with our guidance of stable order intake compared to Q2 was caused by specific orders for ALD and PEALD products which came in earlier than anticipated. |
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• | Normalized net earnings for the third quarter 2014 increased compared to the second quarter mainly due to a higher result from investments and positive currency effects on cash we hold in foreign currencies (especially US$) fully compensating for the lower operating result due to a lower activity level. Compared to the same quarter last year, besides the effect of higher results from investments and currencies, the improvement was mainly due to higher sales in combination with effects of changes in our manufacturing operations and supply chain. |
1) Following the close of the sale on March 15, 2013 of a 12% share in ASMPT, the entity in which the Back-end segment is organized, ASMI's shareholding is reduced to 40%. As a consequence, as from March 15, 2013 the results of ASMPT are deconsolidated. From that date onwards the net result of ASMPT is reported on the line 'result from investments'. In 2013 a purchase price allocation took place, which was finalized in the fourth quarter, resulting in the recognition and subsequent amortization of certain intangible assets.
COMMENT
Commenting on the results, Chuck del Prado, President and Chief Executive Officer of ASM International said:
"The third quarter of 2014 showed the anticipated sales decrease as a result of the lower order intake in Q2. As shared in July this was caused by some customers absorbing the investments they made in the preceding quarters. In the third quarter our order book developed favorably, supported by orders coming in earlier than expected. Despite the lower sales level our gross profit margin remained strong at a 43% level. Our company performance in combination with a healthy cash situation has led to today’s announcement of a €100 million share buy back program."
OUTLOOK
For Q4 we expect a flat to single digit sales increase (on a currency comparable level), while our new orders are expected to be in the €130-150 million range. This would bring new orders for the second half of the year at approximately the same level as for the first half of the year.
SHARE BUYBACK PROGRAM
ASMI announced today that its Management Board authorized the repurchase of up to €100 million of the Company’s common shares within the 2014-2015 time frame. This buyback program will be executed by intermediaries through on-exchange purchases and will end as soon as the aggregate purchase price of the common shares acquired by ASMI has reached €100 million. The program does not include repurchases of ASMI’s American Depositary Receipts (ADRs).
On May 21, 2014 the General Meeting of Shareholders authorized ASMI to acquire shares for a period of 18 months.
The repurchase program is part of ASMI’s commitment to use excess cash for the benefit of its shareholders. It is ASMI’s intention to use part of the shares for commitments under employee share-based compensation.
About ASM International
ASM International NV, headquartered in Almere, the Netherlands, its subsidiaries and participations design and manufacture equipment and materials used to produce semiconductor devices. ASM International, its subsidiaries and participations provide production solutions for wafer processing (Front-end segment) as well as for assembly & packaging and surface mount technology (Back-end segment) through facilities in the United States, Europe, Japan and Asia. ASM International's common stock trades on NASDAQ (symbol ASMI) and the Euronext Amsterdam Stock Exchange (symbol ASM). For more information, visit ASMI's website at www.asm.com.
Safe Harbor Statement under the U.S. Private Securities Litigation Reform Act of 1995: All matters discussed in this statement, except for any historical data, are forward-looking statements. Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. These include, but are not limited to, economic conditions and trends in the semiconductor industry generally and the timing of the industry cycles specifically, currency fluctuations, corporate transactions, financing and liquidity matters, the success of restructurings, the timing of significant orders, market acceptance of new products, competitive factors, litigation involving intellectual property, shareholder and other issues, commercial and economic disruption due to natural disasters, terrorist activity, armed conflict or political instability, epidemics and other risks indicated in the Company's filings from time to time with the U.S. Securities and Exchange Commission, including, but not limited to, the Company's reports on Form 20-F and Form 6-K. The Company assumes no obligation nor intends to update or revise any forward-looking statements to reflect future developments or circumstances.
ASM International will host an investor conference call and web cast on Thursday, October 30, 2014 at 15:00 Continental European Time (10:00 a.m. - US Eastern Daylight Savings Time).
The teleconference dial-in numbers are as follows:
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• | United States: +1 212 444 0896 |
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• | International: +44 (0)20 3427 1912 |
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• | The Netherlands: +31 (0)20 716 8257 |
A simultaneous audio web cast will be accessible at www.asm.com.
CONTACT
Investor contact:
Victor Bareño
T: +31 88 100 8500
E: victor.bareno@asm.com
Mary Jo Dieckhaus
T: +1 212 986 2900
E: maryjo.dieckhaus@asm.com
Media contact:
Ian Bickerton
T: +31 625 018 512
ANNEX 1
OPERATING AND FINANCIAL REVIEW
THIRD QUARTER 2014
The following table shows the operating performance for the third quarter of 2014 as compared to the second quarter of 2014 and the third quarter of 2013:
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EUR million | Q3 2013 |
| Q2 2014 |
| Q3 2014 |
| Change Q2 2014 to Q3 2014 |
| Change Q3 2013 to Q3 2014 |
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New orders | 112.2 |
| 119.5 |
| 156.2 |
| 31 | % | 39 | % |
Backlog | 111.4 |
| 109.1 |
| 146.9 |
| 35 | % | 32 | % |
Book-to-bill | 1.0 |
| 0.8 |
| 1.3 |
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Net sales | 116.4 |
| 148.4 |
| 122.2 |
| (18 | )% | 5 | % |
Gross profit | 45.6 |
| 62.8 |
| 52.9 |
| (16 | )% | 16 | % |
Gross profit margin % | 39.1 | % | 42.3 | % | 43.2 | % | | |
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Selling, general and administrative expenses | (18.2 | ) | (19.9 | ) | (19.9 | ) | — | % | 9 | % |
Research and development expenses | (14.8 | ) | (15.4 | ) | (15.7 | ) | 2 | % | 6 | % |
Restructuring expenses | (1.0 | ) | (0.1 | ) | — |
| n/a |
| n/a |
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Operating result | 11.6 |
| 27.4 |
| 17.2 |
| (10.2 | ) | 5.6 |
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Operating margin % | 9.9 | % | 18.5 | % | 14.1 | % | | |
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Financing costs | (4.0 | ) | 2.5 |
| 16.1 |
| 13.6 |
| 20.1 |
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Income tax | (2.0 | ) | (5.7 | ) | (3.9 | ) | 1.8 |
| (1.9 | ) |
Result from investments | 10.8 |
| 15.8 |
| 30.7 |
| 14.9 |
| 19.9 |
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Remeasurement gain, realized gain on sale of ASMPT shares, amortization and fair value adjustments | (17.2 | ) | (5.5 | ) | (5.7 | ) | (0.2 | ) | 11.5 |
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Net earnings | (0.9 | ) | 34.6 |
| 54.6 |
| 20.0 |
| 55.5 |
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Normalized net earnings (excl. remeasurement gain, subsequent impairment charge, realized gain on sale of ASMPT shares, amortization and fair value adjustments) | 16.3 |
| 40.1 |
| 60.2 |
| 20.1 |
| 43.9 |
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Net earnings per share, diluted | € | (0.01 | ) | € | 0.53 |
| € | 0.84 |
| € | 0.31 |
| € | 0.85 |
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Normalized net earnings per share, diluted | € | 0.26 |
| € | 0.62 |
| € | 0.93 |
| € | 0.31 |
| € | 0.67 |
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Results
The backlog increased from €109 million at the end of the second quarter to €147 million as per September 30, 2014. The book-to-bill ratio increased to a level of 1.3.
The following table shows the level of new orders for the third quarter of 2014 and the backlog at the end of the third quarter of 2014, compared to the previous quarter and the comparable quarter previous year:
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EUR million | Q3 2013 |
| Q2 2014 |
| Q3 2014 |
| Change Q2 2014 to Q3 2014 |
| Change Q3 2013 to Q3 2014 |
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Backlog at the beginning of the quarter | 117.0 |
| 135.9 |
| 109.1 |
| (20 | )% | (7 | )% |
New orders for the quarter | 112.2 |
| 119.5 |
| 156.2 |
| 31 | % | 39 | % |
Net sales for the quarter | (116.4 | ) | (148.4 | ) | (122.2 | ) | (18 | )% | 5 | % |
FX-effect for the quarter | (1.3 | ) | 2.1 |
| 3.8 |
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| | | | | |
Backlog at the end of the quarter | 111.4 |
| 109.1 |
| 146.9 |
| 35 | % | 32 | % |
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Book-to-bill ratio (new orders divided by net sales) | 1.0 |
| 0.8 |
| 1.3 |
| | |
Net sales for the third quarter 2014 decreased with 18% compared to the previous quarter and increased with 5% year-on-year, mainly driven by lower ALD and PEALD, as customers are absorbing the investments made in the last quarters. The impact of currency changes was an increase of 2% quarter to quarter and was flat year-on-year.
The gross profit margin in the third quarter increased strongly to 43.2% (Q2 2014: 42.3%), mainly caused by mix effects. For Q3 2013 gross profit margin as a percentage of sales was 39.1%. The improvement year- on-year is caused by higher sales in combination with effect of changes in our manufacturing operations and supply chain. The impact of currency changes on gross profit was an increase of 3% quarter to quarter and an increase of 1% year-on-year.
Selling, general and administrative expenses were on the same level compared to the previous quarter. As a percentage of sales SG&A expenses were16% (Q2 2014: 13%, Q3 2013: 16%). The impact of currency changes on SG&A expenses was an increase of 2% quarter to quarter and flat year-on-year.
Research and development expenses increased with 2% compared to the previous quarter. As a percentage of sales R&D expenses were 13%, compared to 9% for the previous quarter. For the third quarter of 2013 this was 13%. The impact of currency changes on R&D expenses was an increase of 2% quarter to quarter and a decrease of 2% year-on-year.
Operating result was affected by currency changes with an increase of 5% quarter to quarter and an increase of 6% year-on-year.
Financing costs are mainly related to translation results. A substantial part of ASMI's cash position is denominated in US dollar. Currency changes, mainly between US dollar and Euro during Q3 resulted in a translation gain of €16.6 million compared to a gain of €2.5 million in the previous quarter.
Result from investments includes our 40% share in net earnings of ASMPT. In Q3 ASMPT showed a sales increase of 41% compared to the previous quarter, from HK$3,438 million to HK$4,852 million. Sales were 56% above the level of Q3, 2013 of HK$3,102 million. Net earnings increased from €39.5 million in Q2 to €77.0 million (on a 100% basis). Q3 last year, also on a 100% basis, showed net profit at €26.8 million.
The amortization of the recognized intangible assets and the depreciation of the fair value adjustment for property, plant & equipment negatively impacted net earnings with €5.7 million in Q3. For 2014 this amortization and depreciation amount is expected to be approximately €22 million.
Cash flow, balance sheet, liquidity and capital resources
Cash flow. The following table shows the cash flow statement on a comparable basis. The ASMPT numbers have been deconsolidated:
|
| | | | | | |
| | | |
EUR million | Q3 2013 |
| Q2 2014 |
| Q3 2014 |
|
Net earnings | (0.9 | ) | 34.6 |
| 54.6 |
|
Adjustments to cash from operating activities | | | |
Depreciation and amortization | 5.1 |
| 5.0 |
| 5.3 |
|
Income tax | 0.7 |
| 1.9 |
| (1.6 | ) |
Amortization PPA intangibles and fair value adjustments | 17.2 |
| 5.5 |
| 5.7 |
|
Result from investments | (10.8 | ) | (15.8 | ) | (30.7 | ) |
Other adjustments | 1.2 |
| 1.6 |
| (13.5 | ) |
| | | |
Changes in other assets and liabilities | | | |
Accounts receivable | 19.7 |
| 4.5 |
| 0.6 |
|
Inventories | 3.3 |
| 11.5 |
| (4.6 | ) |
Accounts payable | (1.1 | ) | (14.7 | ) | 3.5 |
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Other assets and liabilities | (0.1 | ) | (15.8 | ) | 3.1 |
|
Net cash provided (used) by operating activities | 34.4 |
| 18.3 |
| 22.4 |
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| | | |
Capital expenditures | (2.0 | ) | (6.5 | ) | (9.6 | ) |
Other | 1.6 |
| (0.2 | ) | — |
|
Net cash provided (used) in investing activities | (0.4 | ) | (6.7 | ) | (9.6 | ) |
| | | |
Loans proceeds and debt issuance fees (paid) | — |
| (1.3 | ) | (0.1 | ) |
Shares issued | 0.2 |
| 2.1 |
| 0.2 |
|
Dividend paid and capital repaid to shareholders ASMI | (269.7 | ) | (27.7 | ) | (4.1 | ) |
Dividend received from investments | 5.6 |
| 7.5 |
| 12.5 |
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Net cash provided (used) in financing activities | (263.9 | ) | (19.4 | ) | 8.5 |
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Net cash (used) provided | (229.9 | ) | (7.8 | ) | 21.3 |
|
Balance sheet.
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| | |
EUR million | December 31, 2013 |
| September 30, 2014 |
|
Cash and cash equivalents | 312.4 |
| 409.6 |
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Accounts receivable | 83.0 |
| 78.0 |
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Inventories | 104.5 |
| 110.6 |
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Other current assets | 18.1 |
| 22.6 |
|
Total current assets | 517.9 |
| 620.9 |
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| | |
Investments and associates | 944.0 |
| 1,055.5 |
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Property, plant and equipment | 56.5 |
| 72.4 |
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Goodwill | 11.4 |
| 12.1 |
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Other non-current assets | 21.3 |
| 22.5 |
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Total non-current assets | 1,033.2 |
| 1,162.6 |
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Total assets | 1,551.2 |
| 1,783.4 |
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Accounts payable | 44.8 |
| 53.1 |
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Other current liabilities | 56.6 |
| 66.8 |
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Total current liabilities | 101.5 |
| 120.0 |
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Pension liabilities | 2.5 |
| 2.6 |
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Total non-current liabilities | 2.5 |
| 2.6 |
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Shareholders' equity | 1,447.2 |
| 1,660.8 |
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Total liabilities and shareholders' equity | 1,551.2 |
| 1,783.4 |
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Net working capital, consisting of accounts receivable, inventories, other current assets, accounts payable, accrued expenses, advance payments from customers and deferred revenue, increased to €100 million compared to €95 million per June 30, 2014. Mainly due to currency translations, excluding this, net working capital would have been €92 million. The number of outstanding days of working capital, measured against quarterly sales, increased from 57 days at June 30, 2014 to 73 days on September 30, 2014.
Sources of liquidity. On September 30, 2014, the Company’s principal sources of liquidity consisted of €410 million in cash and cash equivalents and €150 million in undrawn bank lines.
OPERATING AND FINANCIAL REVIEW
NINE MONTHS ENDED SEPTEMBER 30, 2014
The following table shows the operating performance for the nine months ended September 30, 2014 as compared to the same period of the previous year on a pro-forma basis:
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| Nine months ended September 30, | |
EUR million | 2013, Pro-Forma |
| 2014 |
| Change |
|
New orders | 346.5 |
| 447.7 |
| 29 | % |
Backlog | 111.4 |
| 146.9 |
| 32 | % |
Book-to-bill | 1.1 |
| 1.1 |
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| | | |
Net sales | 325.0 |
| 421.3 |
| 30 | % |
Gross profit | 126.2 |
| 181.5 |
| 44 | % |
Gross profit margin % | 38.8 | % | 43.1 | % | |
| | | |
Selling, general and administrative expenses | (52.1 | ) | (59.0 | ) | 13 | % |
Research and development expenses | (43.3 | ) | (45.3 | ) | 5 | % |
Restructuring expenses | (1.9 | ) | (0.1 | ) | n/a |
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| | | |
Operating result | 28.9 |
| 77.1 |
| 48.2 |
|
Operating margin % | 8.9 | % | 18.3 | % | |
| | | |
Financing costs | (6.2 | ) | 17.4 |
| 23.6 |
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Income tax | (5.9 | ) | (14.0 | ) | (8.1 | ) |
Result from investments | 19.4 |
| 52.3 |
| 32.9 |
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Remeasurement gain, realized gain on sale of ASMPT shares, amortization and fair value adjustments | 1,349.6 |
| (16.5 | ) | (1,366.1 | ) |
| | | |
Net earnings | 1,385.9 |
| 116.3 |
| (1,269.6 | ) |
Normalized net earnings (excl. remeasurement gain, subsequent impairment charge, realized gain on sale of ASMPT shares, amortization and fair value adjustments) | 36.3 |
| 132.8 |
| 96.5 |
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Net earnings per share, diluted | € | 21.71 |
| € | 1.80 |
| € | (19.91 | ) |
Normalized net earnings per share, diluted | € | 0.57 |
| € | 2.05 |
| € | 1.48 |
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The pro-forma figures show ASMI numbers whereby ASMPT is deconsolidated. Result from investments reflects ASMI's share in the net earnings of ASMPT. In the pro-forma results for Q1, 2013 a share of 52% in ASMPT's net earnings is presented for the period January 1- March 15. For the period March 16 - March 31 the actual 40% shareholding is reflected.
Results
The backlog increased with 32% compared to September 30 last year. The book-to-bill ratio was 1.1.
The following table shows the level of new orders for the nine months ended September 30, 2014, the backlog at the end of the third quarter of 2014, compared to the comparable period of 2013:
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| | | | | | |
| Nine months ended September 30, | |
EUR million | 2013 |
| 2014 |
| % Change |
|
Backlog at the beginning of the year | 91.7 |
| 114.8 |
| 25 | % |
New orders | 346.5 |
| 447.7 |
| 29 | % |
Net sales | (325.0 | ) | (421.3 | ) | 30 | % |
FX-effect | (1.7 | ) | 5.6 |
| |
| | | |
Backlog as per reporting date | 111.4 |
| 146.9 |
| 32 | % |
| | | |
Book-to-bill ratio (new orders divided by net sales) | 1.1 |
| 1.1 |
| |
Net sales for the nine months ended September 30, 2014 increased with 30% year-on-year, mainly driven by ALD and PEALD sales, which were subsequently higher than in the comparable period last year. The impact of currency changes was a decrease of 3%.
The gross profit margin for the nine months ended September 30, 2014 increased to 43.1% (2013: 38.8%). This resulted from continued positive mix effects and a high utilization in combination with effects of changes in our manufacturing operations and supply chain. The impact of currency changes was a decrease of 3%.
Selling, general and administrative expenses increased with 13% compared to the comparable period previous year. As a percentage of sales SG&A expenses were 14% compared to 16% for the same period previous year. The impact of currency changes was a decrease of 2%.
Research and development expenses increased with 5% compared to the comparable period previous year. As a percentage of sales R&D expenses decreased to 11%, compared to 13% for the same period previous year. The impact of currency changes was a decrease of 4%.
Operating result was affected by the translation effect of currency changes with a decrease of 4% year-over-year.
ANNEX 2
RECONCILIATION RESULTS TO ASMI CONSOLIDATED
The results of Back-end were consolidated until March 15, 2013. From that date on the net result of ASMPT is reported on the line "result from investments".
NINE MONTHS ENDED SEPTEMBER 30, 2014
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| | | | | | |
| Nine months ended September 30, |
EUR million, except earnings per share | 2013 |
| 2014 |
| % Change |
|
Net sales | 485.3 |
| 421.3 |
| (13 | )% |
Gross profit | 164.6 |
| 181.5 |
| 10 | % |
Gross profit margin % | 33.9 | % | 43.1 | % | |
| | | |
Selling, general and administrative expenses | (77.7 | ) | (59.0 | ) | (24 | )% |
Research and development expenses | (60.4 | ) | (45.3 | ) | (25 | )% |
Restructuring expenses | (1.9 | ) | (0.1 | ) | n/a |
|
Result from operations | 24.6 |
| 77.1 |
| n/a |
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| | | |
Net earnings -1- | 1,385.9 |
| 116.3 |
| n/a |
|
Net earnings per share, diluted in euro -1- | €21.61 | €1.79 | n/a |
1) Allocated to the shareholders of the parent
Net Sales
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| | | | | | |
| Nine months ended September 30, |
EUR million | 2013 |
| 2014 |
| % Change |
|
Front-end | 325.0 |
| 421.3 |
| 30 | % |
Back-end | 160.3 |
| — |
| n/a |
|
ASMI consolidated | 485.3 |
| 421.3 |
| (13 | )% |
Gross Profit (Margin)
|
| | | | | | | | | | |
| Nine months ended September 30, |
EUR million | Gross profit | Gross profit margin | |
| 2013 |
| 2014 |
| 2013 |
| 2014 |
| Increase or (decrease) percentage points |
Front-end | 126.2 |
| 181.5 |
| 38.8 | % | 43.1 | % | 4.3 | ppt |
Back-end | 38.4 |
| — |
| 24.0 | % | — | % | (24.0 | )ppt |
ASMI consolidated | 164.6 |
| 181.5 |
| 33.9 | % | 43.1 | % | 9.2 | ppt |
Selling, General and Administrative Expenses
|
| | | | | | |
| Nine months ended September 30, |
EUR million | 2013 |
| 2014 |
| % Change |
|
Front-end | 52.1 |
| 59.0 |
| 13 | % |
Back-end | 25.6 |
| — |
| n/a |
|
ASMI consolidated | 77.7 |
| 59.0 |
| (24 | )% |
Research and Development Expenses
|
| | | | | | |
| Nine months ended September 30, | |
EUR million | 2013 |
| 2014 |
| % Change |
|
Front-end | 43.3 |
| 45.3 |
| 5 | % |
Back-end | 17.1 |
| — |
| n/a |
|
ASMI consolidated | 60.4 |
| 45.3 |
| (25 | )% |
Result from Operations |
| | | | | | |
| Nine months ended September 30, | |
EUR million | 2013 |
| 2014 |
| Change |
|
Front-end | | | |
Before special items | 30.8 |
| 77.2 |
| 46.4 |
|
Restructuring expenses | (1.9 | ) | (0.1 | ) | 1.8 |
|
After special items | 28.9 |
| 77.1 |
| 48.2 |
|
| | | |
Back-end | (4.3 | ) | — |
| 4.3 |
|
ASMI consolidated | 24.6 |
| 77.1 |
| 52.5 |
|
Net Earnings allocated to the shareholders of the parent |
| | | | | | |
| Nine months ended September 30, | |
EUR million | 2013 |
| 2014 |
| Change |
|
Front-end | | | |
Before special items | 18.7 |
| 80.7 |
| 62.0 |
|
Restructuring expenses | (1.9 | ) | (0.1 | ) | 1.8 |
|
After special items | 16.8 |
| 80.6 |
| 63.8 |
|
| | | |
Back-end | | | |
Until March 15, 2013 consolidated | (2.8 | ) | — |
| 2.8 |
|
As from March 15, 2013 as a 40% investment | 22.2 |
| 52.3 |
| 30.1 |
|
Total | 19.4 |
| 52.3 |
| 32.9 |
|
| | | |
Realized gain on the sale of 11.88% of the ASMPT shares | 245.2 |
| — |
| (245.2 | ) |
Unrealized remeasurement gain on the remaining 40% of the ASMPT shares and amortization intangibles recognized in purchase price allocation | 1,104.5 |
| (16.5 | ) | (1,121.0 | ) |
| | | |
Total net earnings allocated to the shareholders of the parent | 1,385.9 |
| 116.3 |
| (1,269.6 | ) |
ANNEX 3
ASM INTERNATIONAL N.V.
CONSOLIDATED STATEMENTS OPERATIONS
|
| | | | | | | | |
| Three months ended September 30, | Nine months ended September 30, |
| 2013 |
| 2014 |
| 2013 |
| 2014 |
|
EUR thousand, except earnings per share | (unaudited) |
| (unaudited) |
| (unaudited) |
| (unaudited) |
|
| | | | |
Net sales | 116,429 |
| 122,201 |
| 485,329 |
| 421,304 |
|
Cost of sales | (70,878 | ) | (69,349 | ) | (320,712 | ) | (239,796 | ) |
Gross profit | 45,551 |
| 52,851 |
| 164,617 |
| 181,508 |
|
| | | | |
Operating expenses: | | | | |
Selling, general and administrative | (18,211 | ) | (19,907 | ) | (77,708 | ) | (58,995 | ) |
Research and development | (14,821 | ) | (15,744 | ) | (60,358 | ) | (45,324 | ) |
Restructuring expenses | (964 | ) | — |
| (1,949 | ) | (80 | ) |
Total operating expenses | (33,996 | ) | (35,651 | ) | (140,015 | ) | (104,398 | ) |
Operating result | 11,555 |
| 17,200 |
| 24,602 |
| 77,109 |
|
Net interest expense | (303 | ) | (468 | ) | (1,353 | ) | (855 | ) |
Accretion of interest | — |
| — |
| (10 | ) | — |
|
Foreign currency exchange gains (losses) | (3,705 | ) | 16,613 |
| (4,308 | ) | 18,274 |
|
Result from investments | (6,464 | ) | 25,082 |
| 1,371,895 |
| 35,731 |
|
Earnings before income taxes | 1,082 |
| 58,428 |
| 1,390,826 |
| 130,260 |
|
Income tax expense | (1,957 | ) | (3,864 | ) | (7,552 | ) | (13,961 | ) |
Net earnings | (875 | ) | 54,564 |
| 1,383,275 |
| 116,299 |
|
| | | | |
Allocation of net earnings: | | | | |
Shareholders of the parent | (875 | ) | 54,564 |
| 1,385,868 |
| 116,299 |
|
Minority interest | — |
| — |
| (2,593 | ) | — |
|
| | | | |
Net earnings per share, allocated to the shareholders of the parent: | | | | |
Basic net earnings | (0.01 | ) | 0.86 |
| 21.94 |
| 1.83 |
|
Diluted net earnings (1) | (0.01 | ) | 0.84 |
| 21.61 |
| 1.80 |
|
| | | | |
Weighted average number of shares used in | | | | |
computing per share amounts (in thousand): | | | | |
Basic | 63,171 |
| 63,658 |
| 63,171 |
| 63,592 |
|
Diluted (1) | 63,171 |
| 64,840 |
| 64,144 |
| 64,748 |
|
| | | | |
Outstanding shares: | 63,195 |
| 63,659 |
| 63,195 |
| 63,659 |
|
| | | | |
(1) The calculation of diluted net earnings per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in earnings of the Company. Only instruments that have a dilutive effect on net earnings are included in the calculation. The assumed conversion results in adjustment in the weighted average number of common shares and net earnings due to the related impact on interest expense. The calculation is done for each reporting period individually. The possible increase of common shares caused by employee stock options for the three month ended September 30, 2014 with 1,182,223 common shares and for the nine month ended September 30, 2014 with 1,156,382 common shares, adjustments have been reflected in the diluted weighted average number of shares and net earnings per share for this period. |
| | | | |
Amounts are rounded to the nearest thousand euro; therefore amounts may not equal (sub) totals due to rounding. |
ASM INTERNATIONAL N.V.
CONSOLIDATED BALANCE SHEETS
|
| | | | |
| December 31, |
| September 30, |
|
| 2013 |
| 2014 |
|
EUR thousand | | (unaudited) |
|
Assets | | |
| | |
Cash and cash equivalents | 312,437 |
| 409,585 |
|
Accounts receivable, net | 83,017 |
| 78,045 |
|
Inventories, net | 104,467 |
| 110,640 |
|
Income taxes receivable | 1,226 |
| 2,851 |
|
Deferred tax assets | 3,739 |
| 2,122 |
|
Other current assets | 12,521 |
| 17,615 |
|
Total current assets | 517,408 |
| 620,858 |
|
| | |
Debt issuance costs | 276 |
| 1,313 |
|
Deferred tax assets | 1,320 |
| 1,456 |
|
Other intangible assets | 5,637 |
| 3,746 |
|
Goodwill, net | 11,421 |
| 12,104 |
|
Investments | 278 |
| 278 |
|
Associates | 943,676 |
| 1,055,268 |
|
Other non current assets | 634 |
| 708 |
|
Assets held for sale | 738 |
| 760 |
|
Evaluation tools at customers | 13,332 |
| 14,548 |
|
Property, plant and equipment, net | 56,531 |
| 72,368 |
|
Total Assets | 1,551,249 |
| 1,783,407 |
|
| | |
Liabilities and Shareholders' Equity | | |
| | |
Accounts payable | 44,837 |
| 53,118 |
|
Other current payables | 46,526 |
| 54,074 |
|
Income taxes payable | 10,087 |
| 12,723 |
|
Total current liabilities | 101,450 |
| 119,915 |
|
| | |
Pension liabilities | 2,514 |
| 2,632 |
|
Deferred tax liabilities | 35 |
| 38 |
|
Total Liabilities | 103,999 |
| 122,585 |
|
| | |
Total Shareholders' Equity | 1,447,249 |
| 1,660,822 |
|
| | |
Total Liabilities and Equity | 1,551,249 |
| 1,783,407 |
|
| | |
Amounts are rounded to the nearest thousand euro; therefore amounts may not equal (sub) totals due to rounding. |
ASM INTERNATIONAL N.V.
CONSOLIDATED STATEMENTS OF CASH FLOWS
|
| | | | | | | | |
| Three months ended September 30, | Nine months ended September 30, |
| 2013 |
| 2014 |
| 2013 |
| 2014 |
|
EUR thousand | (unaudited) |
| (unaudited) |
| (unaudited) |
| (unaudited) |
|
Cash flows from operating activities: | | | | |
Net earnings | (875 | ) | 54,564 |
| 1,383,275 |
| 116,299 |
|
Adjustments to reconcile net earnings to net cash from operating activities: | | | | |
Depreciation and amortization | 5,075 |
| 5,336 |
| 23,615 |
| 15,387 |
|
Other | 1,197 |
| (13,469 | ) | 4,011 |
| (10,251 | ) |
Result investments | 6,464 |
| (25,082 | ) | (1,371,895 | ) | (35,731 | ) |
Income taxes | 700 |
| (1,570 | ) | 675 |
| 2,386 |
|
Changes in other assets and liabilities: | | | | |
Inventories | 3,289 |
| (4,608 | ) | (27,813 | ) | 1,226 |
|
Accounts receivable | 19,741 |
| 561 |
| 12,669 |
| 10,053 |
|
Accounts payable | (1,082 | ) | 3,528 |
| 4,761 |
| 4,748 |
|
Other current assets | (137 | ) | 3,144 |
| 7,229 |
| (833 | ) |
Net cash provided (used) by operating activities | 34,373 |
| 22,404 |
| 36,526 |
| 103,285 |
|
| | | | |
Cash flows from investing activities: | | | | |
Capital expenditures | (2,026 | ) | (9,745 | ) | (8,970 | ) | (20,322 | ) |
Purchase of intangible assets | — |
| (6 | ) | (433 | ) | (187 | ) |
Disposal of investments | — |
| — |
| 298,307 |
| — |
|
Proceeds from sale of property, plant and equipment | 1,611 |
| 123 |
| 2,663 |
| 254 |
|
Net cash used in investing activities | (414 | ) | (9,627 | ) | 291,568 |
| (20,255 | ) |
| | | | |
Cash flows from financing activities: | | | | |
Debt redemption, net | — |
| — |
| (21,908 | ) | — |
|
Debt issuance fees paid | — |
| (54 | ) | — |
| (1,416 | ) |
Proceeds from issuance of common shares | 211 |
| 151 |
| 1,236 |
| 3,044 |
|
Proceeds from non consolidated investments | 5,551 |
| 12,524 |
| 10,277 |
| 19,974 |
|
Dividend to shareholders ASMI | — |
| (4,128 | ) | (31,681 | ) | (31,828 | ) |
Capital distribution | (269,667 | ) | — |
| (269,667 | ) | — |
|
Net cash provided (used) in financing activities | (263,906 | ) | 8,494 |
| (311,742 | ) | (10,226 | ) |
Exchange rate effects | (1,884 | ) | 19,977 |
| (3,215 | ) | 24,344 |
|
Net increase (decrease) in cash and cash equivalents | (231,831 | ) | 41,248 |
| 13,137 |
| 97,148 |
|
Cash and cash equivalents at beginning of period | 535,442 |
| 368,337 |
| 290,475 |
| 312,437 |
|
Cash and cash equivalents at end of period | 303,611 |
| 409,585 |
| 303,611 |
| 409,585 |
|
| | | | |
Amounts are rounded to the nearest thousand euro; therefore amounts may not equal (sub) totals due to rounding. |
ASM INTERNATIONAL N.V.
DISCLOSURE ABOUT SEGMENTS AND RELATED INFORMATION (1/3) |
| | | | | | |
The Company organizes its activities in two operating segments, Front-end and Back-end. |
The Front-end segment manufactures and sells equipment used in wafer processing, encompassing the fabrication steps in which silicon wafers are layered with semiconductor devices. The segment is a product driven organizational unit comprised of manufacturing, service, and sales operations in Europe, the United States, Japan and Southeast Asia. |
|
The Back-end segment manufactures and sells equipment and materials used in assembly and packaging, encompassing the processes in which silicon wafers are separated into individual circuits and subsequently assembled, packaged and tested. The segment is organized in ASM Pacific Technology Ltd., in which the Company held a majority interest until March 15, 2013. As per March 15, 2013 the Company holds a 40.08% share in ASMPT. Per the same date control on ASMPT ceased and the numbers are deconsolidated. The remaining shares are listed on the Stock Exchange of Hong Kong. The segment's main operations are located in Hong Kong, Singapore, the People's Republic of China, Malaysia and Germany. As per September 30, 2014 the interest in ASMPT amounts to 40%. |
| | | |
| Three months ended September 30, 2013 |
| Front-end |
| Back-end |
| Total |
|
EUR thousand | (unaudited) |
| (unaudited) |
| (unaudited) |
|
Net sales to unaffiliated customers | 116,429 |
| — |
| 116,429 |
|
Gross profit | 45,551 |
| — |
| 45,551 |
|
Operating result | 11,555 |
| — |
| 11,555 |
|
Net interest expense | (303 | ) | — |
| (303 | ) |
Foreign currency exchange losses | (3,705 | ) | — |
| (3,705 | ) |
Result from investments | — |
| (6,464 | ) | (6,464 | ) |
Income tax expense | (1,957 | ) | — |
| (1,957 | ) |
Net earnings | 5,589 |
| (6,464 | ) | (875 | ) |
| | | |
Net earnings allocated to: | | | |
Shareholders of the parent | | | (875 | ) |
Minority interest | | | — |
|
| | | |
Capital expenditures and purchase of intangible assets | 2,026 |
| — |
| 2,026 |
|
Depreciation and amortization | 5,075 |
| — |
| 5,075 |
|
| Three months ended September 30, 2014 |
| Front-end |
| Back-end |
| Total |
|
| (unaudited) |
| (unaudited) |
| (unaudited) |
|
Net sales to unaffiliated customers | 122,201 |
| — |
| 122,201 |
|
Gross profit | 52,851 |
| — |
| 52,851 |
|
Operating result | 17,200 |
| — |
| 17,200 |
|
Net interest expense | (468 | ) | — |
| (468 | ) |
Foreign currency exchange gains | 16,613 |
| — |
| 16,613 |
|
Result from investments | — |
| 25,082 |
| 25,082 |
|
Income tax expense | (3,864 | ) | — |
| (3,864 | ) |
Net earnings | 29,482 |
| 25,082 |
| 54,564 |
|
| | | |
Net earnings allocated to: | | | |
Shareholders of the parent | | | 54,564 |
|
Minority interest | | | — |
|
| | | |
Capital expenditures and purchase of intangible assets | 9,750 |
| — |
| 9,750 |
|
Depreciation and amortization | 5,336 |
| — |
| 5,336 |
|
| | | |
Amounts are rounded to the nearest thousand euro; therefore amounts may not equal (sub) totals due to rounding. |
ASM INTERNATIONAL N.V.
DISCLOSURE ABOUT SEGMENTS AND RELATED INFORMATION (2/3)
|
| | | | | | |
| Nine months ended September 30, 2013 |
| Front-end |
| Back-end |
| Total |
|
EUR thousand | (unaudited) |
| (unaudited)-2- |
| (unaudited) |
|
Net sales to unaffiliated customers | 325,043 |
| 160,286 |
| 485,329 |
|
Gross profit | 126,227 |
| 38,390 |
| 164,617 |
|
Operating result | 28,889 |
| (4,287 | ) | 24,602 |
|
Net interest expense | (1,041 | ) | (312 | ) | (1,353 | ) |
Accretion of interest | — |
| (10 | ) | (10 | ) |
Foreign currency exchange gains (losses) | (5,156 | ) | 847 |
| (4,308 | ) |
Result from investments | — |
| 1,371,895 |
| 1,371,895 |
|
Income tax expense | (5,915 | ) | (1,637 | ) | (7,552 | ) |
Net earnings | 16,778 |
| 1,366,497 |
| 1,383,275 |
|
| | | |
Net earnings allocated to: | | | |
Shareholders of the parent | | | 1,385,868 |
|
Minority interest | | | (2,593 | ) |
| | | |
Capital expenditures and purchase of intangible assets | 2,942 |
| 6,460 |
| 9,402 |
|
Depreciation and amortization | 15,023 |
| 8,591 |
| 23,615 |
|
| | | |
Cash and cash equivalents | 303,611 |
| — |
| 303,611 |
|
Capitalized goodwill | 11,421 |
| — |
| 11,421 |
|
Other intangible assets | 6,569 |
| — |
| 6,569 |
|
Investments and Associates | 278 |
| 1,339,090 |
| 1,339,368 |
|
Other identifiable assets | 273,961 |
| — |
| 273,961 |
|
Total assets | 595,840 |
| 1,339,090 |
| 1,934,930 |
|
Headcount in full-time equivalents -1- | 1,503 |
| — |
| 1,503 |
|
| | | |
1) Headcount includes those employees with a fixed contract, and is exclusive of temporary workers. |
2) Operational results and cash flow numbers relate to the period January 1, 2013 - March 15, 2013. |
|
Amounts are rounded to the nearest thousand euro; therefore amounts may not equal (sub) totals due to rounding. |
ASM INTERNATIONAL N.V.
DISCLOSURE ABOUT SEGMENTS AND RELATED INFORMATION (3/3)
|
| | | | | | |
| Nine months ended September 30, 2014 |
| Front-end |
| Back-end |
| Total |
|
EUR thousand | (unaudited) |
| (unaudited) |
| (unaudited) |
|
Net sales to unaffiliated customers | 421,304 |
| — |
| 421,304 |
|
Gross profit | 181,508 |
| — |
| 181,508 |
|
Operating result | 77,109 |
| — |
| 77,109 |
|
Net interest expense | (855 | ) | — |
| (855 | ) |
Foreign currency exchange gains | 18,274 |
| — |
| 18,274 |
|
Result from investments | — |
| 35,731 |
| 35,731 |
|
Income tax expense | (13,961 | ) | — |
| (13,961 | ) |
Net earnings | 80,568 |
| 35,731 |
| 116,299 |
|
| | | |
Net earnings allocated to: | | | |
Shareholders of the parent | | | 116,299 |
|
Minority interest | | | — |
|
| | | |
Capital expenditures and purchase of intangible assets | 20,509 |
| — |
| 20,509 |
|
Depreciation and amortization | 15,387 |
| — |
| 15,387 |
|
| | | |
Cash and cash equivalents | 409,585 |
| — |
| 409,585 |
|
Capitalized goodwill | 12,104 |
| — |
| 12,104 |
|
Other intangible assets | 3,746 |
| — |
| 3,746 |
|
Investments & Associates | 278 |
| 1,055,268 |
| 1,055,546 |
|
Other identifiable assets | 302,426 |
| — |
| 302,426 |
|
Total assets | 728,139 |
| 1,055,268 |
| 1,783,407 |
|
Headcount in full-time equivalents ¹ | 1,614 |
| — |
| 1,614 |
|
| | | |
1) Headcount includes those employees with a fixed contract, and is exclusive of temporary workers. |
|
Amounts are rounded to the nearest thousand euro; therefore amounts may not equal (sub) totals due to rounding. |
|
| | | | | | | | |
ASM INTERNATIONAL N.V. |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
|
Basis of Presentation |
ASM International N.V, ("ASMI") follows accounting principles generally accepted in the United States of America ("US GAAP"). |
Amounts are rounded to the nearest thousand euro; therefore amounts may not equal (sub) totals due to rounding. |
|
Principles of Consolidation |
The Consolidated Financial Statements include the accounts of ASMI and its subsidiaries, where ASMI holds a controlling interest. The non-controlling interest of third parties is disclosed separately in the Consolidated Financial Statements. All intercompany profits, transactions and balances have been eliminated in consolidation. |
|
Change in accounting policies |
No significant changes in accounting policies incurred during the third quarter of 2014. |
ASM INTERNATIONAL N.V.
RECONCILIATION US GAAP - IFRS |
| | | | | | | | | | | | |
Accounting principles under IFRS | | | | |
| | | | |
ASMI’s primary consolidated financial statements are and will continue to be prepared in accordance with US GAAP. However, ASMI is required under Dutch law to report its Consolidated Financial Statements in accordance with International Financial Reporting Standards (“IFRS”). As a result of the differences between IFRS and US GAAP that are applicable to ASMI, the Consolidated Statement of Operations and Consolidated Balance Sheet reported in accordance with IFRS differ from those reported in accordance with US GAAP. The major differences relate to development costs, goodwill, inventory obsolescence reserve, debt issuance fees and pension plans. |
The reconciliation between IFRS and US GAAP is as follows: | | | |
| Three months ended September 30, | Nine months ended September 30, |
Net earnings | 2013 |
| 2014 |
| 2013 |
| 2014 |
|
EUR million, except per share date | (unaudited) |
| (unaudited) |
| (unaudited) |
| (unaudited) |
|
US GAAP, net earnings allocated to common shares | (0.9 | ) | 54.6 |
| 1,385.9 |
| 116.3 |
|
Adjustments for IFRS: | | | | |
Reversal inventory write downs | — |
| (0.4 | ) | 0.4 |
| (0.2 | ) |
GAAP differences investments | — |
| (0.2 | ) | 0.2 |
| 0.1 |
|
Goodwill | — |
| — |
| 9.5 |
| — |
|
Development expenses | 0.3 |
| 0.9 |
| 1.3 |
| 0.1 |
|
Debt issuance fees | 0.1 |
| 0.1 |
| 0.3 |
| (1.0 | ) |
Total adjustments | 0.4 |
| 0.4 |
| 11.7 |
| (1.0 | ) |
IFRS | (0.5 | ) | 54.9 |
| 1,397.6 |
| 115.3 |
|
| | | | |
IFRS allocation of net earnings for common shares: | | | | |
Continued operations | (0.5 | ) | 54.9 |
| (10.1 | ) | 115.3 |
|
Discontinued operations 1) | — |
| — |
| 1,407.7 |
| — |
|
| | | | |
1) Discontinued operations include the ASMI share in net earnings of ASMPT until March 15, 2013, net result on the sale of ASMI's 12% share and the remeasurement gain on the remaining ASMI share. |
| | | | |
Net earnings per share, diluted: | | | | |
Continued operations | € | (0.01 | ) | € | 0.85 |
| € | (0.16 | ) | € | 1.78 |
|
Discontinued operations | € | — |
| € | — |
| € | 21.95 |
| € | — |
|
Total operations | € | (0.01 | ) | € | 0.85 |
| € | 21.79 |
| € | 1.78 |
|
| | | | |
| | | Shareholders' equity |
| | | December 31, |
| September 30, |
|
| | | 2013 |
| 2014 |
|
EUR million | | |
|
| (unaudited) |
|
| | | | |
US GAAP | | | 1,447.2 |
| 1,660.8 |
|
Adjustments for IFRS: | | | | |
Goodwill | | | (0.9 | ) | (0.9 | ) |
Debt issuance fees | | | (0.3 | ) | (1.3 | ) |
Reversal inventory write downs | | | 1.8 |
| 2.1 |
|
Development expenses | | | 47.5 |
| 50.6 |
|
GAAP differences investments | | | — |
| 0.1 |
|
Pension plans | | | 0.2 |
| 0.2 |
|
Total adjustments | | | 48.4 |
| 50.7 |
|
IFRS | | | 1,495.6 |
| 1,711.6 |
|
| | | | |
Amounts are rounded to the nearest million euro; therefore amounts may not equal (sub) totals due to rounding. |
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