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

 

April 28, 2017

 

Commission File Number 001-16125
   
   
Advanced Semiconductor Engineering, Inc.
( Exact name of Registrant as specified in its charter)
   

26 Chin Third Road

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         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)(1):

 

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 101(b)(7):

 

Note: Regulation S-T Rule 101(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 has 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 by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

 

Yes          No

 

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):

 

Not applicable

 

 

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.

 

    ADVANCED SEMICONDUCTOR
ENGINEERING, INC.
 
       
       
Date:April 28, 2017 By: /s/ Joseph Tung  
  Name:     Joseph Tung  
  Title: Chief Financial Officer  

 

 

 

Advanced Semiconductor Engineering, Inc.  

 

FOR IMMEDIATE RELEASE

 

IR Contact :

Iris Wu, Manager 

irissh_wu@aseglobal.com 

Tel: +886.2.6636.5678 

http://www.aseglobal.com

 

Grace Teng, Manager 

grace_teng@aseglobal.com 

Tel: +886.2.6636.5678

 

 

 

 

ADVANCED SEMICONDUCTOR ENGINEERING, INC. REPORTS UNAUDITED CONSOLIDATED FINANCIAL RESULTS FOR THE FIRST QUARTER OF 2017

 

Taipei, Taiwan, R.O.C., April 28, 2017 – Advanced Semiconductor Engineering, Inc. (TAIEX: 2311, NYSE: ASX) (“We”, “ASE”, or the “Company”), among the world’s leading companies in semiconductor packaging and testing, today reported unaudited net revenues 1 of NT$66,551 million for the first quarter of 2017 (1Q17), up by 7% year-over-year and down by 14% sequentially. Net income attributable to shareholders of the parent for the quarter totaled NT$2,569 million, down from a net income attributable to shareholders of the parent of NT$3,882 million in 1Q16 and down from a net income attributable to shareholders of the parent of NT$7,965 million in 4Q16. Basic earnings per share for the quarter were NT$0.33 (or US$0.054 per ADS), compared to basic earnings per share of NT$0.51 for 1Q16 and NT$1.04 for 4Q16. Diluted earnings per share for the quarter were NT$0.30 (or US$0.047 per ADS), compared to diluted earnings per share of NT$0.40 for 1Q16 and NT$0.88 for 4Q16.

 

RESULTS OF OPERATIONS

 

1Q17 Results Highlights – Consolidated

 

l Net revenue contribution from packaging operations, testing operations, EMS operations, substrates sold to third parties and others, each represented approximately 45%, 10%, 44%, 1% and 0%, respectively, of total net revenues for the quarter.

 

l Cost of revenue was NT$54,573 million for the quarter, down from NT$61,751 million in 4Q16.

 

- Raw material cost totaled NT$31,285 million for the quarter, representing 47% of total net revenues.

 

- Labor cost totaled NT$8,857 million for the quarter, representing 13% of total net revenues.

 

- Depreciation, amortization and rental expenses totaled NT$6,937 million for the quarter.

 

l Gross margin decreased 1.9 percentage points to 18.0% in 1Q17 from 19.9% in 4Q16.

 

l Operating margin was 7.9% in 1Q17 compared to 10.5% in 4Q16.

 

l In terms of non-operating items:

 

- Net interest expense was NT$435 million.

 

- Net foreign exchange gain of NT$2,891 million was primarily attributable to the depreciation of the U.S. dollar against the NT dollar.

 

 

 

1 All financial information presented in this press release is unaudited, consolidated and prepared in accordance with Taiwan-IFRS (International Financial Reporting Standards as endorsed for use in the R.O.C.). Such financial information is generated internally by us and has not been subjected to the same review and scrutiny, including internal auditing procedures and audit by our independent auditors, to which we subject our audited consolidated financial statements, and may vary materially from the audited consolidated financial information for the same period. Any evaluation of the financial information presented in this press release should also take into account our published audited consolidated financial statements and the notes to those statements. In addition, the financial information presented is not necessarily indicative of our results of operations for any future period.

 

 

1  

 

Advanced Semiconductor Engineering, Inc.  

 

 

 

- Loss on valuation of financial assets and liabilities was NT$3,964 million.

 

- Net loss on equity-method investments was NT$162 million, including NT$54 million of the share of loss from our investment in Siliconware Precision Industries Co., Ltd .

 

- Other net non-operating income of NT$299 million were primarily related to miscellaneous income. Total non-operating expenses for the quarter was NT$1,371 million.

 

l Income before tax was NT$3,857 million for 1Q17, compared to NT$9,669 million in 4Q16. We recorded income tax expenses of NT$886 million for the quarter, compared to NT$1,274 million in 4Q16.

 

l In 1Q17, net income attributable to shareholders of the parent was NT$2,569 million, compared to net income attributable to shareholders of the parent of NT$3,882 million in 1Q16 and net income attributable to shareholders of the parent of NT$7,965 million in 4Q16.

 

l Our total number of shares outstanding at the end of the quarter was 8,273,546,046, including treasury stock owned by our subsidiaries. Our 1Q17 basic earnings per share of NT$0.33 (or US$0.054 per ADS) were based on 7,700,388,418 weighted average number of shares outstanding in 1Q17. Our 1Q17 diluted earnings per share of NT$0.30 (or US$0.047 per ADS) were based on 7,931,316,437 weighted average number of shares outstanding in 1Q17.

 

1Q17 Results Highlights – IC ATM 2

 

l Cost of revenues was NT$29,550 million for the quarter, down by 7% sequentially.

 

- Raw material cost totaled NT$8,698 million for the quarter, representing 23% of total net revenues.

 

- Labor cost totaled NT$7,750 million for the quarter, representing 20% of total net revenues.

 

- Depreciation, amortization and rental expenses totaled NT$6,454 million for the quarter.

 

l Gross margin decreased 3.8 percentage points to 23.0% in 1Q17 from 26.8% in 4Q16.

 

l Operating margin was 10.4% in 1Q17 compared to 14.7% in 4Q16.

 

1Q17 Results Highlights – EMS

 

l Cost of revenues for the quarter was NT$26,249 million, down by 15% sequentially.

 

- Raw material cost totaled NT$22,631 million for the quarter, representing 77% of total net revenues.

 

- Labor cost totaled NT$1,097 million for the quarter, representing 4% of total net revenues.

 

- Depreciation, amortization and rental expenses totaled NT$502 million for the quarter.

 

l Gross margin increased to 10.6% in 1Q17 from 10.4% in 4Q16.

 

l Operating margin increased to 4.2% in 1Q17 from 4.8% in 4Q16.

 

LIQUIdiTY AND CAPITAL RESOURCES

 

l Capital expenditures in 1Q17 totaled US$155 million, of which US$120 million were used in packaging operations, US$31 million in testing operations, US$3 million in EMS operations and US$1 million in interconnect materials operations.

 

l As of March 31, 2017, total unused credit lines amounted to NT$183,034 million.

 

l Current ratio was 1.38 and net debt to equity ratio was 0.30 as of March 31, 2017.

 

 

 

2 ATM stands for Semiconductor Assembly, Testing and Material.

 

2  

 

Advanced Semiconductor Engineering, Inc.  

 

 

 

l Total number of employees was 66,164 as of March 31, 2017, compared to 66,711 as of December 31, 2016.

 

Business Review

 

Packaging Operations 3

 

l Gross margin for our packaging operations during the quarter was 20.7%, down by 3.4 percentage points from 4Q16.

 

l Capital expenditures for our packaging operations amounted to US$120 million for the quarter, of which US$78 million were used in purchases of wafer bumping and flip chip packaging equipment, and US$42 million were used in purchase of common equipment, SiP equipment and wirebond packaging equipment.

 

Testing Operations

 

l Depreciation, amortization and rental expense associated with our testing operations amounted to NT$1,759 million during the quarter, up from NT$1,806 million in 4Q17.

 

l Gross margin for our testing operations amounted to 33.4% during the quarter, down by 5.0 percentage points from 4Q16.

 

l Capital expenditures for our testing operations amounted to US$31 million during the quarter.

 

EMS Operations

 

l Gross margin for our EMS operations amounted to 10.6% during the quarter, up by 0.2 percentage points from 4Q16.

 

l Capital expenditures for our EMS operations amounted to US$3 million during the quarter.

 

Substrate Operations

 

l PBGA substrate manufactured by ASE amounted to NT$2,090 million for the quarter, down by NT$81 million, or by 4% from 4Q16. Of the total output of NT$2,090 million, NT$892 million was from sales to external customers.

 

l Gross margin for substrate operations was 12.0% for the quarter, down by 1.8 percentage points from 4Q16.

 

l In 1Q17, our internal substrate manufacturing operations supplied 27% (by value) of our total substrate requirements.

 

Customers

 

IC ATM consolidated Basis

 

l Our five largest customers together accounted for approximately 31% of our total net revenues in 1Q17, compared to 33% in 4Q16. No customer accounted for more than 10% of our total net revenues in 1Q17.

 

l Our top 10 customers contributed 47% of our total net revenues for the quarter, compare to 50% in 4Q16.

 

l Our customers that are integrated device manufacturers or IDMs accounted for 36% of our total net revenues for the quarter, compared to 35% in 4Q16.

 

EMS Basis

 

l Our five largest customers together accounted for approximately 81% of our total net revenues in 1Q17, compared to 83% in 4Q16. One customer accounted for more than 10% of our total net revenues in 1Q17.

 

 

 

3 IC packaging services include module assembly services.

 

3  

 

Advanced Semiconductor Engineering, Inc.  

 

 

 

l Our top 10 customers contributed 90% of our total net revenues during the quarter, compared to 91% in 4Q16.

 

ASE-SPIL Transaction Update

 

l ASE and SPIL submitted the required materials to the Taiwan Fair Trade Commission (the “TFTC”) on July 29, 2016 and the TFTC issued a no objection letter in respect of the transaction.

 

l ASE and SPIL submitted the required materials to the Ministry of Commerce of the People’s Republic of China ("MOFCOM") on August 25, 2016. MOFCOM formally accepted the parties’ notification materials on December 14, 2016. On April 12, 2017, ASE received MOFCOM's notice extending its review to Phase III review.

 

l The parties are continuing to cooperate with the U.S. Federal Trade Commission’s (“FTC”) investigation, and are working toward a goal of successfully completing the investigation as soon as possible.

 

outlook

 

Based on our current business outlook and exchange rate assumptions, management projects overall performance for the second quarter of 2017 to be as follows:

 

l IC ATM 2Q17 business and gross margin should both be similar to previous quarter;

 

l EMS 2Q17 business should be similar to the average of 2Q16 and 3Q16 levels;

 

l EMS 2Q17 gross margin should be similar to previous quarter.

 

 

About ASE, Inc. 

ASE is among the world’s leading companies in semiconductor packaging and testing sector, including front-end engineering testing, wafer probing and final testing services. With advanced technological capabilities and a global presence spanning Taiwan, China, Korea, Japan, Singapore, Malaysia and the United States, ASE, Inc. has established a reputation for reliable, high quality products and services. For more information, please visit our website at http://www.aseglobal.com.

 

Safe Harbor Notice 

This press release contains "forward-looking statements" within the meaning of Section 27A of the United States Securities Act of 1933, as amended, and Section 21E of the United States Securities Exchange Act of 1934, as amended. Although these forward-looking statements, which may include statements regarding our future results of operations, financial condition or business prospects, are based on our own information and information from other sources we believe to be reliable, you should not place undue reliance on these forward-looking statements, which apply only as of the date of this press release. The words “anticipate,” “believe,” “estimate,” “expect,” “intend,” “plan” and similar expressions, as they relate to us, are intended to identify these forward-looking statements in this press release. Our actual results of operations, financial condition or business prospects may differ materially from those expressed or implied in these forward-looking statements for a variety of reasons, including risks associated with cyclicality and market conditions in the semiconductor or electronic industry; changes in our regulatory environment, including our ability to comply with new or stricter environmental regulations and to resolve environmental liabilities; demand for the outsourced semiconductor packaging, testing and electronic manufacturing services we offer and for such outsourced services generally; the highly competitive semiconductor or manufacturing industry we are involved in; our ability to introduce new technologies in order to remain competitive; international business activities; our business strategy; our future expansion plans and capital expenditures; the uncertainties as to whether we can complete the share exchange contemplated by a joint share exchange agreement between Siliconware Precision Industries Co., Ltd. and us; the strained relationship between the Republic of China and the People’s Republic of China; general economic and political conditions; the recent global economic crisis; possible disruptions in commercial activities caused by natural or human-induced disasters; fluctuations in foreign currency exchange rates; and other factors. For a discussion of these risks and other factors, please see the documents we file from time to time with the Securities and Exchange Commission, including our 2016 Annual Report on Form 20-F filed on April 21, 2017.

 

4  

 

Supplemental Financial Information

 

IC ATM Consolidated Operations 

Amounts in NT$ Millions 1Q/17 4Q/16 1Q/16
Net Revenues 38,385 43,463 35,543
Revenues by Application      
Communication 50% 53% 51%
Computer 11% 10% 12%
Automotive, Consumer & Others 39% 37% 37%

 

Packaging Operations

Amounts in NT$ Millions 1Q/17 4Q/16 1Q/16
Net Revenues 31,061 35,242 28,597
Revenues by Packaging Type      
Bumping, Flip Chip, WLP & SiP 31% 32% 29%
IC Wirebonding 58% 57% 62%
Discrete and Others 11% 11% 9%
Capacity      
CapEx (US$ Millions)* 120 87 62
Number of Wirebonders 15,963 15,897 15,629

 

Testing Operations

Amounts in NT$ Millions 1Q/17 4Q/16 1Q/16
Net Revenues 6,365 7,303 5,995
Revenues by Testing Type      
Final test 81% 77% 78%
Wafer sort 15% 20% 18%
Engineering test 4% 3% 4%
Capacity      
CapEx (US$ Millions)* 31 30 47
Number of Testers 3,782 3,739 3,453

 

EMS Operations 

Amounts in NT$ Millions 1Q/17 4Q/16 1Q/16
Net Revenues 29,363 34,634 24,788
Revenues by End Application      
Communication 49% 53% 51%
Computer 15% 14% 19%
Consumer 22% 20% 15%
Industrial 7% 7% 7%
Automotive 6% 5% 7%
Others 1% 1% 1%
Capacity      
CapEx (US$ Millions)* 3 6 2

* Capital expenditure excludes building construction costs.

 

 

 

Advanced Semiconductor Engineering, Inc.

Summary of Consolidated Statement of Comprehensive Income Data

(In NT$ millions, except per share data)

(Unaudited)

 

  For the three months ended  
 

Mar. 31

2017

 

Dec. 31 

2016

 

Mar. 31 

2016

 
Net revenues:            
Packaging 29,806   33,620   28,036  
Testing 6,365   7,303   5,995  
Direct Material 892   806   892  
EMS 29,355   34,627   24,749  
Others 133   772   2,699  
Total net revenues 66,551   77,128   62,371  
             
Cost of revenues (54,573)   (61,751)   (50,922)  
Gross profit 11,978   15,377   11,449  
             
Operating expenses:            
Research and development (2,763)   (3,091)   (2,608)  
Selling, general and administrative (3,987)   (4,153)   (3,635)  
Total operating expenses (6,750)   (7,244)   (6,243)  
Operating income 5,228   8,133   5,206  
             
Net non-operating (expenses) income:            
Interest expense - net (435)   (451)   (527)  
Foreign exchange gain (loss) 2,891   (308)   881  
Gain (loss) on valuation of financial assets and liabilities

(3,964)

 

1,940

 

(360)

 
Gain (loss) on equity-method investments 4 (162)   427   103  
Others 299   (72)   71  
Total non-operating income (expenses) (1,371)   1,536   168  
Income before tax 3,857   9,669   5,374  
             
Income tax expense (886)   (1,274)   (1,318)  

Income from continuing operations and before noncontrolling interest 

2,971   8,395   4,056  
Noncontrolling interest (402)   (430)   (174)  
             

Net income attributable to shareholders of the parent 

2,569

 

7,965

 

3,882

 
             
Per share data:            
Earnings (losses) per share            
– Basic NT$0.33   NT$1.04   NT$0.51  
– Diluted NT$0.30   NT$0.88   NT$0.40  
             
Earnings (losses) per equivalent ADS            
– Basic US$0.054   US$0.164   US$0.077  
– Diluted US$0.047   US$0.140   US$0.060  
             

Number of weighted average shares used in diluted EPS calculation (in thousands) 

7,931,316 8,255,657 8,293,278
             
Exchange rate (NT$ per US$1) 31.20   31.62   33.07  
             

 

 

4 As of September 30, 2016, we have completed the identification of the difference between the cost of the investment and our share of the net fair value of SPIL’s identifiable assets and liabilities. Accordingly, we retrospectively adjusted the provisional amounts recognized at the acquisition dates in September 2015, March and April 2016, respectively.

 

 

 

 

Advanced Semiconductor Engineering, Inc.  

Summary of Consolidated Statement of Comprehensive Income Data – IC ATM

(In NT$ millions, except per share data)

(Unaudited)

 

  For the three months ended  
 

Mar. 31 

2017

 

Dec. 31

2016

 

Mar. 31

2016

 
Net revenues:            
Packaging 31,061   35,242   28,597  
Testing 6,365   7,303   5,995  
Direct Material 935   898   931  
Others 24   20   20  
Total net revenues 38,385   43,463   35,543  
             
Cost of revenues (29,550)   (31,816)   (27,711)  
Gross profit 8,835   11,647   7,832  
             
Operating expenses:            
Research and development (2,000)   (2,269)   (1,922)  
Selling, general and administrative (2,850)   (3,003)   (2,688)  
Total operating expenses (4,850)   (5,272)   (4,610)  
Operating income 3,985   6,375   3,222  
             
Net non-operating (expenses) income:            
Interest expense - net (498)   (499)   (604)  
Foreign exchange gain (loss) 2,868   (432)   834  
Gain (loss) on valuation of financial assets and liabilities

(4,072)

 

1,881

 

(261)

 
Gain (loss) on equity-method investments 4 610   1,617   1,149  
Others 325   104   124  
Total non-operating income (expenses) (767)   2,671   1,242  
Income before tax 3,218   9,046   4,464  
             
Income tax expense (570)   (967)   (529)  

Income from continuing operations and before noncontrolling interest 

2,648   8,079   3,935  
Noncontrolling interest (79)   (114)   (53)  
             

Net income attributable to shareholders of the parent 

2,569

 

7,965

 

3,882

 
             

 

 

Advanced Semiconductor Engineering, Inc.

Summary of Consolidated Statement of Comprehensive Income Data – EMS

(In NT$ millions, except per share data)

(Unaudited)

 

  For the three months ended  
 

Mar. 31 

2017

 

Dec. 31 

2016

 

Mar. 31 

2016

 
Net revenues:            
Total net revenues 29,363   34,634   24,788  
             
Cost of revenues (26,249)   (31,038)   (22,781)  
Gross profit 3,114   3,596   2,007  
             
Operating expenses:            
Research and development (780)   (840)   (710)  
Selling, general and administrative (1,101)   (1,099)   (920)  
Total operating expenses (1,881)   (1,939)   (1,630)  
Operating income 1,233   1,657   377  
             
Net non-operating (expenses) income:            
Total non-operating income 217   114   78  
Income before tax 1,450   1,771   455  
             
Income tax expense (303)   (509)   (81)  

Income from continuing operations andefore noncontrolling interest 

1,147   1,262   374  
Noncontrolling interest (313)   (305)   (108)  
             

Net income attributable to shareholders of the parent 

834

 

957

 

266

 

 

 

Advanced Semiconductor Engineering, Inc.

Summary of Consolidated Balance Sheet Data

(In NT$ millions)

(Unaudited)

 

  As of Mar. 31, 2017   As of  Dec. 31, 2016
                 
Current assets:                
Cash and cash equivalents     42,474       38,392  
Financial assets – current     3,720       3,895  
Notes and accounts receivable     43,728       51,145  
Inventories     42,616       45,626  
Others     3,835       3,732  
Total current assets    

136,373

 

     

142,790

 

 
                 
Financial assets – non current & Investments – equity method    

52,200

     

52,174

 
Property plant and equipment     140,072       143,880  
Intangible assets     11,922       12,120  
Prepaid lease payments     2,081       2,237  
Others     4,901       4,742  
Total assets     347,549       357,943  
                 
Current liabilities:                
Short-term borrowings     13,400       20,956  
Current portion of bonds payable     15,179       9,658  
Current portion of long-term borrowings & capital lease obligations    

7,218

     

6,683

 
Notes and accounts payable     30,621       35,804  
Others     32,173       31,375  
Total current liabilities    

98,591

     

104,476

 
                 
Bonds payable     28,476       27,342  
Long-term borrowings & capital lease obligations     33,639       47,013  
Other liabilities     10,053       9,765  
Total liabilities    

170,759

 

     

188,596

 

 
Shareholders of the parent     164,887       157,355  
                 
Noncontrolling interest    

11,903

     

11,992

 
Total liabilities & shareholders’ equity     347,549       357,943  
                 
                 
Current Ratio    

1.38

     

1.37

 
                 
Net Debt to Equity    

0.30

     

0.41

 
                 
                     

 

 

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