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.
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ASAT HOLDINGS LIMITED
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Date: January 15, 2007
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By:
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/s/ K
EI
H
ONG
C
HUA
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Name:
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Kei Hong Chua
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Title:
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Chief Financial Officer
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INDEX TO EXHIBITS
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Exhibit No.
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Description
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99.1
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Press Release dated January 14, 2008, announcing financial results for the second quarter of fiscal year 2008, ended October 31, 2007.
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ASAT Holdings Announces Financial Results For The
Second Quarter of Fiscal Year 2008
HONG KONG and MILPITAS, Calif., – January 14,
2008
– ASAT Holdings Limited (Nasdaq: ASTT), a global provider of semiconductor package design, assembly and test services, today announced financial results for the second quarter of fiscal 2008, ended October 31, 2007.
Net revenue in the second quarter of fiscal 2008 increased 6.6 percent to $40.2 million, compared with net revenue of $37.7 million in the previous quarter. Second
quarter net loss was $5.2 million, or a net loss of $0.13 per American Depositary Share (ADS). Second quarter net loss includes a charge of approximately $92,000 in reorganization costs for follow-on expenses related to completing the move of the
Company’s manufacturing operations to China. Net loss in the first quarter of fiscal 2008 was $5.7 million, or a net loss of $0.14 per ADS, and included reorganization costs of approximately $132,000.
Additional Second Quarter Results
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•
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Net sales for assembly were $38.5 million
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•
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Net sales for test were $1.7 million
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•
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Capital expenditures were $3.4 million
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•
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Cash and cash equivalents at the end of the quarter were $6.2 million
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“We recorded another quarter of revenue growth and better overall financial performance, further validating our financial improvement plan implemented in 2007 is succeeding,” said Tung Lok Li, acting chief
executive officer of ASAT Holdings Limited. “We continued to execute on our strategy to build our client base, which has resulted in new customers and additional qualifications along with more business from existing customers. Also, we continue
to be encouraged with the level of design activity with new products that offer high growth for the next year.”
Third Quarter Fiscal 2008 Outlook
“While we are firing on all cylinders and our long-term prospects look good, we have seen a recent general softening in the macro economy that
leads us to be cautious in our short-term forecast. Based on current customer feedback, we forecast revenue for the January quarter will be in-line with the October quarter,” said Mr. Li.
Conference Call and Webcast on January 14, 2008 at 8:30 a.m. ET
ASAT Holdings Limited is scheduled to hold a conference call to discuss the financial results and other financial matters today at 8:30 a.m. ET/5:30 a.m. PT. To access the call, dial (480) 248-5081. A replay of the call will be
available until January 21, 2008. To access the replay, dial (303) 590-3030. The passcode is 3826856. A live webcast of the call will also be available via the investor relations section of the Company’s website at www.asat.com.
ASAT Holdings Limited Reports Second Quarter Fiscal Year 2008 Financial Results
ASAT Holdings Limited
ASAT Holdings Limited is a global provider of
semiconductor package design, assembly and test services. With 19 years of experience, the Company offers a definitive selection of semiconductor packages and world-class manufacturing lines. ASAT’s advanced package portfolio includes standard
and high thermal performance ball grid arrays, leadless plastic chip carriers, thin array plastic packages, system-in-package and flip chip. ASAT was the first company to develop moisture sensitive level one capability on standard leaded products.
Today the Company has operations in the United States, Asia and Europe. For more information, visit www.asat.com.
Safe Harbor
This news release contains statements and information that involve risks, uncertainties and assumptions. These statements and information constitute “forward-looking
statements” within the meaning of federal securities laws including 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. Such
forward-looking statements, including statements regarding expected revenues, liquidity and financial position in our fiscal quarter, our manufacturing capacity and cost structure, our operational efficiencies, our relocation and reorganization
costs, our customer retention, growth and expectations, our obtaining additional financing, possible delisting of the Company’s securities from Nasdaq, our continuation as a going concern and our capital needs, involve known and unknown risks,
uncertainties, assumptions and other factors that could cause the actual performance, financial condition or results of operations of ASAT Holdings Limited to differ materially from those expressed or implied in any forward-looking statement.
Investors are cautioned that actual events and results could differ materially from those contained in these statements as a result of a variety of factors, including conditions in the overall semiconductor market and economy, our progress in
ramping the new China facility, acceptance and demand for the Company’s products and services, continued operational efficiencies, customer retention, growth and expectations, operational and technological risks and revisions to the preliminary
unaudited financial results which may occur during preparation of financial statements and disclosures and the preparation of the Company’s quarterly report on Form 6-K and annual report on Form 20-F. The risks, uncertainties and other factors
also include, among others, our ability to successfully implement our diversification strategy and our long-term growth strategy, our ability to continue to realize operational efficiencies and improvements to our cost structure, and those risks,
uncertainties, assumptions and other factors stated in the section entitled “Risk Factors” in our Annual Report on Form 20-F filed with the United States Securities and Exchange Commission on October 15, 2007 and the section
entitled “Risk Factors” in our quarterly reports on Form 6-K filed with the United States Securities and Exchange Commission. The forward-looking statements in this release reflect the current beliefs and expectations of the Company
as of this date, and the Company undertakes no obligation to update these projections and forward-looking statements to reflect actual results or events or circumstances that occur after the date of this news release.
For further information, please contact:
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Jim Fanucchi
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Summit IR Group Inc.
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408.404.5400
ir@asat.com
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ASAT Holdings Limited Reports Second Quarter Fiscal Year 2008 Financial Results
Revenue Breakdown by Market Segment
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Three Months Ended
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Market Segment
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October 31, 2007
% of Net Revenues
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July 31, 2007
% of Net Revenues
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(Unaudited)
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Communications
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46
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48
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Automotive/Industrial & Other
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9
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15
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Consumer
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22
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20
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PC/Computing
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23
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17
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Revenue Breakdown by Region
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Three Months Ended
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Region
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October 31, 2007
% of Net Revenues
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July 31, 2007
% of Net Revenues
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(Unaudited)
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United States
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83
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82
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Europe
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6
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5
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Asia
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11
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13
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Revenue Breakdown by Customer Type
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Three Months Ended
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Customer Type
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October 31, 2007
% of Net Revenues
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July 31, 2007
% of Net Revenues
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(Unaudited)
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Fabless
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85
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83
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IDM
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15
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17
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Summary financial data follows
ASAT Holdings Limited
Condensed Consolidated Statements of Operations
(USD in thousands, except share data)
For the three months ended October 31, 2007, July 31, 2007 and October 31, 2006, and
for the six months ended October 31, 2007 and October 31, 2006
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Three Months Ended
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Six Months Ended
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October 31,
2007
(Unaudited)
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July 31,
2007
(Unaudited)
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October 31,
2006
(Unaudited)
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October 31,
2007
(Unaudited)
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October 31,
2006
(Unaudited)
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Net Sales
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40,234
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37,735
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40,989
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77,969
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87,322
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Cost of sales (Note A)
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34,799
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32,702
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37,103
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67,501
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78,854
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Gross profit
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5,435
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5,033
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3,886
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10,468
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8,468
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Operating expenses:
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Selling, general and administrative
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5,145
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5,227
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5,311
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10,372
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10,687
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Research and development
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498
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512
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632
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1,010
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1,236
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Reorganization expenses (Note B)
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92
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132
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607
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224
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1,028
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Facilities and relocation charges
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—
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—
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999
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—
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2,553
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Total operating expenses
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5,735
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5,871
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7,549
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11,606
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15,504
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Loss from operations
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(300
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(838
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(3,663
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(1,138
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(7,036
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Other income, net
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68
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222
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245
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290
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476
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Interest expense:
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- amortization of deferred charges
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(841
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(892
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(997
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(1,733
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(2,021
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)
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- third parties
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(4,146
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(4,100
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)
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(3,913
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)
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(8,246
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(7,827
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)
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Loss before income taxes
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(5,219
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)
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(5,608
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(8,328
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)
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(10,827
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)
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(16,408
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)
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Income tax expense (Note C)
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(6
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)
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(105
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—
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(111
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—
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Net loss
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(5,225
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)
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(5,713
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)
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(8,328
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)
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(10,938
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)
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(16,408
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)
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Other comprehensive loss:
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Foreign currency translation
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34
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—
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4
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34
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9
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|
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Comprehensive loss
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(5,191
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)
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(5,713
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)
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(8,324
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)
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(10,904
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)
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(16,399
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)
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Net loss applicable to ordinary shareholders:
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Net loss
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(5,225
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)
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|
(5,713
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)
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(8,328
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)
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(10,938
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)
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(16,408
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)
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Preferred shares:
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|
|
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Cumulative preferred share dividends
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(507
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)
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(507
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)
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(502
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)
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(1,014
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)
|
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(991
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)
|
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Accretion of preferred shares
|
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(385
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)
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(362
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)
|
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(299
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)
|
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(747
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)
|
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(574
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)
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Net loss applicable to ordinary shareholders:
|
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(6,117
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)
|
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(6,582
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)
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(9,129
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)
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(12,699
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)
|
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(17,973
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)
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Basic and diluted loss per ADS (Note D):
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Basic and diluted:
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Net loss
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(0.13
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)
|
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(0.14
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)
|
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(0.20
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)
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(0.27
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)
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(0.39
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)
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Basic and diluted weighted average number of ADSs outstanding (Note D)
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47,854,878
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46,956,590
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45,899,282
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47,405,734
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45,709,940
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Basic and diluted loss per ordinary share:
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Basic and diluted:
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|
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|
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|
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Net loss
|
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(0.01
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)
|
|
(0.01
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)
|
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(0.01
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)
|
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(0.02
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)
|
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(0.03
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)
|
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Basic and diluted weighted average number of ordinary shares outstanding
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717,823,169
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704,348,844
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688,489,240
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711,086,007
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685,649,100
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Note A:
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Includes $418, $228 and $38 inventory write-down in the three months ended October 31, 2007, July 31, 2007 and October 31, 2006, respectively. Includes $646 and $38
inventory write-down for the six months ended October 31, 2007 and 2006, respectively.
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Note B:
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Includes charges of $92, $132 and $607 associated with headcount reductions, primarily in the Company’s Hong Kong operations, in the three months ended October 31,
2007, July 31, 2007 and October 31, 2006, respectively.
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Note C:
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The amount for the fiscal period of 2007 mainly represents provision for the Hong Kong profits tax concerning a tax dispute for the fiscal year 2000.
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Note D:
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On December 8, 2006, the Company announced an intention to change the ADS ratio from 5 ordinary shares per 1 ADS to 15 ordinary shares per 1 ADS, representing the equivalent of a
1-for-3 reverse split. The new ADS ratio had taken effect at the close of business on December 22, 2006 and the new ADS ratio had in place at beginning of the next business day on December 26, 2006. The basic and diluted loss per ADS has
been prepared on the number of ADS after the reverse share split.
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ASAT Holdings Limited
Condensed Consolidated Balance Sheets
(USD in thousands)
As of October 31, 2007, July 31, 2007 and October 31, 2006
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|
|
|
|
|
|
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October 31,
2007
(Unaudited)
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July 31,
2007
(Unaudited)
|
|
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October 31,
2006
(Unaudited)
|
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ASSETS
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Current assets:
|
|
|
|
|
|
|
|
|
|
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Cash and cash equivalents
|
|
6,237
|
|
|
9,765
|
|
|
8,742
|
|
|
Current portion of restricted cash
|
|
900
|
|
|
900
|
|
|
—
|
|
|
Accounts receivable, net
|
|
19,037
|
|
|
17,590
|
|
|
23,663
|
|
|
Inventories
|
|
16,048
|
|
|
13,504
|
|
|
18,361
|
|
|
Prepaid expenses and other current assets
|
|
6,321
|
|
|
5,411
|
|
|
4,119
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total current assets
|
|
48,543
|
|
|
47,170
|
|
|
54,885
|
|
|
|
|
|
|
|
Restricted cash
|
|
—
|
|
|
900
|
|
|
3,320
|
|
|
Property, plant & equipment, net
|
|
70,729
|
|
|
75,857
|
|
|
85,735
|
|
|
Deferred charges, net
|
|
7,808
|
|
|
4,931
|
|
|
5,968
|
|
|
Other non-current assets
|
|
5,146
|
|
|
5,067
|
|
|
5,007
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
132,226
|
|
|
133,925
|
|
|
154,915
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND SHAREHOLDERS’ DEFICIT
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
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Current liabilities:
|
|
|
|
|
|
|
|
|
|
|
Short-term bank facilities
|
|
3,964
|
|
|
1,331
|
|
|
2,533
|
|
|
Accounts payable
|
|
31,209
|
|
|
29,228
|
|
|
29,977
|
|
|
Accrued liabilities and other payable
|
|
19,567
|
|
|
22,781
|
|
|
24,031
|
|
|
Amount due to QPL
|
|
3,174
|
|
|
2,418
|
|
|
2,191
|
|
|
Current portion of capital lease obligations
|
|
1,615
|
|
|
1,724
|
|
|
1,769
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total current liabilities
|
|
59,529
|
|
|
57,482
|
|
|
60,501
|
|
|
|
|
|
|
|
Other payable, net of current portion
|
|
3,129
|
|
|
2,602
|
|
|
—
|
|
|
Long-term bank facilities
|
|
—
|
|
|
2,588
|
|
|
—
|
|
|
Purchase money loan
|
|
9,378
|
|
|
8,796
|
|
|
7,256
|
|
|
9.25% senior notes due 2011
|
|
150,000
|
|
|
150,000
|
|
|
150,000
|
|
|
Capital lease obligations, net of current portion
|
|
105
|
|
|
406
|
|
|
1,639
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities
|
|
222,141
|
|
|
221,874
|
|
|
219,396
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series A Redeemable Convertible Preferred Shares
|
|
6,487
|
|
|
6,105
|
|
|
5,085
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shareholders’ deficit:
|
|
|
|
|
|
|
|
|
|
|
Common stock
|
|
7,378
|
|
|
7,114
|
|
|
7,010
|
|
|
Less: Repurchase of shares at par
|
|
(71
|
)
|
|
(71
|
)
|
|
(71
|
)
|
|
Additional paid-in capital
|
|
248,571
|
|
|
245,992
|
|
|
246,269
|
|
|
Accumulated deficits
|
|
(352,130
|
)
|
|
(346,905
|
)
|
|
(322,560
|
)
|
|
Accumulated other comprehensive loss
|
|
(150
|
)
|
|
(184
|
)
|
|
(214
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
Total shareholders’ deficit
|
|
(96,402
|
)
|
|
(94,054
|
)
|
|
(69,566
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and shareholders’ deficit
|
|
132,226
|
|
|
133,925
|
|
|
154,915
|
|
|
|
|
|
|
|
|
|
|
|
|
ASAT Holdings Limited
Condensed Consolidated Statements of Cash Flows
(USD in thousands)
For the three months ended October 31, 2007, July 31, 2007 and October 31, 2006, and
for the
six months ended October 31, 2007 and October 31, 2006
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
Six Months Ended
|
|
|
|
|
October 31,
2007
(Unaudited)
|
|
|
July 31,
2007
(Unaudited)
|
|
|
October 31,
2006
(Unaudited)
|
|
|
October 31,
2007
(Unaudited)
|
|
|
October 31,
2006
(Unaudited)
|
|
|
Operating activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss
|
|
(5,225
|
)
|
|
(5,713
|
)
|
|
(8,328
|
)
|
|
(10,938
|
)
|
|
(16,408
|
)
|
|
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property, plant and equipment
|
|
5,618
|
|
|
5,674
|
|
|
5,912
|
|
|
11,292
|
|
|
11,827
|
|
|
Deferred charges and debt discount
|
|
841
|
|
|
892
|
|
|
997
|
|
|
1,733
|
|
|
2,021
|
|
|
(Gain) loss on disposal of property, plant and equipment
|
|
(55
|
)
|
|
2
|
|
|
1
|
|
|
(53
|
)
|
|
4
|
|
|
Unrealized foreign exchange loss
|
|
45
|
|
|
82
|
|
|
—
|
|
|
127
|
|
|
—
|
|
|
Amortization of stock-based compensation
|
|
89
|
|
|
282
|
|
|
223
|
|
|
371
|
|
|
541
|
|
|
|
|
|
|
|
|
|
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts receivable, net
|
|
(1,447
|
)
|
|
114
|
|
|
(916
|
)
|
|
(1,333
|
)
|
|
5,944
|
|
|
Restricted cash
|
|
900
|
|
|
—
|
|
|
—
|
|
|
900
|
|
|
—
|
|
|
Inventories
|
|
(2,536
|
)
|
|
(120
|
)
|
|
3,618
|
|
|
(2,656
|
)
|
|
4,875
|
|
|
Prepaid expenses and other current assets
|
|
(910
|
)
|
|
(240
|
)
|
|
3,354
|
|
|
(1,150
|
)
|
|
3,965
|
|
|
Other non-current assets
|
|
(79
|
)
|
|
(59
|
)
|
|
(542
|
)
|
|
(138
|
)
|
|
(737
|
)
|
|
Accounts payable
|
|
4,896
|
|
|
2,327
|
|
|
(3,826
|
)
|
|
7,223
|
|
|
(2,933
|
)
|
|
Accrued liabilities and other payable
|
|
(3,214
|
)
|
|
336
|
|
|
(1,247
|
)
|
|
(2,878
|
)
|
|
333
|
|
|
Amount due to QPL
|
|
756
|
|
|
(114
|
)
|
|
(1,532
|
)
|
|
642
|
|
|
(3,635
|
)
|
|
Other payable, net of current portion
|
|
527
|
|
|
516
|
|
|
—
|
|
|
1,043
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) operating activities
|
|
206
|
|
|
3,979
|
|
|
(2,286
|
)
|
|
4,185
|
|
|
5,797
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investing activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds from disposal of property, plant and equipment
|
|
71
|
|
|
—
|
|
|
—
|
|
|
71
|
|
|
—
|
|
|
Acquisition of property, plant and equipment
|
|
(3,430
|
)
|
|
(1,089
|
)
|
|
(4,144
|
)
|
|
(4,519
|
)
|
|
(10,820
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash used in investing activities
|
|
(3,359
|
)
|
|
(1,089
|
)
|
|
(4,144
|
)
|
|
(4,448
|
)
|
|
(10,820
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financing activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds from warrant and preferred shares exercised
|
|
1
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
Proceeds from draw down of new loan
|
|
—
|
|
|
—
|
|
|
2,533
|
|
|
—
|
|
|
2,533
|
|
|
Repayment of capital lease obligations
|
|
(410
|
)
|
|
(450
|
)
|
|
(755
|
)
|
|
(860
|
)
|
|
(1,182
|
)
|
|
Proceeds from right offering
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
490
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash (used in) provided by financing activities
|
|
(409
|
)
|
|
(450
|
)
|
|
1,778
|
|
|
(859
|
)
|
|
1,841
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (decrease) increase in cash and cash equivalents
|
|
(3,562
|
)
|
|
2,440
|
|
|
(4,652
|
)
|
|
(1,122
|
)
|
|
(3,182
|
)
|
|
Cash and cash equivalents at beginning of period
|
|
9,765
|
|
|
7,325
|
|
|
13,390
|
|
|
7,325
|
|
|
11,915
|
|
|
Effects of foreign exchange rates change
|
|
34
|
|
|
—
|
|
|
4
|
|
|
34
|
|
|
9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of period
|
|
6,237
|
|
|
9,765
|
|
|
8,742
|
|
|
6,237
|
|
|
8,742
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Supplemental disclosure of cash flow information:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash paid during the period for:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense
|
|
7,103
|
|
|
86
|
|
|
7,030
|
|
|
7,189
|
|
|
7,150
|
|
|
Income taxes
|
|
134
|
|
|
172
|
|
|
—
|
|
|
306
|
|
|
—
|
|