EX-99.1 2 a6-kq42012pressrelease.htm EXHIBIT 6-K Q4 2012 Press Release


    


ASM International N.V. reports Fourth Quarter 2012 and Full Year 2012 Operating Results



ALMERE, The Netherlands - March 05, 2013 - ASM International N.V. (NASDAQ: ASMI and Euronext Amsterdam: ASM) reports today its fourth quarter 2012 and full year 2012 (unaudited) operating results in accordance with US GAAP.


Highlights

•
Net sales for the fourth quarter 2012 were EUR 320 million, a decrease of 22% quarter-to-quarter and 9% year-on-year. Net sales of our Front-end segment decreased 3% quarter-to-quarter, completely driven by currencies. Back-end sales decreased by 28% (excluding currency impact 25%).

•
Result from operations for Q4 2012 was EUR (4) million. Result from operations in Q3 2012 was EUR 32 million while Q4 of 2011 showed a profit of EUR 19 million.

•
The Front-end segment's operating profit was EUR 1.2 million compared to a loss of EUR 1.6 million quarter-to-quarter. Q4 2011 showed an operating profit of EUR 9.5 million;
•
The Back-end segment operating loss was EUR 5.3 million compared to a profit of EUR 33.6 million quarter-to-quarter. Q4 2011 showed an operating profit of EUR 9.5 million.

•
Fourth quarter 2012 net earnings were EUR (22) million compared to net earnings of EUR 5 million for the third quarter of 2012 and EUR 15 million for the fourth quarter of 2012

•
Book to bill in the fourth quarter of 2012 was 1.0. For the Front-end, the book to bill was 1.4, and for the Back-end segment 0.8. The Backlog compared to the end of the third quarter 2012, remained stable at EUR 289 million.

•
Soft call on €150 million convertible bond took place in November. Further deleveraging ASM International by making the Front-end business debt free.

Comment

Commenting on the results, Chuck del Prado, President and Chief Executive Officer of ASM International, said:
“Front-end results came in stronger than expected. Our Front-end sales, on a currency comparable level, showed a stable development quarter on quarter. Our Front-end gross margin improved strongly, mainly due to a better mix. Also our Front-end order intake was strong with 129 million euro. Our Back-end operation in Q4 experienced a much lower activity level. This in combination with a weak mix, led to a low gross margin percentage and an operating loss. Back-end order intake was 191 million euro, approximately 10% lower than Q3, as expected.
To the forthcoming AGM we will propose a dividend of €0.50 cent per common share, equal to last year.”




Outlook

Sales in the Front-end are expected to show a double digit decline in Q1, as compared to Q4 2012. However, we expect our Front-end operation to show an order intake in Q1, strongly above the expected sales level for Q1. Based on the backlog at the end of Q4 and the expected order intake in Q1 and Q2, we foresee a double-digit sales increase for Front-end in Q2.
Q1 sales in the Back-end are expected to be at approximately the same level as in Q4, order intake is expected to show an increase in Q1 over Q4.                                                                                                                                                                                           

Study on Market Valuation of the Company

ASM International with the assistance of its financial advisers is in the final stage of completing the study regarding the non-recognition by the markets of the value of the combined businesses of the Company. ASM International will report on the outcome of this study as soon as practical and in any event before the forthcoming Annual General Meeting scheduled on May 16, 2013.

Annual Report

ASM will publish its 2012 Annual report on Form 20-F and its Statutory Annual Report on April 4, 2013. The reports will be published on our website at www.asm.com.



About ASM International

ASM International N.V., headquartered in Almere, the Netherlands, and its subsidiaries design and manufacture equipment and materials used to produce semiconductor devices. ASM International and its subsidiaries provide production solutions for wafer processing (Front-end segment) as well as assembly and packaging (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 to update or revise any forward-looking statements to reflect future developments or circumstances.


ASM International will host an investor conference call and webcast on Wednesday March 6, 2013 at 15:00 Continental European Time (9:00 a.m. - US Eastern Time, 9:00 p.m. Hong Kong Time).




The teleconference dial-in numbers are as follows:
•    United States: +1 646 254 3362
•    International: + 44 (0)20 3450 9987
•    Access Code: 8774357

A simultaneous audio web cast will be accessible at www.asm.com.

The teleconference will be available for replay, beginning one hour after completion of the live broadcast, through May 4, 2013.

The replay dial-in numbers are:
•    United States: +1 347 366 9565
•    England: + 44 (0)20 3427 0598
•    The Netherlands: +31 (0)20 708 5013
•    Hong Kong: +852 3011 4669
•    Access Code: 8774357


Investor Relations:
Victor Bareño
+31 88 100 8500
Victor.Bareno@asm.com

Mary Jo Dieckhaus
+1 212 986 2900
MaryJo.Dieckhaus@asm.com

Media Contacts:
Ian Bickerton
+31 20 6855 955
+31 62501 8512




ANNEX 1

OPERATING AND FINANCIAL REVIEW

The following table shows the operating performance for the fourth quarter of 2012 as compared to the third quarter of 2012 and the fourth quarter of 2011:

(EUR millions, except earnings per share)
Q4 2011

Q3 2012

Q4 2012

% Change
Q3 2012
to
Q4 2012

% Change
Q4 2011
to
Q4 2012

Net sales
352.0

409.3

319.9

(22
)%
(9
)%
Gross profit
106.1

125.4

87.8

(30
)%
(17
)%
Gross profit margin %
30.2
%
30.6
%
27.5
%
 
 
 
 
 
 
 
 
Selling, general and administrative expenses
(43.6
)
(53.6
)
(53.5
)
0
 %
23
 %
Research and development expenses
(35.3
)
(40.0
)
(37.5
)
(6
)%
6
 %
Impairment charges and restructuring expenses
(8.0
)
—

(0.9
)
n/a

(89
)%
Gain on bargain purchase SEAS
(0.1
)
—

—

n/a

n/a

Result from operations
19.0

31.9

(4.1
)
(113
)%
(121
)%
 
 
 
 
 
 
Net earnings 1)
15.4

4.9

(21.7
)
 
 
Net earnings per share, diluted in euro 1)
€0.27
€0.09
-€0.37
 
 
1) allocated to the shareholders of the parent

Net Sales. The following table shows net sales of our Front-end and Back-end segments for the fourth quarter of 2012 as compared to the third quarter of 2012 and the fourth quarter of 2011:

(EUR millions)
Q4 2011

Q3 2012

Q4 2012

% Change
Q3 2012
to
Q4 2012

% Change
Q4 2011
to
Q4 2012

Front-end
114.2

96.1

93.1

(3
)%
(18
)%
 
 
 
 
 
 
Back-end
237.8

313.2

226.8

(28
)%
(5
)%
 
 
 
 
 
 
ASMI consolidated
352.0

409.3

319.9

(22
)%
(9
)%

The fourth quarter 2012 sales decrease in our Front-end segment, compared to the previous quarter, is mainly the result of currency changes (impact €2.6 million). A lower volume of tool sales is nearly completely compensated by a better mix. The decrease of the Back-end sales came from lower Back-end equipment and leadframe sales, which decreased, currency comparable with 44%. SMT sales increased with 14% (currency comparable).

The impact of currency changes was a decrease of 3% quarter to quarter and an increase of 5% year-over-year.


1


Gross Profit (Margin). The following table shows our gross profit and gross profit margin for our Front-end and Back-end performance for the fourth quarter of 2012 as compared to the third quarter of 2012 and the fourth quarter of 2011:

(EUR millions)
Gross profit
Q4 2011

Gross profit
Q3 2012

Gross profit
Q4 2012

Gross profit
margin
Q4 2011

Gross profit
margin
Q3 2012

Gross profit
margin
Q4 2012

Increase or
(decrease)
percentage points
Q3 2012
to
Q4 2012
Increase or
(decrease)
percentage points
Q4 2011
to
Q4 2012
Front-end
38.8

30.1

34.6

33.9
%
31.4
%
37.1
%
5.8pt
3.2pt
 
 
 
 
 
 
 
 
 
Back-end
67.4

95.3

53.3

28.3
%
30.4
%
23.5
%
(6.9)pt
(4.9)pt
 
 
 
 
 
 
 
 
 
ASMI consolidated
106.1

125.4

87.8

30.2
%
30.6
%
27.5
%
(3.2)pt
(2.7)pt

The gross profit margin of our Front-end segment in the fourth quarter increased 5.7%, mainly due to a strong mix. Under- absorption remains high, while efficiency improved further. The Back-end gross profit margin decreased, mainly due to a worsening of the mix and a lower volume of Assembly and Packaging equipment.

The impact of currency changes was a decrease of 3% quarter to quarter and an increase of 4% year-over-year.


Selling, General and Administrative Expenses. The following table shows selling, general and administrative expenses for our Front-end and Back-end segments for the fourth quarter of 2012 as compared to the third quarter of 2012 and the fourth quarter of 2011:

(EUR millions)
Q4 2011

Q3 2012

Q4 2012

% Change
Q3 2012
to
Q4 2012

% Change
Q4 2011
to
Q4 2012

Front-end
14.8

16.3

18.2

11
 %
23
%
 
 
 
 
 
 
Back-end
28.8

37.2

35.4

(5
)%
23
%
 
 
 
 
 
 
ASMI consolidated
43.6

53.6

53.5

0
 %
23
%
 
 
 
 
 
 
Total selling, general and administrative expenses as a percentage of net sales
12
%
13
%
17
%
 
 

In the Front-end segment SG&A as a percentage of sales increased for the fourth quarter of 2012 to 20%, compared to 17% of the previous quarter. This increase is caused by a €2 million bad debt provision taken for the customer Elpida. Excluding this provision Front-end SG&A, as % of sales would have been equal to the third quarter. In the Back-end segment SG&A, although decreasing in absolute amounts, increased as a percentage of sales from 12% to 16% compared to the previous quarter.

The impact of currency changes was a decrease of 3% quarter to quarter and an increase of 5% year-over-year.



2


Research and Development Expenses. The following table shows research and development expenses for our Front-end and Back-end segments for the fourth quarter of 2012 as compared to the third quarter of 2012 and the fourth quarter of 2011:

(EUR millions)
Q4 2011

Q3 2012

Q4 2012

% Change
Q3 2012
to
Q4 2012

% Change
Q4 2011
to
Q4 2012

Front-end
14.5

15.4

14.3

(7
)%
(1
)%
 
 
 
 
 
 
Back-end
20.9

24.5

23.2

(5
)%
11
 %
 
 
 
 
 
 
ASMI consolidated
35.3

40.0

37.5

(6
)%
6
 %
 
 
 
 
 
 
Total research and development expenses as a percentage of net sales
10
%
10
%
12
%
 
 

R&D as a % of sales in the Front-end segment decreased from 16% in Q3, 2012 to 15% in Q4, 2012. In the Back-end segment R&D expenses increased for the same period from 8% to 10%.

The impact of currency changes was a decrease of 3% quarter to quarter and an increase of 5% year-over-year.

Result from Operations. The following table shows results from operations for our Front-end and Back-end segments for the fourth quarter of 2012 as compared to the third quarter of 2012 and the fourth quarter of 2011:

(EUR millions)
Q4 2011

Q3 2012

Q4 2012

Change
Q3 2012
to
Q4 2012

Change
Q4 2011
to
Q4 2012

Front-end:
 
 
 
 
 
 - Before special items
9.5

(1.6
)
2.1

3.7

(7.4
)
 -Restructuring expenses
—

—

(0.9
)
(0.9
)
(0.9
)
 -After special items
9.5

(1.6
)
1.2

2.8

(8.3
)
 
 
 
 
 
 
Back-end:
 
 
 
 
 
 - Before special items
17.7

33.6

(5.3
)
(38.9
)
(23
)
 -Impairment charges
(8.0
)
—

—

—

8.0

-Gain on bargain purchase SEAS
(0.1
)
—

—

—

0.1

 -After special items
9.5

33.6

(5.3
)
(38.9
)
(14.9
)
 
 
 
 
 
 
ASMI consolidated
19.0

31.9

(4.1
)
(36.0
)
(23.1
)
 
 
 
 
 
 
Total result from operations excluding special items as a percentage of net sales
8
%
8
%
(1
)%
 
 

The impact of currency changes was a decrease of 2% quarter to quarter and an increase of 8% year-over-year.

3


Net Earnings allocated to the shareholders of the parent. The following table shows net earnings for our Front-end and Back-end segments for the fourth quarter of 2012 as compared to the third quarter of 2012 and the fourth quarter of 2011:

(EUR millions)
Q4 2011

Q3 2012

Q4 2012

Change
Q3 2012
to
Q4 2012

Change
Q4 2011
to
Q4 2012

Front-end:
 
 
 
 
 
 - Before special items
8.6

(8.4
)
(16.4
)
(8.0
)
(25.0
)
 -Early extinguishment of debt
—

—

(2.2
)
(2.2
)
(2.2
)
 -Impairment charges and restructuring expenses
—

—

(0.9
)
(0.9
)
(0.9
)
 -After special items
8.6

(8.4
)
(19.5
)
(11.1
)
(28.1
)
 
 
 
 
 
 
Back-end:
 
 
 
 
 
-Before special items
11.1

13.3

(2.2
)
(15.5
)
(13.3
)
 -Impairment charges
(4.2
)
—

—

—

4.2

-After special items
6.8

13.3

(2.2
)
(15.5
)
(9.0
)
 
 
 
 
 
 
Total net earnings allocated to the shareholders of the parent
15.4

4.9

(21.7
)
(26.6
)
(37.1
)


Besides the special items in the fourth quarter, related to the soft call of the €150 million convertible, (€2,2 million) and restructuring expenses €0.9 million, the net result in the Front-end was further impacted by a usage of a deferred tax position in Japan. This is related to the sale of certain IP towards our Dutch IP Holding. While having a negative effect on our net result of €13.0 million, there are no cash flow effects, moreover it will reduce our tax payments in later years.

Net earnings for the Back-end segment reflect our 51.96% ownership of ASM Pacific Technology.


4


Full Year

The following table shows the operating performance and the percentage change for the full year 2012 compared to the same period in 2011:

(EUR millions, except earnings per share)
Full Year
 
 
2011

2012

% Change

Net sales
1,634.3

1,418.1

(13
)%
Gross profit
582.2

440.4

(24
)%
Gross profit margin %
35.6
%
31.1
%
 
 
 
 
 
Selling, general and administrative expenses
(176.5
)
(202.1
)
15
 %
Research and development expenses
(129.4
)
(149.2
)
15
 %
Gain on bargain purchase SEAS
97.8

—

n/a

Impairment charges and restructuring cost
(8.0
)
(0.9
)
(89
)%
Earnings from operations
366.0

88.3

(76
)%
 
 
 
 
Net earnings 1)
186.8

7.1

(96
)%
 
 
 
 
Net earnings per share, diluted 1)
€3.14
€0.13
(96
)%
 
 
 
 
New orders
1,369.5

1,377.2

1
 %
Backlog at end of period
330.6

289.2

(13
)%
1) allocated to the shareholders of the parent

Net Sales. The following table shows net sales of our Front-end and Back-end segments for the full year 2012 compared to the same period in 2011:

(EUR millions)
Full Year
 
 
2011

2012

% Change

Front-end
456.1

370.4

(19
)%
 
 
 
 
Back-end
1,178.3

1,047.7

(11
)%
 
 
 
 
ASMI consolidated
1,634.3

1,418.1

(13
)%

The decrease of net sales in the full year 2012 in our Front-end segment compared to the same period last year was driven by decreased equipment sales as a result of decreased activity at our customers. In our Back-end segment sales decreased due to a lower activity level in equipment sales.

The impact of currency changes year-over-year was an increase of 8%.

5


Gross Profit Margin. The following table shows gross profit and gross profit margin for the Front-end and Back-end segments for the full year 2012 compared to the same period in 2011:

(EUR millions)
Full Year
 
Gross profit
Gross profit margin
 
 
 
2011
2012
2011

2012

Increase or
(decrease)
percentage points
Front-end
172.3
124.5
37.8
%
33.6
%
(4.2)pt
 
 
 
 
 
 
Back-end
409.8
315.9
34.8
%
30.2
%
(4.6)pt
 
 
 
 
 
 
ASMI consolidated
582.2
440.4
35.6
%
31.1
%
(4.5)pt

The decrease of the gross margin in our Front-end segment compared to the same period last year is mainly attributable to efficiency losses, lower loading of our factories causing under absorption, and inventory corrections, and higher investments in evaluation tools. The gross profit margin in the Back-end segment decreased mainly due to mix differences (higher lead frame activities), increased price pressure and a lower activity level.

The impact of currency changes year-over-year was an increase of 8%.

Selling, General and Administrative Expenses. The following table shows selling, general and administrative expenses for our Front-end and Back-end segments for the full year 2012 compared to the same period in 2011:

(EUR millions)
Full Year
 
 
2011

2012

% Change

Front-end
61.2

64.4

5
%
 
 
 
 
Back-end
115.3

137.6

19
%
 
 
 
 
ASMI consolidated
176.5

202.1

15
%

As a percentage of net sales, selling, general and administrative expenses were 14% in the full year 2012 and 11% in the same period of 2011.

For the full year 2012 selling, general and administrative expenses as a percentage of net sales of our Front-end segment, increased to 17% compared with 14% for the same period of 2011. The SG&A expenses include a provision of €2.1 million for Elpida. For the Back-end segment selling, general and administrative expenses as a percentage of net sales increased from 9% in 2011 to 13% in 2012. Cost increases mainly took place in the Back-end equipment and lead frames business, caused by a strengthening of the organisation.

The impact of currency changes year-over-year was an increase of 8%.


6



Research and Development Expenses. The following table shows research and development expenses for our Front-end and Back-end segments for the full year 2012 compared to the same period in 2011:

(EUR millions)
Full Year
 
 
2011

2012

% Change

Front-end
48.5

58.7

21
%
 
 
 
 
Back-end
80.9

90.5

12
%
 
 
 
 
ASMI consolidated
129.4

149.2

15
%

As a percentage of net sales, research and development expenses were 11% in the full year 2012 compared to 8% for the same period of 2011.

The impact of currency changes year-over-year was an increase of 8%.

Earnings from Operations. The following table shows earnings from operations for our Front-end and Back-end segments for the full year 2012 compared to the same period in 2011:

(EUR millions)
Full Year
 
 
2011

2012

Change

Front-end:
 
 
 
  -Before special items
62.6

1.4

(61.2
)
 -Restructuring charges
—

(0.9
)
(0.9
)
 -After special items
62.6

0.5

(62.1
)
 
 
 
 
Back-end:
 
 
 
  -Before special items
213.5

87.7

(125.8
)
 -Impairment charges
(8.0
)
—

8.0

 -Gain on bargain purchase SEAS
97.8

—

(97.8
)
 -After special items
303.4

87.7

(215.7
)
 
 
 
 
ASMI consolidated
366.0

88.3

(277.7
)
 
 
 
 
The impact of currency changes year-over-year was a increase of 10%
 
 
 
 
 
 
 



7


Net Earnings allocated to the shareholders of the parent. The following table shows net earnings for our Front-end and Back-end segments for the full year 2012 compared to the same period in 2011:

(EUR millions)
Full Year
 
 
2011

2012

Change

Front-end:
 
 
 
  -Before special items
49.7

(26.1
)
(75.8
)
 -Restructuring
—

(0.9
)
(0.9
)
-Loss from early extinguishment of debt
(0.8
)
(2.2
)
(1.4
)
-Fair value change conversion options
(4.4
)
—

4.4

-Special items
(5.2
)
(3.1
)
2.1

 
 
 
 
 -After special items
44.5

(29.1
)
(73.6
)
 
 
 
 
Back-end:
 
 
 
  -Before special items
95.4

36.3

(59.1
)
 -Impairment charges
(4.2
)
—

4.2

-Net gain on bargain purchase SEAS
51.1

—

(51.1
)
 -After special items
142.2

36.3

(105.9
)
 
 
 
 
 
 
 
 
ASMI consolidated, total earnings 1)
186.7

7.2

(179.5
)
 
 
 
 
1) Allocated to the shareholders of the parent
 
 
 
Net earnings for the Back-end segment reflect our 51.96% ownership of ASM Pacific Technology.


8



Bookings and backlog

The following table shows, for our Front-end and Back-end segments, the level of new orders for the fourth quarter of 2012 and the backlog at the end of the fourth quarter of 2012 as compared to the third quarter of 2012 and the fourth quarter of 2011:

(EUR millions, except earnings per share)
Q4 2011

Q3 2012

Q4 2012

% Change
Q3 2012
to
Q4 2012

% Change
Q4 2011
to
Q4 2012

Front-end
 
 
 
 
 
Backlog at the beginning of the quarter
116.2

92.2

57.3

(38
)%
(51
)%
- New orders for the quarter
100.3

64.3

129.5

101
 %
29
 %
- Net sales for the quarter
(114.2
)
(96.1
)
(93.1
)
(3
)%
(18
)%
- FX-effect for the quarter
2.8

(3.1
)
(2.0
)
n/a

n/a

 
 
 
 
 
 
Backlog at the end of the quarter
105.1

57.3

91.7

60
 %
(13
)%
 
 
 
 
 
 
Book-to-bill ratio
(new orders divided by net sales)
0.9

0.7

1.4

 
 
 
 
 
 
 
 
Back-end
 
 
 
 
 
Backlog at the beginning of the quarter
280.4

346.9

237.9

(31
)%
(15
)%
- New orders for the quarter
172.9

209.9

190.5

(9
)%
10
 %
- Net sales for the quarter
(237.8
)
(313.2
)
(226.8
)
(28
)%
(5
)%
- FX-effect for the quarter
10.0

(5.7
)
(4.0
)
n/a

n/a

 
 
 
 
 
 
Backlog at the end of the quarter
225.5

237.9

197.5

(17
)%
(12
)%
 
 
 
 
 
 
Book-to-bill ratio
(new orders divided by net sales)
0.7

0.7

0.8

 
 
 
 
 
 
 
 
ASMI consolidated
 
 
 
 
 
Backlog at the beginning of the quarter
396.5

439.1

295.2

(33
)%
(26
)%
- New orders for the quarter
273.2

274.2

320.0

17
 %
17
 %
- Net sales for the quarter
(352.0
)
(409.3
)
(319.9
)
(22
)%
(9
)%
- FX-effect for the quarter
12.8

(8.8
)
(6.0
)
n/a

n/a

 
 
 
 
 
 
Backlog at the end of the quarter
330.6

295.2

289.2

(2
)%
(13
)%
 
 
 
 
 
 
Book-to-bill ratio
(new orders divided by net sales)
0.8

0.7

1.0

 
 
 
 
 
 
 
 

9


Liquidity and capital resources

Net cash provided by operations was EUR 50 million for the fourth quarter of 2012, as compared to a usage of EUR 20 million for the third quarter of 2012. For the fourth quarter of 2011 net cash provided by operations was EUR 40 million. For the full year 2012, EUR 42 million net cash was provided by operations compared to EUR 217 million cash provided for the same period previous year.

Net cash used in investing activities was EUR 21 million for the fourth quarter of 2012, as compared to EUR 15 million for the third quarter of 2012 and EUR 23 million for the fourth quarter of 2011. For the full year 2012, EUR 72 million net cash was used for investing activities compared to EUR 93 million for the same period previous year.

Net cash used in financing activities was EUR 35 million for the fourth quarter of 2012, as compared EUR 5 million used for the third quarter of 2012. For the fourth quarter of 2011 net cash provided by financing activities of EUR 22 million was reported. For the full year 2012, EUR 73 million net cash was used for financing activities compared to EUR 45 million for the same period previous year.

Net working capital, consisting of accounts receivable, inventories, other current assets, accounts payable, accrued expenses, advance payments from customers and deferred revenue, decreased from EUR 507 million at September 30, 2012 to EUR 468 million at December 31, 2012.

The number of outstanding days of working capital, measured against quarterly sales, increased from 111 days at September 30, 2012 to 126 days at December 31, 2012. For the same period our Front-end segment decreased from 113 days to 110 days while our Back-end segment increased from 111 days to 126 days.

Sources of liquidity. At December 31, 2012, the Company’s principal sources of liquidity consisted of EUR 290 million in cash and cash equivalents and EUR 276 million in undrawn bank lines. Approximately EUR 145 million of the cash and cash equivalents and EUR 126 million of the undrawn bank lines are restricted to use in the Company’s Back-end operations.


 



10



ASM INTERNATIONAL N.V.
CONSOLIDATED STATEMENTS OF OPERATIONS
 
(EUR thousands, except earnings per share date)
Three months ended December 31,
 
Full Year
 
 
2011

2012

2011

2012

 
(unaudited)

(unaudited)

(unaudited)

(unaudited)

 
 
 
 
 
Net sales
351,950

319,902

1,634,334

1,418,067

Cost of sales
(245,810
)
(232,073
)
(1,052,179
)
(977,638
)
Gross profit
106,140

87,829

582,155

440,429

Operating expenses:
 
 
 
 
Selling, general and administrative
(43,577
)
(53,471
)
(176,454
)
(202,062
)
Research and development
(35,350
)
(37,535
)
(129,400
)
(149,219
)
Net gain on bargain purchase
(145
)
—

97,750

—

Impairment of PPE
(8,038
)
—

(8,038
)
—

Restructuring expenses
—

(891
)
—

(891
)
  Total operating expenses
(87,110
)
(91,898
)
(216,142
)
(352,173
)
Earnings from operations
19,030

(4,070
)
366,014

88,256

Net interest expense
(2,274
)
(1,809
)
(10,595
)
(10,124
)
Loss from early extinguishment of debt
—

(2,209
)
(824
)
(2,209
)
Accretion of interest
(1,111
)
(745
)
(4,401
)
(4,469
)
Revaluation conversion option
—

—

(4,378
)
—

Foreign currency exchange gains (losses)
5,227

(1,441
)
7,040

(3,959
)
Results on investments
—

(766
)
—

(766
)
Earnings before income taxes
20,872

(11,039
)
352,855

66,730

Income tax expense
790

(12,758
)
(36,692
)
(26,300
)
Net earnings
21,662

(23,797
)
316,164

40,430

Allocation of net earnings
 
 
 
 
    Shareholders of the parent
15,444

(21,734
)
186,770

7,149

    Minority interest
6,218

(2,063
)
129,394

33,282

Net earnings per share, allocated to the shareholders of the parent:
 
 
 
 
    Basic net earnings
0.28

(0.37
)
3.38

0.13

    Diluted net earnings (1)
0.27

(0.37
)
3.16

0.13

Weighted average number of shares used in
 
 
 
 
  computing per share amounts (in thousands):
 
 
 
 
    Basic
55,375

58,886

55,210

56,108

    Diluted (1)
56,299

58,886

64,682

56,767

 Outstanding shares:
 
 
55,377,020

63,095,986

 
 
 
 
 
(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. For three months ended December 31, 2012 the effect of a potential conversion of convertible debt into 5,720,824 common shares was anti dilutive and for the full year 2012 8,231,432 was anti dilutive and no adjustments have been reflected in the diluted weighted average number of shares and net earnings per share for these periods. The possible increase of common shares caused by employee stock options for the full year 2012 with 658,671 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.

11



ASM INTERNATIONAL N.V.
CONSOLIDATED BALANCE SHEETS
 
(EUR thousands)
December 31,

December 31,

Assets
2011

2012

 
 
(unaudited)

 
 
 
Cash and cash equivalents
390,250

290,475

Accounts receivable, net
330,891

304,840

Inventories, net
376,667

403,400

Income taxes receivable
907

890

Deferred tax assets
14,350

17,967

Other current assets
76,020

79,979

Total current assets
1,189,084

1,097,551

Pledged cash
20,000

20,000

Debt issuance costs
4,389

735

Deferred tax assets
13,072

5,955

Other intangible assets
14,776

13,915

Goodwill, net
52,131

51,888

Investments
1,044

278

Other non current assets
6,695

10,828

Assets held for sale
6,862

5,998

Evaluation tools at customers
13,987

16,922

Property, plant and equipment, net
260,180

275,436

Total Assets
1,582,221

1,499,506

Liabilities and Shareholders' Equity
 
 
Notes payable to banks
40,680

61,675

Accounts payable
157,549

151,761

Other current payables
195,574

170,683

Income taxes payable
54,878

27,625

Deferred tax liability - current
3,513

36

Current portion of long-term debt
4,332

6,316

Total current liabilities
456,527

418,096

Pension liabilities
9,887

12,540

Deferred tax liabilities
868

952

Provision for warranty
6,828

5,298

Long-term debt
15,319

12,632

Convertible subordinated debt
135,078

—

Total Liabilities
624,507

449,518

Shareholders' Equity:
 
 
Common shares
2,215

2,584

Capital in excess of par value
376,217

480,153

Treasury shares at cost
—

—

Retained earnings
301,515

288,105

Accumulated other comprehensive loss
(20,151
)
(28,966
)
Total Shareholders' Equity
659,796

741,876

Non-controlling interest
297,918

308,112

Total Equity
957,714

1,049,988

Total Liabilities and Equity
1,582,221

1,499,506

 
 
 
Amounts are rounded to the nearest thousand euro; therefore amounts may not equal (sub) totals due to rounding.

12



ASM INTERNATIONAL N.V.
CONSOLIDATED STATEMENTS OF CASH FLOWS 
(EUR thousands)
Three months ended December 31,
 
Full Year
 
 
2011

2012

2011

2012

 
(unaudited)

(unaudited)

(unaudited)

(unaudited)

Cash flows from operating activities:
 
 
 
 
Net earnings
21,662

(23,797
)
316,164

40,430

Adjustments to reconcile net earnings to net cash from
 
 
 
 
operating activities:
 
 
 
 
Depreciation and amortization
12,828

15,018

46,974

56,918

Impairment charges
—

—

—

96

Impairment of property, plant and equipment
8,038

—

8,038

—

Amortization of debt issuance costs
374

293

2,477

1,446

Early extinguishment of debt
—

2,209

—

2,209

Compensation expense employee stock option plan
1,530

6,145

13,452

23,065

Revaluation conversion option
—

—

4,378

—

Additional non-cash interest
1,111

744

4,401

4,469

Other investments at cost
 
766

—

766

Net gain on bargain purchase
145

—

(97,750
)
—

Income taxes
(17,853
)
(5,053
)
(6,893
)
(25,968
)
Deferred income taxes
(7,700
)
12,012

(13,275
)
(147
)
Changes in other assets and liabilities:
 
 
 
 
Inventories
50,881

21,027

5,994

(32,077
)
Accounts receivable
5,385

46,937

35,619

17,905

Accounts payable
(8,290
)
(20,200
)
(67,969
)
(2,757
)
Other current assets
(28,160
)
(5,963
)
(35,028
)
(43,875
)
Net cash provided (used) by operating activities
39,952

50,137

216,581

42,479

Cash flows from investing activities:
 
 
 
 
Capital expenditures
(19,566
)
(19,647
)
(89,218
)
(68,162
)
Purchase of intangible assets
(6,309
)
(1,648
)
(7,051
)
(4,630
)
Acquisition of business
—

—

(994
)
—

Proceeds from sale of property, plant and equipment
2,555

209

3,823

902

Net cash used in investing activities
(23,320
)
(21,086
)
(93,440
)
(71,890
)
Cash flows from financing activities:
 
 
 
 
Notes payable to banks, net
19,660

(22,075
)
22,680

23,366

Cash from business combination
—

—

33,150

—

Net proceeds from long-term debt
14,445

19,246

12,987

19,246

Repayments of long-term debt and subordinated debt
(11,929
)
(5,531
)
(16,590
)
(19,661
)
Purchase of treasury shares ASMI
—

(27,192
)
—

(40,554
)
Purchase of treasury shares ASMPT
—

—

—

(3,552
)
Proceeds from issuance of common shares
121

449

4,122

2,209

Dividend to minority shareholders ASMPT
—

—

(79,474
)
(27,024
)
Dividend to shareholders ASMI
(148
)
—

(22,262
)
(27,519
)
Net cash provided (used) in financing activities
22,148

(35,103
)
(45,388
)
(73,489
)
Exchange rate effects
841

(791
)
(7,801
)
3,127

Net increase (decrease) in cash and cash equivalents
39,621

(6,843
)
69,954

(99,774
)
Cash and cash equivalents at beginning of period
370,627

297,317

340,294

390,250

Cash and cash equivalents at end of period
410,250

290,475

410,250

290,475

 
 
 
 
 
Amounts are rounded to the nearest thousand euro; therefore amounts may not equal (sub) totals due to rounding.

13



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 holds a majority interest of 51.96% at December 31, 2012, whilst 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 and Malaysia.
 
 
 
 
(EUR thousands)
Three months ended December 31, 2011
 
 
Front-end

Back-end

Total

 
(unaudited)

(unaudited)

(unaudited)

Net sales to unaffiliated customers
114,160

237,790

351,950

Gross profit
38,756

67,384

106,140

Earnings from operations
9,522

9,509

19,030

Net interest income (expense)
(2,758
)
484

(2,274
)
Loss resulting from early extinguishment of debt
—

—

—

Accretion of interest
(1,111
)
—

(1,111
)
Foreign currency exchange gains (losses)
6,504

(1,276
)
5,227

Income tax income (expense)
(3,548
)
4,338

790

Net earnings
8,609

13,054

21,663

Net earnings allocated to:
 
 
 
  Shareholders of the parent
 
 
15,445

  Minority interest
 
 
6,218

Capital expenditures and purchase of intangible assets
11,167

14,708

25,875

Depreciation and amortization
4,002

8,826

12,828

Impairment of fixed assets
—

8,038

8,038

 
 
 
 
 
Three months ended December 31, 2012
 
 
(unaudited)

(unaudited)

(unaudited)

Net sales to unaffiliated customers
93,104

226,798

319,902

Gross profit
34,551

53,278

87,829

Earnings (loss) from operations
1,241

(5,311
)
(4,070
)
Net interest expense
(1,589
)
(221
)
(1,809
)
Loss resulting from early extinguishment of debt
(2,209
)
                        -

(2,209
)
Accretion of interest
(818
)
73

(745
)
Foreign currency exchange gains (losses)
(2,103
)
662

(1,441
)
Results on investments
(766
)
—

(766
)
Income tax income (expense)
(13,241
)
483

(12,758
)
Net earnings
(19,484
)
(4,313
)
(23,797
)
Net earnings allocated to:
 
 
 
  Shareholders of the parent
 
 
(21,734
)
  Minority interest
 
 
(2,063
)
Capital expenditures and purchase of intangible assets
10,212

11,083

21,295

Depreciation and amortization
4,581

10,437

15,018

 
 
 
 
Amounts are rounded to the nearest thousand euro; therefore amounts may not equal (sub) totals due to rounding.

14



ASM INTERNATIONAL N.V.
DISCLOSURE ABOUT SEGMENTS AND RELATED INFORMATION (2/3)

(EUR thousands)
Full Year 2011
 
 
Front-end

Back-end

Total

 
(unaudited)

(unaudited)

(unaudited)

 
 
 
 
Net sales to unaffiliated customers
456,065

1,178,270

1,634,334

Gross profit
172,318

409,837

582,155

Earnings from operations
62,581

303,433

366,014

Net interest income (expense)
(12,166
)
1,571

(10,595
)
Loss resulting from early extinguishment of debt
(824
)
—

(824
)
Accretion of interest
(4,401
)
—

(4,401
)
Revaluation conversion option
(4,378
)
—

(4,378
)
Foreign currency exchange gains (losses)
8,296

(1,256
)
7,040

Income tax expense
(4,581
)
(32,110
)
(36,692
)
Net earnings
44,527

271,637

316,164

Net earnings allocated to:
 
 
 
  Shareholders of the parent
 
 
186,770

  Minority interest
 
 
129,394

Capital expenditures and purchase of intangible assets
22,510

73,759

96,269

Depreciation and amortization
14,335

32,638

46,973

Impairment of fixed assets
—

8,038

8,038

Cash and cash equivalents
228,114

182,136

410,250

Capitalized goodwill
11,193

40,939

52,131

Other intangible assets
9,643

5,133

14,776

Other identifiable assets
336,090

768,973

1,105,064

Total assets
585,040

997,181

1,582,221

Total debt
162,464

32,946

195,410

Headcount in full-time equivalents (1)
1,631

14,563

16,194

(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.
 

15


ASM INTERNATIONAL N.V.
DISCLOSURE ABOUT SEGMENTS AND RELATED INFORMATION (3/3)

(EUR thousands)
Full Year 2012
 
 
(unaudited)

(unaudited)

(unaudited)

Net sales to unaffiliated customers
370,409

1,047,658

1,418,067

Gross profit
124,531

315,898

440,429

Earnings from operations
539

87,717

88,256

Net interest income (expense)
(10,367
)
243

(10,124
)
Loss resulting from early extinguishment of debt
(2,209
)
—

(2,209
)
Accretion of interest
(4,329
)
(140
)
(4,469
)
Revaluation conversion option
—

—

—

Foreign currency exchange gains (losses)
(3,051
)
(908
)
(3,959
)
Results on investments
(766
)
—

(766
)
Income tax expense
(8,965
)
(17,335
)
(26,300
)
Net earnings (loss)
(29,147
)
69,577

40,430

 
 
 
 
Net earnings allocated to:
 
 
 
  Shareholders of the parent
 
 
7,149

  Minority interest
 
 
33,282

 
 
 
 
Capital expenditures and purchase of intangible assets
24,015

48,777

72,792

Depreciation and amortization
17,295

39,622

56,918

 
 
 
 
Cash and cash equivalents
145,061

145,414

290,475

Pledged cash
—

20,000

20,000

Capitalized goodwill
11,648

40,239

51,888

Other intangible assets
9,049

4,866

13,915

Other identifiable assets
334,399

788,829

1,123,228

Total assets
500,157

999,348

1,499,506

Total debt
—

80,623

80,623

Headcount in full-time equivalents (1)
1,636

15,768

17,404

 
 
 
 
(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.


16



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 fourth quarter of 2012.


17


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, pensions, inventory obsolescence reserve, pension plans and preferred shares.
 
 
 
 
 
 
The reconciliation between IFRS and US GAAP is as follows:
(EUR thousands, except per share date)
Three months ended December 31,
 
Full Year
 
 
Net earnings
 
2011

2012

2011

2012

 
(unaudited)

(unaudited)

(unaudited)

(unaudited)

US GAAP
21,662

(23,797
)
316,164

40,430

Adjustments for IFRS:
 
 
 
 
Pensions
—

(691
)
 
(691
)
Reversal inventory write downs
(153
)
234

(1,639
)
335

Tax rate difference on eliminated intercompany profit
768

437

768

(718
)
Development expenses
2,200

210

8,908

8,652

Debt issuance fees
105

108

(55
)
446

Total adjustments
2,920

298

7,982

8,024

IFRS
24,582

(23,499
)
324,146

48,454

IFRS allocation of net earnings:
 
 
 
 
    Shareholders
18,364

(21,256
)
194,752

15,904

    Minority interest
6,218

(2,243
)
129,394

32,550

Net earnings per share, allocated to the shareholders of the parent:
 
 
 
 
    Basic
€0.34
-€0.36
€3.52
€0.28
    Diluted
€0.33
-€0.36
€3.27
€0.28
 
 
 
 
 
(EUR thousands)
 
 
 Total Equity

 
 
 
 
December 31,

December 31,

 
 
 
2011

2012

 
 
 
 (unaudited)

 (unaudited)

US GAAP
 
 
957,714

1,049,988

Adjustments for IFRS:
 
 
 
 
Goodwill
 
 
(10,647
)
(10,481
)
Debt issuance fees
 
 
(1,181
)
(735
)
Reversal inventory write downs
 
 
1,626

2,009

Development expenses
 
 
43,741

51,386

Tax rate difference on eliminated intercompany profit
 
 
767

49

Pension plans
 
 
(179
)
3,329

Total adjustments
 
 
34,127

45,557

IFRS
 
 
991,841

1,095,545

 
 
 
 
 
Amounts are rounded to the nearest thousand euro; therefore amounts may not equal (sub) totals due to rounding.


18




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