Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2024 | May 06, 2024 | |
Cover [Abstract] | ||
Document type | 10-Q | |
Document period end date | Mar. 31, 2024 | |
Amendment flag | false | |
Entity registrant name | DIODES INC /DEL/ | |
Entity central index key | 0000029002 | |
Current fiscal year end date | --12-31 | |
Entity filer category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity common stock shares outstanding | 46,122,904 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | DIOD | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity File Number | 002-25577 | |
Entity Tax Identification Number | 95-2039518 | |
Entity Address, Address Line One | 4949 Hedgcoxe Road | |
Entity Address, Address Line Two | Suite 200 | |
Entity Address, City or Town | Plano | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 75024 | |
City Area Code | 972 | |
Local Phone Number | 987-3900 | |
Entity Incorporation, State or Country Code | DE | |
Entity Interactive Data Current | Yes | |
Title of 12(b) Security | Common Stock, Par Value $0.66 2/3 | |
Security Exchange Name | NASDAQ | |
Document Quarterly Report | true | |
Document Transition Report | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 266,202 | $ 315,457 |
Restricted cash | 4,358 | 3,026 |
Short-term investments | 9,782 | 10,174 |
Accounts receivable , net of allowances of $8,254 and $5,641 at March 31,2024 and December 31, 2023, respectively | 391,508 | 371,930 |
Inventories | 429,363 | 389,774 |
Prepaid expenses and other | 100,016 | 97,024 |
Total current assets | 1,201,229 | 1,187,385 |
Property, plant and equipment, net | 723,478 | 746,169 |
Deferred tax assets | 50,912 | 51,620 |
Goodwill | 146,941 | 146,558 |
Intangible assets, net | 59,952 | 63,937 |
Other long-term assets | 173,660 | 171,990 |
Total assets | 2,356,172 | 2,367,659 |
Current liabilities: | ||
Lines of credit | 48,928 | 40,685 |
Accounts payable | 149,228 | 158,261 |
Accrued liabilities and other | 164,570 | 179,674 |
Income tax payable | 13,283 | 10,459 |
Current portion of long-term debt | 1,270 | 4,419 |
Total current liabilities | 377,279 | 393,498 |
Long-term debt, net of current portion | 19,639 | 16,979 |
Deferred tax liabilities | 10,509 | 13,662 |
Unrecognized tax benefits | 34,035 | 34,035 |
Other long-term liabilities | 89,899 | 99,808 |
Total liabilities | 531,361 | 557,982 |
Commitments and contingencies (See Note 9) | ||
Stockholders' equity | ||
Preferred stock - par value $1.00 per share; 1,000,000 shares authorized; no shares issued or outstanding | 0 | 0 |
Common stock - par value $0.66 2/3 per share; 70,000,000 shares authorized; and 46,114,753 shares and 45,938,383 shares issued and outstanding at March 31, 2024 and December 31, 2023 , respectively | 36,936 | 36,819 |
Additional paid-in capital | 509,401 | 509,861 |
Retained earnings | 1,689,312 | 1,675,274 |
Treasury stock, at cost 9,286,862 shares and 9,286,862 shares at March 31, 2024 and December 31, 2024 respectively | (337,986) | (337,986) |
Accumulated other comprehensive loss | (149,073) | (143,227) |
Stockholders' equity | 1,748,590 | 1,740,741 |
Noncontrolling interest | 76,221 | 68,936 |
Total equity | 1,824,811 | 1,809,677 |
Total liabilities and stockholders' equity | $ 2,356,172 | $ 2,367,659 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance | $ 8,254 | $ 5,641 |
Preferred stock par value | $ 1 | $ 1 |
Preferred stock shares authorized | 1,000,000 | 1,000,000 |
Preferred stock shares issued | 0 | 0 |
Preferred stock shares outstanding | 0 | 0 |
Common stock par value | $ 0.66 | $ 0.66 |
Common stock shares authorized | 70,000,000 | 70,000,000 |
Common stock shares issued | 46,114,753 | 45,938,383 |
Common stock shares outstanding | 46,114,753 | 45,938,383 |
Treasury stock, shares | 9,286,862 | 9,286,862 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Statement [Abstract] | ||
Net sales | $ 301,972 | $ 467,241 |
Cost of goods sold | 202,388 | 272,787 |
Gross profit | 99,584 | 194,454 |
Operating expenses | ||
Selling, general and administrative | 53,735 | 70,991 |
Research and development | 33,964 | 33,232 |
Amortization of acquisition related intangible assets | 3,810 | 3,852 |
Gain on disposal of fixed assets | (4,872) | (48) |
Other operating income | (1) | 0 |
Total operating expense | 86,636 | 108,027 |
Income from operations | 12,948 | 86,427 |
Other income (expense) | ||
Interest income | 4,614 | 1,772 |
Interest expense | (532) | (2,132) |
Foreign currency gain (loss), net | 972 | (1,893) |
Unrealized gain on investments | 370 | 3,889 |
Other income | 434 | 530 |
Total other income (expense) | 5,858 | 2,166 |
Income before income taxes and noncontrolling interest | 18,806 | 88,593 |
Income tax provision | 3,537 | 16,616 |
Net income | 15,269 | 71,977 |
Less net income attributable to noncontrolling interest | (1,231) | (827) |
Net income attributable to common stockholders | $ 14,038 | $ 71,150 |
Earnings per share attributable to common stockholders: | ||
Basic | $ 0.3 | $ 1.56 |
Diluted | $ 0.3 | $ 1.54 |
Number of shares used in earnings per share computation: | ||
Basic | 46,032 | 45,600 |
Diluted | 46,285 | 46,161 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest [Abstract] | ||
Net income | $ 15,269 | $ 71,977 |
Unrealized gain on defined benefit plan, net of tax | 1,648 | 2,706 |
Unrealized gain (loss) on derivative instruments, net of tax | 8,814 | (3,342) |
Unrealized foreign currency (loss) gain, net of tax | (16,308) | 11,323 |
Comprehensive income | 9,423 | 82,664 |
Less: Comprehensive income attributable to noncontrolling interest | (1,231) | (827) |
Total comprehensive income attributable to common stockholders | $ 8,192 | $ 81,837 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY - USD ($) $ in Thousands | Total | Common Stock | Treasury stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Loss | Total Diodes Incorporated Stockholders' Equity | Noncontrolling Interest |
BALANCE at Dec. 31, 2022 | $ 1,582,919 | $ 36,503 | $ (337,490) | $ 494,773 | $ 1,448,092 | $ (128,233) | $ 1,513,645 | $ 69,274 |
Common stock shares beginning at Dec. 31, 2022 | 54,751 | (9,282) | ||||||
Total comprehensive income (loss) | 82,664 | 71,150 | 10,687 | 81,837 | 827 | |||
Net changes in noncontrolling interest | 107 | 107 | ||||||
Common stock issued for share-based plans | $ 158 | (158) | ||||||
Common stock issued for share-based plans, shares | 237 | |||||||
Share-based compensation | 9,652 | 9,652 | 9,652 | |||||
Tax related to net share settlement | (9,669) | (9,669) | (9,669) | |||||
BALANCE at Mar. 31, 2023 | 1,665,673 | $ 36,661 | $ (337,490) | 494,598 | 1,519,242 | (117,546) | 1,595,465 | 70,208 |
Common stock shares ending at Mar. 31, 2023 | 54,988 | (9,282) | ||||||
BALANCE at Dec. 31, 2023 | $ 1,809,677 | $ 36,819 | $ (337,986) | 509,861 | 1,675,274 | (143,227) | 1,740,741 | 68,936 |
Common stock shares beginning at Dec. 31, 2023 | 45,938,383 | 55,225 | (9,287) | |||||
Total comprehensive income (loss) | $ 9,423 | 14,038 | (5,846) | 8,192 | 1,231 | |||
Net changes in noncontrolling interest | 6,054 | 6,054 | ||||||
Common stock issued for share-based plans | $ 117 | (117) | ||||||
Common stock issued for share-based plans, shares | 176 | |||||||
Share-based compensation | 5,049 | 5,049 | 5,049 | |||||
Tax related to net share settlement | (5,392) | (5,392) | (5,392) | |||||
BALANCE at Mar. 31, 2024 | $ 1,824,811 | $ 36,936 | $ (337,986) | $ 509,401 | $ 1,689,312 | $ (149,073) | $ 1,748,590 | $ 76,221 |
Common stock shares ending at Mar. 31, 2024 | 46,114,753 | 55,401 | (9,287) |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Cash flows from operating activities | ||
Net income | $ 15,269 | $ 71,977 |
Adjustments to reconcile net income to net cash flows from operating activities, net of effects of acquisitions | ||
Depreciation | 31,031 | 29,793 |
Amortization of intangible assets | 3,810 | 3,852 |
Share-based compensation expense | 5,072 | 9,820 |
Deferred income taxes | (318) | (404) |
Investment gain | (376) | (3,829) |
Gain on disposal of property, plant, and equipment | (4,872) | (48) |
Other | (3,334) | 347 |
Changes in operating assets: | ||
Change in accounts receivable | (17,731) | 1,544 |
Change in inventory | (40,435) | 20,759 |
Change in other operating assets | 3,478 | 4,964 |
Changes in operating liabilities: | ||
Change in accounts payable | (9,117) | (17,718) |
Change in accrued liabilities | (15,469) | (36,289) |
Change in income tax payable | 2,857 | 13,932 |
Change in other operating liabilities | (1,008) | 1,111 |
Net cash flows from operating activities | (31,143) | 99,811 |
Cash flows from investing activities | ||
Purchases of property, plant, and equipment | (20,381) | (48,003) |
Proceeds from sale of property, plant and equipment | 122 | 99 |
Proceeds from short-term investments | 1,563 | 807 |
Purchases of short-term investments | (1,483) | (2,469) |
Proceeds from sales of securities | 0 | 417 |
Other | 1,900 | 1,018 |
Net cash flows from investing activities | (18,279) | (48,131) |
Cash flows from financing activities | ||
Advances on lines of credit and short-term debt | 8,926 | 8,173 |
Repayments of lines of credit and short-term debt | 0 | (10,139) |
Proceeds from long-term debt | 3,155 | 263 |
Repayments of long-term debt | (3,439) | (59,061) |
Repayment of and proceeds from finance lease obligation | (14) | (7) |
Taxes paid related to net share settlement | (5,392) | (9,669) |
Net changes in noncontrolling interest | 171 | 107 |
Other | (225) | 15 |
Net cash flows from financing activities | 3,182 | (70,318) |
Effect of exchange rate changes on cash and cash equivalents | (1,683) | 3,446 |
Change in cash and cash equivalents, including restricted cash | (47,923) | (15,192) |
Cash and cash equivalents, beginning of period, including restricted cash | 318,483 | 341,099 |
Cash and cash equivalents, end of period, including restricted cash | 270,560 | 325,907 |
Supplemental Cash Flow Information | ||
Interest paid during the period | 463 | 1,941 |
Taxes paid during the period | 2,562 | 5,388 |
Non-cash investing and financing activities: | ||
Accounts payable balance related to the purchase of property, plant and equipment | $ 11,717 | $ 27,113 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Pay vs Performance Disclosure | ||
Net Income (Loss) | $ 14,038 | $ 71,150 |
Summary of Operations and Signi
Summary of Operations and Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Operations and Significant Accounting Policies | NOTE 1 – Summary of Operations and Significant Accounting Policies Summary of Operations Diodes Incorporated, together with its subsidiaries (collectively the “Company,” “we,” or “our” (Nasdaq: DIOD)), a Standard and Poor’s Smallcap 600 and Russell 3000 Index company, is a leading global manufacturer and supplier of high-quality application-specific standard products within the broad discrete, logic, analog, and mixed-signal semiconductor markets. The Company serves the industrial, automotive, computing, communications, and consumer markets. The Company’s products include diodes; rectifiers; transistors; MOSFETs; Silicon Carbide (“SiC”) diodes and MOSFETs; protection devices; logic; photocoupler; voltage translators; amplifiers and comparators; sensors; and power management devices such as AC-DC converters, DC-DC switching, linear voltage regulators, voltage references, LED drivers, power switches, and voltage supervisors. We also have timing and connectivity solutions including clock ICs, crystal oscillators, PCIe packet switches, multi-protocol switches, interface products, and signal integrity solutions for high-speed signals. Diodes’ corporate headquarters and Americas’ sales offices are located in Plano, Texas and Milpitas, California. Design, marketing, and engineering centers are located in Plano and Milpitas, U.S.; Taipei and Taoyuan City, Taiwan; Shanghai and Yangzhou, China; Oldham, England; and Neuhaus, Germany. Diodes’ wafer fabrication facilities are located in South Portland, Maine, U.S., Oldham, England, and Greenock, Scotland; Shanghai and Wuxi, China; and Keelung and Hsinchu, Taiwan. Diodes has assembly and test facilities located in Shanghai, Chengdu, and Wuxi, China; Neuhaus, Germany; and Jhongli, Taiwan. Additional engineering, sales, warehouse, and logistics offices are located in Frankfurt and Munich, Germany; Hong Kong, Shanghai, Beijing, Shenzhen, Wuhan, Yangzhou, and Qingdao, China; Milan, Italy; Oldham, England; Seongnam-si, South Korea; Singapore City, Singapore; Taipei and Kaohsiung, Taiwan; and Tokyo, Japan; with support offices throughout the world. The Company’s manufacturing facilities have achieved certifications in the internationally recognized standards of ISO 9001:2015, ISO 14001:2015, and, for automotive products, IATF 16949:2016 and the Company is also C-TPAT certified. We believe these quality awards reflect the superior quality-control techniques established at the Company and further enhance our credibility as a vendor-of-choice to original equipment manufacturers ("OEMs") increasingly concerned with quality and consistency. Our market focus is on high-growth, end-user applications in the following areas: • Industrial: embedded systems, precision controls, and Artificial Intelligence of Things; • Automotive: connected driving, comfort/style/safety, and electrification/powertrain; • Computing: cloud computing including artificial intelligence servers, storage, and data center applications; • Communications: smartphones, 5G networks, advanced protocols, and charging solutions; and • Consumer: IoT, wearables, home automation, and smart infrastructure. Basis of Presentation The condensed consolidated financial data at December 31, 2023 are derived from audited financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2023 filed with the Securities and Exchange Commission (“SEC”) on February 9, 2024 (“Form 10-K”). The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with United States Generally Accepted Accounting Principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q. They do not include all information and footnotes necessary for a fair presentation of financial position, operating results, and cash flows in conformity with GAAP for complete financial statements. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes contained in our Form 10-K. All significant intercompany balances and transactions have been eliminated in consolidation. In the opinion of management, all adjustments (consisting of normal recurring adjustments and accruals) considered necessary for a fair presentation of the operating results for the period presented have been included in the interim period. Operating results for the three months ended March 31, 2024 are not necessarily indicative of the results that may be expected for other interim periods or the year ending December 31, 2024. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from these estimates. As permitted under GAAP, interim accounting for certain expenses, including income taxes, are based on full year forecasts. For interim financial reporting purposes, income taxes are recorded based upon estimated annual effective income tax rates taking into consideration discrete items occurring in a quarter. Dollar amounts and share amounts are presented in thousands, except per share amounts, unless otherwise noted. Certain prior year’s balances may have been reclassified to conform to the current condensed consolidated financial statement presentation. |
Earnings per Share
Earnings per Share | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Earnings per Share | NOTE 2 – Earnings per Share Earnings per share (“EPS”) is calculated by dividing net income attributable to common stockholders by the weighted-average number of shares of Common Stock outstanding during the period. Diluted EPS is calculated similarly but includes potential dilution from the exercise of stock options and stock awards, except when the effect would be anti-dilutive. During the three month periods ended March 31, 2024 and March 31, 2023, we paid no dividends on our Common Stock. The table below sets forth the reconciliation between net income and the weighted average shares outstanding used for calculating basic and diluted EPS: Three Months Ended March 31, 2024 2023 Earnings (numerator) Net income attributable to common stockholders $ 14,038 $ 71,150 Shares (denominator) Weighted average common shares outstanding (basic) 46,032 45,600 Dilutive effect of stock options and stock awards outstanding 253 561 Adjusted weighted average common shares outstanding (diluted) 46,285 46,161 Earnings per share attributable to common stockholders Basic $ 0.30 $ 1.56 Diluted $ 0.30 $ 1.54 Stock options and stock awards excluded from EPS 326 75 |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2024 | |
Inventory Disclosure [Abstract] | |
Inventories | NOTE 3 – Inventories The table below sets forth inventories which are stated at the lower of cost or net realizable value: March 31, 2024 December 31, 2023 Finished goods $ 169,980 $ 129,802 Work-in-progress 74,432 72,876 Raw materials 184,951 187,096 Total $ 429,363 $ 389,774 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | NOTE 4 – Goodwill and Intangible Assets The table below sets forth the changes in goodwill: Balance at December 31, 2023 $ 146,558 Acquisition 1,857 Foreign currency translation adjustment ( 1,474 ) Balance at March 31, 2024 $ 146,941 The table below sets forth the value of intangible assets, other than goodwill: March 31, December 31, 2024 2023 Intangible assets subject to amortization: Gross carrying amount $ 250,747 $ 250,747 Accumulated amortization ( 191,630 ) ( 187,820 ) Foreign currency translation adjustment ( 8,333 ) ( 8,170 ) Total intangible assets subject amortization 50,784 54,757 Intangible assets with indefinite lives: Gross carrying amount 10,303 10,303 Foreign currency translation adjustment ( 1,135 ) ( 1,123 ) Total intangible assets with indefinite lives 9,168 9,180 Total intangible assets, net $ 59,952 $ 63,937 The table below sets forth amortization expense related to intangible assets subject to amortization: Amortization expense 2024 2023 Three Months Ended March 31, $ 3,810 $ 3,852 |
Income Tax Provision
Income Tax Provision | 3 Months Ended |
Mar. 31, 2024 | |
Income Tax Disclosure [Abstract] | |
Income Tax Provision | NOTE 5 – Income Tax Provision The table below sets forth information related to our income tax expense: Three Months Ended March 31, 2024 2023 Domestic pre-tax income $ ( 1,574 ) $ 54,724 Foreign pre-tax income $ 20,380 $ 33,869 Income tax provision $ 3,537 $ 16,616 Effective tax rate 18.8 % 18.8 % Impact of tax holidays on tax expense $ ( 93 ) $ ( 74 ) Earnings per share impact of tax holidays: Basic $ - $ - Diluted $ - $ - The effective tax rate for the three months ended March 31, 2024 is consistent when compared to the three months ended March 31, 2023, primarily due to the impact of the geographical mix of pre-tax income and loss across tax jurisdictions relative to the Company’s consolidated pre-tax income on the estimated annual effective income tax rate. Our undistributed foreign earnings continue to be indefinitely reinvested in foreign operations, with limited exceptions related to certain earnings of European and Asian subsidiaries. Any future distributions of foreign earnings will not be subject to additional U.S. income tax but may be subject to non-U.S. withholding taxes. We file income tax returns in the U.S. federal jurisdiction and in various state and foreign jurisdictions. We are no longer subject to U.S. federal income tax examinations by tax authorities for tax years before 2012. We are no longer subject to China income tax examinations by tax authorities for tax years before 2013. With respect to state and local jurisdictions and countries outside of the U.S. (other than China), with limited exceptions, the Company is no longer subject to income tax audits for years before 2017. Although the outcome of tax audits is always uncertain, the Company believes that adequate amounts of tax, interest, and penalties, if any, have been provided for in the Company’s reserve for any adjustments that may result from currently pending tax audits. The Company recognizes accrued interest and penalties related to unrecognized tax benefits in interest expense. As of March 31, 2024, the gross amount of unrecognized tax benefits was approximately $ 50.5 million. Several jurisdictions in which we operate have either enacted, or announced plans to enact, legislation consistent with the Organization for Economic Co-operation and Development Global Anti-Base Erosion Model Rules (“Pillar Two”) which introduced a global minimum effective tax rate of 15% applied on a jurisdiction-by-jurisdiction basis. We have analyzed enacted legislation and do not anticipate that it will have a material impact on our effective tax rate for 2024; however, we continue to monitor future tax legislative changes in the jurisdictions in which we operate in order to evaluate the impacts on the consolidated financial statements. It is reasonably possible that the amount of the unrecognized benefit with respect to certain of the Company’s unrecognized tax positions will significantly increase or decrease within the next 12 months. At this time, an estimate of the range of the reasonably possible outcomes cannot be made. |
Share-Based Compensation
Share-Based Compensation | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement, Noncash Expense [Abstract] | |
Share-Based Compensation | NOTE 6 – Share-Based Compensation The table below sets forth information related to our share-based compensation expense: Three Months Ended March 31, 2024 2023 Cost of goods sold $ 450 $ 452 Selling, general and administrative 3,354 8,362 Research and development 1,268 1,006 Total share-based compensation expense $ 5,072 $ 9,820 Share Grants. Share grants consist of restricted stock awards, restricted stock units (“RSUs”) and performance stock units (“PSUs”). Restricted stock awards and RSUs generally vest in equal annual installments over a four-year period and are measured based on the fair market value of the underlying stock on the date of grant. Compensation expense is recognized on a straight-line basis over the requisite four-year service period. All new grants are awarded under the Company’s 2022 Equity Incentive Plan. PSUs are measured based on the fair market value of the underlying stock on the date of grant, and compensation expense is recognized over the three-year performance period, with adjustments made to the expense to recognize the probable payout percentage. As of March 31, 2024, total unrecognized share-based compensation expense related to share grants was approximately $ 61.6 million, before income taxes, and is expected to be recognized over a weighted average period of approximately 2.3 years. Stock Modification . During the three months ended March 31, 2023 we modified previously granted stock awards for two corporate officers who retired. The result of the modifications resulted in the acceleration of the vesting of 54,525 stock awards for the corporate officers. The incremental expense recorded for this modification was approximately $ 2.1 million, which was expensed in selling, general, and administrative (“SG&A”) expense in the three months ended March 31, 2023. |
Enterprise Wide Segment Informa
Enterprise Wide Segment Information and Net Sales | 3 Months Ended |
Mar. 31, 2024 | |
Segment Reporting [Abstract] | |
Enterprise Wide Segment Information and Net Sales | NOTE 7 – Enterprise Wide Segment Information and Net Sales Segment Reporting. For financial reporting purposes, we operate in a single segment, standard semiconductor products, through our various manufacturing and distribution facilities. We aggregate our products because the products are similar and have similar economic characteristics, use similar production processes and share similar customer type. Our primary operations include operations in Asia, the Americas, and Europe. During the three months ended March 31, 2024, one customer accounted for approximately $ 42.7 million or 14.2 % of our net sales. During the three months ended March 31, 2023, two customers accounted for $ 51.8 million, or 11.1 %, and $ 51.6 million, or 11.0 %, of our net sales. One customer accounted for approximately 17.3 % of our outstanding accounts receivable at March 31, 2024. All customers that accounted for 10% or more of our net sales during any period presented in this Quarterly Report on Form 10-Q are broad-based global distributors that sell to thousands of different end users. Disaggregation of Net Sales. We disaggregate net sales with customers into direct sales to end customers and distribution sales to distributors (“Distributors”) and by geographic area. Direct sales customers consist of those customers using our product in their manufacturing process, and Distributors are those customers who resell our products to third parties. We deliver our products to customers around the world for use in the industrial, automotive, computing, consumer, and communications markets. Further, most of our contracts are fixed-price arrangements, and are short term in nature, ranging from days to several months. The tables below set forth net sales based on the location of the subsidiary producing the net sale: As of and for the Three Months Ended March 31, 2024 Asia Americas Europe Consolidated Total sales $ 329,426 223,773 $ 66,387 $ 619,586 Intercompany elimination ( 148,884 ) ( 136,430 ) ( 32,300 ) ( 317,614 ) Net sales $ 180,542 $ 87,343 $ 34,087 $ 301,972 Property, plant and, equipment, net $ 529,187 $ 82,838 $ 111,453 $ 723,478 Total assets $ 1,617,774 $ 502,459 $ 235,939 $ 2,356,172 As of and for the Three Months Ended March 31, 2023 Asia Americas Europe Consolidated Total sales $ 424,162 $ 331,407 $ 100,045 $ 855,614 Intercompany elimination ( 181,465 ) ( 175,151 ) ( 31,757 ) ( 388,373 ) Net sales $ 242,697 $ 156,256 $ 68,288 $ 467,241 Property, plant and, equipment, net $ 550,373 $ 92,729 $ 112,605 $ 755,707 Total assets $ 1,590,485 $ 442,763 $ 252,313 $ 2,285,561 The tables below set forth net sales for the Company disaggregated into geographic locations based on shipment destination and by type (direct sales or Distributor ): For the Three Months Ended March 31, Net Sales by Region 2024 2023 Asia $ 228,420 $ 324,167 Europe 47,450 76,990 Americas 26,102 66,084 Total net sales $ 301,972 $ 467,241 Net Sales by Type Direct sales $ 118,164 $ 134,945 Distributor sales 183,808 332,296 Total net sales $ 301,972 $ 467,241 Net sales from products shipped to China was $ 138.5 million and $ 179.7 million for the three months ended March 31, 2024 and 2023, respectively. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Debt | NOTE 8 – Debt Borrowings outstanding as of March 31, 2024 and December 31, 2023 are set forth in the table below: March 31, December 31, Current Amount Description 2024 2023 Interest Rate Maturity Short-term debt $ 48,928 $ 40,685 Various indices plus margin Various during 2024 Long-term debt Notes payable to Bank of Taiwan 1,763 1,880 2-yr deposit rate floating plus 0.1148% June 2033 Notes payable to Bank of Taiwan 1,563 1,626 2-yr deposit rate floating plus 0.082% September 2025 Notes payable to CTBC Bank 3,125 3,252 TAIBOR 3M plus 0.5% March 2026 Notes payable to CTBC Bank 12,411 13,098 TAIBOR 3M plus 0.5% May 2028 Notes payable to E Sun Bank 194 217 1-M deposit rate floating plus 0.08% July 2027 Notes payable to E Sun Bank 1,228 1,325 1-M deposit rate floating plus 0.08% July 2027 Notes payable to E Sun Bank 625 - 1-M deposit rate floating plus 0.08% September 2026 Total long-term debt 20,909 21,398 Less: Current portion of long-term debt ( 1,270 ) ( 4,419 ) Total long-term debt, net of current portion $ 19,639 $ 16,979 Our Asia subsidiaries maintain short-term credit facilities with several financial institutions through our foreign entities worldwide totaling $ 153.1 million as of March 31, 2024. Other than two Taiwanese credit facilities that are collateralized by assets, our foreign credit lines are unsecured, uncommitted, and contain no restrictive covenants. These credit facilities bear interest at SOFR or similar indices plus a specified margin. Interest payments are due monthly on outstanding amounts under the credit lines. The unused and available credit under the various short-term credit facilities as of March 31, 2024 was approximately $ 103.7 million, net of $ 48.9 million advanced under our foreign credit lines and $ 0.4 million of credit used for import and export guarantee. The Company maintains a long-term credit facility (“Credit Agreement”). The Credit Agreement consists of a Revolving Credit Facility in the amount of $ 225.0 million, including a swing line sublimit equal to the lesser of $ 50.0 million and the Revolving Credit Facility, a letter of credit sublimit equal to the lesser of $ 100.0 million and the Revolving Credit Facility, and an alternative currency sublimit equal to the lesser of $ 40.0 million and the Revolving Credit Facility. The Company has the option to increase the Credit Facility and/or incur Incremental Term Loans in an aggregate principal amount of up to $ 350.0 million. The Credit Agreement bears interest at Term SOFR or similar other indices plus a specified margin and matures in May 2028 . There was no outstanding balance at March 31, 2024. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 9 – Commitments and Contingencies Purchase Commitments. We have entered into non-cancelable purchase contracts for capital expenditures, primarily for manufacturing equipment, for approximately $ 23.5 million at March 31, 2024. As of March 31, 2024, we also had a commitment to purchase approximately $ 40.2 million of wafers to be used in our manufacturing process. These wafer purchases are scheduled to occur through 2025. Defined Benefit Plan. We have a contributory defined benefit plan that covers certain employees in the United Kingdom. As of March 31, 2024, the underfunded liability for this defined benefit plan was approximately $ 10.1 million. W e have agreed to a revised schedule of contributions of GBP 2.0 million (approximately $ 2.6 million based on a GBP: USD exchange rate of 1: 1.3 ) to be paid annually with effect from January 1, 2023 to address the deficit revealed by the valuation (with the annual payments to be made by December 31, 2023 through December 31, 2028). A final payment of GBP 1.5 million (approximately $ 2.0 million based on a GBP: USD rate of 1: 1.3 ) will be made by December 31, 2029. Contingencies. From time to time, we are involved in various legal proceedings that arise in the normal course of business. While we intend to defend any lawsuit vigorously, we presently believe that the ultimate outcome of any pending legal proceeding will not have any material adverse effect on our consolidated financial position, cash flows, or operating results. However, litigation is subject to inherent uncertainties, and unfavorable rulings could occur. An unfavorable ruling could include monetary damages, which could impact our business and operating results for the period in which the ruling occurs and future periods. Based on available information available, we evaluate the likelihood of potential outcomes of all pending disputes. We record an appropriate liability when the amount of any liability associated with a pending dispute is deemed probable and reasonably estimable. In addition, we do not accrue for estimated legal fees and other directly related costs as they are expensed as incurred. The Company is not currently a party to any pending litigation that we consider material. |
Derivative Financial Instrument
Derivative Financial Instruments | 3 Months Ended |
Mar. 31, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | Note 10 – Derivative Financial Instruments We use derivative instruments to manage risks related to foreign currencies, interest rates, and the net investment risk in our foreign subsidiaries. Our objectives for holding derivatives include reducing, eliminating, and efficiently managing the economic impact of these exposures as effectively as possible. Our derivative programs include strategies that both qualify and do not qualify for hedge accounting treatment. Hedges of Foreign Currency Risk. We are exposed to fluctuations in various foreign currencies against our different functional currencies. We use foreign currency forward agreements to manage this exposure. As of March 31, 2024 and December 31, 2023, we had $ 400.8 million and $ 230.4 million, respectively, of outstanding foreign currency forward agreements that are intended to preserve the economic value of foreign currency denominated monetary assets and liabilities; these instruments are not designated for hedge accounting treatment in accordance with Accounting Standards Codification (“ASC”) No. 815. Hedges of Interest Rate and Net Investment Risk. The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish these objectives, the Company primarily uses interest rate swaps, including interest rate collars, as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. The Company makes use of cross-currency swaps and foreign-currency forward contracts to decrease the foreign exchange risk inherent in the Company’s investment in some of its foreign subsidiaries. The table below sets forth the fair value of the Company’s derivative financial instruments as well as their classification on our condensed consolidated balance sheets as of March 31, 2024 and December 31, 2023: Fair Value Other Assets Other Liabilities 2024 2023 2024 2023 Cross-currency swaps $ 2,588 $ - $ 4,497 $ 6,936 Foreign-currency forward contracts 414 - 5,830 10,202 |
Leases
Leases | 3 Months Ended |
Mar. 31, 2024 | |
Leases [Abstract] | |
Leases | NOTE 11 – Leases The Company leases certain assets used in its business, including land, buildings, and equipment. These leased assets are used for operational and administrative purposes. The components of lease expense are set forth in the table below: Three Months Ended March 31, 2024 2023 Operating lease expense $ 3,533 $ 3,273 Finance lease expense: Amortization of assets 8 7 Interest on lease liabilities 1 1 Short-term lease expense 551 178 Variable lease expense 1,245 1,031 Total lease expense $ 5,338 $ 4,490 The table below sets forth supplemental balance sheet information related to leases. In our condensed consolidated balance sheets, right of use (“ROU”) assets are included in other long-term assets while lease liabilities are located in accrued liabilities and other for the current portion and other long-term liabilities for the non-current portion: March 31, 2024 December 31, 2023 Operating leases: Operating lease ROU assets $ 50,746 $ 50,833 Current operating lease liabilities 9,769 8,840 Noncurrent operating lease liabilities 26,404 27,289 Total operating lease liabilities $ 36,173 $ 36,129 Finance leases: Finance lease ROU assets $ 2,715 $ 2,717 Accumulated amortization ( 2,585 ) ( 2,573 ) Finance lease ROU assets, net $ 130 $ 144 Current finance lease liabilities $ 52 $ 52 Non-current finance lease liabilities 80 94 Total finance lease liabilities $ 132 $ 146 Weighted average remaining lease term (in years): Operating leases 7.3 7.8 Finance leases 3.5 3.6 Weighted average discount rate: Operating leases 4.1 % 4.1 % Finance leases 3.6 % 3.6 % The table below sets forth supplemental cash flow and other information related to leases: Three Months Ended March 31, 2024 March 31, 2023 Cash paid for the amounts included in the measurements of lease liabilities: Operating cash outflows from operating leases $ 5,241 $ 3,871 Operating cash outflows from finance leases 1 1 Financing cash outflow from finance leases 14 7 ROU assets obtained in exchange for lease liabilities incurred: Operating leases 3,613 12,616 The table below sets forth information about lease liability maturities: March 31, 2024 Operating Leases Finance Leases 2024 $ 8,469 $ 42 2025 9,820 41 2026 6,744 21 2027 4,039 19 2028 1,965 17 2029 1,427 - 2030 and thereafter 10,020 - Total lease payments 42,484 140 Less: imputed interest ( 6,311 ) ( 8 ) Total lease obligations 36,173 132 Less: current obligations ( 9,769 ) ( 52 ) Long-term lease obligations $ 26,404 $ 80 |
Employee Benefit Plans
Employee Benefit Plans | 3 Months Ended |
Mar. 31, 2024 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | NOTE 12 – Employee Benefit Plans We maintain a Non-Qualified Deferred Compensation Plan (the “Deferred Compensation Plan”) for executive officers, key employees, and members of the Board of Directors. The Deferred Compensation Plan allows eligible participants to defer the receipt of eligible compensation, including equity awards, until designated future dates. We offset our obligations under the Deferred Compensation Plan primarily by investing in the actual underlying investments. At March 31, 2024 and December 31, 2023, these investments totaled approximately $ 15.8 million and $ 14.6 million, respectively. |
Related Parties
Related Parties | 3 Months Ended |
Mar. 31, 2024 | |
Related Party Transactions [Abstract] | |
Related Parties | NOTE 13 – Related Parties We conduct business with the following related parties: Keylink International (B.V.I.) Inc. and its subsidiaries and affiliates (“Keylink”), Nuvoton Technology Corporation (“Nuvoton”), Jiyuan Crystal Photoelectric Frequency Technology Ltd. (“JCP”), and Atlas Magnetics, Co. (“Atlas”). Keylink is a 5 % joint venture partner in our Shanghai assembly and test facilities. We sell products to, and purchase inventory from, companies owned by Keylink. In addition, our subsidiaries in China lease their manufacturing facilities in Shanghai from, and subcontract a portion of our manufacturing process (metal plating and environmental services) to, Keylink. We also pay a consulting fee to Keylink. Warren Chen, a member of the Company’s board of directors serves as a member of the Nuvoton board of directors. We purchase wafers from Nuvoton for use in our production process. We have an agreement to purchase approximately $ 15.8 million of wafers from Nuvoton that ends in the fourth quarter of 2025. We consider our relationship with Nuvoton to be mutually beneficial, and plan to continue our strategic alliance with Nuvoton. JCP is a frequency control product manufacturing company from which we purchase material and in which we have made an equity investment that we account for using the equity method of accounting. Atlas is an early stage privately held fabless wafer design company in which the Company holds a majority interest. The Company determined that Atlas is a variable interest entity (“VIE”) and the Company does not have the power to direct the activities that most significantly impact Atlas. The Company has therefore determined that the Company is not the primary beneficiary. Consequently, we do not consolidate the assets and liabilities of Atlas in the Company’s financial statements. For additional information related to Atlas see Note 14 - Equity Investments - Unconsolidated VIE, below. The tables below set forth the revenues, expenses, accounts receivable and accounts payable with our related parties: Three Months Ended March 31, 2024 2023 Keylink: Net sales $ 2,115 $ 3,407 Purchases $ 370 $ 356 Plating, rental and consulting expense $ 3,938 $ 4,425 Nuvoton: Net sales $ 4 $ 7 Purchases $ 1,975 $ 2,978 JCP: Purchases $ 81 $ 99 Atlas: Purchases $ 389 $ - The table below sets forth accounts receivable from, and accounts payable to, related parties: March 31, 2024 December 31, 2023 Keylink: Accounts receivable $ 32,644 $ 34,774 Accounts payable $ 32,510 $ 33,882 Nuvoton: Accounts receivable $ 4 $ 26 Accounts payable $ 1,180 $ 924 JCP: Accounts payable $ 89 $ 159 Atlas: Accounts payable $ 219 $ 133 |
Equity Investments
Equity Investments | 3 Months Ended |
Mar. 31, 2024 | |
Investments, Debt and Equity Securities [Abstract] | |
Equity Investments | Note 14 - Equity Investments The Company maintains equity investments in companies which are accounted for under the measurement alternative described in ASC 321-10-35-2 for equity securities that lack readily determinable fair values. As of March 31, 2024, the Company had $ 55.6 million of investments accounted for under the measurement alternative. Unconsolidated VIE During July 2021, the Company acquired an interest in Atlas, an early stage privately held fabless wafer design company located in the western United States. The Company’s initial investment in July 2021 was $ 10.0 million of preferred stock and a $ 5.0 million convertible promissory note. In April 2023, the Company acquired an additional interest in Atlas by purchasing $ 13.9 million of preferred stock. The primary purpose for providing the additional investment in Atlas was for continued access to developing technology with potential future benefit to the Company. As part of the April 2023 agreement, the Company’s previously held convertible note converted to $ 5.2 million of preferred stock and at March 31, 2024, the Company owned more than 50 % of Atlas. The Company determined that Atlas is a VIE and a related party. While the Company does own more that 50 % of Atlas, according to the voting agreement governing the transaction, the Company does not have the power to control the board of directors or direct the activities that most significantly impact Atlas, including: The hiring and firing of officers (i.e., CEO, CFO, etc.) – The hiring and firing of personnel responsible for making the key daily decisions and implementing the strategic operating direction will determine the success the Company has in their initiatives, thereby affecting the economic performance; Determining the business plan and budget, including incurring additional indebtedness or issuing additional equity interests – As Atlas is thinly capitalized, the decisions around when and how to obtain cash will influence whether AM can continue operating; and Determining the strategic operating direction of Atlas – The decisions made around the significant operating direction of Atlas will significantly impact the overall performance of the Company by determining where and how Atlas limited capital is spent without having significant revenues to keep the Company operating. As the Company is not the primary beneficiary of Atlas, the Company did not consolidate the assets and liabilities of Atlas in our financial statements and instead accounts for the investment under the measurement alternative described in ASC 321-10-35-2 using the available measurement alternative for equity securities that lack readily determinable fair value. As such, the Company’s investment is measured at cost less impairment, and adjusted to fair value if there are any observable price changes for identical or similar investment of the same issuer. Atlas is funded through debt and equity. The Company's maximum exposure to loss is limited to its investment in Atlas and notes receivable and accrued interest owed to the Company from Atlas. The following is a summary of the Company’s holdings in Atlas, a VIE, in which we are not the primary beneficiary: The following is a summary of the Company’s holdings in the Atlas, a VIE, in which we are not the primary beneficiary: March 31, 2024 December 31, 2023 VIE total assets $ 26,465 $ 26,445 VIE total liabilities 4,709 4,532 Diodes' equity in VIE $ 44,420 $ 44,420 Diodes' note receivable from VIE 4,000 4,000 Diodes' interest receivable from VIE 95 45 Diodes' maximum exposure to loss $ 48,515 $ 48,465 |
Summary of Operations and Sig_2
Summary of Operations and Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Summary of Operations | Summary of Operations Diodes Incorporated, together with its subsidiaries (collectively the “Company,” “we,” or “our” (Nasdaq: DIOD)), a Standard and Poor’s Smallcap 600 and Russell 3000 Index company, is a leading global manufacturer and supplier of high-quality application-specific standard products within the broad discrete, logic, analog, and mixed-signal semiconductor markets. The Company serves the industrial, automotive, computing, communications, and consumer markets. The Company’s products include diodes; rectifiers; transistors; MOSFETs; Silicon Carbide (“SiC”) diodes and MOSFETs; protection devices; logic; photocoupler; voltage translators; amplifiers and comparators; sensors; and power management devices such as AC-DC converters, DC-DC switching, linear voltage regulators, voltage references, LED drivers, power switches, and voltage supervisors. We also have timing and connectivity solutions including clock ICs, crystal oscillators, PCIe packet switches, multi-protocol switches, interface products, and signal integrity solutions for high-speed signals. Diodes’ corporate headquarters and Americas’ sales offices are located in Plano, Texas and Milpitas, California. Design, marketing, and engineering centers are located in Plano and Milpitas, U.S.; Taipei and Taoyuan City, Taiwan; Shanghai and Yangzhou, China; Oldham, England; and Neuhaus, Germany. Diodes’ wafer fabrication facilities are located in South Portland, Maine, U.S., Oldham, England, and Greenock, Scotland; Shanghai and Wuxi, China; and Keelung and Hsinchu, Taiwan. Diodes has assembly and test facilities located in Shanghai, Chengdu, and Wuxi, China; Neuhaus, Germany; and Jhongli, Taiwan. Additional engineering, sales, warehouse, and logistics offices are located in Frankfurt and Munich, Germany; Hong Kong, Shanghai, Beijing, Shenzhen, Wuhan, Yangzhou, and Qingdao, China; Milan, Italy; Oldham, England; Seongnam-si, South Korea; Singapore City, Singapore; Taipei and Kaohsiung, Taiwan; and Tokyo, Japan; with support offices throughout the world. The Company’s manufacturing facilities have achieved certifications in the internationally recognized standards of ISO 9001:2015, ISO 14001:2015, and, for automotive products, IATF 16949:2016 and the Company is also C-TPAT certified. We believe these quality awards reflect the superior quality-control techniques established at the Company and further enhance our credibility as a vendor-of-choice to original equipment manufacturers ("OEMs") increasingly concerned with quality and consistency. Our market focus is on high-growth, end-user applications in the following areas: • Industrial: embedded systems, precision controls, and Artificial Intelligence of Things; • Automotive: connected driving, comfort/style/safety, and electrification/powertrain; • Computing: cloud computing including artificial intelligence servers, storage, and data center applications; • Communications: smartphones, 5G networks, advanced protocols, and charging solutions; and • Consumer: IoT, wearables, home automation, and smart infrastructure. |
Basis of Presentation | Basis of Presentation The condensed consolidated financial data at December 31, 2023 are derived from audited financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2023 filed with the Securities and Exchange Commission (“SEC”) on February 9, 2024 (“Form 10-K”). The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with United States Generally Accepted Accounting Principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q. They do not include all information and footnotes necessary for a fair presentation of financial position, operating results, and cash flows in conformity with GAAP for complete financial statements. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes contained in our Form 10-K. All significant intercompany balances and transactions have been eliminated in consolidation. In the opinion of management, all adjustments (consisting of normal recurring adjustments and accruals) considered necessary for a fair presentation of the operating results for the period presented have been included in the interim period. Operating results for the three months ended March 31, 2024 are not necessarily indicative of the results that may be expected for other interim periods or the year ending December 31, 2024. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from these estimates. As permitted under GAAP, interim accounting for certain expenses, including income taxes, are based on full year forecasts. For interim financial reporting purposes, income taxes are recorded based upon estimated annual effective income tax rates taking into consideration discrete items occurring in a quarter. Dollar amounts and share amounts are presented in thousands, except per share amounts, unless otherwise noted. Certain prior year’s balances may have been reclassified to conform to the current condensed consolidated financial statement presentation. |
Earnings per Share (Tables)
Earnings per Share (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The table below sets forth the reconciliation between net income and the weighted average shares outstanding used for calculating basic and diluted EPS: Three Months Ended March 31, 2024 2023 Earnings (numerator) Net income attributable to common stockholders $ 14,038 $ 71,150 Shares (denominator) Weighted average common shares outstanding (basic) 46,032 45,600 Dilutive effect of stock options and stock awards outstanding 253 561 Adjusted weighted average common shares outstanding (diluted) 46,285 46,161 Earnings per share attributable to common stockholders Basic $ 0.30 $ 1.56 Diluted $ 0.30 $ 1.54 Stock options and stock awards excluded from EPS 326 75 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory Current | The table below sets forth inventories which are stated at the lower of cost or net realizable value: March 31, 2024 December 31, 2023 Finished goods $ 169,980 $ 129,802 Work-in-progress 74,432 72,876 Raw materials 184,951 187,096 Total $ 429,363 $ 389,774 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in Goodwill | The table below sets forth the changes in goodwill: Balance at December 31, 2023 $ 146,558 Acquisition 1,857 Foreign currency translation adjustment ( 1,474 ) Balance at March 31, 2024 $ 146,941 |
Schedule of Intangible Assets Other Than Goodwill | The table below sets forth the value of intangible assets, other than goodwill: March 31, December 31, 2024 2023 Intangible assets subject to amortization: Gross carrying amount $ 250,747 $ 250,747 Accumulated amortization ( 191,630 ) ( 187,820 ) Foreign currency translation adjustment ( 8,333 ) ( 8,170 ) Total intangible assets subject amortization 50,784 54,757 Intangible assets with indefinite lives: Gross carrying amount 10,303 10,303 Foreign currency translation adjustment ( 1,135 ) ( 1,123 ) Total intangible assets with indefinite lives 9,168 9,180 Total intangible assets, net $ 59,952 $ 63,937 |
Schedule of Amortization Expense Related to Intangible Assets | The table below sets forth amortization expense related to intangible assets subject to amortization: Amortization expense 2024 2023 Three Months Ended March 31, $ 3,810 $ 3,852 |
Income Tax Provision (Tables)
Income Tax Provision (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Income Tax Disclosure [Abstract] | |
Schedule of Information Related to Income Tax Expense | The table below sets forth information related to our income tax expense: Three Months Ended March 31, 2024 2023 Domestic pre-tax income $ ( 1,574 ) $ 54,724 Foreign pre-tax income $ 20,380 $ 33,869 Income tax provision $ 3,537 $ 16,616 Effective tax rate 18.8 % 18.8 % Impact of tax holidays on tax expense $ ( 93 ) $ ( 74 ) Earnings per share impact of tax holidays: Basic $ - $ - Diluted $ - $ - |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement, Noncash Expense [Abstract] | |
Schedule of Share-Based Compensation Expense | The table below sets forth information related to our share-based compensation expense: Three Months Ended March 31, 2024 2023 Cost of goods sold $ 450 $ 452 Selling, general and administrative 3,354 8,362 Research and development 1,268 1,006 Total share-based compensation expense $ 5,072 $ 9,820 |
Enterprise Wide Segment Infor_2
Enterprise Wide Segment Information and Net Sales (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Segment Reporting [Abstract] | |
Schedule of Net Sales from Based on Location of the Subsidiary | The tables below set forth net sales based on the location of the subsidiary producing the net sale: As of and for the Three Months Ended March 31, 2024 Asia Americas Europe Consolidated Total sales $ 329,426 223,773 $ 66,387 $ 619,586 Intercompany elimination ( 148,884 ) ( 136,430 ) ( 32,300 ) ( 317,614 ) Net sales $ 180,542 $ 87,343 $ 34,087 $ 301,972 Property, plant and, equipment, net $ 529,187 $ 82,838 $ 111,453 $ 723,478 Total assets $ 1,617,774 $ 502,459 $ 235,939 $ 2,356,172 As of and for the Three Months Ended March 31, 2023 Asia Americas Europe Consolidated Total sales $ 424,162 $ 331,407 $ 100,045 $ 855,614 Intercompany elimination ( 181,465 ) ( 175,151 ) ( 31,757 ) ( 388,373 ) Net sales $ 242,697 $ 156,256 $ 68,288 $ 467,241 Property, plant and, equipment, net $ 550,373 $ 92,729 $ 112,605 $ 755,707 Total assets $ 1,590,485 $ 442,763 $ 252,313 $ 2,285,561 |
Schedule of Net Sales by Direct Sales or Distributor and Location | The tables below set forth net sales for the Company disaggregated into geographic locations based on shipment destination and by type (direct sales or Distributor ): For the Three Months Ended March 31, Net Sales by Region 2024 2023 Asia $ 228,420 $ 324,167 Europe 47,450 76,990 Americas 26,102 66,084 Total net sales $ 301,972 $ 467,241 Net Sales by Type Direct sales $ 118,164 $ 134,945 Distributor sales 183,808 332,296 Total net sales $ 301,972 $ 467,241 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Borrowings outstanding as of March 31, 2024 and December 31, 2023 are set forth in the table below: March 31, December 31, Current Amount Description 2024 2023 Interest Rate Maturity Short-term debt $ 48,928 $ 40,685 Various indices plus margin Various during 2024 Long-term debt Notes payable to Bank of Taiwan 1,763 1,880 2-yr deposit rate floating plus 0.1148% June 2033 Notes payable to Bank of Taiwan 1,563 1,626 2-yr deposit rate floating plus 0.082% September 2025 Notes payable to CTBC Bank 3,125 3,252 TAIBOR 3M plus 0.5% March 2026 Notes payable to CTBC Bank 12,411 13,098 TAIBOR 3M plus 0.5% May 2028 Notes payable to E Sun Bank 194 217 1-M deposit rate floating plus 0.08% July 2027 Notes payable to E Sun Bank 1,228 1,325 1-M deposit rate floating plus 0.08% July 2027 Notes payable to E Sun Bank 625 - 1-M deposit rate floating plus 0.08% September 2026 Total long-term debt 20,909 21,398 Less: Current portion of long-term debt ( 1,270 ) ( 4,419 ) Total long-term debt, net of current portion $ 19,639 $ 16,979 |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Summary of Fair Value of Interest Rate Related Derivative Financial Instruments and Their Classification on Our Condensed Consolidated Balance Sheets | The table below sets forth the fair value of the Company’s derivative financial instruments as well as their classification on our condensed consolidated balance sheets as of March 31, 2024 and December 31, 2023: Fair Value Other Assets Other Liabilities 2024 2023 2024 2023 Cross-currency swaps $ 2,588 $ - $ 4,497 $ 6,936 Foreign-currency forward contracts 414 - 5,830 10,202 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Leases [Abstract] | |
Components of Lease Expense | The components of lease expense are set forth in the table below: Three Months Ended March 31, 2024 2023 Operating lease expense $ 3,533 $ 3,273 Finance lease expense: Amortization of assets 8 7 Interest on lease liabilities 1 1 Short-term lease expense 551 178 Variable lease expense 1,245 1,031 Total lease expense $ 5,338 $ 4,490 |
Supplemental Balance Sheet Information Related to Leases | The table below sets forth supplemental balance sheet information related to leases. In our condensed consolidated balance sheets, right of use (“ROU”) assets are included in other long-term assets while lease liabilities are located in accrued liabilities and other for the current portion and other long-term liabilities for the non-current portion: March 31, 2024 December 31, 2023 Operating leases: Operating lease ROU assets $ 50,746 $ 50,833 Current operating lease liabilities 9,769 8,840 Noncurrent operating lease liabilities 26,404 27,289 Total operating lease liabilities $ 36,173 $ 36,129 Finance leases: Finance lease ROU assets $ 2,715 $ 2,717 Accumulated amortization ( 2,585 ) ( 2,573 ) Finance lease ROU assets, net $ 130 $ 144 Current finance lease liabilities $ 52 $ 52 Non-current finance lease liabilities 80 94 Total finance lease liabilities $ 132 $ 146 Weighted average remaining lease term (in years): Operating leases 7.3 7.8 Finance leases 3.5 3.6 Weighted average discount rate: Operating leases 4.1 % 4.1 % Finance leases 3.6 % 3.6 % |
Supplemental Cash Flow and Other Information Related to Leases | The table below sets forth supplemental cash flow and other information related to leases: Three Months Ended March 31, 2024 March 31, 2023 Cash paid for the amounts included in the measurements of lease liabilities: Operating cash outflows from operating leases $ 5,241 $ 3,871 Operating cash outflows from finance leases 1 1 Financing cash outflow from finance leases 14 7 ROU assets obtained in exchange for lease liabilities incurred: Operating leases 3,613 12,616 |
Schedule of Operating and Finance Lease Liability Maturities | The table below sets forth information about lease liability maturities: March 31, 2024 Operating Leases Finance Leases 2024 $ 8,469 $ 42 2025 9,820 41 2026 6,744 21 2027 4,039 19 2028 1,965 17 2029 1,427 - 2030 and thereafter 10,020 - Total lease payments 42,484 140 Less: imputed interest ( 6,311 ) ( 8 ) Total lease obligations 36,173 132 Less: current obligations ( 9,769 ) ( 52 ) Long-term lease obligations $ 26,404 $ 80 |
Related Parties (Tables)
Related Parties (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Related Party Transactions [Abstract] | |
Schedule of Net Sales and Purchases of Related Party Transactions | The tables below set forth the revenues, expenses, accounts receivable and accounts payable with our related parties: Three Months Ended March 31, 2024 2023 Keylink: Net sales $ 2,115 $ 3,407 Purchases $ 370 $ 356 Plating, rental and consulting expense $ 3,938 $ 4,425 Nuvoton: Net sales $ 4 $ 7 Purchases $ 1,975 $ 2,978 JCP: Purchases $ 81 $ 99 Atlas: Purchases $ 389 $ - |
Schedule of Account Receivable and Payable of Related Party Transactions | The table below sets forth accounts receivable from, and accounts payable to, related parties: March 31, 2024 December 31, 2023 Keylink: Accounts receivable $ 32,644 $ 34,774 Accounts payable $ 32,510 $ 33,882 Nuvoton: Accounts receivable $ 4 $ 26 Accounts payable $ 1,180 $ 924 JCP: Accounts payable $ 89 $ 159 Atlas: Accounts payable $ 219 $ 133 |
Equity Investments (Tables)
Equity Investments (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Variable Interest Entities | The following is a summary of the Company’s holdings in the Atlas, a VIE, in which we are not the primary beneficiary: March 31, 2024 December 31, 2023 VIE total assets $ 26,465 $ 26,445 VIE total liabilities 4,709 4,532 Diodes' equity in VIE $ 44,420 $ 44,420 Diodes' note receivable from VIE 4,000 4,000 Diodes' interest receivable from VIE 95 45 Diodes' maximum exposure to loss $ 48,515 $ 48,465 |
Earnings per Share - Additional
Earnings per Share - Additional Information (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Earnings Per Share [Abstract] | ||
Earnings per share reconciliation disclosure | Earnings per share (“EPS”) is calculated by dividing net income attributable to common stockholders by the weighted-average number of shares of Common Stock outstanding during the period. Diluted EPS is calculated similarly but includes potential dilution from the exercise of stock options and stock awards, except when the effect would be anti-dilutive. | |
Common stock dividends paid | $ 0 | $ 0 |
Earnings per Share - Schedule o
Earnings per Share - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Earnings (numerator) | ||
Net income attributable to common stockholders | $ 14,038 | $ 71,150 |
Shares (denominator) | ||
Weighted average common shares outstanding (basic) | 46,032 | 45,600 |
Dilutive effect of stock options and stock awards outstanding | 253 | 561 |
Adjusted weighted average common shares outstanding (diluted) | 46,285 | 46,161 |
Earnings per share attributable to common stockholders | ||
Basic | $ 0.3 | $ 1.56 |
Diluted | $ 0.3 | $ 1.54 |
Stock options and stock awards excluded from EPS calculation because the effect would be anti-dilutive | 326 | 75 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventory Current (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 169,980 | $ 129,802 |
Work-in-progress | 74,432 | 72,876 |
Raw materials | 184,951 | 187,096 |
Total | $ 429,363 | $ 389,774 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Schedule of Changes in Goodwill (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Goodwill | |
Goodwill beginning balance | $ 146,558 |
Acquisition | 1,857 |
Foreign currency translation adjustment | (1,474) |
Goodwill ending balance | $ 146,941 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Schedule of Intangible Assets Other Than Goodwill (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Intangible assets subject to amortization | ||
Gross carrying amount | $ 250,747 | $ 250,747 |
Accumulated amortization | (191,630) | (187,820) |
Foreign currency translation adjustment | (8,333) | (8,170) |
Total intangible assets subject amortization | 50,784 | 54,757 |
Intangible assets with indefinite lives | ||
Gross carrying amount | 10,303 | 10,303 |
Foreign currency translation adjustment | (1,135) | (1,123) |
Total intangible assets with indefinite lives | 9,168 | 9,180 |
Total intangible assets, net | $ 59,952 | $ 63,937 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Schedule of Amortization Expense Related to Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization of intangible assets | $ 3,810 | $ 3,852 |
Income Tax Provision - Schedule
Income Tax Provision - Schedule of Information Related to Income Tax Expense (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | ||
Domestic pre-tax income | $ (1,574) | $ 54,724 |
Foreign pre-tax income | 20,380 | 33,869 |
Income tax provision | $ 3,537 | $ 16,616 |
Effective tax rate | 18.80% | 18.80% |
Impact of tax holidays on tax expense | $ (93) | $ (74) |
Earnings per share impact of tax holidays: | ||
Basic | $ 0 | $ 0 |
Diluted | $ 0 | $ 0 |
Income Tax Provision - Addition
Income Tax Provision - Additional Information (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Income Tax Disclosure [Abstract] | |
Unrecognized tax benefits | $ 50.5 |
Income tax examination, description | We file income tax returns in the U.S. federal jurisdiction and in various state and foreign jurisdictions. We are no longer subject to U.S. federal income tax examinations by tax authorities for tax years before 2012. We are no longer subject to China income tax examinations by tax authorities for tax years before 2013. With respect to state and local jurisdictions and countries outside of the U.S. (other than China), with limited exceptions, the Company is no longer subject to income tax audits for years before 2017. Although the outcome of tax audits is always uncertain, the Company believes that adequate amounts of tax, interest, and penalties, if any, have been provided for in the Company’s reserve for any adjustments that may result from currently pending tax audits. The Company recognizes accrued interest and penalties related to unrecognized tax benefits in interest expense. As of March 31, 2024, the gross amount of unrecognized tax benefits was approximately $50.5 million. |
Significant change in unrecognized tax benefits, nature of event | It is reasonably possible that the amount of the unrecognized benefit with respect to certain of the Company’s unrecognized tax positions will significantly increase or decrease within the next 12 months. |
Significant change in unrecognized tax benefits is reasonably possible, estimated range not possible | At this time, an estimate of the range of the reasonably possible outcomes cannot be made. |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock option expense | $ 5,072 | $ 9,820 |
Employee service share-based compensation, nonvested awards, compensation cost not yet recognized, period for recognition | 2 years 3 months 18 days | |
Employee service share-based compensation, nonvested awards, compensation cost not yet recognized | $ 61,600 | |
Share based compensation arrangement by share based payment award options vested number of shares | 54,525 | |
Share based compensation arrangement by share based payment award plan modification incremental compensation cost | $ 2,100 |
Share-Based Compensation - Sche
Share-Based Compensation - Schedule of Share-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Total share-based compensation expense | $ 5,072 | $ 9,820 |
Cost of Goods Sold | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Total share-based compensation expense | 450 | 452 |
Selling, General and Administrative Expense | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Total share-based compensation expense | 3,354 | 8,362 |
Research and Development Expense | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Total share-based compensation expense | $ 1,268 | $ 1,006 |
Enterprise Wide Segment Infor_3
Enterprise Wide Segment Information and Net Sales - Additional Information (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 USD ($) Customer | Mar. 31, 2023 USD ($) Customer | |
Entity Wide Revenue Major Customer [Line Items] | ||
Number of customer accounted for 10% | Customer | 1 | |
Net sales | $ 301,972 | $ 467,241 |
Customer One | ||
Entity Wide Revenue Major Customer [Line Items] | ||
Net sales | 42,700 | 51,800 |
Customer Two | ||
Entity Wide Revenue Major Customer [Line Items] | ||
Net sales | 51,600 | |
China | ||
Entity Wide Revenue Major Customer [Line Items] | ||
Net sales | $ 138,500 | $ 179,700 |
Geographic Concentration Risk | ||
Entity Wide Revenue Major Customer [Line Items] | ||
Number of customer accounted for 10% | Customer | 1 | 2 |
Sales Revenue | Geographic Concentration Risk | Accounts Receivable | ||
Entity Wide Revenue Major Customer [Line Items] | ||
Concentration Risk, Percentage | 17.30% | |
Sales Revenue | Geographic Concentration Risk | Accounts Receivable | Customer One | ||
Entity Wide Revenue Major Customer [Line Items] | ||
Concentration Risk, Percentage | 14.20% | 11.10% |
Sales Revenue | Geographic Concentration Risk | Accounts Receivable | Customer Two | ||
Entity Wide Revenue Major Customer [Line Items] | ||
Concentration Risk, Percentage | 11% |
Enterprise Wide Segment Infor_4
Enterprise Wide Segment Information and Net Sales - Schedule of Net Sales From Based on Location of the Subsidiary (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Segment Reporting Information [Line Items] | |||
Net sales | $ 301,972 | $ 467,241 | |
Property, plant and equipment, net | 723,478 | 755,707 | $ 746,169 |
Total assets | 2,356,172 | 2,285,561 | $ 2,367,659 |
Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Net sales | 619,586 | 855,614 | |
Intercompany Eliminations | |||
Segment Reporting Information [Line Items] | |||
Net sales | (317,614) | (388,373) | |
Asia | |||
Segment Reporting Information [Line Items] | |||
Net sales | 180,542 | 242,697 | |
Property, plant and equipment, net | 529,187 | 550,373 | |
Total assets | 1,617,774 | 1,590,485 | |
Asia | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Net sales | 329,426 | 424,162 | |
Asia | Intercompany Eliminations | |||
Segment Reporting Information [Line Items] | |||
Net sales | (148,884) | (181,465) | |
Americas | |||
Segment Reporting Information [Line Items] | |||
Net sales | 87,343 | 156,256 | |
Property, plant and equipment, net | 82,838 | 92,729 | |
Total assets | 502,459 | 442,763 | |
Americas | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Net sales | 223,773 | 331,407 | |
Americas | Intercompany Eliminations | |||
Segment Reporting Information [Line Items] | |||
Net sales | (136,430) | (175,151) | |
Europe | |||
Segment Reporting Information [Line Items] | |||
Net sales | 34,087 | 68,288 | |
Property, plant and equipment, net | 111,453 | 112,605 | |
Total assets | 235,939 | 252,313 | |
Europe | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Net sales | 66,387 | 100,045 | |
Europe | Intercompany Eliminations | |||
Segment Reporting Information [Line Items] | |||
Net sales | $ (32,300) | $ (31,757) |
Enterprise Wide Segment Infor_5
Enterprise Wide Segment Information and Net Sales - Schedule of Net Sales by Direct Sales or Distributor and Region (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Segment Reporting Revenue Reconciling Item [Line Items] | ||
Total net sales | $ 301,972 | $ 467,241 |
Direct Sales | ||
Segment Reporting Revenue Reconciling Item [Line Items] | ||
Total net sales | 118,164 | 134,945 |
Distributor Sales | ||
Segment Reporting Revenue Reconciling Item [Line Items] | ||
Total net sales | 183,808 | 332,296 |
Asia | ||
Segment Reporting Revenue Reconciling Item [Line Items] | ||
Total net sales | 228,420 | 324,167 |
Europe | ||
Segment Reporting Revenue Reconciling Item [Line Items] | ||
Total net sales | 47,450 | 76,990 |
Americas | ||
Segment Reporting Revenue Reconciling Item [Line Items] | ||
Total net sales | $ 26,102 | $ 66,084 |
Debt - Additional Information (
Debt - Additional Information (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Short Term Debt | |
Line Of Credit Facility [Line Items] | |
Lines of credit unused and available | $ 103.7 |
Line of credit facility advanced under foreign credit line | 48.9 |
Line of Credit Facility Credit Used For Guarantee | 0.4 |
Long Term Debt | |
Line Of Credit Facility [Line Items] | |
Lines of credit maximum borrowing capacity | $ 0 |
Debt instrument, maturity date | May 31, 2028 |
Credit Agreement | |
Line Of Credit Facility [Line Items] | |
Lines of credit maximum borrowing capacity | $ 225 |
Letter of Credit | Long Term Debt | |
Line Of Credit Facility [Line Items] | |
Lines of credit maximum borrowing capacity | 100 |
Swing Line Facility | Long Term Debt | |
Line Of Credit Facility [Line Items] | |
Lines of credit maximum borrowing capacity | 50 |
Incremental Term Loan Facility | Long Term Debt | |
Line Of Credit Facility [Line Items] | |
Long-term debt, aggregate principal amount | 350 |
Alternative Currency Sublimit Facility | Long Term Debt | |
Line Of Credit Facility [Line Items] | |
Lines of credit maximum borrowing capacity | 40 |
Unsecured | Short Term Debt | |
Line Of Credit Facility [Line Items] | |
Lines of credit maximum borrowing capacity | $ 153.1 |
Debt - Schedule of Debt (Detail
Debt - Schedule of Debt (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Dec. 31, 2023 | |
Debt Instrument [Line Items] | ||
Total long-term debt | $ 20,909 | $ 21,398 |
Less: Current portion of long-term debt | (1,270) | (4,419) |
Long-term debt, net of current portion | 19,639 | 16,979 |
Various during 2024 | ||
Debt Instrument [Line Items] | ||
Short-term debt | $ 48,928 | 40,685 |
Short-term debt, Interest Rate | Various indices plus margin | |
Notes Payable to Bank | Bank of Taiwan | June 2033 | ||
Debt Instrument [Line Items] | ||
Total long-term debt | $ 1,763 | 1,880 |
Long-term debt, Interest Rate | 2-yr deposit rate floating plus 0.1148% | |
Notes Payable to Bank | Bank of Taiwan | September 2025 | ||
Debt Instrument [Line Items] | ||
Total long-term debt | $ 1,563 | 1,626 |
Long-term debt, Interest Rate | 2-yr deposit rate floating plus 0.082% | |
Notes Payable to Bank | CTBC Bank | March 2026 | ||
Debt Instrument [Line Items] | ||
Total long-term debt | $ 3,125 | 3,252 |
Long-term debt, Interest Rate | TAIBOR 3M plus 0.5% | |
Notes Payable to Bank | CTBC Bank | May 2028 | ||
Debt Instrument [Line Items] | ||
Total long-term debt | $ 12,411 | 13,098 |
Long-term debt, Interest Rate | TAIBOR 3M plus 0.5% | |
Notes Payable to Bank | E Sun Bank | July 2027 | ||
Debt Instrument [Line Items] | ||
Total long-term debt | $ 194 | 217 |
Long-term debt, Interest Rate | 1-M deposit rate floating plus 0.08% | |
Notes Payable to Bank | E Sun Bank | July 2027 | ||
Debt Instrument [Line Items] | ||
Total long-term debt | $ 1,228 | 1,325 |
Long-term debt, Interest Rate | 1-M deposit rate floating plus 0.08% | |
Notes Payable to Bank | E Sun Bank | September 2026 | ||
Debt Instrument [Line Items] | ||
Total long-term debt | $ 625 | $ 0 |
Long-term debt, Interest Rate | 1-M deposit rate floating plus 0.08% |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) £ in Millions, $ in Millions | 3 Months Ended | |||
Mar. 31, 2024 USD ($) £ / $ | Mar. 31, 2024 GBP (£) £ / $ | Jan. 01, 2023 USD ($) £ / $ | Jan. 01, 2023 GBP (£) £ / $ | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Purchase Commitments | $ 23.5 | |||
Long-term purchase commitment, Amount | $ 40.2 | |||
Defined benefit plan, estimated future employer contributions in current fiscal year, description | We have a contributory defined benefit plan that covers certain employees in the United Kingdom. As of March 31, 2024, the underfunded liability for this defined benefit plan was approximately $10.1 million. We have agreed to a revised schedule of contributions of GBP 2.0 million (approximately $2.6 million based on a GBP: USD exchange rate of 1:1.3) to be paid annually with effect from January 1, 2023 to address the deficit revealed by the valuation (with the annual payments to be made by December 31, 2023 through December 31, 2028). A final payment of GBP 1.5 million (approximately $2.0 million based on a GBP: USD rate of 1:1.3) will be made by December 31, 2029. | |||
Defined benefit plan, annual future benefit payments | $ 2.6 | £ 2 | ||
Defined benefit plan, additional annual future benefit payments | $ 2 | £ 1.5 | ||
GBP:USD exchange rate | $ / GBP | £ / $ | 0.13 | 0.13 | 0.13 | 0.13 |
Unfunded liability of defined benefit plan | $ 10.1 |
Derivative Financial Instrume_3
Derivative Financial Instruments - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Dec. 31, 2023 | |
Derivative [Line Items] | ||
Objectives for using derivative instruments | The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish these objectives, the Company primarily uses interest rate swaps, including interest rate collars, as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. The Company makes use of cross-currency swaps and foreign-currency forward contracts to decrease the foreign exchange risk inherent in the Company’s investment in some of its foreign subsidiaries. | |
Foreign Currency Forward Contracts | ||
Derivative [Line Items] | ||
Fair value of foreign currency derivative instruments not designated as hedging | $ 400.8 | $ 230.4 |
Derivative Financial Instrume_4
Derivative Financial Instruments - Summary of Fair Value of Interest Rate Related Derivative Financial Instruments and Their Classification on Our Condensed Consolidated Balance Sheets (Details) - Designated as Hedging Instrument - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Cross-currency swaps | ||
Derivative [Line Items] | ||
Derivative Asset | $ 2,588 | $ 0 |
Derivative Liability | 4,497 | 6,936 |
Foreign-currency forward contracts | ||
Derivative [Line Items] | ||
Derivative Asset | 414 | 0 |
Derivative Liability | $ 5,830 | $ 10,202 |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Leases [Abstract] | ||
Operating lease expense | $ 3,533 | $ 3,273 |
Finance lease expense: | ||
Amortization of assets | 8 | 7 |
Interest on lease liabilities | 1 | 1 |
Short-term lease expense | 551 | 178 |
Variable lease expense | 1,245 | 1,031 |
Total lease expense | $ 5,338 | $ 4,490 |
Leases - Supplemental Balance S
Leases - Supplemental Balance Sheet Information Related to Leases (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Operating leases: | ||
Operating lease ROU assets | $ 50,746 | $ 50,833 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Other Assets, Noncurrent | Other Assets, Noncurrent |
Current operating lease liabilities | $ 9,769 | $ 8,840 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Accrued Liabilities and Other Liabilities | Accrued Liabilities and Other Liabilities |
Noncurrent operating lease liabilities | $ 26,404 | $ 27,289 |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Other Liabilities, Noncurrent | Other Liabilities, Noncurrent |
Total operating lease liabilities | $ 36,173 | $ 36,129 |
Finance leases: | ||
Finance lease ROU assets | $ 2,715 | $ 2,717 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Other Assets, Noncurrent | Other Assets, Noncurrent |
Accumulated amortization | $ (2,585) | $ (2,573) |
Finance lease ROU assets, net | 130 | 144 |
Current finance lease liabilities | $ 52 | $ 52 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Accrued Liabilities and Other Liabilities | Accrued Liabilities and Other Liabilities |
Non-current finance lease liabilities | $ 80 | $ 94 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Other Liabilities, Noncurrent | Other Liabilities, Noncurrent |
Total finance lease liabilities | $ 132 | $ 146 |
Weighted average remaining lease term (in years): | ||
Operating leases | 7 years 3 months 18 days | 7 years 9 months 18 days |
Finance leases | 3 years 6 months | 3 years 7 months 6 days |
Weighted average discount rate: | ||
Operating leases | 4.10% | 4.10% |
Finance leases | 3.60% | 3.60% |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow and Other Information Related to Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Cash paid for the amounts included in the measurements of lease liabilities: | ||
Operating cash outflows from operating leases | $ 5,241 | $ 3,871 |
Operating cash outflows from finance leases | 1 | 1 |
Financing cash outflow from finance leases | 14 | 7 |
ROU assets obtained in exchange for lease liabilities incurred: | ||
Operating leases | $ 3,613 | $ 12,616 |
Leases - Schedule of Operating
Leases - Schedule of Operating and Finance Lease Liability Maturities (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Leases [Abstract] | ||
Operating Leases, 2024 | $ 8,469 | |
Operating Leases, 2025 | 9,820 | |
Operating Leases, 2026 | 6,744 | |
Operating Leases, 2027 | 4,039 | |
Operating Leases, 2028 | 1,965 | |
Operating Leases, 2029 | 1,427 | |
Operating Leases, 2030 and thereafter | 10,020 | |
Operating Leases, Total lease payments | 42,484 | |
Operating Leases, Less: imputed interest | (6,311) | |
Total operating lease liabilities | 36,173 | $ 36,129 |
Operating Leases, Less: current obligations | (9,769) | (8,840) |
Noncurrent operating lease liabilities | 26,404 | 27,289 |
Finance Leases, 2024 | 42 | |
Finance Leases, 2025 | 41 | |
Finance Leases, 2026 | 21 | |
Finance Leases, 2027 | 19 | |
Finance Leases, 2028 | 17 | |
Finance Leases, 2029 | 0 | |
Finance Leases, 2030 and thereafter | 0 | |
Finance Leases, Total lease payments | 140 | |
Finance Leases, Less: imputed interest | (8) | |
Total finance lease liabilities | 132 | 146 |
Finance Leases, Less: current obligations | (52) | (52) |
Non-current finance lease liabilities | $ 80 | $ 94 |
Employee Benefit Plans - Additi
Employee Benefit Plans - Additional Information (Details) - Deferred Compensation Plan - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Dec. 31, 2023 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Deferred compensation arrangements, overall, description | We maintain a Non-Qualified Deferred Compensation Plan (the “Deferred Compensation Plan”) for executive officers, key employees, and members of the Board of Directors. The Deferred Compensation Plan allows eligible participants to defer the receipt of eligible compensation, including equity awards, until designated future dates. We offset our obligations under the Deferred Compensation Plan primarily by investing in the actual underlying investments. At March 31, 2024 and December 31, 2023, these investments totaled approximately $15.8 million and $14.6 million, respectively. | |
Deferred compensation plan assets | $ 15.8 | $ 14.6 |
Related Parties - Additional In
Related Parties - Additional Information (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Keylink | |
Related Party Transaction [Line Items] | |
Related Party ownership of common stock | 5% |
Related Party Transaction, Description of Transaction | Keylink is a 5% joint venture partner in our Shanghai assembly and test facilities. |
Nuvoton | |
Related Party Transaction [Line Items] | |
Agreement to purchase with related party | $ 15.8 |
Related Parties - Schedule of N
Related Parties - Schedule of Net Sales and Purchases of Related Party Transactions (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Keylink | ||
Related Party Transaction [Line Items] | ||
Net sales | $ 2,115 | $ 3,407 |
Purchases from related parties | 370 | 356 |
Plating, rental and consulting expense | 3,938 | 4,425 |
Nuvoton | ||
Related Party Transaction [Line Items] | ||
Net sales | 4 | 7 |
Purchases from related parties | 1,975 | 2,978 |
JCP | ||
Related Party Transaction [Line Items] | ||
Purchases from related parties | 81 | 99 |
Atlas | ||
Related Party Transaction [Line Items] | ||
Purchases from related parties | $ 389 | $ 0 |
Related Parties - Schedule of A
Related Parties - Schedule of Account Receivable and Payable of Related Party Transactions (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Keylink | ||
Related Party Transaction [Line Items] | ||
Accounts receivable | $ 32,644 | $ 34,774 |
Accounts payable | 32,510 | 33,882 |
Nuvoton | ||
Related Party Transaction [Line Items] | ||
Accounts receivable | 4 | 26 |
Accounts payable | 1,180 | 924 |
JCP | ||
Related Party Transaction [Line Items] | ||
Accounts payable | 89 | 159 |
Atlas | ||
Related Party Transaction [Line Items] | ||
Accounts payable | $ 219 | $ 133 |
Equity Investments - Additional
Equity Investments - Additional Information (Details) - USD ($) shares in Millions, $ in Millions | 1 Months Ended | ||
May 31, 2023 | Jul. 31, 2021 | Mar. 31, 2024 | |
Variable Interest Entity [Line Items] | |||
Equity investments, fair value | $ 55.6 | ||
Fabless Wafer Design Company [Member] | |||
Variable Interest Entity [Line Items] | |||
Payments for convertible promissory note | $ 5 | ||
Subsidiary, Ownership Percentage, Noncontrolling Owner | 50% | ||
Fabless Wafer Design Company [Member] | Preferred Stock | |||
Variable Interest Entity [Line Items] | |||
Business acquisition, shares acquired | 13.9 | 10 | |
Conversion of convertible note in to preferred stock | $ 5.2 |
Equity Investments - Schedule o
Equity Investments - Schedule of Variable Interest Entities (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 | Mar. 31, 2023 |
Variable Interest Entity [Line Items] | |||
VIE total assets | $ 2,356,172 | $ 2,367,659 | $ 2,285,561 |
VIE total liabilities | 531,361 | 557,982 | |
Diodes' note receivable from VIE | 391,508 | 371,930 | |
Variable Interest Entity, Not Primary Beneficiary [Member] | |||
Variable Interest Entity [Line Items] | |||
VIE total assets | 26,465 | 26,445 | |
VIE total liabilities | 4,709 | 4,532 | |
Diodes' equity in VIE | 44,420 | 44,420 | |
Diodes' note receivable from VIE | 4,000 | 4,000 | |
Diodes' interest receivable from VIE | 95 | 45 | |
Diodes' maximum exposure to loss | $ 48,515 | $ 48,465 |