RESTATEMENT OF CONSOLIDATED FINANCIAL STATEMENTS | RESTATEMENT OF CONSOLIDATED FINANCIAL STATEMENTS On May 10, 2018, the Company’s Audit Committee, in consultation with the Board of Directors, concluded that the Company’s previously issued financial statements for the fiscal year ended September 30, 2017 could no longer be relied upon. This decision was reached after discussions with the Company’s senior management and outside advisers. The above was a result of the Company’s determination that the warranty expense and warranty accrual accounts had been misstated for the fiscal years ended September 30, 2017 and October 1, 2016 as a result of inaccurate and unsupported journal entries recorded due to management override of controls. The management override of controls was identified during an internal investigation, which was concluded in May 2018, related to an unauthorized disbursement by a senior finance employee that was discovered after the end of the second fiscal quarter of 2018. We determined that the manual journal entries initiated by this employee were made to correct the Company's failure to properly include labor costs in our warranty accrual, described below, lacked supporting documentation and were accounted for incorrectly. As a result, the Company identified overstatements of specific warranty accruals of $2.8 million and $15.9 million for fiscal 2016 and 2017, respectively. In addition, the Company also identified adjustments that were required to be made to retained earnings, warranty expense and accrual accounts to correct the inappropriate exclusion of the estimated labor costs related to warranty repairs from its historical warranty accounting. While the latter adjustments are not deemed material, the Company is adjusting retained earnings, warranty expense and warranty accrual accounts as part of the restatement. As a result, the Company identified an understatement of warranty accruals relating to fiscal 2014 and prior years of $10.1 million in the aggregate, as the actual labor costs had instead been expensed in the periods incurred. In addition to the understatement of warranty accruals relating to fiscal 2014 and in prior years, the warranty expense had also been misstated from fiscal 2015 through fiscal 2017, resulting in a cumulative understatement of income from operations of approximately $17.6 million . Of this understatement, approximately $14.8 million , $1.4 million , and $1.4 million was related to the fiscal years ended September 30, 2017, October 1, 2016 and October 3, 2015, respectively. The labor costs relating to warranty expenses were also incorrectly reported in selling, general and administrative expense instead of cost of sales for the fiscal years ended September 30, 2017, October 1, 2016 and October 3, 2015. The Consolidated Balance Sheets were also misstated for the annual periods from 2015 through 2017. In addition, we have made related tax expense adjustments for the above matters. The Company has evaluated the cumulative impact of these items on prior periods under the guidance in ASC 250-10, relating to SEC Staff Accounting Bulletin (SAB) No. 99, Materiality. The Company also has evaluated the impact of correcting these items through an adjustment to its financial statements for the fiscal year ended September 30, 2017 and concluded, based on the guidance within ASC 250-10 relating to SAB No. 108, Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements, that it is necessary to restate our Consolidated Statements of Operations, Consolidated Statements of Comprehensive Income, Consolidated Statements of Changes in Shareholders' Equity, Consolidated Statements of Cash Flows and the related notes for the fiscal years ended September 30, 2017, October 1, 2016 and October 3, 2015, our Consolidated Balance Sheets and the related notes as of September 30, 2017 and October 1, 2016, and our unaudited quarterly data included in this Form 10-K/A. We believe that presenting all of the amended and restated information in this Form 10-K/A allows investors to review all pertinent data in a single presentation. In addition, our Quarterly Reports on Form 10-Q for fiscal 2018 will include the restated fiscal 2017 comparable prior quarter and year to date periods. As of September 30, 2017 As Previously Reported Effect of Restatement As Restated Accrued expenses and other current liabilities 132,314 (7,467 ) 124,847 Total current liabilities 200,448 (7,467 ) 192,981 Deferred income taxes 26,779 373 27,152 TOTAL LIABILITIES $ 258,171 $ (7,094 ) $ 251,077 Retained earnings 561,986 7,094 569,080 TOTAL SHAREHOLDERS' EQUITY $ 912,936 $ 7,094 $ 920,030 As of October 1, 2016 As Previously Reported Effect of Restatement As Restated Accrued expenses and other current liabilities 63,954 7,362 71,316 Total current liabilities 118,597 7,362 125,959 Deferred income taxes 27,697 (368 ) 27,329 TOTAL LIABILITIES $ 175,926 $ 6,994 $ 182,920 Retained earnings 449,975 (6,994 ) 442,981 TOTAL SHAREHOLDERS' EQUITY $ 806,518 $ (6,994 ) $ 799,524 Fiscal 2017 As Previously Reported Effect of Restatement As Restated Cost of sales 433,995 (7,048 ) 426,947 Gross profit 375,046 7,048 382,094 Selling, general and administrative 141,382 (7,781 ) 133,601 Operating expenses 276,792 (7,781 ) 269,011 Income from operations 98,254 14,829 113,083 Income from operations before income taxes 103,686 14,829 118,515 Income tax benefit (8,135 ) 741 (7,394 ) Net income $ 112,011 $ 14,088 $ 126,099 Net income per share: Basic $ 1.58 $ 0.20 $ 1.78 Diluted $ 1.55 $ 0.20 $ 1.75 Fiscal 2016 As Previously Reported Effect of Restatement As Restated Cost of sales 340,463 5,693 346,156 Gross profit 286,729 (5,693 ) 281,036 Selling, general and administrative 141,816 (7,107 ) 134,709 Operating expenses 234,190 (7,107 ) 227,083 Income from operations 52,539 1,414 53,953 Income from operations before income taxes 54,750 1,414 56,164 Income tax expense 7,638 71 7,709 Net income $ 47,112 $ 1,343 $ 48,455 Net income per share: Basic $ 0.67 $ 0.02 $ 0.69 Diluted $ 0.67 $ 0.02 $ 0.68 Fiscal 2015 As Previously Reported Effect of Restatement As Restated Cost of sales 277,379 7,145 284,524 Gross profit 259,092 (7,145 ) 251,947 Selling, general and administrative 131,808 (8,485 ) 123,323 Operating expenses 221,841 (8,485 ) 213,356 Income from operations 37,251 1,340 38,591 Income from operations before income taxes 37,705 1,340 39,045 Income tax benefit (12,934 ) 67 (12,867 ) Net income $ 50,639 $ 1,273 $ 51,912 Net income per share: Basic $ 0.67 $ 0.02 $ 0.69 Diluted $ 0.67 $ 0.02 $ 0.69 Fiscal 2017 As Previously Reported Effect of Restatement As Restated Net income $ 112,011 $ 14,088 $ 126,099 Comprehensive income $ 116,776 $ 14,088 $ 130,864 Fiscal 2016 As Previously Reported Effect of Restatement As Restated Net income $ 47,112 $ 1,343 $ 48,455 Comprehensive income $ 45,483 $ 1,343 $ 46,826 Fiscal 2015 As Previously Reported Effect of Restatement As Restated Net income $ 50,639 $ 1,273 $ 51,912 Comprehensive income $ 47,298 $ 1,273 $ 48,571 Common Stock Treasury Stock Retained earnings Accumulated Other Comprehensive Income Shareholders' Equity Shares Amount (As Previously Reported) Balances as of October 1, 2016 70,420 $ 498,676 $ (139,407 ) $ 449,975 $ (2,726 ) 806,518 Issuance of stock for services rendered 45 750 — — — 750 Repurchase of common stock (945 ) — (18,197 ) — — (18,197 ) Exercise of stock options 61 509 — — — 509 Issuance of shares for market-based restricted stock and time-based restricted stock 616 — — — — — Excess tax benefits from stock based compensation — (4,392 ) — — — (4,392 ) Equity-based compensation expense — 10,972 — — — 10,972 Components of comprehensive income: Net income — — — 112,011 — 112,011 Translation adjustment — — — — 1,960 1,960 Unrealized loss on derivative instruments — — — — 1,815 1,815 Unamortized pension costs — — — — 990 990 Total comprehensive income — — — 112,011 4,765 116,776 Balances as of September 30, 2017 70,197 $ 506,515 $ (157,604 ) $ 561,986 $ 2,039 $ 912,936 (Effect of Restatement) Balances as of October 1, 2016 — — — (6,994 ) — (6,994 ) Issuance of stock for services rendered — — — — — — Repurchase of common stock — — — — — — Exercise of stock options — — — — — — Issuance of shares for market-based restricted stock and time-based restricted stock — — — — — — Excess tax benefits from stock based compensation — — — — — — Equity-based compensation expense — — — — — — Components of comprehensive income: Net income — — — 14,088 — 14,088 Translation adjustment — — — — — — Unrealized loss on derivative instruments — — — — — — Unamortized pension costs — — — — — — Total comprehensive income — — — 14,088 — 14,088 Balances as of September 30, 2017 — $ — $ — $ 7,094 $ — $ 7,094 (As Restated) Balances as of October 1, 2016 70,420 498,676 (139,407 ) 442,981 (2,726 ) 799,524 Issuance of stock for services rendered 45 750 — — — 750 Repurchase of common stock (945 ) — (18,197 ) — — (18,197 ) Exercise of stock options 61 509 — — — 509 Issuance of shares for market-based restricted stock and time-based restricted stock 616 — — — — — Excess tax benefits from stock based compensation — (4,392 ) — — — (4,392 ) Equity-based compensation expense — 10,972 — — — 10,972 Components of comprehensive income: Net income — — — 126,099 — 126,099 Translation adjustment — — — — 1,960 1,960 Unrealized loss on derivative instruments — — — — 1,815 1,815 Unamortized pension costs — — — — 990 990 Total comprehensive income — — — 126,099 4,765 130,864 Balances as of September 30, 2017 70,197 $ 506,515 $ (157,604 ) $ 569,080 $ 2,039 $ 920,030 KULICKE AND SOFFA INDUSTRIES, INC. CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (in thousands) Common Stock Treasury Stock Retained earnings Accumulated Other Comprehensive Income Shareholders' Equity Shares Amount (As Previously Reported) Balances as of October 3, 2015 71,240 $ 492,339 $ (124,856 ) $ 402,863 $ (1,097 ) 769,249 Issuance of stock for services rendered 50 551 — — — 551 Repurchase of common stock (1,408 ) — (14,551 ) — — (14,551 ) Exercise of stock options 53 410 — — — 410 Issuance of shares for market-based restricted stock and time-based restricted stock 485 — — — — — Excess tax benefits from stock based compensation — 197 — — — 197 Equity-based compensation expense — 5,179 — — — 5,179 Components of comprehensive income: Net income — — — 47,112 — 47,112 Translation adjustment — — — — 624 624 Unrealized loss on derivative instruments — — — — (462 ) (462 ) Unamortized pension costs — — — — (1,791 ) (1,791 ) Total comprehensive income — — — 47,112 (1,629 ) 45,483 Balances as of October 1, 2016 70,420 $ 498,676 $ (139,407 ) $ 449,975 $ (2,726 ) $ 806,518 (Effect of Restatement) Balances as of October 3, 2015 — — — (8,337 ) — (8,337 ) Issuance of stock for services rendered — — — — — — Repurchase of common stock — — — — — — Exercise of stock options — — — — — — Issuance of shares for market-based restricted stock and time-based restricted stock — — — — — — Excess tax benefits from stock based compensation — — — — — — Equity-based compensation expense — — — — — — Components of comprehensive income: Net income — — — 1,343 — 1,343 Translation adjustment — — — — — — Unrealized loss on derivative instruments — — — — — — Unamortized pension costs — — — — — — Total comprehensive income — — — 1,343 — 1,343 Balances as of October 1, 2016 — $ — $ — $ (6,994 ) $ — $ (6,994 ) (As Restated) Balances as of October 3, 2015 71,240 492,339 (124,856 ) 394,526 (1,097 ) 760,912 Issuance of stock for services rendered 50 551 — — — 551 Repurchase of common stock (1,408 ) — (14,551 ) — — (14,551 ) Exercise of stock options 53 410 — — — 410 Issuance of shares for market-based restricted stock and time-based restricted stock 485 — — — — — Excess tax benefits from stock based compensation — 197 — — — 197 Equity-based compensation expense — 5,179 — — — 5,179 Components of comprehensive income: — Net income — — — 48,455 — 48,455 Translation adjustment — — — — 624 624 Unrealized loss on derivative instruments — — — — (462 ) (462 ) Unamortized pension costs — — — — (1,791 ) (1,791 ) Total comprehensive income — — — 48,455 (1,629 ) 46,826 Balances as of October 1, 2016 70,420 $ 498,676 $ (139,407 ) $ 442,981 $ (2,726 ) $ 799,524 KULICKE AND SOFFA INDUSTRIES, INC. CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (in thousands) Common Stock Treasury Stock Retained earnings Accumulated Other Comprehensive Income Shareholders' Equity Shares Amount (As Previously Reported) Balances as of September 27, 2014 76,626 $ 479,116 $ (46,984 ) $ 352,224 $ 2,244 786,600 Issuance of stock for services rendered 83 1,049 — — — 1,049 Repurchase of common stock (6,405 ) — (77,872 ) — — (77,872 ) Exercise of stock options 75 694 — — — 694 Issuance of shares for market-based restricted stock and time-based restricted stock 861 — — — — — Excess tax benefits from stock based compensation — 540 — — — 540 Equity-based compensation expense — 10,940 — — — 10,940 Components of comprehensive income: — Net income — — — 50,639 — 50,639 Translation adjustment — — — — (3,360 ) (3,360 ) Unamortized pension costs — — — — 19 19 Total comprehensive income — — — 50,639 (3,341 ) 47,298 Balances as of October 3, 2015 71,240 $ 492,339 $ (124,856 ) $ 402,863 $ (1,097 ) $ 769,249 (Effect of Restatement) Balances as of September 27, 2014 — — — (9,610 ) — (9,610 ) Issuance of stock for services rendered — — — — — — Repurchase of common stock — — — — — — Exercise of stock options — — — — — — Issuance of shares for market-based restricted stock and time-based restricted stock — — — — — — Excess tax benefits from stock based compensation — — — — — — Equity-based compensation expense — — — — — — Components of comprehensive income: — Net income — — — 1,273 — 1,273 Translation adjustment — — — — — — Unamortized pension costs — — — — — — Total comprehensive income — — — 1,273 — 1,273 Balances as of October 3, 2015 — $ — $ — $ (8,337 ) $ — $ (8,337 ) (As Restated) Balances as of September 27, 2014 76,626 479,116 (46,984 ) 342,614 2,244 776,990 Issuance of stock for services rendered 83 1,049 — — — 1,049 Repurchase of common stock (6,405 ) — (77,872 ) — — (77,872 ) Exercise of stock options 75 694 — — — 694 Issuance of shares for market-based restricted stock and time-based restricted stock 861 — — — — — Excess tax benefits from stock based compensation — 540 — — — 540 Equity-based compensation expense — 10,940 — — — 10,940 Components of comprehensive income: — Net income — — — 51,912 — 51,912 Translation adjustment — — — — (3,360 ) (3,360 ) Unamortized pension costs — — — — 19 19 Total comprehensive income — — — 51,912 (3,341 ) 48,571 Balances as of October 3, 2015 71,240 $ 492,339 $ (124,856 ) $ 394,526 $ (1,097 ) $ 760,912 Fiscal 2017 As Previously Reported Effect of Restatement As Restated CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 112,011 $ 14,088 126,099 Adjustments to reconcile net income to net cash provided by operating activities: Deferred taxes (17,499 ) 741 (16,758 ) Accounts payable, accrued expenses and other current liabilities 78,254 (14,829 ) 63,425 Net cash provided by operating activities 136,310 — 136,310 Fiscal 2016 As Previously Reported Effect of Restatement As Restated CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 47,112 $ 1,343 48,455 Deferred taxes (15,530 ) 71 (15,459 ) Accounts payable, accrued expenses and other current liabilities 34,106 (1,414 ) 32,692 Net cash provided by operating activities 68,407 — 68,407 Fiscal 2015 As Previously Reported Effect of Restatement As Restated CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 50,639 $ 1,273 51,912 Deferred taxes (16,738 ) 67 (16,671 ) Accounts payable, accrued expenses and other current liabilities (32,766 ) (1,340 ) (34,106 ) Net cash provided by operating activities 87,875 — 87,875 |