Document_and_Entity_Informatio
Document and Entity Information | 6 Months Ended |
Jun. 30, 2014 | |
Document and Entity Information [Abstract] | ' |
Document Type | '6-K |
Document Period End Date | 30-Jun-14 |
Amendment Flag | 'false |
Entity Registrant Name | 'TOWER SEMICONDUCTOR LTD |
Entity Central Index Key | '0000928876 |
Current Fiscal Year End Date | '--12-31 |
Document Fiscal Year Focus | '2014 |
Document Fiscal Period Focus | 'Q2 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
CURRENT ASSETS | ' | ' |
Cash and cash equivalents | $192,220 | $112,871 |
Short-term designated interest bearing deposits | ' | 10,000 |
Trade accounts receivable | 106,569 | 80,316 |
Other receivables | 8,450 | 10,943 |
Inventories | 83,689 | 64,804 |
Other current assets | 38,305 | 11,480 |
Total current assets | 429,233 | 290,414 |
LONG-TERM INVESTMENTS | 14,386 | 14,494 |
PROPERTY AND EQUIPMENT, NET | 485,177 | 350,039 |
INTANGIBLE ASSETS, NET | 49,603 | 32,393 |
GOODWILL | 7,000 | 7,000 |
OTHER ASSETS, NET | 10,847 | 11,547 |
TOTAL ASSETS | 996,246 | 705,887 |
CURRENT LIABILITIES | ' | ' |
Current maturities of loans and debentures | 97,128 | 36,441 |
Trade accounts payable | 100,456 | 66,358 |
Deferred revenue and short-term customers' advances | 3,752 | 3,166 |
Employee related liabilities, inc. Nishiwaki retirement allowance | 80,423 | 25,957 |
Other current liabilities | 26,548 | 7,994 |
Total current liabilities | 308,307 | 139,916 |
LONG-TERM LOANS FROM BANKS | 161,131 | 108,739 |
DEBENTURES | 178,305 | 208,146 |
LONG-TERM CUSTOMERS' ADVANCES | 6,572 | 7,187 |
EMPLOYEE RELATED LIABILITIES | 16,406 | 65,337 |
DEFERRED TAX LIABILITY | 100,135 | 13,611 |
OTHER LONG-TERM LIABILITIES | 33,925 | 21,703 |
Total liabilities | 804,781 | 564,639 |
TOTAL EQUITY | 191,465 | 141,248 |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | $996,246 | $705,887 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
CONSOLIDATED STATEMENTS OF OPERATIONS [Abstract] | ' | ' | ' | ' |
REVENUES | $234,072 | $125,236 | $366,725 | $237,883 |
COST OF REVENUES | 227,347 | 113,014 | 355,750 | 223,086 |
GROSS PROFIT | 6,725 | 12,222 | 10,975 | 14,797 |
OPERATING COSTS AND EXPENSES | ' | ' | ' | ' |
Research and development | 14,162 | 7,396 | 21,605 | 16,891 |
Marketing, general and administrative | 16,527 | 10,942 | 27,343 | 20,987 |
Nishiwaki Fab restructuring costs and impairment | 4,269 | ' | 75,728 | ' |
Amortization related to a lease agreement early termination | ' | 1,866 | ' | 3,732 |
Merger related costs | ' | ' | 1,229 | ' |
TOTAL OPERATING COSTS AND EXPENSES | 34,958 | 20,204 | 125,905 | 41,610 |
OPERATING LOSS | -28,233 | -7,982 | -114,930 | -26,813 |
INTEREST EXPENSES, NET | -8,818 | -8,305 | -16,931 | -16,332 |
OTHER FINANCING EXPENSE, NET | -12,276 | -8,213 | -32,393 | -7,227 |
GAIN FROM ACQUISITION, NET | 15,249 | ' | 166,404 | ' |
OTHER INCOME (EXPENSE), NET | 64 | 201 | 203 | -59 |
PROFIT (LOSS) BEFORE INCOME TAX | -34,014 | -24,299 | 2,353 | -50,431 |
INCOME TAX BENEFIT | 11,566 | 1,412 | 14,020 | 4,393 |
PROFIT (LOSS) | -22,448 | -22,887 | 16,373 | -46,038 |
Net loss attributable to the non controlling interest | 6,702 | ' | 6,702 | ' |
NET PROFIT (LOSS) ATTRIBUTABLE TO THE COMPANY | -15,746 | -22,887 | 23,075 | -46,038 |
BASIC EARNINGS (LOSS) PER ORDINARY SHARE | ' | ' | ' | ' |
Earnings (loss) per share attributable to the company | ($0.31) | ($0.59) | $0.47 | ($1.44) |
Weighted average number of ordinary shares outstanding - in thousands | 50,146 | 39,073 | 49,149 | 31,924 |
DILUTED EARNING PER ORDINARY SHARE | ' | ' | ' | ' |
Earnings per share attributable to the company | ' | ' | $0.39 | ' |
Profit (loss) for the period | ' | ' | $23,075 | ' |
Weighted average number of ordinary shares outstanding - in thousands, used for diluted earnings per share | ' | ' | 59,815 | ' |
CONSOLIDATED_COMPREHENSIVE_INC
CONSOLIDATED COMPREHENSIVE INCOME (LOSS) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
CONSOLIDATED COMPREHENSIVE INCOME (LOSS) [Abstract] | ' | ' | ' | ' |
Profit (loss) for the period | ($22,448) | ($22,887) | $16,373 | ($46,038) |
Foreign currency translation adjustment | 3,169 | -3,609 | 4,117 | -10,432 |
Change in employees plan assets and benefit obligations, net of taxes | -565 | -1,064 | -1,130 | -1,531 |
Comprehensive income (loss) | -19,844 | -27,560 | 19,360 | -58,001 |
Net loss attributable to the non controlling interest | 6,702 | ' | 6,702 | ' |
Comprehensive income (loss) attributable to the company | ($13,142) | ($27,560) | $26,062 | ($58,001) |
STATEMENT_OF_CHANGES_IN_SHAREH
STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY (USD $) | Total | Ordinary Shares [Member] | Additional paid-in capital [Member] | Capital notes [Member] | Unearned compensation [Member] | Accumulated other comprehensive loss [Member] | Foreign currency translation adjustments [Member] | Accumulated deficit [Member] | Treasury Stock [Member] | Comprehensive income [Member] | Non Controlling interests [Member] |
In Thousands, unless otherwise specified | |||||||||||
BALANCE at Dec. 31, 2013 | $141,248 | $192,776 | $1,084,011 | $92,549 | $45,380 | $3,484 | ($19,610) | ($1,248,270) | ($9,072) | ' | ' |
BALANCE, SHARES at Dec. 31, 2013 | ' | 47,956 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Establishment of a subsidiary | 7,120 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,120 |
Issuance of shares and warrant | 18,190 | 3,852 | 14,338 | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of shares and warrant, shares | ' | 895 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Employee stock-based compensation | 2,507 | ' | ' | ' | 2,507 | ' | ' | ' | ' | ' | ' |
Exercise of options | 3,040 | 3,017 | 23 | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise of options, shares | ' | 699 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Capital notes | ' | 6,276 | 5,502 | -11,778 | ' | ' | ' | ' | ' | ' | ' |
Capital notes, shares | ' | 1,454 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Other comprehensive income: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Profit (loss) for the period | 16,373 | ' | ' | ' | ' | ' | ' | 23,075 | ' | 23,075 | -6,702 |
Foreign currency translation adjustments | 4,117 | ' | ' | ' | ' | ' | 4,117 | ' | ' | 4,117 | ' |
Change in employees plan assets and benefit obligations, net of taxes | -1,130 | ' | ' | ' | ' | -1,130 | ' | ' | ' | -1,130 | ' |
Comprehensive income (loss) | 19,360 | ' | ' | ' | ' | ' | ' | ' | ' | 26,062 | ' |
OUTSTANDING SHARES, NET OF TREASURY STOCK | ' | 50,918 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
BALANCE at Jun. 30, 2014 | $191,465 | $205,921 | $1,103,874 | $80,771 | $47,887 | $2,354 | ($15,493) | ($1,225,195) | ($9,072) | ' | $418 |
BALANCE, SHARES at Jun. 30, 2014 | ' | 51,004 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 |
CASH FLOWS - OPERATING ACTIVITIES | ' | ' |
Profit (loss) for the period | $16,373 | ($46,038) |
Income and expense items not involving cash flows: | ' | ' |
Depreciation and amortization | 109,595 | 77,258 |
Effect of indexation, translation and fair value measurement on debt | 6,740 | -3,631 |
Loss from notes exchange | 9,817 | ' |
Other expense (income), net | -203 | 59 |
Nishiwaki Fab restructuring costs and impairment | 75,728 | ' |
Gain from acquisition, net | -166,404 | ' |
Changes in assets and liabilities: | ' | ' |
Trade accounts receivable | -25,406 | -11,064 |
Other receivables and other current assets | 9,441 | -6,560 |
Inventories | 11,545 | -6,759 |
Trade accounts payable | 15,755 | 7,311 |
Deferred revenue and customers' advances | -43 | 1,270 |
Other current liabilities | 575 | -3,631 |
Deferred tax liability, net | -16,031 | -2,242 |
Other long-term liabilities | 2,148 | 3,179 |
Net cash provided by operating activities | 49,630 | 9,152 |
CASH FLOWS - INVESTING ACTIVITIES | ' | ' |
Investments in property and equipment, net | -25,937 | -40,755 |
Investments in other assets, intangible assets and others | ' | -327 |
Acquisition of subsidiary consolidated for the first time (a) | 57,582 | ' |
Proceeds from interest bearing designated deposits | 10,000 | ' |
Net cash provided by (used in) investing activities | 41,645 | -41,082 |
CASH FLOWS - FINANCING ACTIVITIES | ' | ' |
Proceeds on account of equity and debt issuances | 11,451 | 20,042 |
Proceeds from long-term loans | 85,884 | ' |
Loan repayment to Panasonic | -85,884 | ' |
Debts repayment | -25,431 | ' |
Net cash provided by (used in) financing activities | -13,980 | 20,042 |
Effect of foreign exchange rate change | 2,054 | -4,951 |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 79,349 | -16,839 |
CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD | 112,871 | 123,398 |
CASH AND CASH EQUIVALENTS - END OF PERIOD | 192,220 | 106,559 |
NON-CASH ACTIVITIES | ' | ' |
Investments in property and equipment | 10,906 | 8,057 |
Proceeds receivables related rights offering | ' | 1,325 |
Shareholders' equity increase resulting from Jazz notes exchange transaction | 9,609 | ' |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION | ' | ' |
Cash paid during the period for interest | 16,413 | 15,586 |
Cash paid during the period for income taxes | 103 | 190 |
ACQUISTION OF SUBSIDIARY CONSOLIDATED FOR THE FIRST TIME, SEE ALSO NOTE 2A: | ' | ' |
Working capital (excluding cash and cash equivalents) | 32,406 | ' |
Fixed assets | 245,278 | ' |
Intangible assets | 24,520 | ' |
Long-term loan | -85,249 | ' |
Long-term liabilities | -93,602 | ' |
Assets and liabilities of the subsidiary as of March 31, 2014 | 123,353 | ' |
Share capital | 14,531 | ' |
Gain from acquisition | 166,404 | ' |
Consideration transferred | 180,935 | ' |
Acquisition of subsidiary consolidated for the first time | $57,582 | ' |
GENERAL
GENERAL | 6 Months Ended | ||
Jun. 30, 2014 | |||
GENERAL [Abstract] | ' | ||
GENERAL | ' | ||
NOTE 1 - GENERAL | |||
A. | Basis for Presentation | ||
The condensed interim consolidated financial statements of Tower Semiconductor Ltd. ("Tower") include the financial statements of Tower and (i) its wholly-owned subsidiaries (1) Jazz Technologies, Inc. and its wholly-owned subsidiaries-, including Jazz Semiconductor, Inc., an independent semiconductor foundry focused on specialty process technologies for the manufacture of analog intensive mixed-signal semiconductor devices (Jazz Technologies, Inc. and its wholly-owned subsidiaries are collectively referred to herein as "Jazz"), and (2) TowerJazz Japan Ltd. ("TJP"), an independent semiconductor foundry in Nishiwaki, Japan, and (ii) its majority-owned subsidiary, TowerJazz Panasonic Semiconductor Company, Ltd. ("TPSCo"), an independent semiconductor foundry which includes three semiconductor manufacturing facilities located in Uozu, Tonami and Arai, Hokuriku, Japan. Tower and its subsidiaries are collectively referred to as the "Company". | |||
The interim consolidated financial statements are presented in accordance with U.S. generally accepted accounting principles ("US GAAP"). | |||
The unaudited condensed interim consolidated financial statements as of June 30, 2014 of the Company should be read in conjunction with the audited consolidated financial statements of the Company as of December 31, 2013 and for the year then ended, including the notes thereto. | |||
The Company's consolidated financial statements include TPSCo's balance sheet balances from March 31, 2014 and TPSCo's results of operations commencing immediately following such date. The Company's consolidated financial statements are presented after elimination of inter-company transactions and balances. | |||
In the opinion of management, the interim financial statements include all adjustments necessary for a fair presentation of the financial position and results of operations as of the date and for the interim periods presented. The results of operations for the interim periods are not necessarily indicative of the results to be expected on a full-year basis. | |||
B. | Financing Debt Obligations and Other Liabilities | ||
The Company, as an independent semiconductor manufacturer, operates in the semiconductor industry which has historically been highly cyclical and subject to significant and often rapid increases and decreases in product demand and manufacturing facilities' utilization rates. The overcapacity, underutilization and downward price pressure characteristic of a downturn in the semiconductor market and/or in the global economy, such as experienced several times in the past, may negatively impact consumer and customer demand for the Company's products, the end products of the Company's customers and the financial markets, as well as our ability to create positive net cash flow, maintain such level of utilization rate that will cover our fixed costs, re-finance our debt, and/or raise funds and/or engage in debt restructuring activities. | |||
In order to finance Tower's debt obligations and other liabilities, in addition to cash on hand and expected cash flow generation from operating activities, Tower is exploring opportunities and ventures to re-finance its debt obligations by engaging potential new lenders and existing lenders in order to exchange existing maturities to debt vehicles with longer maturities, and/or obtain funds from additional sources including debt issuance and/or other financing transactions and/or sale of assets and/or fund raising activities, as well as exploring additional financing alternatives. | |||
See also details in Notes 4, 8B, 12B, 13, 17 to the 2013 audited consolidated financial statements and Note 2 below. |
RECENT_DEVELOPMENTS
RECENT DEVELOPMENTS | 6 Months Ended | ||||
Jun. 30, 2014 | |||||
RECENT DEVELOPMENTS [Abstract] | ' | ||||
RECENT DEVELOPMENTS | ' | ||||
NOTE 2 - RECENT DEVELOPMENTS | |||||
A. | Acquisition of 51% of the shares of TowerJazz Panasonic Semiconductor Co., Ltd. | ||||
In March 2014, Panasonic Corporation ("Panasonic") has formed TowerJazz Panasonic Semiconductor Co., Ltd. ("TPSCo"), a newly established company. Upon TPSCo's formation, (a) Panasonic transferred its semiconductor wafer manufacturing process and capacity tools of 8 inch and 12 inch at three of its fabs located in Hokuriku Japan (Uozu, Tonami and Arai) to TPSCo; and (b) Tower acquired 51% of the shares of TPSCo for a consideration of $7,411 paid through the issuance of ordinary shares to Panasonic. | |||||
The purchase price has been allocated on the basis of the estimated fair value of the assets purchased and the liabilities assumed. The estimated fair value of the assets, net amounted to $180,935. As the fair value of the net assets acquired less the non-controlling interest exceeded the purchase price, Tower recognized a gain on the acquisition of $166,404. | |||||
The Company believes that the gain realized from the acquisition derived from the following main reasons: (i) Panasonic's fabs were not fully utilized in recent years and were anticipated to remain so in the coming years, hence any volume manufacturing and revenue resulting from the transaction with Tower, due to Tower customers' base, contacts, technologies and foundry management and operations expertise will benefit Panasonic and directly increase the value of the transferred assets; and (ii) acquisition prices for used manufacturing equipment and fabs in the industry are very low primarily due to the fact that the used fabs' technologies and platforms are not leading edge, their machines and manufacturing equipment are used and since the acquisition of used fabs involves material liabilities, contingencies and commitments with respect to employees, rules of production and others. | |||||
The consideration and provisional valuation of assets acquired and liabilities assumed are as follows: | |||||
As of | |||||
31-Mar-14 | |||||
Current assets | $ | 91,414 | |||
Machinery and equipment | 245,278 | ||||
Intangible assets | 24,520 | ||||
Total assets as of acquisition date | $ | 361,212 | |||
Current liabilities | $ | 1,426 | |||
Long-term Loan | 85,249 | ||||
Deferred tax liability | 93,602 | ||||
Total liabilities as of acquisition date | $ | 180,277 | |||
Total net assets acquired | $ | 180,935 | |||
The fair value non-controlling interests in TPSCo | 7,120 | ||||
Tower's consideration | 7,411 | ||||
Gain on acquisition | $ | 166,404 | |||
The fair value of the non-controlling interest in the table above was derived based on the purchase price Tower paid to Panasonic for its 51% shares of TPSCo. | |||||
The fair values set forth above are based on a preliminary valuation of TPSCo's assets and liabilities performed by third party professional valuation experts hired by the Company to appraise the fair value of the assets in accordance with SFAS No. 141R, "Business Combinations". The final valuation of TPSCo's assets and liabilities may vary significantly. | |||||
Tower and Panasonic also agreed to the following, among others: (i) a five-year manufacturing agreement between Panasonic and TPSCo, under which Panasonic will acquire products from TPSCo; (ii) Panasonic will provide TPSCo with various transition services and support; (iii) TPSCo will lease the manufacturing buildings and related facilities infrastructure from Panasonic; and (iv) TPSCo will receive services from Tower including marketing, sales, general and administration services. | |||||
B. | Nishiwaki fab cessation of operations | ||||
The Company is in the process of restructuring its business and activities in Japan. In connection with said restructuring, the Company decided to cease the operations of the Nishiwaki fab and is in the process of terminating of certain agreements, sale of the Nishiwaki fab assets and a comprehensive reduction in the work force. In addition, a concerted effort is being made to move certain current customers and products from the Nishiwaki fab to the Company's other fabrication facilities. Consequently, the Company recorded restructuring and impairment costs of approximately $76,000 for the six months period ended June 30, 2014, most of which are associated with fixed assets non-cash impairment costs. | |||||
C. | Long term loan agreement with Japanese Banking Institutions | ||||
In June 2014, TPSCo entered into a long term loan agreement with JA Mitsui Leasing, Ltd. and Bank of Tokyo (BOT) Lease Co., Ltd, under which it borrowed an amount of approximately $87,000 (8.8 Billion Japanese Yen) (the "Loan Agreement"), to be used for the newly established Japanese company, TPSCo. This loan has been used in order to repay a bridge loan that Panasonic granted to TPSCo in the same amount earlier this year. | |||||
The loan carry an annual interest of the TIBOR six months rate plus 1.65% per annum, to be paid on a semi-annual basis starting December 2014, with the principal to be repaid in seven semi-annual equal installments starting June 2016 and ending during the first half of 2019. Said loan is secured by an assignment of TPSCo's right to receive any sums payable to TPSCo under its agreements with Panasonic dated March 31, 2014. | |||||
D. | Jazz notes transaction | ||||
In March 2014, Jazz, certain of its domestic subsidiaries and Tower entered into an exchange agreement (the "2014 Exchange Agreement") with certain Jazz noteholders (the "2014 Participating Holders") according to which Jazz issued unsecured 8% notes due December 2018 (the "2014 Notes") in exchange for approximately $45,000 in aggregate principal amount of Jazz notes due June 2015 which were issued in 2010 (the "2010 Notes"). | |||||
Also in March 2014, Jazz, Tower and certain of the 2014 Participating Holders (the "Purchasers") entered into a purchase agreement (the "Purchase Agreement") pursuant to which the Purchasers purchased $10,000 in aggregate principal amount of the 2014 Notes for cash consideration. | |||||
Holders of the 2014 Notes may submit a conversion request with Jazz to be settled at Jazz's discretion through cash from Jazz or ordinary shares from Tower, in which event Tower has to issue ordinary shares based on a conversion price of $10.07 per share. The 2014 Notes are jointly and severally guaranteed on a senior unsecured basis by Jazz's domestic subsidiaries. The 2014 Notes are not guaranteed by Tower. The Indenture contains certain customary covenants. | |||||
As of June 30, 2014, approximately $58,000 principal amount of 2014 Notes was outstanding and approximately $45,000 principal amount of 2010 Notes was outstanding. |
RECENT_DEVELOPMENTS_Tables
RECENT DEVELOPMENTS (Tables) | 6 Months Ended | ||||
Jun. 30, 2014 | |||||
RECENT DEVELOPMENTS [Abstract] | ' | ||||
Schedule of Consideration and Provisional Valuation of Assets Acquired and Liabilities Assumed | ' | ||||
As of | |||||
31-Mar-14 | |||||
Current assets | $ | 91,414 | |||
Machinery and equipment | 245,278 | ||||
Intangible assets | 24,520 | ||||
Total assets as of acquisition date | $ | 361,212 | |||
Current liabilities | $ | 1,426 | |||
Long-term Loan | 85,249 | ||||
Deferred tax liability | 93,602 | ||||
Total liabilities as of acquisition date | $ | 180,277 | |||
Total net assets acquired | $ | 180,935 | |||
The fair value non-controlling interests in TPSCo | 7,120 | ||||
Tower's consideration | 7,411 | ||||
Gain on acquisition | $ | 166,404 |
RECENT_DEVELOPMENTS_Details
RECENT DEVELOPMENTS (Details) | 3 Months Ended | 6 Months Ended | 6 Months Ended | ||||||||
In Thousands, except Per Share data, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 |
USD ($) | USD ($) | USD ($) | USD ($) | 2010 Notes [Member] | 2014 Notes [Member] | Long term loan agreement [Member] | Long term loan agreement [Member] | Long term loan agreement [Member] | TPSCo [Member] | TPSCo [Member] | |
USD ($) | USD ($) | USD ($) | JPY (¥) | TIBOR [Member] | USD ($) | USD ($) | |||||
RECENT DEVELOPMENTS [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restructuring and impairment costs | $4,269 | ' | $75,728 | ' | ' | ' | ' | ' | ' | ' | ' |
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ownership interest acquired | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 51.00% |
Value of shares issued for acquisition | ' | ' | 14,531 | ' | ' | ' | ' | ' | ' | 7,411 | ' |
Gain from acquisition | 15,249 | ' | 166,404 | ' | ' | ' | ' | ' | ' | 166,404 | ' |
Assets acquired and liabilities assumed: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Current assets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 91,414 |
Machinery and equipment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 245,278 |
Intangible assets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 24,520 |
Total assets as of acquisition date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 361,212 |
Current liabilities | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,426 |
Long-term Loan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 85,249 |
Deferred tax liability | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 93,602 |
Total liabilities as of acquisition date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 180,277 |
Total net assets acquired | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 180,935 |
The fair value non-controlling interests in TPSCo | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,120 |
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount borrowed | ' | ' | ' | ' | ' | ' | 87,000 | 8,800,000 | ' | ' | ' |
Basis spread | ' | ' | ' | ' | ' | ' | ' | ' | 1.65% | ' | ' |
Number of installments | ' | ' | ' | ' | ' | ' | 7 | 7 | ' | ' | ' |
Amount exchanged | ' | ' | ' | ' | 45,000 | ' | ' | ' | ' | ' | ' |
Interest rate | ' | ' | ' | ' | ' | 8.00% | ' | ' | ' | ' | ' |
Repurchase amount | ' | ' | ' | ' | ' | 10,000 | ' | ' | ' | ' | ' |
Conversion price | ' | ' | ' | ' | ' | $10.07 | ' | ' | ' | ' | ' |
Principal outstanding | ' | ' | ' | ' | $45,000 | $58,000 | ' | ' | ' | ' | ' |