Document and Entity Information
Document and Entity Information | 6 Months Ended |
Jun. 30, 2015 | |
Document and Entity Information [Abstract] | |
Document Type | 6-K |
Amendment Flag | false |
Document Period End Date | Jun. 30, 2015 |
Entity Registrant Name | TOWER SEMICONDUCTOR LTD |
Entity Central Index Key | 928,876 |
Document Fiscal Year Focus | 2,015 |
Document Fiscal Period Focus | Q2 |
Current Fiscal Year End Date | --12-31 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
CURRENT ASSETS | ||
Cash and short-term deposits | $ 142,503 | $ 187,167 |
Trade accounts receivable | 112,624 | 99,166 |
Other receivables | 6,333 | 5,759 |
Inventories | 91,855 | 87,873 |
Other current assets | 18,796 | 14,119 |
Total current assets | 372,111 | 394,084 |
LONG-TERM INVESTMENTS | 12,437 | 11,896 |
PROPERTY AND EQUIPMENT, NET | 415,092 | 419,111 |
INTANGIBLE ASSETS, NET | 39,283 | 42,037 |
GOODWILL | 7,000 | 7,000 |
OTHER ASSETS, NET | 7,410 | 10,018 |
TOTAL ASSETS | 853,333 | 884,146 |
CURRENT LIABILITIES | ||
Current maturities of loans and debentures | 40,558 | 119,999 |
Trade accounts payable | 106,677 | 98,632 |
Deferred revenue and short-term customers' advances | 11,540 | 5,478 |
Employee related liabilities | 54,928 | 59,597 |
Other current liabilities | 17,787 | 16,619 |
Total current liabilities | 231,490 | 300,325 |
LONG-TERM LOANS FROM BANKS | 154,635 | 159,776 |
DEBENTURES | 59,722 | 107,311 |
LONG-TERM CUSTOMERS' ADVANCES | 6,178 | 6,272 |
EMPLOYEE RELATED LIABILITIES | 16,571 | 16,699 |
DEFERRED TAX LIABILITY | 74,551 | 75,278 |
OTHER LONG-TERM LIABILITIES | 9,897 | 22,924 |
Total liabilities | 553,044 | 688,585 |
THE COMPANY'S SHAREHOLDERS' EQUITY | 314,039 | 204,979 |
Non controlling interest | (13,750) | (9,418) |
TOTAL EQUITY | 300,289 | 195,561 |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | $ 853,333 | $ 884,146 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS [Abstract] | ||||
REVENUES | $ 235,561 | $ 234,072 | $ 461,778 | $ 366,725 |
COST OF REVENUES | 183,101 | 227,347 | 376,326 | 355,750 |
GROSS PROFIT | 52,460 | 6,725 | 85,452 | 10,975 |
OPERATING COSTS AND EXPENSES | ||||
Research and development | 15,148 | 14,162 | 29,985 | 21,605 |
Marketing, general and administrative | $ 15,806 | 16,527 | $ 31,967 | 27,343 |
Nishiwaki Fab restructuring costs and impairment | $ 4,269 | 75,728 | ||
Merger costs | 1,229 | |||
TOTAL OPERATING COSTS AND EXPENSES | $ 30,954 | $ 34,958 | $ 61,952 | 125,905 |
OPERATING PROFIT (LOSS) | 21,506 | (28,233) | 23,500 | (114,930) |
INTEREST EXPENSES, NET | (3,613) | (8,818) | (7,246) | (16,931) |
OTHER FINANCING EXPENSE, NET | $ (7,271) | (12,276) | $ (91,867) | (32,393) |
GAIN FROM ACQUISITION, NET | 15,249 | 166,404 | ||
OTHER INCOME (EXPENSE), NET | $ (4) | 64 | $ (13) | 203 |
PROFIT (LOSS) BEFORE INCOME TAX | 10,618 | (34,014) | (75,626) | 2,353 |
INCOME TAX BENEFIT (EXPENSE) | (2,468) | 11,566 | 8,426 | 14,020 |
PROFIT (LOSS) | 8,150 | (22,448) | (67,200) | 16,373 |
Net income (loss) attributable to non controlling interest | (363) | 6,702 | 1,923 | 6,702 |
NET PROFIT (LOSS) ATTRIBUTABLE TO THE COMPANY | $ 7,787 | $ (15,746) | $ (65,277) | $ 23,075 |
BASIC EARNING (LOSS) PER ORDINARY SHARE | ||||
Earnings (loss) per share | $ 0.10 | $ (0.31) | $ (0.93) | $ 0.47 |
Weighted average number of ordinary shares outstanding - in thousands | 76,696 | 50,146 | 70,175 | 49,149 |
DILUTED EARNING PER ORDINARY SHARE | ||||
Earnings per share | $ 0.09 | $ 0.39 | ||
Net profit used for diluted earnings per share | $ 7,787 | $ 23,075 | ||
Weighted average number of ordinary shares - in thousands, used for diluted earnings per share | 87,558 | 59,815 |
CONDENSED CONSOLIDATED COMPREHE
CONDENSED CONSOLIDATED COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
CONDENSED CONSOLIDATED COMPREHENSIVE INCOME (LOSS) [Abstract] | ||||
Net profit (loss) | $ 8,150 | $ (22,448) | $ (67,200) | $ 16,373 |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency translation adjustment | (2,273) | 3,169 | (4,338) | 4,117 |
Change in employees plan assets and benefit obligations, net of taxes | (300) | (565) | (600) | (1,130) |
Comprehensive income (loss) | 5,577 | (19,844) | (72,138) | 19,360 |
Comprehensive loss attributable to non-controlling interest | 992 | 6,702 | 4,332 | 6,702 |
Comprehensive income (loss) attributable to the Company | $ 6,569 | $ (13,142) | $ (67,806) | $ 26,062 |
CONDENSED STATEMENT OF CHANGES
CONDENSED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY - Jun. 30, 2015 - USD ($) shares in Thousands, $ in Thousands | 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 (loss) [Member] | Noncontrolling interest [Member] |
BALANCE at Dec. 31, 2014 | $ 195,561 | $ 235,117 | $ 1,137,946 | $ 60,704 | $ 50,017 | $ (376) | $ (25,350) | $ (1,244,007) | $ (9,072) | $ (9,418) | |
BALANCE, SHARES at Dec. 31, 2014 | 58,120 | ||||||||||
Conversion of debentures and exercise of warrants into share capital | 172,356 | $ 65,744 | 106,612 | ||||||||
Conversion of debentures and exercise of warrants into share capital, shares | 17,364 | ||||||||||
Exercise of options | $ 1,257 | $ 537 | 720 | ||||||||
Exercise of options, shares | 143 | ||||||||||
Capital notes converted into share capital | $ 5,751 | 6,400 | (12,151) | ||||||||
Capital notes converted into share capital, shares | 1,500 | ||||||||||
Employee stock-based compensation | $ 3,253 | 3,253 | |||||||||
Other comprehensive loss: | |||||||||||
Loss for the period | (67,200) | (65,277) | $ (65,277) | (1,923) | |||||||
Foreign currency translation adjustments | (4,338) | (1,929) | (1,929) | (2,409) | |||||||
Change in employees plan assets and benefit obligations, net of taxes | (600) | (600) | (600) | ||||||||
Comprehensive loss | (67,806) | $ (67,806) | |||||||||
BALANCE at Jun. 30, 2015 | $ 300,289 | $ 307,149 | $ 1,251,678 | $ 48,553 | $ 53,270 | $ (976) | $ (27,279) | $ (1,309,284) | $ (9,072) | $ (13,750) | |
BALANCE, SHARES at Jun. 30, 2015 | 77,127 | ||||||||||
Other comprehensive loss: | |||||||||||
OUTSTANDING SHARES, NET OF TREASURY STOCK AS OF JUNE 30, 2015 | 77,041 | ||||||||||
Ordinary shares, authorized | 150,000 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
CASH FLOWS - OPERATING ACTIVITIES | ||
Net profit (loss) | $ (67,200) | $ 16,373 |
Income and expense items not involving cash flows: | ||
Depreciation and amortization | 85,311 | 99,474 |
Financing expense associated with debentures series F | 77,279 | 10,121 |
Effect of fair value measurement on debt | $ 11,356 | 6,740 |
Financing costs relating to Jazz notes exchange | 9,817 | |
Other expense (income), net | $ 13 | (203) |
Gain from acquisition | (166,404) | |
Changes in assets and liabilities: | ||
Trade accounts receivable | $ (15,585) | (25,406) |
Other receivables and other current assets | (4,966) | 56,731 |
Inventories | (4,455) | 12,416 |
Trade accounts payable | (6,676) | 14,258 |
Deferred revenue and customers' advances | 5,968 | (43) |
Other current liabilities | 23,270 | 16,156 |
Deferred tax liability, net | 306 | (16,031) |
Other long-term liabilities | (13,410) | 15,631 |
Net cash provided by operating activities excluding Nishiwaki fab closure employee related retirement cost | 91,211 | $ 49,630 |
Nishiwaki fab closure employee related retirement cost | (24,907) | |
Net cash provided by operating activities | 66,304 | $ 49,630 |
CASH FLOWS - INVESTING ACTIVITIES | ||
Investments in property and equipment, net | $ (66,572) | (25,937) |
Acquisition of subsidiary consolidated for the first time (a) | 57,582 | |
Interest bearing deposits, including designated deposits | 10,000 | |
Net cash provided by (used in) investing activities | $ (66,572) | 41,645 |
CASH FLOWS - FINANCING ACTIVITIES | ||
Proceeds on account of shareholders' equity | $ 5,654 | 11,451 |
Proceeds from long-term loans | 85,884 | |
Short-term loan repayment to Panasonic | (85,884) | |
Debt repayment | $ (48,683) | (25,431) |
Net cash used in financing activities | (43,029) | (13,980) |
Effect of foreign exchange rate change | (1,367) | 2,054 |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | (44,664) | 79,349 |
CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD | 187,167 | 112,871 |
CASH AND CASH EQUIVALENTS - END OF PERIOD | 142,503 | 192,220 |
NON-CASH ACTIVITIES | ||
Investments in property and equipment | $ 17,350 | 10,906 |
Equity increase associated with Jazz notes exchange | $ 9,609 | |
Conversion of debentures to share capital | $ 162,346 | |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION | ||
Cash paid during the period for interest | 6,905 | $ 16,413 |
Cash paid during the period for income taxes | $ 1,167 | 103 |
ACQUISTION OF SUBSIDIARY CONSOLIDATED FOR THE FIRST TIME (a) | ||
Working capital (excluding cash and cash equivalents) | 32,406 | |
Fixed assets | 245,278 | |
Intangible assets | 24,520 | |
Short-term loan | (85,249) | |
Long-term liabilities | (93,602) | |
Total | 123,353 | |
Less: | ||
Share capital | 14,531 | |
Paid-in capital | 166,404 | |
Bargain purchase | 180,935 | |
Cash received from the acquisition of a subsidiary consolidated for the first time | $ 57,582 |
GENERAL
GENERAL | 6 Months Ended |
Jun. 30, 2015 | |
GENERAL [Abstract] | |
GENERAL | NOTE 1 - GENERAL Basis for Presentation The condensed interim consolidated financial statements of Tower Semiconductor Ltd. (Tower) include the financial statements of Tower and its wholly-owned subsidiaries, 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, 2015 of the Company should be read in conjunction with the audited consolidated financial statements of the Company as of December 31, 2014 and for the year then ended, including the notes thereto. The Company's consolidated financial statements include TPSCo's balance sheet since March 31, 2014 and TPSCo's results of operations from April 1, 2014. 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. |
RECENT DEVELOPMENTS
RECENT DEVELOPMENTS | 6 Months Ended |
Jun. 30, 2015 | |
RECENT DEVELOPMENTS [Abstract] | |
RECENT DEVELOPMENTS | NOTE 2 - RECENT DEVELOPMENTS A. Early Redemption of Notes In January 2015, Jazz 45,000 B. Debentures Series F Accelerated C onversion As of June 30, 2015, the aggregate outstanding principal amount of Debentures Series F is approximately $ 34,000 196,000 of approximately $ 162,000 The $34,000 outstanding debentures are repayable in two 10 The determination of the fixed conversion ratio in September 2012 triggered the examination of whether a contingent beneficial conversion feature ("BCF") existed as of past issuance dates of these debentures. In accordance with ASC 470-20 (formerly EITF 98-5 and EITF 00-27), and specifically the guidance over "Contingently Adjustable Conversion Ratios", the Company concluded that a BCF existed. The BCF, in accordance with such guidance, amounted to approximately $ 110,000 Approximately $ 110,000 ebentures 73,000 C . Jazz income tax The statute of limitations with respect to Jazz's 2010 tax year expired in March 2015. As a result, Jazz recorded a tax benefit in the amount of approximately $ 11,000 D. Property and Equipment Property and equipment are presented at cost, including capitalizable costs. Capitalizable costs include only those costs that are identifiable with, and related to, the property and equipment and are incurred prior to their initial operation. Identifiable incremental, direct costs include costs associated with constructing, establishing and installing property and equipment, and costs directly related to pre-production test runs of property and equipment necessary for preparing such property and equipment for their intended use. Maintenance and repairs are charged to expense as incurred. Property and equipment are presented net of investment grants received, and less accumulated depreciation and amortization. In connection with periodic review of the reasonableness of the estimated remaining useful lives of property, plant 15 7 25 14 14,000 6,800 |
ADDITIONAL INFORMATION - RECONC
ADDITIONAL INFORMATION - RECONCILIATION OF US GAAP TO IFRS | 6 Months Ended |
Jun. 30, 2015 | |
ADDITIONAL INFORMATION - RECONCILIATION OF US GAAP TO IFRS [Abstract] | |
ADDITIONAL INFORMATION - RECONCILIATION OF US GAAP TO IFRS | NOTE 3 - ADDITIONAL INFORMATION - RECONCILIATION OF US GAAP TO IFRS Since the initial listing of the Company on NASDAQ in the United States, Tower has followed the accounting principles of US GAAP, both for internal as well as external purposes, and since 2007 its main reporting has been under US GAAP. Since the Company was an affiliate of Israel Corporation, Ltd., a public holding company traded on the TASE, which made its reports pursuant to International Financial Reporting Standards rules (IFRS), during the years before and including 2015, and in January 2015 became an affiliate of Kenon Holdings, Ltd., a public holding company traded on the NYSE and TASE, which reports pursuant to IFRS, the Company is providing on a voluntary basis a reconciliation from US GAAP to IFRS as detailed below (condensed balance sheet, statement of operations and additional information). IFRS differs in certain significant aspects from US GAAP. The primary differences between US GAAP and IFRS related to the Company are accounting for goodwill, financial instruments, pension plans and termination benefits. A. Goodwill Adjustment arising from Goodwill of a subsidiary acquired in 2008. The purchase consideration was paid in stock of the Company. Under US GAAP, the consideration was measured according to the Company's share price on the transaction announcement date. Under IFRS the consideration was measured according to the Company's share price on the transaction announcement date. Under IFRS, the consideration was measured according to the Company's share price on the closing date. Accordingly, a lower purchase consideration was measured under IFRS than the purchase consideration measured under US GAAP. Consequently, no purchase price was allocated to Goodwill under IFRS. B. Financial instruments Adjustments arising from allocation of proceeds from issuance of convertible debentures and warrants to liabilities and equity and the subsequent measurement of such liabilities. The adjustment stems primarily from a convertible debt security sold by the Company in 2010, with a conversion ratio that has been determined during the third quarter of 2013 based on the Company's share price at such time. Under ASC 815 and ASC 470-20, the related conversion feature was measured during the third quarter of 2013 based on its intrinsic value and recorded to equity, with a corresponding discount on the debt instrument. Under IAS 39, such conversion feature was bifurcated from its host contract on the date of issuance and measured as a liability at fair value on each cut-off date until the date of determination of the related conversion ratio, on which date such conversion feature was classified to equity. C. Pension plans Adjustments arising from defined benefit pension arrangements. Under ASC 715, prior years' service cost, as well as actuarial gains and losses, are recorded in accumulated other comprehensive income, and amortized to the profit and loss statement over time. Under IAS 19, prior year service cost is recorded to the profit and lost statement in the period in which the underlying change was executed, while actuarial gains and losses, at the Company's election, are recorded directly to retained earnings with no impact on the profit and loss statement D . Termination Benefits Adjustment arising from benefits to be granted to certain Company officials upon termination. Under IAS 19, such benefits are not reflected in the Company's financial statements until termination occurs. Under ASC 712, such benefits are recorded in earlier periods based on probability of occurrence. E. Balance sheet in accordance with IFRS As of June 30, 2015 US GAAP Adjustments IFRS ASSETS Current assets $ 372,111 $ -- $ 372,111 Property and equipment, net 415,092 -- 415,092 Long term assets 66,130 (7,718 ) 58,412 Total assets $ 853,333 $ (7,718 ) $ 845,615 LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities $ 231,490 $ 2,836 $ 234,326 Long-term liabilities 321,554 2,889 324,443 Total liabilities 553,044 5,725 558,769 TOTAL EQUITY 300,289 (13,443 ) 286,846 Total liabilities and shareholders' equity $ 853,333 $ (7,718 ) $ 845,615 F. Profit and loss in accordance with IFRS Six months ended June 30, 2015 US GAAP Adjustments IFRS Profit (loss) before income tax and excluding other financing expense, net $ 16,241 $ (770 ) $ 15,471 Other non cash financing expense, net (91,867 ) 65,310 (26,557 ) Profit (loss) before income tax benefit (75,626 ) 64,540 (11,086 ) Income tax benefit 8,426 -- 8,426 Profit (loss) for the period (67,200 ) 64,540 (2,660 ) Net profit attributable to the non-controlling interest 1,923 -- 1,923 Net profit (loss) attributable to the company $ (65,277 ) $ 64,540 $ (737 ) G. Reconciliation of net loss from US GAAP to IFRS: Six months ended June 30, 2015 2014 2013 Net profit (loss) in accordance with US GAAP $ (65,277 ) $ 23,075 $ (46,038 ) Financial Instruments 65,310 (2,345 ) (436 ) Pension plans (600 ) (757 ) -- Termination Benefits (170 ) (6 ) -- Net profit (loss) in accordance with IFRS $ (737 ) $ 19,967 $ (46,474 ) H. Reconciliation of shareholders' equity from US GAAP to IFRS: As of June 30, As ofs December 31, 2015 2014 Shareholders' equity in accordance with US GAAP $ 300,289 $ 195,561 Financial Instruments (7,820 ) (54,656 ) Termination Benefits 1,377 1,547 Goodwill (7,000 ) (7,000 ) Shareholders' equity in accordance with IFRS $ 286,846 $ 135,452 I. Reconciliation of goodwill from US GAAP to IFRS: As of June 30, As of December 31, 2015 2014 Goodwill in accordance with US GAAP $ 7,000 $ 7,000 Goodwill (7,000 ) (7,000 ) Goodwill in accordance with IFRS $ -- $ -- J. Reconciliation of other assets from US GAAP to IFRS: As of June 30, As of December 31, 2015 2014 Other assets in accordance with US GAAP $ 7,410 $ 10,018 Financial Instruments (718 ) (3,412 ) Other assets in accordance with IFRS $ 6,692 $ 6,606 K. Reconciliation of short term bank debt and current maturities of loans and debentures from US GAAP to IFRS: As of June 30, As of 2015 2014 Current maturities of loans and debentures in accordance with US GAAP $ 40,558 $ 119,999 Financial Instruments 2,836 25,622 Current maturities of loans and debentures in accordance with IFRS $ 43,394 $ 145,621 L. Reconciliation of long term debentures from US GAAP to IFRS: As of June 30, As of 2015 2014 Long term debentures in accordance with US GAAP $ 59,722 $ 107,311 Financial Instruments 4,266 25,622 Long term debentures in accordance with IFRS $ 63,988 $ 132,933 M. Reconciliation of other long term liabilities from US GAAP to IFRS: As of June 30, As of 2015 2014 Other long term liabilities in accordance with US GAAP $ 9,897 $ 22,924 Termination Benefits (1,377 ) (1,547 ) Other long-term liabilities in accordance with IFRS $ 8,520 $ 21,377 |
ADDITIONAL INFORMATION - RECO10
ADDITIONAL INFORMATION - RECONCILIATION OF US GAAP TO IFRS (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
ADDITIONAL INFORMATION - RECONCILIATION OF US GAAP TO IFRS [Abstract] | |
Schedule of Balance sheet in accordance with IFRS | As of June 30, 2015 US GAAP Adjustments IFRS ASSETS Current assets $ 372,111 $ -- $ 372,111 Property and equipment, net 415,092 -- 415,092 Long term assets 66,130 (7,718 ) 58,412 Total assets $ 853,333 $ (7,718 ) $ 845,615 LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities $ 231,490 $ 2,836 $ 234,326 Long-term liabilities 321,554 2,889 324,443 Total liabilities 553,044 5,725 558,769 TOTAL EQUITY 300,289 (13,443 ) 286,846 Total liabilities and shareholders' equity $ 853,333 $ (7,718 ) $ 845,615 |
Schedule of Profit and loss in accordance with IFRS | Six months ended June 30, 2015 US GAAP Adjustments IFRS Profit (loss) before income tax and excluding other financing expense, net $ 16,241 $ (770 ) $ 15,471 Other non cash financing expense, net (91,867 ) 65,310 (26,557 ) Profit (loss) before income tax benefit (75,626 ) 64,540 (11,086 ) Income tax benefit 8,426 -- 8,426 Profit (loss) for the period (67,200 ) 64,540 (2,660 ) Net profit attributable to the non-controlling interest 1,923 -- 1,923 Net profit (loss) attributable to the company $ (65,277 ) $ 64,540 $ (737 ) |
Schedule of reconciliation of net loss from US GAAP to IFRS | Six months ended June 30, 2015 2014 2013 Net profit (loss) in accordance with US GAAP $ (65,277 ) $ 23,075 $ (46,038 ) Financial Instruments 65,310 (2,345 ) (436 ) Pension plans (600 ) (757 ) -- Termination Benefits (170 ) (6 ) -- Net profit (loss) in accordance with IFRS $ (737 ) $ 19,967 $ (46,474 ) |
Schedule of reconciliation of shareholders' equity from US GAAP to IFRS | As of June 30, As ofs December 31, 2015 2014 Shareholders' equity in accordance with US GAAP $ 300,289 $ 195,561 Financial Instruments (7,820 ) (54,656 ) Termination Benefits 1,377 1,547 Goodwill (7,000 ) (7,000 ) Shareholders' equity in accordance with IFRS $ 286,846 $ 135,452 |
Schedule of reconciliation of goodwill from US GAAP to IFRS | As of June 30, As of December 31, 2015 2014 Goodwill in accordance with US GAAP $ 7,000 $ 7,000 Goodwill (7,000 ) (7,000 ) Goodwill in accordance with IFRS $ -- $ -- |
Schedule of reconciliation of other assets from US GAAP to IFRS | As of June 30, As of December 31, 2015 2014 Other assets in accordance with US GAAP $ 7,410 $ 10,018 Financial Instruments (718 ) (3,412 ) Other assets in accordance with IFRS $ 6,692 $ 6,606 |
Schedule of reconciliation of short term bank debt and current maturities of loans and debentures from US GAAP to IFRS | As of June 30, As of 2015 2014 Current maturities of loans and debentures in accordance with US GAAP $ 40,558 $ 119,999 Financial Instruments 2,836 25,622 Current maturities of loans and debentures in accordance with IFRS $ 43,394 $ 145,621 |
Schedule of reconciliation of long term debentures from US GAAP to IFRS | As of June 30, As of 2015 2014 Long term debentures in accordance with US GAAP $ 59,722 $ 107,311 Financial Instruments 4,266 25,622 Long term debentures in accordance with IFRS $ 63,988 $ 132,933 |
Schedule of reconciliation of other long term liabilities from US GAAP to IFRS | As of June 30, As of 2015 2014 Other long term liabilities in accordance with US GAAP $ 9,897 $ 22,924 Termination Benefits (1,377 ) (1,547 ) Other long-term liabilities in accordance with IFRS $ 8,520 $ 21,377 |
RECENT DEVELOPMENTS (Details)
RECENT DEVELOPMENTS (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2015USD ($)$ / shares | Mar. 31, 2015USD ($) | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($)item$ / shares | Jun. 30, 2014USD ($) | Jun. 30, 2013USD ($) | Jan. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
RECENT DEVELOPMENTS [Line Items] | ||||||||
Net profit | $ 7,787 | $ (15,746) | $ (65,277) | $ 23,075 | $ (46,038) | |||
Impact of change in estimated useful lives [Member] | ||||||||
RECENT DEVELOPMENTS [Line Items] | ||||||||
Depreciation expense | 14,000 | |||||||
Net profit | 6,800 | |||||||
Machinery and equipment [Member] | ||||||||
RECENT DEVELOPMENTS [Line Items] | ||||||||
Estimated useful lives | 15 years | |||||||
Machinery and equipment [Member] | Before periodic review [Member] | ||||||||
RECENT DEVELOPMENTS [Line Items] | ||||||||
Estimated useful lives | 7 years | |||||||
Facility systems and infrastructure [Member] | ||||||||
RECENT DEVELOPMENTS [Line Items] | ||||||||
Estimated useful lives | 25 years | |||||||
Facility systems and infrastructure [Member] | Before periodic review [Member] | ||||||||
RECENT DEVELOPMENTS [Line Items] | ||||||||
Estimated useful lives | 14 years | |||||||
Jazz [Member] | ||||||||
RECENT DEVELOPMENTS [Line Items] | ||||||||
Tax benefits related statute of limitation expired in March 2015 | $ 11,000 | |||||||
Jazz's 2010 Notes [Member] | ||||||||
RECENT DEVELOPMENTS [Line Items] | ||||||||
Principal amount redeemed | $ 45,000 | |||||||
Outstanding principal amount | 0 | $ 0 | ||||||
Debentures Series F [Member] | ||||||||
RECENT DEVELOPMENTS [Line Items] | ||||||||
Outstanding principal amount | $ 34,000 | 34,000 | $ 196,000 | |||||
Amount of debentures converted into shares | $ 162,000 | |||||||
Number of installment payments | item | 2 | |||||||
Fixed conversion ratio per share | $ / shares | $ 10 | $ 10 | ||||||
Beneficial conversion feature | $ 110,000 | |||||||
Unamortized discount | $ 110,000 | 110,000 | ||||||
Accretion and amortization | $ 73,000 |
ADDITIONAL INFORMATION - RECO12
ADDITIONAL INFORMATION - RECONCILIATION OF US GAAP TO IFRS (Schedule of Reconciliation of US GAAP TO IFRS) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2014 | |
ASSETS | ||||||
Current assets, US GAAP | $ 372,111 | $ 372,111 | $ 394,084 | |||
Current assets, Adjustments | ||||||
Current assets, IFRS | 372,111 | $ 372,111 | ||||
Property and equipment, net, US GAAP | 415,092 | $ 415,092 | 419,111 | |||
Property and equipment, net, Adjustments | ||||||
Property and equipment, net, IFRS | 415,092 | $ 415,092 | ||||
Long term assets, US GAAP | 66,130 | 66,130 | ||||
Long term assets, Adjustments | (7,718) | |||||
Long term assets, IFRS | 58,412 | 58,412 | ||||
TOTAL ASSETS | 853,333 | 853,333 | 884,146 | |||
Total assets, Adjustments | (7,718) | |||||
Total assets, IFRS | 845,615 | 845,615 | ||||
LIABILITIES AND SHAREHOLDERS' EQUITY | ||||||
Current liabilities, US GAAP | 231,490 | 231,490 | 300,325 | |||
Current liabilities, Adjustments | 2,836 | |||||
Current liabilities, IFRS | 234,326 | 234,326 | ||||
Long-term liabilities, US GAAP | 321,554 | 321,554 | ||||
Long-term liabilities, Adjustments | 2,889 | |||||
Long-term liabilities, IFRS | 324,443 | 324,443 | ||||
Total liabilities | 553,044 | 553,044 | 688,585 | |||
Total liabilities, Adjustments | 5,725 | |||||
Total liabilities, IFRS | 558,769 | 558,769 | ||||
TOTAL EQUITY | 300,289 | 300,289 | 195,561 | |||
TOTAL EQUITY, Adjustments | (13,443) | |||||
TOTAL EQUITY, IFRS | 286,846 | 286,846 | 135,452 | |||
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | 853,333 | 853,333 | 884,146 | |||
Total liabilities and shareholders' equity, Adjustments | (7,718) | |||||
Total liabilities and shareholders' equity, IFRS | 845,615 | 845,615 | ||||
Reconciliation of Profit and Loss from US GAAP to IFRS | ||||||
Profit (loss) before income tax and excluding other financing expense, net, US GAAP | 16,241 | |||||
Profit (loss) before income tax and excluding other financing expense, net, Adjustments | (770) | |||||
Profit (loss) before income tax and excluding other financing expense, net, IFRS | 15,471 | |||||
Other non cash financing expense, net, US GAAP | (7,271) | $ (12,276) | (91,867) | $ (32,393) | ||
Other non cash financing expense, net, Adjustments | 65,310 | |||||
Other non cash financing expense, net, IFRS | (26,557) | |||||
PROFIT (LOSS) BEFORE INCOME TAX | 10,618 | (34,014) | (75,626) | 2,353 | ||
Profit (loss) before income tax benefit, Adjustments | 64,540 | |||||
Profit (loss) before income tax benefit, IFRS | (11,086) | |||||
Income tax benefit, US GAAP | (2,468) | 11,566 | $ 8,426 | 14,020 | ||
Income tax benefit, Adjustments | ||||||
Income tax benefit, IFRS | $ 8,426 | |||||
PROFIT (LOSS) | 8,150 | (22,448) | (67,200) | 16,373 | ||
Profit (loss) for the period, Adjustments | 64,540 | |||||
Profit (loss) for the period, IFRS | (2,660) | |||||
Net profit attributable to the non-controlling interest, US GAAP | (363) | 6,702 | $ 1,923 | 6,702 | ||
Net profit attributable to the non-controlling interest, Adjustments | ||||||
Net profit attributable to the non-controlling interest, IFRS | $ 1,923 | |||||
NET PROFIT (LOSS) ATTRIBUTABLE TO THE COMPANY | 7,787 | (15,746) | (65,277) | 23,075 | $ (46,038) | |
Net profit (loss) attributable to the company, Adjustments | 64,540 | |||||
Net profit (loss) attributable to the company, IFRS | (737) | 19,967 | (46,474) | |||
Reconciliation of net loss from US GAAP to IFRS | ||||||
Net profit (loss) in accordance with US GAAP | 7,787 | $ (15,746) | (65,277) | 23,075 | (46,038) | |
Financial Instruments | 65,310 | (2,345) | $ (436) | |||
Pension plans | (600) | (757) | ||||
Termination Benefits | (170) | (6) | ||||
Net profit (loss) attributable to the company, IFRS | (737) | $ 19,967 | $ (46,474) | |||
Reconciliation of shareholders' equity from US GAAP to IFRS | ||||||
Shareholders' equity in accordance with US GAAP | 300,289 | 300,289 | 195,561 | |||
Financial Instruments | (7,820) | (54,656) | ||||
Termination Benefits | 1,377 | 1,547 | ||||
Goodwill | (7,000) | (7,000) | ||||
Shareholders' equity in accordance with IFRS | 286,846 | 286,846 | 135,452 | |||
Reconciliation of goodwill from US GAAP to IFRS | ||||||
Goodwill in accordance with US GAAP | $ 7,000 | 7,000 | 7,000 | |||
Goodwill | $ (7,000) | $ (7,000) | ||||
Goodwill in accordance with IFRS | ||||||
Reconciliation of other assets from US GAAP to IFRS | ||||||
Other assets in accordance with US GAAP | $ 7,410 | $ 7,410 | $ 10,018 | |||
Financial Instruments | (718) | (3,412) | ||||
Other assets in accordance with IFRS | 6,692 | 6,692 | 6,606 | |||
Reconciliation of short term bank debt and current maturities of loans and debentures from US GAAP to IFRS | ||||||
Current maturities of loans and debentures in accordance with US GAAP | 40,558 | 40,558 | 119,999 | |||
Financial Instruments | 2,836 | 25,622 | ||||
Current maturities of loans and debentures in accordance with IFRS | 43,394 | 43,394 | 145,621 | |||
Reconciliation of long term debentures from US GAAP to IFRS | ||||||
Long term debentures in accordance with US GAAP | 59,722 | 59,722 | 107,311 | |||
Financial Instruments | 4,266 | 25,622 | ||||
Long term debentures in accordance with IFRS | 63,988 | 63,988 | 132,933 | |||
Reconciliation of other long term liabilities from US GAAP to IFRS | ||||||
Other long term liabilities in accordance with US GAAP | 9,897 | 9,897 | 22,924 | |||
Termination Benefits | (1,377) | (1,547) | ||||
Other long-term liabilities in accordance with IFRS | $ 8,520 | $ 8,520 | $ 21,377 |