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Tower Semiconductor Reports Record Revenues and Strong Margins Growth

Third quarter 2021 with 25% total and 40% organic year over year revenue growth 

Further Expansion Guided for Fourth Quarter Indicating over $1.6 Billion Annual Revenue Run Rate

MIGDAL HAEMEK, Israel, Nov. 08, 2021 (GLOBE NEWSWIRE) -- Tower Semiconductor (NASDAQ: TSEM & TASE: TSEM) reports today its results for the third quarter ended September 30, 2021.

Highlights

Mr. Russell Ellwanger, Chief Executive Officer of Tower Semiconductor, stated: “We are pleased that our strong business planning, followed by our operational execution on capacity expansion initiatives enable us to benefit from current market conditions and to have multiple corridors for revenue and margins increases for the next years. We have strong assurance of growth continuity due to the specific high value markets we chose to participate in, where we have strong customer relationships and mutual market positioning.”

Ellwanger further commented: “We guided to end 2021 breaking $1.5 billion revenue with a fourth quarter annualized run rate greater than $1.6 billion, as compared to a $1.27 billion 2020 revenue. Our initiatives on capacity growth with a richer capability mix, combined with certain pricing initiatives, target more than 15% net profit margins in 2022. Our long-term forecast is very positive, indicating continuous growth for the foreseeable years.”

Third Quarter of 2021 Results Overview

Revenue for the third quarter of 2021 was $387 million, the highest quarterly revenue in the Company’s history, as compared to $310 million in the third quarter of 2020, reflecting 25% year over year growth. Organic revenue for the third quarter of 2021, defined as total revenue excluding revenues from Nuvoton in the Japanese fabs and from Maxim in the San Antonio fab, grew by 40% year over year.

Gross profit for the third quarter of 2021 was $85 million, 60% higher than $53 million recorded in the third quarter of 2020 and 16% higher than $74 million recorded in the second quarter of 2021.

Operating profit for the third quarter of 2021 was $44 million, more than double the $19 million recorded in the third quarter of 2020 and 30% higher than $34 million recorded in the second quarter of 2021.

Net profit for the third quarter of 2021 was $39 million, or $0.36 basic and diluted earnings per share, more than double the net profit of $15 million or $0.14 basic and diluted earnings per share recorded in the third quarter of 2020. This net profit of $39 million is 27% higher than $31 million recorded in the second quarter of 2021, which represented $0.29 basic earnings per share and $0.28 diluted earnings per share.

Adjusted Net profit for the third quarter of 2021 was $45 million (as reconciled in the tables below), resulting in adjusted basic and diluted earnings per share of $0.42 and $0.41, respectively, as compared to adjusted basic and diluted earnings per share of $0.18 and $0.18, respectively for the third quarter of 2020, and as compared to adjusted basic and diluted earnings per share of $0.35 and $0.34, respectively for the second quarter of 2021.

Cash flow generated from operating activities in the third quarter of 2021 was $107 million with investment in fixed assets of $88 million, net. In addition, in the third quarter of 2021, the company repaid $29 million of its debt. 

Business Outlook
Tower Semiconductor guides revenue for the fourth quarter of 2021 to be $410 million, with an upward or downward range of 5%. Mid-range revenue guidance represents fourth quarter year over year 19% total growth and 26% organic growth.

Teleconference and Webcast
Tower Semiconductor will host an investor conference call today, Monday, November 8, 2021, at 10:00 a.m. Eastern time (9:00 a.m. Central time, 8:00 a.m. Mountain time, 7:00 a.m. Pacific time and 5:00 p.m. Israel time) to discuss the company’s financial results for the third quarter of 2021 and its outlook.

This call will be webcast and can be accessed via Tower Semiconductor’s website at www.towersemi.com or by calling 1-888-642-5032 (U.S. Toll-Free), 03-918-0610 (Israel), +972-3-918-0610 (International).  For those who are not available to listen to the live broadcast, the call will be archived on Tower Semiconductor’s website for 90 days.

The Company presents its financial statements in accordance with U.S. GAAP.  The financial information included in the tables below includes unaudited condensed financial data. Some of the financial information in this release and/ or in related public disclosures or filings with respect to the financial statements and/ or results of the Company, which we describe in this release as “adjusted” financial measures, are non-GAAP financial measures as defined in Regulation G and related reporting requirements promulgated by the Securities and Exchange Commission as they apply to our Company. These adjusted financial measures are calculated excluding one or both of the following: (1) amortization of acquired intangible assets and (2) compensation expenses in respect of equity grants to directors, officers, and employees. These adjusted financial measures should be evaluated in conjunction with, and are not a substitute for, GAAP financial measures. The tables also present the GAAP financial measures, which are most comparable to the adjusted financial measures, as well as a reconciliation between the adjusted financial measures and the comparable GAAP financial measures. As used and/ or presented in this release and/ or in related public disclosures or filings with respect to the financial statements and/ or results of the Company, as well as calculated in the tables herein, the term Earnings Before Interest Tax Depreciation and Amortization (EBITDA) consists of net profit in accordance with GAAP, excluding financing and other income (expense), net, taxes, non-controlling interest, depreciation and amortization expense and stock-based compensation expense. EBITDA is reconciled in the tables below from GAAP operating profit. EBITDA is not a required GAAP financial measure and may not be comparable to a similarly titled measure employed by other companies. EBITDA and the adjusted financial information presented herein and/ or in related public disclosures or filings with respect to the financial statements and/ or results of the Company, should not be considered in isolation or as a substitute for operating profit, net profit or loss, cash flows provided by operating, investing and financing activities, per share data or other profit or cash flow statement data prepared in accordance with GAAP. The term Net Cash, as used and/ or presented in this release and/ or in related public disclosures or filings with respect to the financial statements and/ or results of the Company, is comprised of cash, cash equivalents, short-term deposits and marketable securities less debt amounts as presented in the balance sheets included herein. The term Net Cash is not a required GAAP financial measure, may not be comparable to a similarly titled measure employed by other companies and should not be considered in isolation or as a substitute for cash, debt, operating profit, net profit or loss, cash flows provided by operating, investing and financing activities, per share data or other profit or cash flow statement data prepared in accordance with GAAP. The term Free Cash Flow, as used and/ or presented in this release and/ or in related public disclosures or filings with respect to the financial statements and/ or results of the Company, is calculated to be net cash provided by operating activities (in the amounts of $107 million, $93 million and $69 million for the three months periods ended September 30, 2021, June 30, 2021 and September 30, 2020, respectively) less cash used  for investments in property and equipment, net (in the amounts of $88 million, $56 million and $67 million for the three months periods ended September 30, 2021, June 30, 2021 and September 30, 2020, respectively). The term Free Cash Flow is not a required GAAP financial measure, may not be comparable to a similarly titled measure employed by other companies and should not be considered in isolation or as a substitute for operating profit, net profit or loss, cash flows provided by operating, investing and financing activities, per share data or other profit or cash flow statement data prepared in accordance with GAAP.

About Tower Semiconductor                
Tower Semiconductor Ltd. (NASDAQ: TSEM, TASE: TSEM), the leading foundry of high value analog semiconductor solutions, provides technology and manufacturing platforms for integrated circuits (ICs) in growing markets such as consumer, industrial, automotive, mobile, infrastructure, medical and aerospace and defense. Tower Semiconductor focuses on creating positive and sustainable impact on the world through long term partnerships and its advanced and innovative analog technology offering, comprised of a broad range of customizable process platforms such as SiGe, BiCMOS, mixed-signal/CMOS, RF CMOS, CMOS image sensor, non-imaging sensors, integrated power management (BCD and 700V), and MEMS. Tower Semiconductor also provides world-class design enablement for a quick and accurate design cycle as well as process transfer services including development, transfer, and optimization, to IDMs and fabless companies. To provide multi-fab sourcing and extended capacity for its customers, Tower Semiconductor owns two manufacturing facilities in Israel (150mm and 200mm), two in the U.S. (200mm), three facilities in Japan (two 200mm and one 300mm) which it owns through its 51% holdings in TPSCo and is sharing a 300mm manufacturing facility being established in Italy by STMicroelectronics. For more information, please visit:  www.towersemi.com

CONTACTS:
Noit Levy | Investor Relations | +972 74 737 7556 | noitle@towersemi.com

This press release, including our revenue guidance and other projections with respect to our business and activities, includes forward-looking statements, which are subject to risks and uncertainties. Actual results may vary from those projected or implied by such forward-looking statements and you should not place any undue reliance on such forward-looking statements. Potential risks and uncertainties include, without limitation, risks and uncertainties associated with: (i) demand in our customers’ end markets; (ii) over demand for our foundry services and/or products that exceeds our capacity; (iii) maintaining existing customers and attracting additional customers, (iv) high utilization and its effect on cycle time, yield and on schedule delivery which may cause customers to transfer their product(s) to other fabs, (v) operating results fluctuate from quarter to quarter making it difficult to predict future performance, (vi) impact of our debt and other liabilities on our financial position and operations, (vii) our ability to successfully execute acquisitions, integrate them into our business, utilize our expanded capacity and find new business, (viii) fluctuations in cash flow, (ix) our ability to satisfy the covenants stipulated in our agreements with our lender banks and bondholders (as of September 30, 2021 we are in compliance with all such covenants included in our banks’ agreements, bond G indenture and others), (x) pending litigation, (xi) new customer engagements, qualification and production ramp-up at our facilities,(xii) meeting the conditions set in the approval certificates received from the Israeli Investment Center under which we received a significant amount of grants in past years, (xiii) receipt of orders that are lower than the customer purchase commitments, (xiv) failure to receive orders currently expected, (xv) possible incurrence of additional indebtedness, (xvi) effect of global recession, unfavorable economic conditions and/or credit crisis, (xvii) our ability to accurately forecast financial performance, which is affected by limited order backlog and lengthy sales cycles, (xviii) possible situations of obsolete inventory if forecasted demand exceeds actual demand when we manufacture products before receipt of customer orders, (xix) the cyclical nature of the semiconductor industry and the resulting periodic overcapacity, fluctuations in operating results and future average selling price erosion, (xx) the execution of debt re-financing and/or other fundraising activities to enable the service of our debt and/or other liabilities and/or for strategic opportunities, including to fund Agrate fab’s significant 300mm capacity investments, in addition to other previously announced capacity expansion plans , and the possible unavailability of such financing and/ or the availability of such financing on unfavorable terms, (xxi) operating our facilities at high utilization rates which is critical in order to cover a portion or all of the high level of fixed costs associated with operating a foundry, and our debt, in order to improve our results, (xxii) the purchase of equipment to increase capacity, the timely completion of the equipment installation, technology transfer and raising the funds therefor, (xxiii) the concentration of our business in the semiconductor industry, (xxiv) product returns, (xxv) our ability to maintain and develop our technology processes and services to keep pace with new technology, evolving standards, changing customer and end-user requirements, new product introductions and short product life cycles, (xxvi) competing effectively, (xxvii) use of outsourced foundry services by both fabless semiconductor companies and integrated device manufacturers; (xxviii) achieving acceptable device yields, product performance and delivery times, (xxix) our dependence on intellectual property rights of others, our ability to operate our business without infringing others’ intellectual property rights and our ability to enforce our intellectual property against infringement, (xxx) our fab3 landlord’s construction project adjacent to our fabrication facility, including possible temporary reductions or interruptions in the supply of utilities and/ or fab manufacturing, as well as claims that our noise abatement efforts are not adequate under the terms of the amended lease; (xxxi) retention of key employees and recruitment and retention of skilled qualified personnel, (xxxii) exposure to inflation, currency rates (mainly the Israeli Shekel and Japanese Yen) and interest rate fluctuations and risks associated with doing business locally and internationally, as well fluctuations in the market price of our traded securities, (xxxiii) issuance of ordinary shares as a result of conversion and/or exercise of any of our convertible securities, as well as any sale of shares by any of our shareholders, or any market expectation thereof, which may depress the market price of our ordinary shares and may impair our ability to raise future capital, (xxxiv) meeting regulatory requirements worldwide, including environmental and governmental regulations, (xxxv) potential engagement for fab establishment, joint venture and/or capital lease transactions for capacity enhancement in advanced technologies, including risks and uncertainties associated with Agrate fab establishment project, its qualification schedule, technology, equipment and process qualification and production facility ramp-up, customer engagements, cost structure and investment amounts and other terms, which may require additional funding to cover its significant capacity investment needs and other payments, the availability of which funding cannot be assured on favorable terms, if at all; (xxxvi) potential impact on TPSCo and the Company due to the purchase of 49% of TPSCo by NTCJ (previously named PSCS) from Panasonic, (xxxvii) industry and market impact due to the coronavirus and its potential impact on our business, operational continuity, supply chain, revenue and profitability; (xxxviii) potential security, cyber and privacy breaches, and (xxxix) business interruption due to fire and other natural disasters, the security situation in Israel and other events beyond our control such as power interruptions.

A more complete discussion of risks and uncertainties that may affect the accuracy of forward-looking statements included in this press release or which may otherwise affect our business is included under the heading "Risk Factors" in Tower’s most recent filings on Forms 20-F and 6-K, as were filed with the Securities and Exchange Commission (the “SEC”) and the Israel Securities Authority. Future results may differ materially from those previously reported. The Company does not intend to update, and expressly disclaims any obligation to update, the information contained in this release.



 TOWER SEMICONDUCTOR LTD. AND SUBSIDIARIES 
 CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) 
 (dollars in thousands) 
              
              
        September 30, June 30, December 31, 
        2021 2021 2020 
              
 ASSETS        
              
  CURRENT ASSETS        
   Cash and cash equivalents$211,503$215,755$211,683 
   Short-term deposits  315,964 323,713 310,230 
   Marketable securities  190,523 189,489 188,967 
   Trade accounts receivable 144,878 144,868 162,100 
   Inventories  220,668 209,306 199,126 
   Other current assets  43,653 39,929 30,810 
    Total current assets  1,127,189 1,123,060 1,102,916 
              
  LONG-TERM INVESTMENTS 39,157 41,453 40,699 
              
  PROPERTY AND EQUIPMENT, NET 879,323 859,589 839,171 
              
  GOODWILL AND INTANGIBLE ASSETS, NET 17,581 16,978 17,962 
              
  DEFERRED TAX AND OTHER LONG-TERM ASSETS, NET91,786 91,312 93,401 
              
    TOTAL ASSETS $2,155,036$2,132,392$2,094,149 
              
              
 LIABILITIES AND SHAREHOLDERS' EQUITY       
              
  CURRENT LIABILITIES        
   Short-term debt $105,414$104,062$106,513 
   Trade accounts payable  92,989 100,426 96,940 
   Deferred revenue and customers' advances 31,866 19,608 10,027 
   Other current liabilities  69,796 78,411 59,432 
    Total current liabilities  300,065 302,507 272,912 
              
  LONG-TERM DEBT  212,271 234,500 283,765 
              
  LONG-TERM CUSTOMERS' ADVANCES 39,074 32,047 25,451 
              
  EMPLOYEE RELATED LIABILITIES 15,959 15,958 15,833 
              
  DEFERRED TAX AND OTHER LONG-TERM LIABILITIES 28,211 29,771 41,286 
              
    TOTAL LIABILITIES 595,580 614,783 639,247 
              
    TOTAL SHAREHOLDERS' EQUITY 1,559,456 1,517,609 1,454,902 
              
     TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $2,155,036$2,132,392$2,094,149 
              



TOWER SEMICONDUCTOR LTD. AND SUBSIDIARIES 
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) 
(dollars and share count in thousands, except per share data) 
              
              
        Three months ended
 
        September 30,June 30, September 30, 
        2021 2021 2020 
              
REVENUES  $386,706$362,138$310,212 
              
COST OF REVENUES  301,330 288,383 256,751 
              
  GROSS PROFIT  85,376 73,755 53,461 
              
OPERATING COSTS AND EXPENSES:       
              
 Research and development 21,591 21,081 19,569 
 Marketing, general and administrative 19,620 18,671 14,803 
              
        41,211 39,752 34,372 
              
              
  OPERATING PROFIT 44,165 34,003 19,089 
              
FINANCING AND OTHER EXPENSE, NET (2,714) (484) (565) 
              
  PROFIT BEFORE INCOME TAX 41,451 33,519 18,524 
              
INCOME TAX EXPENSE, NET (1,084) (2,202) (2,798) 
              
  NET PROFIT  40,367 31,317 15,726 
              
Net income attributable to non-controlling interest (1,282) (451) (528) 
              
  NET PROFIT ATTRIBUTABLE TO THE COMPANY$39,085$30,866$15,198 
              
              
BASIC EARNINGS PER SHARE$0.36$0.29$0.14 
              
Weighted average number of shares 108,354 108,043 107,475 
              
              
DILUTED EARNINGS PER SHARE$0.36$0.28$0.14 
              
Weighted average number of shares 109,825 109,629 108,500 
              
              
RECONCILIATION FROM GAAP NET PROFIT TO ADJUSTED NET PROFIT:     
              
 GAAP NET PROFIT $39,085$30,866$15,198 
  Stock based compensation 5,451 5,971 3,460 
  Amortization of acquired intangible assets 505 492 490 
 ADJUSTED NET PROFIT$45,041$37,329$19,148 
              
ADJUSTED EARNINGS PER SHARE:       
              
 Basic   $0.42$0.35$0.18 
              
 Diluted  $0.41$0.34$0.18 
              



 TOWER SEMICONDUCTOR LTD. AND SUBSIDIARIES 
 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) 
 (dollars and share count in thousands, except per share data) 
             
             
         Nine months ended 
         September 30, 
         2021 2020 
             
 REVENUES  $1,096,058$920,473 
             
 COST OF REVENUES  867,113 756,764 
             
   GROSS PROFIT  228,945 163,709 
             
 OPERATING COSTS AND EXPENSES:     
             
  Research and development 63,015 58,407 
  Marketing, general and administrative 55,282 47,648 
             
         118,297 106,055 
             
             
   OPERATING PROFIT 110,648 57,654 
             
 FINANCING AND OTHER EXPENSE, NET (11,040) (847) 
             
   PROFIT BEFORE INCOME TAX 99,608 56,807 
             
 INCOME TAX BENEFIT (EXPENSE), NET 2,590 (3,576) 
             
   NET PROFIT  102,198 53,231 
             
 Net income attributable to non-controlling interest (3,925) (1,961) 
             
   NET PROFIT ATTRIBUTABLE TO THE COMPANY$98,273$51,270 
             
             
 BASIC EARNINGS PER SHARE$0.91$0.48 
             
 Weighted average number of shares 108,114 107,083 
             
             
 DILUTED EARNINGS PER SHARE$0.90$0.47 
             
 Weighted average number of shares 109,640 108,311 
             
             
 RECONCILIATION FROM GAAP NET PROFIT TO ADJUSTED NET PROFIT:   
             
  GAAP NET PROFIT $98,273$51,270 
   Stock based compensation 16,328 11,798 
   Amortization of acquired intangible assets 1,488 1,293 
  ADJUSTED NET PROFIT$116,089$64,361 
             
 ADJUSTED EARNINGS PER SHARE:     
             
  Basic   $1.07$0.60 
             
  Diluted  $1.06$0.59 
             



 TOWER SEMICONDUCTOR LTD. AND SUBSIDIARIES 
RECONCILIATION FROM GAAP OPERATING PROFIT TO EBITDA (UNAUDITED) 
(dollars in thousands) 
              
              
        Three months ended 
        September 30, June 30, September 30, 
        2021 2021 2020 
              
              
 GAAP OPERATING PROFIT $44,165$34,003$19,089 
  Depreciation of fixed assets  63,021 58,474 56,131 
  Stock based compensation 5,452 5,971 3,460 
  Amortization of acquired intangible assets 504 492 490 
              
 EBITDA  $113,142$98,940$79,170 
              
              
        Nine months ended   
        September 30, September 30,   
        2021 2020   
              
 GAAP OPERATING PROFIT $110,648$57,654   
  Depreciation of fixed assets  178,119 162,790   
  Stock based compensation 16,329 11,798   
  Amortization of acquired intangible assets 1,487 1,293   
              
 EBITDA  $306,583$233,535   
              



TOWER SEMICONDUCTOR LTD. AND SUBSIDIARIES 
CONSOLIDATED SOURCES AND USES REPORT (UNAUDITED) 
(dollars in thousands) 
         
         
   Three months ended 
   September 30, June 30, September 30, 
   2021 2021 2020 
         
CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD$215,755$215,581$258,793 
         
 Net cash provided by operating activities 106,974 93,250 68,612 
 Investments in property and equipment, net (87,714) (56,184) (66,862) 
 Exercise of options 46 -- 272 
 Debt repaid, net (29,211) (19,769) (26,355) 
 Effect of Japanese Yen exchange rate change over cash balance (597) (68) 2,227 
 Investments in short-term deposits, marketable securities and other assets, net6,250 (17,055) (28,983) 
         
CASH AND CASH EQUIVALENTS - END OF PERIOD$211,503$215,755$207,704 
         
         
         
   Nine months ended   
   September 30,   
   2021 2020   
         
CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD$211,683$355,561   
         
 Net cash provided by operating activities 287,637 203,551   
 Investments in property and equipment, net (193,313) (192,306)   
 Exercise of options 410 1,486   
 Debt repaid, net (78,355) (55,552)   
 Effect of Japanese Yen exchange rate change over cash balance (4,143) 2,733   
 Investments in short-term deposits, marketable securities and other assets, net(12,416) (107,769)   
         
CASH AND CASH EQUIVALENTS - END OF PERIOD$211,503$207,704   
         



TOWER SEMICONDUCTOR LTD. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(dollars in thousands)
                 
        Nine months ended Three months ended
        September 30, September 30, September 30, June 30, September 30,
        2021 2020 2021 2021 2020
                 
CASH FLOWS - OPERATING ACTIVITIES          
                 
 Net profit for the period$102,198$53,231$40,367$31,317$15,726
                 
 Adjustments to reconcile net profit for the period          
  to net cash provided by operating activities:          
   Income and expense items not involving cash flows:          
    Depreciation and amortization 197,017 177,576 69,482 65,482 60,277
    Effect of exchange rate differences on debentures (1,215) (82) 779 1,798 828
    Other expense (income), net (1,286) (332) 1,941 1,758 558
   Changes in assets and liabilities:          
    Trade accounts receivable 12,044 10,260 (678) 18,996 11,556
    Other assets (13,169) (2,508) (4,186) (16,065) (7,630)
    Inventories (28,037) (10,691) (12,553) (12,077) 6,689
    Trade accounts payable (16,668) (23,249) (2,100) (5,302) (10,299)
    Deferred revenue and customers' advances  35,495 (3,094) 19,288 (3,133) (596)
    Other current liabilities 11,609 (103) (8,087) 12,612 (10,832)
    Long-term employee related liabilities 97 3,847 (43) 247 1,793
    Deferred tax, net and other long-term liabilities (10,448) (1,304) 2,764 (2,383) 542
     Net cash provided by operating activities 287,637 203,551 106,974 93,250 68,612
                 
CASH FLOWS - INVESTING ACTIVITIES          
 Investments in property and equipment, net (193,313) (192,306) (87,714) (56,184) (66,862)
 Investments in deposits, marketable securities and other assets, net (12,416) (107,769) 6,250 (17,055) (28,983)
     Net cash used in investing activities (205,729) (300,075) (81,464) (73,239) (95,845)
                 
CASH FLOWS - FINANCING ACTIVITIES          
                 
 Debt repaid, net (78,355) (55,552) (29,211) (19,769) (26,355)
 Exercise of options 410 1,486 46 -- 272
     Net cash used in financing activities (77,945) (54,066) (29,165) (19,769) (26,083)
                 
EFFECT OF FOREIGN CURRENCY EXCHANGE RATE CHANGE (4,143) 2,733 (597) (68) 2,227
                 
                 
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (180) (147,857) (4,252) 174 (51,089)
CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD 211,683 355,561 215,755 215,581 258,793
                 
CASH AND CASH EQUIVALENTS - END OF PERIOD$211,503$207,704$211,503$215,755$207,704
                 

 



 


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