UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

 

☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended July 3, 2021

 

OR

☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from                  to                    .

 

Commission File No. 0-121

KULICKE AND SOFFA INDUSTRIES, INC.

(Exact name of registrant as specified in its charter)

Pennsylvania			23-1498399
(State or other jurisdiction of incorporation)			(IRS Employer
			Identification No.)

 

23A Serangoon North Avenue 5, #01-01, Singapore 554369

1005 Virginia Dr., Fort Washington, PA 19034

(Address of principal executive offices and Zip Code)

(215) 784-6000

(Registrant's telephone number, including area code) 

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common Stock, Without Par Value			KLIC			The Nasdaq Global Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒  No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer			☒			Accelerated filer			☐
Non-accelerated filer			☐			Smaller reporting company			☐
Emerging growth company			☐

---

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒ 

As of August 2, 2021, there were 61,968,509 shares of the Registrant's Common Stock, no par value, outstanding.

---

Table of Contents

KULICKE AND SOFFA INDUSTRIES, INC.

 

FORM 10 – Q

 

July 3, 2021

 Index

 

						Page Number
PART I - FINANCIAL INFORMATION
Item 1.			FINANCIAL STATEMENTS (Unaudited)
			Consolidated Condensed Balance Sheets as of July 3, 2021 and October 3, 2020			1
			Consolidated Condensed Statements of Operations for the three and nine months ended July 3, 2021 and June 27, 2020			2
			Consolidated Condensed Statements of Comprehensive Income for the three and nine months ended July 3, 2021 and June 27, 2020			3
			Consolidated Condensed Statements of Changes in Shareholders' Equity for the three and nine months ended July 3, 2021 and June 27, 2020			4
			Consolidated Condensed Statements of Cash Flows for the nine months ended July 3, 2021 and June 27, 2020			6
			Notes to Consolidated Condensed Financial Statements			7
Item 2.			MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS			30
Item 3.			QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK			39
Item 4.			CONTROLS AND PROCEDURES			41
PART II - OTHER INFORMATION
Item 1.			LEGAL PROCEEDINGS			42
Item 1A.			RISK FACTORS			42
Item 2.			UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS			43
Item 6.			EXHIBITS			44
			SIGNATURES			45

---

Table of Contents

PART I. - FINANCIAL INFORMATION

Item 1. – FINANCIAL STATEMENTS

KULICKE AND SOFFA INDUSTRIES, INC.

CONSOLIDATED CONDENSED BALANCE SHEETS (Unaudited)

(in thousands)

			As of
			July 3, 2021						October 3, 2020
ASSETS
Current assets:
Cash and cash equivalents			$	387,999					$	188,127
Short-term investments			247,000						342,000
Accounts and other receivable, net of allowance for doubtful accounts of $865 and $968, respectively			369,346						198,640
Inventories, net			153,325						111,809
Prepaid expenses and other current assets			21,923						19,620
Total current assets			1,179,593						860,196
Property, plant and equipment, net			66,232						59,147
Operating right-of-use assets			19,940						22,688
Goodwill			73,683						56,695
Intangible assets, net			45,031						37,972
Deferred tax assets			16,640						8,147
Equity investments			6,391						7,535
Other assets			2,351						2,186
TOTAL ASSETS			$	1,409,861					$	1,054,566
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable			144,269						57,688
Operating lease liabilities			6,231						5,903
Income taxes payable			22,971						17,540
Accrued expenses and other current liabilities			134,789						76,762
Total current liabilities			308,260						157,893
Deferred tax liabilities			32,949						33,005
Income taxes payable			66,859						74,957
Operating lease liabilities			15,227						18,325
Other liabilities			13,224						12,392
TOTAL LIABILITIES			$	436,519					$	296,572
Commitments and contingent liabilities (Note 16)
Shareholders' equity:
Preferred stock, without par value: Authorized 5,000 shares; issued - none			$	—					$	—
Common stock, without par value: Authorized 200,000 shares; issued 85,364 and 85,364, respectively; outstanding 61,986 and 61,558 shares, respectively			546,175						539,213
Treasury stock, at cost, 23,378 and 23,806 shares, respectively			(396,688)						(394,817)
Retained earnings			823,515						616,119
Accumulated other comprehensive income/(loss)			340						(2,521)
TOTAL SHAREHOLDERS' EQUITY			$	973,342					$	757,994
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY			$	1,409,861					$	1,054,566

The accompanying notes are an integral part of these consolidated condensed financial statements.

1

---

Table of Contents

KULICKE AND SOFFA INDUSTRIES, INC.

CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (Unaudited)

(in thousands, except per share data)

			Three months ended												Nine months ended
			July 3, 2021						June 27, 2020						July 3, 2021						June 27, 2020
Net revenue			$	424,318					$	150,450					$	1,032,338					$	445,488
Cost of sales			228,623						81,027						566,667						236,398
Gross profit			195,695						69,423						465,671						209,090
Selling, general and administrative			39,103						27,905						105,511						85,723
Research and development			36,137						30,547						102,549						87,906
Operating expenses			75,240						58,452						208,060						173,629
Income from operations			120,455						10,971						257,611						35,461
Interest income			564						1,374						1,801						6,888
Interest expense			(41)						(446)						(146)						(1,690)
Income before income taxes			120,978						11,899						259,266						40,659
Provision for income taxes			7,212						690						25,722						3,985
Share of results of equity-method investee, net of tax			—						58						94						158
Net income			$	113,766					$	11,151					$	233,450					$	36,516
Net income per share:
Basic			$	1.83					$	0.18					$	3.76					$	0.58
Diluted			$	1.79					$	0.18					$	3.68					$	0.57
Weighted average shares outstanding:
Basic			62,023						62,313						62,023						63,200
Diluted			63,485						62,833						63,364						63,755

 The accompanying notes are an integral part of these consolidated condensed financial statements.

2

---

Table of Contents

KULICKE AND SOFFA INDUSTRIES, INC.

CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)

(in thousands)

			Three months ended												Nine months ended
			July 3, 2021						June 27, 2020						July 3, 2021						June 27, 2020
Net income			$	113,766					$	11,151					$	233,450					$	36,516
Other comprehensive income:
Foreign currency translation adjustment			1,868						745						3,854						2,424
Unrecognized actuarial (loss)/gain on pension plan, net of tax			(79)						(5)						1						(71)
			1,789						740						3,855						2,353
Derivatives designated as hedging instruments:
Unrealized (loss)/gain on derivative instruments, net of tax			(133)						1,034						301						(340)
Reclassification adjustment for (gain)/loss on derivative instruments recognized, net of tax			(317)						384						(1,295)						653
Net (decrease)/increase from derivatives designated as hedging instruments, net of tax			(450)						1,418						(994)						313
Total other comprehensive income			1,339						2,158						2,861						2,666
Comprehensive income			$	115,105					$	13,309					$	236,311					$	39,182

The accompanying notes are an integral part of these consolidated condensed financial statements.

3

---

Table of Contents

KULICKE AND SOFFA INDUSTRIES, INC.

CONSOLIDATED CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (Unaudited)

(in thousands)

			Common Stock												Treasury Stock						Retained Earnings						Accumulated Other Comprehensive (Loss)/Income						Shareholders' Equity
			Shares						Amount
Balances as of October 3, 2020			61,558						$	539,213					$	(394,817)					$	616,119					$	(2,521)					$	757,994
Issuance of stock for services rendered			8						96						77						—						—						173
Repurchase of common stock			(48)						—						(1,206)						—						—						(1,206)
Issuance of shares for equity-based compensation			535						(4,076)						4,076						—						—						—
Equity-based compensation			—						3,216						—						—						—						3,216
Cash dividend declared			—						—						—						(8,687)						—						(8,687)
Components of comprehensive income:
Net income			—						—						—						48,363						—						48,363
Other comprehensive income			—						—						—						—						7,763						7,763
Total comprehensive income			—						—						—						48,363						7,763						56,126
Balances as of January 2, 2021			62,053						$	538,449					$	(391,870)					$	655,795					$	5,242					$	807,616
Issuance of stock for services rendered			7						130						55						—						—						185
Repurchase of common stock			(23)						—						(1,110)						—						—						(1,110)
Issuance of shares for equity-based compensation			24						(245)						245						—						—						—
Equity-based compensation			—						3,778						—						—						—						3,778
Cash dividend declared			—						—						—						(8,688)						—						(8,688)
Components of comprehensive income:
Net income			—						—						—						71,320						—						71,320
Other comprehensive loss			—						—						—						—						(6,241)						(6,241)
Total comprehensive income/(loss)			—						—						—						71,320						(6,241)						65,079
Balances as of April 3, 2021			62,061						$	542,112					$	(392,680)					$	718,427					$	(999)					$	866,860
Issuance of stock for services rendered			4						185						39						—						—						224
Repurchase of common stock			(82)						—						(4,087)						—						—						(4,087)
Issuance of shares for equity-based compensation			3						(40)						40						—						—						—
Equity-based compensation			—						3,918						—						—						—						3,918
Cash dividend declared			—						—						—						(8,678)						—						(8,678)
Components of comprehensive income:
Net income			—						—						—						113,766						—						113,766
Other comprehensive income			—						—						—						—						1,339						1,339
Total comprehensive income			—						—						—						113,766						1,339						115,105
Balances as of July 3, 2021			61,986						$	546,175					$	(396,688)					$	823,515					$	340					$	973,342

4

---

Table of Contents

			Common Stock												Treasury Stock						Retained Earnings						Accumulated Other Comprehensive (Loss)/Income						Shareholders' Equity
			Shares						Amount
Balances as of September 28, 2019			63,173						$	533,590					$	(349,212)					$	594,625					$	(9,940)					$	769,063
Issuance of stock for services rendered			9						131						91						—						—						222
Repurchase of common stock			(224)						—						(5,369)						—						—						(5,369)
Issuance of shares for equity-based compensation			800						(7,653)						7,653						—						—						—
Equity-based compensation			—						3,387						—						—						—						3,387
Cumulative effect of accounting changes			—						—						—						(769)						—						(769)
Cash dividend declared			—						—						—						(7,651)						—						(7,651)
Components of comprehensive income:
Net income			—						—						—						13,477						—						13,477
Other comprehensive income			—						—						—						—						3,293						3,293
Total comprehensive income			—						—						—						13,477						3,293						16,770
Balances as of December 28, 2019			63,758						$	529,455					$	(346,837)					$	599,682					$	(6,647)					$	775,653
Issuance of stock for services rendered			8						142						79						—						—						221
Repurchase of common stock			(872)						—						(18,522)						—						—						(18,522)
Issuance of shares for equity-based compensation			19						(185)						185						—						—						—
Equity-based compensation			—						3,500						—						—						—						3,500
Cash dividend declared			—						—						—						(7,557)						—						(7,557)
Components of comprehensive income/(loss)
Net income			—						—						—						11,888						—						11,888
Other comprehensive loss			—						—						—						—						(2,785)						(2,785)
Total comprehensive income/(loss)			—						—						—						11,888						(2,785)						9,103
Balances as of March 28, 2020			62,913						$	532,912					$	(365,095)					$	604,013					$	(9,432)					$	762,398
Issuance of stock for services rendered			9						102						84						—						—						186
Repurchase of common stock			(1,004)						—						(22,358)						—						—						(22,358)
Issuance of shares for equity-based compensation			7						(67)						67						—						—						—
Equity-based compensation			—						3,540						—						—						—						3,540
Cash dividend declared			—						—						—						(7,431)						—						(7,431)
Components of comprehensive income:
Net income			—						—						—						11,151						—						11,151
Other comprehensive income			—						—						—						—						2,158						2,158
Total comprehensive income			—						—						—						11,151						2,158						13,309
Balances as of June 27, 2020			61,925						$	536,487					$	(387,302)					$	607,733					$	(7,274)					$	749,644

 The accompanying notes are an integral part of these consolidated condensed financial statements.

5

---

Table of Contents

KULICKE AND SOFFA INDUSTRIES, INC.

CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Unaudited)

(in thousands)

			Nine months ended
			July 3, 2021						June 27, 2020
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income			$	233,450					$	36,516
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization			14,552						14,597
Equity-based compensation and employee benefits			11,504						11,056
Gain on disposal of equity method investments			(1,046)						—
Adjustment for doubtful accounts			(95)						709
Adjustment for inventory valuation			(834)						3,197
Deferred taxes			(10,587)						360
Loss on disposal of property, plant and equipment			25						860
Unrealized foreign currency translation			719						909
Share of results of equity-method investee			94						158
Changes in operating assets and liabilities, net of assets and liabilities assumed in businesses combinations:
Accounts and other receivable			(170,403)						(122)
Inventories			(40,771)						(28,013)
Prepaid expenses and other current assets			(2,856)						1,697
Accounts payable, accrued expenses and other current liabilities			144,717						25,903
Income taxes payable			(2,670)						(5,428)
Other, net			857						282
Net cash provided by operating activities			176,656						62,681
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of business, net of cash acquired			(26,338)						—
Purchases of property, plant and equipment			(16,747)						(7,849)
Proceeds from sales of property, plant and equipment			191						—
Purchase of equity investments			—						(1,288)
Disposal of equity-method investments			2,115						—
Purchase of short-term investments			(229,000)						(234,000)
Maturity of short-term investments			324,000						269,000
Net cash provided by investing activities			54,221						25,863
CASH FLOWS FROM FINANCING ACTIVITIES:
Payment on short-term debt			(22,750)						(147,143)
Proceeds from short-term debt			22,750						86,239
Payment for finance lease			(253)						(67)
Repurchase of common stock			(6,953)						(46,851)
Common stock cash dividends paid			(24,776)						(22,796)
Net cash used in financing activities			(31,982)						(130,618)
Effect of exchange rate changes on cash and cash equivalents			977						(335)
Changes in cash and cash equivalents			199,872						(42,409)
Cash and cash equivalents at beginning of period			188,127						364,184
Cash and cash equivalents at end of period			$	387,999					$	321,775
CASH PAID FOR:
Interest			$	146					$	1,690
Income taxes, net of refunds			$	39,405					$	10,088

The accompanying notes are an integral part of these consolidated condensed financial statements. 

6

---

Table of Contents

KULICKE AND SOFFA INDUSTRIES, INC.

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

Unaudited

NOTE 1: BASIS OF PRESENTATION

These consolidated condensed financial statements include the accounts of Kulicke and Soffa Industries, Inc. and its subsidiaries (“we,” “us,” “our,” or the “Company”) with appropriate elimination of intercompany balances and transactions.

The interim consolidated condensed financial statements are unaudited and, in management's opinion, include all adjustments (consisting only of normal and recurring adjustments) necessary for a fair statement of results for these interim periods. The interim consolidated condensed financial statements do not include all of the information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the fiscal year ended October 3, 2020, filed with the Securities and Exchange Commission, which includes Consolidated Balance Sheets as of October 3, 2020 and September 28, 2019, and the related Consolidated Statements of Operations, Statements of Comprehensive Income, Changes in Shareholders' Equity and Cash Flows for each of the years in the three-year period ended October 3, 2020. The results of operations for any interim period are not necessarily indicative of the results of operations for any other interim period or for a full year.

Fiscal Year    

Each of the Company's first three fiscal quarters end on the Saturday that is 13 weeks after the end of the immediately preceding fiscal quarter. The fourth quarter of each fiscal year ends on the Saturday closest to September 30. Fiscal 2021 quarters end on January 2, 2021, April 3, 2021, July 3, 2021 and October 2, 2021. In fiscal years consisting of 53 weeks, the fourth quarter will consist of 14 weeks. Fiscal 2020 quarters ended on December 28, 2019, March 28, 2020, June 27, 2020 and October 3, 2020.

Nature of Business

The Company designs, manufactures and sells capital equipment and tools as well as services, maintains, repairs and upgrades equipment, all used to assemble semiconductor devices. The Company's operating results depend upon the capital and operating expenditures of semiconductor device manufacturers, integrated device manufacturers, outsourced semiconductor assembly and test providers (“OSATs”), and other electronics manufacturers including automotive electronics suppliers, worldwide which, in turn, depend on the current and anticipated market demand for semiconductors and products utilizing semiconductors. The semiconductor industry is highly volatile and experiences downturns and slowdowns which can have a severe negative effect on the semiconductor industry's demand for semiconductor capital equipment, including assembly equipment manufactured and sold by the Company and, to a lesser extent, tools, including those sold by the Company. These downturns and slowdowns have in the past adversely affected the Company's operating results. The Company believes such volatility will continue to characterize the industry and the Company's operations in the future.

Use of Estimates

The preparation of consolidated condensed financial statements requires management to make assumptions, estimates and judgments that affect the reported amounts of assets and liabilities, net revenue and expenses during the reporting periods, and disclosures of contingent assets and liabilities as of the date of the consolidated condensed financial statements. On an ongoing basis, management evaluates estimates, including but not limited to, those related to accounts receivable, reserves for excess and obsolete inventory, carrying value and lives of fixed assets, goodwill and intangible assets, the valuation estimates and assessment of impairment and observable price adjustments, income taxes, equity-based compensation expense, and warranties. Management bases its estimates on historical experience and on various other assumptions believed to be reasonable. As a result, management makes judgments regarding the carrying values of the Company's assets and liabilities that are not readily apparent from other sources. Authoritative pronouncements, historical experience and assumptions are used as the basis for making estimates, and on an ongoing basis, management evaluates these estimates. Actual results may differ from these estimates.

Due to the coronavirus (“COVID-19”) pandemic, there has been uncertainty and disruption in the global economy and financial markets. The Company is not aware of any specific event or circumstance that would require an update to its estimates or judgments or a revision of the carrying value of its assets or liabilities as of July 3, 2021. While there was no material impact to our consolidated condensed financial statements as of and for the quarter ended July 3, 2021, these estimates may change, as new events occur and additional information is obtained, as well as other factors related to COVID-19 that could result in material impacts to our consolidated condensed financial statements in future reporting periods.

7

---

Table of Contents

KULICKE AND SOFFA INDUSTRIES, INC.

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

Unaudited (continued)

Vulnerability to Certain Concentrations

Financial instruments which may subject the Company to concentrations of credit risk as of July 3, 2021 and October 3, 2020 consisted primarily of trade receivables. The Company manages credit risk associated with investments by investing its excess cash in highly rated debt instruments of the U.S. government and its agencies, financial institutions, and corporations. The Company has established investment guidelines relative to diversification and maturities designed to maintain safety and liquidity. These guidelines are periodically reviewed and modified as appropriate. The Company does not have any exposure to sub-prime financial instruments or auction rate securities.

The Company's trade receivables result primarily from the sale of semiconductor equipment, related accessories and replacement parts, and tools to a relatively small number of large manufacturers in a highly concentrated industry. Write-offs of uncollectible accounts have historically not been material. The Company actively monitors its customers' financial strength to reduce the risk of loss, including as a result of COVID-19.

The Company's products are complex and require raw materials, components and subassemblies having a high degree of reliability, accuracy and performance. The Company relies on subcontractors to manufacture many of these components and subassemblies and it relies on sole source suppliers for some important components and raw material inventory.

Foreign Currency Translation and Remeasurement

The majority of the Company's business is transacted in U.S. dollars; however, the functional currencies of some of the Company's subsidiaries are their local currencies. In accordance with ASC No. 830, Foreign Currency Matters (“ASC 830”), for a subsidiary of the Company that has a functional currency other than the U.S. dollar, gains and losses resulting from the translation of the functional currency into U.S. dollars for financial statement presentation are not included in determining net income, but are accumulated in the cumulative translation adjustment account as a separate component of shareholders' equity (accumulated other comprehensive income). The tax effect of currency translation adjustments related to unremitted foreign earnings no longer deemed to be indefinitely reinvested outside the U.S. is reflected in the determination of the Company’s net income or other comprehensive income (“OCI”). Gains and losses resulting from foreign currency transactions are included in the determination of net income.

The Company's operations are exposed to changes in foreign currency exchange rates due to transactions denominated in currencies other than the location's functional currency. The Company is also exposed to foreign currency fluctuations that impact the remeasurement of net monetary assets of those operations whose functional currency, the U.S. dollar, differs from their respective local currencies, most notably in Israel, Singapore and Switzerland. In addition to net monetary remeasurement, the Company has exposures related to the translation of subsidiary financial statements from their functional currency, the local currency, into its reporting currency, the U.S. dollar, most notably in the Netherlands, China, Taiwan, Japan and Germany. The Company's U.S. operations also have foreign currency exposure due to net monetary assets denominated in currencies other than the U.S. dollar.

Derivative Financial Instruments

The Company’s primary objective for holding derivative financial instruments is to manage the fluctuation in foreign exchange rates and accordingly is not speculative in nature. The Company’s international operations are exposed to changes in foreign exchange rates as described above. The Company has established a program to monitor the forecasted transaction currency risk to protect against foreign exchange rate volatility. Generally, the Company uses foreign exchange forward contracts in these hedging programs. These instruments, which have maturities of up to twelve months, are recorded at fair value and are included in prepaid expenses and other current assets, or accrued expenses and other current liabilities.

Our accounting policy for derivative financial instruments is based on whether they meet the criteria for designation as a cash flow hedge. A designated hedge with exposure to variability in the functional currency equivalent of the future foreign currency cash flows of a forecasted transaction is referred to as a cash flow hedge. The criteria for designating a derivative as a cash flow hedge include the assessment of the instrument’s effectiveness in risk reduction, matching of the derivative instrument to its underlying transaction, and the assessment of the probability that the underlying transaction will occur. For derivatives with cash flow hedge accounting designation, we report the after-tax gain / (loss) from the effective portion of the hedge as a component of accumulated other comprehensive income / (loss) and reclassify it into earnings in the same period in which the hedged transaction affects earnings and in the same line item on the Consolidated Condensed Statement of Operations as the impact of the hedged transaction. Derivatives that we designate as cash flow hedges are classified in the Consolidated Condensed Statement of Cash Flows in the same section as the underlying item, primarily within cash flows from operating activities.

8

---

Table of Contents

KULICKE AND SOFFA INDUSTRIES, INC.

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

Unaudited (continued)

The hedge effectiveness of these derivative instruments is evaluated by comparing the cumulative change in the fair value of the hedge contract with the cumulative change in the fair value of the forecasted cash flows of the hedged item.

If a cash flow hedge is discontinued because it is no longer probable that the original hedged transaction will occur as previously anticipated, the cumulative unrealized gain or loss on the related derivative is reclassified from accumulated other comprehensive income / (loss) into earnings. Subsequent gain / (loss) on the related derivative instrument is recognized into earnings in each period until the instrument matures, is terminated, is re-designated as a qualified cash flow hedge, or is sold. Ineffective portions of cash flow hedges, as well as amounts excluded from the assessment of effectiveness, are recognized in earnings.

Cash Equivalents

The Company considers all highly liquid investments with original maturities of three months or less when purchased to be cash equivalents. Cash equivalents are measured at fair value based on Level 1 measurement, or quoted market prices, as defined by ASC No. 820, Fair Value Measurements and Disclosures.

Equity Investments

The Company invests in equity securities in companies to promote business and strategic objectives. Equity investments are measured and recorded as follows:

•Equity method investments are equity securities in investees that provide the Company with the ability to exercise significant influence in which it lacks a controlling financial interest. Our proportionate share of the income or loss is recognized on a one-quarter lag and is recorded as share of results of equity-method investee, net of tax.

•Non-marketable equity securities are equity securities without readily determinable fair value that are measured and recorded using a measurement alternative that measures the securities at cost minus impairment, if any, plus or minus changes resulting from qualifying observable price changes.

Allowance for Doubtful Accounts

The Company maintains allowances for doubtful accounts for estimated losses resulting from its customers' failure to make required payments. If the financial condition of the Company's customers were to deteriorate, resulting in an impairment of their ability to make payments, including as a result of COVID-19, additional allowances may be required. If global or regional economic conditions deteriorate or political conditions were to change in some of the countries where the Company does business, including as a result of COVID-19, it could have a significant impact on the results of operations, and the Company's ability to realize the full value of its accounts receivable.

Inventories

Inventories are stated at the lower of cost (on a first-in first-out basis) or net realizable value. The Company generally provides reserves for obsolete inventory and for inventory considered to be in excess of demand. Demand is generally defined as 18 months forecasted future consumption for equipment, 24 months forecasted future consumption for spare parts, and 12 months forecasted future consumption for tools. Forecasted consumption is based upon internal projections, historical sales volumes, customer order activity and a review of consumable inventory levels at customers' facilities. The Company communicates forecasts of its future consumption to its suppliers and adjusts commitments to those suppliers accordingly. If required, the Company reserves the difference between the carrying value of its inventory and the lower of cost or net realizable value, based upon projections about future consumption, and market conditions. If actual market conditions are less favorable than projections, additional inventory reserves may be required.

Inventory reserve provision for certain subsidiaries is determined based on management's estimate of future consumption for equipment and spare parts. This estimate is based on historical sales volumes, internal projections and market developments and trends.

Property, Plant and Equipment

Property, plant and equipment are carried at cost. The cost of additions and those improvements which increase the capacity or lengthen the useful lives of assets are capitalized, while repair and maintenance costs are expensed as incurred. Depreciation and amortization are provided on a straight-line basis over the estimated useful lives as follows: buildings 25 years; machinery, equipment, furniture and fittings 3 to 10 years; toolings 1 year; and leasehold improvements are based on the shorter of the life of lease or life of asset. Purchased computer software costs related to business and financial systems are amortized over a five-year period on a straight-line basis. Land is not depreciated.

9

---

Table of Contents

KULICKE AND SOFFA INDUSTRIES, INC.

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

Unaudited (continued)

Valuation of Long-Lived Assets

In accordance with ASC No. 360, Property, Plant & Equipment ("ASC 360"), the Company's definite lived intangible assets and property, plant and equipment are tested for impairment based on undiscounted cash flows when triggering events occur, and if impaired, written-down to fair value based on either discounted cash flows or appraised values. ASC 360 also provides a single accounting model for long-lived assets to be disposed of by sale and establishes additional criteria that would have to be met to classify an asset as held for sale. The carrying amount of an asset or asset group is not recoverable to the extent it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset or asset group. Estimates of future cash flows used to test the recoverability of a long-lived asset or asset group must incorporate the entity's own assumptions about its use of the asset or asset group and must factor in all available evidence.

ASC 360 requires that long-lived assets be tested for recoverability whenever events or changes in circumstances indicate that their carrying amount may not be recoverable. Such events include significant under-performance relative to historical internal forecasts or projected future operating results; significant changes in the manner of use of the assets; significant negative industry or economic trends; or significant changes in market capitalization. During the three and nine months ended July 3, 2021, no "triggering" events occurred.

Accounting for Impairment of Goodwill

ASC No. 350, Intangibles-Goodwill and Other requires goodwill and other intangible assets with indefinite lives to be reviewed for impairment annually, or more frequently if circumstances indicate a possible impairment. We assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value. If, after assessing the qualitative factors, a company determines that it is not more likely than not that the fair value of a reporting unit is less than its carrying value, then performing the impairment test is unnecessary. However, if a company concludes otherwise, then it is required to perform the goodwill impairment test. The Company's impairment test is performed by comparing the fair value of a reporting unit with its carrying value, and determining if the carrying amount exceeds its fair value.

As part of the annual evaluation, the Company performs an impairment test of its goodwill in the fourth quarter of each fiscal year to coincide with the completion of its annual forecasting and refreshing of its business outlook processes. On an ongoing basis, the Company monitors if a “triggering” event has occurred that may have the effect of reducing the fair value of a reporting unit below its respective carrying value. Adverse changes in expected operating results and/or unfavorable changes in other economic factors used to estimate fair values could result in a non-cash impairment charge in the future.

Impairment assessments inherently involve judgment as to the assumptions made about the expected future cash flows and the impact of market conditions on those assumptions. Future events and changing market conditions may impact the assumptions as to prices, costs, growth rates or other factors that may result in changes in the estimates of future cash flows. Although the Company believes the assumptions that it has used in testing for impairment are reasonable, significant changes in any one of the assumptions could produce a significantly different result. Indicators of potential impairment, including significant and unforeseen customer losses, a significant adverse change in legal factors or in the business climate, a significant adverse action or assessment by a regulator, a significant stock price decline or unanticipated competition may lead the Company to perform interim goodwill impairment assessments.

For further information on goodwill and other intangible assets, please refer to Note 4 below.

Revenue Recognition

In accordance with ASC No. 606, Revenue from Contracts with Customers, the Company recognizes revenue when we satisfy performance obligations as evidenced by the transfer of control of our products or services to customers. In general, the Company generates revenue from product sales, either directly to customers or to distributors. In determining whether a contract exists, we evaluate the terms of the agreement, the relationship with the customer or distributor and their ability to pay.

The Company recognizes revenue from sales of our products, including sales to our distributors, at a point in time, generally upon shipment or delivery to the customer or distributor, depending upon the terms of the sales order. Control is considered transferred when title and risk of loss pass, when the customer becomes obligated to pay and, where applicable, when the customer has accepted the products or upon expiration of the acceptance period. For sales to distributors, payment is due on our standard commercial terms and is not contingent upon resale of the products.

Our business is subject to contingencies related to customer orders, including:

•Right of Return: A large portion of our revenue comes from the sale of equipment used in the semiconductor assembly process. Other product sales relate to consumable products, which are sold in high-volume quantities, and are generally

10

---

Table of Contents

KULICKE AND SOFFA INDUSTRIES, INC.

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

Unaudited (continued)

maintained at low stock levels at the customer's facility. Customer returns have historically represented a very small percentage of customer sales on an annual basis.

•Warranties: Our equipment is generally shipped with a one-year warranty against manufacturing defects. We establish reserves for estimated warranty expense when revenue for the related equipment is recognized. The reserve for estimated warranty expense is based upon historical experience and management's estimate of future expenses, including product parts replacement, freight charges and labor costs expected to be incurred to correct product failures during the warranty period.

•Conditions of Acceptance: Sales of our consumable products generally do not have customer acceptance terms. In certain cases, sales of our equipment have customer acceptance clauses which may require the equipment to perform in accordance with customer specifications or when installed at the customer's facility. In such cases, if the terms of acceptance are satisfied at our facility prior to shipment, the revenue for the equipment will be recognized upon shipment. If the terms of acceptance are satisfied at our customers' facilities, the revenue for the equipment will not be recognized until acceptance, which is typically obtained after installation and testing, is received from the customer.

Service revenue is generally recognized over time as the services are performed. For the three and nine months ended July 3, 2021, and June 27, 2020, the service revenue is not material.

The Company measures revenue based on the amount of consideration we expect to be entitled to in exchange for products or services. Any variable consideration such as sales incentives are recognized as a reduction of net revenue at the time of revenue recognition.

The length of time between invoicing and payment is not significant under our payment terms. In instances where the timing of revenue recognition differs from the timing of invoicing, we have determined our contracts generally do not include a significant financing component.

Shipping and handling costs billed to customers are recognized in net revenue. Shipping and handling costs paid by the Company are included in cost of sales.

Research and Development

The Company charges research and development costs associated with the development of new products to expense when incurred. In certain circumstances, pre-production machines that the Company intends to sell are carried as inventory until sold.

Income Taxes

In accordance with ASC No. 740, Income Taxes, deferred income taxes are determined using the balance sheet method. The Company records a valuation allowance to reduce its deferred tax assets to the amount expected, on a more likely than not basis, to be realized. While the Company has considered future taxable income and ongoing tax planning strategies in assessing the need for the valuation allowance, if it were to determine that it would be able to realize its deferred tax assets in the future in excess of its net recorded amount, an adjustment to deferred tax assets would increase income in the period when such determination is made. Likewise, should the Company determine it would not be able to realize all or part of its deferred tax assets in the future, an adjustment to deferred tax assets would decrease income in the period when such determination is made.

The Company determines the amount of unrecognized tax benefit with respect to uncertain tax positions taken or expected to be taken on its income tax returns in accordance with ASC No. 740 Topic 10, Income Taxes, General (“ASC 740.10”). Under ASC 740.10, the Company utilizes a two-step approach for evaluating uncertain tax positions. Step one, or recognition, requires a company to determine if the weight of available evidence indicates a tax position is more likely than not to be sustained upon examination solely based on its technical merit. Step two, or measurement, is based on the largest amount of benefit, which is more likely than not to be realized on settlement with the taxing authority, including resolution of related appeals or litigation processes, if any.

Equity-Based Compensation

The Company accounts for equity-based compensation under the provisions of ASC No. 718, Compensation - Stock Compensation (“ASC 718”). ASC 718 requires the recognition of the fair value of the equity-based compensation in net income. Compensation expense associated with Relative TSR Performance Share Units is determined using a Monte-Carlo valuation model, and compensation expense associated with time-based and Growth Performance Share Units is determined based on the number of shares granted and the fair value on the date of grant. Please refer to Note 11 for a summary of the

11

---

Table of Contents

KULICKE AND SOFFA INDUSTRIES, INC.

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

Unaudited (continued)

terms of these performance-based awards. The fair value of the Company's stock option awards is estimated using a Black-Scholes option valuation model. The fair value of equity-based awards is amortized over the vesting period of the award and the Company elected to use the straight-line method for awards granted after the adoption of ASC 718.

Earnings per Share

Earnings per share (“EPS”) are calculated in accordance with ASC No. 260, Earnings per Share. Basic EPS include only the weighted average number of common shares outstanding during the period. Diluted EPS include the weighted average number of common shares and the dilutive effect of stock options, restricted stock awards, performance share units and restricted share units outstanding during the period, when such instruments are dilutive.

Accounting for Business Acquisitions

The Company accounts for business acquisitions in accordance with ASC No. 805, Business Combinations. The fair value of the net assets acquired and the results of operations of the acquired businesses are included in the Unaudited Consolidated Condensed Financial Statements from the acquisition date forward. The Company is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and results of operations during the reporting period. Estimates are used in accounting for, among other things, the fair value of acquired net operating assets, property, plant and equipment, deferred revenue, intangible assets and related deferred income taxes, useful lives of property, plant and equipment, and amortizable lives of acquired intangible assets. Any excess of the purchase consideration over the identified fair value of the assets and liabilities assumed is recognized as goodwill. The valuation of these tangible and identifiable intangible assets and liabilities is subject to further management review and may change materially between the preliminary allocation and end of the purchase price allocation period.

Restructuring Charges

Restructuring charges may consist of voluntary or involuntary severance-related charges, asset-related charges and other costs due to exit activities. We recognize voluntary termination benefits when an employee accepts the offered benefit arrangement. We recognize involuntary severance-related charges depending on whether the termination benefits are provided under an ongoing benefit arrangement or under a one-time benefit arrangement. If the former, we recognize the charges once they are probable and the amounts are estimable. If the latter, we recognize the charges once the benefits have been communicated to employees.

Recent Accounting Pronouncements

Financial Instruments

In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. This ASU replaces the impairment methodology in current GAAP, which delays recognition of credit losses until it is probable a loss has been incurred, with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. We adopted this ASU in the first quarter of fiscal 2021. The adoption of this ASU did not have a material impact on our consolidated condensed financial statements.

Collaborative Arrangements

In November 2018, the FASB issued ASU 2018-18, Collaborative Arrangements (Topic 808). This ASU clarifies that certain transactions between collaborative arrangement participants should be accounted for as revenue when the collaborative arrangement participant is a customer in the context of a unit of account and precludes recognizing as revenue consideration received from a collaborative arrangement participant if the participant is not a customer. This ASU requires retrospective adoption to the date we adopted ASC 606 by recognizing a cumulative-effect adjustment to the opening balance of retained earnings of the earliest annual period presented. We adopted this ASU in the first quarter of fiscal 2021. The adoption of this ASU did not have a material impact on our consolidated condensed financial statements.

Income Taxes

In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740). The amendments in this ASU simplify the accounting for income taxes by removing certain exceptions to the general principles in Topic 740 and clarify and amend existing guidance. This ASU will be effective for us in the first quarter of fiscal 2022 with early adoption permitted. We are currently evaluating the timing and the effects of the adoption of this ASU on our consolidated condensed financial statements.

12

---

Table of Contents

KULICKE AND SOFFA INDUSTRIES, INC.

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

Unaudited (continued)

NOTE 2: BALANCE SHEET COMPONENTS

The following tables reflect the components of significant balance sheet accounts as of July 3, 2021 and October 3, 2020:

			As of
(in thousands)			July 3, 2021						October 3, 2020
Short-term investments, available-for-sale (1)			$	247,000					$	342,000
Inventories, net:
Raw materials and supplies			$	79,684					$	60,205
Work in process			56,404						39,753
Finished goods			42,708						43,015
			178,796						142,973
Inventory reserves			(25,471)						(31,164)
			$	153,325					$	111,809
Property, plant and equipment, net:
Land			$	2,182					$	2,182
Buildings and building improvements			23,312						22,830
Leasehold improvements			27,973						23,111
Data processing equipment and software			39,832						38,524
Machinery, equipment, furniture and fixtures			88,384						80,953
Construction in progress			9,044						7,111
			190,727						174,711
Accumulated depreciation			(124,495)						(115,564)
			$	66,232					$	59,147
Accrued expenses and other current liabilities:
Accrued customer obligations (2)			$	63,548					$	22,759
Wages and benefits			52,167						37,237
Dividend payable			8,678						7,397
Commissions and professional fees			4,612						2,716
Other			5,784						6,653
			$	134,789					$	76,762

(1)All short-term investments were classified as available-for-sale and were measured at fair value based on level one measurement, or quoted market prices, as defined by ASC 820. The Company did not recognize any realized gains or losses on the sale of investments during the three and nine months ended July 3, 2021 and June 27, 2020.

(2)Represents customer advance payments, customer credit program, accrued warranty expense and accrued retrofit obligations.

13

---

Table of Contents

KULICKE AND SOFFA INDUSTRIES, INC.

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

Unaudited (continued)

NOTE 3: BUSINESS COMBINATION

Acquisition of Uniqarta

On January 19, 2021, Kulicke and Soffa Industries, Inc. entered into a Stock Purchase Agreement with Uniqarta, Inc. ("Uniqarta") and its equity holders to purchase all of Uniqarta's outstanding equity interests. Uniqarta became a wholly-owned subsidiary of the Company. Uniqarta is a developer of laser transfer technology and the acquisition expands the Company's presence in the LED end market.

The purchase price consisted of $26.5 million in cash paid at closing. The acquisition of Uniqarta was accounted for in accordance with ASC No. 805, Business Combinations, using the acquisition method.

The Company has estimated the preliminary fair value of acquired assets and liabilities as of the date of acquisition based on information available. The valuation of these tangible and identifiable intangible assets and liabilities is subject to further management review and may change materially between the preliminary allocation and end of the purchase price allocation period of January 19, 2022. Any changes in these estimates may have a material impact on our Consolidated Condensed Statements of Operations or Consolidated Condensed Balance Sheets. At July 3, 2021, the Company held $3.5 million in escrow for a period of up to eighteen months from the acquisition date as security pending the completion of the selling equity holders' obligations under the Agreement.

The following table summarizes the allocation of the assets acquired and liabilities assumed based on the fair values as of the acquisition date:

(in thousands)			January 19, 2021
Accounts and other receivable			$	7
Prepaid expenses and other current assets			6
Property, plant and equipment, net			539
Goodwill			16,799
Intangible assets			11,200
Accounts payable			(77)
Accrued expenses and other current liabilities			(98)
Deferred tax liabilities			(2,038)
Total purchase price, net of cash acquired			$	26,338

Tangible net assets (liabilities) were valued at their respective carrying amounts, which the Company believes approximate their current fair values at the acquisition date.

The valuation of identifiable intangible assets acquired, representing in-process research and development ("IPR&D") and others, reflects management’s estimates based on, among other factors, use of established valuation method. The intangible assets are valued using a cost replacement method. The IPR&D intangible asset of $9.0 million is not amortized, but rather is reviewed for impairment on an annual basis or more frequently if indicators of impairment are present, until the project is completed, abandoned, or transferred to a third party. The other intangible assets acquired of $2.2 million are amortized over the period of estimated benefit using the straight-line method and the estimated useful life of six years. The straight-line method of amortization represents the Company's best estimate of the distribution of the economic value of the identifiable intangible assets. Goodwill represents the excess of the purchase price over the fair value of the net tangible and identifiable intangible assets acquired and includes the value of expected future cash flows of Uniqarta from expected synergies with our other affiliates and other unidentifiable intangible assets. None of the goodwill recorded as part of the acquisition will be deductible for income tax purposes.

In connection with the acquisition of Uniqarta, the Company recorded deferred tax liabilities primarily relating to the acquired intangible assets, which are partially offset by the acquired tax attributes. The acquired tax attributes are comprised of net operating losses and research and development credits.

For the three and nine months ended July 3, 2021, the acquired business contributed a net loss of $0.1 million and $0.2 million, respectively.

14

---

Table of Contents

KULICKE AND SOFFA INDUSTRIES, INC.

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

Unaudited (continued)

For the three and nine months ended July 3, 2021, the Company incurred $0 and $1.7 million of expenses related to the acquisition, respectively, which is included within selling, general and administrative expense in the Consolidated Condensed Statements of Operations.

The following unaudited pro forma information presents the combined results of operations as if the acquisition had been completed on September 29, 2019, the beginning of the comparable prior annual reporting period. The unaudited pro forma results include: (i) amortization associated with preliminary estimates for the acquired intangible assets; and (ii) the associated tax impact on the unaudited pro forma adjustments.

The unaudited pro forma results do not reflect any cost saving synergies from operating efficiencies or the effect of the incremental costs incurred in integrating the two companies. Accordingly, these unaudited pro forma results are presented for informational purposes only and are not necessarily indicative of what the actual results of operations of the combined company would have been if the acquisition had occurred at the beginning of the periods presented, nor are they indicative of future results of operations:

(in thousands)						Three months ended												Nine months ended
						July 3, 2021						June 27, 2020						July 3, 2021						June 27, 2020
Revenue						$	424,318					$	150,450					$	1,032,338					$	445,488
Net income						$	113,766					$	10,982					$	234,835					$	34,370

15

---

Table of Contents

KULICKE AND SOFFA INDUSTRIES, INC.

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

Unaudited (continued)

NOTE 4: GOODWILL AND INTANGIBLE ASSETS

Goodwill

Intangible assets classified as goodwill are not amortized. The goodwill established in connection with our acquisitions represents the estimated future economic benefits arising from the assets we acquired that did not qualify to be identified and recognized individually. The goodwill also includes the value of expected future cash flows from the acquisitions, expected synergies with our other affiliates and other unidentifiable intangible assets. The Company performs an annual impairment test of its goodwill during the fourth quarter of each fiscal year, which coincides with the completion of its annual forecasting and refreshing of business outlook process.

The Company performed its annual impairment test in the fourth quarter of fiscal 2020 and concluded that no impairment charge was required. Any future adverse changes in expected operating results and/or unfavorable changes in other economic factors used to estimate fair values could result in a noncash impairment in the future.

During the three and nine months ended July 3, 2021, the Company reviewed qualitative factors to ascertain if a "triggering" event may have taken place that may have the effect of reducing the fair value of the reporting unit below its carrying value and concluded that no triggering event had occurred. While we have concluded that a triggering event did not occur during the quarter ended July 3, 2021, a prolonged COVID-19 pandemic could impact the results of operations due to changes to assumptions utilized in the determination of the estimated fair values of the reporting units that could be significant enough to trigger an impairment. Net sales and earnings growth rates could be negatively impacted by reductions or changes in demand for our products. The discount rate utilized in our valuation model could also be impacted by changes in the underlying interest rates and risk premiums included in the determination of the cost of capital.

The following table summarizes the Company's recorded goodwill by reportable segments as of July 3, 2021 and October 3, 2020:

(in thousands)						Capital Equipment						APS						Total
Balance at October 3, 2020						$	30,274					$	26,421					$	56,695
Acquired in business combination						16,799						—						$	16,799
Other						149						40						$	189
Balance at July 3, 2021						$	47,222					$	26,461					$	73,683

During the quarter ended April 3, 2021, the Company recorded goodwill relating to the acquisition of Uniqarta. For further information on the acquisition of Uniqarta, please refer to Note 3.

Intangible Assets

Intangible assets with determinable lives are amortized over their estimated useful lives. The Company's intangible assets consist primarily of developed technology, customer relationships, in-process research and development, and trade and brand names.

The following table reflects net intangible assets as of July 3, 2021 and October 3, 2020: 

16

---

Table of Contents

KULICKE AND SOFFA INDUSTRIES, INC.

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

Unaudited (continued)

			As of												Average estimated
(dollar amounts in thousands)			July 3, 2021						October 3, 2020						useful lives (in years)
Developed technology			$	91,764					$	91,044					7.0 to 15.0
Accumulated amortization			(57,953)						(54,293)
Net developed technology			$	33,811					$	36,751
Customer relationships			$	36,507					$	36,307					5.0 to 6.0
Accumulated amortization			(36,507)						(35,587)
Net customer relationships			$	—					$	720
In-process research and development			$	9,000					$	—					N.A
Accumulated amortization			—						—
Net in-process research and development			$	9,000					$	—
Trade and brand name			$	7,439					$	7,404					7.0 to 8.0
Accumulated amortization			(7,236)						(6,903)
Net trade and brand name			203						501
Other intangible assets			$	4,700					$	2,500					1.9 to 6.0
Accumulated amortization			(2,683)						(2,500)
Net other intangible assets			$	2,017					$	—
			$	45,031					$	37,972

17

---

Table of Contents

KULICKE AND SOFFA INDUSTRIES, INC.

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

Unaudited (continued)

The following table reflects estimated annual amortization expense related to intangible assets as of July 3, 2021:

			As of
(in thousands)			July 3, 2021
Remaining fiscal 2021			$	1,325
Fiscal 2022			6,497
Fiscal 2023			6,396
Fiscal 2024			6,396
Fiscal 2025			6,396
Thereafter			18,021
Total amortization expense			$	45,031

 

NOTE 5: CASH, CASH EQUIVALENTS, AND SHORT-TERM INVESTMENTS

Cash equivalents consist of instruments with remaining maturities of three months or less at the date of purchase. In general, these investments are free of trading restrictions.

Cash, cash equivalents, and short-term investments consisted of the following as of July 3, 2021:

(in thousands)			Amortized Cost						Unrealized Gains						Unrealized Losses						Estimated Fair Value
Current assets:
Cash			$	176,976					$	—					$	—					$	176,976
Cash equivalents:
Money market funds (1)			82,034						—						(18)						82,016
Time deposits (2)			30,007						—						—						30,007
Deposits (2)			99,000						—						—						99,000
Total cash and cash equivalents			$	388,017					$	—					$	(18)					$	387,999
Short-term investments (2):
Time deposits			247,000						—						—						247,000
Total short-term investments			$	247,000					$	—					$	—					$	247,000
Total cash, cash equivalents and short-term investments			$	635,017					$	—					$	(18)					$	634,999

(1)The fair value was determined using unadjusted prices in active, accessible markets for identical assets, and as such they were classified as Level 1 assets in the fair value hierarchy.

(2)Fair value approximates cost basis.

18

---

Table of Contents

KULICKE AND SOFFA INDUSTRIES, INC.

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

Unaudited (continued)

Cash, cash equivalents and short-term investments consisted of the following as of October 3, 2020:

(in thousands)			Amortized Cost						Unrealized Gains						Unrealized Losses						Estimated Fair Value
Current assets:
Cash			$	42,997					$	—					$	—					$	42,997
Cash equivalents:
Money market funds (1)			105,133						—						(10)						105,123
Time deposits (2)			40,007						—						—						40,007
Total cash and cash equivalents			$	188,137					$	—					$	(10)					$	188,127
Short-term investments (2):
Time deposits			243,000						—						—						243,000
Deposits (3)			99,000						—						—						99,000
Total short-term investments			$	342,000					$	—					$	—					$	342,000
Total cash, cash equivalents and short-term investments			$	530,137					$	—					$	(10)					$	530,127

(1)The fair value was determined using unadjusted prices in active, accessible markets for identical assets, and as such they were classified as Level 1 assets in the fair value hierarchy.

(2)Fair value approximates cost basis.

(3)Represents deposits that require a notice period of three months for withdrawal.

NOTE 6: EQUITY INVESTMENTS

Equity investments consisted of the following as of July 3, 2021 and October 3, 2020:

			As of
(in thousands)			July 3, 2021						October 3, 2020
Non-marketable equity securities			$	6,391					$	6,321
Equity method investments			—						1,214
Total equity investments			$	6,391					$	7,535

On March 5, 2021, the Company executed an agreement to sell its interest in an equity method investment. A gain of $1.0 million was recognized in selling, general and administrative expense in the Consolidated Condensed Statements of Operations.

NOTE 7: FAIR VALUE MEASUREMENTS

Accounting standards establish three levels of inputs that may be used to measure fair value: quoted prices in active markets for identical assets or liabilities (referred to as Level 1), inputs other than Level 1 that are observable for the asset or liability either directly or indirectly (referred to as Level 2) and unobservable inputs to the valuation methodology that are significant to the measurement of fair value of assets or liabilities (referred to as Level 3).

Assets and Liabilities Measured and Recorded at Fair Value on a Recurring Basis 

We measure certain financial assets and liabilities at fair value on a recurring basis. There were no transfers between fair value measurement levels during the three and nine months ended July 3, 2021.

Fair Value Measurements on a Nonrecurring Basis

Our non-financial assets such as intangible assets and property, plant and equipment are carried at cost unless impairment is deemed to have occurred. Our equity method investments are recorded at fair value only if an impairment is recognized.

19

---

Table of Contents

KULICKE AND SOFFA INDUSTRIES, INC.

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

Unaudited (continued)

Fair Value of Financial Instruments

Amounts reported as accounts receivables, prepaid expenses and other current assets, accounts payable and accrued expenses approximate fair value.

NOTE 8: DERIVATIVE FINANCIAL INSTRUMENTS

The Company’s international operations are exposed to changes in foreign exchange rates due to transactions denominated in currencies other than U.S. dollars. Most of the Company’s revenue and cost of materials are transacted in U.S. dollars. However, a significant amount of the Company’s operating expenses is denominated in local currencies, primarily in Singapore.

The foreign currency exposure of our operating expenses is generally hedged with foreign exchange forward contracts. The Company’s foreign exchange risk management programs include using foreign exchange forward contracts with cash flow hedge accounting designation to hedge exposures to the variability in the U.S. dollar equivalent of forecasted non-U.S. dollar-denominated operating expenses. These instruments generally mature within twelve months. For these derivatives, we report the after-tax gain or loss from the effective portion of the hedge as a component of accumulated other comprehensive income (loss), and we reclassify it into earnings in the same period or periods in which the hedged transaction affects earnings and in the same line item on the Consolidated Condensed Statements of Operations as the impact of the hedged transaction.

The fair value of derivative instruments on our Consolidated Condensed Balance Sheets as of July 3, 2021 and October 3, 2020 were as follows:

			As of
			July 3, 2021												October 3, 2020
(in thousands)			Notional Amount						Fair Value Liability Derivatives(1)						Notional Amount						Fair Value Asset Derivatives(2)
Derivatives designated as hedging instruments:
Foreign exchange forward contracts (3)			$	57,047					$	(437)					$	37,264					$	557
Total derivatives			$	57,047					$	(437)					$	37,264					$	557

(1)The fair value of derivative liabilities is measured using level 2 fair value inputs and is included in accrued expenses and other current liabilities on our Consolidated Condensed Balance Sheets.

(2)The fair value of derivative assets is measured using level 2 fair value inputs and is included in prepaid expenses and other current assets on our Consolidated Condensed Balance Sheets.

(3)Hedged amounts expected to be recognized to income within the next twelve months.

The effects of derivative instruments designated as cash flow hedges in our Consolidated Condensed Statements of Comprehensive Income for the three and nine months ended July 3, 2021 and June 27, 2020 were as follows:

			Three months ended												Nine months ended
(in thousands)			July 3, 2021						June 27, 2020						July 3, 2021									June 27, 2020
Foreign exchange forward contract in cash flow hedging relationships:
Net (loss)/gain recognized in OCI, net of tax (1)			$	(133)					$	1,034					$	301								$	(340)
Net gain/(loss) reclassified from accumulated OCI into income, net of tax (2)			$	317					$	(384)					$	1,295								$	(653)

(1)Net change in the fair value of the effective portion classified in OCI.

(2)Effective portion classified as selling, general and administrative expense.

NOTE 9: LEASES

We have entered into various non-cancellable operating and finance lease agreements for certain of our offices, manufacturing, technology, sales support and service centers, equipment, and vehicles. We determine if an arrangement is a lease, or contains a

20

---

Table of Contents

KULICKE AND SOFFA INDUSTRIES, INC.

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

Unaudited (continued)

lease, at inception and record the leases in our financial statements upon lease commencement, which is the date when the underlying asset is made available for use by the lessor. Our lease terms may include one or more options to extend the lease terms, for periods from one year to 20 years, when it is reasonably certain that we will exercise that option. As of July 3, 2021, there was no option to extend the lease which was recognized as a right-of-use ("ROU") asset, or a lease liability. We have lease agreements with lease and non-lease components, and non-lease components are accounted for separately and not included in our leased assets and corresponding liabilities. We have elected not to present short-term leases on the Consolidated Condensed Balance Sheets as these leases have a lease term of 12 months or less at lease inception.

Operating leases are included in operating ROU assets, current operating lease liabilities and non current operating lease liabilities, and finance leases are included in property, plant and equipment, accrued expenses and other current liabilities, and other liabilities on the Consolidated Condensed Balance Sheets. As of July 3, 2021 and October 3, 2020, our finance leases are not material.

The following table shows the components of lease expense:

			Three months ended												Nine months ended
(in thousands)			July 3, 2021						June 27, 2020						July 3, 2021						June 27, 2020
Operating lease expense (1)			$	1,894					$	1,646					$	5,693					$	5,030

(1)Operating lease expense includes short-term lease expense, which is immaterial for the three and nine months ended July 3, 2021 and June 27, 2020.

The following table shows the cash flows arising from lease transactions. Cash payments related to short-term leases are not included in the measurement of operating lease liabilities, and, as such, are excluded from the amounts below:

			Nine months ended
(in thousands)			July 3, 2021						June 27, 2020
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash outflows from operating leases			$	5,364					$	4,677

The following table shows the weighted-average lease terms and discount rates for operating leases:

			As of
			July 3, 2021						October 3, 2020
Operating leases:
Weighted-average remaining lease term (in years):			3.9						4.5
Weighted-average discount rate:			4.9		%				4.8		%

21

---

Table of Contents

KULICKE AND SOFFA INDUSTRIES, INC.

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

Unaudited (continued)

Future lease payments, excluding short-term leases are detailed as follows:

			As of
(in thousands)			July 3, 2021
Remainder of 2021			$	1,838
2022			6,996
2023			6,560
2024			3,588
2025			2,759
Thereafter			1,869
Total minimum lease payments			$	23,610
Less: Interest			$	2,152
Present value of lease obligations			$	21,458
Less: Current portion			$	6,231
Long-term portion of lease obligations			$	15,227

NOTE 10: DEBT AND OTHER OBLIGATIONS

Bank Guarantees

On November 22, 2013, the Company obtained a $5.0 million credit facility with Citibank in connection with the issuance of bank guarantees for operational purposes. As of July 3, 2021, the outstanding amount under this facility was $3.8 million.

Credit Facilities

On February 15, 2019, the Company entered into a Facility Letter and Overdraft Agreement (collectively, the “Facility Agreements”) with MUFG Bank, Ltd., Singapore Branch (the “Bank”). The Facility Agreements provide the Company and one of its subsidiaries with an overdraft facility of up to $150.0 million (the “Overdraft Facility”) for general corporate purposes. Amounts outstanding under the Overdraft Facility, including interest, are payable upon thirty days written demand by the Bank. Interest on the Overdraft Facility is calculated on a daily basis, and the applicable interest rate is calculated at the overnight U.S. Dollar LIBOR rate plus a margin of 1.5% per annum. The Overdraft Facility is an unsecured facility per the terms of the Facility Agreements. The Facility Agreements contain customary non-financial covenants, including, without limitation, covenants that restrict the Company’s ability to sell or dispose of its assets, cease owning at least 51% of two of its subsidiaries (the "Subsidiaries"), or encumber its assets with material security interests (including any pledge of monies in the Subsidiaries' cash deposit account with the Bank). The Facility Agreements also contain typical events of default, including, without limitation, non-payment of financial obligations when due, cross defaults to other material indebtedness of the Company and any breach of a representation or warranty under the Facility Agreements. As of July 3, 2021, there were no outstanding amounts under the Overdraft Facility.

NOTE 11: SHAREHOLDERS’ EQUITY AND EMPLOYEE BENEFIT PLANS

401(k) Retirement Plan

The Company has a 401(k) retirement plan (the “Plan”) for eligible U.S. employees. The Plan allows for employee contributions and matching Company contributions from 4% to 6% based upon terms and conditions of the Plan.

The following table reflects the Company’s contributions to the Plan during the three and nine months ended July 3, 2021 and June 27, 2020:

			Three months ended												Nine months ended
(in thousands)			July 3, 2021						June 27, 2020						July 3, 2021						June 27, 2020
Cash			$	458					$	410					$	1,324					$	1,119

22

---

Table of Contents

KULICKE AND SOFFA INDUSTRIES, INC.

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

Unaudited (continued)

Stock Repurchase Program

On August 15, 2017, the Company’s Board of Directors authorized a program (the "Program") to repurchase up to $100 million of the Company’s common stock on or before August 1, 2020. In 2018 and 2019, the Board of Directors increased the share repurchase authorization under the Program to $200 million and $300 million, respectively. On July 3, 2020, the Board of Directors increased the share repurchase authorization under the Program by an additional $100 million to $400 million, and extended its duration through August 1, 2022. The Company has entered into a written trading plan under Rule 10b5-1 of the Exchange Act to facilitate repurchases under the Program. The Program may be suspended or discontinued at any time and is funded using the Company's available cash, cash equivalents and short-term investments. Under the Program, shares may be repurchased through open market and/or privately negotiated transactions at prices deemed appropriate by management. The timing and amount of repurchase transactions under the Program depend on market conditions as well as corporate and regulatory considerations. During the three and nine months ended July 3, 2021, the Company repurchased a total of approximately 82.0 thousand and 153.0 thousand shares of common stock under the Program at a cost of approximately $4.1 million and $6.4 million, respectively. The stock repurchases were recorded in the periods they were delivered and accounted for as treasury stock in the Company's Consolidated Condensed Balance Sheets. The Company records treasury stock purchases under the cost method using the first-in, first-out (FIFO) method. Upon reissuance of treasury stock, amounts in excess of the acquisition cost are credited to additional paid-in capital. If the Company reissues treasury stock at an amount below its acquisition cost and additional paid-in capital associated with prior treasury stock transactions is insufficient to cover the difference between acquisition cost and the reissue price, this difference is recorded against retained earnings. As of July 3, 2021, our remaining stock repurchase authorization under the Program was approximately $135.7 million.

Dividends

On May 28, 2021, March 5, 2021, and December 10, 2020, the Board of Directors declared a quarterly dividend of $0.14 per share of common stock. Dividends paid during the three and nine months ended July 3, 2021 totaled $8.7 million and $24.8 million, respectively. The declaration of any future cash dividend is at the discretion of the Board of Directors and will depend on the Company's financial condition, results of operations, capital requirements, business conditions and other factors, as well as a determination that such dividends are in the best interests of the Company's shareholders.

Accumulated Other Comprehensive Income

The following table reflects accumulated other comprehensive income/ loss reflected on the Consolidated Condensed Balance Sheets as of July 3, 2021 and October 3, 2020: 

			As of
(in thousands)			July 3, 2021						October 3, 2020
Gain from foreign currency translation adjustments			$	3,864					$	10
Unrecognized actuarial loss on pension plan, net of tax			(3,087)						(3,088)
Unrealized (loss)/ gain on hedging			(437)						557
Accumulated other comprehensive income/ (loss)			$	340					$	(2,521)

Equity-Based Compensation

The Company has a stockholder-approved equity-based compensation plan, the 2021 Omnibus Incentive Plan (the “Plan”) from which employees and directors receive grants. As of July 3, 2021, 3.8 million shares of common stock are available for grant to the Company's employees and directors under the Plan.

•Relative TSR Performance Share Units (“Relative TSR PSUs”) entitle the employee to receive common shares of the Company on the award vesting date, typically the third anniversary of the grant date (or as soon as administratively practicable if later), if market performance objectives which measure relative total shareholder return (“TSR”) are attained. Relative TSR is calculated based upon the 90-calendar day average price at the end of the performance period of the Company's stock as compared to specific peer companies that comprise the GICS (45301020) Semiconductor Index. TSR is measured for the Company and each peer company over a performance period, which is generally three years. Vesting percentages range from 0% to 200% of awards granted. The provisions of the Relative TSR PSUs are reflected in the grant date fair value of the award; therefore, compensation expense is recognized regardless of whether the market condition is ultimately satisfied. Compensation expense is reversed if the award is forfeited prior to the vesting date.

23

---

Table of Contents

KULICKE AND SOFFA INDUSTRIES, INC.

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

Unaudited (continued)

•Revenue Growth Performance Share Units (“Growth PSUs”) entitle the employee to receive common shares of the Company on the award vesting date, typically the third anniversary of the grant date (or as soon as administratively practicable if later), based on organic revenue growth objectives and relative growth performance against named competitors as set by the Management Development and Compensation Committee (“MDCC”) of the Company's Board of Directors. Organic revenue growth is calculated by averaging revenue growth (net of revenues from acquisitions) over a performance period, which is generally three years. Revenues from acquisitions will be included in the calculation after four fiscal quarters after acquisition. Any portion of the grant that does not meet the revenue growth objectives and relative growth performance is forfeited. Vesting percentages range from 0% to 200% of awards granted.

•In general, stock options and Time-based Restricted Share Units ("Time-based RSUs") awarded to employees vest ratably over a three-year period on the anniversary of the grant date provided the employee remains employed by the Company. The Company follows the non-substantive vesting method for stock options and recognizes compensation expense immediately for awards granted to retirement eligible employees, or over the period from the grant date to the date retirement eligibility is achieved.

Equity-based compensation expense recognized in the Consolidated Condensed Statements of Operations for the three and nine months ended July 3, 2021 and June 27, 2020 was based upon awards ultimately expected to vest, with forfeitures accounted for when they occur.

The following table reflects Time-based RSUs, Relative TSR PSUs, Growth PSUs and common stock granted during the three and nine months ended July 3, 2021 and June 27, 2020:

			Three months ended												Nine months ended
(shares in thousands)			July 3, 2021						June 27, 2020						July 3, 2021						June 27, 2020
Time-based RSUs			—						13						484						490
Relative TSR PSUs			—						5						154						163
Growth PSUs			—						2						51						75
Common stock			4						9						19						26
Equity-based compensation in shares			4						29						708						754

The following table reflects total equity-based compensation expense, which includes Time-based RSUs, Relative TSR PSUs, Growth PSUs and common stock, included in the Consolidated Condensed Statements of Operations during the three and nine months ended July 3, 2021 and June 27, 2020: 

			Three months ended												Nine months ended
(in thousands)			July 3, 2021						June 27, 2020						July 3, 2021						June 27, 2020
Cost of sales			$	211					$	182					$	626					$	597
Selling, general and administrative			3,008						2,676						8,111						8,106
Research and development			921						867						2,767						2,353
Total equity-based compensation expense			$	4,140					$	3,725					$	11,504					$	11,056

The following table reflects equity-based compensation expense, by type of award, for the three and nine months ended July 3, 2021 and June 27, 2020:  

			Three months ended												Nine months ended
(in thousands)			July 3, 2021						June 27, 2020						July 3, 2021						June 27, 2020
Time-based RSUs			$	2,571					$	2,366					$	7,772					$	7,130
Relative TSR PSUs			988						908						3,019						2,210
Growth PSUs			359						266						121						1,087
Common stock			222						185						592						629
Total equity-based compensation expense			$	4,140					$	3,725					$	11,504					$	11,056

24

---

Table of Contents

KULICKE AND SOFFA INDUSTRIES, INC.

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

Unaudited (continued)

NOTE 12: REVENUE AND CONTRACT LIABILITIES

The Company recognizes revenue when we satisfy performance obligations as evidenced by the transfer of control of our products or services to customers. In general, the Company generates revenue from product sales, either directly to customers or to distributors. In determining whether a contract exists, we evaluate the terms of the agreement, the relationship with the customer or distributor and their ability to pay. Service revenue is generally recognized over time as the services are performed. For the three and nine months ended July 3, 2021, and June 27, 2020, the service revenue is not material. Please refer to Note 1: Basis of Presentation - Revenue Recognition, for disclosure on the Company's revenue recognition and Note 15: Segment Information for disclosure of revenue by reportable segments and disaggregated revenue.

Contract Liabilities

Our contract liabilities are primarily related to advance payments received from customers to secure product in future periods where we have received amounts in advance of satisfying performance obligations and are reported in the accompanying Consolidated Condensed Balance Sheets within accrued expenses and other current liabilities.

Contract liabilities increase as a result of receiving new advance payments from customers and decrease as revenue is recognized from product sales under advance payment arrangements upon satisfying the performance obligations.

The following table shows the changes in contract liability balances during the three and nine months ended July 3, 2021 and June 27, 2020:

			Three months ended												Nine months ended
(in thousands)			July 3, 2021						June 27, 2020						July 3, 2021						June 27, 2020
Contract liabilities, beginning of period			$	5,788					$	10,358					$	2,958					$	1,896
Revenue recognized			(23,725)						(13,401)						(43,993)						(19,218)
Additions			26,486						5,245						49,584						19,524
Contract liabilities, end of period			$	8,549					$	2,202					$	8,549					$	2,202

NOTE 13: EARNINGS PER SHARE

Basic income per share is calculated using the weighted average number of shares of common stock outstanding during the period. Stock options and restricted stock are included in the calculation of diluted earnings per share, except when their effect would be anti-dilutive.

The following tables reflect a reconciliation of the shares used in the basic and diluted net income per share computation for the three and nine months ended July 3, 2021 and June 27, 2020: 

			Three months ended
(in thousands, except per share data)			July 3, 2021												June 27, 2020
			Basic						Diluted						Basic						Diluted
NUMERATOR:
Net income			$	113,766					$	113,766					$	11,151					$	11,151
DENOMINATOR:
Weighted average shares outstanding - Basic			62,023						62,023						62,313						62,313
Dilutive effect of Equity Plans									1,462												520
Weighted average shares outstanding - Diluted									63,485												62,833
EPS:
Net income per share - Basic			$	1.83					$	1.83					$	0.18					$	0.18
Effect of dilutive shares									(0.04)												—
Net income per share - Diluted									$	1.79											$	0.18

25

---

Table of Contents

KULICKE AND SOFFA INDUSTRIES, INC.

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

Unaudited (continued)

			Nine months ended
(in thousands, except per share data)			July 3, 2021												June 27, 2020
			Basic						Diluted						Basic						Diluted
NUMERATOR:
Net income			$	233,450					$	233,450					$	36,516					$	36,516
DENOMINATOR:
Weighted average shares outstanding - Basic			62,023						62,023						63,200						63,200
Dilutive effect of Equity Plans									1,341												555
Weighted average shares outstanding - Diluted									63,364												63,755
EPS:
Net income per share - Basic			$	3.76					$	3.76					$	0.58					$	0.58
Effect of dilutive shares									(0.08)												(0.01)
Net income per share - Diluted									$	3.68											$	0.57

NOTE 14: INCOME TAXES

The following table reflects the provision for income taxes and the effective tax rate for the three and nine months ended July 3, 2021 and June 27, 2020: 

			Three months ended												Nine months ended
(dollar amounts in thousands)			July 3, 2021						June 27, 2020						July 3, 2021						June 27, 2020
Provision for income taxes			$	7,212					$	690					$	25,722					$	3,985
Effective tax rate			6.0		%				5.8		%				9.9		%				9.8		%

The increase in provision for income taxes and effective tax rate for the three and nine months ended July 3, 2021 as compared to the three and nine months ended June 27, 2020 is primarily related to an increase in profitability, principally earned in lower tax jurisdictions, and foreign minimum tax. This is in part offset by the net reduction of valuation allowances recorded against certain loss and credit carryforwards due to an increase in current year profitability and a $7.2 million tax benefit from a partial release of valuation allowance recorded against the net deferred tax assets of certain foreign jurisdictions due to a forecasted increase in future profitability in the corresponding jurisdictions.

For the three and nine months ended July 3, 2021, the effective tax rate is lower than the U.S. federal statutory tax rate primarily due to foreign income earned in lower tax jurisdictions, tax incentives, tax credits, and a partial release of valuation allowance, in part offset by foreign withholding taxes, taxes on unrepatriated foreign earnings, deemed income, and foreign minimum tax.

NOTE 15: SEGMENT INFORMATION

Reportable segments are defined as components of an enterprise that engage in business activities for which discrete financial information is available and regularly reviewed by the chief operating decision maker (the “CODM”) in deciding how to allocate resources and to assess performance. The Company's Chief Executive Officer is the Company's CODM. The CODM does not review discrete asset information. The Company operates two reportable segments consisting of: (i) Capital Equipment; and (ii) Aftermarket Products and Services ("APS").

The following table reflects operating information by segment for the three and nine months ended July 3, 2021 and June 27, 2020: 

26

---

Table of Contents

KULICKE AND SOFFA INDUSTRIES, INC.

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

Unaudited (continued)

			Three months ended												Nine months ended
(in thousands)			July 3, 2021						June 27, 2020						July 3, 2021						June 27, 2020
Net revenue:
Capital Equipment			$	370,187					$	111,436					$	881,722					$	326,982
APS			54,131						39,014						150,616						118,506
Net revenue			424,318						150,450						1,032,338						445,488
Income from operations:
Capital Equipment			107,016						1,045						218,010						7,815
APS			13,439						9,926						39,601						27,646
Income from operations			$	120,455					$	10,971					$	257,611					$	35,461

We have considered (1) information that is regularly reviewed by our CODM as defined by the authoritative guidance on segment reporting, in evaluating financial performance and (2) other financial data, including information that we include in our earnings releases but which is not included in our financial statements, to disaggregate revenues by end markets served. The principal category we use to disaggregate revenues is by the end markets served in the Capital Equipment segment.

The following table reflects net revenue by Capital Equipment end markets served for the three and nine months ended July 3, 2021 and June 27, 2020: 

			Three months ended												Nine months ended
(in thousands)			July 3, 2021						June 27, 2020						July 3, 2021						June 27, 2020
General Semiconductor (1)			$	280,563					$	61,548					$	633,234					$	193,368
Automotive & Industrial			38,488						8,135						103,416						49,950
LED			31,951						36,135						115,071						58,193
Memory			19,185						5,618						30,001						25,471
Total Capital Equipment revenue			$	370,187					$	111,436					$	881,722					$	326,982

(1)The Company noted a growing portion of the general semiconductor and LED end market is increasing in complexity and driving more capital intensity, therefore demanding more advanced packaging solutions. This has reduced the relevance of the advanced packaging end market. In view of this, sales previously defined as advanced packaging will be primarily categorized within the general semiconductor end market.

The following table reflects capital expenditures, depreciation expense and amortization expense for the three and nine months ended July 3, 2021 and June 27, 2020:

27

---

Table of Contents

KULICKE AND SOFFA INDUSTRIES, INC.

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

Unaudited (continued)

			Three months ended												Nine months ended
(in thousands)			July 3, 2021						June 27, 2020						July 3, 2021						June 27, 2020
Capital expenditures:
Capital Equipment			$	5,526					$	1,329					$	11,120					$	3,215
APS			2,430						2,122						5,643						5,335
			$	7,956					$	3,451					$	16,763					$	8,550
Depreciation expense:
Capital Equipment			$	1,668					$	1,713					$	4,850					$	4,747
APS			1,797						1,542						5,049						4,399
			$	3,465					$	3,255					$	9,899					$	9,146
Amortization expense:
Capital Equipment			$	845					$	973					$	2,751					$	2,925
APS			495						841						1,902						2,526
			$	1,340					$	1,814					$	4,653					$	5,451

NOTE 16: COMMITMENTS, CONTINGENCIES AND CONCENTRATIONS

Warranty Expense

The Company's equipment is generally shipped with a one-year warranty against manufacturing defects. The Company establishes reserves for estimated warranty expense when revenue for the related equipment is recognized. The reserve for estimated warranty expense is based upon historical experience and management's estimate of future warranty costs, including product part replacement, freight charges and labor costs incurred in correcting product failures during the warranty period.

The following table reflects the reserve for warranty activity for the three and nine months ended July 3, 2021 and June 27, 2020: 

			Three months ended												Nine months ended
(in thousands)			July 3, 2021						June 27, 2020						July 3, 2021						June 27, 2020
Reserve for warranty, beginning of period			$	15,574					$	14,368					$	9,576					$	14,185
Provision for warranty			4,325						3,331						15,654						9,749
Utilization of reserve			(3,004)						(3,189)						(8,335)						(9,424)
Reserve for warranty, end of period			$	16,895					$	14,510					$	16,895					$	14,510

Other Commitments and Contingencies

The following table reflects obligations not reflected on the Consolidated Condensed Balance Sheet as of July 3, 2021:

									Payments due by fiscal year
(in thousands)			Total						2021						2022						2023						2024						2025						thereafter
Inventory purchase obligation (1)			$	671,864					$	56,825					$	615,039					$	—					$	—					$	—					$	—

(1)The Company orders inventory components in the normal course of its business. A portion of these orders are non-cancellable and some orders impose varying penalties and charges in the event of cancellation.

From time to time, the Company is party to or the target of lawsuits, claims, investigations and proceedings, including for personal injury, intellectual property, commercial, contract, and employment matters, which are handled and defended in the ordinary course of business. The Company accrues a contingent loss liability for such matters when it is probable that a liability has been incurred and the amount can be reasonably estimated. When a single amount cannot be reasonably estimated but the cost can be estimated within a range, the Company accrues the minimum amount. The Company expenses legal costs, including those expected to be incurred in connection with a loss contingency, as incurred.

28

---

Table of Contents

KULICKE AND SOFFA INDUSTRIES, INC.

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

Unaudited (continued)

Concentrations

The following table reflects significant customer concentrations as a percentage of total net revenue for the nine months ended July 3, 2021 and June 27, 2020:

			Nine months ended
			July 3, 2021						June 27, 2020
ASE Technology Holding			19.4		%				*

* Represented less than 10% of total net revenue

The following table reflects significant customer concentrations as a percentage of total accounts receivable as of July 3, 2021 and June 27, 2020:

			As of
			July 3, 2021						June 27, 2020
Haoseng Industrial Co., Ltd (1)			16.1		%				13.1		%
Huatian Technology Group			12.9		%				*
Xinye (HK) Electronics. Co (1)			*						14.9		%

(1)Distributor of the Company's products.

* Represented less than 10% of total accounts receivable

29

---

Table of Contents

Item 2. - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Forward-Looking Statements

In addition to historical information, this filing contains statements relating to future events or our future results. These statements are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and are subject to the safe harbor provisions created by statute. Such forward-looking statements include, but are not limited to, statements with respect to our future revenue, increasing, continuing or strengthening, or decreasing or weakening, demand for our products, replacement demand, our research and development efforts, our ability to identify and realize new growth opportunities, our ability to control costs and our operational flexibility as a result of (among other factors):

•our expectations regarding the potential impacts on our business of the COVID-19 pandemic, including supply chain disruptions, the economic and public health effects, and governmental and other responses to these impacts;

•projected growth rates in the overall semiconductor industry, the semiconductor assembly equipment market, and the market for semiconductor packaging materials; and

•projected demand for ball bonder, wedge bonder, advanced packaging and electronic assembly equipment and for tools, spare parts and services.

Generally, words such as “may,” “will,” “should,” “could,” “anticipate,” “expect,” “intend,” “estimate,” “plan,” “continue,” “goal” and “believe,” or the negative of or other variations on these and other similar expressions identify forward-looking statements. These forward-looking statements are made only as of the date of this filing. We do not undertake to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise.

Forward-looking statements are based on current expectations and involve risks and uncertainties. Our future results could differ significantly from those expressed or implied by our forward-looking statements. These risks and uncertainties include, without limitation, those described below and under the heading “Risk Factors” in this report and in our Annual Report on Form 10-K for the fiscal year ended October 3, 2020 (our “Annual Report”) and our other reports filed from time to time with the Securities and Exchange Commission. This discussion should be read in conjunction with the Consolidated Condensed Financial Statements and Notes included in this report, as well as our audited financial statements included in our Annual Report.

We operate in a rapidly changing and competitive environment. New risks emerge from time to time and it is not possible for us to predict all risks that may affect us. Given those risks and uncertainties, investors should not place undue reliance on forward-looking statements as predictions of actual results.

OVERVIEW

Kulicke and Soffa Industries, Inc. (“we,” “us,” “our,” or the “Company”) is a leading provider of semiconductor, light-emitting diode (“LED”) and electronic assembly solutions serving the global automotive, consumer, communications, computing and industrial markets. Founded in 1951, we pride ourselves on establishing foundations for technological advancement-creating, pioneering interconnect solutions that enable performance improvements, power efficiency, form-factor reductions and assembly excellence of current and next-generation semiconductor devices. Leveraging decades of development proficiency and extensive process technology expertise, our expanding portfolio provides equipment solutions, aftermarket products and services supporting a comprehensive set of interconnect technologies including wire bonding, advanced packaging, lithography, and electronics assembly. Dedicated to empowering technological discovery, always, we collaborate with customers and technology partners to push the boundaries of possibility, enabling a smarter future.

We design, manufacture and sell capital equipment and tools used to assemble semiconductor devices, including integrated circuits, high and low powered discrete devices, LEDs, and power modules. In addition, we have a portfolio of equipment that is used to assemble components onto electronic circuit boards. We also service, maintain, repair and upgrade our equipment and sell consumable aftermarket tools for our and our peer companies' equipment. Our customers primarily consist of semiconductor device manufacturers, integrated device manufacturers (“IDMs”), outsourced semiconductor assembly and test providers (“OSATs”), other electronics manufacturers and automotive electronics suppliers.

30

---

Table of Contents

Our goal is to be the technology leader and the most competitive supplier in terms of cost and performance in each of our major product lines. Accordingly, we invest in research and engineering projects intended to enhance our position as a leader in semiconductor assembly technology. We also remain focused on our cost structure through continuous improvement and optimization of operations. Cost reduction efforts are an important part of our normal ongoing operations and are intended to generate savings without compromising overall product quality and service.

We operate two reportable segments, consisting of Capital Equipment and Aftermarket Products and Services (“APS”). We have aggregated twelve operating segments as of July 3, 2021, with six operating segments within the Capital Equipment reportable segment and six operating segments within the APS reportable segment.

Our Capital Equipment segment engages in the manufacture and sale of ball bonders, wafer level bonders, wedge bonders, advanced packaging and electronic assembly solutions to semiconductor device manufacturers, IDMs, OSATs, other electronics manufacturers and automotive electronics suppliers. Our APS segment engages in the manufacture and sale of a variety of tools for a broad range of semiconductor packaging applications, spare parts, equipment repair, maintenance and servicing, training services, refurbishment and upgrades for our equipment.

Business Environment

The semiconductor business environment is highly volatile and is driven by internal dynamics, both cyclical and seasonal, in addition to macroeconomic forces. Over the long term, semiconductor consumption has historically grown, and is forecast to continue to grow. This growth is driven, in part, by regular advances in device performance and by price declines that result from improvements in manufacturing technology. In order to exploit these trends, semiconductor manufacturers, both IDMs and OSATs, periodically invest aggressively in latest generation capital equipment. This buying pattern often leads to periods of excess supply and reduced capital spending—the so-called semiconductor cycle. Within this broad semiconductor cycle there are also, generally weaker, seasonal effects that are specifically tied to annual, end-consumer purchasing patterns. Typically, semiconductor manufacturers prepare for heightened demand by adding or replacing equipment capacity by the end of the September quarter. Occasionally, this results in subsequent reductions in the December quarter. This annual seasonality can be overshadowed by effects of the broader semiconductor cycle. Macroeconomic factors also affect the industry, primarily through their effect on business and consumer demand for electronic devices, as well as other products that have significant electronic content such as automobiles, white goods, and telecommunication equipment. There can be no assurances regarding levels of demand for our products and we believe historic industry-wide volatility will persist.

In the Asia/Pacific region, our customer base has also become more geographically concentrated as a result of economic and industry conditions. Approximately 95.8% and 93.9% of our net revenue for the three months ended July 3, 2021 and June 27, 2020, respectively, was for shipments to customer locations outside of the U.S., primarily in the Asia/Pacific region. Approximately 57.2% and 53.3% of our net revenue for the three months ended July 3, 2021 and June 27, 2020, respectively, was for shipments to customers located in China, which is subject to risks and uncertainties related to the respective policies of the governments of China and the U.S.

Similarly, approximately 96.6% and 93.5% of our net revenue for the nine months ended July 3, 2021 and June 27, 2020, respectively, was for shipments to customer locations outside of the U.S., primarily in the Asia/Pacific region. Approximately 53.9% and 54.6% of our net revenue for the nine months ended July 3, 2021 and June 27, 2020, respectively, was for shipments to customers located in China.

The U.S. and several other countries have levied tariffs on certain goods and have introduced other trade restrictions, which, together with the impact of the COVID-19 pandemic discussed below, has resulted in substantial uncertainties in the semiconductor, LED, memory and automotive market.

Our Capital Equipment segment is primarily affected by the industry's internal cyclical and seasonal dynamics in addition to broader macroeconomic factors that can positively or negatively affect our financial performance. The sales mix of IDM and OSAT customers in any period also impacts financial performance, as changes in this mix can affect our products' average selling prices and gross margins due to differences in volume purchases and machine configurations required by each customer type.

Our APS segment has historically been less volatile than our Capital Equipment segment. The APS sales are more directly tied to semiconductor unit consumption rather than capacity requirements and production capability improvements. 

31

---

Table of Contents

We continue to position our business to leverage our research and development leadership and innovation and to focus our efforts on mitigating volatility, improving profitability and ensuring longer-term growth. We remain focused on operational excellence, expanding our product offerings and managing our business efficiently throughout the business cycles. Our visibility into future demand is generally limited, forecasting is difficult, and we generally experience typical industry seasonality.

To limit potential adverse cyclical, seasonal and macroeconomic effects on our financial position, we have continued our efforts to maintain a strong balance sheet. As of July 3, 2021, our total cash, cash equivalents and short-term investments were $635.0 million, a $104.9 million increase from the prior fiscal year end. We believe our strong cash position will allow us to continue to invest in product development and pursue non-organic opportunities.

Key Events in Fiscal 2021

Business Combinations

On January 19, 2021, we entered into and closed a Stock Purchase Agreement with Uniqarta, Inc. (“Uniqarta”) and the equity holders of Uniqarta to purchase all of Uniqarta's outstanding equity interests. The purchase price consisted of $26.5 million in cash paid at closing. Uniqarta is a developer of laser transfer technology and the acquisition expands our presence in the LED end market. Upon the closing of the acquisition on January 19, 2021, Uniqarta became our wholly-owned subsidiary.

COVID-19 Pandemic

The COVID-19 pandemic has significantly impacted the global economy, disrupted global supply chains, created volatility in equity market valuations, created significant volatility and disruption in financial markets, and significantly increased unemployment levels. In addition, the pandemic has resulted in temporary closures and failures of many businesses and the institution of social distancing and sheltering-in-place requirements in many jurisdictions. As these measures were relaxed, in certain jurisdictions there has been a resurgence of illnesses, which has led to more severe restrictions.

In response to the pandemic, we temporarily closed certain offices in the United States, Europe and Asia as well as executed our Business Continuity Plan (“BCP”), which measures have disrupted how we operate our business. While we are currently operating at full capacity in all of our manufacturing locations, work-from-home practices were instituted across many offices worldwide, which have impacted our non-manufacturing productivity, including our research & development. At this point, our BCP has not included significant headcount reductions or changes in our overall liquidity position. As certain countries relaxed the measures over the past few months, we have restarted certain activities in accordance with local guidelines.

We have not experienced significant delays in customer deliveries, but we are impacted by the global shortage in electronic components and our supply chain is strained in some cases as the availability of materials, logistics and freight options are challenging in many jurisdictions. Demand for our products was consistent with or exceeded our expectations for the third quarter of fiscal 2021. We believe semiconductor industry macroeconomics have not changed and we anticipate the industry’s long-term growth projections will normalize, but the sector could see short-term volatility and potential disruption.

Various countries have announced measures, including government grants, tax changes and tax credits, among other types of relief, in response to the pandemic. For fiscal 2021, we have received a $2.0 million COVID-19-related grant from the Singapore government as well as other measures including rental rebates and social insurance exemption, which are not material to our operating results.

Based on our current evaluation, the pandemic has not had a material impact on our financial condition and operating results in fiscal 2021 to date. We believe that our existing cash, cash equivalents, short-term investments, existing Facility Agreements, and anticipated cash flows from operations will be sufficient to meet our liquidity and capital requirements, notwithstanding the COVID-19 pandemic, for at least the next twelve months from the date of filing. However, as this is a highly dynamic situation, and it is still developing rapidly, including new strains as it relates to the effectiveness and utilization rates of vaccines for COVID-19 and its variants, there is uncertainty surrounding our business, and our near- and long-term liquidity, financial condition and operating results could deteriorate.

For other information, please see our Annual Report.

32

---

Table of Contents

RESULTS OF OPERATIONS

The following tables reflect our income from operations for the three and nine months ended July 3, 2021 and June 27, 2020:

			Three months ended
(dollar amounts in thousands)			July 3, 2021						June 27, 2020						$ Change						% Change
Net revenue			$	424,318					$	150,450					$	273,868					182.0		%
Cost of sales			228,623						81,027						147,596						182.2		%
Gross profit			195,695						69,423						126,272						181.9		%
Selling, general and administrative			39,103						27,905						11,198						40.1		%
Research and development			36,137						30,547						5,590						18.3		%
Operating expenses			75,240						58,452						16,788						28.7		%
Income from operations			$	120,455					$	10,971					$	109,484					997.9		%

			Nine months ended
(dollar amounts in thousands)			July 3, 2021						June 27, 2020						$ Change						% Change
Net revenue			$	1,032,338					$	445,488					$	586,850					131.7		%
Cost of sales			566,667						236,398						330,269						139.7		%
Gross profit			465,671						209,090						256,581						122.7		%
Selling, general and administrative			105,511						85,723						19,788						23.1		%
Research and development			102,549						87,906						14,643						16.7		%
Operating expenses			208,060						173,629						34,431						19.8		%
Income from operations			$	257,611					$	35,461					$	222,150					626.5		%

Net Revenue

Our net revenue for the three and nine months ended July 3, 2021 increased as compared to our net revenue for the three and nine months ended June 27, 2020. The increase in net revenue is primarily due to higher volume in both Capital Equipment and APS.

The following tables reflect net revenue by reportable segments for the three and nine months ended July 3, 2021 and June 27, 2020: 

			Three months ended
(dollar amounts in thousands)			July 3, 2021												June 27, 2020												$ Change						% Change
			Net Revenue						% of total net revenue						Net Revenue						% of total net revenue
Capital Equipment			$	370,187					87.2		%				$	111,436					74.1		%				$	258,751					232.2		%
APS			54,131						12.8		%				39,014						25.9		%				15,117						38.7		%
Total net revenue			$	424,318					100.0		%				$	150,450					100.0		%				$	273,868					182.0		%

			Nine months ended
(dollar amounts in thousands)			July 3, 2021												June 27, 2020												$ Change						% Change
			Net Revenue						% of total net revenue						Net Revenue						% of total net revenue
Capital Equipment			$	881,722					85.4		%				$	326,982					73.4		%				$	554,740					169.7		%
APS			150,616						14.6		%				118,506						26.6		%				32,110						27.1		%
Total net revenue			$	1,032,338					100.0		%				$	445,488					100.0		%				$	586,850					131.7		%

33

---

Table of Contents

Capital Equipment

For the three months ended July 3, 2021, the higher Capital Equipment net revenue as compared to the prior year period was primarily driven by growing demand in the general semiconductor end market for consumer applications and 5G transition, and automotive end market. This was partially offset by unfavorable price variance due to less favorable customer mix.

For the nine months ended July 3, 2021, the higher Capital Equipment net revenue as compared to the prior year period was primarily driven by growing demand in the general semiconductor end market for consumer applications and 5G transition, automotive end market and in the LED end market for both the adoption of the advanced LED display and sequential improvements for general lighting LED. This was partially offset by unfavorable price variance due to less favorable customer mix.

APS

For the three and nine months ended July 3, 2021, the higher APS net revenue as compared to the prior year period was primarily due to higher volume in spares, services and wire bonding tools.

Gross Profit Margin

The following tables reflect gross profit margin as a percentage of net revenue by reportable segments for the three and nine months ended July 3, 2021 and June 27, 2020: 

			Three months ended												Basis Point
			July 3, 2021						June 27, 2020						Change
Capital Equipment			44.6		%				41.8		%				280
APS			56.3		%				58.6		%				(230)
Total gross profit margin			46.1		%				46.1		%				—

			Nine months ended												Basis Point
			July 3, 2021						June 27, 2020						Change
Capital Equipment			42.9		%				43.4		%				(50)
APS			57.9		%				56.6		%				130
Total gross profit margin			45.1		%				46.9		%				(180)

Capital Equipment

For the three months ended July 3, 2021, the higher Capital Equipment gross profit margin as compared to the prior year period was primarily driven by favorable product mix.

For the nine months ended July 3, 2021, the Capital Equipment gross profit margin was generally consistent with the prior year period.

APS

For the three months ended July 3, 2021, the lower APS gross profit margin as compared to the prior year period was primarily driven by less favorable product mix in spares and services.

For the nine months ended July 3, 2021, the higher APS gross profit margin as compared to the prior year period was primarily driven by favorable product mix in spares and services.

Income from Operations

For the three and nine months ended July 3, 2021, the higher income from operations as compared to the prior year period was primarily due to higher contribution from Capital Equipment and APS.

The following tables reflect income from operations by reportable segments for the three and nine months ended July 3, 2021 and June 27, 2020:

34

---

Table of Contents

			Three months ended
(dollar amounts in thousands)			July 3, 2021						June 27, 2020						$ Change						% Change
Capital Equipment			$	107,016					$	1,045					$	105,971					10,140.8		%
APS			13,439						9,926						3,513						35.4		%
Total income from operations			$	120,455					$	10,971					$	109,484					997.9		%

			Nine months ended
(dollar amounts in thousands)			July 3, 2021						June 27, 2020						$ Change						% Change
Capital Equipment			$	218,010					$	7,815					$	210,195					2,689.6		%
APS			39,601						27,646						11,955						43.2		%
Total income from operations			$	257,611					$	35,461					$	222,150					626.5		%

Capital Equipment

For the three and nine months ended July 3, 2021, the higher Capital Equipment income from operations as compared to the prior year period was primarily due to higher demand as explained under 'Net Revenue' above. This was partially offset by higher operating expenses as explained under 'Operating Expenses' below.

APS

For the three and nine months ended July 3, 2021, the higher APS income from operations as compared to the prior year period was primarily due to higher demand as explained under 'Net Revenue' above. This was partially offset by higher operating expenses as explained under 'Operating Expenses' below.

Operating Expenses

The following tables reflect operating expenses for the three and nine months ended July 3, 2021 and June 27, 2020:

			Three months ended
(dollar amounts in thousands)			July 3, 2021						June 27, 2020						$ Change						% Change
Selling, general & administrative			$	39,103					$	27,905					$	11,198					40.1		%
Research & development			36,137						30,547						5,590						18.3		%
Total			$	75,240					$	58,452					$	16,788					28.7		%

			Nine months ended
(dollar amounts in thousands)			July 3, 2021						June 27, 2020						$ Change						% Change
Selling, general & administrative			$	105,511					$	85,723					$	19,788					23.1		%
Research & development			102,549						87,906						14,643						16.7		%
Total			$	208,060					$	173,629					$	34,431					19.8		%

Selling, General and Administrative (“SG&A”)

For the three months ended July 3, 2021, the higher SG&A expenses as compared to the prior year period were primarily due to $7.4 million higher staff costs related to an increase in incentive compensation and headcount, $0.7 million higher professional services expenses and a $3.2 million lower COVID-19 related grant and wage related subsidy received from the Singapore government.

For the nine months ended July 3, 2021, the higher SG&A expenses as compared to the prior year period were primarily due to $14.6 million higher staff costs related to an increase in incentive compensation and headcount, and $4.9 million higher professional services expenses.

Research and Development (“R&D”)

For the three months ended July 3, 2021, the higher R&D expenses as compared to the prior year period were primarily due to higher staff costs related to an increase in incentive compensation and headcount.

35

---

Table of Contents

For the nine months ended July 3, 2021, the higher R&D expenses as compared to the prior year period were primarily due to higher staff costs related to an increase in incentive compensation and headcount, and higher spending in development of prototypes.

Interest Income and Expense

The following tables reflect interest income and interest expense for the three and nine months ended July 3, 2021 and June 27, 2020: 

			Three months ended
(dollar amounts in thousands)			July 3, 2021						June 27, 2020						$ Change						% Change
Interest income			$	564					$	1,374					$	(810)					(59.0)		%
Interest expense			$	(41)					$	(446)					$	405					(90.8)		%

			Nine months ended
(dollar amounts in thousands)			July 3, 2021						June 27, 2020						$ Change						% Change
Interest income			$	1,801					$	6,888					$	(5,087)					(73.9)		%
Interest expense			$	(146)					$	(1,690)					$	1,544					(91.4)		%

Interest income

For the three and nine months ended July 3, 2021, the lower interest income as compared to the prior year period was primarily due to lower weighted average interest rate on cash, cash equivalents and short-term investments.

Interest expense

For the three and nine months ended July 3, 2021, the lower interest expense as compared to the prior year period was primarily due to lower average short-term debt. Please refer to Note 10 of Item 1 for discussion on the Overdraft Facility.

Provision for Income Taxes

The following table reflects the provision for income taxes and the effective tax rate for the three and nine months ended July 3, 2021 and June 27, 2020: 

			Three months ended																		Nine months ended
(dollar amounts in thousands)			July 3, 2021						June 27, 2020						Change						July 3, 2021						June 27, 2020						Change
Provision for income taxes			$	7,212					$	690					$	6,522					$	25,722					$	3,985					$	21,737
Effective tax rate			6.0		%				5.8		%				0.2		%				9.9		%				9.8		%				0.1		%

Please refer to Note 14 of Item 1 for discussion on the provision for income taxes and the effective tax rate for the three and nine months ended July 3, 2021 as compared to the prior year period.

LIQUIDITY AND CAPITAL RESOURCES

The following table reflects total cash, cash equivalents, and short-term investments as of July 3, 2021 and October 3, 2020:

			As of
(dollar amounts in thousands)			July 3, 2021						October 3, 2020						$ Change
Cash and cash equivalents			$	387,999					$	188,127					$	199,872
Short-term investments			247,000						342,000						(95,000)
Total cash, cash equivalents, and short-term investments			$	634,999					$	530,127					$	104,872
Percentage of total assets			45.0%						50.3%

The following table reflects a summary of the Consolidated Condensed Statements of Cash Flow information for the nine months ended July 3, 2021 and June 27, 2020:

36

---

Table of Contents

			Nine months ended
(in thousands)			July 3, 2021						June 27, 2020
Net cash provided by operating activities			$	176,656					$	62,681
Net cash provided by investing activities			54,221						25,863
Net cash used in financing activities			(31,982)						(130,618)
Effect of exchange rate changes on cash and cash equivalents			977						(335)
Changes in cash and cash equivalents			$	199,872					$	(42,409)
Cash and cash equivalents, beginning of period			188,127						364,184
Cash and cash equivalents, end of period			$	387,999					$	321,775

Nine months ended July 3, 2021

Net cash provided by operating activities was primarily due to net income of $233.5 million, non-cash adjustments to net income of $14.3 million and a net unfavorable change in operating assets and liabilities of $71.1 million. The net change in operating assets and liabilities was primarily driven by an increase in accounts and other receivable of $170.4 million, an increase in inventory of $40.8 million, and an increase in prepaid expenses and other current assets of $2.9 million. This was partially offset by an increase in accounts payable, accrued expenses and other current liabilities of $144.7 million.

The increase in accounts and other receivable was due to increase in sales in the first three quarters of fiscal 2021. The increase in inventory was due to higher manufacturing activities during the third quarter of fiscal 2021 as compared to the fourth quarter of fiscal 2020 in anticipation of higher demand in subsequent periods. The higher accounts payable, accrued expenses and other current liabilities was primarily due to higher purchases, accruals on incentive compensation and other bonuses, and customer credits in the third quarter of fiscal 2021.

Net cash provided by investing activities was due to net redemption of short-term investments of $95.0 million and proceeds from sale of an equity-method investment of $2.1 million. This was partially offset by the cash outflow for the Uniqarta acquisition of $26.3 million and capital expenditures of $16.7 million.

Net cash used in financing activities was primarily due to common stock repurchases of $7.0 million and dividend payments of $24.8 million.

Nine months ended June 27, 2020

Net cash provided by operating activities was primarily due to net income of $36.5 million and non-cash adjustments to net income of $31.8 million and partially offset by a net unfavorable change in operating assets and liabilities of $5.7 million. The decrease in net change in operating assets and liabilities was primarily driven by an increase in inventory of $28.0 million, and a decrease in income tax payable of $5.4 million. This was partially offset by an increase in accounts payable, accrued expenses and other current liabilities of $25.9 million, and a decrease in prepaid expenses and other current assets of $1.7 million.

The increase in inventory was due to higher manufacturing activities during the third quarter of fiscal 2020 as compared to the fourth quarter of fiscal 2019 in anticipation of higher demand in subsequent periods. The decrease in income tax payable was mainly due to payment. The higher accounts payable, accrued expenses and other current liabilities was primarily due to higher purchases, and higher accruals on incentive compensation and other bonuses in the third quarter of fiscal 2020.

Net cash provided by investing activities was due to net redemption of short-term investments of $35.0 million to repay the short-term debt. This was partially offset by capital expenditures of $7.8 million and an equity investment of $1.3 million.

Net cash used by financing activities was primarily due to net repayment of short-term debt of $60.9 million, common stock repurchases of $46.9 million and dividend payments of $22.8 million.

Fiscal 2021 Liquidity and Capital Resource Outlook

We expect our aggregate fiscal 2021 capital expenditures to be between approximately $26.0 million and $30.0 million, of which approximately $15.3 million has been made through the third quarter. Expenditures are anticipated to be primarily used for R&D projects, enhancements to our manufacturing operations, improvements to our information technology security, the continuing implementation of an enterprise resource planning system and leasehold improvements for our facilities. Our ability to make these expenditures will depend, in part, on our future cash flows, which are determined by our future operating

37

---

Table of Contents

performance and, therefore, subject to prevailing global macroeconomic conditions, including the impact from the COVID-19 pandemic, as well as financial, business and other factors, some of which are beyond our control.

As of July 3, 2021 and October 3, 2020, approximately $614.8 million and $492.0 million of cash, cash equivalents, and short-term investments were held by the Company's foreign subsidiaries, respectively, with a portion of the cash amounts expected to be available for use in the U.S. without incurring additional U.S. income tax.

The Company’s international operations and capital requirements are anticipated to be funded primarily by cash generated by foreign operating activities and cash held by foreign subsidiaries. Most of the Company's operations and liquidity needs are outside the U.S. The Company’s U.S. operations and capital requirements are anticipated to be funded primarily by cash generated from U.S. operating activities, and by our existing Facility Agreements. In the future, the Company may repatriate additional cash held by foreign subsidiaries that has already been subject to U.S. income taxes. We believe these sources of cash and liquidity are sufficient to meet our business needs in the U.S. for the foreseeable future including funding of U.S. operations, capital expenditures, repayment of outstanding balances under the Facility Agreements, the dividend program, and the share repurchase program as approved by the Board of Directors.

We believe that our existing cash, cash equivalents, short-term investments, existing Facility Agreements, and anticipated cash flows from operations will be sufficient to meet our liquidity and capital requirements, notwithstanding the COVID-19 pandemic, for at least the next twelve months from the date of filing. Our liquidity is affected by many factors, some based on normal operations of our business and others related to global economic conditions and industry uncertainties, which we cannot predict. We also cannot predict economic conditions or industry downturns or the timing, strength or duration of recoveries. We intend to continue to use our cash for working capital needs and for general corporate purposes.

In this unprecedented environment, as a result of the COVID-19 pandemic or for other reasons, we may seek, as we believe appropriate, additional debt or equity financing that would provide capital for general corporate purposes, working capital funding, additional liquidity needs or to fund future growth opportunities, including possible acquisitions. The timing and amount of potential capital requirements cannot be determined at this time and will depend on a number of factors, including the actual and projected demand for our products, semiconductor and semiconductor capital equipment industry conditions, competitive factors, and the condition of financial markets.

Share Repurchase Program

On August 15, 2017, the Company’s Board of Directors authorized a program (the "Program") to repurchase up to $100 million in total of the Company’s common stock on or before August 1, 2020. In 2018 and 2019, the Board of Directors increased the share repurchase authorization under the Program to $200 million and $300 million, respectively. On July 3, 2020, the Board of Directors increased the share repurchase authorization under the Company’s existing share repurchase program by an additional $100 million to $400 million, and extended its duration through August 1, 2022. The Company has entered into a written trading plan under Rule 10b5-1 of the Exchange Act to facilitate repurchases under the Program. The Program may be suspended or discontinued at any time and is funded using the Company's available cash, cash equivalents and short-term investments. Under the Program, shares may be repurchased through open market and/or privately negotiated transactions at prices deemed appropriate by management. The timing and amount of repurchase transactions under the Program depend on market conditions as well as corporate and regulatory considerations. During the three and nine months ended July 3, 2021, the Company repurchased a total of approximately 82.0 thousand and 153.0 thousand shares of common stock under the Program at a cost of approximately $4.1 million and $6.4 million, respectively. As of July 3, 2021, our remaining stock repurchase authorization under the Program was approximately $135.7 million.

Dividends

On May 28, 2021, March 5, 2021, and December 10, 2020, the Board of Directors declared a quarterly dividend of $0.14 per share of common stock. Dividends paid during the three and nine months ended July 3, 2021 totaled $8.7 million and $24.8 million, respectively. The declaration of any future cash dividend is at the discretion of the Board of Directors and will depend on the Company's financial condition, results of operations, capital requirements, business conditions and other factors, as well as a determination that such dividends are in the best interests of the Company's shareholders.

Other Obligations and Contingent Payments

In accordance with GAAP, certain obligations and commitments are not required to be included in the Consolidated Condensed Balance Sheets and Statements of Operations. These obligations and commitments, while entered into in the normal course of business, may have a material impact on our liquidity and are disclosed in the table below.

38

---

Table of Contents

As of July 3, 2021, the Company had deferred tax liabilities of $32.9 million and unrecognized tax benefits within the income taxes payable for uncertain tax positions of $12.5 million, inclusive of accrued interest on uncertain tax positions of $1.6 million, substantially all of which would affect our effective tax rate in the future, if recognized. It is reasonably possible that the amount of the unrecognized tax benefit with respect to certain unrecognized tax positions will increase or decrease during the next 12 months due to the expected lapse of statutes of limitation and / or settlements of tax examinations. Given the number of years and numerous matters that remain subject to examination in various tax jurisdictions, we cannot practicably estimate the timing or financial outcomes of these examinations and, therefore, these amounts are excluded from the amounts below. When estimating its tax positions, the Company considers and evaluates numerous complex areas of taxation, which may require periodic adjustments and which may not reflect the final tax liabilities.

The following table presents certain payments due by the Company under contractual and statutory obligations with minimum firm commitments as of July 3, 2021:

									Payments due in
(in thousands)			Total						Less than 1 year						1 - 3 years						3 - 5 years						More than 5 years
Inventory purchase obligations (1)			$	671,864					$	671,864					$	—					$	—					$	—
U.S. one-time transition tax payable (2) (reflected on our Consolidated Condensed Balance Sheets)			60,728						6,415						19,297						35,016						—
Asset retirement obligations (3) (reflected on our Consolidated Condensed Balance Sheets)			2,126						50						1,698						229						149
Total			$	734,718					$	678,329					$	20,995					$	35,245					$	149

(1)The Company orders inventory components in the normal course of its business. A portion of these orders are non-cancellable and some orders impose varying penalties and charges in the event of cancellation.

(2)Associated with the U.S. one-time transition tax on certain earnings and profits of our foreign subsidiaries in relation to the U.S Tax Cuts and Job Act.

(3)Asset retirement obligations are associated with commitments to return the property to its original condition upon lease termination at various sites.

Off-Balance Sheet Arrangements

Bank Guarantees

On November 22, 2013, the Company obtained a $5.0 million credit facility with Citibank in connection with the issuance of bank guarantees for operational purposes. As of July 3, 2021, the outstanding amount under this facility was $3.8 million.

Credit facilities

On February 15, 2019, the Company entered into a Facility Letter and Overdraft Agreement (collectively, the “Facility Agreements”) with MUFG Bank, Ltd., Singapore Branch (the “Bank”). The Facility Agreements provide the Company and one of its subsidiaries with an overdraft line of credit facility of up to $150.0 million (the “Overdraft Facility”) for general corporate purposes. Amounts outstanding under the Overdraft Facility, including interest, are payable upon thirty days written demand by the Bank. Interest on the Overdraft Facility is calculated on a daily basis, and the applicable interest rate is calculated at the overnight U.S. Dollar LIBOR rate plus a margin of 1.5% per annum. The Overdraft Facility is an unsecured facility per the terms of the Facility Agreements. The Facility Agreements contain customary non-financial covenants, including, without limitation, covenants that restrict the Company’s ability to sell or dispose of its assets, cease owning at least 51% of two of its subsidiaries (the "Subsidiaries") or encumber its assets with material security interests (including any pledge of monies in the Subsidiaries’ cash deposit account with the Bank). The Facility Agreements also contain typical events of default, including, without limitation, non-payment of financial obligations when due, cross defaults to other material indebtedness of the Company, and breach of a representation or warranty under the Facility Agreements. As of July 3, 2021, there were no outstanding amounts under the Overdraft Facility.

As of July 3, 2021, we did not have any other off-balance sheet arrangements, such as contingent interests or obligations associated with variable interest entities.

39

---

Table of Contents

Item 3. - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Interest Rate Risk

Our available-for-sale securities, if applicable, may consist of short-term investments in highly rated debt instruments of the U.S. Government and its agencies, financial institutions, and corporations. We continually monitor our exposure to changes in interest rates and credit ratings of issuers with respect to any available-for-sale securities and target an average life to maturity of less than 18 months. Accordingly, we believe that the effects on us of changes in interest rates and credit ratings of issuers are limited and would not have a material impact on our financial condition or results of operations.

Foreign Currency Risk

Our international operations are exposed to changes in foreign currency exchange rates due to transactions denominated in currencies other than the location's functional currency. Our international operations are also exposed to foreign currency fluctuations that impact the remeasurement of net monetary assets of those operations whose functional currency, the U.S. dollar, differs from their respective local currencies, most notably in Israel, Singapore and Switzerland. Our U.S. operations also have foreign currency exposure due to net monetary assets denominated in currencies other than the U.S. dollar. In addition to net monetary remeasurement, we have exposures related to the translation of subsidiary financial statements from their functional currency, the local currency, into its reporting currency, the U.S. dollar, most notably in the Netherlands, China, Taiwan, Japan and Germany.

Based on our foreign currency exposure as of July 3, 2021, a 10.0% fluctuation could impact our financial position, results of operations or cash flows by $2.0 to $3.0 million. Our attempts to hedge against these risks may not be successful and may result in a material adverse impact on our financial results and cash flow.

We enter into foreign exchange forward contracts to hedge a portion of our forecasted foreign currency-denominated expenses in the normal course of business and, accordingly, they are not speculative in nature. These instruments generally mature within twelve months. We have foreign exchange forward contracts with a notional amount of $57.0 million outstanding as of July 3, 2021.

40

---

Table of Contents

Item 4. - CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures as of July 3, 2021. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that, as of July 3, 2021 our disclosure controls and procedures were effective in providing reasonable assurance that the information required to be disclosed by us in reports filed under the Securities Exchange Act of 1934, as amended, is (i) recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms and (ii) accumulated and communicated to our management, including the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding disclosure.

Changes in Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f). Our internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP.

In connection with the evaluation by our management, including with the participation of our Chief Executive Officer and Chief Financial Officer, of our internal control over financial reporting, no changes during the three months ended July 3, 2021 were identified to have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

41

---

Table of Contents

PART II. - OTHER INFORMATION 

Item 1. - LEGAL PROCEEDINGS

From time to time, we may be a plaintiff or defendant in cases arising out of our business. We are party to ordinary, routine litigation incidental to our business. We cannot be assured of the results of any pending or future litigation, but we do not believe resolution of any currently pending matters will have a material adverse effect on our business, financial condition or operating results.

Item 1A. - RISK FACTORS

Certain Risks Related to Our Business

There have been no material changes from the risk factors discussed in Part I, Item 1A, “Risk Factors,” of our 2020 Annual Report on Form 10-K.

42

---

Table of Contents

Item 2. - UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Unregistered Sales of Equity Securities

For the period from March 4, 2021 to July 3, 2021, we issued to employees and directors 5,178 restricted stock units, 833 performance share units, and 3,990 shares of common stock in transactions that were not registered under the Securities Act, in each case pursuant to our 2021 Omnibus Incentive Plan and as consideration for services rendered.

None of these transactions involved any underwriters, underwriting discounts or commissions, or any public offering. The issuances of the securities described above were exempt from registration under Section 4(a)(2) of the Securities Act as transactions by an issuer not involving any public offering or distribution. The issuances of these securities were made without any general solicitation or advertising.

Purchases of Equity Securities by the Issuer and Affiliated Purchasers

The following table summarizes the repurchases of common stock during the three months ended July 3, 2021 (in millions, except number of shares, which are reflected in thousands, and per share amounts):

Period						Total Number of Shares Repurchased						Average Price Paid Per Share						Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs						Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs(1)
April 4, 2021 to May 1, 2021						11						$	53.79					11						$	139.2
May 2, 2021 to June 5, 2021						63						$	48.43					63						$	136.2
June 6, 2021 to July 3, 2021						8						$	55.20					8						$	135.7
For the three months ended July 3, 2021						82												82

(1)On August 15, 2017, the Company's Board of Directors authorized the Program to repurchase up to $100 million in total of the Company's common stock on or before August 1, 2020. In 2018 and 2019, the Board of Directors increased the share repurchase authorization under the Program to $200 million and $300 million, respectively. On July 3, 2020, the Board of Directors increased the share repurchase authorization under the Company’s existing share repurchase program by an additional $100 million to $400 million, and extended its duration through August 1, 2022. The Company may repurchase shares of its common stock through open market and privately negotiated transactions at prices deemed appropriate by management. The Company has entered into a written trading plan under Rule 10b5-1 of the Exchange Act to facilitate repurchases under the Program. The Program may be suspended or discontinued at any time and will be funded using the Company's available cash, cash equivalents and short-term investments. The timing and amount of repurchase transactions under the Program depend on market conditions as well as corporate and regulatory considerations.

43

---

Table of Contents

Item 6. -    

Exhibit No.						Description
3.1						The Company's Amended and Restated Articles of Incorporation, dated December 5, 2007, are incorporated herein by reference to Exhibit 3(i) to the Company's Annual Report on Form 10-K for the fiscal year ended September 29, 2007, SEC file number 000-00121.
3.2						The Company's Amended and Restated By-Laws, dated October 22, 2015, are incorporated herein by reference to Exhibit 3(ii) to the Company's Current Report on Form 8-K dated October 22, 2015, SEC file number 000-00121.
10.1						The Company's 2021 Omnibus Incentive Plan is incorporated herein by reference to the Company's Proxy Statement on Schedule 14A for the annual meeting of shareholders on March 4, 2021
31.1						Certification of Fusen Chen, Chief Executive Officer of Kulicke and Soffa Industries, Inc., pursuant to Rule 13a-14(a) or Rule15d-14(a) of the Exchange Act as adopted pursuant to section 302 of the Sarbanes-Oxley Act of 2002.
31.2						Certification of Lester Wong, Chief Financial Officer of Kulicke and Soffa Industries, Inc., pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act as adopted pursuant to section 302 of the Sarbanes-Oxley Act of 2002.
32.1*						Certification of Fusen Chen, Chief Executive Officer of Kulicke and Soffa Industries, Inc., pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2*						Certification of Lester Wong, Chief Financial Officer of Kulicke and Soffa Industries, Inc., pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS						Inline XBRL Instance Document.
101.SCH						Inline XBRL Taxonomy Extension Schema Document.
101.CAL						Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF						Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB						Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE						Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104						Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101.INS).
*						This exhibit shall not be deemed "filed" for purposes of Section 18 of the Exchange Act or otherwise subject to the liability of that Section. Such exhibit shall not be deemed incorporated into any filing under the Securities Act or the Exchange Act.

 

44

---

Table of Contents

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

			KULICKE AND SOFFA INDUSTRIES, INC.
Date: August 6, 2021			By:			/s/ LESTER WONG
						Lester Wong
						Senior Vice President and Chief Financial Officer (principal financial officer and principal accounting officer)

45