MAGNACHIP SEMICONDUCTOR CORP Management's Discussion and Analysis of Financial Condition and Results of Operations (form 10-Q) | MarketScreener

2022-08-13 02:12:15 By : Ms. Anna zhu

The following discussion and analysis should be read in conjunction with the unaudited consolidated financial statements and the related notes included elsewhere in this Report.

Our standard products business includes our Display Solutions and Power Solutions business lines.

Adjusted EBITDA, Adjusted Operating Income and Adjusted Net Income

• we believe that Adjusted EBITDA, by eliminating the impact of a number of

items that we do not consider to be indicative of our core ongoing operating

performance, provides a more comparable measure of our operating performance

• we believe that Adjusted EBITDA is commonly requested and used by securities

effects of financing, income taxes and the accounting effects of capital

spending, as well as other one time or recurring items described above; and

• we believe that Adjusted EBITDA is useful for investors, among other reasons,

core operating performance and to understand and assess the manner in which

We use Adjusted EBITDA in a number of ways, including:

• for planning purposes, including the preparation of our annual operating

• to evaluate the effectiveness of our enterprise level business strategies;

• in communications with our Board of Directors concerning our consolidated

• in certain of our compensation plans as a performance measure for determining

(a) This adjustment eliminates the impact of

generally require cash settlement, and, therefore, are not used by us to

assess the profitability of our operations. We believe that analysts and

investors will find it helpful to review our operating performance without

(b) This adjustment mainly eliminates the impact of

foreign currency translation associated with intercompany debt obligations

and foreign currency denominated receivables and payables, as well as the

cash impact of foreign currency transaction gains or losses on collection of

such receivables and payment of such payables. Although we expect to incur

foreign currency translation gains or losses in the future, we believe that

isolation of this adjustment provides investors with enhanced comparability

to prior and future periods of our operating performance results.

(c) This adjustment eliminates the impact of gain or loss recognized in income on

derivatives, which represents derivatives value changes excluded from the

risk being hedged. We enter into derivative transactions to mitigate foreign

exchange risks. As our derivative transactions are limited to a certain

portion of our expected cash flows denominated in U.S. dollars, and we do not

enter into derivative transactions for trading or speculative purposes, we do

not believe that these charges or gains are indicative of our core operating

(d) For the three and six months ended June 30, 2021, this adjustment eliminates

operating results and are not expected to represent an ongoing operating

expense or income to us, we believe our operating performance results are

more usefully compared if this adjustment is excluded.

(e) For the three and six months ended June 30, 2022, we recorded $0.8 million of

professional service fees and expenses incurred in connection with certain

strategic evaluations. For the three and six months ended June 30, 2021, this

professional service fees and expenses incurred in connection with the

regulatory requests. As these adjustments meaningfully impacted our operating

results and are not expected to represent ongoing operating expenses to us,

we believe our operating performance results are more usefully compared if

Adjusted EBITDA has limitations as an analytical tool, and you should not consider it in isolation, or as a substitute for analysis of our results as reported under U.S. GAAP. Some of these limitations are:

• Adjusted EBITDA does not reflect our cash expenditures, or future

requirements, for capital expenditures or contractual commitments;

• Adjusted EBITDA does not reflect changes in, or cash requirements for,

charges, the assets being depreciated and amortized will often need to be

• Adjusted EBITDA does not consider the potentially dilutive impact of

• other companies in our industry may calculate Adjusted EBITDA differently

than we do, limiting its usefulness as a comparative measure.

(a) This adjustment eliminates the impact of

generally require cash settlement, and, therefore, are not used by us to

assess the profitability of our operations. We believe that analysts and

investors will find it helpful to review our operating performance without

(b) For the three and six months ended June 30, 2021, this adjustment eliminates

operating results and are not expected to represent an ongoing operating

expense or income to us, we believe our operating performance results are

more usefully compared if this adjustment is excluded.

(c) For the three and six months ended June 30, 2022, we recorded $0.8 million of

professional service fees and expenses incurred in connection with certain

strategic evaluations. For the three and six months ended June 30, 2021, this

professional service fees and expenses incurred in connection with the

regulatory requests. As these adjustments meaningfully impacted our operating

results and are not expected to represent ongoing operating expenses to us,

we believe our operating performance results are more usefully compared if

• we use Adjusted Net Income (including on a per share basis) in

communications with our Board of Directors concerning our consolidated

financial performance without the impact of

expenses and the other items as we discussed below since we believe that

it is a more consistent measure of our core operating results from period

• we believe that reporting Adjusted Net Income (including on a per share

basis) is useful to readers in evaluating our core operating results

because it eliminates the effects of

expenses as well as the other items we discuss below, such as foreign

(a) This adjustment eliminates the impact of

generally require cash settlement, and, therefore, are not used by us to

assess the profitability of our operations. We believe that analysts and

investors will find it helpful to review our operating performance without

(b) This adjustment mainly eliminates the impact of

foreign currency translation associated with intercompany debt obligations

and foreign currency denominated receivables and payables, as well as the

cash impact of foreign currency transaction gains or losses on collection of

such receivables and payment of such payables. Although we expect to incur

foreign currency translation gains or losses in the future, we believe that

isolation of this adjustment provides investors with enhanced comparability

(c) This adjustment eliminates the impact of gain or loss recognized in income on

derivatives, which represents derivatives value changes excluded from the

risk being hedged. We enter into derivative transactions to mitigate foreign

exchange risks. As our derivative transactions are limited to a certain

portion of our expected cash flows denominated in U.S. dollars, and we do not

enter into derivative transactions for trading or speculative purposes, we do

not believe that these charges or gains are indicative of our core operating

(d) For the three and six months ended June 30, 2021, this adjustment eliminates

operating results and are not expected to represent an ongoing operating

expense or income to us, we believe our operating performance results are

more usefully compared if this adjustment is excluded.

(e) For the three and six months ended June 30, 2022, we recorded $0.8 million of

professional service fees and expenses incurred in connection with certain

strategic evaluations. For the three and six months ended June 30, 2021, this

professional service fees and expenses incurred in connection with the

regulatory requests. As these adjustments meaningfully impacted our operating

results and are not expected to represent ongoing operating expenses to us,

we believe our operating performance results are more usefully compared if

(f) For the three and six months ended June 30, 2022, this adjustment eliminates

the income tax effect on

adjustments of $4.3 million and $5.2 million, respectively, which mainly

related to our Korean subsidiary using a calculation method that we compare

We believe that all adjustments to net income (loss) used to calculate Adjusted Net Income was applied consistently to the periods presented.

Adjusted Net Income has limitations as an analytical tool, and you should not consider it in isolation, or as a substitute for analysis of our results as reported under U.S. GAAP. Some of these limitations are:

• Adjusted Net Income does not reflect changes in, or cash requirements

• Adjusted Net Income does not consider the potentially dilutive impact of

issuing equity-based compensation to our management team and employees;

• Adjusted Net Income does not reflect the costs of holding certain assets

Factors Affecting Our Results of Operations

Results of Operations - Comparison of Three Months Ended June 30, 2022 and 2021

The following table sets forth consolidated results of operations for the three months ended June 30, 2022 and 2021:

Net Sales - Standard Products Business by Geographic Region

Research and development expenses were $13.4 million, or 13.2% of total revenues, for the three months ended June 30, 2022, which remained flat, compared to $13.3 million, or 11.7% of total revenues, for the three months ended June 30, 2021.

Merger-related Costs. For the three months ended June 30, 2021, we recorded $2.5 million of professional service fees and expenses incurred in connection with the contemplated Merger transaction.

Interest expenses was $0.5 million and $0.1 million for the three months ended June 30, 2022 and June 30, 2021, respectively.

Others were comprised of interest income, rental income, and gains and losses from valuation of derivatives which were designated as hedging instruments. Others for the three months ended June 30, 2022 and June 30, 2021 was $1.3 million and $0.6 million, respectively.

Results of Operations - Comparison of Six Months Ended June 30, 2022 and 2021

The following table sets forth consolidated results of operations for the six months ended June 30, 2022 and 2021:

Net Sales - Standard Products Business by Geographic Region

Merger-related Costs. For the six months ended June 30, 2021, we recorded $12.3 million of professional service fees and expenses incurred in connection with the contemplated Merger transaction.

Interest expenses was $0.6 million and $1.1 million for the six months ended June 30, 2022 and June 30, 2021, respectively.

Our principal capital requirements are to fund sales and marketing, invest in research and development and capital equipment, and to fund working capital needs. We calculate working capital as current assets less current liabilities.

Cash Flows from Operating Activities

Cash Flows from Investing Activities

Cash Flows from Financing Activities

Critical Accounting Policies and Estimates

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