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ASE Technology Holding Co., Ltd.

Foreign Filer Report Oct 27, 2017

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6-K 1 dp82021_6k.htm FORM 6-K

FORM 6-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

of the Securities Exchange Act of 1934

October 27, 2017

Commission File Number 001-16125
Advanced Semiconductor Engineering, Inc.
( Exact name of Registrant as specified in its charter)
26 Chin Third Road Nantze Export Processing Zone Kaoshiung, Taiwan Republic of China
(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Note : Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes ☐ No ☒

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):

Not applicable

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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.

By: ADVANCED SEMICONDUCTOR ENGINEERING, INC. — /s/ Joseph Tung
Name: Joseph Tung
Title: Chief Financial Officer

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Advanced Semiconductor Engineering, Inc.

FOR IMMEDIATE RELEASE

IR Contact:

Iris Wu, Manager [email protected] Tel: +886.2.6636.5678 http://www.aseglobal.com Grace Teng, Manager [email protected] Tel: +886.2.6636.5678

ADVANCED SEMICONDUCTOR ENGINEERING, INC. REPORTS UNAUDITED CONSOLIDATED FINANCIAL RESULTS FOR THE THIRD QUARTER OF 2017

Taipei, Taiwan, R.O.C., October 27, 2017 – Advanced Semiconductor Engineering, Inc. (TAIEX: 2311, NYSE: ASX) (“We”, “ASE”, or the “Company”), among the world’s leading companies in semiconductor packaging and testing, today reported unaudited net revenues 1 of NT$73,878 million for the third quarter of 2017 (3Q17), up by 2% year-over-year and up by 12% sequentially. Net income attributable to shareholders of the parent for the quarter totaled NT$6,336 million, up from a net income attributable to shareholders of the parent of NT$5,502 million in 3Q16 and down from a net income attributable to shareholders of the parent of NT$7,847 million in 2Q17. Basic earnings per share for the quarter were NT$0.76 (or US$0.125 per ADS), compared to basic earnings per share of NT$0.72 for 3Q16 and NT$0.97 for 2Q17. Diluted earnings per share for the quarter were NT$0.69 (or US$0.115 per ADS), compared to diluted earnings per share of NT$0.64 for 3Q16 and NT$0.89 for 2Q17.

RESULTS OF OPERATIONS

3Q17 Results Highlights – Consolidated

l Net revenue contribution from packaging operations, testing operations, EMS operations, substrates sold to third parties and others, each represented approximately 45%, 9%, 45%, 1% and 0%, respectively, of total net revenues for the quarter.

l Cost of revenue was NT$60,030 million for the quarter, up from NT$53,910 million in 2Q17.

  • Raw material cost totaled NT$36,018 million for the quarter, representing 49% of total net revenues.

  • Labor cost totaled NT$9,110 million for the quarter, representing 12% of total net revenues.

  • Depreciation, amortization and rental expenses totaled NT$6,938 million for the quarter.

l Gross margin increased 0.4 percentage points to 18.7% in 3Q17 from 18.3% in 2Q17.

l Operating margin was 9.6% in 3Q17 compared to 7.9% in 2Q17.

l In terms of non-operating items:

  • Net interest expense was NT$350 million.

  • Net foreign exchange gain of NT$33 million was primarily attributable to the depreciation of the U.S. dollar against the NT dollar.

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1 All financial information presented in this press release is unaudited, consolidated and prepared in accordance with Taiwan-IFRS (International Financial Reporting Standards as endorsed for use in the R.O.C.). Such financial information is generated internally by us and has not been subjected to the same review and scrutiny, including internal auditing procedures and audit by our independent auditors, to which we subject our audited consolidated financial statements, and may vary materially from the audited consolidated financial information for the same period. Any evaluation of the financial information presented in this press release should also take into account our published audited consolidated financial statements and the notes to those statements. In addition, the financial information presented is not necessarily indicative of our results of operations for any future period.

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October 27, 2017

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Advanced Semiconductor Engineering, Inc.

  • Gain on valuation of financial assets and liabilities was NT$598 million.

  • Net gain on equity-method investments was NT$323 million, including NT$389 million of the share of gain from our investment in Siliconware Precision Industries Co., Ltd. (“SPIL”).

  • Other net non-operating income of NT$143 million were primarily related to miscellaneous income. Total non-operating income for the quarter was NT$747 million.

l Income before tax was NT$7,815 million for 3Q17, compared to NT$11,390 million in 2Q17. We recorded income tax expenses of NT$1,083 million for the quarter, compared to NT$3,207 million in 2Q17.

l In 3Q17, net income attributable to shareholders of the parent was NT$6,336 million, compared to net income attributable to shareholders of the parent of NT$5,502 million in 3Q16 and net income attributable to shareholders of the parent of NT$7,847 million in 2Q17 .

l Our total number of shares outstanding at the end of the quarter was 8,724,619,364, including treasury stock owned by our subsidiaries. Our 3Q17 basic earnings per share of NT$0.76 (or US$0.125 per ADS) were based on 8,350,512,180 weighted average number of shares outstanding in 3Q17. Our 3Q17 diluted earnings per share of NT$0.69 (or US$0.115 per ADS) were based on 8,624,804,592 weighted average number of shares outstanding in 3Q17.

3Q17 Results Highlights – IC ATM 2

l Cost of revenues was NT$31,368 million for the quarter, up by 4% sequentially.

  • Raw material cost totaled NT$9,715 million for the quarter, representing 23% of total net revenues.

  • Labor cost totaled NT$7,870 million for the quarter, representing 19% of total net revenues.

  • Depreciation, amortization and rental expenses totaled NT$6,463 million for the quarter.

l Gross margin increased 2 percentage points to 25.1% in 3Q17 from 23.1% in 2Q17.

l Operating margin was 13.7% in 3Q17 compared to 10.5% in 2Q17.

3Q17 Results Highlights – EMS

l Cost of revenues for the quarter was NT$29,691 million, up by 18% sequentially.

  • Raw material cost totaled NT$26,400 million for the quarter, representing 80% of total net revenues.

  • Labor cost totaled NT$1,226 million for the quarter, representing 4% of total net revenues.

  • Depreciation, amortization and rental expenses totaled NT$436 million for the quarter.

l Gross margin decreased to 10.3% in 3Q17 from 11.1% in 2Q17 .

l Operating margin increased to 4.3% in 3Q17 from 4.0% in 2Q17 .

LIQUIdiTY AND CAPITAL RESOURCES

l Capital expenditures in 3Q17 totaled US$130 million, of which US$84million were used in packaging operations, US$29 million in testing operations, US$13 million in EMS operations and US$4 million in interconnect materials operations.

l As of September 30, 2017, total unused credit lines amounted to NT$165,583 million.

l Current ratio was 1.37 and net debt to equity ratio was 0.20 as of September 30, 2017.

l Total number of employees was 68,227 as of September 30, 2017, compared to 66,996 as of

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2 ATM stands for Semiconductor Assembly, Testing and Material.

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October 27, 2017

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Advanced Semiconductor Engineering, Inc.

June 30, 2017.

Business Review

Packaging Operations 3

l Gross margin for our packaging operations during the quarter was 22.3%, up by 1.7 percentage points from 2Q17.

l Capital expenditures for our packaging operations amounted to US$84 million for the quarter, of which US$30 million were used in purchases of wafer bumping and flip chip packaging equipment, and US$54 million were used in purchase of common equipment, SiP equipment and wirebond packaging equipment.

Testing Operations

l Depreciation, amortization and rental expense associated with our testing operations amounted to NT$1,659 million during the quarter, down from NT$1,673 million in 2Q17.

l Gross margin for our testing operations amounted to 37.8% during the quarter, up by 3.6 percentage points from 2Q17.

l Capital expenditures for our testing operations amounted to US$29 million during the quarter.

EMS Operations

l Gross margin for our EMS operations amounted to 10.3% during the quarter, down by 0.8 percentage points from 2Q17.

l Capital expenditures for our EMS operations amounted to US$13 million during the quarter.

Substrate Operations

l PBGA substrate manufactured by ASE amounted to NT$2,178 million for the quarter, up by NT$34 million, or by 2% from 2Q17. Of the total output of NT$2,178 million, NT$948 million was from sales to external customers.

l Gross margin for substrate operations was 13.1% for the quarter, down by 1.3 percentage points from 2Q17.

l In 3Q17, our internal substrate manufacturing operations supplied 25% (by value) of our total substrate requirements.

Customers

IC ATM consolidated Basis

l Our five largest customers together accounted for approximately 36% of our total net revenues for the quarter and in 2Q17. One customer accounted for more than 10% of our total net revenues in 3Q17.

l Our top 10 customers contributed 50% of our total net revenues for the quarter, compared to 51% in 2Q17.

l Our customers that are integrated device manufacturers, or IDMs, accounted for 44% of our total net revenues for the quarter, compared to 43% in 2Q17.

EMS Basis

l Our five largest customers together accounted for approximately 80% of our total net revenues in 3Q17, compared to 79% in 2Q17. One customer accounted for more than 10%

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3 IC packaging services include module assembly services.

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October 27, 2017

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Advanced Semiconductor Engineering, Inc.

of our total net revenues in 3Q17.

l Our top 10 customers contributed 89% of our total net revenues during the quarter, which remained the same as 2Q17.

outlook

Based on our current business outlook and exchange rate assumptions, management projects overall performance for the fourth quarter of 2017 to be as follows:

l IC ATM 4Q17 business and gross margin should both be similar with 3Q17 level;

l EMS 4Q17 business should be similar with IC ATM 4Q17 level;

l EMS 4Q17 gross margin should be above 1Q16 level.

About ASE, Inc.

ASE is among the world’s leading companies in semiconductor packaging and testing sector, including front-end engineering testing, wafer probing and final testing services. With advanced technological capabilities and a global presence spanning Taiwan, China, Korea, Japan, Singapore, Malaysia and the United States, ASE, Inc. has established a reputation for reliable, high quality products and services. For more information, please visit our website at http://www.aseglobal.com.

Safe Harbor Notice

This press release contains "forward-looking statements" within the meaning of Section 27A of the United States Securities Act of 1933, as amended, and Section 21E of the United States Securities Exchange Act of 1934, as amended. Although these forward-looking statements, which may include statements regarding our future results of operations, financial condition or business prospects, are based on our own information and information from other sources we believe to be reliable, you should not place undue reliance on these forward-looking statements, which apply only as of the date of this press release. The words “anticipate,” “believe,” “estimate,” “expect,” “intend,” “plan” and similar expressions, as they relate to us, are intended to identify these forward-looking statements in this press release. Our actual results of operations, financial condition or business prospects may differ materially from those expressed or implied in these forward-looking statements for a variety of reasons, including risks associated with cyclicality and market conditions in the semiconductor or electronic industry; changes in our regulatory environment, including our ability to comply with new or stricter environmental regulations and to resolve environmental liabilities; demand for the outsourced semiconductor packaging, testing and electronic manufacturing services we offer and for such outsourced services generally; the highly competitive semiconductor or manufacturing industry we are involved in; our ability to introduce new technologies in order to remain competitive; international business activities; our business strategy; our future expansion plans and capital expenditures; the uncertainties as to whether we can complete the share exchange contemplated by a joint share exchange agreement between Siliconware Precision Industries Co., Ltd. and us; the strained relationship between the Republic of China and the People’s Republic of China; general economic and political conditions; the recent global economic crisis; possible disruptions in commercial activities caused by natural or human-induced disasters; fluctuations in foreign currency exchange rates; and other factors. For a discussion of these risks and other factors, please see the documents we file from time to time with the Securities and Exchange Commission, including our 2016 Annual Report on Form 20-F filed on April 21, 2017.

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October 27, 2017

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Supplemental Financial Information

IC ATM Consolidated Operations

Amounts in NT$ Millions 3Q/17 2Q/17 3Q/16
Net
Revenues 41,854 39,048 43,006
Revenues
by Application
Communication 49% 48% 53%
Computer 10% 11% 12%
Automotive, Consumer & Others 41% 41% 35%

Packaging Operations

Amounts in NT$ Millions 3Q/17 2Q/17 3Q/16
Net
Revenues 33,897 31,718 34,832
Revenues
by Packaging Type
Bumping, Flip Chip, WLP & SiP 32% 31% 33%
IC Wirebonding 57% 58% 57%
Discrete and Others 11% 11% 10%
Capacity
CapEx (US$ Millions)* 84 161 112
Number of Wirebonders 16,083 16,118 15,905

Testing Operations

Amounts in NT$ Millions 3Q/17 2Q/17 3Q/16
Net
Revenues 6,889 6,350 7,232
Revenues
by Testing Type
Final test 79% 83% 75%
Wafer sort 18% 14% 21%
Engineering test 3% 3% 4%
Capacity
CapEx (US$ Millions)* 29 47 57
Number of Testers 3,739 3,796 3,725

EMS Operations

Amounts in NT$ Millions 3Q/17 2Q/17 3Q/16
Net
Revenues 33,100 28,248 31,190
Revenues
by End Application
Communication 45% 48% 51%
Computer 14% 17% 16%
Consumer 26% 20% 20%
Industrial 8% 8% 7%
Automotive 6% 6% 5%
Others 1% 1% 1%
Capacity
CapEx (US$ Millions)* 13 4 10

* Capital expenditure excludes building construction costs.

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Advanced Semiconductor Engineering, Inc.

Summary of Consolidated Statement of Comprehensive Income Data

(In NT$ millions, except per share data)

(Unaudited)

Sep. 30 2017 Jun. 30 2017 Sep. 30 2016 Sep. 30 2017 Sep. 30 2016
Net revenues:
Packaging 32,880 30,494 33,449 93,180 91,663
Testing 6,889 6,350 7,231 19,604 19,729
Direct Material 948 928 805 2,768 2,456
EMS 33,098 28,210 31,174 90,663 80,768
Others 63 44 125 240 3,140
Total net revenues 73,878 66,026 72,784 206,455 197,756
Cost of revenues 4 (60,030 ) (53,910 ) (58,673 ) (168,516 ) (159,943 )
Gross profit 13,848 12,116 14,111 37,939 37,813
Operating expenses:
Research and development (2,986 ) (2,952 ) (2,947 ) (8,701 ) (8,300 )
Selling, general and administrative 4 (3,794 ) (3,945 ) (3,728 ) (11,726 ) (10,983 )
Total operating expenses (6,780 ) (6,897 ) (6,675 ) (20,427 ) (19,283 )
Operating income 7,068 5,219 7,436 17,512 18,530
Net non-operating (expenses) income:
Interest expense – net (350 ) (365 ) (478 ) (1,150 ) (1,536 )
Foreign exchange gain (loss) 33 (201 ) 1,593 2,723 2,236
Gain (loss) on valuation of financial assets and liabilities 598 800 (1,998 ) (2,566 ) (1,500 )
Gain (loss) on equity-method investments 4 323 253 454 405 1,098
Others 143 5,684 (137 ) 6,126 (504 )
Total non-operating income (expenses) 747 6,171 (566 ) 5,538 (206 )
Income before tax 7,815 11,390 6,870 23,050 18,324
Income tax expense (1,083 ) (3,207 ) (976 ) (5,176 ) (3,817 )
Income from continuing operations and before non-controlling interest 6,732 8,183 5,894 17,874 14,507
Non-controlling interest (396 ) (336 ) (392 ) (1,132 ) (821 )
Net income attributable to shareholders of the parent 6,336 7,847 5,502 16,742 13,686
Per share data:
Earnings (losses) per share
– Basic NT$0.76 NT$0.97 NT$0.72 NT$2.08 NT$1.79
– Diluted NT$0.69 NT$0.89 NT$0.64 NT$1.89 NT$1.50
Earnings (losses) per equivalent ADS
– Basic US$0.125 US$0.160 US$0.113 US$0.340 US$0.276
– Diluted US$0.115 US$0.148 US$0.101 US$0.310 US$0.231
Number of weighted average shares used in diluted EPS calculation (in thousands) 8,624,804 8,604,623 8,252,369 8,266,095 8,272,939
Exchange rate (NT$ per US$1) 30.22 30.18 31.78 30.54 32.42

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4 As of September 30, 2017, we have completed the identification of the difference between the cost of the investment and our share of the net fair value of subsidiary and associates’ identifiable assets and liabilities. Accordingly, we retrospectively adjusted the provisional amounts recognized at the acquisition dates in May , July and November 2016, respectively.

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Advanced Semiconductor Engineering, Inc.

Summary of Consolidated Statement of Comprehensive Income Data – IC ATM

(In NT$ millions, except per share data)

(Unaudited)

Sep. 30 2017 Jun. 30 2017 Sep. 30 2016 Sep. 30 2017 Sep. 30 2016
Net revenues:
Packaging 33,897 31,718 34,832 96,676 94,609
Testing 6,889 6,350 7,232 19,604 19,729
Direct Material 1,048 960 920 2,943 2,652
Others 20 20 22 64 63
Total net revenues 41,854 39,048 43,006 119,287 117,053
Cost of revenues 4 (31,368 ) (30,021 ) (32,040 ) (90,941 ) (88,696 )
Gross profit 10,486 9,027 10,966 28,346 28,357
Operating expenses:
Research and development (2,123 ) (2,113 ) (2,130 ) (6,236 ) (6,073 )
Selling, general and administrative 4 (2,639 ) (2,812 ) (2,646 ) (8,301 ) (7,957 )
Total operating expenses (4,762 ) (4,925 ) (4,776 ) (14,537 ) (14,030 )
Operating income 5,724 4,102 6,190 13,809 14,327
Net non-operating (expenses) income:
Interest expense - net (416 ) (443 ) (525 ) (1,357 ) (1,705 )
Foreign exchange gain (loss) 129 (162 ) 1,504 2,835 2,032
Gain (loss) on valuation of financial assets and liabilities 365 522 (1,987 ) (3,185 ) (1,420 )
Gain (loss) on equity-method investments 4 1,249 5,410 1,284 7,260 3,577
Others 154 33 (152 ) 512 (425 )
Total non-operating income (expenses) 1,481 5,360 124 6,065 2,059
Income before tax 7,205 9,462 6,314 19,874 16,386
Income tax expense (784 ) (1,541 ) (719 ) (2,895 ) (2,514 )
Income from continuing operations and before non-controlling interest 6,421 7,921 5,595 16,979 13,872
Non-controlling interest (85 ) (74 ) (93 ) (237 ) (186 )
Net income attributable to shareholders of the parent 6,336 7,847 5,502 16,742 13,686

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Advanced Semiconductor Engineering, Inc.

Summary of Consolidated Statement of Comprehensive Income Data – EMS

(In NT$ millions, except per share data)

(Unaudited)

Sep. 30 2017 Jun. 30 2017 Sep. 30 2016 Sep. 30 2017 Sep. 30 2016
Net revenues:
Total net revenues 33,100 28,248 31,190 90,711 80,864
Cost of revenues (29,691 ) (25,127 ) (28,066 ) (81,067 ) (73,173 )
Gross profit 3,409 3,121 3,124 9,644 7,691
Operating expenses:
Research and development (877 ) (859 ) (841 ) (2,516 ) (2,293 )
Selling, general and administrative (1,101 ) (1,126 ) (1,053 ) (3,328 ) (2,969 )
Total operating expenses (1,978 ) (1,985 ) (1,894 ) (5,844 ) (5,262 )
Operating income 1,431 1,136 1,230 3,800 2,429
Net non-operating (expenses) income:
Total non-operating income 235 366 224 818 492
Income before tax 1,666 1,502 1,454 4,618 2,921
Income tax expense (293 ) (284 ) (249 ) (880 ) (535 )
Income from continuing operations and before non-controlling interest 1,373 1,218 1,205 3,738 2,386
Non-controlling interest (338 ) (289 ) (289 ) (940 ) (601 )
Net income attributable to shareholders of the parent 1,035 929 916 2,798 1,785

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Advanced Semiconductor Engineering, Inc.

Summary of Consolidated Balance Sheet Data

(In NT$ millions)

(Unaudited)

Current assets:
Cash and cash equivalents 38,975 43,891
Financial assets – current 3,989 4,138
Notes and accounts receivable 51,830 46,156
Inventories 37,266 42,818
Others 7,852 10,001
Total current assets 139,912 147,004
Financial assets – non current & Investments – equity method 51,107 50,878
Property plant and equipment 136,982 140,378
Intangible assets 11,830 11,885
Prepaid lease payments 7,810 2,065
Others 12,358 4,413
Total assets 359,999 356,623
Current liabilities:
Short-term borrowings 19,638 14,209
Current portion of bonds payable 6,137 15,236
Current portion of long-term borrowings & capital lease obligations 6,882 7,454
Notes and accounts payable 41,077 32,471
Others 28,665 43,765
Total current liabilities 102,399 113,135
Bonds payable 16,981 25,845
Long-term borrowings & capital lease obligations 32,908 28,823
Other liabilities 9,755 9,757
Total liabilities 162,043 177,560
Shareholders of the parent 185,160 166,838
Non-controlling interest 12,796 12,225
Total liabilities & shareholders’ equity 359,999 356,623
Current Ratio 1.37 1.30
Net Debt to Equity 0.20 0.24

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