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Exhibits and Financial Statement Schedules (a) Financial Statements, Financial Statement Schedules and Exhibits (1) Financial Statements Included in PART II of this report: Report of Independent Registered Public Accounting Firm Consolidated Balance Sheets at December 31, 2006 and December 25, 2005 Consolidated Statements of Operations for the Three Fiscal Years Ended in December 2006, 2005, and 2004 Consolidated Statements of Shareholders’ Equity for the Three Fiscal Years Ended in December 2006, 2005, and 2004 Consolidated Statements of Cash Flows for the Three Fiscal Years Ended in December 2006, 2005, and 2004 Notes to Consolidated Financial Statements (2) Financial Statement Schedules Included in PART IV of this report: Report of Independent Registered Public Accounting Firm on Financial Statement Schedule For the Three Fiscal Years Ended in December 2006, 2005, and 2004: Schedule II - Valuation and Qualifying Accounts and Reserves Schedules other than those listed above are omitted for the reason that they are not required or are not applicable, or the required information is shown in the financial statements or notes thereto. |
Exhibits and Financial Statement Schedules (a) Financial Statements, Financial Statement Schedules and Exhibits (1) Financial Statements Included in PART II of this report: Report of Independent Registered Public Accounting Firm Consolidated Balance Sheets at December 25, 2005 and December 26, 2004 Consolidated Statements of Operations for the Three Fiscal Years Ended in December 2005, 2004, and 2003 Consolidated Statements of Shareholders’ Equity for the Three Fiscal Years Ended in December 2005, 2004, and 2003 Consolidated Statements of Cash Flows for the Three Fiscal Years Ended in December 2005, 2004, and 2003 Notes to Consolidated Financial Statements (2) Financial Statement Schedules Included in PART IV of this report: Report of Independent Registered Public Accounting Firm on Financial Statement Schedule For the Three Fiscal Years Ended in December 2005, 2004, and 2003: Schedule II - Valuation and Qualifying Accounts and Reserves Schedules other than those listed above are omitted for the reason that they are not required or are not applicable, or the required information is shown in the financial statements or notes thereto. |
EXHIBITS AND FINANCIAL STATEMENT SCHEDULES (a)Financial Statements, Financial Statement Schedules and Exhibits (1)Financial Statements Included in PART II of this report: Independent Auditors' Report Consolidated Balance Sheets at December 26, 2004 and December 28, 2003 Consolidated Statements of Operations for the Three Fiscal Years Ended in December 2004, 2003 and 2002 Consolidated Statements of Shareholders' Equity for the Three Fiscal Years Ended in December 2004, 2003 and 2002 Consolidated Statements of Cash Flows for the Three Fiscal Years Ended in December 2004, 2003 and 2002 Notes to Consolidated Financial Statements (2)Financial Statement Schedules Included in PART IV of this Report: Report of Independent Certified Public Accountants on Financial Statement Schedule For the Three Fiscal Years Ended in December 2004, 2003 and 2002: Schedule II-Valuation and Qualifying Accounts and Reserves Schedules other than those listed above are omitted for the reason that they are not required or are not applicable, or the required information is shown in the financial statements or notes thereto. |
EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K (a)Financial Statements, Financial Statement Schedules and Exhibits (1)Financial Statements Included in PART II of this report: Independent Auditors' Report Consolidated Balance Sheets at December 28, 2003 and December 29, 2002 Consolidated Statements of Operations for the Three Fiscal Years Ended in December 2003, 2002 and 2001 Consolidated Statements of Shareholders' Equity for the Three Fiscal Years Ended in December 2003, 2002 and 2001 Consolidated Statements of Cash Flows for the Three Fiscal Years Ended in December 2003, 2002 and 2001 Notes to Consolidated Financial Statements (2)Financial Statement Schedules Included in PART IV of this Report: Report of Independent Certified Public Accountants on Financial Statement Schedule For the Three Fiscal Years Ended in December 2003, 2002 and 2001: Schedule II-Valuation and Qualifying Accounts and Reserves Schedules other than those listed above are omitted for the reason that they are not required or are not applicable, or the required information is shown in the financial statements or notes thereto. |
EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K (a)Financial Statements, Financial Statement Schedules and Exhibits (1)Financial Statements Included in PART II of this report: Independent Auditors' Report Consolidated Balance Sheets at December 29, 2002 and December 30, 2001 Consolidated Statements of Operations for the Three Fiscal Years Ended in December 2002, 2001 and 2000 Consolidated Statements of Shareholders' Equity for the Three Fiscal Years Ended in December 2002, 2001 and 2000 Consolidated Statements of Cash Flows for the Three Fiscal Years Ended in December 2002, 2001 and 2000 Notes to Consolidated Financial Statements (2)Financial Statement Schedules Included in PART IV of this Report: Report of Independent Certified Public Accountants on Financial Statement Schedule For the Three Fiscal Years Ended in December 2002, 2001 and 2000: Schedule II - Valuation and Qualifying Accounts and Reserves Schedules other than those listed above are omitted for the reason that they are not required or are not applicable, or the required information is shown in the financial statements or notes thereto. |
PROPERTIES ---------- Lease Square Type of Expiration Location Use Feet Possession Dates -------- --- ------ ---------- ---------- Rhode Island ------------ Pawtucket Executive, Sales & Marketing Offices & Product Development 343,000 Owned -- Pawtucket Administrative Office 23,000 Owned -- Pawtucket Manufacturing 306,500 Owned -- Central Falls Manufacturing 261,500 Owned -- West Warwick Warehouse 402,000 Leased 1995 East Providence Administrative Office 120,000 Leased 1999 Massachusetts ------------- East Longmeadow Office, Manufacturing & Warehouse 1,147,500 Owned -- East Longmeadow Office, Manufacturing & Warehouse 254,400 Owned -- East Longmeadow Warehouse 500,000 Leased 1998 Beverly Office 100,000 Owned -- New Jersey ---------- Northvale Office & Manufacturing 75,000 Leased 2002 Wayne Manufacturing 65,000 Leased 1995 Lease Square Type of Expiration Location Use Feet Possession Dates -------- --- ------ ---------- ---------- New York -------- New York Office & Showroom 70,300 Leased 2000 New York Office & Showroom 32,300 Leased 1999 Arcade Manufacturing 15,000 Leased 1998 Amsterdam Manufacturing 297,400 Owned -- Orangeburg Warehouse 51,000 Leased 2002 Ohio ---- Cincinnati Office 161,000 Leased 2007 Cincinnati Warehouse 33,000 Leased 1999 Pennsylvania ------------ Lancaster Warehouse 464,000 Owned (1) -- South Carolina -------------- Easley Manufacturing 31,500 Leased 1997 Easley Manufacturing 75,000 Owned -- Easley Manufacturing 29,000 Owned -- Texas ----- El Paso Manufacturing & Warehouse 373,000 Owned -- El Paso Manufacturing & Warehouse 487,000 Leased 1998 El Paso Warehouse 97,200 Leased 1995 El Paso Warehouse 100,000 Leased 1995 Vermont ------- Fairfax Manufacturing 43,000 Owned -- Washington ---------- Seattle Office & Warehouse 125,100 Leased(2) 1995 Australia --------- Lidcombe Office & Warehouse 161,400 Leased 2002 Eastwood Office 16,900 Leased 1997 Austria ------- Vienna Office 2,505 Leased 1997 Belgium ------- Brussels Office & Showroom 16,700 Leased 1995 Lease Square Type of Expiration Location Use Feet Possession Dates -------- --- ------ ---------- ---------- Canada ------ Montreal Office, Manufacturing & Showroom 133,900 Leased 1997 Montreal Warehouse 88,100 Leased 1997 Mississauga Sales Office & Showroom 16,300 Leased 1998 Peoples Republic of China ------------------------- Guangzhou Manufacturing 22,900 Leased 1995 Denmark ------- Copenhagen Office 5,900 Leased 1999 England ------- Uxbridge Office & Showroom 94,500 Leased 2013 Castlegate Office & Manufacturing 400,000 Leased 1997 Paddock Wood Office 30,000 Leased 1995 France ------ Le Bourget du Lac Office, Manufacturing & Warehouse 108,300 Owned -- Savoie Technolac Office 33,500 Owned -- Pantin Office 20,900 Leased 2001 Creutzwald Warehouse 108,700 Owned -- Germany ------- Fuerth Office & Warehouse 28,400 Owned -- Soest Warehouse 78,800 Owned -- Dietzenbach Office 30,400 Leased 1998 Soest Office & Warehouse 156,300 Owned -- Greece ------ Athens Office & Warehouse 176,500 Leased 1996 Athens Office 26,900 Leased 1995 Hong Kong --------- Kowloon Office 36,700 Leased 1995 Kowloon Office & Warehouse 14,900 Leased 1995 Kowloon Office 18,600 Leased 1996 Kowloon Office 16,100 Leased 1996 Harbour City Office 11,000 Leased 1996 Lease Square Type of Expiration Location Use Feet Possession Dates -------- --- ------ ---------- ---------- Hungary ------- Budapest Office 3,700 Leased 1996 Ireland ------- Waterford Office, Manufacturing & Warehouse 244,400 Owned -- Italy ----- Milan Office & Showroom 12,100 Leased 1998 Japan ----- Tokyo Office 10,800 Leased 1995 Malaysia ------- Selangor Darul Ehsan Office 6,800 Leased 1995 Mexico ------ Tijuana Office & Manufacturing 144,000 Leased 1995 Tijuana Warehouse 45,000 Leased 1995 Tijuana Warehouse 117,300 Leased 1995 Reyna Office 61,000 Leased 1996 Espana Warehouse 53,700 Leased 1996 Venados Warehouse 59,100 Leased 1995 Juarez Manufacturing 169,500 Owned -- The Netherlands --------------- Ter Apel Office & Warehouse 139,300 Owned -- Utrecht Sales Office & Showroom 17,000 Leased 1996 Emmen Warehouse 40,800 Leased 1995 Emmen Warehouse 21,500 Leased 1995 New Zealand ----------- Auckland Office, Manufacturing & Warehouse 110,900 Leased 2005 Portugal -------- Estoril-Lisboa Office 2,900 Leased 1995 Singapore --------- Singapore Office & Warehouse 12,900 Leased 1995 Lease Square Type of Expiration Location Use Feet Possession Dates -------- --- ------ ---------- ---------- Spain ----- Valencia Office, Manufacturing & Warehouse 115,100 Leased 1999 Valencia Manufacturing & Warehouse 161,700 Leased 2002 Valencia Office 46,300 Leased 1995 Valencia Warehouse 21,500 Leased 1995 Valencia Warehouse 94,400 Owned -- Valencia Warehouse 43,000 Leased 1996 Switzerland ----------- Mutschellen Office & Warehouse 23,400 Leased 1995 Taiwan ------ TPE County Warehouse 9,800 Leased 1996 Wales ----- Newport Warehouse 76,000 Leased 2003 Newport Warehouse 52,000 Owned -- (1) See ITEM 3. |
Period Serving in Current Name Age Position and Office Held Position ---- --- ------------------------ ---------- Alan G. Hassenfeld 46 Chairman of the Board, President and Chief Executive Officer Since 1989 Barry J. Alperin (1) 54 Vice Chairman Since 1990 Harold P. Gordon (2) 57 Vice Chairman Since 1995 George R. Ditomassi, Jr.(3) 60 Chief Operating Officer, Games and International Since 1990 Alfred J. Verrecchia (4) 52 Chief Operating Officer, Domestic Toy Operations Since 1990 John T. O'Neill 50 Executive Vice President and Chief Financial Officer Since 1989 Norman C. Walker (5) 56 Executive Vice President and President, International Since 1990 Dan D. Owen (6) 46 President, Hasbro Toy Group Since 1994 E. David Wilson (7) 57 President, Hasbro Games Group Since 1995 Richard B. Holt (8) 53 Senior Vice President and Controller Since 1992 Donald M. Robbins (9) 59 Senior Vice President General Counsel and Corporate Secretary Since 1992 Phillip H. Waldoks (10) 42 Senior Vice President- Corporate Legal Affairs Since 1992 Russell L. Denton 50 Vice President and Treasurer Since 1989 (1) Prior thereto, Co-Chief Operating Officer. |
EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K --------------------------------------------------------------- (a) Financial Statements, Financial Statement Schedules and Exhibits ---------------------------------------------------------------- (1) Financial Statements -------------------- Included in PART II of this report: Independent Auditors' Report Consolidated Balance Sheets at December 25, 1994 and December 26, 1993 Consolidated Statements of Earnings for the Three Fiscal Years Ended in December 1994, 1993 and 1992 Consolidated Statements of Shareholders' Equity for the Three Fiscal Years Ended in December 1994, 1993 and 1992 Consolidated Statements of Cash Flows for the Three Fiscal Years Ended in December 1994, 1993 and 1992 Notes to Consolidated Financial Statements (2) Financial Statement Schedules ----------------------------- Included in PART IV of this Report: Report of Independent Certified Public Accountants on Financial Statement Schedule For the Three Fiscal Years Ended in December 1994, 1993 and 1992: Schedule VIII - Valuation and Qualifying Accounts and Reserves Schedules other than those listed above are omitted for the reason that they are not required or are not applicable, or the required information is shown in the financial statements or notes thereto. |
Signature Title Date --------- ----- ---- /s/ Alan G. Hassenfeld ---------------------------- Chairman of the Board, March 24, 1995 Alan G. Hassenfeld President, Chief Executive Officer and Director (Principal Executive Officer) /s/ John T. 0'Neill ---------------------------- Executive Vice President March 24, 1995 John T. 0'Neill and Chief Financial Officer (Principal Financial and Accounting Officer) /s/ Barry J. Alperin ---------------------------- Director March 24, 1995 Barry J. Alperin /s/ Alan R. Batkin ---------------------------- Director March 24, 1995 Alan R. Batkin /s/ George R. Ditomassi, Jr. ---------------------------- Director March 24, 1995 George R. Ditomassi, Jr. /s/ Harold P. Gordon ---------------------------- Director March 24, 1995 Harold P. Gordon /s/ Alex Grass ---------------------------- Director March 24, 1995 Alex Grass /s/ Sylvia K. Hassenfeld ---------------------------- Director March 24, 1995 Sylvia K. Hassenfeld /s/ Claudine B. Malone ---------------------------- Director March 24, 1995 Claudine B. Malone /s/ Norma T. Pace ---------------------------- Director March 24, 1995 Norma T. Pace /s/ E. John Rosenwald, Jr. ---------------------------- Director March 24, 1995 E. John Rosenwald, Jr. /s/ Carl Spielvogel ---------------------------- Director March 24, 1995 Carl Spielvogel /s/ Henry Taub ---------------------------- Director March 24, 1995 Henry Taub /s/ Preston Robert Tisch ---------------------------- Director March 24, 1995 Preston Robert Tisch /s/ Alfred J. Verrecchia ---------------------------- Director March 24, 1995 Alfred J. Verrecchia HASBRO, INC. |
PROPERTIES ---------- Lease Square Type of Expiration Location Use Feet Possession Dates - -------- --- ------ ---------- ---------- Rhode Island - ------------ Pawtucket Executive Offices & Product Development 343,000 Owned(1) -- Pawtucket Marketing Office 23,000 Owned -- Pawtucket Manufacturing 306,500 Owned -- Central Falls Manufacturing 261,500 Owned -- West Warwick Warehouse 402,000 Leased 1994 East Providence Administrative & Sales Offices 120,000 Leased 1994 Massachusetts - ------------- East Longmeadow Office, Manufacturing & Warehouse 1,147,500 Owned -- East Longmeadow Office, Manufacturing & Warehouse 254,400 Owned -- East Longmeadow Warehouse 500,000 Leased 1998 Beverly Office 100,000 Owned -- Salem Manufacturing & Warehouse 344,000 Owned -- Danvers Warehouse 125,000 Leased 1996 Holyoke Warehouse 15,000 Leased 1994 New Jersey - ---------- Northvale Office & Manufacturing 75,000 Leased 2002 Wayne Manufacturing 65,000 Leased 1995 New York - -------- New York Office & Showroom 70,300 Leased 2000 New York Office & Showroom 32,300 Leased 1999 Arcade Manufacturing 15,000 Leased 1998 Amsterdam Manufacturing 297,400 Owned -- Orangeburg Warehouse 51,000 Leased 2002 Ohio - ---- Cincinnati Office 161,000 Leased 2007 Cincinnati Warehouse 33,000 Leased 1999 Lease Square Type of Expiration Location Use Feet Possession Dates - -------- --- ------ ---------- ---------- Pennsylvania - ------------ Lancaster Warehouse 150,000 Owned(2) -- South Carolina - -------------- Easley Manufacturing 31,500 Leased 1997 Easley Manufacturing 75,000 Owned -- Easley Manufacturing 29,000 Owned -- Texas - ----- El Paso Manufacturing & Warehouse 373,000 Owned -- El Paso Manufacturing & Warehouse 487,000 Leased 1998 El Paso Warehouse 48,800 Leased 1994 Vermont - ------- Fairfax Manufacturing 43,000 Owned -- Washington - ---------- Seattle Office & Warehouse 125,100 Leased(3) 1994 Australia - --------- Rydalmere Office & Warehouse 68,000 Leased 1994 Rydalmere Office & Warehouse 22,300 Leased 1994 Austria - ------- Vienna Office 2,505 Leased 1997 Belgium - ------- Brussels Office & Showroom 16,700 Leased 1995 Canada - ------ Montreal Office, Manufacturing & Showroom 133,900 Leased 1997 Montreal Warehouse 88,100 Leased 1997 Boucherville Warehouse 110,000 Leased 1994 Mississauga Sales Office & Showroom 16,300 Leased 1998 Peoples Republic of China - ------------------------- Guangzhou Warehouse 32,900 Leased 1994 Guangzhou Manufacturing 22,900 Leased 1995 Lease Square Type of Expiration Location Use Feet Possession Dates - -------- --- ------ ---------- ---------- England - ------- Uxbridge Office & Showroom 94,500 Leased 2013 Coalville Office & Warehouse 141,200 Owned -- France - ------ Le Bourget du Lac Office, Manufacturing & Warehouse 108,300 Owned -- Savoie Technolac Office 33,500 Owned -- Pantin Office 20,900 Leased 2001 Creutzwald Warehouse 108,700 Owned -- Germany - ------- Fuerth Office & Warehouse 28,400 Owned -- Soest Warehouse 78,800 Owned -- Dietzenbach Office 30,400 Leased 1998 Greece - ------ Athens Office & Warehouse 134,400 Leased 1995 Zakynthos Island Manufacturing 57,500 Owned -- Athens Office 26,900 Leased 1995 Hong Kong - --------- Kowloon Office 36,700 Leased 1994 Kowloon Office & Warehouse 14,900 Leased 1994 Harbour City Office 11,000 Leased 1996 Hungary - ------- Budapest Office 3,700 Leased 1996 Ireland - ------- Waterford Office, Manufacturing & Warehouse 184,400 Owned -- Italy - ----- Milan Office & Showroom 12,100 Leased 1998 Japan - ----- Tokyo Office 10,800 Leased 1995 Lease Square Type of Expiration Location Use Feet Possession Dates - -------- --- ------ ---------- ---------- Malaysia - ------- Selangor Darul Ehsan Office 6,800 Leased 1995 Mexico - ------ Tijuana Office & Manufacturing 144,000 Leased 1995 Tijuana Warehouse 45,000 Leased 1994 Tijuana Warehouse 69,800 Leased 1994 Reyna Office 61,000 Leased 1996 Espana Warehouse 53,700 Leased 1996 Venados Warehouse 59,100 Leased 1995 The Netherlands - --------------- Ter Apel Office, Manufacturing & Warehouse 139,300 Owned -- Utrecht Sales Office & Showroom 17,000 Leased 1996 Emmen Warehouse 40,800 Leased 1994 Emmen Warehouse 21,500 Leased 1994 New Zealand - ----------- Auckland Office, Manufacturing & Warehouse 110,900 Leased 2005 Singapore - --------- Singapore Office & Warehouse 12,900 Leased 1994 Spain - ----- Valencia Office, Manufacturing & Warehouse 115,100 Leased 1999 Valencia Office 46,300 Leased 1995 Valencia Manufacturing & Warehouse 161,700 Leased 1997 Valencia Warehouse 94,400 Owned -- Valencia Warehouse 38,700 Leased 1994 Valencia Warehouse 43,000 Leased 1996 Switzerland - ----------- Mutschellen Office & Warehouse 23,400 Leased 1994 Taiwan - ------ TPE County Warehouse 9,800 Leased 1996 Wales - ----- Newport Warehouse 76,000 Leased 2003 Newport Warehouse 52,000 Owned -- (1) Although this property is leased pursuant to industrial revenue bond financing, the Company has an option to purchase the property for $1 at any time upon making all rental and other payments required under terms of the lease. |
Period Serving in Current Name Age Position and Office Held Position - ---- --- ------------------------ ---------- Alan G. Hassenfeld (1) 45 Chairman of the Board, President and Chief Executive Officer Since 1989 Barry J. Alperin (2) 53 Vice Chairman Since 1990 George R. Ditomassi, Jr.(3) 59 Chief Operating Officer, Games and International Since 1990 Alfred J. Verrecchia (4) 51 Chief Operating Officer, Domestic Toy Operations Since 1990 John T. O'Neill (5) 49 Executive Vice President and Chief Financial Officer Since 1989 Norman C. Walker (6) 55 Executive Vice President and President, International Since 1990 Lawrence H. Bernstein (7) 51 Executive Vice President and President, Hasbro Toy Since 1989 Dan D. Owen (8) 45 President, Playskool Since 1990 Bruce L. Stein (9) 39 President, Kenner Products Since 1990 Robert F. S. Wann (10) 43 President, Parker Brothers Since 1992 E. David Wilson (11) 56 President, Milton Bradley Since 1990 Richard B. Holt (12) 52 Senior Vice President and Controller Since 1992 Period Serving in Current Name Age Position and Office Held Position - ---- --- ------------------------ ---------- Donald M. Robbins (13) 58 Senior Vice President General Counsel and Corporate Secretary Since 1992 Phillip H. Waldoks (14) 41 Senior Vice President- Corporate Legal Affairs Since 1992 Russell L. Denton (15) 49 Vice President and Treasurer Since 1989 (1) Prior thereto, President and Chief Operating Officer. |
EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K --------------------------------------------------------------- (a) Financial Statements, Financial Statement Schedules and Exhibits ---------------------------------------------------------------- (1) Financial Statements -------------------- Included in PART II of this report: Independent Auditors' Report Consolidated Balance Sheets at December 26, 1993 and December 27, 1992 Consolidated Statements of Earnings for the Three Fiscal Years Ended in December 1993, 1992 and 1991 Consolidated Statements of Shareholders' Equity for the Three Fiscal Years Ended in December 1993, 1992 and 1991 Consolidated Statements of Cash Flows for the Three Fiscal Years Ended in December 1993, 1992 and 1991 Notes to Consolidated Financial Statements (2) Financial Statement Schedules ----------------------------- Included in PART IV of this Report: Report on Financial Statement Schedules of Independent Certified Public Accountants For the Three Fiscal Years Ended in December 1993, 1992 and 1991: Schedule V - Property, Plant and Equipment Schedule VI - Accumulated Depreciation and Amortization of Property, Plant and Equipment Schedule VIII - Valuation and Qualifying Accounts and Reserves Schedule IX - Short-Term Borrowings Schedules other than those listed above are omitted for the reason that they are not required or are not applicable, or the required information is shown in the financial statements or notes thereto. |
/s/ KPMG Peat Marwick Providence, Rhode Island February 8, 1994 SCHEDULE V HASBRO, INC. AND SUBSIDIARIES Property, Plant and Equipment Fiscal Years Ended in December (Thousands of Dollars) Balance at Translation Balance Beginning of Disposals/ Adjustments at End of Description Year Additions Retirements and Other(a) Year - ----------- ------------ --------- ----------- ------------ --------- Land and improvements $ 13,585 1,022 (1,195) (1,402) $ 12,010 Buildings and improvements 170,220 22,062 (4,339) 770 188,713 Machinery and equipment 150,851 33,282 (7,527) (3,556) 173,050 ------- ------- ------- ------- ------- $334,656 56,366 (13,061) (4,188) $373,773 ======= ======= ======= ======= ======= Tools, dies and molds $ 28,485 43,426 (32,627)(b) (72) $ 39,212 ======= ======= ======= ======= ======= Land and improvements $ 13,548 1,556 (1,235) (284) $ 13,585 Buildings and improvements 160,604 11,773 (7,255) 5,098 170,220 Machinery and equipment 122,074 44,167 (13,748) (1,642) 150,851 -------- ------- ------- ------- ------- $296,226 57,496 (22,238) 3,172 $334,656 ======= ======= ======= ======= ======= Tools, dies and molds $ 28,819 32,935 (33,593)(b) 324 $ 28,485 ======= ======= ======= ======= ======= Land and improvements $ 8,586 446 (3) 4,519 $ 13,548 Buildings and improvements 129,607 11,061 (2,375) 22,311 160,604 Machinery and equipment 101,307 16,650 (8,003) 12,120 122,074 ------- ------- ------- ------- ------- $239,500 28,157 (10,381) 38,950 $296,226 ======= ======= ======= ======= ======= Tools, dies and molds $ 13,335 27,847 (26,742)(b) 14,379 $ 28,819 ======= ======= ======= ======= ======= (a) 1992 includes $8,665 and $1,746 of buildings and improvements and machinery and equipment, respectively, relating to the gross-up of assets acquired in prior business combinations as required by SFAS 109. |
SCHEDULE VI HASBRO, INC. AND SUBSIDIARIES Accumulated Depreciation and Amortization of Property, Plant and Equipment Fiscal Years Ended in December (Thousands of Dollars) Balance at Balance Beginning of Disposals/ Translation at End of Description Year Additions Retirements Adjustments Year - ----------- ------------ --------- ----------- ----------- ---------- Land improvements $ 638 121 - (6) $ 753 Buildings and improvements 42,734 11,601 (2,536) (877) 50,922 Machinery and equipment 68,429 20,933 (5,787) (2,068) 81,507 ------- ------- ------- ------- ------- $111,801 32,655 (8,323) (2,951) $133,182 ======= ======= ======= ======= ======= Land improvements $ 533 118 (9) (4) $ 638 Buildings and improvements 39,184 7,534 (3,327) (657) 42,734 Machinery and equipment 60,136 20,842 (11,134) (1,415) 68,429 ------- ------- ------- ------- ------- $ 99,853 28,494 (14,470) (2,076) $111,801 ======= ======= ======= ======= ======= Land improvements $ 418 119 (3) (1) $ 533 Buildings and improvements 32,012 9,453 (1,551) (730) 39,184 Machinery and equipment 51,216 16,210 (7,038) (252) 60,136 ------- ------- ------- ------- ------- $ 83,646 25,782 (8,592) (983) $ 99,853 ======= ======= ======= ======= ======= SCHEDULE VIII HASBRO, INC. AND SUBSIDIARIES Valuation and Qualifying Accounts and Reserves Fiscal Years Ended in December (Thousands of Dollars) Provision Balance at Charged to Write-Offs Balance Beginning of Costs and Other Allowances at End of Year Expenses Additions(a) Taken(b) Year ------------ ---------- ------------ ----------- --------- Valuation accounts deducted from assets to which they apply - for doubtful accounts receivable: 1993 $52,200 13,078 - (11,078) $54,200 ====== ====== ====== ====== ====== 1992 $60,500 10,674 - (18,974) $52,200 ====== ====== ====== ====== ====== 1991 $43,100 15,024 29,285 (26,909) $60,500 ====== ====== ====== ====== ====== (a) Doubtful accounts reserve of acquired company. |
Signature Title Date - --------- ----- ---- /s/Alan G. Hassenfeld - ---------------------------- Chairman of the Board, March 25, 1994 Alan G. Hassenfeld President,Chief Executive Officer and Director (Principal Executive Officer) /s/John T. 0'Neill - ---------------------------- Executive Vice President March 25, 1994 John T. 0'Neill and Chief Financial Officer (Principal Financial and Accounting Officer) /s/Barry J. Alperin - ---------------------------- Director March 25, 1994 Barry J. Alperin /s/Alan R. Batkin - ---------------------------- Director March 25, 1994 Alan R. Batkin /s/George R. Ditomassi, Jr. - ---------------------------- Director March 25, 1994 George R. Ditomassi, Jr. /s/Harold P. Gordon - ---------------------------- Director March 25, 1994 Harold P. Gordon /s/Alex Grass - ---------------------------- Director March 25, 1994 Alex Grass /s/Sylvia K. Hassenfeld - ---------------------------- Director March 25, 1994 Sylvia K. Hassenfeld /s/Claudine B. Malone - ---------------------------- Director March 25, 1994 Claudine B. Malone /s/James R. Martin - ---------------------------- Director March 25, 1994 James R. Martin /s/Norma T. Pace - ---------------------------- Director March 25, 1994 Norma T. Pace /s/E. |
These factors may include: •increased use of medical facilities and services; •increased cost of such services; •increased use or cost of prescription drugs, including specialty prescription drugs; •the introduction of new or costly treatments, prescription drugs, or new technologies; •our membership mix; •variances in actual versus estimated levels of cost associated with new products, benefits or lines of business, product changes or benefit level changes; •changes in the demographic characteristics of an account or market; •changes or reductions of our utilization management functions such as preauthorization of services, concurrent review or requirements for physician referrals; •changes in our purchase discounts or pharmacy volume rebates received from drug manufacturers and wholesalers, which are generally passed on to clients in the form of steeper price discounts; •catastrophes, including acts of terrorism, public health emergencies, epidemics or pandemics (such as the spread of the novel coronavirus (COVID-19) or severe weather (e.g. |
These include and could include in the future: claims relating to the methodologies for calculating premiums; claims relating to the denial of health care benefit payments; claims relating to the denial or rescission of insurance coverage; challenges to the use of some software products used in administering claims; claims relating to our administration of our Medicare Part D offerings; medical malpractice actions brought against our employed providers or affiliated physician-owned professional groups, based on our medical necessity decisions or brought against us on the theory that we are liable for a third-party providers' alleged malpractice; claims arising from any adverse medical consequences resulting from our recommendations about the appropriateness of providers’ proposed medical treatment plans for patients; allegations of anti-competitive and unfair business activities; provider disputes over compensation or non-acceptance or termination of provider contracts; disputes related to ASO business, including actions alleging claim administration errors; qui tam litigation brought by individuals who seek to sue on behalf of the government, alleging that we, as a government contractor, submitted false claims to the government including, among other allegations, resulting from coding and review practices under the Medicare risk-adjustment model; claims related to the failure to disclose some business practices; claims relating to customer audits and contract performance; claims relating to dispensing of drugs associated with our in-house dispensing pharmacies; and professional liability claims arising out of the delivery of healthcare and related services to the public. |
It is reasonably possible that the Health Care Reform Law and related regulations, as well as other current or future legislative (including the Families First Coronavirus Response Act (the “Families First Act”), the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) and other legislative or regulatory action taken in response to COVID-19), judicial or regulatory changes, including restrictions on our ability to manage our provider network or otherwise operate our business, or restrictions on profitability, including reviews by regulatory bodies that may compare our Medicare Advantage business profitability to our non-Medicare Advantage business profitability, or compare the profitability of various products within our Medicare Advantage business, and require that they remain within certain ranges of each other, increases in member benefits or changes to member eligibility criteria without corresponding increases in premium payments to us, or increases in regulation of our prescription drug benefit businesses, may have a material adverse effect on our results of operations (including restricting revenue, enrollment and premium growth in certain products and market segments, restricting our ability to expand into new markets, increasing our medical and operating costs, further lowering our Medicare payment rates and increasing our expenses associated with assessments); our financial position (including our ability to maintain the value of our goodwill); and our cash flows. |
It is reasonably possible that the Health Care Reform Law and related regulations, as well as other current or future legislative, judicial or regulatory changes such as the Families First Coronavirus Response Act (the "Families First Act"), the Coronavirus Aid, Relief, and Economic Security Act (the "CARES Act") and other legislative or regulatory action taken in response to COVID-19 including restrictions on our ability to manage our provider network or otherwise operate our business, or restrictions on profitability, including reviews by regulatory bodies that may compare our Medicare Advantage profitability to our non-Medicare Advantage business profitability, or compare the profitability of various products within our Medicare Advantage business, and require that they remain within certain ranges of each other, increases in member benefits or changes to member eligibility criteria without corresponding increases in premium payments to us, or increases in regulation of our prescription drug benefit businesses, in the aggregate may have a material adverse effect on our results of operations (including restricting revenue, enrollment and premium growth in certain products and market segments, restricting our ability to expand into new markets, increasing our medical and operating costs, further lowering our Medicare payment rates and increasing our expenses associated with assessments); our financial position (including our ability to maintain the value of our goodwill); and our cash flows. |
Also available on the Investor Relations section of our Internet web site at www.humana.com is information about our corporate governance, including: •a determination of independence for each member of our Board of Directors; •the name, membership, role, and charter of each of the various committees of our Board of Directors; •the name(s) of the directors designated as a financial expert under rules and regulations promulgated by the SEC; •the responsibility of the Company’s Lead Independent Director, if applicable, to convene, set the agenda for, and lead executive sessions of the non-management directors, pursuant to our Corporate Governance Guidelines; •the pre-approval process of non-audit services provided by our independent accountants; •our By-laws and Certificate of Incorporation; •our Majority Vote policy, pursuant to our By-laws; •our Related Persons Transaction Policy; •the process by which interested parties can communicate with directors; •the process by which stockholders can make director nominations (pursuant to our By-laws); •our Corporate Governance Guidelines; •our Policy Regarding Transactions in Company Securities, Inside Information and Confidentiality; •Stock Ownership Guidelines for directors and for executive officers; •the Humana Inc. Ethics Every Day and any waivers thereto; and •the Code of Conduct for the Chief Executive Officer and Senior Financial Officers and any waivers thereto. |
These include and could include in the future: • claims relating to the methodologies for calculating premiums; • claims relating to the denial of health care benefit payments; • claims relating to the denial or rescission of insurance coverage; • challenges to the use of some software products used in administering claims; • claims relating to our administration of our Medicare Part D offerings; • medical malpractice actions based on our medical necessity decisions or brought against us on the theory that we are liable for providers' alleged malpractice; • claims arising from any adverse medical consequences resulting from our recommendations about the appropriateness of providers’ proposed medical treatment plans for patients; • allegations of anti-competitive and unfair business activities; • provider disputes over compensation or non-acceptance or termination of provider contracts; • disputes related to ASO business, including actions alleging claim administration errors; • qui tam litigation brought by individuals who seek to sue on behalf of the government, alleging that we, as a government contractor, submitted false claims to the government including, among other allegations, resulting from coding and review practices under the Medicare risk-adjustment model; • claims related to the failure to disclose some business practices; • claims relating to customer audits and contract performance; • claims relating to dispensing of drugs associated with our in-house dispensing pharmacies; and • professional liability claims arising out of the delivery of healthcare and related services to the public. |
It is reasonably possible that the Health Care Reform Law and related regulations, as well as other current or future legislative, judicial or regulatory changes, including restrictions on our ability to manage our provider network or otherwise operate our business, or restrictions on profitability, including reviews by regulatory bodies that may compare our Medicare Advantage business profitability to our non-Medicare Advantage business profitability, or compare the profitability of various products within our Medicare Advantage business, and require that they remain within certain ranges of each other, increases in member benefits or changes to member eligibility criteria without corresponding increases in premium payments to us, or increases in regulation of our prescription drug benefit businesses, may have a material adverse effect on our results of operations (including restricting revenue, enrollment and premium growth in certain products and market segments, restricting our ability to expand into new markets, increasing our medical and operating costs, further lowering our Medicare payment rates and increasing our expenses associated with assessments); our financial position (including our ability to maintain the value of our goodwill); and our cash flows. |
It is reasonably possible that the Health Care Reform Law and related regulations, as well as other current or future legislative, judicial or regulatory changes, including restrictions on our ability to manage our provider network or otherwise operate our business, or restrictions on profitability, including reviews by regulatory bodies that may compare our Medicare Advantage profitability to our non-Medicare Advantage business profitability, or compare the profitability of various products within our Medicare Advantage business, and require that they remain within certain ranges of each other, increases in member benefits or changes to member eligibility criteria without corresponding increases in premium payments to us, or increases in regulation of our prescription drug benefit businesses, in the aggregate may have a material adverse effect on our results of operations (including restricting revenue, enrollment and premium growth in certain products and market segments, restricting our ability to expand into new markets, increasing our medical and operating costs, further lowering our Medicare payment rates and increasing our expenses associated with assessments); our financial position (including our ability to maintain the value of our goodwill); and our cash flows. |
Also available on our Internet web site is information about our corporate governance, including: • a determination of independence for each member of our Board of Directors; • the name, membership, role, and charter of each of the various committees of our Board of Directors; • the name(s) of the directors designated as a financial expert under rules and regulations promulgated by the SEC; • the responsibility of the Company’s Lead Independent Director, if applicable, to convene, set the agenda for, and lead executive sessions of the non-management directors; • the pre-approval process of non-audit services provided by our independent accountants; • our By-laws and Certificate of Incorporation; • our Majority Vote policy; • our Related Persons Transaction Policy; • the process by which interested parties can communicate with directors; • the process by which stockholders can make director nominations (pursuant to our By-laws); • our Corporate Governance Guidelines; • our Policy Regarding Transactions in Company Securities, Inside Information and Confidentiality; • Stock Ownership Guidelines for directors and for executive officers; • the Humana Inc. Ethics Every Day and any waivers thereto; and • the Code of Conduct for the Chief Executive Officer and Senior Financial Officers and any waivers thereto. |
These include and could include in the future: • claims relating to the methodologies for calculating premiums; • claims relating to the denial of health care benefit payments; • claims relating to the denial or rescission of insurance coverage; • challenges to the use of some software products used in administering claims; • claims relating to our administration of our Medicare Part D offerings; • medical malpractice actions based on our medical necessity decisions or brought against us on the theory that we are liable for providers' alleged malpractice; • claims arising from any adverse medical consequences resulting from our recommendations about the appropriateness of providers’ proposed medical treatment plans for patients; • allegations of anti-competitive and unfair business activities; • provider disputes over compensation or non-acceptance or termination of provider contracts; • disputes related to ASO business, including actions alleging claim administration errors; • qui tam litigation brought by individuals who seek to sue on behalf of the government, alleging that we, as a government contractor, submitted false claims to the government including, among other allegations, resulting from coding and review practices under the Medicare risk-adjustment model; • claims related to the failure to disclose some business practices; • claims relating to customer audits and contract performance; • claims relating to dispensing of drugs associated with our in-house mail-order pharmacy; and • professional liability claims arising out of the delivery of healthcare and related services to the public. |
It is reasonably possible that the Health Care Reform Law and related regulations, as well as future legislative, judicial or regulatory changes, including restrictions on our ability to manage our provider network or otherwise operate our business, or restrictions on profitability, including reviews by regulatory bodies that may compare our Medicare Advantage profitability to our non-Medicare Advantage business profitability, or compare the profitability of various products within our Medicare Advantage business, and require that they remain within certain ranges of each other, in the aggregate may have a material adverse effect on our results of operations (including restricting revenue, enrollment and premium growth in certain products and market segments, restricting our ability to expand into new markets, increasing our medical and operating costs, further lowering our Medicare payment rates and increasing our expenses associated with the non-deductible health insurance industry fee and other assessments); our financial position (including our ability to maintain the value of our goodwill); and our cash flows. |
Also available on our Internet web site is information about our corporate governance, including: • a determination of independence for each member of our Board of Directors; • the name, membership, role, and charter of each of the various committees of our Board of Directors; • the name(s) of the directors designated as a financial expert under rules and regulations promulgated by the SEC; • the responsibility of the Company’s Lead Independent Director, if applicable, to convene, set the agenda for, and lead executive sessions of the non-management directors; • the pre-approval process of non-audit services provided by our independent accountants; • our by-laws and Certificate of Incorporation; • our Majority Vote policy; • our Related Persons Transaction Policy; • the process by which interested parties can communicate with directors; • the process by which stockholders can make director nominations (pursuant to our By-laws); • our Corporate Governance Guidelines; • our Policy Regarding Transactions in Company Securities, Inside Information and Confidentiality; • Stock Ownership Guidelines for directors and for executive officers; • the Humana Inc. Ethics Every Day and any waivers thereto; and • the Code of Conduct for the Chief Executive Officer and Senior Financial Officers and any waivers thereto. |
These include and could include in the future: • claims relating to the methodologies for calculating premiums; • claims relating to the denial of health care benefit payments; • claims relating to the denial or rescission of insurance coverage; • challenges to the use of some software products used in administering claims; • claims relating to our administration of our Medicare Part D offerings; • medical malpractice actions based on our medical necessity decisions or brought against us on the theory that we are liable for providers' alleged malpractice; • claims arising from any adverse medical consequences resulting from our recommendations about the appropriateness of providers’ proposed medical treatment plans for patients; • allegations of anti-competitive and unfair business activities; • provider disputes over compensation or non-acceptance or termination of provider contracts or provider contract disputes relating to rate adjustments resulting from the Balance Budget and Emergency Deficit Control Act of 1985, as amended (commonly referred to as “sequestration”); • disputes related to ASO business, including actions alleging claim administration errors; • qui tam litigation brought by individuals who seek to sue on behalf of the government, alleging that we, as a government contractor, submitted false claims to the government including, among other allegations, resulting from coding and review practices under the Medicare risk-adjustment model; • claims related to the failure to disclose some business practices; • claims relating to customer audits and contract performance; • claims relating to dispensing of drugs associated with our in-house mail-order pharmacy; and • professional liability claims arising out of the delivery of healthcare and related services to the public. |
As discussed above, it is reasonably possible that the Health Care Reform Law and related regulations, as well as future legislative changes, including legislative restrictions on our ability to manage our provider network or otherwise operate our business, or regulatory restrictions on profitability, including by comparison of our Medicare Advantage profitability to our non-Medicare Advantage business profitability and a requirement that they remain within certain ranges of each other, in the aggregate may have a material adverse effect on our results of operations (including restricting revenue, enrollment and premium growth in certain products and market segments, restricting our ability to expand into new markets, increasing our medical and operating costs, further lowering our Medicare payment rates and increasing our expenses associated with the non-deductible health insurance industry fee and other assessments); our financial position (including our ability to maintain the value of our goodwill); and our cash flows. |
Also available on our Internet web site is information about our corporate governance, including: • a determination of independence for each member of our Board of Directors; • the name, membership, role, and charter of each of the various committees of our Board of Directors; • the name(s) of the directors designated as a financial expert under rules and regulations promulgated by the SEC; • the responsibility of the Company’s Lead Independent Director, if applicable, to convene, set the agenda for, and lead executive sessions of the non-management directors; • the pre-approval process of non-audit services provided by our independent accountants; • our by-laws and Certificate of Incorporation; • our Majority Vote policy; • our Related Persons Transaction Policy; • the process by which interested parties can communicate with directors; • the process by which stockholders can make director nominations (pursuant to our By-laws); • our Corporate Governance Guidelines; • our Policy Regarding Transactions in Company Securities, Inside Information and Confidentiality; • Stock Ownership Guidelines for directors and for executive officers; • the Humana Inc. Ethics Every Day and any waivers thereto; and • the Code of Conduct for the Chief Executive Officer and Senior Financial Officers and any waivers thereto. |
These include and could include in the future: • claims relating to the methodologies for calculating premiums; • claims relating to the denial of health care benefit payments; • claims relating to the denial or rescission of insurance coverage; • challenges to the use of some software products used in administering claims; • claims relating to our administration of our Medicare Part D offerings; • medical malpractice actions based on our medical necessity decisions or brought against us on the theory that we are liable for providers' alleged malpractice; • claims arising from any adverse medical consequences resulting from our recommendations about the appropriateness of providers’ proposed medical treatment plans for patients; • allegations of anti-competitive and unfair business activities; • provider disputes over compensation or non-acceptance or termination of provider contracts or provider contract disputes relating to rate adjustments resulting from the Balance Budget and Emergency Deficit Control Act of 1985, as amended (commonly referred to as “sequestration”); • disputes related to ASO business, including actions alleging claim administration errors; • qui tam litigation brought by individuals who seek to sue on behalf of the government, alleging that we, as a government contractor, submitted false claims to the government including, among other allegations, resulting from coding and review practices under the Medicare risk-adjustment model; • claims related to the failure to disclose some business practices; • claims relating to customer audits and contract performance; • claims relating to dispensing of drugs associated with our in-house mail-order pharmacy; and • professional liability claims arising out of the delivery of healthcare and related services to the public. |
As discussed above, it is reasonably possible that the Health Care Reform Law and related regulations, as well as future legislative changes, including legislative restrictions on our ability to manage our provider network or otherwise operate our business, or regulatory restrictions on profitability, including by comparison of our Medicare Advantage profitability to our non-Medicare Advantage business profitability and a requirement that they remain within certain ranges of each other, in the aggregate may have a material adverse effect on our results of operations (including restricting revenue, enrollment and premium growth in certain products and market segments, restricting our ability to expand into new markets, increasing our medical and operating costs, further lowering our Medicare payment rates and increasing our expenses associated with the non-deductible health insurance industry fee and other assessments); our financial position (including our ability to maintain the value of our goodwill); and our cash flows (including the delayed receipt of amounts due under the commercial risk adjustment, risk corridor, and reinsurance provisions of the Health Care Reform Law). |
Also available on our Internet web site is information about our corporate governance, including: • a determination of independence for each member of our Board of Directors; • the name, membership, role, and charter of each of the various committees of our Board of Directors; • the name(s) of the directors designated as a financial expert under rules and regulations promulgated by the SEC; • the responsibility of the Company’s Lead Independent Director, if applicable, to convene, set the agenda for, and lead executive sessions of the non-management directors; • the pre-approval process of non-audit services provided by our independent accountants; • our by-laws and Certificate of Incorporation; • our Majority Vote policy; • our Related Persons Transaction Policy; • the process by which interested parties can communicate with directors; • the process by which stockholders can make director nominations (pursuant to our By-laws); • our Corporate Governance Guidelines; • our Policy Regarding Transactions in Company Securities, Inside Information and Confidentiality; • Stock Ownership Guidelines for directors and for executive officers; • the Humana Inc. Ethics Every Day and any waivers thereto; and • the Code of Conduct for the Chief Executive Officer and Senior Financial Officers and any waivers thereto. |
These include and could include in the future: • claims relating to the methodologies for calculating premiums; • claims relating to the denial of health care benefit payments; • claims relating to the denial or rescission of insurance coverage; • challenges to the use of some software products used in administering claims; • claims relating to our administration of our Medicare Part D offerings; • medical malpractice actions based on our medical necessity decisions or brought against us on the theory that we are liable for providers' alleged malpractice; • claims arising from any adverse medical consequences resulting from our recommendations about the appropriateness of providers’ proposed medical treatment plans for patients; • allegations of anti-competitive and unfair business activities; • provider disputes over compensation or non-acceptance or termination of provider contracts or provider contract disputes relating to rate adjustments resulting from the Balance Budget and Emergency Deficit Control Act of 1985, as amended (commonly referred to as “sequestration”); • disputes related to ASO business, including actions alleging claim administration errors; • qui tam litigation brought by individuals who seek to sue on behalf of the government, alleging that we, as a government contractor, submitted false claims to the government including, among other allegations, resulting from coding and review practices under the Medicare risk-adjustment model; • claims related to the failure to disclose some business practices; • claims relating to customer audits and contract performance; • claims relating to dispensing of drugs associated with our in-house mail-order pharmacy; and • professional liability claims arising out of the delivery of healthcare and related services to the public. |
As discussed above, it is reasonably possible that the Health Care Reform Law and related regulations, as well as future legislative changes, including legislative restrictions on our ability to manage our provider network or otherwise operate our business, or regulatory restrictions on profitability, including by comparison of our Medicare Advantage profitability to our non-Medicare Advantage business profitability and a requirement that they remain within certain ranges of each other, in the aggregate may have a material adverse effect on our results of operations (including restricting revenue, enrollment and premium growth in certain products and market segments, restricting our ability to expand into new markets, increasing our medical and operating costs, further lowering our Medicare payment rates and increasing our expenses associated with the non-deductible health insurance industry fee and other assessments); our financial position (including our ability to maintain the value of our goodwill); and our cash flows (including the delayed receipt of amounts due under the commercial risk adjustment, risk corridor, and reinsurance provisions of the Health Care Reform Law). |
Also available on our Internet web site is information about our corporate governance, including: • a determination of independence for each member of our Board of Directors; • the name, membership, role, and charter of each of the various committees of our Board of Directors; • the name(s) of the directors designated as a financial expert under rules and regulations promulgated by the SEC; • the responsibility of the Company’s Lead Independent Director, if applicable, to convene, set the agenda for, and lead executive sessions of the non-management directors; • the pre-approval process of non-audit services provided by our independent accountants; • our by-laws and Certificate of Incorporation; • our Majority Vote policy; • our Related Persons Transaction Policy; • the process by which interested parties can communicate with directors; • the process by which stockholders can make director nominations (pursuant to our By-laws); • our Corporate Governance Guidelines; • our Policy Regarding Transactions in Company Securities, Inside Information and Confidentiality; • Stock Ownership Guidelines for directors and for executive officers; • the Humana Inc. Ethics Every Day and any waivers thereto; and • the Code of Conduct for the Chief Executive Officer and Senior Financial Officers and any waivers thereto. |
These include and could include in the future: • claims relating to the methodologies for calculating premiums; • claims relating to the denial of health care benefit payments; • claims relating to the denial or rescission of insurance coverage; • challenges to the use of some software products used in administering claims; • claims relating to our administration of our Medicare Part D offerings; • medical malpractice actions based on our medical necessity decisions or brought against us on the theory that we are liable for providers' alleged malpractice; • claims arising from any adverse medical consequences resulting from our recommendations about the appropriateness of providers’ proposed medical treatment plans for patients; • allegations of anti-competitive and unfair business activities; • provider disputes over compensation or non-acceptance or termination of provider contracts or provider contract disputes relating to rate adjustments resulting from the Balance Budget and Emergency Deficit Control Act of 1985, as amended (commonly referred to as “sequestration”); • disputes related to ASO business, including actions alleging claim administration errors; • qui tam litigation brought by individuals who seek to sue on behalf of the government, alleging that we, as a government contractor, submitted false claims to the government including, among other allegations, resulting from coding and review practices under the Medicare risk-adjustment model; • claims related to the failure to disclose some business practices; • claims relating to customer audits and contract performance; • claims relating to dispensing of drugs associated with our in-house mail-order pharmacy; and • professional liability claims arising out of the delivery of healthcare and related services to the public. |
As discussed above, it is reasonably possible that the Health Care Reform Law and related regulations, as well as future legislative changes, including legislative restrictions on our ability to manage our provider network or otherwise operate our business, or regulatory restrictions on profitability, including by comparison of our Medicare Advantage profitability to our non-Medicare Advantage business profitability and a requirement that they remain within certain ranges of each other, in the aggregate may have a material adverse effect on our results of operations (including restricting revenue, enrollment and premium growth in certain products and market segments, restricting our ability to expand into new markets, increasing our medical and operating costs, further lowering our Medicare payment rates and increasing our expenses associated with the non-deductible health insurance industry fee and other assessments); our financial position (including our ability to maintain the value of our goodwill); and our cash flows (including the receipt of amounts due under the commercial risk adjustment, risk corridor, and reinsurance provisions of the Health Care Reform Law in 2015 related to claims paid in 2014, which payments may be subject to federal administrative action). |
Also available on our Internet web site is information about our corporate governance, including: • a determination of independence for each member of our Board of Directors; • the name, membership, role, and charter of each of the various committees of our Board of Directors; • the name(s) of the directors designated as a financial expert under rules and regulations promulgated by the SEC; • the responsibility of the Company’s Lead Independent Director, if applicable, to convene, set the agenda for, and lead executive sessions of the non-management directors; • the pre-approval process of non-audit services provided by our independent accountants; • our by-laws and Certificate of Incorporation; • our Majority Vote policy; • our Related Persons Transaction Policy; • the process by which interested parties can communicate with directors; • the process by which stockholders can make director nominations (pursuant to our By-laws); • our Corporate Governance Guidelines; • our Policy Regarding Transactions in Company Securities, Inside Information and Confidentiality; • stock ownership guidelines for directors and for executive officers; • the Humana Inc. Ethics Every Day and any waivers thereto; and • the Code of Conduct for the Chief Executive Officer and Senior Financial Officers and any waivers thereto. |
These include and could include in the future: • claims relating to the methodologies for calculating premiums; • claims relating to the denial of health care benefit payments; • claims relating to the denial or rescission of insurance coverage; • challenges to the use of some software products used in administering claims; • claims relating to our administration of our Medicare Part D offerings; • medical malpractice actions based on our medical necessity decisions or brought against us on the theory that we are liable for providers’ alleged malpractice; • claims arising from any adverse medical consequences resulting from our recommendations about the appropriateness of providers’ proposed medical treatment plans for patients; • allegations of anti-competitive and unfair business activities; • provider disputes over compensation or non-acceptance or termination of provider contracts or provider contract disputes relating to rate adjustments resulting from the Balance Budget and Emergency Deficit Control Act of 1985, as amended (commonly referred to as “sequestration”); • disputes related to ASO business, including actions alleging claim administration errors; • qui tam litigation brought by individuals who seek to sue on behalf of the government, alleging that we, as a government contractor, submitted false claims to the government including, among other allegations, resulting from coding and review practices under the Medicare risk-adjustment model; • claims related to the failure to disclose some business practices; • claims relating to customer audits and contract performance; • claims relating to dispensing of drugs associated with our in-house mail-order pharmacy; and • professional liability claims arising out of the delivery of healthcare and related services to the public. |
Also available on our Internet web site is information about our corporate governance, including: • a determination of independence for each member of our Board of Directors; • the name, membership, role, and charter of each of the various committees of our Board of Directors; • the name(s) of the directors designated as a financial expert under rules and regulations promulgated by the SEC; • the responsibility of the Company’s Lead Independent Director, if applicable, to convene, set the agenda for, and lead executive sessions of the non-management directors; • the pre-approval process of non-audit services provided by our independent accountants; • our by-laws and Certificate of Incorporation; • our Majority Vote policy; • our Related Persons Transaction Policy; • the process by which interested parties can communicate with directors; • the process by which stockholders can make director nominations (pursuant to our By-laws); • our Corporate Governance Guidelines; • our Policy Regarding Transactions in Company Securities, Inside Information and Confidentiality; • stock ownership guidelines for directors and for executive officers; • the Humana Inc. Principles of Business Ethics and any waivers thereto; and • the Code of Ethics for the Chief Executive Officer and Senior Financial Officers and any waivers thereto. |
These include and could include in the future: • claims relating to the methodologies for calculating premiums; • claims relating to the denial of health care benefit payments; • claims relating to the denial or rescission of insurance coverage; • challenges to the use of some software products used in administering claims; • claims relating to our administration of our Medicare Part D offerings; • medical malpractice actions based on our medical necessity decisions or brought against us on the theory that we are liable for providers’ alleged malpractice; • claims arising from any adverse medical consequences resulting from our recommendations about the appropriateness of providers’ proposed medical treatment plans for patients; • allegations of anti-competitive and unfair business activities; • provider disputes over compensation and termination of provider contracts; • disputes related to ASO business, including actions alleging claim administration errors; • qui tam litigation brought by individuals who seek to sue on behalf of the government, alleging that we, as a government contractor, submitted false claims to the government including, among other allegations, resulting from coding and review practices under the Medicare risk-adjustment model; • claims related to the failure to disclose some business practices; • claims relating to customer audits and contract performance; • claims relating to dispensing of drugs associated with our in-house mail-order pharmacy; and • professional liability claims arising out of the delivery of healthcare and related services to the public. |
Also available on our Internet web site is information about our corporate governance, including: • a determination of independence for each member of our Board of Directors; • the name, membership, role, and charter of each of the various committees of our Board of Directors; • the name(s) of the directors designated as a financial expert under rules and regulations promulgated by the SEC; • the responsibility of the Company’s Lead Independent Director to convene, set the agenda for, and lead executive sessions of the non-management directors; • the pre-approval process of non-audit services provided by our independent accountants; • our by-laws and Certificate of Incorporation; • our Majority Vote policy; • our Related Persons Transaction Policy; • the process by which interested parties can communicate with directors; • the process by which stockholders can make director nominations (pursuant to our By-laws); • our Corporate Governance Guidelines; • our Policy Regarding Transactions in Company Securities, Inside Information and Confidentiality; • stock ownership guidelines for directors and for executive officers; • the Humana Inc. Principles of Business Ethics and any waivers thereto; and • the Code of Ethics for the Chief Executive Officer and Senior Financial Officers and any waivers thereto. |
These include and could include in the future: • claims relating to the methodologies for calculating premiums; • claims relating to the denial of health care benefit payments; • claims relating to the denial or rescission of insurance coverage; • challenges to the use of some software products used in administering claims; • claims relating to our administration of our Medicare Part D offerings; • medical malpractice actions based on our medical necessity decisions or brought against us on the theory that we are liable for providers’ alleged malpractice; • claims arising from any adverse medical consequences resulting from our recommendations about the appropriateness of providers’ proposed medical treatment plans for patients; • allegations of anti-competitive and unfair business activities; • provider disputes over compensation and termination of provider contracts; • disputes related to ASO business, including actions alleging claim administration errors; • qui tam litigation brought by individuals who seek to sue on behalf of the government, alleging that we, as a government contractor, submitted false claims to the government; • claims related to the failure to disclose some business practices; • claims relating to customer audits and contract performance; • claims relating to dispensing of drugs associated with our in-house mail-order pharmacy; and • professional liability claims arising out of the delivery of healthcare and related services to the public, including urgent care. |
Also available on our Internet web site is information about our corporate governance, including: • a determination of independence for each member of our Board of Directors; • the name, membership, role, and charter of each of the various committees of our Board of Directors; • the name(s) of the directors designated as a financial expert under rules and regulations promulgated by the SEC; • the responsibility of the Company’s Lead Independent Director to convene, set the agenda for, and lead executive sessions of the non-management directors; • the pre-approval process of non-audit services provided by our independent accountants; • our by-laws and Certificate of Incorporation; • our Majority Vote policy; • our Related Persons Transaction Policy; • the process by which interested parties can communicate with directors; • the process by which stockholders can make director nominations (pursuant to our By-laws); • our Corporate Governance Guidelines; • our Policy Regarding Transactions in Company Securities, Inside Information and Confidentiality; • stock ownership guidelines for directors and for executive officers; • the Humana Inc. Principles of Business Ethics and any waivers thereto; and • the Code of Ethics for the Chief Executive Officer and Senior Financial Officers and any waivers thereto. |
These include and could include in the future: • claims relating to the methodologies for calculating premiums; • claims relating to the denial of health care benefit payments; • claims relating to the denial or rescission of insurance coverage; • challenges to the use of some software products used in administering claims; • claims relating to our administration of our Medicare Part D offerings; • medical malpractice actions based on our medical necessity decisions or brought against us on the theory that we are liable for providers’ alleged malpractice; • claims arising from any adverse medical consequences resulting from our recommendations about the appropriateness of providers’ proposed medical treatment plans for patients; • allegations of anti-competitive and unfair business activities; • provider disputes over compensation and termination of provider contracts; • disputes related to ASO business, including actions alleging claim administration errors; • claims related to the failure to disclose some business practices; • claims relating to customer audits and contract performance; • claims relating to dispensing of drugs associated with our in-house mail-order pharmacy; and • professional liability claims arising out of the delivery of healthcare and related services to the public, including urgent care. |
Also available on our Internet web site is information about our corporate governance, including: • a determination of independence for each member of our Board of Directors; • the name, membership, role, and charter of each of the various committees of our Board of Directors; • the name(s) of the directors designated as a financial expert under rules and regulations promulgated by the SEC; • the responsibility of the Company’s Lead Independent Director to convene, set the agenda for, and lead executive sessions of the non-management directors; • the pre-approval process of non-audit services provided by our independent accountants; • our by-laws and Certificate of Incorporation; • our Majority Vote policy; • our Related Persons Transaction Policy; • the process by which interested parties can communicate with directors; • the process by which stockholders can make director nominations (pursuant to our By-laws); • our Corporate Governance Guidelines; • our Policy Regarding Transactions in Company Securities, Inside Information and Confidentiality; • stock ownership guidelines for directors and for executive officers; • the Humana Inc. Principles of Business Ethics and any waivers thereto; and • the Code of Ethics for the Chief Executive Officer and Senior Financial Officers and any waivers thereto. |
Also available on our Internet web site is information about our Board of Directors, including: • a determination of independence for each member; • the name, membership, role, and charter of each of the various committees of our Board of Directors; • the name(s) of the directors designated as a financial expert under rules and regulations promulgated by the SEC; • the process for designating a lead director to act at executive sessions of the non-management directors; • the pre-approval process of non-audit services provided by our independent accountants; • our by-laws and Certificate of Incorporation; • our Majority Vote policy; • our Related Persons Transaction Policy; • the process by which interested parties can communicate with directors; • the process by which stockholders can make director nominations (pursuant to our By-laws); • our Corporate Governance Guidelines; • our Insider Trading Policy; • stock ownership guidelines for directors and for executive officers; • the Humana Inc. Principles of Business Ethics and any waivers thereto; and • the Code of Ethics for the Chief Executive Officer and Senior Financial Officers and any waivers thereto. |
On October 24, 2008, the lead plaintiffs filed an amended complaint alleging violations of the Employee Retirement Income Security Act Humana Inc. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS-(Continued) (“ERISA”) (the “Amended ERISA Complaint”), which alleges, among other things, that the ERISA Defendants breached their fiduciary duties under ERISA by (i) offering Humana stock as an investment option within the Plans and making contributions in Humana stock when that stock was not a prudent investment for participants’ retirement savings, (ii) providing misleading information, knowingly concealing information, and failing to provide participants with complete and accurate information regarding Humana’s financial condition, its internal controls, its business practices, and the prudence of investing in its stock, (iii) failing to adequately monitor the Plans’ fiduciaries and remove any fiduciaries whose performance was inadequate, and (iv) failing to avoid conflicts of interest and to serve the interests of the Plans’ participants and beneficiaries with undivided loyalty. |
These factors may include: • increased use of medical facilities and services, including prescription drugs; • increased cost of such services; • the Company’s membership mix; • variances in actual versus estimated levels of cost associated with new products, benefits or lines of business, product changes or benefit level changes; • membership in markets lacking adequate provider networks; • changes in the demographic characteristics of an account or market; • termination of capitation arrangements resulting in the transfer of membership to fee-for-service arrangements; • changes or reductions of our utilization management functions such as preauthorization of services, concurrent review or requirements for physician referrals; • possible changes in our pharmacy rebate program with drug manufacturers; • catastrophes, including acts of terrorism, epidemics, or severe weather; • the introduction of new or costly treatments, including new technologies; • medical cost inflation; and • new government mandated benefits or other regulatory changes. |
State and federal governmental authorities are continually considering changes to laws and regulations applicable to us and are currently considering regulations relating to: • mandatory benefits and products; • rules tightening time periods in which claims must be paid; • medical malpractice reform; • defining medical necessity; • health insurance access; • provider compensation and contract language; • disclosure of provider fee schedules and other data about payments to providers, sometimes called transparency; • product flexibility and use of innovative technology; • disclosure of provider quality information; • health plan liability to members who fail to receive appropriate care; • disclosure and composition of physician networks; • formation of regional/national association health plans for small employers; • adding further restrictions and administrative requirements on the use, retention, transmission, processing, production and disclosure of personally identifiable health information; • physicians’ ability to collectively negotiate contract terms with carriers, including fees; and • mental health parity. |
These include the effects of either federal or state health care reform or other legislation, renewal of the Company's Medicare risk contracts with the federal government, renewal of the Company's contract with the federal government to administer the TRICARE program (formerly the Civilian Health and Medical Program of the Uniformed Services), renewal of the Company's Medicaid contracts with various state governments and the Commonwealth of Puerto Rico, and the effects of other general business conditions, including but not limited to the Company's ability to integrate its acquisitions, the Company's ability to appropriately address the "Year 2000" computer system issue, government regulation, competition, premium rate changes, retrospective premium adjustments relating to federal government contracts, medical cost trends, changes in Commercial and Medicare risk membership, capital requirements, the ability of health care providers to assume financial risk, general economic conditions and the retention of key employees. |
ITEM 15 - EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K (a) (1) Financial Statements Consolidated balance sheets as of December 31, 2009 and 2008 Consolidated statement of operations and deficit for the periods ended December 31, 2009, 2008 and 2007 Consolidated statement of cash flows for the periods ended December 31, 2009, 2008 and 2007 Consolidated statement of changes in stockholders equity the years ended December 31, 2009, 2008 and 2007 Notes to consolidated financial statements (b) On July 12, 2002 Kenilworth filed an 8-K in which the Company reported the following event: Herbert Lindo, Chairman and Chief Executive Officer of Kenilworth Systems Corporation (“Kenilworth”) since 1972, advised the Company’s Board of Directors that on June 26, 2002 the Sheriff of Nassau County (the “Sheriff”) sold at a purported Public Auction Sale (the “Sale”) 10,333,450 restricted common shares of Kenilworth Systems Corporation (the “Shares”) that he had owned and which represented control (14% of the outstanding shares) of Kenilworth, for one thousand dollars ($1,000) or $0.000095 per share. |
ITEM 15 - EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K (a) (1) Financial Statements Consolidated balance sheets as of December 31, 2008 and 2007 Consolidated statement of operations and deficit for the periods ended December 31, 2008, 2007 and 2006 Consolidated statement of cash flows for the periods ended December 31, 2008, 2007 and Consolidated statement of changes in stockholders equity the years ended December 31, 2008, 2007 and 2006 Notes to consolidated financial statements (b) On July 12, 2002 Kenilworth filed an 8-K in which the Company reported the following event: Herbert Lindo, Chairman and Chief Executive Officer of Kenilworth Systems Corporation (“Kenilworth”) since 1972, advised the Company’s Board of Directors that on June 26, 2002 the Sheriff of Nassau County (the “Sheriff”) sold at a purported Public Auction Sale (the “Sale”) 10,333,450 restricted common shares of Kenilworth Systems Corporation (the “Shares”) that he had owned and which represented control (14% of the outstanding shares) of Kenilworth, for one thousand dollars ($1,000) or $0.000095 per share. |
ITEM 15 - EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K (a) (1) Financial Statements Consolidated balance sheets as of December 31, 2007 and 2006 Consolidated statement of operations and deficit for the periods ended December 31, 2007, 2006 and Consolidated statement of cash flows for the periods ended December 31, 2007, 2006 and 2005 Consolidated statement of changes in stockholders equity the years ended December 31, 2007, 2006 and 2005 Notes to consolidated financial statements (b) On July 12, 2002 Kenilworth filed an 8-K in which the Company reported the following event: Herbert Lindo, Chairman and Chief Executive Officer of Kenilworth Systems Corporation (“Kenilworth”) since 1972, advised the Company’s Board of Directors that on June 26, 2002 the Sheriff of Nassau County (the “Sheriff”) sold at a purported Public Auction Sale (the “Sale”) 10,333,450 restricted common shares of Kenilworth Systems Corporation (the “Shares”) that he had owned and which represented control (14% of the outstanding shares) of Kenilworth, for one thousand dollars ($1,000) or $0.000095 per share. |
ITEM 15 - EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K (a) (1) Financial Statements Consolidated balance sheets as of December 31, 2004 and 2003 Consolidated statement of operations and deficit for the periods ended December 31, 2004, 2003 and 2002 Consolidated statement of cash flows for the periods ended December 31, 2004, 2003 and 2002 Consolidated statement of changes in stockholders equity the years ended December 31, 2004, 2003 and 2002 Notes to consolidated financial statements (b) On July 12, 2002 Kenilworth filed an 8-K in which the Company reported the following event: Herbert Lindo, Chairman and President of Kenilworth Systems Corporation (“Kenilworth”) since 1972, advised the Company’s Board of Directors that on June 26, 2002 the Sheriff of Nassau County (the “Sheriff”) sold at a purported Public Auction Sale (the “Sale”) 10,333,450 restricted common shares of Kenilworth Systems Corporation (the “Shares”) that he had owned and which represented control (14% of the outstanding shares) of Kenilworth, for one thousand dollars ($1,000) or $0.000095 per share. |
ITEM 15 - EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K (a) (1) Financial Statements Consolidated balance sheets as of December 31, 2003 and 2002 Consolidated statement of operations and deficit for the periods ended December 31, 2003, 2002 and 2001 Consolidated statement of cash flows for the periods ended December 31, 2003, 2002 and 2001 Consolidated statement of changes in stockholders equity the years ended December 31, 2003, 2002 and 2001 Notes to consolidated financial statements (b) On July 12, 2002 Kenilworth filed an 8-K in which the Company reported the following event: Herbert Lindo, Chairman and President of Kenilworth Systems Corporation (“Kenilworth”) since 1972, advised the Company’s Board of Directors that on June 26, 2002 the Sheriff of Nassau County (the “Sheriff”) sold at a purported Public Auction Sale (the “Sale”) 10,333,450 restricted common shares of Kenilworth Systems Corporation (the “Shares”) that he had owned and which represented control (14% of the outstanding shares) of Kenilworth, for one thousand dollars ($1,000) or $0.000095 per share. |
ITEM 14 - EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K (a) (1) Financial Statements Independent Auditor’s Report Consolidated balance sheets as of December 31, 2002 and 2001 Consolidated statement of operations and deficit for the periods ended December 31, 2002, 2001 and 2000 Consolidated statement of cash flows for the periods ended December 31, 2002, 2001 and 2000 Consolidated statement of changes in stockholders equity for the periods beginning December 31, 1999, and for the years ended December 31, 2002, 2001 and 2000 Notes to consolidated financial statements (c) Exhibits 3(1) Certificate of Incorporation and Amendments 3(2) By-Laws 21 Subsidiaries of the Registrant (b) On July 12, 2002 Kenilworth filed an 8-K in which the Company reported the following event: INDEPENDENT AUDITORS’ REPORT To the Board of Directors of Kenilworth Systems Corporation: I have audited the accompanying consolidated balance sheets of Kenilworth Systems Corporation and subsidiaries as of December 31, 2002 and the related consolidated statements of operations and stockholder’s equity and cash flow for the year ended December 31, 2002. |
The duration and extent of the impact from the COVID-19 pandemic depends on future developments that cannot be accurately predicted at this time, but may include the following: •a decrease in short-term and/or long-term demand for our products resulting from widespread business shutdowns and slowdowns, quarantines, travel and logistics restrictions and other actions taken by governments, businesses, and the general public in an effort to limit exposure to and spread of COVID-19; •negative impacts to our operations, technology development, new product introduction and customer qualifications resulting from our efforts to mitigate the impact of COVID-19 through execution of our BCP; •disruptions to our supply chain, including materials, equipment, engineering support and services, due to efforts to contain the spread of COVID-19; •more difficult and more expensive travel and transportation of our supplies and products, ultimately affecting the sales of our products; •increased volatility in the semiconductor industry due to heightened uncertainty, including our inability to keep pace relative to our competitors during a post-COVID-19 market recovery should that occur; and •reduced sales volume to or loss of significant customers, or cancellation, delay or reduction of backlogged customer orders. |
As a result, a major portion of our business is subject to the risks associated with international, and particularly Asia/Pacific, commerce, such as: •stringent and frequently changing trade compliance regulations; •less protective foreign intellectual property laws; •longer payment cycles in foreign markets; •foreign exchange restrictions and capital controls, monetary policies and regulatory requirements; •restrictions or significant taxes on the repatriation of our assets, including cash; •tariff and currency fluctuations; •difficulties of staffing and managing dispersed international operations, including labor work stoppages and strikes in our factories or the factories of our suppliers; •changes in our structure or tax incentive arrangements; •possible disagreements with tax authorities; •episodic events outside our control such as, for example, outbreaks of coronaviruses, influenza or other illnesses; •natural disasters such as earthquakes, fires or floods; •risks of war and civil disturbances or other events that may limit or disrupt manufacturing and markets; •act of terrorism that impact our operations, customers or supply chain or that target U.S. interests or U.S. companies; •seizure of our foreign assets, including cash; •changing political conditions; and •legal systems which are less developed and may be less predictable than those in the U.S. |
As a result, we are exposed to a number of significant risks, including: •decreased control over the manufacturing process for components and subassemblies; •changes in our manufacturing processes in response to changes in the market, which may delay our shipments; •our inadvertent use of defective or contaminated raw materials; •the relatively small operations and limited manufacturing resources of some of our suppliers, which may limit their ability to manufacture and sell subassemblies, components or parts in the volumes we require and at acceptable quality levels and prices; •restrictions on our ability to rely on suppliers due to changes in trade regulation; •the inability of suppliers to meet customer demand requirements during volatile cycles; •reliability or quality issues with certain key subassemblies provided by single source suppliers as to which we may not have any short-term alternative; •shortages caused by disruptions at our suppliers and subcontractors for a variety of reasons, including health pandemics, regional or localized stay-at-home orders, work stoppage or fire, earthquake, flooding or other natural disasters; •delays in the delivery of raw materials or subassemblies, which, in turn, may delay shipments to our customers; •loss of suppliers as a result of consolidation of suppliers in the industry; and •loss of suppliers because of their bankruptcy or insolvency. |
The following table reflects total equity-based compensation expense, which includes Relative TSR PSUs, Time-based RSUs, Special/Growth PSUs, Performance-based Restricted Stock and common stock, included in the Consolidated Statements of Operations for fiscal 2020, 2019, and 2018: The following table reflects equity-based compensation expense, by type of award, for fiscal 2020, 2019, and 2018: KULICKE AND SOFFA INDUSTRIES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) Equity-Based Compensation: Relative TSR PSUs The following table reflects Relative TSR PSUs activity for fiscal 2020, 2019, and 2018: The following table reflects the assumptions used to calculate compensation expense related to the Company’s Relative TSR PSUs issued during fiscal 2020, 2019, and 2018: (1) The expected dividend yield for fiscal 2018 includes the effect of 10,511 grants which were issued in the quarter ended September 29, 2018 with an assumed dividend yield of 1.91% KULICKE AND SOFFA INDUSTRIES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) Equity-Based Compensation: Time-based RSUs The following table reflects Time-based RSUs activity for fiscal 2020, 2019, and 2018: Equity-Based Compensation: Special/Growth PSUs The following table reflects Special/Growth PSUs activity for fiscal 2020, 2019, and 2018: KULICKE AND SOFFA INDUSTRIES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) The following table reflects employee stock option activity for fiscal 2020, 2019, and 2018: Intrinsic value of stock options exercised is determined by calculating the difference between the market value of the Company's stock price at the time an option is exercised and the exercise price, multiplied by the number of shares. |
The following tables reflect a reconciliation of the shares used in the basic and diluted net income per share computation for fiscal 2020, 2019, and 2018: KULICKE AND SOFFA INDUSTRIES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) NOTE 13: OTHER FINANCIAL DATA The following table reflects other financial data for fiscal 2020, 2019, and 2018: NOTE 14: INCOME TAXES The following table reflects U.S and foreign income before income taxes for fiscal 2020, 2019, and 2018: The following table reflects the current and deferred components of provision for (benefit from) income taxes for fiscal 2020, 2019, and 2018: KULICKE AND SOFFA INDUSTRIES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) The following table reconciles the provision for (benefit from) income taxes with the expected income tax provision computed based on the applicable U.S. federal statutory tax rate for fiscal 2020, 2019, and 2018: In fiscal 2020, the Company recorded tax expense from domestic and foreign operations, a net increase in valuation allowance, non-deductible expenses, deemed income inclusions, partially offset by tax benefits from tax incentives and net tax credits. |
As a result, a major portion of our business is subject to the risks associated with international, and particularly Asia/Pacific, commerce, such as: • risks of war and civil disturbances or other events that may limit or disrupt manufacturing and markets; • seizure of our foreign assets, including cash; • longer payment cycles in foreign markets; • foreign exchange restrictions and capital controls; • restrictions or significant taxes on the repatriation of our assets, including cash; • difficulties of staffing and managing dispersed international operations; • changes in our structure or tax incentive arrangements; • possible disagreements with tax authorities; • episodic events outside our control such as, for example, outbreaks of influenza or other illnesses; • natural disasters such as earthquakes, fires or floods; • tariff and currency fluctuations; • changing political conditions; • labor work stoppages and strikes in our factories or the factories of our suppliers; • foreign governments' monetary policies and regulatory requirements; • less protective foreign intellectual property laws; • new laws and regulations; and • legal systems which are less developed and may be less predictable than those in the U.S. |
As a result, we are exposed to a number of significant risks, including: • decreased control over the manufacturing process for components and subassemblies; • changes in our manufacturing processes in response to changes in the market, which may delay our shipments; • our inadvertent use of defective or contaminated raw materials; • the relatively small operations and limited manufacturing resources of some of our suppliers, which may limit their ability to manufacture and sell subassemblies, components or parts in the volumes we require and at acceptable quality levels and prices; • restrictions on our ability to rely on suppliers due to changes in trade regulation; • the inability of suppliers to meet customer demand requirements during volatile cycles; • reliability or quality issues with certain key subassemblies provided by single source suppliers as to which we may not have any short term alternative; • shortages caused by disruptions at our suppliers and subcontractors for a variety of reasons, including work stoppage or fire, earthquake, flooding or other natural disasters; • delays in the delivery of raw materials or subassemblies, which, in turn, may delay shipments to our customers; • loss of suppliers as a result of consolidation of suppliers in the industry; and • loss of suppliers because of their bankruptcy or insolvency. |
The following table reflects total equity-based compensation expense, which includes Relative TSR PSUs, Time-based RSUs, Special/Growth PSUs, Performance-based Restricted Stock and common stock, included in the Consolidated Statements of Operations for fiscal 2019, 2018, and 2017: The following table reflects equity-based compensation expense, by type of award, for fiscal 2019, 2018, and 2017: KULICKE AND SOFFA INDUSTRIES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) Equity-Based Compensation: Relative TSR PSUs The following table reflects Relative TSR PSUs activity for fiscal 2019, 2018, and 2017: The following table reflects the assumptions used to calculate compensation expense related to the Company’s Relative TSR PSUs issued during fiscal 2019, 2018, and 2017: (1) The expected dividend yield for fiscal 2018 includes the effect of 10,511 grants which were issued in the quarter ended September 29, 2018 with an assumed dividend yield of 1.91% KULICKE AND SOFFA INDUSTRIES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) Equity-Based Compensation: Time-based RSUs The following table reflects Time-based RSUs activity for fiscal 2019, 2018, and 2017: Equity-Based Compensation: Special/Growth PSUs The following table reflects Special/Growth PSUs activity for fiscal 2019, 2018, and 2017: KULICKE AND SOFFA INDUSTRIES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) The following table reflects employee stock option activity for fiscal 2019, 2018, and 2017: Intrinsic value of stock options exercised is determined by calculating the difference between the market value of the Company's stock price at the time an option is exercised and the exercise price, multiplied by the number of shares. |
Our principal Capital Equipment segment products include: Business Unit Product Name (1) Typical Served Market Ball bonders IConnPS PLUS series (2) (3) (4) RAPID Advanced and ultra fine pitch applications IConnPS ProCu PLUS series (2) (3) (4) RAPID Pro High-end copper wire applications demanding advanced process capability and high productivity IConnPS MEM PLUS series (2) (3) (4) RAPID MEM Memory applications ConnXPS LED PLUS (2) (3) (4) OptoLux LED applications ConnXPS ELITE (2) (3) (4) Bonder for discrete and low pin count applications Wedge bonders 3600PLUS Power hybrid and automotive modules using either heavy aluminum wire or PowerRibbon® 3700PLUS Hybrid and automotive modules using thin aluminum wire PowerFusionPS TL PowerFusionPS HL PowerFusionPS HLx Power semiconductors using either aluminum wire or PowerRibbon® Asterion Power hybrid and automotive modules with extended area using heavy and thin aluminum Asterion EV Extended area for battery bonding and dual lane hybrid module bonding Advanced Packaging AT Premier PLUS Advanced wafer level bonding application APAMA C2S Thermo-compression for chip-to-substrate and chip-to-chip bonding applications APAMA C2W Thermo-compression for chip-to-wafer and high density fan-out wafer level packaging ("HD FOWLP") bonding applications iStack High performance and productivity die attach bonder for single or stack die bonding LITEQ 500A LITEQ 500B Lithographic stepper for the formation of redistribution layer ("RDL") in FOWLP, fan-in wafer level packaging ("FIWLP") and flip chip ("FC") Hybrid Series Advanced packages assembly applications requiring high throughput such as flip chip, WLP, FOWLP, embedded die, SiP, package-on-package ("POP"), and modules Katalyst High performance and high accuracy flip chip bonder (1) Power Series (“PS”) (2) Standard version (3) Large area version (4) Extended large area version Business Unit Product Name (1) Typical Served Market Electronics Assembly iX Series Advanced Surface Mount Technology ("SMT") applications requiring extremely high output of passive and active components iFlex Series Advanced SMT applications requiring multi-lane or line balancing solutions for standard or oddform passive and active components Ball Bonders Automatic ball bonders represent the largest portion of our semiconductor equipment business. |
As a result, a major portion of our business is subject to the risks associated with international, and particularly Asia/Pacific, commerce, such as: • risks of war and civil disturbances or other events that may limit or disrupt manufacturing and markets; • seizure of our foreign assets, including cash; • longer payment cycles in foreign markets; • foreign exchange restrictions and capital controls; • restrictions on the repatriation of our assets, including cash; • significant foreign and U.S. taxes on repatriated cash; • difficulties of staffing and managing dispersed international operations; • possible disagreements with tax authorities; • episodic events outside our control such as, for example, outbreaks of influenza or other illnesses; • natural disasters such as earthquakes, fires or floods; • tariff and currency fluctuations; • changing political conditions; • labor work stoppages and strikes in our factories or the factories of our suppliers; • foreign governments' monetary policies and regulatory requirements; • less protective foreign intellectual property laws; • new laws and regulations; and • legal systems which are less developed and may be less predictable than those in the U.S. |
As a result, we are exposed to a number of significant risks, including: • decreased control over the manufacturing process for components and subassemblies; • changes in our manufacturing processes in response to changes in the market, which may delay our shipments; • our inadvertent use of defective or contaminated raw materials; • the relatively small operations and limited manufacturing resources of some of our suppliers, which may limit their ability to manufacture and sell subassemblies, components or parts in the volumes we require and at acceptable quality levels and prices; • the inability of suppliers to meet customer demand requirements during volatile cycles; • reliability or quality issues with certain key subassemblies provided by single source suppliers as to which we may not have any short term alternative; • shortages caused by disruptions at our suppliers and subcontractors for a variety of reasons, including work stoppage or fire, earthquake, flooding or other natural disasters; • delays in the delivery of raw materials or subassemblies, which, in turn, may delay shipments to our customers; • loss of suppliers as a result of consolidation of suppliers in the industry; and • loss of suppliers because of their bankruptcy or insolvency. |
Our principal Capital Equipment segment products include: Business Unit Product Name (1) Typical Served Market Ball bonders IConnPS PLUS series (2) (3) (4) Advanced and ultra fine pitch applications IConnPS ProCu PLUS series (2) (3) (4) High-end copper wire applications demanding advanced process capability and high productivity IConnPS MEM PLUS series (2) (3) (4) Memory applications ConnXPS PLUS series (2) (3) (4) Bonder for low-to-medium pin count applications ConnXPS LED PLUS LED applications Wedge bonders 3600PLUS Power hybrid and automotive modules using either heavy aluminum wire or PowerRibbon® 3700PLUS Hybrid and automotive modules using thin aluminum wire PowerFusionPS TL Power semiconductors using either aluminum wire or PowerRibbon® PowerFusionPS HL Smaller power packages using either aluminum wire or PowerRibbon® AsterionTM Power hybrid and automotive modules with larger area using heavy and thin aluminum AsterionTM EV Extended area for battery bonding and dual lane hybrid module bonding Advanced Packaging AT Premier PLUS Advanced wafer level bonding application APAMA C2S Thermo-compression for chip-to-substrate, chip-to-chip and high accuracy flip chip ("HA FC") bonding applications APAMA C2W Thermo-compression for chip-to-wafer, HA FC and high density fan-out wafer level packaging ("HD FOWLP") bonding applications APAMA DA High performance and productivity die attach bonder for single or stack die bonding LITEQ 500A Lithographic stepper for the formation of redistribution layer ("RDL") in FOWLP, fan-in wafer level packaging ("FIWLP") and flip chip ("FC") LITEQ 500B Lithographic stepper for the formation of RDL in FOWLP, FIWLP and FC with higher throughput Hybrid Series Advanced packages assembly applications requiring high throughput such as flip chip, WLP, FOWLP, embedded die, SiP, package-on-package ("POP"), and modules (1) Power Series (“PS”) (2) Standard version (3) Large area version (4) Extended large area version Business Unit Product Name (1) Typical Served Market Electronics Assembly iX Series Advanced Surface Mount Technology ("SMT") applications requiring extremely high output of passive and active components iFlex Series Advanced SMT applications requiring multi-lane or line balancing solutions for standard or oddform passive and active components Ball Bonders Automatic ball bonders represent the largest portion of our semiconductor equipment business. |
As a result, a major portion of our business is subject to the risks associated with international, and particularly Asia/Pacific, commerce, such as: • risks of war and civil disturbances or other events that may limit or disrupt manufacturing and markets; • seizure of our foreign assets, including cash; • longer payment cycles in foreign markets; • foreign exchange restrictions and capital controls; • restrictions on the repatriation of our assets, including cash; • significant foreign and U.S. taxes on repatriated cash; • difficulties of staffing and managing dispersed international operations; • possible disagreements with tax authorities; • episodic events outside our control such as, for example, outbreaks of influenza or other illnesses; • natural disasters such as earthquakes, fires or floods; • tariff and currency fluctuations; • changing political conditions; • labor work stoppages and strikes in our factories or the factories of our suppliers; • foreign governments' monetary policies and regulatory requirements; • less protective foreign intellectual property laws; • new laws and regulations; and • legal systems which are less developed and may be less predictable than those in the U.S. |
As a result, we are exposed to a number of significant risks, including: • decreased control over the manufacturing process for components and subassemblies; • changes in our manufacturing processes in response to changes in the market, which may delay our shipments; • our inadvertent use of defective or contaminated raw materials; • the relatively small operations and limited manufacturing resources of some of our suppliers, which may limit their ability to manufacture and sell subassemblies, components or parts in the volumes we require and at acceptable quality levels and prices; • the inability of suppliers to meet customer demand requirements during volatile cycles; • reliability or quality issues with certain key subassemblies provided by single source suppliers as to which we may not have any short term alternative; • shortages caused by disruptions at our suppliers and subcontractors for a variety of reasons, including work stoppage or fire, earthquake, flooding or other natural disasters; • delays in the delivery of raw materials or subassemblies, which, in turn, may delay shipments to our customers; • loss of suppliers as a result of consolidation of suppliers in the industry; and • loss of suppliers because of their bankruptcy or insolvency. |
Equity-Based Compensation: employee market-based restricted stock The following table reflects employee market-based restricted stock activity for fiscal 2017, 2016, and 2015: KULICKE AND SOFFA INDUSTRIES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) The following table reflects the assumptions used to calculate compensation expense related to the Company’s market-based restricted stock issued during fiscal 2017, 2016, and 2015: Equity-Based Compensation: employee time-based restricted stock The following table reflects employee time-based restricted stock activity for fiscal 2017, 2016, and 2015: KULICKE AND SOFFA INDUSTRIES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) Equity-Based Compensation: employee performance-based restricted stock The following table reflects employee performance-based restricted stock activity for fiscal 2017, 2016, and 2015: The following table reflects employee stock option activity for fiscal 2017, 2016, and 2015: Intrinsic value of stock options exercised is determined by calculating the difference between the market value of the Company's stock price at the time an option is exercised and the exercise price, multiplied by the number of shares. |
Our principal Equipment segment products include: Business Unit Product Name (1) Typical Served Market Ball bonders IConnPS PLUS series (2) (3) (4) Advanced and ultra fine pitch applications IConnPS ProCu PLUS series (2) (3) (4) High-end copper wire applications demanding advanced process capability and high productivity IConnPS MEM PLUS series (2) (3) (4) Memory applications ConnXPS PLUS series (2) (3) (4) Bonder for low-to-medium pin count applications ConnXPS LED PLUS LED applications AT Premier PLUS Advanced wafer level bonding application Wedge bonders 3600PLUS Power hybrid and automotive modules using either heavy aluminum wire or PowerRibbon® 3700PLUS Hybrid and automotive modules using thin aluminum wire PowerFusionPS TL Power semiconductors using either aluminum wire or PowerRibbon® PowerFusionPS HL Smaller power packages using either aluminum wire or PowerRibbon® AsterionTM Power hybrid and automotive modules with larger area using heavy and thin aluminum AsterionTM EV Extended area for battery bonding and dual lane hybrid module bonding Advanced Packaging APAMA C2S Thermo-compression for chip-to-substrate, chip-to-chip and high accuracy flip chip ("HA FC") bonding applications APAMA C2W Thermo-compression for chip-to-wafer, HA FC and high density fan-out wafer level packaging ("HD FOWLP") bonding applications Hybrid Series Advanced packages assembly applications requiring high throughput such as flip chip, WLP, FOWLP, embedded die, SiP, package-on-package ("POP"), and modules (1) Power Series (“PS”) (2) Standard version (3) Large area version (4) Extended large area version Business Unit Product Name (1) Typical Served Market Electronics Assembly iX Series Advanced Surface Mount Technology ("SMT") applications requiring extremely high output of passive and active components iFlex Series Advanced SMT applications requiring multi-lane or line balancing solutions for standard or oddform passive and active components Ball Bonders Automatic ball bonders represent the largest portion of our semiconductor equipment business. |
As a result, a major portion of our business is subject to the risks associated with international, and particularly Asia/Pacific, commerce, such as: • risks of war and civil disturbances or other events that may limit or disrupt manufacturing and markets; • seizure of our foreign assets, including cash; • longer payment cycles in foreign markets; • foreign exchange restrictions and capital controls; • restrictions on the repatriation of our assets, including cash; • significant foreign and U.S. taxes on repatriated cash; • difficulties of staffing and managing dispersed international operations; • possible disagreements with tax authorities; • episodic events outside our control such as, for example, outbreaks of influenza or other illnesses; • natural disasters such as earthquakes, fires or floods; • tariff and currency fluctuations; • changing political conditions; • labor work stoppages and strikes in our factories or the factories of our suppliers; • foreign governments' monetary policies and regulatory requirements; • less protective foreign intellectual property laws; • new laws and regulations, such as Trans-Pacific Partnership Agreement (TPP); and • legal systems which are less developed and may be less predictable than those in the U.S. |
As a result, we are exposed to a number of significant risks, including: • decreased control over the manufacturing process for components and subassemblies; • changes in our manufacturing processes in response to changes in the market, which may delay our shipments; • our inadvertent use of defective or contaminated raw materials; • the relatively small operations and limited manufacturing resources of some of our suppliers, which may limit their ability to manufacture and sell subassemblies, components or parts in the volumes we require and at acceptable quality levels and prices; • the inability of suppliers to meet customer demand requirements during volatile cycles; • reliability or quality issues with certain key subassemblies provided by single source suppliers as to which we may not have any short term alternative; • shortages caused by disruptions at our suppliers and subcontractors for a variety of reasons, including work stoppage or fire, earthquake, flooding or other natural disasters; • delays in the delivery of raw materials or subassemblies, which, in turn, may delay shipments to our customers; • loss of suppliers as a result of consolidation of suppliers in the industry; and • loss of suppliers because of their bankruptcy or insolvency. |
KULICKE AND SOFFA INDUSTRIES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) Equity-Based Compensation: employee market-based restricted stock The following table reflects employee market-based restricted stock activity for fiscal 2016, 2015, and 2014: The following table reflects the assumptions used to calculate compensation expense related to the Company’s performance-based restricted stock issued during fiscal 2016, 2015, and 2014: KULICKE AND SOFFA INDUSTRIES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) Equity-Based Compensation: employee time-based restricted stock The following table reflects employee time-based restricted stock activity for fiscal 2016, 2015, and 2014: Equity-Based Compensation: employee performance-based restricted stock The following table reflects employee performance-based restricted stock activity for fiscal 2016, 2015, and 2014: KULICKE AND SOFFA INDUSTRIES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) The following table reflects employee stock option activity for fiscal 2016, 2015, and 2014: Since 2012, on average, 18% of stock options granted by the Company are forfeited or expire each year. |
KULICKE AND SOFFA INDUSTRIES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) The following tables reflect a reconciliation of the shares used in the basic and diluted net income per share computation for fiscal 2016, 2015, and 2014: NOTE 13: INCOME TAXES The following table reflects income from continuing operations by location, the provision for income taxes and the effective tax rate for fiscal 2016, 2015, and 2014: KULICKE AND SOFFA INDUSTRIES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) The following table reflects the provision for income taxes from continuing operations for fiscal 2016, 2015, and 2014: The following table reflects the difference between the provision for income taxes and the amount computed by applying the statutory federal income tax rate for fiscal 2016, 2015, and 2014: Income tax expense for the current year includes approximately $1.8 million, $1.0 million and $1.2 million of taxes payable for deemed distributions from earnings for the years ended October 1, 2016, October 3, 2015 and September 27, 2014, respectively. |
Our principal Equipment segment products include: Business Unit Product Name (1) Typical Served Market Ball bonders IConnPS PLUS Advanced and ultra fine pitch applications IConnPS PLUS LA Large area substrate and matrix applications IConnPS PLUS ELA Extended large area substrate and matrix applications IConnPS ProCu High-end copper wire applications demanding advanced process capability and high productivity IConnPS ProCu PLUS High-end copper wire applications demanding advanced process capability and high productivity IConnPS ProCu LA Large area substrate and matrix applications for copper wire IConnPS ProCu PLUS LA Large area substrate and matrix applications for copper wire IConnPS ProCu PLUS ELA Extended large area substrate and matrix applications for copper wire ConnXPS PLUS High productivity bonder for low-to-medium pin count applications ConnXPS LED LED applications ConnXPS LED PLUS LED applications ConnXPS PLUS LA Cost performance large area substrate and matrix applications ConnXPS PLUS ELA Cost performance extended large area substrate and matrix applications AT Premier PLUS Advanced wafer level bonding application Wedge bonders 3600PLUS Power hybrid and automotive modules using either heavy aluminum wire or PowerRibbon® 3700PLUS Hybrid and automotive modules using thin aluminum wire 7200PLUS Power semiconductors using either aluminum wire or PowerRibbon® 7200HD Smaller power packages using either aluminum wire or PowerRibbon® PowerFusionPS TL Power semiconductors using either aluminum wire or PowerRibbon® PowerFusionPS HL Smaller power packages using either aluminum wire or PowerRibbon® AsterionTM Power hybrid and automotive modules with extended area using heavy and thin aluminum (1) Power Series (“PS”) Business Unit Product Name (1) Typical Served Market Advanced Packaging and Surface Mount Technology (SMT) APAMA C2S Thermo-compression for chip-to-substrate, chip-to-chip and high accuracy flip chip ("HA FC") bonding applications APAMA C2W Thermo-compression for chip-to-wafer, high accuracy flip chip ("HA FC") and high density fan-out wafer level packaging ("HD FOWLP") bonding applications Hybrid Series Advanced packages assembly applications requiring high throughput such as flip chip, wafer level packaging ("WLP"), fan-out WLP ("FOWLP"), embedded die, system-in-package ("SiP"), package-on-package ("POP"), and modules iX Series Advanced Surface Mount Technology ("SMT") applications requiring extremely high output of passive and active components iFlex Series Advanced SMT applications requiring multi-lane or line balancing solutions for standard or oddform passive and active components Ball Bonders Automatic ball bonders represent the largest portion of our semiconductor equipment business. |
As a result, a major portion of our business is subject to the risks associated with international, and particularly Asia/Pacific, commerce, such as: • risks of war and civil disturbances or other events that may limit or disrupt manufacturing and markets; • seizure of our foreign assets, including cash; • longer payment cycles in foreign markets; • foreign exchange restrictions and capital controls; • restrictions on the repatriation of our assets, including cash; • significant foreign and U.S. taxes on repatriated cash; • difficulties of staffing and managing dispersed international operations; • possible disagreements with tax authorities; • episodic events outside our control such as, for example, outbreaks of influenza or other illnesses; • natural disasters such as earthquakes, fires or floods; • tariff and currency fluctuations; • changing political conditions; • labor work stoppages and strikes in our factories or the factories of our suppliers; • foreign governments' monetary policies and regulatory requirements; • less protective foreign intellectual property laws; • new laws and regulations, such as Trans-Pacific Partnership Agreement (TPP); and • legal systems which are less developed and may be less predictable than those in the U.S. |
As a result, we are exposed to a number of significant risks, including: • decreased control over the manufacturing process for components and subassemblies; • changes in our manufacturing processes in response to changes in the market, which may delay our shipments; • our inadvertent use of defective or contaminated raw materials; • the relatively small operations and limited manufacturing resources of some of our suppliers, which may limit their ability to manufacture and sell subassemblies, components or parts in the volumes we require and at acceptable quality levels and prices; • the inability of suppliers to meet customer demand requirements during volatile cycles; • reliability or quality issues with certain key subassemblies provided by single source suppliers as to which we may not have any short term alternative; • shortages caused by disruptions at our suppliers and subcontractors for a variety of reasons, including work stoppage or fire, earthquake, flooding or other natural disasters; • delays in the delivery of raw materials or subassemblies, which, in turn, may delay shipments to our customers; • loss of suppliers as a result of consolidation of suppliers in the industry; and • loss of suppliers because of their bankruptcy or insolvency. |
Our principal Equipment segment products include: Business Unit Product Name (1) Typical Served Market Ball bonders IConnPS PLUS Advanced and ultra fine pitch applications IConnPS PLUS LA Large area substrate and matrix applications IConnPS PLUS ELA Extended large area substrate and matrix applications IConnPS ProCu High-end copper wire applications demanding advanced process capability and high productivity IConnPS ProCu PLUS High-end copper wire applications demanding advanced process capability and high productivity IConnPS ProCu LA Large area substrate and matrix applications for copper wire IConnPS ProCu PLUS LA Large area substrate and matrix applications for copper wire IConnPS ProCu PLUS ELA Extended large area substrate and matrix applications for copper wire ConnXPS PLUS High productivity bonder for low-to-medium pin count applications ConnXPS LED LED applications ConnXPS LED PLUS LED applications ConnXPS PLUS LA Cost performance large area substrate and matrix applications ConnXPS PLUS ELA Cost performance extended large area substrate and matrix applications AT Premier PLUS Advanced wafer level bonding application Wedge bonders 3600PLUS Power hybrid and automotive modules using either heavy aluminum wire or PowerRibbon® 3700PLUS Hybrid and automotive modules using thin aluminum wire 7200PLUS Power semiconductors using either aluminum wire or PowerRibbon® 7200HD Smaller power packages using either aluminum wire or PowerRibbon® PowerFusionPS TL Power semiconductors using either aluminum wire or PowerRibbon® PowerFusionPS HL Smaller power packages using either aluminum wire or PowerRibbon® AsterionTM Power hybrid and automotive modules with extended area using heavy and thin aluminum (1) Power Series (“PS”) Business Unit Product Name (1) Typical Served Market Advanced Packaging and Surface Mount Technology (SMT) APAMA C2S Thermo-compression for chip-to-substrate, chip-to-chip and high accuracy flip chip ("HA FC") bonding applications APAMA C2W Thermo-compression for chip-to-wafer, high accuracy flip chip ("HA FC") and high density fan-out wafer level packaging ("HD FOWLP") bonding applications Hybrid Series Advanced packages assembly applications requiring high throughput such as flip chip, wafer level packaging ("WLP"), fan-out WLP ("FOWLP"), embedded die, system-in-package ("SiP"), package-on-package ("POP"), and modules iX Series Advanced Surface Mount Technology ("SMT") applications requiring extremely high output of passive and active components iFlex Series Advanced SMT applications requiring multi-lane or line balancing solutions for standard or oddform passive and active components Ball Bonders Automatic ball bonders represent the largest portion of our semiconductor equipment business. |
The following table reflects total equity-based compensation expense, which includes restricted stock, stock options and common stock, included in the Consolidated Statements of Operations for fiscal 2015, 2014, and 2013: The following table reflects equity-based compensation expense, by type of award, for fiscal 2015, 2014, and 2013: Equity-Based Compensation: employee market-based restricted stock The following table reflects employee market-based restricted stock activity for fiscal 2015, 2014, and 2013: KULICKE AND SOFFA INDUSTRIES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) The following table reflects the assumptions used to calculate compensation expense related to the Company’s performance-based restricted stock issued during fiscal 2015, 2014, and 2013: Equity-Based Compensation: employee time-based restricted stock The following table reflects employee time-based restricted stock activity for fiscal 2015, 2014, and 2013: KULICKE AND SOFFA INDUSTRIES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) Equity-Based Compensation: employee performance-based restricted stock The following table reflects employee performance-based restricted stock activity for fiscal 2015, 2014, and 2013: The following table reflects employee stock option activity for fiscal 2015, 2014, and 2013: Since 2011, on average, 6.7% of stock options granted by the Company become vested each year, and on average, 21% of stock options granted by the Company are forfeited or expire each year. |
Our principal Equipment segment products include: Business Unit Product Name (1) Typical Served Market Ball bonders IConnPS Advanced and ultra fine pitch applications IConnPS Plus Advanced and ultra fine pitch applications IConnPS LA Large area substrate and matrix applications IConnPS Plus LA Large area substrate and matrix applications IConnPS ProCu High-end copper wire applications demanding advanced process capability and high productivity IConnPS ProCu Plus High-end copper wire applications demanding advanced process capability and high productivity IConnPS ProCu LA Large area substrate and matrix applications for copper wire IConnPS ProCu Plus LA Large area substrate and matrix applications for copper wire ConnXPS Plus High productivity bonder for low-to-medium pin count applications ConnXPS LED LED applications ConnXPS VLED Vertical LED applications ConnXPS Plus LA Cost performance large area substrate and matrix applications AT Premier Plus Advanced wafer level bonding application Wedge bonders 3600Plus Power hybrid and automotive modules using either heavy aluminum wire or PowerRibbon® 3700Plus Hybrid and automotive modules using thin aluminum wire 7200Plus Power semiconductors using either aluminum wire or PowerRibbon® 7200HD Smaller power packages using either aluminum wire or PowerRibbon® PowerFusionPS TL Power semiconductors using either aluminum wire or PowerRibbon® PowerFusionPS HL Smaller power packages using either aluminum wire or PowerRibbon® Advanced Packaging APAMA C2S Flip chip thermo-compression bonding applications (1) Power Series (“PS”) Ball Bonders Automatic ball bonders represent the largest portion of our semiconductor equipment business. |
As a result, a major portion of our business is subject to the risks associated with international, and particularly Asia/Pacific, commerce, such as: • risks of war and civil disturbances or other events that may limit or disrupt manufacturing and markets; • seizure of our foreign assets, including cash; • longer payment cycles in foreign markets; • foreign exchange restrictions and capital controls; • restrictions on the repatriation of our assets, including cash; • significant foreign and U.S. taxes on repatriated cash; • difficulties of staffing and managing dispersed international operations; • possible disagreements with tax authorities; • episodic events outside our control such as, for example, outbreaks of influenza or other illnesses; • natural disasters such as earthquakes, fires or floods; • tariff and currency fluctuations; • changing political conditions; • labor work stoppages and strikes in our factories or the factories of our suppliers; • foreign governments' monetary policies and regulatory requirements; • less protective foreign intellectual property laws; and • legal systems which are less developed and may be less predictable than those in the U.S. |
As a result, we are exposed to a number of significant risks, including: • decreased control over the manufacturing process for components and subassemblies; • changes in our manufacturing processes, in response to changes in the market, which may delay our shipments; • our inadvertent use of defective or contaminated raw materials; • the relatively small operations and limited manufacturing resources of some of our suppliers, which may limit their ability to manufacture and sell subassemblies, components or parts in the volumes we require and at acceptable quality levels and prices; • the inability of suppliers to meet customer demand requirements during volatile cycles; • reliability or quality issues with certain key subassemblies provided by single source suppliers as to which we may not have any short term alternative; • shortages caused by disruptions at our suppliers and subcontractors for a variety of reasons, including work stoppage or fire, earthquake, flooding or other natural disasters; • delays in the delivery of raw materials or subassemblies, which, in turn, may delay shipments to our customers; • loss of suppliers as a result of consolidation of suppliers in the industry; and • loss of suppliers because of their bankruptcy or insolvency. |
Our principal Equipment segment products include: Business Unit Product Name (1) Typical Served Market Ball bonders IConnPS Advanced and ultra fine pitch applications IConnPS Plus Advanced and ultra fine pitch applications IConnPS LA Large area substrate and matrix applications IConnPS Plus LA Large area substrate and matrix applications IConnPS ProCu High-end copper wire applications demanding advanced process capability and high productivity IConnPS ProCu Plus High-end copper wire applications demanding advanced process capability and high productivity IConnPS ProCu LA Large area substrate and matrix applications for copper wire IConnPS ProCu Plus LA Large area substrate and matrix applications for copper wire ConnXPS Plus High productivity bonder for low-to-medium pin count applications ConnXPS LED LED applications ConnXPS VLED Vertical LED applications ConnXPS Plus LA Cost performance large area substrate and matrix applications AT Premier Plus Advanced wafer level bonding application Wedge bonders 3600Plus Power hybrid and automotive modules using either heavy aluminum wire or PowerRibbon® 3700Plus Hybrid and automotive modules using thin aluminum wire 7200Plus Power semiconductors using either aluminum wire or PowerRibbon® 7200HD Smaller power packages using either aluminum wire or PowerRibbon® PowerFusionPS TL Power semiconductors using either aluminum wire or PowerRibbon® PowerFusionPS HL Smaller power packages using either aluminum wire or PowerRibbon® Advanced Packaging APAMA C2S Flip chip thermo-compression bonding applications (1) Power Series (“PS”) Ball Bonders Automatic ball bonders represent the largest portion of our semiconductor equipment business. |
Our principal Equipment segment products include: Business Unit Product Name (1) Typical Served Market Ball bonders IConnPS Advanced and ultra fine pitch applications IConnPS ProCu High-end copper wire applications demanding advanced process capability and high productivity IConnPS ProCu Plus High-end copper wire applications demanding advanced process capability and high productivity IConnPS ProCu LA Large area substrate and matrix applications for copper wire IConnPS ProCu Plus LA Large area substrate and matrix applications for copper wire IConnPS LA Large area substrate and matrix applications ConnXPS Plus High productivity bonder for low-to-medium pin count applications ConnXPS LED LED applications ConnXPS VLED Vertical LED applications ConnXPS Plus LA Cost performance large area substrate and matrix applications AT Premier Plus Advanced wafer level bonding application Wedge bonders 3600Plus Power hybrid and automotive modules using either heavy aluminum wire or PowerRibbon® 3700Plus Hybrid and automotive modules using thin aluminum wire 7200Plus Power semiconductors using either aluminum wire or PowerRibbon® 7200HD Smaller power packages using either aluminum wire or PowerRibbon® PowerFusionPS TL Power semiconductors using either aluminum wire or PowerRibbon® PowerFusionPS HL Smaller power packages using either aluminum wire or PowerRibbon® (1) Power Series (“PS”) Ball Bonders Automatic ball bonders represent the largest portion of our semiconductor equipment business. |
As a result, a major portion of our business is subject to the risks associated with international, and particularly Asia/Pacific, commerce, such as: • risks of war and civil disturbances or other events that may limit or disrupt manufacturing and markets; • seizure of our foreign assets, including cash; • longer payment cycles in foreign markets; • foreign exchange restrictions and capital controls; • restrictions on the repatriation of our assets, including cash; • significant foreign and U.S. taxes on repatriated cash; • difficulties of staffing and managing dispersed international operations; • possible disagreements with tax authorities; • episodic events outside our control such as, for example, outbreaks of influenza; • natural disasters such as earthquakes, fires or floods; • tariff and currency fluctuations; • changing political conditions; • labor work stoppages and strikes in our factories or the factories of our suppliers; • foreign governments' monetary policies and regulatory requirements; • less protective foreign intellectual property laws; and • legal systems which are less developed and may be less predictable than those in the U.S. |
As a result, we are exposed to a number of significant risks, including: • decreased control over the manufacturing process for components and subassemblies; • changes in our manufacturing processes, in response to changes in the market, which may delay our shipments; • our inadvertent use of defective or contaminated raw materials; • the relatively small operations and limited manufacturing resources of some of our suppliers, which may limit their ability to manufacture and sell subassemblies, components or parts in the volumes we require and at acceptable quality levels and prices; • the inability of suppliers to meet customer demand requirements during volatile cycles; • the reliability or quality issues with certain key subassemblies provided by single source suppliers as to which we may not have any short term alternative; • shortages caused by disruptions at our suppliers and subcontractors for a variety of reasons, including work stoppage or fire, earthquake, flooding or other natural disasters; • delays in the delivery of raw materials or subassemblies, which, in turn, may delay shipments to our customers; • loss of suppliers as a result of consolidation of suppliers in the industry; and • loss of suppliers because of their bankruptcy or insolvency. |
Our principal Equipment segment products include: Business Unit Product Name (1) Typical Served Market Ball bonders IConnPS Advanced and ultra fine pitch applications IConnPS ProCu High-end copper wire applications demanding advanced process capability and high productivity IConnPS ProCu Plus High-end copper wire applications demanding advanced process capability and high productivity IConnPS ProCu LA Large area substrate and matrix applications for copper wire IConnPS ProCu Plus LA Large area substrate and matrix applications for copper wire IConnPS LA Large area substrate and matrix applications ConnXPS Plus High productivity bonder for low-to-medium pin count applications ConnXPS LED LED applications ConnXPS VLED Vertical LED applications ConnXPS Plus LA Cost performance large area substrate and matrix applications AT Premier Plus Advanced wafer level bonding application Wedge bonders 3600Plus Power hybrid and automotive modules using either heavy aluminum wire or PowerRibbon® 3700Plus Hybrid and automotive modules using thin aluminum wire 7200Plus Power semiconductors using either aluminum wire or PowerRibbon® 7200HD Smaller power packages using either aluminum wire or PowerRibbon® PowerFusionPS TL Power semiconductors using either aluminum wire or PowerRibbon® PowerFusionPS HL Smaller power packages using either aluminum wire or PowerRibbon® (1) Power Series (“PS”) Ball Bonders Automatic ball bonders represent the largest portion of our semiconductor equipment business. |
Our principal Equipment segment products include: Business Unit Product Name (1) Typical Served Market Ball bonders IConnPS Advanced and ultra fine pitch applications IConnPS ProCu High-end copper wire applications demanding advanced process capability and high productivity IConnPS ProCu LA Large area substrate and matrix applications for copper wire IConnPS LA Large area substrate and matrix applications ConnXPS Cost performance, low pin count applications ConnXPS Plus Second generation cost performance, low pin count applications ConnXPS LED LED applications ConnXPS VLED Vertical LED applications ConnXPS LA Cost performance large area substrate and matrix applications ATPremier Wafer level bonding applications ATPremier Plus Advanced wafer level bonding applications Wedge bonders 3600Plus Power hybrid and automotive modules using either heavy aluminum wire or PowerRibbon® 3700Plus Hybrid and automotive modules using thin aluminum wire 7200Plus Power semiconductors using either aluminum wire or PowerRibbon® 7200HD Smaller power packages using either aluminum wire or PowerRibbon® 7600HD Power semiconductors including smaller power packages using either aluminum wire or PowerRibbon® Die bonder iStackPS Advanced stacked die and ball grid array applications (1)Power Series (“PS”) Ball Bonders Automatic ball bonders represent the largest portion of our semiconductor equipment business. |
As a result, a major portion of our business is subject to the risks associated with international, and particularly Asia/Pacific, commerce, such as: ·risks of war and civil disturbances or other events that may limit or disrupt manufacturing and markets; ·seizure of our foreign assets, including cash; ·longer payment cycles in foreign markets; ·foreign exchange restrictions and capital controls; ·restrictions on the repatriation of our assets, including cash; ·significant foreign and U.S. taxes on repatriated cash; ·difficulties of staffing and managing dispersed international operations; ·possible disagreements with tax authorities; ·episodic events outside our control such as, for example, outbreaks of influenza; ·natural disasters such as earthquakes, fires or floods; ·tariff and currency fluctuations; ·changing political conditions; ·labor work stoppages and strikes in our factories or the factories of our suppliers; ·foreign governments’ monetary policies and regulatory requirements; ·less protective foreign intellectual property laws; and ·legal systems which are less developed and may be less predictable than those in the U.S. |
As a result, we are exposed to a number of significant risks, including: ·decreased control over the manufacturing process for components and subassemblies; ·changes in our manufacturing processes, in response to changes in the market, which may delay our shipments; ·our inadvertent use of defective or contaminated raw materials; ·the relatively small operations and limited manufacturing resources of some of our suppliers, which may limit their ability to manufacture and sell subassemblies, components or parts in the volumes we require and at acceptable quality levels and prices; ·the inability of suppliers to meet customer demand requirements during volatile cycles; ·the reliability or quality issues with certain key subassemblies provided by single source suppliers as to which we may not have any short term alternative; ·shortages caused by disruptions at our suppliers and subcontractors for a variety of reasons, including work stoppage or fire, earthquake, flooding or other natural disasters; ·delays in the delivery of raw materials or subassemblies, which, in turn, may delay shipments to our customers; ·loss of suppliers as a result of consolidation of suppliers in the industry; and ·loss of suppliers because of their bankruptcy or insolvency. |
Our principal Equipment segment products include: Business Unit Product Name (1) Typical Served Market Ball bonders IConnPS Advanced and ultra fine pitch applications IConnPS ProCu High-end copper wire applications demanding advanced process capability and high productivity IConnPS ProCu LA Large area substrate and matrix applications for copper wire IConnPS LA Large area substrate and matrix applications ConnXPS Cost performance, low pin count applications ConnXPS Plus Second generation cost performance, low pin count applications ConnXPS LED LED applications ConnXPS VLED Vertical LED applications ConnXPS LA Cost performance large area substrate and matrix applications ATPremier Wafer level bonding applications ATPremier Plus Advanced wafer level bonding applications Wedge bonders 3600Plus Power hybrid and automotive modules using either heavy aluminum wire or PowerRibbon® 3700Plus Hybrid and automotive modules using thin aluminum wire 7200Plus Power semiconductors using either aluminum wire or PowerRibbon® 7200HD Smaller power packages using either aluminum wire or PowerRibbon® 7600HD Power semiconductors including smaller power packages using either aluminum wire or PowerRibbon® Die bonder iStackPS Advanced stacked die and ball grid array applications (1)Power Series (“PS”) Ball Bonders Automatic ball bonders represent the largest portion of our semiconductor equipment business. |
Although PwC Singapore performed audit work on components of the Company in support of PwC US audits of the consolidated financial statements and of internal control over financial reporting of the Company for the fiscal years ended October 1, 2011 and October 2, 2010, during the fiscal years ended October 1, 2011 and October 2, 2010 and during the period from October 1, 2011 through the date the change was effective, neither the Company’s corporate management, audit committee, nor anyone on its behalf had consulted with PwC Singapore regarding (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s financial statements, and no written report or oral advice was provided to the Company that PwC Singapore concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue; or (ii) any matter that was the subject of a disagreement, as that term is defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions to Item 304 of Regulation S-K, or any reportable even as that term is defined in Item 304(a)(1)(v) of Regulation S-K. |
As a result, a major portion of our business is subject to the risks associated with international, and particularly Asia/Pacific, commerce, such as: · risks of war and civil disturbances or other events that may limit or disrupt manufacturing and markets; · seizure of our foreign assets, including cash; · longer payment cycles in foreign markets; · international exchange restrictions; · restrictions on the repatriation of our assets, including cash; · significant foreign and U.S. taxes on repatriated cash; · difficulties of staffing and managing dispersed international operations; · possible disagreements with tax authorities; · episodic events outside our control such as, for example, outbreaks of influenza; · natural disasters such as earthquakes, fires or floods; · tariff and currency fluctuations; · changing political conditions; · labor work stoppages and strikes in our factories or the factories of our suppliers; · foreign governments’ monetary policies and regulatory requirements; · less protective foreign intellectual property laws; and · legal systems which are less developed and may be less predictable than those in the U.S. |
As a result, we are exposed to a number of significant risks, including: · decreased control over the manufacturing process for components and subassemblies; · changes in our manufacturing processes, in response to changes in the market, which may delay our shipments; · our inadvertent use of defective or contaminated raw materials; · the relatively small operations and limited manufacturing resources of some of our suppliers, which may limit their ability to manufacture and sell subassemblies, components or parts in the volumes we require and at acceptable quality levels and prices; · the inability of suppliers to meet customer demand requirements during volatile cycles; · the reliability or quality issues with certain key subassemblies provided by single source suppliers as to which we may not have any short term alternative; · shortages caused by disruptions at our suppliers and subcontractors for a variety of reasons, including work stoppage or fire, earthquake, flooding or other natural disasters; · delays in the delivery of raw materials or subassemblies, which, in turn, may delay shipments to our customers; · loss of suppliers as a result of consolidation of suppliers in the industry; and · loss of suppliers because of their bankruptcy or insolvency. |
Operating Expenses The following table reflects operating expenses as a percentage of net revenue for fiscal 2010 and 2009: Selling, General and Administrative An increase in SG&A expenses of $24.8 million during fiscal 2010 as compared to fiscal 2009 was primarily due to: · $14.7 million higher incentive compensation expense driven by current fiscal year net income as compared to a net loss during fiscal 2009; · $5.4 million increase in sales commissions due to higher net revenue for the current fiscal year; · $5.2 million higher equity-based compensation expense due to the following: · $2.3 million related to higher estimated percentage attainments for performance-based restricted stock, of which $0.3 million related to compensation as a result of the retirement of our Chief Executive Officer; · $1.5 million related to market-based restricted stock granted during fiscal 2010, of which $0.9 million related to compensation as a result of the retirement of our Chief Executive Officer, and; · $1.4 million related to time-based restricted stock granted during fiscal 2010. |
Although PwC Singapore performed audit work on components of the Company in support of PwC US audits of the consolidated financial statements and of internal control over financial reporting of the Company for the fiscal years ended October 1, 2011 and October 2, 2010, during the fiscal years ended October 1, 2011 and October 2, 2010 and during the period from October 1, 2011 through the date of this report, neither the Company’s corporate management, audit committee, nor anyone on its behalf had consulted with PwC Singapore regarding (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s financial statements, and no written report or oral advice was provided to the Company that PwC Singapore concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue; or (ii) any matter that was the subject of a disagreement, as that term is defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions to Item 304 of Regulation S-K, or any reportable even as that term is defined in Item 304(a)(1)(v) of Regulation S-K. |
Subsets and Splits