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On Semiconductor Annual Report (Amendment), Year Ended Dec 31, 2003

Filing Date
Filed March 22, 2004
Period End
December 31, 2003
Security
ON
In the record · 2016–202610-K1110-Q338-K162

ON filed 11 annual reports (10-K), 33 quarterly reports (10-Q) and 162 current reports (8-K) between 2016 and 2026.

  1. Leadership change8-K · Oct ’18Oct ’18
  2. Leadership change8-K · Oct ’20Oct ’20
  3. Impairment8-K · Sep ’22Sep ’22
  4. Impairment8-K · Nov ’25Nov ’25

01—Abstract

Summary

Summary of the 10-K/A filed March 22, 2004. Cited figures are marked; the original filing is the authoritative source.

ON Semiconductor Corporation's Form 10-K/A (Amendment No. 1) for the fiscal year ended December 31, 2003 was filed to correct a typographical error in the Report of Independent Auditors in Part IV, Item 15.

The amendment reproduces the full annual report, including the consolidated financial statements and the financial statements of several subsidiaries and affiliates. The company reported 2003 revenues of $1,069.1 milliona, down from $1,093.7 million in 2002, and a net loss of $166.7 million, compared with a net loss of $141.9 million in 2002. Operating income was $20.5 million, versus $27.0 million in 2002, after restructuring, asset impairments and other charges of $61.2 million.

The balance sheet shows total assets of $1,161.4 millionb, long-term debt of $1,291.5 million, and a stockholders' deficit of $644.6 million at December 31, 2003. Cash and cash equivalents were $186.6 million. The company was in compliance with its debt covenants at year-end and states that its cash flow and existing balances should be adequate through December 31, 2004.

In February 2004 it completed a public offering of common stock with net proceeds of $226.7 millionc, which it expects to use to redeem $70.0 million of first-lien notes and $105.0 million of second-lien notes. The filing also notes a December 2003 decision to phase out manufacturing at East Greenwich, Rhode Island, with restructuring charges for that action and related Czech Republic line closures, and a pending proposed settlement of the IPO securities class action litigation under which the company expects insurance proceeds to cover its share.

02—Key points

Key Highlights

  1. Revenues of $1,069.1 million in 2003, compared with $1,093.7 million in 2002 and $1,223.2 million in 2001.
  2. Net loss of $166.7 million in 2003, compared with $141.9 million in 2002; net loss applicable to common stock was $176.4 million.
  3. Restructuring, asset impairments and other, net of $61.2 million in 2003, including charges tied to the East Greenwich, Rhode Island manufacturing phase-out.
  4. Cash and cash equivalents of $186.6 million and a stockholders' deficit of $644.6 million at December 31, 2003.
  5. Long-term debt of $1,291.5 million at year-end, including $1,302.9 million of total term and revolving debt; the company was in compliance with its debt covenants.
  6. February 2004 public offering of common stock raised net proceeds of $226.7 million, earmarked mainly for redeeming $175.0 million of senior secured notes.
  7. Operating cash flow of $45.7 million in 2003, compared with $46.4 million in 2002.

03—Questions

Frequently Asked Questions

  1. Why was this amendment filed?

    The amendment corrects a typographical error in the Report of Independent Auditors in Part IV, Item 15. It does not update or modify any other disclosure in the original Form 10-K filed March 10, 2004.

  2. How did ON Semiconductor's financial performance change in 2003?

    Revenues fell to $1,069.1 million from $1,093.7 million, and the net loss widened to $166.7 million from $141.9 million. Gross profit rose to $301.0 million from $298.1 million, while operating income declined to $20.5 million from $27.0 million.

  3. What is the company's debt and liquidity position?

    At December 31, 2003, the company had $186.6 million in cash and cash equivalents, net working capital of $212.5 million, and total term or revolving debt of $1,302.9 million. Management believes operating cash flow and existing cash will be adequate through December 31, 2004.

  4. What did the company do with its February 2004 equity offering?

    The offering raised net proceeds of $226.7 million. The company intends to use $70.0 million to redeem first-lien senior secured notes and $105.0 million to redeem second-lien senior secured notes at 112% of principal, with the remainder for general corporate purposes.

  5. What restructuring actions did the company take?

    In December 2003 the company decided to phase out manufacturing at its East Greenwich, Rhode Island facility by the end of 2004 and closed back-end manufacturing lines in Roznov, Czech Republic. The company recorded $30.1 million of December 2003 restructuring and related charges, including $15.3 million of impairments tied to East Greenwich.

04—Continue

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