REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 |
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered | ||
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Accelerated filer |
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Non-accelerated filer |
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Emerging growth company |
U.S. GAAP ☐ |
Other ☐ |
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• | our dependence on frequent introduction of new product services and technologies based on the latest developments; |
• | the intensely competitive semiconductor, communications, consumer electronics and computer industries and markets; |
• | risks associated with our international business activities; |
• | our dependence on key personnel; |
• | general economic and political conditions, including those related to the semiconductor, communications, consumer electronics and computer industries; |
• | natural disasters, such as earthquakes and droughts, which are beyond our control; |
• | possible disruptions in commercial activities caused by natural and human-induced disasters, and outbreaks of contagious diseases such as the COVID-19 pandemic; |
• | fluctuations in foreign currency exchange rates; |
• | additional disclosures we make in our previous and future Form 20-F annual reports and Form 6-K periodic reports to the U.S. Securities and Exchange Commission, or the U.S. SEC; and |
• | those other risks identified in the “Item 3. Key Information—D. Risk Factors” section of this Annual Report. |
AMS | Analog/mixed-signal. | |
ASIC | Application Specific Integrated Circuit. A custom-designed integrated circuit that performs specific functions which would otherwise require a number of off-the-shelf | |
BCD | Bipolar-Complementary Metal Oxide Semiconductor (“CMOS”)-Double Diffused Metal Oxide Semiconductor (“DMOS”). An integrated circuit and one of the most important components for power management integration circuits. | |
BSI-CSI |
Back-Side Illuminated CMOS Image Sensor, which is recently used for mobile product image sensor with better performance and thinner chip. | |
Cell | Semiconductor structure in an electrical state, which can store a bit of information, mainly used as the building block of memory array. | |
Die | A piece of a semiconductor wafer containing the circuitry of an unpackaged single chip. | |
DRAM | Dynamic Random Access Memory. A type of volatile memory product that is used in electronic systems to store data and program instructions. It is the most common type of RAM and must be refreshed with electricity hundreds of times per second or else it will fade away. | |
eFlash | Embedded Flash Nonvolatile Memory. Used for most SoC (“System-on-Chip”) | |
eHV | Embedded High Voltage Device. Used for Liquid Crystal Display (“LCD”) driver circuit to drive LCD devices. | |
FinFET | Fin Field-Effect Transistor. | |
FPGA | Field Programmable Gate Array. A programmable integrated circuit. | |
Integrated Circuit | Entire electronic circuit built on a single piece of solid substrate and enclosed in a small package. The package is equipped with leads needed to electrically integrate the integrated circuit with a larger electronic system. Monolithic and hybrid integrated circuits are distinguished by the type of substrate used. | |
Interconnect | The conductive path made from copper or aluminum that is required to achieve connection from one circuit element to the other circuit elements within a circuit. | |
Mask or Photomask | A piece of glass on which an integrated circuit circuitry design is laid out. | |
MCU | Microcontroller unit, a small computer on a single integrated circuit, containing one or more central processing units along with memory and programmable input/output peripherals. | |
Memory | A group of integrated circuits that a computer uses to store data and programs, such as ROM, RAM, DRAM and SRAM. | |
Micron | A unit of spatial measurement that is one-millionth of a meter. | |
MRAM | Magnetic Random Access Memory. | |
Nanometer | A unit of spatial measurement that is one-billionth of a meter. | |
PC | Personal computer. | |
RAM | Random Access Memory. A type of volatile memory forming the main memory of a computer where applications and files are run. | |
ReRAM | Resistive Random Access Memory. | |
RF-SOI |
Radio Frequency Silicon on Insulator. | |
ROM | Read-Only Memory. Memory that is programmed by the manufacturer and cannot be changed. Typically, ROM is used to provide start-up data when a computer is first turned on. | |
Scanner | A photolithography tool used in the production of semiconductor devices. This camera-like step-and-scan |
Semiconductor | A material with electrical conducting properties in between those of metals and insulators. Essentially, semiconductors transmit electricity only under certain circumstances, such as when given a positive or negative electric charge. Therefore, a semiconductor’s ability to conduct can be turned on or off by manipulating those charges and this allows the semiconductor to act as an electric switch. The most common semiconductor material is silicon, used as the base of most semiconductor chips today because it is relatively inexpensive and easy to create. | |
SoC | System-on-Chip. | |
SOI | Silicon-On-Insulator. | |
SRAM | Static Random Access Memory. A type of volatile memory product that is used in electronic systems to store data and program instructions. Unlike the more common DRAM, it does not need to be refreshed. | |
Transistor | Tri-terminal semiconductor device in which input signal (voltage or current depending on the type of transistor) controls output current. An individual circuit that can amplify or switch electric current. This is the building block of all integrated circuits. | |
Volatile memory | Memory products which lose their data content when the power supply is switched off. | |
Wafer | Thin, round, flat piece of silicon that is the base of most integrated circuits. | |
8-inch wafer equivalents |
Standard unit describing the equivalent amount of 8-inch wafers produced after conversion, used to quantify levels of wafer production for purposes of comparison. Figures of 8-inch wafer equivalents are derived by converting the number of wafers of all dimensions (e.g., 6-inch, 8-inch and 12-inch) into their equivalent figures for 8-inch wafers. 100 6-inch wafers are equivalent to 56.25 8-inch wafers. 100 12-inch wafers are equivalent to 225 8-inch wafers. |
ITEM 1 |
IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS |
ITEM 2 |
OFFER STATISTICS AND EXPECTED TIMETABLE |
ITEM 3 |
KEY INFORMATION |
A. |
[RESERVED] |
B. |
Capitalization and Indebtedness |
C. |
Reasons for the Offer and Use of Proceeds |
D. |
Risk Factors |
• | the seasonality and cyclical nature of both the semiconductor industry and the markets served by our customers; |
• | our customers’ adjustments in their inventory; |
• | the loss of a key customer or the postponement of orders from a key customer; |
• | the rescheduling and cancellation of large orders; |
• | our ability to obtain equipment, raw materials, electricity, water and other required utilities on a timely and economic basis; |
• | COVID-19 pandemic and outbreaks of other contagious diseases, including but not limited to severe acute respiratory syndrome, avian flu, swine flu and Zika virus; |
• | regulatory development and changes affecting our business operations globally; |
• | global and regional geopolitical conditions, including arms conflicts and wars; |
• | environmental events, such as fires and earthquakes, or industrial accidents; and |
• | technological changes. |
• | technical competence; |
• | time-to-volume |
• | time-to-market; |
• | research and development quality; |
• | available capacity; |
• | manufacturing yields; |
• | customer service and design support; |
• | price; |
• | management expertise; and |
• | strategic alliances. |
• | our growth plan; |
• | our process technology; |
• | our research and development efforts and patent license arrangements; |
• | market conditions; |
• | interest rates; |
• | exchange rate fluctuations; and |
• | prices of equipment. |
• | uncertainties in the business relationships with our collaborators and suppliers; |
• | loss of customers and uncertainties with continuation of customer relationships previously held by MIFS; |
• | additional capital expenditures required to upgrade and operate the new fab; |
• | additional costs relating to compliance with rules and regulations in Japan; |
• | failure to achieve appropriate manufacturing yields or products to meet our or our customers’ specifications; |
• | problems in ramping production and installing new equipment; and |
• | loss of employees or labor issue. |
• | capacity constraints due to changes in product mix or the delayed delivery of equipment critical to our production, including scanners, steppers and chemical stations; |
• | construction delays during expansions of our clean rooms and other facilities; |
• | difficulties in upgrading or expanding existing facilities; |
• | manufacturing execution system or automatic transportation system failure; |
• | unexpected breakdowns in our manufacturing equipment and/or related facilities; |
• | changing or upgrading our process technologies; |
• | raw materials shortages and impurities; and |
• | delays in delivery and shortages of spare parts and in maintenance for our equipment and tools. |
• | maintain high capacity utilization, which is defined as the ratio of the wafer-out quantity of 8-inch wafer equivalents divided by our estimated total 8-inch equivalent capacity in a specified period. The estimated capacity figures may vary depending upon equipment delivery schedules, pace of migration to more advanced processing technologies and other factors affecting production ramp-ups; |
• | maintain or improve our manufacturing yields, which is defined as the percentage of usable devices manufactured on a wafer; and |
• | optimize the technology mix of our production by increasing the number of wafers manufactured by utilizing different processing technologies. |
• | the migration to more advanced process technologies, such as 45/40 and 28-nanometer and more advanced process technology; |
• | the joint development with vendors for more powerful tools (both in production and inspection) needed in the future to meet advanced process technology requirements; and |
• | the adoption of new materials in our manufacturing processes. |
• | incur substantial legal and personnel expenses to defend the claims or to negotiate for a settlement of claims; |
• | pay substantial damages or settlement to the party claiming infringement; |
• | refrain from further development or sale of our products; |
• | enter into costly royalty or license agreements that might not be available on commercially reasonable terms or at all; |
• | cross-license our technology with a competitor to resolve an infringement claim, which could weaken our ability to compete with that competitor; |
• | indemnify our distributors, end customers, licensees and others from the costs of and damages of infringement claims; and |
• | curtail or modify our operations in response to regulatory inquiries relating to the alleged infringement, which may result in additional costs and expenses. |
(A) | distribution of share dividends or free distribution of our common shares; |
(B) | exercise of the preemptive rights of ADS holders applicable to the common shares evidenced by ADSs in the event of capital increases for cash; or |
(C) | delivery of our common shares which are purchased in the domestic market in Taiwan directly by the investor or through the depositary or are already in the possession of the investor to the custodian for deposit into our ADS program, subject to the following conditions: (a) the re-issuance is permitted under the deposit agreement and custody agreement, (b) the depositary may accept deposit of those common shares and issue the corresponding number of ADSs with regard to such deposit only if the total number of ADSs outstanding after the issuance does not exceed the number of ADSs previously approved by the R.O.C. FSC, plus any ADSs issued pursuant to the events described in (A) and (B) above and (c) this deposit may only be made to the extent previously issued ADSs have been withdrawn. |