Kulicke and Soffa Industries, Inc. (KLIC) Earnings Call Transcript & Summary

The meeting will please come to order. I am Peter Kong, Chairman of the Board of Directors of K&S. I would like to welcome you to our 62nd shareholders' meeting as a public company. We're excited to be hosting this meeting virtually, which will allow us to be more inclusive and reach a greater number of our valued shareholders. Before proceeding with the business of the meeting, I need to make a few administrative announcements. I would like to point out that the audio portion of this meeting is being broadcast live over the Internet at our website, www.kns.com. We have shareholders attending this meeting via the URL as printed on our proxy statement. As is our custom, we will conduct the business portion of our meeting first and answer questions nearer to the end of the meeting. In addition, an audio recording will be made of the entire meeting, including any questions or comments that you may have. The audio recording will be available at our website for a limited time following this meeting. I also want to point out that in addition to historical statements, remarks and comments today may include forward-looking statements, which are covered by the safe harbor provisions of the 1995 Private Securities Litigation Reform Act. Actual results may turn out significantly better or worse than indicated by any forward-looking statements made this afternoon. For a more complete discussion of the risks associated with the operations of K&S, please refer to the company's SEC filings especially to the Form 10-K for the fiscal year ended September 30, 2023. I would now like to introduce the other members of the Board of Directors of the company. Dr. Fusen E. Chen, who is also the President and Chief Executive Officer of K&S; Mr. David Jeffrey Richardson; Ms. Mui Sung Yeo; Ms. Denise Dignam; Mr. Chin-Hu Lim; Mr. Gregory F. Milzcik, Mr. John A. Olson, I'll now call on Mr. Zi Yao Lim, the Corporate Secretary of the company, for the required formal announcements. Mr. Lim will record the minutes of today's meeting.

Mr. Chairman, I present a copy of the notice of Internet availability of the notice of meeting, the proxy statement and supplemental proxy statement, the proxy card and the annual report. I also present an affidavit as to the mailing on January 23, 2024, of the notice of Internet availability to each person who was a shareholder of record on December 14, 2023, being the record date for the meeting. The notice of meeting call for this meeting to be conducted virtually on March 13, 2020, at 1:00 p.m. Singapore time for the purposes of electing directors, ratifying the appointment of PricewaterhouseCoopers LLP as independent registered public accountants for the 2024 fiscal year, a nonbinding vote on executive compensation and approving an amendment to company's bylaws estimated by the recent amendments to the Pennsylvania Business Corporations law and transacting such other business as may properly come before this meeting. I have a complete list of shareholders entitled to vote at this meeting.

The affidavit of mailing and the attachments thereto will be filed with the minutes of the meeting. As Chairman of the meeting, I appoint Peter Descovich as judge of election. The judge of election has informed me that there is a quorum present. Our custom has been to dispense with the reading of the minutes of the last annual meeting. Accordingly, I will move on to the 4 matters submitted to a vote of the shareholders, as outlined by Mr. Lim. We will defer voting until all the matters are properly tabled before the meeting, and ready for voting. The Board of Directors has nominated Mr. David Jeffrey Richardson and Ms. Mui Sung Yeo for reelection at the Annual Meeting to serve until the 2028 Annual Meeting and until their successors have been duly elected and qualified. The second order of business is the appointment of PricewaterhouseCoopers LLP as a company's independent registered public accountants. The Audit Committee of our Board appointed PricewaterhouseCoopers LLP as the company's independent registered public accountants for fiscal 2024. As you know, PricewaterhouseCoopers LLP has served as the company's independent registered public accounting firm for the past several fiscal years. I would like to introduce Mohd Saiful Saroni of PricewaterhouseCoopers LLP. If any shareholders have any questions for PricewaterhouseCoopers LLP, they can be raised during the question-and-answer period. The third order of business is the advisory vote to approve on a nonbinding basis the overall compensation of the company's named executive officers. The fourth order of business is to approve the amendment to the company's amended and restated bylaws to limit the liability of officers of the company as planted by the recent amendments to the Pennsylvania Business Corporation law of 1988. If there is no discussion, we can now proceed to the voting on the matters before the meeting. As has been customary, we will vote as all matters by ballot. While we are waiting for the report of the judge of election, I would like to ask Dr. Fusen E. Chen, our President and CEO, to make a few remarks.

Thank you, Peter. Fiscal 2023 was another transformational year for the company. We reached a new label of through-cycle financial performance. Moving to several new markets by extending our core competency and demonstrated the ability to identify and across high potential market expanding acquisitions. Additionally, we have also extended our commitment in ESG initiatives over the past years. We have reached a new level of employee engagement, achieved record high financial and [indiscernible] fitopic commitments and continue to devote attention towards sustainability initiatives and supporting our communities. We accomplished this goal in a challenging supply chain environment while also enhancing profitability and expanding our operational footprint. We have continued to deliver value to investors through our competitive dividend and open market repurchase programs. Across our end market, Secure Technology transition are dramatically expanding our potential to create and deliver long-term value to customers, investors and the local communities where we operate. We are uniquely positioned to further expand our market in 2024 to reach a new milestone, which will solidify our long-term relation, which within these high growth and strategic opportunities. Our operational footprint, technically superior solution and intimate engagement across a broad range of industry-leading customers provide much optimism as we look ahead. Organically, advanced packaging and automotive applications are undergoing significant technology change and will provide ongoing growth opportunity for K&S. Our leading solution [indiscernible] with future market need through intimate customer engagement, and we expect to demonstrate new milestones across our opportunity set over the coming years. Inorganically, we are focused on expanding technical competency and outreach into new markets. In February 2023, we completed the AJA acquisition, which provides broad access into the growing $2 billion total addressable market for dispense. We are currently pursuing multiple development initiatives across various end markets with the leading customers. As we execute to take shares in this growth market, we continue to evaluate other prudent acquisition opportunities, which can efficiently expand our serve market reach. In addition to our ongoing organic and inorganic effort to create values, we continue to deliver return to invest through the growing cash dividend and our opportunistic repurchase program. Through fiscal year 2023, we returned $111.2 million to shareholders through these activities. And in January 2024, we increased the dividend payment by an additional 5%, making the fourth consecutive annual dividend raise. Additionally, we remain extremely active with our open market share repurchase. Since 2014, we have repurchased over 27 million shares, which is equivalent to 47% of our ending fiscal 2023 diluted share count. In closing, it remained a very exciting period in the company's long history. Over recent years, we have increased our ability to provide a new level of value to the industry and to shareholders through innovation, acquisitions and the intimate customer engagement. The entire K&S organization remain extremely committed to deliver a new level of value to shareholders as we continue to strategically execute. Thank you.

Thank you, Fusen. Now as has been customary, we're happy to entertain any questions you might have. Please note, we will attempt to answer as many questions as time allows, but only questions remain to the meeting will be addressed. Any questions that we do not get to will be addressed on our company website. If there are no further questions, I'm advised that the judge of election has completed the count of the votes and delivered the report to the Corporate Secretary. The Corporate Secretary will now announce the results as reflected in the judge's report.

The judges report shows 50,717,887 shares of common stock present in person and/or present by proxy, which the judge has certified to be a quorum of the outstanding common stock on all matters present to this meeting. The judges report further shows that sufficient votes were cast for the election of Mr. David Jeffrey Richardson; and Ms. Mui Sung Yeo, for the ratification of the appointment of PricewaterhouseCoopers LLP for the approval on a nonbinding basis, the overall compensation of the company's named executive officers and for the amendment to the company's amended and restated bylaws to limit the liability of officers of the company as permitted by the recent amendments to the Pennsylvania Business Corporation of 1988.

In accordance with the results certified by the judge of election, I hereby declare that Mr. David Jeffrey Richardson and Ms. Mui Sung Yeo has been elected directors for the term for which they were nominated, that the appointment of PricewaterhouseCoopers LLP as independent registered public accountants for the 2024 fiscal year has been ratified, that the shareholders have approved on a nonbinding basis the overall compensation of the company's named executive officers, and that the shareholders have approved the amendment to the company's amended and restated bylaws to limit the liability of officers of the company as permitted by the recent amendments to the Pennsylvania Business Corporation Law of 1988. The final results of the voting will be included in our reports filed with the U.S. Securities and Exchange Commission. I order that the report of the judge of election be filed with the minutes of the meeting. The meeting is now adjourned. On behalf of all the directors, officers and employees I thank all of you for attending the meeting.