Blueprint
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of
1934
Date of
Report (Date of earliest event reported): March 5, 2018
ACM Research, Inc.
(Exact name of registrant as specified in its charter)
Delaware
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001-38273
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94-3290283
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(State or Other Jurisdiction of
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(Commission File Number)
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(I.R.S. Employer
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Incorporation or Organization)
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Identification No.)
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42307 Osgood Road, Suite I, Fremont, California 94539
(Address of principal executive offices) (Zip code)
Registrant’s telephone number, including area code:
(510) 445-3700
Check
the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
⬜ Written
communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
⬜ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
⬜ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
⬜ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
Indicate
by check mark whether the registrant is an emerging growth company
as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of
1934 (§240.12b-2 of this chapter).
Emerging
growth company ☑
If an
emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided
pursuant to Section 13(a) of the Exchange Act.
☑
Item 2.02 Results of Operations and Financial
Condition
On
March 5, 2018, we issued a press release announcing financial
results for the fourth quarter and year ended December 31, 2017.
The full text of the press release is furnished as Exhibit 99.01
hereto and is incorporated herein by reference.
The
information contained herein, including the exhibit attached
hereto, is intended to be furnished and shall not be deemed
“filed” for purposes of Section 18 of the Securities
Exchange Act of 1934 or otherwise subject to the liabilities of
that section, nor shall it be deemed incorporated by reference in
any filing under the Securities Act of 1933 or the Securities
Exchange Act of 1934, except as expressly set forth by specific
reference in such filing.
Item 9.01. Financial Statements and Exhibits.
ExhibitNumber
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Description
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Press
release of ACM Research, Inc. dated March 5, 2018
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SIGNATURE
Pursuant to the
requirements of the Securities Exchange Act of 1934, the registrant
has duly caused this report to be filed on its behalf by the
undersigned hereunto duly authorized.
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ACM Research, Inc.
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Dated: March 9,
2018
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By:
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/s/
Lisa
Feng
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Lisa
Feng
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Interim Chief
Financial Officer,
Chief Accounting
Officer and Treasurer
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Blueprint
ACM Research Reports Fourth Quarter and Fiscal Year 2017
Results
FREMONT,
Calif., March 05, 2018 (GLOBE NEWSWIRE) – ACM Research, Inc.
(“ACM Research” or the “Company”)
(NASDAQ:ACMR), a provider of single-wafer wet cleaning equipment
used by manufacturers of advanced semiconductors, today reported
financial results for its fourth quarter and fiscal year ended
December 31, 2017.
ACM
Research’s President and Chief Executive Officer Dr. David
Wang stated, “We delivered solid fourth quarter top-line
results, topping off a strong 2017 for us. We achieved our 2017
financial goals with revenue growing 33%. Our success this year was
a result of strong execution, differentiated technology, and
continued expansion of the customer base. We enter 2018 on a high
note with a strengthened leadership position in our targeted
segment of the semiconductor manufacturing equipment space. We are
optimistic about our business outlook, and look forward to further
building upon our success in the years ahead.”
Recent Operating Highlights
●
First Commercial Copper Plating Equipment for
Mass Production. In the fourth quarter of 2017, the Company
successfully shipped its first commercial copper plating equipment
for mass production. The tool was shipped to a leading supplier of
advanced packaging services in China.
●
Two TEBO-related Patent Applications.
ACM further strengthened its core TEBO (Timely Energized Bubble
Oscillation) technology portfolio by filing two TEBO-related patent
applications in the fourth quarter of 2017.
●
Multiple Orders for SAPS-based tools. In
December 2017 and January 2018, ACM Research received binding
purchase commitments from five existing customers to purchase $38.1
million of wafer-cleaning tools based on the Company’s SAPS
(Space Alternated Phase Shift) technology. The Company expects to
recognize revenue from these purchases beginning in the second
quarter of 2018 and continuing into the third quarter.
Financial Summary
Quarter
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Three Months
Ended December 31,
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Revenue
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$17,192
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$14,344
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$17,192
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$14,344
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Gross
margin(2)
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53.4%
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52.9%
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53.4%
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52.9%
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Income from
operations(2)
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$3,764
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$4,266
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$3,695
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$4,456
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Net income
attributable to ACM Research, Inc.(2)
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$3,384
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$1,223
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$3,315
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$1,413
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Year to Date
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For the Year
Ended December 31,
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Revenue
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$36,506
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$27,371
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$36,506
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$27,371
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Gross
margin(2)
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47.2%
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48.7%
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47.2%
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48.7%
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Income (loss) from
operations(2)
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$700
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$3,490
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$2,323
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$3,873
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Net income (loss)
attributable to ACM Research, Inc.(2)
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$(316)
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$1,031
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$1,307
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$1,414
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(1)
Reconciliations to
U.S. generally accepted accounting principles (“GAAP”)
financial measures from non-GAAP financial measures are presented
below under “Unaudited Reconciliation of GAAP to Non-GAAP
Financial Measures.”
(2)
Non-GAAP financial
measures exclude stock-based compensation.
●
Revenue. Revenue in the fourth quarter
of 2017 increased 19.9% from the comparable quarter in 2016 to
$17.2 million. The increase was due to greater sales of
single-wafer cleaning equipment and from the first sale of copper
plating equipment. Revenue for fiscal year 2017 totaled $36.5
million, an increase of 33.4% from fiscal year 2016, due largely to
a higher volume of shipments of single-wafer cleaning
equipment.
●
Gross Margin. Gross margins of 53.4% and
47.2%, respectively, in the three and twelve months ended December
31, 2017 were above the range of 40.0% to 45.0% generally
anticipated by the Company for the foreseeable future. Gross margin
may vary from period to period, primarily related to the level of
utilization and the timing and mix of purchase orders. The strong
gross margin performance in the fourth quarter of 2017 was due to
the sale of the first copper plating equipment, which was
manufactured under PRC governmental subsidies.
●
Operating Expenses. Operating expenses
in the fourth quarter of 2017 were $5.4 million, up from $3.3
million in the fourth quarter of 2016. Operating expenses in fiscal
year 2017 totaled $16.5 million, compared to $9.8 million in fiscal
2016. The increases in operating expenses in the fourth quarter and
fiscal year 2017 were due to higher R&D spending, sales and
marketing expenses, the cost of preparing for the Company’s
initial public offering (“IPO”), and an increase in
stock-based compensation.
●
Net Income (Loss) attributable to ACM
Research. Net income in the fourth quarter 2017 was $3.4
million, up from $1.2 million in the fourth quarter of 2016. Net
loss for fiscal year 2017 was $0.3 million, compared to net income
of $1.0 million in fiscal year 2016. Net loss in 2017 reflected
increased spending on research and development and customer
support, as well as expenses associated with preparation for the
IPO as well as an increase in stock-based
compensation.
●
Cash and Capital Stock. In November 2017
ACM Research sold 2,233,000 shares of Class A common stock in its
initial public offering and an additional 1,333,334 shares in a
concurrent private placement, for aggregate gross proceeds of
$20.0 million. The Company held $17.7 million in cash as of
December 31, 2017.
2018 Revenue Outlook
For
fiscal year 2018, the Company expects revenue to be approximately
$65 million.
Conference Call Details
A
conference call to discuss fourth quarter and fiscal year 2017
results will be held today at 8:00 a.m. U.S. Eastern Time (9:00
p.m. China Time). Dial-in details for the call are as follows.
Please reference conference ID 9376915.
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Toll-Free Number
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Phone Number
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United
States
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+1
(845) 675-0437
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+1
(866) 519-4004
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Hong
Kong
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+852
3018 6771
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+852
800906601
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Mainland
China
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+86
(800) 819 0121
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+86
(400) 620 8038
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Other
International
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+65
6713 5090
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A
recording of the webcast will be available on the investor page of
the ACM Research website at www.acmrcsh.com
for one week following the call.
Use of Non-GAAP Financial Measures
ACM
Research presents non-GAAP gross margin, operating income and net
income (loss) as supplemental measures to GAAP financial measures
regarding ACM Research’s operational performance. These
supplemental measures exclude the impact of stock-based
compensation, which ACM Research does not believe is indicative of
its core operating results. A reconciliation of each non-GAAP
financial measure to the most directly comparable GAAP financial
measure is provided below under “Reconciliation of Non-GAAP
to GAAP Financial Measures.”
ACM
Research believes these non-GAAP financial measures are useful to
investors in assessing its operating performance. ACM Research uses
these financial measures internally to evaluate its operating
performance and for planning and forecasting of future periods.
Financial analysts may focus on and publish both historical results
and future projections based on the non-GAAP financial measures.
ACM Research also believes it is in the best interests of investors
for ACM Research to provide this non-GAAP information.
While
ACM Research believes these non-GAAP financial measures provide
useful supplemental information to investors, there are limitations
associated with the use of these non-GAAP financial measures. These
non-GAAP financial measures may not be reported by competitors, and
they may not be directly comparable to similarly titled measures of
other companies due to differences in calculation methodologies.
The non-GAAP financial measures are not an alternative to GAAP
information and are not meant to be considered in isolation or as a
substitute for comparable GAAP financial measures. They should be
used only as a supplement to GAAP information and should be
considered only in conjunction with ACM Research’s
consolidated financial statements prepared in accordance with
GAAP.
Forward-Looking Statements
Information
presented above under “Financial Summary—Gross
Margin” with respect to the expected range of gross margin
for the foreseeable future and under “Fiscal 2018 Revenue
Outlook” contains forward-looking statements for purposes of
the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995. Actual results may vary significantly from ACM
Research’s expectations based on a number of risks and
uncertainties, including but not limited to the following:
anticipated customer orders or identified market opportunities may
not grow or develop as anticipated; customer orders already
received may be postponed or canceled; suppliers may not be able to
meet ACM Research’s demands on a timely basis; volatile
global economic, market, industry and other conditions could result
in sharply lower demand for products containing semiconductors and
for the company's products and in disruption of capital and credit
markets; ACM Research’s failure to successfully manage its
operations; and trade regulations, currency fluctuations, political
instability and war may materially adversely affect ACM Research
due to its substantial non-U.S. customer and supplier base and its
substantial non-U.S. manufacturing operations. ACM Research cannot
guarantee any future results, levels of activity, performance or
achievements. ACM Research expressly disclaims any obligation to
update forward-looking statements after the date of this press
release.
About ACM Research, Inc.
ACM
Research develops, manufactures and sells single-wafer wet cleaning
equipment, which semiconductor manufacturers can use in numerous
manufacturing steps to remove particles, contaminants and other
random defects, and thereby improve product yield, in fabricating
advanced integrated circuits.
©
ACM Research, Inc. SAPS, TEBO and the ACM Research logo are
trademarks of ACM Research, Inc. All rights reserved. Any other
trademarks are the property of their respective
owners.
For investor and media inquiries, please contact:
In the
United States:
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The
Blueshirt Group
Ralph
Fong
+1
(415) 489-2195
ralph@blueshirtgroup.com
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In
China:
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The
Blueshirt Group Asia
Gary
Dvorchak, CFA
+86
(138) 1079-1480
gary@blueshirtgroup.com
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ACM RESEARCH, INC.
Condensed Consolidated Balance Sheets
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Assets
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Current
assets:
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Cash and cash
equivalents
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$17,681
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$10,119
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Accounts
receivable, less allowance for doubtful accounts of $0 and $0 as of
December 31, 2017 and 2016, respectively
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26,762
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16,026
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Other
receivables
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2,491
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1,763
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Inventory
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15,388
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11,666
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Prepaid
expenses
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546
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720
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Other current
assets
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46
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53
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Total
current assets
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62,914
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40,347
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Property, plant and
equipment, net
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2,340
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2,262
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Intangible assets,
net
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106
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17
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Deferred tax
assets
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1,294
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1,841
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Investment in
equity method affiliates
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1,237
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-
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Total
assets
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$67,891
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$44,467
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Liabilities,
Redeemable Convertible Preferred and Stock Stockholders’
Equity (Deficit)
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Current
liabilities:
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Short-term
borrowings
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$5,095
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$4,761
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Notes
payable
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11
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11
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Investors’
deposit
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-
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2,902
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Warrant
liability
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3,079
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-
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Accounts payable
(including amounts due to a related party of $1,925 and $508 at
December 31, 2017 and 2016, respectively)
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7,419
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5,173
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Advances from
customers
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143
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215
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Income tax
payable
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44
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44
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Other payables and
accrued expenses (including amounts due to a related party of
$2,024 and $1,883 as of December 31, 2017 and 2016,
respectively)
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6,026
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3,963
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Total
current liabilities
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21,817
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17,069
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Other long-term
liabilities
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6,217
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6,879
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Total
liabilities
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28,034
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23,948
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Total
redeemable convertible preferred stock (note 15)
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-
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18,034
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Total
ACM Research, Inc. stockholders’ (deficit)
equity
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39,857
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(2,434)
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Non-controlling
interests
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-
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4,919
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Total
stockholders’ equity (deficit)
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39,857
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2,485
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Total
liabilities, redeemable convertible preferred stock and
stockholders’ equity
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$67,891
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$44,467
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ACM RESEARCH, INC.
Condensed Consolidated Statements of Operations and Comprehensive
Income (Loss)
|
Three Months
Ended
December
31,
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Twelve Months
Ended
December
31,
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(in
thousands, except share and per share data)
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Revenue
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$17,192
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$14,344
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$36,506
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$27,371
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Cost of
revenue
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8,020
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6,761
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19,281
|
14,042
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Gross
profit
|
9,172
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7,583
|
17,225
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13,329
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Operating expenses,
net:
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|
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Sales and
marketing
|
1,881
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1,379
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5,500
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3,907
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Research and
development
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2,062
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960
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5,138
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3,259
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General and
administrative
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1,465
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978
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5,887
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2,673
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Total
operating expenses, net
|
5,408
|
3,317
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16,525
|
9,839
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Income
from operations
|
3,764
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4,266
|
700
|
3,490
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Interest
income
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2
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4
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9
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16
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Interest
expense
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(80)
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(64)
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(277)
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(181)
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Equity in net
income of affiliates
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16
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-
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37
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-
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Non-operating
income (expense), net
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(261)
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(814)
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(792)
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(343)
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Income
(loss) before income taxes
|
3,441
|
3,392
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(323)
|
2,982
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Income tax benefit
(expense)
|
(76)
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(536)
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(547)
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(595)
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Net
income (loss)
|
3,365
|
2,856
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(870)
|
2,387
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Less: Net income
(loss) attributable to non-controlling interests
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(19)
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1,633
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(554)
|
1,356
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Net
income (loss) attributable to ACM Research, Inc.
|
$3,384
|
$1,223
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$(316)
|
$1,031
|
|
|
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|
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Comprehensive
income (loss):
|
|
|
|
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Net income
(loss)
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$3,365
|
$2,856
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$(870)
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$2,387
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Foreign currency
translation adjustment
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(21)
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(325)
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472
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(522)
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Comprehensive
income (loss)
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3,344
|
2,531
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(398)
|
1,865
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Less: Comprehensive
income (loss) attributable to non-controlling
interests
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(22)
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1,512
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(369)
|
1,161
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Total
comprehensive income (loss) attributable to ACM Research,
Inc.
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$3,366
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$1,019
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$(29)
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$704
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Net income (loss)
per common shares:
|
|
|
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Basic
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$0.28
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$0.31
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$(0.05)
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$0.30
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Diluted
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$0.23
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$0.21
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$(0.05)
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$0.18
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Weighted average
common stocks outstanding used in computing per share
amounts:
|
|
|
|
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Basic
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12,013,651
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2,475,654
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6,865,390
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2,176,315
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Diluted
|
14,978,998
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3,713,008
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6,865,390
|
3,792,137
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ACM RESEARCH, INC.
Reconciliation of GAAP to Non-GAAP Financial Measures
As described under “Use of Non-GAAP Financial Measures”
above, ACM Research presents non-GAAP gross margin, operating
income and net income (loss) as supplemental measures to GAAP
financial measures, each of which excludes stock-based compensation
(“SBC”) from the equivalent GAAP financial line items.
The following tables reconcile gross margin, operating income and
net income (loss) to the related non-GAAP financial
measures: