SEC Filings

20-F
TOWER SEMICONDUCTOR LTD filed this Form 20-F on 04/10/2017
Entire Document
 

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limiting our flexibility in planning for, or reacting to, changes in our business and the industry in which we compete;
 
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placing us at a competitive disadvantage with respect to less leveraged competitors and competitors that have better access to capital resources;
 
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volatility in our non-cash financing expenses due to increases in the fair value of our debt obligations;
 
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fluctuations of the payable amounts in USD of TPSCo loans or other expenses which are denominated in JPY;
 
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enforcement by the lenders of their liens against our respective assets, as applicable, at the occurrence of an event of default.
 
In order to service our debt and other liabilities and obligations and/or improve its terms and conditions and/or to invest in strategic opportunities for growth and/or business development activities, in addition to our cash on hand and expected cash flow generation from operating activities, we may decide to obtain funds from additional sources including debt vehicles and/or re-financing, sale of new securities, sale of intellectual property and/or intellectual property licensing, as well as additional financing alternatives.  However, there is no assurance that we will be able to obtain sufficient funding, if at all, from the financing sources detailed above or other sources in a timely manner (or on commercially reasonable terms) in order to allow us to fund our growth plans and/or cover, in a timely manner, all our costs, capital expenditure investments and all of our scheduled debt detailed above, liabilities and obligations, which may adversely affect our financial position and operations.
 
Our success as a leading specialty foundry depends on our ability to continue to expand our business, customer base and market presence, including through acquisitions, such as in 2014 (three Japanese fabs) and 2016 (San Antonio fab), which involve various risks.  There is no assurance that we will be successful in executing our acquisitions,  utilizing the acquired facilities at least in an amount that may cover their costs, integrating them into our business and finding new customers and business in order to operate such acquired facilities profitably.
 
Our Company’s growth as a leading specialty foundry depends, to a significant degree, upon our ability to increase our presence in the specialty foundry field and gain more market share across the various specialty segments. In order to do so and thereby improve our financial position and operations, we need to expand our business, including through acquisitions, as we have done in 2014 by acquiring the three Japanese fabs from Panasonic and in 2016 by acquiring the San Antonio fab from Maxim, and attract new customers that will utilize our expanded capacity.
 
Our success at such expansion is dependent, in part, on finding suitable targets for acquisitions, successfully financing and consummating such acquisitions, integrating the acquired facilities into our business and loading them at least in an amount that may cover their operating and other costs.
 
Our reliance on acquisitions as a means of growth involves risks that may adversely affect our future revenues and operating results. For example:
 
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We may fail to identify acquisitions that would enable us to execute our business strategy.
 
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Other foundries may bid against us to acquire potential targets. This competition may result in decreased availability of, or increased prices for, suitable acquisition candidates.
 
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