zk1313292.htm


FORM 6-K
 
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

For the month of June 2013 No. 7

TOWER SEMICONDUCTOR LTD.
(Translation of registrant's name into English)

Ramat Gavriel Industrial Park
P.O. Box 619, Migdal Haemek, Israel 23105
(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F S                                Form 40-F £

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes £                                          No S

 
 

 

On June 24, 2013, the registrant is attaching hereto its Rights Offering Israeli road show presentation, as was presented to the Israeli Capital Market.


 
 

 

 
SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 
 
 
TOWER SEMICONDUCTOR LTD.
 
       
Date: June 24, 2013
By:
/s/ Nati Somekh
 
   
Name: Nati Somekh
 
   
Title: Corporate Secretary
 


 
 

 
 
 
 
 
Corporate Overview
June 2013
 
 

 
Disclaimers
The information presented herein contains forward-looking statements that relate to anticipated future operating results.
Those statements are based on management’s current expectations and assumptions, which may be affected by subsequent
developments and business conditions, and necessarily involve risks and uncertainties. Therefore, there can be no assurance
that actual future results will not differ materially from anticipated results. Please refer to Tower disclosure documents filed
with the Securities and Exchange Commission, including the corporation’s Annual Reports on Form 20-F and Quarterly Reports
on Form 6-K for a more complete discussion of some of the important factors that might affect these trends. Further, this
presentation is non-binding; Please read the prospectus that was recently filed with the SEC for complete information with
respect to the fundraising. This presentation contains forward-looking statements within the meaning of the “safe harbor”
provisions of the Private Securities Litigation Reform Act of 1995. These statements are based on management’s current
expectations and beliefs and are subject to a number of risks, uncertainties and assumptions that could cause actual results to
differ materially from those described in the forward-looking statements. All statements other than statements of historical
fact are statements that could be deemed forward-looking statements. For example, statements of expected synergies from
Tower’s merger with Jazz, customer benefits, costs savings, financial guidance, industry ranking, execution of integration plans
and management and organizational structure are all forward-looking statements. The potential risks and uncertainties
include, among others, that expected customer benefits, synergies and costs savings will not be achieved or that the
companies are unable to successfully execute their integration strategies, as well as other risks applicable to both Tower and
Jazz’s business described in the reports filed by Tower and Jazz with the Securities and Exchange Commission (the “SEC”) and,
in the case of Tower, the Israel Securities Authority. These filings identify and address other important factors that could
cause Tower and Jazz's respective financial and operational results to differ materially from those contained in the forward-
looking statements set forth in this document. Accordingly, no assurances can be given that any of the events anticipated by
the forward-looking statements will transpire or occur, or if any of them do so, what impact they will have on the results of
operations or financial condition of Tower or Jazz. Tower and Jazz are providing this information as of the date of this
presentation and neither Tower nor Jazz undertakes any obligation to update any forward-looking statements contained in
this document as a result of new information, future events or otherwise. A more complete discussion of risks and
uncertainties that may affect the accuracy of forward-looking statements included in this presentation or which may
otherwise affect Tower or Jazz’s business is included under the heading "Risk Factors" in Tower’s most recent filings on Forms
20-F, F-4, F-3 and 6-K, as were filed with the SEC and the Israel Securities Authority and Jazz’s most recent filings on Forms 10-
K and 10-Q, as were filed with the SEC. Actual results may differ materially from those projected or implied by such forward-
looking statements. Tower and Jazz do not intend to update, and expressly disclaim any obligation to update, the information
contained in this release.
2
 
 

 
Outline
§ Company Introduction
§ Industry Mega Trends
§ Specific Requirements/ TowerJazz Solutions
§ Growth drivers to the $1B and net profit targets
  SOI, Power, India, CIS, MEMS
§ Financial Review
§ Summary
3
 
 

 
Company Introduction
4
 
 

 
Internal Fab
Pure Play Foundry
Foundry Fab
TowerJazz
WW Design Center
Digital “Moore’s
law” foundries
Specialty Analog
Foundry
5

Assembly
& Test
Packaged
Device
 
 

 
Pure Play Foundry
6
 
 

 
7
Total 8” Equivalent Capacity of up to ~1.7M WPY
 
 

 
8
 
 

 
Delivered Strong Revenue Annual Growth 2005-2012
9
 
 

 
Note
1. Source: IC Insights, Company reports, SemiMD January 2012
Foundry Revenue Landscape: Consistent superior performance
10
 
 

 
Source: IC Insights, EE Times, Company Reports
11
 
 

 
Orders Summary, Full-Mask-Sets - 2009 vs. 2012
 
 

 
Q1 - All Fabs, # of Masks Y over Y
 
 

 
TowerJazz
§  #1 pure-play specialty foundry*
   $639M Revenue in 2012
   Fastest growth foundry over the past 7 years
§  Growth fueled by innovation
14
* Source: IC Insights, EE Times
Wireless
RF / HPA
CMOS Image
Sensor
Power
Management
TOPS
IDM Transfer
Service
TOPS
External
Service
MEMS
 
 

 
Mega Trends
(1) ”Green” Energy
(2) Seamless Connectivity
(3) Multi-function Systems
15
 
 

 
Megatrend 1: Green Everything (Energy Efficiency)
Everything in the Future will Require Power Management for Efficiency, Portability
and Power Density
Source: TI
1
16
 
 

 
Megatrend 2: Wireless Everything (Seamless
Connectivity)
Everything in the Future will Require Wireless Connectivity to Other Device(s)
Source: New Paradigm Resources, 2012
2
17
 
 

 
Everything in the Future will Require Multiple Embedded Functions to Impart
Smartness to Systems
3
Source: smart-systems-integration.org
Example from Healthcare (STMicro)
18
 
 

 
Analog Market Segment is Expected Grow
Rapidly in Coming Years
Segment
2009 ($ Mil)
(TowerJazz Born)
2015 ($Mil)
Y-to-Y Growth
Rate
Total Semiconductor
230,194
400,806
74%
Sensors/Actuators
3,970
9,832
148%
Optical
17,463
35,988
106%
Discretes
15,454
31,253
102%
Analog
36,073
72,113
100%
Microcomponents
48,463
80,243
66%
Memory
44,189
73,068
65%
Logic
64,582
98,309
52%
Below
average
growth
Above
average
growth
Sources: Nikkei, iSuppli, PwC
19
 
 

 
Specific Requirements/ TowerJazz Solutions
20
 
 

 
SiGe BiCMOS and RF CMOS
§  Mature technologies for high reliability
§  Wide range of options for integration
§  Design Enablement fast time-to-market
High Performance SiGe
§ Strong market presence
§ Best SiGe performance
RF Front-End Technology: SOI / SiGe PA
§ SOI for Antenna Switch
§ SiGe Power Amplifier
§ SOI/MEMS Antenna Tuning
Sensor, WiFi, and Analog Technology
§ WiFi Front-End Module
§ C-BiCMOS for Analog
§ MEMS for Sensors
RF/HPA Growth Driver: Our Solutions
21
Best-in-class SiGe, RF CMOS, RF models and Design Enablement
Wireless Infrastructure
Smartphones and Tablets
Internet-of-things
21
High Speed Data Distribution
 
 

 
Front-End-Module Case Study: Smartphones (and
4G) multiply the needed FEM chips
PA
GaAs -> SiGe
PA Control
RF CMOS
Switch
GaAs or SOS,
-> SOI CMOS
Front End
Module
Transceiver: RF CMOS
3G iPhone
Antenna
FEM:
The heart of every mobile
communication platform
22
 
 

 
Front-End Module Growth Significantly Outpacing
the Semi Industry Average
23
 
 

 
TowerJazz Engaged with FEM Market Leaders
PA
GaAs or SiGe
PA Control
RF CMOS
Switch
GaAs or SOS,
or SOI CMOS
Front End
Module
Transceiver: RF
CMOS
3G iPhone
Antenn
a
 Example: Skyworks
 o “Foundry and/or Supplier of the Year” 2008, 2009, 2010 & 12
 o 2011 Innovation Award
 o 2012 “Quality Iron Man Award”
24
 
 

 
TowerJazz Recognized by Skyworks Solutions as 2012 Foundry Supplier
of the Year, Receives Quality Iron Man Partner Award
 
Skyworks is a FEM market leader and a top 5 customer of TowerJazz
 
MIGDAL HAEMEK, Israel, and NEWPORT BEACH, Calif., March 11, 2013 - TowerJazz, the
global specialty foundry leader, today announced it has received the 2012 Foundry Supplier of the
Year Award and the Quality Iron Man Award from Skyworks Solutions, Inc., an innovator of high
reliability analog and mixed-signal semiconductors enabling a broad range of end markets.
TowerJazz has been recognized as the Foundry Supplier of the Year for the fourth time, providing
excellent quality, performance and solid alignment with Skyworks’ supply chain requirements.
TowerJazz has received significant supplier awards from Skyworks every year for the past five
years - including Foundry Supplier of the Year, Innovation Partner of the Year, Overall Supplier of
the Year, and now Quality Iron Man Partner of the Year - all signaling TowerJazz and Skyworks’
continued alignment and growth as long-term partners.
 
 

 
TowerJazz Gaining Sizeable Share of Multi-Billion Dollar Front-End Module (FEM)
Market; Silicon Radio Platform Replacing GaAs
Customer engagements with over 50 design wins; TowerJazz poised to manufacture
major portion of devices serving multi-billion dollar FEM market
Handset FEM market is forecast to double to $10 Billion by 2017
MIGDAL HAEMEK, Israel and NEWPORT BEACH, Calif., March 11, 2013 - TowerJazz, the global specialty
foundry leader, today announced significant customer engagements and market share gain in the fast growing
Front-End Module (FEM) market, providing its Silicon Radio Platform (SRP) for smartphones and other mobile
systems. TowerJazz’s SRP allows integration of the radio in mobile devices including components such as
antenna switches, antenna tuners, diversity switches, controllers, low-noise-amplifiers (LNAs) and power
amplifiers (PAs) eliminating the need for expensive discrete GaAs devices. The SRP includes a state of the art
RF SOI technology and a SiGe PA technology together with 0.18um RF CMOS for integration of control and MIPI
(Mobile Industry Processor Interface) interface functions.
TowerJazz’s latest RF SOI technology offers the industry’s best figure of merit for antenna switch and
antenna tuning applications with Ron-Coff of only 217fs
. The technology is quickly replacing GaAs
implementations and has already been adopted by multiple customers worldwide with over 50 separate designs
taped-in with initial designs ramping to production.
 
 

 
Power Markets: Our Solutions
Flat Panel TV / Display / Audio
Driving the need for power components
Automotive and Communication
Driving the need for more integrated PMICs
LED Lighting
Replacing commercial lighting
 
Industrial and Infrastructure
Growing the motor-driver market
 0.35um modular BCD
 Low Rdson for small die
 Design enablement fast time-to-market
 700V Production Technology
 Low mask count for cost-sensitive market
 Extensions to 900V to cover all standards
 Feature-rich 0.18um modular BCD
 High digital density
 High-side 700V platform
 Gate driver for IGBT
 Will mirror growth of IGBT / Motor Drivers
27
Modular power management platform with best-in class performance and
design enablement (scalable models, PDK, IP and Design Services)
 
 

 
Power
Metal Options
Thick Al, 3.3um Cu
Higher Performance
28
Case Study: modular 0.18um Power Platform to efficiently
serve a wide range of markets from Components to PMICs
“Isolated Platform”
(TS18PM-SI/DI)
N+ Buried Layer, EPI growth and Sinkers
(3-4 additional layers + EPI)
Higher Power
PMICs
 
 

 
Samsung Selects TowerJazz’s “unrivaled” 700V Power Technology
Platform for its Next Generation High Voltage Products
Power Management IC Market Estimated at $14.6B in 2013 according to iSuppli
Samsung Electro-Mechanics Vice President Dr. Jae Shin Lee
and TowerJazz Chief Executive Officer, Mr. Russell Ellwanger
MIGDAL HAEMEK, Israel and SEOUL, Korea, September 5, 2011 - TowerJazz, the global
specialty foundry leader, and Samsung Electro-Mechanics, today announced they have
signed a Memorandum of Understanding (MOU) to develop and volume produce a variety of
product families based on TowerJazz’s 700V (TS100PM) power management process.
“We chose to work with TowerJazz on our next-generation
of high voltage products because of their
superior 700V
technology
which is unrivaled by other foundries. We
were looking for a
true partner who would be committed to
our success and provide excellent support and the required
manufacturing capacity,”
said Samsung Vice President
Dr. Jae Shin Lee
. “TowerJazz is well-known in Korea,
especially in the power management market, and we are
looking forward to our collaboration on many high volume
products.”
Case Study: 700V Technology Leadership
29
 
 

 
Specialty CIS Market and Tech Requirements
§ Cinematography
§ Broadcasting
§ Full Frame DSLR
§ Mirror-less DSLR
Professional Photography
§ Intra and Extra Oral Dental
§ Medical
X-Ray
§ High speed
§ Machine vision
Industrial
§ Rear view
§ Front Near IR view
§ Gesture control
Automotive and 3D
Requirements:
high dynamic range, low dark current (metallic contamination), large-die
stitching, low optical stack height, global shutter operation, high frame rate
30
 
 

 
Specialty CIS Growth Markets
Technology, Flexibility, Experience and Commitment allows our
customers to bring to the market the best in class products
§ Best in class pixels
§ Low dark current
§ Accurate stitching
Professional Photography
§ Excellent flexible pixels
§ Stitching for 1 DPW
§ Very high yields
X-Ray
§ Special fast pixels
§ Unique features: Bathtub
§ Network of leading customers
Industrial
§ Unique near IR sensitive pixels
§ High QE
§ Very fast pixels
§ High DR
Automotive and 3D
31
 
 

 
4/3”
1”
35 mm
APS (3:2)
2/3”
1/4”
1/3”
1/2”
1/10”
48x36
Consumer
Prosumer
Photography
Professional
Photography
Studio & High End Photography
Large Industrial, Scientific, Space
Industrial,
Machine Vision,
Bar-Code
“Cameras” application range
8” wafer size
Small Medical
Medical (X-ray)
6” Wafer Size
645
32
 
 

 
33
Enabling Customer Innovation
 
 

 
CULTURE and TRUST
Ensure the sustainability of customer’s IP
ENGINEERING
Short time to revenue
with reduced risk
& uncertainty
Dedicated Business Unit
Strong base with multiple
platforms for transfer
synergies
Secure Fab / Process IP
protection
Process and integration
expertise/ Program
Management expertise
34
Customer Technology Transfer: Needs & Solution
 
 

 
TowerJazz Was Chosen by Vishay Intertechnology for High
Volume Manufacturing Engagement Through 2018
 
 
 
 
35
 
 

 
India Fab Project
§ Advanced 0.18 Semi Lab
  Transition a 150mm to a 200mm
 factory
  Transfer 0.18um technology
  Train and establish flow
§ $135M revenue @ high margins
36
 
 

 
37
 
 

 
India Government Sponsored 300mm Factory
§ Signed binding MOU with Jaypee Group, leading Indian
 infrastructure conglomerate, to build and operate a 300mm
 facility in India.
  Roadmap to long term 300mm wafer size, 90nm analog technology
  Enables companion chips in deep submicron technologies (90nm-20nm)
  Very high $$ revenue stream
§ Presented to empowered government committee as 3-way
 consortium with Jaypee, TowerJazz and IBM as digital platform
 technology provider.
§ We believe our consortium is strong, but cannot predict
 outcome of government selection.
38
 
 

 
Recent Press Releases
39
 
 

 
TowerJazz and CMOSIS Announce Ramp to Volume Production for
CMOSIS’ 12-megapixel CMV12000
ANTWERP, Belgium and MIGDAL HAEMEK, Israel, June 11, 2013 - CMOSIS, a leading independent
developer and supplier of high end CMOS image sensors for professional imaging applications, and TowerJazz,
the global specialty foundry leader, today announced the ramp to volume production for CMOSIS’ 12-megapixel
CMV12000, following the very successful volume production of its CMV products. In 2010, CMOSIS and
TowerJazz announced collaboration on the CMV product line, the flagship product family of CMOSIS. Since its
introduction, the CMV product family has been very successful in gaining market share.
CMOSIS continues to apply TowerJazz’s advanced CMOS image sensor technology to meet the market’s
growing demands and to expand its relationship with TowerJazz to collaborate on its next generation of CMOS
image sensors. CMOSIS addresses the need for image sensors used in consumer, industrial, medical and
automotive applications such as those used in movie and TV, traffic monitoring and motion control, among others.
 
“We have enjoyed a very fruitful relationship with TowerJazz for several years. TowerJazz has an expert team
that can customize the CIS process to our needs and create, together with us, new pixels that outperform our
competitors. Our ability to offer innovative imaging products with highly reliable performance is based on our
collaboration with TowerJazz and their mature process technology, extensive R&D investment and excellent
customer support. By combining our companies’ expertise, we are able to offer a rich solution for various digital
imaging applications,” said Lou Hermans, Chief Operating Officer, CMOSIS.
40
 
 

 
TowerJazz and Cavendish Kinetics Collaborate to Deliver High Volume
Tunable RF MEMS Products for Fast Growing 4G Mobile Market
 
Industry analyst forecasts MEMS market to reach $21 billion by 2017; predicts some new
MEMS devices such as RF MEMS for mobile devices could see CAGR > 90%
NEWPORT BEACH, Calif. and SAN JOSE, Calif., June 6, 2013 - TowerJazz and Cavendish Kinetics, today
announced their collaboration to bring MEMS tunable RF solutions to the consumer mobile wireless market. The
process technology combines the Cavendish NanoMech™ MEMS technology with the TowerJazz power CMOS
process and custom RF interconnect in a single chip solution. Designed specifically for radio frequency (RF)
applications, the Cavendish NanoMech™ MEMS technology has passed rigorous reliability testing and enables
products boasting advantages in size and performance compared to other technologies. NanoMech™ MEMS
technology can be combined with other TowerJazz technologies such as SOI CMOS, SiGe BiCMOS and Through
-Silicon Vias (TSVs) to service a wide variety of emerging applications.
“We have aligned with a strong manufacturing partner with an established track record and known capabilities to
deliver robust and reliable products in a high volume manufacturing environment,” said Dennis Yost, President
and CEO of Cavendish Kinetics. “TowerJazz has proven its ability to quickly transfer process technologies and
we are now in a position to supply tens of millions of devices per month to support the large and rapidly growing
4G/LTE mobile device market,” Yost added.
41
 
 

 
TowerJazz Announces New 700V Technology, Cuts Die Size in Half for
Drivers in Fast Growth LED Lighting Market
 
New device with on-resistance of 17 ohm-mm2 at 750V helps lower IC costs in the $13.3B
LED lighting market
 
NISHIWAKI, Japan, May 28, 2013 - TowerJazz, the global specialty foundry leader, today announced the release
of a 17 ohm mm^2 750V device which will help customers reduce die size for AC to DC converters, required in
fast growing applications such as LED lighting, by a factor of two relative to its prior technology.
 
The market for power management ICs in AC to DC applications is expected to grow 6.3% over the next five
years while LED applications is the fastest growing market segment with an estimated 56% growth expected over
the next five years. TowerJazz’s new technology enables a cost advantage for customers building next-
generation ICs for AC to DC converters in applications such as power supplies and LED lights. The technology
integrates on the production 700V process which is today the most streamlined in the industry, requiring only 16
masking layers for a two layer metal process. The new technology does not add masking layers, preserving this
significant advantage over other solutions while reducing on-resistance and shrinking die size significantly.
“This innovation will provide a significant advantage to our customers in the fast-growth but cost-sensitive LED
lighting market,” said Dr. Marco Racanelli SVP of Power, RF and HPA Business Units at TowerJazz. “This
innovation and 700V platform complements our broad power management offering that includes an industry
leading 0.18um, 60V BCD technology with embedded NVM now available in two 8-inch factories. We continue to
partner closely with our customers and strive to benefit them in the marketplace both through innovative process
technology and efficient and cost conscious supply chain.”
42
 
 

 
TowerJazz Recognized by International Rectifier as 2012 Foundry Supplier of the Year
 
MIGDAL HAEMEK, Israel and EL SEGUNDO, Calif., May 23, 2013 - TowerJazz, the global specialty foundry
leader, today announced it has received a Foundry Supplier of the Year 2012 Award from International Rectifier, a
world leader in power management technology. International Rectifier’s annual Supplier Summit recognizes the
valuable role its worldwide supplier base plays in the overall performance and success of the company. The event
was attended by approximately 140 companies from around the world. IR’s Supplier of the Year 2012 for Foundry
Manufacturing was awarded to TowerJazz based on criteria including cost/spend goals, manufacturing flexibility
and responsiveness.
 
“IR is a leading provider of power management technology and a valued customer of TowerJazz. We are pleased
IR is using our specialty technology transfer services and look forward to continuing to expand our relationship,”
said Zmira Shternfeld-Lavie, VP of Process Engineering R&D and GM of Transfer, Optimization and Development
Process Services (TOPS™) Business Unit. “We are honored to receive this award which further validates our
commitment to actively respond to our customers’ needs while retaining flexibility in manufacturing and increasing
our capacity.”
 
“We value the successful business relationships we have built with each of our suppliers and we are pleased to
award TowerJazz with IR’s Supplier of the Year for Foundry Manufacturing 2012,” said K.S. Song, IR’s Vice
President Operational Effectiveness Group.
43
 
 

 
TowerJazz Gaining Sizeable Share of Multi-Billion Dollar Front-End Module (FEM)
Market; Silicon Radio Platform Replacing GaAs
Customer engagements with over 50 design wins; TowerJazz poised to manufacture
major portion of devices serving multi-billion dollar FEM market
Handset FEM market is forecast to double to $10 Billion by 2017
MIGDAL HAEMEK, Israel and NEWPORT BEACH, Calif., March 11, 2013 - TowerJazz, the global specialty
foundry leader, today announced significant customer engagements and market share gain in the fast growing
Front-End Module (FEM) market, providing its Silicon Radio Platform (SRP) for smartphones and other mobile
systems. TowerJazz’s SRP allows integration of the radio in mobile devices including components such as
antenna switches, antenna tuners, diversity switches, controllers, low-noise-amplifiers (LNAs) and power
amplifiers (PAs) eliminating the need for expensive discrete GaAs devices. The SRP includes a state of the art
RF SOI technology and a SiGe PA technology together with 0.18um RF CMOS for integration of control and MIPI
(Mobile Industry Processor Interface) interface functions.
TowerJazz’s latest RF SOI technology offers the industry’s best figure of merit for antenna switch and
antenna tuning applications with Ron-Coff of only 217fs
. The technology is quickly replacing GaAs
implementations and has already been adopted by multiple customers worldwide with over 50 separate designs
taped-in with initial designs ramping to production.
44
 
 

 
Financials
45
 
 

 
TowerJazz Balance Sheets (in millions of $)
46
 
March 31,
2013
Dec. 31,
2012
March 31,
2012
CURRENT ASSETS
Cash, short-term deposits & designated deposits
Trade accounts receivable
Other receivables
Inventories
Other current assets
 
 
120
80
8
61
17
 
133
79
5
66
15
 
158
88
4
63
17
 Total Current Assets
Long-term investments
Property and equipment, net
Intangible assets, Net
Goodwill
Other assets, Net
286
13
408
44
7
13
298
13
435
48
7
14
330
13
477
54
7
16
 TOTAL ASSETS
771
815
897
CURRENT LIABILITIES
Short-term debt
Trade accounts payable
Deferred revenue & customers’ advances
Other current liabilities
 
30
68
6
41
 
50
81
2
36
 
42
94
6
62
 Total Current Liabilities
Long-term debt
Employees related liabilities
Deferred tax liability
Other long-term liabilities
145
306
73
27
30
169
289
78
27
32
204
385
97
20
34
 TOTAL LIABILITIES
581
595
740
Shareholders’ Equity
190
220
157
TOTAL LIABILITIES & EQUITY
771
815
897
 
 

 
Financial Highlights
§ Net current assets continued its positive trend and increased from $125
 million as of the end of March 2012 and $129 million as of December 31, 2012,
 to $141 million as of March-end 2013.
§ Current ratio has increased from 1.61 times as of March 31, 2012, to 1.76
 times as of the end of 2012 to 1.98 as of the end of the first quarter of 2013.
§ Israel Corporation, our major shareholder, had recently increased its holding in
 the company’s ordinary shares from 5% to 38%,
stating it has no intention to
 trade or sell these shares
.
  In addition, Israel Corporation announced it will invest an additional $17 million in
 an up to $60 million equity fundraising, thereby
exercising all its rights, expressing
 its belief in the company.
47
 
 

 
Financial Highlights (Cont.)
§ Net debt to EBITDA ratio, based on 2012 full year results, is 2.2X.
§ Shareholders’ equity was $190 million at the end of the quarter and our cash
 balance as of this date includes $120 million of cash and deposits, and after the
 currently executed rights offering, shareholders equity will be over $200 million.
§ Non-GAAP margins in FY 2012 improved, with non-GAAP gross, operating and net
 margins at 37%, 26% and 21% for 2012, as compared to 36%, 25% and 20% in
 2011.
§ Non-GAAP gross, operating and net profits had increased to $233 million, $165
 million and $131 million in 2012, as compared to $219 million, $155 million and
 $124 million in 2011.
§ During each of the last three full years (2010, 2011 and 2012), generated ~$100
 million of positive cash flow from operations, maintained cash closing balance
 above $100 million, and generated greater than $150 million of EBITDA per year.
48
 
 

 
Ordinary Shares: 39 Million
49
 
 

 
Ordinary Shares & Banks Capital Notes : 48 Million
50
 
 

 
TowerJazz Debt | As of March 2013
Bonds Debt Summary
Banks Debt Summary
Cash closing balance, March 31, 2013: $121 million
51
 
 

 
Future Debt Payment
Assuming no conversion of any bond series
52
 
 

 
Future Debt Payment
Assuming conversion of all bond series
53
 
 

 
Future Debt Payment
Assuming conversion of all bond series
54
 
 

 
Summary
55
 
 

 
Summary
§ Connectivity, Energy Efficiency and Multi-Function
 systems are key industry trends and served to a
 great part through analog technology.
§ Normal foundry model within the analog space can
 be well served within the TowerJazz manufacturing
 family.
§ Wafer based revenue forecasted to increase quarter
 over quarter.
§ Several special models in play; we expect decision on
 Indian government approval in the short term.
56
 
 

 
Thank You

www.TowerJazz.com
 
 

 
Purchase rights on
June 24th on TASE trading day
Exercise your rights
by June 27, 2013
6 series 8 Warrants
@ $5 each
by July 22, 2013
For $20 you will get:
4 shares
@ $5 each
5 series 9 Warrants
@ $7.33 each
by June 27, 2017
Any rights not sold or any rights purchased on June 24th may be exercised by June 27th.