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Item
19. |
Exhibits. |
82 |
• |
references to “Camtek,” the “Company,”
“us,” “we”, “our”
and the “Registrant” refer to Camtek Ltd., an Israeli company, and its consolidated
subsidiaries (unless otherwise indicated); |
• |
references to “ordinary shares,” “our shares”
and similar expressions refer to the Registrant’s ordinary shares, NIS 0.01 nominal (par) value per share; |
• |
references to “dollars,” “U.S. Dollars”,
“USD” and “$” are to United States
Dollars; |
• |
references to “shekels” and “NIS”
are to New Israeli Shekels, the Israeli currency; |
• |
references to the “Companies Law” are to Israel’s Companies Law, 5759-1999;
|
• |
references to the “Israeli Securities Law” are to Israel’s Securities Law,
5728-1968; |
• |
references to the “SEC” are to the United States Securities and Exchange Commission;
and |
• |
references to the “Nasdaq Rules” are to rules of the Nasdaq Global Market.
|
Item 1. |
Identity of Directors, Senior Management and Advisers. |
Item 2. |
Offer Statistics and Expected Timetable. |
Item 3. |
Key Information. |
• |
Disruption to our business by negative effects on the semiconductor industry, including as a result of economic, political, legal,
regulatory and other changes, in the global or local markets in which we operate; |
• |
The impact of changes in global trade policies beyond our control; |
• |
The concentration of substantial majority of our sales in the Asia Pacific region, with China being our largest territory;
|
• |
The effects of global economic trends such as recession, rising inflation, rising interest rates and economic slowdown; |
• |
The impact of the latest Israel-Hamas war and continued hostilities along Israel’s borders; |
• |
The adverse effects on the terms on which we sell our products due to the high competitiveness of the markets we serve, that have
dominant market participants, some with greater resources than us; |
• |
The expansion of our business within and/or beyond our current served markets, through acquisition activity, including the recent
acquisition of FormFactor, Inc.’s FRT Metrology (“FRT”); |
• |
We may be exposed to fluctuations in currency exchange rates; |
• |
The effects of the continuing sharp increase in demand for electronic components, while production capacity remains limited;
|
• |
Risks associated with the levels of cash we maintain, which are higher than in the past; |
• |
The impact of cybersecurity risks and events, and compliance with the related regulatory framework; and |
• |
The effects of climate change or related legal or regulatory measures, and compliance with additional environmental, social, governance,
health, export controls, and other laws, regulations, and disclosure rules. |
• |
The risks associated with volatility of our share price, trading volumes, and price
depressions; |
• |
The effects of the controlling interest of our principal shareholders, Priortech and Chroma, that may exercise their control in ways
that may be adverse to the interests of our other shareholders; and |
• |
The impact of our ordinary shares being traded on more than one market. |
• |
Conditions in the Middle East and Israel may adversely affect our operations; |
• |
The effects of Israeli governmental programs and tax benefits, as well as of governmental grants; and |
• |
Shareholders rights and responsibilities and the general corporate law framework in Israel, applicable to our shares and shareholders.
|
Item 4. |
Information on the Company. |
• |
an electro-optical assembly unit which captures the image of the inspected product and which consists of a video camera, precision
optics and illumination sources; |
• |
a precise, movable table, that holds the inspected product; and |
• |
an electronic hardware unit, which operates the entire system and includes embedded components that process and analyze the captured
image by using our proprietary algorithms. |
Product
|
Function |
Eagle-i |
The Eagle-i system family is designed
for high volume 2D inspection, delivering superior 2D inspection and 2D metrology capabilities. The system utilizes the most advanced
algorithms enabling detection of down to sub-micron defects and measuring two-micron line and space redistribution layer (“RDL”).
The Eagle-i system family includes the EagleT-I and EagleT-I
Plus models, which were designed for better accuracy and optical resolutions and higher throughput.
|
Eagle-AP |
The Eagle-AP system family addresses the
fast-growing advanced packaging market using state of the art technologies, both software and hardware, that deliver superior 2D and 3D
inspection and metrology capabilities on the same platform. The Eagle-AP metrology capabilities support the wide spectrum of bump sizes
and all bump types, including copper pillars, micro-bumps, solder and gold bumps, meeting the advanced packaging market requirements,
including measurement of bumps down to 2µm (microns) and providing high throughput. The Eagle-AP system family includes the EagleT-AP
and EagleT-AP Plus
models, equipped with higher throughput and improved metrology capabilities. |
Golden
Eagle |
Designed mainly for Fanout Panel-Level-Package
(FO-PLP) applications, Camtek’s Golden Eagle is used for the inspection and metrology of standard panel sizes, up to 650mm x 650mm.
The Golden Eagle addresses the challenges of Fanout Wafer Level Packaging (FOWLP), while providing a robust system that addresses high-volume
manufacturing requirements. |
Product
|
Function |
MicroProf® AP |
The FRT MicroProf® AP is a fully
automated wafer metrology tool for a wide range of applications at different 3D packaging process steps, e.g. for the measurement of photoresist
(PR) coatings and structuring, through silicon vias (TSVs) or trenches after etching, μ-bumps and Cu pillars, as well as for the
measurement in thinning, bonding and stacking processes. With its modular multi-sensor concept, the flexible MicroProf AP measuring tool
is designed to perform a variety of measuring tasks in advanced packaging. |
MicroProf® DI |
The FRT MicroProf DI optical inspection
tool enables inspection of structured and unstructured wafers during the entire manufacturing process. By combining 2D inspection and
metrology, the MicroProf DI provides measurement solutions for a variety of applications, including defect inspection and wafer-level
metrology for micro-bumps, RDL, overlay and through silicon via (TSV) in a single measuring tool. |
MicroProf®
FE |
The FRT MicroProf® FE is Camtek’s
standard, fully automated 2D/3D wafer metrology tool. It combines the capabilities of the established MicroProf 300 with a wafer-handling
system within an Equipment Front End Module (EFEM). With fully SEMI-compliant metrology solutions and almost maintenance-free hardware
components, providing high throughput inspection, the MicroProf FE is a metrology solution intended to serve front end HVM fab.
|
MicroProf®
FS |
FRT MicroProf® FS is a fully automated
wafer metrology tool, configurable for a wide range of applications in the wafer foundry, using both standard and customized solutions.
|
MicroProf®
PT |
The FRT MicroProf® PT is a fully
automated tool for hybrid metrology applications for all common panel sizes. Its panel handling system with 2 panel loaders and multi-sensor
setup (including topography point sensors, FoV sensors and film thickness sensors) suits metrology and inspection applications, both for
development and production (from lab to fab). |
MicroProf®
MHU |
The FRT MicroProf® MHU metrology
tool with Material Handling Unit (fully automated handling, manual cassette placement), is specially designed for the semiconductor, MEMS,
sapphire, and LED industries. Typical applications are measurements of bare and coated, as well as structured wafers at various lithographic
process steps. Due to a robotic arm with two vacuum end effectors, the tool has high throughput rates of up to 220 wafers per hour. It
is capable of processing wafer sizes from 2 to 8 inches. Up to 4 open cassettes can be processed and, additionally, there is the option
to integrate a pre-aligner and an OCR reader. |
MicroProf®
TL |
The FRT MicroProf® TL is an optical
surface measurement tool for fully automatic 3D surface measurements. Unique from other family members of the FRT MicroProf series, the
TL features a Thermo Unit – a fully integrated heating and cooling stage – as well as a DLS deformation sensor by Chemnitzer
Werkstoffmechanik. With these features, MicroProf TL can be used to characterize lateral and vertical deformation of samples under thermal
load. This can be used to determine the behavior of components under working condition or to simulate various process steps. For the measurement
process temperature cycles can be set as required by an easy recipe creation. |
MicroProf®
100 |
The FRT MicroProf® 100 is the universal
surface metrology tool for quick and easy determination of topography, film thickness and sample thickness. As a compact table-top unit,
and thus the smallest member of the MicroProf multi-sensor family, the MicroProf 100 offers the full flexibility of its bigger brothers.
It is based on our proven SurfaceSens technology, in which different optical measurement methods – which otherwise can only be found
in individual solutions– are merged into a universal and space-saving device. |
MicroProf®
200 |
The FRT MicroProf® 200 is a high-performance
measuring device for contactless and non-destructive characterization of almost all surfaces and films. This surface measuring tool is
based on our established SurfaceSens technology and can perform numerous measuring tasks within just one system. A high-resolution CWL
sensor allows for easy and reliable measuring of many parameters, e.g. topography, roughness, and contour. With a wide range of additional
sensors, it is also possible to adapt the MicroProf 200 individually to your measuring task. Using the TTV module for inspection from
both sides or using the module for automatic sample handling (MHU), the MicroProf 200 can also be retrofitted to new measurement requirements.
With these capabilities, the tool can meet high automation requirements. |
MicroProf®
300 |
The FRT MicroProf® 300 is part of
the high-performance and versatile MicroProf generation and features our established SurfaceSens technology. The tool is particularly
useful in quality assurance, development and manufacturing, where the smallest deviations from the ideal surface shape must be determined
contact-free without destroying the sample, with surface precision down to the sub-μm range. Besides roughness of the sample surface,
the shape is one of the most important parameters. Narrow tolerances must be precisely determined. The FRT MicroProf 300 is perfect for
these requirements and can also be integrated into fully automated production. An extensive range of sensors and the option of conducting
double-sided sample inspections (TTV) make it possible to individual adapt the MicroProf 300 to suit your measuring task at any time.
Furthermore, the simple automation of measurements boosts productivity and process reliability. |
Year Ended December 31,
|
||||||||||||
2023 |
2022 |
2021 |
||||||||||
U.S. Dollars (In thousands) |
||||||||||||
China |
149,510 |
141,959 |
147,651 |
|||||||||
Asia Pacific |
67,773 |
63,455 |
45,571 |
|||||||||
Korea |
47,425 |
43,256 |
31,709 |
|||||||||
United States |
41,118 |
54,741 |
28,641 |
|||||||||
Europe |
9,549 |
17,498 |
16,087 |
|||||||||
Total |
315,375 |
320,909 |
269,659 |
• |
ongoing research, development and commercial implementation of new image acquisition, processing and analysis technologies;
|
• |
product architecture based on proprietary core technologies and commercially available hardware. Such architecture supports shorter
time-to-market, flexible cost structure, longer service life and higher margins; |
• |
fast response to evolving customer needs; |
• |
ability to maintain competitive pricing; |
• |
product compatibility with customer automation environment; and |
• |
strong pre- and post-sale support (applications, service and training) deployed in immediate proximity to customer sites. |
December 31, |
||||||||||||
2023 |
2022 |
2021 |
||||||||||
(U.S. Dollars in thousands) |
||||||||||||
Machinery and equipment*
|
8,155 |
6,162 |
3,390 |
|||||||||
Right of use (ROU) assets
|
2,573 |
2,079 |
2,546 |
|||||||||
Computer equipment and
software |
1,061 |
1,438 |
990 |
|||||||||
Building and leasehold improvements
|
2,974 |
3,600 |
1,777 |
|||||||||
Vehicles
|
34 |
3 |
216 |
|||||||||
Office furniture and
equipment |
111 |
117 |
76 |
|||||||||
Total
|
14,908 |
13,399 |
$ |
8,995 |
Name of Subsidiary |
Jurisdiction of Incorporation |
Camtek H.K. Ltd. |
Hong Kong |
Camtek USA Inc. |
New Jersey, USA |
Camtek (Europe) NV |
Belgium |
Camtek Germany GmbH |
Germany |
Camtek Inspection Technology (Suzhou) Ltd. |
China |
Camtek Japan Ltd. |
Japan |
Camtek Inspection Technology Limited |
Taiwan |
Camtek South East Asia Pte Ltd. |
Singapore |
Camtek Korea Ltd. |
South Korea |
Camtek Germany Holding GmbH |
Germany |
FRT GmbH |
Germany |
D. |
Property, Plants and Equipment |
Item 5. |
Operating and Financial Review and Prospects. |
A. |
Operating Results |
Year Ended December 31, |
||||||||||||
2023 |
2022 |
2021 |
||||||||||
Total Revenues |
100.00 |
% |
100.00 |
% |
100.00 |
% | ||||||
Total cost of revenues |
53.19 |
% |
50.19 |
% |
49.07 |
% | ||||||
Gross profit |
46.81 |
% |
49.81 |
% |
50.93 |
% | ||||||
Operating expenses: |
||||||||||||
Research and development expenses |
9.98 |
% |
8.99 |
% |
8.70 |
% | ||||||
Selling, general and administrative expenses |
16.09 |
% |
15.42 |
% |
15.94 |
% | ||||||
Total operating expenses |
26.07 |
% |
24.42 |
% |
24.64 |
% | ||||||
Operating profit |
20.74 |
% |
25.40 |
% |
26.29 |
% | ||||||
Financial income , net |
7.04 |
% |
2.08 |
% |
0.38 |
% | ||||||
Income tax expenses |
(2.85 |
)% |
(2.57 |
)% |
(4.32 |
)% | ||||||
Net income |
24.93 |
% |
24.91 |
% |
22.35 |
% |
• |
improving our defect detection capabilities while reducing the number of false alarms, simplifying operation and reducing the level
of user expertise required to realize the benefits of our systems; |
• |
increasing the throughput of our Inspection and Metrology systems; |
• |
providing unique technological solutions to our customers; and |
• |
adding capabilities to expand our market segments. |
Item 6. |
Directors, Senior Management and Employees |
Name
|
Age |
Title |
Rafi Amit |
75 |
Director and Chief Executive Officer |
Moty Ben-Arie
|
69 |
Director, Chairman of the Board of Directors* |
Orit Stav |
53 |
Director |
Yotam Stern |
71 |
Director |
Leo Huang |
70 |
Director |
I-Shih Tseng |
62 |
Director |
Yael Andorn |
53 |
Director** |
Yosi Shacham-Diamand
|
70 |
Director** |
Moshe Eisenberg
|
57 |
Chief Financial Officer |
Ramy Langer |
70 |
Chief Operating Officer |
Orit Geva Dvash
|
52 |
Vice President - Human Resources |
Name and Principal Position (1) |
Salary Cost (USD) (2) |
Bonus (USD) (3) |
Equity-Based Compensation (USD) (4) |
Other (USD) (5) |
Total (USD) |
|||||||||||||||
Rafi Amit – Chief Executive Officer |
313,134 |
298,602 |
940,815 |
150,687 |
1,703,238 |
|||||||||||||||
Ramy Langer - Chief Operating Officer |
312,491 |
146,004 |
516,247 |
0 |
974,742 |
|||||||||||||||
Moshe Eisenberg - Chief Financial Officer |
273,939 |
121,670 |
402,211 |
0 |
797,820 |
|||||||||||||||
Orit Geva-Dvash - Vice President, Human Resources |
194,051 |
51,360 |
243,382 |
0 |
488,794 |
|||||||||||||||
Yael Andorn – Director, Chairwoman of the Audit Committee
|
- |
50,000 |
52,654 |
102,654 |
||||||||||||||||
Total |
1,093,615 |
617,637 |
2,152,655 |
203,341 |
4,067,248 |
(1) |
All Covered Office Holders are employed on a full-time (100%) basis, except for Mr. Amit who dedicates 90% of his time to his role
as our Chief Executive Officer and except for Ms. Yael Andorn who serves as an external director in the Company’s Board of Directors.
|
(2) |
Salary cost includes the Covered Office Holder’s gross salary plus payment of social benefits made by the Company on behalf
of such Covered Office Holder. Such benefits may include, to the extent applicable to the Covered Office Holder, payment, contributions
and/or allocations for saving funds (e.g. Managers’ Life Insurance Policy), education funds (referred to in Hebrew as “Keren
Hishtalmut”), pension, severance, risk insurances (e.g. life, or work disability insurance), payments for social security
and tax gross-up payments, vacation, car, medical insurance and benefits, phone, convalescence or recreation pay, and other benefits and
perquisites consistent with the Company’s policies. |
(3) |
Represents annual bonuses paid in accordance with the Covered Office Holder’s performance of targets as set forth in his or
her bonus plan and approved by the Company’s Audit Committee and Board of Directors and/ or any special one-time bonuses as approved
by the Company’s Audit Committee and Board of Directors in accordance with the Company’s Compensation Policy. |
(4) |
Represents the equity-based compensation expenses recorded in the Company’s consolidated financial statements for the year
ended December 31, 2023, for each Covered Office Holder, based on the options’ fair value on the grant date, calculated in accordance
with accounting guidance for equity-based compensation. |
(5) |
Includes relocation expenses which may consist of, to the extent applicable to the Covered Office Holder: housing, schooling, car,
medical insurance and travel expenses for the Covered Office Holder and family members residing with him abroad. |
• |
a majority of the shares voted at the meeting, which are not held by controlling shareholders or shareholders with personal interest
in approving the appointment (excluding personal interest not resulting from contacts with the controlling shareholder), not taking into
account any abstentions, vote in favor of the election; or |
• |
a vote in which the total number of shares voting against the election of the external director, does not exceed two percent
of the aggregate voting rights in the company. |
1. |
a shareholder holding one percent or more of a company’s voting rights proposed the re-election of the nominee; |
2. |
the board of directors proposed the re-election of the nominee and the election was approved by the shareholders by the majority
required to appoint external directors for their initial term; or |
3. |
the external director who is up for renewal has proposed himself or herself for re-election. |
• |
transactions with Office Holders and third parties - where an Office Holder has a personal interest in the transaction; |
• |
employment terms of Office Holders; and |
• |
extraordinary transactions with controlling parties or with a third party where a controlling party has a personal interest in the
transaction; or any transaction with the controlling shareholder or his relative regarding terms of service (provided directly or indirectly,
including through a company controlled by the controlling shareholder) and terms of employment (for a controlling shareholder who is not
an Office Holder). A “relative” is defined in the Companies Law as spouse, sibling, parent, grandparent, descendant, spouse’s
descendant, sibling or parent and the spouse of any of the foregoing. |
• |
the majority of the shares of shareholders who have no personal interest in the transaction and who are present and voting, vote
in favor; or |
• |
shareholders who have no personal interest in the transaction who vote against the transaction do not represent more than two percent
of the aggregate voting rights in the company. |
• |
a breach of his or her duty of care to us or to another person; |
• |
a breach of his or her duty of loyalty to us, provided that the Office Holder acted in good faith and had reasonable cause to assume
that his or her act would not prejudice our interests; and |
• |
a financial liability imposed upon him or her in favor of another person. |
• |
a financial liability imposed on him or her in favor of another person by any judgment, including a settlement or an arbitration
award approved by a court; |
• |
reasonable litigation expenses, including attorney’s fees, incurred by the Office Holder as a result of an investigation or
proceeding instituted against him by a competent authority which concluded without the filing of an indictment against him and without
the imposition of any financial liability in lieu of criminal proceedings, or which concluded without the filing of an indictment against
him but with the imposition of a financial liability in lieu of criminal proceedings concerning a criminal offense that does not require
proof of criminal intent or in connection with a financial sanction (the phrases “proceeding concluded without the filing of an
indictment” and “financial liability in lieu of criminal proceeding” shall have the meaning ascribed to such phrases
in section 260(a)(1a) of the Companies Law); |
• |
reasonable litigation expenses, including attorneys’ fees, expended by an Office Holder or charged to the Office Holder by
a court, in a proceeding instituted against the Office Holder by the Company or on its behalf or by another person, or in a criminal charge
from which the Office Holder was acquitted, or in a criminal proceeding in which the Office Holder was convicted of an offense that does
not require proof of criminal intent; and |
• |
expenses, including reasonable litigation expenses and legal fees, incurred by an Office Holder in relation to an administrative
proceeding instituted against such Office Holder, or payment required to be made to an injured party, pursuant to certain provisions of
the Israeli Securities Law. |
• |
a breach by the Office Holder of his or her duty of loyalty, except that the company may enter into an insurance contract or indemnify
an Office Holder if the Office Holder acted in good faith and had a reasonable basis to believe that the act would not prejudice the company;
|
• |
a breach by the Office Holder of his or her duty of care if such breach was intentional or reckless, but unless such breach was solely
negligent; |
• |
any act or omission done with the intent to derive an illegal personal benefit; or
|
• |
any fine, civil fine, financial sanction or monetary settlement in lieu of criminal proceedings imposed on such Office Holder.
|
D. |
Employees |
As of December 31,
|
||||||||||||
2023 |
2022 |
2021 |
||||||||||
Executive management
|
4 |
4 |
4 |
|||||||||
Research and development
|
151 |
119 |
104 |
|||||||||
Sales support
|
156 |
121 |
113 |
|||||||||
Sales and marketing
|
91 |
54 |
46 |
|||||||||
Administration
|
57 |
50 |
45 |
|||||||||
Operations
|
106 |
98 |
92 |
|||||||||
Total
|
565 |
446 |
404 |
As of December 31,
|
||||||||||||
2023 |
2022 |
2021 |
||||||||||
Israel
|
287 |
280 |
255 |
|||||||||
Abroad
|
278 |
166 |
149 |
|||||||||
Total
|
565 |
446 |
404 |
Name |
Total Beneficial Ownership |
Percentage |
||||||
Rafi Amit(1)
|
29,689 |
* |
||||||
Moty Ben- Arie(2)
|
4,258 |
* |
||||||
Orit Stav(2)
|
4,258 |
* |
||||||
Yotam Stern(3)
|
- |
* |
||||||
Leo Huang (4)
|
- |
* |
||||||
I-Shih Tseng |
- |
* |
||||||
Yael Andorn(5)
|
4,258 |
* |
||||||
Yosi Shacham-Diamand(5)
|
9,599 |
* |
||||||
Moshe Eisenberg(6)
|
15,278 |
* |
||||||
Ramy Langer(7)
|
19,929 |
* |
||||||
Orit Geva Dvash(8)
|
12,332 |
* |
||||||
*Beneficially owns less than 1% |
(1)
|
Includes (i) 15,509 ordinary shares; and (ii) 14,180 RSUs that will become vested
within 60 days of the date of the table. Does not include 47,061 RSUs that do not vest within 60 days of the date of the table. In addition,
as a result of a voting agreement relating to a majority of Priortech’s voting equity, Mr. Amit may be deemed to control Priortech.
As a result, Mr. Amit may be deemed to beneficially own the 9,617,757 shares of the Company held by Priortech. Mr. Amit disclaims beneficial
ownership of such shares. See Item 7. Major Shareholders and Related Party Transactions. A. Major Shareholders – Beneficial Ownership”
below.
|
(2)
|
Includes (i) 1,082 ordinary shares; and (ii) fully vested options to purchase 3,176
ordinary shares, at an exercise price of $22.63 per share, which expire in November 2029. Does not include (i) options to purchase 3,176
ordinary shares which fully vest at the 2023 AGM, at an exercise price of $22.63 per share, which expire in December 2029 and (ii) 1,082
RSUs that do not vest within 60 days of the date of the table.
|
(3)
|
Mr. Stern does not directly own any of our ordinary shares. As a result of a voting
agreement relating to a majority of Priortech’s voting equity, Mr. Stern may be deemed to control Priortech. As a result, Mr. Stern
may be deemed to beneficially own the 9,617,757 shares of the Company held by Priortech. Mr. Stern disclaims beneficial ownership of such
shares. See Item 7. Major Shareholders and Related Party Transactions. A. Major Shareholders – Beneficial Ownership” below.
|
(4)
|
Mr. Huang does not directly own any of our ordinary shares. Based on information we
received from Chroma, Mr. Huang is considered a controlling person with regard to Chroma, accordingly Mr. Huang may be deemed to beneficially
own the 7,817,440 shares of the Company held by Chroma. Mr. Huang disclaims beneficial ownership of such shares. See Item 7. Major Shareholders
and Related Party Transactions. A. Major Shareholders – Beneficial Ownership” below.
|
(5)
|
Includes (i) 4,997 ordinary shares; and (ii) fully vested options to purchase 4,602
ordinary shares, at an exercise price of $36.45 per share, which expire on August 18, 2028. Does not include (i) options to purchase 3,176
ordinary shares which fully vest at the 2023 AGM, at an exercise price of $22.63 per share, which expire in December, 2029; and (ii) 394
RSUs that do not vest within 60 days of the date of the table.
|
(6)
|
Includes (i) 6,924 ordinary shares; (ii) 8,354 RSUs that will
become vested within 60 days of the date of the table. Does not include 21,653 RSUs that do not vest within 60 days of the date of the
table.
|
(7)
|
Includes (i) 8,682 ordinary shares; and (ii) 11,247 RSUs that will become vested within
60 days of the date of the table. Does not include 27,887 RSUs that do not vest within 60 days of the date of the table.
|
(8)
|
Includes (i) 7,689 ordinary shares; and (ii) 4,643 RSUs that will become vested within
60 days of the date of the table. Does not include 11,643 RSUs that do not vest within 60 days of the date of the table. |
Number of Ordinary Shares*
|
Percentage |
|||||||
Priortech Ltd. (1)
|
9,617,757 |
21.31 |
% | |||||
Chroma ATE Inc.
(2) |
7,817,440 |
17.32 |
% | |||||
Migdal Insurance & Financial Holdings Ltd (3)
|
3,455,423 |
7.75 |
% |
(1)
|
28.57% of the voting equity in Priortech Ltd. is subject to a voting agreement. As
a result of this agreement, and due to the fact that there are no other shareholders holding more than 50% of the voting equity in Priortech
Ltd., Messrs. Rafi Amit, Yotam Stern, David Kishon, and Hanoch Feldstien and the estates of Itzhak Krell (deceased), Zehava Wineberg (deceased)
and Haim Langmas (deceased), may be deemed to control Priortech Ltd. The voting agreement does not provide for different voting rights
for Priortech than the voting rights of other holders of our ordinary shares. Priortech’s principal executive offices are located
at South Industrial Zone, Migdal Ha’Emek 23150, Israel.
|
(2)
|
Based on the Schedule 13G filed by Chroma ATE Inc. on August 5, 2019, which presented
ownership as of June 19, 2019. The 7,817,440 Ordinary Shares reported under such Schedule 13G by Chroma are beneficially owned by Chroma. Chroma’s
principal address is No. 66, Hwa Ya 1 Rd., Guishan District, Taoyuan City 333, Taiwan.
|
(3)
|
Based on the Schedule 13G filed by Migdal Insurance & Financial Holdings Ltd.
(“Migdal”) on January 31, 2024, which presented ownership as of December 31, 2023. Of the 1,901,521 Ordinary Shares reported
as beneficially owned by the Migdal (i) 1,901,521 Ordinary Shares are held for members of the public through, among others, provident
funds, mutual funds, pension funds and insurance policies, which are managed by direct and indirect subsidiaries of Reporting Person,
each of which subsidiaries operates under independent management and makes independent voting and investment decisions, and (ii)
329,924 Ordinary Shares are held by companies for the management of funds for joint investments in trusteeship, each of which operates
under independent management and makes independent voting and investment decisions, and (iii) - are beneficially held for their own account
(Nostro account). Migdal’s principal business address is 4 Efal Street; P.O. Box 3063; Petach Tikva 49512, Israel.
|
• |
an individual citizen or resident of the United States for U.S. federal income tax purposes; |
• |
a corporation (or another entity taxable as a corporation for U.S. federal income tax purposes) created or organized under the laws
of the United States, any political subdivision thereof, or the District of Columbia; |
• |
an estate, the income of which may be included in gross income for U.S. federal income tax purposes regardless of its source; or
|
• |
a trust (i) if, in general, a U.S. court is able to exercise primary supervision over its administration and one or more U.S.
persons have the authority to control all of its substantial decisions, or (ii) that has in effect a valid election under applicable
U.S. Treasury Regulations to be treated as a U.S. person. |
Tax Year |
Development “Zone A” |
Other Areas within Israel |
Regular Corporate Tax Rate |
2013 |
7% |
12.5% |
25% |
2014-2015 |
9% |
16% |
26.5% |
2016 |
9% |
16% |
25% |
2017 |
7.5% |
16% |
24% |
2018 |
7.5% |
16% |
23% |
2019 |
7.5% |
16% |
23% |
2020 |
7.5% |
16% |
23% |
2021 |
7.5% |
16% |
23% |
2022 |
7.5% |
16% |
23% |
2023 |
7.5% |
16% |
23% |
2024 |
7.5% |
16% |
23% |
Enterprise type |
Development “Zone A”
|
Other Areas within Israel |
Regular Corporate Tax Rate |
Preferred Enterprise |
7.5% |
16% |
23% |
Special Preferred Enterprise |
5% |
8% |
23% |
Preferred Technological Enterprise
|
7.5% |
12% |
23% |
Special Preferred Technological Enterprise
|
6% |
6% |
23% |
• |
amortization of the cost of purchased know-how and patents over an eight-year period for tax purposes, from the tax year it began
to use them; |
• |
amortization of expenses incurred in some cases in connection with a public issuance of publicly traded securities over a three-year
period; and |
• |
accelerated depreciation rates on equipment and buildings. |
(a) |
Disclosure Controls and Procedures. |
(b)
|
Management’s
Annual Report on Internal Control Over Financial Reporting. |
(c)
|
Attestation Report
of the Registered Public Accounting Firm. |
(d) |
Changes in Internal Control over Financial Reporting. |
Fee Category |
For 2023 Services Rendered
|
For 2022 Services Rendered
|
||||||
Audit Fees (1) |
365,300 |
302,300 |
||||||
Audit-Related Fees (2) |
134,000 |
0 |
||||||
Tax Fees (3) |
69,000 |
2,800 |
- |
We have opted out of the requirement that all securities listed on Nasdaq be eligible for a direct registration program operated
by a registered clearing agency as set forth in Rule 5255(a). Our procedures regarding the issuance of stock certificates comply with
Israeli law and practice. According to the Companies Law, a share certificate is defined as a certificate which states the name of
the owner registered in the company’s shareholders register, as well as the number of shares he or she owns. In the event that
what is registered in the company’s shareholders register conflicts with a share certificate, then the evidentiary value of the
shareholder register outweighs the evidentiary value of the share certificate. A shareholder registered in the company’s shareholders
register is entitled to receive from the company a certificate evidencing his ownership of the share. |
- |
As all members of our Audit Committee meet the independence requirements for compensation committee members set forth in Nasdaq Rule
5605(d)(2), as a foreign private issuer, we have elected, pursuant to Nasdaq Rule 5615(a)(3), to follow Israeli practice, in lieu of compliance
with the certain provisions of Nasdaq Rule 5605(d), requiring us to have a separate compensation committee. Accordingly, and consistent
with Israeli law allowing an audit committee that satisfies the requirements of the Companies Law regarding the composition of a
compensation committee, to carry out all duties and responsibilities of the compensation committee, our Audit Committee has been authorized
to assume the functions and responsibilities of a compensation committee. In this respect, we have also opted out the requirement to adopt
and file a compensation committee charter as set forth in Rule 5605(d)(1).We have opted out of the requirement for shareholder approval
of stock option plans and other equity-based compensation arrangements as set forth in Nasdaq Rule 5635 and Nasdaq Rule 5605(d), respectively.
Nevertheless, as required under the Companies Law, special shareholder voting procedures are followed for the approval of equity-based
compensation of certain Office Holders or employees who are controlling shareholders or any relative thereof, as well as of our Chief
Executive Officer and members of our Board of Directors. Equity-based compensation arrangements with Office Holders (chief executive officer
and directors excluded) or employees who are not controlling shareholders or any relative thereof, are approved by our Compensation Committee
and our Board of Directors, provided they are consistent with our Compensation Policy, and in special circumstances in deviation therefrom,
taking into account certain considerations as set forth in the Companies Law. |
- |
We have opted out of the requirement for conducting annual meetings as set forth in Nasdaq Rule 5620(a), which requires Camtek to
hold its annual meetings of shareholders within twelve months of the end of a company’s fiscal year end. Instead, Camtek is following
home country practice and law in this respect. The Companies Law requires that an annual meeting of shareholders be held every year, and
not later than 15 months following the last annual meeting (see in Item 10.B –
“Memorandum and Articles - Voting, Shareholders’ Meetings and Resolutions” above). Our 2023 AGM was held on December
21, 2023, therefore our 2024 AGM must be held by December 31, 2024. Further, we have opted out the requirement set under Rule 5620(c)
of the Nasdaq Rules which requires the presence of two or more shareholders holding at least 33 1/3%, and in lieu follow our home country
practice and Israeli law, according to which the quorum for any shareholders meeting will be the presence of two or more shareholders
holding at least 25% of the voting rights in the aggregate - within half an hour from the time set for opening the meeting. |
- |
We have chosen to follow our home country practice in lieu of the requirements of Nasdaq Rule 5250(d)(1), relating to an issuer’s
furnishing of its annual report to shareholders. Specifically, we file annual reports on Form 20-F, which contain financial statements
audited by an independent accounting firm, electronically with the SEC and post a copy on our website. |
• |
risk assessments designed to
help identify material cybersecurity risks to our critical systems, information, products, services, and our broader enterprise IT environment;
|
• |
a security team principally
responsible for managing (1) our cybersecurity risk assessment processes, (2) our security controls, and (3) our response to cybersecurity
incidents; |
• |
the use of external service
providers, where appropriate, to assess, test or otherwise assist with aspects of our security controls; and |
• |
a cybersecurity incident response
plan that includes procedures for responding to cybersecurity incidents |
Camtek Ltd.
and its subsidiaries
Consolidated Financial Statements
As of December 31, 2023
|
Page
|
|
Report of Independent Registered Public Accounting Firm (PCAOB ID No.
|
F-2 to F-5
|
F-6 to F-7
|
|
F-8 to F-9
|
|
F-10
|
|
F-11
|
|
F-12 to F-13
|
|
F-14 to F-53
|
The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of certain internal controls related to the inventory provision process, including controls related to the assumptions noted above. We assessed the changing product demands and probability of anticipated usage assumptions by performing an independent analysis of available market information that took into consideration industry-related market conditions and possible technological changes. We considered the effect of technological changes on the inventory provision estimate through inquiry of finance and operational personnel. We also compared historical inventory provisions to actual quantity sold in subsequent periods to evaluate management’s ability to accurately estimate the reserve.
Acquisition-date fair value of developed technology intangible asset in the FRT acquisition
We identified the evaluation of the fair value of the developed technology intangible asset acquired in the FRT acquisition as a critical audit matter. A high degree of subjective auditor judgment was required to assess certain assumptions used to estimate the fair value, specifically the forecasted revenue growth rates and discount rate. Changes in these assumptions could have had a significant impact on the fair value of the acquired developed technology intangible asset. In addition, the involvement of valuation professionals with specialized skills and knowledge was required to assess the discount rate.
The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of certain internal controls related to the Company’s process to determine the acquisition-date fair value of the developed technology intangible asset, including controls related to the development of the forecasted revenue growth rates and discount rate. We performed sensitivity analyses over the Company’s forecasted revenue growth rates and discount rate used to determine the fair value of the developed technology intangible asset to assess the impact of changes in those assumptions on the Company’s determination of fair value. We assessed the reasonableness of the Company’s forecasted revenue growth rates by comparing them to current industry, market and economic trends, FRT’s historical results, and FRT’s actual results since the acquisition date. In addition, we involved valuation professionals with specialized skills and knowledge, who assisted in evaluating the discount rate by independently developing a discount rate using publicly available market data and comparing it to the Company’s discount rate.
Somekh Chaikin
December 31,
|
||||||||||||
2023
|
2022
|
|||||||||||
Note
|
U.S. Dollars (In thousands)
|
|||||||||||
Assets
|
||||||||||||
Current assets
|
||||||||||||
Cash and cash equivalents
|
4
|
|
|
|||||||||
Short-term deposits
|
2F
|
|
|
|
||||||||
Marketable securities
|
5,22
|
|
|
|||||||||
Trade accounts receivable, net
|
15
|
|
|
|||||||||
Inventories
|
6
|
|
|
|||||||||
Other current assets
|
7
|
|
|
|||||||||
Total current assets
|
|
|
||||||||||
Long-term deposits
|
8
|
|
|
|||||||||
Marketable securities
|
5,22
|
|
|
|||||||||
Long-term inventory
|
6
|
|
|
|||||||||
Deferred tax asset, net
|
20
|
|
|
|||||||||
Other assets, net
|
|
|
||||||||||
Property, plant and equipment, net
|
9, 2X
|
|
|
|
||||||||
Intangible assets, net
|
10
|
|
|
|||||||||
Goodwill
|
3, 2M
|
|
|
|
||||||||
Total non-current assets
|
|
|
||||||||||
Total assets
|
|
|
Year Ended December 31,
|
||||||||||||
2023
|
2022
|
|||||||||||
Note |
U.S. Dollars (In thousands)
|
|||||||||||
Liabilities and shareholder’s equity
|
||||||||||||
Current liabilities
|
||||||||||||
Trade accounts payable
|
|
|
||||||||||
Other current liabilities
|
11
|
|
|
|||||||||
Total current liabilities
|
|
|
||||||||||
Long-term liabilities
|
||||||||||||
Deferred tax liabilities, net
|
|
|
||||||||||
Other long-term liabilities
|
12 ,14
|
|
|
|||||||||
Convertible notes
|
13
|
|
|
|||||||||
|
|
|||||||||||
Total liabilities
|
|
|
||||||||||
Commitments and contingencies
|
14
|
|||||||||||
Shareholders’ equity
|
16
|
|||||||||||
Ordinary shares NIS
|
||||||||||||
|
||||||||||||
|
|
|
||||||||||
Additional paid-in capital
|
|
|
||||||||||
Accumulated other comprehensive income
|
|
|
||||||||||
Retained earnings
|
|
|
||||||||||
|
|
|||||||||||
Treasury stock, at cost (
|
(
|
)
|
(
|
)
|
||||||||
Total shareholders' equity
|
|
|
||||||||||
Total liabilities and shareholders' equity
|
|
|
_______________________ | ____________________ |
Chief Executive Officer |
Chief Financial Officer |
Year Ended December 31,
|
||||||||||||||||
2023 | 2022 |
2021
|
||||||||||||||
Note
|
U.S. Dollars (In thousands)
|
|||||||||||||||
Revenues
|
18, 19A
|
|
|
|
|
|||||||||||
Cost of revenues
|
|
|
|
|||||||||||||
Gross profit
|
|
|
|
|||||||||||||
Operating expenses:
|
||||||||||||||||
Research and development
|
|
|
|
|||||||||||||
Selling, general and administrative
|
19B
|
|
|
|
|
|||||||||||
Total operating expenses
|
|
|
|
|||||||||||||
Operating profit
|
|
|
|
|||||||||||||
Financial income, net
|
19C
|
|
|
|
|
|||||||||||
Income before incomes taxes
|
|
|
|
|||||||||||||
Income tax expense
|
20
|
(
|
)
|
(
|
)
|
(
|
)
|
|||||||||
Net income
|
|
|
|
Year Ended December 31,
|
||||||||||||
2023
|
2022
|
2021
|
||||||||||
U.S. Dollars
|
||||||||||||
Earnings per share information (see Note 17):
|
||||||||||||
Basic net earnings per share
|
|
|
|
|||||||||
Diluted net earnings per share
|
|
|
|
|||||||||
Weighted average number of
|
||||||||||||
ordinary shares outstanding (in thousands):
|
||||||||||||
Basic
|
|
|
|
|||||||||
Diluted
|
|
|
|
Year Ended December 31,
|
||||||||||||
2023
|
2022
|
2021
|
||||||||||
U.S. Dollars (in thousands)
|
||||||||||||
Net income
|
||||||||||||
Other comprehensive income, net of tax:
|
|
|
|
|||||||||
Change in net unrealized gains on available-for-sale marketable securities
|
|
|
|
|||||||||
Deferred tax expense
|
(
|
) | ||||||||||
Total other comprehensive income
|
|
|
|
|||||||||
Total comprehensive income
|
|
|
|
Ordinary Shares |
Treasury Stock |
|
|
|
|
|||||||||||||||||||||||||||
NIS 0.01 par value |
NIS 0.01 par value |
Other |
Total |
|||||||||||||||||||||||||||||
Number of
|
U.S. Dollars
(In
|
Number of
Shares
|
U.S. Dollars
(In
|
Additional paid-in |
Comprehensive
Income
|
Retained
earnings
|
shareholders'
equity
|
|||||||||||||||||||||||||
Shares
|
thousands)
|
thousands)
|
capital |
U.S. Dollars (In thousands)
|
||||||||||||||||||||||||||||
Balances at December 31, 2020
|
|
|
(
|
)
|
(
|
)
|
|
|
|
|
||||||||||||||||||||||
|
|
-
|
|
|
|
|
||||||||||||||||||||||||||
Share-based compensation expense
|
-
|
|
-
|
|
|
|
|
|
||||||||||||||||||||||||
Net income
|
-
|
|
-
|
|
|
|
|
|
||||||||||||||||||||||||
|
||||||||||||||||||||||||||||||||
Balances at December 31, 2021
|
|
|
(
|
)
|
(
|
)
|
|
|
|
|
||||||||||||||||||||||
Exercise of share options and RSUs
|
|
|
-
|
|
|
|
|
|
||||||||||||||||||||||||
Shared-based compensation expense
|
-
|
|
-
|
|
|
|
|
|
||||||||||||||||||||||||
Net income
|
-
|
|
-
|
|
|
|
|
|
||||||||||||||||||||||||
Balances at December 31, 2022
|
|
|
(
|
)
|
(
|
)
|
|
|
|
|
||||||||||||||||||||||
Exercise of share options and RSUs
|
|
|
-
|
|
|
|
|
|
||||||||||||||||||||||||
Share-based compensation expense
|
-
|
|
-
|
|
|
|
|
|
||||||||||||||||||||||||
Share-based compensation adjustment
|
-
|
|
-
|
|
|
|
|
|
||||||||||||||||||||||||
Unrealised gain on investments
|
|
|
||||||||||||||||||||||||||||||
Deferred tax expense
|
(
|
)
|
(
|
)
|
||||||||||||||||||||||||||||
Net income
|
-
|
|
-
|
|
|
|
|
|
||||||||||||||||||||||||
|
||||||||||||||||||||||||||||||||
Balances at December 31, 2023
|
|
|
(
|
)
|
(
|
)
|
|
|
|
|
Consolidated Statements of Cash Flows
Year Ended December 31,
|
||||||||||||
2023
|
2022
|
2021
|
||||||||||
U.S. Dollars (In thousands)
|
||||||||||||
Cash flows from operating activities:
|
||||||||||||
Net income
|
|
|
|
|||||||||
Adjustments to reconcile net income to net cash provided by operating activities:
|
||||||||||||
Depreciation and amortization
|
|
|
|
|||||||||
Deferred tax (benefit) expense
|
(
|
)
|
(
|
)
|
|
|||||||
Amortization of debt issuance costs
|
|
|
|
|||||||||
Share based compensation expense
|
|
|
|
|||||||||
Change in provision for doubtful debts
|
|
(
|
)
|
(
|
)
|
|||||||
Loss on disposal of fixed assets
|
|
|
|
|||||||||
Changes in operating assets and liabilities:
|
||||||||||||
Trade accounts receivable, gross
|
(
|
)
|
(
|
)
|
(
|
)
|
||||||
Inventories
|
(
|
)
|
(
|
)
|
(
|
)
|
||||||
Due from related parties
|
(
|
)
|
|
(
|
)
|
|||||||
Other assets
|
(
|
)
|
(
|
)
|
(
|
)
|
||||||
Trade accounts payable
|
|
(
|
)
|
|
||||||||
Other current liabilities
|
(
|
)
|
|
|
||||||||
Net cash provided by operating activities
|
|
|
|
|||||||||
Cash flows from investing activities:
|
||||||||||||
Acquisition of subsidiary consolidated for the first time (a)
|
(
|
)
|
|
|
||||||||
Proceeds from (investment in) short-term deposits
|
|
(
|
)
|
(
|
)
|
|||||||
Proceeds from (investment in) long-term deposits
|
|
(
|
)
|
(
|
)
|
|||||||
Purchase of fixed assets
|
(
|
)
|
(
|
)
|
(
|
)
|
||||||
Purchase of intangible assets
|
(
|
)
|
(
|
)
|
(
|
)
|
||||||
Purchase of marketable securities
|
(
|
)
|
|
|
||||||||
Redemption of marketable securities
|
|
-
|
-
|
|||||||||
Net cash used in investing activities
|
(
|
)
|
(
|
)
|
(
|
)
|
Year Ended December 31,
|
||||||||||||
2023
|
2022
|
2021
|
||||||||||
U.S. Dollars (In thousands)
|
||||||||||||
Cash flows from financing activities:
|
||||||||||||
Proceeds from exercise of share options
|
|
|
|
|||||||||
Issuance of convertible notes, net
|
|
|
|
|||||||||
Net cash provided by financing activities
|
|
|
|
|||||||||
Effect of exchange rate changes on cash
|
(
|
)
|
(
|
)
|
|
|||||||
Net increase (decrease) in cash and cash equivalents
|
(
|
)
|
(
|
)
|
|
|||||||
Cash and cash equivalents at beginning of the year
|
|
|
|
|||||||||
Cash and cash equivalents at end of the year
|
|
|
|
Year Ended
December 31,
|
||||
2023
|
||||
(a) Acquisition of subsidiary, consolidated for the first time:
|
U.S. Dollars
(in thousands)
|
|||
Working capital (excluding cash and cash equivalents)
|
(
|
)
|
||
Fixed assets, net
|
(
|
)
|
||
Intangible assets
|
(
|
)
|
||
Goodwill
|
(
|
)
|
||
Deferred taxes liabilities, net
|
|
|||
Working capital adjustments
|
(
|
)
|
||
( |
) | |||
Increase in goodwill against share-based comensation |
||||
(
|
)
|
Year Ended December 31,
|
||||||||||||
2023
|
2022
|
2021
|
||||||||||
U.S. Dollars (In thousands)
|
||||||||||||
Supplementary cash flows information:
|
||||||||||||
A. Cash paid and received during the year for:
|
||||||||||||
Income taxes paid
|
|
|
|
|||||||||
Interest received
|
|
|
|
|||||||||
Lease payments
|
|
|
|
|||||||||
B. Non-cash transactions:
|
||||||||||||
Fixed assets purchased with supplier credit
|
|
|
|
A. |
Camtek Ltd. (“Camtek” or “Company”), an Israeli corporation, is jointly controlled by (
|
B. |
In October 2023, the Company completed the acquisition of
|
C. |
In November 2021, the Company closed an offering of $
|
A. |
Basis of preparation of the financial statements |
B. |
Principles of consolidation
|
C. |
Use of estimates
|
D. |
Foreign currency transactions
|
E. |
Cash and cash equivalents
|
F. |
Short-term deposits
|
H. |
Trade accounts receivable and allowance for doubtful accounts
|
Note 2 - Significant Accounting Policies (cont’d)
I. |
Inventories
|
J. |
Property, plant and equipment
|
Land
|
|
%
|
||
Building
|
|
%
|
||
Machinery and equipment
|
|
%
|
||
Computer equipment and software
|
|
%
|
||
Office furniture and equipment
|
|
%
|
||
Automobiles
|
|
%
|
Note 2 - Significant Accounting Policies (cont’d)
K. |
Business Combinations
|
L. |
Intangible assets
|
Note 2 - Significant Accounting Policies (cont’d)
M. |
Goodwill
|
N. |
Impairment of long-lived assets
|
O. |
Fair values of financial instruments
|
Note 2 - Significant Accounting Policies (cont’d)
P. |
Revenue recognition
|
The Company’s contracts with its customers include performance obligations to provide its products or to service the installed products. A product sale contract may include an extended warranty (that is, for longer than the twelve-month standard warranty) as well as installation, both of which are considered separate performance obligations. For such arrangements, the Company allocates revenue to each performance obligation based on its relative standalone selling price. The Company generally determines standalone selling prices based on the prices charged to customers.
Year Ended December 31,
|
||||||||
2023
|
2022
|
|||||||
U.S. Dollars (in thousands)
|
||||||||
Beginning of year
|
|
|
||||||
Deferral of revenue
|
|
|
||||||
Recognition of deferred revenue
|
(
|
)
|
(
|
)
|
||||
Balance at end of year
|
|
|
Note 2 - Significant Accounting Policies (cont’d)
Q. |
Warranty |
R. |
Income taxes |
The Company accounts for income taxes in accordance with the asset and liability method whereby deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts and the tax bases of assets and liabilities and are measured using the enacted tax rates and laws expected to apply to taxable income in the years in which the deferred tax asset or liability is expected to be recovered or settled. The Company includes the foreign currency transaction gains or losses that result from re-measuring deferred taxes in income tax expense. If necessary, the Company reduces deferred tax assets with a valuation allowance to the amount that is more likely than not to be realized.
The Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50 percent likely of being realized. Changes in recognition or measurement are reflected in the period in which the change occurs. The Company recognizes interest and penalties related to unrecognized tax benefits as a component of income tax expenses.
The Company may incur additional tax liability in the event of intercompany dividend distributions by some of its subsidiaries. Such additional tax liability in respect of these non-Israeli subsidiaries has not been provided for in these consolidated financial statement as it is the Company’s policy permanently to reinvest the subsidiaries’ earnings and to consider distributing dividends only when this can be facilitated in connection with a specific tax or other opportunity that may arise.
Tax liabilities which would apply in the event of disposal of investments in non-Israeli subsidiaries have not been taken into account in computing the deferred taxes, as it is the Company’s intention to hold, and not to realize, these investments.
S. |
Research and development |
T. |
Earnings per ordinary share |
Note 2 - Significant Accounting Policies (cont’d)
U. |
Share-based compensation |
V. |
Fair value measurements
|
W. |
Contingent liabilities
|
Note 2 - Significant Accounting Policies (cont’d)
X. |
Leases
|
Operating lease ROU assets consist mainly of vehicles and real estate and are presented as property, plant and equipment on the consolidated balance sheet. The current portion of operating lease liabilities is included in other current liabilities and the long-term portion is presented within long-term liabilities on the consolidated balance sheet.
For operating leases, the ROU asset is subsequently measured throughout the lease term at the carrying amount of the lease liability, plus initial direct costs, plus (minus) any prepaid (accrued) lease payments, less the unamortized balance of lease incentives received. Lease expense for lease payments is recognized on a straight-line basis over the lease term.
ROU assets for operating leases are periodically reduced by impairment losses. The Company uses the long-lived assets impairment guidance in ASC Subtopic 360-10, Property, Plant, and Equipment – Overall, to determine whether an ROU asset is impaired, and if so, the amount of the impairment loss to recognize. See Note 2N.
Y. |
Convertible Notes |
Z. |
New Accounting Pronouncements |
In December 2023, the FASB issued Accounting Standards Update No. 2023-09, Income Taxes (Topic 740) Improvements to Income Tax Disclosure. The standard requires to disclose additional information in tax rate reconciliation table about federal, state and foreign income taxes and to provide more details about the reconciling items in some categories. The standard will become effective for fiscal years beginning after December 15, 2024. The Company is currently assessing the impact of the adoption of this standard on its consolidated financial statements.
The acquisition was accounted for using the acquisition method of accounting, with the Company treated as the acquirer. The acquired assets and liabilities of FRT were recorded at their respective fair values including an amount for goodwill representing the difference between the acquisition consideration and the fair value of the identifiable net assets.
During the year ended December 31, 2023, the Company incurred approximately $
Our Consolidated Statements of income include the financial results of FRT subsequent to the acquisition date of October 31, 2023.
Under the preliminary purchase price allocation, the Company allocated the purchase price to tangible and identified intangible assets acquired and liabilities assumed based on the preliminary estimates of their fair values, which were determined using generally accepted valuation techniques based on estimates and assumptions made by management at the time of the acquisition. Such estimates are subject to change during the measurement period which is not expected to exceed one year. The fair values assigned to assets acquired and liabilities assumed were based on management’s assumptions as of the reporting date.
As part of the acquisition, the Company granted share-based compensation to FRT employees to replace awards previously granted by the seller.
October 31,
2023
|
||||
U.S. Dollars
(in
thousands)
|
||||
Cash and cash equivalents
|
|
|||
Working capital (excluding cash and cash equivalents)
|
|
|||
Fixed assets, net
|
|
|||
Intangible assets
|
|
|||
Goodwill
|
|
|||
Deferred taxes liabilities, net
|
(
|
)
|
||
Cash consideration |
||||
Capitalized share-based compensation |
||||
|
October 31,
|
|
|||||||
2023
U.S. Dollars
|
Weighted
average
|
|||||||
(in
thousands)
|
useful life
(in years)
|
|||||||
Technology
|
|
|
||||||
Trade name
|
|
|
||||||
Customer relationship
|
|
|
||||||
|
|
Goodwill
The goodwill arising from the acquisition represents, inter alia, the synergies between the technology acquired and the Company’s existing operational, R&D and sales and marketing infrastructure. Amortization of the goodwill is not a recognized expense for tax purposes.
Pro Forma on acquisitions
The following unaudited pro forma financial information summarizes the combined results of operations for the Company, FRT, as if the acquisitions had been completed on January 1, 2022. The unaudited pro forma financial information was as follows:
December 31,
|
||||||||
2023 |
2022
|
|||||||
U.S. Dollars (in thousands)
|
||||||||
Revenue
|
|
|
||||||
Net income
|
|
|
The pro forma financial information for all periods presented above has been calculated after adjusting the results of FRT to reflect the business combination accounting effects resulting from this acquisition, including the amortization expense from acquired intangible assets, goodwill, and tangible assets and add-back of interest income of Camtek's cash, cash equivalents, deposits and marketable securities used as a cash consideration in the acquisition. The historical consolidated financial statements have been adjusted in the pro forma combined financial statements to give effect to pro forma events that are directly attributable to the business combination and factually supportable. The pro forma financial information is for informational purposes only and is not indicative of the results of operations that would have been achieved if the acquisition had taken place at the beginning of 2022.
December 31,
|
||||||||
2023
|
2022
|
|||||||
U.S. Dollars (in thousands)
|
||||||||
US Dollars
|
|
|
||||||
New Israeli Shekels
|
|
|
||||||
Other currencies
|
|
|
||||||
|
|
Marketable Securities
|
Amortized Cost
|
Unrealized Gains
|
Unrealized Losses
|
Fair Value
|
||||||||||||
Matures within one year:
|
||||||||||||||||
Corporate bonds
|
|
|
(
|
)
|
|
|||||||||||
Government bonds
|
|
|
|
|
||||||||||||
|
|
(
|
)
|
|
||||||||||||
Matures after one year:
|
||||||||||||||||
Corporate bonds
|
|
|
(
|
)
|
|
|||||||||||
Government bonds
|
|
|
|
|
||||||||||||
|
|
(
|
)
|
|
||||||||||||
|
|
(
|
)
|
|
December 31, 2023
|
||||||||
Amortized
Cost
|
Fair
Value
|
|||||||
U.S. Dollars (in thousands)
|
||||||||
Due within one year
|
|
|
||||||
Due after one through five years
|
|
|
||||||
Due after five through ten years
|
|
|
||||||
Total marketable securities
|
|
|
In Unrealized Loss Position For Less Than 12 Months
|
In Unrealized Loss Position For Greater Than 12 Months
|
|||||||||||||||
December 31, 2023
|
Fair Value
|
Gross Unrealized Loss
|
Fair Value
|
Gross Unrealized Loss
|
||||||||||||
Corporate bonds
|
|
(
|
)
|
|
(
|
)
|
||||||||||
Government bonds
|
|
|
|
|
||||||||||||
|
(
|
)
|
|
(
|
)
|
December 31,
|
||||||||
2023
|
2022
|
|||||||
U.S. Dollars (in thousands)
|
||||||||
Components
|
|
|
||||||
Work in process
|
|
|
||||||
Finished products *
|
|
|
||||||
|
|
December 31,
|
||||||||
2023
|
2022
|
|||||||
U.S. Dollars (in thousands)
|
||||||||
Current assets
|
|
|
||||||
Non-current assets (A)
|
|
|
||||||
|
|
(A) | Long-term Inventory: |
(B) | Inventory provision |
December 31,
|
||||||||
2023
|
2022
|
|||||||
U.S. Dollars (in thousands)
|
||||||||
Interest receivable
|
|
|
||||||
Prepaid expenses and vendor downpayments
|
|
|
||||||
Due from Government institutions and income tax receivables
|
|
|
||||||
Other
|
|
|
||||||
|
|
Note 9 - Property, Plant and Equipment, Net
December 31,
|
||||||||
2023
|
2022
|
|||||||
U.S. Dollars (in thousands)
|
||||||||
Cost:
|
||||||||
Land
|
|
|
||||||
Building
|
|
|
||||||
Machinery and equipment
|
|
|
||||||
Office furniture and equipment
|
|
|
||||||
Computer equipment and software
|
|
|
||||||
Automobiles
|
|
|
||||||
Leasehold improvements
|
|
|
||||||
Right of use assets
|
|
|
||||||
|
|
|||||||
Less accumulated depreciation
|
|
|
||||||
|
|
|
December 31,
|
|||||||
|
2022
|
2023
|
||||||
|
U.S. Dollars (in thousands)
|
|||||||
Cost:
|
||||||||
Patent registration costs
|
|
|
||||||
Acquired technology
|
|
|
||||||
Acquired trade names
|
|
|
||||||
Acquired customer relationship
|
|
|
||||||
|
|
|||||||
Less accumulated amortization
|
|
|
||||||
Total intangible assets, net
|
|
|
Year ended December 31,
|
U.S. Dollars
(in thousands)
|
|||
2024
|
|
|||
2025
|
|
|||
2026
|
|
|||
2027
|
|
|||
2028
|
|
December 31,
|
||||||||
2023
|
2022
|
|||||||
U.S. Dollars (in thousands)
|
||||||||
Advances from customers and deferred revenues
|
|
|
||||||
Commissions
|
|
|
||||||
Accrued employee compensation and other related benefits
|
|
|
||||||
Government institutions and income tax payable
|
|
|
||||||
Accrued warranty costs (1)
|
|
|
||||||
Accrued expenses
|
|
|
||||||
(See Note 2(V))
|
|
|
||||||
|
|
(1) |
Changes in the accrued warranty costs are as follows:
|
Year Ended December 31, |
||||||||||||
2023
|
2022
|
2021
|
||||||||||
U.S. Dollars (in thousands)
|
||||||||||||
Beginning of year
|
|
|
|
|||||||||
Accruals
|
|
|
|
|||||||||
Usage
|
(
|
)
|
(
|
)
|
(
|
)
|
||||||
Balance at end of year
|
|
|
|
December 31,
|
||||||||
2023
|
2022
|
|||||||
U.S. Dollars (in thousands)
|
||||||||
Liability for severance pay (A)
|
|
|
||||||
Deferred revenues related to non-standard warranty (B)
|
|
|
||||||
Operating lease obligations
|
|
|
||||||
|
|
1. |
The liability in respect of most of its employees in Israel is discharged by participating in a defined contribution pension plan and making regular deposits with a pension fund or by individual insurance policies. The liability deposited with the pension fund is based on salary components as prescribed in the existing labor agreement. The custody and management of the amounts so deposited are independent of the companies and accordingly such amounts funded (included in expenses on an accrual basis) and related liabilities are not reflected in the balance sheet.
|
2. |
The liability for severance pay which is not covered by the contribution plan amounted to $
|
3. |
Severance pay expenses were $
|
December 31,
|
||||||||
2023
|
2022
|
|||||||
U.S. Dollars (in thousands)
|
||||||||
Liability:
|
||||||||
Principle:
|
|
|
||||||
Unamortized issuance costs
|
(
|
)
|
(
|
)
|
||||
Net carrying amount
|
|
|
A. |
Operating leases
|
December 31,
|
||||||||
2023
|
2022
|
|||||||
U.S. Dollars (in thousands)
|
||||||||
Cost:
|
||||||||
ROU assets – opening balance
|
|
|
||||||
ROU assets – additions
|
|
|
||||||
ROU assets – disposals
|
(
|
)
|
(
|
)
|
||||
|
|
|||||||
Less accumulated depreciation
|
|
|
||||||
|
|
December 31,
|
||||||||
2023
|
2022
|
|||||||
U.S. Dollars (in thousands)
|
||||||||
Other current liabilities
|
|
|
||||||
Other long-term liabilities
|
|
|
||||||
Total lease liabilities
|
|
|
A. |
Operating leases (cont.)
|
Year ended December 31,
|
U.S. Dollars (in thousands)
|
|||
2023
|
|
|||
2024
|
|
|||
2025
|
|
|||
2026
|
|
|||
2027
|
|
|||
|
||||
Less imputed interest
|
|
|||
Total lease liabilities
|
|
Marketable securities
The Company's marketable securities are maintained with high-grade securities and limits the amount of credit exposure to any one issuer.
Balance at
|
Balance at
|
|||||||||||||||||||
beginning
|
Reversal of
|
Write-off of
|
end of
|
|||||||||||||||||
of year
|
Provision
|
provision
|
provision
|
year
|
||||||||||||||||
U.S. Dollars (in thousands)
|
||||||||||||||||||||
2021
|
|
|
|
(
|
)
|
|
||||||||||||||
2022
|
|
|
(
|
)
|
|
|
||||||||||||||
2023
|
|
|
|
|
|
2023 Grant
|
|
Valuation assumptions:
|
|
Dividend yield
|
|
Expected volatility
|
|
Risk-free interest rate
|
|
Expected life (years) *
|
|
Vesting period (years)
|
|
*Expected life for the periods presented was determined according to the simplified method since the Company does not have enough history to make an estimate.
B.
|
Stock Option Plan (cont’d)
|
Year Ended December 31,
|
||||||||||||||||||||||||
2023
|
2022
|
2021
|
||||||||||||||||||||||
Weighted
|
Weighted
|
Weighted
|
||||||||||||||||||||||
Number
|
average
|
Number
|
average
|
Number
|
average
|
|||||||||||||||||||
of
|
exercise
|
of
|
exercise
|
of
|
exercise
|
|||||||||||||||||||
options
|
price US$
|
options
|
price US$
|
options
|
price US$
|
|||||||||||||||||||
Outstanding at January 1
|
|
|
|
|
|
|
||||||||||||||||||
Granted
|
|
|
|
|
|
|
||||||||||||||||||
Forfeited and cancelled
|
|
|
|
|
(
|
)
|
|
|||||||||||||||||
Exercised
|
(
|
)
|
|
(
|
)
|
|
(
|
)
|
|
|||||||||||||||
Outstanding at year end
|
|
|
|
|
|
|
||||||||||||||||||
Exercisable at year end
|
|
|
|
|
|
|
The income tax benefit associated with stock options exercised each year was immaterial.
B.
|
Stock Option Plan (cont’d)
|
Weighted
|
Aggregate
|
|||||||||||
Number
|
Weighted
|
Average
|
intrinsic
|
|||||||||
of
|
average
|
Remaining
|
Value (in
|
|||||||||
options
|
exercise
|
Contractual
|
US$
|
|||||||||
outstanding
|
price US$
|
term (years)
|
thousands)
|
|||||||||
Outstanding and exercisable as of December 31, 2023
|
|
|
|
|
Weighted
|
||||||||
average
|
||||||||
grant- date
|
||||||||
Options
|
fair value
|
|||||||
Balance at January 1, 2023
|
|
|
||||||
Granted
|
|
|
||||||
Vested
|
(
|
)
|
|
|||||
Forfeited
|
|
|
||||||
Balance at December 31, 2023
|
|
|
Note 16 - Shareholders’ Equity (cont’d)
C. |
Restricted Share Unit Plan
|
RSUs
|
Weighted average grant date value
|
|||||||
Balance at January 1, 2023
|
|
$
|
|
|||||
Granted
|
|
$
|
|
|||||
Vested
|
(
|
)
|
$
|
|
||||
Forfeited
|
(
|
)
|
$
|
|
||||
Balance at December 31, 2023
|
|
$
|
|
The income tax benefit associated with all compensation cost for share-based payment awards is immaterial.
Year Ended December 31,
|
||||||||||||
2023
|
2022
|
2021
|
||||||||||
Basic EPS:
|
||||||||||||
Net income attributable to Shares (US$ in thousands)
|
|
|
|
|||||||||
Weighted average number of Shares outstanding used in basic earnings per Share calculation
|
|
|
|
|||||||||
Diluted EPS:
|
||||||||||||
Net income attributable to Shares (US$ in thousands)
|
|
|
|
|||||||||
Add amortization of notes issuance costs
|
|
|
|
|||||||||
Net income used in diluted earnings per Share calculation
|
|
|
|
|||||||||
Weighted average number of Shares outstanding used in basic earnings per Share calculation
|
|
|
|
|||||||||
Add assumed exercise of outstanding dilutive
|
||||||||||||
Effect of stock-based awards
|
|
|
|
|||||||||
Effect of conversion of Notes
|
|
|
|
|||||||||
Weighted average number of Shares Outstanding used in diluted earnings per Share calculation
|
|
|
|
|||||||||
Basic net income per Share ($)
|
|
|
|
|||||||||
Diluted net income per Share ($)
|
|
|
|
|||||||||
Number of options excluded from the diluted earnings per share calculation due to their anti-dilutive effect
|
|
|
|
Year Ended December 31,
|
||||||||||||
2023
|
2022
|
2021
|
||||||||||
U.S. Dollars (in thousands)
|
||||||||||||
China
|
|
|
|
|||||||||
Asia Pacific
|
|
|
|
|||||||||
Korea
|
|
|
|
|||||||||
United States
|
|
|
|
|||||||||
Europe
|
|
|
|
|||||||||
|
|
|
December 31,
|
||||||||
2023
|
2022
|
|||||||
%
|
||||||||
Israel
|
|
|
||||||
Germany
|
|
|
||||||
Other
|
|
|
||||||
Total long-lived assets (*)
|
|
|
A. |
Revenues |
Year Ended December 31, |
||||||||||||
2023
|
2022 |
2021
|
||||||||||
U.S. Dollars (in thousands) |
||||||||||||
Sales of productss
|
|
|
|
|||||||||
Service fees
|
|
|
|
|||||||||
|
|
|
B. |
Selling, general and administrative expenses |
Year Ended December 31, |
||||||||||||
2023
|
2022
|
2021 | ||||||||||
U.S. Dollars (in thousands) |
||||||||||||
Selling (*)
|
|
|
|
|||||||||
General and administrative
|
|
|
|
|||||||||
|
|
|
||||||||||
(*) Including shipping and handling costs
|
|
|
|
C. |
Financial income, net |
Year Ended December 31, |
||||||||||||
2023
|
2022 |
2021
|
||||||||||
U.S. Dollars (in thousands) |
||||||||||||
Interest income
|
|
|
|
|||||||||
Convertible notes amortization
|
(
|
)
|
(
|
)
|
(
|
)
|
||||||
Other, net (*)
|
(
|
)
|
(
|
)
|
(
|
)
|
||||||
|
|
|
(*) |
Other, net includes foreign currency income (expense) resulting from transactions not denominated in U.S. Dollars amounting to $(
|
A. |
Tax under various laws
|
B. |
Details regarding the tax environment of the Israeli companies
|
(1) |
Corporate tax rate
The standard tax rate in Israel for the years 2021-2023 is
Current taxes for the reported periods are calculated according to the enacted tax rates presented above, subject to the reduced tax rate under the Law for the Encouragement of Capital Investment discussed below.
|
(2) |
Benefits under the Law for the Encouragement of Capital Investments (hereinafter - “the Encouragement Law”)
|
(a) |
Amendment to the Law for the Encouragement of Capital Investments – 1959
The Company filed a notice to the Israeli Tax Authorities regarding the implementation of the preferred enterprise to its preferred income. As the Company is located in Development Area A, the applied corporate tax rate is
|
B. |
Details regarding the tax environment of the Israeli companies (cont’d)
|
|
(b) |
In November 2021, an amendment to the Law of Encouragement of Capital Investment was enacted (the "2021 Amendment"). According to the 2021 Amendment, any future dividend distributed by an entity with tax exempt retained earnings will be deemed to be distributed proportionately from such tax exempt retained earnings. As part of the 2021 Amendment, the Israeli Tax Authorities enacted a temporary rule which reduces the tax rate applicable to the distribution of such tax exempt retained earnings.
During the fourth quarter of 2021, the Company entered into a tax assessment with the Israeli Tax Authorities for the years 2017-2020. During the tax assessment, the Company reevaluated certain tax positions, due to the 2021 Amendment and the interactions with the tax authorities. As of December 31, 2021, the Company measured the possible negotiation settlement outcomes regarding its tax positions and concluded that it is the largest amount of tax benefit that is greater than 50 percent likely of being realized that it will incur tax expenses. The Company recognized a provision for these tax expenses at the expected rate which corresponds with the reduced tax rate of the temporary rule mentioned above.
The Company’s Statement of Income for the year ended December 31, 2021 included income tax on earnings of previous years of $
|
C. |
Details regarding the tax environment of the Non-Israeli companies
|
D. |
Composition of income before income taxes and income tax expense
|
Year Ended December 31,
|
||||||||||||
2023
|
2022
|
2021
|
||||||||||
U.S. Dollars (in thousands)
|
||||||||||||
Income before income taxes:
|
||||||||||||
Israel
|
|
|
|
|||||||||
Non-Israeli
|
|
|
|
|||||||||
|
|
|
||||||||||
Income tax expense:
|
||||||||||||
Current:
|
||||||||||||
Israel
|
|
|
(*)
|
|
||||||||
Non-Israeli
|
|
|
|
|||||||||
|
|
|
||||||||||
Deferred tax (benefit) expense:
|
||||||||||||
Israel
|
|
(
|
)
|
|
||||||||
Non-Israeli
|
(
|
)
|
(
|
)
|
(
|
)
|
||||||
(
|
)
|
(
|
)
|
|
||||||||
|
|
|
E. |
Reconciliation of income tax expense at the statutory rate to actual income tax expense |
Year Ended December 31,
|
||||||||||||
2023
|
2022
|
2021
|
||||||||||
U.S. Dollars (in thousands)
|
||||||||||||
Income before income taxes
|
|
|
|
|||||||||
Statutory tax rate
|
|
%
|
|
%
|
|
%
|
||||||
Theoretical income tax expense
|
|
|
|
|||||||||
Increase (decrease) in income tax expense resulting from:
|
||||||||||||
Income tax on earnings of previous years- see Note 20B(b)
|
|
|
|
|||||||||
Non-deductible expenses (*)
|
|
|
|
|||||||||
Income tax rate differential
|
(
|
)
|
(
|
)
|
(
|
)
|
||||||
Other
|
|
|
|
|||||||||
Actual income tax expense
|
|
|
|
F.
|
Deferred tax assets and liabilities
|
December 31,
|
||||||||
2023
|
2022
|
|||||||
U.S. Dollars (in thousands)
|
||||||||
Deferred tax assets:
|
||||||||
Deferred revenue
|
|
|
||||||
Accrued expenses
|
|
|
||||||
Net operating loss and tax credit carryforwards
|
|
|
||||||
Operating lease obligations
|
|
|
||||||
Other temporary differences
|
|
|
||||||
Total deferred tax assets
|
|
|
||||||
Deferred tax liabilities:
|
||||||||
Property, plant and equipment
|
(
|
)
|
(
|
)
|
||||
Inventories (*)
|
(
|
)
|
|
|||||
Intangible assets (*)
|
(
|
)
|
|
|||||
Right of use assets
|
(
|
)
|
(
|
)
|
||||
Undistributed earnings
|
(
|
)
|
(
|
)
|
||||
Total deferred tax liabilities
|
(
|
)
|
(
|
)
|
||||
Net deferred tax assets (liabilities)
|
(
|
)
|
|
Note 20 - Income Taxes (cont’d)
F.
|
Deferred tax assets and liabilities (cont’d)
|
|
December 31,
|
||||||||
2023
|
2022
|
|||||||
U.S. Dollars (in thousands)
|
||||||||
Deferred tax asset, net
|
|
|
||||||
Deferred tax liabilities, net
|
(
|
)
|
|
|||||
Net deferred tax assets (liabilities)
|
(
|
)
|
|
Deferred tax assets are recognized for the anticipated tax benefits associated with operating loss carryforwards, tax credit carryforwards and deductible temporary differences. If it is more likely than not that some or all of the deferred tax assets will not be realized, the deferred tax credits are reduced by a valuation allowance.
G.
|
Accounting for uncertainty in income taxes |
As of December 31, 2023, the entire amount of the unrecognized tax benefits could affect the Company’s income tax provision and the effective tax rate.
The Company accounts for interest and penalties related to income taxes as a component of income tax expense. For the years ended December 31, 2023, 2022 and 2021, no interest and penalties related to income taxes have been accrued.
H.
|
Tax assessments |
A. |
Balances with related parties: |
December 31,
|
December 31,
|
|||||||
2023
|
2022
|
|||||||
U.S. Dollars (in thousands)
|
||||||||
Due from related parties
|
|
|
B. |
Registration Rights Agreement with Priortech |
December 31,
2023
|
Quoted Prices in
Active Markets
for Identical Assets
(Level 1)
|
Significant Other
Observable Inputs
(Level 2)
|
Significant
Unobservable
Inputs (Level 3)
|
|||||||||||||
Description
|
||||||||||||||||
U.S. Dollars
|
||||||||||||||||
Assets
|
||||||||||||||||
Marketable securities (current assets)
|
|
|
|
|
||||||||||||
Marketable securities (non-current assets
|
|
|
|
|
||||||||||||
Total Assets
|
|
|
|
|
Exhibit No. | Exhibit |
101 | Inline XBRL Instance Document |
101.SCH | Inline XBRL Taxonomy Extension Schema Document |
101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document |
101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document |
101.LAB | Inline XBRL Taxonomy Extension Labels Linkbase Document |
101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document |
104 | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) |
‡ | English translations from Hebrew original. |
* | Filed herewith. |
CAMTEK LTD. | |||
By: | /s/ Rafi Amit | ||
Name: | Rafi Amit | ||
Title: | Chief Executive Officer |