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Equity Investments
6 Months Ended
Jun. 30, 2025
Investments, Debt and Equity Securities [Abstract]  
Equity Investments

NOTE 14 - Equity Investments

The Company maintains equity investments in companies which are accounted for under the measurement alternative described in ASC 321-10-35-2 for equity securities that lack readily determinable fair values. As of June 30, 2025, the Company had $97.8 million of investments accounted for under the measurement alternative. During the six months ended June 30, 2025, the Company recorded $25.6 million of non-cash mark-to-market adjustments related to the value of a previously made equity investments.

Unconsolidated VIE

During July 2021, the Company acquired an interest in Atlas, an early stage privately held fabless wafer design company located in the western United States. The Company’s initial investment in July 2021 was $10.0 million of preferred stock and a $5.0 million convertible promissory note. In April 2023, the Company acquired an additional interest in Atlas by purchasing $13.9 million of preferred stock and the Company’s previously held convertible note converted to $5.2 million of preferred stock. In June 2025, the Company acquired an additional interest in Atlas by purchasing $12.3 million of preferred stock. In connection with the additional investment in Atlas in June 2025, the Company recorded an upward mark-to-market adjustment of $33.3 million to adjust the value of the investment. The primary purpose for providing the additional investments in Atlas was to provide for continued access to developing technology with potential future benefit to the Company. At June 30, 2025, the Company owned more than 50% of Atlas. The Company determined that Atlas is a VIE and a related party. While the Company does own more than 50% of Atlas, according to the voting agreement governing the transaction, the Company does not have the power to control the board of directors or direct the activities that most significantly impact Atlas, including:

• The hiring and firing of officers (i.e., CEO, CFO, etc.) – The hiring and firing of personnel responsible for making the key daily decisions and implementing the strategic operating direction will determine the success the Company has in their initiatives, thereby affecting the economic performance;

• Determining the business plan and budget, including incurring additional indebtedness or issuing additional equity interests – As Atlas is thinly capitalized, the decisions around when and how to obtain cash will influence whether AM can continue operating; and

• Determining the strategic operating direction of Atlas – The decisions made around the significant operating direction of Atlas will significantly impact the overall performance of the Company by determining where and how Atlas limited capital is spent without having significant revenues to keep the Company operating.

As the Company is not the primary beneficiary of Atlas, the Company did not consolidate the assets and liabilities of Atlas in our financial statements and instead accounts for the investment under the measurement alternative described in ASC 321-10-35-2 for equity securities that lack readily determinable fair value. As such, the Company’s investment is measured at cost less impairment, and adjusted to fair value if there are any observable price changes for identical or similar investment of the same issuer.

Atlas is funded through debt and equity. The Company's maximum exposure to loss is limited to its investment in Atlas and notes receivable and accrued interest owed to the Company from Atlas. The following is a summary of the Company’s holdings in Atlas, a VIE, in which we are not the primary beneficiary:

 

 

June 30, 2025

 

 

December 31, 2024

 

VIE total assets

 

$

41,660

 

 

$

20,273

 

VIE total liabilities

 

 

10,745

 

 

 

4,945

 

 

 

 

 

 

 

 

Diodes' equity in VIE

 

$

90,035

 

 

$

44,420

 

Diodes' note receivable from VIE

 

 

9,000

 

 

 

4,000

 

Diodes' interest receivable from VIE

 

 

403

 

 

 

245

 

Diodes' maximum exposure to loss

 

$

99,438

 

 

$

48,665

 

ATX Semiconductor SDN

In May 2025, the Company entered into a Joint Venture Agreement with GAPT to acquire a 43% interest and joint control of ATX, a Malaysian private limited liability company, with the purpose of building synergies related to testing and packaging.

The ATX joint venture meets the accounting definition of a joint venture where neither party has unilateral control of the entity and both parties have joint control over the decision-making process in ATX. As such, the Company uses the equity method to account for its share of the investment in ATX.

The carrying value of the equity investment is $30.0 million as of June 30, 2025, which represents the initial cost of the investment in ATX. The Company intends to record equity method earnings of the joint venture on a 3-month lag. As such, the Company will recognize the equity method earnings from the date of formation through June 30, 2025 within the Condensed Consolidated Statements of Operations for the three months ended September 30, 2025.