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Form 8-K

sec.gov

8-K — MAGNACHIP SEMICONDUCTOR Corp

Accession: 0001193125-26-187239

Filed: 2026-04-28

Period: 2026-04-28

CIK: 0001325702

SIC: 3674 (SEMICONDUCTORS & RELATED DEVICES)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — mx-20260428.htm (Primary)

EX-99.1 (mx-ex99_1.htm)

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GRAPHIC (img60550874_1.gif)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: mx-20260428.htm · Sequence: 1

8-K

0001325702false00013257022026-04-282026-04-28

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): April 28, 2026

Magnachip Semiconductor Corporation

(Exact name of Registrant as specified in its charter)

Delaware

001-34791

83-0406195

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

c/o Magnachip Semiconductor, Ltd.

15F, 76 Jikji-daero 436beon-gil, Heungdeok-gu

Cheongju-si, Chungcheongbuk-do, 28581, Republic of Korea

Not Applicable

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code: +82 (2) 6903-3000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol

Name of each exchange on which registered

Common Stock, par value $0.01 per share

MX

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 

Item 2.02. Results of Operations and Financial Condition.

Attached hereto as Exhibit 99.1 and incorporated by reference herein is financial information for Magnachip Semiconductor Corporation and its consolidated subsidiaries for the first quarter ended March 31, 2026, as presented in a press release dated April 28, 2026.

The information disclosed under this Item 2.02, including Exhibit 99.1 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be deemed incorporated by reference into any filing made under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

The following exhibit is furnished as part of this report:

Exhibit

No.

Description

99.1

Press release for Magnachip Semiconductor Corporation dated April 28, 2026, announcing the results for the first quarter ended March 31, 2026.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

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 hereunto duly authorized.

MAGNACHIP SEMICONDUCTOR CORPORATION

Dated: April 28, 2026

By:

/s/ Shinyoung Park

Shinyoung Park

Chief Financial Officer

EX-99.1

EX-99.1

Filename: mx-ex99_1.htm · Sequence: 2

EX-99.1

Exhibit 99.1

Magnachip Reports Results for First Quarter 2026

Q1 Results Summary

Consolidated revenue from continuing operations (which includes Power Analog Solutions (“PAS”) and Power IC (“PIC”) businesses) was $46.2 million, approximately at the mid-point of our guidance range of $44.0 to $48.0 million.

Revenue grew by 3.3% year over year and 13.9% quarter over quarter.

Consolidated gross profit margin from continuing operations of 15.6% was above the mid-point of our guidance range of 14.0% to 16.0%.

Recent Highlights

Launched 8th-generation ultra low-Rss(on) 12V BatteryFET designed for smartphone battery power efficiency

Launched 8th-generation 40V and 60V MV MOSFETs for servers and high-performance PCs

On track to launch 55 new-generation products in 2026

SEOUL, South Korea, Apr. 28, 2026 – Magnachip Semiconductor Corporation (NYSE: MX) (“Magnachip” or the “Company”) today announced financial results for the first quarter 2026.

Camillo Martino, Magnachip’s CEO said, “We delivered better-than-seasonal revenue growth in the quarter, reflecting both solid execution and also the impact of the previously communicated inventory and channel actions. We are comfortable with our progress toward our multi-year transformation, and we are showing some good early signs, particularly with the 55 new-generation products launched in 2025. Our focus remains on improving product competitiveness through an accelerated pace of new-generation product launches, which we believe will drive sustainable revenue growth, margin expansion, and improved utilization over time. We believe disciplined execution of our six-pillar strategy will deliver long-term shareholder value.”

Shinyoung Park, Magnachip’s CFO, commented, “We remain committed to financial discipline to significantly improve our financial performance during this multi-year transformation.”

Q1 2026 Financial Highlights

In thousands of U.S. dollars, except share data

GAAP

Q1 2026

Q4 2025

Q/Q change

Q1 2025

Y/Y change

Net Sales

46,208

40,570

up

13.9

%

44,722

up

3.3

%

Power Analog Solutions

41,647

36,811

up

13.1

%

39,857

up

4.5

%

Power IC

4,561

3,759

up

21.3

%

4,865

down

6.2

%

Gross Profit Margin

15.6

%

9.3

%

up

6.3

%pts

20.9

%

down

5.3

%pts

Power Analog Solutions

12.8

%

6.5

%

up

6.3

%pts

17.8

%

down

5.0

%pts

Power IC

40.4

%

36.7

%

up

3.7

%pts

46.5

%

down

6.1

%pts

Operating Loss

(7,170

)

(12,446

)

up

42.4

%

(5,278

)

down

35.8

%

Loss from continuing operations

(4,697

)

(8,792

)

up

46.6

%

(4,051

)

down

15.9

%

Basic Loss per Common Share

(0.13

)

(0.24

)

up

45.8

%

(0.11

)

down

18.2

%

Diluted Loss per Common Share

(0.13

)

(0.24

)

up

45.8

%

(0.11

)

down

18.2

%

In thousands of U.S. dollars, except share data

Non-GAAP(1)

Q1 2026

Q4 2025

Q/Q change

Q1 2025

Y/Y change

Adjusted Operating Loss

(6,527

)

(11,881

)

up

45.1

%

(4,410

)

down

48.0

%

Adjusted EBITDA

(3,640

)

(8,856

)

up

58.9

%

(1,205

)

down

202.1

%

Adjusted Loss

(4,073

)

(2,714

)

down

50.1

%

(2,784

)

down

46.3

%

Adjusted Loss per Common Share—Diluted

(0.11

)

(0.08

)

down

37.5

%

(0.08

)

down

37.5

%

(1)

Management believes that non-GAAP financial measures, when viewed in conjunction with GAAP results, can provide a meaningful understanding of the factors and trends affecting our business and operations and assist in evaluating our core operating performance. However, such non-GAAP financial measures have limitations and should not be considered as a substitute for net loss or as a better indicator of our operating performance than measures that are presented in accordance with GAAP. A reconciliation of historical GAAP results to non-GAAP results is included in this press release.

Q2 2026 Financial Guidance

While actual results may vary, Magnachip currently expects the following:

·

Consolidated revenue from continuing operations (which includes Power Analog Solutions and Power IC businesses) to be in the range of $44.5 million to $48.5 million, roughly flat sequentially and a decrease of 2.3% year-over-year at the mid-point. This compares with $46.2 million in Q1 2026 and $47.6 million in Q2 2025.

·

Consolidated gross profit margin from continuing operations to be in the range of 17% to 19%, up from 15.6% in Q1 2026 but down from 20.4% in Q2 2025.

Q1 2026 Earnings Conference Call

Magnachip will host a corresponding conference call at 2:00 p.m. PT / 5:00 p.m. ET on Tuesday, April 28, 2026, to discuss its financial results. In advance of the conference call, all participants must use the following link to complete the online registration process. Upon registering, each participant will receive access details for this event including the dial-in numbers, a PIN number, and an e-mail with detailed instructions to join the conference call. A live and archived webcast of the conference call and a copy of the earnings release will be accessible from the ‘Investors’ section of the Company’s website at www.magnachip.com.

Online registration: https://register-conf.media-server.com/register/BId9ff896cba6d4bf6bc5204e0fd2d7a6b

Safe Harbor for Forward-Looking Statements

Information in this press release regarding Magnachip’s forecasts, business outlook, expectations and beliefs are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainties. These statements include expectations about estimated historical or future operating results and financial performance, outlook and business plans, including second

quarter 2026 revenue and gross profit margin expectations, future growth and revenue opportunities from new and existing products and customers, and the timing and extent of future revenue contributions by our products and businesses. All forward-looking statements included in this release are based upon information available to Magnachip as of the date of this release, which may change, and we assume no obligation to update any such forward-looking statements. These statements are not guarantees of future performance and actual results could differ materially from our current expectations. Factors that could cause or contribute to such differences include, among others: the impact of changes in macroeconomic conditions, including those caused by or related to recent trade and tariff actions announced by the U.S. globally and the related retaliatory tariffs and disruptions in supply chains and global trade as a result thereof, inflation, potential recessions or other deteriorations, economic instability or civil unrest; geopolitical conflicts, including between Russia and Ukraine and between Israel, the United States and Iran and sustained military action and conflict in the Red Sea, including fuel supply disruptions and rising energy costs related thereto; disruptions or economic impact resulting from United States government shutdowns; manufacturing capacity constraints or supply chain disruptions that may impact our ability to deliver our products or affect the price of components and impact demand for our products from customers; the impact of competitive products and pricing; timely acceptance of our designs by customers; timely introduction of new products and technologies; the potential impact of emerging technologies such as artificial intelligence on industry dynamics, customer demand, supply chain operations, and regulatory environments; our ability to ramp new products into volume production; industry-wide shifts in supply and demand for semiconductor products; overcapacity within the industry or at Magnachip; effective and cost-efficient utilization of manufacturing capacity; financial stability in foreign markets and the impact of foreign exchange rates; unanticipated costs and expenses or the inability to identify expenses that can be eliminated; compliance with U.S. and international trade and export laws and regulations by us, our customers and our distributors; change to or ratification of local or international laws and regulations, including those related to environment, health and safety; public health issues; other business interruptions that could disrupt supply or delivery of, or demand for, Magnachip’s products; and other risks detailed from time to time in Magnachip’s filings with the SEC, including our Form 10-K filed on March 16, 2026, and subsequent registration statements, amendments or other reports that we may file from time to time with the SEC and/or make available on our website. Magnachip assumes no obligation and does not intend to update the forward-looking statements provided, whether as a result of new information, future events or otherwise.

About Magnachip Semiconductor

Magnachip is a designer and manufacturer of analog and mixed-signal power semiconductor platform solutions for various applications, including industrial, automotive, communication, consumer and computing. The Company provides a broad range of standard products to customers worldwide. Magnachip, with about 45 years of operating history, owns a substantial number of registered patents and pending applications, and has extensive engineering, design and manufacturing process expertise. For more information, please visit www.magnachip.com.

CONTACT:

Mike Bishop

Bishop IR, LLC

Tel. +1 (415) 891-9633

mike@bishopir.com

MAGNACHIP SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands of U.S. dollars, except share data)

(Unaudited)

Three Months Ended

March 31,

December 31,

March 31,

2026

2025

2025

Net sales

$

46,208

$

40,570

$

44,722

Cost of sales

39,014

36,792

35,360

Gross profit

7,194

3,778

9,362

Gross profit as a percentage of net sales

15.6

%

9.3

%

20.9

%

Operating expenses:

Selling, general and administrative expenses

7,666

8,625

9,203

Research and development expenses

6,698

7,599

5,437

Total operating expenses

14,364

16,224

14,640

Operating loss

(7,170

)

(12,446

)

(5,278

)

Interest income

1,063

1,246

1,540

Interest expense

(373

)

(393

)

(423

)

Foreign currency loss, net

(115

)

(6,393

)

(405

)

Other income (loss), net

(10)

14

114

Loss from continuing operations before income tax benefit, net

(6,605

)

(17,972

)

(4,452

)

Income tax benefit, net

(1,908

)

(9,180

)

(401

)

Loss from continuing operations

(4,697

)

(8,792

)

(4,051

)

Income (Loss) from discontinued operations, net of tax

50

713

(4,827

)

Net loss

$

(4,647

)

$

(8,079

)

$

(8,878

)

Basic earnings (loss) per common share—

Continuing operations

$

(0.13

)

$

(0.24

)

$

(0.11

)

Discontinuing operations

0.00

0.02

(0.13

)

Total

$

(0.13

)

$

(0.22

)

$

(0.24

)

Diluted earnings (loss) per common share—

Continuing operations

$

(0.13

)

$

(0.24

)

$

(0.11

)

Discontinuing operations

0.00

0.02

(0.13

)

Total

$

(0.13

)

$

(0.22

)

$

(0.24

)

Weighted average number of shares—

Basic

36,407,581

35,979,697

36,887,841

Diluted

36,407,581

35,979,697

36,887,841

MAGNACHIP SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In thousands of U.S. dollars, except share data)

(Unaudited)

March 31,

2026

December 31,

2025

Assets

Current assets

Cash and cash equivalents

$

94,554

$

103,756

Accounts receivable, net

24,176

26,022

Inventories, net

32,848

34,151

Other receivables

4,203

2,882

Prepaid expenses

5,591

5,062

Hedge collateral

4,970

1,200

Other current assets

3,681

3,782

Total current assets

170,023

176,855

Property, plant and equipment, net

95,072

100,204

Operating lease right-of-use assets

1,797

2,070

Intangible assets, net

404

454

Long-term prepaid expenses

531

584

Deferred income taxes

61,222

64,248

Other non-current assets

6,416

7,114

Total assets

$

335,465

$

351,529

Liabilities and Stockholders’ Equity

Current liabilities

Accounts payable

$

21,330

$

20,848

Other accounts payable

10,813

11,444

Accrued expenses

5,490

6,929

Accrued income taxes

45

81

Operating lease liabilities

1,344

1,427

Current portion of long-term borrowings

26,431

Other current liabilities

6,264

2,681

Total current liabilities

71,717

43,410

Long-term borrowings

15,855

44,599

Accrued severance benefits, net

11,660

11,502

Non-current operating lease liabilities

509

690

Other non-current liabilities

2,921

3,078

Total liabilities

102,662

103,279

Commitments and contingencies

Stockholders’ equity

Common stock, $0.01 par value, 150,000,000 shares authorized, 58,249,450 shares issued and 36,440,854 outstanding at March 31, 2026 and 58,027,696 shares issued and 36,219,100 outstanding at December 31, 2025

581

579

Additional paid-in capital

282,178

281,537

Retained earnings

210,205

214,852

Treasury stock, 21,808,596 shares at March 31, 2026 and 21,808,596 shares at December 31, 2025, respectively

(229,910)

(229,910)

Accumulated other comprehensive loss

(30,251)

(18,808)

Total stockholders’ equity

232,803

248,250

Total liabilities and stockholders’ equity

$

335,465

$

351,529

MAGNACHIP SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands of U.S. dollars)

(Unaudited)

Three Months Ended

March 31,

2026

March 31,

2025

Cash flows from operating activities

Net loss

$

(4,647)

$

(8,878)

Adjustments to reconcile net loss to net cash provided by (used in) operating activities

Depreciation and amortization

2,882

3,273

Provision for severance benefits

1,212

1,514

Loss (gain) on foreign currency, net

4,262

(35)

Provision (reversal) for inventory reserves

(321)

1,208

Stock-based compensation

643

1,030

Deferred income tax assets

8

(415)

Others, net

74

225

Changes in operating assets and liabilities

Accounts receivable, net

1,611

635

Inventories

(191)

(3,259)

Other receivables

(1,547)

(811)

Prepaid expenses

(152)

1,233

Other current assets

(1,725)

970

Accounts payable

571

2,542

Other accounts payable

(254)

(2,622)

Accrued expenses

(1,068)

(111)

Accrued income taxes

(33)

(6)

Other current liabilities

593

(901)

Other non-current liabilities

53

354

Payment of severance benefits

(228)

(325)

Others, net

(187)

(290)

Net cash provided by (used in) operating activities

1,556

(4,669)

Cash flows from investing activities

Payment of hedge collateral

(3,785)

Proceeds from disposal of plant, property and equipment

49

Purchase of property, plant and equipment

(3,915)

(208)

Payment for intellectual property registration

(24)

(63)

Collection of guarantee deposits

1,891

21

Payment of guarantee deposits

(158)

(139)

Net cash used in investing activities

(5,942)

(389)

Cash flows from financing activities

Acquisition of treasury stock

(176)

(1,306)

Repayment of financing related to water treatment facility arrangement

(110)

(111)

Repayment of principal portion of finance lease liabilities

(34)

(38)

Net cash used in financing activities

(320)

(1,455)

Effect of exchange rates on cash and cash equivalents

(4,496)

557

Net decrease in cash and cash equivalents

(9,202)

(5,956)

Cash and cash equivalents

Beginning of the period

103,756

138,610

End of the period

$

94,554

$

132,654

MAGNACHIP SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

RECONCILIATION OF OPERATING LOSS FROM CONTINUING OPERATIONS TO ADJUSTED OPERATING LOSS FROM CONTINUING OPERATIONS

(In thousands of U.S. dollars)

(Unaudited)

Three Months Ended

March 31,

December 31,

March 31,

2026

2025

2025

Operating loss

$

(7,170)

$

(12,446)

$

(5,278)

Adjustments:

Equity-based compensation expense

643

565

868

Adjusted Operating Loss

$

(6,527)

$

(11,881)

$

(4,410)

We present Adjusted Operating Loss from continuing operations as a supplemental measure of our performance. We define Adjusted Operating Loss from continuing operations for the periods indicated as operating loss from continuing operations adjusted to exclude (i) Equity-based compensation expense.

MAGNACHIP SEMICONDUCTOR CORPORATION AND SUBSIDIARIES

RECONCILIATION OF LOSS FROM CONTINUING OPERATIONS TO ADJUSTED EBITDA FROM CONTINUING OPERATIONS AND ADJUSTED LOSS FROM CONTINUING OPERATIONS

(In thousands of U.S. dollars, except share data)

(Unaudited)

Three Months Ended

March 31,

December 31,

March 31,

2026

2025

2025

Loss from continuing operations

$

(4,697

)

$

(8,792

)

$

(4,051

)

Adjustments:

Interest income

(1,063

)

(1,246

)

(1,540

)

Interest expense

373

393

423

Income tax benefit, net

(1,908

)

(9,180

)

(401)

Depreciation and amortization

2,877

3,019

3,120

EBITDA – continuing operations

(4,418

)

(15,806

)

(2,449

)

Equity-based compensation expense

643

565

868

Foreign currency loss, net

115

6,393

405

Derivative valuation loss (gain), net

20

(8)

(29)

Adjusted EBITDA – continuing operations

$

(3,640

)

$

(8,856

)

$

(1,205

)

Loss from continuing operations

$

(4,697

)

$

(8,792

)

$

(4,051

)

Adjustments:

Equity-based compensation expense

643

565

868

Foreign currency loss, net

115

6,393

405

Derivative valuation loss (gain), net

20

(8)

(29)

Income tax effect on non-GAAP adjustments

(154

)

(872

)

23

Adjusted Loss – continuing operations

$

(4,073

)

$

(2,714

)

$

(2,784

)

Adjusted Loss – continuing operations per common share—

- Basic

$

(0.11

)

$

(0.08

)

$

(0.08

)

- Diluted

$

(0.11

)

$

(0.08

)

$

(0.08

)

Weighted average number of shares – basic

36,407,581

35,979,697

36,887,841

Weighted average number of shares – diluted

36,407,581

35,979,697

36,887,841

We present Adjusted EBITDA from continuing operations and Adjusted Loss from continuing operations as supplemental measures of our performance. We define Adjusted EBITDA from continuing operations for the periods indicated as EBITDA – continuing operations (as defined below), adjusted to exclude (i) Equity-based compensation expense, (ii) Foreign currency loss, net and (iii) Derivative valuation loss (gain), net. EBITDA – continuing operations for the periods indicated is defined as loss from continuing operations before interest income, interest expense, income tax benefit, net and depreciation and amortization.

We prepare Adjusted Loss from continuing operations by adjusting loss from continuing operations to eliminate the impact of a number of non-cash expenses and other items that may be either one time or recurring that we do not consider to be indicative of our core ongoing operating performance. We believe that Adjusted Loss from continuing operations is particularly useful because it reflects the impact of our asset base and capital structure on our operating performance. We define Adjusted Loss from continuing operations for the periods as net loss, adjusted to exclude (i) Equity-based compensation expense, (ii) Foreign currency loss, net, (iii) Derivative valuation loss (gain), net and (iv) Income tax effect on non-GAAP adjustments.

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v3.26.1

Document and Entity Information

Apr. 28, 2026

Cover [Abstract]

Document Type

8-K

Document Period End Date

Apr. 28, 2026

Entity Registrant Name

Magnachip Semiconductor Corporation

Entity Incorporation State Country Code

DE

Entity File Number

001-34791

Entity Tax Identification Number

83-0406195

Entity Address Address Line 1

c/o Magnachip Semiconductor, Ltd.

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15F, 76 Jikji-daero 436beon-gil, Heungdeok-gu

Entity Address Address Line 3

Cheongju-si

Entity Address City Or Town

Chungcheongbuk-do

Entity Address Postal Zip Code

28581

Entity Address Country

KR

Country Region

82

City Area Code

2

Local Phone Number

6903-3000

Written Communications

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Cover page.

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For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.

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The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.

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Address Line 1 such as Attn, Building Name, Street Name

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Address Line 2 such as Street or Suite number

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Address Line 3 such as an Office Park

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Name of the City or Town

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ISO 3166-1 alpha-2 country code.

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Code for the postal or zip code

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A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

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Indicate if registrant meets the emerging growth company criteria.

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Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

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Two-character EDGAR code representing the state or country of incorporation.

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The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

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-Number 240

-Section 12

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The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

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-Publisher SEC

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Local phone number for entity.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

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-Section 13e

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

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Title of a 12(b) registered security.

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Name of the Exchange on which a security is registered.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

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Trading symbol of an instrument as listed on an exchange.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

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