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FocalTech Interim / Quarterly Report 2022

Nov 14, 2022

52342_rns_2022-11-14_6b593ce8-b10a-4a87-9de6-79907d57d0a3.pdf

Interim / Quarterly Report

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FocalTech Systems Co., Ltd. and Subsidiaries

Consolidated Financial Statements for the Nine Months Ended September 30, 2022 and 2021

Notice to Readers

The reader is advised that these financial statements have been prepared originally in Chinese. In the event of a conflict between these financial statements and the original Chinese version or difference in interpretation between the two versions, the Chinese language financial statements shall prevail.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

INDEPENDENT AUDITORS’ REVIEW REPORT

The Board of Directors and Shareholders FocalTech Systems Co., Ltd.

Introduction

We have reviewed the accompanying consolidated balance sheets of FocalTech Systems Co., Ltd. and its subsidiaries (collectively, the “Company”) as of September 30, 2022 and 2021, the related consolidated statements of comprehensive income for the three months ended September 30, 2022 and 2021 and for the nine months ended September 30, 2022 and 2021, the consolidated statements of changes in equity and of cash flows for the six months then ended, and the related notes to the consolidated financial statements, including a summary of significant accounting policies(collectively referred to as the “consolidated financial statements”). Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 34 “Interim Financial Reporting” endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China. Our responsibility is to express a conclusion on the consolidated financial statements based on our reviews.

Scope of Review

Except as explained in the following paragraph, we conducted our reviews in accordance with Statement of Auditing Standards No. 65 "Review of Financial Information Performed by the Independent Auditor of the Entity". A review of consolidated financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Basis for Qualified Conclusion

As disclosed in Note 12 to the consolidated financial statements, the financial statements of non-significant subsidiaries included in the consolidated financial statements referred to in the first paragraph were not reviewed. As of September 30, 2022 and 2021, combined total assets of these non-significant subsidiaries were NT$2,265,707 thousand and NT$427,255 thousand, respectively, representing 10% and 2%, respectively, of the consolidated total assets, and combined total liabilities of these subsidiaries were NT$1,071,062 thousand and NT$68,590 thousand, respectively, representing 8% and 1%, respectively, of the consolidated total liabilities; for the three months and nine months ended September 30, 2022 and 2021, the amounts of combined comprehensive income (loss) of these subsidiaries were NT($7,509) thousand, NT($43,894) thousand, NT($72,307) thousand and NT($159,576) thousand ,respectively, representing 0%, (2%), 5%, (3%).

Qualified Conclusion

Based on our reviews, except for the adjustments, if any, as might have been determined to be necessary had the financial statements of the non-significant subsidiaries and as described in the preceding paragraph been reviewed, nothing has come to our attention that caused us to believe that the accompanying consolidated financial statements do not give a true and fair view of the consolidated financial position of the Group as of September 30, 2022 and 2021, its consolidated financial performance and its consolidated cash flows for the three months ended September 30, 2022 and 2021 and for the nine months ended September 30, 2022 and 2021 in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 34 "Interim Financial Reporting" endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

The engagement partners on the reviews resulting in this independent auditors' review report are Chih-Ming Shao and Ming-Hsing Cho.

Deloitte & Touche Taipei, Taiwan Republic of China November 11, 2022

This is the translation of the financial statements. CPAs do not audit or review on this translation.

FOCALTECH SYSTEMS CO., LTD. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS (In Thousands of New Taiwan Dollars)

ASSETS
CURRENT ASSETS
Cash and cash equivalents (Note 6)

Financial assets at fair value through profit or loss - current (Note 7)
Financial assets at fair value through other comprehensive income - current
(Note 8)
Accounts receivables, net (Note 10)
Inventories (Note 11)
Other financial assets (Note 9)
Other current assets

Total current assets

NON-CURRENT ASSETS
Financial assets at fair value through profit or loss - non-current (Note 7)
Financial assets at fair value through other comprehensive income - non-current
(Note 8)
Property, plant and equipment (Note 13)
Goodwill (Notes 14)
Other intangible assets (Note 15)
Deferred tax assets
Refundable deposits(Note 16)
Other non-current assets (Note 32)

Total non-current assets

TOTAL

LIABILITIES AND EQUITY
CURRENT LIABILITIES
Short-term borrowings (Note 17)

Accounts payables (Note 18)
Other payables (Note 19)
Dividends payables (Note 28)
Current tax liabilities (Notes 4)
Other current liabilities (Notes 23)

Total current liabilities

NON-CURRENT LIABILITIES
Long-term borrowings (Note 17)
Deferred tax liabilities
Net defined benefit liabilities - non-current (Note 4)
Guarantee deposits received(Notes 21)
Other non-current liabilities

Total non-current liabilities

Total liabilities

EQUITY ATTRIBUTABLE TO OWNERS OF THE PARENT (Notes 22 and 27)
Share capital
Ordinary shares

Capital surplus
Additional paid-in capital
Treasury shares
Employee share options
Restricted stock for employees
Employee share options – expired

Total capital surplus

Retained earnings
Legal reserve
Special reserve
Undistributed earnings

Total retained earnings

Other equity

Treasury shares

Equity attributable to owners of the parent
NON-CONTROLLING INTERESTS (Note 22)

Total equity

TOTAL
September 30, 2022
(Reviewed)
Amount
%
$ 5,651,666
25
-

-
-

-
1,215,112

5
7,064,135
31
696,913
3

361,778

2

14,989,604
66

466,459
2
187,345
1
2,530,122
11
1,237,268
6
67,676
-
352,747
2
2,746,308
12

57,316

-


7,645,241
34

$ 22,634,845
100

$ 3,426,058
15
2,046,843
9
1,762,469
8
-
-
694,543
3

67,242

-


7,997,155
35

986,840

5
238,547

1
21,682

-
4,579,403
20

10,400

-


5,836,872
26

13,834,027
61


2,162,377

9

4,751,572
21
124,926
1
59,331
-
1,095,945
5

34,448

-


6,066,222
27

712,562

3
211,479

1

159,998

1


1,084,039

5


(314,847)

(1)


(213,824)

(1)

8,783,967
39

16,851

-


8,800,818
39

$ 22,634,845
100
December 31, 2021
(Audited)
Amount
%

$ 6,456,988
26
119,218

1
55,590

-
3,255,081
13
3,822,218
15
3,879,862
15

536,459

2

18,125,416
72

412,779

1
178,404

1
2,468,605
10
1,237,268

5
47,228

-
9,914

-
2,841,745
11

10,575

-


7,206,518
28

$ 25,331,934
100

$ 301,712
1

2,620,160
10

1,596,958
6

-
-

1,786,309
7

110,356

1


6,415,495
25


786,840
3

51,584
-

22,140
-

4,397,513
18

10,400

-


5,268,477
21

11,683,972
46


2,162,367

9

4,737,390
19
79,917

-
65,873

-
1,145,555

5

34,134

-


6,062,869
24

101,230

-
122,316

-

6,202,079
25


6,425,625
25

(1,025,199)

(4)


-

-

13,625,662
54

22,300

-

13,647,962
54

$ 25,331,934
100
December 31, 2021
(Audited)
Amount
%

$ 6,456,988
26
119,218

1
55,590

-
3,255,081
13
3,822,218
15
3,879,862
15

536,459

2

18,125,416
72

412,779

1
178,404

1
2,468,605
10
1,237,268

5
47,228

-
9,914

-
2,841,745
11

10,575

-


7,206,518
28

$ 25,331,934
100

$ 301,712
1

2,620,160
10

1,596,958
6

-
-

1,786,309
7

110,356

1


6,415,495
25


786,840
3

51,584
-

22,140
-

4,397,513
18

10,400

-


5,268,477
21

11,683,972
46


2,162,367

9

4,737,390
19
79,917

-
65,873

-
1,145,555

5

34,134

-


6,062,869
24

101,230

-
122,316

-

6,202,079
25


6,425,625
25

(1,025,199)

(4)


-

-

13,625,662
54

22,300

-

13,647,962
54

$ 25,331,934
100
September 30, 2021
(Reviewed)
September 30, 2021
(Reviewed)
Amount
$ 5,651,666

-

-

1,215,112

7,064,135

696,913


361,778

14,989,604

466,459
187,345
2,530,122

1,237,268
67,676
352,747
2,746,308


57,316


7,645,241

$ 22,634,845

$ 3,426,058

2,046,843
1,762,469
-
694,543

67,242


7,997,155

986,840

238,547

21,682

4,579,403


10,400


5,836,872

13,834,027


2,162,377

4,751,572

124,926
59,331
1,095,945

34,448


6,066,222

712,562

211,479


159,998


1,084,039


(314,847)


(213,824)

8,783,967


16,851


8,800,818

$ 22,634,845
Amount
$ 6,456,988

119,218

55,590

3,255,081

3,822,218

3,879,862


536,459

18,125,416

412,779

178,404

2,468,605

1,237,268

47,228

9,914

2,841,745


10,575


7,206,518

$ 25,331,934

$ 301,712

2,620,160


1,596,958

-

1,786,309

110,356


6,415,495


786,840

51,584

22,140

4,397,513


10,400


5,268,477

11,683,972


2,162,367

4,737,390

79,917

65,873

1,145,555


34,134


6,062,869

101,230

122,316


6,202,079


6,425,625

(1,025,199)


-

13,625,662


22,300

13,647,962

$ 25,331,934
Amount
$ 8,028,997


118,195


56,302


2,575,410


2,493,821


963,546


486,573

14,722,844


336,632

181,941

1,325,179

1,237,268

51,214

42,188

2,481,317


1,089,813


6,745,552

$ 21,468,396

$ 859,664
2,166,241


1,319,945

700,000

1,327,561

117,312


6,490,723


786,840


59,531


23,015


1,902,874


10,400


2,782,660


9,273,383


2,165,215


4,736,211
`

79,963

45,871

1,212,385

34,134


6,108,564


101,230

122,316

4,873,886


5,097,432

(1,193,149)


(371)

12,177,691


17,322

12,195,013

$ 21,468,396
%































































































































































37

1

-
12
12
5

2
69
2
1
6
6
-
-
11

5
31
100
4
10
6
3
6

1
30

4

-

-

9

-
13
43
10
22
1
-
6

-
29
-
1
23
24

(6)

-
57

-
57
100

The accompanying notes are an integral part of the consolidated financial statements.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

FOCALTECH SYSTEMS CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In Thousands of New Taiwan Dollars, Except Earnings Per Share) (Reviewed, Not Audited)

REVENUE (Note 23)

COSTS OF SALES (Note 11
and 24)

GROSS (LOSS) PROFIT

OPERATING EXPENSES
(Note 24, 27, 29 and 31)
Selling and marketing
expenses
General and administrative
expenses
Research and development
expenses

Total operating
expenses

OPERATING (LOSS)
INCOME

NON-OPERATING INCOME
AND EXPENSES
Finance costs(Note 24)
Interest income
Gain (loss) on financial
assets and liabilities at
fair value through profit
or loss
Other gains and losses - net
Gain (loss) on foreign
exchange

Total non-operating
income and
expenses

(LOSS) INCOME BEFORE
INCOME TAX

INCOME TAX EXPENSE
(BENEFIT) (Note 25)

NET (LOSS) INCOME

OTHER COMPREHENSIVE
INCOME
Items that may be
reclassified subsequently
to profit or loss:
Exchange differences
from translating the
financial statements of
foreign operations
For the Three Months EndedSeptember 30 For the Three Months EndedSeptember 30 For the Three Months EndedSeptember 30 For the Nine Months For the Nine Months EndedSeptember 30 EndedSeptember 30 EndedSeptember 30
2022 2021 2022 2021











Amount
%
$ 2,370,317
100
(4,369,610)
(184)

(1,999,293)

(84)

(137,921)
(6 )
(145,431 )
(6 )

(671,579)

(28)


(954,931)

(40)

(2,954,224)
(124)

(15,025)
(1 )
18,807
1
(28,213 )
(1 )

25,155
1

(14,956)

(1)


(14,232)

(1)

(2,968,456) (125 )

198,222

8

(2,770,234)
(117)

168,225
7

















Amount
%
$ 6,272,422
100
(2,857,205)

(46)


3,415,217

54


(153,340)
(3 )

(190,348 )
(3 )

(654,004)

(10)


(997,692)

(16)


2,417,525

38


(2,724)
-

9,069
-

(179,102 )
(3 )

151,615
3

8,719

-


(12,423)

-


2,405,102
38

(577,633)

(9)


1,827,469

29


(7,945)
-

















Amount
$ 9,590,291

(8,921,002)


669,289


(399,398)

(437,569)
(2,091,413)

(2,928,380)

(2,259,091)


(25,183)

45,467

(79,468)

174,220

279,178


394,214

(1,864,877 )

(99,713)

(1,964,590)


380,081
%
100

(93)


7


(4 )

(5 )

(22)


(31)


(24)


-
-

(1 )
2

3


4


(20 )

(1)


(21)

4

















Amount
%
$ 16,394,543
100
(8,442,986)

(51)

7,951,557

49

(398,136)
(2 )

(449,917)
(3 )
(1,721,637)

(11)
(2,569,690)

(16)

5,381,867

33

(7,481)
-

23,647
-

80,219
-

347,445
2

(41,160)

-

402,670

2

5,784,537
35
(1,021,027)

(6)

4,763,510

29

(95,003)
(1 )
(Continued)

This is the translation of the financial statements. CPAs do not audit or review on this translation.

FOCALTECH SYSTEMS CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In Thousands of New Taiwan Dollars, Except Earnings Per Share) (Reviewed, Not Audited)

Unrealized (loss) gain
from debt instrument
investments measured
at fair value through
other comprehensive
loss

Items that may be
reclassified
subsequently to
profit or loss

Total other
comprehensive loss
TOTAL COMPREHENSIVE
INCOME FOR THE
PERIOD

NET (LOSS) INCOME
ATTRIBUTABLE TO:
Owners of the Company

Non-controlling interests


TOTAL COMPREHENSIVE
INCOME
ATTRIBUTABLE TO:
Owners of the Company

Non-controlling interests


(LOSS) EARNINGS PER
SHARE (Note 26)

Basic

Diluted
For the Three Months EndedSeptember 30 For the Three Months EndedSeptember 30 For the Three Months EndedSeptember 30 For the Three Months EndedSeptember 30 For the Nine Months For the Nine Months EndedSeptember 30 EndedSeptember 30
2022 2021 2022 2021












Amount

(3,314)


164,911


164,911

$ (2,605,323)

$ (2,760,461)

(9,773)

$ (2,770,234)

$ (2,604,307)

(1,016)

$ (2,605,323)

$ (13.57)
%

-


7


7

(110 )

(117 )

-

(117)

(110 )

-

(110)















Amount
%

(1,082)

-


(9,027)

-


(9,027)

-

$ 1,818,442

29

$ 1,833,297
29

(5,828)

-

$ 1,827,469

29

$ 1,824,311
29

(5,869)

-

$ 1,818,442

29


$ 9.02

$ 8.58












Amount

(12,415)


367,666


367,666

$ (1,596,924)

$ (1,941,586)

(23,004)

$ (1,964,590)

$ (1,591,475)

(5,449)

$ (1,596,924)

$ (9.53)
%

-


4


4


(17 )


(20 )

-


(20)


(17 )

-


(17)















Amount
%

(878)

-

(95,881)

(1)

(95,881)

(1)
$ 4,667,629

28
$ 4,785,388
29

(21,878)

-
$ 4,763,510

29
$ 4,691,940
28

(24,311)

-
$ 4,667,629

28
$ 23.73
$ 22.52
$ $
$ $
$ $
$ $
$ $




The accompanying notes are an integral part of the consolidated financial statements

(Concluded)

This is the translation of the financial statements. CPAs do not audit or review on this translation.

FOCALTECH SYSTEMS CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (In Thousands of New Taiwan Dollars)

(Reviewed, Not Audited)



BALANCE, JANUARY 1, 2021

Appropriation of 2020 earnings
Legal reserve
Special reserve
Cash dividends
Net income for the nine months ended September 30, 2021
Other comprehensive income (loss) for the nine months
ended September 30, 2021, net of income tax
Total comprehensive income (loss) for the nine months
ended September 30, 2021
Compensation cost of employee share options
Treasury shares transferred to employees
Increase in non-controlling interests

Changes in ownership interests in subsidiaries
Issuance of ordinary shares from exercise of employee share
options
Issuance of restricted stock employees
Compensation cost of restricted stock to employees

BALANCE, SEPTEMBER 30, 2021

BALANCE, JANUARY 1, 2022

Appropriation of 2021 earnings
Legal reserve
Special reserve
Cash dividends
Net loss for the nine months ended September 30, 2022
Other comprehensive income (loss) for the nine months
ended September 30, 2022, net of income tax
Total comprehensive income (loss) for the nine months
ended September 30, 2022
Compensation cost of employee share options
Treasury shares acquired
Treasury shares transferred to employees
Issuance of ordinary shares from exercise of employee share
options
Retirement of restricted stock employees
Compensation cost of restricted stock to employees

BALANCE, SEPTEMBER 30, 2022
Equity Attributable to Owners of the Parent Equity Attributable to Owners of the Parent Equity Attributable to Owners of the Parent Equity Attributable to Owners of the Parent Equity Attributable to Owners of the Parent Equity Attributable to Owners of the Parent Total
$ 7,812,843

-

-

(700,000)

4,785,388
(93,448)

4,691,940


45,261

25,893

-

(257)

8,561

58,450
235,000

$ 12,177,691

$ 13,625,662

-

-
(3,400,000)
(1,941,586)
350,111

(1,591,475)


42,511

(507,621)

293,797

12,882

(2,420)
310,631

$ 8,783,967
Non-controlling
Interests
$ (1,383)


-

-

-

(21,878)
(2,433)

(24,311)


-

-

42,759

257

-

-
-

$ 17,322

$ 22,300


-

-

-


(23,004)

17,555

(5,449)


-

-

-

-

-
-

$ 16,851
Total Equity Total Equity
Share Capital
**Ordinary Shares **
$ 2,103,532
-
-
-

-

-


-

-
-
-

-
3,233
58,450

-

$ 2,165,215



$ 2,162,367
-
-
-
-

-


-

-
-
-
2,430
(2,420)

-

$ 2,162,377
Capital Surplus
$ 4,843,642

-

-

-

-

-


-


45,261

1,948

-

-

5,328

1,212,385

-

$ 6,108,564



$ 6,062,869

-

-

-

-

-


-


42,511

-

-

10,452
(49,610)

-

$ 6,066,222
Retained Earnings
Legal Reserve
Special Reserve
Undistributed
Earnings
$ - $ - $ 1,012,301

101,230
-
(101,230)

-
122,316
(122,316)

-
-
(700,000)

-
-
4,785,388

-

-

-


-

-

4,785,388


-
-
-

-
-
-

-
-
-



-
-
(257)

-
-
-

-
-
-

-

-

-

$ 101.230
$ 122,316
$ 4,873,886



$ 101,230 $ 122,316 $ 6,202,079

611,332
-
(611,332)

-
89,163
(89,163)

-
- (3,400,000)

-
- (1,941,586)

-

-

-


-

-
(1,941,586)


-
-
-

-
-
-

-
-
-

-
-
-

-
-
-

-

-

-

$ 712,562
$ 211,479
$ 159,998
Other Equity Unearned
employee
compensation
$ -
-
-
-
-

-

-
-
-
-

-
-
(1,212,385)

235,000

$ (977,385)


$ (813,720)
-
-
-
-

-

-
-
-
-
-
49,610

310,631

$ (453,479)
Treasury
Shares
$ (24,316)

-

-

-

-
-

-


-

23,945

-

-
-

-
-

$ (371)

$ -

-

-

-

-
-

-


-

(507,621)

293,797

-

-
-

$ (213,824)
Legal Reserve
$ -

101,230

-

-

-

-

-

-

-

-


-

-

-

-

$ 101.230


$ 101,230

611,332

-

-

-

-

-

-

-

-

-

-

-

$ 712,562
Special Reserve
$ -

-

122,316

-

-

-

-

-

-

-



-
-

-

-

$ 122,316

$ 122,316

-

89,163

-

-

-

-

-

-

-

-

-

-

$ 211,479
Exchange Differences
from Translating the
Financial Statement of
Foreign Operations
$ (125,038)


-

-

-

-

(92,570)


(92,570)


-

-

-

-

-

-

-

$ (217,608)

$ (211,648)


-

-

-

-

362,526


362,526


-

-

-

-

-

-

$ 150,878
Unrealized Gain (Loss)
on Financial Assets at
Fair Value through
Other Comprehensive
Income
$ 2,722

-
-
-
-

(878)


(878)

-
-
-
-
-
-


-

$ 1,844

$ 169

-
-
-
-

(12,415)


(12,415)

-
-
-
-
-

-

$ (12,246)




































































































































































































































































$ 7,811,460
-
-
(700,000)
4,763,510
(95,881)
4,667,629
45,261
25,893
42,759
-
8,561
58,450
235,000
$ 12,195,013
$ 13,647,962
-
-
(3,400,000)
(1,964,590)
367,666
(1,596,924)
42,511
(507,621)
293,797
12,882
(2,420)
310,631
$ 8,800,818










The accompanying notes are an integral part of the consolidated financial statements.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

FOCALTECH SYSTEMS CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands of New Taiwan Dollars) (Reviewed, Not Audited)

CASH FLOWS FROM OPERATING ACTIVITIES
(Loss) income before income tax

Adjustments for:
Depreciation expenses
Amortization expenses
Net gain (loss) on financial assets at fair value through profit or loss
Finance costs
Interest income
Compensation cost of employee share options
Loss on disposal of property plant and equipment
Gain on disposal of investments
Loss (reversal gain) on write-down of inventories
Unrealized loss on foreign exchange
Compensation cost of restricted stock to employees
Changes in operating assets and liabilities
Financial assets mandatorily measured at fair value through profit or
loss
Accounts receivables
Inventories

Other current assets
Accounts payables
Other payables
Other current liabilities
Net defined benefit liabilities

Cash (used) generated from operations

Interest paid
Income tax paid

Net cash (outflow) inflow from operating activities

CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from disposal of financial asset at fair value through other
comprehensive income
Acquisition of property, plant and equipment
Increase (decrease) in refundable deposits
Acquisition of intangible assets
Decrease in other financial assets
Increase in other non-current assets
Interest received

Net cash inflow (outflow) from investing activities
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
2022
$ (1,864,877)
86,332
48,369

79,468
25,183
(45,467)
42,511
265
(97,765)
2,518,144
176,784
310,631
102,575
2,049,694
(5,719,297)
179,114
(583,028)
22,976
(46,775)
(458)

(2,715,621)
(24,282)
(1,392,777)

(4,132,680)

58,569
(109,565)
96,163

(54,825)
3,263,993
(46,444)
42,213

3,250,104
2021
























$ 5,784,537
59,929
11,933
(80,219)
7,481

(23,647)
45,261
-

(183,272)
(177,808)
(20,626)
235,000
40,286
(947,252)

(577,197)
(304,763)

443,052
299,999

(111,372)

(351)

4,500,971

(7,378)

(70,484)

4,423,109
-

(83,728)
(2,309,367)

-
401,101
(1,078,451)

26,384
(3,044,061)
(Continued)

This is the translation of the financial statements. CPAs do not audit or review on this translation.

FOCALTECH SYSTEMS CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands of New Taiwan Dollars) (Reviewed, Not Audited)

CASH FLOWS FROM FINANCING ACTIVITIES
Increase in short-term borrowings

Increase in long-term borrowings
Increase in guarantee deposits
Dividends paid to owners of the Company

Exercise of employee share options
Treasury shares acquired
Treasury shares transferred to employees
Increase in non-controlling interests
Issuance of restricted stock employees
Retirement of restricted stock employees

Net cash (outflow) inflow financing activities

EFFECTS OF EXCHANGE RATE CHANGES ON CASH AND CASH
EQUIVALENTS

NET (DECREASE) INCREASE IN CASH AND CASH
EQUIVALENTS
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD

CASH AND CASH EQUIVALENTS, END OF PERIOD
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
2022
$ 3,105,555

200,000
181,641
(3,400,000)
12,882
(507,621)
293,797
-
-
(2,420)

(116,166)

193,420

(805,322)
6,456,988

$ 5,651,666
2021













$ 339,139
786,840
1,412,648

-
8,561

-
25,893
42,759
58,450

-

2,674,290

(36,023)
4,017,315

4,011,682
$ 8,028,997

The accompanying notes are an integral part of the consolidated financial statements.

(Concluded)

This is the translation of the financial statements. CPAs do not audit or review on this translation.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2022 AND 2021 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

FOCALTECH SYSTEMS CO., LTD. AND SUBSIDIARIES

1. GENERAL INFORMATION

FocalTech Systems Co., Ltd. (“FocalTech” or “the Company”), formerly named as Orise Technology Co., Ltd., was incorporated in the Republic of China (“ROC”) in January 2006 and moved to Hsinchu Science Park in April in the same year. The Company’s shares have been listed on the Taiwan Stock Exchange (“TWSE”) since July 2007. On January 2, 2015, the Company acquired FocalTech Corporation, Ltd. through a share swap and renamed on January 17, 2015. This acquisition was comprehensively considered as a reverse merger, where FocalTech Corporation, Ltd. was treated as the acquirer in the financial statements. The Company mainly engages in the research, development, design, manufacturing, and sales of Human-Machine Interface solutions, such as Display Driver IC, Touch Control IC and so on.

The consolidated financial statements are presented in the Company’s functional currency of New Taiwan dollars.

2. APPROVAL OF FINANCIAL STATEMENTS

The consolidated financial statements were approved by the Company’s board of directors on November 11, 2022.

3. APPLICATION OF NEW, AMENDED AND REVISED STANDARDS AND INTERPRETATIONS

  • a. Initial application of the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) (collectively, “IFRSs”) endorsed and issued into effect by the Financial Supervisory Commission (FSC).

The initial application of the amendments to the IFRSs endorsed and issued in to effect by the FSC did not have a significant impact on the Group’s accounting policies.

  • b. The IFRSs endorsed by the Financial Supervisory Commission (FSC) for application starting from 2023

Effective Date New, Revised or Amended Standards and Interpretations Announced by IASB Amendments to IAS 1 “Disclosure of Accounting Policies” January 1, 2023 (Note 1) Amendments to IAS 8 “Definition of Accounting Estimates” January 1, 2023 (Note 2) Amendments to IAS 12 “Deferred Tax related to Assets and Liabilities January 1, 2023 (Note 3) arising from a Single Transaction”

  • Note 1: The amendments will be applied prospectively for annual reporting periods beginning on or after January 1, 2023.

  • Note 2: The amendments are applicable to changes in accounting estimates and changes in accounting policies that occur on or after the beginning of the annual reporting period beginning on or after January 1, 2023.

  • Note 3: Except for deferred taxes that will be recognized on January 1, 2022 for temporary differences associated with leases and decommissioning obligations, the amendments will be applied prospectively to transactions that occur on or after January 1, 2022.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

As of the date the consolidated financial statements were authorized for issue, the Group is continuously assessing the possible impact that the application of other standards and interpretations will have impact on the Group’s financial position and financial performance and will disclose the relevant impact when the assessment is completed.

  • c. The IFRSs issued by International Accounting Standards Board (IASB), but not yet endorsed and issued into effect by the Financial Supervisory Commission (FSC):
The IFRSs issued by International Accounting Standards Board (IASB),
into effect by the Financial Supervisory Commission (FSC):
but not yet endorsed and issued
New, Revised or Amended Standards and Interpretations
Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets
between an Investor and its Associate or Joint Venture”

Amendments to IFRS 16” Lease liabilities in a sale and leaseback”

IFRS 17 “Insurance Contracts”

Amendments to IFRS 17

Amendments to IFRS 17 “Initial Application of IFRS 9 and IFRS
17-Comparative Information”

Amendments to IAS 1 “Classification of Liabilities as Current or
Non-current”

Amendments to IAS 1 “Noncurrent liabilities with contractual terms”
Effective Date
Announced by IASB (Note )
To be determined by IASB
January 1, 2024 (Note 2)
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2024
January 1, 2024
  • Note 1: Unless stated otherwise, the above New IFRSs are effective for annual periods beginning on or after their respective effective dates.

  • Note 2: A seller-lessee shall apply the Amendments to IFRS 16 retrospectively to sale and leaseback transactions entered into after the date of initial application of IFRS 16.

As of the date the consolidated financial statements were authorized for issue, the Group is continuously assessing the possible impact that the application of other standards and interpretations will have impact on the Group’s financial position and financial performance and will disclose the relevant impact when the assessment is completed.

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

  • a. Statement of compliance

The consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers (“the Regulations”) and IAS 34 “Interim Financial Reporting” as endorsed by the FSC. Disclosure information included in these interim consolidated financial statements is less than the disclosure information required in a complete set of annual financial statements.

  • b. Basis of Preparation

The consolidated financial statements have been prepared on the historical cost basis, except for financial instruments measured at fair value and the net defined benefit liabilities recognized in the amount of the present value of defined benefit obligation less the fair value of any plan assets.

The evaluation of fair value could be classified into Level 1 to Level 3 by the observable intensity and importance of related input value:

  • 1) Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities;

  • 2) Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and

  • 3) Level 3 inputs are unobservable inputs for the asset or liability.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

c. Basis of consolidation

The detail information, holding percentages, and main business of the subsidiaries could be found in Note 12, TABLE 5 and TABLE 6.

  • d. Other significant accounting policies

Except for the following, the accounting policies applied in these consolidated financial statements are consistent with those applied in the consolidated financial statements for the year ended December 31, 2021.

  • 1) Retirement benefits

Pension cost for an interim period is calculated on a year-to-date basis by using the actuarially determined pension cost rate at the end of the prior financial year, and adjusted for significant market fluctuations since that time and for significant plan amendments, settlements, or other significant one-off events.

  • 2) Taxation

Income tax expense represents the sum of the tax currently payable and deferred tax. Interim period income taxes are assessed on an annual basis and calculated by applying to an interim period’s pre-tax income and the tax rate that would be applicable to expected total annual earnings.

5. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

Critical accounting judgments, estimations and assumptions applied in these consolidated financial statements are consistent with those in the consolidated financial statements for the year ended December 31, 2021.

6. CASH AND CASH EQUIVALENTS

September 30, September 30, December 31, December 31, September 30, September 30,
2022 2021 2021
Cash on hand $ 8,809
$ 24,233
$ 3,401
Checking accounts and demand deposits 1,469,762 4,141,003 5,329,409
Cash equivalent (time deposits with original
maturities within three months) 4,173,095
2,291,752
2,696,187
$ 5,651,666
$ 6,456,988
$ 8,028,997

7. FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS - NON-CURRENT

September September 30, December 31, September 30,
2022 2021 2021
Current
Mandatorily measured at fair value through profit
or loss (FVTPL)
Listed ordinary shares $ -

$ 119,218

$ 118,195
Non–Current
Mandatorily measured at fair value through profit
or loss (FVTPL)
Listed preferred shares $ 148,637 $ 151,801 $ 149,088

This is the translation of the financial statements. CPAs do not audit or review on this translation.

8.
9.
10.
Private Funds
205,102
156,075
80,002
Structured Investments
112,720
104,903
107,542
$ 466,459
$ 412,779
$ 336,632
FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME
September 30,
2022
December 31,
2021
September 30,
2021
Investments in debt instruments
Current
Foreign investments
Fixed income bonds
$ -
$ 55,590
$ 56,302
Non–Current
Foreign investments
Fixed income bonds
$ 187,345
$ 178,404
$ 181,941
OTHER FINANCIAL ASSETS
September 30,
2022
December 31,
2021
September 30,
2021
Time deposits with original maturities more than
three months
$ 696,913
$ 3,879,862
$ 963,546
ACCOUNTS RECEIVABLES, NET
September 30,
2022
December 31,
2021
September 30,
2021
Accounts receivables
$ 1,215,112
$ 3,255,081
$ 2,575,410

The average credit term for sales of goods was 30-120 days. In order to minimize credit risk, management of the Group has delegated a team responsible for determining line of credit, credit approvals and other monitoring procedures to ensure that follow-up action is taken to recover overdue debts. In addition, the Group reviews the recoverable amount of each individual accounts receivable at the end of the reporting period to ensure that adequate allowances are made for irrecoverable amounts. In this regard, the Group’s management believes the Group’s credit risk was significantly reduced.

The Group applies the simplified approach prescribed by IFRS 9, which permits the use of allowances of expected credit losses over the lifetime for all accounts receivables. The expected credit losses on accounts receivables are estimated by using an allowance matrix with references to past customer default records, customer’s current financial position, and general economic conditions of the industry. Due to the past experiences, there is no significant difference in the loss patterns of different customer groups. Therefore, the allowance matrix does not further distinguish the customer base, and only sets the expected credit loss rate based on the overdue days of accounts receivable.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

The following table details the loss allowance of accounts receivables based on the Group’s allowance matrix.

September 30, 2022


Expected credit loss
rate
Gross carrying amount
and Amortized cost

December 31, 2021

Expected credit loss
rate
Gross carrying amount
and Amortized cost

September 30, 2021

Expected credit loss
rate
Gross carrying amount
and Amortized cost
Non Past Due
0%
$ 1,174,955

Non Past Due
0%
$ 3,023,207

Non Past Due
0%
$ 2,481,578

Overdue 1-60
Days
0%
$ 31,072

Overdue 1-60
Days
0%
$ 231,874

Overdue 1-60
Days
0%
$ 93,832
Overdue 61-180
Days
0%
$ 9,085

Overdue 61-180
Days
0%
$ -

Overdue 61-180
Days
0%
$ -
Overdue Over
180 Days
0%
$ -
Overdue Over
180 Days
0%
$ -
Overdue Over
180 Days
0%
$ -
Total


0%
$ 1,215,112
Total


0%
$ 3,255,081
Total
0%
$ 2,575,410

11. INVENTORIES

September 30, December 31, September 30, September 30,
2022 2021 2021
Finished goods $ 1,641,247
$ 1,233,626
$ 747,063
Work in process 2,834,302 1,622,781 1,194,552
Raw materials and supplies
2,588,586

965,811
552,206
$ 7,064,135
$ 3,822,218
$ 2,493,821

The cost of goods sold were NT$4,369,610 thousand and NT$2,857,205 thousand, including write-down inventories of NT$(2,497,481) thousand and reverse of write-down inventories of NT$84,207 thousand for the three months ended September 30, 2022 and 2021. The cost of goods sold were NT$8,921,002 thousand and NT$8,442,986 thousand, including the write-down inventories of NT$(2,518,144) thousand and reverse of write-down inventories of NT$177,808 thousand for the nine months ended September 30, 2022 and 2021. Above mentioned gains from price recovery of inventory are resulted from sales of slow moving inventory.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

12. SUBSIDIARIES

Details of the Company’s subsidiaries included in the consolidated financial statements were as follows:

Investor Investee Main Businesses Percentage of Ownership Percentage of Ownership Percentage of Ownership Note
September 30,
2022
December 31,
2021
September 30,
2021
FocalTech Systems
Co., Ltd.

FocalTech Systems
Co.,Ltd.
FocalTech Corporation,
Ltd.

FocalTech Electronics,
Ltd.
Investment activity
Investment activity
100%
100%
100%
100%
100%
100%
-
Note
FocalTech Systems
Co., Ltd. And
FocalTech
Electronics Co.,
Ltd.
FocalTech Smart Sensors,
Ltd.
Investment activity 66.45%
66.45%
66.45% Note
FocalTech Smart
Sensors, Ltd.
FocalTech Smart Sensors
Co., Ltd.
Research, development,
manufacturing and sale of
integrated circuits
100% 100% 100% Note
FocalTech
Corporation,Ltd.
FocalTech Systems, Inc. Investment activity 100% 100% 100% -
FocalTech Systems,
Inc.
FocalTech Systems, Ltd. Investment activity 100% 100% 100% Note
FocalTech Systems,
Ltd.

FocalTech Systems,
Ltd.
FocalTech Systems
(Shenzhen) Co., Ltd.

FocalTech Electronics
Co.,Ltd.
Design and research of
integrated circuits
Import and export of
integrated circuits
100%
100%
100%
100%
100%
100%
-
Note
FocalTech
Electronics, Ltd.

FocalTech
Electronics, Ltd.

FocalTech
Electronics,Ltd.
FocalTech Electronics
(Shanghai) Co., Ltd.

FocalTech Electronics
(Shenzhen) Co., Ltd.

Hefei PineTech
Electronics Co.,Ltd.
Sales support and post-sales
service for affiliates’ IC
products
Research, development,
manufacturing and sale of
integrated circuits
Research, development and
sale of integrated circuits
100%
100%
100%
100%
100%
100%
100%
100%
100%
Note
-
Note

Note: Immaterial subsidiaries of the Company, whose financial statements had not been reviewed by auditors.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

13. PROPERTY, PLANT AND EQUIPMENT

Cost
Balance, January 1, 2022
Additions

Disposals

Reclassification

Effect of foreign currency
exchange differences
Balance, September 30,
2022
Accumulated
depreciation
Balance, January 1, 2022
Depreciation

Disposals

Effect of foreign currency
exchange differences
Balance, September 30,
2022
Carrying amounts as of
December 31, 2021
and January 1, 2022
Carrying amounts as of
September 30, 2022
Cost
Balance, January 1, 2021
Additions

Disposals

Reclassification

Effect of foreign currency
exchange differences
Balance, September 30,
2021
Accumulated
depreciation
Balance, January 1, 2021
Depreciation

Disposals

Effect of foreign currency
exchange differences
Balance, September 30,
2021
Carrying amounts as of
September 30, 2021
Land Buildings Development
Equipment
Office
Equipment
Information
Equipment
Leasehold
**Improvements **
Construction
Inprogress
**Total **

























$ -


-


-


557,110


-
$ 557,110
$ -


-


-


-
$ -
$ -
$ 557,110


$ -


-


-


-


-
$ -
$ -


-


-


-
$ -
$ -




























$ 1,336,121


-


-


500,183


39,032
$ 1,875,336
$ 156,566


29,702


-


4,717
$ 190,985
$ 1,179,555
$ 1,684,351


$ 1,343,090


-


-


-

(
21,116)
$ 1,321,974
$ 121,696


26,598


-

(
2,144)
$ 146,150
$ 1,175,824


$ 434,688


57,824

(
19,383 )

-


22,425
$ 495,554
$ 240,423


53,535

(
19,383 )

18,621
$ 293,196
$ 194,265
$ 202,358




$ 292,977


77,932

(
5,041 )
(
158 )
(
4,209)
$ 361,501
$ 203,722


30,952

(
5,041 )
(
2,841)
$ 226,792
$ 134,709




























$ 12,349


16,181

-


-


265
$ 28,795
$ 10,107


899

-


200
$ 11,206
$ 2,242
$ 17,589


$ 11,557


731

-

105
(
138)
$ 12,255
$ 9,574


431

-

(
101)
$ 9,904
$ 2,351


$ 44,540


1,757

(
2,344 )

-


1,195
$ 45,148
$ 32,127


2,196

(
2,079 )

830
$ 33,074
$ 12,413
$ 12,074




$ 38,869


5,065


-


53

(
606)
$ 43,381
$ 29,561


1,948


-

(
423)
$ 31,086
$ 12,295

$ 38,530


-

(
6,479)


-


417
$ 32,468
$ 38,530


-

(
6,479 )

417
$ 32,468
$ -
$ -



$ 38,604


-


-


-

(
226)
$ 38,378
$ 38,604


-


-

(
226)
$ 38,378
$ -

$ 1,080,130


33,803


-

(
1,057,293 )

-
$ 56,640
$ -


-


-


-
$ -
$ 1,080,130
$ 56,640



$ -


-


-


-


-
$ -
$ -


-


-


-
$ -
$ -

$ 2,946,358

109,565
(
28,206 )

-

63,334
$ 3,091,051
$ 477,753

86,332
(
27,941 )

24,785
$ 560,929
$ 2,468,605
$ 2,530,122


$ 1,725,097

83,728
(
5,041 )

-
(
26,295)
$ 1,777,489
$ 403,157

59,929
(
5,041 )
(
5,735)
$ 452,310
$ 1,325,179

Property, plant and equipment were depreciated on a straight-line basis over the estimated useful lives as follows:

Buildings 45-50 years Development equipment 3-5 years Office equipment 3-5 years Information equipment 3-5 years Leasehold improvements 1-5 years

Property, plant and equipment were pledged as collateral. Refer to Note 32.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

14. GOODWILL

September 30, December 31, September 30,
2022 2021 2021
Ending balance $ 1,237,268
$ 1,237,268
$ 1,237,268

Considering the synergy of integration of LCD driver and touch controller under the industry trend, the reverse merger was triggered by FocalTech Corporation, Ltd. on January 2, 2015, accounted for goodwill according to business combination. The Group estimated cash flows from sales of IDC (Integrated Driver Controller) based on smartphone market growth rate and market share. Refer to Note 14 in consolidated financial statements in 2021 for related information.

15. OTHER INTANGIBLE ASSETS

Cost
Balance, January 1, 2022

Additions
Reclassification
Effect of foreign currency
exchange differences

Balance, September 30, 2022
Accumulated amortization
Balance, January 1, 2022

Amortization expenses
Effect of foreign currency
exchange differences

Balance, September 30, 2022
Carrying amounts as of
December 31, 2021and
January 1, 2022

Carrying amounts as of
September 30, 2022

Cost
Balance, January 1, 2021

Effect of foreign currency
exchange differences

Balance, September 30, 2021
Licenses
and
Franchises
$ 128,012
4,451
-

16,079

$ 148,542

$ 128,012
1,113

16,079

$ 145,204

$ -

$ 3,338

$ 122,262

(2,293)

$ 119,969
Software
$ 135,839

50,374

13,904
17,810

$ 217,927

$ 132,792

36,150
17,722

$ 186,664

$ 3,047

$ 31,263

$ 148,247
(3,023)

$ 145,224
Patents

$ 76,707

-

-
6

$ 76,713

$ 54,726

5,556
6

$ 60,288

$ 21,981

$ 16,425

$ 76,708
(4)

$ 76,704
Trademark
$ 74,000

-

-

-

$ 74,000

$ 51,800

5,550

-

$ 57,350

$ 22,200

$ 16,650

$ 74,000

-

$ 74,000
Total






























































$ 414,558

54,825

13,904

33,895
$ 517,182
$ 367,330

48,369

33,807
$ 449,506
$ 47,228
$ 67,676
$ 421,217

(5,320)
$ 415,897

This is the translation of the financial statements. CPAs do not audit or review on this translation.

Accumulated amortization
Balance, January 1, 2021

Amortization expenses
Effect of foreign currency
exchange differences

Balance, September 30, 2021
Carrying amounts as of
September 30, 2021
$ 122,130
119

(2,293)

$ 119,956

$ 13
$ 144,543

425
(2,968)

$ 142,000

$ 3,224
$ 46,942

5,839
(4)

$ 52,777

$ 23,927
$ 44,400

5,550

-

$ 49,950

$ 24,050
$ 358,015

11,933

(5,265)

$ 364,683

$ 51,214

Other intangible assets were amortized on a straight-line basis over the estimated useful lives as follows:

Licenses and franchises 3-5 years
Software 1-10 years
Patents 7-10 years
Trademark 10 years

16. REFUNDABLE DEPOSITS

September 30, December 31, September 30,
2022 2021 2021
Capacity guarantee deposits and others $ 2,746,308
$2,841,745
$2,481,317

Guarantee deposits mainly consists of cash paid to suppliers to ensure stable foundry capacity.

17. BORROWINGS

a. Short-term borrowings

September 30, December 31, December 31, September 30,
2022 2021 2021
Unsecured bank loans $ 3,426,058
$ -
$ 580,000
Secured bank loans
-
301,712

279,664
$ 3,426,058
$ 301,712
$ 859,664
Annual interest rate
Unsecured bank loans 1.2~4.25% - 0.88-0.92%
Secured bank loans - 1.741.81% 1.73-4.52%

Property, plant and equipment are pledged as collateral for the bank loans, please refer to Note 32.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

b. Long-term borrowings

September 30, September 30, December 31, December 31, September 30, September 30,
2022 2021 2021
Unsecured bank loans $ 200,000
$ -
$ -
Secured bank loans 786,840
786,840
786,840
$ 986,840
$ 786,840
$ 786,840

For secured bank loans, the principals will be paid monthly or quarterly after three years from drawdown date. The period of borrowings is from September, 2021 to September, 2036, and the interest rate are 1.5% on September 30, 2022 and 1% on December 31, 2021 and September 30, 2021.

For unsecured bank loans, the principals will be paid monthly after one year from drawdown date. The period of borrowings is from September, 2022 to September, 2025, and the interest rate are 1.51% on September 30, 2022.

Commercial building is pledged as collateral for long-term loans, please refer to Note 32.

18. ACCOUNTS PAYABLES

September 30, December 31, September 30,
2022 2021 2021
Accounts payables $ 2,046,843
$ 2,620,160
$ 2,166,241

The average credit period on purchases was 30-60 days. The Group has financial risk management policies in place to ensure that all payables are paid within the pre-agreed credit terms.

19. OTHER PAYABLES

September 30, December 31, September 30,
2022 2021 2021
Payable for rebates $ 863,405
$ 610,291
$ 549,142
Payable for salaries and bonus 654,714 777,747 590,683
Payable for labor, health and social insurance 17,856 15,913 13,592
Reserve for litigations 53,064 46,261 46,545
Payable for professional services and others
173,430

146,746

119,983
$1,762,469
$1,596,958
$1,319,945

20. RETIREMENT BENEFIT

Pension expenses under the defined benefit plans, calculated using the actuarially determined pension cost rate as of December 31, 2021 and 2020, were NT$23 thousand, NT$46 thousand, NT$94 thousand and NT$138 thousand for the three months ended September 30, 2022 and 2021, and nine months ended September 30, 2022 and 2021, respectively.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

21. GUARANTEE DEPOSITS RECEIVED

September 30, December 31, September 30,
2022 2021 2021
Capacity guarantee deposits and others $ 4,579,403
$4,397,513
$ 1,902,874

Guarantee deposit mainly consists of cash received from customers to ensure they have access to the Group’s specified capacity

22. EQUITY

  • a. Share capital

Ordinary shares (par value at NT$10 per share)

September 30, December 31, September 30,
2022 2021 2021
Numbers of shares authorized (in thousands)
500,000

500,000

500,000
Shares authorized
$ 5,000,000
$ 5,000,000
$ 5,000,000
Number of shares issued and fully paid (in
thousands)

216,238

216,237

216,522
Shares issued
$ 2,162,377
$ 2,162,367
$ 2,165,215

The company has redeemed 226 thousand shares of issued restricted stocks for employees during the year ended September 30, 2022. The registration processes have not been completed as of September 30, 2022.

b. Capital surplus

BALANCE, JANUARY 1, 2022

Employee treasury share vested
Compensation cost of employee share options
Issuance of ordinary shares from exercise of employee
share options

Employee share options expired
Retirement of restricted stock employees

BALANCE, September 30, 2022

BALANCE, JANUARY 1, 2021

Treasury shares transferred to employees
Employee treasury share vested
Compensation cost of employee share options
Issuance of ordinary shares from exercise of employee
share options

Employee share options expired
Issuance of restricted stock for employees

BALANCE, September 30, 2021
Additional
Paid-in Capital
(1)
$ 4,737,390
-
-
14,182
-
-
$ 4,751,572
$ 4,725,445
-
-
-
10,766
-
-
$ 4,736,211
Treasury
Shares
(1)
$ 79,917

45,009

-

-

-
-
$ 124,926
$ 69,361

1,948

8,654

-

-

-
-
$ 79,963
Restricted
stock for
employees
(2)
$ 1,145,555

-

-

-

-
(49,610)
$ 1,095,945
$ -

-

-

-

-

-
1,212,385
$ 1,212,385
Employee
Share Options
(2)
$ 65,873

(45,009)

42,511

(3,730)

(314)
-
$ 59,331

$ 14,903


-


(8,654 )

45,261


(5,438 )

(201 )
-

$ 45,871
Employee
Share Options
-Expired
(1)
$ 34,134

-

-

-

314
-
$ 34,448

$ 33,933


-
-

-
-
201
-

$ 34,134
Total
$ 6,062,869

-

42,511

10,452

-
(49,610)
$ 6,066,222
$4,843,642
1,948
-
45,261
5,328
-
1,212,385
$ 6,108,564
  • 1) This type of capital surplus may be used to offset a deficit; in addition, when the Company has no deficit, such capital surplus may be distributed as cash dividends or transferred to share capital (at a certain percentage of the Company’s capital surplus annually).

  • 2) This type of capital surplus cannot be used for any purposes.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

c. Retained earnings and dividend policy

Under the Company’s Article of Incorporation, when distributing annual earnings, the Company shall pay taxes, offset its losses, set aside 10% as legal reserve, then set aside or reverse a special reserve in accordance with relevant laws or regulations. The Board of Directors shall prepare a distribution proposal for the remaining earnings plus the unappropriated retained earnings of previous years. Earnings distribution may be made in the form of shares after an approved resolution made by the shareholders’ meeting. Pursuant to the Company Act, the distributable dividends and bonuses or the legal reserve and the capital reserve (stipulated in Article 241, Paragraph 1 of the Company Act) in whole or in part may be paid in cash after a resolution has been adopted by a majority vote at a meeting of the board of directors attended by two-thirds of the total number of directors; and in addition to a report of such distribution shall be submitted to the shareholders’ meeting.

See Note 24(d) for policy stipulated in the Articles of Incorporation regarding to the remuneration for employees and directors.

Considering current and future development plans, investment conditions, capital requirements, and market competition situations, and shareholder benefits, The Company would appropriate the dividends to the shareholders not less than 10% of the current year’s earnings. The dividends could be paid in cash or shares. The cash portion should be equal or more than 10% of the total dividends. It is allowed not to distribute any cash dividend if the cash amount per share is less than NT 0.5.

Legal reserve should be appropriated from earnings until the legal reserve equals the Company’s paid-in capital. Legal reserve may be used to offset deficit. If the Company has no deficit and the legal reserve has exceeded 25% of the Company’s paid-in capital, the excess may be transferred to capital or distributed in cash.

The Company is required to set aside additional special capital reserve equal to the total amount of items that are accounted for as deductions from stockholders’ equity shall be set aside from prior-year earnings.

The appropriations of earnings for 2021 and 2020 were approved in annual shareholder’s meeting held on June 9, 2022, and August 19, 2021, respectively, were as follows:

Legal reserve

Special reserve

Cash dividends

Cash dividends per share
2021
$ 611,332

$ 89,163

$3,400,000

$ 15.71
2020
$ 101,230

$ 122,316

$ 700,000

$ 3.32

d. Special reserve

Balance, beginning

Special reserve appropriated

Balance, ending
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30


2022
$ 122,316
89,163

$ 211,479
2021
$ -
122,316
$ 122,316

This is the translation of the financial statements. CPAs do not audit or review on this translation.

e. Treasury stock

Shares
(In Thousands)
Number of shares on January 1, 2021 778
Decrease during the period
(766)
Number of shares on September 30, 2021
12
Number of shares on January 1, 2022 -
Increase during the period 4,000
Decrease during the period
(2,315)
Number of shares on September 30, 2022
1,685

On February 23, 2022, the board of directors resolved the 6th treasure stock transferred to employees program no more than 4,000,000 shares for transferring to employees. From April 6 to April 19, 2021, 4,000,000 shares had been bought back, and it amount was $507,621 thousand. The transferring price to employees would be the average purchase price.

The detailed information for other treasure stock transferred to employee programs could be found in Note 27 (b).

The treasury shares held by the company cannot be pledged and no dividend and voting right is attached in accordance with the Regulations of Securities and Exchange Act.

  • f. Unearned employee compensation
Balance, beginning
(
Retirement (issuance) of shares
Share-based payment expenses recognized

Balance, ending
(
For the Nine Months Ended
September 30
2022
2021
$ 813,720 ) $ -
49,610
(
1,212,385)
310,631

235,000
$ 453,479)
($ 977,385)

The issuance of employee restricted share plan has been approved by shareholders’ meeting held on June 20, 2020. The board of directors approved to issue 5,749 thousand and 236 thousand shares on April 7, 2021 and July 29, 2021, respectively. Please refer Note 27 (c) for the detailed information.

g. Non-controlling interests

Balance, beginning

Net loss

Other comprehensive income (loss)
Exchange differences from translating the financial statements
of foreign operations
Non-controlling interests subscribing subsidiary new shares issuing
for cash
Changes in ownership interests in subsidiaries

Balance, ending
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
2022
$ 22,300
(
23,004)
17,555
-

-

$ 16,851
2021
($ 1,383)
(
21,878)
(
2,433)

42,759

257
$ 17,322

This is the translation of the financial statements. CPAs do not audit or review on this translation.

23. REVENUE

24. For the Three Months Ended
September 30
2022
2021
IC for human and
machine interface
devices
$ 2,370,317
$ 6,272,422

Contract balances
September 30,
2022
Contract liabilities(classified as current
liabilities)
Sales of goods
$ 22,582
NET INCOME
a. Finance costs
For the Three Months Ended
September 30
2022
2021
Interest on bank loans
$ 15,025
$ 2,724
Interest on deposits

-

-
$ 15,025
$ 2,724
b. Depreciation and amortization
For the Three Months Ended
September 30
2022
2021
Property, plant and
equipment
$ 31,614
$ 21,446

Intangible assets

21,567

3,941

$ 53,181
$ 25,387

An analysis of
deprecation by
function
Operating costs
$ 6,821
$ 2,012

Operating expenses

46,360

23,375

$ 53,181
$ 25,387
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
$ 2022
2021

9,590,291
$ 16,394,543
December 31,
2021
September 30,
2021
$ 49,099
$ 46,386
For the Nine Months Ended
September 30

2022
2021
$ 25,183
$ 7,041

-
440
$ 25,183
$ 7,481
For the Nine Months Ended
September 30








2022
$ 86,332

48,369

$ 134,701

$ 20,091

114,610

$ 134,701
2021
$ 59,929

11,933
$ 71,862
$ 2,280

69,582
$ 71,862

This is the translation of the financial statements. CPAs do not audit or review on this translation.

c. Employee benefits expense

Post-employment
benefits
Defined contribution
plans
Defined benefit plans
(Note 20)
Share-based payments
(Note 27)
Other employee benefits
Total employee benefits
expense

An analysis of
employee benefits
expense by function
Operating costs
Operating expenses
For the Three Months Ended
September 30
2022
2021
$ 8,662
$ 8,483

23
46
104,269
155,644

588,637

617,038

$ 701,591
$ 781,211

$ 65,557
$ 68,646


636,034

712,565

$ 701,591
$ 781,211
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30





2022
$ 8,662

23
104,269

588,637

$ 701,591

$ 65,557


636,034

$ 701,591





2022
$ 24,255

94
353,142

1,899,809

$ 2,277,300

$ 210,655


2,066,645

$ 2,277,300
2021
$ 22,689
138
280,261

1,590,232
$ 1,893,320
$ 156,268

1,737,052
$ 1,893,320

d. The remuneration of employees and directors

According to the Company’s Articles of Incorporation, the distributable compensation to employees and remuneration to directors shall not be less than 1% and not more than 1.5%, respectively, of net profit before income tax. There were no employees’ compensation accrued due to loss before income tax for the nine months ended September 30, 2022. The accrued employees’ compensation and remuneration of directors for the three months and nine months ended September 30, 2022 and 2021 are as follows:

Amount

For the Three For the Nine
Months Ended Months Ended
September 30 September 30
2021 2021
Employees’ compensation $ 22,778 $ 126,292
Remuneration of directors $ 1,199 $ 7,223

If there is any change in the proposed amounts after the annual consolidated financial statements were authorized for issue, the differences are recorded as a change in accounting estimate.

The board of directors resolved the remuneration of employees and directors for 2021 and 2020 had been approved by the Board of Directors of the Company, as illustrated follows:

This is the translation of the financial statements. CPAs do not audit or review on this translation.

Resolution Date of the Company’s Board of Directors in its meeting
Employees’ compensation
Remuneration of directors
2021
February23,2022
$ 316,730
$ 30,000
2020 2020
February4,2021
$ 123,450
$ 7,214

There is no difference between the actual amount of remuneration to employees and directors resolved and the amount of remuneration to employees and directors accounted for in 2021 and 2020 consolidated financial statements.

Information on the employees’ compensation and remuneration to directors resolved by the Company’s board of directors is available on the Market Observation Post System website of the Taiwan Stock Exchange.

25. INCOME TAXES

a. Major components of tax (benefit) expense recognized in profit or loss:

Current income tax
expense
In respect of the
current year
Income tax on
undistributed
earnings
Other income tax
adjustments
Deferred income tax
expense
In respect of the
current year
Income tax (benefit)
expense recognized
in profit or loss
For the Three Months Ended
September 30
2022
2021
$ 35,500
$ 558,953
( 81,702)
-

-

-
(46,202)
558,953
(152,020)
18,680
($198,222)
$ 577,633
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
2022
$ 35,500
( 81,702)

-
(46,202)
(152,020)
($198,222)




2022
$ 218,908
-

36,675
255,583
(155,870)
$ 99,713
2021
$ 971,866
-

-
971,866
49,161
$1,021,027

b. Income tax assessments

The Company’s tax returns through 2019, FocalTech Smart Sensors Co., Ltd., and FocalTech Electronics Co., Ltd.’s tax returns through 2020 have been examined by the tax authorities.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

26. (LOSS) EARNINGS PER SHARE

Unit: NT$ Per Share

Basic (loss) earnings per
share
Diluted earnings per
share
For the Three Months Ended
September 30
2021
2020
($ 13.57)
$ 9.02
$ 8.58
For the Three Months Ended
September 30
2021
2020
($ 13.57)
$ 9.02
$ 8.58
For the Nine Months Ended
September 30
2021
2020
($ 9.53)
$ 23.73
$ 22.52
For the Nine Months Ended
September 30
2021
2020
($ 9.53)
$ 23.73
$ 22.52
For the Nine Months Ended
September 30
2021
2020
($ 9.53)
$ 23.73
$ 22.52
2021
($ 13.57)
2021
($ 9.53)
2020
$ 23.73
$ 22.52

The (loss) earnings and weighted average number of ordinary shares outstanding in the computation of (loss) earnings per share were as follows:

Net (Loss) Profit for the Period

(Loss) earnings used in
the computation of
basic (loss) earnings
per share
For the Three Months Ended
September 30
2022
2021
($2,760,461)
$1,833,297
For the Three Months Ended
September 30
2022
2021
($2,760,461)
$1,833,297
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
2022
($2,760,461
)
2022
($1,941,586)
2021
$4,785,388

Weighted Average Number of Ordinary Shares Outstanding (In Thousand Shares)

Weighted average
number of ordinary
shares in computation
of basic (loss)
earnings per share
Effect of potentially
dilutive ordinary
shares:
Treasure share issued
to employee
Employees stock
options (share)
Restricted stock for
employees( share)
The compensation to
employees
Weighted average
number of ordinary
shares used in the
computation of
diluted earnings per
share
For the Three Months Ended
September 30
2022
2021
203,387
203,235
-
7,376
-
438
-
2,498

-

147
203,387
213,694
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30


2022
203,387

-
-
-

-

203,387


2022
203,656

-
-
-

-

203,656
2021
201,648
8,604
507
780

999
212,538

This is the translation of the financial statements. CPAs do not audit or review on this translation.

Note: There is no diluted effectiveness for the nine months ended September 30, 2022 due to operating loss.

27. SHARE-BASED PAYMENT ARRANGEMENTS

The Group did not have new share option plan issued for employees for the nine months ended September 30, 2022 and 2021. The detailed information could be found in Note 27 of the consolidated financial statements of the year ended December 31, 2021.

  • a. Employee share option plan

Information on outstanding options for the nine months ended September 30, 2022 and 2021 is as follows:

September 30, 2022

Employee Stock
Option Plan
BeginningBalance BeginningBalance Options exercised Options expired EndingBalance EndingBalance
Weighted-
Average
Exercise
Price (NT$)
Units of
Option
Weighted-
Average
Exercise
Price (NT$)
Units of
Option
Weighted-
Average
Exercise
Price (NT$)
Units of
Option
22,399
106,000
Weighted-
Average
Exercise
Price (NT$)
$19.86
15.60
( 140,000)
$20.98
( 103,000)
15.60
( 36,000)
-
$ 5.37
-
$29.68
12.80
Employee Stock
Option Plan
BeginningBalance BeginningBalance Options exercised Options expired EndingBalance EndingBalance
Units of
Option
398,199
397,500
Weighted-
Average
Exercise
Price (NT$)
Units of
Option
Weighted-
Average
Exercise
Price (NT$)
Units of
Option
Weighted-
Average
Exercise
Price (NT$)
Units of
Option
198,399
262,000
Weighted-
Average
Exercise
Price (NT$)
2006
2015
$26.65
15.90
( 199,800)
$33.04
(123,500)
15.86
-
( 12,000)
$ -
15.90
$19.86
15.60

b. Treasure stock transferred to employees

The Company acquired 4,000 thousand shares treasury stock for the nine months ended September 30, 2022.

Information about treasury stock transferred to employee is as follows:

Items
The 4th treasure stock
transferred to
employee program
The 5th treasure stock
transferred to
employee program
The 6th treasure stock
transferred to
employee program
The date of
board of
directors
approved
2018/7/26
2018/8/23
2022/2/23
Buyback
shares
(In thousand
share)
8,000
7,689
4,000
Transferred
shares
(In thousand
share)
7,952
7,206
2,315
Adjustment
due to capital
reduction
(In thousand
share)

(46)
(473)
-
Shares not
transferred
yet
(In thousand
share)

2

10

-
Transferred
price
(in dollar)

33.69
(Adjusted)

32.93
(Adjusted)

126.91

This is the translation of the financial statements. CPAs do not audit or review on this translation.

Information about treasury stock transferred to employee for the nine months ended September 30, 2022 is as follows:

The 4th treasury stock transferred to
employee program
Employee
subscription
base date
Shares
transferred (In
Thousands)
The fair
value of the
right to
subscribe
(NT$)
2020/03/20
7,848 $ 3.30
2021/04/07
104
181.40





Total
7,952
The 4th treasury stock transferred to
employee program
Employee
subscription
base date
Shares
transferred (In
Thousands)
The fair
value of the
right to
subscribe
(NT$)
2020/03/20
7,848 $ 3.30
2021/04/07
104
181.40





Total
7,952
The 5th treasury stock transferred to
employee program
The 5th treasury stock transferred to
employee program
The 5th treasury stock transferred to
employee program
Employee
subscription
base date
2020/03/20
2021/04/07

Total
Shares
transferred (In
Thousands)

7,848

104

7,952
Employee
subscription
base date
2019/05/07
2019/11/08
2020/03/20
2020/11/16
2021/04/07
2021/07/29
Total
Shares
transferred (In
Thousands)

4,651

60

1,399

434

572

90
7,206
The fair
value of the
right to
subscribe
(NT$)
$ -

-

3.70

1.90

181.20
242.20
The 6th treasury stock transferred to
employee program
Employee
subscription
base date
Shares
transferred (In
Thousands)
The fair
value of the
right to
subscribe
(NT$)
2022/06/21
2,315$ -
Total
2,315
The 6th treasury stock transferred to
employee program
Employee
subscription
base date
Shares
transferred (In
Thousands)
The fair
value of the
right to
subscribe
(NT$)
2022/06/21
2,315$ -
Total
2,315
Employee
subscription
base date
2022/06/21
Total
Shares
transferred (In
Thousands)

2,315
2,315
  • c. Restricted stock for employees

The Company’s shareholders’ meeting resolved to issue restricted stocks for employees up to 6,000 thousand shares on June 20, 2020, and the issued price is NT$10 per share. The restricted stocks plan was approved by Financial Supervisory Commission on August 12, 2020. The information of the issued resolved by board of directors is as follows:

Grant date
2021/04/07
2021/07/29
Fair value per share
(in dollar)
$ 205
265
Actual shares of issued
(in thousand)
5,749
236

After the employees were granted restricted stock, the employees will be vested in the stocks if they fulfill both service period and performance condition. The vesting condition are as follows:

  • a. Upon service for two years. the shares vested in 50% to employees.

  • b. Upon service for three years. the shares vested in 25% to employees.

  • c. Upon service for four years. the shares vested in 25% to employees.

The constraints of restricted stock are as follows:

  • a. Employees are restricted to sell, pledge, transfer, and give to another, create any encumbrance on, or otherwise dispose of, any shares before vested.

  • b. The rights of restricted stock are same as ordinary share including attendance, propose, speak, voting right and so on at the Company’s shareholders’ meeting. The exercise of such rights shall be performed in accordance with the trust agreement or the securities custodies by the Company’s prescribed.

  • c. Stock dividends and cash dividends yielding from restricted stock will be distributed to employees in the current year, and will not be restricted.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

  • d. National employee should transfer the granted shares to trustee appointed by the Company immediately. Before they are vested, the restricted should be kept in trustee. Non-national employee’ granted share should be kept by bank appointed by the Company.

The Company will buy back the restricted shares at issued price and write off the shares if employees do not fulfill the vesting condition.

Compensation cost of aforementioned share-based payments for the nine months ended September 30, 2022 and 2021 are as follows:

Shares buyback programs

Restricted stock for employees


Adjustment account:
Capital surplus - employee stock options

Other equity - unearned employee compensation

For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
2022
$ 42,511
310,631

$ 353,142
$ 42,511
310,631
$ 353,142
2021





$ 45,261
235,000
$ 280,261
$ 45,261
235,000
$ 280,261

28. NON-CASH TRANSATION

The cash dividends of 2020 resolved by the annual shareholders’ meeting on August 19,2021 was NT$700,000 thousand. and was not distributed as of September 30,2021. (Referring to Note 22)

29. OPERATING LEASE ARRANGEMENTS

The Group as Lessee

The Company and its subsidiaries have lease contracts in relation to office, plant and part of office equipment, and they would expire by September, 2023. Those agreements are short-term leases and qualified for the recognition exemption to leases so the Company does not recognize right-of-use assets and lease liabilities for these leases. The committed payments for the short-term leases were NT$3,304 thousand and NT$16,405 thousand as of September 30, 2022 and 2021.

The lease payments recognized in profit or loss were as follows:

lease payment For the Three Months Ended
September 30
2022
2021
$ 3,747
$ 8,811
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
2022
$ 3,747
2022
$ 21,814
2021
$ 25,763

This is the translation of the financial statements. CPAs do not audit or review on this translation.

30. FINANCIAL INSTRUMENTS

  • a. Fair value of financial instruments that are not measured at fair value

The Group’s management believes the carrying amounts of financial assets and financial liabilities not measured at fair value approximate their fair values.

  • b. Fair value of financial instruments that are measured at fair value on a recurring basis

  • 1) Fair value hierarchy

September 30, 2022
Financial assets at FVTPL
Listed preferred shares

Private funds
Structured Investments

Total

Financial assets at FVTOCI
Investments in debt instruments
Fixed income bonds

December 31, 2021
Financial assets at FVTPL
Listed preferred shares

Private funds
Structured Investments

Total

Financial assets at FVTOCI
Investments in debt instruments
Fixed income bonds

September 30, 2021
Financial assets at FVTPL
Listed preferred shares

Private funds
Structured Investments

Total

Financial assets at FVTOCI
Investments in debt instruments
Fixed income bonds
Level 1
$ 148,637
-

-

$ 148,637

$ -

Level 1
$ 271,019
-

-

$ 271,019

$ -

Level 1
$ 267,283
-

-

$ 267,283

$ -
Level 2
$ -

-

112,720

$ 112,720

$ 187,345

Level 2
$ -

-

104,903

$ 104,903

$ 233,994

Level 2
$ -

-

107,542

$ 107,542

$ 238,243
Level 3
$ -

205,102

-

$ 205,102

$ -

Level 3
$ -

156,075

-

$ 156,075

$ -

Level 3
$ -

80,002

-

$ 80,002

$ -
Total
$ 148,637

205,102

112,720

$ 466,459

$ 187,345

Total
$ 271,019

156,075

104,903

$ 531,997

$ 233,994

Total
$ 267,283

80,002

107,542

$ 454,827

$ 238,243

There were no transfers between Level 1 and Level 2 for the nine months ended September 30, 2022 and 2021.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

  • 2) Reconciliation of Level 3 fair value measurements of financial instruments
Financial assets at FVTPL
Balance, beginning of period

Purchases
Disposals
Recognized in profit or loss(other income or loss)
Effect of foreign currency exchange differences

Balance, end of period
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30


2022
$ 156,075

38,540
(2,330)
8,911
3,906

$ 205,102
2021
$ 52,579
24,937
(181)
3,274

(607)
$ 80,002
  • 3) Valuation techniques and inputs applied for the purpose of measuring Level 2 fair value measurement

The fair values of foreign fixed income bonds are determined by quoted market prices provided by the independent third party. The fair values of structured investments are determined by quoted prices provided by the seller.

  • 4) Valuation techniques and inputs applied for the purpose of measuring Level 3 fair value measurement

The fair values of non-publicly traded equity investments are mainly determined by using the market approach, with reference to the recent financing activities of investees or the market transaction prices and status of the similar instruments. The Group evaluated and selected the suitable valuation method with discretion, but the use of different valuation models or fair values may result in different valuation results.

  • c. Categories of financial instruments
September 30, September 30, December 31, December 31, September 30, September 30,
2022 2021 2021
Financial assets
Fair value through profit or loss (FVTPL)
Mandatorily at FVTPL $
466,459
$
531,997
$
454,827
Amortized cost (Note 1) 10,309,999
16,433,676
14,049,270
Financial assets at FVTOCI
Investments in debt instruments 187,345 233,994 238,243
Financial liabilities
Amortized cost (Note 2) $ 12,801,613
$ 9,703,183
$ 7,735,564
  • 1) The balances included financial assets measured at amortized cost, which comprise cash and cash equivalents, accounts receivables, other financial assets and refundable deposits.

  • 2) The balances included financial liabilities measured at amortized cost, which comprise short-term borrowing, accounts payables, other payables, dividends payable, long-term borrowing and guarantee deposits received.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

d. Financial risk management objectives and policies

The Group’s major financial instruments include cash and cash equivalents, accounts receivable, other financial assets, financial assets at FVTPL, financial assets at FVTOCI, accounts payables and other payables. The Group’s Corporate Treasury function provides services to the business, coordinates access to domestic and international financial markets, monitors and manages the financial risks relating to the operations of the Group through internal risk reports which analyze exposures by degree and magnitude of risks. These risks include market risk (including foreign exchange risk, interest rate risk and other price risk), credit risk and liquidity risk.

The board of directors is solely responsible for establishing and monitoring the framework of risk management of the Group. The chairman is authorized by the board of directors to develop and monitor the risk management policy of the Group with the operation center of the Group, and regularly reported the situation to the board of directors.

The Group’s financial risk management policies are established for identifying and analyzing the financial risks to the Group, evaluating the impacts of the financial risks, and conducting the financial-risk aversion policies. The financial risk management policies are periodically reviewed to reflect changes in the market and the operations. The Group devotes to build a disciplined and constructive control environment through proper internal controls, such as training and establishing managerial principles and operation procedures in order to have all employees aware of their own roles and responsibilities.

The Group’s management oversees the Group operates in compliance with financial risk management policies and reviews the appropriateness of risk management structure under supervision of the board of directors. Internal auditors, in assistance to the board of directors, perform periodical and exceptional reviews on the controls and procedures of financial risk management and report the results of review to the board of directors.

1) Market risk

The major financial risks from the Group’s operations were foreign currency exchange risk (referred to a) and interest rate risk (referred to b).

a) Foreign currency risk

The carrying amounts of the Group’s monetary assets and monetary liabilities denominated in foreign currency at the end of the reporting period are shown in Note 34.

Sensitivity analysis

The Group was mainly exposed to the U.S. dollar. The following table details the Group’s sensitivity to a 5% increase and decrease in New Taiwan dollars (the functional currency) against the relevant foreign currencies. 5% is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management’s assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis included only outstanding foreign currency denominated monetary items and adjusts their translation value at the end of the reporting period by a 5% change in foreign currency rates. A positive number in below table indicates an increase in pre-tax profit or equity associated with a 5% depreciation of the New Taiwan Dollar against the U.S. dollar.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

Profit or loss/ equity
USD Impact USD Impact
For the Nine Months Ended
September 30
2022
($ 9,142)(i)
2021
$ 289,333(i)
  • i. This was mainly attributable to the outstanding balances of USD time deposits, accounts receivables, bank loans, accounts payables, other payables, other current assets, refundable deposit, other current liabilities and guarantee deposits received.

b) Interest rate risk

The Group was exposed to interest rate risk primarily related to its investments in fixed-rate time deposits, bonds, borrowings, floating-rate demand deposits and structured investments. The time deposits were at fixed interest rates, and bonds were at fixed rates or with guaranteed minimal interest rates and carried. Therefore, changes in interest rates would not affect estimated profit or loss regarding to the financial instruments above.

Financial assets exposed to interest rates at the end of the reporting period were as follows:

September 30, December 31, September 30,
2022 2021 2021
Fair value interest rate risk
Financial assets $ 5,057,353
$ 6,405,608
$ 3,897,976
Financial liabilities $ 4,412,898
$ 1,088,552
$ 1,646,504
Cash flow interest rate risk
Financial assets $ 1,577,080
$ 4,241,431
$ 5,431,511

Sensitivity analysis

The below sensitivity analysis was determined based on the Company’s exposure to interest rates for non-derivative instruments as of the end of the reporting period. An increase or a decrease of 25 basis points was used when reporting interest rate risk internally to key management personnel and represents management’s assessment of the reasonably possible change in interest rates.

If interest rates had been 25 basis points higher/ lower and all other variables were held constant, the Company’s pre-tax profit for the nine months ended September 30, 2022 and 2021 would increase/ decrease by NT$2,957 thousand and NT$10,184 thousand, respectively.

2) Credit risk

Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in financial loss to the Company. As at the end of the reporting period, the Company’s maximum exposure to credit risk which will cause a financial loss to the Company due to failure of counterparties to discharge an obligation could arise from the carrying amounts of the financial assets as recognized in the balance sheets.

The Company’s major credit risk of accounts receivables mainly came from its top 5 customers. Ongoing credit evaluation of the financial condition of the customers is performed.

As of September 30, 2022, accounts receivables from top 5 customers represented 68% of total accounts receivables. The credit concentration risk of other accounts receivables was insignificant.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

Credit risk management for investments in debt instruments

The Company’s investments in debt instruments are financial assets at fair value through profit or loss and financial assets at fair value through other comprehensive income. The Company’s policy allows it only to invest in those with credit ratings equal to or higher than the investment grade and with low credit risk after the impairment assessment. Credit rating information is provided by independent rating institute. The Company continuously tracks external rating information to monitor changes in credit risk of the invested debt instruments, and also examines other information such as the bond yield curve and material information concerning the debtors to assess whether the credit risk of the debt instrument investment has increased significantly after the original recognition.

The Company assesses the 12-month expected credit loss based on the probability of default and loss given default provided by external credit rating agencies. The current credit risk assessment policies and carrying amount of investments in debt instruments for each credit rating are as follows:

Category
Performing
Category
Performing
Category
Performing
Description
Basis for
Recognizing
Expected Credit
Loss

The debtor with low credit
risk and fully capable of
paying off contractual cash
flows
12 months expected
credit loss
Description
Basis for
Recognizing
Expected Credit
Loss

The debtor with low credit
risk and fully capable of
paying off contractual cash
flows
12 months expected
credit loss
Description
Basis for
Recognizing
Expected Credit
Loss

The debtor with low credit
risk and fully capable of
paying off contractual cash
flows
12 months expected
credit loss
Expected
Credit Loss
Ratio
0%

Expected
Credit Loss
Ratio
0%

Expected
Credit Loss
Ratio
0%
Carrying
Amount as of
September
30, 2022
Carrying
Amount as of
September
30, 2022
$ 187,345
Carrying
Amount as of
December 31,
2021
$ 187,345
$ 233,994
Carrying
Amount as of
September
30, 2021
$ 233,994
$ 238,243

This is the translation of the financial statements. CPAs do not audit or review on this translation.

3) Liquidity risk

The Company manages its liquidity risk by monitoring and maintaining adequate cash and cash equivalents to fund its operations and mitigate the impacts of fluctuations in cash flows. The Company relies on bank borrowings as a significant source of liquidity.

Liquidity and interest rate risk tables for non-derivative financial liabilities

The table below summarizes the maturity profile of the Group’s financial liabilities based on contractual undiscounted payments, including principal and interest.

September 30, 2022

Non-interest bearing

Fixed interest rate liabilities


December 31, 2021
Non-interest bearing

Fixed interest rate liabilities


September 30, 2021
Non-interest bearing

Fixed interest rate liabilities

On Demand or
Less than 1
Year
$ 3,808,185
3,427,185

$ 7,235,370

On Demand or
Less than 1
Year
$ 4,216,894
301,936

$ 4,518,830

On Demand or
Less than 1
Year
$ 4,185,866

859,984

$ 5,045,850
1-5 Years
$ 4,579,403
404,375

$ 4,983,778

1-5 Years
$ 4,397,513
155,832

$ 4,553,345

1-5 Years
$ 1,902,874

140,083

$ 2,042,957
More than 5
Years




$ -
582,465
$ 582,465
More than 5
Years




$ -
631,008
$ 631,008
More than 5
Years






$ -
646,757
$ 646,757

This is the translation of the financial statements. CPAs do not audit or review on this translation.

31. TRANSACTIONS WITH RELATED PARTIES

  • a. Balances, transactions, revenue and expenses between the Company and its subsidiaries, which are related parties of the Company, have been eliminated on consolidation and are not disclosed in this note.

  • b. Compensation of key management personnel

Long-term employee
benefits
Short-term employee
benefits
Post-employment
benefits
Share-based payments
For the Three Months Ended
September 30
2022
2021
$ (1,224)
$ (31)
6,658
7,767
54
92

15,155

15,665
$ 20,643
$ 23,493
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30


2022
$ (1,224)

6,658
54

15,155

$ 20,643


2022
$ 28,560

62,981
324

53,468

$ 145,333
2021
$ 12,682
61,363
353

35,854
$ 110,252

32. PLEDGED ASSETS

The following assets were provided as collateral for banks loans and import customs duties:

September September 30, December December 31, September September 30,
2022 2021 2021
Property, plant and equipment – net of buildings $ 497,682
$ 510,257
$ 507,524
Property, plant and equipment – land 557,110 - -
Property, plant and equipment –Construction in
progress - 1,071,400 -
Prepayments on commercial building
(categorized in other non-current assets) - - 1,080,130
Pledge deposits (categorized in other non-current
assets)
4,000
4,000
4,000
$ 1,058,792
$ 1,585,657
$ 1,591,654

33. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED CONTRACTUAL COMMITMENTS

NOVATEK MICROELECTRONICS CORP. (“NOVATEK”) filed five patent infringement actions with Intellectual Property and Commercial Court on August 9, 2021, asking the court to prohibit the Company from manufacturing, offering for sale, selling, utilizing or importing, for the aforementioned purposes, products infringing on such patents and asking for indemnification for any losses. The litigations are still in the preliminary stages of the Intellectual Property and Commercial Court, and the result could not be inferred. The Company does not expect any material operations and financial impact of the Company resulting from this case.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

34. SIGNIFICANT ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES

The following information was aggregated by the foreign currencies other than functional currencies of the Group entities and the exchange rates between foreign currencies and respective functional currencies were disclosed. The significant assets and liabilities denominated in foreign currencies are as follows:

September 30, 2022

Foreign
Currencies
(thousand) Exchange Rate NT$(thousand)
Financial assets
Monetary items
USD $
225,808
31.75 (USD:NTD) $ 7,169,399
USD 18,828 7.0998 (USD:RMB)
597,805
Financial liabilities
Monetary items
USD 231,767 31.75 (USD:NTD)
7,358,595
USD 18,629 7.0998 (USD:RMB)
591,455
December 31, 2021
Foreign
Currencies
(thousand) Exchange Rate NT$(thousand)
Financial assets
Monetary items
USD $
494,679
27.68(USD:NTD) $ 13,692,701
USD 16,817 6.3757 (USD:RMB)
465,507
Financial liabilities
Monetary items
USD 279,278 27.68 (USD:NTD)
7,730,402
USD 35,727 6.3757 (USD:RMB)
988,917
September 30, 2021
Foreign
Currencies
(thousand) Exchange Rate NT$(thousand)
Financial assets
Monetary items
USD $
394,682
27.85(USD:NTD) $ 10,991,894
USD 16,728 6.4854 (USD:RMB)
465,863
Financial liabilities
Monetary items
USD 171,186 27.85 (USD:NTD)
4,767,528
USD 32,444 6.4854 (USD:RMB)
903,562

This is the translation of the financial statements. CPAs do not audit or review on this translation.

35. ADDITIONAL DISCLOSURES

  • (1)Information about significant transactions and investees:

  • a. Financings provided to others: See Table 1 attached;

  • b. Endorsement/guarantee provided: See Table 2 attached;

  • c. Marketable securities held (excluding investments in subsidiaries and associates): See Table 3 attached;

  • d. Marketable securities acquired or disposed of with accumulated amount exceeding the lower of NT$300 million or 20 percent of the paid-in capital: None;

  • e. Acquisition of individual real estate property at costs of at least NT$300 million or 20% of the paid-in capital: None;

  • f. Disposal of individual real estate property at prices of at least NT$300 million or 20% of the paid-in capital: None;

  • g. Total purchases from or sales to related parties of at least NT$100 million or 20% of the paid-in capital: None;

  • h. Receivables from related parties amounting to at least NT$100 million or 20% of the paid-in capital: None; i. Information about the derivative financial instruments transaction: None;

  • j. Others: The business relationship between the parent and the subsidiaries and significant transactions between them: See Table 4 attached;

  • (2) Names, locations, and related information of investees over which the Company exercises significant influence (excluding information on investment in mainland China): See Table 5 attached;

  • (3) Information on investment in Mainland China:

  • a. The name of the investee in mainland China, the main businesses and products, its issued capital, method of investment, information on inflow or outflow of capital, percentage of ownership, income (losses) of the investee, share of profits/losses of investee, ending balance, amount received as dividends from the investee, and the limitation on investee: See Table 6 attached.

  • b. Significant direct or indirect transactions with the investee, its prices and terms of payment, unrealized gain or loss, and other related information which is helpful to understand the impact of investment in Mainland China on financial reports: See Table 4 attached.

  • (4) Information of major shareholders: There are no shareholders holding more than 5% of the Company’s shares for the month ended September 30, 2022.

36. SEGMENT INFORMATION

Segment information is provided to business decision makers to allocate resources and assesse segment performance. The Company operates the business of the sales and development of Human-Machine Interface solutions related IC under a single operation unit. Thus, the information of separate operating segments is not applicable.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

TABLE 1

FocalTech Systems Co., Ltd. and Subsidiaries FINANCINGS PROVIDED TO OTHERS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2022

(Amount in thousand; Currency denomination in NTD or in foreign currencies)

No
(Note 1)
Financing
Company
Counterparty Financial
Statement
Account
Related
Party

Maximum
Balance for the
Period
(Note 4)
Ending
Balance
(Note 4)
Amount Actually
Drawn
(Note 4)
Interest
Rate

Nature for
Financing
Transaction
Amounts
Reason for
Financing
Allowance for
Bad Debt
Collateral Collateral Financing
Limits for Each
Borrowing
Company
(Note 2)
Financing
Company’s
Total Financing
Amount Limits
(Note 2)
Note
Item Value
1 FocalTech
Systems, Ltd.
FocalTech
Systems Co.,
Ltd.
Other
receivables from
relatedparties

Yes
$ 1,905,000
(USD 60,000)
$ 1,905,000
(USD 60,000)
$ - - The need for
short-term financing

$ -
Operating
capital
$ - - - $ 2,172,899 $ 2,172,899 Note 3
1 FocalTech
Systems, Ltd.
FocalTech
Electronics
(Shenzhen)
Co.,Ltd.
Other
receivables from
related parties

Yes
317,500
(USD 10,000)
317,500
(USD 10,000)
- - The need for
short-term financing

-
Operating
capital
- - - 2,172,899 2,172,899 Note 3
2 FocalTech
Electronics,
Ltd.
FocalTech
Electronics
(Shenzhen)
Co.,Ltd.
Other
receivables from
related parties

Yes
793,750
(USD 25,000)
793,750
(USD 25,000)
- - The need for
short-term financing

-
Operating
capital
- - - 1,396,493 1,396,493 Note 3

Note 1: The parent company and its subsidiaries are coded as follows:

  • 1) The parent company is coded "0".

2) The subsidiaries are coded consecutively beginning from "1" in the order presented in the table above.

Note 2: The lending limits:

1) The total amount available for lending purpose shall not exceed 20% of the net worth of the Company.

2) The lending limits for any borrowers are set forth as below:

A. The total amount for lending to a company having a business relationship with the company shall not exceed the total transaction amount between the parties during the period of twelve months prior to the time of lending (the transaction amount shall mean the sales or purchasing amount between the parties, whichever is higher), and shall not exceed 20% of the net worth of the financing company or 30% of the net worth of the counterparty, whichever is lower.

  • B. The total amount for lending to a company in need of funds for a short-term period shall not exceed 20% of the net worth of the financing company. The lending limits for any borrower shall not exceed 10% of the net worth of the creditor or 30% of the net worth of the borrower, whichever is lower.

3) For financing needs between offshore subsidiaries whose voting shares are 100% owned, directly or indirectly, by the Company, or financing needs to the Company by offshore subsidiaries whose voting shares are 100% owned, directly or indirectly, by the Company, the total amount for such fund-lending shall not be subject to the limit of 100% of the net worth of the creditor

4) Where the Company’s financial reports are prepared in accordance with the International Financial Reporting Standards, “net worth” in the Procedures means the equity attributable to shareholders of the parent in the balance sheet. Note 3: The balances have been eliminated on consolidation.

Note 4: Using the exchange rate of 1 USD: 31.75 NTD as of September 30, 2022.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

TABLE 2

FocalTech Systems Co., Ltd. and Subsidiaries ENDORSEMENTS/GUARANTEES PROVIDED FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2022

(Amount in thousand; Currency denomination in NTD or in foreign currencies)

No.
(Note1)

Endorsement/
Guarantee Provider
Guaranteed Party Guaranteed Party Limits on
Endorsement/
Guarantee Amount
Provided to Each
Guaranteed Party
(Note 2)
Maximum Balance
for the Period
(Note 5)
Ending Balance
(Note 5)
Amount Actually
Drawn
Amount of
Endorsement/
Guarantee
Collateralized by
Property
Ratio of
Accumulated
Endorsement/
Guarantee to
Net Equity per
Latest Financial
Statements(%)
Maximum
Endorsement/
Guarantee
Amount
Allowable
(Note 2)
Guarantee
Provided
by Parent
Company
Guarantee
Provided by
A Subsidiary

Guarantee
Provided to
Subsidiaries
in Mainland
China
Note
Name Nature of
Relationship
0
0
0
0
0
0
1
FocalTech
Systems Co., Ltd.
FocalTech
Systems Co., Ltd.
FocalTech
Systems Co., Ltd.
FocalTech
Systems Co., Ltd.
FocalTech
Systems Co., Ltd.
FocalTech
Systems Co., Ltd.
FocalTech Systems
(Shenzhen) Co.,
Ltd.
FocalTech
Systems, Ltd.
FocalTech
Electronics, Ltd.
Hefei PineTech
Electronics Co.,
Ltd.
FocalTech
Electronics
(Shenzhen) Co.,
Ltd.
FocalTech Smart
Sensors Co., Ltd.
FocalTech Smart
Sensors, Ltd.
FocalTech
Electronics
(Shenzhen) Co.,
Ltd.
The endorser/guarantor
parent company owns
directly and indirectly
more than 50% voting
shares of the endorsed/
guaranteed company.
The endorser/guarantor
parent company owns
directly and indirectly
more than 50% voting
shares of the endorsed/
guaranteed company.
The endorser/guarantor
parent company owns
directly and indirectly
more than 50% voting
shares of the endorsed/
guaranteed company.
The endorser/guarantor
parent company owns
directly and indirectly
more than 50% voting
shares of the endorsed/
guaranteed company.
The endorser/guarantor
parent company owns
directly and indirectly
more than 50% voting
shares of the endorsed/
guaranteed company.
The endorser/guarantor
parent company owns
directly and indirectly
more than 50% voting
shares of the endorsed/
guaranteed company.
The endorser/ guarantor
parent company owns
directly and indirectly
100% voting shares of the
endorsed/guaranteed
company.
$ 4,391,983
4,391,983
4,391,983
4,391,983
4,391,983
4,391,983

871,322
$ 1,428,750
( USD
45,000 )

1,447,936
( USD
45,604 )

1,809,750
( USD
57,000 )

2,190,750
( USD
69,000 )

111,125
( USD
3,500 )

111,125
( USD
3,500 )

447,200
( CNY 100,000 )
$ 1,428,750
( USD
45,000 )
1,447,936
( USD
45,604 )
1,809,750
( USD
57,000 )
2,190,750
( USD
69,000 )
111,125
( USD
3,500 )
111,125
( USD
3,500 )
447,200
( CNY 100,000 )
$ -
-
6,295
76,857
-
-
-
$ -

-

-

-

-

-

-
16.27%
16.48%
20.6%
24.94%
1.27%
1.27%
51.32%
$ 4,391,983
4,391,983
4,391,983
4,391,983
4,391,983
4,391,983
871,322
Yes
Yes
Yes
Yes
Yes
Yes
No
No
No
No
No
No
No
No
No
No
Yes
Yes
No
No
Yes
(Note 3)
(Note 3)
(Note 3
and 5)
(Note 3
and 5)
(Note 4)
(Note 4)
-

Note 1: Number should be input in the remark column for intercompany transactions. Here illustrate how to assign numbers to transaction

  • 1) 0 for parent company.

  • 2) Subsidiaries are given a number in sequence starting with No. 1.

Note 2: Limits on Endorsement/ Guarantee Amount

  • 1) The ceilings on the amount of endorsements/guarantees due to business transaction are as below:

  • 2) The total amount of endorsements/guarantees and the amount of endorsements/guarantees for any single entity shall not exceed 50% of the net worth of the Company.

  • 3) The total amount of endorsements/guarantees between the Company owns directly or indirectly 100% voting shares shall not exceed 100% of the net worth of the Company.

  • 4) The total amount of endorsement/guarantee provided by the Company or by the Company and its subsidiaries shall not exceed 50% of the net worth of the Company. The total amount of the endorsement/guarantee provided by the Company and the subsidiaries to any individual entity shall not exceed 50% of the net worth of the Company.

  • 5) The net worth referred to above are based on the latest reviewed financial statements. Where the Company’s financial reports are prepared in accordance with the International Financial Reporting Standards, “net worth” in the Procedures means the equity attributable to shareholders of the parent in the balance sheet.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

TABLE 2

Note 3: FocalTech Systems Co., Ltd. provided USD 45,000 thousand of endorsements/guarantees for FocalTech Electronics Ltd., FocalTech Systems, Ltd., Hefei PineTech Electronics Co., Ltd. and FocalTech Electronics (Shenzhen) Co., Ltd. for the purchases, the amount actually drawn during the period is NT$0, NT$0, NT$0, and NT$ 74,666 thousand respectively.

Note 4: FocalTech Systems Co., Ltd. provided USD 3,500 thousand of endorsements/guarantees for FocalTech Smart Sensors Ltd. and FocalTech Smart Sensors Co., Ltd. for the purchases, the amount actually drawn during the period is NT$ 0.

Note 4: FocalTech Systems Co., Ltd. provided USD 3,500 thousand of endorsements/guarantees for FocalTech Smart Sensors Ltd. and FocalTech Smart Sensors Co., Ltd. for the purchases, the amount actually drawn during the period is NT$ 0. Note 5: FocalTech Systems Co., Ltd. provided USD 5,000 thousand of endorsements/guarantees for Hefei PineTech Electronics Co., Ltd. and FocalTech Electronics (Shenzhen) Co., Ltd. for the purchases, the amount actually drawn during the period is NT$ 0. Note 6: Using the exchange rate of 1 USD: 31.75 NTD and 1 RMB: 4.472 NTD as of September 30, 2022.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

TABLE 3

FocalTech Systems Co., Ltd. and Subsidiaries MARKETABLE SECURITIES HELD SEPTEMBER 30, 2022

(Amount in thousand; Currency denomination in NTD or in foreign currencies)

Held Company Name Marketable Securities Type and Name Relationship with
the Company
Financial Statement Account March 31,2022 March 31,2022 Note
Shares/Units Carrying Value Percentage of
Ownership (%)
Fair Value
FocalTech Systems Co., Ltd.
FocalTech Systems, Ltd.

FocalTech Electronics, Ltd.
Stock
Class B Preferred Stock of Fubon Financial Holding
Co., Ltd.
Class A Preferred Stock of WT Microelectronics Co.,
Ltd.
Privately Offered Fund
CDIB Capital Healthcare Ventures II Limited
Partnership
CDIB Capital Growth Partners L.P.
CDIB-Innolux Limited Partnership
Cathay Private Equity Smart Tech Limited Partnership
Structured product
CLN Link HSBC SUB
CLN Link Barclays SUB
Fixed income bond
Bank of China Limited
Maturity DateNovember 13, 2024
Industrial and Commercial Bank of China Limited
Maturity DateSeptember 21, 2025
Privately Offered Fund
TIEF Fund, L.P.
-
-
-
-
-
-
-
-
-
-
-
Financial assets at fair value through profit or loss - non
current

Financial assets at fair value through profit or loss - non
current



Financial assets at fair value through profit or loss - non
current

Financial assets at fair value through other
comprehensive income - non current

Financial assets at fair value through profit or loss - non
current
170,000
2,882,000
-

-

-

-
-

-

-

-

-
NT$ 10,013
NT$ 138,624
NT$ 15,054
NT$ 32,302
NT$ 34,245
NT$ 90,811
NT$ 56,491
( USD
1,779 )
NT$ 56,229
( USD
1,771 )
NT$ 135,099
( USD
4,255 )
NT$ 52,246
( USD
1,646 )
NT$ 32,690
(USD
1,030)
0.03
2.13
0.96
0.66
4.37
24.59






4.83
NT$ 10,013
NT$ 138,624
NT$ 15,054
NT$ 32,302
NT$ 34,245
NT$ 90,811
NT$ 56,491
( USD
1,779 )
NT$ 56,229
( USD
1,771 )
NT$ 135,099
( USD
4,255 )
NT$ 52,246
( USD
1,646 )
NT$ 32,690
(USD
1,030)











Note 1 The percentage of ownership for preferred stock is the held shares divided by the number of outstanding shares. Note 2 Using the exchange rate of 1 USD: 31.75 NTD as of September 30, 2022.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

TABLE 4

FocalTech Systems Co., Ltd. and Subsidiaries

INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2022 (Amount in Thousands of New Taiwan Dollars)

No.
(Note 1)
Company Name Counterparty Nature of Relationship
(Note 3)
IntercompanyTransactions IntercompanyTransactions
Financial Statements Item Amount
(Note 4)
Terms Percentage of Consolidated Net
Revenue or Total Assets
0
0
1
2
3
3
3
4
FocalTech Systems Co., Ltd.
FocalTech Systems Co., Ltd.
FocalTech Electronics, Ltd.
FocalTech Systems, Ltd.
FocalTech Electronics (Shenzhen) Co., Ltd.
FocalTech Electronics (Shenzhen) Co., Ltd.
FocalTech Electronics (Shenzhen) Co., Ltd.
FocalTech Smart Sensors,Ltd.
FocalTech Electronics, Ltd.
FocalTech Electronics (Shenzhen) Co., Ltd.
FocalTech Electronics (Shenzhen) Co., Ltd.
FocalTech Electronics (Shenzhen) Co., Ltd.
Hefei PineTech Electronics Co., Ltd.
FocalTech Systems (Shenzhen) Co., Ltd.
FocalTech Electronics (Shanghai) Co., Ltd.
FocalTech Smart Sensors Co.,Ltd.
1
1
2
2
2
2
2
2
2
2
2
Accounts Payables
Cost of revenue
Other Receivables
Other Receivables
Accounts Payables
Research and development
expenses
Other Payables
Research and development
expenses
Other Payables
Selling and marketing expenses
Other Receivables
$ 601,644
10,156
89,320
319,363
222,787
82,733
228,986
112,978
20,018

81,272
384,988
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
2.66%
0.11%
0.39%
1.41%
0.98%
0.86%
1.01%
1.18%
0.09%
0.85%
1.7%
  • Note 1: Number should be input in the remark column for intercompany transactions. Here illustrate how to assign numbers to transaction 1) 0 for parent company.

2) Subsidiaries are given a number in sequence starting with No. 1.

Note 2: The services of production management, sales, research and development are provided between the Company and its subsidiaries. For other intercompany transactions, prices and terms are determined in accordance with mutual agreements. Note 3: The transaction relationships with the counterparties are as follows:

1) The Company to the consolidated subsidiary.

2) The consolidated subsidiary to another consolidated subsidiary.

Note 4: Balances, transactions, revenue and expenses between the Company and its subsidiaries have been eliminated on consolidation.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

TABLE 5

FocalTech Systems Co., Ltd. and Subsidiaries

NAMES, LOCATIONS, AND RELATED INFORMATION OF INVESTEES OVER WHICH THE COMPANY EXERCISES SIGNIFICANT INFLUENCE (EXCLUDING INFORMATION ON INVESTMENT IN MAINLAND CHINA) (Note 1) FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2022

(Amount in thousand; Currency denomination in NTD or in foreign currencies)

Investor Company Investee Company Location Main Businesses and
Products
Original Investment Amount Original Investment Amount Balance as of September 30,2022 Balance as of September 30,2022 Balance as of September 30,2022 Net Income (Losses) of
the Investee
(Note 4)
Share of Profits/Losses
of Investee
(Note 4)
Note
September 30,2022
(Note 2)
December 31,2021
(Note 3)
Shares Percentage
of
Ownership
Carrying Value
(Note 2)
FocalTech Systems Co.,
Ltd.
FocalTech Systems Co.,
Ltd.
FocalTech Systems Co.,
Ltd.
FocalTech Systems Co.,
Ltd.
FocalTech Electronics
Co., Ltd.
FocalTech Smart
Sensors, Ltd.
FocalTech Corporation,
Ltd.
FocalTech Systems, Inc.
FocalTech Systems,
Ltd.
FocalTech Corporation,
Ltd.
FocalTech Electronics,
Ltd.
FocalTech Smart
Sensors, Ltd.
Vitrio Technology
Corporation
FocalTech Smart
Sensors, Ltd.
FocalTech Smart
Sensors Co., Ltd.
FocalTech Systems, Inc.
FocalTech Systems,
Ltd.
FocalTech Electronics
Co., Ltd.
Cayman Islands
Cayman Islands
Cayman Islands
Taiwan
Cayman Islands
Taiwan
U.S.A
Cayman Islands
Taiwan
Investment activity
Investment activity
Investment activity
Research, development,
manufacturing and sale of
integrated circuits
Investment activity
Research, development,
manufacturing and sale of
integrated circuits
Investment activity
Investment activity
Import and export of
integrated circuits
NT$ 7,059,264
NT$ 3,175
(USD
100 )
NT$ 85,350
NT$ 4,970
NT$ 238,821
NT$ 11,990
NT$ 3,247,798
(USD
102,293 )
NT$ 741,364
(USD
23,350 )
NT$ 20,000
NT$ 7,059,264
NT$ 2,768
(USD
100 )
NT$ 85,350
NT$ 4,970
NT$ 238,821
NT$ 11,990
NT$ 2,831,466
(USD
102,293 )
NT$ 646,330
(USD
23,350 )
NT$ 20,000
5,491,200
2
3,000,000
142,000
18,813,050
17,417,000
100
2
2,000,000
100%
100%
9.14%
50%
57.31%
100%
100%
100%
100%
NT$ 2,202,185
(USD 69,360 )
NT$ 1,396,493
(USD
43,984 )
NT$ 4,590
(USD
145 )
NT$ -
NT$ 28,784
(USD
907 )
(NT$ 357,998 )
NT$ 2,074,990
(USD
65,354 )
NT$ 2,172,899
(USD
68,438 )
NT$ 111,422
(USD
3,509 )
(NT$ 579,044)
(USD
19,773)
(NT$ 282,228)
(USD 9,637)
(NT$ 68,565 )
(USD
2,341 )
(NT$ 372 )
(NT$ 68,565 )
(USD
2,341 )
(NT$ 68,649 )
(NT$ 574,398 )
(USD
19,614 )
(NT$ 556,842 )
(USD
19,614 )
(NT$ 28,869 )
(USD
986 )
(NT$ 579,044 )
(USD
19,773 )
(NT$ 282,228 )
(USD
9,637 )
(NT$ 6,267 )
(USD
214 )
NT$ -
(NT$ 39,295 )
(USD
1,342 )
(NT$ 68,649 )
(NT$ 574,398 )
(USD
19,614 )
(NT$ 556,842 )
(USD
19,015 )
(NT$ 28,869 )
(USD
986 )
Subsidiary
Subsidiary
Subsidiary
Joint Venture
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary

Note 1: Please refer to the table 6 for the information on investment in Mainland China.

Note 2: Using the exchange rate of 1 USD: 31.75 NTD as of September 30, 2022.

Note 3: Using the exchange rate of 1 USD: 27.68 NTD as of December 31, 2021.

Note 4: Using the average exchange rate of 1 USD: 29.2846 NTD for the nine months September 30, 2022.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

TABLE 6

FocalTech Systems Co., Ltd. and Subsidiaries INFORMATION ON INVESTMENT IN MAINLAND CHINA FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2022

(Amount in thousand; Currency denomination in NTD or in foreign currencies)

Investee company Main businesses and
products
Total amount of
paid-in capital
(Note 1)
Method of
investment
Accumulated outflow
of investment from
Taiwan as of January
1,2022(Note 1)
Investment flows Investment flows Accumulated outflow of
investment from Taiwan as
of September 30, 2022
(Note 1)
Net income (loss) of
investee company
(Note 2)
Percentage of
ownership
Investment income
(loss) recognized
(Note 2)
Carrying amount
as of September
30, 2022 (Note 1)
Accumulated inward
remittance of earnings as
of September 30, 2022

Note
Outflow Inflow
FocalTech
Electronics
(Shanghai) Co., Ltd.
FocalTech
Electronics
(Shenzhen) Co., Ltd.
FocalTech Systems
(Shenzhen) Co., Ltd.
Hefei PineTech
Electronics Co., Ltd.
Sales support and
post-sales service for
affiliates’ IC products
Research, development,
manufacturing and sale
of integrated circuits
Design and research of
integrated circuits
Research, development
and sale of integrated
circuits
NT$ 63,500
(USD 2,000)
NT$ 295,275
(USD 9,300)
NT$ 1,174,755
(USD 37,000)
NT$ 134,160
(RMB 30,000)
(Note 3 and 4)
(Note 3)
(Note 4)
(Note 4)
NT$ 31,750
(USD 1,000)
NT$ 31,750
(USD 1,000)
-
-
$ -
-
-
-
$ -
-
-
-
NT$ 31,750
(USD 1,000)
NT$ 31,750
(USD 1,000)
-
-
NT$ 3,308
(USD 113)
(NT$ 125,531)
(USD 4,287)
(NT$ 504,083)
(USD 17,213)
NT$ 21,244
(USD 725)
100%
100%
100%
100%
NT$ 3,308
(USD 113)
(NT$ 125,531)
(USD 4,287)
(NT$ 504,083)
(USD 17,213)
NT$ 21,244
(USD 725)
NT$ 33,745
(USD 1,063)
NT$ 344,923
(USD 10,864)
NT$ 871,322
(USD 27,443)
NT$ 257,652
(USD 8,115)
$ -
-
-
-
-
-
-
-
Accumulated Investment in Mainland China as of
September 30,2022
Investment Amounts Authorized by
Investment Commission,MOEA
Upper Limit on Investment
$63,500
(USD2,000)
$1,919,831
(USD60,467)
$5,270,380

Note 1: Using the exchange rate of 1 USD: 31.75 NTD and 1 RMB :4.472 NTD as of September 30, 2022. Note 2: Using the average exchange rate of 1 USD: 29.2846 NTD and 1 RMB :4.4389 NTD for nine months ended September 30, 2022. Note 3: Indirect investment in Mainland China through a holding company established in other countries. Note 4: The investment is through the foreign subsidiaries, has not been remitted from Taiwan.

This is the translation of the financial statements. CPAs do not audit or review on this translation.