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FRMSL — Audit Report / Information 2025
May 20, 2026
52425_rns_2026-05-20_8250461e-90c1-4ad9-911f-fada2cbd9acc.pdf
Audit Report / Information
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FORMOSA LABORATORIES, INC. AND SUBSIDIARIES
CONSOLIDATED FINANCIAL STATEMENTS AND
INDEPENDENT AUDITORS' REPORT
DECEMBER 31, 2025 AND 2024
For the convenience of readers and for information purpose only, the auditors’ report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. In the event of any discrepancy between the English version and the original Chinese version or any differences in the interpretation of the two versions, the Chinese-language auditors’ report and financial statements shall prevail.
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INDEPENDENT AUDITORS' REPORT TRANSLATED FROM CHINESE
To the Board of Directors and Shareholders of Formosa Laboratories, Inc.
Opinion
We have audited the accompanying consolidated balance sheets of Formosa Laboratories, Inc. and its subsidiaries (the "Group") as at December 31, 2025 and 2024, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of material accounting policies.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as at December 31, 2025 and 2024, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations that came into effect as endorsed by the Financial Supervisory Commission.
Basis for opinion
We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the consolidated financial statements section of our report. We are independent of the Group in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
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Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Company’s 2025 consolidated financial statements. These matters were addressed in the context of our audit of the consolidated financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.
Key audit matters for the Company’s 2025 consolidated financial statements are stated as follows:
Key audit matter - inventory valuation
Description
Refer to Note 4(13) for accounting policy on inventory valuation, Note 6(6) for details of inventory, and Note 5(1) for uncertainty of accounting estimates and assumptions in relation to inventory valuation.
The Group is primarily engaged in the manufacturing and sales of active pharmaceutical ingredients. Due to the intensely competitive market and the restriction of expiry date of active pharmaceutical ingredients, there is a higher risk in loss on decline in market value of expired or obsolete inventories. As the determination of impairment of inventories involves subjective judgement and estimation uncertainty and considering that the amount of inventories is significant to the financial statements, we identified the inventory valuation as a key audit matter.
How our audit addressed the matter
We performed the following audit procedures in relation to the above key audit matter:
A. Obtained an understanding of the Group’s operations and industry, assessed the reasonableness of the accounting policy in recognising the allowance for inventory valuation losses, and ascertained whether the accounting policy was applied consistently for both periods.
B. Obtained the net realisable value report of inventories, reviewed the calculation logic used and tested related parameters, including sales and purchase data files and other resource data.
C. Obtained the expiry information date of each inventory item, checked against related supporting documents, and assessed the reasonableness of the provision of allowance for loss on inventory decline in market value.
D. Verified the related documents we gathered during the physical inventory count and performed an inquiry with management and related personnel to verify whether the following have been addressed in the inventory list: a. Slow-moving inventory, b. Inventory that is over certain age, and c. Significant amount of damaged inventory.
Key audit matter - Impairment assessment of investments accounted for using equity method
Description
As of December 31, 2025, goodwill arising from the Group’s acquisition amounted to NT$60,403 thousand. Refer to Note 4(18) for details of related accounting policies, and Notes 5(2) and 6(9) for uncertainty of accounting estimates and assumptions in relation to impairment assessment of investments accounted for using equity method.
The Company measures the recoverable amount of cash generating unit by discounting estimated future cash flows of related research and development projects as basis for impairment assessment. As the amount of investments accounted for using equity method was significant, the valuation model adopted by the impairment assessment process belongs to significant accounting estimates, and the recoverable amount was determined based on projected future cash flows, we considered the impairment assessment of investments accounted for using equity method as a key audit matter.
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How our audit addressed the matter
We performed the following audit procedures in relation to the above key audit matter:
A. Obtained an understanding of the estimation process of projected cash flows to ascertain whether it was in agreement with the budget of the investee.
B. Obtained the appraisal report of appraisers who were appointed by the management and performed the following audit procedures:
(1) Assessed whether the valuation model was reasonably matched with its industry, environment and assets to be valued.
(2) Compared the expected growth rate and net operating interest rate used in the estimation of future cash flows with historical result, economic documents and other external data.
(3) Assessed the discount rate used and compared with capital cost assumption of cash-generating units and return rates of similar assets.
C. Confirmed and measured the recoverable amount of cash-generating units by discounting estimated future cash flows to determine whether the recoverable amount exceeds the book value.
Other matter – Parent company only financial reports
We have audited and expressed an unmodified opinion on the parent company only financial statements of Formosa Laboratories, Inc. as at and for the years ended December 31, 2025 and 2024.
Responsibilities of management and those charged with governance for 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 for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
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In preparing the consolidated financial statements, management is responsible for assessing the Group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Those charged with governance, including supervisors, are responsible for overseeing the Group's financial reporting process.
Auditors' responsibilities for the audit of the consolidated financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with the Standards on Auditing of the Republic of China, we exercise professional judgment and professional skepticism throughout the audit. We also:
- Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of
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internal control.
-
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.
-
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
-
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group to cease to continue as a going concern.
-
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
-
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
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We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Teng, Sheng-Wei
Yen, Yu-Fang
For and on Behalf of PricewaterhouseCoopers, Taiwan
March 12, 2026
The accompanying consolidated financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying consolidated financial statements and independent auditors' report are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.
As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.
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FORMOSA LABORATORIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
| Assets | Notes | December 31, 2025 | December 31, 2024 | |||
|---|---|---|---|---|---|---|
| AMOUNT | % | AMOUNT | % | |||
| Current assets | ||||||
| 1100 | Cash and cash equivalents | 6(1) | $ 1,140,826 | 8 | $ 1,364,538 | 10 |
| 1110 | Financial assets at fair value through profit or loss - current | 6(2) and 8 | 150,418 | 1 | 118,852 | 1 |
| 1136 | Financial assets at amortised cost - current | 6(4) | 1,202,900 | 9 | 1,220,000 | 9 |
| 1170 | Accounts receivable, net | 6(5) | 1,046,002 | 8 | 1,178,581 | 9 |
| 1180 | Accounts receivable - related parties | 7 | 45,514 | - | 17,424 | - |
| 1200 | Other receivables | 72,023 | 1 | 59,428 | - | |
| 1210 | Other receivables - related parties | 7 | 401 | - | 35 | - |
| 1220 | Current income tax assets | 6(29) | 5,163 | - | 2,977 | - |
| 130X | Inventory | 6(6) | 1,715,718 | 12 | 1,711,571 | 12 |
| 1410 | Prepayments | 168,495 | 1 | 192,092 | 1 | |
| 1470 | Other current assets | 1,640 | - | 2,522 | - | |
| 11XX | Total current assets | 5,549,100 | 40 | 5,868,020 | 42 | |
| Non-current assets | ||||||
| 1510 | Financial assets at fair value through profit or loss - non-current | 6(2) and 8 | 1,168,890 | 8 | 1,363,846 | 10 |
| 1517 | Financial assets at fair value through other comprehensive income - non-current | 6(3) | 92,182 | 1 | 100,533 | 1 |
| 1550 | Investments accounted for under equity method | 6(7) | 24,528 | - | 17,045 | - |
| 1600 | Property, plant and equipment | 6(8) and 8 | 6,122,066 | 44 | 6,097,341 | 44 |
| 1755 | Right-of-use assets | 103,593 | 1 | 107,062 | 1 | |
| 1780 | Intangible assets | 6(9) | 353,111 | 3 | 215,040 | 1 |
| 1840 | Deferred income tax assets | 6(29) | 116,584 | 1 | 93,037 | 1 |
| 1900 | Other non-current assets | 6(8)(10) and 8 | 303,263 | 2 | 33,457 | - |
| 15XX | Total non-current assets | 8,284,217 | 60 | 8,027,361 | 58 | |
| 1XXX | Total assets | $ 13,833,317 | 100 | $ 13,895,381 | 100 |
(Continued)
FORMOSA LABORATORIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
| Liabilities and Equity | Notes | December 31, 2025 | December 31, 2024 | |||
|---|---|---|---|---|---|---|
| AMOUNT | % | AMOUNT | % | |||
| Current liabilities | ||||||
| 2100 | Short-term borrowings | 6(12) and 8 | $ 1,113,000 | 8 | $ 683,000 | 5 |
| 2110 | Short-term notes and bills payable | 6(13) | - | - | 49,982 | - |
| 2130 | Current contract liabilities | 6(22) | 125,915 | 1 | 62,188 | - |
| 2150 | Notes payable | - | - | 910 | - | |
| 2170 | Accounts payable | 274,356 | 2 | 218,026 | 2 | |
| 2200 | Other payables | 6(14) | 857,372 | 6 | 828,481 | 6 |
| 2220 | Other payables - related parties | 7 | 136 | - | 3,100 | - |
| 2230 | Current income tax liabilities | 30,941 | - | 69,448 | 1 | |
| 2280 | Current lease liabilities | 23,763 | - | 26,072 | - | |
| 2320 | Long-term liabilities, current portion | 6(15) and 8 | 440,337 | 3 | 388,145 | 3 |
| 2399 | Other current liabilities | 9 | 34,505 | 1 | 26,441 | - |
| 21XX | Total current liabilities | 2,900,325 | 21 | 2,355,793 | 17 | |
| Non-current liabilities | ||||||
| 2520 | Financial liabilities at amortised cost | 6(11) and 7 | ||||
| - non-current | 62,860 | - | 65,570 | 1 | ||
| 2527 | Non-current contract liabilities | 6(22) | 26,077 | - | 28,941 | - |
| 2540 | Long-term borrowings | 6(15) and 8 | 1,949,414 | 14 | 2,669,752 | 19 |
| 2570 | Deferred income tax liabilities | 13,456 | - | 20,970 | - | |
| 2580 | Non-current lease liabilities | 83,068 | 1 | 82,408 | 1 | |
| 2600 | Other non-current liabilities | 6(9) | 127,975 | 1 | 25,175 | - |
| 25XX | Total non-current liabilities | 2,262,850 | 16 | 2,892,816 | 21 | |
| 2XXX | Total liabilities | 5,163,175 | 37 | 5,248,609 | 38 | |
| Equity attributable to owners of parent | ||||||
| Share capital | 1 and 6(18) | |||||
| 3110 | Common stock | 1,202,560 | 8 | 1,202,560 | 9 | |
| Capital surplus | 6(17)(19) | |||||
| 3200 | Capital surplus | 3,570,380 | 26 | 3,773,468 | 27 | |
| Retained earnings | 6(20) | |||||
| 3310 | Legal reserve | 513,729 | 4 | 498,069 | 3 | |
| 3320 | Special reserve | 18,218 | - | 19 | - | |
| 3350 | Unappropriated retained earnings | 2,478,635 | 18 | 2,228,157 | 16 | |
| Other equity interest | 6(21) | |||||
| 3400 | Other equity interest | ( 26,339) | - | ( 18,198) | - | |
| 31XX | Equity attributable to owners of the parent | |||||
| 7,757,183 | 56 | 7,684,075 | 55 | |||
| 36XX | Non-controlling interest | 4(3) | 912,959 | 7 | 962,697 | 7 |
| 3XXX | Total equity | 8,670,142 | 63 | 8,646,772 | 62 | |
| Significant Contingent Liabilities and Unrecognised Contract Commitments | 9 | |||||
| Significant Events after the Balance Sheet Date | 11 | |||||
| 3X2X | Total liabilities and equity | $ 13,833,317 | 100 | $ 13,895,381 | 100 |
The accompanying notes are an integral part of these consolidated financial statements.
FORMOSA LABORATORIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
YEARS ENDED DECEMBER 31, 2023 AND 2024
(Expressed in thousands of New Taiwan dollars, except for earnings per share amount)
| Items | Notes | Year ended December 31, | |||||
|---|---|---|---|---|---|---|---|
| 2025 | 2024 | ||||||
| AMOUNT | % | AMOUNT | % | ||||
| 4000 | Sales revenue | 6(22) and 7 | $ 4,851,357 | 100 | $ 4,731,046 | 100 | |
| 5000 | Operating costs | 6(6)(27) and 7 | ( 2,819,255) | ( 58) | ( 2,682,330) | ( 57) | |
| 5900 | Net operating margin | 2,032,102 | 42 | 2,048,716 | 43 | ||
| Operating expenses | 6(27) and 7 | ||||||
| 6100 | Selling expenses | ( 229,269) | ( 5) | ( 213,137) | ( 4) | ||
| 6200 | General and administrative expenses | ( 280,809) | ( 6) | ( 289,118) | ( 6) | ||
| 6300 | Research and development expenses | ( 727,909) | ( 15) | ( 796,424) | ( 17) | ||
| 6450 | Impairment gain (loss) | 12(2) | 9,062 | - | ( 24,141) | ( 1) | |
| 6000 | Total operating expenses | ( 1,228,925) | ( 26) | ( 1,322,820) | ( 28) | ||
| 6900 | Operating profit | 803,177 | 16 | 725,896 | 15 | ||
| Non-operating income and expenses | |||||||
| 7100 | Interest income | 6(23) | 32,257 | 1 | 32,235 | 1 | |
| 7010 | Other income | 6(24) | 54,800 | 1 | 8,075 | - | |
| 7020 | Other gains and losses | 6(25) | ( 364,070) | ( 7) | ( 526,280) | ( 11) | |
| 7050 | Finance costs | 6(26) | ( 33,124) | ( 1) | ( 39,614) | ( 1) | |
| 7060 | Share of (loss)/profit of associates and joint ventures accounted for under equity method | 6(7) | |||||
| 8,710 | - | ( 2,161) | - | ||||
| 7000 | Total non-operating income and expenses | ( 301,427) | ( 6) | ( 527,745) | ( 11) | ||
| 7900 | Profit before income tax | 501,750 | 10 | 198,151 | 4 | ||
| 7950 | Income tax expense | 6(29) | ( 105,722) | ( 2) | ( 134,075) | ( 3) | |
| 8200 | Profit for the year | $ 396,028 | 8 | $ 64,076 | 1 | ||
| Other comprehensive income (loss) for the year | |||||||
| Components of other comprehensive income that will not be reclassified to profit or loss | |||||||
| 8311 | Losses on remeasurements of defined benefit plans | 6(17) | $ 958 | - | ($ 832) | - | |
| 8316 | Unrealised losses from investments in equity instruments measured at fair value through other comprehensive income | 6(3) | |||||
| ( 8,348) | - | ( 52,736) | ( 1) | ||||
| 8349 | Income tax related to components of other comprehensive income that will not be reclassified to profit or loss | 6(31) | |||||
| ( 192) | - | 166 | - | ||||
| 8310 | Other comprehensive loss that will not be reclassified to profit or loss | 7,582) | - | ( 53,402) | ( 1) | ||
| Components of other comprehensive income that will be reclassified to profit or loss | |||||||
| 8361 | Financial statements translation differences of foreign operations | ( 5,146) | - | ( 4,243) | - | ||
| 8399 | Income tax relating to the components of other comprehensive income | 6(30) | |||||
| 484 | - | 414 | - | ||||
| 8360 | Other comprehensive loss that will be reclassified to profit or loss | ( 4,662) | - | ( 3,829) | - | ||
| 8300 | Total other comprehensive loss for the year | ($ 12,244) | - | ($ 57,231) | ( 1) | ||
| 8500 | Total comprehensive income for the year | $ 383,784 | 8 | $ 6,845 | - | ||
| Profit attributable to: | |||||||
| 8610 | Owners of the parent | $ 441,107 | 9 | $ 157,268 | 3 | ||
| 8620 | Non-controlling interest | ( 45,079) | ( 1) | ( 93,192) | ( 2) | ||
| $ 396,028 | 8 | $ 64,076 | 1 | ||||
| Comprehensive income attributable to: | |||||||
| 8710 | Owners of the parent | $ 433,732 | 9 | $ 132,237 | 3 | ||
| 8720 | Non-controlling interest | ( 49,948) | ( 1) | ( 125,392) | ( 3) | ||
| $ 383,784 | 8 | $ 6,845 | - | ||||
| Earnings per share (in dollars) | 6(30) | ||||||
| 9750 | Basic earnings per share | $ 3.67 | $ 1.31 | ||||
| 9850 | Diluted earnings per share | $ 3.64 | $ 1.30 |
The accompanying notes are an integral part of these consolidated financial statements.
FORMOSA LABORATORIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
| Equity attributable to owners of the parent | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Capital Reserves | Retained Earnings | Other Equity Interest | |||||||||||
| Capital surplus, additional paid-in capital | Capital surplus, difference between consideration and carrying amount of subsidiaries acquired or disposed | Capital Surplus, changes in ownership interests in subsidiaries | Legal reserve | Special reserve | Unappropriated retained earnings | Financial statements translation differences of foreign operations | Unexposed gains (losses) from financial assets measured at fair value through other comprehensive income | Total | Non-controlling interest | Total equity | |||
| Notes | Share capital - common stock | ||||||||||||
| 2024 | |||||||||||||
| Balance at January 1, 2024 | $ 1,202,560 | $ 3,083,576 | $ - | $ 468,494 | $ 485,958 | $ 54,984 | $ 2,269,213 | ($ 13,685) | $ 19,852 | $ 7,570,952 | $ 639,249 | $ 8,210,201 | |
| Profit (loss) for the year | - | - | - | - | - | - | 157,268 | - | - | 157,268 | ( 93,192 ) | 64,076 | |
| Other comprehensive loss | - | - | - | - | - | - | ( 666 ) | ( 1,657 ) | ( 22,708 ) | ( 25,031 ) | ( 32,200 ) | ( 57,231 ) | |
| Total comprehensive income (loss) | - | - | - | - | - | - | 156,602 | ( 1,657 ) | ( 22,708 ) | 132,237 | ( 125,392 ) | 6,845 | |
| Appropriations of 2023 retained earnings | 6(20) | ||||||||||||
| Legal reserve | - | - | - | - | 12,111 | - | ( 12,111 ) | - | - | - | - | - | |
| Special reserve | - | - | - | - | - | ( 54,965 ) | 54,965 | - | - | - | - | - | |
| Cash dividends | - | - | - | - | - | - | ( 240,512 ) | - | - | ( 240,512 ) | - | ( 240,512 ) | |
| From differences between equity purchase price and carrying amount arising from actual disposal of subsidiaries | - | - | 1,586 | - | - | - | - | - | - | 1,586 | 2,003 | 3,589 | |
| Changes in ownership interests in subsidiaries | - | - | - | 194,237 | - | - | - | - | - | 194,237 | 436,212 | 630,449 | |
| Amortisation of compensation cost of employee stock options | 6(17) | - | - | 25,575 | - | - | - | - | - | 25,575 | 10,625 | 36,200 | |
| Balance at December 31, 2024 | $ 1,202,560 | $ 3,083,576 | $ 1,586 | $ 688,306 | $ 498,069 | $ 19 | $ 2,228,157 | ($ 15,342 ) | ($ 2,856 ) | $ 7,684,075 | $ 962,697 | $ 8,646,772 | |
| 2025 | |||||||||||||
| Balance at January 1, 2025 | $ 1,202,560 | $ 3,083,576 | $ 1,586 | $ 688,306 | $ 498,069 | $ 19 | $ 2,228,157 | ($ 15,342 ) | ($ 2,856 ) | $ 7,684,075 | $ 962,697 | $ 8,646,772 | |
| Profit (loss) for the year | - | - | - | - | - | - | 441,107 | - | - | 441,107 | ( 45,079 ) | ( 396,028 ) | |
| Other comprehensive income (loss) | - | - | - | - | - | - | 766 | ( 1,935 ) | ( 6,206 ) | ( 7,375 ) | ( 4,869 ) | ( 12,244 ) | |
| Total comprehensive income (loss) | - | - | - | - | - | - | 441,873 | ( 1,935 ) | ( 6,206 ) | 433,732 | ( 49,948 ) | 383,784 | |
| Appropriations of 2024 retained earnings | 6(20) | ||||||||||||
| Legal reserve | - | - | - | - | 15,660 | - | ( 15,660 ) | - | - | - | - | - | |
| Special reserve | - | - | - | - | - | 18,199 | ( 18,199 ) | - | - | - | - | - | |
| Cash dividends | - | - | - | - | - | - | ( 157,535 ) | - | - | ( 157,535 ) | - | ( 157,535 ) | |
| Cash payment from capital surplus | 6(19) | - | ( 203,232 ) | - | - | - | - | - | - | ( 203,232 ) | - | ( 203,232 ) | |
| Amortisation of compensation cost of employee stock options | 6(17) | - | - | 144 | - | - | - | - | - | 144 | 210 | 354 | |
| Disposal of investments in equity instruments designated at fair value through other comprehensive income by subsidiaries | 6(3) | - | - | - | - | - | ( 1 ) | - | - | ( 1 ) | - | ( 1 ) | |
| Balance at December 31, 2025 | $ 1,202,560 | $ 3,083,576 | $ 1,586 | $ 688,450 | $ 513,729 | $ 18,218 | $ 2,478,635 | ($ 17,277 ) | ($ 9,062 ) | $ 7,757,183 | $ 912,959 | $ 8,670,142 |
The accompanying notes are an integral part of these consolidated financial statements.
FORMOSA LABORATORIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
| Notes | Year ended December 31 | ||
|---|---|---|---|
| 2025 | 2024 | ||
| CASH FLOWS FROM OPERATING ACTIVITIES | |||
| Profit before tax | $ 501,750 | $ 198,151 | |
| Adjustments | |||
| Adjustments to reconcile profit (loss) | |||
| Depreciation | 6(27) | 518,875 | 481,981 |
| Amortisation | 6(27) | 30,207 | 24,951 |
| Expected credit impairment (gain) loss | 12(2) | ( 9,062 ) | 24,141 |
| Net losses on financial assets at fair value through profit or loss | 6(25) | 181,824 | 523,052 |
| Interest expense | 6(26) | 33,124 | 39,614 |
| Interest income | 6(23) | ( 32,257 ) | ( 32,235 ) |
| Compensation cost of employee stock options | 6(17) | 354 | 36,201 |
| Share of (profit) loss of associates accounted for using equity method | 6(7) | ( 8,710 ) | 2,161 |
| (Gain) loss on disposal of property, plant and equipment | 6(25) | ( 88 ) | 21,607 |
| Gain from lease modification | 6(25) | ( 5 ) | ( 59 ) |
| Expenses transferred from prepayment for equipment (shown as other non-current assets) | 6(8) | 18,902 | 1,133 |
| Contingent consideration recognised as losses | 6(25) | - | 6,961 |
| Changes in operating assets and liabilities | |||
| Changes in operating assets | |||
| Accounts receivable | 141,659 | ( 254,545 ) | |
| Accounts receivable - related parties | ( 28,108 ) | ( 5,592 ) | |
| Other receivables | ( 12,865 ) | 4,287 | |
| Other receivables - related parties | ( 366 ) | ( 7 ) | |
| Inventory | ( 4,147 ) | ( 114,104 ) | |
| Prepayments | 23,597 | ( 82,637 ) | |
| Other current assets | 882 | ( 507 ) | |
| Changes in operating liabilities | |||
| Current contract liabilities | 60,863 | ( 133,973 ) | |
| Notes payable | ( 910 ) | ( 107 ) | |
| Accounts payable | - | 15,917 | |
| Other payables | 31,293 | 138,167 | |
| Other payables - related parties | ( 2,964 ) | 464 | |
| Other current liabilities | 8,064 | ( 6,419 ) | |
| Other non-current liabilities | 41,572 | 1,804 | |
| Cash inflow generated from operations | 1,493,484 | 890,407 | |
| Interest received | 29,213 | 29,795 | |
| Interest paid (excluding interest capitalization) | ( 33,161 ) | ( 40,493 ) | |
| Income taxes paid | ( 174,289 ) | ( 153,375 ) | |
| Net cash flows from operating activities | 1,315,247 | 726,334 |
(Continued)
FORMOSA LABORATORIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
| Notes | Year ended December 31 | ||
|---|---|---|---|
| 2025 | 2024 | ||
| CASH FLOWS FROM INVESTING ACTIVITIES | |||
| Acquisition of financial assets at fair value through profit or loss | ($ 35,687 ) | $ - | |
| Disposal of financial assets at fair value through profit or loss | 17,253 | 8,106 | |
| Acquisition of financial assets at amortised cost | ( 1,465,800 ) | ( 1,384,779 ) | |
| Proceeds from disposal of financial assets at amortised cost | 1,482,900 | 997,511 | |
| Acquisition of property, plant and equipment | 6(33) | ( 528,478 ) | ( 546,811 ) |
| Acquisition of intangible assets | 6(33) | ( 46,047 ) | ( 1,924 ) |
| Prepayments for equipment (shown as other non-current assets) | 6(8) | ||
| (Increase) decrease in guarantee deposits paid | ( 268,599 ) | ( 39,142 ) | |
| Share of profit of associates accounted for using equity method dividends received | 67 | 60 | |
| Proceeds from disposal of property, plant and equipment | 910 | 47,437 | |
| Net cash flows from acquisition of subsidiaries | 6(32) | - | ( 27,487 ) |
| Acquisition of subsidiaries | 6(33) | - | ( 79,289 ) |
| Net cash flows used in investing activities | ( 845,302 ) | ( 1,025,673 ) | |
| CASH FLOWS FROM FINANCING ACTIVITIES | |||
| Increase (decrease) in short-term loans | 6(34) | 430,000 | ( 753,596 ) |
| Decrease in short-term notes and bills payable | 6(34) | ( 49,982 ) | ( 49,977 ) |
| Proceeds from long-term debt | 6(34) | 4,880,000 | 6,540,000 |
| Repayments of long-term debt (including current portion) | 6(34) | ( 5,548,146 ) | ( 5,968,784 ) |
| Payments of lease liabilities | 6(34) | ( 29,069 ) | ( 29,078 ) |
| Cash dividends paid | 6(20) | ( 360,767 ) | ( 240,512 ) |
| Subsidiary cash increase and employee stock options | 6(31) | - | 630,449 |
| Proceeds from disposal of ownership interest in subsidiaries (without losing control) | 6(31) | - | 3,589 |
| Net cash flows from financing activities | ( 677,964 ) | 132,091 | |
| Effect of exchange rate changes on cash and cash equivalents | ( 15,693 ) | 5,773 | |
| Net decrease in cash and cash equivalents | ( 223,712 ) | ( 161,475 ) | |
| Cash and cash equivalents at beginning of year | 1,364,538 | 1,526,013 | |
| Cash and cash equivalents at end of year | $ 1,140,826 | $ 1,364,538 |
The accompanying notes are an integral part of these consolidated financial statements.
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FORMOSA LABORATORIES, INC. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)
1. HISTORY AND ORGANIZATION
Formosa Laboratories, Inc. (the “Company”) was incorporated as a company limited by shares under the provisions of the Company Law of the Republic of China (R.O.C.) in December 1995 and started its operations in the same year. The Company and its subsidiaries (the “Group”) are primarily engaged in the wholesale and manufacturing of active pharmaceutical ingredients.
On June 6, 2008, in order to strengthen operational efficiency, enlarge operation scale and minimize management costs, the Company’s shareholders resolved to merge with L. C. United Chemical Corporation, effective July 1, 2008, with the Company as the surviving company. L. C. United Chemical Corporation was incorporated in Luzhu Dist., Taoyuan County in July 1984 and is primarily engaged in the manufacturing and sales of ultraviolet absorbers.
After the merger, the Company is primarily engaged in the manufacturing and sales of active pharmaceutical ingredients, including medical active pharmaceutical ingredients and ultraviolet absorbers. The Company’s shares were listed in the Taiwan Stock Exchange starting from March 1, 2011. As of December 31, 2025, the Company’s authorised capital and paid-in capital were $1,600,000 and $1,202,560, respectively, with a par value of $10 (in dollars) per share.
2. THE DATE OF AUTHORISATION FOR ISSUANCE OF THE FINANCIAL STATEMENTS AND PROCEDURES FOR AUTHORISATION
These consolidated financial statements were authorised for issuance by the Board of Directors on March 12, 2026.
3. APPLICATION OF NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS
(1) Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards (“IFRS®”) Accounting Standards that came into effect as endorsed by the Financial Supervisory Commission (“FSC”)
New standards, interpretations and amendments endorsed by the FSC and became effective from 2025 are as follows:
| New Standards, Interpretations and Amendments | Effective date by International Accounting Standards Board |
|---|---|
| Amendments to IAS 21, ‘Lack of exchangeability’ | January 1, 2025 |
The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.
(2) Effect of new issuances of or amendments to IFRS Accounting Standards as endorsed by the FSC but not yet adopted by the Group
New standards, interpretations and amendments endorsed by the FSC effective from 2026 are as follows:
| New Standards, Interpretations and Amendments | Effective date by International Accounting Standards Board |
|---|---|
| Amendments to IFRS 9 and IFRS 7, ‘Amendments to the classification and measurement of financial instruments’ | January 1, 2026 |
| Amendments to IFRS 9 and IFRS 7, ‘Contracts referencing nature-dependent electricity’ | January 1, 2026 |
| IFRS 17, ‘Insurance contracts’ | January 1, 2023 |
| Amendments to IFRS 17, ‘Insurance contracts’ | January 1, 2023 |
| Amendment to IFRS 17, ‘Initial application of IFRS 17 and IFRS 9 – comparative information’ | January 1, 2023 |
| Annual Improvements to IFRS Accounting Standards—Volume 11 | January 1, 2026 |
The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.
(3) IFRS Accounting Standards issued by IASB but not yet endorsed by the FSC
New standards, interpretations and amendments issued by IASB but not yet included in the IFRS Accounting Standards as endorsed by the FSC are as follows:
| New Standards, Interpretations and Amendments | Effective date by International Accounting Standards Board |
|---|---|
| Amendments to IFRS 10 and IAS 28, ‘Sale or contribution of assets between an investor and its associate or joint venture’ | To be determined by International Accounting Standards Board |
| IFRS 18, ‘Presentation and disclosure in financial statements’ | January 1, 2027 (Note) |
| IFRS 19, ‘Subsidiaries without public accountability: disclosures’ | January 1, 2027 |
Note: The FSC has announced in a press release on September 25, 2025 that public companies will apply IFRS 18 starting from the fiscal year 2028. Additionally, entities can choose to adopt IFRS 18 earlier based on their requirements after the FSC endorses IFRS 18.
Except for the following, the above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment. The quantitative impact will be disclosed when the assessment is complete.
IFRS 18, ‘Presentation and disclosure in financial statements’
IFRS 18, ‘Presentation and disclosure in financial statements’ replaces IAS 1. The standard introduces a defined structure of the statement of profit or loss, disclosure requirements related to management-defined performance measures, and enhanced principles on aggregation and disaggregation which apply to the primary financial statements and notes.
4. SUMMARY OF MATERIAL ACCOUNTING POLICIES
The principal accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated.
(1) Compliance statement
The consolidated financial statements of the Group have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC® Interpretations, and SIC® Interpretations that came into effect as endorsed by the Financial Supervisory Commission.
(2) Basis of preparation
A. Except for the following items, the consolidated financial statements have been prepared under the historical cost convention:
(a) Financial assets and financial liabilities (including derivative instruments) at fair value through profit or loss.
(b) Financial assets at fair value through other comprehensive income financial assets measured at fair value.
(c) Defined benefit liabilities recognised based on the net amount of pension fund assets less present value of defined benefit obligation.
B. The preparation of financial statements in conformity with International Financial Reporting Standards, International Accounting Standards, IFRIC® Interpretations, and SIC® Interpretations that came into effect endorsed by the FSC (collectively referred herein as the “IFRSs”) requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in Note 5.
(3) Basis of consolidation
A. Basis for preparation of consolidated financial statements:
(a) All subsidiaries are included in the Group’s consolidated financial statements. Subsidiaries are all entities (including structured entities) controlled by the Group. The Group controls an entity when the Group is exposed, or has rights, to variable returns from its involvement with
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the entity and has the ability to affect those returns through its power over the entity. Consolidation of subsidiaries begins from the date the Group obtains control of the subsidiaries and ceases when the Group loses control of the subsidiaries.
(b) Inter-company transactions, balances and unrealised gains or losses on transactions between companies within the Group are eliminated. Accounting policies of subsidiaries have been adjusted where necessary to ensure consistency with the policies adopted by the Group.
(c) Profit or loss and each component of other comprehensive income are attributed to the owners of the parent and to the non-controlling interests. Total comprehensive income is attributed to the owners of the parent and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance.
(d) Changes in a parent's ownership interest in a subsidiary that do not result in the parent losing control of the subsidiary (transactions with non-controlling interests) are accounted for as equity transactions, i.e. transactions with owners in their capacity as owners. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognised directly in equity.
B. Subsidiaries included in the consolidated financial statements:
| Name of investor | Name of subsidiary | Main business activities | Ownership (%) | Description | |
|---|---|---|---|---|---|
| December 31, 2025 | December 31, 2024 | ||||
| Formosa Laboratories, Inc. | Formosa Pharmaceuticals Inc. | Research and development of new biotechnology medicine | 40.66 | 40.66 | Notes 1 and 2 |
| Formosa Laboratories, Inc. | EPIONE PHARMACEUTICALS, INC. | Research and development of new biotechnology medicine | 100 | 100 | |
| Formosa Laboratories, Inc. | Epione Investment Cayman Limited | Medicine, chemical trade and investment business | 100 | 100 | |
| Epione Investment Cayman Limited | Epione Investment HK Limited | Medicine, chemical trade and investment business | 100 | 100 | |
| Epione Investment HK Limited | Shanghai Epione Enterprise Co., Ltd. | Wholesale and import and export of chemical raw materials and products and commission agency | 100 | 100 |
Note 1: The Group sold $0.07\%$ of its equity in Formosa Pharmaceuticals Inc. on August 9, 2024. Additionally, due to the exercise of stock options by Formosa Pharmaceuticals Inc. employees in the second quarter of 2024 and the issuance of new shares through a cash capital increase in the second quarter of 2023, the Group's ownership percentage has decreased to $40.66\%$ and $45.84\%$ , respectively. For detailed information, please refer to Note 6(30).
Note 2: On December 31, 2025, although the Company's equity interest held in Formosa Pharmaceuticals Inc. did not exceed $50\%$ , the Company was its single major shareholder and conducted its relevant activities, which met the controlling factor in paragraph 7 of IFRS 10, 'Consolidated Financial Statements'. Accordingly, Formosa Pharmaceuticals Inc. was included in the consolidated financial statements.
Note 3: The Board of Directors of the Company resolved to acquire $100\%$ equity interest in SynChem-Formosa, Inc., and the acquisition date was set on June 1, 2024.
C. Subsidiaries not included in the consolidated financial statements: None.
D. Adjustments for subsidiaries with different balance sheet dates: None.
E. Significant restrictions: None.
F. Subsidiaries that have non-controlling interests that are material to the Group:
As of December 31, 2025 and 2024, the non-controlling interest amounted to $912,959 and$ 962,697, respectively. The information on non-controlling interest and respective subsidiaries is as follows:
| Name of subsidiary | Principal place of business | Non-controlling interest | |||
|---|---|---|---|---|---|
| December 31, 2025 | December 31, 2024 | ||||
| Amount | Ownership (%) | Amount | Ownership (%) | ||
| Formosa Pharmaceuticals Inc. | Taiwan | $ 912,959 | 59.34% | $ 962,697 | 59.34% |
Summarised financial information of the subsidiaries:
Balance sheets
| Formosa Pharmaceuticals Inc. | ||
|---|---|---|
| December 31, 2025 | December 31, 2024 | |
| Current assets | $ 1,515,929 | $ 1,727,790 |
| Non-current assets | 555,305 | 384,482 |
| Current liabilities | ( 166,417) | ( 197,951) |
| Non-current liabilities | ( 447,647) | ( 365,749) |
| Total net assets | $ 1,457,170 | $ 1,548,572 |
Statements of comprehensive income
| Formosa Pharmaceuticals Inc. | ||
|---|---|---|
| Year ended December 31 | ||
| 2025 | 2024 | |
| Revenue | $ 9,495 | $ 143,356 |
| Loss before income tax | ($ 84,004) | ($ 179,574) |
| Income tax expense | 431 | ( 21,359) |
| Loss for the year | ( 83,573) | ( 200,933) |
| Other comprehensive loss, net of tax | ( 8,184) | ( 57,715) |
| Total comprehensive loss for the year | ($ 91,757) | ($ 258,648) |
| Comprehensive loss attributable to non-controlling interest | ($ 43) | $ 53 |
Statements of cash flows
| Formosa Pharmaceuticals Inc. | ||
|---|---|---|
| Year ended December 31 | ||
| 2025 | 2024 | |
| Net cash used in operating activities | ($ 95,643) | ($ 128,682) |
| Net cash used in investing activities | ( 68,290) | ( 475,292) |
| Net cash (used in) provided by financing activities | ( 6,126) | 624,402 |
| Effect of exchange rates on cash and cash equivalents | ( 13,941) | 20,652 |
| (Decrease) increase in cash and cash equivalents | ( 184,000) | 41,080 |
| Cash and cash equivalents, beginning of year | 425,785 | 384,705 |
| Cash and cash equivalents, end of year | $ 241,785 | $ 425,785 |
(4) Foreign currency translation
Items included in the financial statements of the Group are measured using the currency of the primary economic environment in which the Group operates (the "functional currency"). The consolidated financial statements are presented in New Taiwan dollars, which is the Group's functional and presentation currency.
A. Foreign currency transactions and balances
(a) Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are remeasured. Foreign exchange gains and losses resulting from the settlement of such transactions are recognised in profit or loss in the period in which they arise.
(b) Monetary assets and liabilities denominated in foreign currencies at the period end are re-translated at the exchange rates prevailing at the balance sheet date. Exchange differences arising upon re-translation at the balance sheet date are recognised in profit or loss.
(c) The translation differences of non-monetary assets and liabilities denominated in foreign currencies were parts of gains or losses on fair value. For those non-monetary assets and liabilities denominated in foreign currencies held at fair value through profit or loss are re-translated at the exchange rates prevailing at the balance sheet date; their translation differences are recognised in profit or loss. Non-monetary assets and liabilities denominated in foreign currencies held at fair value through other comprehensive income are re-translated at the exchange rates prevailing at the balance sheet date; their translation differences are recognised in other comprehensive income. However, non-monetary assets and liabilities denominated in foreign currencies that are not measured at fair value are translated using the historical exchange rates at the dates of the initial transactions.
(d) All foreign exchange gains and losses are presented in the statement of comprehensive income within ‘other gains and losses’.
B. Translation of foreign operations
(a) The operating results and financial position of all the group entities and associates that have a functional currency different from the presentation currency are translated into the presentation currency as follows:
i. Assets and liabilities for each balance sheet presented are translated at the closing exchange rate at the date of that balance sheet;
ii. Income and expenses for each statement of comprehensive income are translated at average exchange rates of that period; and
iii. All resulting exchange differences are recognised in other comprehensive income.
(b) Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and translated at the closing exchange rates at the balance sheet date.
(5) Classification of current and non-current items
A. Assets that meet one of the following criteria are classified as current assets; otherwise they are classified as non-current assets:
(a) Assets arising from operating activities that are expected to be realised, or are intended to be sold or consumed within the normal operating cycle;
(b) Assets held mainly for trading purposes;
(c) Assets that are expected to be realised within twelve months from the balance sheet date;
(d) Cash and cash equivalents, excluding restricted cash and cash equivalents and those that are to be exchanged or used to settle liabilities more than twelve months after the balance sheet date.
B. Liabilities that meet one of the following criteria are classified as current liabilities; otherwise they are classified as non-current liabilities:
(a) Liabilities that are expected to be settled within the normal operating cycle;
(b) Liabilities arising mainly from trading activities;
(c) Liabilities that are to be settled within twelve months from the balance sheet date;
(d) Liabilities for which the repayment date cannot be extended unconditionally to more than twelve months after the balance sheet date. Terms of a liability that could, at the option of the counterparty, result in its settlement by the issue of equity instruments do not affect its classification.
(6) Cash equivalents
Cash equivalents refer to short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. Time deposits that meet the definition above and are held for the purpose of meeting short-term cash commitments in operations are classified as cash equivalents.
(7) Financial assets at fair value through profit or loss
A. Financial assets at fair value through profit or loss are financial assets that are not measured at amortised cost or fair value through other comprehensive income. Financial assets at amortised cost or fair value through other comprehensive income are designated as at fair value through profit or loss at initial recognition when they eliminate or significantly reduce a measurement or recognition inconsistency.
B. On a regular way purchase or sale basis, financial assets at fair value through profit or loss are recognised and derecognised using trade date accounting.
C. At initial recognition, the Group measures the financial assets at fair value and recognises the transaction costs in profit or loss. The Group subsequently measures the financial assets at fair value, and recognises the gain or loss in profit or loss.
D. The Group recognises the dividend income when the right to receive payment is established, future economic benefits associated with the dividend will flow to the Group and the amount of the dividend can be measured reliably.
(8) Financial assets at fair value through other comprehensive income
A. Financial assets at fair value through other comprehensive income comprise equity securities which are not held for trading, and for which the Group has made an irrevocable election at initial recognition to recognise changes in fair value in other comprehensive income.
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B. On a regular way purchase or sale basis, financial assets at fair value through other comprehensive income are recognised and derecognised using trade date accounting.
C. At initial recognition, the Group measures the financial assets at fair value plus transaction costs. The Group subsequently measures the financial assets at fair value. The changes in fair value of equity investments that were recognised in other comprehensive income are reclassified to retained earnings and are not reclassified to profit or loss following the derecognition of the investment. The Group recognises the dividend income when the right to receive payment is established, future economic benefits associated with the dividend will flow to the Group and the amount of the dividend can be measured reliably.
(9) Financial liabilities at amortised cost
The Group’s time deposits which do not fall under cash equivalents are those with a short maturity period and are measured at initial investment amount as the effect of discounting is immaterial.
(10) Accounts and notes receivable
A. Accounts and notes receivable entitle the Group a legal right to receive consideration in exchange for transferred goods or rendered services.
B. The short-term accounts and notes receivable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.
(11) Impairment of financial assets
For financial assets at amortised cost, at each reporting date, the Group recognises the impairment provision for 12 months expected credit losses if there has not been a significant increase in credit risk since initial recognition or recognises the impairment provision for the lifetime expected credit losses (ECLs) if such credit risk has increased since initial recognition after taking into consideration all reasonable and verifiable information that includes forecasts. On the other hand, for accounts receivable or contract assets that do not contain a significant financing component, the Group recognises the impairment provision for lifetime ECLs.
(12) Derecognition of financial assets
The Group derecognises a financial asset when the contractual rights to receive the cash flows from the financial asset expire.
(13) Inventories
Inventories are stated at the lower of cost and net realisable value. Cost is determined using the weighted-average method. The cost of finished goods and work in progress comprises raw materials, direct labour, other direct costs and related production overheads (allocated based on normal operating capacity). It excludes borrowing costs. The item by item approach is used in applying the lower of cost and net realisable value. Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and applicable variable selling expenses.
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(14) Investments accounted for using equity method / subsidiaries and associates
A. Associates are all entities over which the Group has significant influence but not control. In general, it is presumed that the investor has significant influence, if an investor holds, directly or indirectly 20 percent or more of the voting power of the investee. Investments in associates are accounted for using the equity method and are initially recognised at cost.
B. The Company's share of its associates' post-acquisition profits or losses is recognised in profit or loss, and its share of post-acquisition movements in other comprehensive income is recognised in other comprehensive income. When the Company's share of losses in an associate equals or exceeds its interest in the associate, including any other unsecured receivables, the Group does not recognise further losses. If the company provided endorsement/guarantee and loans to associates or intends to continuously support the investee, the Company shall continue to recognise losses in proportion to its ownership.
C. At the balance sheet date, the Group performs an impairment test for an investment in an associate when there is an indication that the investment may be impaired. The entire carrying amount of the investment (including goodwill) is tested for impairment as a single asset, by comparing its recoverable amount (higher of value in use and fair value less costs of disposal) with its carrying amount. Any impairment loss recognized forms part of the carrying amount of the investment. Any reversal of impairment loss is recognized to the extent that the recoverable amount of the investment subsequently increases.
(15) Property, plant and equipment
A. Property, plant and equipment are initially recorded at cost. Borrowing costs incurred during the construction period are capitalised.
B. Subsequent costs are included in the asset's carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognised. All other repairs and maintenance are charged to profit or loss during the financial period in which they are incurred.
C. Land is not depreciated. Other property, plant and equipment apply cost model and are depreciated using the straight-line method to allocate their cost over their estimated useful lives. Each part of an item of property, plant, and equipment with a cost that is significant in relation to the total cost of the item must be depreciated separately.
D. The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each financial year-end. If expectations for the assets' residual values and useful lives differ from previous estimates or the patterns of consumption of the assets' future economic benefits embodied in the assets have changed significantly, any change is accounted for as a change in estimate under IAS 8, 'Accounting Policies, Changes in Accounting Estimates and Errors', from the date of the change. The estimated useful lives of property, plant and equipment
~24~
are as follows:
| Buildings and structures | 2 to 50 years |
|---|---|
| Machinery and equipment | 2 to 20 years |
| Utilities equipment | 7 to 20 years |
| Testing equipment | 2 to 13 years |
| Pollution-prevention equipment | 5 to 15 years |
| Office equipment | 2 to 20 years |
| Leasehold improvements | 3 to 15 years |
| Other equipment | 2 to 20 years |
(16) Leasing arrangements (lessee)—right-of-use assets/ lease liabilities
A. Leases are recognised as a right-of-use asset and a corresponding lease liability at the date at which the leased asset is available for use by the Group. For short-term leases or leases of low-value assets, lease payments are recognised as an expense on a straight-line basis over the lease term.
B. Lease liabilities include the net present value of the remaining lease payments at the commencement date, discounted using the incremental borrowing interest rate. Lease payments are comprised of fixed payments, less any lease incentives receivable and variable lease payments that depend on an index or a rate. The Group subsequently measures the lease liability at amortised cost using the interest method and recognises interest expense over the lease term. The lease liability is remeasured and the amount of remeasurement is recognised as an adjustment to the right-of-use asset when there are changes in the lease term or lease payments and such changes do not arise from contract modifications.
C. At the commencement date, the right-of-use asset is stated at cost comprising the following:
(a) The amount of the initial measurement of lease liability;
(b) Any lease payments made at or before the commencement date; and
(c) Any initial direct costs incurred by the lessee;
The right-of-use asset is measured subsequently using the cost model and is depreciated from the commencement date to the earlier of the end of the asset’s useful life or the end of the lease term. When the lease liability is remeasured, the amount of remeasurement is recognised as an adjustment to the right-of-use asset.
(17) Intangible assets
A. Computer software is stated at cost and amortized using the straight-line method over the estimated useful life of 3-10 years.
B. Special technology is stated initially at cost and amortised using the straight-line method over its estimated economic service life of 14~20 years.
C. Goodwill arises in a business combination accounted for by applying the acquisition method.
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(18) Impairment of non-financial assets
A. The Group assesses at each balance sheet date the recoverable amounts of those assets where there is an indication that they are impaired. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell or value in use. When the circumstances or reasons for recognising impairment loss for an asset in prior years no longer exist or diminish, the impairment loss is reversed. The increased carrying amount due to reversal should not be more than what the depreciated or amortised historical cost would have been if the impairment had not been recognised.
B. The recoverable amount of goodwill is evaluated periodically. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. Impairment loss of goodwill previously recognised in profit or loss shall not be reversed in the following years.
C. For the purpose of impairment testing, goodwill acquired in a business combination is allocated to each of the cash-generating units, or groups of cash-generating units, that is/are expected to benefit from the synergies of the business combination.
(19) Borrowings
Borrowings comprise long-term and short-term bank borrowings. Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at amortised cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognised in profit or loss over the period of the borrowings using the effective interest method.
(20) Accounts and notes payable
A. Accounts payable are liabilities for purchases of raw materials, goods or services and notes payable are those resulting from operating and non-operating activities.
B. The short-term notes and accounts payable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.
(21) Financial liabilities at fair value through loss
A. Financial liabilities at fair value through profit or loss. Financial liabilities that meet one of the following criteria are designated as at fair value through profit or loss at initial recognition:
(a) Hybrid (combined) contracts; or
(b) They eliminate or significantly reduce a measurement or recognition inconsistency; or
(c) They are managed and their performance is evaluated on a fair value basis, in accordance with a documented risk management policy.
B. At initial recognition, the Group measures the financial liabilities at fair value. All related transaction costs are recognised in profit or loss. The Group subsequently measures these financial liabilities at fair value with any gain or loss recognised in profit or loss.
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(22) Derecognition of financial liabilities
A financial liability is derecognised when the obligation specified in the contract is either discharged or cancelled or expires.
(23) Offsetting financial instruments
Financial assets and liabilities are offset and reported in the net amount in the balance sheet when there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously.
(24) Employee benefits
A. Short-term employee benefits
Short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in respect of service rendered by employees in a period and should be recognised as expense in that period when the employees render service.
B. Pensions
(a) Defined contribution plans
For defined contribution plans, the contributions are recognised as pension expense when they are due on an accrual basis. Prepaid contributions are recognised as an asset to the extent of a cash refund or a reduction in the future payments.
(b) Defined benefit plans
i. Net obligation under a defined benefit plan is defined as the present value of an amount of pension benefits that employees will receive on retirement for their services with the Group in current period or prior periods. The liability recognised in the balance sheet in respect of defined benefit pension plans is the present value of the defined benefit obligation at the balance sheet date less the fair value of plan assets. The net defined benefit obligation is calculated annually by independent actuaries using the projected unit credit method. The rate used to discount is determined by using interest rates of government bonds (at the balance sheet date) of a currency and term consistent with the currency and term of the employment benefit obligations.
ii. Remeasurements arising on defined benefit plans are recognised in other comprehensive income in the period in which they arise and are recorded as retained earnings.
C. Employees' compensation and directors' and supervisors' remuneration
Employees' compensation and directors' and supervisors' remuneration are recognised as expense and liability, provided that such recognition is required under legal or constructive obligation and those amounts can be reliably estimated. Any difference between the resolved amounts and the subsequently actual distributed amounts is accounted for as changes in estimates.
(25) Employee share-based payment
For the equity-settled share-based payment arrangements, the employee services received are measured at the fair value of the equity instruments granted at the grant date, and are recognised as
~27~
compensation cost over the vesting period, with a corresponding adjustment to equity. The fair value of the equity instruments granted shall reflect the impact of market vesting conditions and non-market vesting conditions.
Compensation cost is subject to adjustment based on the service conditions that are expected to be satisfied and the estimates of the number of equity instruments that are expected to vest under the non-market vesting conditions at each balance sheet date. Ultimately, the amount of compensation cost recognised is based on the number of equity instruments that eventually vest. The aforementioned grant date of share-based payment agreement is the date when the acquisition price and number of shares were confirmed.
(26) Income tax
A. The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or items recognised directly in equity, in which cases the tax is recognised in other comprehensive income or equity.
B. The current income tax expense is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date. Management periodically evaluates positions taken in tax returns with respect to situations in accordance with applicable tax regulations. It establishes provisions where appropriate based on the amounts expected to be paid to the tax authorities. An additional tax is levied on the unappropriated retained earnings and is recorded as income tax expense in the year the stockholders resolve to retain the earnings.
C. Deferred tax is recognised, using the balance sheet liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated balance sheet. Deferred tax is determined using tax rates and laws that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred tax asset is realised or the deferred tax liability is settled.
D. Deferred tax assets are recognised only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised. At each balance sheet date, unrecognised and recognised deferred tax assets are reassessed.
E. Current income tax assets and liabilities are offset and the net amount reported in the balance sheet when there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously. Deferred tax assets and liabilities are offset on the balance sheet when the entity has the legally enforceable right to offset current tax assets against current tax liabilities.
(27) Share capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or stock options are shown in equity as a deduction, net of tax, from the proceeds.
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(28) Dividends
Dividends are recorded in the Group’s financial statements in the period in which they are resolved by the Group’s shareholders. Cash dividends are recorded as liabilities.
(29) Revenue recognition
A. Sales of goods
(a) The Group manufactures and sells active pharmaceutical ingredients and ultraviolet absorber. Sales are recognised when control of the products has transferred, being when the products are delivered to the customer, the customer has full discretion over the channel and price to sell the products, and there is no unfulfilled obligation that could affect the acceptance of the products. Delivery occurs when the products have been shipped to the specific location, the risks of obsolescence and loss have been transferred to the customer, and either the customer has accepted the products in accordance with the sales contract, or the Group has objective evidence that all criteria for acceptance have been satisfied.
(b) A receivable is recognised when the goods are delivered as this is the point in time that the consideration is unconditional because only the passage of time is required before the payment is due.
B. Research and development revenue
The Group provides research and development of medicine and related services. Revenue from providing services is recognised in the accounting period in which the services are rendered. The revenue from fixed price contract is recognised based on the percentage of the actual services provided as of the balance sheet date to the total services to be provided under the contract. The customer pays at the time specified in the payment schedule. If the services rendered exceed the payment, a contract asset is recognised. If the payments exceed the services rendered, a contract liability is recognised.
C. Revenue from licencing intellectual property
The Group entered into a licensing of intellectual property contract with a customer to grant a license of patents to the customer. If the license can be distinct from other promised goods or services in the contract, the Group recognises the revenue from licensing when the license transfer to a customer either at a point in time or over time based on the nature of the license granted. The nature of the Group’s promise in granting a license is a promise to provide a right to access the Group’s intellectual property if the Group undertakes activities that significantly affect the patents to which the customer has rights, the customer is affected by the Group’s activities and those activities do not result in the transfer of a good or a service to the customer as they occur. The royalties are recognised as revenue on a straight-line basis throughout the licensing period. In case the abovementioned conditions are not met, the nature of the Group’s promise in granting a license is a promise to provide a right to use the Group’s intellectual property and therefore the revenue is recognised when transferring the license to a customer at a
~29~
point in time.
(30) Business combinations
A. The Group uses the acquisition method to account for business combinations. The consideration transferred for an acquisition is measured as the fair value of the assets transferred, liabilities incurred or assumed and equity instruments issued at the acquisition date, plus the fair value of any assets and liabilities resulting from a contingent consideration arrangement. All acquisition-related costs are expensed as incurred. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. For each business combination, the Group measures at the acquisition date components of non-controlling interests in the acquiree that are present ownership interests and entitle their holders to the proportionate share of the entity's net assets in the event of liquidation at either fair value or the present ownership instruments' proportionate share in the recognised amounts of the acquiree's identifiable net assets. All other non-controlling interests should be measured at the acquisition-date fair value.
B. The excess of the consideration transferred, the amount of any non-controlling interest in the acquiree and the fair value of any previous equity interest in the acquiree over the fair value of the identifiable assets acquired and the liabilities assumed is recorded as goodwill at the acquisition date. If the total of consideration transferred, non-controlling interest in the acquiree recognised and the fair value of previously held equity interest in the acquiree is less than the fair value of the identifiable assets acquired and the liabilities assumed, the difference is recognised directly in profit or loss on the acquisition date.
C. If the measurement of identifiable assets acquired and liabilities assumed in a business combination by the company is not yet complete, provisional amounts are recognized as of the balance sheet date, and retrospective adjustments or additional assets or liabilities are recognized during the measurement period to reflect new information obtained about facts and circumstances that existed as of the acquisition date.
(31) Operating segments
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The Group's chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Board of Directors that makes strategic decisions.
5. CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND KEY SOURCES OF ASSUMPTION UNCERTAINTY
The preparation of these consolidated financial statements requires management to make critical judgements in applying the Group's accounting policies and make critical assumptions and estimates concerning future events. Assumptions and estimates may differ from the actual results and are continually evaluated and adjusted based on historical experience and other factors. Such assumptions
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and estimates have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year. The Group had no significant accounting judgement in relation to the adoption of accounting policies. In addition, the details of significant accounting estimates and assumption uncertainty are as follows:
Critical accounting estimates and assumptions
(1) Evaluation of inventories
As inventories are stated at the lower of cost and net realisable value, the Group must determine the net realisable value of inventories on balance sheet date using judgements and estimates. Because of the intensely competitive market and the restriction of expiry date of active pharmaceutical ingredients, the Group assesses the amounts of inventories with normal consumption, obsolescence or without market value as of the balance sheet date, and writes off the inventory cost to net realisable value. Such an evaluation of inventories is principally based on the demand for the products within the specified period in the future. Therefore, there might be material changes to the evaluation.
As of December 31, 2025, the carrying amount of inventories was $1,715,718.
(2) Impairment assessment of investments accounted for using equity method
The impairment assessment of goodwill arising from premiums on investment relies on the Group's subjective judgement which was based on the discounted value of expected future cash flow of investees to estimate the recoverable amount and the reasonableness of related assumptions. Refer to Note 6(9).
(3) Revenue recognition
The Group recognises revenue from providing services based on the transaction price and the stage of completion, which is measured based on the actual services provided as of the end of the reporting period in proportion to the total services to be provided. The estimated total commissioned service cost will be affected by the estimated total time incurred, compliance costs, etc. The Group reassesses the reasonableness of estimates periodically.
For the year ended December 31, 2025, the amount of commissioned service revenue recognised was $197,435.
- DETAILS OF SIGNIFICANT ACCOUNTS
(1) Cash and cash equivalents
| December 31, 2025 | December 31, 2024 | |
|---|---|---|
| Petty cash and cash on hand | $ 446 | $ 325 |
| Demand deposits | 987,480 | 1,294,752 |
| Time deposits | 152,900 | 69,461 |
| $ 1,140,826 | $ 1,364,538 |
A. The Group transacts with a variety of financial institutions all with high credit quality to disperse credit risk, so it expects that the probability of counterparty default is remote.
B. The Group has no cash and cash equivalents pledged to others.
(2) Financial assets at fair value through profit or loss
| December 31, 2025 | December 31, 2024 | |
|---|---|---|
| Current items: | ||
| Financial assets mandatorily measured at fair value through profit or loss | ||
| Listed stocks | ||
| EirGenix, Inc. | $ 28,285 | $ 28,285 |
| TOT Biopharm International Company Limited | 43,801 | 51,166 |
| Emerging stocks | ||
| TaiRx, Inc. | 9,490 | 9,490 |
| HCmed Innovations Co., Ltd. | 13,031 | - |
| Derivatives | ||
| - the redemption rights of convertible bonds | 16,051 | 1,305 |
| 110,658 | 90,246 | |
| Valuation adjustment | 39,760 | 28,606 |
| $ 150,418 | $ 118,852 | |
| Non-current items: | ||
| Financial assets mandatorily measured at fair value through profit or loss | ||
| Listed stocks | ||
| EirGenix, Inc. | $ 588,756 | $ 588,756 |
| Emerging stocks | ||
| HCmed Innovations Co., Ltd. | - | 17,716 |
| Unlisted stocks | ||
| AG Global Inc. | 35,340 | 35,340 |
| AmMax Bio, Inc. | 31,285 | 31,285 |
| Forward BioT Venture Capital | 60,000 | 42,000 |
| 715,381 | 715,097 | |
| Valuation adjustment | 453,509 | 648,749 |
| $ 1,168,890 | $ 1,363,846 |
A. The Group recognised net loss amounting to ($181,824) and ($523,052) on financial assets at fair value through profit or loss for the years ended December 31, 2025 and 2024, respectively.
B. Details of the Group’s financial assets at fair value through profit or loss pledged to others as collateral are provided in Note 8.
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(3) Financial assets at fair value through other comprehensive income
| Items | December 31, 2025 | December 31, 2024 |
|---|---|---|
| Non-current items: | ||
| Equity instruments | ||
| Listed stocks | ||
| Eyenovia, Inc. | $ 63,899 | $ 63,900 |
| Unlisted stocks | ||
| Oncomatryx Biopharma, S.L. | 57,135 | 57,135 |
| PHARMASTAR INC. | 14,895 | 14,895 |
| 135,929 | 135,930 | |
| Valuation adjustment | ( 43,747) | ( 35,397) |
| $ 92,182 | $ 100,533 |
A. The Group has elected to classify equity investments that are considered to be strategic investments as financial assets at fair value through other comprehensive income. The fair value of such investments amounted to $92,182 and $100,533 as at December 31, 2025 and 2024, respectively.
B. In 2025, the Group incurred a cumulative disposal loss of $2 due to the reverse stock split conducted by Eyenovia, Inc. There was no such situation in 2024.
C. Amounts recognised in comprehensive income in relation to the financial assets at fair value through other comprehensive income are listed below:
| Year ended December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Equity instruments at fair value through other comprehensive income | ||
| Fair value change recognised in other comprehensive income | ($ 8,348) | ($ 52,736) |
| Cumulative losses reclassified to retained earnings due to derecognition | ($ 2) | $ - |
D. As at December 31, 2025 and 2024, without taking into account any collateral held or other credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the financial assets at fair value through other comprehensive income held by the Group was $92,182 and $100,533, respectively.
E. The Group had no financial assets at fair value through other comprehensive income pledged to others as collateral.
F. Information relating to credit risk of financial assets at fair value through other comprehensive income is provided in Note 12(2).
(4) Financial assets at amortised cost
| Items | December 31, 2025 | December 31, 2024 |
|---|---|---|
| Current items: | ||
| Time deposits with a maturity of more than three months | $ 1,202,900 | $ 1,220,000 |
A. Amounts recognised in profit or loss in relation to financial assets at amortised cost are listed below:
| For the years ended December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Interest income | $ 22,731 | $ 18,000 |
B. As at December 31, 2025 and 2024, without taking into account any collateral held or other credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the financial assets at amortized cost held by the Company were $1,202,900 and $1,220,000, respectively.
C. The Company has no financial assets at amortized cost pledged to others as collateral.
D. Information relating to credit risk of financial assets at amortized cost is provided in Note 12(2). The counterparties of the Group's investments in certificates of deposits are financial institutions with high credit quality, so the Group expects that the probability of counterparty default is remote.
(5) Notes and accounts receivable, net
| December 31, 2025 | December 31, 2024 | |
|---|---|---|
| Notes receivable | $ - | $ - |
| Accounts receivable | $ 1,060,552 | $ 1,210,032 |
| Less: Allowance for uncollectible accounts | ( 14,550) | ( 31,451) |
| $ 1,046,002 | $ 1,178,581 |
A. The ageing analysis of accounts receivable and notes receivable that were past due but not impaired is as follows:
| December 31, 2025 | December 31, 2024 | |||
|---|---|---|---|---|
| Accounts receivable | Notes receivable | Accounts receivable | Notes receivable | |
| Not past due | $ 791,712 | $ - | $ 998,070 | $ - |
| Up to 30 days past due | 215,657 | - | 156,380 | - |
| 31~90 days past due | 38,003 | - | 48,038 | - |
| 91~180 days past due | 9,038 | - | 174 | - |
| 181 days past due | 6,142 | - | 7,370 | - |
| $ 1,060,552 | $ - | $ 1,210,032 | $ - |
The above ageing analysis was based on past due date.
B. As of December 31, 2025 and 2024, accounts receivable and notes receivable were all from contracts with customers. As of January 1, 2024, the balance of receivables from contracts with customers amounted to $948,175.
C. The Group did not hold any collateral for the security of notes and accounts receivable.
D. As at December 31, 2025 and 2024, without taking into account any collateral held or other credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the Group’s notes and accounts receivable was $1,046,002 and $1,178,581, respectively.
E. Information relating to credit risk of accounts receivable and notes receivable is provided in Note 12(2).
(6) Inventories
| December 31, 2025 | |||
|---|---|---|---|
| Cost | Allowance for valuation losses and loss on obsolete and slow-moving inventories | Carrying amount | |
| Goods | $ 2,399 | ($ 2,078) | $ 321 |
| Raw materials | 565,331 | ( 73,132) | 492,199 |
| Work in progress | 592,767 | ( 151,434) | 441,333 |
| Finished goods | 1,057,019 | ( 275,154) | 781,865 |
| $ 2,217,516 | ($ 501,798) | $ 1,715,718 | |
| December 31, 2024 | |||
| Cost | Allowance for valuation losses and loss on obsolete and slow-moving inventories | Carrying amount | |
| Goods | $ 2,074 | ($ 627) | $ 1,447 |
| Raw materials | 665,187 | ( 81,468) | 583,719 |
| Work in progress | 456,525 | ( 101,596) | 354,929 |
| Finished goods | 966,987 | ( 195,511) | 771,476 |
| $ 2,090,773 | ($ 379,202) | $ 1,711,571 |
Current expenses related to inventories are as follows:
| Year ended December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Cost of goods sold | $ 2,525,451 | $ 2,467,011 |
| Loss on valuation decline and scrapped inventory | 157,249 | 140,729 |
| Cost of services | 132,201 | 76,227 |
| Others | 4,354 | ( 1,637) |
| $ 2,819,255 | $ 2,682,330 |
(7) Investments accounted for using equity method
A. R. Z Taiwan Limited
Formosa Laboratories Japan, Inc.
| December 31, 2025 | December 31, 2024 |
|---|---|
| $ - | $ 11 |
| 24,528 | 17,034 |
| $ 24,528 | $ 17,045 |
A. The Group's share of profit or loss of associates accounted for using the equity method for the years ended December 31, 2025 and 2024 was $8,710 and ($2,161), respectively.
B. The percentage of A. R. Z Taiwan Limited's and Formosa Laboratories Japan's assets, liabilities, income and profit or loss presented in the Group was minimal, and the two companies were not significant associates. Accordingly, the related accounts are not disclosed separately.
(8) Property, plant and equipment
| Land | Buildings and structures (Note 3) | Machinery and equipment | Utilities equipment | Testing equipment | Pollution-prevention equipment | Office equipment | Leasehold improvements | Other equipment | Unfinished construction and equipment acceptance | Total | Prepayments for business facilities (Note 1) | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| At January 1, 2025 | ||||||||||||
| Cost | $ 655,950 | $ 2,452,472 | $ 3,523,542 | $ 97,668 | $ 489,912 | $ 237,286 | $ 150,250 | $ 21,386 | $ 391,425 | $ 1,993,870 | $ 10,013,761 | $ 28,160 |
| Accumulated depreciation | - | ( 674,042) | ( 2,317,026) | ( 84,182) | ( 304,206) | ( 161,072) | ( 103,243) | ( 18,182) | ( 254,467) | - | ( 3,916,420) | - |
| $ 655,950 | $ 1,778,430 | $ 1,206,516 | $ 13,486 | $ 185,706 | $ 76,214 | $ 47,007 | $ 3,204 | $ 136,958 | $ 1,993,870 | $ 6,097,341 | $ 28,160 | |
| Opening net book amount as at January 1 | $ 655,950 | $ 1,778,430 | $ 1,206,516 | $ 13,486 | $ 185,706 | $ 76,214 | $ 47,007 | $ 3,204 | $ 136,958 | $ 1,993,870 | $ 6,097,341 | $ 28,160 |
| Additions (Note 2) | - | 27,496 | 65,878 | - | 42,131 | 3,090 | 6,645 | 247 | 26,772 | 383,120 | 555,379 | 295,835 |
| Disposals | - | - | ( 822) | - | - | - | - | - | - | - | ( 822) | - |
| Transfers (Note 4) | - | 61,261 | 90,133 | - | 28,821 | 2,911 | 14,264 | - | 36,914 | ( 276,158) | ( 41,854) | ( 27,235) |
| Reclassifications | - | - | 7,228 | - | ( 7,228) | - | - | - | - | - | - | - |
| Depreciation charge | - | ( 96,832) | ( 270,116) | ( 1,998) | ( 50,251) | ( 13,817) | ( 14,685) | ( 835) | ( 39,417) | - | ( 487,951) | - |
| Net exchange differences | - | - | - | - | ( 23) | - | ( 3) | ( 1) | - | - | ( 27) | - |
| Closing net book amount as at December 31 | $ 655,950 | $ 1,770,355 | $ 1,098,817 | $ 11,488 | $ 199,156 | $ 68,398 | $ 53,228 | $ 2,615 | $ 161,227 | $ 2,100,832 | $ 6,122,066 | $ 296,760 |
| At December 31, 2025 | ||||||||||||
| Cost | $ 655,950 | $ 2,541,032 | $ 3,661,879 | $ 97,668 | $ 542,218 | $ 243,287 | $ 168,788 | $ 21,118 | $ 448,447 | $ 2,100,832 | $ 10,481,219 | $ 296,760 |
| Accumulated depreciation | - | ( 770,677) | ( 2,563,062) | ( 86,180) | ( 343,062) | ( 174,889) | ( 115,560) | ( 18,503) | ( 287,220) | - | ( 4,359,153) | - |
| $ 655,950 | $ 1,770,355 | $ 1,098,817 | $ 11,488 | $ 199,156 | $ 68,398 | $ 53,228 | $ 2,615 | $ 161,227 | $ 2,100,832 | $ 6,122,066 | $ 296,760 |
Note 1: Prepayments for equipment were shown as "other non-current assets".
Note 2: Including capitalised interests.
Note 3: The significant components of buildings include main plants and ancillary works and improvements, which are depreciated over 15~50 and 2~15 years, respectively.
Note 4: The difference of transfer during the period arose from prepayments for equipment transferred to intangible assets and operating expenses.
| Land | Buildings and structures (Note 3) | Machinery and equipment | Utilities equipment | Testing equipment | Pollution-prevention equipment | Office equipment | Leasehold improvements | Other equipment | Unfinished construction and equipment acceptance | Total | Prepayments for business facilities (Note 1) | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| At January 1, 2024 | ||||||||||||
| Cost | $ 655,950 | $ 2,377,114 | $ 3,248,782 | $ 97,668 | $ 450,144 | $ 225,567 | $ 118,906 | $ 15,696 | $ 337,484 | $ 1,956,822 | $ 9,484,133 | $ 26,870 |
| Accumulated depreciation | - | ( 583,992) | ( 2,058,926) | ( 82,179) | ( 262,106) | ( 145,105) | ( 90,827) | ( 11,933) | ( 223,926) | - | ( 3,458,994) | - |
| $ 655,950 | $ 1,793,122 | $ 1,189,856 | $ 15,489 | $ 188,038 | $ 80,462 | $ 28,079 | $ 3,763 | $ 113,558 | $ 1,956,822 | $ 6,025,139 | $ 26,870 | |
| Opening net book amount as at January 1 | $ 655,950 | $ 1,793,122 | $ 1,189,856 | $ 15,489 | $ 188,038 | $ 80,462 | $ 28,079 | $ 3,763 | $ 113,558 | $ 1,956,822 | $ 6,025,139 | $ 26,870 |
| Additions (Note 2) | - | 11,571 | 98,768 | - | 27,571 | 11,428 | 17,501 | 248 | 24,686 | 366,425 | 558,198 | 39,142 |
| Acquired from business combinations | - | - | - | - | - | - | - | 177 | - | - | 177 | - |
| Disposals | - | - | ( 1,247) | - | - | - | - | - | ( 30) | ( 67,767) | ( 69,044) | - |
| Transfers (Note 4) | - | 63,787 | 177,062 | - | 12,374 | 291 | 13,843 | - | 29,285 | ( 261,610) | 35,032 | ( 37,852) |
| Reclassifications | - | - | 177 | - | ( 177) | - | - | - | - | - | - | - |
| Depreciation charge | - | ( 90,050) | ( 258,100) | ( 2,003) | ( 42,100) | ( 15,967) | ( 12,416) | ( 984) | ( 30,541) | - | ( 452,161) | - |
| Closing net book amount as at December 31 | $ 655,950 | $ 1,778,430 | $ 1,206,516 | $ 13,486 | $ 185,706 | $ 76,214 | $ 47,007 | $ 3,204 | $ 136,958 | $ 1,993,870 | $ 6,097,341 | $ 28,160 |
| At December 31, 2024 | ||||||||||||
| Cost | $ 655,950 | $ 2,452,472 | $ 3,523,542 | $ 97,668 | $ 489,912 | $ 237,286 | $ 150,250 | $ 16,121 | $ 391,425 | $ 1,993,870 | $ 10,008,496 | $ 28,160 |
| Accumulated depreciation | - | ( 674,042) | ( 2,317,026) | ( 84,182) | ( 304,206) | ( 161,072) | ( 103,243) | ( 12,917) | ( 254,467) | - | ( 3,911,155) | - |
| $ 655,950 | $ 1,778,430 | $ 1,206,516 | $ 13,486 | $ 185,706 | $ 76,214 | $ 47,007 | $ 3,204 | $ 136,958 | $ 1,993,870 | $ 6,097,341 | $ 28,160 |
Note 1: Prepayments for equipment were shown as "other non-current assets".
Note 2: Including capitalised interests.
Note 3: The significant components of buildings include main plants and ancillary works and improvements, which are depreciated over 15-50 and 2-15 years, respectively.
Note 4: The difference of transfer during the year arose from prepayments for equipment transferred to intangible assets and operating expenses.
A. Amount of borrowing costs capitalised as part of property, plant and equipment and the range of the interest rates for such capitalisation are as follows:
| Year ended December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Amount capitalised | $ 42,532 | $ 39,496 |
| Range of the interest rates for capitalisation | 1.9725%~2.09750% | 1.8775%~1.9700% |
B. Information about the property, plant and equipment that were pledged to others as collateral is provided in Note 8.
(9) Intangible assets
| 2025 | |||||||
|---|---|---|---|---|---|---|---|
| Goodwill | Professional expertise | Computer software | Other intangible assets | Total | |||
| APP13007 Ophthalmic anti-inflammatory agents | APP13002 Antibiotic medicament for eyes | TSY-310 Anibody-drug conjugates | |||||
| At January 1, 2025 | |||||||
| Cost | $ 112,025 | $ 231,912 | $ 1,259 | $ - | $ 103,893 | $ 1,351 | $ 450,440 |
| Accumulated amortisation and impairment | ( 51,622) | ( 100,949) | ( 581) | - | ( 82,092) | ( 156) | ( 235,400) |
| $ 60,403 | $ 130,963 | $ 678 | $ - | $ 21,801 | $ 1,195 | $ 215,040 | |
| Opening net book amount as at January 1, 2025 | $ 60,403 | $ 130,963 | $ 678 | $ - | $ 21,801 | $ 1,195 | $ 215,040 |
| Additions | - | - | - | 159,233 | 5,864 | - | 165,097 |
| Reclassifications (Note) | - | - | - | - | 2,764 | - | 2,764 |
| Amortisation charge | - | ( 16,371) | ( 80) | ( 4,825) | ( 8,227) | ( 267) | ( 29,770) |
| Net exchange differences | - | - | ( 25) | - | - | 5 | ( 20) |
| Closing net book amount as at December 31, 2025 | $ 60,403 | $ 114,592 | $ 573 | $ 154,408 | $ 22,202 | $ 933 | $ 353,111 |
| At December 31, 2025 | |||||||
| Cost | $ 112,025 | $ 231,912 | $ 1,205 | $ 159,233 | $ 112,427 | $ 1,351 | $ 618,153 |
| Accumulated amortisation and impairment | ( 51,622) | ( 117,320) | ( 632) | ( 4,825) | ( 90,225) | ( 418) | ( 265,042) |
| $ 60,403 | $ 114,592 | $ 573 | $ 154,408 | $ 22,202 | $ 933 | $ 353,111 |
Note: It was transferred from prepayments for equipment (shown as 'other non-current assets').
~40~
| 2024 | ||||||
|---|---|---|---|---|---|---|
| Professional expertise | Computer software | Other intangible assets | Total | |||
| Goodwill | APP13007 Ophthalmic anti-inflammatory agents | APP13002 Antibiotic medicament for eyes | ||||
| At January 1, 2024 | ||||||
| Cost | $ 82,166 | $ 231,912 | $ 1,303 | $ 100,282 | $ - | $ 415,663 |
| Accumulated amortisation and impairment | ( 51,622) | ( 84,579) | ( 520) | ( 74,511) | - | ( 211,232) |
| $ 30,544 | $ 147,333 | $ 783 | $ 25,771 | $ - | $ 204,431 | |
| Opening net book amount as at January 1, 2024 | $ 30,544 | $ 147,333 | $ 783 | $ 25,771 | $ - | $ 204,431 |
| Additions | - | - | - | 1,924 | - | 1,924 |
| Acquired from business combinations | 29,859 | - | - | - | 1,351 | 31,210 |
| Reclassifications (Note) | - | - | - | 1,687 | - | 1,687 |
| Amortisation charge | - | ( 16,370) | ( 79) | ( 7,581) | ( 156) | ( 24,186) |
| Net exchange differences | - | - | ( 26) | - | - | ( 26) |
| Closing net book amount as at December 31, 2024 | $ 60,403 | $ 130,963 | $ 678 | $ 21,801 | $ 1,195 | $ 215,040 |
| At December 31, 2024 | ||||||
| Cost | $ 112,025 | $ 231,912 | $ 1,259 | $ 103,893 | $ 1,351 | $ 450,440 |
| Accumulated amortisation and impairment | ( 51,622) | ( 100,949) | ( 581) | ( 82,092) | ( 156) | ( 235,400) |
| $ 60,403 | $ 130,963 | $ 678 | $ 21,801 | $ 1,195 | $ 215,040 |
Note: It was transferred from prepayments for equipment (shown as 'other non-current assets').
A. Details of amortisation on intangible assets are as follows:
| Year ended December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Operating costs | $ 5,345 | $ 4,654 |
| Administrative expenses | 2,673 | 2,707 |
| Research and development expenses | 21,752 | 16,825 |
| $ 29,770 | $ 24,186 |
B. Goodwill is allocated as follows to the Group's cash-generating units:
| December 31, 2025 | December 31, 2024 | |
|---|---|---|
| Formosa Pharmaceuticals Inc. | $ 30,544 | $ 30,544 |
| SynChem-Formosa, Inc. | 29,859 | 29,859 |
| $ 60,403 | $ 60,403 |
C. Goodwill is allocated to the Group's cash-generating units identified according to operating segment. The recoverable amount of all cash-generating units has been determined based on the value in use which was calculated from the expected economic income of related research and development projects. The recoverable amount of all cash-generating units calculated using the value-in-use exceeded their carrying amount, so goodwill was not impaired. The key assumptions used for value-in-use calculations are operating profit margin, growth rate and discount rate. Management determined budgeted net operating profit margin based on its expectations of market development. The assumptions used for growth rates are based on expectations of industry; the assumption used for discount rate is the weighted average capital cost of the same industry. For the years ended December 31, 2025 and 2024:
| December 31, 2025 | December 31, 2024 | |
|---|---|---|
| Formosa Pharmaceuticals Inc. | 16.96% | 19.46% |
| SynChem-Formosa, Inc. | 17.88% | 14.68% |
D. In May 2025, based on external expert valuation reports, the Group acquired the research and development results of Almac Discovery's bispecific antibody drug conjugate (ADC) (TSY-310) for $159,233. The Company paid $30,330 upon signing of the contract. Additional milestone license fees will be payable upon completion of various development stages. After the drug is marketed and sold, royalties will be paid based on a certain percentage of sales revenue. As of December 31, 2025, the unpaid consideration amounted to USD 4,250 thousand (equivalent to NT$133,578), of which USD 1,000 thousand (equivalent to NT$31,430) is presented under “Other current liabilities”, and the remaining balance is recorded under “Other non-current liabilities”.
(10) Other non-current assets
| December 31, 2025 | December 31, 2024 | |
|---|---|---|
| Prepayments for business facilities | $ 296,760 | $ 28,160 |
| Guarantee deposits paid (Note) | 5,959 | 4,318 |
| Others | 544 | 979 |
| $ 303,263 | $ 33,457 |
Note: Refer to Note 8 for the performance guarantees provided.
(11) Financial liabilities at amortised cost
| Items | December 31, 2025 | December 31, 2024 |
|---|---|---|
| Non-current items: | ||
| New medicine development revenue share agreement | $ 62,860 | $ 65,570 |
On April 18, 2022, the Group and EirGenix Inc. entered into a new medicine development revenue share agreement for TSY-0110 (EG12043) (the 'product') to replace the previous signed development and manufacturing related collaboration contract. During the development stage, the raw material of the product shall be provided at a reasonable market price by EirGenix Inc. The Group shall be responsible for the research and development of the product and the implementation of production and manufacturing after the development of the product has been completed. Both parties can launch the product in the global market and shall be entitled to a 50% authorisation income on any revenue or income generated from the development and commercialization of the product. Under the agreement, the Group will share the future authorization income with EirGenix Inc. and is entitled to a consideration of US$30,000 thousand, which will be received in accordance with the schedule as specified in the contract. As of December 31, 2025, the Group has received US$2,000 thousand.
(12) Short-term borrowings
| December 31, 2025 | Interest rate range | Collateral | |
|---|---|---|---|
| Bank borrowings | |||
| Secured borrowings | $ 63,000 | 1.82% | Refer to Note 8 |
| Unsecured borrowings | 1,050,000 | 1.82%~1.85% | None |
| $ 1,113,000 | |||
| December 31, 2024 | Interest rate range | Collateral | |
| Bank borrowings | |||
| Secured borrowings | $ 63,000 | 1.82% | Refer to Note 8 |
| Unsecured borrowings | 620,000 | 1.82%~1.85% | None |
| $ 683,000 |
Interest expense recognised in profit or loss amounted to $20,733 and $21,438 for the years ended December 31, 2025 and 2024, respectively.
(13) Short-term notes and bills payable
| December 31, 2025 | December 31, 2024 | |
|---|---|---|
| Commercial paper payable | $ - | $ 50,000 |
| Less: Unamortized commercial paper payable | - | ( 18) |
| $ - | $ 49,982 | |
| Interest rate | - | 1.97% |
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(14) Other payables
| December 31, 2025 | December 31, 2024 | |
|---|---|---|
| Salaries and bonus payable | $ 267,948 | $ 252,164 |
| Payable on machinery and equipment | 117,187 | 90,286 |
| Accrued commission | 59,664 | 51,009 |
| Employees’ compensation and directors’ and supervisors’ remuneration payable | 57,600 | 52,650 |
| Consumables payable | 52,655 | 42,247 |
| Repairs and maintenance expense payable | 43,017 | 35,297 |
| Payables for intangible assets | 31,670 | - |
| Utilities expense payable | 23,413 | 24,534 |
| Pension expense payable | 12,151 | - |
| Service expenses payable | 84,016 | 119,687 |
| Rent expense payable | 8,021 | - |
| Revenue share payable | 7,858 | 16,393 |
| Import and export charges payable | 6,745 | 8,924 |
| Insurance expense payable | 4,608 | - |
| Withholding tax payable | 1,721 | 41,054 |
| Others | 79,098 | 94,236 |
| $ 857,372 | $ 828,481 |
(15) Long-term borrowings
| Type of borrowings | Borrowing period and repayment term | Interest rate | Collateral | December 31, 2025 |
|---|---|---|---|---|
| Mid-term and long-term bank borrowings | ||||
| Mega International Commercial Bank (Note 1) | 2025.2.25 – 2028.5.31 The principal will be repaid upon maturity. | 2.15% | Note 2 | |
| 2021.5.3 – 2026.5.3 Quarterly and average repayment starting from August 2022. | 2.33% | " | $ 400,000 | |
| THE SHANGHAI COMMERCIAL & SAVINGS BANK, LTD. | 2023.8.4 – 2026.8.4 Quarterly and average repayment starting from May 2024. | 2.38% | None | 6,883 |
| O-Bank Co., Ltd. (Note 1) | 2025.5.23 – 2027.5.22 The principal will be repaid upon maturity. | 2.27% | " | 30,000 |
| E.SUN COMMERCIAL BANK, LTD. (Note 1) | 2024.2.6 – 2027.2.6 The principal will be repaid upon maturity. | 2.07% | " | 100,000 |
| 2025.2.25 – 2028.2.25 The principal will be repaid upon maturity. | 2.12% | " | 200,000 | |
| CTBC Bank Co., Ltd. Tao-Yuan Branch (Note 1) | 2025.2.28 – 2027.2.28 The principal will be repaid upon maturity. | 2.22% | " | 100,000 |
| Taishin International Bank. (Note 1) | 2025.7.31 – 2027.7.31 The principal will be repaid upon maturity. | 2.33% | " | 120,000 |
| TAICHUNG COMMERCIAL BANK Co., Ltd. LINKOU BRANCH (Note 1) | 2024.11.30 – 2027.11.30 Quarterly and average repayment starting from February 2024. | 2.33% | " | 200,000 |
| CHANG HWA COMMERCIAL BANK, LTD. | 2024.11.8 – 2027.11.8 Quarterly and average repayment starting from February 2026. | 2.19% | " | 33,333 |
| EnTie Commercial Bank Co., Ltd. (Note 1) | 2025.4.30 – 2027.4.30 The principal will be repaid upon maturity. | 2.18% | " | 300,000 |
| SUNNY BANK. | 2022.5.24 – 2027.5.24 Quarterly and average repayment starting from May 2024. | 2.20% | Note 2 | 200,000 |
| 2022.5.24 – 2027.5.24 Quarterly and average repayment starting from May 2023. | 2.20% | None | 230,769 | |
| 2025.3.31 – 2028.3.31 (Note 1) The principal will be repaid upon maturity. | 2.20% | " | 100,966 | |
| 367,800 | ||||
| Less: Current portion (shown as other current liabilities) | 2,389,751 | |||
| ( 440,337) | ||||
| $ 1,949,414 |
| Type of borrowings | Borrowing period and repayment term | Interest rate | Collateral | December 31, 2024 |
|---|---|---|---|---|
| Mid-term and long-term bank borrowings | ||||
| Mega International Commercial Bank (Note 1) | 2023.2.25 ~ 2026.2.24 The principal will be repaid upon maturity. | 2.15% | Note 2 | |
| 2021.5.3 ~ 2026.5.3 Quarterly and average repayment starting from August 2022. | 2.33% | " | $ 400,000 | |
| THE SHANGHAI COMMERCIAL & SAVINGS BANK, LTD. | 2021.3.30 ~ 2025.3.30 Quarterly and average repayment starting from June 2021. | 2.38% | " | 20,649 |
| 2022.7.28 ~ 2025.7.28 Quarterly and average repayment starting from April 2023. | 2.38% | " | 6,125 | |
| 2023.8.4 ~ 2026.8.4 Quarterly and average repayment starting from May 2024. | 2.38% | None | 12,300 | |
| 70,000 | ||||
| O-Bank Co., Ltd. (Note 1) | 2024.6.5 ~ 2026.6.4 The principal will be repaid upon maturity. | 2.32% | " | 200,000 |
| E.SUN COMMERCIAL BANK, LTD. (Note 1) | 2024.2.6 ~ 2027.2.6 The principal will be repaid upon maturity. | 2.12% | " | 200,000 |
| EnTie Commercial Bank Co., Ltd. (Note 1) | 2024.4.30 ~ 2026.4.30 The principal will be repaid upon maturity. | 2.21% | " | 200,000 |
| Bank SinoPac Co., Ltd. (Note 1) | 2024.2.6 ~ 2027.4.20 The principal will be repaid upon maturity. | 2.10% | " | 100,000 |
| DBS Bank Limited (Note 1) | 2024.6.30 ~ 2026.6.30 The principal will be repaid upon maturity. | 1.97% | " | 120,000 |
| Taishin International Bank. (Note 1) | 2024.7.31 ~ 2026.7.31 The principal will be repaid upon maturity. | 2.40% | " | 300,000 |
| CTBC Bank Co., Ltd. Tao-Yuan Branch (Note 1) | 2024.2.28 ~ 2026.2.28 The principal will be repaid upon maturity. | 2.30% | " | 150,000 |
| TAICHUNG COMMERCIAL BANK Co., Ltd. LINKOU BRANCH (Note 1) | 2024.11.30 ~ 2027.11.30 Quarterly and average repayment starting from February 2024. | 2.33% | " | 66,667 |
| CHANG HWA COMMERCIAL BANK, LTD. | 2021.7.9 ~ 2024.7.9 Quarterly and average repayment starting from June 2023. | 2.16% | " | 12,500 |
| 2024.11.8 ~ 2027.11.8 Quarterly and average repayment starting from June 2023. | 2.19% | " | 300,000 | |
| SUNNY BANK. | 2022.5.24 ~ 2027.5.24 Quarterly and average repayment starting from May 2024. | 2.20% | Note 2 | 384,615 |
| 2022.5.24 ~ 2027.5.24 Quarterly and average repayment starting from May 2023. | 2.20% | None | 167,241 | |
| 2023.3.10 ~ 2026.3.10 (Note 1) The principal will be repaid upon maturity. | 2.20% | " | 297,800 | |
| Bank of Panhsin | 2023.9.1 ~ 2025.9.1 Starting from December 2023, $10 million will be repaid every quarter. The remaining balance shall be paid off in lump sum | 2.36% | " | 50,000 |
| 3,057,897 | ||||
| ( 388,145) | ||||
| $ 2,669,752 |
Less: Current portion (shown as other current liabilities)
Note 1: Such borrowings can be redrawn during the contract period.
Note 2: Information on guarantees is provided in Note 8.
A. Under the loan agreements, the Group is required to compute and maintain certain financial covenants based on the annual and semi-annual consolidated financial statements. As of December 31, 2025 and 2024, the Group has met all the required covenants.
B. As at December 31, 2025 and 2024, the Group had total undrawn borrowing facilities of $2,210,210 and $2,293,710, respectively.
(16) Pensions
A. Defined benefit plans
(a) The Company and its domestic subsidiaries have a defined benefit pension plan in accordance with the Labor Standards Act, covering all regular employees' service years prior to the enforcement of the Labor Pension Act on July 1, 2005 and service years thereafter of employees who chose to continue to be subject to the pension mechanism under the Labor Standards Act. Under the defined benefit pension plan, two units are accrued for each year of service for the first 15 years and one unit for each additional year thereafter, subject to a maximum of 45 units. Pension benefits are based on the number of units accrued and the average monthly salaries and wages of the last 6 months prior to retirement. The Company and its domestic subsidiaries contribute monthly an amount equal to 2% of the employees' monthly salaries and wages to the retirement fund deposited with Bank of Taiwan, the trustee, under the name of the independent retirement fund committee. Also, the Company and its domestic subsidiaries would assess the balance in the aforementioned labor pension reserve account by December 31, every year. If the account balance is insufficient to pay the pension calculated by the aforementioned method to the employees expected to qualify for retirement in the following year, the Company and its domestic subsidiaries will make contributions for the deficit by next March.
(b) The amounts recognised in the balance sheet are as follows:
| December 31, 2025 | December 31, 2024 | |
|---|---|---|
| Present value of defined benefit obligations | $ 49,004 | $ 51,573 |
| Fair value of plan assets | ( 23,179) | ( 26,398) |
| Net defined benefit liability (shown as “other non-current liabilities”) | $ 25,825 | $ 25,175 |
(c) Movements in net defined benefit liabilities are as follows:
| 2025 | |||
|---|---|---|---|
| Present value of defined benefit obligations | Fair value of plan assets | Net defined benefit liability | |
| At January 1 | |||
| Current service cost | $ 51,573 | ($ 26,398) | $ 23,371 |
| Interest expense (income) | 2,190 | - | 2,190 |
| 771 | (402) | 369 | |
| Remeasurements: | 54,534 | (26,800) | 25,930 |
| Change in financial assumptions | |||
| Experience adjustments | 2,898 | - | 2,898 |
| (2,054) | (1,802) | (3,856) | |
| Pension fund contribution | 844 | (1,802) | (958) |
| Benefits paid | - | (951) | (951) |
| At December 31 | (6,374) | 6,374 | - |
| $ 49,004 | ($ 23,179) | $ 25,825 | |
| 2024 | |||
| Present value of defined benefit obligations | Fair value of plan assets | Net defined benefit liability | |
| At January 1 | |||
| Current service cost | $ 46,778 | ($ 23,407) | $ 23,371 |
| Interest expense (income) | 1,636 | - | 1,636 |
| 559 | (285) | 274 | |
| Remeasurements: | 48,973 | (23,692) | 25,281 |
| Change in financial assumptions | |||
| Experience adjustments | (1,115) | - | (1,115) |
| 4,063 | (2,116) | 1,947 | |
| Pension fund contribution | 2,948 | (2,116) | 832 |
| Benefits paid | - | (938) | (938) |
| At December 31 | (348) | 348 | - |
| $ 51,573 | ($ 26,398) | $ 25,175 |
(d) The Bank of Taiwan was commissioned to manage the Fund of the Company's and domestic subsidiaries' defined benefit pension plan in accordance with the Fund's annual investment and utilisation plan and the "Regulations for Revenues, Expenditures, Safeguard and Utilisation of the Labor Retirement Fund" (Article 6: The scope of utilisation for the Fund includes deposit in domestic or foreign financial institutions, investment in domestic or foreign listed, over-the-counter, or private placement equity securities, investment in
domestic or foreign real estate securitisation products, etc.). With regard to the utilisation of the Fund, its minimum earnings in the annual distributions on the final financial statements shall be no less than the earnings attainable from the amounts accrued from two-year time deposits with the interest rates offered by local banks. If the earnings is less than aforementioned rates, government shall make payment for the deficit after being authorised by the Regulator. The Company and domestic subsidiaries have no right to participate in managing and operating that fund and hence the Company and domestic subsidiaries are unable to disclose the classification of plan assets fair value in accordance with IAS 19 paragraph 142. The composition of fair value of plan assets as of December 31, 2025 and 2024 is given in the Annual Labor Retirement Fund Utilisation Report announced by the government.
(e) The principal actuarial assumptions used were as follows:
| Year ended December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Discount rate | 1.359% | 1.496% |
| Future salary increases | 3.00% | 2.50% |
Assumptions regarding future mortality experience are set based on the Taiwan Standard Ordinary Experience Mortality Table for the years ended December 31, 2025 and 2024.
Because the main actuarial assumption changed, the present value of defined benefit obligation is affected. The analysis was as follows:
| Discount rate | Future salary increases | |||
|---|---|---|---|---|
| Increase 0.25% | Decrease 0.25% | Increase 0.25% | Decrease 0.25% | |
| December 31, 2025 | ||||
| Effect on present value of defined benefit obligation | ($ 936) | $ 970 | $ 938 | ($ 910) |
| Discount rate | Future salary increases | |||
| Increase 0.25% | Decrease 0.25% | Increase 0.25% | Decrease 0.25% | |
| December 31, 2024 | ||||
| Effect on present value of defined benefit obligation | ($ 949) | $ 978 | $ 951 | ($ 928) |
(f) Expected contributions to the defined benefit pension plans of the Group for the year ending December 31, 2026 amount to $980.
(g) As of December 31, 2025, the weighted average duration of the retirement plan is 8 years.
B. Defined contribution plans
(a) The Company and its domestic subsidiaries have established a defined contribution pension plan (the "New Plan") under the Labor Pension Act (the "Act"), covering all regular
employees with R.O.C. nationality. Under the New Plan, the Company contribute monthly an amount based on 6% of the employees' monthly salaries and wages to the employees' individual pension accounts at the Bureau of Labor Insurance. The benefits accrued are paid monthly or in lump sum upon termination of employment.
(b) The pension costs under the defined contribution pension plans of the Group for the years ended December 31, 2025 and 2024 were $42,107 and $39,532, respectively.
(17) Share-based payment
A. For the years ended December 31, 2025 and 2024, the Group's share-based payment arrangements were as follows:
| Type of arrangement | Grant date | Quantity granted | Contract period | Vesting conditions |
|---|---|---|---|---|
| Formosa Pharmaceuticals Inc.- Employee stock options | 2022.03.09 | 600 shares (in thousands) | 5 years | 2~4 years’ service |
| Formosa Pharmaceuticals Inc.- Cash capital increase reserved for employee preemption | 2024.06.20 | 1,680 shares (in thousands) | NA | Vested immediately |
B. Details of the share-based payment arrangements are as follows:
| 2025 | 2024 | |||
|---|---|---|---|---|
| No. of options | Weighted-average exercise price (in dollars) | No. of options | Weighted-average exercise price (in dollars) | |
| Options outstanding at January 1 | 455,000 | $ 38.50 | 490,000 | $ 39.70 |
| Options expired | ( 60,000) | 38.50 | - | - |
| Options exercised | - | - | ( 35,000) | 38.50 |
| Options outstanding at December 31 | 395,000 | $ 38.50 | 455,000 | $ 38.50 |
| Options exercisable at December 31 | 287,000 | $ 38.50 | 210,000 | $ 38.50 |
C. The expiry date and exercise price of stock options outstanding at the balance sheet date are as follows:
| Issue date approved | Expiry date | December 31, 2025 | |
|---|---|---|---|
| No. of shares | Exercise price (in dollars) | ||
| 2022.03.09 | 2027.03.08 | 395,000 | $ 38.50 |
December 31, 2024
| Issue date approved | Expiry date | No. of shares | Exercise price (in dollars) |
|---|---|---|---|
| 2022.03.09 | 2027.03.08 | 455,000 | $ 38.50 |
D. The fair value of stock options granted on grant date is measured using the Black-Scholes option-pricing model. Relevant information is as follows:
| Type of arrangement | Grant date | Stock price (in dollars) | Exercise price (in dollars) | Expected price volatility | Expected option life | Expected dividends | Risk-free interest rate | Fair value per unit (in dollars) |
|---|---|---|---|---|---|---|---|---|
| Formosa Pharmaceuticals Inc.-Employee stock options | 2022.03.09 | $39.50 (Note 1) | $ 39.70 | 49.67% (Note 2) | 3.5 ~ 4.5 years | 0% | 0.56% | $13.8687 ~ 15.0536 |
Note 1: It was set based on the closing price of target shares in Taipei Exchange on the grant date.
Note 2: The expected price volatility was estimated based on the closing price of stocks of comparable companies at time length which approximates the expected duration.
E. The fair value of Cash capital increase reserved for employee preemption on grant date is measured using the Black-Scholes option-pricing model. Relevant information is as follows:
| Type of arrangement | Grant date | Stock price (in dollars) | Exercise price (in dollars) | Expected price volatility | Expected option life | Expected dividends | Risk-free interest rate | Fair value per unit (in dollars) |
|---|---|---|---|---|---|---|---|---|
| Formosa Pharmaceuticals Inc.-Cash capital increase reserved for employee preemption | 2024.06.20 | $56.70 (Note 1) | $ 36.00 | 19.98% (Note 2) | 0.06 years | 0% | 1.22% | 20.7263 |
Note 1: It was set based on the closing price of target shares in Taipei Exchange on the grant date.
Note 2: The estimation is based on the closing prices of the target company on dates that are approximately the same length of time prior to the grant date as the expected duration of the stock options.
F. Expenses incurred on share-based payment transactions are shown below:
| Year ended December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Equity-settled | $ 354 | $ 36,201 |
G. Formosa Pharmaceuticals Inc. - employee share options - 111 adjusted the performance price of employee share options to NT$38.5 in accordance with the regulations on employee share options on August 9, 2024. The aforementioned adjustment of performance price did not significantly affect the fair value of employee share options
(18) Share capital
As of December 31, 2025, the Group’s authorised capital was $1,600,000, consisting of 160,000 thousand shares of ordinary stock (including 8,000 thousand shares reserved for employee stock options issued by the Group), and the paid-in capital was $1,202,560 with a par value of $10 (in dollars) per share. All proceeds from shares issued have been collected.
(19) Capital surplus
A. Pursuant to the R.O.C. Company Act, capital surplus arising from paid-in capital in excess of par value on issuance of common stocks and donations can be used to cover accumulated deficit or to issue new stocks or cash to shareholders in proportion to their share ownership, provided that the Group has no accumulated deficit. Further, the R.O.C. Securities and Exchange Act requires that the amount of capital surplus to be capitalised mentioned above should not exceed 10% of the paid-in capital each year. Capital surplus should not be used to cover accumulated deficit unless the legal reserve is insufficient.
B. On May 8, 2025, the Board of Directors of the Company resolved to distribute cash dividends of $203,232 (NT$1.69 per share) from capital surplus, which was approved by the shareholders during their meeting on June 20, 2025.
C. Refer to Note 6(17) for details of capital surplus, share options.
(20) Retained earnings
A. Under the Company's Articles of Incorporation, current year’s earnings, if any, shall first be used to pay all taxes and offset prior years’ deficit and then 10% of the remaining amount shall be set aside as legal reserve (until the legal reserve equals the paid-in capital), and the Group shall appropriate or reverse special reserve in accordance with laws or regulations of the authority. The remainder, if any, along with prior years’ accumulated undistributed earnings shall be distributed as shareholders’ bonus or retained for operating requirements which shall be proposed by the Board of Directors and resolved by the shareholders.
B. The Group’s dividend distribution policy was based on the Group’s financial structure, operation status and capital budget, etc., along with the consideration of shareholders’ interest and balancing dividends. The distribution of earnings shall be in the form of stock or cash or both, and the cash dividends shall account for at least 10% of total dividends distributed.
C. Except for covering accumulated deficit or issuing new stocks or cash to shareholders in proportion to their share ownership, the legal reserve shall not be used for any other purpose. The use of legal reserve for the issuance of stocks or cash to shareholders in proportion to their share ownership is permitted, provided that the distribution of the reserve is limited to the portion
~51~
in excess of 25% of the Group’s paid-in capital.
D.(a) In accordance with the regulations, the Group shall set aside special reserve from the debit balance on other equity items at the balance sheet date before distributing earnings. When debit balance on other equity items is reversed subsequently, the reversed amount could be included in the distributable earnings.
(b) The amounts previously set aside by the Group as special reserve on initial application of IFRSs in accordance with Order No. Financial-Supervisory-Securities-Corporate-1010012865, dated April 6, 2012, shall be reversed proportionately when the relevant assets are used, disposed of or reclassified subsequently. Such amounts are reversed upon disposal or reclassified if the assets are investment property of land, and reversed over the use period if the assets are investment property other than land.
E. On June 20, 2025 and June 25, 2024, the Group’s shareholders resolved the appropriations of earnings for the years ended December 31, 2024 and 2023 as follows:
| Year ended December 31, | ||||
|---|---|---|---|---|
| 2024 | 2023 | |||
| Amount | Dividends per share (in dollars) | Amount | Dividends per share (in dollars) | |
| Legal reserve | $ 15,660 | $ 12,111 | ||
| Special reserve | 18,198 | ( 54,964) | ||
| Cash dividends | 360,768 | $ 1.31 | 240,512 | $ 2.00 |
| $ 394,626 | $ 197,659 |
F. On March 12, 2026, the Company's Board of Directors proposed for the appropriations of earnings for the year ended December 31, 2025 as follows:
| Year ended December 31, 2025 | ||
|---|---|---|
| Amount | Dividends per share (in dollars) | |
| Legal reserve | $ 44,187 | |
| Special reserve | 8,142 | |
| Cash dividends | 360,768 | $ 3.00 |
| $ 413,097 |
As of March 12, 2026, the aforementioned appropriations of 2025 earnings have not yet been resolved by the shareholders.
~52~
(21) Other equity items
| Year ended December 31, 2025 | |||
|---|---|---|---|
| Unrealised gains (losses) from investments in equity instruments measured at fair value through other comprehensive income | Currency translation differences | Total | |
| At January 1 | ($ 2,856) | ($ 15,342) | ($ 18,198) |
| Valuation adjustment | ( 6,206) | - | ( 6,206) |
| Currency translation differences: | |||
| -Subsidiaries and associates | - | ( 2,419) | ( 2,419) |
| -Tax on subsidiaries and associates | - | 484 | 484 |
| At December 31 | ($ 9,062) | ($ 17,277) | ($ 26,339) |
| Year ended December 31, 2024 | |||
| Unrealised gains (losses) from investments in equity instruments measured at fair value through other comprehensive income | Currency translation differences | Total | |
| At January 1 | $ 19,852 | ($ 13,685) | $ 6,167 |
| Valuation adjustment | ( 22,708) | - | ( 22,708) |
| Currency translation differences: | |||
| -Subsidiaries and associates | - | ( 2,071) | ( 2,071) |
| -Tax on subsidiaries and associates | - | 414 | 414 |
| At December 31 | ($ 2,856) | ($ 15,342) | ($ 18,198) |
(22) Operating revenue
| Year ended December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Revenue from contracts with customers | ||
| Sales revenue | $ 4,649,158 | $ 4,495,359 |
| Service revenue | 197,435 | 107,686 |
| Authorization | 4,764 | 128,001 |
| $ 4,851,357 | $ 4,731,046 |
A. Disaggregation of revenue from contracts with customers
The Group derives revenue from the transfer of goods and services over time and at a point in time in the following geographical regions, product sales and service provision are classified under the Active Pharmaceutical Ingredients (API) segment, as presented in the segment information. Please refer to Note 14(3) for details.
Year ended December 31, 2025
| At a point in time | Over time | |||
|---|---|---|---|---|
| Sales revenue | Technology licensing | Service revenue | Total | |
| United States | $ 839,835 | $ - | $ 30,381 | $ 870,216 |
| India | 755,050 | - | - | 755,050 |
| Netherlands | 601,883 | - | 8,835 | 610,718 |
| China | 437,907 | - | 3,226 | 441,133 |
| Taiwan | 245,969 | - | 126,724 | 372,693 |
| Japan | 277,517 | - | 2,879 | 280,396 |
| Germany | 262,726 | - | - | 262,726 |
| Others | 1,228,271 | 4,764 | 25,390 | 1,258,425 |
| $ 4,649,158 | $ 4,764 | $ 197,435 | $ 4,851,357 |
Year ended December 31, 2024
| At a point in time | Over time | |||
|---|---|---|---|---|
| Sales revenue | Technology licensing | Service revenue | Total | |
| United States | $ 463,600 | $ 127,800 | $ 39,954 | $ 631,354 |
| India | 1,056,918 | - | - | 1,056,918 |
| Netherlands | 588,641 | - | - | 588,641 |
| China | 210,789 | - | 7,164 | 217,953 |
| Taiwan | 264,496 | - | 73,681 | 338,177 |
| Japan | 253,936 | - | 8,754 | 262,690 |
| Germany | 250,629 | - | - | 250,629 |
| Switzerland | 231,249 | - | (34,194) | 197,055 |
| Others | 1,175,101 | 201 | 12,327 | 1,187,629 |
| $ 4,495,359 | $ 128,001 | $ 107,686 | $ 4,731,046 |
B. Contract assets and liabilities
The Group has recognised the following revenue-related contract assets and liabilities:
| December 31, 2025 | December 31, 2024 | January 1, 2024 | |
|---|---|---|---|
| Contract liabilities | $ 151,992 | $ 91,129 | $ 193,102 |
The Group recognised the revenue-related contract liabilities arising from advance sales receipts and licensing fee.
Revenue recognised that was included in the contract liability balance at the beginning of the year
| Year ended December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Revenue recognised that was included in the contract liability balance at the beginning of the year | $ 44,184 | $ 167,249 |
The amount includes discounts of $984 and $0, respectively.
C. For the aforementioned technology license, the Group and Grandpharma (China) Co., Ltd. entered into a contract for collaborative development and authorisation agreement on new medicines in China, Hong Kong, Macao, etc. The Group transferred professional knowledge and provided related data to Grandpharma (China) Co., Ltd. who was responsible for clinical development. When Grandpharma (China) Co., Ltd. successfully develops new medicines, it will obtain the right of production and sales in China, Hong Kong and Macao. Under the contract, the Group can charge signing bonus, milestone payment and royalties proportionately to the sales amount in the future. From the date of signing the contract to December 31, 2025, the accumulated revenue was $59,023.
D. The Group and Eyenovia, Inc. (EYEN) entered into a new drug licensing agreement for the United States. In March 2024, the Group transferred the drug license and the rights for production and sales in the U.S. to EYEN. Under the contract, the Group is entitled to receive signing bonuses, development milestone payments, and sales milestone payments from EYEN. On June 6, 2025, both parties mutually agreed to terminate the licensing agreement. According to the contract, from the termination date onwards, all claims and obligations between the parties are permanently waived, and EYEN will return the U.S. drug license. From the contract signing date to the termination date, the Group has recognised cumulative revenue of $127,800.
E. The Group entered into a new drug licensing agreement with Harrow, Inc. (hereinafter referred to as "HROW") for the United States. The Group will transfer the drug license for the U.S. region, granting HROW commercialization rights in the United States. According to the terms of the agreement, the Group is entitled to receive royalties and sales milestone payments from HROW. From the contract signing date to December 31, 2025, the Group has not yet recognised any revenue.
F. The Group has signed new drug licensing agreements with various partners in regions including Central and South America (Canada, Mexico, Brazil, Chile), Europe (Portugal, Switzerland), Israel, the Middle East and North Africa, South Africa, and India. Each partner has obtained commercialization and sales rights in their respective regions. According to the terms of the agreements, the Group is entitled to receive signing bonuses, development milestone payments, and sales milestone payments from each partner. As of December 31, 2025, the Group has received a total of $38,053 (listed under "Contract Liabilities"). From the signing dates of the agreements up to December 31, 2025, the Group has recognised cumulative revenue of $3,117.
(23) Interest income
| Year ended December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Interest income from bank deposits | $ 9,515 | $ 14,235 |
| Financial assets at amortised cost | ||
| Interest income | 22,731 | 18,000 |
| Other interest income | 11 | - |
| $ 32,257 | $ 32,235 |
(24) Other income
| Year ended December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Offsetting the payable withholding tax benefits (Note) | $ 38,429 | $ - |
| Refund benefits | 10,638 | - |
| Others | 5,733 | 8,075 |
| $ 54,800 | $ 8,075 |
Note: This amount arose from the termination agreement between the Group and EYEN. Please refer to Note 6(22)4 for detailed explanation.
(25) Other gains and losses
| Year ended December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Gain (loss) on disposal of property, plant and equipment | $ 88 | ($ 21,607) |
| Gains arising from lease modifications | 5 | 59 |
| Net currency exchange (losses) gains | (163,093) | 25,978 |
| Net losses on financial assets at fair value through profit or loss | (181,824) | (523,052) |
| Consideration to measure losses (Note) | - | (6,961) |
| Miscellaneous disbursements | (19,246) | (697) |
| ($ 364,070) | ($ 526,280) |
Note: The Group acquired a 100% equity interest in Activus Pharma. Co., Ltd., and the contingent consideration was estimated according to the progress of applications for clinical test, patent and new medicine. Refer to Note 9(2) for details.
(26) Finance costs
| Year ended December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Interest expense: | ||
| Bank borrowings | $ 71,703 | $ 76,188 |
| Others | 3,953 | 2,922 |
| 75,656 | 79,110 | |
| Less: Capitalisation of qualifying assets | ( 42,532) | ( 39,496) |
| Finance costs | $ 33,124 | $ 39,614 |
(27) Expenses by nature
| Year ended December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Employee benefit expense | $ 1,242,389 | $ 1,209,380 |
| Depreciation charges on right-of-use assets, property, plant and equipment | $ 518,875 | $ 481,981 |
| Amortisation charges on intangible assets and other non-current assets | $ 30,207 | $ 24,951 |
(28) Employee benefit expense
| Year ended December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Wages and salaries | $ 1,064,742 | $ 1,010,604 |
| Labour and health insurance fees | 91,685 | 82,749 |
| Pension costs | 44,666 | 41,442 |
| Other personnel expenses | 27,960 | 26,538 |
| Directors’ remuneration | 12,982 | 11,846 |
| Employee stock options | 354 | 36,201 |
| $ 1,242,389 | $ 1,209,380 |
A. In accordance with the Articles of Incorporation, if the Company has a profit for the year, at least 5% of the distributable profit shall be appropriated as employees’ compensation, and no more than 2% shall be appropriated as directors’ remuneration. However, if the Company has accumulated losses, an amount sufficient to offset such losses shall be reserved in advance and reported to the shareholders’ meeting.
Of the employees’ compensation mentioned above, no less than 20% shall be allocated to rankand-file employees for remuneration distribution or salary adjustments. The recipients of employees’ compensation may include employees of certain controlled or subsidiary companies who meet specified criteria, and the method of distribution shall be determined by the Board of Directors.
B. For the years ended December 31, 2025 and 2024, employees’ compensation was accrued at $50,400 and $46,200, respectively; while directors’ remuneration was accrued at $7,200 and $6,450, respectively. The aforementioned amounts were recognised in salary expenses. For the year ended December 31, 2025, the Group has accrued the compensation and remuneration according to the profit of current year and the percentage range as regulated in the Company's Articles of Incorporation.
On March 12, 2026, the employees’ compensation and directors’ remuneration resolved by the Board of Directors were $50,400 and $7,200, respectively, and the employees’ compensation will be paid in cash.
~57~
C. On March 12, 2025, the employees' compensation and directors' remuneration resolved by the Board of Directors were $46,200 and $6,450, respectively and the employees' compensation will be distributed in the form of cash.
D. Information about employees' compensation and directors' remuneration of the Group as resolved by the Board of Directors will be posted in the "Market Observation Post System" at the website of the Taiwan Stock Exchange.
(29) Income tax
A. Income tax expense
(a) Components of income tax:
| Year ended December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Current tax: | ||
| Current tax on profits for the year | $ 184,310 | $ 202,658 |
| Prior year income tax under (over) estimation | 10,138 | (24,681) |
| Total current tax | 194,448 | 177,977 |
| Deferred tax: | ||
| Origination and reversal of temporary differences | (30,769) | (11,023) |
| Tax impact of investment tax credit | (57,957) | (32,879) |
| Income tax expense | $ 105,722 | $ 134,075 |
(b) The income tax (charge)/credit relating to components of other comprehensive income is as follows:
| Year ended December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Currency translation differences | ($ 484) | ($ 414) |
| Remeasurement of defined benefit obligations | 192 | 166 |
| ($ 292) | ($ 580) |
B. Reconciliation between income tax expense and accounting profit
| Year ended December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Tax calculated based on profit before tax and statutory tax rate | $ 92,694 | $ 18,950 |
| Expenses disallowed by tax regulation | 45,232 | 117,143 |
| Tax exempt income by tax regulation | ( 646) | ( 1,156) |
| Temporary differences not recognised as deferred tax assets | 9,401 | 4,155 |
| Taxable loss not recognised as deferred tax assets | 6,941 | 31,950 |
| Prior year income tax under (over) estimation | 10,138 | ( 24,681) |
| Tax on undistributed surplus earnings | ( 57,957) | ( 32,879) |
| Reversal of deferred tax liabilities | ( 74) | ( 539) |
| Foreign withholding tax on dividends | ( 7) | 21,132 |
| Income tax expense | $ 105,722 | $ 134,075 |
C. Amounts of deferred tax assets or liabilities as a result of temporary differences are as follows:
| 2025 | |||||
|---|---|---|---|---|---|
| January 1 | Recognised in profit or loss | Recognised in other comprehensive income | Business combinations | December 31 | |
| Temporary differences: | |||||
| —Deferred tax assets: | |||||
| Unrealised inventory valuation loss | $ 75,840 | $ 24,279 | $ - | $ - | $ 100,119 |
| Amount of allowance for bad debts that exceed the limit for tax purpose | 2,283 | ( 1,587) | - | - | 696 |
| Pensions | 5,118 | - | ( 192) | - | 4,926 |
| Unrealised expenses | 5,961 | 563 | - | - | 6,524 |
| Cumulative translation adjustments | 3,835 | - | 484 | - | 4,319 |
| 93,037 | 23,255 | 292 | - | 116,584 | |
| —Deferred tax liabilities: | |||||
| Foreign investment income | 5,258 | 6,551 | - | - | 11,809 |
| Land revaluation increment | ( 17,529) | - | - | - | ( 17,529) |
| Unrealised exchange gain | ( 4,406) | 394 | - | - | ( 4,012) |
| Deferred tax liabilities arising from acquisitions | ( 4,293) | 569 | - | - | ( 3,724) |
| ( 20,970) | 7,514 | - | - | ( 13,456) | |
| $ 72,067 | $ 30,769 | $ 292 | $ - | $ 103,128 |
~60~
| 2024 | |||||
|---|---|---|---|---|---|
| January 1 | Recognised in profit or loss | Recognised in other comprehensive income | Business combinations | December 31 | |
| Temporary differences: | |||||
| —Deferred tax assets: | |||||
| Unrealised inventory valuation loss | $ 62,772 | $ 13,068 | $ - | $ - | $ 75,840 |
| Unrealised exchange loss | 8,709 | ( 8,709) | - | - | - |
| Amount of allowance for bad debts that exceed the limit for tax purpose | - | 2,283 | - | - | 2,283 |
| Pensions | 4,972 | ( 20) | 166 | - | 5,118 |
| Unrealised expenses | 5,280 | 681 | - | - | 5,961 |
| Cumulative translation adjustments | 3,421 | - | 414 | - | 3,835 |
| 85,154 | 7,303 | 580 | - | 93,037 | |
| —Deferred tax liabilities: | |||||
| Foreign investment income | ( 2,329) | 7,587 | - | - | 5,258 |
| Land revaluation increment | ( 17,529) | - | - | - | ( 17,529) |
| Unrealised exchange gain | - | ( 4,406) | - | - | ( 4,406) |
| Deferred tax liabilities arising from acquisitions | ( 4,445) | 539 | - | ( 387) | ( 4,293) |
| ( 24,303) | 3,720 | - | ( 387) | ( 20,970) | |
| $ 60,851 | $ 11,023 | $ 580 | ($ 387) | $ 72,067 |
D. Details of the amount the Company is entitled as investment tax credit and recognised deferred tax assets are as follows:
| December 31, 2025 | ||||
|---|---|---|---|---|
| Qualifying items | Year incurred | Unused tax credits | Unrecognised deferred tax assets | Expiry year |
| Research and development | 2025 | $ - | $ 57,405 | 2026~2028 year |
| Statute for Industrial Innovation | 2025 | - | 551 | 2026 year |
| $ - | $ 57,956 | |||
| December 31, 2024 | ||||
| Qualifying items | Year incurred | Unused tax credits | Unrecognised deferred tax assets | Expiry year |
| Research and development | 2024 | $ - | $ 31,349 | 2025~2027 year |
| Statute for Industrial Innovation | 2024 | - | 1,530 | 2025 year |
| $ - | $ 32,879 |
E. Details of the amount the subsidiary, Formosa Pharmaceuticals Inc., is entitled as investment tax credit and unrecognised deferred tax assets are as follows:
December 31, 2025
| Qualifying items | Year incurred | Unused tax credits | Unrecognised deferred tax assets | Expiry year |
|---|---|---|---|---|
| Research and development | 2011 | $ 2,834 | $ 2,834 | Note 1 |
| 2012 | 8,419 | 8,419 | " | |
| 2013 | 9,019 | 9,019 | " | |
| 2014 | 5,702 | 5,702 | " | |
| 2015 | 5,046 | 5,046 | " | |
| 2016 | 5,143 | 5,143 | " | |
| 2020 | 12,973 | 12,973 | Note 2 | |
| 2021 | 107,261 | 107,261 | " | |
| 2022 | 75,947 | 75,947 | " | |
| 2023 | 54,348 | 54,348 | " | |
| 2024 | 42,061 | 42,061 | " | |
| 2025 | 11,008 | 11,008 | Note 3 | |
| $ 339,761 | $ 339,761 |
December 31, 2024
| Qualifying items | Year incurred | Unused tax credits | Unrecognised deferred tax assets | Expiry year |
|---|---|---|---|---|
| Research and development | 2011 | $ 2,834 | $ 2,834 | Note 1 |
| 2012 | 8,419 | 8,419 | " | |
| 2013 | 9,019 | 9,019 | " | |
| 2014 | 5,702 | 5,702 | " | |
| 2015 | 5,046 | 5,046 | " | |
| 2016 | 5,143 | 5,143 | " | |
| 2020 | 12,973 | 12,973 | Note 2 | |
| 2021 | 107,261 | 107,261 | " | |
| 2022 | 75,947 | 75,947 | " | |
| 2023 | 54,348 | 54,348 | " | |
| 2024 | 42,061 | 42,061 | " | |
| $ 328,753 | $ 328,753 |
Note 1: On September 7, 2011, the subsidiary, Formosa Pharmaceuticals Inc., was approved as a biotechnology and new medicine company by Jing-Shou-Gong-Zi Letter No.10020417340 of the Ministry of Economic Affairs, R.O.C. Accordingly, Formosa Pharmaceuticals Inc. was entitled to certain incentives under the 'Act For The
Development Of Biotech And New Pharmaceuticals Industry'. The approval letter issued by the Ministry of Economic Affairs was effective within 5 years from the date of the approval. The investment tax credits arising from research and development and employees' training expenditure shall be deducted from Formosa Pharmaceuticals Inc.'s income tax payable. Unused investment tax credits can be deducted from income tax within 4 years.
Note 2: On August 4, 2020, the subsidiary, Formosa Pharmaceuticals Inc., was approved as a biotechnology and new medicine company by Jing-Shou-Gong-Zi Letter No.10920422850 of the Ministry of Economic Affairs, R.O.C. Accordingly, the Company and the Company's shareholders were entitled to certain incentives under the 'Act For The Development Of Biotech And New Pharmaceuticals Industry'. The approval letter was effective within 5 years from the date of the approval. The investment tax credits arising from research and development and employees' training expenditure shall be deducted from income tax payable. Unused investment tax credits can be deducted from income tax payable within 5 years.
Note 3: On August 13, 2025, the subsidiary, Formosa Pharmaceuticals Inc., was approved as a biotechnology and new medicine company by Jing-Shou-Gong-Zi Letter No.11451025170 of the Ministry of Economic Affairs, R.O.C. Accordingly, the Company and the Company's shareholders were entitled to certain incentives under the 'Act For The Development Of Biotech And New Pharmaceuticals Industry'. The approval letter was effective within 5 years from the date of the approval. The investment tax credits arising from research and development and employees' training expenditure shall be deducted from income tax payable. Unused investment tax credits can be deducted from income tax payable within 5 years.
F. The expiration dates of unused tax losses and amounts of unrecognised deferred tax assets of the subsidiary, Formosa Pharmaceuticals Inc., are as follows:
December 31, 2025
| Year incurred | Amount filed/ assessed | Unused amount | Unrecognised deferred tax assets | Expiry year |
|---|---|---|---|---|
| 2016 | Assessed | $ 33,933 | $ 33,933 | 2026 |
| 2017 | Assessed | 45,682 | 45,682 | 2027 |
| 2018 | Assessed | 116,382 | 116,382 | 2028 |
| 2019 | Assessed | 175,069 | 175,069 | 2029 |
| 2020 | Assessed | 226,698 | 226,698 | 2030 |
| 2021 | Assessed | 413,292 | 413,292 | 2031 |
| 2022 | Assessed | 373,916 | 373,916 | 2032 |
| 2023 | Filed | 321,156 | 321,156 | 2033 |
| 2024 | Filed | 159,596 | 159,596 | 2034 |
| 2025 | Filed | 34,976 | 34,976 | 2035 |
| $ 1,900,700 | $ 1,900,700 |
December 31, 2024
| Year incurred | Amount filed/ assessed | Unused amount | Unrecognised deferred tax assets | Expiry year |
|---|---|---|---|---|
| 2015 | Assessed | $ 15,773 | $ 15,773 | 2025 |
| 2016 | Assessed | 33,933 | 33,933 | 2026 |
| 2017 | Assessed | 45,682 | 45,682 | 2027 |
| 2018 | Assessed | 116,382 | 116,382 | 2028 |
| 2019 | Assessed | 175,069 | 175,069 | 2029 |
| 2020 | Assessed | 226,698 | 226,698 | 2030 |
| 2021 | Assessed | 413,292 | 413,292 | 2031 |
| 2022 | Assessed | 373,916 | 373,916 | 2032 |
| 2023 | Filed | 321,156 | 321,156 | 2033 |
| 2024 | Filed | 159,596 | 159,596 | 2034 |
| $ 1,881,497 | $ 1,881,497 |
G. The expiration dates of unused tax losses and amounts of unrecognised deferred tax assets of the subsidiary, Epione Pharmaceuticals, Inc. are as follows:
December 31, 2025
| Year incurred | Amount filed/ assessed | Unused amount | Unrecognised deferred tax assets | Expiry year |
|---|---|---|---|---|
| 2016 | Assessed | $ 4,938 | $ 4,938 | 2026 |
| 2017 | Assessed | 5,962 | 5,962 | 2027 |
| 2018 | Assessed | 4,844 | 4,844 | 2028 |
| 2019 | Assessed | 3,965 | 3,965 | 2029 |
| 2020 | Assessed | 1,107 | 1,107 | 2030 |
| 2021 | Assessed | 209 | 209 | 2031 |
| 2022 | Assessed | 201 | 201 | 2032 |
| 2023 | Assessed | 160 | 160 | 2033 |
| 2024 | Filed | 158 | 158 | 2034 |
| 2025 | Filed | 160 | 160 | 2035 |
| $ 21,704 | $ 21,704 |
December 31, 2024
| Year incurred | Amount filed/ assessed | Unused amount | Unrecognised deferred tax assets | Expiry year |
|---|---|---|---|---|
| 2015 | Assessed | $ 17,771 | $ 17,771 | 2025 |
| 2016 | Assessed | 4,938 | 4,938 | 2026 |
| 2017 | Assessed | 5,962 | 5,962 | 2027 |
| 2018 | Assessed | 4,844 | 4,844 | 2028 |
| 2019 | Assessed | 3,965 | 3,965 | 2029 |
| 2020 | Assessed | 1,107 | 1,107 | 2030 |
| 2021 | Assessed | 209 | 209 | 2031 |
| 2022 | Assessed | 201 | 201 | 2032 |
| 2023 | Filed | 160 | 160 | 2033 |
| 2024 | Filed | 158 | 158 | 2034 |
| $ 39,315 | $ 39,315 |
H. The amounts of deductible temporary differences that were not recognised as deferred tax assets are as follows:
| December 31, 2025 | December 31, 2024 | |
|---|---|---|
| Deductible temporary differences | $ 225,726 | $ 228,997 |
I. The income tax returns of the Company and Epione Pharmaceuticals, Inc. through 2023 have been assessed and approved by the Tax Authority, and the income tax returns of the Formosa Pharmaceuticals Inc. through 2022 have been assessed and approved by the Tax Authority.
(30) Earnings per share
| Year ended December 31, 2025 | |||
|---|---|---|---|
| Amount after tax | Weighted average number of ordinary shares outstanding (shares in thousands) | Earnings per share (in dollars) | |
| Basic earnings per share | |||
| Profit attributable to ordinary shareholders of the parent | $ 441,107 | 120,256 | $ 3.67 |
| Diluted earnings per share | |||
| Profit attributable to ordinary shareholders of the parent | $ 441,107 | 120,256 | |
| Assumed conversion of all dilutive potential ordinary shares | |||
| Employees’ compensation | - | 1,025 | |
| Profit attributable to ordinary shareholders of the parent | $ 441,107 | 121,281 | $ 3.64 |
| Year ended December 31, 2024 | |||
|---|---|---|---|
| Amount after tax | Weighted average number of ordinary shares outstanding (shares in thousands) | Earnings per share (in dollars) | |
| Basic earnings per share | |||
| Profit attributable to ordinary shareholders of the parent | $ 157,268 | 120,256 | $ 1.31 |
| Diluted earnings per share | |||
| Profit attributable to ordinary shareholders of the parent | $ 157,268 | 120,256 | |
| Assumed conversion of all dilutive potential ordinary shares | |||
| Employees’ compensation | - | 734 | |
| Profit attributable to ordinary shareholders of the parent | $ 157,268 | 120,990 | $ 1.30 |
(31) Transactions with non-controlling interest
A. The Group did not participate in the capital increase raised by a subsidiary proportionally to its interest to the subsidiary
On June 20, 2024, the Board of Directors of the subsidiary, Formosa Pharmaceuticals, Inc., approved cash capital increases by issuing 16,800 thousand new shares. As the Group did not subscribe to the capital increase in proportion to its ownership percentage and the employees continuously exercised their stock options, the Group's shareholding ratio in this subsidiary decreased from 45.84% to 40.73%. These transactions increased non-controlling interest by $436,212, and increased the equity attributable to the owners of the parent by $194,237. For the years ended December 31, 2024, the effects from changes in the owner's equity of Formosa Pharmaceuticals, Inc. on the owner's equity attributable to the parent company were as follows:
| Year ended December 31, 2024 | |
|---|---|
| Cash | $ 630,449 |
| Increase in the carrying amount of non-controlling interest | ( 436,212) |
| Capital surplus | |
| - recognition of changes in ownership interest in subsidiaries | $ 194,237 |
B. Disposal of equity interest in a subsidiary (that did not result in a loss of control)
On August 9, 2024, the Group disposed of 0.07% of shares of its subsidiary - Formosa Pharmaceuticals. Inc. for a total cash consideration of $3,589. The carrying amount of non-controlling interest in Formosa Pharmaceuticals. Inc. was $596 at the disposal date. This transaction resulted in an increase in the non-controlling interest by $2,003 and an increase in
the equity attributable to owners of the parent by $1,586. The effect of changes in interests in Formosa Pharmaceuticals. Inc. on the equity attributable to owners of the parent for the year ended December 31, 2024 is shown below:
| Year ended December 31, 2024 | |
|---|---|
| Carrying amount of non-controlling interest disposed | ($ 2,003) |
| Consideration received from non-controlling interest | 3,589 |
| Capital surplus - recognition of changes in ownership | $ 1,586 |
(32) Business combinations
A. On June 1, 2024, the Group acquired 100% equity interest in SynChem-Formosa, Inc. in cash in the amount of $28,898, and had control over the company. SynChem-Formosa, Inc. operates CDMO business in the U.S. The Group expects that the Group’s market size can be expanded and increased after the acquisition.
B. The following table summarises the consideration paid for SynChem-Formosa, Inc. and the fair values of the assets acquired and liabilities assumed at the acquisition date:
| June 1, 2024 | |
|---|---|
| Purchase consideration | |
| Cash paid | $ 28,898 |
| Fair value of the identifiable assets acquired and liabilities assumed | |
| Cash | $ 1,411 |
| Accounts receivable | 2,094 |
| Prepayments | 211 |
| Other current assets | 176 |
| Property, plant and equipment | 178 |
| Right-of-use assets | 36,905 |
| Intangible assets | 1,351 |
| Short-term borrowings | ( 2,585) |
| Accounts payable | ( 197) |
| Other payables | ( 3,216) |
| Current lease liabilities | ( 1,968) |
| Deferred income tax liabilities | ( 385) |
| Non-current lease liabilities | ( 34,936) |
| Total identifiable net assets | ( 961) |
| Goodwill | $ 29,859 |
(33) Supplemental cash flow information
Investing activities with partial cash payments
| Year ended December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Purchase of property, plant and equipment | $ 555,379 | $ 558,198 |
| Add: Opening balance of payable on equipment | 90,286 | 78,899 |
| Less: Ending balance of payable on equipment | ( 117,187) | ( 90,286) |
| Cash paid during the year | $ 528,478 | $ 546,811 |
| Year ended December 31, | ||
| 2025 | 2024 | |
| Purchase of intangible assets | $ 165,097 | $ - |
| Add: Beginning contingent consideration payable (shown as ‘other current/noncurrent liabilities’) | - | - |
| Net exchange differences | ( 1) | - |
| Less: Ending contingent consideration (shown as ‘other current/non-current liabilities’) | ( 119,049) | - |
| Cash paid during the year | $ 46,047 | $ - |
| Year ended December 31, | ||
| 2025 | 2024 | |
| Acquisiton of subsidiary | ||
| Add: Opening balance of payable on contingent consideration (shown as other liabilities) | $ - | $ 69,931 |
| Currency exchange losses | - | 2,397 |
| Loss on contingent consideration | - | 6,961 |
| Cash paid during the year | $ - | $ 79,289 |
(34) Changes in liabilities from financing activities
| 2025 | ||||||
|---|---|---|---|---|---|---|
| Short-term borrowings | Short-term notes and bills payable | Long-term borrowings (including current portion) | Lease liability | New medicine development revenue share agreement | Liabilities from financing activities-gross | |
| At January 1 | $ 683,000 | $ 49,982 | $ 3,057,897 | $ 108,480 | $ 65,570 | $ 3,964,929 |
| Changes in cash flow from financing activities | 430,000 | ( 49,982) | ( 668,146) | ( 29,069) | - | ( 317,197) |
| Changes in other non-cash items | - | - | - | 27,420 | ( 2,710) | 24,710 |
| At December 31 | $ 1,113,000 | $ - | $ 2,389,751 | $ 106,831 | $ 62,860 | $ 3,672,442 |
~68~
| 2024 | ||||||
|---|---|---|---|---|---|---|
| Short-term borrowings | Short-term notes and bills payable | Long-term borrowings (including current portion) | Lease liability | New medicine development revenue share agreement | Liabilities from financing activities-gross | |
| At January 1 | $ 1,434,000 | $ 99,959 | $ 2,486,681 | $ 42,750 | $ 61,410 | $ 4,124,800 |
| Changes in cash flow from financing activities | ( 753,596) | ( 49,977) | 571,216 | ( 29,078) | - | ( 261,435) |
| Changes in other non-cash items | 2,596 | - | - | 94,808 | 4,160 | 101,564 |
| At December 31 | $ 683,000 | $ 49,982 | $ 3,057,897 | $ 108,480 | $ 65,570 | $ 3,964,929 |
7. RELATED PARTY TRANSACTIONS
(1) Parent and ultimate controlling party
As the Group’s shares were widely held by the public, the Group had no ultimate parent company and ultimate controlling party.
(2) Names of related parties and the relationship with the Group
| Names of related parties | Relationship with the Company |
|---|---|
| TaiRx, Inc. | Other related party (Note) |
| EirGenix Inc. | Other related party |
| Formosa Labarotories Japan, Inc. | Associate |
| A. R. Z Taiwan Limited | Associate |
| Eros Biopharma INC. | Other related party |
| Caravel Oculus INC. | Other related party |
Note: The corporate director representative of the company is the spouse of the Company’s Chairman and General Manager. This corporate director representative resigned on June 12, 2025; therefore, from June 12, 2025 onwards, the individual is no longer considered a related party of the Group.
(3) Significant related party transactions
A. Operating revenue
| Year ended December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Sales of goods: | ||
| Associates | $ 190,724 | $ 59,168 |
| Other related parties | 19,565 | 29,457 |
| $ 210,289 | $ 88,625 |
Goods are sold based on the price lists in force and terms that would be available to third parties.
| Year ended December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Sales of services: | ||
| Other related parties | $ 20,455 | $ 14,294 |
The Group was appointed to develop the manufacturing process and research method of active pharmaceutical ingredients. As there were no similar transactions for reference, the price cannot be compared with general customers and was based on mutual agreement. The payment term was not significantly different from regular transactions.
B. Purchases
| Year ended December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Purchases of goods: | ||
| Other related parties | $ - | $ 2,135 |
Goods and services are purchased from associates and an entity controlled by key management personnel on normal commercial terms and conditions.
C. Service expenses (shown as research and development expenses)
| Year ended December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Other related parties | $ 475 | $ 4,616 |
D. Accounts receivable
| December 31, 2025 | December 31, 2024 | |
|---|---|---|
| Associates | $ 38,585 | $ 10,714 |
| Other related parties | 6,951 | 6,715 |
| Loss allowance | (23) | (5) |
| $ 45,513 | $ 17,424 |
Receivables from related parties arose from sales of goods and service transactions, except for some service revenue which were recognised based on the percentage-of-completion method. The credit terms were 30-90 days from the date of sale. The receivables are unsecured in nature and bear no interest.
E. Other receivables
| December 31, 2025 | December 31, 2024 | |
|---|---|---|
| Other receivables | ||
| Associates | $ 41 | $ 26 |
| Other related parties | 360 | 9 |
| $ 401 | $ 35 |
F. Other payables
| December 31, 2025 | December 31, 2024 | |
|---|---|---|
| Other related party | $ 136 | $ 3,100 |
The above represents the payable for entrusting other related parties to carry out clinical development and research.
G. Financial liabilities at amortised cost
| December 31, 2025 | December 31, 2024 | |
|---|---|---|
| Other related party | $ 62,860 | $ 65,570 |
The above represents consideration due from other related parties under a new medicine development revenue share agreement of TSY-110. Refer to Note 6(11).
(4) Key management compensation
| Year ended December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Salaries and other short-term employee benefits | $ 79,119 | $ 79,867 |
| Post-employment benefits | 1,484 | 1,292 |
| Share-based payments | 326 | 13,301 |
| $ 80,929 | $ 94,460 |
- PLEDGED ASSETS
The Group's assets pledged as collateral are as follows:
| Pledged asset | Book value | Purpose | |
|---|---|---|---|
| December 31, 2025 | December 31, 2024 | ||
| Financial assets at fair value through profit or loss | $ 586,150 | $ 684,000 | Guarantee for short-term borrowings |
| Land | 655,950 | 655,950 | Guarantee for short-term borrowings and mid-term and long-term borrowings facility |
| Buildings and structures | 1,585,020 | 1,577,323 | " |
| Machinery and equipment | - | 128,570 | Guarantee for mid-term and long-term borrowings facility |
| Pollution-prevention equipment | - | 3,790 | " |
| Unfinished construction and equipment under acceptance | 115,489 | 440,931 | " |
| Guarantee deposits paid (shown as “other non-current assets”) | 1,855 | 962 | Performance guarantee |
| $ 2,944,464 | $ 3,491,526 |
~71~
9. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNISED CONTRACT COMMITMENTS
Capital expenditure contracted for at the balance sheet date but not yet incurred is as follows:
| December 31, 2025 | December 31, 2024 | |
|---|---|---|
| Property, plant and equipment | $ 816,492 | $ 282,971 |
10. SIGNIFICANT DISASTER LOSS
None.
11. SIGNIFICANT EVENTS AFTER THE BALANCE SHEET DATE
A. Information about the appropriations of 2025 earnings of the Group is provided in Note 6(20)F.
B. On January 12, 2026, the subsidiary, Formosa Pharmaceuticals, Inc., signed a new drug licensing agreement with Samil Pharmaceutical Co. for the South Korea region. According to the agreement, the Company will license the commercialization rights of the new drug in South Korea, and receive signing fees, sales milestone payments, and royalties.
C. On February 23, 2026, the subsidiary, Formosa Pharmaceuticals, Inc., signed a new drug licensing agreement with Arrotex Pharmaceuticals Pty Ltd. for the Australia and New Zealand regions. According to the agreement, the Company will license the commercialization rights of the new drug in Australia and New Zealand, and receive signing fees, royalties, and sales milestone payments.
12. OTHERS
(1) Capital management
The Group's objectives when managing capital are to safeguard the Group's ability to provide returns for shareholders and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain the optimal capital structure, the Group may adjust the amount of dividends paid to shareholders, issue new shares or convertible bonds. The Group monitors capital on the basis of the gearing ratio. This ratio is calculated as net debt divided by total capital. Net liabilities is calculated as total borrowings (including short-term borrowings, short-term notes and bills payable, corporate bonds payable and long-term borrowings (including current portion)) less cash and cash equivalents. Total capital is calculated as 'equity' as shown in the consolidated balance sheet plus net debt.
During the year ended December 31, 2025, the Group's strategy, which was unchanged from 2024, was to maintain the gearing ratio within a certain range. The gearing ratios at December 31, 2025 and 2024 were as follows:
| December 31, 2025 | December 31, 2024 | |
|---|---|---|
| Total borrowings | $ 3,502,751 | $ 3,790,879 |
| Less: Cash and cash equivalents | ( 1,140,826) | ( 1,364,538) |
| Net debt | 2,361,925 | 2,426,341 |
| Total equity | 8,670,142 | 8,646,772 |
| Total capital | $ 11,032,067 | $ 11,073,113 |
| Gearing ratio | 21.41% | 21.92% |
(2) Financial instruments
A. Financial instruments by category
| December 31, 2025 | December 31, 2024 | |
|---|---|---|
| Financial assets | ||
| Financial assets at fair value through profit or loss | ||
| Financial assets mandatorily measured at fair value through profit or loss | $ 1,319,308 | $ 1,482,698 |
| Financial assets at fair value through other comprehensive income | ||
| Designation of equity instrument | $ 92,182 | $ 100,533 |
| Financial assets at amortised cost | ||
| Cash and cash equivalents | $ 1,140,826 | $ 1,364,538 |
| Financial assets at amortised cost | 1,202,900 | 1,220,000 |
| Notes and accounts receivable (including related parties) | 1,091,516 | 1,196,005 |
| Other receivables due from related parties | 72,424 | 59,463 |
| Guarantee deposits paid (shown as “other non-current assets”) | 5,959 | 4,318 |
| $ 3,513,625 | $ 3,844,324 | |
| Financial liabilities | ||
| Financial liabilities at amortised cost | ||
| Short-term borrowings | $ 1,113,000 | $ 683,000 |
| Short-term notes and bills payable | - | 49,982 |
| Notes and accounts payable | 274,356 | 218,936 |
| Other payables | 857,508 | 831,581 |
| New medicine development revenue share agreement | 62,860 | 65,570 |
| Long-term borrowings (including current portion) | 2,389,751 | 3,057,897 |
| $ 4,697,475 | $ 4,906,966 | |
| Lease liability (including current portion) | $ 106,831 | $ 108,480 |
B. Financial risk management policies
The Group’s activities expose it to a variety of financial risks: market risk (including foreign exchange risk, interest rate risk and price risk), credit risk and liquidity risk. The Group’s entire risk management policies focus on unpredictable matters in financial market and reducing the potential negative effects on the Group’s financial status and financial performance.
C. Significant financial risks and degrees of financial risks
(a) Market risk
Exchange rate risk
i. The Group operates internationally and is exposed to exchange rate risk arising from the transactions of the Group used in various functional currency, primarily with respect to the USD and EUR. Foreign exchange rate risk arises from future commercial transactions and recognised assets and liabilities.
ii. Management has set up a policy to require each entity of the Group to manage their foreign exchange risk against their functional currency. Each entity of the Group is required to hedge their entire foreign exchange risk exposure with the Group treasury. Exchange rate risk is measured through a forecast of highly probable USD and EUR expenditures. Forward foreign exchange contracts are adopted to minimise the volatility of the exchange rate affecting cost of forecast inventory purchases.
iii. The Group's businesses involve some non-functional currency operations. The information on assets and liabilities denominated in foreign currencies whose values would be materially affected by the exchange rate fluctuations is as follows:
| December 31, 2025 | |||
|---|---|---|---|
| Foreign currency amount (in thousands) | Exchange rate | Carrying amount (NTD) | |
| (Foreign currency: functional currency) | |||
| Financial assets | |||
| Monetary items | |||
| USD:NTD | $ 41,999 | 31.43 | $ 1,313,436 |
| USD:JPY | 3,200 | 105.52 | 106,253 |
| Non-monetary items | |||
| JPY:NTD | 636,915 | 0.201 | 127,892 |
| USD:NTD | 1,378 | 31.43 | 44,043 |
| EUR:NTD | 2,314 | 36.90 | 85,375 |
| HKD:NTD | 10,966 | 4.04 | 44,281 |
| Financial liabilities | |||
| Monetary items | |||
| USD:NTD | 24,148 | 31.43 | 757,779 |
~74~
| December 31, 2024 | |||
|---|---|---|---|
| Foreign currency amount (in thousands) | Exchange rate | Carrying amount (NTD) | |
| (Foreign currency: functional currency) | |||
| Financial assets | |||
| Monetary items | |||
| USD:NTD | $ 49,332 | 32.785 | $ 1,594,761 |
| USD:JPY | 3,200 | 156.19 | 106,253 |
| Non-monetary items | |||
| JPY:NTD | 600,058 | 0.2099 | 125,952 |
| USD:NTD | 1,641 | 32.785 | 53,794 |
| EUR:NTD | 2,314 | 34.14 | 78,989 |
| HKD:NTD | 9,158 | 4.222 | 38,667 |
| Financial liabilities | |||
| Monetary items | |||
| USD:NTD | 19,751 | 32.785 | 646,169 |
iv. The exchange gain (loss) arising from significant foreign exchange variation on the monetary items held by the Group for the years ended December 31, 2025 and 2024, amounted to ($163,093) and $25,978, respectively.
v. Analysis of foreign currency market risk arising from significant foreign exchange variation:
| Year ended December 31, 2025 | |||
|---|---|---|---|
| Sensitivity analysis | |||
| Degree of variation | Effect on profit or loss | Effect on other comprehensive income | |
| (Foreign currency: functional currency) | |||
| Financial assets | |||
| Monetary items | |||
| USD:NTD | 1% | $ 13,134 | $ - |
| USD:JPY | 1% | 1,063 | - |
| Financial liabilities | |||
| Monetary items | |||
| USD:NTD | 1% | 7,578 | - |
~75~
| Year ended December 31, 2024 | |||
|---|---|---|---|
| Sensitivity analysis | |||
| Degree of variation | Effect on profit or loss | Effect on other comprehensive income | |
| (Foreign currency: functional currency) | |||
| Financial assets | |||
| Monetary items | |||
| USD:NTD | 1% | $ 15,948 | $ - |
| USD:JPY | 1% | 1,063 | - |
| Financial liabilities | |||
| Monetary items | |||
| USD:NTD | 1% | 6,462 | - |
Price risk
i. The Group’s equity securities, which are exposed to price risk, are the held financial assets at fair value through profit or loss and financial assets at fair value through other comprehensive income. To manage its price risk arising from investments in equity securities, the Group diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the Group.
ii. The Group’s investments in equity securities comprise equity instruments issued by domestic and foreign companies. The prices of equity securities would change due to the change of the future value of investee companies. If the prices of these equity securities had increased/decreased by 1% with all other variables held constant, post-tax profit for the years ended December 31, 2025 and 2024 would have increased/decreased by $13,193 and $14,827, respectively, as a result of gains/losses on equity securities classified as at fair value through profit or loss. Other components of equity would have increased by $922 and $1,005, respectively, as a result of other comprehensive income on equity investment classified as at fair value through other comprehensive income.
Cash flow and fair value interest rate risk
i. The Group’s interest rate risk arose from short-term notes and bills payable, short-term and long-term borrowings. Borrowings issued at variable rates expose the Group to cash flow interest rate risk which was partially offset by cash and cash equivalents held at variable rates. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. During 2025 and 2024, the Group’s borrowings at variable rate were mainly denominated in New Taiwan dollars and US Dollars.
ii. For the years ended December 31, 2025 and 2024, if the borrowing interest rate increased by 0.1% (such as 1% increased to 1.1%) with all other variables held constant, the profit, net of tax for the years ended December 31, 2025 and 2024 would have decreased by
$1,912 and $2,446, respectively. The main factor is that increases in interest expense result from floating rate borrowings.
(b) Credit risk
i. Credit risk refers to the risk of financial loss to the Group arising from default by the clients or counterparties of financial instruments on the contract obligations. The main factor is that counterparties could not repay in full the accounts receivable based on the agreed terms, and financial assets stated at amortised cost.
ii. According to the Group’s credit policy, the Group is responsible for managing and analysing the credit risk for each of their new clients before standard payment and delivery terms and conditions are offered. Internal risk control assesses the credit quality of the customers, taking into account their financial position, past experience and other factors. Individual risk limits are set based on internal or external ratings in accordance with limits set by the Board of Directors. The utilisation of credit limits is regularly monitored.
iii. The Group adopts the assumption under IFRS 9 that is, the default occurs when the contract payments are past due over 90 days.
iv. The Group adopts the following assumption under IFRS 9 to assess whether there has been a significant increase in credit risk on that instrument since initial recognition: If the contract payments were past due over 30 days based on the terms, there has been a significant increase in credit risk on that instrument since initial recognition.
v. The Group classifies customer’s accounts receivable in accordance with credit rating of customer. The Group applies the modified approach using a provision roll rate matrix based on the loss rate methodology to estimate the expected credit loss.
vi. The Group wrote-off the financial assets, which cannot be reasonably expected to be recovered, after initiating recourse procedures. However, the Group will continue executing the recourse procedures to secure their rights.
vii. The Group used the forecastability of Taiwan Institute of Economic Research boom observation report to adjust historical and timely information to assess the default possibility of accounts receivable. The Group distinguished customers into optimal customers and non-optimal customers based on the customers’ rating. Related information is as follows:
(i) The loss allowance for optimal customers’ accounts was estimated to be 0.05% by using expected loss rate method. As of December 31, 2025 and 2024, the balances of loss allowance were $334 and $219, respectively. The accounts receivable from optimal customers of Formosa Pharmaceuticals, Inc. are estimated for allowance for losses at 0% expected credit loss rate. As of December 31, 2025 and 2024, there were no allowances for losses recorded.
~76~
(ii) The loss allowance for non-optimal customers' accounts was estimated by using provision roll rate matrix. As of December 31, 2025 and 2024, related information is as follows:
| Expected loss rate | Total book value | Loss allowance | |
|---|---|---|---|
| December 31, 2025 | |||
| Not past due | 0.96% | $ 283,070 | $ 2,731 |
| Up to 30 days past due | 4.92% | 130,101 | 6,404 |
| 31~ 90 days past due | 13.47~28.96% | 24,575 | 3,860 |
| 91~ 180 days past due | 69.10~100% | - | - |
| 181 days past due | 100.00% | 1,245 | 1,245 |
| Total | $ 438,991 | $ 14,240 | |
| Expected loss rate | Total book value | Loss allowance | |
| December 31, 2024 | |||
| Not past due | 1.68% | $ 399,783 | $ 6,722 |
| Up to 30 days past due | 12.03% | 76,787 | 8,821 |
| 31~ 90 days past due | 18.65~47.35% | 18,582 | 6,506 |
| 91~ 180 days past due | 78.08~100% | 69 | 69 |
| 181 days past due | 100.00% | 1,298 | 1,298 |
| Total | $ 496,519 | $ 23,416 |
(3) The Group individually assessed customers with credit risk or those that have defaulted, estimating an allowance for expected credit losses at 100%. As of December 31, 2025 and 2024, the allowance for credit losses was $0 and $7,821, respectively.
viii. Movements in relation to the Group applying the modified approach to provide loss allowance for accounts receivable are as follows:
| Year ended December 31, 2025 | |||
|---|---|---|---|
| Non-related parties | Related parties | Total | |
| Balance at January 1 | $ 31,451 | $ 5 | $ 31,456 |
| Provision for impairment loss | ( 9,080) | 18 | ( 9,062) |
| Amounts written off due to uncollectibility | ( 7,821) | - | ( 7,821) |
| Balance at December 31 | $ 14,550 | $ 23 | $ 14,573 |
~78~
Year ended December 31, 2024
| Non-related parties | Related parties | Total | |
|---|---|---|---|
| Balance at January 1 | $ 7,312 | $ 3 | $ 7,315 |
| Provision for impairment loss | 24,139 | 2 | 24,141 |
| Balance at December 31 | $ 31,451 | $ 5 | $ 31,456 |
For provisioned loss on December 31, 2025 and 2024, the impairment losses (reversal gains) arising from customers' contracts are ($9,062) and $24,141, respectively.
(c) Liquidity risk
i. Group treasury monitors rolling forecasts of the Group's liquidity requirements to ensure it has sufficient cash to meet operational requirements.
ii. The table below analyses the Group's non-derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date for non-derivative financial liabilities. The amounts disclosed in the table are the contractual undiscounted cash flows.
Non-derivative financial liabilities:
| December 31, 2025 | Within 1 year | Between 1 and 2 years | Between 2 and 3 years | Over 3 years |
|---|---|---|---|---|
| New medicine development revenue share agreement | $ - | $ - | $ 62,860 | $ - |
| Short-term borrowings | 1,115,589 | - | - | - |
| Accounts payable | 274,356 | - | - | - |
| Other payables | 857,508 | - | - | - |
| Lease liability (including current portion) | 27,303 | 22,138 | 14,361 | 59,577 |
| Long-term borrowings (including current portion) | 465,246 | 1,120,622 | 881,070 | - |
| Other non-current liabilities (including current portion) | - | 31,430 | 70,718 | - |
| $ 2,740,002 | $ 1,174,190 | $ 1,029,009 | $ 59,577 |
Non-derivative financial liabilities:
| December 31, 2024 | Within 1 year | Between 1 and 2 years | Between 2 and 3 years | Over 3 years |
|---|---|---|---|---|
| New medicine development revenue share agreement | $ - | $ - | $ 65,570 | $ - |
| Short-term borrowings | 683,966 | - | - | - |
| Short-term notes and bills payable | 49,982 | - | - | - |
| Notes payable | 910 | - | - | - |
| Accounts payable | 218,026 | - | - | - |
| Other payables | 831,581 | - | - | - |
| Lease liability (including current portion) | 29,820 | 19,838 | 15,419 | 61,477 |
| Long-term borrowings (including current portion) | 451,428 | 1,842,409 | 864,839 | - |
| $ 2,265,713 | $ 1,862,247 | $ 945,828 | $ 61,477 |
(3) Fair value information
A. The different levels that the inputs to valuation techniques are used to measure fair value of financial and non-financial instruments have been defined as follows:
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date. A market is regarded as active where a market in which transactions for the asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis.
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.
Level 3: Unobservable inputs for the asset or liability.
B. The carrying amounts of the Group's financial instruments not measured at fair value comprise cash and cash equivalents, contract assets, notes receivable, accounts receivable (including related parties), other receivables (including related parties), short-term borrowings, short-term bills payable, notes payable, accounts payable, other payables, corporate bonds payable and long-term borrowings (including current portion) are approximate to their fair values.
C. As of December 31, 2025, some of the stocks invested by the Group that are listed on the stock exchange have reached the end of their lock-up period, and therefore have been reclassified from Level 2 to Level 1.
D. The related information on financial and non-financial instruments measured at fair value by level on the basis of the nature, characteristics and risks of the assets and liabilities at December 31, 2025 and 2024 are as follows:
(a) The related information on the nature of the assets and liabilities is as follows:
| December 31, 2025 | Level 1 | Level 2 | Level 3 | Total |
|---|---|---|---|---|
| Assets | ||||
| Recurring fair value measurements | ||||
| Financial assets at fair value through profit or loss - equity securities | $ 1,219,165 | $ - | $ 24,087 | $ 1,243,252 |
| Venture Fund | - | - | 60,000 | 60,000 |
| Convertible bonds | 341 | - | 15,715 | 16,056 |
| Financial assets at fair value through other comprehensive income - equity securities | 1,541 | - | 90,641 | 92,182 |
| Total | $ 1,221,047 | $ - | $ 190,443 | $ 1,411,490 |
| December 31, 2024 | Level 1 | Level 2 | Level 3 | Total |
| Assets | ||||
| Recurring fair value measurements | ||||
| Financial assets at fair value through profit or loss - equity securities | $ 1,413,490 | $ - | $ 25,890 | $ 1,439,380 |
| Venture Fund | - | - | 42,000 | 42,000 |
| Convertible bonds | 1,318 | - | - | 1,318 |
| Financial assets at fair value through other comprehensive income - equity securities | 2,335 | 2,816 | 95,382 | 100,533 |
| Total | $ 1,417,143 | $ 2,816 | $ 163,272 | $ 1,583,231 |
(b) The methods and assumptions the Group used to measure fair value are as follows:
i. For the instruments the Group used market quoted prices as their fair values (that is, Level 1), the Group uses the closing price of market quoted price to measure the listed and emerging shares.
ii. Except for financial instruments with active markets, the fair value of other financial instruments is measured by using valuation techniques. Some of the listed stocks which were invested by the Group were restricted by lock-up period. Their fair values were determined based on the quoted prices of the same and unrestricted instruments in the active market, adjusted by the restricted effects, and calculated by inputting available market information in the model at the balance sheet date.
~80~
E. The following chart is the movement of Level 3 for the years ended December 31, 2025 and 2024:
| Equity securities and derivative instruments | Company acquisition payable | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| At January 1 | $ 163,272 | $ 135,793 | $ - | $ 69,931 |
| Recognised in profit or loss | ( 1,834) | 4,140 | - | 6,961 |
| Gains and losses recognised in other comprehensive income | ( 4,740) | 1,372 | - | - |
| Acquired during the year | 33,745 | 52,025 | - | - |
| Payment during the year | - | - | - | ( 79,289) |
| Transfers out from level 3 | - | ( 30,058) | - | - |
| Effect due to changes in exchange rates | - | - | - | 2,397 |
| At December 31 | $ 190,443 | $ 193,330 | $ - | $ - |
F. Since Hcmed Innovations Co., Ltd. was listed on the Emerging Stock Market in June 2024, sufficient market information has become available for observation. Consequently, at the end of the month in which this event occurred, the fair value adopted by the Group was transferred from Level 3 to Level 2.
G. Treasury segment is in charge of valuation procedures for fair value measurements being categorised within Level 3, which is to verify independent fair value of financial instruments. Such assessment is to ensure the valuation results are reasonable by applying independent information to make results close to current market conditions and periodically reviewed.
H. The following is the qualitative information of significant unobservable inputs to valuation model used in Level 3 fair value measurement:
| Fair value at December 31, 2025 | Valuation technique | Significant unobservable input | Range (weighted average) | Relationship of inputs to fair value | |
|---|---|---|---|---|---|
| Non-derivative equity instrument: | |||||
| Unlisted shares | $ 114,728 | Market comparable companies | Equity to net worth ratio | 1.51~9.56 (4.09) | The higher the multiple, the higher the fair value |
| Venture Fund | $ 60,000 | Net asset value | Not applicable | - | Not applicable |
| Non-derivative debt instrument: | |||||
| Corporate | $ 15,715 | Latest transaction prices in inactive market | Not applicable | - | Not applicable |
| Non-derivative equity instrument: | Fair value at December 31, 2024 | Valuation technique | Significant unobservable input | Range (weighted average) | Relationship of inputs to fair value |
|---|---|---|---|---|---|
| Unlisted shares | $ 121,272 | Latest transaction prices in inactive market | Not applicable | - | Not applicable |
| Venture Fund | $ 42,000 | Net asset value | Not applicable | - | Not applicable |
13. SUPPLEMENTARY DISCLOSURES
(1) Significant transactions information
A. Loans to others: Refer to table 1.
B. Provision of endorsements and guarantees to others: None.
C. Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures): Refer to table 2.
D. Purchases or sales of goods from or to related parties reaching NT$100 million or 20% of paid-in capital or more: None.
E. Receivables from related parties reaching NT$100 million or 20% of paid-in capital or more: Refer to table 3.
F. Significant inter-Group transactions during the reporting periods: Refer to table 4.
(2) Information on investees
Names, locations and other information of investee companies (not including investees in Mainland China): Refer to table 5.
(3) Information on investments in Mainland China
A. Basic information: Refer to table 6.
B. Significant transactions, either directly or indirectly through a third area, with investee companies in the Mainland Area: None.
14. SEGMENT INFORMATION
(1) General information
The Group considers the business from a product type perspective and distinguishes the business into active pharmaceutical ingredients segment and other segments.
(2) Measurement of segment information
The Group measured the performance of operating segment with the post-tax profit of continuing operations. The accounting policies of the operating segments are in agreement with the significant accounting policies summarised in Note 4.
(3) Information about segment profit or loss, assets and liabilities
The segment information provided to the chief operating decision-maker for the reportable segments is as follows:
Year ended December 31, 2025
| API | Other operating departments | Elimination | Total | |
|---|---|---|---|---|
| Revenue from external customers | $ 4,834,402 | $ 16,955 | $ - | $ 4,851,357 |
| Inter-segment revenue | 7,345 | - | ( 7,345) | - |
| Total segment revenue | $ 4,841,747 | $ 16,955 | ($ 7,345) | $ 4,851,357 |
| Segment income | $ 441,107 | ($ 86,476) | $ 41,397 | $ 396,028 |
| Segment income (loss), including | ||||
| Depreciation and amortisation | $ 515,537 | $ 54,253 | ($ 20,708) | $ 549,082 |
| Income tax expense | ($ 106,229) | $ 431 | $ 76 | ($ 105,722) |
| Recognised investment profit or loss accounted for using equity method | $ 8,710 | $ - | $ - | $ 8,710 |
| Year ended December 31, 2024 | ||||
| API | Other operating departments | Elimination | Total | |
| Revenue from external customers | $ 4,577,682 | $ 153,364 | $ - | $ 4,731,046 |
| Inter-segment revenue | 27,500 | - | ( 27,500) | - |
| Total segment revenue | $ 4,605,182 | $ 153,364 | ($ 27,500) | $ 4,731,046 |
| Segment income | $ 157,269 | ($ 219,269) | $ 126,076 | $ 64,076 |
| Segment income (loss), including | ||||
| Depreciation and amortisation | $ 483,646 | $ 44,096 | ($ 20,810) | $ 506,932 |
| Income tax expense | ($ 112,761) | ($ 21,359) | $ 45 | ($ 134,075) |
| Recognised investment profit or loss accounted for using equity method | ($ 2,161) | $ - | $ - | ($ 2,161) |
(4) Reconciliation for segment income (loss)
The post-tax profit of continuing operations reported to the chief operating decision-maker is measured in a manner consistent with the revenue and expenses in the statement of comprehensive income. Amounts of total assets and total liabilities of segments are not provided to the chief operating decision-maker to make strategic decisions. There is no difference between the presentation of segment report and income statement which were provided to the chief operating
decision-maker and accordingly, no reconciliation is required to be disclosed.
(5) Information on products and services
| Year ended December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Cholesterol and Phosphate Binders | $ 1,630,056 | $ 1,638,140 |
| Vit. D Derivatives | 762,263 | 820,152 |
| Contract Development and Manufacturing Organization (CDMO) | 537,317 | 473,102 |
| Steroids | 536,679 | - |
| Respiratory Agents | 474,547 | 575,765 |
| Anti-cancer active ingredients | 331,039 | 192,289 |
| Anti-inflammatory and Analgesic Agents | - | 210,856 |
| Others | 579,456 | 820,742 |
| $ 4,851,357 | $ 4,731,046 |
(6) Geographical information
Geographical information for the years ended December 31, 2025 and 2024 is as follows:
| Year ended December 31, 2025 | Year ended December 31, 2024 | |||
|---|---|---|---|---|
| Revenue | Non-current assets | Revenue | Non-current assets | |
| India | $ 755,050 | $ - | $ 1,056,918 | $ - |
| United States | 870,216 | - | 631,354 | - |
| Netherlands | 610,718 | - | 588,641 | - |
| Taiwan | 372,693 | 6,876,074 | 338,177 | 6,448,581 |
| Japan | 280,396 | - | 262,690 | - |
| Germany | 262,726 | - | 250,629 | - |
| China | 441,133 | - | 217,953 | - |
| Others | 1,258,425 | - | 1,384,684 | - |
| $ 4,851,357 | $ 6,876,074 | $ 4,731,046 | $ 6,448,581 |
(7) Major customer information
The customers to which the Group has sales accounting for more than 10% of total sales for the years ended December 31, 2025 and 2024 are as follows:
| Year ended December 31, 2025 | Year ended December 31, 2024 | |||
|---|---|---|---|---|
| Revenue | Segment | Revenue | Segment | |
| A | $ 607,830 | API | $ 583,404 | API |
| B | 488,986 | API | ||
| $ 1,096,816 |
FORMOSA LABORATORIES, INC. AND SUBSIDIARIES
Loans to others
Year ended December 31, 2025
Table 1
Expressed in thousands of NTD
(Except as otherwise indicated)
| No. | Creditor | Borrower | General ledger account | Is a related party | Maximum outstanding balance during the year ended December 31, 2025 | Balance at December 31, 2025 | Actual amount drawn down | Interest rate | Nature of loan (Note 1) | Amount of transactions with the borrower | Reason for short-term financing | Allowance for doubtful accounts | Collateral | Limit on loans granted to a single party | Ceiling on total loans granted | Footnote | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Item | Value | ||||||||||||||||
| 0 | Formosa Laboratories, Inc. | SynChem-Formosa Inc. | Other receivables due from related parties | Y | $ 157,150 | $ 125,720 | $ 67,575 | - | 2 | $ - | Revolving funds | $ - | None | $ - | $ 775,718 | $ 1,551,437 | Note 2 |
| 1 | Formosa Pharmaceuticals, Inc. | Activus Pharma Co., Ltd. | Other receivables-related parties | Y | 8,000 | - | - | 3.244% | 2 | - | Revolving funds | - | None | - | 436,986 | 509,817 | Note 3 |
Note 1: The column of 'Nature of loan' shall fill in 1: 'Business transaction or 2: 'Short-term financing'.
Note 2: The Company loans to others:
(1) Ceiling of loans to individual (short-term financing) is $10\%$ of the creditor's net asset of latest financial statements.
(2) Total ceiling of loans to individual (short-term financing) is $20\%$ of the creditor's net asset of latest financial statements.
Note 3: Formosa Laboratories Japan loans to others:
(1) Ceiling of loans to individual (short-term financing) is $30\%$ of the creditor's net asset of latest financial statements.
(2) Total ceiling of loans to individual (short-term financing) is $35\%$ of the creditor's net asset of latest financial statements.
FORMOSA LABORATORIES, INC. AND SUBSIDIARIES
Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures)
December 31, 2025
Table 2
Expressed in thousands of NTD
(Except as otherwise indicated)
| Securities held by | Marketable securities | Relationship with the securities issuer | General ledger account | As of December 31, 2025 | Footnote | |||
|---|---|---|---|---|---|---|---|---|
| Number of shares | Carrying amount | Ownership (%) | Fair value | |||||
| Formosa Laboratories, Inc. | EirGenix, Inc. common stocks | Other related party | Current/non-current financial assets at fair value through profit or loss | 18,552,818 | $ 1,144,709 | 6.06 | $ 1,144,709 | |
| Formosa Laboratories, Inc. | TOT Biopharm International Company Limited common stocks | None | Financial assets at fair value through profit or loss - current | 4,384,300 | 44,281 | 0.57 | 44,281 | |
| Formosa Laboratories, Inc. | TaiRx, Inc. common stocks | None | Financial assets at fair value through profit or loss - current | 346,000 | 7,422 | 0.31 | 7,422 | |
| Formosa Laboratories, Inc. | AG Global Inc Unlisted stocks | None | Financial assets at fair value through profit or loss - noncurrent | 1,041,666 | - | 1.33 | - | |
| Formosa Laboratories, Inc. | Oncomatryx Biopharma, S.L.common stocks | None | Non-current financial assets at fair value through other comprehensive income | 303,713 | 74,927 | 3.12 | 74,927 | |
| Formosa Laboratories, Inc. | PHARMASTAR INC.common stocks | None | Non-current financial assets at fair value through other comprehensive income | 500,000 | 15,715 | 20.00 | 15,715 | |
| Formosa Laboratories, Inc. | Hcmed Innovations Co., Ltd. common stocks | None | Financial assets at fair value through profit or loss - noncurrent | 257,623 | 22,753 | 0.79 | 22,753 | |
| Formosa Laboratories, Inc. | Forward BioT Venture Capital | None | Financial assets at fair value through profit or loss - noncurrent | - | 60,000 | 6.72 | 60,000 | |
| Formosa Laboratories, Inc. | AmMAX Bio, Inc. stocks | None | Financial assets at fair value through profit or loss - noncurrent | 934,578 | 24,087 | 1.41 | 24,087 | |
| Formosa Laboratories, Inc. | APRINOIA Therapeutics Inc. convertible bonds | None | Financial assets at fair value through profit or loss - current | - | 15,715 | - | 15,715 | |
| Epione Pharmaceuticals, Inc. | AcBel Polytech Inc. II unsecured convertible bonds | None | Financial assets at fair value through profit or loss - current | 3,000 | 341 | - | 341 |
Table 2, Page 1
FORMOSA LABORATORIES, INC. AND SUBSIDIARIES
Receivables from related parties reaching NT$100 million or 20% of paid-in capital or more
December 31, 2025
Table 3
| Creditor | Counterparty | Relationship with the counterparty | Balance as at December 31, 2025 (Note) | Turnover rate | Overdue receivables | Amount collected subsequent to the balance sheet date | Allowance for doubtful accounts | |
|---|---|---|---|---|---|---|---|---|
| Amount | Action taken | |||||||
| Activus Pharma. Co., Ltd. | Formosa Pharmaceuticals Inc. | Same ultimate parent company | $ 101,229 | 0.00 | $ - | - | $ - | $ - |
Note: The turnover rate is listed as 0.00 because the long-term receivables are listed in the table, so the turnover rate is not applicable.
FORMOSA LABORATORIES, INC. AND SUBSIDIARIES
Significant inter-company transactions during the reporting period
Year ended December 31, 2025
Table 4
| Number (Note 1) | Company name | Counterparty | Relationship (Note 2) | Transaction | |||
|---|---|---|---|---|---|---|---|
| General ledger account | Amount (Note 4) | Transaction terms | Percentage of consolidated total operating revenues or total | ||||
| 1 | Activus Pharma. Co., Ltd. | Formosa Pharmaceuticals Inc. | 3 | Other receivables | $ 101,229 | Note 6 | 1% |
Note 1: The numbers filled in for the transaction company in respect of inter-company transactions are as follows:
(1) Parent company is '0'.
(2) The subsidiaries are numbered in order starting from '1'.
Note 2: Relationship between transaction company and counterparty is classified into the following three categories; fill in the number of category each case belongs to (If transactions between parent company and subsidiaries or between subsidiaries refer to the same transaction, it is not required to disclose twice. For example, if the parent company has already disclosed its transaction with a subsidiary, then the subsidiary is not required to disclose the transaction; for transactions between two subsidiaries, if one of the subsidiaries has disclosed the transaction, then the other is not required to disclose the transaction.):
(1) Parent company to subsidiary.
(2) Subsidiary to parent company.
(3) Subsidiary to subsidiary.
Note 3: Regarding percentage of transaction amount to consolidated total operating revenues or total assets, it is computed based on period-end balance of transaction to consolidated total assets for balance sheet accounts and based on accumulated transaction amount for the period to consolidated total operating revenues for income statement accounts.
Note 4: The aforementioned threshold of disclosure was NT$10 million above. Aforementioned related party transactions were written-off when preparing the consolidated financial statements.
Note 5: The transaction price and terms were based on mutual agreement.
Note 6: Represents receivables from authorised transaction in 2018 and was based on terms from mutual agreement, and the transaction price was $196,928. Because it was a business transfer in the Group, the profit or loss was not recognised.
FORMOSA LABORATORIES, INC. AND SUBSIDIARIES
Information on investees
Year ended December 31, 2025
Table 5
Expressed in thousands of NTD
(Except as otherwise indicated)
| Investor | Investee | Location | Main business activities | Initial investment amount | Shares held as at December 31, 2025 | Net income of investee for the year ended December 31, 2025 | Investment income (loss) recognised by the Company for the year ended December 31, 2025 | Footnote | |||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at December 31, 2025 | Balance as at December 31, 2024 | Number of shares | Ownership (%) | Book value | |||||||
| Formosa Laboratories, Inc. | Formosa Pharmaceuticals Inc. | Taiwan | Research and development of new biotechnology medicine | $ 1,229,635 | $ 1,229,635 | 61,387,653 | 40.66% | $ 623,219 | ($ 83,565) | ($ 33,985) | |
| Formosa Laboratories, Inc. | Epione Pharmaceuticals, Inc. | Taiwan | Research and development of new biotechnology medicine | 40,000 | 40,000 | 4,000,000 | 100.00% | 12,860 | ( 121) | ( 121) | |
| Formosa Laboratories, Inc. | A.R.Z Taiwan Limited | Taiwan | Agency sales of raw materials and intermediates | 2,716 | 2,716 | 271,620 | 45.00% | - | ( 1,764) | ( 11) | |
| Formosa Laboratories, Inc. | Formosa Labarotories Japan, Inc. | Japan | Agency sales of medicine and intermediates | 1,105 | 1,105 | 400 | 40.00% | 24,528 | 21,803 | 8,721 | |
| Formosa Laboratories, Inc. | SynChem-Formosa, Inc. | United States | Research of organic synthesis, process development and medicinal chemistry contracts | 28,898 | 28,898 | 311,996 | - | ( 30,594) | ( 38,358) | ||
| Formosa Laboratories, Inc. | Epione Investment Cayman Limited | Cayman Islands | Medicine, chemical trade and investment business | 18,482 | 18,482 | 619,000 | 100.00% | 3,506 | ( 2,782) | ( 2,782) | |
| Epione Investment Cayman Limited | Epione Investment HK Limited | Hong Kong | Medicine, chemical trade and investment business | 16,287 | 16,287 | 544,500 | 100.00% | 3,140 | ( 2,542) | ( 2,542) | |
| Formosa Pharmaceuticals Inc. | Activus Pharma. Co., Ltd. | Japan | Research and development of new biotechnology medicine | 274,633 | 274,633 | 1,942 | 99.23% | 103,364 | ( 945) | ( 1,017) |
Table 5, Page 1
FORMOSA LABORATORIES, INC. AND SUBSIDIARIES
Information on investments in Mainland China
Year ended December 31, 2025
Table 6
Expressed in thousands of NTD
(Except as otherwise indicated)
| Investee in Mainland China | Main business activities | Paid-in capital | Investment method | Accumulated amount of remittance from Taiwan to Mainland China as of January 1, 2025 | Amount remitted from Taiwan to Mainland China/Amount remitted back to Taiwan for the year ended December 31, 2025 | Accumulated amount of remittance from Taiwan to Mainland China as of December 31, 2025 | Net income of investee for the year ended December 31, 2025 | Ownership held by the Company (direct or indirect) | Investment income (loss) recognised by the Company for the year ended December 31, 2025 | Book value of investments in Mainland China as of December 31, 2025 | Accumulated amount of investment income remitted back to Taiwan as of December 31, 2025 | Footnote | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remitted to Mainland China | Remitted back to Taiwan | ||||||||||||
| Shanghai Epione Enterprise Co., Ltd. | Wholesale and import and export of chemical raw materials and products and commission agency | $ 15,715 | Note 1 | $ 15,715 | $ - | $ - | $ 15,715 | ($ 2,419) | 100% ($ 2,419) | $ 2,864 | $ - | Note 2 |
Note 1: Through investing in an existing company in the third area, which then invested in the investee in Mainland China.
Note 2: The investment loss for the year ended December 31, 2025 is calculated based on the Company's financial statements which were audited by independent accountants.
| Company name | Accumulated amount of remittance from Taiwan to Mainland China as of December 31, 2025 (Note 5) | Investment amount approved by the Investment Commission of the Ministry of Economic Affairs (MOEA) (Note 3) | Ceiling on investments in Mainland China imposed by the Investment Commission of MOEA (Note 4) |
|---|---|---|---|
| Formosa Laboratories, Inc. | $ 57,620 | $ 159,740 | $ 4,654,310 |
Note 3: The total investment amount approved by the Investment Commission, MOEA, was USD 5,082 thousand at the exchange rate of 31.43 and translated into $159,740.
Note 4: Ceiling on investments in Mainland China was calculated by the higher of the Company's net assets and 60% of consolidated net assets.
Note 5: The Company's accumulated amount of remittance from Taiwan to Mainland China as of December 31, 2025 was $41,905, including investment in TOT Biopharm International Company Limited.