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INX — Interim / Quarterly Report 2020
Dec 29, 2020
52330_rns_2020-12-29_854393dd-7881-45fa-baa5-39040a903cc3.pdf
Interim / Quarterly Report
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INNOLUX CORPORATION AND SUBSIDIARIES
CONSOLIDATED FINANCIAL STATEMENTS AND INDEPENDENT AUDITORS’ REVIEW REPORT SEPTEMBER 30, 2020 AND 2019
~1~
INDEPENDENT AUDITORS' REVIEW REPORT
To the Board of Directors and Shareholders of Innolux Corporation:
Introduction
We have reviewed the accompanying consolidated balance sheets of Innolux Corporation and subsidiaries (the “Group”) as at September 30, 2020 and 2019, and the related consolidated statements of comprehensive income for the three-month and nine-month periods then ended, as well as the consolidated statements of changes in equity and of cash flows for the nine-month periods then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies. Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” and International Accounting Standard 34, “Interim Financial Reporting” as endorsed by the Financial Supervisory Commission. Our responsibility is to express a conclusion on these consolidated financial statements based on our reviews.
Scope of Review
We conducted our reviews in accordance with the Statement of Auditing Standards No. 65, “Review of Financial Information Performed by the Independent Auditor of the Entity” in the Republic of China. A review of consolidated financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Conclusion
Based on our reviews, nothing has come to our attention that causes us to believe that the accompanying consolidated financial statements do not present fairly, in all material respects, the consolidated financial position of the Group as at September 30, 2020 and 2019, and of its consolidated financial performance for the three-month and nine-month periods then ended and its consolidated cash flows for the ninemonth periods then ended in accordance with the “Regulations Governing the Preparation of Financial
~2~
Reports by Securities Issuers” and International Accounting Standard 34, “Interim Financial Reporting” as endorsed by the Financial Supervisory Commission.
PricewaterhouseCoopers, Taiwan
October 29, 2020
------------------------------------------------------------------------------------------------------------------------------------------------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 report of independent accountants 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.
~3~
INNOLUX CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
SEPTEMBER 30, 2020, DECEMBER 31, 2019 AND SEPTEMBER 30, 2019
(Expressed in thousands of New Taiwan dollars)
(The consolidated balance sheets as of September 30, 2020 and 2019 are reviewed, not audited)
| Assets | Notes | September 30, 2020$27,382,017447,30421,916,32351,970,9292,744,8071,985,67731,833,6713,152,49881,568141,514,7943,844,2644,328,9061,451,052182,621,8515,649,629506,39117,518,8287,178,0591,211,334224,310,314$365,825,108 |
December 31, 2019$34,732,975283,90619,704,14939,889,8072,488,519848,40230,439,0764,597,608133,807133,118,2493,044,7564,268,4851,333,570194,382,4366,095,351527,23217,577,6447,349,8102,066,813236,646,097$369,764,346 |
September 30, 2019 |
|---|---|---|---|---|
| Current Assets 1100 Cash and cash equivalents 1110 Financial assets at fair value through profit or loss - current 1136 Financial assets at amortized cost - current 1170 Accounts receivable, net 1180 Accounts receivable, net - related parties 1200 Other receivables 130X Inventory 1410 Prepayments 1479 Other current assets 11XX Total current assets Non-current assets 1510 Financial assets at fair value through profit or loss - non-current 1517 Financial assets at fair value through other comprehensive income - non-current 1550 Investments accounted for under equity method 1600 Property, plant and equipment 1755 Right-of-use assets 1760 Investment property, net 1780 Intangible assets 1840 Deferred income tax assets 1990 Other non-current assets 15XX Total non-current assets 1XXX Total assets |
6(1) 6(2) 6(4) 6(5) 7 7 6(7) 8 6(2) 6(3) 6(8) 6(9), 7 and 8 6(10) 6(11) 6(12) and 8 6(9) and 8 |
$36,840,98242,81016,463,73744,988,9062,773,2161,105,45534,052,7394,993,400195,485 |
||
141,456,730 |
||||
3,227,4844,250,4331,902,323198,296,9816,365,067534,11717,597,2236,963,0642,444,590 |
||||
241,581,282 |
||||
$383,038,012 |
(Continued)
~4~
INNOLUX CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS SEPTEMBER 30, 2020, DECEMBER 31, 2019 AND SEPTEMBER 30, 2019
(Expressed in thousands of New Taiwan dollars)
(The consolidated balance sheets as of September 30, 2020 and 2019 are reviewed, not audited)
| Liabilities and Equity | Notes | September 30, 2020 | December 31, 2019 | September 30, 2019 | |||||
|---|---|---|---|---|---|---|---|---|---|
| Current Liabilities | |||||||||
| 2120 | Financial liabilities at fair | 6(2) | |||||||
| value through profit or | |||||||||
| loss - current | $ |
1,716,389 |
$ |
345,463 |
$ |
248,821 |
|||
| 2170 | Accounts payable | 54,021,178 |
47,656,235 |
47,706,481 |
|||||
| 2180 | Accounts payable - related | 7 | |||||||
| parties | 2,212,919 |
3,784,991 |
3,188,459 |
||||||
| 2200 | Other payables | 6(13) and 7 | 24,026,948 |
28,622,732 |
27,105,996 |
||||
| 2230 | Current income tax | ||||||||
| liabilities | 1,544,101 |
2,311,481 |
2,488,826 |
||||||
| 2250 | Provisions - current | 6(18) and 9 | 6,573,989 |
6,775,927 |
6,667,796 |
||||
| 2280 | Lease liabilities - current | 58,522 |
453,848 |
466,574 |
|||||
| 2320 | Long-term liabilities, | 6(15) | |||||||
| current portion | 10,548,270 |
16,022,013 |
16,022,951 |
||||||
| 2399 | Other current liabilities | 4,566,794 |
4,845,455 |
5,030,535 |
|||||
| 21XX | Total current liabilities | 105,269,110 |
110,818,145 |
108,926,439 |
|||||
| Non-current liabilities | |||||||||
| 2530 | Corporate bonds payable | 6(14) | 7,559,166 |
97,018 |
96,599 |
||||
| 2540 | Long-term borrowings | 6(15) | 22,853,173 |
19,604,768 |
24,852,303 |
||||
| 2570 | Deferred income tax | ||||||||
| liabilities | 1,558,815 |
1,465,526 |
1,197,569 |
||||||
| 2580 | Lease liabilities - non- | ||||||||
| current | 5,015,380 |
4,977,024 |
5,210,007 |
||||||
| 2600 | Other non-current | 6(16) | |||||||
| liabilities | 613,047 |
691,836 |
656,835 |
||||||
| 25XX | Total non-current | ||||||||
| liabilities | 37,599,581 |
26,836,172 |
32,013,313 |
||||||
| 2XXX | Total liabilities | 142,868,691 |
137,654,317 |
140,939,752 |
|||||
| Equity attributable to owners | |||||||||
| of the parent | |||||||||
| 3110 | Share capital - common | 6(19) | |||||||
| stock | 97,110,720 |
97,110,720 |
99,520,720 |
||||||
| 3200 | Capital surplus | 6(20) | 99,463,402 |
100,362,379 |
99,633,370 |
||||
| Retained earnings | 6(21) | ||||||||
| 3310 | Legal reserve | 7,870,713 |
7,870,713 |
7,870,713 |
|||||
| 3320 | Special reserve | 7,325,437 |
4,663,463 |
4,663,463 |
|||||
| 3350 | Unappropriated retained | ||||||||
| earnings | 18,887,702 |
29,864,446 |
36,770,508 |
||||||
| 3400 | Other equity interest | 6(22) | ( |
7,893,378) ( |
7,325,437) ( |
5,513,481) |
|||
| 3500 | Treasury shares | 6(19) | - ( |
618,580) ( |
1,029,223) |
||||
| 31XX | Equity attributable to | ||||||||
| owners of the parent | 222,764,596 |
231,927,704 |
241,916,070 |
||||||
| 36XX | Non-controlling interests | 191,821 |
182,325 |
182,190 |
|||||
| 3XXX | Total equity | 222,956,417 |
232,110,029 |
242,098,260 |
|||||
| 3X2X | Total liabilities and | ||||||||
| equity | $ |
365,825,108 |
$ |
369,764,346 |
$ |
383,038,012 |
The accompanying notes are an integral part of these consolidated financial statements.
~5~
INNOLUX CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
FOR THE THREE-MONTH AND NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2020 AND 2019
(Expressed in thousands of New Taiwan dollars, except for earnings (loss) per share amounts) (Reviewed, not audited)
| Three months ended | September 30 | Nine months ended | Nine months ended | September 30 | ||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Items | Notes | 2020 | 2019 | 2020 | 2019 | |||||
| 4000 | Sales revenue | 6(23) and 7 | $ |
74,568,417 $ |
63,293,735 |
$ |
191,843,194 |
$ |
186,393,293 |
|
| 5000 | Operating costs | 6(7)(28) and 7 | ( |
67,643,492) ( |
62,116,985) ( |
183,956,540) ( |
181,997,479) |
|||
| 5900 | Net operating margin | 6,924,925 |
1,176,750 |
7,886,654 |
4,395,814 |
|||||
| Operating expenses | 6(28) | |||||||||
| 6100 | Selling expenses | ( |
894,852 ) ( |
1,088,171) ( |
2,356,739) ( |
2,825,849) |
||||
| 6200 | General and administrative expenses | ( |
1,635,055 ) ( |
1,711,986) ( |
4,760,734) ( |
5,092,786) |
||||
| 6300 | Research and development expenses | ( |
3,062,964) ( |
3,228,671) ( |
9,012,705) ( |
9,278,610) |
||||
| 6000 | Total operating expenses | ( |
5,592,871) ( |
6,028,828) ( |
16,130,178) ( |
17,197,245) |
||||
| 6900 | Operating profit (loss) | 1,332,054 ( |
4,852,078) ( |
8,243,524) ( |
12,801,431) |
|||||
| Non-operating income and expenses | ||||||||||
| 7100 | Interest income | 6(24) | 52,488 |
174,774 |
324,510 |
857,040 |
||||
| 7010 | Other income | 6(25) | 816,168 |
582,016 |
1,774,930 |
1,430,238 |
||||
| 7020 | Other gains and losses | 6(26) | ( |
427,523 ) |
830,756 ( |
864,032) |
1,181,768 |
|||
| 7050 | Finance costs | 6(27) | ( |
244,667 ) ( |
263,340) ( |
761,481) ( |
796,972) |
|||
| 7060 | Share of profit of associates and joint ventures | 6(8) | ||||||||
| accounted for under equity method | 71,445 |
72,608 |
138,034 |
276,802 |
||||||
| 7000 | Total non-operating income and expenses | 267,911 |
1,396,814 |
611,961 |
2,948,876 |
|||||
| 7900 | Profit (loss) before income tax | 1,599,965 ( |
3,455,264) ( |
7,631,563) ( |
9,852,555) |
|||||
| 7950 | Income tax expense | 6(30) | ( |
60,423) ( |
430,911) ( |
869,320) ( |
728,752) |
|||
| 8200 | Profit (loss) for the period | $ |
1,539,542($ |
3,886,175)($ |
8,500,883)($ |
10,581,307) |
(Continued)
~6~
INNOLUX CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
FOR THE THREE-MONTH AND NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2020 AND 2019
(Expressed in thousands of New Taiwan dollars, except for earnings (loss) per share amounts) (Reviewed, not audited)
| Items | Notes | Three months ended September 30 Nine months ended September 30 2020 2019 2020 2019 $314,505 $68,978$249,978$266,359--8,37761,035314,50568,978258,355327,3941,170,109 (1,960,536) (592,479) (1,123,768)39,533 ) (15,676) (41,798) (54,029)1,130,576 (1,976,212) (634,277) (1,177,797)$1,445,081 ($1,907,234) ($375,922) ($850,403)$2,984,623 ($5,793,409) ($8,876,805) ($11,431,710)$1,542,175 ($3,888,393) ($8,507,098) ($10,583,525)$2,633 ) $2,218$6,215$2,218$2,986,585 ($5,795,242) ($8,882,711) ($11,433,543)$1,962 ) $1,833$5,906$1,833$0.16 ($0.39) ($0.88) ($1.06)$0.15 ($0.39) ($0.88) ($1.06) |
|---|---|---|
| Other comprehensive income (loss) (net) Components of other comprehensive income that will not be reclassified to profit or loss 8316 Unrealized gains on financial assets at fair value through other comprehensive income 8349 Income tax related to components of other comprehensive income that will not be reclassified to profit or loss 8310 Components of other comprehensive income that will not be reclassified to profit or loss Components of other comprehensive income (loss) that will be reclassified to profit or loss 8361 Financial statements translation differences of foreign operations 8370 Share of other comprehensive loss of associates and joint ventures accounted for under equity method 8360 Components of other comprehensive income (loss) that will be reclassified to profit or loss 8300 Other comprehensive income (loss) for the period, net of tax 8500 Total comprehensive income (loss) for the period Profit (loss) attributable to: 8610 Owners of the parent 8620 Non-controlling interest Other comprehensive income (loss) attributable to: 8710 Owners of the parent 8720 Non-controlling interest Earnings (loss) per share (in dollars) 9750 Basic earnings (loss) per share Diluted earnings (loss) per share 9850 Diluted earnings (loss) per share |
6(22) 6(22)(30) 6(22) 6(8)(22) (((6(31) |
The accompanying notes are an integral part of these consolidated financial statements.
~7~
INNOLUX CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
FOR THE NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2020 AND 2019
(Expressed in thousands of New Taiwan dollars)
(Reviewed, not audited)
| Notes 2019 Balance at January 1 (Loss) profit for the period Other comprehensive (loss) income for the period 6(22) Total comprehensive (loss) income Appropriations of 2018 earnings: 6(21) Legal reserve Special reserve Cash dividends Recognition of change in equity of associates in proportion to the Group's ownership 6(20) Recognition of changes in ownership interests in subsidiaries 6(20) Purchase of treasury shares 6(19) Increase in non-controlling interests 6(32) Balance at September 30 2020 Balance at January 1 (Loss) profit for the period Other comprehensive (loss) income for the period 6(22) Total comprehensive (loss) income Appropriations of 2019 earnings: 6(21) Special reserve Cash dividends from capital surplus 6(20) Recognition of change in equity of associates in proportion to the Group's ownership 6(20) Recognition of changes in ownership interests in subsidiaries 6(20) Decrease in non-controlling interests Disposal of investments in equity instruments measured at fair value through other comprehensive income 6(3) Treasury shares transferred to employees 6(19)(20) Others 6(20) Balance at September 30 |
Notes | Equityat | tri | butable to owners of t | heparent | heparent | heparent | heparent | Non-controlling interests |
Total | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Common stock | Capital surplus | Retained Earnings | Other EquityInterest | Treasuryshares | Total | ||||||||||||||||||
| Legal reserve | Special reserve | Unappropriated earnings |
Financial statements translation differences of foreign operations |
Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income |
|||||||||||||||||||
$99,520,720----------$99,520,720$97,110,720-----------$97,110,720 |
$99,648,115------(14,756 )11--$99,633,370$ 100,362,379----(963,107 )21,24638--42,182664$99,463,402 |
$ 7,648,437---222,276------$ 7,870,713$ 7,870,713-----------$ 7,870,713 |
$1,090,721----3,572,742-----$4,663,463$4,663,463---2,661,974-------$7,325,437 |
$51,746,175 (10,583,525 ) - (10,583,525 ) (222,276 ) (3,572,742 ) (597,124 ) ----$36,770,508 $29,864,446 (8,507,098 ) - (8,507,098 ) (2,661,974 ) ----192,328-- $18,887,702 |
($ 6,461,149 )-(1,177,412 )(1,177,412 )-------($ 7,638,561 )($ 9,497,686 )-(633,968 )(633,968 )--------($ 10,131,654 ) |
$1,797,686-327,394327,394-------$2,125,080$2,172,249-258,355258,355-----(192,328 ) --$2,238,276 |
$---------(1,029,223 ) -($1,029,223 ) ($618,580 ) ---------618,580-$- |
$ 254,990,705(10,583,525 )(850,018 )(11,433,543 )--(597,124 )(14,756 )11(1,029,223 )-$ 241,916,070$ 231,927,704(8,507,098 )(375,613 )(8,882,711 )-(963,107 )21,24638--660,762664$ 222,764,596 |
$-2,218(385 )1,833----6-180,351$182,190$182,3256,215(309 )5,906---6,837(3,247 )---$191,821 |
$254,990,705(10,581,307 )(850,403 )(11,431,710 )--(597,124 )(14,756 )17(1,029,223 )180,351$242,098,260$232,110,029(8,500,883 )(375,922 )(8,876,805 )-(963,107 )21,2466,875(3,247 )-660,762664$222,956,417 |
The accompanying notes are an integral part of these consolidated financial statements.
~8~
INNOLUX CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2020 AND 2019
(Expressed in thousands of New Taiwan dollars)
(Reviewed, not audited)
| CASH FLOWS FROM OPERATING ACTIVITIES Loss before tax Adjustments Adjustments to reconcile profit (loss) Depreciation and amortization Net gain on financial assets or liabilities at fair value through profit or loss Compensation cost of share-based payments Share of profit of associates and joint ventures accounted for under equity method Gain from disposal of investments Loss on disposal of property, plant and equipment Gain on lease modification Interest expense Interest income Dividend revenue Unrealized foreign exchange gain Changes in operating assets and liabilities Changes in operating assets Financial assets /liabilities at fair value through profit or loss - current Accounts receivable Accounts receivable - related parties Other receivables Inventories Prepayments Other current assets Changes in operating liabilities Accounts payable Accounts payable - related parties Other payables Provisions - current Other current liabilities Other non-current liabilities Cash inflow generated from operations Cash paid for income tax Net cash flows from operating activities |
Notes 2020 2019 ($7,631,563 ) ($9,852,555 )6(28) 26,583,69626,472,441( 286,027 ) ( 1,515,433 )6(17) 388,475-6(8) ( 138,034 ) ( 276,802 )6(26) - ( 21,069 )6(26) 99,290107,249- ( 457 )6(27) 761,481796,9726(24) ( 324,510 ) ( 857,040 )6(25) ( 199,301 ) ( 124,396 )( 171,739 ) ( 170,696 )( 464,267 ) 581,125( 12,303,492 ) 83,322( 256,288 ) 1,687,921( 308,558 ) 328,078( 1,394,595 ) ( 3,195,965 )591,297 ( 3,169,681 )66,12332,0546,587,313 ( 4,645,718 )( 1,572,072 ) 536,158( 2,249,351 ) ( 3,207,463 )( 201,938 ) ( 115,118 )( 278,661 ) 758,365( 54,663 ) 20,338 7,242,6164,251,630( 1,363,283 ) ( 3,186,341 )5,879,333 1,065,289 |
|---|---|
(Continued)
~9~
INNOLUX CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2020 AND 2019
(Expressed in thousands of New Taiwan dollars)
(Reviewed, not audited)
| CASH FLOWS FROM INVESTING ACTIVITIES Acquisition of financial assets or liabilities at fair value through profit or loss Proceeds from disposal of financial assets at fair value through profit or loss Acquisition of investments in equity instruments measured at fair value through other comprehensive income Proceeds from disposal of financial assets measured at fair value through other comprehensive income (Increase) decrease in financial assets at amortized cost - current Increase in refundable deposits Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Acquisition of intangible assets Net cash inflows from business combination Interest received Dividends received Net cash flows (used in) from investing activities CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from long-term borrowings Payment of long-term borrowings Proceeds from issuance of bonds Interest paid Payment of the principal portion of lease liabilities Cash paid from capital surplus Cash dividends paid Cash dividends paid to non-controlling interests Treasury shares transferred to employees Payments to acquire treasury shares Others Net cash flows from (used in) financing activities Effect of changes in foreign currency exchange Net (decrease) increase in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period |
Notes 2020 2019 ($339,520 ) ($148,874 )33,68835,585( 7,332 ) ( 147,364 )6(3) 218,492-( 2,232,697 ) 35,045,337( 478,599 ) ( 400,699 )6(33) ( 15,745,304 ) ( 20,275,443 )76,7465,4016(12) ( 20,388 ) ( 34,069 )6(33) -330,546349,106919,367199,301 126,510 ( 17,946,507 ) 15,456,297 8,500,000500,000( 10,779,500 ) ( 10,960,500 )6(34) 8,900,934-( 517,935 ) ( 764,441 )( 302,735 ) ( 345,083 )6(21) ( 963,107 ) -6(21) - ( 597,124 )( 3,247 ) -279,162-6(19) - ( 1,029,223 )664 - 5,114,236 ( 13,196,371 )( 398,020 ) ( 331,561 )( 7,350,958 ) 2,993,65434,732,975 33,847,328 $27,382,017 $36,840,982 |
|---|---|
The accompanying notes are an integral part of these consolidated financial statements.
~10~
INNOLUX CORPORATION AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2020 AND 2019
(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)
(Reviewed, not audited)
1. HISTORY AND ORGANIZATION
-
(1) Innolux Corporation (the “Company”) was organized on January 14, 2003 under the Act for Establishment and Administration of Science Parks in the Republic of China (R.O.C.). The Company was listed on the Taiwan Stock Exchange Corporation (the “TSEC”) in October 2006. The Company merged with TPO Displays Corporation and Chi Mei Optoelectronics Corporation on March 18, 2010, with the Company as the surviving entity.
-
(2) The Company and its subsidiaries (the “Group”) engage in the research, development, design, manufacture and sales of TFT-LCD panels, modules and monitors of LCD, color filter, and low temperature poly-silicon TFT-LCD.
-
THE DATE OF AUTHORIZATION FOR ISSUANCE OF THE CONSOLIDATED FINANCIAL
STATEMENTS AND PROCEDURES FOR AUTHORIZATION
These consolidated financial statements were reported to the Board of Directors on October 29, 2020.
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”) as endorsed by the Financial Supervisory Commission (“FSC”)
New standards, interpretations and amendments endorsed by the FSC effective from 2020 are as follows:
| New Standards,Interpretations andAmendments | Effective date by International Accounting StandardsBoard |
|---|---|
| Amendments to IAS 1 and IAS 8, ‘Disclosure initiative-definition of material’ Amendments to IFRS 3, ‘Definition of a business’ Amendments to IFRS 9, IAS 39 and IFRS 7, ‘Interest rate benchmark reform’ Amendment to IFRS 16, ‘Covid-19-related rent concessions’ |
January 1, 2020 January 1, 2020 January 1, 2020 June 1, 2020 (Note) |
Note: Earlier application from January 1, 2020 is allowed by the FSC.
The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.
~11~
(2) Effect of new issuances of or amendments to IFRSs as endorsed by the FSC but not yet adopted by the Group
New standards, interpretations and amendments endorsed by the FSC effective from 2021 are as follows:
| follows: | |
|---|---|
| New Standards,Interpretations andAmendments Amendments to IFRS 4, ‘Extension of the temporary exemption from applying IFRS 9’ |
Effective date by International Accounting StandardsBoard |
| January 1, 2021 |
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) IFRSs issued by IASB but not yet endorsed by the FSC
New standards, interpretations and amendments issued by IASB but not yet included in the IFRSs as endorsed by the FSC are as follows:
| endorsed by the FSC are as follows: | |
|---|---|
| New Standards,Interpretations and Amendments | Effective date by International Accounting Standards Board |
| Amendments to IFRS 3, ‘Reference to the conceptual framework’ Amendments to IFRS 10 and IAS 28, ‘Sale or contribution of assets between an investor and its associate or joint venture’ IFRS 17, ‘Insurance contracts’ Amendments to IFRS 17, 'Insurance contracts' Amendments to IAS 1, ‘Classification of liabilities as current or non- current’ Amendments to IAS 16, ‘Property, plant and equipment: proceeds before intended use’ Amendments to IAS 37, ‘Onerous contracts— cost of fulfilling a contract’ Annual improvements to IFRS Standards 2018–2020 Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16, ‘Interest rate benchmark reform - phase 2’ |
January 1, 2022 To be determined by International Accounting Standards Board January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2022 January 1, 2022 January 1, 2022 January 1, 2021 |
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. Amendments to IAS 1, ‘Classification of liabilities as current or non-current’
The amendments clarify that classification of liabilities depends on the rights that exist at the end of
the reporting period. An entity shall classify a liability as current when it does not have a right at the end of the reporting period to defer settlement of the liability for at least twelve months after the reporting period. Also, the amendments define ‘settlement’ as the extinguishment of a liability with cash, other economic resources or an entity’s own equity instruments.
~12~
4. SUMMARY OF SIGNIFICANT 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
-
A. 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 Accounting Standard 34, “Interim financial reporting” as endorsed by the FSC.
-
B. These financial statements should be read with the consolidated financial statements for the year ended December 31, 2019.
(2) Basis of preparation
-
A. Except for the following items, these 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.
-
(c) Defined benefit liabilities recognized based on the net amount of pension fund assets less present value of defined benefit obligations.
-
B. The preparation of financial statements in conformity with International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as 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 judgment in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgment 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
-
The basis applied in these consolidated financial statements is consistent with that applied in the consolidated financial statements for the year ended December 31, 2019.
-
B. Subsidiaries included in the consolidated financial statements:
| Main Business Name of Investor Name ofSubsidiary Activities Innolux Corporation Innolux Holding Limited Investment holdings Keyway Investment Management Limited Investment holdings Landmark International Ltd. Investment holdings |
September December September 30,2020 31,2019 30,2019 Description 100 100 100 - 100 100 100 - 100 100 100 - Ownership (%) |
|---|---|
~13~
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----- Start of picture text -----
Main Ownership (%)
Business September December September
Name of Investor Name of Subsidiary Activities 30, 2020 31, 2019 30, 2019 Description
----- End of picture text -----
| Name of Investor | Name ofSubsidiary | Activities |
30, 2020 | 31, 2019 | 30,2019 | Description |
|---|---|---|---|---|---|---|
| Innolux | Toppoly | Investment holdings | 100 | 100 | 100 | - |
| Corporation | Optoelectronics (B.V.I.) | |||||
| Ltd. | ||||||
| Innolux Hong Kong | Investment holdings | 100 | 100 | 100 | - | |
| Holding Limited | ||||||
| Leadtek Global Group | Distribution company | 100 | 100 | 100 | - | |
| Limited | ||||||
| Yuan Chi Investment | Investment company | 100 | 100 | 100 | - | |
| Co., Ltd. | ||||||
| InnoJoy Investment | Investment company | 100 | 100 | 100 | - | |
| Corporation | ||||||
| Innolux Japan Co., Ltd. | Investment, R&D and | 54 | 54 | 54 | - | |
| distribution company | ||||||
| Innolux Singapore | Investment holdings | 100 | 100 | 100 | - | |
| Holding Pte. Ltd. | ||||||
| CarUX Technology Inc. | R&D, manufacturing | - | 100 | 100 | (c) | |
| and distribution | ||||||
| company | ||||||
| InnoCare | Investment, R&D, | 100 | 100 | 100 | - | |
| Optoelectronics | manufacturing and | |||||
| Corporation | distribution company | |||||
| GIO Optoelectronics | Investment, R&D, | 63 | 63 | 63 | - | |
| Corp. | manufacturing and | |||||
| distribution company | ||||||
| Innolux Holding | Rockets Holding Ltd. | Investment holdings | 100 | 100 | 100 | - |
| Limited | ||||||
| Suns Holding Ltd. | Investment holdings | 100 | 100 | 100 | - | |
| Lakers Trading Ltd. | Distribution company | 100 | 100 | 100 | - | |
| Keyway | Foshan Innolux | Warehousing company | 100 | 100 | 100 | - |
| Investment | Logistics Ltd. | |||||
| Management | ||||||
| Limited | ||||||
| Landmark | Ningbo Innolux | Processing company | 100 | 100 | 100 | - |
| International Ltd. | Optoelectronics Ltd. | |||||
| Foshan Innolux | Processing company | 100 | 100 | 100 | - | |
| Optoelectronics Ltd. | ||||||
| Ningbo Innolux Display | Processing company | 100 | 100 | 100 | - | |
| Ltd. | ||||||
| Toppoly | Toppoly Optoelectronics | Investment holdings | 100 | 100 | 100 | - |
| Optoelectronics | (Cayman) Ltd. | |||||
| (B.V.I.) Ltd. | ||||||
| Innolux Hong | Innolux Optoelectronics | Investment holdings | - | 100 | 100 | (c) |
| Kong Holding | Hong Kong Holding | |||||
| Limited | Limited | |||||
| Innolux Hong Kong | Distribution company | 100 | 100 | 100 | - | |
| Limited |
~14~
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----- Start of picture text -----
Main Ownership (%)
Business September December September
Name of Investor Name of Subsidiary Activities 30, 2020 31, 2019 30, 2019 Description
----- End of picture text -----
| Name of Investor | Name ofSubsidiary | Business S Activities |
eptember 30, 2020 |
December 31, 2019 |
September 30,2019 |
Description |
|---|---|---|---|---|---|---|
| Innolux Hong | Innolux Europe B.V. | Investment, | - | 100 | 100 | (c) |
| Kong Holding | distribution, and R&D | |||||
| Limited | testing company | |||||
| Innolux Japan Co., Ltd. | Investment, R&D and | 46 | 46 | 46 | - | |
| distribution company | ||||||
| CarUX Holding Limited | Investment holdings | 100 | 100 | - | (a) | |
| Innolux Japan | Innolux USA, Inc. | Distribution company | 100 | 100 | 100 | - |
| Co., Ltd. | ||||||
| Innolux | Innolux Optoelectronics | Distribution company | 100 | 100 | 100 | - |
| Singapore | India Private Limited | |||||
| Holding Pte. Ltd. | ||||||
| Innolux Optoelectronics | Manufacturing and | 100 | 100 | 100 | - | |
| Philippines Corp. | distribution company | |||||
| Innolux Optoelectronics | Manufacturing and | 100 | 100 | 100 | - | |
| Malaysia SDN. BHD. | distribution company | |||||
| Rockets Holding | Stanford Developments | Investment holdings | 100 | 100 | 100 | - |
| Ltd. | Ltd. | |||||
| Nets Trading Ltd. | Investment company | 100 | 100 | 100 | - | |
| Suns Holding | Warriors Technology | Investment company | 100 | 100 | 100 | - |
| Ltd. | Investments Ltd. | |||||
| Toppoly | Nanjing Innolux | Distribution company | 100 | 100 | 100 | - |
| Optoelectronics | Technology Ltd. | |||||
| (Cayman) Ltd. | ||||||
| Nanjing Innolux | Processing company | 100 | 100 | 100 | - | |
| Optoelectronics Ltd. | ||||||
| CarUX Holding | CARUX | Investment and | 100 | 100 | - | (b) |
| Limited | TECHNOLOGY PTE. | distribution company | ||||
| LTD. | ||||||
| CARUX | Innolux Optoelectronics | Investment holdings | 100 | - | - | (c) |
| TECHNOLOGY | Hong Kong Holding | |||||
| PTE. LTD. | Limited | |||||
| Innolux Europe B.V. | Investment, | 100 | - | - | (c) | |
| distribution, and R&D | ||||||
| testing company | ||||||
| CarUX Technology Inc. | R&D, manufacturing | 100 | - | - | (c) | |
| and distribution | ||||||
| company | ||||||
| Innolux | Shanghai Innolux | Processing company | 100 | 100 | 100 | - |
| Optoelectronics | Optoelectronics Ltd. | |||||
| Hong Kong | ||||||
| Holding Limited | ||||||
| Innolux Europe | Innolux Technology | Testing and | 100 | 100 | 100 | - |
| B.V. | Germany GmbH | maintenance company | ||||
| Stanford | Innocom Technology | Processing company | 100 | 100 | 100 | - |
| Developments | (Shenzhen) Co., Ltd. | |||||
| Ltd. |
~15~
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----- Start of picture text -----
Main Ownership (%)
Business September December September
Name of Investor Name of Subsidiary Activities 30, 2020 31, 2019 30, 2019 Description
----- End of picture text -----
| Name of Investor | Name ofSubsidiary | Business Activities |
September 30, 2020 |
December 31, 2019 |
September 30,2019 |
Description |
|---|---|---|---|---|---|---|
| Ningbo Innolux | Ningbo Innolux | Distribution company | 100 | 100 | 100 | - |
| Display Ltd. | Electornics Ltd. | |||||
| Ningbo Innolux | Ningbo Innolux Flent | Distribution company | - | 100 | 100 | (d) |
| Optoelectronics | Electornics Ltd. | |||||
| Ltd. | ||||||
| Foshan Innolux | Foshan Innolux Flent | Distribution company | - | 100 | 100 | (d) |
| Optoelectronics | Electornics Ltd. | |||||
| Ltd. | ||||||
| Innocom | Shenzhen PixinLED | R&D and distribution | 100 | 100 | 100 | - |
| Technology | Technology Co., Ltd. | company | ||||
| (Shenzhen) Co., | ||||||
| LTD. | ||||||
| Innolux Automations | R&D and distribution | 100 | 100 | 100 | - | |
| and Intelligence Systems | company | |||||
| (ShenZhen) Co., Ltd. | ||||||
| InnoCare | InnoCare | Distribution company | 100 | 100 | 100 | - |
| Optoelectronics | Optoelectronics Japan | |||||
| Corporation | Co., Ltd. | |||||
| InnoCare | Distribution company | 100 | 100 | 100 | - | |
| Optoelectronics USA, | ||||||
| INC. | ||||||
| GIO | Double Star Inc. | Investment holdings | 100 | 100 | 100 | - |
| Optoelectronics | ||||||
| Corp. | ||||||
| GIO (Maanshan) | Processing company | 100 | 100 | 100 | - | |
| Optoelectronics Co., | ||||||
| Ltd. |
-
(a) CarUX Holding Limited was established in the fourth quarter of 2019 and was included in the consolidated financial statements since the date of establishment.
-
(b) CARUX TECHNOLOGY PTE. LTD. was established in the fourth quarter of 2019 and was included in the consolidated financial statements since the date of establishment.
-
(c) In the first quarter of 2020, CarUX Technology Pte. Ltd. obtained 100% equity interest in Innolux Optoelectronics Hong Kong Holding Limited, Innolux Europe B.V. and CarUX Technology Inc. as the Company and its subsidiaries adjusted the investment structure.
-
(d) In the second quarter of 2020, Ningbo Innolux Flent Electornics Ltd. and Foshan Innolux Flent Electornics Ltd. had completed liquidation and dissolution.
-
C. Subsidiaries not included in the consolidated financial statements: None.
-
D. Adjustments for subsidiaries with different balance sheet dates: None.
-
E. The restrictions on fund remittance from subsidiaries to the parent company: None.
-
F. Subsidiaries that have non-controlling interests that are material to the Group: None.
~16~
-
(4) Convertible bonds payable (convertible bonds which are hybrid financial instruments) Convertible bonds issued by the Company contain conversion options (that is, the bondholders have the right to convert the bonds into the Company’s common shares, but not exchanging a fixed amount of cash for a fixed number of common shares), call options and put options. The Group classifies the bonds payable upon issuance as a financial liability or an equity instrument in accordance with the contract terms. They are accounted for as follows:
-
A. The embedded conversion options, call options and put options are recognized initially at net fair value as ‘financial assets or financial liabilities at fair value through profit or loss’. They are subsequently remeasured and stated at fair value on each balance sheet date; the gain or loss is recognized as ‘gain or loss on valuation of financial assets or financial liabilities at fair value through profit or loss’.
-
B. The host contracts of bonds are initially recognized at the residual value of total issue price less the amount of ‘financial assets or financial liabilities at fair value through profit or loss’ as stated above. Any difference between the initial recognition and the redemption value is accounted for as the premium or discount on bonds payable and subsequently is amortized in profit or loss as an adjustment to the ‘finance costs’ over the period of circulation using the effective interest method.
-
C. Any transaction costs directly attributable to the issuance are allocated to each liability component in proportion to the initial carrying amount of each abovementioned item.
-
D. When bondholders exercise conversion options, the liability component of the bonds (including bonds payable and ‘financial assets or financial liabilities at fair value through profit or loss’ ) shall be remeasured on the conversion date. The issuance cost of converted common shares is the total book value of the abovementioned liability component.
-
(5) Employee benefits
Except for the following additional accounting policies, the accounting policies on employee benefits are the same as those described in Note 4 of the 2019 consolidated financial statements. Pension cost for the interim period is calculated on a year-to-date basis by using the pension cost rate derived from the actuarial valuation at the end of the prior financial year, adjusted for significant market fluctuations since that time and for significant curtailments, settlements, or other significant one-off events. And, the related information is disclosed accordingly.
- (6) Income tax
Except for the following additional accounting policies, the accounting policies on income tax are the same as those described in Note 4 of the 2019 consolidated financial statements.
-
A. The interim period income tax expense is calculated according to pretax income times, effective income tax rate, and the related information is disclosed accordingly.
-
B. If a change in tax rate is enacted or substantively enacted in an interim period, the Group recognizes the effect of the change immediately in the interim period in which the change occurs. The effect of the change on items recognized outside profit or loss is recognized in other comprehensive income or equity while the effect of the change on items recognized in profit or loss is recognized in profit or loss.
~17~
5. CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND KEY SOURCES OF ASSUMPTION UNCERTAINTY
For more information, please refer to Note 5 of the consolidated financial statements for the year ended December 31, 2019.
6. DETAILS OF SIGNIFICANT ACCOUNTS
(1) Cash and cash equivalents
| Cash and cash equivalents | |||
|---|---|---|---|
| Cash on hand, checking accounts and demand deposits Time deposits |
September 30, 202022,061,966$5,320,05127,382,017$ |
December31,201921,959,679$12,773,29634,732,975$ |
September30,201919,173,524$17,667,458 |
36,840,982$ |
- A. The Group associates 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 above time deposits expire in 3 months and risks of changes in their values are remote. (2) Financial assets and liabilities at fair value through profit or loss
| Assets Current items Financial assets mandatorily measured at fair value through profit or loss Forward foreign exchange contracts Non-current items Financial assets mandatorily measured at fair value through profit or loss Listed stocks Unlisted stocks Convertible bonds Liabilities Current items Financial liabilities held for trading Convertible bonds derivative instruments Forward foreign exchange contracts |
September30,2020447,304$729,003$3,115,261-3,844,264$September30,2020 1,671,795$44,5941,716,389$ |
December31,2019283,906$548,180$2,463,05533,5213,044,756$December31,2019 -$345,463345,463$ |
September30,2019 |
|---|---|---|---|
42,810$ |
|||
2,830,037$361,51235,935 |
|||
3,227,484$ |
|||
| September30,2019 | |||
-$248,821 |
|||
248,821$ |
~18~
The non-hedging derivative financial assets and liabilities transaction information are as follows:
| Derivative financial assets and liabilities Contract Period Current items TWD (sell) 5,774,130$2020/08-2020/12 JPY (buy) 21,000,0002020/08-2020/12 USD (sell) 85,0002020/08-2020/10 JPY (buy) 8,991,8002020/08-2020/10 USD (sell) 982,0002020/08-2020/12 RMB (buy) 6,813,4942020/08-2020/12 HKD (sell) 387,6392020/08-2020/11 USD (buy) 50,0002020/08-2020/11 RMB (sell) 259,4492020/09-2020/10 USD (buy) 38,0002020/09-2020/10 September30,2020 Contract Amount (Notional Principal) (in thousands) Forward foreign exchange contracts Forward foreign exchange contracts Forward foreign exchange contracts Forward foreign exchange contracts Forward foreign exchange contracts Forward foreign exchange contracts Forward foreign exchange contracts Derivative financial assets and liabilities Current items Forward exchange swap contracts Forward foreign exchange contracts Forward foreign exchange contracts Forward foreign exchange contracts Forward foreign exchange contracts Forward foreign exchange contracts |
December31,2019 | December31,2019 |
|---|---|---|
| Contract Amount (Notional Principal) (in thousands) |
Contract Period | |
| Contract Amount (Notional Principal) (in thousands) |
||
EUR (sell)44,000$HKD (buy) 386,048TWD (sell) 10,368,822JPY (buy) 35,700,000USD (sell) 43,000JPY (buy) 4,600,470USD (sell) 460,000RMB (buy) 3,256,642HKD (sell) 211,749USD (buy) 27,000JPY (sell) 21,062USD (buy) 200 |
The Group entered into forward foreign exchange contracts to hedge exchange rate risk of import and export proceeds in foreign currency. However, these contracts are not accounted for using hedge accounting.
~19~
(3) Financial assets at fair value through other comprehensive income
September 30, 2020 December 31, 2019 September 30, 2019
| Sept | ember30,2020 | Dece | mber31,2019 | Sept | ember30,2019 | |
|---|---|---|---|---|---|---|
| Non-current items | ||||||
| Equity instruments | ||||||
| Listed stocks | $ |
3,285,581 |
$ |
3,214,251 |
$ |
3,005,531 |
| Unlisted stocks | 1,043,325 |
1,054,234 |
1,244,902 |
|||
$ |
4,328,906 |
$ |
4,268,485 |
$ |
4,250,433 |
-
A. The Group has elected to classify equity instruments that are considered to be strategic investments as financial assets at fair value through other comprehensive income.
-
B. The Group sold $218,492 of listed stocks at fair value resulting in cumulative gains amounting to $192,328 on disposal which were recognized in unappropriated retained earnings during the ninemonth period ended September 30, 2020.
-
C. For information on other comprehensive income for fair value change recognized by the Group for the nine-month periods ended September 30, 2020 and 2019, please refer to Note 6(22) “Other equity”.
(4) Financial assets at amortized cost
September 30, 2020 December 31, 2019 September 30, 2019
==> picture [478 x 43] intentionally omitted <==
The Group recognized $29,039, $80,518, $140,089 and $363,220 of interest income arising from the financial assets at amortized cost for the three-month and nine-month periods ended September 30, 2020 and 2019, respectively.
(5) Notes receivable and accounts receivable
| Notes receivable Accounts receivable Less: Allowance for uncollectible accounts ( |
September30,2020120,149$52,060,19852,180,347209,418)(51,970,929$ |
December31,201945,906$40,053,31940,099,225209,418)(39,889,807$ |
September30,2019 |
|---|---|---|---|
22,771$45,175,55445,198,325209,419)44,988,906$ |
A. The aging analysis of accounts receivable and notes receivable is as follows:
| Not past due Up to 60 days 61 to 180 days Over 180 days |
September30,202051,614,604$404,72083,90777,11652,180,347$ |
December31,201939,390,359$566,949117,56324,35440,099,225$ |
September30,2019 |
|---|---|---|---|
44,388,114$642,876142,98824,34745,198,325$ |
The above aging analysis was based on past due date.
~20~
-
B. As of September 30, 2020, December 31, 2019 and September 30, 2019, notes receivable and accounts receivable were all from contracts with customers. As of January 1, 2019, the balance of receivables from contracts with customers amounted to $45,273,886.
-
C. Information relating to credit risk of accounts receivable is provided in Note 12(2).
(6) Transfer of financial assets
- A. Transferred financial assets that are derecognized in their entirety
The Group entered into a factoring agreement with financial institutions to sell its accounts receivable. Under the agreement, the Group is not obligated to bear the default risk of the transferred accounts receivable, but is liable for the losses incurred on any business dispute. The Group does not have any continuing involvement in the transferred accounts receivable. Thus, the Group derecognized the transferred accounts receivable. As of September 30, 2020, the transferred accounts receivable had all been collected.
- B. The Group has no transfer of financial assets on December 31, 2019 and September 30, 2019.
(7) Inventories
| nventories | |||
|---|---|---|---|
| Raw materials and supplies Work in progress Finished goods |
September30,20205,995,897$15,065,66010,772,11431,833,671$ |
December31,20194,192,118$14,704,83011,542,12830,439,076$ |
September30,2019 |
4,604,193$15,034,71014,413,83634,052,739$ |
For the three-month and nine-month periods ended September 30, 2020 and 2019, the Group recognized cost of goods sold for inventories that have been sold at $67,520,865, $62,118,290, $183,833,748 and $181,860,950 and recognized net inventory (gain) loss at $122,627, ($1,305), $122,792 and $136,529 due to write down (reversal) of cost of scrap inventories to net realizable value, respectively.
(8) Investments accounted for under the equity method
| value, respectively. nvestments accounted for under |
the equity method | ||
|---|---|---|---|
| Ampower Holding Ltd. FI Medical Device Manufacturing Co., Ltd. Others |
September30,2020855,549$553,61941,8841,451,052$ |
December31,2019865,362$427,33840,8701,333,570$ |
September30,2019 |
904,353$945,95852,0121,902,323$ |
The operating results of the Group’s share in all individually immaterial associates are summarized below:
| below: | |||
|---|---|---|---|
| Profit for the period from continuing operations Other comprehensive loss - net of tax (Total comprehensive income |
2020 2019 71,445$72,608$39,533)15,676)((31,912$56,932$For the three-month periods ended September30, |
For the nine-month periods ended September30, |
|
202071,445$39,533)(31,912$ |
2020138,034$41,798)(96,236$ |
2019 | |
276,802$54,029)222,773$ |
~21~
(9) Property, plant and equipment
| 2020 | 2020 | 2020 | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Transfer, net | |||||||||||||||||||
| exchange | |||||||||||||||||||
| differences | |||||||||||||||||||
| AtJanuary1 | Additions | Disposals | and others | AtSeptember30 | |||||||||||||||
| Cost: | |||||||||||||||||||
| Land | $ |
4,093,726 |
$ |
- |
$ |
- |
$ |
- |
$ |
4,093,726 |
|||||||||
| Buildings | 202,292,552 |
246,223 |
( |
1,410) |
858,021 |
203,395,386 |
|||||||||||||
| Machinery and equipment | 519,719,206 |
1,731,967 |
( |
4,912,819) |
8,866,961 |
525,405,315 |
|||||||||||||
| Other equipment | 47,114,625 |
81,702 |
( |
1,559,212) |
3,536,262 |
49,173,377 |
|||||||||||||
773,220,109 |
2,059,892 |
( |
6,473,441) |
13,261,244 |
782,067,804 |
||||||||||||||
| Accumulated depreciation | |||||||||||||||||||
| and impairment: | |||||||||||||||||||
| Buildings | ( |
130,770,638) |
( |
6,374,874) |
1,410 |
75,146 |
( |
137,068,956) |
|||||||||||
| Machinery and equipment | ( |
421,695,341) |
( |
16,135,802) |
4,753,015 |
( |
1,271,405) |
( |
434,349,533) |
||||||||||
| Other equipment | ( |
39,800,737) |
( |
3,515,305) |
1,542,953 |
( |
483,661) |
( |
42,256,750) |
||||||||||
( |
592,266,716) |
( |
26,025,981) |
6,297,378 |
( |
1,679,920) |
( |
613,675,239) |
|||||||||||
| Unfinished construction | |||||||||||||||||||
| and equipment under | |||||||||||||||||||
| acceptance | 13,429,043 |
11,349,273 |
- |
( |
10,549,030) |
14,229,286 |
|||||||||||||
$ |
194,382,436 |
182,621,851$ |
|||||||||||||||||
| 2019 | |||||||||||||||||||
| Transfer, net | |||||||||||||||||||
| Acquired | exchange | ||||||||||||||||||
| from | business | differences | |||||||||||||||||
| AtJanuary1 | Additions | combinations | Disposals | and others | AtSeptember30 | ||||||||||||||
| Cost: | |||||||||||||||||||
| Land | $ |
3,852,792 |
$ |
- |
$ |
240,934 |
$ |
- |
-$ |
$ |
4,093,726 |
||||||||
| Buildings | 199,521,281 |
364,137 |
214,129 |
( |
15,535) |
2,287,840 |
202,371,852 |
||||||||||||
| Machinery and equipment | 510,649,778 |
2,023,126 |
184,682 |
( |
1,980,610) |
6,784,900 |
517,661,876 |
||||||||||||
| Other equipment | 43,298,695 |
72,792 |
505,875 |
( |
2,034,712) |
4,349,661 |
46,192,311 |
||||||||||||
757,322,546 |
2,460,055 |
1,145,620 |
( |
4,030,857) |
13,422,401 |
770,319,765 |
|||||||||||||
| Accumulated depreciation | |||||||||||||||||||
| and impairment: | |||||||||||||||||||
| Buildings | ( |
122,903,947) |
( |
6,225,953) |
( |
139,922) |
13,814 |
284,746 |
( |
128,971,262) |
|||||||||
| Machinery and equipment | ( |
403,140,224) |
16,222,729)( |
( |
183,618) |
1,921,823 |
( |
163,431) |
( |
417,788,179) |
|||||||||
| Other equipment | ( |
36,348,744) |
( |
3,413,255) |
( |
488,367) |
1,982,570 |
( |
872,668) |
( |
39,140,464) |
||||||||
( |
562,392,915) |
25,861,937)( |
( |
811,907) |
3,918,207 |
( |
751,353) |
( |
585,899,905) |
||||||||||
| Unfinished construction | |||||||||||||||||||
| and equipment under | |||||||||||||||||||
| acceptance | 11,688,329 |
15,513,812 |
- |
- |
( |
13,325,020) |
13,877,121 |
||||||||||||
$ |
206,617,960 |
$ |
198,296,981 |
A. Information about the property, plant and equipment that were pledged to others as collateral is provided in Note 8.
~22~
-
B. As of September 30, 2020, December 31, 2019 and September 30, 2019, the prepayments for business facilities which have not yet entered the factory (shown as ‘other non-current assets’) amounted to $230,783, $1,503,720 and $1,555,527, respectively.
-
- -
(10) Leasing arrangements lessee
-
A. The Group leases various assets including land, offices and business vehicles. Rental contracts are typically made for periods of 2 to 50 years. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements do not impose covenants, but leased assets may not be used as security for borrowing purposes.
-
B. Short-term leases with a lease term of 12 months or less comprise office, dormitory and equipment. Low-value assets comprise computer equipment.
-
C. The carrying amounts of right-of-use assets and the depreciation charge are as follows:
| Land Buildings (Office) Transportation equipment (Business vehicles) Land Buildings (Office) Transportation equipment (Business vehicles) |
September30,2020 December31,2019 September30,2019 Carrying amount Carrying amount Carrying amount 5,622,372$6,049,963$6,312,617$23,86341,17147,8723,3944,2174,5785,649,629$6,095,351$6,365,067$2020 2019 2020 2019 Depreciation Depreciation Depreciation Depreciation charge charge charge charge 119,873$123,102$364,402$383,054$5,8925,89617,19516,397323324939968126,088$129,322$382,536$400,419$For the three-month periods For the nine-month periods ended September30, ended September 30, |
September30,2020 December31,2019 September30,2019 Carrying amount Carrying amount Carrying amount 5,622,372$6,049,963$6,312,617$23,86341,17147,8723,3944,2174,5785,649,629$6,095,351$6,365,067$2020 2019 2020 2019 Depreciation Depreciation Depreciation Depreciation charge charge charge charge 119,873$123,102$364,402$383,054$5,8925,89617,19516,397323324939968126,088$129,322$382,536$400,419$For the three-month periods For the nine-month periods ended September30, ended September 30, |
September30,2019 | September30,2019 |
|---|---|---|---|---|
| Carrying amount | ||||
| 2020 Depreciation charge 119,873$5,892323126,088$ |
2020 Depreciation charge 364,402$17,195939382,536$ |
2019 | ||
| Depreciation charge |
||||
383,054$16,397968 |
||||
400,419$ |
-
D. For the three-month and nine-month periods ended September 30, 2019, the additions to rightof-use assets were $0 and $25,336, respectively.
-
E. The information on income and expense accounts relating to lease contracts is as follows:
~23~
| For the three-month | For the three-month | periods | For the nine-month | For the nine-month | periods | |||
|---|---|---|---|---|---|---|---|---|
| endedSeptember30, | endedSeptember30, | |||||||
| 2020 | 2019 | 2020 | 2019 | |||||
| Items affecting profit or loss | ||||||||
| Interest expense on | $ |
23,283 |
$ |
26,120 |
$ |
71,910 |
$ |
81,169 |
| lease liabilities | ||||||||
| Expense on variable | ||||||||
| lease payments | 29,705 |
44,737 |
91,018 |
99,419 |
||||
| Expense on short-term | ||||||||
| lease contracts | 21,544 |
27,743 |
67,310 |
83,708 |
||||
| Expense on leases of | ||||||||
| low-value assets | 9,382 |
9,409 |
28,131 |
28,271 |
F. For the nine-month periods ended September 30, 2020 and 2019, the Group’s total cash outflow for leases were $553,479 and $637,650, respectively.
(11) Investment property
| Investment property | |||
|---|---|---|---|
| At January1 Additions Cost: Land 188,247$-$Buildings 439,228-627,475-Accumulated depreciation: Buildings 100,243)(20,841)((527,232$20,841)($2020 At January1 Additions Cost: Land 188,247$-$Buildings 439,228-627,475-Accumulated depreciation: Buildings 75,505)(17,853)((551,970$17,853)($2019 |
2020 | ||
| At September30 | |||
188,247$439,228627,475121,084)506,391$At September30 |
|||
188,247$439,228627,47593,358)534,117$ |
The fair value of the investment property held by the Group as at September 30, 2020, December 31, 2019 and September 30, 2019 was $1,722,442, $1,906,827 and $1,320,248, respectively. The amounts mentioned above represent valuation results of comparative method based on market trading information categorized within Level 3 in the fair value hierarchy.
~24~
(12) Intangible assets
- A. Intangible assets are goodwill, payments for TFT-LCD related technology and royalty. Details of intangible assets are as follows:
| 2020 | 2020 | ||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Transfer, net | |||||||||||||||||||||
| exchange | |||||||||||||||||||||
| differences | |||||||||||||||||||||
| AtJanuary1 | Additions | Disposals | and others | AtSeptember30 | |||||||||||||||||
| Cost: | |||||||||||||||||||||
| Patents and royalty | $ |
8,158,285 |
$ |
- |
$ |
- |
$ |
11,150 |
$ |
8,169,435 |
|||||||||||
| Goodwill | 17,117,339 |
- |
- |
- |
17,117,339 |
||||||||||||||||
| Others | 5,309,115 |
20,388 |
( |
21,369) |
49,104 |
5,357,238 |
|||||||||||||||
30,584,739 |
20,388 |
( |
21,369) |
60,254 |
30,644,012 |
||||||||||||||||
| Accumulated amortization | |||||||||||||||||||||
| and impairment: | |||||||||||||||||||||
| Patents and royalty | ( |
8,151,571) |
( |
4,043) |
- |
- |
( |
8,155,614) |
|||||||||||||
| Others | ( |
4,855,524) |
( |
150,295) |
21,369 |
14,880 |
( |
4,969,570) |
|||||||||||||
( |
13,007,095) |
( |
154,338) |
21,369 |
14,880 |
( |
13,125,184) |
||||||||||||||
$ |
17,577,644 |
($ |
133,950) |
$ |
- |
$ |
75,134 |
$ |
17,518,828 |
||||||||||||
| 2019 | |||||||||||||||||||||
| Transfer, net | |||||||||||||||||||||
| Acquired | exchange | ||||||||||||||||||||
| from business | differences | ||||||||||||||||||||
| AtJanuary1 | Additions | combinations | Disposals | and others | AtSeptember30 | ||||||||||||||||
| Cost: | |||||||||||||||||||||
| Patents and royalty | $ |
8,154,685 |
$ |
- |
$ |
- |
$ |
- |
$ |
- |
$ |
8,154,685 |
|||||||||
| Goodwill | 17,096,628 |
- |
20,711 |
- |
- |
17,117,339 |
|||||||||||||||
| Others | 5,247,197 |
34,069 |
- |
( |
12,578) |
52,501 |
5,321,189 |
||||||||||||||
30,498,510 |
34,069 |
20,711 |
( |
12,578) |
52,501 |
30,593,213 |
|||||||||||||||
| Accumulated amortization | |||||||||||||||||||||
| and impairment: | |||||||||||||||||||||
| Patents and royalty | ( |
8,147,367) |
( |
3,150) |
- |
- |
- |
( |
8,150,517) |
||||||||||||
| Others | ( |
4,669,658) |
( |
189,082) |
- |
12,578 |
689 |
( |
4,845,473) |
||||||||||||
( |
12,817,025) |
( |
192,232) |
- |
12,578 |
689 |
( |
12,995,990) |
|||||||||||||
$ |
17,681,485 |
($ |
158,163) |
$ |
20,711 |
$ |
- |
$ |
53,190 |
$ |
17,597,223 |
B. Details of amortization of intangible assets are as follows:
| Details of amortization of | intangible assets are as follows: | ||
|---|---|---|---|
| Operating costs Operating expenses |
2020 2019 17,269$22,208$30,00139,31547,270$61,523$For the three-month periods ended September30, |
For the nine-month periods ended September30, |
|
202017,269$30,00147,270$ |
202054,070$100,268154,338$ |
2019 | |
74,316$117,916192,232$ |
~25~
- C. The Group performed impairment assessment on the recoverable amount of goodwill on the financial period-end, and calculated based on the value in use. The computation of value in use was based on the cash flow of financial forecast in the next 5 years. The periodical assessment did not include the impairment loss of goodwill.
(13) Other payables
| Bonds payable September30,2020 Other personnel expenses 7,182,929$Payable on machinery and equipment 4,126,940Repairs and maintenance expense payable 2,471,792Utilities expense payable 1,361,493Other payables 8,883,79424,026,948$September30,2020 Bonds payable 8,830,000$Less: Discount on bonds payable 1,270,834)((7,559,166$ |
December31,2019 September30,2019 8,695,902$7,717,976$6,463,0795,681,4022,617,8842,443,4461,125,2751,289,4849,720,5929,973,68828,622,732$27,105,996$December 31, 2019 September30,2019 100,000$100,000$2,982)3,401)(97,018$96,599$ |
|---|---|
(14) Bonds payable
-
A. The issuance of unsecured overseas convertible bonds by the Company in 2019
-
The terms of the first unsecured overseas convertible bonds issued by the Company in 2019 are as follows:
-
(a) The Company issued USD 300 million, 0% first unsecured overseas convertible bonds, as approved by the regulatory authority. The bonds mature 5 years from the issue date (January 22, 2020 ~ January 22, 2025) and will be redeemed in cash at face value at the maturity date.
-
(b) The bondholders have the right to ask for conversion of the bonds into common shares of the Company during the period from the date after three months of the bonds issue to 30 days before the maturity date, except for the stop transfer period as specified in the terms of the bonds or the laws/regulations. The rights and obligations of the new shares converted from the bonds are the same as the issued and outstanding common shares.
-
(c) The conversion price of the bonds is adjusted based on the pricing model in the terms of the bonds. As of September 30, 2020, the convertible bonds have not yet to be transferred to common shares and with a conversion price of $10.59 (in dollars) (using the exchange rate 1 USD: 29.913 NTD).
-
(d) The bondholders have the right to require the Company to redeem bonds at the price of the bonds’ face value in whole or partially on the date of three years after the bond issuance.
-
(e) Under the terms of the bonds, all bonds repurchased (including from secondary market), early redeemed and matured by the Company, or converted and sold back by the bondholder will be cancelled and not to be reissued.
~26~
-
B. Regarding the issuance of convertible bonds, the non-equity conversion options, redeem options and put options were separated from their host contracts and were recognized in ‘financial assets or liabilities at fair value through profit or loss’ in net amount in accordance with IFRS 9 because the economic characteristics and risks of the embedded derivatives were not closely related to those of the host contracts.
-
C. The issuance of domestic convertible bonds by the Group’s subsidiary GIO Optoelectronics Corp. (referred herein as “GIO Company”):
-
The terms of the first domestic secured convertible bonds issued by GIO Company are as follows:
-
(a) GIO Company issued $100,000, 0% first domestic secured convertible bonds, as approved by the regulatory authority. The bonds mature 3 years from the issue date (October 1, 2018 ~ October 1, 2021) and will be redeemed in cash at face value at the maturity date.
-
(b) The bondholders have the right to ask for conversion of the bonds into common shares of GIO Company during the period from the date after three months of the bonds issue to 10 days before the maturity date, except for the stop transfer period as specified in the terms of the bonds or the laws/regulations. The rights and obligations of the new shares converted from the bonds are the same as the issued and outstanding common shares.
-
(c) The conversion price of the bonds is set up based on the pricing model in the terms of the bonds, and is subject to adjustments if the condition of the anti-dilution provisions occurs subsequently. The conversion price was $10.7 (in dollars) per share upon issuance.
-
(d) Under the terms of the bonds, all bonds redeemed (including bonds repurchased from the Taipei Exchange), matured and converted are cancelled and not to be re-issued; all rights and obligations attached to the bonds are also extinguished.
-
-
D. Regarding the issuance of convertible bonds, the equity conversion options of GIO company amounting to $4,778 were separated from the liability component and were recognized in ‘capital surplus—share options’ in accordance with IAS 32.
-
(15) Long term borrowings
| Type of loans Syndicated bank loans Secured borrowings Less: Administrative expenses charged by syndicated banks Current portion (includes administrative expenses) Range of interest rates |
Period September30,2020 December31,2019 September30,2019 2016/12/6~2024/4/1533,500,000$35,730,000$40,980,000$2016/7/29~2022/7/2871,000120,500137,000169,557)(223,719)(241,746)(10,548,270)(16,022,013)(16,022,951)(22,853,173$19,604,768$24,852,303$1.45%~2.07%1.79%~2.07%1.79%~2.07% |
|---|---|
- A. Please refer to Note 8 for the information on assets pledged as collateral for long-term borrowings.
~27~
-
B. The syndicated loan agreements specified that the Company shall meet covenants on current ratio, liability ratio, interest coverage, and tangible net equity, based on the Company’s annual consolidated financial statements audited by independent auditors. The Company’s financial ratios on the consolidated financial statements for the year ended December 31, 2019 are in compliance with the covenants on the syndicated loan agreement.
-
C. For repayment of borrowings from financial institutions and financing mid-term working capital fund, the Board of Directors approved the signing of a syndicated loan with financial institution in the amount of $37.5 billion on May 5, 2020. As of September 30, 2020, the loan has yet to be drawn down.
(16) Pensions
-
A. Defined benefit pension plan
-
The Company and its domestic subsidiaries have a defined benefit pension plan in accordance with the Labor Standards Law, 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 Law.
-
B. Defined contribution pension plan
-
(a) Effective July 1, 2005, 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.
-
(b) The subsidiaries in Mainland China have defined contribution plans. Monthly contributions to an independent fund administered by the government in accordance with the pension regulations in the People’s Republic of China (PRC) are based on certain percentages of employees’ monthly salaries and wages.
-
C. The pension costs under the defined contribution pension plans of the Group for the three-month and nine-month periods ended September 30, 2020 and 2019 were $425,506, $454,001, $1,229,719 and $1,395,885, respectively.
(17) Share-based payment
- A. For the nine-month periods ended September 30, 2020 and 2019, the share-based payment arrangements of the Group’s subsidiary were as follows:
| Type of loans arrangement Grant date Employee stock options 2017/10/01Employee stock options 2020/07/07Treasury stock transferred to employees 2020/08/17 |
Quantity granted (inthousand units) |
Contract period (inyears) 51.08;6- |
Vesting conditions |
|---|---|---|---|
6,6007,50080,000 |
Note 1 Note 2 Vested immediately |
- Note 1: The employees’ stock options of the subsidiary, GIO Company, are exercised based on the issue date. After the date of issuance (2 to 3 years), the employees can exercise their employee stock options in batch at the ratio of 60% and 40%. Stock options that not exercise before the expiry date will be permanently forfeited.
~28~
-
Note 2: The employees’ stock options of the subsidiary, InnoCare Optoelectronics Corporation (referred herein as “InnoCare Company”), are exercised based on the issue date and the following two plans :(a) for 1 year after the date of issuance, the employees can exercise their employee stock options all at once; and (b) for 2 to 4 years after the date of issuance, the employees can exercise their employee stock options in batch at the ratio of 30%, 30% and 40%. Stock options that not exercise before the expiry date will be permanently forfeited.
-
B. Details of the share-based payment arrangements are as follows:
-
- -
(a) Employee stock options GIO Company
| Options outstanding at the beginning of the period Options forfeited Options outstanding at the end of the period Options exercisable at the end of the period |
Quantity Weighted-average (in thousand exercise price units) (indollars) 6,2329.6$--6,2329.63,7392020 |
Quantity Weighted-average (in thousand exercise price units) (indollars) 6,2329.6$--6,2329.63,7392020 |
Quantity Weighted-average (in thousand exercise price units) (indollars) 6,3729.8$140)(-6,2329.8-2019 |
|---|---|---|---|
| Quantity (in thousand units) |
|||
6,232-6,2323,739 |
9.6$-9.6 |
-
- -
(b) Employee stock options InnoCare Company
Employee stock options-InnoCare Company |
|||
|---|---|---|---|
| Options outstanding at the beginning of the period Options exercised Options outstanding at the end of the period Options exercisable at the end of the period |
Weighted-average exercise price (indollars) 2020 |
||
| Quantity (in thousand units) |
|||
-7,5007,500- |
-$22.522.5 |
- C. The expiry date and exercise price of stock options outstanding at balance sheet date are as follows:
| Issue date approved 2017.10.1 2020.7.7 |
Expiry date 2022.9.30 2026.7.6 |
September | Exercise price (indollars) $ 9.622.530,2020 |
|---|---|---|---|
| Quantity (inthousand units) 6,2327,500 |
~29~
| December31,2019 | ||
|---|---|---|
| Quantity Exercise price |
||
| Issue date approved | Expiry date | (in thousand units) (in dollars) |
| 2017.10.1 | 2022.9.30 | 6,232 $ 9.6 |
| September 30, 2019 | ||
| Quantity Exercise price |
||
| Issue date approved | Expiry date | (in thousand units) (in dollars) |
| 2017.10.1 | 2022.9.30 | 6,232 $ 9.8 |
- D. The fair value of stock options granted is measured using the Black-Scholes option-pricing model. Relevant information is as follows:
| Type of loans arrangement Grant date Employee stock options 2017.10.01 Employee stock options 2020.07.07 |
Price (in dollars) 2.18 23.61 |
Exercise Expected Price volatility (in dollars) (%) 10 48.38~ 48.58 22.5 35.59~ 45.98 |
Expected duration (inyears) 3.5~4 1.04~5 |
Risk-free Expected interest dividends rate (%) - 0.63~ 0.68 - 0.26~ 0.37 |
Fair value per unit (in dollars) |
|---|---|---|---|---|---|
| 0.0783~ 0.1099 4.88~ 8.16 |
- E. The information on fair value of treasury stock transferred to the employees is as follows:
| Type of loans arrangement Treasury stock transferred to employees |
Grant date 2020.08.17 |
Price (indollars) 8.27 |
Exercise Fair value Price per unit (indollars) (in dollars) 3.5 4.77 |
|---|---|---|---|
- F. For the three-month and nine-month periods ended September 30, 2020 and 2019, the Group recognized expenses on share-based payment transaction (equity settlement) and the cost of employees’ compensation from treasury stock transferred to employees were $388,435, $8, $388,475 and $8, respectively.
(18) Provisions-current
| At January 1, 2020 Additions during the period Used during the period (At September 30, 2020 |
Warranty3,965,902$299,172638,780)3,626,294$ |
Litigation and others2,810,025$137,670-(2,947,695$ |
Total6,775,927$436,842638,780)6,573,989$ |
|---|---|---|---|
- A. Warranty
The Group provides warranty on TFT-LCD panel products sold. Provision for warranty is estimated based on historical warranty data of TFT-LCD panel products.
- B. Litigation and others
Litigation and other provisions for the Group are related to patents of TFT-LCD panel products and anti-trust litigations. For information on estimation of provisions, please refer to Note 9(1).
~30~
(19) Share capital
- A. As of September 30, 2020, the Company’s authorized and outstanding capital were $105,000,000 and $97,110,720, with a par value of $10 (in dollars) per share, respectively. All proceeds from shares issued have been collected.
Movements in the number of the Company’s ordinary shares outstanding are as follows:
| 2020 Quantity (in thousand units) At January 1 9,631,072Treasury stock transferred to employees 80,000Stocks retired -(At September 30 9,711,072 |
2019 Quantity (in thousand units) 9,952,072-138,200)9,813,872 |
|---|---|
-
B. Treasury shares
-
(a) Reason for share reacquisition and movements in the number of the Company’s treasury shares are as follows:
| shares are as follows: | ||
|---|---|---|
| Quantity (inthousand units) Bookvalue At January 1 80,000618,580$Treasury stock transferred to employees 80,000)(618,580)(Retirement for the period --At September 30 --$2020 |
2019 | |
| Quantity (inthousand units) --138,200138,200 |
Bookvalue | |
-$-1,029,223 |
||
1,029,223$ |
In 2019, the Company repurchased shares in order to transfer to employees and maintain the Company’s credit rating and shareholders’ equity. In November 2019, the Company cancelled the treasury shares which used to maintain the Company’s credit rating and shareholders’ equity in accordance with Securities and Exchange Act.
-
(b) Pursuant to the R.O.C. Securities and Exchange Act, the number of shares bought back as treasury share should not exceed 10% of the number of the Company’s issued and outstanding shares and the amount bought back should not exceed the sum of retained earnings, paid-in capital in excess of par value and realized capital surplus.
-
(c) Pursuant to the R.O.C. Securities and Exchange Act, treasury shares should not be pledged as collateral and the shareholder's rights should not be enjoyed before it is reissued.
-
(d) Pursuant to the R.O.C. Securities and Exchange Act, treasury shares should be reissued to the employees within five years from the reacquisition date and shares not reissued within the five-year period are to be cancelled.
-
(e) For the nine-month period ended September 30, 2020, treasury stocks transferred to employees were 80,000 thousand shares, and cost of employees’ compensation and
~31~
transferred amount were $381,600 and $279,162, respectively. The aforementioned amount is higher than the carrying amount of treasury stock. Thus, the differences were recognized as share capital generated from treasury stock transactions.
(20) Capital surplus
Pursuant to the R.O.C. Company Act, capital surplus arising from paid-in capital in excess of par value on issuance of common stocks and donations can be used to cover accumulated deficit or to issue new stocks or cash to shareholders in proportion to their share ownership, provided that the Company has no accumulated deficit. Further, the R.O.C. Securities and Exchange Act requires that the amount of capital surplus to be capitalized mentioned above should not exceed 10% of the paidin capital each year. Accumulated deficit shall first be covered by retained earnings before the capital reserve can be used to cover the accumulated deficit.
| Share premium At January 1 97,202,453$Cash dividends from capital surplus 963,107)(Recognition of changes in ownership interests in subsidiaries -Recognition of change in equity of associates in proportion to the Group's ownership -Treasury stock transferred to employees -Others 664At September 30 96,240,010$ |
Treasury share transactions 3,141,232$---42,182-3,183,414$ |
Changes in ownership interests in subsidiaries 24$-38---62$2020 |
Share of profit of associates accounted for under equitymethod Total 18,670$100,362,379$-963,107)(-3821,24621,246-42,182-66439,916$99,463,402$ |
Total |
|---|---|---|---|---|
| At January 1 Recognition of changes in ownership interests in subsidiaries Recognition of change in equity of associates in proportion to the Group's ownership At September 30 |
2019 | 2019 | Total99,648,115$1114,756)(99,633,370$ |
|
|---|---|---|---|---|
Sharepremium99,614,690$--99,614,690$ |
Changes in ownership interests in subsidiaries -$11-11$ |
Share of profit (loss) of associates accounted for under equitymethod 33,425$-14,756)(18,669$ |
~32~
(21) Retained earnings
-
A. Under the Company’s Articles of Incorporation, the current year’s earnings, if any, shall first be offset against prior years’ operating losses, then set aside 10% of the remaining amount as legal reserve (until the legal reserve equals the paid-in capital). Preferred dividend shall be distributed after setting aside or reversing a special reserve according to related regulations. The appropriation of the remaining amount along with the unappropriated earnings from previous years shall be proposed by the Board of Directors and resolved by the shareholders. The Company is in an emerging industry which is growing rapidly, and has a capital intensive business. The Company is at the stage of stable growth. In line with the Company’s long-term financial plan in the future, investment environment and business competition situation, the appropriation of dividends shall be proposed by the Board of Directors and resolved by the shareholders, taking into account the future capital expenditure budget and capital requirement of the Company. However, the stock dividends distributed to shareholders shall not exceed twothirds of distributable dividends in current period.
-
B. 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 balance of the reserve exceeds 25% of the Company’s paid-in capital.
-
C. The details of the 2019 deficit compensation which was approved at the stockholders’ meeting in June 2020 and the appropriation of 2018 net income which was approved at the stockholders’ meeting in June 2019 are as follows:
| meeting in June 2019 | are as follows: | are as follows: | are as follows: |
|---|---|---|---|
| Legal reserve Provision of special reserve Cash dividends |
Years endedDecember31, | ||
| Dividends per Amount share(in dollars) -$2,661,974--$2,661,974$2019 |
2018 | ||
Amount-$2,661,974-2,661,974$ |
Amount222,276$3,572,742597,1244,392,142$ |
Dividends per share(in dollars) |
|
0.06$ |
Further, the stockholders’ meeting in June 2020 approved a resolution to distribute cash dividends amounting to $963,107 at $0.1 (in dollars) per share from capital surplus.
~33~
(22) Other equity items
| (22)Other equity items | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2020 | |||||||||||
| Financial assets at | |||||||||||
| fair | value through | ||||||||||
| Currency | other comprehensive | ||||||||||
| translation | income | Total | |||||||||
| At January 1 | ($ |
9,497,686) |
$ |
2,172,249 |
($ |
7,325,437) |
|||||
| Revaluation - gross | - |
249,978 |
249,978 |
||||||||
| Disposal of investments in | |||||||||||
| equity instruments measured | |||||||||||
| at fair value through other | |||||||||||
| comprehensive income | - |
( |
192,328) |
( |
192,328) |
||||||
| Currency translation differences | ( |
592,170) |
- |
( |
592,170) |
||||||
| Share of other comprehensive | |||||||||||
| loss of associates | ( |
41,798) |
- |
( |
41,798) |
||||||
| Effect of income tax | - |
8,377 |
8,377 |
||||||||
| At September 30 | ($ |
10,131,654) |
$ |
2,238,276 |
($ |
7,893,378) |
|||||
| 2019 | |||||||||||
| Financial assets at | |||||||||||
| fair value through | |||||||||||
| Currency | other | comprehensive | |||||||||
| translation | income | Total | |||||||||
| At January 1 | ($ |
6,461,149) |
$ |
1,797,686 |
($ |
4,663,463) |
|||||
| Revaluation - gross | - |
266,359 |
266,359 |
||||||||
| Currency translation differences | ( |
1,123,383) |
- |
( |
1,123,383) |
||||||
| Share of other comprehensive | |||||||||||
| loss of associates | ( |
54,029) |
- |
( |
54,029) |
||||||
| Effect of income tax | - |
61,035 |
61,035 |
||||||||
| At September 30 | ($ |
7,638,561) |
$ |
2,125,080 |
($ |
5,513,481) |
|||||
| (23)Operating income | |||||||||||
| For | the three-month periods | For the nine-month periods | |||||||||
| endedSeptember30, | endedSeptember30, | ||||||||||
| 2020 | 2019 | 2020 | 2019 | ||||||||
| TFT-LCD products | $ |
74,568,417 |
63,293,735$ |
$ |
191,843,194 |
$ |
186,393,293 |
The Group derives revenue from the transfer of goods at a point in time.
~34~
(24) Interest income
| Interest income | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| For the three-month | periods | For the nine-month periods | ||||||||||
| ended September30, | ended September30, | |||||||||||
| 2020 | 2019 | 2020 | 2019 | |||||||||
| Interest income from | $ |
23,449 |
$ |
94,256 |
$ |
184,421 |
$ |
493,820 |
||||
| bank deposits | ||||||||||||
| Interest income from | ||||||||||||
| financial assets at | ||||||||||||
| amortized cost | 29,039 |
80,518 |
140,089 |
363,220 |
||||||||
$ |
52,488 |
$ |
174,774 |
$ |
324,510 |
$ |
857,040 |
|||||
| Other income | ||||||||||||
| For the three-month | periods | For the nine-month periods | ||||||||||
| ended September 30, | ended September 30, | |||||||||||
| 2020 | 2019 | 2020 | 2019 | |||||||||
| Service revenue | $ |
101,270 |
$ |
80,811 |
$ |
353,757 |
$ |
294,595 |
||||
| Grant revenue | 114,261 |
222,656 |
332,229 |
286,426 |
||||||||
| Dividends revenue | 96,222 |
14,587 |
199,301 |
124,396 |
||||||||
| Rental revenue | 36,585 |
33,195 |
127,216 |
146,265 |
||||||||
| Other income | 467,830 |
230,767 |
762,427 |
578,556 |
||||||||
$ |
816,168 |
$ |
582,016 |
$ |
1,774,930 |
$ |
1,430,238 |
|||||
| Other gains and losses | ||||||||||||
| For the three-month | periods | For the nine-month periods | ||||||||||
| ended September30, | ended September30, | |||||||||||
| 2020 | 2019 | 2020 | 2019 | |||||||||
| Net gain on financial | $ |
944,664 |
$ |
283,711 |
$ |
1,229,001 |
$ |
1,414,996 |
||||
| assets and liabilities | ||||||||||||
| at fair value through | ||||||||||||
| profit or loss | ||||||||||||
| Net currency exchange | ||||||||||||
| (loss) gain | ( |
1,287,442) |
627,557 |
( |
1,224,929) |
( |
38,244) |
|||||
| Gain on disposal of | ||||||||||||
| investments | - |
10,916 |
- |
21,069 |
||||||||
| Loss on disposal of | ||||||||||||
| property, plant and | ||||||||||||
| equipment | ( |
91,783) |
( |
20,498) |
( |
99,290) |
( |
107,249) |
||||
| Other gains (losses) | 7,038 |
( |
70,930) |
( |
768,814) |
( |
108,804) |
|||||
($ |
427,523) |
$ |
830,756 |
($ |
864,032) |
$ |
1,181,768 |
(25) Other income
(26) Other gains and losses
~35~
(27) Finance costs
| Finance costs | |||
|---|---|---|---|
| Expenses by nature Interest expense: Bank borrowings Convertible bonds Others Employee benefit expense: Salaries and other short-term employee benefits Employee stock options Post-employment benefits Depreciation Amortization |
2020 2019 147,231$236,766$69,137-28,29926,574244,667$263,340$For the three-month periods ended September 30, 2020 2019 8,719,547$9,161,869$388,4358425,506454,0018,898,6118,801,09047,27061,52318,479,369$18,478,491$For the three-month periods ended September 30, |
For the nine-month periods ended September 30, |
|
| 2020 2019 488,568$715,349$192,053-80,86081,623761,481$796,972$For the nine-month periods ended September 30, |
2019 | ||
715,349$-81,623796,972$ |
|||
20208,719,547$388,435425,5068,898,61147,27018,479,369$ |
202026,469,641$388,4751,229,71926,429,358154,33854,671,531$ |
2019 | |
27,419,845$81,395,88526,280,209192,232 |
|||
55,288,179$ |
(28) Expenses by nature
(29) Employees’ compensation and directors’ remuneration
-
A. According to the Articles of Incorporation of the Company, a ratio of profit of the current year distributable, after covering accumulated losses, shall be distributed as employees' compensation and directors’ remuneration. The ratio shall not be lower than 5% for employees’ compensation and shall not be higher than 0.1% for directors’ remuneration.
-
B. For the nine-month periods ended September 30, 2020 and 2019, the Company incurred a net loss, and thus did not accrue employees’ compensation and directors’ remuneration.
-
For the year ended December 31, 2019, the Company incurred a net loss. Thus, there was no distribution of employees' compensation and directors’ remuneration as resolved by the Board of Directors on February 13, 2020.
-
Information about employees’ compensation and directors’ remuneration of the Company as resolved by the Board of Directors will be posted in the “Market Observation Post System” at the website of the Taiwan Stock Exchange.
~36~
(30) Income tax
A. Income tax expense
(a) Components of income tax expense:
| 2020 2019 Current tax: Current tax on profit for the period 35,255)($572,098$Prior year income tax under (over) estimation 3,9385,043)(Total current tax 31,317)(567,055Deferred tax: Origination and reversal of temporary differences 357,959247,166Loss carryforward 266,219)(383,310)((Income tax expense 60,423$430,911$For the three-month periods endedSeptember30, |
2020 2019 544,771$1,032,617$51,131943,256)(595,90289,361417,966237,285144,548)402,106869,320$728,752$For the nine-month periods endedSeptember30, |
|---|---|
(b) The income tax credit relating to components of other comprehensive income is as follows:
| Changes in fair value of financial assets at fair value through other comprehensive income |
2020 2019 -$-$For the three-month periods endedSeptember30, |
For the nine-month periods ended September 30, |
|---|---|---|
2020-$ |
2020 2019 8,377)($61,035)($ |
- B. The Company’s income tax returns through 2016 have been assessed and approved by the Tax Authority.
(31) Earnings (loss) per share
| Authority. Earnings (loss) per share |
|||
|---|---|---|---|
| Basic earnings per share Profit attributable to ordinary shareholders of the parent Diluted earnings per share Profit attributable to ordinary shareholders of the parent Assumed conversion of all dilutive potential ordinary shares: Convertible bonds Profit attributable to ordinary shareholders of the parent plus assumed conversion of all dilutive potential ordinary shares |
For the three-monthperiod endedSeptember30,2020 | ||
| Amount after tax 1,542,175$1,542,17568,7121,610,887$ |
Weighted average number of ordinary shares outstanding (shares in thousands) 9,659,7319,659,731847,39410,507,125 |
Earnings per share (in dollars) |
|
0.16$0.15$ |
~37~
| Basic loss per share Loss attributable to ordinary shareholders of the parent Basic loss per share Loss attributable to ordinary shareholders of the parent Basic loss per share Loss attributable to ordinary shareholders of the parent |
Weighted average number of ordinary Amount shares outstanding Loss per share after tax (shares in thousands) (in dollars) 3,888,393)($9,880,9930.39)($For the three-monthperiod endedSeptember30,2019 Weighted average number of ordinary Amount shares outstanding Loss per share after tax (shares in thousands) (in dollars) 8,507,098)($9,640,6950.88)($For the nine-monthperiod endedSeptember30,2020 Weighted average number of ordinary Amount shares outstanding Loss per share after tax (shares in thousands) (in dollars) 10,583,525)($9,928,1181.06)($For the nine-monthperiod endedSeptember30,2019 |
|---|---|
| Amount after tax 10,583,525)($ |
For the three-month period ended September 30, 2019 and nine-month periods ended September 30, 2020 and 2019, the Group’s convertible bonds and employees’ compensation were not included in the calculation of basic losses per share due to its anti-dilutive effect.
(32) Business combinations
-
A. On September 18, 2019, the Group acquired 39 % of the share capital of GIO Company for $192,405, which the ownership change from 24% to 63%, and obtained control over GIO Company. The main business of GIO Company is LCD glass substrate processing, LED lighting and its control power supply. As a result of the acquisition, the Group is expected to increase economic scale and strategic synergy.
-
B. The reference date of the consolidation was set on September 18, 2019. Under the principles of IFRS 3, ‘Business Combinations’, details of the acquisition are as follows:
~38~
| GIO Company | ||
|---|---|---|
| Purchase consideration - cash paid | $ |
192,405 |
| Fair value of equity interest in GIO Company | ||
| held before the business combination | 117,446 |
|
| Fair value of the non-controlling interest | 180,351 |
|
490,202 |
||
| Fair value of the identifiable assets acquired and liabilities | ||
| assumed | ||
| Cash | 522,951 |
|
| Notes and accounts receivable and other current assets | 62,231 |
|
| Property, plant and equipment | 333,713 |
|
| Other non-current assets | 9,766 |
|
| Notes and accounts payable and other current liabilities | ( |
290,131) |
| Other non-current liabilities | ( |
169,039) |
| Total identifiable net assets | 469,491 |
|
| Goodwill | $ |
20,711 |
-
C. The Group recognized a gain of $10,915 as a result of measuring at fair value its 24% equity interest in GIO Company held before the business combination.
-
D. GIO Company and its subsidiaries were consolidated since September 18, 2019. Had GIO Company and its subsidiaries been consolidated from January 1, 2019, the consolidated statement of comprehensive income would show operating revenue of $186,477,863 and loss before income tax of $9,856,820 for the nine-month period ended September 30, 2019.
-
(33) Supplemental cash flow information
-
A. Investing activities with partial cash payments:
| Purchase of property, plant and equipment Add: Opening balance of payable on equipment Less: Ending balance of payable on equipment (Cash paid during the period |
2020 2019 13,409,165$17,973,867$6,463,0797,982,9784,126,940)5,681,402)(15,745,304$20,275,443$Forthenine-monthperiods ended September30, |
|---|---|
202013,409,165$6,463,0794,126,940)(15,745,304$ |
- B. Cash received for the acquisition of business subsidiary:
| Total consideration Less: Cash of subsidiary (Net cash received for the acquisition of business subsidiary ( |
For the nine-month period endedSeptember30,2019 192,405$522,951)330,546)$ |
|---|---|
~39~
(34) Changes in liabilities from financing activities
For the nine-month period ended September 30, 2020, liabilities from financing activities include short-term borrowings, bonds payable, long-term borrowings and lease liabilities. Changes in those items result from cash flow from financing activities, discount and amortization of bonds payable as well as changes in exchange rate. The summarized significant changes are as follows and other information is provided in the consolidated statements of cash flows.
| 2020 | |||
|---|---|---|---|
| Bonds payable | |||
| At January 1 | $ |
97,018 |
|
| Changes in cash flow from financing activities | 8,900,934 |
||
| Impact of changes in foreign exchange rate | ( |
208,476) |
|
| Changes in other non-cash items | ( |
1,230,310) |
|
| At September 30 | $ |
7,559,166 |
For the nine-month period ended September 30, 2019, changes in liabilities from financing activities pertain to changes in cash flow from financing activities. Please refer to the consolidated statements of cash flows.
7. RELATED PARTY TRANSACTIONS
- (1) Names and relationship of related parties
| pertain to changes in cash flow from financing activities. Please of cash flows. LATED PARTY TRANSACTIONS Names and relationship of related parties |
refer to the consolidated statements |
|---|---|
| Names of related parties | Relationship with theGroup |
| Hon Hai Precision Industry Co., Ltd. and its subsidiaries CHENG MEI MATERIALS TECHNOLOGY CORPORATION and its subsidiaries (Note 1) FI Medical Device Manufacturing Co., Ltd. GIO Optoelectronics Corp. (Note 2) |
Other related party Other related party Associate Associate |
(Note 1) CHENG MEI MATRIALS TECHNOLOGY CORPORATION and its subsidiaries were recognized as a non-related party in May 2020.
(Note 2) GIO Optoelectronics Corp. was included in the consolidated financial statements in the third quarter of 2019. Please refer to Note 4(3).
(2) Significant related party transactions
A. Operating revenue
| Operating revenue | |||
|---|---|---|---|
| Sales of goods: Other related parties Associates |
2020 2019 2,306,765$1,988,096$2,6597,8592,309,424$1,995,955$For the three-month periods endedSeptember30, |
For the nine-month periods endedSeptember30, |
|
20202,306,765$2,6592,309,424$ |
20205,931,325$19,4225,950,747$ |
2019 | |
7,003,557$15,206 |
|||
7,018,763$ |
The collection period was mainly 30~90 days upon delivery or on a monthly-closing basis to
~40~
related parties. The sales prices and the trading terms to related parties above were not significantly different from those of sales to third parties.
B. Purchases of goods
| 2020 2019 Purchases of goods: Other related parties 1,119,043$2,536,275$Associates 278,447396,5051,397,490$2,932,780$For the three-month periods endedSeptember30, |
2020 2019 5,245,071$6,359,844$824,9201,248,8976,069,991$7,608,741$For the nine-month periods endedSeptember30, |
|---|---|
The payment term was 30~120 days to related parties after delivery, and 30~180 days to nonrelated parties after delivery or on a monthly-closing basis. The purchase prices and the payment terms from related parties above were not materially different from those of purchases from third parties.
C. Receivables from related parties
| Accounts receivable: Other related parties Associates Less: Transferred other receivables |
September 30, 20202,701,431$43,3762,744,807-2,744,807$ |
December 31, 2019 September30,2019 2,453,195$2,721,975$35,32451,2652,488,5192,773,240-24)(2,488,519$2,773,216$ |
September30,2019 |
|---|---|---|---|
-
(a) The receivables from related parties arise mainly from sales transactions. The receivables are due 30~90 days after the date of sale. The receivables are unsecured in nature and bear no interest.
-
(b) The abovementioned receivables from related parties that exceed normal granting periods were transferred under ‘Other receivables – related parties’.
D. Other receivables from related parties
| Other receivables: Other receivables - Other related parties - Associates Accounts receivable transferred to other receivables - Other related parties |
September30,202022,568$7,796-30,364$ |
December31,201931,987$7,977-39,964$ |
September30,2019 |
|---|---|---|---|
7,841$10,6702418,535$ |
~41~
E. Payables to related parties
| September30,2020 Accounts payable: Other related parties 2,082,141$Associates 130,7782,212,919$ |
December31,20193,647,625$137,3663,784,991$ |
September30,20193,031,023$157,4363,188,459$ |
|---|---|---|
The payables to related parties arise mainly from purchase transactions and are due 30~120 days after the date of purchase. The payables bear no interest.
F. Property transactions
Purchase of property
(a) Acquisition of property, plant and equipment:
| For the three-month | periods | For the nine-month periods | For the nine-month periods | |||
|---|---|---|---|---|---|---|
| ended September30, | ended September | 30, | ||||
| 2020 | 2019 | 2020 2019 |
||||
| Other related parties | $ |
11,833$ |
421 |
$ |
18,163$ |
31,174 |
| Associates | - |
263 |
- |
3,031 |
||
$ |
11,833$ |
684 |
$ |
18,163$ |
34,205 |
|
| Period-end balances arising from purchases of property (shown | as ‘other payables’): | |||||
| September 30, 2020 | December 31, 2019 September |
30,2019 | ||||
| Other related parties | $ |
3,641 |
$ |
1,127,1461,114,667$ |
(b) Period-end balances arising from purchases of property (shown as ‘other payables’):
Sale of property
- (a) Proceeds from sale of property and gain on disposal:
| For the three-month periods | For the three-month periods | For the nine-month periods | For the nine-month periods | ||
|---|---|---|---|---|---|
| ended September | 30,2019 | ended September | 30,2019 | ||
| Disposal | Gain on | Disposal | Gain on | ||
| proceeds | disposal | proceeds | disposal | ||
| Other related parties | $ |
-$ |
- |
828$$ |
141 |
| For the nine-month period | ended September 30, 2020, there was no such transaction. | ||||
| Period-end balances arising from sale of property (shown as ‘other receivables’): | |||||
| September30,2020 | December31,2019 September30,2019 |
||||
| Other related parties | $ |
- |
$ |
25,524$ |
- |
(b) Period-end balances arising from sale of property (shown as ‘other receivables’):
~42~
(3) Key management compensation
| For the three-month periods | For the three-month periods | For the three-month periods | For the three-month periods | For the three-month periods | For the three-month periods | For the nine-month periods | For the nine-month periods | For the nine-month periods | |||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| ended September30, | ended | September 30, | |||||||||||
| 2020 | 2019 | 2020 | 2019 | ||||||||||
| Salaries and other | short-term | ($ |
8,829) |
$ |
8,991 |
$ |
10,814 |
32,350$ |
|||||
| employee benefits (Note) | |||||||||||||
| Shared-based payments | 20,964 |
- |
20,964 |
- |
|||||||||
| Post-employment | benefits | 244 |
151 |
576 |
555 |
||||||||
$ |
12,379 |
$ |
9,142 |
$ |
32,354 |
32,905$ |
|||||||
| Note: For the three-month period ended September 30, 2020, it included estimated | effects. | ||||||||||||
| PLEDGED ASSETS | |||||||||||||
| The Group’s assets pledged | as collateral are as follows: | ||||||||||||
| Book | value | ||||||||||||
| Pledged asset | September30,2020 | December | 31,2019 | September30,2019 | Purpose | ||||||||
| Other current assets | |||||||||||||
| -Demand deposits | $ |
1,250 |
$ |
1,550 |
$ |
1,850 |
Long-term loans | ||||||
| -Time deposits | 1,160 |
- |
78,372 |
Tariff and credit | |||||||||
| card guarantee | |||||||||||||
| Property, plant and | 55,295,587 |
96,026,644 |
99,608,495 |
Long-term loans | |||||||||
| equipment | |||||||||||||
| Intangible assets | - |
27 |
73 |
Long-term loans | |||||||||
| Other non-current | |||||||||||||
| assets | |||||||||||||
| -Time deposits | 3,270 |
3,270 |
1,240 |
Tariff guarantee | |||||||||
| -Refundable | |||||||||||||
| deposits | 801,681 |
359,383 |
372,090 |
Litigation guarantee | |||||||||
$ |
56,102,948 |
$ |
96,390,874 |
$ |
100,062,120 |
8. PLEDGED ASSETS
9. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED CONTRACT
COMMITMENTS
- (1) Contingencies Significant Litigations
- A. In March 2019, the Company received a sanction to the Company and the related employees and managers for the 2006 TFT-LCD pricing collaborations involving Chi Mei Optoelectronics Corporation from Brazil Administrative Council for Economic Defense - CADE. The fine was paid off on May 8, 2019 and it was confirmed by the representative lawyer of CADE that the Company obeyed the sanction. The Company’s subsidiary in U.S. received a civil complaint from the government of Puerto Rico in September 2018, claiming that the company, together with other defendants of Taiwan, Japan and South Korea panel factories, had unjustified enrichment from the TFT-LCD pricing collaborations in 2006 and requested monetary compensation. The U.S. subsidiary of the company has appointed a lawyer to handle the lawsuit.
~43~
-
B. Eidos Displays, LLC and Eidos III, LLC (“Eidos”) filed a lawsuit against the Company and American subsidiary with the United States District Court for the Eastern District of Texas on April 25, 2011, alleging infringement of its patent. In December 2013, the magistrate judge granted summary judgment that the Eidos patent is invalid. In January 2014, the presiding judge confirmed the summary judgment.
-
In February 2014, Eidos appealed to the United States Court of Appeals for the Federal Circuit (CAFC). In March 2015, the CAFC reversed the district court’s judgment and remanded the case back to the district court for further proceedings. In June 2017, the jury determined that some products of the Company and American subsidiary directly infringed the patent and awarded damages for Eidos. On March 5, 2018, the district court entered judgment. In January 2020, the Company reached an agreement on the main settlement terms with Eidos during the third mediation. In April 2020, the court granted the judgment that the case shall be closed by mutually performing the settlement terms and the lawsuits have no effect on the Company’s financial position and operations.
-
C. On July 10, 2018, Vista Peak Ventures, LLC (VPV) filed four complaints against the Company in the United States District Court for the Eastern District of Texas, alleging the infringement of several of its patents. The Company reached settlements with VPV for the aforementioned lawsuits and acquired relevant patent portfolio licensing in the first quarter of 2019. VPV also dismissed the action and the lawsuits have no effect on the Company’s financial position and operations.
-
D. On March 23, 2018, Chongqing HKC Optoelectronics Technology Co., Ltd. (HFC) filed five complaints against the subsidiaries of the Company, Ningbo Innolux Optoelectronics Ltd., Foshan Innolux Optoelectronics Ltd. as well as their customers and terminal distributors of TV products with the Fifth Intermediate People’s Court in Chongqing, alleging the infringement of its patents. Ningbo Innolux Optoelectronics Ltd. submitted a request of patent invalidity to the National Intellectual Property Administration, PRC upon the patents asserted in the complaints. As of May 21, 2019, all five patents asserted by HKC were declared invalid by the National Intellectual Property Administration, PRC. The five lawsuits that were previously disclosed were allegedly withdrawn by the Chongqing court on June 18, 2019. Thus, the lawsuits have no effect on the Company’s financial position and results of operations.
-
E. On September 1, 2020, Granville Technology Group Limited, VMT Limited and OT Computers Limited (all under liquidation) jointly filed a civil complaint against the Company with the Senior Courts of England and Wales, claiming that the Company, together with other defendants of Taiwan and South Korea panel factories, shall be liable for damages incurred from the TFT-LCD pricing collaborations in 2006. The Company has appointed a lawyer to handle the lawsuit.
-
F. The Company had assessed and recognized related losses and liabilities as shown in ‘provisionscurrent’ for the aforementioned investigation relating to anti-trust laws and patent litigation.
~44~
(2) Commitments
- A. Capital expenditure contracted for at the balance sheet date but not yet incurred is as follows:
September 30, 2020 December 31, 2019 September 30, 2019 Property, plant and equipment $ 13,001,836 $ 16,725,390 $ 16,535,499
B. Outstanding letters of credit
The outstanding letters of credit for the purchase of property, plant and equipment are as follows: September 30, 2020 December 31, 2019 September 30, 2019 Outstanding letters of credit $ 129,435 $ 266,384 $ 194,999
10. SIGNIFICANT DISASTER LOSS
None.
11. SUBSEQUENT EVENTS AFTER THE BALANCE SHEET DATE
None.
12. OTHERS
(1) Capital management
No significant changes during the period. Please refer to Note 12 in the consolidated financial statements for the year ended December 31, 2019.
(2) Financial instruments
- A. Financial instruments by category
For information of the Group’s financial assets (financial assets at fair value through profit or loss, financial assets at fair value through other comprehensive income, financial assets at amortized cost, cash and cash equivalents, accounts receivable (including related parties) and other receivables) and financial liabilities (financial liabilities at fair value through profit or loss, accounts payable (including related parties), other payables, lease liability, corporate bonds payable and long-term borrowings (including current portion)), please refer to Note 6 and consolidated balance sheets.
- B. Risk management policies
No significant changes during the period. Please refer to Note 12 in the consolidated financial statements for the year ended December 31, 2019.
-
C. Significant financial risks and degrees of financial risks
-
Except for the following, there was no significant change in the period. Please refer to Note 12 in the consolidated financial statements for the year ended December 31, 2019.
-
(a) Market risk
Foreign exchange risk
- i. The Group operates internationally and is exposed to foreign exchange risk arising from the transactions of the Company and its subsidiaries used in various functional currency, primarily with respect to the USD and RMB. Foreign exchange risk arises from future commercial transactions, recognized assets and liabilities and net investments in foreign operations.
~45~
- ii. The Group’s businesses involve some non-functional currency operations (the Company’s and certain subsidiaries’ functional currency: NTD; other certain subsidiaries’ functional currency: RMB and USD). Based on the simulations performed, the impact on pre-tax profit of a 1% exchange rate fluctuation would be an increase of $259,322 and $194,310 for the nine-month periods ended September 30, 2020 and 2019, respectively. The information on assets and liabilities denominated in foreign currencies whose values would be materially affected by the exchange rate fluctuations is as follows:
| September30, | September30, | 2020 | 2020 | December31, | December31, | 2019 | 2019 | |||
|---|---|---|---|---|---|---|---|---|---|---|
| Foreign | Foreign | |||||||||
| Currency | Exchange | Currency | Exchange | |||||||
| Amount | Rate | Book Value | Amount | Rate | Book Value | |||||
| (in thousands) | (Note) | (NTD) | (in thousands) | (Note) | (NTD) | |||||
| Financial assets | ||||||||||
| Monetary items | ||||||||||
| USD | $ |
5,947,491 |
29.10 |
$ |
173,071,988 |
$ |
5,308,934 |
29.98 |
$ |
159,161,841 |
| JPY | 9,407,984 |
0.28 |
2,634,236 |
8,363,083 |
0.28 |
2,341,663 |
||||
| HKD | 628,436 |
3.75 |
2,356,635 |
658,804 |
3.85 |
2,536,395 |
||||
| EUR | 3,400 |
34.15 |
116,110 |
39,422 |
33.59 |
1,324,185 |
||||
| Non-monetary items | ||||||||||
| USD | $ |
2,764,359 |
29.10 |
$ |
80,442,847 |
$ |
2,621,279 |
29.98 |
$ |
78,585,944 |
| HKD | 563,124 |
3.75 |
2,111,715 |
549,225 |
3.85 |
2,114,516 |
||||
| JPY | 7,579,153 |
0.28 |
2,122,163 |
7,456,590 |
0.28 |
2,087,845 |
||||
| Financial liabilities | ||||||||||
| Monetary items | ||||||||||
| USD | $ |
4,902,412 |
29.10 |
$ |
142,660,189 |
$ |
4,371,165 |
29.98 |
$ |
131,047,527 |
| JPY | 33,215,674 |
0.28 |
9,300,389 |
35,516,290 |
0.28 |
9,944,561 |
||||
| EUR | 8,380 |
34.15 |
286,177 |
5,585 |
33.59 |
187,600 |
||||
| September30, | 2019 | |||||||||
| Foreign | ||||||||||
| Currency | Exchange | |||||||||
| Amount | Rate | Book Value | ||||||||
| (in thousands) | (Note) | (NTD) | ||||||||
| Financial assets | ||||||||||
| Monetary items | ||||||||||
| USD | $ |
4,830,847 |
31.04 |
$ |
149,949,491 |
|||||
| JPY | 8,344,384 |
0.29 |
2,419,871 |
|||||||
| HKD | 185,963 |
3.96 |
736,413 |
|||||||
| EUR | 50,384 |
33.95 |
1,710,537 |
|||||||
| Non-monetary items | ||||||||||
| USD | $ |
2,576,158 |
31.04 |
$ |
79,963,944 |
|||||
| HKD | 559,860 |
3.96 |
2,217,046 |
|||||||
| JPY | 7,554,924 |
0.29 |
2,190,928 |
|||||||
| Financial liabilities | ||||||||||
| Monetary items | ||||||||||
| USD | $ |
4,036,719 |
31.04 |
$ |
125,299,758 |
|||||
| JPY | 34,188,827 |
0.29 |
9,914,760 |
|||||||
| EUR | 5,030 |
33.95 |
170,769 |
~46~
-
Note: Exchange rate represents the amount of NT dollars for which one foreign currency could be exchanged.
-
iii.Total exchange (loss) gain, including realized and unrealized arising from significant foreign exchange variation on the monetary items held by the Group for the three-month and nine-month periods ended September 30, 2020 and 2019 amounted to ($1,287,442), $627,557, ($1,224,929) and ($38,244), respectively.
Price risk
-
i. The Group is exposed to equity securities price risk because of investments held by the Group and classified on the consolidated balance sheet as 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 by the Group in respect of the targets and stages.
-
ii. The Group’s investments in equity securities comprise domestic listed and unlisted stocks. 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 20% with all other variables held constant, pre-tax profit for the nine-month periods ended September 30, 2020 and 2019 would have increased/decreased by $768,853 and $638,310, respectively; other comprehensive gains and losses would have increased/decreased by $865,781 and $850,087, respectively.
Cash flow and fair value interest rate risk
-
i. The Group’s main interest rate risk arises from long-term borrowings with variable rates, which expose the Group to cash flow interest rate risk. During the nine-month periods ended September 30, 2020 and 2019, the Group’s borrowings at variable rate were denominated in the NTD.
-
ii. If the borrowing interest rate of NTD had increased/decreased by 0.25% with all other variables held constant, pre-tax profit for the nine-month periods ended September 30, 2020 and 2019 would have decreased/increased by $62,946 and $77,094, respectively. The main factor is that changes in interest expense result in 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 the contract cash flows. As at September 30, 2020, December 31, 2019 and September 30, 2019, 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 and accounts receivable held by the Group was its carrying amount.
~47~
-
ii. According to the Group’s credit policy, each local entity in 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 managements. The utilization of credit limits is regularly monitored.
-
iii. 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 are past due over 30 days based on the terms, there has been a significant increase in credit risk on that instrument since initial recognition.
-
iv. The Group adopts the assumptions under IFRS 9, the default occurs when the contract payments are past due over 90 days.
-
v. The Group classifies customer’s accounts receivable in accordance with credit rating of customer, credit risk on trade and customer types. The Group applies the simplified approach using the provision matrix to estimate expected credit loss.
-
vi. The following indicators are used to determine whether the credit impairment of debt instruments has occurred:
-
(i) It becomes probable that the issuer will enter bankruptcy or other financial reorganization due to their financial difficulties;
-
(ii) Default or delinquency in interest or principal repayments;
-
(iii) Adverse changes in national or regional economic conditions that are expected to cause a default.
-
vii. The Group adjusted forward looking information based on historical and timely information to assess the default possibility of accounts receivables. According to abovementioned consideration and information, the Group does not expect any significant default possibility of accounts receivable.
-
viii. Movements in relation to the Group applying the simplified approach to provide loss allowance for accounts receivable are as follows:
| At January 1 (September 30) At January 1 Reversal (At September 30 |
2020 Accountsreceivable 209,418$2019 Accounts receivable 209,729$310)209,419$ |
|---|---|
~48~
-
ix. The Group did not recognize significant loss allowance for accounts receivable in accordance with 12 months expected credit losses, because the Group’s financial assets at amortized cost with low credit risk.
-
(c) Liquidity risk
The information below analyses the Group’s non-derivative financial liabilities and netsettled or gross-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date for nonderivative financial liabilities and to the expected maturity date for derivative financial liabilities. The amounts disclosed in the table are the contractual undiscounted cash flows.
| Less than September30,2020 1year Lease liability (Note) 68,081$Bonds payable -Long-term borrowings (including current portion) 10,566,000Less than December31,2019 1year Lease liability 548,688$Bonds payable -Long-term borrowings (including current portion) 16,046,000Less than September30,2019 1year Lease liability 565,770$Bonds payable -Long-term borrowings (including current portion) 16,046,000Non-derivative financial liabilities |
Between 1 and3 years 1,375,757$8,830,00016,705,000Between 1 and3 years 1,062,615$100,00019,404,500Between 1 and3 years 1,100,858$100,00024,621,000 |
Between 3 and5 years 1,179,447$-6,300,000Between 3 and5 years 1,052,983$-400,000Between 3 and5 years 1,088,207$-450,000 |
Over 5 years 2,998,777$--Over 5 years 3,386,241$--Over 5 years 3,577,109$-- |
Total |
|---|---|---|---|---|
| September30,2020 Lease liability (Note) Bonds payable Long-term borrowings (including current portion) December31,2019 Lease liability Bonds payable Long-term borrowings (including current portion) September30,2019 Lease liability Bonds payable Long-term borrowings (including current portion) |
||||
5,622,062$8,830,00033,571,000Total |
||||
6,050,527$100,00035,850,500Total |
||||
6,331,944$100,00041,117,000 |
Note: The Company applied a 1-year grace period for land rental payment starting from September 2020. The payment is repayable in 36 equal monthly installments for 3 years. Except for the above, the non-derivative and derivative financial liabilities of the Group are all due within one year.
(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
~49~
in which transactions for the asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis. The fair value of the Group’s investment in listed stocks is included in Level 1.
-
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. The fair value of the Group’s investment in derivative instruments is included in Level 2.
-
Level 3: Unobservable inputs for the asset or liability. The fair value of the Group’s investment in equity investment without active market is included in Level 3.
-
B. Fair value information of investment property at cost is provided in Note 6(11).
-
C. Financial instruments not measured at fair value
-
The carrying amounts of cash and cash equivalents, accounts receivable, other receivables, financial assets at amortized cost, accounts payable, other payables, lease liability, corporate bonds payable and long-term borrowings (including current portion) are approximate to their fair values.
-
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 is as follows: (a) The related information on the natures of the assets and liabilities is as follows:
| September30,2020 Assets Recurring fair value measurements Financial assets at fair value through profit or loss Equity securities Forward exchange contracts Financial assets at fair value through other comprehensive income Equity securities Liabilities Recurring fair value measurements Financial liabilities at fair value through profit or loss Forward exchange contracts Convertible bonds derivative instruments |
Level 1729,003$-3,285,5814,014,584$-$--$ |
Level 2-$447,304-447,304$44,594$-44,594$ |
Level33,115,261$-1,043,3254,158,586$-$1,671,7951,671,795$ |
Total |
|---|---|---|---|---|
3,844,264$447,3044,328,906 |
||||
8,620,474$ |
||||
44,594$1,671,795 |
||||
1,716,389$ |
~50~
| December31,2019 Assets Recurring fair value measurements Financial assets at fair value through profit or loss Equity securities Forward exchange contracts Convertible bonds Financial assets at fair value through other comprehensive income Equity securities Liabilities Recurring fair value measurements Financial liabilities at fair value through profit or loss Forward exchange contracts September30,2019 Assets Recurring fair value measurements Financial assets at fair value through profit or loss Equity securities Forward exchange contracts Convertible bonds Financial assets at fair value through other comprehensive income Equity securities Liabilities Recurring fair value measurements Financial liabilities at fair value through profit or loss Forward exchange contracts |
Level 1548,180$--3,214,2513,762,431$-$Level 1 2,830,037$--3,005,5315,835,568$-$ |
Level 2-$283,906--283,906$345,463$Level 2 -$42,810--42,810$248,821$ |
Level32,463,055$-33,5211,054,2343,550,810$-$Level3 361,512$-35,9351,244,9021,642,349$-$ |
Total3,011,235$283,90633,5214,268,485 |
|---|---|---|---|---|
7,597,147$ |
||||
345,463$ |
||||
| Total | ||||
3,191,549$42,81035,9354,250,433 |
||||
7,520,727$ |
||||
248,821$ |
-
(b) The methods and assumptions the Group used to measure fair value are as follows:
-
i. The instruments the Group used market quoted prices as their fair values (that is, Level
- 1) are listed below by characteristics:
Listed shares Emerging stocks Corporate bond Market quoted price Closing price Last transaction price Weighted average quoted price
ii. Except for financial instruments with active markets, the fair value of other financial instruments is measured by using valuation techniques or by reference to counterparty quotes. The fair value of financial instruments measured by using valuation techniques
~51~
can be referred to current fair value of instruments with similar terms and characteristics in substance, discounted cash flow method or other valuation methods, including calculated by applying model using market information available at the consolidated balance sheet date.
-
iii. When assessing non-standard and low-complexity financial instruments, for example, foreign exchange swap contracts, the Group adopts valuation technique that is widely used by market participants. The inputs used in the valuation method to measure these financial instruments are normally observable in the market.
-
iv. The valuation of derivative financial instruments is based on valuation model widely accepted by market participants, such as present value techniques and option pricing models. Forward exchange contracts and foreign exchange swap contracts are usually valued based on the current forward exchange rate. Convertible bonds derivative instruments are measured by using appropriate option pricing models (binary tree model for convertible bond pricing).
-
v. The output of valuation model is an estimated value and the valuation technique may not be able to capture all relevant factors of the Group’s financial and non-financial instruments. Therefore, the estimated value derived using valuation model is adjusted accordingly with additional inputs, for example, model risk or liquidity risk and etc. In accordance with the Group’s management policies and relevant control procedures relating to the valuation models used for fair value measurement, management believes adjustment to valuation is necessary in order to reasonably represent the fair value of financial and non-financial instruments at the consolidated balance sheet. The inputs and pricing information used during valuation are carefully assessed and adjusted based on current market conditions.
-
vi. The Group takes into account adjustments for credit risks to measure the fair value of financial and non-financial instruments to reflect credit risk of the counterparty and the Group’s credit quality.
-
E. For the nine-month periods ended September 30, 2020 and 2019, there was no transfer between Level 1 and Level 2.
-
F. The following table presents the changes in Level 3 instruments for the nine-month periods ended September 30, 2020 and 2019:
~52~
| 2020 | |||||||
|---|---|---|---|---|---|---|---|
| Financial assets at fair value | Equity | Hybrid | |||||
| through profit or loss | securities | instrument | Total | ||||
| At January 1 | $ |
3,517,289 |
$ |
33,521 |
$ |
3,550,810 |
|
| Gains and losses recognized in | |||||||
| profit or loss | 406,315 |
- |
406,315 |
||||
| Gains and losses recognized in | |||||||
| other comprehensive income | ( |
41,887) |
- |
( |
41,887) |
||
| Acquired in the period | 254,152 |
- |
254,152 |
||||
| Conversion in the period | 33,129 |
( |
33,129) |
- |
|||
| Effect on exchange rate changes | ( |
10,412) |
( |
392) |
( |
10,804) |
|
| September 30 | $ |
4,158,586 |
$ |
- |
$ |
4,158,586 |
|
| 2020 | |||||||
| Financial liabilities at fair value | Derivative | ||||||
| through profit or loss | instruments | ||||||
| At January 1 | $ |
- |
|||||
| Gains and losses recognized in | |||||||
| profit or loss | 249,432 |
||||||
| Issued in the period | 1,422,363 |
||||||
| September 30 | $ |
1,671,795 |
|||||
| 2019 | |||||||
| Equity | Hybrid | ||||||
| securities | instrument | Total | |||||
| At January 1 | $ |
1,516,476 |
$ |
35,559 |
$ |
1,552,035 |
|
| Gains and losses recognized | |||||||
| in profit or loss | 5,501 |
- |
5,501 |
||||
| Gains and losses recognized | |||||||
| in other comprehensive income | ( |
75,475) |
- |
( |
75,475) |
||
| Acquired in the period | 198,768 |
- |
198,768 |
||||
| Proceeds from capital reduction | ( |
35,585) |
- |
( |
35,585) |
||
| Effect on exchange rate changes | ( |
3,271) |
376 |
( |
2,895) |
||
| September 30 | $ |
1,606,414 |
$ |
35,935 |
$ |
1,642,349 |
G. Because TPV Technology Limited was delisted since November 2019 due to its privatization and there is insufficient observable market information, therefore, the Company transferred the fair value from Level 1 to Level 3 at the end of the month when the event occurred. In September 2020, the Company entered into a term sheet in respect of shares disposal and acquisition with non-related parties and proposed to dispose the common stocks held in TPV Technology Limited. However, to be effective, the internal and external resolutions and approvals shall be obtained by the counterparties of each contract for the relevant transaction and all the preconditions shall be satisfied.
~53~
-
H. Investment management segment is in charge of valuation procedures for fair value measurements being categorized 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, confirming the resource of information is independent, reliable and in line with other resources and represented as the exercisable price, and frequently calibrating valuation model, performing back-testing, updating inputs used to the valuation model and making any other necessary adjustments to the fair value. Convertible bonds derivative instruments are evaluated through outsourced appraisal performed by the external valuer.
-
Investment management segment set up valuation policies, valuation processes, and rules for measuring fair value of financial instruments and ensure compliance with the related requirements in IFRS.
-
I. The following is the qualitative information on significant unobservable inputs and sensitivity analysis of changes in significant unobservable inputs to valuation model used in Level 3 fair value measurement:
| Non-derivative equity instrument: Unlisted shares Venture capital shares Private equity fund investment Derivative instrument liabilities: Convertible bond |
Fair value at September 30,2020 |
Valuation technique |
Significant unobservable input |
Range (weighted average) |
Relationship of inputs to fairvalue |
|---|---|---|---|---|---|
4,101,695$32,53724,3541,671,795 |
Market comparable companies Using the last transaction price in an inactive market Net asset value Binary tree model for convertible bond pricing |
Price to earnings ratio multiple, price to sales ratio multiple, price to book ratio multiple Discount for lack of marketability Not applicable Not applicable Volatility rate |
0.57~17.49(1.00)30%~70%(31%)Not applicable Not applicable 45.7% |
The higher the multiple, the higher the fair value The higher the discount for lack of marketability, the lower the fair value Not applicable Not applicable The higher the volatility, the higher the fair value |
~54~
| Non-derivative equity instrument: Unlisted shares Venture capital shares Private equity fund investment Hybrid instrument: Convertible bond Non-derivative equity instrument: Unlisted shares Venture capital shares Private equity fund investment Hybrid instrument: Convertible bond |
Fair value at December 31,2019 |
Valuation technique |
Significant unobservable input Price to earnings ratio multiple, price to sales ratio multiple, price to book ratio multiple Discount for lack of marketability Not applicable Discount and Volatility rate Significant unobservable input |
Range (weighted average) |
Relationship of inputs to fairvalue |
|---|---|---|---|---|---|
3,492,198$25,09133,521Fair value at September 30,2019 |
Market comparable companies Net asset value Discounted cash flow method and Option pricing model Valuation technique |
0.61~42.08(2.84)30%~70%(31%)Not applicable 1.6%、31.1%(16.3%)Range (weighted average) |
The higher the multiple, the higher the fair value The higher the discount for lack of marketability, the lower the fair value Not applicable The higher the volatility, the higher the fair value; the higher the discount rate, the lower the fair value Relationship of inputs to fairvalue The higher the multiple, the higher the fair value The higher the discount for lack of marketability, the lower the fair value Not applicable The higher the volatility, the higher the fair value; the higher the discount rate, the lower the fair value |
||
1,580,052$26,36235,935 |
Market comparable companies Net asset value Discounted cash flow method and Option pricing model |
Price to earnings ratio multiple, price to sales ratio multiple, price to book ratio multiple Discount for lack of marketability Not applicable Discount and Volatility rate |
0.62~41.52(5.45)30%~70%(33%)Not applicable 2.5%、46.7%(24.6%) |
~55~
- J. The Group has carefully assessed the valuation models and assumptions used to measure fair value. However, use of different valuation models or assumptions may result in different measurement. The following is the effect of profit or loss or of other comprehensive income from financial assets and liabilities categorized within Level 3 if the inputs used to valuation models have changed:
| have changed: | |||||
|---|---|---|---|---|---|
| Financial assets | Input | Change± 1%± 1%Change ± 1%± 1%Change ± 1%± 1% |
Favourable Unfavourable change change $ 31,153($ 31,153)$ 52,380($ 29,682)Favourable Unfavourable change change $ 24,631($ 24,631)335( 335)Recognized inprofit or loss September December September Recognized inprofit or loss |
30,2020 Recognized in other comprehensive income |
|
| Favourable Unfavourable change change $ 10,433($ 10,433)$ -$ -Recognized in other comprehensive income 31,2019 |
Unfavourable change |
||||
| Equity instrument Financial liabilities |
$ 4,158,586$ 1,671,795Input $ 3,517,28933,521Input |
||||
| Derivative instruments Financial assets |
|||||
| Favourable Unfavourable change change $ 10,542($ 10,542)--30,2019 |
Unfavourable change |
||||
| Equity instrument Hybrid instrument Financial assets |
|||||
| Recognized in | Recognized in other comprehensive income |
||||
| Favourable Unfavourable change change $ 12,449($ 12,449)-- |
Unfavourable change |
||||
| Equity instrument Hybrid instrument |
$ 1,606,41435,935 |
13. SUPPLEMENTARY DISCLOSURES
(1) Significant transactions information
-
A. Loans to others: Please 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): Please refer to Table 2.
-
D. Acquisition or sale of the same security with the accumulated cost exceeding $300 million or 20% of the Company’s paid-in capital: Please refer to Table 3.
-
E. Acquisition of real estate reaching $300 million or 20% of paid-in capital or more: None.
-
F. Disposal of real estate reaching $300 million or 20% of paid-in capital or more: None.
-
G. Purchases or sales of goods from or to related parties reaching $100 million or 20% of paid-in
~56~
capital or more: Please refer to Table 4.
-
H. Receivables from related parties reaching $100 million or 20% of paid-in capital or more: Please refer to Table 5.
-
I. Trading in derivative instruments undertaken during the reporting periods: Please refer to Note 6(2).
-
J. Significant inter-company transactions during the reporting period: Please refer to Table 6.
(2) Information on investees
Names, locations and other information of investee companies (not including investees in Mainland China): Please refer to Table 7.
(3) Information on investments in Mainland China
-
A. Basic information: Please refer to Table 8.
-
B. Significant transactions, either directly or indirectly through a third area, with investee companies in the Mainland Area: Please refer to Table 1, 4, 5 and 6.
(4) Major shareholders information
- Names, number of shares and ownership of shareholders whose equity interest is greater than 5%: None.
14. SEGMENT INFORMATION
(1) General information
The Group is primarily engaged in the research, development, design, manufacture and sales of TFTLCD panels, modules and monitors of LCD, color filter, and low temperature poly-silicon TFT-LCD. The chief operating decision-maker considered the business from a perspective of product size of TFT LCD. TFT LCD products are currently classified into big size and small-medium size. Because the Group met the criteria for combining the segment information of big size and small-medium size TFT LCD departments, the Group disclosed only one reportable operating segment for all TFT LCD products.
The Group’s operating segment information was prepared in accordance with the Group’s accounting policies. The chief operating decision-maker allocated resources and assesses performance of the operating segments primarily based on the operating revenue and profit (loss) before tax and discontinued operations of individual operating segment.
(2) Segment information
The segment information provided to the chief operating decision-maker for the reportable segments is as follows:
~57~
| Segment revenue Segment income (loss) Depreciation and amortization Capital expenditure- property, plant and equipment |
2020 2019 2020 2019 TFT LCD TFT LCD TFT LCD TFT LCD 74,568,417$63,293,735$191,843,194$186,393,293$1,599,965$3,455,264)($7,631,563)($9,852,555)($8,945,881$8,862,613$26,583,696$26,472,441$4,733,205$5,033,775$15,745,304$20,275,443$For the three-month periods For the nine-month periods ended September30, ended September30, |
|---|---|
(3) Reconciliation for segment income
In current period, the revenue and income or loss before tax of reportable operating segment are consistent with those of continuing operations.
~58~
Innolux Corporation and Subsidiaries
Table 1
Expressed in thousands of NTD (Except as otherwise indicated)
Loans to others
For the nine-month period ended September 30, 2020
| No. | Creditor | Borrower | General ledger account |
Is a related party |
Maximum outstanding balance during the nine-month period ended September 30, 2020 |
Balance as at September 30, 2020 |
Actual amount drawn down |
Interest rate |
Nature of loan |
Amount of transactions with the borrower |
Reason for short-term financing |
Allowance for doubtful accounts |
Collateral | Collateral | Limit on loans granted to a singleparty |
Ceiling on total loansgranted |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Item | Value | ||||||||||||||||
| 1 1 1 1 1 2 3 4 |
Innocom Technology (Shenzhen) Co., Ltd. Innocom Technology (Shenzhen) Co., Ltd. Innocom Technology (Shenzhen) Co., Ltd. Innocom Technology (Shenzhen) Co., Ltd. Innocom Technology (Shenzhen) Co., Ltd. Nanjing Innolux Technology Ltd. Innolux Japan Co., Ltd. Warriors Technology Investments Ltd. |
Foshan Innolux Optoelectronics Ltd. Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Display Ltd. Shanghai Innolux Optoelectronics Ltd. Nanjing Innolux Optoelectronics Ltd. Nanjing Innolux Optoelectronics Ltd. Lakers Trading Ltd. Lakers Trading Ltd. |
Other receivables Other receivables Other receivables Other receivables Other receivables Other receivables Other receivables Other receivables |
Related parties Related parties Related parties Related parties Related parties Related parties Related parties Related parties |
$ 4,271,880 1,495,158 2,349,534 1,751,471 4,271,880 213,594 2,616,820 3,134,086 |
$ 4,271,880 1,495,158 2,349,534 1,751,471 3,631,098 - 2,616,820 3,134,086 |
$ 4,271,880 1,495,158 1,666,033 1,110,689 2,563,128 - 2,616,820 3,134,086 |
2.00% 2.00% 2.00% 2.00% 2.00% 0.00% 1.00% 0.00% |
Short-term financing Short-term financing Short-term financing Short-term financing Short-term financing Short-term financing Short-term financing Short-term financing |
$ - - - - - - - - |
Operating support Operating support Operating support Operating support Operating support Operating support Operating support Operating support |
$ - - - - - - - - |
- - - - - - - - |
$ - - - - - - - - |
22,880,582 $ 22,880,582 22,880,582 22,880,582 22,880,582 1,098,878 7,673,822 13,226,882 |
22,880,582 $ 22,880,582 22,880,582 22,880,582 22,880,582 1,098,878 7,673,822 13,226,882 |
A A A A A A A A |
Note A:
1.For loans obtained for short-term financing, financial limit on loans granted to a single party shall not exceed 10% of the Group’s net equity, based on the most recent audited financial statements of the creditor.
2.The financial limit on loans granted shall not exceed 40% of the Creditor’s net equity. If it is for short-term capital needs, the limit shall not exceed 30% of the Creditor’s net equity.
3.The policy for loans granted to direct or indirect wholly-owned overseas subsidiaries is as follows: for short-term capital needs, financial limit is not restricted to the abovementioned two rules, however, financial limit on total loans granted and limit on loans granted to a single party for the overseas subsidiaries should not exceed 200% of the creditor’s net equity.
Table 1, Page 1
Innolux Corporation and Subsidiaries
Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures)
September 30, 2020
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 ofSeptember30,2020 | As ofSeptember30,2020 | Footnote | ||
|---|---|---|---|---|---|---|---|---|
| Number of shares | Bookvalue | Ownership (%) | Fairvalue | |||||
| Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Yuan Chi Investment Co., Ltd. Yuan Chi Investment Co., Ltd. InnoJoy Investment Corporation InnoJoy Investment Corporation InnoJoy Investment Corporation InnoJoy Investment Corporation Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Optoelectronics Ltd. |
Common stock AvanStrate Inc. TPV Technology Limited Chi Lin Optoelectronics Co., Ltd. Cheng Mei Materials Technology Corporation General Interface Solution (GIS) Holding Limited Allied Material Technology Corp. Obsidian Sensors, Inc. VIZIO, Inc. Trillion Science, Inc. Cheng Mei Materials Technology Corporation Advanced Optoelectronic Technology, Inc. eChem solutions Corp. EPILEDS Co., Ltd. Fitipower Integrated Technology Inc. 上海辰岱投資中心(有限合夥)Shenzhen Tiandeyu Electronics Co., Ltd. |
None None Other related party None None None None None None None None None None None None None |
Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through other comprehensive income Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through other comprehensive income Financial assets at fair value through other comprehensive income Financial assets at fair value through other comprehensive income Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss |
900,000 150,500,000 14,234,041 57,211,305 847,000 1,209 477,142 927,452 1,439,180 315,000 6,524,222 2,887,500 7,347,144 10,000,000 - 20,623,410 |
$ 15,521 2,113,966 66,426 477,714 105,451 - 69,945 923,544 - 2,630 143,207 35,698 133,718 347,500 549,362 213,594 |
1 6 19 9 - - 12 4 2 - 5 4 7 6 - 10 |
$ 15,521 2,113,966 66,426 477,714 105,451 - 69,945 923,544 - 2,630 143,207 35,698 133,718 347,500 549,362 213,594 |
Table 2, Page 1
| Securities held by | Marketable securities | Relationship with the securities issuer |
General ledger account | As ofSeptember30,2020 | As ofSeptember30,2020 | Footnote | ||
|---|---|---|---|---|---|---|---|---|
| Number of shares | Bookvalue | Ownership (%) | Fairvalue | |||||
| Warriors Technology Investments Ltd. Warriors Technology Investments Ltd. Warriors Technology Investments Ltd. Warriors Technology Investments Ltd. Warriors Technology Investments Ltd. Warriors Technology Investments Ltd. Warriors Technology Investments Ltd. Nets trading Ltd. |
OED Holding Ltd. Obsidian Sensors, Inc. Kymeta Corporation General Interface Solution (GIS) Holding Limited CJK Associates Co., Ltd. Perinnova Limited KA Imaging Inc. PilotTech Global Fund |
None None None None None Other related party Other related party None |
Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through other comprehensive income Financial assets at fair value through other comprehensive income Financial assets at fair value through other comprehensive income Financial assets at fair value through other comprehensive income Financial assets at fair value through other comprehensive income Financial assets at fair value through profit or loss |
16,000,000 414,136 1,027,371 22,525,000 4,000 1,900 1,819,240 90 |
$ 3,167 58,927 32,537 2,804,363 13,326 4,337 33,883 24,354 |
6 11 - 7 14 19 11 - |
$ 3,167 58,927 32,537 2,804,363 13,326 4,337 33,883 24,354 |
Table 2, Page 2
Table 3
Innolux Corporation and Subsidiaries
Acquisition or sale of the same security with the accumulated cost exceeding $300 million or 20% of the Company's paid-in capital
For the nine-month period ended September 30, 2020
Expressed in thousands of NTD (Except as otherwise indicated)
| Investor | Marketable securities (Note 1) |
General ledger account |
Counterparty (Note 2) |
Relationship with the investor (Note 2) |
Balance as at January1,2020 (Note 4) |
Balance as at January1,2020 (Note 4) |
Addition(Note3) | Addition(Note3) | Disposal(Note3) | Disposal(Note3) | Balance as at September30,2020 (Note5) |
Balance as at September30,2020 (Note5) |
||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Number of shares |
Amount | Number of shares |
Amount | Number of shares |
Selling price | Bookvalue | Gain (loss) on disposal |
Number of shares |
Amount | |||||
| Innolux Hong Kong Holding Limited Innolux Hong Kong Holding Limited CarUX Holding Limited CarUX Holding Limited CARUX TECHNOLOGY PTE. LTD. CARUX TECHNOLOGY PTE. LTD. Innolux Hong Kong Holding Limited CarUX Holding Limited |
Innolux Europe B.V. Innolux Optoelectronics Hong Kong Holding Limited Innolux Europe B.V. Innolux Optoelectronics Hong Kong Holding Limited Innolux Europe B.V. Innolux Optoelectronics Hong Kong Holding Limited CarUX Holding Limited CARUX TECHNOLOGY PTE. LTD. |
Investments accounted for using equity method Investments accounted for using equity method Investments accounted for using equity method Investments accounted for using equity method Investments accounted for using equity method Investments accounted for using equity method Investments accounted for using equity method Investments accounted for using equity method |
- - - - - - - - |
- - - - - - - - |
375,810 162,897,802 - - - - 9,500,000 9,400,000 |
$ 377,076 1,598,956 - - - - 285,546 282,539 |
- - 375,810 162,897,802 375,810 162,897,802 39,875,280 39,875,280 |
$ - - 464,341 1,818,180 464,341 1,818,180 1,195,262 1,195,262 |
375,810 162,897,802 375,810 162,897,802 - - - - |
$ 464,341 1,818,180 464,341 1,818,180 - - - - |
$ 377,076 1,598,956 464,341 1,818,180 - - - - |
(Note 6) (Note 6) (Note 6) (Note 6) - - - - |
- - - - 375,810 162,897,802 125,231,749 125,131,749 |
$ - - - - 413,716 1,713,737 3,680,095 3,677,264 |
Table 3, Page 1
| Investor | Marketable securities (Note 1) |
General ledger account |
Counterparty (Note 2) |
Relationship with the investor (Note 2) |
Balance as at January1,2020 (Note 4) |
Balance as at January1,2020 (Note 4) |
Addition(Note3) | Addition(Note3) | Disposal(Note3) | Disposal(Note3) | Balance as at September30,2020 (Note5) |
Balance as at September30,2020 (Note5) |
||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Number of shares |
Amount | Number of shares |
Amount | Number of shares |
Selling price | Bookvalue | Gain (loss) on disposal |
Number of shares |
Amount | |||||
| CARUX TECHNOLOGY PTE. LTD. |
CarUX Technology Inc. |
Investments accounted for using equity method |
- | - | - | $ - | 140,000,000 | $ 1,400,000 | - | $ - | $ - | - | 140,000,000 | $ 1,435,113 |
Note 1: Marketable securities in the table refer to stocks, bonds, beneficiary certificates and other related derivative securities.
Note 2: Fill in the columns the counterparty and relationship if securities are accounted for using the equity method; otherwise leave the columns blank.
Note 3: Aggregate purchases and sales amounts should be calculated separately at their market values to verify whether they individually reach NT$300 million or 20% of paid-in capital or more.
Note 4: The balance at January 1, 2020 includes the investment income (loss) and cumulative translation adjustments.
Note 5: The balance at September 30, 2020 includes the investment income (loss), cumulative translation adjustments and shares transferred.
Note 6: There was no income or loss as it was accounted as reorganization.
Table 3, Page 2
Innolux Corporation and Subsidiaries
Table 4
Expressed in thousands of NTD (Except as otherwise indicated)
Purchases or sales of goods from or to related parties reaching $100 million or 20% of paid-in capital or more
For the nine-month period ended September 30, 2020
| Purchaser/seller | Counterparty | Relationship with the counterparty |
Transaction | Transaction | Differences in transaction terms compared to third party transactions |
Differences in transaction terms compared to third party transactions |
Notes/accounts receivable(payable) | Notes/accounts receivable(payable) | Footnote | ||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchases (sales) |
Amount | Percentage of total purchases (sales) |
Credit term | Unitprice | Credit term | Balance | Percentage of total notes/accounts receivable(payable) |
||||
| Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation |
Innolux USA Inc. Innolux Hong Kong Limited Hongfujin Precision Electronics (Yantai) Co., Ltd. Hon Hai Precision Industry Co., Ltd. Lakers Trading Ltd. InnoCare Optoelectronics Corporation Hongfujin Precision Electronics (Chongqing) Co., Ltd. CARUX TECHNOLOGY PTE. LTD. Foshan Innolux Optoelectronics Ltd. Shenzhen Fugui Precision Industrial Co., LTD. COMPETITION TEAM IRELAND LIMITED FIH (Hong Kong) Limited Cheng Mei Materials Technology Corporation |
An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary of Hon Hai Precision Industry Co., Ltd. Same major stockholder An indirect wholly-owned subsidiary A subsidiary of the Company An indirect wholly-owned subsidiary of Hon Hai Precision Industry Co., Ltd. An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary of Hon Hai Precision Industry Co., Ltd. An indirect wholly-owned subsidiary of Hon Hai Precision Industry Co., Ltd. An indirect wholly-owned subsidiary of Hon Hai Precision Industry Co., Ltd. Other related party |
Sales Sales Sales Sales Sales Sales Sales Sales Sales Sales Sales Sales Purchases |
$ 13,075,489 3,039,950 2,722,011 1,721,931 1,356,544 808,749 671,801 577,969 348,133 270,150 203,528 165,493 912,669 |
7 2 1 1 1 - - - - - - - - |
60-90 days 60 days 60 days 90 days 60 days 60-90 days 45 days 60 days 60 days 60 days 45 days 60 days 90 days after acceptance |
Similar with general sales Similar with general sales Similar with general sales Similar with general sales Similar with general sales Similar with general sales Similar with general sales Similar with general sales Similar with general sales Similar with general sales Similar with general sales Similar with general sales Single purchases target, no basis for comparison |
No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference |
$ 3,983,486 - 955,171 1,417,979 - 928,834 140,584 569,722 48,206 29 73,523 70,088 - |
7 - 2 3 - 2 - 1 - - - - - |
A |
Table 4, Page 1
Differences in transaction
terms compared to third party
| Differences in transaction terms compared to third party |
Differences in transaction terms compared to third party |
||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchaser/seller | Counterparty | Relationship with the counterparty |
Transaction | transactions | Notes/accounts receivable(payable) | Footnote | |||||
| Purchases (sales) |
Amount | Percentage of total purchases (sales) |
Credit term | Unitprice | Credit term | Balance | Percentage of total notes/accounts receivable(payable) |
||||
| Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Foshan Innolux Optoelectronics Ltd. Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Display Ltd. Nanjing Innolux Optoelectronics Ltd. Shanghai Innolux Optoelectronics Ltd. Innocom Technology (Shenzhen) Co., LTD |
Hon Hai Precision Industry Co., Ltd. FI Medical Device Manufacturing Co., Ltd. Lakers Trading Ltd. Innolux Hong Kong Limited Leadtek Global Group Limited Foshan Innolux Optoelectronics Ltd. Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Display Ltd. Lakers Trading Ltd. Leadtek Global Group Limited Lakers Trading Ltd. Innolux Hong Kong Limited Innolux Hong Kong Limited Lakers Trading Ltd. |
Same major stockholder Investee accounted for using the equity method An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary A subsidiary of the Company An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary A subsidiary of the Company An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary |
Purchases Purchases Processing expense Processing expense Processing expense Processing expense Processing expense Processing expense Processing revenue Processing revenue Processing revenue Processing revenue Processing revenue Processing revenue |
440,265 $ 197,889 26,304,216 14,633,438 10,510,381 6,239,729 3,770,512 3,624,556 16,128,226 10,520,792 10,403,878 10,798,988 3,532,750 165,980 |
- - 14 8 6 3 2 2 55 47 56 100 81 100 |
90 days 30 days after acceptance 60 days 60 days 60 days 60 days 60 days 60 days 60 days 60 days 60 days 60 days 60 days 60 days |
Single purchases target, no basis for comparison Single purchases target, no basis for comparison Cost plus Cost plus Cost plus Cost plus Cost plus Cost plus Similar with general transactions Similar with general transactions Similar with general transactions Similar with general transactions Similar with general transactions Similar with general transactions |
No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference |
($ 722,111) - 18,671,629) ( 9,348,474) ( 14,976,765) ( 7,553,507) ( 5,011,421) ( 4,470,886) ( 11,321,617 13,518,036 1,345,944 7,258,788 982,426 478,406 |
1 - 21 11 17 9 6 5 48 62 15 100 69 100 |
Table 4, Page 2
| Purchaser/seller | Counterparty | Relationship with the counterparty |
Transaction | Transaction | Differences in transaction terms compared to third party transactions |
Differences in transaction terms compared to third party transactions |
Notes/accounts receivable(payable) | Notes/accounts receivable(payable) | Footnote | ||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchases (sales) |
Amount | Percentage of total purchases (sales) |
Credit term | Unitprice | Credit term | Balance | Percentage of total notes/accounts receivable(payable) |
||||
| CarUX Technology Inc. Innolux Europe B.V. Innolux Japan Co., Ltd. Ningbo Innolux Optoelectronics Ltd. Innolux Hong Kong Limited InnoCare Optoelectronics Corporation Ningbo Innolux Display Ltd. InnoCare Optoelectronics Corporation InnoCare Optoelectronics Corporation Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Display Ltd. InnoCare Optoelectronics Corporation Ningbo Innolux Optoelectronics Ltd. |
Innolux Corporation Innolux Corporation Innolux Corporation Ningbo Innolux Display Ltd. Nanjing Innolux Technology Ltd. InnoCare Optoelectronics Japan Co., Ltd. Ningbo Innolux Optoelectronics Ltd. InnoCare Optoelectronics USA, INC. Ningbo Innolux Electronics Ltd. Hon Hai Precision Industry Co., Ltd. Hon Hai Precision Industry Co., Ltd. FI Medical Device Manufacturing Co., Ltd. Ningbo Cheng Mei Materials Technology Co., Ltd. |
Ultimate parent company Ultimate parent company Ultimate parent company An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary Same major stockholder Same major stockholder Other related party Other related party |
Processing revenue Service revenue Service revenue Sales Sales Sales Sales Sales Sales Purchases Purchases Purchases Purchases |
947,630 $ 617,391 208,391 4,328,679 2,312,457 1,280,562 776,022 549,465 227,754 1,302,825 1,193,881 627,030 485,401 |
100 89 64 13 8 52 3 22 9 4 5 29 1 |
60 days 60 days 60 days 60 days 60 days 60 days 60 days 60 days 60 days 90 days after goods are shipped 90 days after goods are shipped 30 days after acceptance 90 days after goods are shipped |
Similar with general transactions Similar with general transactions Similar with general transactions Similar with general transactions Similar with general transactions Similar with general transactions Similar with general transactions Similar with general transactions Similar with general transactions Similar with general transactions Similar with general transactions Similar with general transactions Similar with general transactions |
No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference |
423,057 $ 139,098 54,246 1,148,743 559,763 501,355 201,056 216,723 55,640 621,513) ( 567,652) ( 130,778) ( - |
100 86 82 5 4 57 2 24 6 5 6 11 - |
A |
Table 4, Page 3
Differences in transaction
| Differences in transaction | Differences in transaction | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchaser/seller | Counterparty | Relationship with the counterparty |
Transaction | terms compared to third party transactions |
Notes/accounts receivable(payable) | Footnote | |||||
| Purchases (sales) |
Amount | Percentage of total purchases (sales) |
Credit term | Unitprice | Credit term | Balance | Percentage of total notes/accounts receivable(payable) |
||||
| Foshan Innolux Optoelectronics Ltd. Nanjing Innolux Optoelectronics Ltd. Foshan Innolux Optoelectronics Ltd. Foshan Innolux Optoelectronics Ltd. Ningbo Innolux Display Ltd. |
Cheng Mei Materials Technology Corporation Hon Hai Precision Industry Co., Ltd. Ningbo Cheng Mei Materials Technology Co., Ltd. Hon Hai Precision Industry Co., Ltd. Ningbo Cheng Mei Materials Technology Co., Ltd. |
Other related party Same major stockholder Other related party Same major stockholder Other related party |
Purchases Purchases Purchases Purchases Purchases |
320,347 $ 161,926 128,706 122,499 113,177 |
1 1 - - - |
90 days after goods are shipped 90 days after goods are shipped 90 days after goods are shipped 90 days after goods are shipped 90 days after goods are shipped |
Similar with general transactions Similar with general transactions Similar with general transactions Similar with general transactions Similar with general transactions |
No material difference No material difference No material difference No material difference No material difference |
$ - 79,156) ( - 65,070) ( - |
- 2 - - - |
A A A |
(Note A) It was recognized as a non-related party in May 2020.
Table 4, Page 4
Innolux Corporation and Subsidiaries
Receivables from related parties reaching $100 million or 20% of paid-in capital or more
September 30, 2020
| September 30, 2020 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Table 5 Creditor |
Counterparty | Relationship with the counterparty |
Balance as at September 30, 2020 (Note A) |
Turnover rate |
Overdue receivables | Amount collected subsequent to the balance sheet date Allowance for doubtful accounts Expressed in thousands of NTD (Except as otherwise indicated) |
||
| Amount | Action taken | |||||||
| Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Lakers Trading Ltd. Leadtek Global Group Limited Ningbo Innolux Optoelectronics Ltd. Foshan Innolux Optoelectronics Ltd. Innolux Hong Kong Limited Foshan Innolux Optoelectronics Ltd. Nanjing Innolux Optoelectronics Ltd. Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Display Ltd. Innolux Corporation Innolux Corporation |
Innolux USA Inc. Hon Hai Precision Industry Co., Ltd. Hongfujin Precision Electronics (Yantai) Co., Ltd. InnoCare Optoelectronics Corporation CARUX TECHNOLOGY PTE. LTD. Hongfujin Precision Electronics (Chongqing) Co., Ltd. Innolux Corporation Innolux Corporation Leadtek Global Group Limited Lakers Trading Ltd. Innolux Corporation Innolux Corporation Innolux Hong Kong Limited Innolux Corporation Innolux Corporation InnoCare Optoelectronics Corporation CarUX Technology Inc. |
An indirect wholly-owned subsidiary Same major stockholder An indirect wholly-owned subsidiary of Hon Hai Precision Industry Co., Ltd. A subsidiary of the Company An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary of Hon Hai Precision Industry Co., Ltd. Ultimate parent company Ultimate parent company A subsidiary of the Company An indirect wholly-owned subsidiary Ultimate parent company Ultimate parent company An indirect wholly-owned subsidiary Ultimate parent company Ultimate parent company A subsidiary of the Company An indirect wholly-owned subsidiary |
$ 3,983,486 1,417,979 955,171 928,834 179,058 (Shown as other receivables) 569,722 140,584 501,673 (Shown as other receivables) 18,671,629 14,976,765 13,518,036 11,321,617 9,348,474 7,553,507 7,258,788 5,011,421 4,470,886 |
3.91 1.73 5.56 1.37 - 2.71 3.64 - 1.47 0.77 0.87 1.55 2.10 2.20 1.87 2.01 2.16 |
$ - 120,278 - 773,487 154,850 116,331 107,188 17,317 13,089,565 13,521,483 13,518,036 11,321,617 - - 3,304,972 - - |
- Subsequent collection - Subsequent collection Subsequent collection Subsequent collection Subsequent collection Subsequent collection Subsequent collection Subsequent collection Subsequent collection - - Subsequent collection - - Subsequent collection |
$ 1,719,838 453,652 422,662 - - - 23,938 24,815 7,133,092 3,480,696 3,480,696 5,092,517 - - 1,523,349 - 1,547,373 |
$ - - - - - - - - - - - - - - - - - |
Table 5, Page 1
| Creditor | Counterparty | Relationship with the counterparty |
Balance as at September 30, 2020 (Note A) |
Turnover rate |
Overdue receivables | Overdue receivables | Amount collected subsequent to the balance sheet date |
Allowance for doubtful accounts |
|---|---|---|---|---|---|---|---|---|
| Amount | Action taken | |||||||
| Ningbo Innolux Display Ltd. Ningbo Innolux Optoelectronics Ltd. Shanghai Innolux Optoelectronics Ltd. Innolux Hong Kong Limited InnoCare Optoelectronics Corporation Innocom Technology (Shenzhen) Co., Ltd. CarUX Technology Inc. InnoCare Optoelectronics Corporation Ningbo Innolux Display Ltd. Innolux Europe B.V. |
Lakers Trading Ltd. Ningbo Innolux Display Ltd. Innolux Hong Kong Limited Nanjing Innolux Technology Ltd. InnoCare Optoelectronics Japan Co., Ltd. Lakers Trading Ltd. Innolux Corporation InnoCare Optoelectronics USA, INC. Ningbo Innolux Optoelectronics Ltd. Innolux Corporation |
An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary Ultimate parent company An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary Ultimate parent company |
$ 1,345,944 1,148,743 982,426 559,763 501,355 478,406 423,057 216,723 201,056 139,098 |
4.58 5.57 4.40 3.33 4.01 0.56 5.97 5.41 4.54 7.29 |
$ 1,345,944 - - - 228,059 418,492 - 102,605 - - |
Subsequent collection - - - Subsequent collection Subsequent collection - Subsequent collection - - |
$ 1,345,944 580,393 937,357 433,295 117,229 - 137,365 85,405 121,185 69,940 |
$ - - - - - - - - - - |
Note A : For the information on receivables of loans to related parties reaching NT$100 million or 20% of paid-in capital or more, please refer to Table 1.
Table 5, Page 2
Innolux Corporation and Subsidiaries Significant inter-company transactions during the reporting period For the nine-month period ended September 30, 2020
Expressed in thousands of NTD (Except as otherwise indicated)
Table 6
Transaction (Note D and E)
| Number (Note A) |
Companyname | Counterparty | Relationship (Note B) |
General ledger account | Amount | Transaction terms (NoteC) |
Percentage of consolidated total operating revenues or total assets |
|---|---|---|---|---|---|---|---|
| 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 |
Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation |
Lakers Trading Ltd. Lakers Trading Ltd. Lakers Trading Ltd. Innolux Hong Kong Limited Innolux Hong Kong Limited Innolux Hong Kong Limited Leadtek Global Group Limited Leadtek Global Group Limited Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Optoelectronics Ltd. Foshan Innolux Optoelectronics Ltd. Foshan Innolux Optoelectronics Ltd. Foshan Innolux Optoelectronics Ltd. Ningbo Innolux Display Ltd. Ningbo Innolux Display Ltd. Innolux USA Inc. Innolux USA Inc. CarUX Technology Inc. InnoCare Optoelectronics Corporation InnoCare Optoelectronics Corporation InnoCare Optoelectronics Corporation CARUX TECHNOLOGY PTE. LTD. CARUX TECHNOLOGY PTE. LTD. |
11 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 |
Sales Processing expense Accrued expenses Sales Processing expense Accrued expenses Processing expense Accrued expenses Processing expense Accrued expenses Sales Processing expense Accrued expenses Processing expense Accrued expenses Sales Accounts receivable Other receivables Sales Accounts receivable Other receivables Sales Accounts receivable |
1,356,544 $ 26,304,216 18,671,629) ( 3,039,950 14,633,438 9,348,474) ( 10,510,381 14,976,765) ( 3,770,512 5,011,421) ( 348,133 6,239,729 7,553,507) ( 3,624,556 4,470,886) ( 13,075,489 3,983,486 501,673 808,749 928,834 179,058 577,969 569,722 |
-- - - - - - - - - - - - - - - - - - - - - - |
1 14 5 2 8 3 5 4 2 1 - 3 2 2 1 7 1 - - - - - - |
Table 6, Page 1
| Number (Note A) |
Companyname | Counterparty | Relationship (Note B) |
Transaction(Note D and E) | Transaction(Note D and E) | ||
|---|---|---|---|---|---|---|---|
| General ledger account | Amount | Transaction terms (NoteC) |
Percentage of consolidated total operating revenues or total assets |
||||
| 1 1 2 2 3 3 4 4 5 5 6 6 6 6 7 7 8 8 8 8 9 10 10 10 10 10 |
Innocom Technology (Shenzhen) Co., LTD Innocom Technology (Shenzhen) Co., LTD Nanjing Innolux Optoelectronics Ltd. Nanjing Innolux Optoelectronics Ltd. Innolux Hong Kong Limited Innolux Hong Kong Limited Shanghai Innolux Optoelectronics Ltd. Shanghai Innolux Optoelectronics Ltd. Innolux Europe B.V. Innolux Europe B.V. Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Optoelectronics Ltd. Foshan Innolux Optoelectronics Ltd. Foshan Innolux Optoelectronics Ltd. Ningbo Innolux Display Ltd. Ningbo Innolux Display Ltd. Ningbo Innolux Display Ltd. Ningbo Innolux Display Ltd. Innolux Japan Co., Ltd. InnoCare Optoelectronics Corporation InnoCare Optoelectronics Corporation InnoCare Optoelectronics Corporation InnoCare Optoelectronics Corporation InnoCare Optoelectronics Corporation |
Lakers Trading Ltd. Lakers Trading Ltd. Innolux Hong Kong Limited Innolux Hong Kong Limited Nanjing Innolux Technology Ltd. Nanjing Innolux Technology Ltd. Innolux Hong Kong Limited Innolux Hong Kong Limited Innolux Corporation Innolux Corporation Leadtek Global Group Limited Leadtek Global Group Limited Ningbo Innolux Display Ltd. Ningbo Innolux Display Ltd. Lakers Trading Ltd. Lakers Trading Ltd. Lakers Trading Ltd. Lakers Trading Ltd. Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Optoelectronics Ltd. Innolux Corporation Ningbo Innolux Electronics Ltd. InnoCare Optoelectronics Japan Co., Ltd. InnoCare Optoelectronics Japan Co., Ltd. InnoCare Optoelectronics USA, INC. InnoCare Optoelectronics USA, INC. |
3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 |
Processing revenue Accounts receivable Processing revenue Accounts receivable Sales Accounts receivable Processing revenue Accounts receivable Service revenue Accounts receivable Processing revenue Accounts receivable Sales Accounts receivable Processing revenue Accounts receivable Processing revenue Accounts receivable Sales Accounts receivable Service revenue Sales Sales Accounts receivable Sales Accounts receivable |
165,980 $ 478,406 10,798,988 7,258,788 2,312,457 559,763 3,532,750 982,426 617,391 139,098 10,520,792 13,518,036 4,328,679 1,148,743 16,128,226 11,321,617 10,403,878 1,345,944 776,022 201,056 208,391 227,754 1,280,562 501,355 549,465 216,723 |
- - - - - - - - - - - - - - - - - - - - - - - - - - |
- - 6 2 1 - 2 - - - 5 4 2 - 8 3 5 - - - - - 1 - - - |
Table 6, Page 2
Transaction (Note D and E)
| Number (Note A) |
Companyname | Counterparty | Relationship (Note B) |
General ledger account | Amount | Transaction terms (NoteC) |
Percentage of consolidated total operating revenues or total assets |
|---|---|---|---|---|---|---|---|
| 11 11 |
CarUX Technology Inc. CarUX Technology Inc. |
Innolux Corporation Innolux Corporation |
3 3 |
Processing revenue Accounts receivable |
947,630 $ 423,057 |
- - |
- - |
Note A: The information of transactions between the Company and the consolidated subsidiaries should be noted in “Number” column.
-
(1) Number 0 represents the parent company.
-
(2) The subsidiaries are numbered in order from number 1.
Note B: 1 refers to the parent company to the subsidiary.
- 3 refers to the subsidiary to the subsidiary.
Note C: Except for no comparable transactions from related parties, sales prices were similar to non-related parties transactions and the collection period was mainly 30~90 days; the purchases from related parties were at market prices and payment term was 30~120 days upon receipt of goods.
- Note D: Amount disclosure standard: purchases, sales and receivables from related parties in excess of $100 million or 20% of capital.
Note E: For the information on transactions between the Company and the consolidated subsidiaries relating to nature of loan, please refer to Table 1.
Table 6, Page 3
Innolux Corporation and Subsidiaries
Table 7
Information on investees
For the nine-month period ended September 30, 2020
Expressed in thousands of NTD
(Except as otherwise indicated)
| Investor | Investee | Location | Main business activities |
Initial investment amount | Initial investment amount | Shares held a | s atSeptember30,2020 | s atSeptember30,2020 | Net profit (loss) of the investee for the nine-month period ended September 30, 2020 |
Investment income (loss) recognized by the Company for the nine-month period ended September 30, 2020 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at September 30, 2020 |
Balance as at December 31, 2019 |
Number of shares | Ownership (%) |
Bookvalue | |||||||
| Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation |
Innolux Holding Limited Keyway Investment Management Limited Landmark International Ltd. Toppoly Optoelectronics (B.V.I.) Ltd. Innolux Hong Kong Holding Limited Innolux Singapore Holding Pte. Ltd. Leadtek Global Group Limited Yuan Chi Investment Co., Ltd. InnoJoy Investment Corporation InnoCare Optoelectronics Corporation Innolux Japan Co., Ltd. iZ3D, Inc. GIO Optoelectronics Corp. Ampower Holding Ltd. |
Samoa Samoa Samoa BVI Hong Kong Singapore BVI Taiwan Taiwan Taiwan Japan USA Taiwan Cayman |
Investment holdings Investment holdings Investment holdings Investment holdings Investment holdings Investment holdings Distribution company Investment company Investment company Holdings, R&D, manufacturing and Distribution company Holdings, R&D and Distribution company Research and development and sale of 3D flat monitor Holdings, R&D, manufacturing and Distribution company Investment holdings |
$ 6,192,509 62,197 33,438,542 3,674,115 3,231,780 754,943 - 1,217,235 1,674,054 200,000 1,682,751 - 308,993 1,717,714 |
$ 6,192,509 62,197 33,438,542 3,674,115 3,231,780 754,943 - 1,217,235 1,674,054 200,000 1,682,751 - 308,993 1,717,714 |
180,568,185 1,656,410 709,450,000 146,847,000 1,158,844,000 25,400,000 50,000,000 - 167,405,392 20,000,000 98 4,333 27,812,188 14,062,500 |
100 100 100 100 100 100 100 100 100 100 54 35 63 50 |
18,302,104 $ 90,928 45,949,219 5,990,911 6,533,516 250,850 1,455,000 878,452 1,341,103 401,196 2,088,814 - 316,971 855,549 |
206,079 $ 2,404 1,400,660 157,510 548,255 205,194) ( - 2,528 40,442 150,087 85,954 - 16,893 62,662 |
206,079 $ 2,404 1,400,660 157,510 548,255 205,194) ( - 2,528 40,442 150,087 46,793 - 10,649 31,331 |
Table 7, Page 1
| Investor | Investee | Location | Main business activities |
Initial investment amount | Initial investment amount | Shares held a | s atSeptember30,2020 | s atSeptember30,2020 | Net profit (loss) of the investee for the nine-month period ended September 30, 2020 |
Investment income (loss) recognized by the Company for the nine-month period ended September 30, 2020 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at September 30, 2020 |
Balance as at December 31, 2019 |
Number of shares | Ownership (%) |
Bookvalue | |||||||
| Innolux Corporation Innolux Corporation Innolux Holding Limited Innolux Holding Limited Innolux Holding Limited Toppoly Optoelectronics (B.V.I.) Ltd. Innolux Hong Kong Holding Limited Innolux Hong Kong Holding Limited Innolux Hong Kong Holding Limited CarUX Holding Limited CARUX TECHNOLOGY PTE. LTD. CARUX TECHNOLOGY PTE. LTD. CARUX TECHNOLOGY PTE. LTD. Innolux Japan Co., Ltd. Rockets Holding Ltd. Rockets Holding Ltd. Suns Holding Ltd. |
FI Medical Device Manufacturing Co., Ltd. eLux, Inc. Rockets Holding Ltd. Suns Holding Ltd. Lakers Trading Ltd. Toppoly Optoelectronics (Cayman) Ltd. Innolux Hong Kong Limited Innolux Japan Co., Ltd. CarUX Holding Limited CARUX TECHNOLOGY PTE. LTD. Innolux Optoelectronics Hong Kong Holding Limited Innolux Europe B.V. CarUX Technology Inc. Innolux USA, Inc. Stanford Developments Ltd. Nets Trading Ltd. Warriors Technology Investments Ltd. |
Taiwan USA Samoa Samoa Samoa Cayman Hong Kong Japan Cayman Singapore Hong Kong Netherlands Taiwan USA Samoa Samoa Samoa |
Production and selling of the absorption for medical element R&D of MicroLED technology Investment holdings Investment holdings Distribution company Investment holdings Distribution company Holdings, R&D and Distribution company Investment holdings Holdings and Distribution company Investment holdings Holding, R&D testing and Distribution company R&D, manufacturing and Distribution company Distribution company Investment holdings Investment company Investment company |
$ 73,500 91,155 5,222,180 555,422 - 3,650,192 - 1,815,603 3,772,473 3,769,371 1,818,180 464,341 1,400,000 369,092 5,391,125 27,477 555,422 |
$ 73,500 91,155 5,222,180 555,422 - 3,650,192 - 1,815,603 294,690 291,588 - - - 369,092 5,391,125 27,477 555,422 |
7,350,000 300,000 160,504,550 18,177,052 1 146,817,000 35,000,000 82 125,231,749 125,131,749 162,897,802 375,810 140,000,000 12,842 164,000,000 900,001 18,177,052 |
49 30 100 100 100 100 100 46 100 100 100 100 100 100 100 100 100 |
553,619 $ 41,884 11,466,885 6,613,443 221,701 5,990,571 1,104,569 1,748,097 3,680,095 3,677,264 1,713,737 413,716 1,435,113 849,768 11,440,340 26,415 6,613,441 |
257,717 $ 42,517) ( 114,606 91,473 - 157,510 299,967 85,954 222,129 222,220 123,581 29,804 30,781 103,354 114,605 - 91,473 |
126,281 $ 19,578) ( 114,606 91,473 - 157,510 299,967 39,161 222,129 222,220 123,581 29,804 30,781 103,354 114,605 - 91,473 |
Table 7, Page 2
| Investor | Investee | Location | Main business activities |
Initial investment amount | Initial investment amount | Shares held a | s atSeptember30,2020 | s atSeptember30,2020 | Net profit (loss) of the investee for the nine-month period ended September 30, 2020 |
Investment income (loss) recognized by the Company for the nine-month period ended September 30, 2020 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at September 30, 2020 |
Balance as at December 31, 2019 |
Number of shares | Ownership (%) |
Bookvalue | |||||||
| Innolux Europe B.V. Innolux Singapore Holding Pte. Ltd. Innolux Singapore Holding Pte. Ltd. Innolux Singapore Holding Pte. Ltd. Yuan Chi Investment Co., Ltd. Yuan Chi Investment Co., Ltd. InnoCare Optoelectronics Corporation InnoCare Optoelectronics Corporation GIO Optoelectronics Corp. |
Innolux Technology Germany GmbH Innolux Optoelectronics India Private Limited Innolux Optoelectronics Philippines Corp. Innolux Optoelectronics Malaysia SDN. BHD. GIO Optoelectronics Corp. Innolux Optoelectronics India Private Limited InnoCare Optoelectronics Japan Co., Ltd. InnoCare Optoelectronics USA, INC. Double Star Inc. |
Germany India Philippines Malaysia Taiwan India Japan USA Mauritius |
Testing and maintenance company Distribution company Manufacturer and distribution company Manufacturer and distribution company Holdings, R&D, manufacturing and Distributor company Distribution company Distribution company Distribution company Investment holdings |
$ 33,735 607,284 28,733 121,179 858 - 87,149 27,963 298,113 |
$ 33,735 302,198 28,733 121,179 858 - 87,149 27,963 298,113 |
100,000 144,095,499 5,000,000 16,000,000 77,235 1 30,010 900,000 10,000,000 |
100 100 100 100 - - 100 100 100 |
15,230 $ 102,914 28,606 114,040 880 - 97,517 37,757 98,547 |
1,006 $ 206,079) ( 77) ( 529 16,893 206,079) ( 13,654 10,832 711) ( |
1,006 $ 206,079) ( 77) ( 529 30 - 13,654 10,832 711) ( |
Table 7, Page 3
Innolux Corporation and Subsidiaries Information on investments in Mainland China
Table 8
For the nine-month period ended September 30, 2020
Expressed in thousands of NTD (Except as otherwise indicated)
| Investee in Mainland China |
Main business activities | Paid-in capital (Note A) |
Investment method (NoteC) |
Accumulated amount of remittance from Taiwan to Mainland China as of January 1, 2020 |
Amount remitted from Taiwan to Mainland China/Amount remitted back to Taiwan for the nine-month period ended September30,2020 |
Amount remitted from Taiwan to Mainland China/Amount remitted back to Taiwan for the nine-month period ended September30,2020 |
Accumulated amount of remittance from Taiwan to Mainland China as of September 30,2020 |
Net income of investee for the nine-month period ended September 30, 2020 |
Ownership held by the Company (direct or indirect) |
Investment income (loss) recognized by the Company for nine-month period ended September 30, 2020 (Note B) |
Book value of investments in Mainland China as of September 30,2020 |
Accumulated amount of investment income remitted back to Taiwan as of September 30,2020 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remitted to Mainland China |
Remitted back to Taiwan |
||||||||||||
| Innocom Technology (Shenzhen) Co., Ltd. OED Company Ningbo Innolux Optoelectronics Ltd. Foshan Innolux Optoelectronics Ltd. Ningbo Innolux Display Ltd. Nanjing Innolux Technology Ltd. Nanjing Innolux Optoelectronics Ltd. Shanghai Innolux Optoelectronics Ltd. Foshan Innolux Logistics Ltd. GIO (Maanshan) Optoelectronics Co., Ltd. Ningbo Innolux Electronics Ltd. |
Manufacturing and selling of LCD backend module and related components Manufacturing and selling of electronic paper Manufacturing and selling of LCD backend module and related components Manufacturing and selling of LCD backend module and related components Manufacturing and selling of LCD backend module and related components Purchases and sales of monitor-related components Manufacturing and selling of LCD backend module and related components Manufacturing and selling of LCD backend module and related components Warehousing services Manufacturing R&D, Manufacturing and selling of LCD backend module and related components |
$ 4,772,400 290,532 9,021,000 11,145,300 4,656,000 61,110 4,539,600 611,100 43,650 291,000 65,678 |
2 2 2 2 2 2 2 2 2 2 3 |
$ 3,693,131 58,200 214,323 11,145,300 4,656,000 61,110 4,191,436 - 43,650 291,000 - |
$ - - - - - - - - - - - |
$ - - - - - - - - - - - |
$ 3,693,131 58,200 214,323 11,145,300 4,656,000 61,110 4,191,436 - 43,650 291,000 - |
$ 114,605 75,120 620,521 354,990 423,401 22,845 134,665 123,581 2,363 ( 712) 17,215 |
100 4 100 100 100 100 100 100 100 63 100 |
$ 114,605 - 620,521 356,738 423,401 22,845 134,665 123,581 2,363 ( 450) 17,215 |
$ 11,440,291 15,446 20,269,531 20,448,928 5,229,660 549,439 5,441,111 1,713,737 86,190 62,345 93,607 |
$ 1,079,269 - 5,023,677 - - - - - - - - |
2.1 2.2 2.3 2.3 2.3 2.4 2.4 2.5 2.6 2.7 |
Table 8, Page 1
| Investee in Mainland China |
Main business activities | Paid-in capital (Note A) |
Investment method (NoteC) |
Accumulated amount of remittance from Taiwan to Mainland China as of January 1, 2020 |
Amount remitted from Taiwan to Mainland China/Amount remitted back to Taiwan for the nine-month period ended September30,2020 |
Amount remitted from Taiwan to Mainland China/Amount remitted back to Taiwan for the nine-month period ended September30,2020 |
Accumulated amount of remittance from Taiwan to Mainland China as of September 30,2020 |
Net income of investee for the nine-month period ended September 30, 2020 |
Ownership held by the Company (direct or indirect) |
Investment income (loss) recognized by the Company for nine-month period ended September 30, 2020 (Note B) |
Book value of investments in Mainland China as of September 30,2020 |
Accumulated amount of investment income remitted back to Taiwan as of September 30,2020 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remitted to Mainland China |
Remitted back to Taiwan |
||||||||||||
| Shenzhen PixinLED Technology Co., Ltd. Innolux Automations and Intelligence Systems (ShenZhen) Co., Ltd. Ceiling on investments in Companyname |
Development and selling of MINI LED Development and selling of software Mainland China: Accumulated amount of remittance from Taiwan to Mainland China as of September30,2020 |
$ 42,731 3 $ - 4,273 3 - Investment amount approved by the Investment Commission of the Ministry of Economic Affairs(MOEA) |
$ - $ - $ - - - - Ceiling on investments in Mainland China imposed by the Investment Commission of MOEA |
($ 2,280) 1,173 |
100 100 |
($ 2,280) 1,173 |
$ 39,428 4,289 |
$ - - |
|||||
| Innolux Corporation | 26,142,960 $ |
31,429,738 $ |
(Note D) |
Note A: The relevant figures were listed in NT$. Where foreign currencies were involved, the figures were converted to NT$ using exchange rate. Note B: Profit or loss recognized for the nine-month period ended September 30, 2020 was reviewed by independent auditors.
Note C: The investment methods are as follows:
-
Directly investing in Mainland China.
-
Through investing in companies in the third area, which then invested in the investee in Mainland China.
-
2.1. Through investing in Stanford Developments Ltd. in the third area, which then invested in the investee in Mainland China.
-
2.2. Through investing in Warriors Technology Investments Ltd. in the third area, which then invested in the investee in Mainland China.
-
2.3. Through investing in Landmark International Ltd. in the third area, which then invested in the investee in Mainland China.
-
2.4. Through investing in Toppoly Optoelectronics (Cayman) Ltd. in the third area, which then invested in the investee in Mainland China.
-
2.5. Through investing in Innolux Optoelectronics Hong Kong Holding Limited in the third area, which then invested in the investee in Mainland China.
-
2.6. Through investing in Keyway Investment Management Limited in the third area, which then invested in the investee in Mainland China.
-
2.7. Through investing in Double Star Inc. in the third area, which then invested in the investee in Mainland China.
-
Others.
The company invested via the company investment entities in Mainland China to invest in Ningbo Innolux Electronics Ltd.
Shenzhen PixinLED Technology Co.,Ltd., Innolux Automations and Intelligence Systems (ShenZhen) Co., Ltd. Except for the investment via the holding companies in Mainland China, other investments shall not be approved by Investment Commission of the Ministry of Economic Affairs.
Note D: In accordance with “Rules Governing Applications for Investment or Technical Cooperation in Mainland China”, the Company has obtained the certificate of being qualified for operating headquarters, issued by the Industrial Development Bureau of the Ministry of Economic Affairs, the ceiling amount of the investment in Mainland China is not applicable to the Company.
- Ⅰ. The amount approved by the Investment Commission of Ministry of Economic Affairs (MOEA) is USD 10,000 thousand, Amlink (Shanghai) Ltd. has finished liquidation in December 2019 but has not yet applied for the cancellation of investment with the Investment Commission of MOEA.
II. The amount approved by the Investment Commission of Ministry of Economic Affairs (MOEA) is USD 34,676 thousand, Interface Technology (ChengDu) Co., Ltd. disposed the equity interest held in its parent company, General Interface Solution (GIS) Holding Limited, on the open market but has not yet applied for the cancellation of investment with the Investment Commission of MOEA.
Table 8, Page 2